Spahn and Rose Lumber Company Development Agreement_InitiateTHE CITY OF
Dui
Masterpiece on the Mississippi
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
Dubuque
band
AI -America City
r
2007 • 2012 • 2013
SUBJECT: Establishing a Public Hearing for a Development Agreement Between and
Among the City of Dubuque and Spahn and Rose Lumber Co.
DATE: April 3, 2014
Economic Development Director Maurice Jones recommends the City Council set a
public hearing for April 21, 2014 to consider approval of a Development Agreement
between the City of Dubuque and Spahn and Rose Lumber Co.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
.1„.1-t44 ,,,,,
Mic ael C. Van Milligen
MCVM:jh
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
Teri Goodmann, Assistant City Manager
Maurice Jones, Economic Development Director
THE CITY OF
Dust
Masterpiece on the Mississippi
Dubuque
kattil
All -America City
1 l'r
2007 • 2012 • 2013
TO: Michael Van Milligen, City Manager
FROM: Maurice Jones, Economic Development Director
DATE: April 3, 2014
SUBJECT: Establishing a Public Hearing for a Development Agreement Between
and Among the City of Dubuque and Spahn and Rose Lumber Co.
INTRODUCTION
This memorandum presents for City Council consideration and action the attached
resolution establishing a public hearing on April 21, 2014 for the approval of a
Development Agreement between the City of Dubuque and Spahn and Rose Lumber
Co
BACKGROUND
Spahn and Rose Lumber Co. is a company founded in 1904 in Waverly, Iowa that
specializes in lumber distribution, related products, and design services for the
construction industry. Their corporate headquarters are located on Southpark Court off
of Twin Valley Drive in Dubuque. Spahn and Rose is celebrating 100 years in the
community in 2014.
The company's decision to open a lumber yard at what is now 1101 Jackson Street
made sense in 1914. At that time, the nearby collection of factories and warehouses
was home to one of the largest door and window manufacturing concentrations in the
United States. Spahn and Rose supplied lumber to manufacturers such as the Carr,
Ryder, and Adams Company (CARADCO). Over time, the Millwork industry left
Dubuque and most of the surrounding buildings were closed by the 1960s and 1970s.
However Spahn and Rose maintained their operation on Jackson Street, successfully
serving customers in Dubuque and the Tri-State region.
In 2009, as a result of a community visioning process, the City Council approved a
Millwork District Master Plan. The Master Plan outlined the City's desire to rehabilitate
approximately 17 square blocks and 1 million square feet of vacant or underutilized
buildings into loft apartments, commercial space, and locations for the arts in the
community. The estimated $250 million effort has required the reconstruction of streets
and utilities, the conversion of one-way to two-way traffic, the development of on and
off-street parking, and of course, the proposed rehabilitation of buildings. Shortly after
the Millwork District Master Plan was adopted, Spahn and Rose officials began having
discussions with the City to explore opportunities to find a new downtown retail location.
In August 2013, after several years of exploring various locations, Spahn and Rose
announced its purchase of approximately 5 acres of property on a site east of the
intersection of Harrison and Charter streets, previously occupied by FedEx Ground.
The company plans to invest approximately $8 million for the construction of a retail and
office building as well as warehouses for the storage of materials. Their new site is
larger than the 4 -acre footprint for their retail location and storage facilities at 1101,
1100, and 1065 Jackson Street, and there is a potential for additional expansion in the
Harrison Street area. However, as of right now, the company has stated that they will,
at least temporarily, require a presence on Jackson Street.
DISCUSSION
As a result of the $8 million investment, and Spahn and Rose's claim that the Historic
Millwork District Master Plan redevelopment placed a hardship on the company, staff is
proposing a Development Agreement with a ten-year tax rebate. As the company pays
its future tax obligations on the increased value on the property the City will rebate
100% (minus debt service, the School District Physical Plant and Equipment Levy, the
Instructional Support Levy and any other required exclusions by state law, now or in the
future) of the new property tax value for a 10 year period. Rebates are scheduled from
November 2017 to May 2027, with the first rebate being based on the January 1, 2016
taxable value of the property, after construction is scheduled to be completed. The
existing $1,110,570 assessed value of the acquired Harrison Street property will serve
as the base value and only taxes on the increased value will be eligible for rebates to
the company.
In an effort to avoid this agreement impacting the amount of debt applied against the
City's constitutional debt limit, the Development Agreement contains a non -
appropriation clause. The clause limits the obligation of the rebate to funds budgeted
each year rather than a general obligation of multi-year indebtedness.
This agreement was made possible as a result of City Council action on June 3, 2013 to
amend the Greater Downtown Urban Renewal Plan to include a new Harrison Street
subarea. Additionally, the ordinance allowing for tax increment collection in the Greater
Downtown Urban Renewal District was amended on June 17th, 2013 to include the
Harrison Street subarea.
RECOMMENDATION
I recommend that the City Council set an April 21, 2014 public hearing for consideration
and action on the Development Agreement by and between the City of Dubuque and
Spahn and Rose Lumber Co. for an $8 million capital investment in the Greater
Downtown Urban Renewal District.
ACTION STEP
The action step for the City Council is to adopt the attached Resolution.
F:\USERS\Econ Dev\Spahn & Rose\20140403 Memo to set public hearing.docx
Prepared by/Return to: Phil Wagner 50 W. 13th Street, Dubuque IA 52001, 563 589-4393
RESOLUTION NO. 102-14
FIXING THE DATE FOR A PUBLIC HEARING OF THE CITY COUNCIL OF THE CITY OF
DUBUQUE, IOWA ON THE PROPOSED ISSUANCE OF URBAN RENEWAL TAX
INCREMENT REVENUE GRANT OBLIGATIONS AND THE APPROVAL OF A
DEVELOPMENT AGREEMENT WITH SPAHN AND ROSE LUMBER CO., AND
PROVIDING FOR THE PUBLICATION OF NOTICE THEREOF
Whereas, the City of Dubuque (City) and Spahn and Rose Lumber Co. (Spahn and
Rose) have entered into a Development Agreement, subject to the approval of the City
Council, a copy of which is now on file at the Office of the City Clerk, City Hall, 13th and Central
Avenue, Dubuque, Iowa; and
Whereas, the City Council has tentatively determined that it would be in the best
interests of City to approve the Development Agreement with Spahn and Rose; and
Whereas, the Development Agreement provides for the issuance by City of economic
development grants to Spahn and Rose, referred to herein as Urban Renewal Tax
Increment Revenue Grant Obligations, payable from the tax increment revenues collected
in respect of the improvements to be constructed by Spahn and Rose in accordance with
the Development Agreement, for the purpose of carrying out the objectives of an Urban
Renewal Plan as described therein; and
Whereas, before said obligations may be approved, Chapter 403 of the Code of Iowa
requires that the City Clerk publish a notice of the proposal and of the time and place of the
meeting at which the City Council proposes to take action thereon and at which meeting the
City Council shall receive oral and/or written objections from any resident or property owner
of said City to such proposed action.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
DUBUQUE, IOWA:
Section 1. The City Clerk is hereby authorized and directed to cause a notice to be
published as prescribed by Iowa Code Section 403.9 of a public hearing on the City's intent to
enter into the Development Agreement and authorize Urban Renewal Tax Increment Revenue
Grant Obligations as described therein, to be held on the 21st day of April, 2014, at 6:30 p.m.
