Kunkel & Bounds CEBA Agree
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MEMORANDUM
August 1, 2006
(-..,
TO: The Honorable Mayor and City Council Members
FROM:
Michael C. Van Milligen, City Manager
, I
'.'
SUBJECT: Community Economic Betterment Account (CEBA) Loan
Kunkel Bounds & Associates, Inc.
Master Contract Number P0603M00866
Funding Agreement Number 06-CEBAIVFGF-037
Loan Agreement Number 06-CEBA-037
In March 2006, Kunkel Bounds & Associates, Inc. announced plans to relocate from
Mineral Point, Wisconsin, to Dubuque. The company is planning the construction of a
new facility in the Dubuque Technology Park. The company has committed to hiring 24
full-time employees within the next 3 years, with an average starting wage that will meet
or exceed $19.81 per hour, including benefits.
Economic Development Director Dave Heiar recommends City Council approval of the
execution of a CEBA Loan Agreement by and among the Iowa Department of Economic
Development, Kunkel Bounds & Associates, Inc. and the City of Dubuque. As
previously approved by the City Council, the City of Dubuque's financial commitment to
this project is limited to providing a land discount and the use of Tax Increment
Financing.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
/2z /1(/ IlZ. rh
i, LL." I "'''11 t-t
Mic~ael c. Van Milligen ~
MCVM/jh
Attachment
cc: Barry Lindahl, Corporation Counsel
Cindy Steinhauser, Assistant City Manager
David J. Heiar, Economic Development Director
CITY OF DUBUQUE, IOWA
MEMORANDUM
July 31, 2006
TO: Michael Van Milligen, City Manager
FROM: David J. Heiar, Economic Development Director \Ocyt
SUBJECT: Community Economic Betterment Account (CEBA) Loan
Kunkel Bounds & Associates, Inc.
Master Contract Number P0603M00866
Funding Agreement Number 06-CEBAIVFGF-037
Loan Agreement Number 06-CEBA-037
INTRODUCTION
This memorandum presents for City Council review and approval a Resolution relating to a
CEBA loan/forgivable loan for Kunkel Bounds & Associates, Inc. The Resolution authorizes
the execution of a CEBA Loan Agreement of $75,000 by and among the Iowa Department
of Economic Development, Kunkel Bounds & Associates, Inc. and the City of Dubuque.
BACKGROUND
In March 2006, Kunkel Bounds & Associates, Inc. announced plans to relocate from Mineral
Point Wisconsin to Dubuque. The company is planning the construction of a new facility in
the Dubuque Technology Park. As part of this project, the company has committed to hiring
24 full-time employees within the next three (3) years. The average starting wage will meet
or exceed $19.81 per hour including benefits.
DISCUSSION
This memorandum asks the City to assist Kunkel Bounds & Associates, Inc. by executing
the attached CEBA Loan Agreement of $75,000 that has been approved by the State of
Iowa Department of Economic Development Board. This CEBA award is for a $37,500, 0%,
5 year loan and a $37,500 forgivable loan.
The CEBA program requires a local financial commitment to the project. The City Council
previously approved a development agreement with Kunkel Bounds & Associates, Inc.
providing for a land discount and the use of TIF.
RECOMMENDATION
I recommend that the City Council adopt the attached Resolution authorizing the execution
of a CEBA Loan Agreement of $75,000 to support the Kunkel Bounds & Associates, Inc.
project in Dubuque.
ACTION STEP
The Action Step for the City Council is to adopt the attached Resolution.
F:IUSERSIDHeiar\KunkeIBoundsICEBA Memo.doc
RESOLUTION NO. 347-06
A RESOLUTION AUTHORIZING THE EXECUTION OF A COMMUNITY ECONOMIC
BETTERMENT ACCOUNT LOAN AGREEMENT FOR SEVENTY FIVE THOUSAND
DOLLARS ($75,000) WITH KUNKEL BOUNDS & ASSOCIATES, INC.
Whereas, the Community Economic Betterment Account (CEBA) program has
been created by the Iowa Department of Economic Development to assist in the
economic development efforts of local jurisdictions; and
Whereas, in March 2006, the City of Dubuque, Iowa was awarded a seventy five
thousand dollar ($75,000) loan/forgivable loan from the CEBA program by the Iowa
Department of Economic Development; and
Whereas, the City of Dubuque, Iowa desires to assist Kunkel Bounds &
Associates, Inc. in its efforts to locate its operations in Dubuque and create new,
permanent employment opportunities for local citizens; and
Whereas, a CEBA Loan Agreement, hereto attached and by this reference made
a part hereof, is to be executed between the Iowa Department of Economic
Development, Kunkel Bounds & Associates, Inc. and the City of Dubuque, Iowa.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. That the Mayor and Corporation Counsel be and they are hereby
authorized and directed to endorse, on behalf of the City Council of the City of
Dubuque, Iowa, the attached CEBA Loan Agreement.
Section 2. That the City Manager be and he is hereby authorized to disburse
loan funds to Kunkel Bounds & Associates, Inc. from the CEBA program in accordance
with the terms and conditions of the executed Agreement.
Passed, approved and adopted this 7th day of August, 2006.,
Roy D. Buol, Mayor
Jeanne F. Schneider
City Clerk
F:\USERSIDHeiarIKunkeIBoundslceba res.doc
JUL-31-2005 11:03 FRDM:KUNKEL, BOUNDS & ASS 15089872310
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April 26, 2006
Mr. Timothy J. Kunkel, President
Kunkel, Bounds & Associates, Inc.
203 High Street
Mineral Point, WI 53565
RIO: Financial Assistance Program Awards
Award Date: April 20, 2006
Contract #: P0603M00866
Dear Mr. Kunkel:
I am pleased to inform you that the Iowa Department of Economic Development has awarded
Kunkel, Bounds & Associates, Inc. the following financial assistance for your project in Dubuque,
Iowa:
Community Economic Betterment Account (CEBA)
$37,500 Loan, $37,500 Forgivable Loan
High Quality Job Creation (HQJC) - estimated value
$75,000
$97,850
Attached you will find a Sales and Use Tax Refund informational sheet describing the required
forms for the tax credit program. In a few weeks, our office will send you the necessary contract
documents to finalize the terms and conditions of your company's participation in these financial
assistance award programs. The contract documents must be signed by authorized
representatives of Kunkel, Bounds & Associates, Inc., the City of Dubuque, and IDED.
The Iowa Department of Economic Development looks forward to working with Kunkel, Bounds &
Associates, Inc. and the City of Dubuque on this important economic development project. We are
very pleased that you have chosen to make such a significant investment in Iowa. Should you
have any questions regarding this award, please contact your project manager, Julie Cooper at
515/242-4872.
Sincerely,
~Uw~
Director
MUmm
cc: Senator Michaal Connelly
Represantativa Pat Murphy
David Heiar, City of Dubuque
Representative Pam Jochum
Mayor Roy Buol, City of Dubuque
IDEO
IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT
Mery l.ewyer, Dire.lllr . 200 Eas' Grand Avo""" Do. Moin.., Iowa 50309 USA . Phone: 515.242.4700 . fox: 515.242.4809 . wwwjow8lHacbanging..1lII1
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Sales and Use Tax Refunds
As a participant in one of Iowa's tax credit programs (Enterprise Zone, High Quality Job Creation Program, New
Capital Investment Program, or New Jobs and Income Program), you may be eligible to receive a refund of the
sales, sarvice or use taxes paid during the construction phase of your project. To file a claim for a refund of
sales/use taxas in Iowa, please utilize the following forms which can be found on the lowe Depertment of
Revenue & Finances wabsite at hltDcllwww.state.ia.us/taxlforms/saies.html.
Form lA-843 Claim for Refund
This form is to be used for all purchases made directiy by the company for those goods and services that qualify
for lows's general sales and use tax refund. Sales and use tax refunds on construction matl!rial and services
must be daimed on the Construcfion Contract - Claim for Refund form.
The Department of Revenue and Finance asks that companies that heve been approved for benefits under one
of Iowa's tax credit programs and that are seeking sales and use tax refunds for gas. electric. water of sewer
utility services used during the construction process to use Form IA-843 for those specific utility-related sales
and use tax refunds.
Please explain the kind of items being claimed in the "Reason for Refund Request" portion of the claim form and
referenca the law undar which you are applying (I.e. 2005 Iowa Codas Section 15.331A, New Jobs and Income
Program) and the Agreement Number givan to you by the Iowa Department of Economic Davelopmant (i.a.
2001-EZ-04). Also, per tha instructions on tha back of Form IA-843, ba sure to include copies of the invoicas or
a schadule to support the daim.
Form 35-003 Construction Contract -Claim lor Refund
This form Is to be used for all construction projects related to seles and use tax refund claims involving a
contractor or subcontractor. Use this form to raquest a refund of the Iowa sales and use tax paid by a
construction contractor and their sub-contractors (if any) on lllOgible property which: 1) is used by said
contractor and subcontractor In performance of a wr~ten construction contract with the progrllm participant; and
2) bacomes a component or intagrel part of the project described.
On the "Description of Projecf' line Include the Agreement Number given to you by the Iowa Department of
Economic Development (i.a. 2001-EZ-D4). A Contractor's Statement must be complated an(l attached. If you
are your own contractor, a Contractor's Statement is still required.
These claims are for those sales and use tax refunds described in the Iowa Coda Sections related to the
applicable tax incentive program and must be filad within one (1) year aftar the final settlement (project
completion) date of the projact.
Form 35-o02a Iowa Contractor's Statement
This form requires the oath to ba notarized by the contractor. If you note the Instructions on the back of the
form, they should be adjusted to replace all references to "govamment body, private nonprofit educational
institutions, or nonprofit museum" to the business participating In the tax credit program. II you are your own
contractor, the same applies.
It is very Important that all portions of tha Iowa Contractor's Statement be cOmpleted by the contractor prior to
filing tha refund claim and ali portions of Form IA-843 and Construction Contract - Claim for Rafund be
complated by the business eligibla to receive the refund to insure the claim can be processed in a timely
manner.
Only state sales taxes may be refunded under these programs. These programs do not cover local option
sale. taxes.
If you have any questions, please leel free to contact:
Iowa Department of Revenue Help Line
Talephone:
Email:
(515) 281-3114 or (800) 367-3366
idr@iowa.gov
December 1, 2005
JUL-31-2006 11:03 FROM: KUNKEL. 80UNDS & RSS 16089872310
TO: 15635891733
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IOWA I
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July 13, 2006
Mr. Timothy J. Kunkel, President
Kunkel. Bounds & Associates, Inc.
203 High Street
Mineral Point, WI 53565
RE: Financial Assistance Program Awards
Award Date: April 20. 2006
Contract: P0603M00866
Dear Mr. Kunkel:
The Community Economic Betterment Account (CEBA) and High Quality Job Creation Program
(HQJC) contract and promissory notes between Kunkel, Bounds & Associates, the City of
Dubuque and the Department are enclosed.
Please lake a moment to review them thoroughly. sign and forward all documenls to Mayor Roy
Buol with the City of Dubuque (address below) for execution. The City, upon signing the
aforementioned documents. will retum the contracts and related malerials to the Department.
We will then sign them and retum executed copies to you and the City of Dubuque.
Please note that the Iowa Economic Development Board adopted administrative rules effective
July 7,2005 that require recipients to execute a contract with the Department within 120 days of
the award date. Failure to do so may result in action by the Board to rescind the aw;trd. The 120-
d;ty signing de;tdline for your aw;trd is August 18, 2006. Ple;tse retum the signed contract
documents by this date.
Should you have questions. ple;tse feel free to contact me at 515/242-4872.
Sincerely,
~n~~
Project Manager
Business Services
cc: Mayor Roy Buol (letter only)
City of Dubuque
50 W 13th Street
Dubuque.IA 52001-4864
Bill Baum. City of Dubuque
IDEO
IOWA DEPARTMENT OF ECONOMIC DEVElDPMENT
Mary Lawyer, Ilirecto, . 200 East Grand Au....' Des Moines.lowl 50309 USA . 1't1one: 515.242.4700 . Fax: 515.242.4809 . www.iowtlifochllllling.<OI11
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. The fonn required for compliance indicated in ~.I(j) of the master contract (Authorization for Release of
Confidential State Tax Information) is attacbed.
. Attacbed is a checklist used by !DED fat verification of receipt of items required prior to disbursement.
. To assist in complying with the requirement described in 5.1(i) of the master contrac~ attacbed is a listing
indicating some of the technical assistance sources for both Bnergy Bfficiency Design and Management and
Waste Reduction Design and Management.
SOURCES OF TECHNICAL ASSISTANCE
Energy Efficiency Design and Management
-/ Department of Natural Resources
Energy and Waste Management Bureau
Wayne Gieselman, Administrator
900 East Grand
Des Moines. lA 50319
515/281-5817
" Local utility company
" Iowa State University Extension
Center for Industrial Research and Service
222 Howe Hall, Suite 2620
Ames,lA 50010.2272
515/294-3420
with regional offICes In Cedar Rapid.. Council Bluffs,
Davenport, Des Moines. 810m Lake. and Waterloo
" Private energy management engineering and
conservation consultants
Waste Reduction Design and Management
" Department of Natural Resources
Energy and Waste Management Bweau
Wayne Gieselman. Administrator
900 Bast Grand
Des Moines, lA 50319
515/281-5918
www.iowadnr.comlenergy/index
www.iowadnr.comlwastelindex
University of Northern Iowa
Iowa Waste Reduction Center
Jo1m Konefes, Director
1005 Technology Parkway
Cedar Falls, IA ~0613
3 I 9/273-8905
www.iwrc.org
" Iowa State University Extension
Center for Industrial Research and Service
2272 Howe Hall, Suite 2620
Ames, lA 50010-2272
5 I 5/294-3420
with regional office. in Cedar Rapids, Council Bluffs, Davenport. Des Moine.. Storm Lake. and
Waterloo
" Private environmental engineering consultants
IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT
Mal'! Lawyer,llirector _ 200 East GrandA_I, DesMoinas.lowa 50309 USA _ Phone: 515.242.4700 - FlII: 515.242.4809 - www.iowalifeeh8l1llir19.com
TO: 15635891733
JUL-31-2006 11:04 FROM: KUNKEL, 80UNDS & ASS 16089872310
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Kunkel, Bounds & Associates; Inc. 0
',Master Contract #P0603M00866..
. FundiIig Agreement #06:CEl3AlVFGF-037
, 06-HQJC-038
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DOCUMENTS NEEDED FOR PROCESSING REQUESTS FOR DISBURSEMENT
Master Contract Documents 5.1:
Received
o
o
o
o
o
o
o
o
o
o
Responsibility of:
Fully executed Master Contract [95.1(a)]
Certified copy ofthe corporation's Articles of Incorporation [95.1 (d)]
Certificate of Corporate Existence from the Iowa Secretary of State f9S.1(e)]
Results of Lien and Tax Search against the Business and Security Property
[95.I(f)]
Security Documents: personal guaranty (Tim Kunkel) and 2nd position on bldg
mortgage [95.1 (g)]
Solid and Hazardous Waste Reduction Plan. To comply with Iowa Code section
1 S-A.1 (3)"bU, (lfthe companydo,sn 'I halle hozardous waste, 'i1ey'lI slifl haw solid, i.e. wastepaper.
They need to either use one of the conlaclJ provided with the Qward letter. or provide in-house audit results or
proposal of all in-house audil). [95.1(i)]
Signed Authorization for Release of Confidential Slate Tax Information form
[95.I(j)]
Documentation of satisfactory credit history of Business and guarantors [95.1(k)]
Project Financial Commitments with a letter from each funding source to include
amount, rate and terms [95.1(1)]
Other
Fund/nil Allreement Documents:
o
o
o
Fully executed Funding Agreement. [95.I(b)]
Executed Promissory Note(s) [95.1(c)]
(CEBA 7, I Only) Documentation showing consultation with Iowa Workforce
Development to discuss employment services available
"Other" Documents:
Aprit2006
Signed Request for Disbursement Form (GAX)
o
o
o
W -9 form (Communities are a/rendy on the accouming syslem - W.911Ut1ed for 1Iew Bud1lus)
Other
Business. IDEO
Business
Business
Business
Business. IDEO
Business
Business
lpED
Business
Business. IDEO
Business
Business
Business. IDED
Business
JUL-31-2006 11:04 FROM: KUNKEL. 80UNDS & ~SS 16089872310
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Iowa Department of Economic Development
200 East Grand Avenue
Des Moines, lA 50309
Phone: (515) 242-4882
Fax: (515) 242-4832
AUTHORIZATION FOR RELEASE OF CONFIDENTIAL STATE TAX
INFORMATION
The undersigned is a recipient of an award by the Iowa Economic Development Board
and has entered into contract number P0603M00866 (the "Contract") with IDEO.
The Contract requires the undersigned to annually submit certain state tax information to
IDED for the purpose ofupdatillg the Public Return on Investment (ROI) model. To meet
this obligation, the undersigned. hereby authorizes the Department of Revenue to
. annually provide to IDEO state tax information in the file pertinent to this inquiry. This
Authorization for Release of Confidential State Tax Information shall be valid for the
duration of the Contract.
