Horizon Development Group, LLC/CarteGraph Systems Disposition of Dubuque Technology Park
.
.
.
RESOLUTION NO. 29 -99
A RESOLUTION DETERMINING THAT THE PROPOSAL OF HORIZON
DEVELOPMENT GROUP, L.L.C., AND CARTEGRAPH SYSTEMS, INC.,
IS IN COMPLIANCE WITH THE TERMS OF OFFERING FOR
DISPOSITION OF LOT 10 AND LOT 11, BLOCK 2, DUBUQUE
TECHNOLOGY PARK
Whereas, this Council, by Resolution No. 587-98 dated December 15, 1998,
nominated the City Clerk as agent of the City of Dubuque, Iowa, to receive and open on
January 18, 1999, at 10:00 a.m. proposals in competition to the proposal of Horizon
Development Group, L.L.C., CarteGraph Systems, Inc., referred to in said resolution for
the sale of Lot 10 and Lot 11, Block 2 of Dubuque Technology Park for development
only in accordance with the terms and conditions set forth in said resolution; and
Whereas, the City Clerk has reported to this Council that no qualified, competing
proposal was submitted.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. That the report of the City Clerk that no qualified competing proposal
was submitted by 10:00 a.m. on January 18, 1999, for the development of Lot 10 and
Lot 11, Block 2 of Dubuque Technology Park be received, filed and adopted.
Section 2. That it is hereby determined that the proposal of Horizon
Development Group, L.L.C., and CarteGraph Systems, Inc., for development of said
property is the only proposal which satisfies the terms and conditions of the offering set
forth in Resolution No. 587-98 adopted by this Council on December 15, 1998.
Passed, approved and adopted this 18th
day of January
,1999.
., .
i' ,/\ .'_
u I / ,/ ,) " v' /' _ / "
( lA..'~i_.V /" ./' './
Terrance M. Duggan, Mayo,~
Attest:
;'
F:\USERS\JBURKE\BURKE\DOCS\ECDEV\CARTEGRA\COMPETE.RES
,
",
.
CITY OF DUBUQUE, IOWA
MEMORANDUM
January 14, 1999
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT:
Disposition of Dubuque Technology Park Site
Horizon Development Group, LLC for CarteGraph Systems, Inc.
.
In the fall of 1996, the City Council authorized the development of an
industrial/technology park on property located on US 61/1 51 at Lake Eleanor Road.
The purpose of the development is to provide development-ready sites for new and
expanding businesses.
CarteGraph Systems, Inc. has outgrown its leased facilities in the Dubuque
Corporate Center and has announced plans to locate and expand in the Dubuque
Technology Park. CarteGraph currently has 90 employees and plans to increase
their employment to 200 by January of 2002. They are working with Horizon
Development Group to build and lease approximately 30,000 square feet of
corporate office space to accommodate the company's planned expansion on Lot
11. By leasing from Horizon rather than building itself, CarteGraph is able to use its
cash flow to finance internal growth and market expansion.
Community and Economic Development Director Jim Burke is recommending
approval of a development agreement with CarteGraph that includes:
1) The purchase price of Lot 11 is $76,230 per acre based on buildable acres.
With a buildable area of 2.86 acres, the purchase price is $218,000.
2)
The property will be conveyed by special warranty deed after January 18,
1999.
.
3) The City will provide an Acquisition Grant of $112,000 for Lot 11 to write
down the purchase price to $37,000 per buildable acre. Final purchase price
will be $106,000.
"
.
.
.
4)
Horizon must construct a building of not less than 30,000 square feet on Lot
11 for CarteGraph Systems.
5) Horizon must begin the project within six months of closing and complete it
within seven months of the start of construction.
6) An option for Horizon to purchase Lot 10, Block 2 is a condition of the
Development Agreement, The terms of the option require payment of $5,000
by Horizon to secure a five year option, all of which will be credited to the
purchase price if the option is exercised. The purchase price of the property
will be determined at time of closing. An Acquisition Grant will be provided
to write down the purchase price to $37,000 per buildable acre or $123,950.
Horizon has also asked to use tax increment financing (TIF) to support the up-front
financing of this project. The Agreement indicates the City's intention to provide
an economic development grant for such purpose. Based on a minimum assessed
value of $1.9 million, approximately $250,000 in tax increment debt could be
financed. This loan would be paid back over a ten year period by new property
taxes.
I respectfully request Mayor and City Council approval of the Development
Agreement. I would like to commend the work of Greater Dubuque Development
Corporation Executive Director Rick Dickinson on this project and compliment
CarteGraph President Scott Taylor on his plans for growth.
) fi
/) ~/ /
/ 1'1{~t '~f/17;/1 { '7
Michael C. Van Milligen
,/
MCVM/j
Attachment
cc: Barry Lindahl, Corporation Counsel
Tim Moerman, Assistant City Manager
Jim Burke, Community and Economic Development Director
Rick Dickinson, GDDC, Executive Director
~,
.
.
.
.
.
CITY OF DUBUQUE, IOWA
MEMORANDUM
January 12, 1999
TO:
FROM:
SUBJ:
Resolutions Approving Horizon Development Group / CarteGraph
Agreement
INTRODUCTION
This memorandum presents for City Council adoption a pair of resolutions approving the
Horizon Development Group, L.L.C. / CarteGraph Systems, Inc., Development Agreement with
the City of Dubuque. The Agreement provides for the purchase and development of Lot 10 and
Lot 11 of Block 2 of Dubuque Technology Park.
DISCUSSION
On December 15, the City Council adopted Resolution 587-98 which established terms and
conditions of an offering of urban renewal land and set a special public hearing on the proposal
of Horizon Development and CarteGraph Systems to acquire and develop two lots in Dubuque
Technology Park. The hearing is set for Monday, January 18.
Following the December 15 meeting, the full text of the Council's resolution was published in
the Telegraph Herald to fulfill the requirement that disposition of urban renewal land follow a
reasonable competitive procedure. The resolution states that the City has received a proposal
from Horizon and Carte Graph and intends to approve it unless another qualified, competing
proposal is submitted by January 18. The requirements for proposals and a procedure for
selection are set out in the resolution.
Presuming that the Horizon / Carte Graph proposal will be the only qualified proposal to be
submitted, we have prepared two resolutions for consideration by the City Council at the hearing.
The first resolution finds that no qualified, competing proposal was submitted and that the
Horizon / Carte Graph proposal satisfies the terms of the offering. The second resolution
approves the Development Agreement among the City, Horizon and CarteGraph and authorizes
its execution and implementation.
RECOMMENDATION
I recommend that the City Council adopt the attached resolutions approving the sale of land in
the Dubuque Technology Park to Horizon Group, L.L.C.. In the unlikely event that another
qualified proposal is submitted, the Council should follow the procedure described in Sections 18
through 20 of Resolution 587-98.
~
~
CITY OF DUBUQUE, IOWA
MEMORANDUM
January 18, 1999
TO: Honorable Mayor and City Council Members
FROM: Mary A. Davis, City Clerk
SUBJECT: Report on Competing Proposals
Disposition of Lots 10 and 11, Block 2 of Dubuque Technology Park
The City Council, By Resolution No; 587::98, nominated the City Clerk, to receive and
open on January 18, 1999, at 10.:00 a.m. proposals in competition to the proposal of
Horizon Development Group, LLC and Carte Graph Systems, Inc. for the purchase and
development of Lot 10 and Lot 11, Block 2, Dubuque Technology Park.
By this memorandum, I am reporting to the City Council that no competing proposal
was submitted by the deadline for submission set forth by Resolution No. 587-98.
Respectfully submitted,
Mary A. Davis CMC
City Clerk
cc: Michael Van Milligen, City Manager
Barry Lindahl, Corporation Counsel
Jim Burke, Community/Economic Development Director
/7/
!
/ I-~
,. / I' .
/ -b :.;.c ,-,'-
/!
CITY OF DUBUQUE, IOWA
MEMORANDUM
January 18, 1999
TO:
Honorable Mayor and City Council Members
FROM:
Mary A. Davis, City Clerk
SUBJ:
Report on Competing Proposals
Disposition of Lots 10 and 11, Block 2 of Dubuque Technology Park
The City Council, by Resolution No. 587-98, nominated the City Clerk, to receive and open on
January 18, 1999, at 10:00 a.m. proposals in competition to the proposal of Horizon
Development Group, L.C., for the purchase and development of Lots 10 and 11, Block 2 of
Dubuque Technology Park.
By this memorandum, I am reporting to the City Council that no competing proposal was
submitted by the deadline for submission set forth by Resolution No. 587-98.
Respectfully submitted,
hdAUd~
/ ~:;;; Davis
City Clerk
cc: Michael Van Milligen, City Manager
Barry Lindahl, Corporation Counsel
/
p'
,,';>
RESOLUTION NO. 587 -98
RESOLUTION (1) APPROVING THE MINIMUM REQUIREMENTS,
COMPETITIVE CRITERIA, OFFERING PROCEDURES FOR
DISPOSITION OF CERTAIN URBAN RENEWAL PROPERTY; (2)
DETERMINING THAT THE PROPOSAL SUBMITTED BY HORIZON
DEVELOPMENT GROUP, LLC SATISFIES THE OFFERING
REQUIREMENTS AND DECLARING THE INTENT OF THE CITY TO
ENTER INTO THE DEVELOPMENT AGREEMENT WITH HORIZON
DEVELOPMENT GROUP, LLC AND CARTE GRAPH SYSTEMS, INC. IN
THE EVENT THAT NO COMPETING PROPOSALS ARE SUBMITTED;
AND (3) SOLICITING COMPETING PROPOSALS.
Whereas, the City of Dubuque, Iowa, did on April 7, 1997, adopt an Urban Renewal Project
known as the Dubuque Industrial Center South Economic Development District (the "Plan") for the
urban renewal area described therein; and
Whereas, such Plan provides for, among other things, the disposition of properties for private
development purposes as a proposed renewal action; and
Whereas, Horizon Development Group, LLC ("Developer") and Carte Graph Systems, Inc.
("Employer") have submitted to the City a specific proposal for the acquisition of certain property
hereinafter described for the development of a corporate office, together with the request that this
property be made available for disposition as rapidly as possible; and
Whereas, in order to establish reasonably competitive bidding procedures for disposition of
the property in accordance with the statutory requirements of Chapter 403, Code ofIowa. 1997,
particularly Section 403.8, and to assure that the City extends a full and fair opportunity to all
developers interested in submitting a proposal, a summary of submission requirements and minimum
requirements and competitive criteria for the property offering has been prepared and is attached
hereto as Exhibit "A" and by this reference is made a part hereof, which sets out the minimum
requirements each proposal must satisfy in order to qualify for consideration with respect to the
competitive criteria, the information and documents which must be submitted, and the schedule for
submission and competitive bid-off procedures; and
Whereas, said Developer and Employer have tendered a Development Agreement with the
City, attached hereto as Exhibit "B", which proposes the development of a corporate office on this
property; and
Whereas, to both recognize the firm proposal for disposition of the property already received
by the City, as described above, and to give full and fair opportunity to other developers interested
in submitting a proposal for development of the property, this Council should by this Resolution:
1
1) Set the Fair Market Value of the parcel as determined by an independent appraiser
for uses in accordance with the Urban Renewal Plan;
2) Approve the Guidelines for Developers for the Dubuque Industrial Center South
Economic Development District Urban Renewal Plan Area for submission of
proposals for the purchase and development of the property and the minimum
requirements and competitive criteria attached hereto as Exhibit "A";
3) Approve as to form the Developer's and Employer's proposed Development
Agreement attached hereto as Exhibit "B";
4) Set a date for receipt of competing proposals and the opening thereof; establish a
procedure for each proponent to better its proposal and set a cutoff time for such
modification; and provide for review of such proposals with recommendations to this
Council in accordance with established procedures;
5) Declare that the proposal submitted by Developer and Employer satisfies the
requirements of the offering, and that in the event no other qualified proposal is
timely submitted that the City intends to accept such proposal and enter into the
Development Agreement and direct publication of notice of said intent;
6) Approve and direct publication of a notice to advise any would be competitors of the
opportunity to compete for purchase of the property for development on the terms
and conditions set out above;
7) Declare that in the event another qualified proposal is timely submitted and accepted,
another and future notice will be published on the intent of the City to enter into the
resulting contract, as required by law; and
Whereas, this Council believes it is in the best interest of the City and the Plan to act as
expeditiously as possible to offer this property for development as set forth herein.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
DUBUQUE, IOWA:
Section 1. That the following described property shall be offered for development in
accordance with the terms and conditions contained in this Resolution, to wit:
Lots 10 and 11 of Block 2 of Dubuque Technology
Park, in the City of Dubuque, Dubuque County, Iowa.
Section 2. That the current Fair Market Value of Lot 11, Block 2 of Dubuque
Technology Park shall be $76,230 per buildable acre. The Fair Market Value of Lot 10, Block 2 of
2
Dubuque Technology Park, the option parcel, shall be determined by appraisal at or about the time
of closing on that parcel.
Section 3. That it is hereby determined that in order to qualify for consideration for
selection each Developer must submit a proposal which meets these minimum requirements:
a) Contains an agreement to acquire Lot 11, Block 2 at not less than the Fair Market
Value and an option on Lot 10, Block 2 both for use in accordance with the Plan;
b) Is for the development of the property for use by an actual expanding or new
business in conformance with the Plan and is not for speculative development;
c) Includes a construction schedule in which the construction of approximately 30,000
square feet of building space on Lot 11, Block 2 is substantially complete on or
before thirteen months from a closing date;
d) Sets out or provides through other means acceptable to the City the proposed
developer's experience in working with other development projects and with
construction; and
e) Sets out or provides through other means acceptable to the City the experience of the
principals and key staff who are directly engaged in performance of contract
obligations in carrying out projects of similar scale and character.
Section 4. That it is hereby determined that each proposal which satisfies the minimum
requirements as determined by the City, shall be reviewed on the basis of the strength of such
proposal as judged by the following competitive criteria:
a) Quality of the proposal
1) The overall cost of the project; and
2) The types of materials shown for construction of the structure.
b) Architectural design of the proposed development
1) Compatibility of the design with surrounding structures, vistas, vehicular
activities and future development of adjacent property;
2) The functional design ofthe site, structure and all public spaces; and
3) The aesthetic quality of the development.
3
c) Economic feasibility of the proposed development
1) The economic return to the community provided by the proposed
development including, but not limited to, the property and sales tax
generated, the number of jobs provided and the encouragement of similar and
related development in the urban renewal district; and
2) The ability of the prospective developer to finance and complete the project
as proposed.
Section 5. That the proposed Development Agreement by and among the City,
Developer and Employer, be and is hereby approved as to form for the purposes hereinafter stated.
Section 6. That for the purpose of defining the offering of the property for development,
said Development Agreement shall be deemed to be illustrative of the terms acceptable to the City
with respect to:
a) Purchase price;
b) Conveyance of property and option;
c) Required minimum improvements;
d) Timing of improvements;
e) City participation;
f) Covenants;
g) Events of Default and Remedies; and
h) General terms and provisions;
provided, however, that each competing proposal and contract shall be permitted to:
a) Devise and report its own design for development so long as the minimum
requirements set out in Exhibit "A" are met;
b) Devise and report its own method and sources of financing, so long as such proposal
is sufficient to assure financing of the project in a timely manner; and
c) Allow taking possession of the property to be delayed for up to six (6) months after
the execution of the contract.
4
No other substantive deviations will be permitted.
Section 7. That the proposed Development Agreement submitted by the Developer and
Employer satisfies the requirements of the offering and, in the event that no other qualified proposals
are timely submitted, that the City enter into said Agreement is hereby accepted and approved.
Section 8. That it is hereby determined that the Developer possesses the qualifications,
financial resources and legal ability necessary to acquire and develop the property in the manner
proposed by this offering in accordance with the Plan.
Section 9. That it is hereby determined that the disposition price for the property offered
to the Developer shall be in the amount of the Fair Market Value as established by this Council for
uses in accordance with the Plan.
Section 10. That the City Clerk shall receive and retain for public examination the
attached Development Agreement submitted by the Developer and Employer and, in the event no
other qualified proposals are timely submitted, shall resubmit the same to this Council for final
approval and execution upon expiration of the notice hereinafter prescribed.
Section 11. That the action of this Council be considered to be and does hereby constitute
notice to all concerned of the intention of this Council, in the event that no other qualified proposals
are timely submitted, to accept the proposal of the Developer and Employer to acquire and develop
the property and to enter into the Development Agreement by and among the City, Developer and
Employer.
Section 12. That the official notice of this offering and of the intent of the City, in the
event no other qualified proposals are timely submitted, to enter into said Development Agreement,
shall be a true copy of this Resolution, but without the attachments referred to herein.
Section 13. That the City Clerk is authorized and directed to secure immediate publication
of said official notice in the Telegraph Herald, a newspaper having a general circulation in the
community, by publication of the text of this Resolution without attachments on or before the 18th
day of December, 1998.
Section 14. That written proposals for the sale and development of the property will be
received by the City Clerk at or before 10:00 a.m., January 18, 1999, in the Office of the City Clerk,
located on the first floor at City Hall, Dubuque, Iowa 52001. Each proposal will be opened at the
hour of 10:00 a.m. in City Hall, Dubuque, Iowa on January 18, 1999. Said proposals will then be
presented to the City Council at 7:00 p.m., January 18, 1999, at a meeting to be held in the
Auditorium of the Carnegie Stout Public Library, Dubuque, Iowa.
5
Section 15. That such offering shall be in substantial conformance with the provisions of
Section 403.8, Code oflowa, requiring "reasonable competitive bidding procedures" as are hereby
prescribed which method is hereby determined to be the appropriate method for making the Property
available for development.
Section 16. That the required documents for the submission of a proposal shall be in
substantial conformity with the provisions of this Resolution.
Section 17. That the City Clerk is hereby nominated and appointed as the agent of the City
of Dubuque, Iowa to receive proposals for the sale of the property at the date and according to the
procedure hereinabove specified for receipt of such proposals and to proceed at such time to formally
acknowledge receipt of each of such proposals by noting the receipt of same in the Minutes of the
Council; that the City Manager is hereby authorized and directed to make preliminary analysis of
each such proposal for compliance with the minimum requirements established by this Council
hereinabove. For each proposal which satisfies these requirements, the Council shall judge the
strength of the proposal by the competitive criteria established hereinabove. The Council shall then
make the final evaluation and selection of the proposals.
Section 18. That following receipt of competing proposals, the Developer shall have until
10:00 a.m. on January 25, 1999, to amend its proposal in response and to deliver same to the City
Clerk.
Section 19. That if, and only if, competing proposals are received and determined by the
Council to meet the minimum requirements of this Resolution, and the Developer amends its
proposal in response thereto, such Council shall forthwith schedule a meeting within seven (7) days
after January 25, 1999, at which meeting there shall be a bid-off, each proposal against the other,
seriatim starting with the second proposal received until such time as each proponent for the sale of
the property shall decline to improve its bid in response to the last bid of the other bidder or bidders.
The period of time to be allowed for such bid-off shall not be in excess of three consecutive hours
on said date. The rules of such bid-off shall be as informally determined by the Council at or before
such bid-off period and shall be absolute.
Section 20. That in the event another qualified proposal is timely submitted and accepted
by the City, another and further notice shall be published of the intent of the City of Dubuque, Iowa,
to enter into the resulting contract, as required by law.
Passed, approved and adopted this 15thday of December, 1998.
Terrance M. Duggan
Mayor
6
.
Attest:
<~t1 ~~
Ma ~. Davis
City Clerk
7
loandoc\horizon.res
..
00-
00-
'-y-J
~
~~
00
~u
~~
o~
~g
~=
H~
OO-~
~~~J J
= ~ ~.... ....
.... ... = = -=
Cj::= Cj
= ";l =... ...
~ ... ~ ~ of
'" ~ .... c::l.t ~
Y ~ S ~ ...
= ~oo "-' =
....'" ""' "0 ~ ""'
"-' = = ~ -
= ... ~ =....
z ~~~:s ;
o ~~=~
- Cj c::l.t=""-'
t:: 'a "-' = =
~ = ~~:o
u 5 = ~ ~
~ 5 ~ '= i~ '
= ...'
= u:s.e-::s
;;;;J ~ = =
~ 'E... = c::l.t
r~, ~ =~ = "-' ~
- ~ u ~ ~
o "O-=~~\
Z ~ ~g.t~
o "Q=::=
- ...~,.Q~
Eo-! = - =
~ ""'~~1:1"
u ~ ~""'-=
- t-==Cj
~ -.....e-~
- u ""' ... ;::
t: ~=u ~
- =... ~ ~
~ ~ ~-=-=
:: -= .... ....
U ==."-' = ...."
:= ... ~
~,.Q -=
'" = 1:1 .... "-'
Q:jc::l.t-=~~
""" '" co......
~ = .~ ::= ~
==-..."0
~,.Q~~
a~ s.~.~
....==,.Q~
~e-:!2::&
~8.sJ..s
y
:=
.c
=
=-
~
~
....
=
z
~
....
6
=
=
=
u
~
=
Cl"
=
.c
=
~
...
oS
'Cl
=
~
.5
y
:=
.c
=
=-
~
~
....
=
Z
a:(/)
ww
>-g;a>
lIJp"Q)
~~~
IIIZ
t;iQ:
lIJ~lii
J::E2
~~~
~ul.L.
~~
~"'L'\
oJ .: \~
i-,. ~
;to..
=
~
....
6
=
=
=
U
~
=
Cl"
=
.c
=
~
.s~
~
'Cl
=
~ 0'1
= ....
...
~
Ilf
e
t ....
oS =
.! ~
'Cl
i~
.c '"
= ...
00';:
~
"-'
...
~
ff
~
-=
Cj
DEe-15-98 TUE 03:31 PM
TELEGRAPH HERALD
():JJ;n '*t~
.'
(OFFICIAL PUIILICATlON)
R~SOLunoNM~ 58~H
RESOLUTION (1) A"PROY-
INQ tHE MINIMUM AE-
QUIREMEtlTS, eOMPITI.
TlVE ORITeRIA. OFFERING
PROCliDURES FOR DISPO-
SITION OF ellRTAIN URBAN
RI'NeYlAL PROPERTY; (2)
DETERMINING THAT THE
PROPOSAL SUBMITTED BY
HohlZON DEVELOflMIiNT
GROUP, LLO SATl8F1ES 'nil!!
o"'IlRING REQUIREMENlll
AND DEOLARINQ THe IN-
TENT OF tHE CITY TO !tl-
TeR INTO THE DEVELOP-
MENT AGRt!lMlim WITH
HORI%ON DEVELOPMENt
GROUP, UO AND CARTE-
GRAPH SYSTEMS, INC. IN
THE EVENT THAt Mo COM-
PETlNQ PROPOSALS ARI!
SUbMITTED; At-Il'J l:J) so-
LICITING COMPETING
PROfl06ALS.
Whuruas. the Cily 0' Du-
bllq,II:, Iowa. did on April 7.