in the City Council Chambers at the Historic Federal Building, 350 W. 6th St., Dubuque, Iowa.
Section 2. The City Council will meet at said time and place for the purpose of
taking action on the matter of authorizing and approving the execution of the Development
Agreement with Spahn and Rose and the issuance of Urban Renewal Tax. Increment
Revenue Grant Obligations described therein, the proceeds of which obligations will be
used to carry out certain public purpose activities described in the Urban Renewal Plan for
the Greater Downtown Urban Renewal District, consisting of the funding of economic
developments grants to Spahn and Rose pursuant to the Development Agreement under
the terms and conditions of said Urban Renewal Plan. The aggregate amount of the Urban
Renewal Tax Increment Revenue Grant Obligations cannot be determined at the present
time, but is not expected to exceed $850,000.
Section 3. The Clerk .is hereby directed to cause at least one publication to be
made of a notice of said meeting, in a newspaper, printed wholly in the English language,
published at least once weekly, and having general circulation in said City, said publication
to be not less than four days nor more than twenty days before the date of said meeting on .
the issuance of said obligations.
Section 4. That the notice of the proposed action to issue said obligations shall
be in substantially the form attached hereto.
Passed, approved and adopted this 7th day of ApriJj 2014.
Roy [),7 Buol, Mayor
Attest:
Kevin irnstahl, Cit Clerk
F:\USERS\Econ Dev\Spahn & Rose\20140407 Resolution to set public hearing.docx
NOTICE OF A PUBLIC HEARING OF THE CITY COUNCIL OF THE CITY OF DUBUQUE,
IOWA, ON THE MATTER OF THE PROPOSED AUTHORIZATION OF URBAN
RENEWAL TAX INCREMENT REVENUE OBLIGATIONS AND THE EXECUTION OF A
DEVELOPMENT AGREEMENT RELATING THERETO WITH SPAHN AND ROSE
LUMBER CO.
PUBLIC NOTICE is hereby given that the City Council of the City of Dubuque, Iowa, will
hold a public hearing on the 21st day of April, 2014, at 6:30 p.m. in the City Council
Chambers at the Historic Federal Building, 350 W. 6th St., Dubuque, Iowa, at which
meeting the City Council proposes to take action for the authorization and execution of a
Development Agreement with Spahn and Rose Lumber Co. and the issuance of economic
development grants (Urban Renewal Tax Increment Revenue Grant Obligations) described
therein in order to carry out the purposes and objectives of the Urban Renewal Plan for the
Greater Downtown Urban Renewal District, consisting of the funding of Urban Renewal Tax
Increment Revenue Grant Obligations to Spahn and Rose Lumber Co. under the terms and
conditions of said Development Agreement and the Urban Renewal Plan for the Greater
Downtown Urban Renewal District. The aggregate amount of the Urban Renewal Tax
Increment Revenue Grant Obligations cannot be determined at the present time, but is not
expected to exceed $850,000.
At the meeting, the City Council will receive oral and written objections from any resident or
property owner of said City to the above action. After all objections have been received and
considered, the City Council may at this meeting or at any adjournment thereof, approve the
Development Agreement, and authorize such Tax Increment Revenue Grant Obligations or
will abandon the proposal. By order of the City Council said hearing and appeals there from
shall be held in accordance with and governed by the provisions of Section 403.9 of the
Code of Iowa.
This notice is given by order of the City Council of the City of Dubuque, Iowa, as provided
by Chapter 403 of the Code of Iowa.
Dated this _ day of 2014.
Kevin S. Firnstahl
City Clerk of Dubuque, Iowa
F:\USERS\Econ Dev\Spahn & Rose\20140407 Resolution to set public hearing.docx
DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE CITY OF DUBUQUE, IOWA
AND
SPAHN AND ROSE LUMBER CO.
This Development Agreement (Agreement), dated for reference purposes the
day of 2014 is made and entered into by and between the City of Dubuque,
Iowa (City), and Spahn and Rose Lumber Co. (Developer).
WHEREAS, Developer is the owner of the following described real estate (the
Property):
Lot 1 Harrison Street Place #5; Lot 2 Harrison Street Place #4; and Lot 1
Harrison Street Place #4
; and
WHEREAS, the Property is located in the Greater Downtown Urban Renewal District
(the District) which has been so designated by City Council Resolution 173-13 as a slum
and blighted area (the Project Area) defined by Iowa Code Chapter 403 (the Urban
Renewal Law); and
WHEREAS, Developer has undertaken the deconstruction of a warehouse building
located on the Property and will be constructing an office/commercial building and
warehouse storage, and operating the same as a retail/commercial business during the
term of this Agreement; and
WHEREAS, Developer will make an additional capital investment in building
improvements, equipment, furniture and fixtures in the Property (the Project); and
WHEREAS, pursuant to Iowa Code Section 403.6(1), and in conformance with the
Urban Renewal Plan for the Project Area adopted on May 18, 1967 and last amended on
June 3, 2013, a copy of which is attached hereto as Exhibit A (the Urban Renewal Plan)
City has the authority to enter into contracts and agreements to implement the Urban
Renewal Plan, as amended; and
WHEREAS, the Dubuque City Council believes it is in the best interests of the City
to encourage Developer in the development of the Property by providing certain incentives
as set forth herein.