State tax information authorized for release;
(1) state income tax, (2) sales and use tax, (3) state tax credits claimed.
Name of Taxpayer:
Street Address:
City, State, Zip
Telephone Number:
Email Address;
Social Security Number:
OR Employer Identification Number:
Type of Entity: 0 Sole Proprietorship 0 Partnership [] S Corp 0 C Corp 0 LLC
Signature of Taxpayer:
Title (Required for partnerships and corporations')
I Partnerships _ Only partners can authorize release of information.
Corporations - Only corporate officers can authorize release of information.
Revised 9104
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PERSONAL GUARANTY
FOR VALUE RECEIVED and in consideration of any loan or other financial
accommodation at any time made or granted to Kunkel. Bounds & Associates, Inc. ("Business"),
by the Iowa Department of Economic Development ("Department"), the undersigned
unconditionally guarantees the full and prompt payment when due, whether at stated maturity, by
required prepaymcnt, declaration, demand, acceleration or otherwise (including amounts that would
become due but for the operation of the automatic stay provision under 9362(a) ofthe Bankruptcy
Code (11 U.S.C. 9362(a)), and at all times thereafter, of all the obligations of the Business to the
Department which arise out of or in connection with CEBA Funding Agreement Number ~
CEBAIVFGF.037 (all such obligations of the Business hereafter collectively referred to as the
"Liabili ties").
I. Absolute Guarantv. This Guaranty is an absolute, continuing, and unconditional
Guaranty of the full and punctual payment by the Business of the Liabilities and not their
collectibility only. Enforcement of this Guaranty is not conditioned upon the requirement that the
Department first attempt to collect or take any action against the Business or any other person
primarily or secondarily liable or resort to security or other means of obtaining payment of any of
the Liabilities. The undersigned acknowledges that there are no conditions to the effectiveness of
this Guaranty. This Guaranty shall remain in full force and effect (notwithstanding the dissolution of
the undersigned) until all of the Liabilities have been paid in full.
2. Pavment. The undersigned agrees that, in the event of the dissolution or insolvency of the
Business or the undersigned, or the general failure to pay, or admission in writing orthe inability of
the Business or the undersigned to pay debts as they become due, or an assignment by the Business
or the undersigned for the benefit of creditors, or the institution of any proceeding by or against the
Business alleging that the Business or the undersigned is insolvent or unable to pay debts as they
mature, or if the Business is declared in default under the above-identified CEBA Funding
Agreement, the undersigned will pay (even ifsuch event shall occur at a time when any of the
Liabilities may not then be due and payable) immediately to the Department at its office located at
200 East Grand Avenue. Des Moines, Iowa 50309, the full amount which would be payable
hereunder by the undersigned as if all Liabilities were then due and payable.
3. Continuation or Reinstatement of Guarantv. If at any time all or part of any payment
applied by the Department to any of the Liabilities is or must be rescinded or returned by the
Department for any reason (including, but not limited to, the insolvency, bankruptcy or
reorganization of the Business) the undersigned agrees that to the extent such payment is or must be
rescinded or returned, such Liabilities shall be deemed to have continued in existence,
notwithstanding such application by the Department, and this Guaranty shall continue to be
effective or be reinstated, as the case may be, as to the Liabilities, all as though such application by
the Department had not been made.
4. Modification. No modification or waiver of any ofthe provisions of this Guaranty shall
be binding upon the Department and the undersigned unless expressly set forth in a writing duly
signed by both the Department and the undersigned.
Fmt, revised 3/06
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Page 2 00
Master Contract # P0603M00866
PERSONAL GUARANTY
5. Waivers. The undersigned hereby expressly waives: (a) notice of the acceptance by the
Department of this Guaranty, (b) notice of the existence or creation or non-payment of all or any of
the Liabilities', (c) presentment, demand, notice of dishonor, protest and all other notices
whatsoever, and (d) all diligence in collection or protection of or realization upon the Liabilities or
any thereof, any obligation hereunder, or any security for or Guaranty of any ofthe foregoing.
6. Dealinlls with the Business. The undersigned agrees that the Department shall be at
liberty to deal with the Business and each other party (including, without limitation, any other
guarantor) who now is or after the date hereof becomes liable in any marmer for any ofthe
Liabilities, in such marmer as the Department in its sole discretion deems fit. The Department
retains full authority, without the consent of, or notice to the undersigned, without incurring
responsibility to the undersigned. without impairing or releasing the obligations of the undersigned
hereunder, to do any or all of the following: (a) change the manner, rate of interest, place or terms
of payment. and/or change or extend the time of payment of, renew or aller, any liability of the
Business, any security therefor. or any liability incurred directly or indirectly in respect thereof, and
this Guaranty shall apply to the Liabilities of the Business as so changed, extended, renewed or
altered; (b) sell. exchange, release, surrender, realize upon or otherwise deal with in any manner
and in any order any property by whomsoever at any time pledged or mortgaged to secure the
Liabilities of the Business; (c) exercise or refrain from exercising any rights against the Business or
others (including the undersigned) or otherwise act or refrain from acting; (d) settle or compromise
any of the Liabilities hereby guaranteed; (e) subordinate the payment of all or any part of the
Liabilities to the payment of any liability (whether due or not) of the Business to creditors of the
Business other than the Department and the undersigned; and (f) consent to the substitution,
exchanges, or release of all or any part of the collateral, whether or not the collateral, if any.
received by the Department upon substitution, exchange, or release shall be of the same or of a
different character or value than the collateral surrendered to the Department.
7. Access to Information. The undersigned hereby warrants to the Department that the
undersigned now has and will continue to have independent means of obtaining information
concerning the affairs, financial condition and operations of the Business. The Department shall not
have any duty or responsibility to provide the undersigned with any credit or other information
concerning the Business which may come into the Department's possession.
8. Successors. Assilll1s. This Guaranty shall be binding upon the undersigned, and upon any
of his successors and assigns. If the Business is a partnership or a corporation, all references herein
to Business shall be deemed to include any successor or successors to such partnership or
corporation.
9. Governing Law. This Guaranty has been delivered at Des Moines, Iowa. and shall be
construed in accordance with and governed by its principles of choice of law. Wherever possible
each provision of this Guaranty shall be interpreted so that it is effective and valid under applicable
law, but if any provision shall be prohibited by or invalid under such law, sllch provision shall be
Prot. revitied 3/06
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Master Contract # P0603M00866
PERSONAL GUARANTY
ineffective to the extent of such prohibition or invalidity, without invalidating the remainder of the
provision or the remaining portions oftms Guaranty.
It is understood that the liability of the undersigned to the Department is joint and several. The total
amount of this Personal Guaranty shall not exceed seventy-five thousllnd dollars (575,000).
SIGNED AND DELNERED THIS
day of
,20_
GUARANTORS:
(I)
Tim Kunkel (Signature)
Social Security Number:
(Street Address)
(City, State, ZJP)
STATE OF IOWA
COUNTY OF
: ss.
On tillS day of. 20_, before me, the undersigned, a Notary Public in and
for the State oflowa, personally appeared Tim Kunkel to me personally known to be the
identical person(s) named in and who executed the above and foregoing instrument and
acknowledged that theylhelshe executed the same as theirlhislher voluntary act and deed.
Notary (Signature)
Notary Seal (commission number, name and expiration date):
Fmt. revised 3/06
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MASTER CONTRACT
BY AND BETWEEN
Kunkel. Bounds & Associates. Inc.
AND THE
IOWA DEPARTMENT OF ECONONnC DEVELOPMENT
CONTRACT NUMBER: P0603M00866
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TABLE OF CONTENTS
ARTICLE 1. MASTER CONfRACT DURATION; FUNDING AGREEMENT DURATION
ARTICLE 2. FUNDING
Article 2.} Funding Sources
Article 2.2 Reduction. Discontinuance or Alteration of Funding
ARTICLE 3. CONTRACT STRuCTURE AND DEFINITIONS; DOcUMENTS INCORPORATED BY
REFERENCE; ORDER OF PRIORITY
Article 3.I Contract Structure and Definitions
Article 3.2 Documents Incorporated by Reference
Article 3.3 Business's Financial Assista1lce Application on File
Article 3.4 Order of Priority
ARTlCLE4. AWAnn
Article 4.1 Description oflhe Project and Award Budget
Article 4.2 Job Obligations
Article 4.3 Repayment Obligation
__ _ _ ~~. ~....."'''l'' '1Y\ nl"Rl TRSfiMENT OF FUNDS; DISBURSEMENT TERMS
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ARTICLE8. COVENANTS
Article 8. /
Article 8.2
Article 8.3
Article 8.4
Ar/icle 8.5
Arlicle 8.6
Article 8.7
Article 8.8
Article 8.9
Article 8./0
Article 8. / }
Article 8./2
Article 8.13
Article 8.} 4
Article 8.15
Article 8.16
Article 8. } 7
Article 8. / 8
Ar/icle 8. /9
Main/ain Existence in Iowa
Job Obligations
Performance Obligations
Main/enance of Properties
Taxes and Assessments
Insurance
Required Reports
/nspection and Audit
Merger;;. Consolidulion;; and Sales
Formation and Main/enance of Subsidiaries
Compliance with Laws
Use of Award Proceeds
Changes in Business Ownership. Structure or Control
Notice of Meetings
No/ice of Proceedings
Accounting Records
Restrictions
No Changes in Business Operations
Indemnification
ARTICLE 9. EVENTS OF DEFAULT AND REMEDIES
Article 9. I Events of DefaulL
Article 9.2 DefaulL Remedies
Article 9.3 Default Interest Rate
Artic/e 9.4 Expenses
Article 9.5 No/ice of Defaul/ and Opportunity to Cure
ARTICLE 10. MISCELLANEOUS
Article 10. /
Article 10.2
Article 10.3
Article /0.4
Article 10.5
Article 10. ()
Article 1 a. 7
Article 10.8
Article /0.9
Article 10.10
Article 10. / i
Article 10.12
Article 10. /3
Article /0.14
Article 1 a. /5
Contract # P0603M00666
Timely Performance
Stale of Iowa Recognition
Choice of Law and Forum
Governing Law
Master ContracllFunding Agreement Amendments
Nottces
Headings
Final Authority
Waivers
Counterparts
Survival of Representations
Severability of Provisions
Successors and Assigns
Termination
Integration
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MASTER CONTRACT
BUSINESS:
MASTER CONTRACT NUMBER:
AWARD DATE:
Kunkel, Bounds & Associates, Inc.
P0603M00866
April 20, 2006
This FINANCIAL ASSISTANCE CONTRACT (the "Master Contract") is made as of the
CONTRACT EFFECTIVE DATE by and between the Iowa Department of Economic Development
("IDED"), 200 East Grand Avenue, Des Moines, IA 50309 and Kunkel, Bounds & Associates, Inc. a
Wisconsin S-Corporation (..Bu.ln.....), 203 High Str..t, Mln.ral Point, Wi.consin 53565-1285.
WHEREAS, the Business submitted an application to IDEO requesting financial assistance in the
financing of its Project as more fully described in Exhibit C, Description of the Project and Award
Budget, (the "Project"); and
WHEREAS, the IDEO found the Project to meet the requirements established to receive financial
as.istance; and
WHEREAS, the IDEO and/or the Iowa Department of Economic Development Board ("IDEO
Board") have awarded the Business financial assistance from one or more IDEO-administered programs
for the Project, all of which are subject to the terms and conditions set forth herein and collectively
referred to as the "Award"; and
NOW THEREFORE, in consideration of the mutual promises contained herein and intending to
be legally bound, the Business and IDEO agree to the following terms:
ARTICLE I
MASTER CONTRACT DURATION; FUNDING AGREEMENTS DURATION
This Master Contract shall be in effect until all of Business's obligations and liabilities under this
Master Contract and all of the Funding Agreements executed in connection with this Master Contract
have been satisfied. The duration or each Funding Agreement will be as described in the Funding
Agreement.
ARTICLE 2
FUNDING
2.1 Fundin!! Sources. The sources of funding for this Award are appropriations 10 IDEO for
fmancial assistance programs administered by the IDEO and tal( credit programs that IDEO is authorized
to administer.
2.2 Reduction. Discontinuance or Alteration of Fundin!!. Any termination, reduction, or delay
of funds available due, in whole or in part, to (i) lack of, reduction in, or a deappropriation of revenues
previously appropriated by the legislature for this Award, or (ii) any other reason beyond the IDEO's
control may, in the IDEO's discretion, result in the termination, reduction or delay of funds to the
Business.
Contract # P0603M00868
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ARTICLE 3
CONTRACT STRUCTURE AND DEFINITIONS;
DOCUMENTS INCORPORATED BY REFERENCE; AND ORDER OF PRIORITY
3.1 Contract Structure and Definitions.
(a> This Award shall be governed by this Master Agreement and the individual funding
agreements (the "Funding Agreements") for each source ofpr02fllm assistance for this Award. This
Award has been provided to the Business to fund the Project described in Exhibit C. Description ofthe
Projcct and Award Budget. The Articles of this Master Contract apply to each Funding Agreement unless
a Funding Agreement specifically states otherwise.
(b) The following terms apply to this Master Contract and each of the Funding Agreements,
unless otherwise specified in a Funding Agreement:
"Award Date"means the date first stated in this Master Contract and is the date the IDED and/or
the IDEO Board approved the awarding of financial assistance to the Business for the Project.
..Bu..ine..... Employment Base" means the number of jobs as stated in Exhibit 0, Job Obligations
that the Business and IDEO have established as the job base for this Project. The number of jobs the
Business has pledged to create/retain shall be in addition to the Business's Employment Base.
"Created Job.."means the number of new FTEJobs the Business will add over and above the
Bnisiness's Employment Base and, if applicable, Statewide Employment Base.
"Forgivable Loan" means a form of an award made by the IDEO to the Business under a
Funding Agreement(s) for which repayment is eliminated in part or entirely if the Business satisfies the
terms of this Contract and the Funding Agreement(s).
"Full-time EquiWllent (FTE) Job" means the employment of one person:
(a) For 8 hours per day for a 5-day. 40-hour workweek for 52 weeks per year, includinll paid holidays,
vacations and other paid leave. or
(b) For the number of hours or days per week, including paId holidays, vacations and other paid leave,
currently established by schedule, custom. or otherwise. as constituting a week of full-time work for
the kind of service an individual performs for an employing unit.
"Job Main/enallCe Period" means the date two (2) years from the Project Completion Date as
stated in Exhibit C, Description of the Project and Award Budget. The Business shall maintain the
Project, and the ~reated/retained jobs through the Job Maintenance Period.
"Job Obligahons" means the Created Jobs, Retained Jobs, Qualifying Johs and Non-qualifying
Jobs associated with the Project that pay the wages and benefits. all as outlined in Exhibit D, Job
Obligations.
"Loan" means form of an award made by the IDEn to the Business under a Funding
Agreement(s) for which full repayment is expected.
"Non-IJualifyingjobs" are those jobs created or retained by the project that do not qualify for
funding. but would not be created or retained if the Project did not proceed.
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"Project" means the description of the work and activities to be completed by the Busroess as
outlined in Exhibit C, Description oflbe Project and Award Budget, and Exhibit A, Business's Financial
Assistance Application.
"Project Completion Date" means the date three (3) years from the Award Date as stated in
Exhibit C, Description of the Project and Award Budget. The Project Completion Date is the date by
which all Project activities shall be satisfactorily completed.
"Stalewide Employment Base" means the number of jobs as stated in Exhibit D, Job Obligations
tbat the Business and IDED have determined as those jobs that will be retained at other facilities in the
state. The number of jobs the Business has pledged to create/retain shall be in addition to the Statewide
Employment Base.
"Qualifyingjobs" are those created or retained jobs that qualifY for program funding.
3.2 Documents Incoroorated bv Reference. The following documents are incorporated by
reference and considered an integral part of this Master Contract:
Exhibit A - Business's Financial Assistance Application, Application # 06-CEBA-037 and
06-HOJC-038
Exhibit B -
Exhibit C .
Exhibit D -
Funding Agreements:
B 1- CEBA Funding Agreement
B5- HQJCP Funding Agreement
Description of the Proj ect and Award Budget
Job Obligations
"Retained Job" means an existing job that would be eliminated or moved to another state if the
project did not proceed in Iowa.
3.3 Business's Financial Assistance Aoolication on File. Due to its size, Exhibit A will not be
attached to this Master Contract, but will be kept on file at the Iowa Department of Economic
Development. It shall, nevertheless, be considered an incorporated element of this Master Contract and
the FWlding Agreements.
3.4 Order of Priori tv. In the case of any inconsistency or conflict between the specific
provisions of this document and the exhibits, the following order of priority shall control:
(a) MnsterContract, Articles 1-10
(b) Exhibit B - Funding Agreements
(c) Exhibit C - Description oftbe Project and Award Budget
(d) Exhibit D - Job Obligations
(e) Exhibit A - Business's Financial Assistance Application
ARTICLE 4
A WARD
4.1 Descriotion of the Proiect and Award Budeet. The IDED andlor the IDED 130ard have
approved an Award to the Business from the programs and in the amounts identified in Exhibit C,
Description of the Project and Award Budget. The Project Budget for this Award is as detailed in Exhibit
C.
