L&J Properties Development AgreementTHE CITY OF
Dus E MEMORANDUM
~-~-~
May 1, 2007
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: L & J Properties Dubuque, LLC project at the Dubuque Technology Park
Economic Development Director Dave Heiar is recommending approval of a
development agreement with L & J Properties Dubuque, LLC, who will be constructing
an 11,255 square foot office building as the new home of Entegee Engineering
Technical Group in the Dubuque Technology Park.
Entegee Engineering Technical Group provides engineering design services.
The development agreement includes:
1) The purchase price is $100,000 per acre for 2.74 usable acres. An Acquisition
Grant to the developer reduces the cost to $50,000 per usable acre.
2) The property will be conveyed on or before July 31, 2007.
3) The company must construct a building of not less than 11,255 square feet,
costing approximately $900,000.
4) L & J Properties Dubuque, LLC has committed to maintain 85 employees and
create ten new positions in the building. The new positions must be created
within three years. These jobs must be retained for an additional seven years.
5) The company will receive a 100% nine-year TIF in the form of a yearly tax rebate
on the value of the assessable improvements.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
i
Michael C. Van Milligen
MCVM/jh
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
David J. Heiar, Economic Development Director
CITY OF DUBUQUE, IOWA
MEMORANDUM
April 30, 2007
TO: Michael Van Milligen, City Manager (~
FROM: David J. Heiar, Economic Development Director \ `
SUBJECT: L & J Properties Dubuque, LLC project at the Dubuque Technology
Park
INTRODUCTION
This memorandum presents for City Council consideration a Resolution initiating
disposition of approximately 4.63 acres identified on the attached exhibit to L & J
Properties Dubuque, LLC, who will be constructing an 11,255 square foot office
building. The attached resolution sets a public hearing on the disposition of this property
for L & J Properties Dubuque, LLC.
BACKGROUND
City staff has worked with the Greater Dubuque Development Corporation and Michael
Decker on this project at the Dubuque Technology Park.
The new office building will be the home of Entegee Engineering Techincal Group.
Entegee is currently located at 5030 Wolff Road. Entegee plans to lease the building
from L & J Properties Dubuque, LLC.
Entegee provides engineering services for clients that do not have the expertise of
available in-house staff to complete design projects on their own. Projects range from
small engineering design/drawing changes that take a few hours to full multi-year
production development projects in which engineers are involved in concept,
engineering and design, prototype build, testing support and implementation in
production.
DISCUSSION
The proposed Development Agreement provides for several incentives to encourage
the job creation associated with Entegee. An Acquisition Grant reduces the asking
price of the land from $100,000/acre to $50,000/acre for the land. Due to the terrain of
the proposed site, only 2.74 acres of the total 4.63 acre site is buildable. L & J
Properties Dubuque, LLC will not be charged for the 1.89 acres of non-buildable area.
The 4.63 acre site includes approximately .25 acres intended for future expansion. If an
expansion does not occur within a 10 year time frame, the acquisition grant for this pro-
rated portion of land must be repaid to the City. If an expansion takes only a portion of
this extra land, the 10 year time limit restarts, until the complete expansion site is
utilized or the pro-rated land acquisition grant is repaid.
A 9-year tax rebate has been offered to the company to assist with the project. The
rebate is a form of tax increment financing without issuing a tax increment finance bond
to loan monies to the company upfront. As the company pays its future tax obligation on
the new improvements, the City will rebate 100% (minus debt service and the School
District Physical Plant and Equipment Levy) of the new TIF increment for 9 years.
The attached Development Agreement establishes the terms of the sale of the property
to L & J Properties Dubuque, LLC. The key elements of the agreement include the
following:
1) The purchase price is $100,000 per acre for 2.74 usable acres. An Acquisition
Grant to the developer reduces the cost to $50,000 per usable acre.
2) The property will be conveyed on or before July 31, 2007.
3) The company must construct a building of not less than 11,255 square feet,
costing approximately $900,000.
4) L & J Properties Dubuque, LLC. has committed to maintain 85 employees and
create 10 new positions in the building. The new positions must be created within
3 years. These jobs must be retained for an additional 7 years.