1\197, ndopl ;an Urbtlr'l j:\e-
neW.I! Projc:cl known <IS me
DlJbllt'JU':: IndutilriOlI Cenler
Soulh Ecollornic Devolopm9ll1
Dj~\rict (lh" "Pion") for the
urban renew,)1 (l{u~ doscribQd
lhvrem; and
Wllvroils, J;1Ir.h PI.1I1 providu
for. among OIlIer things. lhe
Lfi~posilion of propvrlies for
privulo dovelol'lmMI purposes
a^> 0 proposl'ld rencwulllction:
:lIId
WhCMI3, Horilon Dov,;lop.
m\~nl Group, LLC
("Dcv~lopur") Dlld C;>.rleGr:lph
SYI;tl11n$. Inc. ('Employer')
h.Wfl r.lliJmillud 10 Ills Clly 0-
spociflo ptor.>Os<l1 for Ihe <10-
quisition of ccrtuin prop\lrty
IlIlrein*or dc:~c:rrbcd for the
duvclopmont 01 (1 corporllle
O[Ii'.:I). (OOOlhBf with thll re-
qlj~\lt Ihllt this prop(:rly be
m~rltl :Mlililblo fer di~po';iljon
M I npidly a.! po~sib'~; and
Whe,u~~. in ordAr to O:ltub-
h~h f(mSonably COlT1pClilivc
birtdin() procodures for di:fIJO-
Sil;O 11 01 lhe proplrTy In ~CCOr'
d.1l1c:e Wil~ tho Iit<lll.llOIY ro-
Cll.lil'P,mllnlG of eh~plt:or 403,
9.PJiL.!Lhiwn. JQ~Z. porticu-
l<1rly S.lCtlon ~03.8, nnd to
nr.~lIre Ilmttho Cily extel1ds Q
full anrl f"ir opportunity Iv nil
llcvelopor! i/'lr'''':~lcd in sub-
11111111,!} a ~roposal, ~ t.,ll'llrmvy
of sllbml~~ion rQ'1l1jrel'l1ef1t~
lI1ld minlmlJl" roquirement$
:Ind compelillve C,ilerla for tile
prC)purty offering IHIS been
l'wn,mted and IS nlt'lchcd
horel.:> Q~ EJIhibit "A" llnd by
IIlis rerorenc:e I~ made a r~lt
1\.;(OOf, which ~e!~ out the
minimurn roqul/'Glllent$ euch
PI'Qllo~,,1 musl satisfy In order
10 <111(\1111' lor conftlclerution
wHh ~ftpeclto the eoml'>f.!tilive
criLol;:\. U1C information (mcl
dOCUm4lnts whioh must be
subrnilted, and lhe schedull
fl\r ~ubmj"iol1 11l1d competi-
tive bid-off prooedllres; and
Whurcas. slid Develop/:!' and
EllllJloyer have tllnclered tl
Dl'lveloplllcnt Agreemlll)t WiUl
lhe City, allQehed hereto (13
!;~I'libH "13", which propOSI:$
tll.., clevulopment of 8 corpo"
mle offiCe on this property:
l'Inc:l
Whllre:v., 10 both recognize
thlP OnTl propos:11 for diapc:>sl-
lion of Itll'l property all'el1dy
rocelved by the CI ty. n de-
(;Cribod ebove, llnd to giv~ full
Md Pllir opport\lnity to other
dcvclopllrs infert-sted In sub-
1T111lill!;! II proposal fer devul-
oPlnC/1I1 of the prorerty. this
Co,mcil should by this R1.l301u-
II.m:
1) SuLtho Fllit MMKet Vulue
1)1 the ".l/'cel as dll.nnjn~d by
IIn i11Utpcndcnt appraitflr for
IJ.~es hl accordane" with Ihc
Utb:An Roncw;l,J PIlln;
2) Approve Ihe Guidelines for
D\lvelopera- for thl D1lbuque
Ind(J~triCl! Centor Soulh Eco-
nomic DEoVllllJpmenl Oi~rlcl
Urbiln ReMW31 F>lan Arsa for
uubmission of proll03ol3 for
ule purchallll and dtwolopment
of Iho property and 1110 mini-
murn rcqu1rem"l'lts and com-
petilive criteria llll~ched herato
o.G Exhibit "A";
3) Approve as 10 form Ih"
DtYolopor's and Employor's
/'lrC1poliCd Developmenl
Aorc:.-erncnt allaehed herolo ilS
exhlbll'D";
4) Sel II dille far receipL of
CQ01P6ting propos.'lls and the
opining Il1erool; establish 0.
pl'ooed~jre for ouch proponent
Lo belllir ils prOr.>Oslll and 8;\1 ft
culoff time for slJch modlflCll-
tieH; and provi(!;\ for roview of
slJOh proposal. wltl1 rocom-
mOlnll allonl 10 Ihis Council in
accordanco with S$lahli~hcd
procodurb3:
Sl D~claro that tha prOpo~1ll
sllbmillutJ by Developer .nd
frnrloy~r satilfj.~ dle re-
qlJiremllnll of thl offering, ~nd
tJ1~t In lho event no other
l:Ill:llified propoaal Is tirrKlly
submitted thut the City lillellds
to Accepl ~uch prclp(>s(l1 nnd
ent!!r Into the Dllvelopmunt
Agrlllilmllnl Lind dirlcl publicn-
lion of nOlicl! of said intant;
6) ^t.prove and clirt1lCI publica-
tion of 0. notice to advlStl any
would bc Competitor! of the
opportunity to complrte f,'r
purchilSQ of Ihe property for
d.\Yelopment on the 1~'rI'nl and
oond;llor1S eet out above;
7) DeclAre 11\;11 in Ihe evenL
.\nothor qualified propolal Is
timely subrnilllld and 110-
cePtl:\i. Qnother 3nd ruture
notice will be publlshfld on the
in lent of thu Clly to enter into
the resullin~ oontract. as
FAX NO. 3195885782
6~q Ofqo
req'lired by ILlw; and
Wher"M, thie COllncil be-
lieves it Is in the beal interosl
of the City LInd the PI<ln 10 aCL
lla exptt(liliOll~ly III pOllslnl$ 10
ort~r lhj.~ rropcrly for dlvel-
opment as lIel forth herein.
NOW, THEReFORE, BE IT
RESOLveD BY THE Oljy
eOUNCI~ OF THE CI'TY OF
DUBUQUE, IOWA:
Sectiol1 1, rhu[ tho followin!J
described r>roperty ~11;l,n bA
ollarcd for <Iflvolopmant ill
accordance Wil111ho lerms ;and
cMdilions oontr,lned in this
Resol'ILlon. to wit:
~(Jls 10 and 11 of Block 2 of
DqblJqtlC Teohnology Pork, in
the City or DubuqUG. Dul111quo
COUI1Iy, 10WLt.
Seclion 2. That the curront
Fair M.'rkvt Value of Lol 11.
Block 2 or Dubuque Tf)Cl1nol"
ogy rMk shUll be $76,230 ~ur
buildllblll acro. The Fair Mnr-
ket V:\lue 01 Lot 10, BJl)ck 2 or
Dub\l<1110 T~'ChnoJogy PQrk. thc
option porcul, ~hall b~ lloll.or-
mined by rlpprui$a1 al or .1bO\IL
thll tlmEl of closing on 111:11
parcel.
Seclion 3. ThQt it iG hereby
deterrnincd that In Order to
(11Jnlily for eonr.idMI~on for
$Illection Qach DevAlopor tTlull
Rllbl'l'lil !I propos:,1 which
mRet~ thesa minlmllrn rc-
qulremenls:
a) Conminii iIn agreEll'l'lorlL (0
IlCCluir\!l LOL 11. Blook 2 (It nol
IIU tllM tho Fair Merket VlIluo
and an option on Lot 10, Block
2 bolh for USa in llccord:mce
wittllhe Pion:
b) Is for the devEllopl'l'lerlt of
the pI'OP\\rty for use by nn
lIelu.i exp::lndin9 or new I>ll~i-
rle~3 in oonfr'lmance with Ihe
F>lM Md Is nOI tor srJeculllbva
o"vclopmI1Jnt;
c) Includes a oOllslruclion
seh"rl"le In which the Con-
~tn.Jclion IJf approxirn.'Jtuly
30.000 squ,lrc fset of building
.pane Orl Lol 11, I3lock 2 is
Rubsl:\I1li::llly eomplll1e on or
before thlrl~'Cn monlhs frem a
eJo~in!) du!c;
d) eels oul or provides
lhm\l!Jh other meQrlS :Accept-
able to 1110 elly the rropoucd
developer's experience in
workln!) with other devolop-
mel11 prolc:cl3 IInd will1 con-
SlrLlcllon; BnQ
e) Sets oul or providet U lrough
othllr mOtllls 1l0Clp~,ble 10 the
City the e~perionOQ of Ul0
prlnoiplllt find ke,y staff who
(Ire dirl3c~y angaocd in per-
fOrrnCUlell of contr,1cl obliga-
lions In Carl)'ing pul projuctl of
similar wQle nnd oh/ltaelcr.
SQelion 4, Tllnl it Ja hereby
d6turmin4ld lhal etlch propos,,1
which IDHsf1" the minimum
requlrcmontl as doLGrroinsd
by lho) City. shall be reviewed
on the bQsls of ll1e strength 01
suoh prol>ouul III judged l1y
the following competitive
orit.r!:,;
a) Quality of the propo~RI
1) The oVClrall cosl of the proj-
ect; ;and
2) ThCl type~ ot mllleri31s
shown for consb'lJclion of lhe
~ [ructura.
b) ArohitACt\ir~1 dosign of the
proposed development
1) Compatibllily of the de!ltjn
w;U, surrounrllna ~lruoiureR,
viSl.lS. whicular activilice lIrId
frHtlt'c dcvlllopmllnl of lIdja-
Cflnl PlOpurly;
2) The lunoLonal de~iDII of ~1e
liite, $\ruclurc llnd IlII Pllblic
spacli~; ond
3) Tl1e o~s!hc:\ic quality of tile
dev810PI1'lC::lll.
cJ Economic ICQsibility of tho
propO~lld l~cvelopment
1) Thll economic retllrn to lhe
commUl1ity provided by Ihu
proposed developmenl In-
eludinn, but not limit.,d to, tho
property t1nd sales ~'lx llenc:r-
alad. tM nllmber of jol;i~ pro-
vided llnd Ihe cncournOo'llTl6nL
01 ~imiJar f111(J rclnlcd dlvel-
oprnent in ~\e urban ronewill
dl~tlict: LInd
?) The tlbility of lho prospoc-
live developer 10 fin(lncc and
completo Ihe projfle! 0.$ pro-
posed.
s\!Ction 5. That the prOI)OSod
Developrl1l:rlt Agrlemltnl by
and arn<>n9 Lhe Cily, Devul-
oper 11l1d unptoy;r, be and la
hlt.by <lPl>o'ov"d as to form for
tha purposes herelnalter
slAted,
Section 6. Thllt for d\,) pur-
pose of delonlng the offarinU of
tho prOPllrly lor dBvelnpl'nI.:nL
:;uld Developmun I Agreem<<nt
f,hllll be deem"d It' bu iIIullra-
tiv6 or the terror. (lcc'Jp1..1ble to
the Cily wilh reSll<lm to:
a) PIli CI)(\1$8 price;
b) Conveyance of I1roplltly and
opti,,":
c) Requirod minllTlIII'n jm-
provemor'lle;
d) Timing of Improvem~~llll;
el City purticipalionj
I) Covenunls;
g) EvellLs of Def:AlJlt i1nd
RltrnedillU: i1nd
h) GenulUl 1"'1'111$ nnd provi-
sions: provided, however. thilt
each con'lIlJtinljl pl'OPOB!~1 and
contract shnll b.: permitled 10:
a) Davise Bnd rA!'>'),1 ils own
design lor dIVelo~)I'I1e'\L ~
long Q$l 111.:: minimum rl'lquire"
menls III Olll in EXhibit "A"
aru mG~
bl DoviSQ and rl'port its own
I'lY.lU,od lInd snurces of fl-
n..nell1f/, so long a~ suoh
prop051\1Is surnci.n~ 10 aSl;uro
f.nanclng of Lhe project 111 a
timely manner. and
c) Allow L'kll1~ bosses. ion of
the pro piny 10 bo delaYed for
up Lo six (Ei) monU,s after lhe
p, 01
()
.~
,
II
'--,
,/'
"
.~;'
, ~,t
(i {fG
V ~ I'
fj;v
,--(itV't
i Ii
J
t 1
fJ u ~v
] ,!L
(i f
l/
,
I
,,) V
;~
~~-c
DEC-15-88 TUE 03:32 PM
~~(lcull()n of 1110 corll,,\ct.
No othAr s\lb~t.lIlliva dGlvia-
liona willlle p~rl~lilled.
Seetioll 7. Th.11 U~a propolOed
Oavolopm$nt Agraemunt
submiU\ld hy the O<JValop;r
clnd Emr1oyl)( ~nll:lfie1 lIIo
mqlllromonls of lhll Orrtlrirl!)
I:llld, In U'U evai'll thill no o~,er
(jlwlifiod propos<l11 II'e limilly
:luhrnHled, lIIlll the Oily er'll$r
into r,ald Agreulnonl is herllhy
lIccertorl ilnd approved.
SacUon 6. TIlill it is horeby
delurminGd IMI the Developor
PO:lSUliSeS thll lllJalilicuUons,
fini.\ncl<1l ro'Ourcl/s (1m! logllJ
tliJilily noces":lry 10 (lCtlUirG
Md dGvelop tho property in
Iho m3nner proposed by tIlis
offerinO III accordllnce with 1I1e
PI:ln,
Seclio'1 g, Tllat il is hereby
dmfll1nined 11 ,at lIIo dispo.~i-
lion prlco fur the propeny
o(("l'flrl to tho Ouvcloper shall
bo in tho (l1Tl~1UI1l or lIIe Fair
Mmkol Vslufl (I~ c~lnblished
by Ihis CO\Jncil for \lues in
l\ccordOlllce with tho Phlrl.
SI;Clion 10. nlal lh<> Cily
Clark :;hilll rGcsive and rel"ln
for ~11lblic o~lIminlltion ~ Ie
nltac:hod De~lopmanl
A\Jfoemon! submitted by the
DP,v"lopur Wtd Employ.r Md.
in th~ eV~~lt no othor qualified
prOpOtoill:l o'ro limely ~ubmil-
11\0, !.I':lll re~ubmjt the Iolanl'l 10
thl!. OOlmcl1 ror linlll approval
ancllll(,)cuUon upon eJ<pir~tion
of tho notice horolnilflllr pre-
scribed.
See lion 1 t. TI1~1 the :lClion or
this Council be CO!)f.kJlfred to
be nnd doos hereby consUMe
o<>tic"" 10 nil concerned or lhe
lntantion 01 !his Counoil, ir) lhe
Covel'll tho'll 110 othor qualifiecJ
pfopo~nh, me timely liubmit-
led. 10 occllDl Ihl: propoiil of
lilt) Davllloper and E.nploycr to
Dcqulre llnd devolop tho prop-
erly .nd 10 enler into Ihe De-
volopmlinl A!lreVl'l1cllt by IInd
l1monD Ihll Cily. Developer IInd
Employ~r.
Soclion 12. "lla! the official
noliclD of thl$ offering Md of
1l1C inte!)t of the City. in the
ovun I no olher qllllliflcd pro-
po:;~ls ore tim~1y tlubrnltted. 10
(:nl\:r into Mid Development
A.l)ruOInont. Ihnll be 0 true
cvpy of lIIia RIlsolu1ion, but
willl1lll1 Iho <ll!achment~ re-
rorrod 10 hflrr.,ln.
Su<,;tion 13. Thm lII'J Clly
Clerk is aulhari~ll(j al1d di.
rr.c.t"d 10 ~ccura immerJioll:
pulJIiC<1hon of $(tid offioial
t1olico in th!) ll.1!r:illrn.l11J:1or.ill~.
:. tl....w.papAr "$vina CA Q.murlll
ol!cul(lticm In Ihe commulllly,
by Pul>liculion of the tel(t ot
lIIi~ Re~ol\lliOn willlout :11-
\.lchmonls (In or tJCroro the
1 0 III d;IY of Doclmb!lr, , 998.
$";,liOn t4. Thill writlcll
rropO$"I~ for the $.91e (HId
TELEGRAPH HERALD
d$velopmont of the property
will be rcceivod by Ihe City
Clerk llt or hulaN 10:00 ~,m..
Jllnu~ry 10, 1999. In the Offioe
of 111e CIty CI~'fk. lecited on
!/Ie fir$t f100t III Cily HIlII,
Dubuque. (ow:. :52001. Each
propolal will ~ opened allho
huur of 10:00 a.m. in City Hall,
O\.lbuquo. Iowa on Jnnumy 18,
1999. Said propo~ls will lIl()n
bo pr055nled to Ihe Cily
C~l(JI1cil lit 7:00 p.m., JanutlJy
1 a, 1999. lit 11 meeting 10 be
h.ld In tJle Audilorium of the
Cllmflgle SIOU! Publlo UbrAl')l,
Dubuque, lowo,
Seclion 1 S. Thut such offer-
ing ~hllll be In lub~tanli.:ll
oonformuncu witll the provl-
tk~M or Soclion 403.8, ("..(lOCI
!2!..I!I.IItIJ, requiring "rel1~onable
compelitivo bidding proco-
c:turc:l" 115 !lI'e hereby pre-
scribed whioh mfl1hod 1$
hereby determined 10 be ~IC
(lPl'lro~,riOll) mothod for lTh"lkino
the Proporly available for
dflvelopmolll.
Section t6. Thot tha reqtJil'Eld
document, for lho lubminion
of a propollalllhnll be in 5ub-
slunlill conformity WIUh the
~'rOvj5iens of lhill Resolulion.
Secllon 17. Thai lhe City
Clurk ili horeby nomin..,lecJ and
nppoinlod illl the f1(lenl of lIIcl
City of Dubuque. Iowa to
tecuiVCl proposals for tl10 ~tllo
of Ule property at 1he d:Jle and
QOcorl1irlg to the proceduro
hereinrlbova spQCified for
receipl of such proposals ~nd
to proC:lled nt ,uch Ume to
forrmlly lIoknowledgc receipt
of oaoh of such p~opolials by
noling Ihl recelt)t of sam a in
Ihe Minutes of the Council:
thi.'l! lhe Cily MQ03Qer is
hU(<.lby Iluthorized llnd dl-
reeled to make preliminary
ftflnlysis of cllCh such pr<lpot-31
for compllunce witl'l the Illi!li-
mum r&:t;uircmenta e~tabllshl>d
by lhi~ Council hereinabove,
FCif c:\ch propoR(ll which
Mlislio~ the~e req\liremcnLli.
tlll1 Council lI1all j1Jclo~ tnc
strenglh of the propoMI by HIC
complllitiva crileria 6slub-
Ii shed hereinabove. Till>
Cmlnell $hall then make the
fiM! evnluatfon lInd lelaCllOI\
of Ine proposals.
Sao!ioo 18, That followin(]
rccoip1 of Com,)t:ling propos-
0.1>;, lIIo Developer ~I\(\II havo
until 10:00 a.m. on Jamlary 2~.
1>)99, to anl$(ld its proposal In
re.ponse and to duliver same
tn It.", City Clerk.
Section 19. That if. and only
if. competing propoeals are
fltCoived Md deltlrmln;d I:>y
lho Council 10 meel Iho mini-
IllUITI ruquiromer)lp. of lhis
Rll,oluliOll, lInd Ihe Developer
amends il$ propoud in re-
spon30 therelo. such Council
snail forthwith Gchecfule /I
FAX NO. 3185885782
p, 02
mooting witl1in seven (7) days
uflor JllnulllY ~5, 19DO. at
wllich meeting ~''''re SI\(III bs a
bid-off. flach propoMI ug.tin51
tho olllor. sQria~n) &lo"tino willi
tllo socond propositi recelvcd
unli1 Slid, lime liS SHCt, propO'
nent for lhe ~ulc ef the prop-
srty ahall cl,x:llne 10 improve iT~
bid in re~l'IOn$c 10 thGl laBt bid
ef !he o1l1er biddcr or bidd~r~.
Ths period of tlm~ to be 111-
lowed for slldl bid orr aha!1 not
be in SXCl/SS e f !hroo con-
$ecutivo hour!! on suid dllla.
Tile rules of suoh bid-oH shall
be Il:l infermally dfltMllinud by
lhe COuncil al or bf:folO such
bid-oil psriod :md shall be
abselute.
Seellon 110. Th::.t I" lIIo event
anothsr qualified propoSCII ill
timely submitted Md IIccepled
by the City, Molller and fur-
ther notice shull be publishe,j
of the inTill1t o[ Ute City of
Oubu~.. I"W,.. 10 entor inlo
the Msulling CC>t1lruct. !IS
required by law.
f'u5sed, apPloved and
ac.lop led this 16th doy of De-
cember, 1908.
Terrl1nco M. Duggan, MnYQr
Allest: M:\ry A. Davis, Cily
CllIlr~
PubllRhed Olliciillly in tI,e
TllegrAph Ilct~ld nelWspllper
this 18th <1:\)' of D;eemPilr,
1998.
M:>>y A. Dnvi~. CMC, Oity
Clerk
1112/18
DEC-15-98 TUE 01:18 PM
('
"
,
/
. \
btJJ )
l
~
(OFFICIAL PUBLICATION)
RESOLUTION NO. 587-118
n~r,OLUT10N (1) APPROVING
THl: MINIMUM REQUIRE-
MeN"rS, COMPETITIVE ORI-
TSRl", OFFCRING PROCE-
DURES FOR CISPOSITION
OF CERTAIN URBAN FIe!-
NEWAL PflOPS'ITY; (2) DE-
1'EI1MINING THAT THE PRO-
POSAL SUBMITTED BY HO-
f11Z0N DEVELOPMENT
GFlOUP, LLG SATISFIES THE
Orrl!FlING F1i=QuIRf;Mf::NTS
AND DECLARING THE IN-
TE:NT OF TI"l!: CITY TO ENTER
IN1'O THE DEVELOPMeNT
AGREEMENT WJTH HORIZON
bEVELOPMENT GROUP, LLC
AND CARTEGRAPH SyS-
TEMS, INC. IN THE ~NT
THAT NO COMPETING PRO-
POSA~S ARE SUBMI1TED;
AND (3) SOLICITING COM-
PETING PROPOSALS.