4.2 Job Oblieations. The IDED andlor the IDED Board have approved an Award to the
Contract # POB03M00888
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Business and the Business' obligations for FIE Created Jobs, Retained Jobs. Qualifying Jobs and Non-
qualifying Jobs are outlined in Exhibit D, Job Obligations.
4.3 Reoavment Obli2ation. The obligation to repay the direct financial assistance components
of this Award shall be evidenced by Promissory Notes executed in connection with the Funding
Agreements.
ARTICLE 5
CONDITIONS TO DISBURSEMENT OF FUNDS; DISBURSEMENT TERMS
The obligation of IDEO to make, continue or disburse funds under this Master Contract and the
Funding Agreements shall be subject to the following conditions precedent:
5.1 Documents Submitted. IDEO shall have received each of the following documents,
properly executed and completed, and approved by IDED as to form and substance:
(a) Master Contract. Fully executed Master Contract.
(b) Fundim! Af{Yeements Fully executed Funding Agreements.
(c) Promissorv Notes. The Promissory Notes required by the Funding Agreements.
(d) Articles of!ncorDoration. Copies of the articles of incorporation of the Business, certified in each
instance by its secretary or assistant secretary.
(e) Certificate of Coroorate Existence. A certificate of existence for the Business from the Office of the
Secretary of State of Iowa.
(I) Results of Lien and Tax Search. Financing statement, tax and judgment lien search res\llts, in the
Business's state of incorporation/organization, against the Business and Secured Property.
(g) SecurilV Documents. The fully executed Security Documents required in Article 6.0.
(h) Other Reouired Document.. IDEO shall have received such other contracts, instruments. documents,
certificates and opinions as the IDED may reasonably request.
(i) Hazardous Waste Audit. To comply with Iowa Code section 15A.I(3)''b,'' if the Business generates
solid or hazardous waste, it must either: a) submit a copy of the Business's existingin;house plan to
reduce the amount of waste and safely dispose of the waste based on an in-house audit conducted
within the past 3 years; or b) submit an outline of a plan to be developed in-house, or 3) submit
documentation that the Business has authorized the Iowa Department of Natural Resources or Iowa
Waste Reduction Center to conduct the audit.
(j) Release Form - Confidential Tax Infonnatlon. A signed Authorization for Release of Confidential
State Tax Infonnation form to permit IDEO to receive the Business's stale tax information directly
from the Iowa Department of Revenue for purposes of annually updating the Iowa Public Return on
Investment Analysis.
(k) Satisfactorv Credit Historv. Documentation of satisfactory credit history of the Business and
guarantors, as applicable, with no judgments or unsatisfied liens or similar adverse credit actions.
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(I) Proiect Financial Commitments. The Business shall have submitted a letter from thc funding sources
identified in Exhibit C committing to the specified fmancial involvement in the Project and received
the IDEO's approval of the letters of commitment. Each letter shall include the amount, terms and
conditions of the financial commitment, as well as any applicable schedules.
(m) Reauests for Disbursement. All disbursements of Award proceeds shall be subject to receipt by the
IDEO of requests for disbursement, in form and content acceptable to IDEO, submitted by the
Business. All requests shall include documentation of costs that have been paid or costs to be paid
immediately upon receipt of Award proceeds.
(n) Fundinlr Ap-eements Disbursement Reoulrements. Satisfaction of all disbursement requirements
outlined in the specific program Funding Agreements.
5.2 Prior Costs. No expenditures made prior to the Award Date may be included as Project
costs. This restriction applies to the direct financial assistance portions of this Award, not the tax credit
benefits included in this Award.
5.3 Cost Variation In the event that the total Project cost is less than the amount specified in
the Exhibit C, the Funding Agreements shall be reduced at the same ratio to the total Project cost
reduction as the ratio of the Funding Agreement amount to the total amount of funds provided by the
Business and all funding sources requiring a proportional reduction of their financial contribution to the
Project. Any disbursed excess above the reduced IDEO participation amount shall be returned
immediately to IDEO.
5.4 Susoension ofOisbursement. Upon the occurrence of an Event ofOefault (as defmed in
this Master Contract or any ofthe Funding Agreements) by the Business, the IDEO may suspend
payments and tax credit program benefits to the Business until such time as the default has been cured 10
IDEO'. satisfaction. Notwithstanding anything to the contrary in this Master Contract or the Funding
Agreements, upon a termination of this Master Contract on account of an Event of Default by the
Business, Business will no longer have the right to receive any disbursements or any tax credit program
benefits after the effective date of default. All Award funds may also be suspended, in IDEO's sole
discretion, m the event the Business experiences a layoff within the state ofIowa or closes any of its Iowa
facilities.
5.5 Investment of Award Proceeds.
(a) In the event that the Award proceeds are not immediately utilized, temporarily idle Award
proceeds held by the Business may be invested prOvided such investments shall be in accordance with
State law, including but not limited to the provisions of Iowa Code chapter 12C concerning the deposit of
public funds. Interest accrued on temporarily idle Award proceeds held by the Business shall be credited
to and expended on the Project prior to the expenditure of other A ward proceeds.
(b) All proceeds remaining, including accrued interest, after all allowable Project costs have been
paid or obligated shall be returned to the IDEO within thirtY (30) days after the Project Completion Date.
Within ten (10) days of receipt ofa written request from IDEO, Business shall inform the IDEO in
writing of the amount of unexpended Award funds in the Business's possession or under the Business's
control, whether in the form of cash on hand. investments. or otherwise.
Conlract # P0603M00866
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ARTICLE 6
SECURITY; CROSS-COLLATERALIZATION
The Business shall execute in favor of the IDEO all security agreements, fmancing statements,
mortgages, personal andlor corporate guarantees (the "Security Documents") as required by the IDEO.
6.1 Security. This Award shall be secured by: Second mortgage on project building and a
personal guaranty (the "Secured Property")
6.2 Value of Collateral. The value, as reasonably determined by IDEO, of the Secured Property
shall meet or exceed the amount of A ward funds disbursed.
6.3 Additional or Substitute Collateral. In case of a decline in the market value of the Secured
Property, or any part thereof, IDED may require that additional or substitute collateral of quality and
value satisfactory to IDEO be pledged as Secured Property for this Award. The Business shall provide
such additional or substitute collateral Secured Property within 20 days of the date of the request for
additional or substitute collateral to secure this Award in an amount equal to or greater than the amount of
outstanding Award funds.
ARTICLE 7
REPRESENTATIONS AND WARRANTIES
The Business represents and warrants to IDED as follows:
7.1 Or@:anization and Oualifications. The Business is duly organized, validly existing and in
good standing as a corporation under the state of its incorporation. The Business has full and adequate
power to own its property and conduct its business as now conducted, and is duly licensed or qualified
and in good standing in each jurisdiction in which the nature of the business conducted by it or the nature
of the property owned or leased by it requires such licensing or qualifying, except where the failure to so
qualify would not have a material adverse effect on the Business's ability to perform its obligations
hereunder.
7.2 Authority and Validity ofOblil!ations. The Business has full right and authority to enter
into this Master Contract and the Funding Agreements and to make the borrowings herein provided for.
The perSon signing this Master Contract and the Funding Agreements has full authority to:
a) sign this Master Contract and the Funding Agreements, and
b) issue Promissory Notes on behalf of the Business, and
c) secure Business's obligations under this Master Contract and the Funding Agreements, and
d) perform each and all of the obligations under the Master Contract and its Funding
Agreement.
The Master Contract and Funding Agreement documents delivered by the Business have been duly
authorized, executed and delivered by the Business and constitute the valid and binding obligations of the
Business and enforceable against it in accordance with their terms. This Master Contract, the Funding
Agreements and related documents do not contravene any provision oflaw or any judgment, injW1ction,
order or decree binding upon the Business or any provision of the articles of organization or operating
agreement of the Business, contravene or constitute a default under any covenant, indenture or contract of
or effecting the Business or any of its properties.
7.3 Use of Proceeds. The Business hereby agrees to use Award proceeds only for the Project
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and for the activities described in Exhibit C, Description of the Project and Award Budget, this Master
Contract and the Funding Agreements. Use of Award proceeds shall conform to the Budget for the
Project as detailed in Exhibit C. The Business represents that there are legally enforceable commitments
in place from the funding sources identified for the Project in Exhibit C.
7.4 Subsidiaries. The Business has no Subsidiaries on the Contract Effective Date.
7.5 Financial ReDorts. The balance sheet of the Business furnished to IDED as of the Contract
Effective Date, fairly presents its financial condition as at said date in conformity with GAAP applied on
a consistent basis. The Business has no contingent liabilities which are material to it, other than as
indicated on such financial statements or, with respect to future periods, on the financial statements
furnished to IDED.
7.6 No Material Adverse Chanl!e. Since the Award Date, there has been no change in the
condition (fmancial or otherwise) or business prospects of the Business, except those occurring in the
ordinary course of business, none of which individually or in the aggregate have been materially adverse.
To the knowledge of the Business, there has been no material adverse change in the condition ofthe
Business (financial or otherwise) or the business prospects of the Business
7.7 Full Disclosure: Business's Financial Assistance Aoolication. The statements and other
information furnished to the IDED by Business in its Financial Assistance Application and in connection
with the negotiation of this Master Contract and the Funding Agreements do not contain any untrue
statements of a material fact or omit a material fact necessary to make the material statements contained
herein or therein not misleading. The IDED acknowledges that as to any projections furnished to the
IDED, the Business only represents that the same were prepared on the basis ofinforrnation and estimates
it believed to be reasonable.
7.8 Trademarks. Franchises and Licenses. The Business owns, possesses, or has the right to use
all necessary patents, licenses, franchises, trademarks, trade names, trade styles, copyrights, trade secrets,
know how and confidential commercial and proprietary information to conduct its businesses as now
conducted, without known conflict with any patent, license, franchise, trademark, trade name, trade style,
copyright or other proprietary right of any other Person. As used in this Master Contract, "Person" means
an individual, partnership, corporation, association, trust, unincorporated organization or any other entity
or organization, including a government or agency or political subdivision thereof.
7.9 Governmental Authoritv and ticensing. The Business has received alllicel\SCS, permits,
and approvals ofall Federal, state, local, and foreign governmental authorities, if any, necessary to
conduct its businesses, in each case where the failure to obtain or maintain the same could Tcasonably be
expected to have a material adverse effect. No investigation or proceeding which, if adversely
determined, could reasonably be expected to result in revocation or denial of any rnateriallicense, permit,
or approval is pending or, to the knowledge of the Business threatened.
7.10 Litil!ation and Other Controversies. There is no litigation or governmental proceeding
pending, nor to the knowledge of the Business threatened, against the Business which if adversely
determined would result in any material adverse change in the financial condition, Properties, business or
operations of the Business, nor is the Business aware of any existing basis for any such litigation or
governmental proceeding.
, 7.11 Good Title. The Business has good and defensible title (or valid leasehold interests) to all
of its Property (including, without limitation, the Secured Property) reflected on the most recent balance
sheets furnished to the IDED (except for sales of assets in the ordinary course business).
Contract # P0603M00866
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7.12 Taxes. All tax retWlls required to be filed by the Business in any jurisdiction have, in fact,
been filed, and all taxes, assessments, fees and other governmental charges upon the Business or upon any
of its property, income or franchises, which are shown to be due and payable in such returns, have been
paid, except such taxes, assessments, fees and governmental charges, if any, as are being contested in
good faith and by appropriate proceedings which prevent enforcement of the matter under contest and as
to which adequate reserves established in accordance with GAAP have been provided. The Business
!mows of no proposed additional tax assessment against it for which adequate provisions in accordance
with GAAP have not been made on its accounts. Adequate provisions in accordance with GAAP for
taxes on the books of the Business have been made for all open years, and for their current fiscal period.
7.13 Other Contracts. The Business is not in default under the terms or any covenant, indenture
or contract of or affecting either the Business or any of its properties, which default, if uncured, would
have a material adverse effect on its financial condition, properties, business or operations.
7.14 No Default. No Default or Event of Default has occurred or is continuing.
7.15 Comoliance with Laws. The Business is in compliance with the requirements of all
federal, state and local laws, rules and regulations applicable to or pertaining to the business operations of
the Business and laws and regulations establishing quality criteria and standards for air, water, land and
toxic or hazardous wastes or substances, non-compliance with which could have a material adverse effect
on the financial condition, properties, business or operations of the Business. The Business has not
received notice to the effect that its operations are not in compliance with any of the requirements of
applicable federal, state or local environmental or health and safety statutes and regulations or are the
subject of any governmental investigation evaluating whether any remedial action is needed to respond to
a release ~f any toxic or hazardous waste or substance into the environment, which non-compliance or
remedial action could have a material adverse effect on the financial condition, properties, business or
operations of the Business.
7.16 Effective Date of Reoresentations and Warranties. The warranties and representations of
this Artiele are made as of the Contract Effective Date and shall be deemed to be renewed and restated by
the Business at the time each request for disbursement of fWlds is submitted to the IDEO.
ARTICLE 8
COVENANTS
The Business agrees that, for the duration of this Master Contract and the Funding Agreements;
8. I Maintain Existence in Iowa. The Business shall at all times preserve and maintain its
existence as a corporation in good standing and maintain the Project in Iowa. The Business will preserve
and keep in force and affect all licenses, permits, franchises, approval., patents, trademarks, trade names,
trade styles, copyrights and other proprietary rights ne<;essary to the proper conduct of its respective
business.
8.2 Job Oblil!ations.
Ca) Jobs and Wages. By the Project Completion Date, the Business shall create/retain the
number of FTE Created Jobs" Retained Jobs, Qualifying Jobs and Non-qualifying Jobs above the
Business' Employment Base and, if applicable, the Sta/ewlde Employment Base, and maintain the jobs
through the Job Maintenance Period, all as detailed in Exhibit D. The Bosiness shall pay the wage rates
Contract 1/ P0603M00866
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I CEBA Funding Agreement Exhibit A2- Business's Promissory Note (Loan)
PROMISSORY NOTE
FOR VALUE RECEIVED, the undersigned promises to pay to the order of the
row A DEPARTMENT OF ECONOMIC DEVEIJOPMENT. at its office at 200 East
Grand. Des Moines, Iowa 50309, the sum of THIRTY SEVEN THOUSAND FIVE
HUNDRED DOLLARS ($37,500) with interest thereon at ZERO PERCENT (0%) to
be paid as follows:
60 monthly payments of $625.00 beginning on the first day of the fourth month
from the date A ward funds are disbursed. Final payment may vary depending upon dales
payments are received.
Interest shall fltst be deducted from the payment and any balance shall be applied on
principal.
Upon default in payment of any interest, or any installment of principal. the whole
amount then unpaid shall become immediately due and payable at the option of the
holder.
The undersigned, in case of suit on this note, agrees to pay on demand all costs of
collection. maintenance of collateral, legal expenses, and attorneys' fees incurred or paid
by the holder in collecting and/or enforcing this Note on default.
This note shall be secured by the Security specified in the Contract.
Makers, endorsers and sureties waive demand of payment. notice of non-payment, protest
and notice. Sureties, endorsers and guarantors agree to all of the provisions oflhis note,
and consent that the time or times of payment of all or any part hereof may be extended
after maturity, from time to time, without notice.
Kunkel, Bounds & Associates, IDC.
By:
Print or Type Name, Title
Address:
203 High Street
Mineral Point. WI 53565
Date
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Business Job
Shortfall Calculation
ICEBAI Funding
Aareement Exhibit B
CEBA
City of DubuaueIKunkel. Bounds & Associates. Inc.
FUNDING AGREEMENT #: 06-CEBANFGF-037
$ 75.000 UFL I Anti120. 2006
($37,5000% Loan, $37,500 Forgivable Loan)
A. FORON ABLE LOAN - JOB SHORTFALL CALCULATION
50 jobs pledged, 42 jobs attained; 84% of pledged jobs attained, 16 % shortfall
$75,000 (forgivable loan amount) X 16% = $12,000
Forgivable Loan Job Sbortfan Balance due = $12.000
B. FORGIVABLE LOAN - INTEREST PENAL TV CALCULA nON
CEBA funds disbursed on 11.1-00. Project Completion Date was 6.30-03.
Interest penalty - job shortfall balance x 6% x number of years from disbursement of funds to Project Completion Date
($12,000 x 6% x 2.67 years) = $1,922.40
Forgivable Loan Net Interest Penally due = $1.922.40
C. LOAN BALANCE INTEREST PENAL TV CALCULATIONS
Loan balance as of7.21-05 - 515.797.58
84% of remaining loan balance stays at 0% interest = ($15,797.58 x .84) = $13.269.97
16% of remaining loan balance changes to 6% interest = ($15.797.58 x .16) = $2.527.61
Imerest penalty = 16% of remaining loan balance x 6% x 2.67 years
($2.527.61 x 6% x 2.67 years) = $404.92
LoaD Net Interest Penally due = $404.92
D. REPAYMENT TERMS & SCHEDULE
1. Total Net Interest Penalty due is 51.317.31 ($1,922.40 t 5404.92).
2. Total Forgivable Loan amount due is 511.000.
3. Remaining Loan Balance as of 7-21-05 will be 515.797.58 and will be re-amortized to convert 16% of that balance
to 6% interest over remaining term ofloan
MlJSlCr FA ExhibilB updaJed 12.30-05
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EXHBIT B - 5
I HQJCP FUNDING AGREEMENT I
BUSINESS:
COMMUNITY:
Kunkel. Bounds & Associates. Inc.