NOW, THEREFORE, the parties to this Development Agreement, in consideration
of the promises, covenants and agreements made by each other, do hereby agree as
follows:
SECTION 1. REPRESENTATIONS AND WARRANTIES
031714 Final
1.1 Representations and Warranties of City. In order to induce Developer to enter into
this Agreement, City hereby represents and warrants to Developer that to the best of City's
knowledge:
(1) City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement and that it has full power
and authority to execute, deliver and perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time of closing confirming
the representation contained herein, in the form attached hereto as Exhibit B.
(2) City shall exercise its best efforts to cooperate with Developer in the
development process.
(3) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(4) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
charter of City, any evidence of indebtedness, agreement or instrument of whatever
nature to which City is now a party or by which it or its property is bound, or
constitute a default under any of the foregoing.
(5) There are no actions, suits or proceedings pending or threatened against or
affecting City in any court or before any arbitrator or before or by any governmental
body in which there is a reasonable possibility of an adverse decision which could
materially adversely affect the financial position or operations of City or which
affects the validity of the Agreement or City's ability to perform its obligations under
this Agreement.
(6) No ordinance or hearing is now before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies, the
cost of which may be assessed against the Property. To the best of City's
knowledge, there are no plans or efforts by any government agency to widen,
modify, or re -align any street or highway providing access to the Property and there
are no pending or intended public improvements or special assessments affecting
the Property which will result in any charge or lien be levied or assessed against the
Property.
(7) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing Date.
1.2 Representations and Warranties of Developer. The Developer makes the following
2
representations and warranties:
(1) Developer is a corporation duly organized and validly existing under the laws
of the State of Iowa, and has all requisite power and authority to own and operate its
properties, to carry on its business as now conducted and as presently proposed to
be conducted, and to enter into and perform its obligations under the Agreement.
(2) This Agreement has been duly authorized, executed and delivered by
Developer and, assuming due authorization, execution and delivery by the City, is in
full force and effect and is a valid and legally binding instrument of Developer
enforceable in accordance with its terms, except as the same may be limited by
bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors'
rights generally. Developer's counsel shall issue a legal opinion to the City, at time
of closing, confirming the representations contained herein, in the form attached
hereto as Exhibit C.
(3) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
articles of incorporation or the bylaws of Developer or any contractual restriction,
evidence of indebtedness, agreement or instrument of whatever nature to which
Developer is now a party or by which it or its property is bound, or constitute a
default under any of the foregoing.
(4) There are no actions, suits or proceedings pending or threatened against or
affecting Developer in any court or before any arbitrator or before or by any
governmental body in which there is a reasonable possibility of an adverse decision
which could materially adversely affect the business, financial position or result of
operations of Developer or which affects the validity of the Agreement or
Developer's ability to perform its obligations under this Agreement.
(5) Developer will perform its obligations under this Agreement in accordance
with the material terms of this Agreement, the Urban Renewal Plan and all local,
State and federal laws and regulations.
(6) Developer will use its best efforts to obtain, or cause to be obtained, in a
timely manner, all material requirements of all applicable local, state, and federal
laws and regulations which must be obtained or met.
(7) Developer has firm commitments for permanent financing for the Project in
an amount sufficient, together with equity commitments, to successfully complete
the requirements of this Agreement and shall provide evidence thereof to City prior
to the Closing Date.
3
1.3 Closing. The closing shall take place on the Closing Date which shall be the first
day of May, 2014, or such other date as the parties shall agree in writing but in no event
shall the Closing Date be later than the 31st day of August, 2014. Consummation of the
closing shall be deemed an agreement of the parties to this Agreement that the conditions
of closing shall have been satisfied or waived.
1.4 Conditions to Closing. The closing of the transaction contemplated by this
Agreement and all the obligations of Developer under this Agreement are subject to
fulfillment, on or before the Closing Date, of the following conditions:
(1) The representations and warranties made by City in Section 1.1 shall be
correct as of the Closing Date with the same force and effect as if such
representations were made at such time. At the closing, City shall deliver a
certificate to that effect in the form of Exhibit D.
(2) Developer shall have the right to terminate this Agreement at any time prior
to the consummation of the closing on the Closing Date if Developer determines in
its sole discretion that conditions necessary for the successful completion of the
Project contemplated herein have not been satisfied in Developer's sole discretion.
Upon the giving of notice of termination by Developer to City, this Agreement shall
be deemed null and void.
(3) Developer and City shall be in material compliance with all the terms and
provisions of this Agreement.
(4) Developer shall have furnished City with evidence, in a form satisfactory to
City (such as a letter of commitment from a bank or other lending institution), that
Developer has firm financial commitments in an amount sufficient, together with
equity commitments, to complete the Minimum Improvements (as defined herein) in
conformance with the Construction Plans (as defined herein), or City shall have
received such other evidence of Developer's financial ability as the reasonable
judgment of the City requires.
(5) Developer's counsel shall issue a legal opinion to the City confirming the
representations contained herein in the form attached hereto as Exhibit C.
1.5 City's Obligations at Closing. At or prior to the Closing Date, City shall deliver to
Developer such other documents as may be required by this Agreement, all in a form
satisfactory to Developer.
SECTION 2. DEVELOPMENT ACTIVITIES
2.1 Required Minimum Improvements. Developer will make a capital investment of
approximately eight million dollars ($8,000,000) to improve the Property (the Minimum
Improvements). The Minimum Improvements include the construction of an office -
4
commercial, and retail building as well as warehouses for the storage of lumber and related
materials.
2.2 [This section intentionally left blank]
2.3 Plans for Construction of Minimum Improvements. Plans and specifications with
respect to the development of the Property and the construction of the Minimum
Improvements thereon (the Construction Plans) shall be in conformity with Urban Renewal
Plan, this Agreement, and all applicable state and local laws and regulations, including but
not limited to any covenants, conditions, restrictions, reservations, easements, liens and
charges, recorded in the records of Dubuque County, Iowa. Developer shall submit to City,
for approval by City, plans, drawings, specifications, and related documents with respect to
the improvements to be constructed by Developer on the Property. All work with respect to
the Minimum Improvements shall be in substantial conformity with the Construction Plans
approved by City.