WhcrCa:l. tho City of Oll-
buque, low~. did on Apdl 1,
HI!)T, ~dopt IIn Urb:J11 Re-
11111'11'.11 Projoct known II~ the
t)\lfJllquo Indusb'illl CenW
South Economic Dovelollm~m
Ditilril:l (Iho "PI.lll") for the
Wt.;U1 roncwOlI ar'Q:J dGlaoriQAd
lh"mll1; .Ind
WI1Arer.I$, $uch Plw1 provides
far, omono oU ler Ihing3. the
dispoRilinn or jJrOrJurLie3 for
priv:\t~ clllVelotllnOlll pllrpOSOIO
III II pmnor.t.d tcnoWlllaeUon:
.md
Whorao~, HorizClIl Develop.
ment al'OllP, LLC
("Developor") llncl CortcQmph
Sy~toml, Ino. ('Employer')
hllVIl "unmilled to the City a
speCific llrOpo~(I) for lhe !\C-
quisition of cort,lin TJroptlrty
hllroinnft~r dc~crilioc.l lor U,e
dovelopmllnl of II corpcrale
cllrico. IO!lfllhl'lr with me ru-
quest 111M Ihi~ [)rOporlY be
made lIVailllblil for dlf.,po/;illon
.IU rapidly De po~~ible: IVld
WherodS, ill ord~r to El$t,~b-
li",h rlli!lr.on:lbly compfllitive
lJiddlno procodunl.l for din po-
Siliol1 01 tl10 property in nccn(-
(jl'lllCe wllh tho statutory rc-
qlj1rC11101l1~ of Chapter ~03,
9orl.~ (,I lown 1 !lflZ, !,Micu-
larly S~ctl(lI) 403,0, ulld to
assur3 that the City e)(tcl\l.l~ II
rull ond f:lir opportunity to 1111
dl.'wlopen inll'lrMted in sub-
milling II propor.nl, a $lm"n(lry
01 :il.lbmission requirQn1..nt~
llI1d mirll,,)urn requirements
lInd coml'letillve criteria lor 1~10
rJrol'orty offarin\) h,,~ been
(.Hcp,rrcd E1nd is lllt~r)'l/i1d
her"I" M Exhibit "A" and by
tills r~II'>rcllce 13 mud, 13 p3rt
hClrer,'. which $';(S out tho
mirlll1tum raquirl'lll1(":n!') ea~b
prop'\Sul must ialisfy in orallr
10 qU.111fy lor C(lt1sideration
witll re~I'JOCt to mo cornpeUtivo
C(iT$ril;\, tl1", InrOrrrlution and
rlocIJl11.mlS which mus\ be
~1J~Jll1illod, alld the schedule
TELEGRAPH HERALD
fe,r $ubmisoion !lnd comp!!ti-
tive bid .orr procedurll; and
WherllO$. $l\ld Developer and
Employ~r hllvo Iondered a
Development Agreement with
the Oity, al~,(;h0d hercto Ell!
exhibit "B". whloh proposes
tM dellll!opmllllt of II cnrpo-
Me omco on Ihi. propllrty:
~nd
Wherllos, Lo both rQOogni7.e
rho firm proposal for dillllosi-
liOll of Lho properiy Illre~dy
recolved by lhe City, lIll de-
scribed IIbove. III1d to give f\IIl
and fllir opportunity to otlu,r
(./,)vclopcrl lnterl$ted in sl,b-
rnlllin~ a proposal for devel-
o/JfTlunt of the property, tills
C(luncil should by this Resolu-
tion:
1) Sst the Folr Mmket Vlllu.
of the pl\rCAlllS d(:termincd by
an independent ~r\pr.lisor for
U3e$ In accordllnca with Ille
UrlJun Ronewill Pllln;
2) Approllo tho Guidelille, for
Dovolop<:r~ lor tho DUbll'lUe
IndllOtriw Center So[~th Eco-
nomic DovEllopmenl Di!ltrlct
U,bun Rr.:ncwlIl Plan Aru for
slll>'l1inion 01 propos~l, for
Ihe pllrctmso ;and developrnflnt
of ~le proporly and the mini-
mum requlmrncnls and com-
p!!titivtl oriterl<:Il\Ltuchcd hereto
a$ E;xhibit "N':
3) Approve:l~ to form the
ClIvelopfJlr's nnd Erllployer' e
proposed Dtlvelopmllnt
A(lreement 3tr;,chod hereto all
Exhibit "S'"
4) Set II 'dlIte for receipt of
comp~tin9 propo&..~I$ ond the
opininG thereof; e~l.lblish a
procedure n1r e<:Ich proponent
to bettllr its proposalMd lot II
culoff time for such rnodincll-
tion; "IncJ provl<Je for roview ef
luch proposllls wiU, leoom-
mondations to this Counoil in
accordance Witll established
ptoeoduro:s;
5) Ceclare ihlat the proposal
submitted by Developer :\nd
EI~II)loyer uti.fies the re-
ql.lire/llullta of lI1e offering. and
Ihat in Iho ovant no cnher
'1llnlil1etJ proposal is timely
submjtt"d dlnlllle Cily intond:s
10 1I0cepl sqch prOPO$ul nnd
enler into the Development
Agreement ancl direct Plli.Jlicu-
lien of nolice of s~ld intent:
6) Approve and di~cl publico.
Liofl of 01 notice to adviee any
woulcl be cornpulilcrs of Ihe
OPPO"Unity to compete ror
purchn.e of 1I1e property for
development on Ih13 lllrm~ Md
condition:; ~ut oul above;
7) oA,:I,\(<) Ulut In lhe eVlnt
anolher (]II.,hfiod proponl is
Umely eubmitted and LIe.
c~r>tl;d. !\nothor and Mure
notic~ will be publi~hcd on the
inlent of the City to cn\ar Into
1111 rlsullinO contraeL. as
required by L'iwj Md
Whl'lro:\~. this Council bo-
FAX NO. 3195885782
lieves it i~ in lhe best interest
of the CI~Y and the Plan to act
:IS expcdiUously ag p02ejb1e to
ollltr Uds properly for MVl'!I-
OPll1r'llt (l$ set forth herein.
NOW, THEIie:rORE. BE IT
RESOLVED av THi: CITY
COUNCIL OF THE CITY of!
DUOUaUE, IOWA:
Section 1. That Ihe followlll(l
dl'!$Cribcd properly shall be
offored for development In
accor~uncl with Ihe terms :lJld
condition; contained in this
Ae:;olulicn. to wit
Lota 10 lIlld '1 of Block 2 of
Oubuquo Teol1nology I'iltk, in
lhe City of Dubull'le. Dubuque
County, 101'111.
Section 2. That the CllrrltIll
F"lr M"rket Vulue of Lot 11,
Block 2 of Olll1uque Tcchnol-
ogy Park r.hcll be $76.230 per
buildable acre. Tho Fnir Mar-
kot Value of Lot 10, BI()ck 2 of
Oubuquc Taohnology P(Uk, HIe
option purccl. shall be deter-
mined by appraisal at or aboul
ttl~ limo of CIORina on lh~lt
puree!.
5ilCUon 3. That it i~ Mr<)by
delcrminlld that in order to
q~I(\lIly for conslde",tion lor
selection \;uch Dcveloper mljst
$\Ibmlt :l proposal I'IIhiC',h
meel$ the~e minimum r~-
qLJirfll'r1ll1'lt':
a) Conmlns (In t1grCElment to
acquire Lot 11. Block 2 at not
less tMn tllo flair MurltGt Value
and lII'1 olltloll 01' Lot 10. Biock
2 botll for U$e in tlceordanCll
with the Plan:
b) Is for Ihe dc.;vcloprnent of
the propetty for un by an
lIetu~1 expanding or nlll'll busj.
neS$ In conronntlnCO w~h tile
PI~n llnd Is not for spaeuls~ve
developmont;
0) Includes c OonstnJc~on
sehedule In wh ich the con-
struotioll of nl'tJrOl<imlltely
30,000 Iquare fef.![ of building
rpllee on Lot 11, Block 2 is
~ubst;an~.lIy cnlTlrlCllO on or
beroro thirteen n'n(\lh$ from II
c1o~intl dato;
d) Set~ out or IIrovlde~
111roll!)h olher means aCOAPt-
able 10 ~le City lho proposed
developer'(I eXI'Cr;u!lec in
working wllh o~,er tlcvclop-
ment projecl(l and wilh con-
slrucUon; ancj
0) SO~5 out or provides through
oHler matins IIcceptable to tM
Oity Ihe experience of Ihl
principals .~Ild key stuff who
arc direcLly ellg~o"'d In per-
fOnTIunco of contraol obli!lQ'
tlon$ln ciltrying out projects of
$1I'I\llar so(dc lInd character.
Seclion 4. ,o/l.,t it is hQreby
determined thllt eaoll propos:J!
Which satlsfjas U,e lTIinimllln
rlquirt,ment.; o. dolermined
by Ths City, shull be reviewed
on the ba$ls 01 the strength of
"ueh NOpos,,1 ,1~ judged by
the follllWil1g competitive
crlLcria:
t1) Quality of the llropo~,ll
1) The ovorllll cOIl of the proj-
ect; Md
2) Tile types of rn.,\teri,lb
Ehown fot COrl~lruolion of the
stnJcture.
b) Arohilectur~1 dl~slon of tho
proposed davQIQIII'I\E:m
1) Compllllblllly of tl16 de~ign
wilh .urrollnrtin!J slructure.,
vistas. VQhicul(\r (lClilllUes iII1d
future develorment of Ddja-
cGlnt properly;
2) The funCllon.,1 du:;ign of 1he
site, Etl'\lotllfe und all public
spaces: and
3) Tho aesth"tic quullly of the
dllvclopmQnt.
cj Economie feasibilitY of ~l(;
pr\lpO$cd development
1) The c:conomle retum to thl!
COmmllf'llty PIQllidod by the
propo~ed c1ov~lopmont in-
cluding, but nOlllrnllcd 10, tho
propGlrty IInd sales I(ll( gener-
!:lIed. the number of join pro-
vidcd ancl the encourugement
or similllJ' ~ncl rel:\ted devel-
opment in 11111 UtbCln tellOwDI
district; and
2) The ability of the pro~pec-
tlv~ dl~valoper 10 fif'lllnce Clrld
complele 111" projecl as pro.
po~od.
~ectkln S. Th~t the IIrOI'lOSOd
Dl\Vvluprnl.'I1t Asrelillnl'!nt by
lInli :unclng ths CIty, O~Yel.
(lp"r ttnd Employer, tle al1d is
hereby apptoved l1S to fOIl'l\ for
the pl.lrpO~e3 hereiMII~r
stilted.
Section 15. That for ~le pur.
rJOSO of denninbl the olfelino of
the properly for develorment,
said Dcvr.:lopm!!nt Aareemellt
SllOIl bo deom.d to be iIIuslm.
tive ollho lerms accent.:lblllIO
the Cily wilh relSpect to;
II) Put(;Ii~:;o priCll;
b) OonveYMcc or properly IInd
option;
e) Re<lulred mirumum 1m.
prov,lI11llnttl:
d) TIminG of Improv~~tICnts:
c) City pQr1iOip~tIOI1;
f) Covcn.mts;
nl EvenL5 of Delnull und
Remcu;()s: and
h) Gent:ml lcrms Ind prov!-
siona: proviuod, however, that
each cOml1etillQ proposal and
contraot r.hl.lll be purrni\tod to:
a) Cevise Md rellorl its; own
dc.ign for deveh1prm>nl /;0
IC'll(1 ~:; lhe minimum requlre,-
m.'1t~ set Ollt in Exhibit "A"
ura mlit;
b) D~vise and rel'lort its own
rnclhod and sources of Ii.
nUlloing. so lot'll] liS such
prol>Otml ill sufficient to al)$llrc:
finanoing of the projcct In s
limoly manner; anll
c) Mow taking posr.esr.lon 01
tll. tlrOperLy lc be deJayecl lor
up to six (5) month. after the
execution 01 tho oon lracto
N,) oUler substantive clAvin-
p, 01/02
~ '6 g..S60/
S~(oJ\
DEe-15-98 TUE 01:19 PM
..
:
tion'!l will bo pemlillod.
SQotion 7, Thllt Ihe proposad
OeVolClpll1enl Agroament
submitted by UlO Developer
ofl<1 Ernf\lilyor Gn~IIiGls the
reQllirement$ of Lho offering
and. in ~le evtlllllhilt no other
qWllified pl'opo~",I~ ilrll timo!y
submitted, lImt the City enter
illlo silid Agrel'fl"l1Eon t is hereby
,,,,cupled and Ilpproved.
S'Jclion 8, Thl't it is huruby
determinod Ih:1t the Developer
f'OS~u:;:oca tho quolificollioi'ls,
fil'Klnck,1 ru:;ourcos aM leO'l1
nblli I)' nccossmy to nCQulre
o'lnd cluvulop tho property In
the mmln<.'I' proposed by this
onol'log In lIccordancG with tho
Plun.
Scclion 9, Thnt it is heroby
dutorminod IMl ~lA diopo:;!-
lioll price for the property
orru,,::d 10 tho Devllloper ~h,,11
b~ In the omounl er the Forr
Mnrkilt V"klo as Qstablishlld
by Thir. COllflCil for US9S in
occord"ncG willi tho Plnn.
Suction 10, Tho'll Ihu CiLy
Clerk 8hall recoiv", nnd reluln
for public lIxalllinC\U(l11 lho
mtnchud Developm'lnl
AOrol'"\Onl tlubn,itled by Hlo
Devdupor and Employer ~nl1,
in the: eVllnl no other ql./.,htied
propoG:lls :!TO limely !luhrnit-
Ir.d, sl RIll tu$ubmit Ihe ~.:'m" to
1111s Council lor fiM/ llpnrov,ll
and cxcc~,llon upon axpir~ltion
of U ,I) no lice hereinr.fter prQ-
sC'"!iho.ld.
$AI:lI'1I111. That the action (If
this Council bu considllfGd to
bo and (l<"msl)l;ruby constltule
noHoll to all CQoccmed of th.
inlention of tl,is Council. in the
"vunl thnt fl(I olhl!l( qualified
propos..ls ~I'll limcly submit-
luy. 10 .:lcoept the propo:;al d'
Iho D~vllloper ~nd Employ<.'I' 10
acqlllro ilnd dElv~lop dIe prop.
orly Md to _nt.r Into the Du-
vdoprncnl Agreement by :md
('hlOng thm C,ly, Developer Elnd
Employor,
6c",li~'n 12. Th:!t Ihe orficll.ll
1101ieo of Ihi:; of~rln~ m"J 01
~IU Inlont of thll Oiry, In Ihe
OVllllt nu olher qualified pro-
pO~:llf. ,lrll timely Gllbmilte<1, to
onler Inlo $Illd Oevelopment
AgroGlment, &1'1.:\11 bu a true
cOpy of Ih i~ Rcsolu~on. but
without Ih('l (lUfJCIl11l0nl, r.-
(erred to herein.
$')Clion 13. Th3t Ihl) Cily
Olurk )'; authorized ~nd cli-
rAQ1n,1 10 Secure immedil)t(l
publiC3f1on of ~ilid olfieial
rlo~c;o in Ihil I!llMmnh HIl(alel.
., I \I:w:;papor having ::l general
clrelllr,tion in \he com~niIY,
by publicl\lion 01 Iho text of
lhie R08Dlutien wiU IOU I lit-
1,lchments on ('I' Duforo the
1 flll1 dtly 01 DDcelllber. I ggo.
Sr,r,I;Oll 14. Thai wrilhm
proposale for 11'11 sillu and
dtlVeloprnont of Tha !,roperLy
will IJ'J rlJCuived by Ihe City
TELEGRAPH HERALD
FAX NO. 3195885782
p, 02/02
CI,;rk t\l or bGfore 10:00 <l.I"I1., which meeting ~'efO :;holl be a
J:!n~jmy 11.1, 1999. in Ih. Office bid' oil, each PrQrO$<l1 aguinlt
of the Cily Clerk. located on the olher. ~ri:'ltiln starling with
the firsl floor ilt City H(lll, \ho seconcl p""'po,)al roceived
Dubuque, Iowa 52001. Each unlllluch time lIS e:lch prope-
propoc:l1 will ba opened at ~\e nunt for the slIIe of UIO prop-
hOllr of 10:00 a.m. in Oiry H(lll. orty;hall dRcllne to h!'1provolls
Pubuqllu, IOWa on January 18, bid in response to U Ie 11IsI bid
1999. S."d proponl$ will thAn of UIO other bidder 01' biddol'll,
be pl't"nted Ie tho Cily The pl;riod of time to be .11-
Council lit 7:00 p.m., JiUluary lowltd for such bid-off sh'lll not
18. t999, llt a meeting to be be 'n exec.s of three con.
hald in the Auditorium of the Il!CU~V& hOur:l on ssid dllte.
Cumegie SteuT Public Librury, The rulllt 01 sueh bid-off $~~II
DubuqulI, low~. be DS infnl11lally yelermlnsd by
Section Hi. Thai such oflur- the Council 01 or beror. luoh
Ing Shall b. in $UbstlV\liw bid-off period lInd Ih<lll be
cOn(OrmiUlce with 1118 provl- absolut..
sion3 of SeoliOl1 403.e. Y.9.\.'l..9. S.C1ion 20. "h~1 in th9 Qvent
eUowa, I'Qqulrin!) "rOO$Onable anomer qUCllillod propo~BI Is
compe~liv. blddil\g proDe- timely submiltud and accepted
duru" II are hereby pre- by tl,e CII)'. ;nolher IInd fur-
Icriblld which melhod is thef nollce shull bQ publi~h"'d ~." ....
huroby deterrninotl to be tho of the intel\t of the Cily of ,
~Irpropri..te m9thod for I'llt.Ikil1Q Dubuque, Iowa, to onler Inlo " i'
the Property availllble for U1C riaullino COnlr:lcL, as.
ollvolopmont. ruquirod by law. PI .,
Section 13. iIl;t the required F'''S~od. BpprOVA(1 llnd . ''10 {' Iv L I
doeurnRnte for Iho submission edoptcd thi3 15th dllY Dr Dc- /i.'.'.' . 7/-K,.'L/i-...
of a propo,~:,1 sh:lll be in sub- cRmber, 1908. '7 1/2/ 'v ( . rye L, 7
shmtial oonformity wilh the ~-- , '1 rl ;; !.[ [. V
provision. of Ihis Rusolution. AtMst: Mar)' A. Davi~, City ji I veP
Section 17. ThClt thu Cily Clflrk
Clerk fs her.by nominutud Bnd Publi3hed officlCllly
appointed as Ihe (loent of tho in the Tele~)rilph Herald nf,lW$-
Cily of Dubuq~It'l. tOlvil to paper thb 1131h day of 0.011111-
rllcuive proposals for \llll ~ille b9r, 1996.
of Ihtl property at the dutc and,
according to the procedure
hereinabove ~I,.ciliod for
rllOculpt of lUoh proposals and
to f:'l'oCIIlld al such limo 10
fOrr'n(dly neknowledge receipt
of e.:\ch of ~uch propo~li~ by
nOTino U,,~ rocoipl of lI8ITle In
the Mlmlles or the Council;
that Ihe City MlII1ag.r is
hBlllny olllhori~od lII1d di-
reclo'ld to make preliminary
anaryei~ of e.,ch such propol\o~1
rer compli3nce wiLh Iho mini-
mum rsqtliremcnls ~'SllIbhlhed
by thi.9 Council herein.bov..
For BISch Pf~)PO!;a/ which
sali.fies these tOquiremenb.
Ih _ Council sh;!lll ju dgQ th9
strength of the prOpo:lal by the
competltiv9 criteria ostab-
1i:;ll0d hereinl\bove. Th.
Council ~hiln tI1en make the
finrd oVOllualion and Sell!JClion
of th~ proposals.
Secllon 1 B. Thilt following
r4loelpt of competing prOpOs-
als, the D~v/jloper shall h(lv$
until 10:00 :I.rn. on January 25,
111!l9, 10 amend Its lJrOpo5a1 in
rl>liponse ancl to deliver !;.lTT1i
to 11101 City Clork.
S(.C1lon 19. That if, and 0111y
if. competill!l proposals sre
ror;civlJd and detftlrrlined by
lh~ COUncil to rn..t the lIi1ni-
mum rC()llitum,,"ls of this
R.~olllll(lh. ilnd the Develotler
amend. its propo~al in r9-
Sponea thereTo, ~uch Council
sh.,n forll1wilt1 scl,edLJIe II
meeting wilhln Stlvun (7) days
arLcr JOlnLJ~ry 25, 1 'Jill!. at
~
.,!) {{ tf?7i:V/;
d/ /
1111Tfa'\ IrY'iLh, \.- \
1:\ J \ t.{>tL~J /' /t/( ( /
- ~\j'J 1,. v~
..... . i' .1
'''. . f, / I ,'[; l/
" 1 Lt.~
t& Ivjv-
'-,
(OFFICIAL PUBLICATION)
RESOLUTION NO. 587-98
RESOLUTION (1) APPROVING THE MINIMUM REQUIREMENTS, COMPETITIVE
CRITERIA, OFFERING PROCEDURES FOR DISPOSITION OF CERTAIN URBAN
RENEWAL PROPERTY; (2) DETERMINING THAT THE PROPOSAL SUBMITTED BY
HORIZON DEVELOPMENT GROUP, LLC SATISFIES THE OFFERING REQUIREMENTS
AND DECLARING THE INTENT OF THE CITY TO ENTER INTO THE DEVELOPMENT
AGREEMENT WITH HORIZON DEVELOPMENT GROUP, LLC AND CARTEGRAPH
SYSTEMS, INC. IN THE EVENT THAT NO COMPETING PROPOSALS ARE
SUBMITTED; AND (3) SOLICITING COMPETING PROPOSALS.
Whereas, the City of Dubuque, Iowa, did on April 7, 1997, adopt an Urban Renewal
Project known as the Dubuque Industrial Center South Economic Development District (the
"Plan") for the urban renewal area described therein; and
Whereas, such Plan provides for, among other things, the disposition of properties
for private development purposes as a proposed renewal action; and
Whereas, Horizon Development Group, LLC ("Developer") and Carte Graph
Systems, Inc. ("Employer") have submitted to the City a specific proposal for the
acquisition of certain property hereinafter described for the development of a corporate
office, together with the request that this property be made available for disposition as
rapidly as possible; and
Whereas, in order to establish reasonably competitive bidding procedures for
disposition of the property in accordance with the statutory requirements of Chapter 403,
Code of Iowa. 1997. particularly Section 403,8, and to assure that the City extends a full
and fair opportunity to all developers interested in submitting a proposal, a summary of
submission requirements and minimum requirements and competitive criteria for the
property offering has been prepared and is attached hereto as Exhibit "A" and by this
reference is made a part hereof, which sets out the minimum requirements each proposal
must satisfy in order to qualify for consideration with respect to the competitive criteria, the
information and documents which must be submitted, and the schedule for submission and
competitive bid-off procedures; and
Whereas, said Developer and Employer have tendered a Development Agreement
with the City, attached hereto as Exhibit "B", which proposes the development of a
corporate office on this property; and
Whereas, to both recognize the firm proposal for disposition of the property already
received by the City, as described above, and to give full and fair opportunity to other
developers interested in submitting a proposal for development of the property, this Council
should by this Resolution:
1) Set the Fair Market Value of the parcel as determined by an independent appraiser for
uses in accordance with the Urban Renewal Plan;
2) Approve the Guidelines for Developers for the Dubuque Industrial Center South
Economic Development District Urban Renewal Plan Area for submission of proposals for
the purchase and development of the property and the minimum requirements and
competitive criteria attached hereto as Exhibit "A";
3) Approve as to form the Developer's and Employer's proposed Development Agreement
attached hereto as Exhibit "B";
4) Set a date for receipt of competing proposals and the opening thereof; establish a
'.
procedure for each proponent to better its proposal and set a cutoff time for such
modification; and provide for review of such proposals with recommendations to this
Council in accordance with established procedures;
5) Declare that the proposal submitted by Developer and Employer satisfies the
requirements of the offering, and that in the event no other qualified proposal is timely
submitted that the City intends to accept such proposal and enter into the Development
Agreement and direct publication of notice of said intent;
6) Approve and direct publication of a notice to advise any would be competitors of the
opportunity to compete for purchase of the property for development on the terms and
conditions set out above;
7) Declare that in the event another qualified proposal is timely submitted and accepted,
another and future notice will be published on the intent of the City to enter into the
resulting contract, as required by law; and
Whereas, this Council believes it is in the best interest of the City and the Plan to
act as expeditiously as possible to offer this property for development as set forth herein.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. That the following described property shall be offered for development
in accordance with the terms and conditions contained in this Resolution, to wit:
Lots 10 and 11 of Block 2 of Dubuque Technology Park, in the City of Dubuque, Dubuque
County, Iowa.
Section 2. That the current Fair Market Value of Lot 11, Block 2 of Dubuque
Technology Park shall be $76,230 per buildable acre. The Fair Market Value of Lot 10,
Block 2 of Dubuque Technology Park, the option parcel, shall be determined by appraisal
at or about the time of closing on that parcel.
Section 3. That it is hereby determined that in order to qualify for consideration for
selection each Developer must submit a proposal which meets these minimum
requirements:
a) Contains an agreement to acquire Lot 11, Block 2 at not less than the Fair Market Value
and an option on Lot 10, Block 2 both for use in accordance with the Plan;
b) Is for the development of the property for use by an actual expanding or new business
in conformance with the Plan and is not for speculative development;
c) Includes a construction schedule in which the construction of approximately 30,000
square feet of building space on Lot 11, Block 2 is substantially complete on or before
thirteen months from a closing date;
d) Sets out or provides through other means acceptable to the City the proposed
developer's experience in working with other development projects and with construction;
and
e) Sets out or provides through other means acceptable to the City the experience of the
principals and key staff who are directly engaged in performance of contract obligations in
carrying out projects of similar scale and character.