5) The company will receive a 100% 9-year TIF in the form of a yearly tax rebate on
the value of the assessable improvements.
Additional terms and conditions of the disposition of the property are included within the
attached Development Agreement. The development agreement is unusual in that the
developer is guaranteeing the jobs, not the company. The results for the City will be the
same as far as penalties.
RECOMMENDATION
1 recommend that the City Council set for public hearing the disposition of the Dubuque
Technology Park property to L & J Properties Dubuque, LLC for the purpose of
constructing an 11,255 sq. ft. office building. This action supports the Council's
objectives to assist business expansion and to create new jobs.
ACTION STEP
The action step for the City Council is to adopt the attached Resolution.
F:\USERS\DHeiar\L & J Properties Dubuque Entegee\L&J Prop Entegee at Tech Park memo.doc
Prepared by: Barry A. Lindah1300 Main Street Dubuque Suite 330 IA 52001 563 583-4113
Return to: Barry A. Lindahl 300 Main Street Dubuque Suite 330 IA 52001 563 583-4113
OFFICIAL NOTICE
RESOLUTION NO. 260-07
RESOLUTION (1) APPROVING THE MINIMUM REQUIREMENTS,
COMPETITIVE CRITERIA, AND OFFERING PROCEDURES FOR THE
DEVELOPMENT OF CERTAIN REAL PROPERTY AND IMPROVEMENTS IN
THE DUBUQUE INDUSTRIAL CENTER-SOUTH ECONOMIC
DEVELOPMENT URBAN RENEWAL DISTRICT; (2) DETERMINING THAT
THE DEVELOPMENT AGREEMENT SUBMITTED BY L & J PROPERTIES
DUBUQUE, LLC SATISFIES THE OFFERING REQUIREMENTS WITH
RESPECT TO THE REAL PROPERTY AND IMPROVEMENTS AND
DECLARING THE INTENT OF THE CITY COUNCIL TO APPROVE THE
DEVELOPMENT AGREEMENT WITH L & J PROPERTIES DUBUQUE, LLC
IN THE EVENT THAT NO COMPETING PROPOSALS ARE SUBMITTED
PROVIDING FOR THE SALE OF LOT 1 OF 10 DUBUQUE TECHNOLOGY
PARK, IN THE CITY OF DUBUQUE, IOWA, AS SHOWN ON THE
ATTACHED MAP; AND (3) SOLICITING COMPETING PROPOSALS.
Whereas, the City Council of Dubuque, Iowa, did on April 7, 1997 adopt an
Amended and Restated Urban Renewal Plan for the Dubuque Industrial Center-South
Economic Development Urban Renewal District (the Plan) for the Urban Renewal Area
described therein; and
Whereas, the Plan provides, among other things, for the disposition of properties for
private development purposes as a proposed economic development action; and
Whereas, L & J Properties Dubuque, LLC (Developer) has submitted to the City a
Development Agreement with a proposal for the purchase of certain real property and
improvements hereinafter described and owned by the City of Dubuque for the construction
of a new office building as described therein (the Development Agreement), together with
the request that this property be made available for purchase as rapidly as possible; and
Whereas, the Development Agreement provides, among other things, for the sale
to Developer of the real estate described as Lot 1 of 10 Dubuque Technology Park, in the
City of Dubuque, Iowa, as shown on the attached map, subject to easements and
restrictions of record (the Property); and
Whereas, in order to establish reasonably competitive bidding procedures for the
disposition of the Property in accordance with the statutory requirements of Iowa Code
Chapter 403, specifically, Section 403.8, and to assure that the City extends a full and fair
opportunity to all developers interested in submitting a proposal, a summary of submission
requirements and minimum requirements and competitive criteria for the property offering
is included herein; and
Whereas, the Development Agreement is on file in the City Clerk's office; and
Whereas, to recognize both the firm proposal for renovation of the Property and
construction of additional buildings, as described above, and to give full and fair opportunity
to other developers interested in submitting a proposal for the use of the property, the City
Council should by this Resolution:
1) Set the fair market value of the Property for uses in accordance with the
Plan;
2) Approve the minimum requirements and competitive criteria included herein;
3) Approve as to form the Development Agreement on file in the City Clerk's
office;
4) Set a date for receipt of competing proposals and the opening thereof;
5) Declare that the proposal submitted by Developer satisfies the minimum
requirements of the offering, and that in the event no other qualified proposal
is timely submitted, that the City Council intends to approve such proposal
and authorize the City Manager to sign the Development Agreement; and
direct publication of notice of said intent;
6) Approve and direct publication of a notice to advise any other person of the
opportunity to compete for purchase of the Property and improvements on
the terms and conditions set forth herein; and
7) Declare that in the event another qualified proposal is timely submitted and
accepted, another and future notice will be published on the intent of the City
to enter into the resulting contract, as required by law;
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and
Whereas, the City Council believes it is in the best interest of the City and the Plan
to act as expeditiously as possible to sell the Property as set forth herein.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
DUBUQUE, IOWA:
Section 1. That the Property described as Lot 1 of 10 Dubuque Technology Park,
in the City of Dubuque, Iowa, as shown on the attached map, subject to easements and
restrictions of record ("the Property") shall be offered for sale in accordance with the terms
and conditions contained in this Resolution.