2.4 Timing of Improvements. Developer hereby agrees that construction of the
Minimum Improvements on the Property shall be commenced within sixty (60) days after
the Closing Date, and shall be substantially completed by September 1, 2015. The time
frames for the performance of these obligations shall be suspended due to unavoidable
delays meaning delays, outside the control of the party claiming its occurrence in good
faith, which are the direct result of strikes, other labor troubles, unusual shortages of
materials or labor, unusually severe or prolonged bad weather, acts of God, fire or other
casualty to the Minimum Improvements, litigation commenced by third parties which, by
injunction or other similar judicial action or by the exercise of reasonable discretion directly
results in delays, or acts of any federal, state or local government which directly result in
extraordinary delays. The time for performance of such obligations shall be extended only
for the period of such delay.
SECTION 3. CITY PARTICIPATION
3.1 Economic Development Grant to Developer. For and in consideration of
Developer's obligations hereunder, and in furtherance of the goals and objectives of the
urban renewal plan for the Project Area and the Urban Renewal Law, City agrees, subject
to Developer being and remaining in compliance with the terms of this Agreement, to make
twenty (20) consecutive semi-annual payments (such payments being referred to
collectively as the Economic Development Grants) to Developer:
November 1, 2017
November 1, 2018
November 1, 2019
November 1, 2020
November 1, 2021
November 1, 2022
November 1, 2023
November 1, 2024
May 1,2018
May 1,2019
May 1, 2020
May 1, 2021
May 1, 2022
May 1, 2023
May 1, 2024
May 1, 2025
5
November 1, 2025
November 1, 2026
May 1, 2026
May 1, 2027
pursuant to Iowa Code Section 403.9 of the Urban Renewal Law, in amounts equal to a
portion of the tax increment revenues collected by City under Iowa Code Section 403.19
(without regard to any averaging that may otherwise be utilized under Iowa Code Section
403.19 and excluding any interest that may accrue thereon prior to payment to Developer)
during the preceding six-month period in respect of the Minimum Improvements
constructed by Developer (the Developer Tax Increments). For purposes of calculating the
amount of the Economic Development Grants provided in this Section, the Developer Tax
Increments shall be only those tax increment revenues collected by City in respect of the
increase in the assessed value of the Property above the assessed value on January 1,
2014, which the parties agree was $1,110,570, being the total of the assessments as of
that date for each of the tax parcels that are included in the Property, as follows:
$568,900 for Lot 1 Harrison Street Place #5;
$198,360 for Lot 2 Harrison Street Place #4; and
$343,310 for Lot 1 Harrison Street Place #4 (together, the Baseline Valuation).
The Developer Tax Increments shall not include (i) any property taxes collected for the
payment of bonds and interest of each taxing district, (ii) any taxes for the regular and
voter -approved physical plant and equipment levy, (iii) any taxes for the instructional
support levy, (iv) any tax increment revenues collected by City in respect of the Baseline
Valuation of the Property during the term of this Agreement and (v) any other portion
required to be excluded by Iowa law, and thus such incremental taxes will not include all
amounts paid by Developer as regular property taxes.
(1) To fund the Economic Development Grants, City shall certify to the County
prior to December 1, 2016, its request for the available Developer Tax Increments
resulting from the assessments imposed by the County as of January 1 of that year
and each year thereafter until December 1, 2025 to be collected by City as taxes
are paid during the following fiscal year and which shall thereafter be disbursed to
the Developer on November 1 and May 1 of that fiscal year. (Example: if City so
certifies in December, 2016, the Economic Development Grants in respect thereof
would be paid to the Developer on November 1, 2017, and May 1, 2018.)
(2) The Economic Development Grants shall be payable from and secured solely
and only by the Developer Tax Increments paid to City that, upon receipt, shall be
deposited and held in a special account created for such purpose and designated
as the Spahn and Rose Lumber Co. TIF Account of City. City hereby covenants and
agrees to maintain its TIF ordinance in force during the term hereof and to apply the
incremental taxes collected in respect of the Minimum Improvements and allocated
to the Spahn and Rose Lumber Co. TIF Account to pay the Economic Development
Grants, as and to the extent set forth in Section 3.1 hereof. The Economic
Development Grants shall not be payable in any manner by other tax increments
revenues, or by general taxation or from any other City funds. City makes no
6
representation with respect to the amounts that may be paid to Developer as the
Economic Development Grants in any one year and under no circumstances shall
City in any manner be liable to Developer so long as City timely applies the
Developer Tax Increments actually collected and held in the Spahn and Rose
Lumber Co. TIF Account (regardless of the amounts thereof) to the payment of the
Economic Development Grants to Developer as and to the extent described in this
Section.
(3) City shall be free to use any and all tax increment revenues collected in
respect of other properties within the Project Area and the remaining actual amount
of the property taxes paid by Developer to City, or any available Developer Tax
Increments resulting from the termination of the annual Economic Development
Grants under Section 3.1 hereof, for any purpose for which such tax increment
revenues may lawfully be used pursuant to the provisions of the Urban Renewal
Law, and City shall have no obligations to Developer with respect to the use thereof.
(4) City's obligations to pay the Economic Development Grants to Developer
shall be subject to City having completed all hearings and other procedures required
to amend the Urban Renewal Plan to describe the Urban Renewal Project being
undertaken in accordance with this Agreement.
(5) Non-appropriation/Limited Source of Funding. Notwithstanding anything in
this Agreement to the contrary, the obligation of City to pay any installment of the
Economic Development Grant shall be an obligation limited to currently budgeted
funds, and not a general obligation or other indebtedness of City or a pledge of its
full faith and credit under the meaning of any constitutional or statutory debt
limitation, and shall be subject in all respects to the right of non -appropriation by the
City Council as provided in this Section 3.1(5). City may exercise its right of non -
appropriation as to the amount of the installments to be paid during any fiscal year
during the term of this Agreement without causing a termination of this Agreement.
The right of non -appropriation shall be exercised only by resolution affirmatively
declaring City's election to non -appropriate funds otherwise required to be paid to
Developer in the next fiscal year under this Agreement.
(a) In the event the City Council elects to not appropriate sufficient funds
in the budget for any future fiscal year for the payment in full of the
installments on the Economic Development Grant due and payable in that
fiscal year, then: i) City shall have no further obligation to Developer for the
payment of all installments due in the next fiscal year which cannot be paid
with the funds then appropriated for that purpose; and, H) Developer shall be
released from all further obligations under this Agreement during that same
fiscal year.