Section 4. That it is hereby determined that each proposal which satisfies the
minimum requirements as determined by the City, shall be reviewed on the basis of the
strength of such proposal as judged by the following competitive criteria:
a) Quality of the proposal
1) The overall cost of the project; and
"
2) The types of materials shown for construction of the structure.
b) Architectural design of the proposed development
1) Compatibility of the design with surrounding structures, vistas, vehicular activities and
future development of adjacent property;
2) The functional design of the site, structure and all public spaces; and
3) The aesthetic quality of the development.
c) Economic feasibility of the proposed development
1) The economic return to the community provided by the proposed development including,
but not limited to, the property and sales tax generated, the number of jobs provided and
the encouragement of similar and related development in the urban renewal district; and
2) The ability of the prospective developer to finance and complete the project as
proposed.
Section 5. That the proposed Development Agreement by and among the City,
Developer and Employer, be and is hereby approved as to form for the purposes
hereinafter stated.
Section 6. That for the purpose of defining the offering of the property for
development, said Development Agreement shall be deemed to be illustrative of the terms
acceptable to the City with respect to:
a) Purchase price;
b) Conveyance of property and option;
c) Required minimum improvements;
d) Timing of improvements;
e) City participation;
f) Covenants;
g) Events of Default and Remedies; and
h) General terms and provisions; provided, however, that each competing proposal and
contract shall be permitted to:
a) Devise and report its own design for development so long as the minimum requirements
set out in Exhibit "A" are met;
b) Devise and report its own method and sources of financing, so long as such proposal
is sufficient to assure financing of the project in a timely manner; and
c) Allow taking possession of the property to be delayed for up to six (6) months after the
execution of the contract.
No other substantive deviations will be permitted.
Section 7. That the proposed Development Agreement submitted by the Developer
and Employer satisfies the requirements of the offering and, in the event that no other
qualified proposals are timely submitted, that the City enter into said Agreement is hereby
accepted and approved.
Section 8. That it is hereby determined that the Developer possesses the
qualifications, financial resources and legal ability necessary to acquire and develop the
property in the manner proposed by this offering in accordance with the Plan.
Section 9. That it is hereby determined that the disposition price for the property
offered to the Developer shall be in the amount of the Pair Market Value as established by
this Council for uses in accordance with the Plan.
Section 10. That the City Clerk shall receive and retain for public examination the
attached Development Agreement submitted by the Developer and Employer and, in the
'.
event no other qualified proposals are timely submitted, shall resubmit the same to this
Council for final approval and execution upon expiration of the notice hereinafter
prescribed.
Section 11. That the action of this Council be considered to be and does hereby
constitute notice to all concerned of the intention of this Council, in the event that no other
qualified proposals are timely submitted, to accept the proposal of the Developer and
Employer to acquire and develop the property and to enter into the Development
Agreement by and among the City, Developer and Employer.
Section 12. That the official notice of this offering and of the intent of the City, in the
event no other qualified proposals are timely submitted, to enter into said Development
Agreement, shall be a true copy of this Resolution, but without the attachments referred
to herein.
Section 13. That the City Clerk is authorized and directed to secure immediate
publication of said official notice in the Tele~raph Herald. a newspaper having a general
circulation in the community, by publication of the text of this Resolution without
attachments on or before the 18th day of December, 1998.
Section 14. That written proposals for the sale and development of the property will
be received by the City Clerk at or before 10:00 a.m., January 18, 1999, in the Office of the
City Clerk, located on the first floor at City Hall, Dubuque, Iowa 52001. Each proposal will
be opened at the hour of 10:00 a.m. in City Hall, Dubuque, Iowa on January 18, 1999.
Said proposals will then be presented to the City Council at 7:00 p.m., January 18, 1999,
at a meeting to be held in the Auditorium of the Carnegie Stout Public Library, Dubuque,
Iowa.
Section 15. That such offering shall be in substantial conformance with the
provisions of Section 403.8, Code of Iowa. requiring "reasonable competitive bidding
procedures" as are hereby prescribed which method is hereby determined to be the
appropriate method for making the Property available for development.
Section 16. That the required documents for the submission of a proposal shall be
in substantial conformity with the provisions of this Resolution.
Section 17. That the City Clerk is hereby nominated and appointed as the agent of
the City of Dubuque, Iowa to receive proposals for the sale of the property at the date and
according to the procedure hereinabove specified for receipt of such proposals and to
proceed at such time to formally acknowledge receipt of each of such proposals by noting
the receipt of same in the Minutes of the Council; that the City Manager is hereby
authorized and directed to make preliminary analysis of each such proposal for compliance
with the minimum requirements established by this Council hereinabove. For each
proposal which satisfies these requirements, the Council shall judge the strength of the
proposal by the competitive criteria established hereinabove. The Council shall then make
the final evaluation and selection of the proposals.
Section 18. That following receipt of competing proposals, the Developer shall have
until 10:00 a.m. on January 25, 1999, to amend its proposal in response and to deliver
same to the City Clerk.
Section 19. That if, and only if, competing proposals are received and determined
by the Council to meet the minimum requirements of this Resolution, and the Developer
amends its proposal in response thereto, such Council shall forthwith schedule a meeting
within seven (7) days after January 25, 1999, at which meeting there shall be a bid-off,
.,
,
each proposal against the other, seriatim starting with the second proposal received until
such time as each proponent for the sale of the property shall decline to improve its bid in
response to the last bid of the other bidder or bidders. The period of time to be allowed
for such bid-off shall not be in excess of three consecutive hours on said date. The rules
of such bid-off shall be as informally determined by the Council at or before such bid-off
period and shall be absolute.
Section 20. That in the event another qualified proposal is timely submitted and
accepted by the City, another and further notice shall be published of the intent of the City
of Dubuque, Iowa, to enter into the resulting contract, as required by law.
Passed, approved and adopted this 15th day of Decemb , -------~_____
Terrance M. Duggan, Mayor .
_./
Attest: Mary A. Davis, City Clerk ----- -_____H__________
Published officially in the Telegraph Herald newspaper this .18th day of December,
1998.
Mary A. Davis CMC, City Clerk
It 12/18
, .
,
,.,;."
.
..
CITY OF DUBUQUE, IOWA
MEMORANDUM
December 11, 1998
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT:
Disposition of Dubuque Technology Park Site
Horizon Development Group, LLC for CarteGraph Systems, Inc.
Community and Economic Development Director Jim Burke is recommending
initiation of the process to dispose of a lot in the Dubuque Technology Park to
Horizon Development for the CarteGraph project, with a public hearing on January
18, 1999.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
ddl/d~4~
/' Mi ael C. Van Milligen
MCVM/j
Attachment
cc: Barry Lindahl, Corporation Counsel
Tim Moerman, Assistant City Manager
Jim Burke, Community and Economic Development Director
CITY OF DUBUQUE, IOWA
MEMORANDUM
December 11, 1998
TO:
FROM:
SUBJECT: DIsposition of Dubuque Technology Park Site
Horizon Development Group, LLC for CarteGraph Systems, Inc.
INTRODUCTION
This memorandum presents for City Council consideration a Resolution initiating disposition of
two lots in the Dubuque Technology Park to Horizon Development Group. Horizon has been
selected by CarteGraph Systems, Inc. to be the developer and owner of this property. The
Resolution establishes the minimum development requirements of the site, accepts the
development proposal submitted by Horizon, and solicits competitive proposals from other
developers. Unless competing proposals are received, the Council will act on this request at its
January 18, 1999 meeting.
BACKGROUND
In the fall of 1996, the City Council authorized the development of an industrial/technology park
on property located on US 61/151 at Lake Eleanor Road. The purpose of the development is to
provide development-ready sites for new and expanding businesses.
Carte Graph Systems, Inc. has outgrown its leased facilities in the Dubuque Corporate Center and
has announced plans to locate and expand in the Dubuque Technology Park. They are working
with Horizon Development Group to build and lease approximately 30,000 square feet of
corporate office space to accommodate the company's planned expansion on Lot 11. An option
to purchase Lot 10 is also part of the Development Agreement attached. This proposed five year
option will allow for the future expansion by CarteGraph within a defined window. By leasing
from Horizon rather than building itself, Carte Graph is able to use its cash flow to finance
internal growth and market expansion.
As the property requested by Horizon is located in an urban renewal district, the City must
follow urban renewal disposition rules. In general, the law requires that the City may sell or
lease property to private persons only under reasonably competitive bidding procedures. These
include an invitation for competing proposals and a thirty-day public notice of the City's intent to
execute any land sale or lease contract. Additionally, the City must dispose of the property at its
fair market value for uses in accordance with the urban renewal plan.
DISCUSSION
Disposition Resolution
Accompanying this memorandum is a Resolution which initiates the proceedings required for
disposing of property within the Dubuque Industrial Center South Economic Development
District (Dubuque Technology Park) to Horizon Development Group. In brief, it: 1) establishes
the fair market value for the property; 2) approves guidelines for submission of proposals for the
purchase and development of the property; 3) approves the form of development agreement with
Horizon; 4) sets a schedule and procedure for receipt and review of competing proposals;
5) declares that the Horizon proposal satisfies the offering requirements and that the City intends
to execute the development agreement if no other qualified proposal is submitted; and, 6) directs
the publication of notice of the opportunity to compete for the purchase and development of the
site.
The Resolution sets the disposition price for the property at $218,000 for Lot 11, Block 2
($76,230 per buildable acre). This is based on recent appraisals of the market value of the lots.
The disposition price for the option property, Lot 10, Block 2, will be determined by appraisal at
time of closing.
Development Agreement/Option to Purchase
The Development Agreement incorporated within the Resolution establishes the terms of the sale
of the property to Horizon. The key elements of the Agreement include the following:
1) The purchase price of Lot 11 is $76,230 per acre based on buildable acres. With a
buildable area of2.86 acres, the purchase price is $218,000.
2) The property will be conveyed by special warranty deed after January 18, 1999.
3) The City will provide an Acquisition Grant of$112,000 for Lot 11 to write down
the purchase price to $37,000 per buildable acre. Final purchase price will be
$106,000.
4) Horizon must construct a building of not less than 30,000 square feet on Lot 11
for Carte Graph Systems
5) Horizon must begin the project within 6 month of closing and complete it within 7
months of the start of construction.
6) An option for Horizon to purchase Lot 10, Block 2 is a condition of the
Development Agreement. The terms of the option require payment of$5,000 by
Horizon to secure a five year option, all of which will be credited to the purchase
price if the option is exercised. The purchase price of the property will be
determined at time of closing. An Acquisition Grant will be provided to write
down the purchase price to $37,000 per buildable acre or $123,950.
Tax Increment Financing
Horizon has also asked to use tax increment financing (TIF) to support the up-front financing of
this project. The Agreement indicates the City's intention to provide an economic development
grant for such purpose. Based on a minimum assessed value of $1.9 million, approximately
$250,000 in tax increment debt could be financed. This loan would be paid back over a ten year
period by new property taxes. After the Development Agreement is approved, staff will present
the complete TIF documents for City Council review and approval.
Additional terms and conditions of the disposition of the site are included within the attached
Development Agreement and accompanying exhibits.
Although Horizon has executed the Agreement, the City may not sign it at this time. Urban
renewal law requires that other qualified parties must be given an opportunity to submit
competing proposals. The above described Resolution provides for that procedural requirement
with the result that the City may not sign the Agreement before January 18, 1999.
RECOMMENDATION
I recommend that the City Council initiate the procedures required for the disposition of Lots 10
and 11, Block 2 in the Dubuque Technology Park to Horizon Development Group. This action is
consistent with and flows from the Council's purpose for developing the Dubuque Technology
Park project and the request of CarteGraph Systems, Inc. for a site to accommodate its present
and future growth within the City.
ACTION STEP
The action step for the City Council is to adopt the attached Resolution.
attachments
loandoc\\horizon.mem
Exhibit "A"
GUIDELINES FOR DEVELOPERS FOR
THE DUBUQUE INDUSTRIAL CENTER SOUTH
ECONOMIC DEVELOPMENT DISTRICT
URBAN RENEWAL PLAN AREA
Dubuque Technology Park
Lots 10 and 11, Block 2
A. General
The following information is for the guidance of Developers who are preparing a
development proposal. This is not all inclusive, and Developers are responsible
for investigation of all matters which they take into consideration in preparing a
development proposal.
In addition, these Guidelines contain certain items which the Developer is
required to submit, and which the City will need to enable it to evaluate each
proposal.
Development proposals are to be in accordance with all relevant federal, state
and local laws and regulations, including, but not limited to, the City of Dubuque
zoning ordinance and building codes, and must be in keeping with the
surrounding development. Proposals are also to be in accordance with
the"Dubuque Industrial Center South Economic Development District" Urban
Renewal Plan of the City of Dubuque, Iowa, as adopted by the City Council of
Dubuque, Iowa on April 7, 1997, and as amended from time to time.
B. Description of the Project
1. Delineation of the Area
Lots 10 and 11, Block 2 of Dubuque Technology Park, City of Dubuque,
Dubuque County, Iowa.
2. Ownership
The City currently owns the Property, and will make the Property available
for development as provided herein.
1
3. Proposed Development and Objectives
Project proposals shall include a complete development project for the
construction of an office building with a minimum of 30,000 square feet of
space including off-street parking and site improvements on Lot 11.
4. Proposed Land Use
Land Use is intended to be for those uses as listed in the Plan and
Planned Industrial District Ordinance.
5. Land Acquisition
The Developer's proposal should specifically provide for the Developer's
acquisition of the Property.
6. Statement of Developer's Qualifications
The Developer must provide adequate evidence, information and data to
the City of its financial ability to construct and complete the project
proposal, and must provide such further information as required or
requested by the City from time to time. The right is reserved for the City
to reject any proposal where an investigation of the available evidence or
information does not satisfy the City that the Developer is qualified to
properly carry out the development.
7. Knowledge of the Disposition Tract and Documents
Each Developer should visit the project site and become fully acquainted
and informed regarding the existing conditions and the difficulties, if any,
and restrictions affecting development of the tract. The Developer should
thoroughly examine, and become familiar with all parts of the documents
affecting same. The Developer, by execution of the eventual
development agreement, shall in no way be relieved of any of its
obligations due to failure to receive or to examine any form of legal
instrument, or failure to visit the tracts to examine existing conditions. The
City will be justified in rejecting any claim based on facts which the
Developer should have noted or become aware of.
8. Land Conveyance
The City will sell or otherwise transfer Lot 11, Block 2 and provide an
option to buy Lot 10, Block 2 to the approved Developer, and will enter
2
into contracts for such purposes, provided the uses, private or public,
proposed by the Developer are consistent with the Plan. Such contracts
shall be subject to the approval of City and to such covenants, conditions
and restrictions including covenants running with the land, as may
deemed to be necessary or desirable by the City pursuant to the purposes
of the Urban Renewal Law and the Plan. The ultimate purchasers and
their successors and assigns shall be obligated to devote such Property
only to the uses specified in the Plan. The Property will be conveyed as
rapidly as feasible in the public interest, consistent with carrying out the
provisions for the Plan. The Developer must submit to the City as part of
its proposal a contract or contracts for any such sale or transfer of real
property or interest therein deemed essential to the development. Not
less than thirty (30) days after the City indicates its intention to accept the
proposal of a Developer pursuant to the Urban Renewal Law, the City will
execute such contract and deliver deeds or other instruments and take all
other steps necessary to effectuate such contract or contracts.
9. Land Price
The Property sold or otherwise transferred, by the City pursuant to the
proposal of the Developer, will be done so at not less than its Fair Market
Value for uses in accordance with the Plan. In determining the Fair
Market Value of real property for uses in accordance with the Plan, the
City shall take into account and give consideration to the following: The
uses provided in the Plan; the restrictions upon, and the covenants,
conditions and obligations assumed by the purchaser; and the objectives
of the Plan for economic development purposes.
The Fair Market Value of Lot 11, Block 2 as established by City Council is
$76,230 per developable acre. The Fair Market Value of the option
parcel, Lot 10, Block 2, shall be determined by appraisal at or about the
time of closing on that parcel.
C. Submission Requirements
Developers will be required to submit, in form and manner acceptable to the City,
the following materials or other evidence of same:
1. Statement containing the Developer's name, address, telephone number,
and the name of person(s) authorized to represent the development team.
2. Statement describing the development team's experience, background
and accomplishments pertinent to the proposal.
3
3. Brief project description including steps required by the City and
Developer to implement the project.
4. Site plan at an approximate scale of 1"=50' showing limits of the Property,
approximate building dimensions, parking layout, ingress and egress to
the site, loading areas, landscaped areas, and adjoining streets.
5. Architectural drawings adequate to convey the character and design of
the project.
6. Firm financial commitment for construction and permanent financing or
demonstration of ability to timely finance the project.
7. Schedule of land acquisition and conveyance.
D. Reservation
The City reserves the right to make recommendations for changes in any
proposal submitted and may, in the process of this recommendation, allow the
Developer to make such recommended changes in his or her proposals. The
City reserves the right to require additional information from the Developer,
financial or otherwise, and to hold meetings with any Developer to review the
offer and development proposal.
E. Selection of Developer
A development agreement will be accepted from the Developer submitting an
acceptable development proposal as the City deems to be in the public interest,
and for the best development of this portion of the Urban Renewal Area. The
City will also take into account, among other factors, the quality of proposed
development as reflected in the proposal and conformity with the enclosed
documents, including these guidelines.
The following are among the criteria the City may apply in reviewing any
proposals:
1. Site Plan
2. Quality of Architectural Design
3. Building Materials
4. Compatibility with the Total Area to be Developed
5. Use Commitments
6. Legal Ability of the Developer to Implement the Project
7. Caliber and Experience of the Development Team
4
.
8. Method, Source and Level of Financing Commitments.
The successful Developer will be notified by the City.
F. Assignment of Interest
No Developer shall assign or transfer to any other person of corporation, any
interest in his or her proposal prior to the award of a contract for private
development without the express written authorization of the City. After award of
such contract and until the proposed development has been certified by the City
to be complete, no interest in the contract may be assigned or transferred
without the written consent of the City, and the City reserves the right without
qualifications, to require of any proposed assignee the same qualifications and
financial responsibility and such other requirements made of the original
Developer pursuant to the instructions herein contained.
G. Development Plan
The contract documents with the Developer will conform with applicable local,
state and federal statutes, ordinances and regulations referred to in Paragraph I
hereof, and in furtherance of the Urban Renewal Plan as approved and adopted.
The City has established that it wishes to encourage development of the
property as a technology park and has prepared an Urban Renewal Plan that is
compatible with such intent.
H. Subsoil Investigations
A Phase I Environmental Assessment and test borings of the Property are
available upon request. The City makes no guarantees or representations as to
the suitability of the subsoil conditions, or concerning the environmental
conditions that may be present thereon.
I. Development Pursuant to Federal, State and Local Laws
These Guidelines for Developers and all dispositions procedures are subject to
all provisions of applicable statutes of the United States of America, the Iowa
Urban Renewal Statute, Chapter 403 Code of Iowa, and applicable laws, codes
and ordinances of the City of Dubuque, Iowa, including but not limited to zoning,
building, health and housing.
F:\USERS\PAMMG\WPDOCS\LOANDOC\HORIZON\HORIZON.GDL
5
Recelved: 12/11/98 1~:34;
d08 2/4 4847 .> Glr\ U~ DUBUQUE; Page 3
FROM :GRIFFIN LRW OFFICE
608 274 4847
1998,12-11
14'19 ~827 P.03/25
~
CITY OF DUBUQUE, IOWA
DEVELOPMENT AGREEMENT
AGREEMENT, made on or as of the _ day of December, 1998, by and among the City of Dubuque,
Iowa, a municipality ("City"), established pursuant to the Code of Iowa of the State of Iowa and acting under
authorization of Chapter 403 of the Code of Iowa, as amended ("Urban Renewal Act"), Horizon Development
Group, LLC, a Wisconsin limited liability company with i1s principal place of business in Madison, Wisconsin
("Developer"), and CarteGraph Systems, Inc., an Iowa corporation with its pnnclpal place of business in Dubuque,
Iowa ("Employer").
WITN ESSETH :
WHEREAS, in furtherance of the objectives oftha Urban Renewal Act, City has undertaken an Urban Renewal
project ("Project") to advance the community's ongoing economic development efforts; and
WHEREAS, Project is located within the Dubuque Industrial Center/South Economic Development District
("Project Area"); and
WHEREAS, 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 approved by City Council of City on the 7th
of April, 1997, (attached hereto as ExhIbit A) ("Urban Renewal Plan"); and
WHEREAS, a copy of the Urban Renewal Plan, as constituted on the date of this Agreement, has been
recorded among the land records in the office of the Recorder of Dubuque County, Iowa; and
WHEREAS, Employer has determined that it requires new office space to maintain and expand its operations
and employment and has reached an agreement with Developer to provide that space in Project Area; and
WHEREAS, Developer has requested that City sell to Developer
Lot 11, Block 2 of Dubuque TeChnology Park, in the City of Dubuque, Dubuque County, Iowa,
("Property")
so that Developer may develop said Property, located in the Project Area, for.and in accordance with the uses
specified in the Urban Renewal Plan and in accordance with this Agreement; and
WHEREAS. City believes that the development of 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 Project has been
undertaken and is being assisted.
NOW THEREFORE, in consideration of the premises and the mutual obligations of the parties hereto, each
of them does hereby covenant and agree with the others as follows:
SEC-nON 1. CONVEYANCE OF PROPERTY TO oeVELOPER
1.1 Purchase Price. The purchase plice for the Property ("Purchase Price") shall be the sum of Two Hundred
Eighteen Thousand Dollars ($218,OOO,OO), which shall be due and payable on January--, 1999 ("Closing Date.)-
v.......C,) ,,_ i -+ ~O"+ / +.> Gl. I 'y Ur' UU!:::)UUUE ~ Page 4
FROM :GRIFFIN LRW OFFICE
508 274 4847
1998,12-11
14:19 #827 P.04/2S
.
1.2 Title To Be Delivered. City shall convey title to Property to Developer by Special Warranty Deed ("Deed") in
recordable form, substantially in the form attached hereto as Exhibit B, free and dear of all liens and encumbrances,
except such easements and restrictiof1S of record as may be approved in writing by Developer and the conditions,
covenants and restrictions contained in the Urban Renewai Plan and this Agreement
(1) City at its sole cost and expense shall deliver to Developer an abstract of title to Property continued
through the date of this Agreement reflecting merchantable title in City in conformity with this Agreement, and
applicable State law. The abstract shall become the property of Developer when Purchase Price is paid In
full.
(2) Developer shall have thirty (30) days after receipt of the abstract of title to render objections to title,
including any easements or other encumbrances not satisfactory to Developer, in writing to City. City shall
have thirty (30) days from the date it receives such objections to have the same removed or satisfied. If City
shall fail to have such objections removed within that time, Developer may, at its sole discretion, either (a)
terminate this Agreement without any liability on its part, and any sums previously paid to City by Developer
(or paid into escrow for City's benefit) shall be returned to Developer with interest, or (b) take title subject to
such objections. City agrees to use its best reasonable efforts to promptly satisfy any such objections.
1.3 Ri9~ts of Inspection. Testin9 and Review. Developer. its counsel, accountants, agents and other
representatives, shall have full and continuing access to Property and all parts thereof, upon reasonable notice to
City. Developer and its agent and representatives shall also have the right to enter upon Property at any time after
the execution and delivery hereof for any purpose whatsoever, including inspecting, surveying, engineering, test
boring, performance of environmental tests and such other work as Developer shall consider appropriate, provided
that Developer shall hold City harmless and fully indemnify City against any damage, daim, liability or cause of action
arising from or caused by the actions of Developer, its agents, or representatives upon Property, and shall have the
further right to make such inquiries of governmental agencies and utility companies, etc., and to make such feasibility
studies and analyses as it considers appropriate.