City of DubuQue
MASTER CONTRACT NUMBER:
FUNDING AGREEMENT NUMBER:
JOB CREATION PERIOD:
JOB MAINTENANCE PERIOD:
P0603M00866
06-HQJCP-038
Mav31.2011
Mav 31.2013
THIS HIGH QUALITY JOB CREATION PROGRAM (HQJCP) FUNDING AGREEMENT
is made by and among the IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT. 200 East
Grand Avenue. Des Moines, Iowa 50309 ("IDEO"), the business identified above ("Business").
and the community identified above ("Community"), effective as of the Contract Effective Date
stated in .the Master Contract identified above.
WHEREAS, the Department has found the Business' application to be consistent with
the requirements of the Act and the administrative rules adopted by the Department for the
HQJCP - 261 Iowa Administrative Code, Chapter 68; and
WHEREAS, the Business has been approved by the Department to receive certain tax
incentives and assistance; and
WHEREAS, the Business has executed the Master Contract described above with the
IDEO pursuant to an Award on the Award Date stated in the Master Contract to the Business for
the Project; and
WHEREAS. the Master Contract specifies that for each program funding source the
IDEO and the Business shall enter into a Funding Agreement; and
WHEREAS, this HQJCP Funding Agreement contains additional terms and conditions
for the award of HQJCP benefits; and
NOW. THEREFORE. the Business and Community accept the teorns and conditions set
forth in this HQJCP Funding Agreement and the Master Contract for the funding of the Project.
In consideration of the mutual promises contained in the Master Contract and this HQJCP
Funding Agreement and other good and valuable consideration, it is agreed as follows:
1.0 Master Contract. Unless otherwise specified in this HOJCP Funding Agreement, the
definitions. teorns, conditions. and provisions contained in the Master Contract are applicable to
this HOJCP Funding Agreement. The following provisions in the Master Contract do not apply to
this HQJCP Funding Agreement:
Article 3.1(b) - Definition of "Project Completion Date" and "Job Maintenance Period." [The
HQJC program has different time periods for these activities.]
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Article 4.3 - Repayment obligation. [No promissory note required for tax credits.]
Article 5. 1 (c) - Promissory Notes. [Execution of note is not a condition precedent to receipt of
tax credit benefits]
Article 5.1(g) - Security Documents. [Execution of Security Documents is not a condition
precedent to receipt of tax credit benefits).
Article 5.1(m) - Requests for disbursement. [Not required for tax credit program benefits.]
Article 5.2 - Prior costs. [Not applicable to tax credit program benefits.]
Article 5.3 - Cost variation. [Not applicable to tax credit program benefits.]
Article 5.5- Investment of Award Proceeds. [No proceeds in tax credit programs.]
Article 6 - Security, Cross-collateralization. . [Not applicable to tax credit program
benefits.]
Article 9.1(8) - Nonpayment as an Event of Default. [Not applicable because there are no loan
payments in tax credit programs].
Article 9. 1 (c) - Noncompliance with Security Documents as an Event of Default. [Not applicable
because there are no Security Documents required in tax credit programs].
Article 9. 1(g) - Lien Deficiencies as an Event of Default. [Not applicable because there are no
Security Documents required in tax credit programs.]
2.0 Definitions. As used in this HQJCP Funding Agreement, the following terms shall apply:
2.1 Aareement Exalratlon Date. Expiration of this HQJCP Funding Agreement occurs
upon the happening of one of the following events, whichever occurs first:
(a) IOEO's detennination that the Business has fully met the requirements of the
HQJCP Funding Agreement, including meeting its job creation and maintenance
requirements, and IDEO closes out this HQJCP Funding Agreement.
(b) An Event of Default occurs that is not remedied within the time period allowed
under the Master Contract.
(c) This HQJCP Funding Agreement is terminated upon mutual, written agreement
of the Business. the Community and IDEO.
2.2 HQJCP. "HQJCP" means the High Quality Job Creation Program. The HQJCP Is
authorized by 2005 Iowa Acts, House File 666.
2.3 HQJCP Award. "HQJCP Award" means IDEO's approval of the Business's
Financial Assistance Application for the Project. This HQJCP Award authorizes the Business to
receive HQJCP Program benefits.
2.4 Averaae County Waae. "Average County Wage" means the average the
Department calculates using the most current four quarters of wage and employment
Master Contract # P0603M00866
Funding Agreement # 06.HQJCP..Q38
-2-
MasterPA upd<<ed 1111(]/(ffl
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information as provided in the Quarterly Covered Wage and Employment Data report as
provided by the Iowa department of workforce development. Agricultural/mining and
governmental employment categories are deleted in compiling the wage information.
2.5 'Annual Base Rent". 'Annual Base Rent' means the Business' annual lease
payment minus taxes, insurance, and operating or maintenance expenses.
2.6 Full.time EQuivalent (FTEl Job. "Full-time Equivalent (FTE) Job' means the
employment of one person;
(a) For 8 hours per day for a 5-day, 40-hour workweek for 52 weeks per year,
including paid holidays. vacations and other paid leave, or
(b) For the number of hours or days per week, including paid holidays, vacations
and other paid leave, currently established by schedule, custom, or otherwise,
as constituting a week of full-time work for the kind of service an Individual
performs for an employing uni!.
2.7 Hiah Quality Jobs. "High Quality Jobs" means created jobs that, at minimum. have
a starting wage including benefits equal to or greater than $19.81 ,as shown in Master Contract
Exhibit D. Job Obligations.
2.8 Proiect. 'Project" means the detailed description of the work, services, and other
obligations to be performed or accomplished by the Business and Community as described in
the Master Agreement Exhibit C (Description of Project and Award Budget) and Master
Agreement Exhibit A (Business's Financial Assistance Application) for which the Business has
been approved to receive certain tax credit benefits.
2.9 Proiect Completion Date. 'Project Completion Date" means (1) for new
manufacturing facilities. the first date upon which the average annualized production of finished
product for the preceding ninety-clay period at the manufacturing facility operated by the
Business is at least fifty percent of the initial design capacity of the facility; or (2) for existing or
non-manufacturing facilities, the date of completion of all Improvements necessllry for the start-
up. location, expllnsion or modernization of business. This definition of 'Project Completion
Date' is only used for purposes of claiming the refund of sales, service and use taxes or the
corporate tax credit for certain sales taxes paid, if applicable.
2.10 'Proiect Jobs' means the number of new Full-time Equivalent (FTE) Jobs created
by the location or expansion of the Business in the High Quality Job Creation Program, as
shown in Master Contract Exhibit D.
3,0 High Quality Job Creation Program Benefits.
3.1 Benefits Available. The following High Quality Job Creation Program benefits lire
available to the Business under this HQJCP Funding Agreement;
(a) Investment Tax Credit.
(i) The Business may claim an investment tax credit as provided in Iowa Code
section 15.333. An investment tax credit may be claimed up to 5% of the
qualifying expenditures. as defined below in subparagraph (Iv), directly related to
new jobS created by the start-up. location. expansion, or modernization of the
Master Contract II P0603M00866
FUnding Agreement II 06-HQJCP.Q38
.3.
Master FA update" 1 f"Q1(J5
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approved busIness under the program. The Business shall not claim an
investment tax credit in excess of $72.850 or as reflected in the final award
amount that is approved by the Department at the conclusion of the Project. The
credit is to be taken in the year the qualifying asset is placed in service. Any
credit in excess of the tax liability for the tax year may be credited to the tax
liability for the following seven years or until depleted, whichever occurs first.
(ii) The tax credit shall be amortized equally over a five-year period which the
Department will, in consultation with the eligible business. define. The five-year
amortization period Is specified below:
Amortization Schedule
Jul 1. 2005-June 30 2006 $14,570
Jul 1. 2006-June30 2007 $14570
Jul 1. 2007 - June 30 2008 $14,570
JuI1.2008-June30.2009 $14,570
Jul 1. 2009 - June 30 2010 $14.570
(iii) HQJCP Funding Agreement Exhibit A. "Investment Tax Credit Amortizetion
Schedule Examples: illustrates how the 5-year amortization requirement will be
applied.
(iv) The qualifying expenditures eligible for the investment tax credit are:
1. The purchase price of real property and any buildings and structures located
on the real property.
2. The cost of improvements made to real property which is used in operation of
the Business.
3. The costs of machinery and equipment. as defined in Iowa Code sllction
427A.1(1) "e" and "j." purchased for use in the operation of the approved
Business and which the purchase price have been depreciated in accordance
with generally accepted accounting principles.
4. The Annual Base Rent paid to a third-party developer by an approved Business
for a periOd equal to the term of the lease agreement but not to exceed the
maximum term of the agreement, provided the cumulative cost of the base rent
payments for that period does not exceed the cost of the land the third-party
developer's costs to build or renovate the building for the approved Business.
Annual base tent shall only be considered when the project includes the
construction of a new building or the major renovation of an existing building.
The approved Business shall enter into a lease agreement with the third-party
developer for a minimum of five years.
(b) Refund Of Safes. Service And Use Taxes Paid To Contractors Or
Subcontractors. The Business is eligible for a refund of sales, service and use taxes paid to
contractors and subcontractors as autihoriled in Iowa Code section 15.331A.
(i) The Business may apply for a refund of the sales and use taxes paid under Iowa
Code chapters 422 and 423 for gas. electricity, water or sewer utility services.
Master Contract # P0603M00866
Funding Agreement # 06-HQJCP..o38
-4-
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goods. wares, or merchandise. or on services rendered, furnished, or performed
to or for a contractor or subcontractor and used in the fulfillment of a written
contract relating to the construction or equipping of a facility of the approved
business.
(ii) Taxes attributable to intangible property and furniture and furnishings shall not be
refunded.
(iii) To receive a refund of the sales, service and use taxes paid to contractors or
subcontractors, the Business must, within one year after Project Completion,
make an application to the Department of Revenue.
3.3 Benefits Not Available. The following High Quality Job Creation Program
benefits are not available to the Business under this agreement:
(a) Additional Research Activities Credit.
(b) Refund of Taxes Attributable to Racks. ShelvinQ, and Convevor Eauioment.
(c) Comarate tax credit for certain sales taxes oaid bv third oartv deve/ooer.
(d) Value-Added Prooertv Tax Exemotion.
4.0 Conditions to Receipt of High Quality Job Creation Program Benefits.
The High Quality Job Creation Program Benefits authorized under this HQJCP Funding
Agreement are available to the Business provided the Business, (and where applicable. the
Community) satisfies each of the following conditions:
4.1 Job Oblioations.
The Business's Job Obligations are as detailed in Master Contract Exhibit 0, "Job Obligations."
The Business shall create the Project Jobs within 5 years (the "Job C,eaUon Period') of the
Effective Date (defined in the Master Contract). The Business shall maintain the Project Jobs
for a period of at least two (2) years (the "Job Maintenance Period') beyond the Job Creation
Period. for a total contract duration of 7 years.
4.2 Qualifvina Investment. Within five (5) years of the Effective Date (as defined in
the Master Agreement), the Business shall make a qualifying Investment of $1 ,451,000. A
"qualifying investment" means an investment in real property including the purchase price of
land and existing buildings and structures; site preparation; improvements to real property;
building construction; long-term lease costs; andior depreciable assets.
4.3 Reauired Elements.
(a) Offer a pension or profit sharing plan to fulI.time employees.
(b) Produce or manufacture high value-added goods or service or be in one of the
state's targeted industries.: Insurance and financial services.
(c) Provide and pay 60% of the cost of a standard medical and dental insurance plan
for all full-time employees at the facility In which the project will occur.
(d) Invest annually no less than 1 % of pretax profits from the facility located to Iowa
or expanded under the program in worker training and skills enhancement.
Master Contract # P0603MOOBB6
FUnding Agreement # 06-HQJCP-036
-5-
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4.4 Business Retention. The Business shall have and maintain Project operations
contemplated by this Agreement within the Community alleast through the Agreement
Expiration Date.
5.0 Events of Default: Notice of Default; Repayment Provisions.
5.1 Events of Default. The terms of the Master Contract regarding Events of Default and
Remedies govem this HQJCP Funding Agreement.
5.2 Notice of Default. The following Notice of Default provisions supersede the Notice of
Default provisions specified in the Master Contract:
(a) From DeDarlment. If. through the annual certification report or other means, the
IDEO has reason to believe the Business is in default of the terms of this Agreement, the IDEO
will issue a written notice of default to the Business, setting forth the nature of the default In
reasonable specificity, and providing therein a reasonable period of time. which shall not be less
than 30 days from the date of the notice of default. in which the Business shall have an
opportunity to cure, provided that cure is possible and feasible. A copy of any Notice of Default
will also be provided to the Community and Department of Revenue.
(b) From CommunitY. If, through monitoring, auditing or other means, the
Community has reason to believe the Business is in default of the terms of this Agreement. the
Community will issue a written notice of default to the Business, setting forth the nature of the
default in reasonable specificity, and providing therein a reasonable period of time, which shall
not be less than 30 days from the date of the notice of default, in which the Business shalt have
an opportunity to cure, provided that cure Is poSSible and feasible. A copy of any Notice of
Default will also be provided to the IDEO and Department of Revenue.
5.3 ReDavment Provisions. If the Business has received incentives or assistance under
the HQJCP Program and fails to meet and maintain anyone of the requirements of the HQJCP
Program, the HQJCP Program Administrative Rules or any term of this HQJCP Funding
Agreement, the Business is subject to repayment of all or a portion of the incentives and
assistance that it has received, as detailed below:
(a) Job maintenance. If the approved Business fails to maintain the required
number of created or retained jobs or both as defined in Masler Contract Exhibit D and the
final award documentation, the Business shall repay a percentage of the tax incentives and
assistance that it has received. The repayment percentage will be equal 10 the percentage
of jobs that the approved Business failed to maintain.
(b) Reauired elements. If the approved Business fails to meet the four required
elements stated in Article 4.4 in anyone year, the Business must meet that requirement in
the following year or repay all the tax incentives and assistance that it has received.
(c) Sellina. disoosina. or razina of DroDertv. If, within five years of purchase, the
approved Business sells. disposes of. razes, or otherwise renders unusable all or a part of
the land. building, or other existing structures for which an investment tax credit or insurance
premium tax credit was claimed, the income tax liability of the approved Business for the
year in which all or part of the property is sold, disposed of, razed, or otherwise rendered
unusable shall be increased by one of the following amounts:
Master Contract # POe03MO0866
Funding Agreement # Oa-HQJCP-038
-6-
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(1) One hundred percent of the tax credit claimed if the property
ceases to be approved for the tax credit within one full year after
being placed in service.
(2) Eighty percent of the tax credit claimed if the property ceases to
be approved for the tax credit within two full years after being placed
in service.
(3) Sixty percent of the tax credit claimed if the property ceases to be
approved for the tax credit within three full years after being placed in
service.
{4} Forty percent of the tax credit claimed if the property ceases to be
approved for the tax credit within four full years after being placed in
service .
(5) Twenty percent of the tax credit claimed if the property ceases to
be approved for the tax credit within fIVe full years after being placed
in service.
(d) Averaae Waae Shortfall. At the end of the project if the average wage for all the
project jobs is not mel. jobs not meeting the starting wages in Exhibit D will not be counted
toward the total job obligation.
{el Lavoffs or closures. If an approved Business experiences a layoff within the
state or closes any of its facilities within the state prior to receiving the tax incentives and
assistance, the Department may reduce or eliminate all or a portion of the tax incentives and
assistance. If an approved Business experiences a layoff within the state or closes any of
its facilities within the state after receiving tax incentives and assistance, the Business may
be subject to repayment of all or a portion of the tax incentives and assistance that it has
received.
{f} Deoarlment of Revenue: Communitv Recoverv. Once it has been established.
through the Business' annual certification. monitoring. audit or otherwise, that the Business
is required to repay all or a portion of the incentives received, the Department of Revenue
and the Community shall collect the amount owed. The Community has the authority,
pursuant to the HOJCP Program. to take action to recover the value of taxes not collected
as a result of the exemption provided by the Community to the Business. Department of
Revenue has the authority. pursuant to the HOJCP Program, to recover the value of state
taxes or incentives provided under the HQJCP Program. The value of state incentives
provided under the HQJCP Program includes applicable interest and penalties.
6.0 Final Award Amount.
6.1 Submit Final Numbers Within 12 Months. The approved Business shall, upon
satisfaction of the requirements stated In Article 4.0, submit to the Department information on
the final created jobs, including starting wages and benefit values. and the final qualifying
investment. This submission must be in writing on the form provided by the Department and
must be received by the Department within 12 months of completion of the project and the
creation of the jobs. Upon receipt of the completed form. the Department shall review and
confirm the information and shall prepare the final award amounts based on the final results.