(b) Each installment of the Economic Development Grant shall be paid by
City solely from funds appropriated for that purpose by the City Council from
taxes levied on the Property that are allocated to the special fund pursuant to
7
Iowa Code (2013) §403.19(2).
(c) The right of non -appropriation reserved to City in this Section 3.1(5) is
intended by the parties, and shall be construed at all times, so as to ensure
that City's obligation to pay future installments on the Economic
Development Grants shall not constitute a legal indebtedness of City within
the meaning of any applicable constitutional or statutory debt limitation prior
to the adoption of a budget which appropriates funds for the payment of that
installment or amount. In the event that any of the provisions of this
Agreement are determined by a court of competent jurisdiction to create, or
result in the creation of, such a legal indebtedness of City, the enforcement
of the said provision shall be suspended, and the Agreement shall at all
times be construed and applied in such a manner as will preserve the
foregoing intent of the parties, and no event of default shall be deemed to
have occurred as a result thereof. If any provision of this Agreement or the
application thereof to any circumstance is so suspended, the suspension
shall not affect other provisions of this Agreement which can be given effect
without the suspended provision. To this end the provisions of this
Agreement are severable.
SECTION 4. COVENANTS OF DEVELOPER
4.1 The Minimum Improvements shall conform to all city, state and federal codes.
4.2 [This section intentionally left blank.]
4.3 Books and Records. During the term of this Agreement, Developer shall keep at all
times and make available to City upon reasonable request proper books of record and
account in which full, true and correct entries will be made of all dealings and transactions
of or in relation to the business and affairs of Developer to verify the cost of the Minimum
Improvements in accordance with generally accepted accounting principles consistently
applied throughout the period involved, and Developer shall provide reasonable protection
against loss or damage to such books of record and account.
4.4 Real Property Taxes. Developer shall pay or cause to be paid, when due, all real
property taxes and assessments payable with respect to all and any parts of the Property
unless Developer's obligations have been assumed by another person pursuant to the
provisions of this Agreement.
4.5 No Other Exemptions. During the term of this Agreement, Developer agrees not to
apply for any state or local property tax exemptions which are available with respect to the
Development Property or the Minimum Improvements located thereon that may now be, or
hereafter become, available under state law or city ordinance during the term of this
Agreement, including those that arise under Iowa Code Chapters 404 and 427, as
amended.
8
4.6 Insurance Requirements.
(1) Developer shall provide and maintain or cause to be maintained at all times
during the process of constructing the Minimum Improvements and at its sole cost
and expense builder's risk insurance, written on a Completed Value Form in an
amount equal to one hundred percent (100%) of the building (including Minimum
Improvements) replacement value when construction is completed. Coverage shall
include the "special perils" form and developer shall furnish City with proof of
insurance in the form of a certificate of insurance.
(2) Upon completion of construction of the Minimum Improvements and up to the
Termination Date, Developer shall maintain, or cause to be maintained, at its cost
and expense property insurance against loss and/or damage to the building
(including the Minimum Improvements) under an insurance policy written with the
"special perils" form and in an amount not less than the full insurable replacement
value of the building (including the Minimum Improvements). Developer shall
furnish to City proof of insurance in the form of a certificate of insurance.
(3) The term "replacement value" shall mean the actual replacement cost of the
building with Minimum Improvements (excluding foundation and excavation costs
and costs of underground flues, pipes, drains and other uninsurable items) and
equipment, and shall be reasonably determined from time to time at the request of
City, but not more frequently than once every three (3) years.
(4) Developer shall notify City immediately in the case of damage exceeding
$250,000 in amount to, or destruction of, the Minimum Improvements or any portion
thereof resulting from fire or other casualty. Net proceeds of any such insurance
(Net Proceeds), shall be paid directly to Developer as its interests may appear, and
Developer shall forthwith repair, reconstruct and restore the Minimum Improvements
to substantially the same or an improved condition or value as they existed prior to
the event causing such damage and, to the extent necessary to accomplish such
repair, reconstruction and restoration, Developer shall apply the Net Proceeds of
any insurance relating to such damage received by Developer to the payment or
reimbursement of the costs thereof, subject, however, to the terms of any mortgage
encumbering title to the Property (as its interests may appear). Developer shall
complete the repair, reconstruction and restoration of Minimum Improvements
whether or not the Net Proceeds of insurance received by Developer for such
purposes are sufficient.
4.7 Preservation of Property. During the term of this Agreement, Developer shall
maintain, preserve and keep, or cause others to maintain, preserve and keep, the
Minimum Improvements in good repair and working order, ordinary wear and tear
accepted, and from time to time shall make all necessary repairs, replacements, renewals
and additions.
9
4.8 Non -Discrimination. In carrying out the project, Developer shall not discriminate
against any employee or applicant for employment because of race, religion, color, sex,
sexual orientation, gender identity, national origin, age or disability.
4.9 Conflict of Interest. Developer agrees that no member, officer or employee of City,
or its designees or agents, nor any consultant or member of the governing body of City,
and no other public official of City who exercises or has exercised any functions or
responsibilities with respect to the project during his or her tenure, or who is in a position to
participate in a decision-making process or gain insider information with regard to the
project, shall have any interest, direct or indirect, in any contract or subcontract, or the
proceeds thereof, for work to be performed in connection with the project, or in any activity,
or benefit therefrom, which is part of this project at any time during or after such person's
tenure. In connection with this obligation, Developer shall have the right to rely upon the
representations of any party with whom it does business and shall not be obligated to
perform any further examination into such party's background.
4.10 Non -Transferability. Until such time as the Minimum Improvements are complete
(as certified by City under Section 2.5), this Agreement may not be assigned by Developer
nor may the Property be transferred by Developer to another party. Thereafter, with the
prior written consent of City, which shall not be unreasonably withheld, Developer shall
have the right to assign this Agreement, and upon assumption of the Agreement by the
assignee, Developer shall no longer be responsible for its obligations under this
Agreement.
4.11 No change in Tax Classification. Developer agrees that it will not take any action
to change, or otherwise allow, the classification of the Property for property tax
purposes to become other than commercial property and to be taxed as such under
Iowa law.