1.4 Conditions Precedent to Conveyance of Proper::t;'. City's obligation to convey title and possession of Property
to Developer shall be subject to satisfaction of the following 'conditions precedent on Closing Date:
(1) Developer shall be in material compliance with all the terms and provisions of this Agreement;
(2) Developer and Employer shall have executed a lease agreement pursuant to Section 4.1 of this
Agreement;
(3) 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 commitments for construction
or acquisition financing for Minimum Improvements (a.s defined herein) in an amount sufficient, together with
equity commitments, to complete Minimum Improvements in conformance with Construction Plans (as defined
herein), or City shall have received such other evidence of Developer's financial ability as in the reasonable
judgment of City is required;
(4) City, Developer and City Assessor shall have executed an AsseS5ment Agreement (as defined herein)
pursuant to Section 4.2 of this Agreement;
(5) Developer shall have furnished City an opinion of counsel to Developer in the form attached hereto as
Exhibit C; and
(6) Employer shall have furr:ished City and opinion of counsel to Employer in the form attached hereto as
Exhibit D.
Page 2
n i::H,,; t;l' -L. V '='1.....1 ~
I C::::/ t 1,:::;10 '--' .J;:J.
FROM :GRIFFIN L~W OFFICE
608 274 4847
1'3'38,12-11
14:20 #827 P.05/25
1.5 ~onditions Precedent to Developer's Obli9ation to Close. Developer's obligation to purchase the Property
from City shall be subject to and conditioned upon the satisfaction (or Developer's waiver) of each of the following
conditions on or before the Closing Date:
(1) City shall be in material compliance with all the terms and provisions ofthis Agreement;
(2) Developer and Employer shall have executed a lease agreement pursuant to Section 4.1 of this
Agreement, and Developer shall have received evidence of tt1e City's approval thereof;
(3) City shall grant to Developer the sole and exclusive option to purchase a certain parcel of real estate
which lies adjacent to the Property upon tl1e terms and conditions enumerated in the Grant of option
which is attached hereto and labe:ed "Exhibit F";
(4) Developer shall have obtained the commitment for financing, contemplated by Section 1.4 (3), above,
and received evidence of the City's approval thereof.
(5) City, Developer and City Assessor shall have executed an Assessment Agreement (as defined herein)
pursuant to Section 4.2 of this Agreement;
(6) If submitted by Developer prior to the Closing, City's approval of the Construction Plans, as required by
Section 2.2 hereof;
(7) Developers receipt of the Acquisition Grant of $112,000.00, as required by Section 3.1 hereof;
(8) Developer's satisfaction with the condition of the Property, induding, without limitation, soils,
environmental matters, survey matters, access, and the condition of title in and to the property; and
(9) There shall have been no event, occurrence or change in the City's financial condition which materially
lessens or impairs the likelihood that (a) the City will issue the Notes described in Section 3.3 (b) SClid
Notes can be sold, or (c) the City will provide the Economic Development Grant to Developer, as
described in Section 3.2.
1.6 Closing. The closing of the purchase and sale of Property shall take place on Closing Date. possession of
Property shall be delivered on the Closing Date. By Closing on the purchase of Property in accordance with this
Agreement, Developer accepts Property in its condition at the time of closing and for itself and its successors and
assigns, does hereby waive and relirquish any claim it might otherwise have against City by reason of the condition
of Property.
1.7 City's Obliaations at Closing. At or prior to Closing Date, City shall:
(1) Deliver to Developer fully executed Deed;
(2) Deliver to Developer the Abstract of Title to Property;
(3) Deliver to Developer all documents and evidence required by or in accordance with clauses (2) through
(7) and clause (9) of Section 1.5; and
(4) Deliver to Developer such other documents as may be required by this Agreement, all in a form
satisfactory to Developer.
Page 3
uvu <:::,...... "+0"+/ ~ ~ l.,..;.l J Y Ur UU~UUUE; Page 6
FROM :GRIFFIN L~W OFFICE
61213 274 4847
1998,12-11
14:2121 #827 P.05/25
1.8 Delivery of Purchase Plice' Oblioations At Closing. At c1osi'1g, and subject to the terms, conditions, and
provisions hereof and the performance by City of its obligations as set forth herein, Developer shall pay Purchase
Price to City pursuant to Section 1.1 hereof.
1.9 Closinc;l Costs. The following costs and expenses shari be paid in connection with the closing:
(1) City shall pay:
(a) The transfer fee imposed on the conveyance.
(b) A pro.rata portion of all taxes as provided in Section 1.9.
(c) All special assessments whether levied, pending or assessed.
(d) City's attorney's fees.
(e) City's broker and/or real estate commissions and fees, if any.
(f) The cost of recording the satisfaction of any existing mortgage and any other document necessary
to make title marketable.
(2) Developer shall pay the following costs in connection with the closing:
(a) The documentary fee necessary to record the Deed.
(b) A pro-rata portion of all taxes as provided in Section 1.9.
(c) Developer's attorneys fees.
(d) Developer's broker and/or real estate commissions and fees, ifany.
1.10 Beal Estate Taxes. City shall pay all real estate taxes for all fiscal years which end prior to Closing Date. Real
estate taxes for the fiscal year in Which Closing Date occurs shall be prorated between City and Developer to Closing
Date on the basis of a 365 day calendar year. Developer shali pay all real estate mes due in subsequent fiscal
. years.
SECTION 2. DEVELOPMENT ACTIVITIES
2.1 ~equired Minimum Improvements, Developer hereby agrees to construct on Property an offICe building of
not less than thirty thousand (30,000) SQuare feet of floor space together with required off-street parking facilities
costing (or having an appraised value) of not less than_$1,900,OOO ("Minimum Improvements").
2.2 Plans for Construction of Minimum Improvements. Plans and speclficstions with respect to the development
of Property and the construction of Minimum Improvements thereon shall be in conformity with Urban Renewal Plan.
this Agreement, and all applicable State and local laws and regulations. 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 Property rConstruction Plans"). All work with respect to the Minimum Improvements shall be in
conformity with the Construction Plans approved by City.
2.3 TtminliJ of Il'I)Qrovements. Developer hereby agrees that construction of Minimum Improvements on Property
shall be commenced within six (6) months after Closing Date, and shall be substantially completed within seven (7)
months after the commencement of construction.
2.4 Certificate of Completion. Promptly upon completion of Minimum Improvements in accordance with those
provisions of this Agreement relating solely to the obligations of Developer to construct Minimum Improvements
(includIng the dates for beginning and completion thereof), City shall fumish Developer with an appropriate
instrument, prepared and executed in recordable fonn so certifying ("Certificate of Completion"). Such Certificate
Page 4
uuu ~,-+ "'+0......,( -.>
C1 TY UF: DUBUQUE;
Page 7
FROM 'GRIFFIN L~W OFFICE
508 274 4847
1998.12-11
14'21
#827 P. 07/25
of Completion shall be a conclusive determination of the satisfaction and termination of the agreements and
covenants in this Agreement and in the Deed with respect to the obligations of Developer to construct Minimum
Improvements.
SECTION 3. CITY PARTICIPATION
3.1 ~auisition Grant to Developer. For and in consideration of Developer's obligations to construct Minimum
Improvements and to lease them to Employer as provided herein, City agrees to make an Acquisition Grant to
Developer on the Closing Date. The Acquisition Grant shall be in the amount of One Hundred Twelve Thousand
Dollars ($112,000.00). The parties agree that the Acquisition Grant shall be payable solely and only from the funds
representing the Purchase Price paid to City by Developer on the Closing Date and not from any other source.
3.2 Economic Develooment Grant to oevelooer. For and in consideration of Employer's obligations to
undertake the empfoyment commitments as provided herein, City agrees (subject to the conditions set forth in this
Section) to make an Economic Development Grant to Developer on April 1, 1999, or such other date as the perties
shall mutually agree upon in writing. The Economic Development Grant shall be in the total amount not to exceed
Two Hundred Fifty Thousand Dollars ($250,000.00) and shall be payable SOlely and only from the proceeds of the
sale of urban renewal tax increment revenue bonds or notes by City as described in Section 3.3 hereof, and not
from any other source.
3.3 Issuance of Notes. The Developer acknowledges and agrees that City intends to finance all of its costs
associated with Project (including the funding of the Economic Development Grant to Developer) through the .
issuance of urban renewal tax increment revenue bonds or notes to be issued by City under the provisions of
Section 403.9 of the Iowa Code, the Urban Renewal Act and this Section (such obligation being referred to herein
as "Notes"). Developer further aCknowledges and agrees that it shall identify for City a purchaser for the Notes.
Developer further acknowledges and agrees that the Notes shall be sold on such terms and conditions, bear such
interest rates, mature at such times and in such amounts as City, reasonably, shall determine to be acceptable to
it and shall be payable from arid secured solely and only by a pledge of the tax increment revenues collected by
City in respect of the Property and the Minimum Improvements located thereon for a period not to exceed ten (10)
years or as City shall otherwise determine. City shall have no obligation to fund any of its obligations hereunder
from any source other than the proceeds of the Notes.. City's obligation to issue the Notes and undertake its
obligations hereunder shall be subject in all respects to unavoidable delays, the provisions of this Section, and to
the satisfaction of all conditions required {in the judgment of bond counsel for City} by Chapter 403 of the Code
of Iowa, as amended, with respect to the issuance of the Notes.
3.4 Limitations on Financial Undertakings of City Notwithstanding any other provisions of this Agreement, City
shall hav~ no obligation to Developer under this Agreement to issue the Notes or to fund the Economic
Development Grant to Developer if any of the following conditions exist:
(1) City is unable to complete the sale of the Notes on such terms and conditions as it shall deem
reasonably acceptable to it in accordance with the requirements of Section 3.3 above; or
(2) City is entitled (cr, with the passage of time or giving of notice, or both, would be entitled) under Section
6 of this Agreement to exercise any remedies set forth therein as a result of any Event of Default; or
(3) There has been, orthere occurs, a materia! change in the financing commitments secured by Developer
for construction and operation of Minimum Improvements during the term hereof, which change(s) make it
sub$tantially more likely, in the reasonable judgment of City, that Developer will be unable to fulfill its
covenants and obligations under this Agreement
3.5 Use of Tax Increments. Developer recognizes that City intends to utilize the tax increment revenues
collected in respect of Minimum ImprOl/ements to pay debt service including without limitations the principal and
accrued interest on the Notes. After the payment of required debt service, City shall be free to use all tax increment
Page 5
LJUClUUWc:.,
rcl'0~ 0
FROM :GRIFFIN L~W OFFICE
60:3 274 4847
1998,12-11
14:21
#827 P.08/25
revenues collected in respect of Minimum Improvements or other properties within Project Area for any purpose
for which the tax increment revenues may lawfully be used pursuant to the provisions of the Urban Renewal Act,
and City shall have nO obligation to Developer with r~pect to use thereof.
SECTION 4. COVENANTS OF DEVELOPER
4.1 E!ecution of Lease Agreement with Employer. Developer shall agree to, and with Employer shall execute,
an agreement in a form reasonably satisfactory to City and Employer for the lease of the Minimum Improvements
for a term of not less than ten (10) years.
4.2 Execution of Assessment Agreement. Developer shall agree to, and with City shaH execute, as soon as the
plans and specifications for Minimum Improvements are prepared but no later than Closing Date, an Assessment
Agreement substantially in the form attached hereto as Exhibit E ("Assessment Agreement") pursuant to the
provisions of Section 403.6(19) of the Code of Iowa specifying the Assessor's Minimum Actual Value for Property
and Minimum Improvements for calculation of real property taxes. Specifically, Developer shall agree to a minimum
actual value for Property and Minimum Improvements which will result in a minimum actual value as of January 1,
2000 of not less than One Million Nine Hundred Thousand Dollars (S1,900,OOO.OO) (such minimum actual value at
the time applicable is herein referred to as the "Assessor's Minimum Actual Value"). Nothing in the Assessment
Agreement shall limit the discretion of the Assessor to assign an actual value to Property in excess of such
Assessor's Minimum Actual Value nor prohibit Developer from seeking through the exercise of legal or administrative
remedies a reduction in such ach.ml value for property tax purposes; provided, however, that Developer shall not
seek a reduction of such actual value below Assessor's Minimum Actual Value in any year so long as Assessment
Agreement shall remain in effect Assessment Agreement shall remain in effect until January 31, 2012 (the
"Termination Date"). Assessment Agreement shall be certified by the Assessor for City as provided in Iowa Code
Section 403.6(19) and shall be filed for record in the office of the County Recorder of Dubuque County, and such
filing shall constitute notice to any subsequent encumbrancer or purchaser of Property (or part thereof), whether
voluntary or involuntary, and such Assessment Agreement shall be binding and enforceable in its entirety against
any such subsequent purchaser or encumbrancer.
4.3 Real PropertY' Taxes. Developer shall pay, when due. all real property taxes and assessments payable with
respect to all and any parts of Property pursuant to the provisions of Assessment Agreement and until Developer's
obligations have been assumed by any other person pursuant to the provisions of this Agreement:
Developeragrees that prior to the Termination Date:
{1} It will not seek administrative review or judicial review af the applicability or constitutionality of any tax
statute relating to the taxation of property contained on Property determined by any laX official to be apprlCable
to Property, Minimum Improvements or Developer or raise the inapplicabUity or constitutionality of any such
tax statute as a defense in any proceedi~gs, including delinquent tax proceedings; and
(2) It will not seek any tax deferral or abatement, either presently or prospectively authorized under Iowa
Code Chapter 403 or 404, or any other State or federal law, of the taxation of real property contained in
Property between the date of execution of this Agreement and the Tenninatian Date.
4-4 lflsurance Reauirements. Developer shall maintain insurance as follows:
(1) Developer will provide and maintain or cause to be maintained at all timeS during the process of
constructing Minimum Improvements (and, from time to time at the request of City, furnish City with proof of
payment of premiums on):
(a) Builder's risk insurance, written on the Special PerilS Fonn in an amount equal to one hundred
percent (100%) of the replacement value of Minimum Improvements at the date of completion;
Page 6
Recelved: 12/11/98 15:37;
608 214 4847 -> CIT~ O~ DUBUQUE; Page 9
FROM :GRIFFIN LRW OFFICE
503 274 4847
1998,12-11
14:22 #827 P.09/25
(b) Commercial general liability insurance (including operations, contingent "ability, operations of
subcontractors. completed operations and contractual liability insurance) together with an Owner's
Contractor's Policy wil1limits against bodily injury and property damage of not less than $2,000,000 for
each occurrence (to accomplish the above-required limits, an umbrella excess liability policy may be
used);and
(c) Worker's compensation insurance, with statutory coverage.
(2) Upon completion of construction of Minimum ImprOllements and prior to the Termination Date, Developer
shall maintain, or cause to be maintained, at its cost and expense (and from time to time at the request of City
shall furnish proof of the payment of premiums on) insurance as follows:
(a) Property insurance against loss and/or damage to Minimum Improvements under an insurance
policy written on the Special Perils Form in an amount not less than the full insurable replacement value
of Minimum Improvements, but any such policy may have a deductible amount of not more than
$50,000. No policy of insurance shall be so written tI1atthe proceeds thereof will produce less than the
minimum coverage required by the preceding sentence, by reason of co-insurance provisions or
otherwise, without the prior consent thereto in writing by City. The term -replacement value- shall mean
the actual replacement cost of Minimum Improvements (excluding foundation and excavation costs and
costs of underground flues, pipes, drains and other uninsurable items) and equipment, and shall be
determined from time to time at the request of City, but not more frequently than once every three years,
and paid for by Developer;
(b) Commercial general liability insurance, includ:ng personal injury liability for injuries to persons
and/or property, in the minimum amount for each occurren<;e and for each year of $2,000,000;
(c) Automobile liability insurance with a minimum limit per occurrence of $1,000,000;
and
(d) Workers compensation insurance respecting all employees of Developer, provided that Developer
may be self-insured with respect to all or any part of its liability for worker's compensation.
(3) All insurance required by this Section shall be taken out and maintained in responsible insurance
. companies selected by Developer wt1ich are authorized under the laws of the State to assume ttle risks
covered thereby. Developer shall deposit annually with City copies of policies evidencing all such insurance,
or a certificate or certificates or binders of the respective insurers stating that such insurance is in force and
effect Unless otherwise provided in this Section, each pollcy shall contain CI provision that the insurer shall .
not cancel or modify it without giving written notice to Developer and City at least thirty (30) days before the
cancellation or modification becomes effective. Developer shall furnish City evidence satisfactory to City that
the policy has been renewed or replaced by another policy conforming to the provisions of this Section, or that
there is no necessity therefor under the terms hereof. In lieu of separate policies, Developer may maintain
a single policy, or blanket or umbrella policies, or a combination thereof, which provide the total coverage
required herein, in which event Developer shall depOsit with City a certificate or certificates of the respective
Insurers as to the amount of coverage in force upon Minimum Improvements, provided, however, the specific
limit shall not be impaired.
(4) Developer agrees to notify City immediately in the case of damage exceeding $25,000 in amount to, or
destruction of, 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 or to the holder of the
First Mortgage on the Property. and Developer shall forthwith repair, reconstruct and restore Minimum
Page 7
'''-' , , ,='-' ,_-' _.......W J
U00 .-:::./~ "+041 -.> 01.J'i Ur-- OUBUOUE; . Page 10
FROM :GRIFFIN L~W OFFICE
608 274 4847
1998,12-11
14:23 #827 P.10/25
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 re~ir, 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.
(5) Developer shall complete tt1e repair, reconstruction and restoration of Minimum Improvements, whether
or not the Net Proceeds of insurance received by Developer for such purposes are sufficient.
4.5 Preservation of Property. Developer shall maintain, preserve and keep Minimum Improvements in good repair
and working order, ordinary wear and tear accepted, and from time to time shall make all necessary repairs,
replacements, renewals and additions.
4.6 Non-Discrimination. In carr/ing out the Project. Developer shall not discriminate against any employee or
applicant for employment because of race, religion, color, sex, national origin, age or disability.
4.7 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 goveming body of City, and nO other public official of City who exercises I?r has
exercised any functions or responsibilities with respect to the project during his or her tenure, 01' 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.
4.8 Transferability. Developer shall be permitted to transfer, conveyor assign its rights and obligations under this
Agreement, as well as title in and to the Property and the Minimum Improvements. at any time without the approval
or consent of the City; provided, however, that no such transfer, conveyance or assignment shall release or
discharge Developer from its obliga:ion hereunder to complete the Minimum Improvements. In the event such a
transfer, conveyance or assignment by the Developer, the issuance of t.,e Certificate of Completion by the City shan
constitute the automatic release of the Developer from all obligations under this agreement.
4.9 Restrictions on Use. Developer agrees for itself, and its successors and assigns, and every successor in
interest to Property Or any part thereof that Developer and such successors and assigns, shall:
(1) Devote Property to. and only to and in accordance with, the uses specified in the Urban Renewal Plan;
and
(2) Not discriminate upon the basis of race, religion, color, sex, national origin, age or disability in the sale,
lease, rental, use or occupancy of Property or any improvements erected or to be erected thereon, or any part
thereof.
4.10 Belease and Indemnification Covenants.
(1) Developer releases City and the governing body members, officers, agents, servants and employees
thereof (hereinafter, for purposes 01 this Section 4.10, the "indemnified parties") from, covenants and agrees
that the indemnified parties shall not be liable for, and agrees to indemnify, defend and hold harmless the
indemnified parties against, &ny loss Dr damage to property or any injury to or death of any person occurring
at or about or resulting from any defect in Minimum Improvements.
(2) Except for any willful misrepresentation or any willful or wanton misconduct or any unlawful act of the
indemnified parties. Developer agrees to protect and defend the indemnified parties, now or forever, and
further agrees to hold the indemnified parties harmless, from any claim, demand, suit, action or other
Page 8
r\t;:'t...:~..J..V~U~ I'::::; 1 t l'::1U I:.J.JO,
UUO LI'+ ......0...' -.... v.L" ur UWOUUUc:., '-=l'8<;:::'"
FROM 'GRIFFIN L~W OFFICE
608 274 4847
1998,12-11
14'23 #827 P.11/25
proceedings whatsoever by any person or entity whatsoever arising or purportedly arising from (i) any violation
by Developer of any provision or condition of this Agreement (except with respect to any suit, action, demand
or other proceeding brought by Developer against City to enforce its rights under this Agreement), or (ii)
construction, installation, ownership, and operation of Minimum Improvements, or ~iO the condition of Property
and any hazardous substance or environmental contamination located in or on Property the existence of which
did not predate the conveyance of title by the City to the Developer or its assignee.
(3) The indemnified parties shall not be liable for any damage or injury to the persons or property of
Developer or its officers, agents, servants or employees or any other person who may be about Minimum
Improvements due to any act of negligence of any person, other than any act of negligence on the part of any
such indemnified party or its officers, agents, servants or employees.
(4) All covenants, stipulations, promises, agreements and obligations of City contained herein shall be
deemed to be the covenants, stipulations, promises, agreements and obligations of City, and not of any
governing body member, officer, agent, servant or employee of City in the individual capacity thereof.
(5) The provisions of this Section 4.10 shall survive the termination of this Agreement.
4.11 Comoliance with Laws. Developer will comply with all laws, rules and regulations relating to its businesses,
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.
SECTION 5. COVENANTS OF EMPLOYER.
5.1 Job Creation. Employer shall employ two hundred (200) permanent full-time (2080 hours per year) (FTE)
positions in Dubuque, Iowa, by January 1, 2002 and shall maintain that number of positions through December 31,
2005. Employer agrees to refund to City a portion of the acquisition grant made to Developer equal to one thousand
three hundred dollars ($1,300.00) for each permanent full-time equivalent position not employed as required by this
Agreement The refund shall be paid to City within sixty (60) days of written demand by City.
5.2 Annual Certificatiofl. To assist City in monitoring the performance of Employer hereunder, a duly authorized
officer of Employer shall annually certify to City (a) the number of Full Time Employment Units employed at Prop~rty
as of the anniversary of the Commencement Date {date of Certificate of Completion) and as of the first day of each
ofthe preceding eleven (1 1) months, and (b) to t'le 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, Employer
is no~ or was not, in default in the fulfillment of any of the 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 15 of each year, commencing January 15,2000 and ending on January 15.
2006 both dates Inclusive.
5_3 Books and Record!;i. Employer shall keep at all times proper books of record and account in Which full. true
and correct entries shall be made of all dealings and transactions of or in relation to the business and affairs of
Employer in accordance with generally accepted accounting principles, consistently applied throughout the period
involved, and Employer shall provide reasonable protection against loss or damage to such books of record and
account.
Page 9
''-'......;>=,
uuo ~/~ ~04/ -> CLI~ u~ DUBUQUE;
Page 12
FROM 'GRIFFIN LRW OFFICE
60:3 274 4847
1998,12-11
14'24 #827 P.12/25
5.4 ~on-Discrimination. In carrying out the project, Employer shall not discriminate against any employee or
applicant for employment because of race, religion, color, sex, national origin, age or disability.
5.5 COnflid of Interest Employer 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 infonnation with regard to the project, shall have any
interest, direct or indirect, in any contract or subcontract, or the proceeds thereof, for won< 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.
5.6 Non-transferability. Until such time as the job creation obligations are completed, this Agreement may not
be assigned by Employer without the prior written consent of City, which consent shall not be unreasonably withheld. -
5.7 CQmpliance with I,..aws. Employer shall comply with all laws, rules and regulations relating to its businesses,
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 Employer.
SECTION 6. EVENTS OF DEFAULT AND REMEDIES
6.1 t;vents 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, anyone or more of the foRowing events:
(1) Failure by Developer to pay, before delinquency, all real property taxes assessed with respect to
Minimum Improvements and Property.