Final award amounts may still be subject to certain limitations put in place when the initial award
was made.
Master Contract # P0603M00666
Funding Agreement # 06-HQJCP.Q36
.7.
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6.2 Reoavment If Claimed Credits Exceed Final Award Amount. If, upon receipt of the
final award amount from the Department. the Department of revenue detemnines that the
approved Business has claimed tax incentives and assistance in amounts that exceed the
amounts stipulated in the final award, the approved Business shall be required to repay any tax
credits and refunds it received in excess of the final award amounts. The Department of
Revenue shall have the authority to collect the amount to be repaid to the state including
interest and penalties.
7.0 Incorporated documents.
reference:
1.
2.
The following documents are hereby incorporated by this
The Master Contract number and its Exhibits.
HOJCP Funding Agreement Exhibit A, "Investment Tax Credit Amortization
Schedule Examples."
IN WITNESS WHEREOF, the parties have executed this HOJCP Funding Agreement:
BUSINESS;
BY:
Signature
Typed Name and Title
Date
IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT:
BY:
Mary Lawyer, Director
Date
COMMUNITY:
BY:
Signature
Typed Name and Title
Date
Master Contract # P0603MOOse8
Funding Agreement # 06-HQJCP-038
-8-
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HOle Funding Agreement Exhibit A
Investment Tax Credit Amortization Schedule Examples
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(HQJCPI Fundina
Agreement Exhibit A
Investment Tax Credit Amortization Scbedule Examples
Background Information:
Effective July I, 2005, Investment Tax Credits (or Insurance Premium Tax Credits) awarded to a Business by the
Iowa Department of Economic Developmenl must be amortjzed equally over a 5-year period. The Department will
determine the amortization schedule and include it in the Business' funding agreement.
Please note Investment Tax Credits (or Insurance Premium Tax Credits) are earned when the corresponding assel
(e.g. the building, a piece of machinery & equipment, elc.) is placed in service. "Placed in service" typically
corresponds with the point in time when the Business can start depreciating the asset for tax purposes.
Earned Investment Tax Credits (or Insurance Premium Tax Credits) which cannot be used because of the
amornzationschedule or because the credits exceed the Business' tax liability for that tax year maybe canied
forward for up to seven additional tax years.
Example #1
In this example, the Business is eligible to receive an Inveslment Tax Credit (ITC) in the amount of$IOO,OOO. The
ITC is earned on December IS, 2005 and maybe carried forward until the tax year in which December 15,2012
rails. The Business' lTC amortizaliun schedule follows;
Fiscal Vear 2006 - July I, 2005 - June 30, 2006
Fiscal Vear 2007 - July I, 2006 - June 30, 2007
Fiscal Vear 2008 - July 1, 2007 - June 30, 2008
Fiscal Vear 2009 - July I, 200g - June 30, 2009
Fiscal Vear 2010 - July I, 2009 - Juo030, 2010
S20,OOO
520,000
$20,000
$20,000
$20,000
As the ITC was earned in the fir:;t year, the Business may claim up to $20,000 on its tax return for that tax year. The
Business' tax liability for that tax year is SI5,OOO therefore; the Business will carry forward $5,000 ofuoused
credits.
ITe Earned - Tolal
SIOO,Ooo
ITC Available to be Taken based on the Amortization Schedule
Less ITC Claimed on Current Vear'~ Tax Return
lTC to be Carried Forward into Future Tsx Vear
$20,000 (FY 2006)
SI5.000
$ 5,000
The following year the Business may claim up to $25,000 in rrcs on its tsx return; S5,OOO being carried forward
from last year plus another $20,000 based on the amortization schedule. The Business' tax liability fnr the current
tax year is 525,000.
ITC Earned - Total
Less ITC Claimed to Dale
ITC Remaining - Total
$100,000
5 15.000
$ 85.000
ITC Available to be Taken based on the Amortization Schedule
Plus ITC Carried Forward from Previous Vear
Less ITC Claimed on Current Year's Tax Return
ITC to be Carried F01Ward into FutW'e Tax Year
520,000 (FY 2007)
5 5,000
S2S 000
$ 0
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The Business would be able 10 continue to take tax credits based on the amortizalion schedule and its tax liability
each year. Ifthis example were 10 continue, the tax credits could continue to be claimed until they are exhausled or
until the carry forward period expires in the tax year in which December 15,2012 falls.
Example #2
In lhis example, Ihe Business i. etigible to receive an InveSlmenl Tax Credil (ITC) in the amount on500,OOO. The
ITC is earned on February IS, 2008 and may be carried forward until the tax year in which February IS, 2015 falls.
The Business' rrc amortization schedule follows:
Fiscal Vear 2006 - July I, 2005 -June 30, 2006
Fiscal Vear 2007 - July I, 2006 - June 30, 2007
Fiscal Vear 2008 - July I, 2007 - June 30, 2008
Fiscal Vear 2009 - July I, 2008 - June 30, 2009
Fiscal Vear 2010 - July I, 2009 - June 30, 2010
5100,000
$100,000
sloo,ono
SIOO,OOO
Sloo,OOO
As the ITC was earned in the third year of the amnrtizalion schedule, Ihe Business may claim up to 5300,000 on its
lax return for Ihat tax year ($100,000 per year for 3 years). The Business' taX liability for Ihat tax year is 550,000
therefore; the Business will carry forward 5250,000 of unused credits.
ITC Earned - Tolal
5500,000
$300,000 (FY 2006 - FY 2008)
5 50.000
$250,000
ITC Available to be Taken based on the Amortization Schedule
Less ITC Claimed on Current Year'. Tax Return
ITC to be Carried Forward into Future Tax Year
The following year the Business may claim up 10 $350,000 in ITCs on its tax return; 5250,000 being carried forward
from last year plus another 5100,000 based on tho amortizalion schedulo. The Business' lax liability for the cunent
tax year is $60,000.
ITC Earned - T 0la1
Less ITC Claimed \0 Date
ITC Remaining. Total
$500,000
5 50.000
$450,000
$100,000 (FY 2009)
5250,000
$ 60.000
5290,000
ITC Available to be Taken based on the Amortization Schedule
Plus 1TC Carried Forward from Previous Year
Less ITC Claimed on Current Yearts Tax Return
ITC to be Carried Forward inlo Furore Tax Year
The following year the Busine.. may claim up to 5390,000 in ITC. on its lax return; 5290,000 being carried forward
from last year plus another SIOO,ooo based on the amortization schedule. The Business' lax liability for the cunent
tax year is 550,000.
ITC Earned - Total
Less ITC Claimed to Date
ITC Remaining - Tolal
5500,000
S110.000
$390,000
5100,000 (FY 2010)
$290,000
5 50.000
S340,OOO
ITC Available to bo Taken based 011 the Amortization Schedule
Plus ITC Cl'lrried Forward from Previous Year
Less ITC Claimed on Current Vear's Tax RelUm
ITC to be Carried Forward into Future Tax Vear
After FY 2010, the Busine.. is no longer subject to !he amortization schedule and therefore, il would be able to
continue to lake tax credils based on its tax liability each year. If this example were to conlinue, the tax credits
could continue to be claimed until they are exhausted or until the carry fonvard period expires in the tax year in
which February 15,2015 fan..
September 14, ZOOS
JUL-31-2005 11:22 FROM: KUNKEL. 8oUNoS & RSS 15089872310
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1 Controct Number: PD603MOOBBB
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EXHIBIT 0 . JOB OBLIGATIONS
Job. C,..ted or Retained through this ProJel;t
Kunkel, Bound. & AnoeletN. Inc.
Contnlct Number; POtosMDOI.e
Below is a lisl of the jobs that mlJSt be (etl[ned and/or created as a mul at this Project. A "retained job" is In exl&ting job that would be eliminated or moved to anulher state
if the project did not proceed In Iowa A "created job" means the number of new FTE Jobs !he Business wUt add nwtr .lInrlabove the BUllnttI'" Employment la.. and, if
applicable, Statewide EmployfMnt Base. .QualifyIItQ jobs" are Iflose created or retained jobs that qualify for program funding. "Non-queJifylnfl fob1" are lhose jobs created
or I'8ta1ned by the prq$cl that do OOt qualify tor lunding, bul would no! be created 01 relained jf the ProjeCt did not proc:eed
" , ',' '"
. " . ,::
, .,
~RQJECT JOBS QESA411F WQ,JO ~.
.' , , . $1S.~1 ': .'
, . $19.1)~
TypJo/ ,fe!(>; Stanln; Or ,-- ,
, JIlbTi1Ie. " ",~JoIl!. .. c.:~~"d \9R~ curro",~ol>l1Y AVs, Ilenolit a".~fyIng Non-O..IIMno a.lilllyi'lll' , No..ooali()\'lll
" talned R W. ' v,I':" ., .- :r,'
President I C S60.1 .32 1 1
Vice President 1 C 3.27 $<4.32 1 1
Ben.tile Executive/HR 1 C $33.6 .32 1 1
Bene !Ion .r 1 C .32 $4.32 1 1
pac Acc:ount Mi r I C .2' .32 1 I
Sale. 1 C $13.94 $4.32 1 1
Sale. 1 C .. 1 1
Sales-N...., 2 C $24.04 $4.32 2 2
Aocounli~_ I C 18.00 .32 1 1
S cial !I. r I C $12.50 1 1
Administrative AMI_lent 1 C 9.19 $4.32 1 1
Adm6nfalr1lttYe AlslltantlS8tVIce 1 C 51 .83 4.32 1 1
&elM 1 C 324.04 .32 1 1
Benent Man or 1 4. 1 1
PAC Accaunl Mana r 1 4 .32 1 1
Administrative ANlslanl 1 C 113.46 .32 1 1
Customer eN'" 1 C 14.42 $4.32 1 1
Sale, 1 C 16.83 $4.32 1 1
s_ \ C 16.83 .32 1 ,
PIC nt Man. er 1 C 24.04 $4. 2 1 1
8enefitl Men r 1 C 4.04 -s4.32 1 ,
Sales , C 19.23 $4.32 1 1
Admil'\islnilltlve Assistent 1 C 514.42 .32 1 1
alai Jobl 2. " "
Total Joba elained:
Totals: 24 ., .. 13 11 16 6
---.. - .. -.-,.. ... "- ----
Business Employm&f1t Bue:
o
Statewide Employment Base:
o
Job Performance Obtlaatkms
As a result of this project, Kunkel. Bounds & AssocIates. Inc. wUI a.ate 24 new full-time equivalent (FTE) jObS
at the DubuClue location. Thirteen (13) of the created jObs will have starting wages that meet or exceed $19.81
per hour. The average wage. not including benefits. of the 13 qualifying jobs will be at least $29.07 per hour.
In addition, 18 of the 24 created project jobs wlll meet the deflnillon of "hlgn.quality" )Dbs. High.quallty JObS. ror
the purposes or this project in Dubuque County are defined 3$ crealed jObs with a Slarllng wage Indudlng
benefits equal to or greater than $19.81 per hour. By the ProJect COmpletion Dale. Ihe project shall have
created 24 Jobs. 18 ofwhfch have an average wage equal to or grealerthan $24.42 per hour.
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identified in Exhibit O.
(b) Benefits. The Business shall provide and pay for the eligible benefits described in Exhibit
A, Business's Financial Assistance Application, with an Average Benefd Value calculated by IDEO and
shown in Exhibit O. During the Contract period the Business may adjust the benefit package provided the
Average Benefit Value is not decreased and provided the benefit package includes eligible benefits. For
purposes of this Contract, "Eligible beneflls" means, medical and dental insurance plans, pension and
profit-sharing plans, child care services, life insurance coverage, vision insurance plan, and disability
coverage.
8.3 Performance Oblil!ations. By the Project Completion Date, Business shall complete the
Project, make the total investment pledged for the Project, and comply with all other performance
requirements described in this Master Contract and the Funding Agreements. The Business shall promptly
provide IDEO with written notice of any major changes that would impact the success of the Project.
8.4 Maintenance of Prooerties. The Business shall maintain, preserve and keep its properties in
good repair, working order and condition (ordinary wear and tear excepted) and will from time to time
make all needful and proper repairs, renewals, replacements, additions and betterments thereto so that at
all time the efficiency thereof shall be fully preserved and maintained in accordance with prudent
business practices.
8.5 Taxes and Assessments. The Business shall duly pay and discharge all taxes, rates,
assessments, fees and governmental charges upon or against it against its properties, in each case before
the same become delinquent and before penalties accrue thereon, unless and to the extent that the same
are being contested in good faith and by appropriate proceedings and adequate reserves are provided
therefore.
8.6 Insurance. The Business shall insure and keep insured in good and responsible insurance
companies, all insurable property owned by it which is of a cbaracter usually insured by Persons similarly
situated and operating like properties against loss or damage from such hazards or risks as are insured by
Persons similarly situated and operating like properties; and the Business shall insure such other hazards
and risks (including employers' and public liability risks) in good and responsible insurance companies as
and to the extent usually insured by Persons similarly situated and conducting similar businesses. The
Business will upon request of the IDEO furnish a certificate setting forth in summary form the nature and
extent of the insurance maintained pursuant to this Article.
8.7 Reouired ReDorts.
(a) Review of Disbursement Reouests and Reoorts. The Business shall prepare, sign and submit
disbursement requests and reports as specified in this Master Contract in the form and content required by
IDEO. The Business shall review all reimbursement requests and verify that claimed expenditures are
allowable cosls. The Business shall maintain documentation adequate to support the claimed costs.
(b) Rcoorts. The Business shall prepare, sign and submit the following reports to the IDEO
throughout the Contract period:
ReDort
Due Date
Mid-Year Status ReDor! .....................................
July 31" for the period ending June 30th
January 31" for the period ending Dec. 31"
End-of-Year Status Reoort Includes:...................
- Public Return on Investment (ROI) Update
- Payroll Register with all created and/or
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retained jobs highlighted and indicate
the Project Jobs paying the required wage
- "Employer's Contribution and Payroll Report"
- For Enterprise Zone awards, annual certification of compliance
with the requirements ofIowa Code ISE.193, as required by
ISE.19S(6).
End of Proiect ReDort .........................................
Report content: same items as End-of- Year Report
Within 30 days of Project Completion Date
End of Job Maintenance Period Reoort ..............
Report Content: same items as
End-or-Year Report
Within 30 days of the end of the Job
Maintenance Period
(c) Additional Reoorts, Financials as ReQuested bv IDEO. The IDEO reserves the right to
require more frequent submission of any of the above reports if, in the opinion of the IDEO, more
frequent submissions would help improve the Business's Project perfonnance, or if necessary in order to
meet requests from the Iowa General Assembly, the Department of Management or the Governor's office.
At the request of IDEO, Business shall submit its annual financial statements completed by an
independent CPA, or other financial statements including, but not limited to, income, expense, and
retained earnings statements.
8.8 InsDection and Audit. The Business will permit the IDEO and its duly authorized
representatives to visit and inspect any of the Business's properties, corporale books and financial records
of the Business related to the Project, to examine and make copies of the books of accounts and other
financial records of the Business, and to discuss the affairs, finances and accounts of the Business with,
and to be advised as to the same by, its officers, and independent public accountants (and by this
provision the Business authorizes such accountants to discuss with the IDEO and the IDEO's duly
authorized representatives the finances and affairs of the Business) at such reasonable time and reasonable
interVals as the IDED may designate, but at least annually.
8.9 Mer2ers. Consolidations and Sales. Without the written consent of the IDEO, which shall
not be unreasonably withheld, the Business shall not he a party to any merger or consolidation, or sell,
transfer, lease or otherwise dispose of all or any part of the Secured Property.
8.1 0 Formation and Maintenance of Subsidiaries. The Business will not form or acquire any
Subsidiary or transfer assets pledged as security for this Master Contract to any subsidiary or affiliate
without the written consent of the IDED, which shall not be unreasonably withheld.
8.11 ComDliance with Laws.
(a) The Business will comply in all material respects with the requirements of all federal, stsle
and local laws, rules, regulations and orders applicable to or pertaining to its properties or business
operations including, but not limited to, all applicable environmental, hazardous waste or substance, toxic
substsnce and underground storage laws and regulations, and the Business will obtain any pennits,
licenses, buildings, improvements, fixtures. equipment or its property required by reason of any
applicable environmental, hazardous waste or substance, toxic substance or underground storage laws or
regulations.
(b) The Business shall comply in all material respects with all applicable federal, state, and local
laws, rules, ordinances, regulations and orders applicable to the prevention of discrimination in
employment, including the administrative rules of the Iowa Department of Management and the Iowa
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Civil Rights Commisoion which pertain to equal employment opportunity and affirmative action.
(e) The Business shall comply in all material respects with all applicable federal, state and local
laws, rules, ordinances, regulations and orders applicable to worker rights and worker safety.
(d) TIle Business shall comply with IDED's administrative rules for each program funding
source, as identified in the Funding Agreements.