Section 2. That it is hereby determined that in order to qualify for consideration
for selection, any person must submit a proposal which meets these minimum
requirements:
a) Contains an agreement to purchase the Property at not less than fair market
value established herein;
b) Contains a commitment to purchase the Property for uses allowed in the
Dubuque Technology Park;
c) Sets out or provides to the satisfaction of the City Council the experience of
the principals and key staff who are directly engaged in performance of
contract obligations in carrying out projects of similar scale and character;
and
d) Meets, at a minimum, the terms and conditions of the Development
Agreement submitted by the Developer including an agreement to construct
an office building at a total project cost of approximately $900,000.
Section 3. That the Development Agreement by and between the City and the
Developer be and is hereby approved as to form for the purposes hereinafter stated.
Section 4. That for the purpose of defining the offering of the Property for sale,
said Development Agreement shall be deemed to be illustrative of the terms acceptable to
the City with respect to:
a) Purchase price;
b) Construction of minimum improvements within a timely matter;
c) City participation;
d) Developer obligations; and
e) General terms and conditions
Section 5. That the Development Agreement submitted by the Developer satisfies
the requirements of the offering and, in the event that no other qualified proposals are
timely submitted that the City Council intends to accept and approve the Development
Agreement and sale of the Property.
Section 6. That it is hereby determined that the Developer possesses the
qualifications, financial resources and legal ability necessary to purchase the Property and
to manage and operate the Property in the manner proposed by this offering in accordance
with the Plan.
Section 7. That the purchase price for the Property offered by the Developer is
hereby found and determined to be the fair market value of the interest being conveyed.
Section 8. That the City Clerk shall receive and retain for public examination the
attached Development Agreement submitted by the Developer and, in the event no other
qualified proposals are timely submitted, shall resubmit the Development Agreement to
the City Council for final approval and execution upon expiration of the notice hereinafter
prescribed.
Section 9. That the action of the City Council be considered to be and does
hereby constitute notice to all concerned of the intention of this Council, in the event that
no other qualified proposals are timely submitted, to accept the proposal of the Developer
to purchase the Property and to approve the Development Agreement by and between City
and Developer.
Section 10. That the official notice of this offering and of the intent of the City, in
the event no other qualified proposals are timely submitted, to approve the Development
Agreement, shall be a true copy of this Resolution, but without the attachments referred to
herein, except Exhibit B.
Section 11. That the City Clerk is authorized and directed to secure immediate
publication of said official notice in the Telegraph Herald, a newspaper having a general
circulation in the community, by publication of the text of this Resolution without
attachments referred to herein, except Exhibit B, on or before the 11th day of May, 2007.
Section 12. That written proposals for the purchase of the Property will be received
by the City Clerk at or before 10:00 a.m., June 13, 2007 in the Office of the City Clerk,
located on the first floor at City Hall, Dubuque, Iowa 52001. Each proposal will be opened
at the hour of 10:00 a.m. in City Hall, Dubuque, Iowa on June 13, 2007. Said proposals will
then be presented to the City Council at 6:30 p.m., June 18, 2007, at a meeting to be held
in the Auditorium of the Carnegie-Stout Public Library, Dubuque, Iowa.