(2) Failure by Developer to cause the construction of Minimum Improvements to be commenced and
completed pursuant to the terms, conditions and limitations of this Agreement
(3) Failure by Developer to cause Minimum Improvements to be reconstructed when required pursuant to
this Agreement.
(4) Transfer of any interest by Developer of Minimum Improvements in Violation of the provisions of this
Agreement.
(5) FaUure by Developer or City to substantially observe or perform any other covenant. condition, obligation
or agreement on its part to be observed or performed under this Agreement
(6) Commencement of foreclosure proceedings by the holder of any mortgage on Property, or any
improvements thereon, or any portion thereof, as a result of any default under the applicable mortgage
documents.
. (7) Developer shall:
(a) file any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment,
liquidation. dissolution, or similar relief under the United States Bankruptcy Act of 1978, as amended,
or under any similar federal or state law and such petition or answer shall not be discharged or denied
within ninety (00) days after the filil1g thereof; or
(b) make an assignment for the benefit of its creditors; or
Page 10
.-,c........c.........v'=''-'_ ILi 1 I i~U '--'-""'>.:::::1J
uvu .:::.., -T ......U......., - -- L-J.. 11 ........, WUOUUUc. J rCI'0l:::;1 I""'>
FROM :GRIFFIN L~W OFFICE
503 274 4847
1998.12-11
14:24 ~827 P.13/25
(c) admit in writing its inability to pay its debts generally as they become due; or
(d) be adjudicated a bankrupt or insolvent; or if a petition or answer proposing the adjudication of
Developer as a bankrupt or its reorganization under any present Or future federal bankruptcy act or any
similar federal or state law shall be filed in any court and such petition or answer shall not be discharged
or denied wittlin ninety (gO) days after the filing thereof, or a receiver, trustee or liquidator of Developer
or of Minimum Improvements. or part thereof, shall be appointed in any proceedings brought against
Developer. and shall not be discharged within ninety (90) days after such appointmen~ or if Developer
shall consent to or acquiesce in such appointment.
6.2. Remedies on Default bv Develow. Except in the case of an Event of Default under subsection (7) of said
Section 6.1, whenever any Event of Default referred to in Section 6.1 of this Agreement occurs and is continuing,
City, as specified below, may take anyone or more of the following actions after the first giving thirty (30) davs'
written notice by City to Developer of the Eve"1t of Default but only if the Event of Default has not been cured within
said thirty (30) days, or if the Event of Default cannot be cured with:n thirty (30) days and the Developer does not
provide assurances to City reasonably satisfactory to City that the Event of Default will be cured as soon as
reasonably poSSible:
(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;
(2) City may cancel and rescind this Agreement;
(3) City shall be entitled to recover from Developer the sum of all amounts expended by City in connection
with (I) the acquisition and preparation of Property for transfer to Developer, (ii) the funding of the ACQuisition
Grant to the Developer and (iii) the funding of the Economic Development Grant to Developer, and City may
take any action, including any legal action it deems necessary. to recover such amounts from Developer;
(4) Ci~ 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 of Developer under this Agreement
The City hereby expressly acknowledges and agrees that no default or failure by or of the Employer under this
Agreement, il1Cluding. without limitation, the provisions of Section 5, shall constitute, be constructed as or deemed
to constitute an Event of Default by Developer under or in accordance with Section 6.1; and upon the occurrence
of such event, the City's recourse. shall be limited to any and all remedies, It may have under this Agreement or
otherwise at law or in equity against the Employer, and the City shall be without recourse against ttJe Developer, the
Property or the Minimum Improvements.
6.3 Revesting Title in the City Uoon HaoDenin~ of F\(eot Subseauent to Conveypnce to Develooer. In the event
that subsequent to conveyance of Property to Developer by City and prior to receipt by Developer of the Certificate
of Completion, and subject to the terms of any mortgage granted by Developer to secure any loan obtained by
Developer from a commercial lender or other financial institution to fund the acquisition of Property or construction
of Minimum Improvements or any refinancing thereof ("First Mortgage"), an Event of Default under Section 6.1 of
this Agreement occurs and is not cured within the times specified in Section 6.2, then City shall have the right to re-
enter and take possession of Property and any portion of Minimum Improvements thereon and to terminate (and
revest in City pursuant to the provisions of this Section 6.3 subject only to any superior rights in any holder of the
First Mortgage) the estate conveyed by the Deed to Developer. it being the intent of this provision, together with
Page 11
Hece..l..vea: l~/ll/~b 1~:4U;
OUb ~/'4 4d4/ -> CilY U~ UU~UUU~; ~agd 14
FROM :GRIFFIN LRW OFFICE
603 274 4847
1998,12-11
14:25 #827 P.14/25
other provisions of this Agreement, that the conveyance of 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 any default under this
Section 6.3 on the part of Developer and failure on the part of Developer to cure such default within the period and
in the manner stated in such Section, City may declare a termination in favor of City of the title and of all Developer's
rights and interests in and to Property conveyed to Developer, and that such title and all rignts and interests of
Developer, and any assigns or successors in interests of Developer, and any assigns or successors in interest to
and in Property other than the hokier of the First Mortgage, shall revert to City (subject to the provisions of Section
6.4 of this Agreement), but only if the events stated in Section 6.1 of this Agreement 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, satisfactory to City, that the events will be cured as soon as reasonably possible.
6.4. Resale of Reacauired Prooertv: Disposition of Proceeds. Upon the revesting in City of title to Property as
provided in Section 6.3 of this Agreement, City shall, pursuant to its responsibility under law, use its best efforts.
subject to any rights or interests in such property or resale granted 10 any holder of the First Mortgage, to resell
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 detennined by City in its
sole discretion) who will assume the obligation of making or completing 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 pursuant to this Agreement upon such resale of Property the proceeds
thereof shall be applied:
(1) First, to pay and discharge any liens and encumbrances which are prior to the mortgagees) previously
acquiesced in by City pursuant to this Agreement
(2) Second. to pay the principal and interest on the First Mortgage and on such additional mortgagees)
created on 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 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;
(3) Third, to reimburse City for aH allocable costs and expenses incurred by City, including but not limited to
reasonably appropriate prorated portions of 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 the First Mortgage and any other mortgagees) previously acquiesced
in by City) existing on 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, defaults or
acts of Developer, its successors or transferees (except with respect to such mortgage(s)); any expenditures
made or obligations incurred wi1h respect to the making or completion of Minimum Improvements or any part
thereof 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
(4) Fourth, to reimburse Developer up to the amount equal to (i) the sum of the Purchase Price paid to City
for Property and the cash actually invested by Developer in maKing any of the Minimum Improvements on
Property, less ~i) any gains or income withdrawn or made by Developer from this Agreement or Property.
6.5. No Remedy Exclusive. No remedy herein conferred upon or reserved to City is intended to be exclusive of
Page 12
Rece.l.ved: 12/11/98 18:40;
QUB c' ,'4 4847 - > el1 ~ Uf- DUBUQUE; Page 15
FROM : GRIFFIN Li=lIJ OFFICE
50.::; 274 4847
1998,12-11
14:26 #827 P.15/25
any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in
addition to every other remedy giv~n 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 Of' 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
6.6. No Imolied 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 shaH
not be deemed to waive any other concurren~ previous or subsequent breach hereunder.
6.7. A9reement to Pav Attorneys' Fees ard Expenses. VVhenever any Event of Default occurs and City shall
employ attorneys or incur other expenses for the collf:!ction of payments due or to become due or for the enforcement
or performance or observance of any obligation or agreement on the part of Developer herein contained, Developer
agrees that it shall, on demand therefor, pay to City the reasonab~ 1ees of such attomeys and such other expenses
so Incurred by City.
6.8 ~medies on Default by City. If City defaults in the performance of this Agreement, 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 or to enforce performance and observance of any obligation, agr~ment, or
covenant of the City under this Agreement In addition, the Developer, in its discretion, may:
(1) suspend its performance under this Agreement until it receives assurances from the City,
deemed adequate by Developer, that the City will cure its default and continue its
performance under this Agreement,
(2) cancel and rescind this Agreement;
(3) recover from the City the sum of all damages incurred by Developer in connection with the
City's breach. including, without limitation, reasonable fees of counsel; and
(4) exercise any other available remedy or remedies, each and every one of which shall be
cumulative and shall be in addition ta every other remedy given under this Agreement ar
now or thereafter existing at law or in equity or by staMe.
SECTION 7. GENeRAL TERMS AND PROVlSIONS
7.1 ~otices and Demands. VVhenever 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
~ays after having been deposited in any U.S. Postal Service and sent by registered or certified mail, postage prepaid,
addressed as follows:
(1) If to Developer.
Horizon Development Group, LLC
49 Kessel Court, Suite 211
Madison, W1 53711
(2) If to Employer:
CarteGraph Systems, Inc.
(2) If ta City:
City Manager
City Hall
50 W 13th Street
DubUQue, IA 52001
Page 13
. c::...J , . J =....; . _'. '"T' J
UU0 .<:_._ -+Okt-I .---- l....-..lll 0'- UUbUUUt::; r~d'd~ 10
FROM :GRIFFIN L~W OFFICE
50::;; 274 4847
1998,12-11
14:26 #827 P.16/25
or at such other address with respect to any party as that party may, from time to time designate in writing and
forward to the others in the manner provided in this Section.
7.2 Binding Effect
This Agreement shall be binding upon and shall inure to the benefit of City 1 Employer and Developer and their
respective successors and assigns.
IN WITNESS WHEREOF, City has caused this Agreement to be duly executed in its name and behalf by its
Mayor and attested by its City CierI<, Developer has caused this Agreement to be duly executed in its name and
behalf by its authorized member(s),and Employer has caused this Agreement to be duly executes in its name and
behalf by its President and attested by its Secretary as of the day first above written.
By:
Terrance M. Duggan, Mayor
HORlZO~iVElOPMENT GROUP. llC
By: LL~~
Charles V. Heath, Member
CITY OF DUBUQUE, IOWA
By:
Mary A. Davis, City Cieri<
By: . ~l"v, IL ~rp-
{/ John K. Faust, Member
BY~~
~emb~
CARTEGRAPH SYSTEMS, INC.
By:
Title:
Attest:
Title:
Page 14
URBAN RENEWAL PLAN
DUBUQUE INDUSTRIAL CENTER/SOUTH
ECONOMIC DEVELOPMENT DISTRICT
Adopted: APRIL 7, 1997
EXHIBIT A
URBAN RENEWAL PLAN
Dubuque Industrial Center/South Economic Development District
(previously known as Site F Economic Development District)
City of Dubuque, Iowa
This Urban Renewal Plan provides for the development of the
Dubuque Industrial Center/South Economic Development District
(previously known as Site F Economic Development District). Its
preparation was authorized by Resolution 46-97 of the City
Council of the City of Dubuque, Iowa on January 20, 1997. The
City Council adopted the Plan by Resolution 141-97 on April 7,
1997.
Prepared by the Community and Economic Development Department.
TABLE OF CONTENTS
A. INTRODUCTION Page 1
B. OBJECTIVES Page 1
C. DISTRICT BOUNDARIES Page 2
D. PUBLIC PURPOSE ACTIVITIES Page 2
E. DEVELOPMENT AND REDEVELOPMENT REQUIREMENTS Page 3
F. LAND ACQUISITION AND DISPOSITION Page 4
G. FINANCING ACTIVITIES Page 5
H. STATE AND LOCAL REQUIREMENTS Page 7
1. DURATION OF APPROVED URBAN RENEWAL PLAN Page 7
J. SEVERABILITY Page 7
K. AMENDMENT OF APPROVED URBAN RENEWAL PLAN Page 8
L. A IT ACHMENTS Page 8
URBAN RENEWAL PLAN
Dubuque Industrial Center/South
Economic Development District
(Previously known as Site F Economic Development District)
City of Dubuque, Iowa
A. INTRODUCTION
This URBAN RENEWAL PLAN (the "Plan") has been prepared to provide for the development and
redevelopment of the DUBUQUE INDUSTRIAL CENTER/SOUTH ECONOMIC
DEVELOPMENT DISTRICT, previously known as the Site F Economic Development District (the
"District") as authorized by Resolution 46-97 of the City Council of the City of Dubuque on January
20, 1997. Its intent is to stimulate economic development activities within the District through the
commitment of public actions as specified herein.
To achieve this objective, the City of Dubuque shall undertake the urban renewal actions specified
in this Plan, pursuant to the powers granted to it under Chapter 403 of the Iowa Code, Urban
Renewal Law.
B. OBJECTIVES OF THE PLAN
The primary objectives of the Plan are the development and redevelopment of the District for
economic development activities, primarily industrial park development, through:
1. Provision of marketable industrial development sites for the purpose of job-creating
economic development activities;
2. Provision of public infrastructure improvements, including sanitary sewer, water and
stormwater detention, supportive of full development of the District;
3. Provision of a safe, efficient and attractive circulation system;
4. Establishment of design standards which will assure cohesive and compatible
development and redevelopment of the District;
5. Provision of public amenities that provide an aesthetically appealing environment,
1
including open space, buffering, landscaping, water features, signage and lighting to
create a distinctive and attractive setting;
6. Creation of financial incentives necessary to encourage new and existing
businesses to invest in the District; and
7. Expansion of the property tax base of the District.
C. DISTRICT BOUNDARIES
The District is located within the City of Dubuque, County of Dubuque, State of Iowa.
The District shall consist of the real property legally described as follows:
Lot 2-1-1 of the NE 1/4 of the SW 1/4, Lot 2 of the NE 1/4 of the SW 1/4, Lot 1-1-1
of the NE 1/4 of the SW 1/4, Lot 1-1-8 of the SE 1/4, and the SE 1/4 of the SW 1/4,
all in Section 12, Township 88 North, Range 2 East, Fifth Principal Meridian, in
Dubuque County, Iowa and any adjoining public right-of-way.
The boundaries of the District are delineated on the URBAN RENEWAL DISTRICT map
(Attachment A).
The City of Dubuque reserves the right to modify the boundaries of the District at some future date.
Any amendments to the Plan will be completed in accordance with Chapter 403 of the Iowa Code,
Urban Renewal Law.
D. PUBLIC PURPOSE ACTIVITIES
To meet the OBJECTIVES of this Plan, the City of Dubuque is prepared to initiate and support
development and redevelopment of the District through, among other things, the following PUBLIC
PURPOSE ACTIVITIES:
1. Acquisition of property for public improvements and private development;
2. Demolition and clearance of improvements not compatible with or necessary for
industrial park development and all site preparation and grading required in
connection with such development;
3. Improvement, installation, construction and reconstruction of streets, utilities and
2
other improvements and rights-of-ways including but not limited to the relocation of
overhead utility lines, street lights, appropriate landscaping and buffers, open space
and signage;
4. Disposition of any property acquired in the District, including sale, initial leasing or
retention by the City itself, at its fair value;
5. Preparation of property for development and redevelopment purposes including but
not limited to activities such as appraisals and architectural and engineering studies;
6. Use of tax increment financing, loans, grants and other appropriate financial tools in
support of eligible public and private development and redevelopment efforts;
7. Enforcement of applicable local, state and federal laws, codes and regulations;
8. Enforcement of established design standards in furtherance of quality development;
9. Development and implementation of a marketing program for the purpose of
promoting the purchase and development of industrial sites by private businesses;
10. Coordination of the improvement of U.S. Highway 61/151 as it affects the District's
access to that roadway.
Public purpose activities are limited to those areas delineated on the PUBLIC PURPOSE
ACTIVITY AREA map (Attachment B).
All public purpose activities shall be conditioned upon and shall meet the restrictions and limitations
placed upon the District by the Plan.
E. DEVELOPMENT AND REDEVELOPMENT REQUIREMENTS
The LAND USE and PLANNING AND DESIGN CRITERIA set forth herein shall apply to any and
all District properties the development and/or the redevelopment of which is assisted by the City
through any of the PUBLIC PURPOSE ACTIVITIES listed above.
1. Land Use
The intent of this Plan is to promote the development of commercial and industrial land uses
within a quality industrial park setting. All uses shall be regulated by the zoning district
established for the property.
3
LAND USE maps (Attachments CI and C2) identify the existing and the proposed land uses
within the District.
" 2. Planning and Design Criteria
The planning criteria to be used to guide the physical development of the District are those
standards and guidelines contained within the City of Dubuque's Zoning Ordinance and other
applicable local, state and federal codes and ordinances.
The proposed zoning designation will be PI Planned Industrial District as required by Section
3-5.5 of the City of Dubuque Zoning Ordinance. Development within the District will
follow the Planned Unit Development regulations which require a conceptual development
plan and specific design and performance standards to be approved by ordinance.
F. LAND ACQUISITION AND DISPOSITION
The City of Dubuque is prepared to acquire and dispose of property in support of the development
and redevelopment of the District within the parameters set forth below.
1. Land Acquisition
The City has acquired, through contractual agreement, all property within the District for
private development purposes. However, the City will acquire, through eminent domain, any
property for public or private development and redevelopment purposes should it be unable
to acquire land through negotiated purchase.
The City also reserves the right to acquire, by negotiation or eminent domain, property rights
required for the construction or reconstruction of streets and public utilities, or any other
public facility or improvement.
2. Land Disposition
Publicly held land will be sold for the development of viable uses consistent with this Plan
and not for purposes of speculation.
Land will be disposed of in accordance with the requirements set forth in Chapter 403 of the
Iowa Code, Urban Renewal Law. Developers will be selected on the basis of the quality of
their proposals and their ability to carry out such proposals while complying with the
requirements of this Plan.
4
Developers will be required by contractual agreement to observe the Land Use Requirements
and Planning and Design Criteria of this Plan. The contract and other disposition documents
will set forth the provisions, standards and criteria for achieving the objectives and
requirements outlined in this Plan.
3. Relocation Requirements
The land is currently vacant; no relocation is anticipated.
G. FINANCING ACTIVITIES
To meet the OBJECTIVES of this Plan and to encourage the development of the District and private
investment therein, the City of Dubuque is prepared to provide financial assistance to qualified
industries and businesses through the making ofloans or grants under Chapter 15A of the Iowa Code
and through the use of tax increment financing under Chapter 403 of the Iowa Code.
1. Chapter 15A Loan or Grant
The City of Dubuque has determined that the making of loans or grants of public funds to
qualified industries and businesses is necessary to aid in the planning, undertaking and
completion of urban renewal projects authorized under this Plan within the meaning of
Section 384.24(3)(q) of the Iowa Code. Accordingly, in furtherance of the objectives of this
Plan, the City of Dubuque may determine to issue bonds or loan agreements, in reliance upon
the authority of Section 384.24A, Section 384.24(3)(q), Section 403.12 (general obligation
bonds) or Section 403.9 (tax increment bonds), for the purpose of making loans or grants of
public funds to qualified businesses. Alternatively, the City may determine to use available
funds for the making of such loans or grants. In determining qualifications of recipients and
whether to make any such individual loans or grants, the City of Dubuque shall consider one
or more of the factors set forth in Section 15A.l of the Iowa Code on a case-by-case basis.
2. Tax Increment Financing
The City of Dubuque is prepared to utilize tax increment financing as a means of financing
eligible costs incurred to implement the Public Purpose Activities identified in Part D of this
Plan. Bonds or loan agreements may be issued by the City under the authority of Section
403.9 of the Iowa Code (tax increment bonds) or Section 384.24A, Section 384.24(3)(q) and
Section 403.12 (general obligation bonds).
The City acknowledges that the use of tax increment revenues delays the ability of other
local taxing bodies to realize immediately the direct tax benefits of new development in the
5
District. The City believes, however, that the use of tax increment revenues to finance the
development of new industrial land and to promote private investment in the District is
necessary in the public interest to achieve the OBJECTIVES of this Plan. Without the use
of this special financing tool, new investment may not otherwise occur or may occur within
another jurisdiction. If new development does not take place in Dubuque, property values
could stagnate and the City, County and School District may receive less taxes during the
duration of this Plan than they would have if this Plan were not implemented.
Tax increment fmancing will provide a long-term payback in overall increased tax base for
the City, County and School District. The initial public investment required to generate new
private investment will ultimately increase the taxable value of the District well beyond its
existing base value.
Tax increment reimbursement may be sought for, among other things, the following costs
to the extent they are incurred by the City:
a. Planning and administration of the Plan;
b. Construction of public infrastructure improvements and facilities within the
District;
c. Acquisition, installation, maintenance and replacement of public investments
throughout the District including but not limited to street lights, landscaping and
buffers, signage and appropriate amenities;
d. Acquisition of land and/or buildings and preparation of same for sale to private
developers, including any "write down" of the sale price of the land and/or
building;
e. Preservation, conservation, development or redevelopment of buildings or
facilities within the District to be sold or leased to qualified businesses;
f. Loans or grants to qualified businesses under Chapter 15A of the Iowa Code,
including debt service payments on any bonds issued to finance such loans or
grants, for purposes of expanding the business or activity, or other qualifying loan
programs established in support of the Plan; and
g. Providing the matching share for a variety of local, state and federal grants and
loans.
6
3. Proposed Amount of Indebtedness
At this time, the extent of improvements and new development within the District is only
generally known. As such, the amount and duration for use of the tax increment
revenues for public improvements and/or private development can only be estimated;
however, the actual use and amount of tax increment revenues to be used by the City for
District activities will be determined at the time specific development is proposed.
It is anticipated that the maximum amount of indebtedness which will qualify for tax
increment revenue reimbursement during the duration of this Plan, including acquisition,
public improvrnents and private development assistance, will not exceed $6,000,000.
At the time of adoption of this Plan, the City of Dubuque's current general obligation debt
is $14,200,000 (a list of obligations is found as Attachment D) and the applicable
constitutional debt limit is $91,286,810.
H. STATE AND LOCAL REQUIREMENTS
All provisions necessary to conform with state and local laws have been complied with by the City
of Dubuque in the implementation of this Plan and its supporting documents.
I. DURATION OF APPROVED URBAN RENEWAL PLAN
This Plan shall continue in effect until terminated by the City Council; provided, however, that the
collection of tax increment revenues from properties located in the District shall be limited to twenty
(20) years from the calendar year following the calendar year in which the City first certifies to the
County Auditor the amount of any loans, advances, indebtedness or bonds which qualify for
payment from the division of tax increment revenue provided for in Section 403.19 (tax increment
financing) of the Iowa Code.
The DEVELOPMENT AND REDEVELOPMENT REQUIREMENTS established, or as amended
from time to time by the City of Dubuque Zoning Ordinance, shall remain in effect in perpetuity.
J. SEVERABILITY
In the event one or more provisions contained in this Plan shall be held for any reason to be invalid,
illegal, unauthorized or unenforceable in any respect, such invalidity, illegality, unauthorization or
unenforceability shall not affect any other provision of this Plan and this Urban Renewal Plan shall
be construed and implemented as if such provision had never been contained herein.
7
K. AMENDMENT OF APPROVED URBAN RENEWAL PLAN
This Plan may be amended from time to time to respond to development opportunities. Any such
amendment shall conform to the requirements of Chapter 403 of the Iowa Code. Any change
effecting any property or contractual right can be effectuated only in accordance with applicable state
and local law.
L. ATTACHMENTS
A Urban Renewal District Map
B Public Purpose Activity Area Map
C Land Use Maps
Cl Existing Land Use
C2 Proposed Land Use
D List of General Obligations
8
-""
ATTACHMENT A
URBAN RENEWAL DISTRICT MAP
Dubuque Industrial Center/South Economic Development District
t;
I
_I
~I
:/
\,!) I
~I
~I
G I J
II
I :
I I J
I I
- .,_ _1- _ _ _ _ _ _ _ _ ___ _ ...,.... _ _ _ _
I
. I I .