8.12 Use of Award Proceeds. The Business will use the Award proceeds extended under this
Master Contract and the Funding Agreements solely for the purposes set forth in Exhibit C.
8.13 Chon"es in Business OwnershiD Structure and Control. The Business shall not materially
change the ownership, structure, or control of the Business ifit would adversely affect the Project. This
includes, but is not limited to, entering into any merger or consolidation with any person, firm or
corporation or permitting substantial distribution, liquidation or other disposal of Business assets directly
associated with the Project. Business shall provide IDEO with advance notice of any proposed changes in
ownership, structure or control. The materiality of the change and whether or not the change affects the
Project shall be as reasonably determined by IDED.
8.14 Notice of Meetin"s. The Business shall notify IDEO at least two (2) working days in
advance ofall meetings of the board of directors at which the subject maller of this Master Contract, the
Funding Agreements, or the Project is proposed to be discussed. The Business shall provide IDED with
copies if the agenda and minutes of such meetings and expressly agrees that a representative of IDEO has
a right to attend those portions of any and all such meetings where the Project, this Master Contract or the
Funding Agreements are discussed.
8.1 S Notice of Proceedinas. The Business shall promptly notify IDEO of the initiation of any
claims, lawsuits, bankruptcy proceedings or other proceedings brought against the Business which would
adversely impact the ProJect.
8.16 Accountin\! Records. The Business is required to maintain its books, records and all other
evidence pertaining to this Master Contract and it Funding Agreements in accordance with generally
accepted accounting principles and such other procedures specified by IDED. These records shall be
available to IDEO, its internal or external auditors, the Auditor of the State ofIowa, the Attorney General
of the State ofIowa and the Iowa Division of Criminal Investigations at all times during the Master
Contract's and the Funding Agreements' duration and any extensions thereof, and for three (3) full years
from the Agreement Expiration Date.
8.17 Restrictions. The Business shall not, without prior written disclosure to IDEO and prior
written consent of IDEO, which shall not be unreasonably withheld, directly or indirectly:
Ca) Assign, waive or transfer any of Business's rights, powers, duties or obligations under this
Master Contract or the Funding Agreements.
(b) Sell, transfer, convey, assign, encumber or otherwise dispose of any of the Secured Property
or the Project.
(c) Place or permit any restrictions, covenants or any similar limitations on the Secured Property
or the Project.
(d) Remove from the Project site or the State all or substantially all of the Secured Property.
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(e) Create, incur or permit to exist any Lien of any kind on the Secured Property.
8.18 No Chan2es in Business Oncrations. The Business shall not materially change the Project
or the nature of the Business and activities being conducted, or proposed to be conducted by Business, as
described in the Business's approved application for funding, Exhibit A oflhis Master Contract, unless
approved in writing by IDEO prior to the change.
8.19 Indemnification. The Business shall indemnify, defend and hold harmless the IDEO, the
State of Iowa, its departments, divisions, agencies, sections, commissions, officers, employees and agents
from and against all10sses, liabilities, penalties. fines, damages and claims (including taxes), and all
related costs and expenses (including reasonable attorneys' fees and disbursements and costs of
investigation, litigation, settlement, judgments, interest and penalties), arising from or in connection with
any of the following:
a) Any claim, demand, action, citation or legal proceeding arising out of or resulting from the
Project;
b) Any claim, demand, action, citation or legal proceeding arising out of or resulting from a breach
by the Business of any representation or warranty made by the Business in this Master Contract
or the Funding Agreements;
c) Any claim, demand, action, citation or legal proceeding arising out of or related to occurrences
that the Business is required to insure against as provided for in this Master Contract or the
Funding Agreements; and
d) Any claim. demand, action, citation or legal proceeding which results from an act or omission of
the Business or any of their agents in its or their capacity as an employer of a person.
ARTICLE 9
EVENTS OF DEFAULT AND REMEDIES
9.1 Events of Default. Anyone or more ofthe following shall constitute an "Event of Default"
hereunder:
(a) NonDllVment In the event of a missed payment under a Loan or in the event a Forgivable Loan
is not forgiven and all or a portion of the Forgivable Loan must be repaid by the Business, a default in the
payment when due (whether by lapse of time, acceleration or otherwise) of any principal on the
Promissory Note(s), or default in payment for more than ten (10) Business Days of the due date thereof of
any interest on the Promissory Note(s) or any fee or other obligation payable by the Business shall be an
Event of Default; or
(b) NoncomTlliance with Covenants. Default in the observance or performance of any covenant set
forth in Article 8. for more than five (5) Business Days; or
(c) NoncomTlliance with Security Documents. Default in the observance or performance of any
term of any Security Documents beyond any applicable grace period set forth therein; or
(d) Noncomoliance with Master Contract. Default in the observance or performance of any other
provision of this Master Contract; or
(e) Noncomnliance with Fundinf! Af!reements: Cross-Default. Default in the observance or
performance of any other provision of any of the Funding Agreements, including Events ofpefault
identified in any of the Funding Agreements; IDED may elect to declare the Business in default of this
Master Contract and any or all of the Funding Agreements if there is a default under anyone of the
Funding Agreements; or
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(I) Matorial Misreoresentalion. Any representation or warranty made by the Business in this
Master Contract or the Funding Agreements or in any statement or certificate furnished by it pursuant to
this Mastel Contract or the Funding Agreements, or made in its Financial Assistance Application, or in
connection with any ofthe above, proves untrue in any material respect as of the date of the issuance or
making thereof; or
(g) Lien Deficiencies. Any of the Security Documents shall for any reason fail to create a valid
and perfected priority Lien in favor of the IDED in any Secured Property pledged by Business; or
(h) Judgment Over $100.000. Any judgment or judgments, writ or writs or warrant or warrants of
attaclunent, or any similar process or processes in an aggregate amount in excess of $100,000 shall be
entered or filed against the Business or against any of its property and remains unvacated, unhonded or
unstayed for a period of 30 days; or
0) Adverse Change in Financial Condition. Any change shall occur in the financial condition of
the Business which would have a material adverse effect on the ability of the Business to perform under
this Master Contract or the Funding Agreements; or
(i) Bankruotcv or Similar Proceedings Initiated. Either the Business shall (1) have entered
involuntarily against it an order for relief under the United States Bankruptcy Code, as amended, (2) not
pay, or admit in writing its inability to pay, its debts generally as they become due, (3) make an
assignment for the benefit of creditors, (4) apply for, seek, consent to, or acquiesce in, the appointment of
a receiver, custodian, trustee, examiner, liquidator or similar official for it or any substantial part of Its
Property, (5) institute any proceeding seeking to have entered against it an order for relief under the
United States Bankruptcy Code as amended, to adjudicate it insolvent, or seeking dissolution, winding up,
liquidation, reorganization, arrangement, adjustment or composition of it or its debts under any law
relating to bankruptcy, insolvency or reorganization or relief of debtors or fail to file an answer or other
pleading denying the material allegations of any such proeeeding filed against it, or (6) fail to contest in
good faith any appointments or proceeding described in Article 9.J(k) below; or
(k)Aooointment of Officials. A custodian, receiver, trustee, examiner, liquidator or similar
official shall be appointed for either the Business or any substantial part of any of its respective property,
or a proceeding described in Article 9.1 G) shall be instituted against either the Business and such
appointment continues undischarged or such proceeding continues undismissed or unstayed for a period
of sixty (60) days; or
(I) Insecurity. IDED shall in good faith deem itself insecure and reasonably believes, after
consideration of all the facts and circumstances then existing, that the prospect of payment and
satisfaction of the obligations under this Master Contract and/or the Funding Agreements, or the
performance of or observance of the covenants in this Master Contract and/or the Funding Agreements, is
or will be materially impaired.
(m) Failure to Submit ReQuired Reoorts. The Business fails to submit complete reports by the
required due dates as outlined in Article 8.7.
(n) Lavoffs. Relocation. or Closure. The Business experiences a substantial layoff, relocates a
substantial portion of its business or its offices outside of Iowa, or closes its operations during the term of
this Contract.
9.2 Default Remedies. When an Event of Default has occurred and is continuing, the IDED
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may, by written notice to the Business:
(a) tenninate this Master Contract, thc Funding Agreements and a1l of the obligations of IDED
under this Master Contract and the Funding Agreements on the date stated in such notice, and
(b) declare the principal and any accrued interest on the outstanding Promissory Notes to be
forthwith due and payable, including both principal and interest and all fees, charges and other amounts
payable under this Master Contract and the Funding Agreements, sha1l be and become immediately due
and payable without further demand, presentment, protest or notice of any kind.
9.3 Default Interest Rate. Ifan Event of Default occurs and remains uncured, a default rate of
6% shall apply to repayment of amounts due under this Master Contract and the Funding Agreements.
The default interest rate shall accrue from the fIrst date Award funds are disbursed.
9.4 EX1lenses. The Business agrees to pay to the IDEO all expenses reasonably incurred or paid
by IDED including reasonable attorneys' fees and court costs, in connection with any Default or Event of
Default by the Business or in connection with the enforcement of any of the terms of this Master Contract
and the Funding Agreements.
9.5 Notice of Default and Onportunitv to Cure. If IDED has reasonable cause to believe that
and Event of Default has occurred under this Master Contract andlor the Funding Agreements. IDED
shall issue a written Notice of Default to the Business, setting forth the nature of the alleged default in
reasonable specificity, and providing therein a reasonable period time, which shall not be fewer than
thirty (30) days from the date of the Notice of Default, in which the Business sha1l have an opportunity to
cure, provided that cure is possible and feasible.
ARTICLE 10
MISCELLANEOUS.
10.1 Timelv Performance. The parties agree that the dates and time periods specified in this
Master Contract and the Funding Agreements, including the timelines established for the Project and
more fu1ly described in Exhibit C, are of the essence to the satisfactory performance of this Master
ContTact and the Funding Agreements.
10.2 State of Iowa Recoenition. The Project shall permanently recognize. in a manner
acceptable to IDEO, the financial contribution to the Project made by the State of Iowa. For example, a
sign or plaque acknowledging that the Project was funded in part by an Award from the State ofIowa,
Iowa Department of Economic Development.
10.3 Choice of Law and Forum.
(a) In the event any proceeding of a quasi-judicial or judicial nature is commenced in connection
with this Master Contract or the Funding Agreements, the proceeding shall be brought in Des Moines,
Iowa, in Polk County District Court for the State ofIowa, if such court has jurisdiction. If however, such
court lacks jurisdiction andjurismction lies only in a United States District Court, the matter shall be
commenced in the United States District Court for the Southern District ofIowa, Central Division.
(b) This provision shall not be construed as waiving any immunity to suit or liability, in state or
federal court, which may be available to the IDEO, the State of Iowa or its members, officers, employees
or agents.
10.4 Governinl! Law. This Master Contract and the Funding Agreements and the rights and
duties of the parties hereto shall be governed by, and construed in accordance with the internal laws of the
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State of Iowa without regard to principles of conflicts of laws.
10.S Master ContractJFundin~ Al!Teement Amendments. Neither this Master Contract nor any
documents incorporated by reference in e<mnection with this Master Contract, including the Funding
Agreements, may be changed, waived, discharged or terminated orally, but only as provided below:
(a) Writing required. The Master Contract and the Funding Agreements may only be amended if
done so in writing and signed by the Business and IDED; and for those Funding Agreements in which the
Community is a signatory, by the Community, the Business and IDED. Examples of situations requiring
an amendment include, but are not limited to, time extensions, budget revisions, and significant
alterations of existing activities or beneficiaries. No amendment will be valid until approved in writing by
IDEO.
(b) lDED review. IDEO will consider whether an amendment request is so substantial as to
necessitate reevaluating the IDEO's or IDED Board's original funding decision. An amendment may be
denied by IDEO if it substantially alters the circumstances under which the Project funding was originally
approved.
] 0.6 Notices. Except as otherwise specified herein, all notices hereunder shall be in writing
(including, without limitation by fax) and shall be given to the relevant party at its address, e-mail
address, or fax number set forth below, or such other address, e-mail address, or fax number as such party
may hereafter specify by notice to the other given by United States mail, by fax or by other
telecommunication device capable of creating a written record of such notice and its receipt. Notices
hereunder shall be addressed:
To the Business:
Kunkel, Bounds & Associates,lnc,
Timothy J. Kunkel, President
203 High Street
Mineral Point, Wisconsin 53565-1285
E-mai):
Telephone:
Facsimile:
tim.kunkel@kunkel-bounds.com
608.987.1155
608.987.2310
To the IDEO at:
Iowa Department of Economic Development
Business Services
200 East Grand Avenue
Des Moines, Iowa 50309
Attention: Julie Malone, Business Services Project Manager
E-mail: julie.malone@iowalifechanging.com
Telephone: 515.242.4872
Facsimile: 515.242.4832
Each such notice, request or other communication shall be effective (i) if given by facsimile, when such
facsimile is transmitted to the facsimile number specified in this Article and a confinnation of such
facsimile has been received by the sender, (ii) if given bye-mail, when such e-mail is transmitted to the e-
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mail address specified in this Article and a confmnation of such e-mail has been received by the sender,
(iii) if given by mail, five (5) days after such communication is deposited in the mail, certificd or
registered with return receipt requested, addressed as aforesaid or (iv) if given by any other means, when
delivered at the addresses specified in this Article.
10.7 Headinl!S. Article headings used in this Master Contract and the Funding Agreements are
for convenience of reference only and are not a part of this Master Contract or the Funding Agreements
for any other purpose.
10.8 Final Authoritv. The IDEO shall have the authority to reasonably assess whether the
Business has complied with the terms of this Master Contract and the Funding Agreements. Any IDEO
determinations with respect to compliance with the provisions of this Master Contract and the Funding
Agreements shall be deemed to be final determinations pursuant to Section 17 A of the Code ofIowa
(2005).
10.9 Waivers. No waiver by IDEO of any default hereunder shall operate as a waiver of any
other default or of the same default on any future occasion. No delay on the part of the IDEO in
exercising any right or remedy hereunder or under the Funding Agreements shall operate as a waiver
thereof No single or partial exercise of any right or remedy by IDEO shall preclude future exercise
thereof or the exercise of any other right or remedy.
10.10 Countemarts. This Master Contract may be executed in any number of counterparts, each
of which shall be deemed to be an original, but all of which together shall constitute but one and the same
instrument.
10.11 Survival of Reoresentations. All reptesentations and warranties made herein or in any other
Master ContractlFunding Agreement document or in certificates given pursuant hereto or thereto shall
survive the execution and delivery of this Master Contract and the Funding Agreements and the other
Master ContractlFunding Agreement documents and shall continue in full force and effect with respect to
the date as of which they were made until all of BUSiness's obligations or liabilities under this Maater
Contract and the Funding Agreements have been satisfied.
10.12 Severability of Provisions. Any provision of this Master Contract or the Funding
Agreements, which is unenforceable in any jurisdiction, shall, as to such jurisdiction, be ineffective to the
extent of such unenforceability without invalidating the remaining provisions hereof or affecting the
validity or enforceability of such provision in any other jurisdiction. All rights, remedies and powers
provided in this Master Contract and .or the Funding Agreements or any other Master Contract document
may be exercised only to the extent that the exercise thereof does not violate any applicable mandatory
provisions of law, and all the provisions of this Master Contract and the Funding Agreements and any
other Master Contract document are intended to be subject to all applicable mandatory provisions of law
which may be controlling and to be limited to the extent necessary so that they will not render this Master
Contract or the Funding Agreements or any other Master Contract document invalid or unenforceable.
10.13 Successors and Assil!lls. This Master Contract and the Funding Agreements sbaH be
binding upon the Business and its respective successors and assigns, and shall inure to the benefit of the
IDEO and the benefit oftheir respective successors and assigns. The Business may not assign its rights
hereunder or under any of the Funding Agreements without the written consent ofthe IDEO, which
consent will not be unreasonably withheld.
10.14 Termination. This Master Contract and any of the Funding Agreements can be tenninated
upon mutual, written agreement of the Business and IDEO and, for amendments to Funding Agreements
Contract # P0603M00866
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to which the Commumty is a signatory, the Community.
10, I S Inte2l"ation. This Master Contract and the Funding Agreements contains the entire
understanding between the Business and IDED relating to the Project and any representations that may
have been made before or after the signing of this Master Contract and the Funding Agreements, which
are not contained herein, are nonbinding, void and of no effect. None of the Parties have relied on any
such prior representation in entering into this Master Contract and its Funding Agreement.
IN WITNESS WHEREOF in consideration of the mUTual covenants set forth above and for other
good and valuable consideration, the receipt, adequacy and legal sufficiency of which are hereby
acknowledged, the parties have entered into this Master Contract and have caused their duly authorized
representatives to execute this Master Contract, effective as of the latest date stated below (the "Contract
Effective Date").