4.12 Restrictions on Use. Developer agrees for itself, and its successors and assigns,
and every successor in interest to the Property or any part thereof that they, and their
respective successors and assigns, shall:
(1) Devote the Property to, and only to and in accordance with, the uses
specified in the Urban Renewal Plan (and City represents and agrees that use of
the Property as retail/commercial, is in full compliance with the Urban Renewal
Plan) (however, Developer shall not have any liability to City to the extent that a
successor in interest shall breach this covenant and City shall seek enforcement of
this covenant directly against the party in breach of same); and
(2) Not discriminate upon the basis of race, religion, color, sex, sexual
orientation, national origin, age or disability in the sale, lease, rental, use or
occupancy of the Property or any improvements erected or to be erected thereon, or
any part thereof (however, Developer shall not have any liability to City to the extent
that a successor in interest shall breach this covenant and City shall seek
enforcement of this covenant directly against the party in breach of same).
10
4.13 Compliance with Laws. Developer shall comply with all laws, rules and regulations
relating to its businesses, other than laws, rules and regulations the failure to comply with
or the sanctions and penalties resulting therefrom, would not have a material adverse
effect on the business, property, operations, financial or otherwise, of Developer.
SECTION 5. EVENTS OF DEFAULT AND REMEDIES
5.1 Events of Default Defined. The following shall be Events of Default under this
Agreement and the term Event of Default shall mean, whenever it is used in this
Agreement, any one or more of the following events:
(1) Failure by Developer to pay or cause to be paid, before delinquency, all real
property taxes assessed with respect to the Minimum Improvements and the
Property.
(2) Failure by Developer to cause the construction of the Minimum
Improvements to be commenced and completed pursuant to the terms, conditions
and limitations of this Agreement.
(3) Transfer of any interest by Developer of the Minimum Improvements in
violation of the provisions of this Agreement prior to the issuance of the final
Certificate of Completion.
(4) Failure by Developer or City to substantially observe or perform any other
material covenant, condition, obligation or agreement on its part to be observed or
performed under this Agreement.
5.2. Remedies on Default by Developer. Whenever any Event of Default referred to in
Section 5.1 of this Agreement occurs and is continuing, City, as specified below, may take
any one or more of the following actions after the giving of written notice by City to
Developer (and the holder of any mortgage encumbering any interest in the Property of
which City has been notified of in writing) of the Event of Default, but only if the Event of
Default has not been cured within sixty (60) days following such notice, or if the Event of
Default cannot be cured within sixty (60) days and Developer does not provide assurances
to City that the Event of Default will be cured as soon as reasonably possible thereafter:
(1) City may suspend its performance under this Agreement until it receives
assurances from the Developer deemed adequate by City, that the Developer will
cure its default and continue its performance under this Agreement;
(2) Until the Closing Date, City may cancel and rescind this Agreement;
(3) Until issuance of the Certificate of Completion, City shall be entitled to
recover from Developer the sum of all amounts expended by City in connection with
the funding of the Downtown Rehab Loan/Grant and Economic Development Grant
11
to Developer and City may take any action, including any legal action it deems
necessary, to recover such amounts from the Developer;
(4) City may withhold the Certificate of Completion; or
(5) City may take any action, including legal, equitable or administrative action,
which may appear necessary or desirable to collect any payments due under this
Agreement or to enforce performance and observance of any obligation,
agreement, or covenant under this Agreement.
5.3 No Remedy Exclusive. No remedy herein conferred upon or reserved to City is
intended to be exclusive of any other available remedy or remedies, but each and every
such remedy shall be cumulative and shall be in addition to every other remedy given
under this Agreement or now or hereafter existing at law or in equity or by statute. No
delay or omission to exercise any right or power accruing upon any default shall impair any
such right or power or shall be construed to be a waiver thereof, but any such right and
power may be exercised from time to time and as often as may be deemed expedient.
5.4 No Implied Waiver. In the event any agreement contained in this Agreement should
be breached by any party and thereafter waived by any other party, such waiver shall be
limited to the particular breach so waived and shall not be deemed to waive any other
concurrent, previous or subsequent breach hereunder.
5.5 Agreement to Pay Attorneys' Fees and Expenses. If any action at law or in equity,
including an action for declaratory relief or arbitration, is brought to enforce or interpret the
provisions of this Agreement, the prevailing party shall be entitled to recover reasonable
attorneys' fees and costs of litigation from the other party. Such fees and costs of litigation
may be set by the court in the trial of such action or by the arbitrator, as the case may be,
or may be enforced in a separate action brought for that purpose. Such fees and costs of
litigation shall be in addition to any other relief that may be awarded.
5.6 Remedies on Default by City. If City defaults in the performance of this Agreement,
Developer may take any action, including legal, equitable or administrative action that may
appear necessary or desirable to collect any payments due under this Agreement, to
recover expenses of Developer, or to enforce performance and observance of any
obligation, agreement, or covenant of City under this Agreement. Developer may suspend
their performance under this Agreement until they receive assurances from City, deemed
adequate by Developer, that City will cure its default and continue its performance under
this Agreement.
SECTION 6. GENERAL TERMS AND PROVISIONS
6.1 Notices and Demands. Whenever this Agreement requires or permits any notice or
written request by one party to another, it shall be deemed to have been properly given if
and when delivered in person or three (3) business days after having been deposited in
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any U.S. Postal Service and sent by registered or certified mail, postage prepaid,
addressed as follows:
If to Developer:
With copy to:
Spahn and Rose Lumber Co.
Attn: Mr. J.P. Hannan
President & CEO
P.O. Box 149
Dubuque IA 52004-0149
Phone: 563-582-3606
O'Connor & Thomas, PC.
John O'Connor
Roshek Building
700 Locust Street, Suite 200
Dubuque, IA 52001
Phone: (563) 557.8400
Fax: (563) 556.1867
If to City: City Manager
50 W. 13th Street
Dubuque, Iowa 52001
Phone: (563) 589.4110
Fax: (563) 589.4149
With copy to:
City Attorney
City Hall
50 W. 13th Street
Dubuque IA 52001
Or at such other address with respect to either party as that party may, from time to time
designate in writing and forward to the other as provided in this Section.
6.2 Binding Effect. This Agreement shall be binding upon and shall inure to the benefit
of City and Developer and their respective successors and assigns.