I I
I :
I I
I :
I I
I I
I I
I :
I I
I :
I
-"
H( I/~-Sll' '/~
~
~
SE 7/1
Lor 1-1-8
IN Sf I/~
$
$( I/~-sw I/~
~oo
lCAlC '"~ IIU
)'.'l~.o.c
If'. CttIIlOOtS I.,."
lor 7-1-6
IN S( '/~
Prepared by the Community and Economic Development Department
City of Dubuque, Iowa
February 1997
ATTACHMENT B
PUBLIC PURPOSE ACTIVITY AREA MAP
Dubuque Industrial Center/South Economic Development District
--..
.....'W'N.J ....w.....'...'............................ .1............
Ilfill1ill.l'f.'I.I))lllliiIIIIIIJI111ttl~:::
.'i1w.r .............. ............................... .,l"""....................
~
~
~
SE 7/1
$
o '0;)'00 "00
t-w---;
lCAl.C .. III I
)ltII.SI..IIII.o-c
w. c.....OOts I-I-t7
lor 7-1-0
IN Sf: 1/~
IMi!!1M11i1i1 PUBLIC PURPOSE ACTIVITY AREA
Prepared by the Community and Economic Development Department
City of Dubuque, Iowa
February 1997
---..
ATTACHMENT Cl
EXISTING LAND USE MAP
Dubuque Industrial Center/South Economic Development District
~
~
~
Sf" 7/1
t1j.
· IN JOO 400
,..-.....;
Sc....t( ., '11.
)1t'"~o...e
w. C'''C(Jt1 1-4-91
lor 7-1-0
IN SC 1/1
M..............
}}({:): VACANT
Prepared by the Community and Economic Development Department
City of Dubuque, Iowa
February 1997
ATTACHMENT C2
PROPOSED LAND USE MAP
Dubuque Industrial Center/South Economic Development District
-.,
~
~
~
SE 1/1
tJj.
1/1
" 1(10 too _00
,..--;
w:....c ..1(11
31U\'k-' 0-.::
w. c'~oc.ns 1...'-t1
cor 7-1-0
IN S( 1/1
tmmrmrml COMMERCIALIINDUSTRIAL
Prepared by the Community and Economic Development Department
City of Dubuque, Iowa
February 1997
ATTACHMENT D
SUMMARY OF 80NOEO INDEBTEDNESS. FISCAL YEAR 1997
DATE NET AMOUNT PRINCIPAL PRINCIPAL INTEREST PRINCIPAL YEAR OF
OF INTEREST OF OUTSTANDING DUE 7.1.96 DUE 7.1.96 OUTSTANDING FINAL
o SCRIPTION ISSUE RATE ISSUE JULY 1 1996 TO 7.1.97 TO 7.1.97 JU Y 1 1997 PAYMENT
G.,..,.I Obliae.ton 8Oftd.
ESSent.al Carpal "I PUlpal. 3.1.87 5.4 786 4.000.000 2.475.000 400.000 136.050 2.075.000 2001
Ess.nll.1 Corporilte Purpose 6.1.89 6.7092 2.650.000 898.175 190.615 59.600 705.500 2000
Recr..tlon Pool Rlconstruc,tOn 6.1.89 6.7092 1.500.000 678.825 144.385 45.145 534.440 1999
Essentlll CorpO'...1 Purpose 5.\5.90 6.6736 220.000 94.500 22.500 6.266 72.000 2000
Recf..llon Pool Reconstruction 5.15.90 6.6736 1.745.000 850.500 202.500 56.392 202.500 2000
Essenl.lt Corpor..1 Purpose 5.1.91 6.0943 2.500.000 1.705.000 200.000 102.545 1.505.000 2002
Essenu.1 Corporate P1.Itpos. 6.1.93 4.1747 4.615.000 3.090.000 945.000 124.575 2.145.000 2004
Essen...' Corpo,.t. Purpose 10$1.) 5.1.94 5.0000 \.300.000 900.000 100.000 43.864 800.000 2004
Essenll.1 Corpor..e Purpou.. lesl.) 5.1.94 5.0000 1.300.000 1.150.000 140.000 56.536 1.020.000 2004
Essenlll' Corpor... PufClos.-.. 5.1.94 4.9444 500.000 450.000 50.000 21.932 400.000 2004
Essent.11 Corpor..e PUlpas, 5.1.95 5.5000 2 000 000 1 900 000 50 000 87 065 1 850000 2005
To'-' G_ol Oblige,;"" -. '22.330.000 s 14.200.000 '2.445.000 s 739.969 S 11.755.000
City of Dubuque, Iowa
February 1997
EXHIBIT B
SPECIAL WARRANTY DEED
KNOW ALL MEN BY THESE PRESENTS: that the City of Dubuque, Iowa, a municipal
corporation of the State of Iowa (hereinafter "Grantor"), in consideration of the Grantee named
below undertaking the obligations of the Developer under the Agreement described below and
the sum of and no/100 Dollars ($ ) 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 Horizon Development Group, LLC
(herein "Grantee"), the following described parcel(s) situated in the County of Dubuque, State of
Iowa, to-wit:
Lot 11, Block 2 of Dubuque Technology Park, in the City of Dubuque, Dubuque County,
Iowa
This Deed is being delivered in partial fulfillment of the Grantor's obligations under and
is subject to all the terms, provisions, covenants, conditions and restrictions contained in that
certain Development Agreement executed by the City and Grantee herein, dated
, 1999, (hereinafter the "Agreement"), a memorandum of which was recorded on
, 1999, 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, the Grantor will furnish the Grantee with a Certificate of Completion in the form set
forth in the Agreement. Such certification by the Grantor shall be (and the certification itself
shall so state) a conclusive determination of satisfaction and termination of the agreements and
covenants of the Agreement and of this Deed with respect to the obligation of the 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 and reservations of title contained in this Deed be
forever released and terminated and that any remaining obligations of the 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 County, Iowa. If the Grantor shall refuse or fail
to provide any such certification in accordance with the provisions of the Agreement and this
Deed, the Grantor shall, within fourteen days after written request by the Grantee, provide the
Grantee with a written statement indicating in adequate detail in what respects the 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 the Grantor,
for the Grantee to take or perform in order to obtain such certification.
In the event that an Event of Default occurs under Section 6.1 of the Agreement and
the Grantee herein shall fail to cure such default within the period and in the manner stated in
Section 6.2 of the Agreement, then the Grantor, subject to any "First Mortgage" (as such term is
defined in Section 6.3 of the Agreement) which encumbers said property, shall have the right to
re-enter and take possession of the property and to terminate and revest in the Grantor the
estate conveyed by this Deed to the 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.
The City 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
day of
, 1999, at Dubuque, Iowa.
CITY OF DUBUQUE IOWA
ATTEST:
By:
Terrance M. Duggan, Mayor
By:
Mary A. Davis, City Clerk
STATE OF IOWA
SS
COUNTY OF DUBUQUE
On this day of , 1999, before me a Notary Public in and for said
County, personally appeared and
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
L;_,-,O~
:..J '-' 0 ...::: l~" -..,:) -+ I
-~ GJ.I y U~ UUbUUU~;
I-'age !:::::j
FROM :GRIFFIN ~W OFFICE
60=: 274 4847
1998,12-11
14:53 #828 P.08/21
EXHIBIT C
FORM OF lEGAl OPINION OF DEVELOPER'S COUNSEL
,199_
The City of Dubuque
RE: Develop!!:lent Agreement dated December _' 1998 (the "Development Agreementn) executed by
and among The Ciry of Dubuque, Iowa (the ~City"), Horizon Developtn~nt Group, LLC (the
-Developer") md Cartegraph Systems, Inc- (the "Employer")
~ntlemen:
We have served as cO\l11sd for the Developer in connection with the negotiation of the above-Tuerenced
Development Agreement. This opinion is required by you and is delivered as an inducement to the City to
consummate the trmsactions contemplated by the Development Agreement. All capitalized terms used and not
otherwise defined herein shill have the same meanings as are assigned to them in the Development Agreement.
In connection therewith, we have reviewed [he following:
(i) photocopy of the Development Agreement, executed by ;md :unong the City, the Developer and the
Employer, and cerufied by the Developer or one Or more of its members to be a trUe :Uld complete
photocopy thereof;
Cli) fuctual Cenificates provided by and! or on behalf of Developer and executed by one or more of its
members;
CUi) Anicles of Organization and Operating Agreement of Deyeloper, certified by one or more of its
mem~rs; ::md
(Iv) resolutions adopted on behalf of the Developer by its Members, certified by one or ID-ore of itS
members.
In connection with our examination of the above-referenced documents and iostroments, we have assumed,
and the opinions e.xpressed herein therefore are expressly conditioned upon -and subject 1:0; (a) the authority md
Ol.p:l.city of all pa-sons si~ing documents on behalf of the City or any p:trty other thm the Developer; (b) the
genuineness of :111 sign.rures; (c) the authenticity of all documents submitted to us as originals; (d) the conformity
of;ill documents submitted to the undersigned :is cenified or photoStated copies to the originals thereofj (e) the
l1ccur.lcy of ill ~tes; (1) ~e :accuncy of :illmform:ation contained in f.tcnul certificates executed by one or more
of the members of the Developer; (rJ the due delivery of the Devdopment Agreement and adequacy of
consider.non therefor; (h) the legJ.! c:apaclt? of each natu.r.1.l person; (i) the power and authority of each parry
other 'l'.b;tn the Developer; G) the City's compliance v.rith all laws rod regulations perr2ining or applicable to it
in connection wiLh the De\'dopmcnt Agreement or the tranSactions contemplated thereby; (k) the acCU1"2cy of
e2c.h m.teroent of b.et conuined in d certi.fic~r,. i.oisued by a government office and its continuing a.ccur:lcy 011 the
. "-' , , ).::::J'-' I LJ. ....... U J
ouo Li4 4~4/ -> C11~ Uf: DUBUQUE; Page 10
FROM 'GRIFFIN LRW OFFICE
508 274 4847
1998,12-11
14'53
1*828 P.10/21
The City of Dubuque
,199_
Page 2
date hereof; Q) the parties' satisfuuon of or compliance with procedural requirements or other legal prerequimes
to the enforcement of or entitlement to relief under the Development Agreement, such as service of process or
qualifica.tion to tr:msact business; (m) that there are no other agreements or underStandings among the parties
(:and 2S of the date hereof, we h::l.ve no knowledge of the existence thereof) clur. would modify the terms of the
Development Agreement or me respective rights or obligations of the parties thereto; and (n) that with respect
TO me Development Agreement, there has been no mutual mistake of fact and there exisr.s no fraud or duress.
In addirion, we have assumed th.a.c a reviewing COUlL may impose certain standards of condUCt upon the City as
conditions to or requirements for the enforceability of the Development Agreement (including, without
limitation, the requirement th<lt the City act re:a.son:ably, in good faith, in a. commercially reasonable manner,
or otherwise in compli~ce wirll ~pplic~ble law and! or equitable principles). Accordingly, the opinions
expressed. herein :ue conditioned upon, limited and qualified by the foregoing. as well as the provisions of
applicable bankruptcy, insolvency, moratorium, reorganization and other laws of general appliC:ltion affecting
creditors' rights.
As. expressly lllnited by the foregoing and such other matters as hereinafter are specific:illy enumerated, we
are of the opinion that:
1. The Developer is a limited liability company, duly formed and validly existing under the laws
of the State of Wisconsin.
2. The Development Agreement has been duly authorized, executed and delivered by, in the name
of and on behalf of tbe Developer by its duly authorized member(s).
3. The member(s) of the Developer executing the Development Agreement in the name and on
behili of the Developer, is (are) authorized to execute the same in the name and on behalf of the
Developer.
4. The Developer has the full power and aurhority to (i) execute md deliver the Development
Agreement and (il) perform all its obligations under and pursuant to, and to consummate the
transactions contemplated by, said Development Agreement.
5. The execution and delivery by Developer of the Development Agreement and the performance
by Developer of its obligations thereunder will not violate any provision of or constitute a
breach or default under the Articles of Org:mization or the Operating Agreement of the
Developer; and to our knowledge, based solely upon the statements :md represent~tions
contained in factual certi.ficates of one or more of the members of the Developer, and without
independem invesrigacion by us, the same aCts will not cause Developer to be in default under,
Or conflict with or result in a breach of any provision of any agreement, instrwnent or
obligation to which Developer may be subject or by which Developer or its property may be
bound.
5. To our knowledge, based solely upon the st3.remems and representations r;ontained in faCtwU
certificates executed by one or more of the members of the Developer, and without: independent
investig.nion by us, c.here are no ~cr.ions, suits or proceedings pending or threatened against or
affecting the Developer in any court or b~ore any arbitrator o. before or by my governmental
body in which there is a reasooable possibility of an adverse decision which could mate~2l1y
adversely affect the business (present or prospective), financial position or results of operauons
of me Developer, or which may :d!ecr1he validity of the Agreement or the Developer's ability
to observe or perform itS obliga.cions thereunder.
KeCe..Lv,,=,,~. ~
t ..:::: / I I ;' ':::;10 t U ~ >..../':::;1 j
FROM :GRIFFIN LRW OFFICE
60::=: 274 4847
1998,12-11
14.54
#828 P.11/21
The City of Dubuque
, 199_
Page 3
The opinions contained in paragraphs numbered 1 through 5, above, are strictly limited to the m2tters
expressed therein and no further opinion is implied or may be inferred beyond such matters. In particular, we
do not provide and expressly disclaim any opinion wha.tsoever concerning the validity or enforceability of the
De-velopment Agreement under the h.ws of Iow:l or wy other jurisdiction, the statuS of zoning matters.
environmen1:al matters. matters regulated by federal or SUIe securities b.ws, title wd priority matt~rs, including,
without limitation, the status of Litle to any real property Or any personal property of the Developer and the
priority of the liens or security interests, if any, created by or in accordance with the Development Agreement.
As to all such maners, we understand that you are relying upon the opinions which are to be funllihed by
counsel for the City.
The opinions expressed herein are pro\--idcd in accordance with and pursuant to your request :rnd are given
subject to the express limitations reserved herein. The opinions are based upon facts, information, statutes, h.ws1
ordin:mces, rules and regulations effective and generally available ;J.S of the date he.eof and are given .....-ithou! :any
undertaking or obligation on Our part to :1dvise you of any chmges, events or occurrences which may come to
our attention subsequent to the delivery hereof. Such opinions as ;u-e expressed herein are pro.-ided as :an
inducement to the City to consummate the transactions contemplated by the Development Agreement. Said
opinions are not intended to benefit or to be relied upon by any party other than the City :and may nOt be
furnished to or relied upon in any manner by any person or entity ether than said City.
Very truly yours,
by:
Exhibit D
FORM OF LEGAL OPINION OF EMPLOYER'S COUNSEL
CITY OF DUBUQUE IOWA
RE: DEVELOPMENT AGREEMENT BY AND AMONG THE CITY OF DUBUQUE IOWA,
HORIZON DEVELOPMENT GROUP, LLC, AND CARTEGRAPH SYSTEMS, INC.
Gentlemen:
We have acted as counsel for CarteGraph Systems, Inc. ("Employer"), in connection with
the execution and delivery of a certain Development Agreement ("Development Agreement")
among Employer, Horizon Development Group, LLC ("Developer") and the City of Dubuque,
Iowa ("City") dated as of , 1999.
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. Employer is a corporation organized and existing under the laws of the State of
and has full power and authority to execute, deliver and perform in full
Development Agreement. Development Agreement has been duly and validly authorized,
executed and delivered by Employer and, assuming due authorization, execution and delivery by
City and Developer, is in full force and effect and is valid and legally binding instrument of
Employer 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 the Employer 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 Employer, any indenture,
mortgage, deed of trust, indebtedness, agreement, judgment, decree, order, statute, rule,
regulation or restriction to which the Employer is a party or by which Employer's property is
bound or subject.
3. There are no actions, suits or proceedings pending or threatened against or
affecting the Employer 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 the Employer or which in any manner raises any questions affecting the validity of the
Agreement or the Employer's ability to perform Employer's obligations thereunder.
Very truly yours,
EXHIBIT E
MINIMUM ASSESSMENT AGREEMENT
THIS MINIMUM ASSESSMENT AGREEMENT, dated as of this _ day of
, 1999, by and among the CITY OF DUBUQUE, IOWA, (the "City"),
, its successors and assigns,
(the "Developer"), and the CITY ASSESSOR for the City of Dubuque, Iowa (the
"Assessor").
WITNESSETH:
WHEREAS, on or before the date hereof the City and Developer have entered into
a Development Agreement as of , 1999 (the "Agreement") regarding certain
real property located in the City legally described as follows:
(the "Development Property"); and
WHEREAS, it is contemplated that pursuant to said Agreement, the Developer will
undertake the development of the Development Property, which is within the Dubuque
Industrial Center/South Economic Development District established under Urban Renewal
Plan adopted by Resolution No. 141-97 on April 7,1997; and
WHEREAS, pursuant to Section 403.6 of the 1997 Code of Iowa, as amended, the
City and the Developer desire to establish a minimum actual value for Development
Property, facilities and the equipment thereon to be constructed by the Developer pursuant
to the Agreement (defined therein as the "Minimum Improvements"); and
WHEREAS, the City and the Assessor have reviewed the preliminary plans and
specifications for the Minimum Improvements which it is contemplated will be erected.
NOW, THEREFORE, the parties to this Minimum Assessment Agreement, in
consideration of the promises, covenants and agreements made by each other, do hereby
agree as follows:
1. Upon substantial completion of construction of the above-referenced
Minimum Improvements by the Developer, but no later than January 1, _, the minimum
actual taxable value which shall be fixed for assessment purposes for the Development
Property and Minimum Improvements to be constructed thereon by the Developer shall be
not less than , ($ ),
(hereafter referred to as the "Minimum Actual Value") until termination of this Minimum
Assessment Agreement. The parties hereto expect that the construction of the above-
referenced Minimum Improvements will be completed on or before January 31,
Nothing herein shall be deemed to waive the Developer's rights under Iowa Code
0' Section 403.6(19) to contest that portion of any actual value assignment made by the
Assessor in excess of the Minimum Actual Value established herein. In no event, however,
shall the Developer seek to reduce the actual value assigned below the Minimum Actual
Value established herein during the term of this Agreement.
2. The Minimum Actual Value herein established shall be of no further force and
effect and this Minimum Assessment Agreement shall terminate on January 31,
3. This Minimum Assessment Agreement shall be promptly recorded by the
Developer with the Recorder of Dubuque County, Iowa. The Developer shall pay all costs
of recording.
4. Neither the preambles nor proVIsions of this Minimum Assessment
Agreement are intended to, or shall be construed as, modifying the terms of the Agreement
between the City and the Developer.
5. This Minimum Assessment Agreement shall inure to the benefit of and be
binding upon the successors and assigns of the parties, and all holders of mortgages upon
or security interests in the Development Property or Minimum Improvements granted prior
to the date hereof, to secure any loans with respect to the Development Property or
Minimum Improvements, that execute the consent attached hereto.
THE CITY OF DUBUQUE, IOWA
By:
Terrance M. Duggan, Mayor
ATTEST:
By:
Mary A. Davis, City Clerk
DEVELOPER
By:
By:
CONSENT
The undersigned, a holder of a mortgage granted prior to the date hereof to secure
a loan made with respect to the Development Property or Minimum Improvements, hereby
consents to the execution and recording of the foregoing Minimum Assessment Agreement
and agrees to be bound thereby.
By:
(Name)
(Title)
STATE OF IOWA )
) SS
COUNTY OF DUBUQUE )
On this day of ,1999, before me a Notary Public in and for said County, personally
appeared 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
STATE OF IOWA )
) SS
COUNTY OF DUBUQUE )
On this day of , 1999, before me a Notary Public in and for said County, personally
appeared to me personally known, who being duly sworn, did say that
they are the individuals who executed the foregoing instrument; and
acknowledged the execution of said instrument to be effected in the name and on behalf of Developer therein
identified, as the voluntary act of said entity.
Notary Public in and for Dubuque County, Iowa
CERTIFICATION OF ASSESSOR
The undersigned, having reviewed the plans and specifications for the Minimum Improvements to
be constructed and the market value assigned to the land upon which the Minimum Improvements are to be
constructed, and being of the opinion that the minimum market value contained in the foregoing Minimum
Assessment Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor, being
legally responsible for the assessment of the property described in the foregoing Minimum Assessment
Agreement, upon completion of Minimum Improvements to be made on it and in accordance with the Minimum
Assessment Agreement, certifies that the actual value assigned to such land, building and equipment upon
completion shall not be less than Dollars ($ ), until termination
of this Minimum Assessment Agreement pursuant to the terms hereof.
Dubuque City Assessor for the City of Dubuque. Iowa
Date
STATE OF IOWA )
) SS
COUNTY OF DUBUQUE )
Subscribed and sworn to before me by
of Dubuque, Iowa.
, City Assessor for the City
Notary Public in and for Dubuque County, Iowa
Date
F:IUSERS\JBURKEIBURKEIDOCSIECDEVlCARTEGRAIMIN-ASSE.AGR
..-----..~-.. '''-1''1='-' "-'_II,
Qua c_~/4 4ts4/ -> Cl..Jy 01-:: DUBUQUE; Page 17
FROM :GRIFFIN L~W CFFICE
60'::' 274 4847
1998.12-11
14:56 #828 P.17/21
EXHIBIT F
Prepa1'ed by: A.J. Griffin ill, Esq., Griffin Law Office, S.C., 49 Kessel Court, Suite 211, Madison, WISconsin 53711, (608) 27+-+495.
SPACE ABOVE THIS LI:-l'E FOR RECORDER
OPTION TO PURCHASE
THIS OPTION IS A LEGAllY ENFORCEA1U.E CONTRACT. BOTH PARTIES SHOULD READ THIS DOCOM:El\/"'T
CAREFULLY.AND UNDERSTAND IT BEFORE SIGNING.
The City Of Dubuque, Iowa (the "Seller") hereby grants to Horizon Development Group, LtC or its assigns
(together, the "Buyer") an option to purchase :l.pproximately 5.58 :l.cres of real estate located at Digital Drive, Dubuque
Technology Park, in the City of Dubuque, Dubuque County, State of Iowa;lfid more p:1rricularly described as:
Lot 10, Block 2 of Dubuque Technology Park (the .Property),
at a price which shall be equal to the fair market value of the Property, as determined by :l.ppraisal prepared by an appraiser
who is mutually accepuble to the parries. Said purchase price shill be paid at Closing, in the manner hereinafter provided.
Buyer agrees that unless otherwise specified, Buyer, in good f:uth, will pay all costs of securing :my financing to the extent
permined by law, and will perform all acts necessary to expedite such flOmcing.
l1ME IS OF lHE ESSENCE AS TO: PAYMENT OF OPTION FEE AND EXTENSION FEE, EXERCISE OF OPTION,
LEGAL POSSESSION, OCCUPANCY, DATE OF CLOSING, AND All DATES INSERTED IN 'ffiIS OPTION.
The option fee shall be $5,000.00, the receipt and sufficiency of which is hereby acknowledged by Seller. Said option
fee shall not be refunchble if the Oprion is not exercised. If the option is exercised, the entire option fee shall be credited
against the purchase price at Closing.
This Option may be exercised in ",'riring at any tune on or before December 31, 2003, by the mailing of a notice by
cenified mail, return receipt requested, or by commercial delivery service, and addressed to Seller at City Hall, 50 W. 13m
Strut, Dubuque, Iow;.l. 52001, Attn. City Manager, or by personal delivery thereot
The option fee shall be non-refunda:Sle except in the event Seller is unable to convey title to the Property in me
condition hereinafter requi.red.
The Closing of this mnsaction shill rake place On a date which shall be mu.tual.ly acceptable to the parties within 45 days
after the date of exercise of the Oprion by Buyer, at the office of Buyer's mortgagee, if any, or at such other time and place
as ma.y be agreed in writing by Buyer and Seller (the "Closing").