FOR THE lOW A DEPARTMENT OF ECONOMIC DEVELOPMENT:
BY;
Mary Lawyer, Director
Date
FOR THE BUSINESS:
BY;
SignaTure
Typed Name and Title
Date
Contrad II P0603MOO666
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MMNr jJfJdat.d 9I3CVD5
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Exhibit A -
Exhibit B -
Exhibit C -
Exhibit D -
Contract # P0603M00866
TO: 15635891733
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LIST OF EXHIBITS
Business's Financial Assistance Application (on file with IDEO),
Application # 06-CEBA-037 and 06-HQJC-038
Funding Agreements
B l-CEBA Funding Agreement
BS- HQJCP Funding Agreement
Description ofthe Project and Award Budget
Job Obligations
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EXHIBIT B-1
I CEBA FUNDING AGREEMENT I
BUSINESS:
COMMUNITY:
Kunkel. Bounds & Associates. Inc,
Cny of Dubuque
MASTER CONTRACT NUMBER:
FUNDING AGREEMENT NUMBER:
AWARD TYPE:
AMOUNT:
# P0603M00866
# 06-CEBAIVFGF-037
Loan/Foraivable Loan
$ 75.000
THIS CEBA FUNDING AGREEMENT is made by and among the IOWA DEPARTMENT
OF ECONOMIC DEVELOPMENT. 200 East Grand Avenue, Des Moines, Iowa 50309 ("IDEO"),
the business identified above ("Business"), and the community identified above, ("Community"),
effective as of the Contract Effective Date stated in the Master Contract identified above.
WHEREAS. the Business has executed the Master Contract described above with the
IDEO pursuant to an Award on the Award Date stated in the Master Contract to the Business for
the Project; and
WHEREAS, the Master Contract specifies that for each program funding source the
IDEO and the Business shall enter into a Funding Agreement; and
WHEREAS, the Iowa Code provisions applicable to the CEBA Program require the
Community to submit an application on behalf of the Business in order to apply for and receive
CeBA funds; and
WHEREAS. this CEBA Funding Agreement contains additional terms and conditions for
the award of CeBA funds and
NOW, THEREFORE. the Business and Community accept the terms and conditions set
forth in this Funding Agreement and the Master Contract for the funding of the Project. In
consideration of the mutual promises contained in the Master Contract and this CEBA Funding
Agreement and other good and valuable consideration, it is agreed as follows:
1.0 Master Contract. Unless otherwise specified in this CEBA Funding Agreement, the
definitions, terms. conditions, and provisions contained in the Master Contract are applicable to
this CEBA Funding Agreement.
2.0 Definitions. As used in this CEBA Funding Agreement, the following terms shall apply:
2.1 Aareement Exairation Date. Expiration of this CEBA Funding Agreement occurs
upon the happening of one of the following events, whichever occurs first:
(a) IDEO's determination that the Business and Community have fully met the
requirements of this CeSA Funding Agreement, including repayment of all amounts
due hereunder, and IDEO closes out this CESA Funding Agreement.
(b) An Event of Default occurs that is not remedied within the time period allowed
under the Master Contract.
(c) If no disbursement of CeBA funds has occurred within twenty-four (24) months
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of the Award Date (as defined in the Master Contract).
(d) This CEBA Funding Agreement is terminated upon mutual. written agreement of
the Business, the Community and IDEO.
2.2 CEBA. "CEBA" means the Community Economic Betterment Program (established
in Iowa Code sections 15.315-15.325). The source of fUnding for this CEBA Funding Agreement
is an appropriation by the State legislature to IDEO.
2.3 CEBA Award. .CEBA Award" means the financial assistance provided to the
Business in the form of a Loan and/or Forgivable Loan, as more fully defined in Articles 3 and 4
of this CeBA Funding Agreement.
3.0 Terms of CEBA Award - Loan. CEBA funds have been awarded to the Community on
behalf of the Business to assist the Business with the PrOject. The terms of the Loan are as
follows;
3.1 $37.500
3.2 60 months
3.3 0% interest rate
3.4 Promissory notes. The obligation of the Business and Community to repay the Loan
shall be evidenced by Promissory Notes executed by the Business and the Community.
3.5 No other conditions to disbursement
4.0 Terms of CEBA Award - Forgivable Loan. CEBA funds have been awarded to the
Community on behalf of the Business to assist the Business with the Project. The terms of the
Forgivable Loan are as follows:
4.1 $37,500
4.2 36 months
4.3 Terms of Foraiveness. IDEO will, in its sole discretion, determine if the Business
has satisfied the terms of this CEBA Funding Agreement, including fulfillment of the Job
Obligations by the Project Completion Date as shown in Master Contract Exhibit D. If IDEO
determines that the Business has satisfied said terms and has continued to satisfy said terms
through the Job Maintenance Period, then barring any other default, repayment of principal and
interest which would otherwise have accrued for the time period beginning with the Award Date
and ending with the Project Completion Date Shall be permanently waived. If IDEO does not
waive repayment, the Forgivable Loan shall be repaid as described in Article 11.2(b) of this
CEBA Funding Agreement.
4.4 Promissory notes. The obligation of the Business and Community to repay the
Forgivable Loan shall be evidenced by a Promissory Notes executed by the Business and
Community.
4.5 No other conditions to disbursement
Master COntract # P0604M00927
Funding Agreement # 06.CEBAIVFGF-036
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5.0 Maximum CEBA funds available for Project. It is expressly understood and agreed that
the maximum amounts to be paid to the Business by IDEO for this CEBA Funding Agreement
shall not exceed the amount stated on page one of this CEBA Funding Agreement.
6.0 Business' Job Obligations. The Business' Job Obligations are as described in Master
Contract Exhibit D.
7.0 Conditions to Disbursement. In addition to the conditions to disbursement described in
the Master Contract, the Business shall meet the following conditions before IDEO will release
CEBA funds:
7.1 Consultation with Iowa Workforce DeveloDment. The Business shall have provided
documentation to the IDEO that it has consulted with the area Iowa Workforce Development
(IWD) office to discuss employment services available. In addition, the Business must provide
to IWD agencies a list of positions to be created including job descriptions and qualifications.
8.0 Affirmative Covenants of Community. The Community covenants with IDEO that:
8.1 Proiect Work and Services. The Community shall perform work and services
detailed in the Business's CEBA application by the Project Completion Date.
8.2 fi!l!!g. Unless otherwise agreed. IDEO shall file the Security Documents required
under this CEBA Funding Agreement. The Community shall, If requested by IDEO, file in a
proper and timely manner any and all Security Documents required in connection with the
CEBA Award, naming the IDEO as co-security holder and promptly providing the IDEO with
date-stamped copies of said Security Documents. The Community shall, at the IDEO's request,
obtain and provide to the IDEO lien searches or attorney's title opinions.
8.3 Indemnification. The Community shall indemnify and hold harmless the IDEO. its
officers and employees to the extent allowed under the Iowa Constitution and Iowa Code on the
same basis as the Business Is obligated to indemnify the IDEO under the Master Contract.
8.4 Reouests for CEBA Award Funds. The Community shall review the Business'
requests for CEBA Award funds to ensure that the requests are in compliance with the IDEO's
requiSition procedures and shall execute and forward the requests to the IDEO for processing.
8.5 Unused CEBA Award Proceeds. The Community shall return all unused CEBA
Award proceeds. including accrued interest, to the IDEO within thirty (30) days after the Project
Completion Date.
8.6 Notice of Meetinos. The Community shall notify the IDEO at least two (2) days in
advance of all public or closed meetings at which the subject matter of this CeBA Award andlor
the Project is proposed to be discussed. The Community shall provide the IDEO with copies of
the agenda and minutes of such meetings and expressly agrees that a representative of the
IDED has the right to attend any such meetings for the purposes of the discussion of the Project
andlor the CEBA Award.
8.7 Notice to IDEO. In the event the Community becomes aware of any material
alteration in the Project, initiation of any investigation or proceeding involving the Project or
Master Contract # P0604M00927
Funding Agreement # 06-CEBAIVFGF.Q36
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CEBA Award, change in the Business' ownership, structure or operation, or any other similar
occurrence, the Community shall promptly notify the IDEO.
8.8 ResponSibilitv Upon Default. If the Business fails to perform under the terms of the
Master Contract andlor this CEBA Funding Agreement and the IDEO declares the Business in
default, the IDEO shall take the lead on recovery of CeBA Award proceeds, as well as
penalties, interest, costs and foreclosure on collateral, provided the Community assigns its
security interest and CEBA contract documents to IDEO for collection purposes.
9.0 Negative Covenants of Community. The Community shall not, without written consent
of IDEO:
(a) Acceptance of CEBA Award Repavments. Accept any CEBA Award repayments
and/or settlements on Community funds considered local effort for this CEM Funding
Agreement.
(b) Asslanment. Assign its rights and responsibilities under this CEBA Funding
Agreement.
(c) Alter Financial Commitments. Alter, accelerate or otherwise change the terms of the
Community's financial commitment to the Business for this CEBA Funding Agreement.
(d) Administration. Discontinue administration or loan servicing activities under this
CEBA Funding Agreement.
10.0 Community LIability.
10.1 Good Faith Enforcement. The Community's liability under this CEBA Funding
Agreement is limited to those amounts which the Community recovers from the Business in
unused CeBA Award proceedS, enforcement of judgments against the Business and through its
good faith enforcement of the Security Documents executed by the Business. Nothing In this
paragraph shall limit the recovery of principal and interest by IDEO in the event of Community's
fraud, negligence, or gross mismanagement in the application for, or use of. sums provided
under this CEBA Funding Agreement.
11.0 Default; Remedies upon Default.
11.1 The terms of the Master Contract regarding Events of Default and Remedies
govern this CEBA Funding Agreement. The following are additional Events of Default for this
CeBA Funding Agreement:
No other specific default events
11.2 The fOllowing are Default Remedies available to IDEO in addition to those specified
in the Master Contract:
(a) Reoavment of Loan - Failure to Meet Job Obliaations. If the Business meets less
than 100% of its Job Obligations, the IDEO may require full repayment of the Loan, as permitted
under the Master Contract. IDEO may also elect to allow repayment on a pro rata basis as
described below:
If the Business received a Loan at a rate below 6% (the annual interest rata for default
set by the IDeO Board), the unpaid principal amount of the Loan may be prorated
between the percentage of FTE Jobs created/retained and the percentage of the
Master Contract # P0604M00927
Funding Agreement # 06-CEBAIVFGF-Q36
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shortfall.
The shortfall principal portion may be amortized over the remaining term of the Loan,
beginning at the Project Completion Date, at a default rate of 6% (the annual Interest
rate set by the IDEO Board). Interest will be charged beginning from the date Loan
proceeds were disbursed to the Community for the Business; interest accrued from this
date will be due immediately. The pro rata portion of the Loan associated with the
percentage of FTE Jobs created will be amortized at the original Loan rate and term.
(b) ReC8vment of Foraivable Loan - Failure to Meet Job Oblioations. If the Business
has fulfilled 50% or more of its Job Obligations, a pro rata percentage will be forgiven for each
new FTE job created/retained at the time the repayment amount is calculated (e.g. at the
Project Completion Date or the date an Event of Default occurred) Any balance (shortfall) will
be amortized over a two (2) year period (beginning at the at the time the repayment amount is
calculated (e.g. at the Project Completion Date or the date an Event of Default occurred) at six
(6%) percent interest per annum with equal monthly payments, and, interest will be charged at
six (6%) percent per annum from the date of the first CEBA disbursement on the shortfall
amount with that amount accrued as of the Project Completion Date being due and payable
immediately.
(c) Reoavment Time Allowed. If the IDEO has allowed repayment of the
Forgivable Loan on a pro rata basis as described in paragraph "b" above, that amount is
immediately due and payable. If the Business has a current Loan balance, the amount owed on
the Forgivable Loan may be combined with the amount owed on the Loan to reflect a single
monthly payment. This combined loan shall be repaid over the time period remaining
(d) Examole. CEBA Funding Agreement Exhibit B is an example of how these
repayment calculations will be applied.
12.0 Incorporated documents. The following documents are hereby incorporated by this
reference:
1. The Master Contract and its Exhibits.
2. CEBA Promissory Notes: CEBA Funding Agreement exhibit A1 - Community, and
CEBA Funding Agreement Exhibit A2 - Business.
3. CEBA Funding Agreement Exhibit B - EKarnple: Business Job Shortfall Calculation.
Master Contract # P0604M00927
Funding Agreement # OB-CEBAIVFGF-Q36
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IN WITNESS WHEREOF, the parties have executed this CeBA Funding Agreement:
BUSINESS:
BY:
Signature
Typed Name and Title
Date
IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT:
BY:
Mary Lawyer, Director
Date
COMMUNITY:
BY:
Signature
Typed Name and Title
Date
Master Contract # P0604M00927
Funding Agreement # 06-CEBAIVFGF.036
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CEBA Funding Agreement Exhibit A1- Community's Promissory Note (ForClivable Loan)
PROMISSORY NOTE
FOR VALUE RECEIVED, the undersigned promises, in the event
this Forgivable Loan is not forgiven, to pay to the order of the IOWA DEPARTMENT
OF ECONOMIC DEVELOPMENT, at its office at 200 East Grand, Des Moines, Iowa
50309, the sum of THIRTY SEVEN THOUSAND FIVE HUNDRED DOLLARS
($37,500) with interest at a rate of 0% unless an Event of Default occurs. in which case
interest shall be at the default rate set forth in Contract number P0603M00866
("Contract"). The terms and conditions by which forgiveness of this Loan may occur are
as specified in the Contract.
Interest shall first be deducted from the payment and any balance shall be applied on
principal. Upon default in payment of any interest, or any installment of principal, the
whole amount then unpaid shall become immediately due and payable at the option of the
holder.
The undersigned, in case of suit on this note, agrees to pay on demand all costs of
collection, maintenance of collateral, legal expenses, and attorneys' fees incurred or paid
by the holder in collecting and/or enforcing this Note on default.
This note shall be secured by the Security specified in the Contract.
Makers, endorsers and sureties waive demand of payment, notice of non-payment, protest
and notice. Sureties, endorsers and guarantors agree to all of the provisions of this note,
and consent that the time or times ofpayrnent of all or any part hereof may be extended
after maturity, from time to time, without notice.
ADDRESS:
City Hall
50 West 13th Street
Dubuque Iowa. 52001
City of Dubuque
BY:
Roger Buol, Mayor
ATTEST:
(Signature)
Date
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CEBA Funding Agreement ExhibitA1- Community's Promissory Note (Loan)
PROMISSORY NOTE
FOR VALUE RECEIVED, the undersigned promises to pay to the order
of the IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT, at its office at
200 East Grand, Des Moines, Iowa 50309, the sum ofTffiRTY SEVEN THOUSAND
FIVE HUNDRED DOLLARS ($ 37,500) with interest thereon at ZERO PERCENT
(0%) to be paid as follows:
60 monthly payments ofS625.00 beginning on the first day of the fourth month
from the date Award funds are disbursed. Final payment may vary depending upon dates
payments are received.
Interest shan first be deducted from the payment and any balance shall be applied on
principal.
Upon default in payment of any interest, or any installment of principal, the whole
amount then unpaid shall become immediately due and payable at the option of the
holder.
The undersigned, in case ofswt on this note, agrees to pay on demand all costs of
collection, maintenance of collateral, legal expenses, and attorneys' fees incurred or paid
by the holder in collecting and/or enforcing this Note on default.
This note shall be secured by the Security specified in the Contract.
Makers, endorsers and sureties waive demand of payment, notice of non-payment, protest
and notice. Sureties, endorsers and guarantors agree to all of the provisions of this note,
and consent that the time or times of payment of all or any part hereof may be extended
after maturity, from time to time, without notice.
ADDRESS:
City Hall
50 West 13th Street
Dubuque Iowa, 52001
City of Dubuque
BY:
Roger Buol, Mayor
ATfEST:
(Signature)
Date
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CEBA Funding Agreement Exhibit A2- Business's Promissory Note (Forcivable Loan)
PROMISSORY NOTE
FOR V ALlIE RECEIVED, the undersigned promises, in the event
this Forgivable Loan is not forgiven, to pay to the order ofthe IOWA DEPARTMENT
OF ECONOMIC DEVELOPMENT, at its office at 200 East Grand, Des Moines, Iowa
50309, the sum ofTHmTY SEVEN THOUSAND FIVE HUNDRED DOLLARS
(537,500) with interest at a rate of 0% unless an Event of Defaul.t occurs, in which case
interest shall be at the default rate set forth in Contract number P0603M00866
("Contract"). The terms and conditions by which forgiveness of this Loan may occur are
as specified in the Contract.
Interest shall first be deducted from the payment and any balance shall be applied on
principaL Upon default in payment of any interest, or any installment of principal, the
whole amount then unpaid shall become immediately due and payable at the option of the
holder.
The undersigned, in case of suit on this note, agrees to pay on demand all costs of
collection, maintenance of collateral, legal expenses, and attorneys' fees incurred or paid
by the holder in collecting andlor enforcing this Note on default.
This note shall be secured by the Security specified in the Contract.
Makers, endorsers and sureties waive demand of payment, notice of non-payment, protest
and notice. Sureties, endorsers and guarantors agree to aU of the provisions of this note,
and consent that the time or times of payment of all or any part hereof may be extended
after maturity, from time to time, without notice.