6.3 Termination Date. This Agreement and the rights and obligations of the parties
hereunder shall terminate on June 1, 2027 (the Termination Date).
6.4. Execution By Facsimile. The parties agree that this Agreement may be transmitted
between them by facsimile machine. The parties intend that the faxed signatures
constitute original signatures and that a faxed Agreement containing the signatures
(original or faxed) of all the parties is binding on the parties.
6.5 Memorandum of Development Agreement. Developer shall promptly record a
Memorandum of Development Agreement in the form attached hereto as Exhibit E
in the office of the Recorder of Dubuque County, Iowa. Developer shall pay the
13
costs for so recording.
IN WITNESS WHEREOF, City has caused this Agreement to be duly executed in its
name and behalf by its Mayor and attested to by its City Clerk and Developer has caused
this Agreement to be duly executed on or as of the first above written.
CITY OF DUBUQUE, IOWA SPAHN AND ROSE LUMBER CO.
By: By:
Roy D. Buol
Mayor
Attest:
Kevin S. Firnstahl
City Clerk
14
J.P. Hannan
President & CEO
By:
K.L. Funke
Vice President Operations and Treasurer
(City Seal)
STATE OF IOWA
COUNTY OF DUBUQUE
)
)
)
SS
On this day of 20 before me the undersigned, a Notary
Public in and for the said County and State, personally appeared Roy D. Buol and Kevin S.
Firnstahl, to me personally known, who, being by me duly sworn, did say that they are the
Mayor and City Clerk, respectively, of the City of Dubuque, Iowa, a municipal corporation
executing the instrument to which this is attached; that the seal affixed hereto is the seal of
said municipal corporation; that said instrument was signed and sealed on behalf of the
City of Dubuque, Iowa, by authority of its City Council; and that said Mayor and City Clerk
acknowledged the execution of said instrument to be the voluntary act and deed of said
City, by it and by them voluntarily executed.
Notary Public
STATE OF IOWA
COUNTY OF DUBUQUE
)
)
)
SS
On this day of 20 before me the undersigned, a Notary
Public in and for the State of Iowa, personally appeared J.P. Hannan and K.L. Funke, to
me personally known, who, being by me duly sworn, did say that they are the President &
CEO and Vice President Operations and Treasurer respectively of Spahn and Rose
Lumber Co., the corporation executing the instrument to which this is attached and that as
said President & CEO and Vice President Operations and Treasurer of Spahn and Rose
Lumber Co., acknowledged the execution of said instrument to be the voluntary act and
deed of said company, by it and by them voluntarily executed.
Notary Public
15
EXHIBIT A —
EXHIBIT B —
EXHIBIT C
EXHIBIT D
EXHIBIT E —
LIST OF EXHIBITS
Urban Renewal Plan
City Attorney's Certificate
— Opinion of Developer's Counsel
— City Certificate
Memorandum of Development Agreement
16
EXHIBIT A
URBAN RENEWAL PLAN
17
AMENDED and RESTATED
URBAN RENEWAL PLAN
Greater Downtown Urban Renewal District
(A merger of the Downtown Dubuque, Ice Harbor, Kerper Boulevard, East 7th
Street and Quebecor Urban Renewal Districts)
City of Dubuque, Iowa
This Amended and Restated Urban Renewal Plan for the Greater Downtown Urban
Renewal District traces its beginnings to the merger of the Downtown Urban Renewal Area
Project Number Iowa R-15, originally established by Resolution 123-67 by the City Council
of the City of Dubuque, Iowa on May 18, 1967 and subsequently amended and restated
by Resolution 79-71 on March 15, 1971, by Resolution 73-74 on March 11, 1974, by
Resolution 107-82 on May 3, 1982, by Resolution 191-84 on June 25, 1984, by Resolution
371-93 on December 6, 1993, by Resolution 145-94 on May 2, 1994, by Resolution 479-97
on November 17, 1997, by Resolution 476-98 on October 19, 1998 and by Resolution 187-
02 on April 1, 2002, with the Ice Harbor Urban Renewal District, originally established by
Resolution 403-89 of the City Council of the City of Dubuque, Iowa on December 18, 1989
and subsequently amended and restated by Resolution 241-00 on June 5, 2000 and by
Resolution 114-02 on March 4, 2002. The Urban Renewal Plan for the Greater Downtown
Urban Renewal District resulting from that merger was later amended by Resolution 170-04
on April 19, 2004, by Resolution 391-06 on August 21, 2006, by Resolution 108-07 on
February 20th, 2007, by Resolution 597-07 on December 17, 2007, by Resolution 300-08
on September 2, 2008, by Resolution 393-09 on October 5, 2009, and by Resolution 26-10
on July 19, 2010. On May 2, 2011 the Kerper Boulevard Industrial Park Economic
Development District originally established by Resolution 274-94 on August 15, 1994 and
the East 7th Street Economic Development District, originally established by Resolution
144-97 on April 7, 1997 were merged into and became part of the Greater Downtown
Urban Renewal District, pursuant to Resolution 155-11 approved on May 2, 2011. The
Quebecor Economic Development District, originally established by Resolution 479-02 on
September 16, 2002, was merged into and became part of the Greater Downtown Urban
Renewal District pursuant to Resolution 271-12 approved on October 1, 2012. The Urban
Renewal Plan for the Greater Downtown Urban Renewal District resulting from that merger
and amendment was thereafter amended and restated by Resolution 173-13 on June 03,
2013.
Prepared by the Economic Development Department
Version June 3, 2013
Note: Complete Urban Renewal Plan is on file in the City Clerk's Office, City Hall, 50 West 13th Street,
Dubuque, Iowa
18
EXHIBIT B
CITY ATTORNEY'S CERTIFICATE
19
BARRY A. LINDAHL, ESQ.
CITY ATTORNEY
RE:
Dear
(DATE)
THE CITY OF
DUB �uE
I have acted as counsel for the City of Dubuque, Iowa, in connection with the execution
and delivery of a certain Development Agreement between (Developer)
and the City of Dubuque, Iowa (City) dated for reference purposes the day of
, 20_
The City has duly obtained all necessary approvals and consents for its execution, delivery
and performance of this Agreement and has full power and authority to execute, deliver
and perform its obligations under this Agreement, and to the best of my knowledge, the
representations of the City Manager in his letter dated the day of , 20_,
are correct.