Rece~ved: 12/11/ge 16:11;
608 2/4 484/ -> CITy Or DUBUQUE; Page 18
FROM 'GRIFFIN LRW OFFICE
50:=:274 4847
1'398, 12-11
14'56 #828 P.18/21
PERSONAL PROPERTI' INCLUDED IN THE SALE: None.
ITEMS NOT INCLUDED IN THE SALE: Buyer is purchasing the hnd only and Seller shill remove any and all f1Xtures,
debris and items of personal property, if any, prior to Closing.
Seller, upon payment of me purch:iSt' price, shill convey The Property by Warr:mty Deed, free and clear of :ill liens and
encumbrances, excepting: municip:al and zoning ordinances, recorded easements for public utilities servicing the Property,
recorded building and use reStrictions and covel1antS, net gener2l taxes for the year of Closing, which will be pronted to chtte
of possession; provided none of the foregoing prohibit or render impracticable, as determined by Buyer in its sole discretion,
the development and use of the Property proposed by Buyer. Seller shall coro.plete, execute and deliver to Buyer at the time
of Closing the documents necessary to record the conveyance which is contemplated hereby.
This Option may be recorded. This Option is assignable. The Property is not homestead.
Legal possession of the Property shall be delivered to Buyer on the date of Closing.
It is understood the Property is nO'9.' vacant.
The following items (to the extent applica.ble) shall be prorated :is of ili~ day of Closing: real estate taxes, rentS, w:arer
and sewer use ch:lI'ges, property owners' association a$sessments, and fuel. Any income, wetS, or expenses through the date
of Closing accrue to Seller.
All real estate taxes shall be prorated at the time of Closing On the following basis: Seller's prorated sruu-e of the net
general real estate t:axes, if any, for the year of Closing shall be determined by multiplying the net general taxeS for the most
recently concluded tax year by a fraction, the denolninator of which shall be 365 and the numerator of which shall be the
number of d2.Ys from the beginning of the current we year through the date of Closing. The resulting product will be credited
to Buyer in ~duction of the purchase price at the Closmg and Buyer, alene, shall be responsible for the payment of:ill ~
estate taxes aCCruing during or with respect to the year of Closing.
Special assessments, if any, for work on site actually commenced, le'vied prior to the d:l.te of Closing or for which a notice
of proposed levy is given prior to me dace of dosing shall be paid by Seller. All other specUl assessments shall be paid by
Buyer.
Seller warrants the Property is not located in a flood plain.
Seller represents that the Property is zoned PUD with a PI designation.
Seller warrants and represents to Buyer that Seller has nO notice or knowledge of any:
a) planned or commenced public improvements which may result in special assessments or otherwise materially affea:
the Property;
b) governmem: agency or court order requiring repair, alteration, or correction of any existing condition; and
c) wetlwd and shoreland regulations affec:wg the Prcpc!rty_
The above warranties and representations are made as of the cbte of the granting of this Option and are true and accurate to
the best of Seller's kno~'ledge and belief. If any warranty or representation changes prior to Closing, Seller must notify
Buyer. In the absence of such notification, the above "W'atT3Ilues and represe.nutions shall be deemed to continue unchanged
until the Closing h;L'i occurred.
Page 2
Hece..l.Vea: Ioc./ll/':::H:j 10:1.:::.;
ClUO <::::'1"'+ ~O_f --- ..........J...I T ur- UUClU"'--'IUC, r-<.::~'dC"=
FROM :GRIFFIN L~W OFFICE
60:3 274 4847
1998,12-11
14:57 #828 P.19/21
EXCEPTIONS TO WARR.ANTIEs AND REPRESENTATIONS STATED ABOVE: None.
The Buyer shall have reasoJl:1ble access to the Property from the time this Option is executed until rhe time of Closing
for the pUlpose of inspection and resting.
. :,' Seller shall provide to Buyer at Seller's expense at least 15 business days before Closing: An :l.bstract of title prepued
by an abstract company showing title to the Property (as of:1 dat"e no more than 10 days before such title proof is provided
to Buyer) to be in me condition called for in this Option, :and further subject only to liens which will be paid OUt of the
proceeds of the Closing and stand:u-d AbstI":1ct certifiCAte 1im.itations, as appropriate. Buyer shall notify Seller of :my valid
objection to tide in wririog by the time of Closing. Seller shall have a reasonable time, but not exceeding 15 days thereafter,
in which to remove rhe objections, and Closing shall be extended as necessary for this purpose,
H the Property is damaged by fire or elements prior to time of Closing in an amount of not more than five percent of
the sellin~ price, Seller shall be obligated to repair rhe Property and reStore it to the Same condition that ic was on the date
of this Option. If the damage shall e.'(Cl~ed such amount, this agr~ement may be canceled at the option of Buyer. Should
Buyer elect to carry out this agreement despite such dmlage, Buyer shall be entitled to the insunmce proceeds relating to such
danuge to the Property.
SPECIAL PROVISIONS: 1. Seller agrt!es to provide to Buyer a [rue and complete photocopy of each :lOd every
environmental report in Seller's possession or prepared at the request or for the benefit of Seller and pernUning to the
Property, promptly within five days of the execution of this Option; and Seller further agrees to provide to Buyer true and
comple~ photocopies of each and every subsequent upchte, supplement or continuation thereof, and any new or additional
environmental report or audit of the Property conduCted by or for the benefit of Seller from time to time b~een the date
hereof :and the date of closing hereunder, promptly within five days of Seller's receipt thereof. 2. For 30 days after the
Option is exercised, Buyer may obtain or cause to be performed an enviromnental audit Df the Property at Buyer's sole
discretion and expense. If the results of said 3.udit disclose the existence or threat of contamiog.tion or liability for:
'contamination to be \.l.02cceptable to Buyer, Buyer, upon notice to Seller within 10 days of Buyer's receipt of said audit, may
declare this Option to be null and void. in such event the option fee shall be retained by Seller. 3. Unless expressly agreed
to the contr:U")" by Buyer, all risk of loss and all income and expense associated with the Property shall remain with Seller
through tbe date of Closing. 4. :w me event this Option is e:xercised by Buyer, Seller, subject to each of the conditions
specified in this Special Provision no. 4, -agrees to provide to or for the benefit of Buyer, its successors :and assigns (and Buye~'s
obligation to C:On.summg.te the purchase of the Propeny pursuant to this Option is subject to Buyer's receipt ot) :m
Acquisition Grant in:an amount sufficient to reduce Buyer's actual payment o~ligation at tbe Closing hereunder to
$123,950,00. Said Acquisition Grant shall be provided by Seller and shall be paid and/or applied in reduction of me purchase
price of the Property at the time of Closing. Said Acquisition Gr.ult shall be provided upon the condirion that Buyer shall
cause the Beneficiary or such other tena.nt, occupant or user of the Property to enter into an agreement with the Seller,
pursuant to which said parry contracting with the Seller shall a.gree to create no fewer than 30 new full time equivalent
permanent positions within 24 months of completion and occupancy of the building to be constructed upon the Property,
as contemplated by Special Provision no. 5, bel 0'9.'. 5. As 3 condition precedent to Closing, Buyer shall enter into an
agreement with Seller which obligates Buyer to complete development and construction of ;m office building on the Property
which contains at le2St: 30,000 square feet of space, together with related parking lot and site improvemeOIS, within U months
. after the date of Closing. 6. Buyer acknowledges and a~rees that as a condition of this Option Buyer first shall offer to
develop the Property for the benefit of the owner, ten:mt or occupant of the buildin, constructed on Lot 11, Block 2 of
Dubuque Technology Park (the "Beneficiary") and only after receiving written evidence of the rejection of such offer by
Beneficiary (and after furnishing a copy thereof to Seller) may the Buyer Construct the building :lOd improvements
contempl:ated by Speci:ti Provision no. 5, above, for the use or occupancy of a party other ili:an s.ud Beneficiary, 7. In the
event that the agreements and/or notices contemplated in Speci:1l Provisions nos -t-t., above, :u-e not fully c011SUn1Ulated,
.executed and delivered prior to or :rl: me time of Closing, the Seller shall have no obligation to convey the Property to Buyer
as prD'vided herem.
Page 3
, "-' , , 1.cJ'-' 'j.' .::.. J
1--+ -..Q...... I - ~ L.,..... Ir ur uutjUUUI::. j t-'age:cu
FROM :GRIFFIN LRW OFFICE
50:3 274 4847
1'398,12-11
14:58 #828 P.20/21
. Seller and Buyer agree to act in good fairh and to use diligence in completing the terms of this agreemenr. This
agreement binds and inures to the benefit of the parties hereto and their respective successors and 3S$igns.
mE WA.R.RANTIES AND REPRESENTATIONS MADE HERUN ARE INTENDED TO CONl1NlT.E UNTIL lHE
CLOSING HAS BEEN CONSUMMATED. THE UNDERSIGNED SElLER HEREBY AGREES TO SELL AND CONVEY
~ ABOVE-DESCRIBED PROPERTY ON THE. TERMS AND CONDmONS AS SET FORTH ABOVE AND
ACKNOWlEDGES RECEIPT OF A COpy OF TInS OPTION.
IN WITNESS WHEREOF, the Buyer md Seller have caused this instrument to be executed by their respective duly
authorized representatives as of this day of I 199_
Sdkr.:
lhq.e:r.:
CITY OF DUBUQUE. lOW A
HORIZON DEVELOPMENT GROUP, llC
Federal Taxpayer Identification No.:
Federal Taxpayer Identification No.: 39-1861225
by:
by:
tide:
Charles V. Heath, Authorized Member
attest:
title:
ACKNOWLEDGMENT
STATE OF IOWA )
) 55.
DUBUQUE COUNTY )
On this day of , 199_, before me, the undersigned, a Notary' Public in and for the Srate
of Iowa, personally appeared and to me knO'Wll, who being
by me duly sworn, did say that they are the and
respectively, of the municipal corporation executing the within :wd foregoing instrument to which this acknowledgment is
attached, that said instrument Was signed (and sealed) on behalf of th~ municipal corporation and that they, as officen,
acknowledged the execmion of the foregoing mstruml!nt to be the voluntary net and deed of s.ud municipal corporation, by
it and by them voluntarily executed,
Notary Public in and for the SUte of Iowa
My Commission Expires;
Pa.ge -4
Hece~vea: l~/II/~O It..,): I...);
UwO ...'- "-t -+~"""I - -~ ,--,-L If "-JI LJUULJ'--'UL, r-<':l-_l<:::' '- I
FROM : GRIFFIN LRlJ OFFICE
50:::: 2'""4 4:347
1998,12-11
14:58 #828 P.21/21
ACKNOWLEDGMENT
STATE OF WISCONSIN )
) S.9.
DA:NECOUNTY )
On this day of , 199 _' before me, the undersigned, a Notary Public in and for the State
of Wisconsin, personally a.ppe:u-ed Charles V. Heath, to me known, who being by me duly sworn, did say that he is the
Authorized Member of Hamon Development Group, LiC, a Wi~comin limited liability comp:mYt that the foregoing
instmment W:l.S signed (and sealed) on behalf of said entity by authority of its members and that he, as the Authorized
Member, acknowledged the execution of the foregoing instrument to be the voluntary act and deed of said entity, by it and
by him voluntarily executed.
Notary Public in and for the State of Wisconsin
My Commission Expires:
EXERCISE OF OPTION
The undersigned Buyer hereby exercises the above option.
Dated:
~ORIZON DEVELOPMENT GROUP, LLC
by:
Charles V. Heath, Authorized Member
Page 5
CITY OF DUBUQUE, IOWA
PUBLIC NOTICE OF MEETING
Government Body: CITY COUNCIL
Time: 5:00 O'CLOCK P.M.
Date: TUESDAY, DECEMBER 15r 1998
Place of Meeting: PUBLIC LIBRARY AUDITORIUM
NOTICE IS HEREBY GIVEN that the above identified governmental body will meet
at the time, date and place as set forth above.
The TENTATIVE AGENDA for the meeting is as follows:
SPECIAL MEETING
ITEM TO BE SET FOR PUBLIC HEARING
1. City Manager requesting public hearing be set for 1-18-99 to consider
disposing of property in Dubuque Technology Park.
Establishing minimum development requirements for Lots 10 & 11, Block 2
Dubuque Technology Park; Accepting the proposal submitted by Horizon
Development Group, LLC for CarteGraph Systems, Inc.; and soliciting
competitive proposals from other developers.
CLOSED SESSION - In accordance with Chapter 21.5 1 m To discuss the
purchase of particular real estate where premature disclosure could be
reasonably expected to increase the price the governmental body would
have to pay for that property.
This notice is given pursuant to Chapter 21, Code of Iowa, 1997, as
amended, and applicable local regulations of the City of Dubuque, Iowa and/or
governmental body holding the meeting.
~A41~
, City Clerk
ANY VISUAL OR HEARING IMPAIRED PERSONS NEEDING SPECIAL
ASSISTANCE OR PERSONS WITH SPECIAL ACCESSIBILITY NEEDS SHOULD
CONTACT THE CITY CLERK'S OFFICE AT (319) 589-4120 OR TDD (319) 589-4193
IN THE HUMAN RIGHTS DEPARTMENT AT LEAST 48 HOURS PRIOR TO THE
MEETING.
CITY OF DUBUQUE, IOWA
PUBLIC NOTICE OF MEETING
Government Body: CITY COUNCIL
Time: 5:00 O'CLOCK P.M.
Date: TUESDAY, DECEMBER 15,1998
Place of Meeting: PUBLIC LIBRARY AUDITORIUM
NOTICE IS HEREBY GIVEN that the above identified governmental body will meet
at the time, date and place as set forth above.
The TENTATIVE AGENDA for the meeting is as follows:
ITEM TO BE SET FOR PUBLIC HEARING
1. City Manager requesting public hearing be set for 1-18-99 to consider
disposing of property in Dubuque Technology Park.
Establishing minimum development requirements for Lots 10 & 11, Block 2
Dubuque Technology Park; Accepting the proposal submitted by Horizon
Development Group, LJ,,,C-forCarteGraph SystemstlJlc.; and soliciting
competit~~_~_9r.oposals from other developers.- ~__,
,,..,,,..-""
/~...._~.
. CLOSED SESSION -In accordance with Chapter 21.5 1(j) To discuss tti
/ purchase of particular real estate where premature disclosure could be
reasonably expected to increase the price the governmental body would!
have to pay for that property. !
/
This notice is given pursuant to Chapter 21, Code of Iowa, 1997, as /
ended, and applicable local regulations of the City of Dubuque, Iowa ancJIor
overnmental body holding the meeting.//
..,/'
-~._- --.._-----~. ----.
.-
-_//
....".....,......."'.
Mary t\....~rs CMC
.._____ .----- --- - ------City CI erk
ANY VISUAL OR HEARING IMPAIRED PERSONS NEEDING SPECIAL
ASSISTANCE OR PERSONS WITH SPECIAL ACCESSIBILITY NEEDS SHOULD
CONTACT THE CITY CLERK'S OFFICE AT (319) 589-4120 OR TOO (319) 589-4193
IN THE HUMAN RIGHTS DEPARTMENT AT LEAST 48 HOURS PRIOR TO THE
MEETING.
CITY OF DUBUQUE, IOWA
MEMORANDUM
November 9, 1998
FROM:
Michael Van Milligen, City Manager
~ ~--"--- r/tJ 6-
JametyUrke, Comrrtuniti &"ECQ'00 IC Development Director
f~~
Disposition of Dubuque Technology Park Site I /'
Horizon Development Group, LLC for CarteGraph Systems, Inc. '/
j ? (#4 If-- ,d4--..(
TO:
SUBJECT:
INTRODUCTION
This memorandum presents for City Council consideration a Resolution initiating disposition of a
lot in the Dubuque Technology Park to Horizon Development Group. Horizon has been selected by
CarteGraph Systems to be the developer and owner of this property. The Resolution establishes the
minimum development requirements of the site, accepts the development proposal submitted by
Horizon, and solicits competitive proposals from other developers. Unless competing proposals are
received, the Council will act on this request at its December 21, 1998 meeting.
BACKGROUND
In the fall of 1996, the City Council authorized the development of an industrial/ technology park
on property located on US 61/151 at Lake Eleanor Road. The purpose of the development is to
provide development-ready sites for new and expanding businesses.
CarteGraph Systems, Inc. has outgrown its leased facilities in the Dubuque Corporate Center and
has announced plans to locate and expand in the Dubuque Technology Park. They are working with
Horizon Development Group to build and lease approximately 30,000 square feet of corporate office
space to accommodate the company's planned expansion. The lease arrangement allows the
company to use its cash flow to finance internal growth and market expansion versus investment in
j ,)\y""
;~' \
",'" \.
\ ,'~\'.~:l/
V/~\ t...l
\
\
'itf~l
,/
::.,../
\
'"'
s located in an urban renewal district, the City must
:neral, the law requires that the City may sell or lease
lably competitive bidding procedures. These include
hirty-day public notice of the City's intent to execute
the City must dispose of the property at its fair market
'enewal plan.
\, \.)'"
; ".//"
..
/'
~.
/S;--/?J/
---
~-
~:I~
---"
'>
-=~
~)
~/
@ C7t-<-v~#~" _#~~__J ~-,~~1f:i;
ch~.~...~;!~ .' ~.~-' @r~.~ ~~;f: E~.j,.<---:--e1~..d. & ~ L-/
;: //-. 1/ cJ/~' ~ ,) /~ -
?~:~~~>~~h:~> / ~dUh'~7" ,/,,-/
~~.~ ~~~JC'. ~..d~.,::~-~.. ~ A..~ .'
", ,/' .; .c ~ // / . 1
,~.. ~.(y. ; .., ~/.it1~"'./.iF~~P>LZ~.'.--<. ."'. ,/. 'UP~.'.:L'.!.o_;~kO~.~ ,10~.J--
/ . ~ / I #' /%!;~ ' ,-
'~'~1 P~:/~!:&:j,YIb (/7/c j-d~-:>kJ'~ "
~j' "r"~-~'" /L0~T/ ~.. ~ ~",j'
c:t. :;~/~//~'~C' ~ ,?~:Zc' ), r/r.....~.. /l'.Li...-/. r?~~~ --- /i~~
h V /" J i / ~ . ' ~ ';I ---'7/ ~ - "c-4.7./
'. .y----z~_<f"~-c-?"~ v .'," ~47r7~'f~ C>'- '
.
. '.'. If /J A .,. n -
~.vU ~- J?T1/
"f... () /
/),0, :/0
I
pF ~- 6t/U
}) i~
.~-
\
. v.:
/
//
~
Y~6
\
\~ I ("
!p\
J ~ ~~,
//~/
/..... ~
,
c7IJ
7 s- o-CJ /'
df~
~tJ ~l
~ _.
~~7
Y"
~D ~
6,0 ?
~
1
p
j3~
~_1~1 '
_877
& J- 171
CITY OF DUBUQUE, IOWA
PUBLIC NOTICE OF MEETING
Government Body: CITY COUNCIL
Time: 5:00 O'CLOCK P.M.
Date: TUESDAY. DECEMBER 15. 1998
Place of Meeting: PUBLIC LIBRARY AUDITORIUM
NOTICE IS HEREBY GIVEN that the above identified governmental body will meet
at the time, date and place as set forth above.
The TENTATIVE AGENDA for the meeting is as follows:
SPECIAL MEETING
ITEM TO BE SET FOR PUBLIC HEARING
1. City Manager requesting public hearing be set for 1-18-99 to consider
disposing of property in Dubuque Technology Park.
Establishing minimum development requirements for Lots 10 & 11, Block 2
Dubuque Technology Park; Accepting the proposal submitted by Horizon
Development Group, LLC for CarteGraph Systems, Inc.; and soliciting
competitive proposals from other developers.
CLOSED SESSION -In accordance with Chapter 21.5 1(j) To discuss the
purchase of particular real estate where premature disclosure could be
reasonably expected to increase the price the governmental body would
have to pay for that property.
This notice is given pursuant to Chapter 21, Code of Iowa, 1997, as
amended, and applicable local regulations of the City of Dubuque, Iowa and/or
governmental body holding the meeting.
~(l~
Mary. . Davis CMC
ity Clerk
ANY VISUAL OR HEARING IMPAIRED PERSONS NEEDING SPECIAL
ASSISTANCE OR PERSONS WITH SPECIAL ACCESSIBILITY NEEDS SHOULD
CONTACT THE CITY CLERK'S OFFICE AT (319) 589-4120 OR TOO (319) 589-4193
IN THE HUMAN RIGHTS DEPARTMENT AT LEAST 48 HOURS PRIOR TO THE
MEETING.
CITY OF DUBUQUE, IOWA
PUBLIC NOTICE OF MEETING
Government Body: CITY COUNCIL
Time: 5:00 O'CLOCK P.M.
Date: TUESDAY. DECEMBER 15r 1998
Place of Meeting: PUBLIC LIBRARY AUDITORIUM
NOTICE IS HEREBY GIVEN that the above identified governmental body will meet
at the time, date and place as set forth above.
The TENTATIVE AGENDA for the meeting is as follows:
SPECIAL MEETING
ITEM TO BE SET FOR PUBLIC HEARING
1. City Manager requesting public hearing be set for 1-18-99 to consider
disposing of property in Dubuque Technology Park.
Establishing minimum development requirements for Lots 10 & 11, Block 2
Dubuque Technology Park; Accepting the proposal submitted by Horizon
Development Group, LLC for CarteGraph Systems, Inc.; and soliciting
competitive proposals from other developers.
CLOSED SESSION - In accordance with Chapter 21.5 1 U) To discuss the
purchase of particular real estate where premature disclosure could be
reasonably expected to increase the price the governmental body would
have to pay for that property.
This notice is given pursuant to Chapter 21, Code of Iowa, 1997, as
amended, and applicable local regulations of the City of Dubuque, Iowa and/or
governmental body holding the meeting.
~u-~
Mary. . Davis CMC
ity Clerk
ANY VISUAL OR HEARING IMPAIRED PERSONS NEEDING SPECIAL
ASSISTANCE OR PERSONS WITH SPECIAL ACCESSIBILITY NEEDS SHOULD
CONTACT THE CITY CLERK'S OFFICE AT (319) 589-4120 OR TOO (319) 589-4193
IN THE HUMAN RIGHTS DEPARTMENT AT LEAST 48 HOURS PRIOR TO THE
MEETING.
****************************************************************************************************
* P,01 *
* TRANSACTION REPORT *
* DEC-14-98 MON 12:42 PM *
* *
* BROADCAST *
* *
* DATE START RECEIVER TX TIME PAGES TYPE NOTE M# DP *
* *
* DEC-14 12:38 PM FOX 40 41" 1 SEND OK 216 *
* 12: 39 PM TH 28" 1 SEND OK 216 *
* 12:40 PM KDTH 35" 1 SEND OK 216 *
* 12: 41 PM WDBQ 28" 1 SEND OK 216 *
* *
* TOTAL : 2M 12S PAGES: 4 *
* *
****************************************************************************************************
CITY OF DUBUQUE, IOWA
PUBLIC NOTICE OF MEETING
Government Body: CITY COUNCIL
Time: 5:00 O'CLOCK P.M.
Date: nJeSDAY, DECEMBER 15,1998
Place of Meeting: PUBLIC LIBRARY AUDITORIUM
· 4
NOTICE IS HEREBY GIVEN that the above identified governmental body will meet
at the time, date and place as set forth above.
The TENTATIVE AGENDA for the meeting is as follows:
SPECIAL MEETING
ITEM TO Bt: SET FOR PUBLIC HEARING
1. City Manager requesting public hearing be set for 1-18-99 to consider
disposing of property in Dubuque Technology Park.
Establishing minimum development requirements for Lots 10 & 11, Block 2
Dubuque Technology Park; Accepting the proposal submitted by Horizon
Development Group, LLC for CarteGraph Systems, Inc.; and soliciting
comDetitive proposals from other developers.