Kunkel, Bounds & Associates, Ine.
By:
Print or Type Name, Title
Address:
203 High Street
Mineral Point, WI 53565
Date
.,.'
'..
IIIIIIIIII~IIIIIIIIIIIIIIIIIIIIIIIIIIIIII~IIIIIIIIIIIIIIII11111111111111111111
Doc ID: 005469600003 Type: GEN
Recorded: 08/07/2006 at 03:56:02 PM
Fee Amt: $22.00 Page 1 of 3
Revenue Tax: $0.00
Dubuque County Iowa
Kathy Flvnn Thurlow Recorder
me2006-00012075
Prepared by: Barry A. Lindahl 300 Main Street ,Suite 330, Dubuque IA 52001 563583-4113
Return to: Barry A. Lindahl 300 Main Street ,Suite 330, Dubuque IA 52001 563583-4113
Tax Statement to:
Kunkel Bounds & Associates, Inc.
401 Data Court
Dubuque IA 52001
SPECIAL WARRANTY DEED
KNOW ALL MEN BY THESE PRESENTS: that the City of Dubuque, Iowa,
a municipal corporation of the State of Iowa (Grantor), in consideration of the
Grantee named below undertaking the obligations of the Developer under the
Development Agreement described below and the sum of Four Hundred One
Thousand, One Hundred Thirty-Five and no/100 Dollars ($401,135.00) in hand
paid, and other good and valuable consideration, and pursuant to the authority of
Chapter 403, Code of Iowa, does hereby GRANT, SELL AND CONVEY unto
Kunkel Bounds & Associates, Inc., a Wisconsin corporation (Grantee), the
following described parcel(s) situated in the County of Dubuque, State of Iowa, to
wit (the Property):
Lot 6 of Block 2 of Dubuque Technology Park in the City of Dubuque,
Iowa, according to the recorded plat thereof, subject to easements of
record
This Deed is exempt from transfer tax pursuant to Iowa Code section
428A.2(6).
This Deed is given pursuant to the authority of Resolution No. 257-06 of
the City Council of the City of Dubuque adopted the 19th day of June, 2006, the
terms and conditions thereof, if any, having been fulfilled.
This Deed is being delivered in fulfillment of Grantor's obligations under
and is subject to all the terms, provisions, covenants, conditions and restrictions
contained in that certain Development Agreement executed by Grantor and
Grantee herein, dated the 19th day of June, 2006 (the Agreement), a
memorandum of which was recorded on the -Y- day of' , 2~, in
the records of the Recorder of Dubuque County, Iowa, ument Number
,J"cOfc -/~07'/.
\
" J iC)
l
;....-,
REAL ESTATE TRANSFER - GROUNDWATER HAZARD STATEMENT
Please read the filing instructions on the reverse side BEFORE completing this form.
PART I _ TO BE COMPLETED BY TRANSFEROR
TRANSFEROR Name City of Dubuque, Iowa
Address 50 West 13th Street Dubuque Iowa 52001
Number and Street or RR City, lownor t'.O
Slate
z"
TRANSFEREE Name Kunkel Bounds & Associates, Inc.
Address 203 Hi1,h Street
Numberan StreetorRR
Mineral Point WI
53565
C,ty, IownorP,O.
State
ZIp
Address of Property Transferred 401 Data Court Dubuque lA 52002
Number and Street orRR City,Town,orP,O.
State
Zip
Legal Description of Property Lot 6 Block 2 Dubuque Technology Park in the City of Dubuque, Iowa, according to the recorded
plat thereof
1. Wells (check one)
~ There are no known wells situated on this property.
o There is a well or wells situated on this property. The type(s), location(s) and legal status are stated below.
2. Solid Waste Disposal (check one)
~ There is no known solid waste disposal site on this property.
o There is a solid waste disposal site on this property, but no notice has been received from the Department of Natural Resources that the
site is deemed to be potentially hazardous.
[j There is a solid waste disposal site on this property which has been deemed to be potentially hazardous by the Department of Natural
Resources. The location(s) of the site(s) is stated below.
3. Hazardous Wastes (check one)
~ There is no known. hazardous waste on this property.
o There is hazardous waste on this property and it is being managed in accordance with Department of Natural Resources rules.
4. Underground Storage Tanks (check one)
IX There are no known underground storage tanks on this property. (Note exclusions such as small fann and residential motor fuel tanks,
most heating oil tanks, cisterns and septic tanks, in instructions.)
o There is an underground storage tank on this property. The type(s). size(s) and any known substance(s) contained are described below.
5. Private Burial Site (check one)
~ There are no known private burial sites on this property.
o There is a private burial site on this property. The location(s) of the site(s) is stated below. The known identifying information of the
decedent is stated below.
Information, if any, required by statements checked above:
I HEREBY DECLARE
Ifso,nurnberofpages
Signature:
AT THE INFORMA nON CONTAINED IN PART 1 OF THIS STATEMENT IS TRUE AND CORRECT.
Telephone Number: '6l g 'E)(S S - '-( ( f.3
_______________________________________.p.________~---____________.._____________.______.~_______.______~___---~--------------.---------~------------------------------
PART II - TO BE COMPLETED BY RECORDER
Date ofInstrumen! ~. ~. 0 (/:> Book/l.D. 0 0 Page/l.D. / d, 0 7 ")
.
Date nfRecording g l. c) fo ~ownShiP Dv\ f,) ~ iZ-
Deed'lt Contract D County 1'1,^ IfJ:, lA.. ~ ~
--.---A-~-----------------------.--------.--------..-----------------~-------~-------~~-------------------------b------------------------------.~------p----------
DNR form (November 02) FILE WITH RECORDER 542-0960
INSTRUCTIONS FOR COMPLETING GROUNDWATER HAZARD STATEMENT
The transferor of real property is required to complete Part I of this form.
The purpose of the statement is to satisfy legal requirements for filing
instruments of conveyance of real property with the county recorder
(Iowa Code Section 558.69). The Department of Natural Resources does
not approve or disapprove of property transfers based on these statements.
The statement must be signed by one of the persons transferring the
property interest or that person's agent. An agent signing this form
represents the information from transferor to be correct.
For the most part the information requested is clear (name, address, etc.).
One statement under each of the numbered items (1, 2, 3, 4 and 5) must
be checked, and if one or more of the statements checked requires the
transferor to provide additional information, that infonnation is to be
provided in part L Relate the additional infonnation to the specific
category of facility (well, etc.) by numbering it with the corresponding
number (1, 2, 3, 4, 5). If additional space is needed, type or print it
legibly on a separate sheet or sheets, complete the statements at the end of
Part 1 and attach the additional infonnation to all copies of the fonn.
When describing the location of a facility on the property, be reasonably
precise, such as a specific distance and general direction from a landmark
or comer of the property. A professional survey is not necessary. The
following definitions are for use in completing the fonn.
1. Wells - A "well" is any excavation that is drilled, cored, bored,
augered, washed, driven, dug, jetted or otherwise constructed for
accessing groundwater or for diverting surface water into the ground,
including abandoned wells. "Well" does not include an open ditch or
drainage tiles which discharge to the surface.
If a well is an "abandoned well" or an "agricultural drainage well," this
must be identified and the status of the well with respect to Iowa Code
sections 455B.190 and 159.29, respectively, must be stated. An
"abandoned well" is a well no longer in use or in such state of disrepair
that continued use is unsafe or impracticable. Abandoned wells are to be
properly plugged in accordance with chapter 39 of the rules of the
Department of Natural Resources. (567 Iowa Administrative Code,
Chapter 39)
An "agricultural drainage well" is a well constructed for the purpose of
draining, or which drains, water from agricultural land to an aquifer
(underground), excluding drainage tile intakes which outlet to the surface.
Agricultural drainage wells are required to be registered with the
department by September 30,1988, and the owner of the well and of the
land drained by the well are to develop a plan proposing alternatives to
the use of the well by July 1, 1998 (See Iowa Code Section 159.29.)
2. Solid Waste - "Solid waste" means garbage, refuse, rubbish and other
similar discarded solid or semisolid material. It does not include dirt,
stone, brick, or similar inorganic material used for fill, as long as no other
solid waste is included. See 567..100.2(455B), Iowa Administrative
Code (LA.C.) for further definitions. A "disposal site" is any area on the
property on, in, or under which solid waste has been disposed, whether or
not the disposal is or was regulated by the department.
If the transferor or agent has not received notice from the Department of
Natural Resources that the disposal site has been deemed to be potentially
hazardous, there is no duty to inquire to the department.
"'Note The land application of sludges or soils resulting from the
remediation of underground storage tank releases accomplished in
compliance with Department of Natural Resources rules without a permit
is not required to be reported as the disposal of solid waste or hazardous
waste. (See Iowa Code Section 558.69)
DNR fonn (November 02)
3. Hazardous Wastes - "Hazardous waste" is defined in Iowa Code
section 455B.411, 567-141.2 (455B), lAC., and federal regulations
referenced therein. It is generally defined as waste that poses a threat to
human health or the environment. It includes wastes which are
ignitable, corrosive, toxic, explosive, violently reactive, or specifically
listed as hazardous in the Code of Federal Regulations (40 CFR 261).
EXCLUDED are household wastes, agricultural wastes returned to the
soil as fertilizers or soil conditioners, agricultural chemicals applied or
disposed of by a farmer in accordance with the manufacturer's
instructions, triple-rinsed agricultural chemical containers disposed of
by farmers (where the rinsate is used as makeup water in the tankmix
and applied at appropriate rates), and other specific materials. Persons
are legally required to be aware of hazardous waste laws.
4. Underground Storage Tanks - "Underground storage tank" means
one or a combination of tanks, including underground piping connected
to the tanks, used to contain an accumulation of regulated substances,
and the volume of which is 10 percent or more beneath the surface of
the ground. "Regulated substances" include petroleum products and
hazardous or toxic materials identified in 567--135.2(455B), LA,C.
Underground storage tank does not include:
a. Farm or residential tanks of 1,100 gallons or less capacity used for
storing motor fuel for noncommercial purposes. But See
455B.473(4))
b. Tanks used for storing heating oil for consumptive use on the
premises where stored.
c. Residential septic tanks.
d. Pipeline facilities regulated by state or federal law.
e. A surface impoundment, pit pond, or lagoon.
( A storm water or wastewater collection system.
g. A flow-through process tank.
h. A liquid trap or associated gathering lines directly related to oil or
gas production and gathering operations.
i. A tank in an underground area such as a basement or mine, if the
tank is on or above the surface of the floor.
j. Pipes connected to the above exclusions.
"Tank type" means the material of construction (steel, fiberglass
reinforced plastic [FRP], or other [specifY]), and any internal or external
protection such as a protective coating or wrapping, or cathodic
protection.
IdentifY the capacity in gallons and the substance stored in each tank.
S. Private Burial Sites - "Private Burial Site" means one or more
graves containing human remains. For each site the transferor shall state
the location of the site. For each decedent buried on the property the
transferor shall state all known identifying infonnation of that decedent
including name, date of death, and date of birth.
6. Filing - The original of this fonn must be presented to the county
recorder when the document to be recorded is filed. The Recorder shall
forward the original to the transferee when the recorded instrument is
returned. The recorder is not required to keep any copies.
543-0960
11I111111111111111111111111111111111111111111111111111111I1111111111111111111111
Ooc 10: 005469590005 Type: GEN
Recorded: 08/07/2006 at 03:54:39 PM
Fee Amt: $27.00 PaRe 1 of 5
DubuQue County Iowa
Kathv Flvnn Thurlow Recorder
F1le2006-00012074
Prepared by: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
Return to: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
MEMORANDUM OF DEVELOPMENT AGREEMENT
A Development Agreement by and among the City of Dubuque, Iowa, an Iowa
municipal corporation, of Dubuque, Iowa, and Kunkel Bounds and Associates,
Inc., with its principal place of business at Mineral Point, Wisconsin (Developer),
was made regarding the following described premises:
Lot 6 Block 2 Dubuque Technology Park in the City of Dubuque,
Iowa, according to the recorded plat thereof
The Development Agreement is dated for reference purposes the 19lh day
of June 2006, and contains covenants, conditions, and restrictions concerning
the sale and use of said premises.
This Memorandum of Development Agreement is recorded for the
purpose of constructive notice. In the event of any conflict between the
provisions of this Memorandum and the Development Agreement itself, executed
by the parties, the terms and provisions of the Development Agreement shall
prevail. A complete counterpart of the Development Agreement, together with
any amendments thereto, is in the possession of the City of Dubuque and may
be examined at its offices as above provided.
By:
____c-
By' -:7:
Jeanne F. Schneider, City Clerk
u
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KUNKEL BOUNDS & ASSOCIATES, INC.
By:
Timothy J.
STATE OF IOWA
DUBUQUE COUNTY
55:
On thiS~ay O~~lf ~ tL J f, 2G? &; before me, a Notary Public in and for the
State of Iowa, in and f r said county, personally appeared Roy D. Buol and
Jeanne F. Schneider, to me personally known, who being by me duly sworn did
say that they are the Mayor and City Clerk, respectively of the City of Dubuque, a
Municipal Corporation, created and existing under the laws of the State of Iowa,
and that the seal affixed to said instrument is the seal of said Municipal
Corporation and that said instrument was signed and sealed on behalf of said
Municipal corporation by authority and resolution of its City Council and said
Mayor and City Clerk acknowledged said instrument to be the free act and deed
of said Municipal Corporation by it voluntarily executed.
~fUA '!t, ~j~?~~
o ry Public, State of Iowa
A\., ", KAREN M. CHESTERMAN
~ : ~ COMMISSION NO.l08258
, ._' MY COMMISSION EXPIRES
0",. 4/24/08
STATE OF IOWA
55:
DUBUQUE COUNTY
On this l day of a~, 20t'~ before me, a Notary Public in and for the
State of Iowa, in and fo said county, personally appeared Timothy J. Kunkel, to
me personally known, who being by me duly sworn did say that he is the
President of Kunkel Bounds & Associates, Inc., and that said instrument was
signed on behalf of said company by authority of its members and that he
acknowledged the execution of this instrument to be the voluntary act and deed
of said company by it voluntarily executed.
b~~ I e:r~~~. I
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Prepared by: Barry A. Lindahl, Corporation Counsel, 300 Main Street, Dubuque, IA 52001 (563)
583-4113
Return to: Jeanne F. Schneider, City Clerk, 50 West 13th Street, Dubuque IA 52001
RESOLUTION NO. 257-06
RESOLUTION APPROVING A DEVELOPMENT AGREEMENT PROVIDING
FOR THE SALE OF LOT 6 BLOCK 2 DUBUQUE TECHNOLOGY PARK IN
THE CITY OF DUBUQUE, IOWA, TO KUNKEL BOUNDS & ASSOCIATES,
INC.
Whereas, the City Council, by Resolution No. 214-06, dated June 5, 2006, declared
its intent to enter into a Development Agreement with Kunkel Bounds & Associates, Inc. for
the sale of Lot 6 Block 2 Dubuque Technology Park (the Property); and
Whereas, pursuant to published notice, a public hearing was held on the proposed
disposition on June 19, 2006 at 6:30 p.m. at the Carnegie-Stout Public Library Auditorium,
360 W. 11th Street, Dubuque, Iowa.; and
Whereas, it is the determination of the City Council that approval of the
Development Agreement for the sale to and development of the Property by Kunkel
Bounds & Associates, Inc. according to the terms and conditions set out in the
Development Agreement is in the public interest of the City of Dubuque.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
DUBUQUE, IOWA:
Section 1. That the attached Development Agreement by and between the City of
Dubuque and Kunkel Bounds & Associates, Inc. for the sale of the Property is hereby
approved.
Section 2. That the Mayor is hereby authorized and directed to execute the
Development Agreement on behalf of the City and City Clerk is authorized and directed to
attest to his signature.
Section 3. That the Mayor and City Clerk are hereby authorized and directed to
execute and deliver a Special Warranty Deed for the Property as provided in the
Development Agreement.
Section 4. That the City Manager is authorized to take such actions as are
necessary to comply with the terms of the Development Agreement as herein approved.
Passed, approved and adopted this 19th day of June, 2006.
Attest:
F:\USERS\DHeiar\KunkelBounds\Kunkel Bounds final disposition res.doc
CERTIFICATE OF CITY CLERK
STATE OF IOWA )
)
COUNTY OF DUBUQUE )
I, Jeanne F. Schneider, do hereby certify that I am the duly appointed, qualified, and
acting Clerk of the City of Dubuque, Iowa in the County aforesaid, and as such Clerk I
have in my possession or have access to the records of the proceedings of the City
Council. I do further state that the hereto attached Resolution No. 257-06 is a correct
copy of the original Resolution No. 257-06 approved and adopted by the City Council
of the City of Dubuque, Iowa, at a session held by said Council on the 19th day of June,
2006.
In Testimony Whereof, I hereunto set my hand and official seal of the City of Dubuque,
Iowa.
Dated at Dubuque, Iowa on this 19th day of July, 2006.
~~4-C/ra--~
. Jeanne F. Schneider, CMC
City Clerk
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