BAL:tls
20
Very sincerely,
Barry A. Lindahl, Esq.
City Attorney
EXHIBIT C
OPINION OF DEVELOPER'S COUNSEL
21
Mayor and City Councilmembers
City Hall
1 3tn and Central Avenue
Dubuque IA 52001
Re: Development Agreement Between the City of Dubuque, Iowa and
Dear Mayor and City Councilmembers:
We have acted as counsel for (Developer) in connection with
the execution and delivery of a certain Development Agreement (Development Agreement)
between Developer and the City of Dubuque, Iowa ("City") dated for reference purposes
the day of 20
We have examined the original certified copy, or copies otherwise identified to our
satisfaction as being true copies, of the Development Agreement and such other
documents and records as we have deemed relevant and necessary as a basis for the
opinions set forth herein.
Based on the pertinent law, the foregoing examination and such other inquiries as
we have deemed appropriate, we are of the opinion that:
1. Developer is a corporation organized and existing under the laws of the State
of Illinois and has full power and authority to execute, deliver and perform in full
Development Agreement. The Development Agreement has been duly and validly
authorized, executed and delivered by Developer and, assuming due authorization,
execution and delivery by City, is in full force and effect and is valid and legally binding
instrument of Developer enforceable in accordance with its terms, except as the same may
be limited by bankruptcy, insolvency, reorganization or other laws relating to or affecting
creditors' rights generally.
2. The execution, delivery and performance by Developer of the Development
Agreement and the carrying out of the terms thereof, will not result in violation of any
provision of, or in default under, the articles of incorporation and bylaws of Developer, any
indenture, mortgage, deed of trust, indebtedness, agreement, judgment, decree, order,
statute, rule, regulation or restriction to which Developer is a party or by which Developer's
property is bound or subject.
3. There are no actions, suits or proceedings pending or threatened against or
affecting Developer in any court or before any arbitrator or before or by any governmental
body in which there is a reasonable possibility of an adverse decision which could
materially adversely affect the business (present or prospective), financial position or
results of operations of Developer or which in any manner raises any questions affecting
the validity of the Agreement or the Developer's ability to perform Developer's obligations
thereunder.
22
Very truly yours,
23
EXHIBIT D
CITY CERTIFICATE
24
City Manager's Office
50 West 13th Street
Dubuque, Iowa 52001-4864
(563) 589-4110 phone
(563) 589-4149 fax
ctymgr@cityofdubuque.org
Dear
(DATE)
THE CITY OF
DUB
I am the City Manager of the City of Dubuque, Iowa and have acted in that capacity in
connection with the execution and delivery of a certain Development Agreement between
(Developer) and the City of Dubuque, Iowa (City) dated for reference
purposes the day of , 20_.
On behalf of the City of Dubuque, I hereby represent and warrant to Developer that:
(1) City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement and that it has full power
and authority to execute, deliver and perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time of closing confirming
the representation contained herein, in the form attached hereto as Exhibit B.
(2) City shall exercise its best efforts to cooperate with Developer in the
development process.
(3) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(4) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
charter of City, any evidence of indebtedness, agreement or instrument of whatever
nature to which City is now a party or by which it or its property is bound, or
constitute a default under any of the foregoing.
(5) There are no actions, suits or proceedings pending or threatened against or
affecting City in any court or before any arbitrator or before or by any governmental
body in which there is a reasonable possibility of an adverse decision which could
materially adversely affect the financial position or operations of City or which
25
affects the validity of the Agreement or City's ability to perform its obligations under
this Agreement.
(6) No ordinance or hearing is now or before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies, the
cost of which may be assessed against the Property. To the best of City's
knowledge, there are no plans or efforts by any government agency to widen,
modify, or re -align any street or highway providing access to the Property and there
are no pending or intended public improvements or special assessments affecting
the Property which will result in any charge or lien be levied or assessed against the
Property.
(7) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing Date.
MCVM:jh
26
Sincerely,
Michael C. Van Milligen
City Manager
EXHIBIT E
MEMORANDUM OF DEVELOPMENT AGREEMENT
27
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 Spahn & Rose Lumber Co. was made regarding the
following described premises:
Lot 1 Harrison Street Place #5; Lot 2 Harrison Street Place #4; and Lot 1
Harrison Street Place #4
The Development Agreement is dated for reference purposes the day of
20 and contains covenants, conditions, and restrictions concerning the
sale and use of said premises.
This Memorandum of Development Agreement is recorded for the purpose of
constructive notice. In the event of any conflict between the provisions of this
Memorandum and the Development Agreement itself, executed by the parties, the terms
and provisions of the Development Agreement shall prevail. A complete counterpart of the
Development Agreement, together with any amendments thereto, is in the possession of
the City of Dubuque and may be examined at its offices as above provided.
Dated this day of 20
CITY OF DUBUQUE, IOWA SPAHN AND ROSE LUMBER CO.
By By
Roy D. Buol
Mayor
28
J.P. Hannan
President & CEO
Attest:
Kevin S. Firnstahl
City Clerk
STATE OF IOWA
COUNTY OF DUBUQUE
)
)
)
SS
On this _day of 20 before me, a Notary Public in and for the State of
Iowa, in and for said county, personally appeared Roy D. Buol and Kevin S. Firnstahl, to
me personally known, who being by me duly sworn did say that they are the Mayor and
City Clerk, respectively of the City of Dubuque, a Municipal Corporation, created and
existing under the laws of the State of Iowa, and that the seal affixed to said instrument is
the seal of said Municipal Corporation and that said instrument was signed and sealed on
behalf of said Municipal corporation by authority and resolution of its City Council and said
Mayor and City Clerk acknowledged said instrument to be the free act and deed of said
Municipal Corporation by it voluntarily executed.
Notary Public, State of Iowa
STATE OF IOWA
COUNTY OF DUBUQUE
)
)
)
SS
On this day of 20 before me the undersigned, a Notary
Public in and for the State of Iowa, personally appeared J.P. Hannan, to me personally
known, who, being by me duly sworn, did say that he is President & CEO of Spahn and
Rose Lumber Co., the corporation executing the instrument to which this is attached and
that as said President & CEO of Spahn and Rose Lumber Co., acknowledged the
execution of said instrument to be the voluntary act and deed of said company, by it and by
them voluntarily executed.
29