Section 13. That such offering shall be in substantial conformance with the
provisions of Iowa Code Section 403.8, requiring reasonable competitive bidding
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procedures as are hereby prescribed, which method is hereby determined to be the
appropriate method for making the Property available for sale.
Section 14. That the required documents for the submission of a proposal shall be
in substantial conformity with the provisions of this Resolution.
Section 15. That the City Clerk is hereby nominated and appointed as the agent of
the City of Dubuque, Iowa to receive proposals for the sale of the Property at the date and
according to the procedure hereinabove specified for receipt of such proposals and to
proceed at such time to formally acknowledge receipt of each of such proposals by noting
the receipt of same in the Minutes of the Council; that the City Manager is hereby
authorized and directed to make preliminary analysis of each such proposal for compliance
with the minimum requirements established by this Council hereinabove. For each
proposal that satisfies these requirements, the City Council shall judge the strength of the
proposal by the competitive criteria established hereinabove. The City Council shall then
make the final evaluation and selection of the proposals.
Section 16. That in the event another qualified proposal is timely submitted and
accepted by the City, another and further notice shall be published of the intent of the City
of Dubuque, Iowa, to enter into the resulting agreement, as required by law.
Passed, approved and adopted this 7th day of May, 2007.
D, ~. a
Roy D
Attest:
~~
eanne F. Schneider
City Clerk
F:\USERS1DHeiarlL & J Properties Dubuque EntegeelLBJ Prop Entegee Resolution Setting Public Hearing on DA.doc
DEVELOPMENT AGREEMENT
BETWEEN
THE CITY OF DUBUQUE
AND
L & J PROPERTIES DUBUQUE, LLC
This Agreement, dated for reference purposes the day of , 2007,
by and between the City of Dubuque, Iowa, a municipality (City), established
pursuant to the Iowa Code and acting under authorization of Iowa Code Chapter
403, as amended (Urban Renewal Act), and L & J Properties Dubuque, LLC, an
Iowa limited liability company with its principal place of business at Dyersville, Iowa
(Developer).
WHEREAS, in furtherance of the objectives of the Urban Renewal Act, City
has undertaken an Urban Renewal project (the Project) to advance the
community's ongoing economic development efforts; and
WHEREAS, the Project is located within the Dubuque Industrial Center
South Economic Development District (the Project Area); and
WHEREAS, as of the date of this Agreement there has been prepared and
approved by City an Urban Renewal Plan for the Project Area consisting of the
Urban Renewal Plan for the Dubuque Industrial Center South Economic
Development District, approved by the City Council of City on April 7, 1997, and as
subsequently amended through and including the date hereof, (as amended,
attached hereto as Exhibit A)(the Urban Renewal Plan); and
WHEREAS, a copy of the Urban Renewal Plan, as constituted on the date of
this Agreement and in the form attached hereto, has been recorded among the land
records in the office of the Recorder of Dubuque County, Iowa; and
WHEREAS, Developer has agreed to construct and lease an office to
Entegee Engineering Technical Group (Entegee); and
WHEREAS, Developer has requested that City sell to Developer 4.63 acres
of which 2.74 acres are usable, legally described as Lot 1 of 10, Dubuque
Technology Park in the City of Dubuque, Iowa, according to the recorded plat
thereof, together with all easements, tenements, hereditaments, and
appurtenances belonging thereto (the Property), so that Developer may develop the
Property, located in the Project Area, for the construction, use and occupancy of an
office building with appurtenant uses which City has determined and represented to
Developer is in accordance with the uses specified in the Urban Renewal Plan and
in accordance with this Agreement; and
042707ba1
WHEREAS, City believes that the development of the Property pursuant to
this Agreement, and the fulfillment generally of this Agreement, are in the vital and
best interests of City and in accord with the public purposes and provisions of the
applicable federal, state and local laws and the requirements under which the
Project has been undertaken and is being assisted.
NOW THEREFORE, in consideration of the premises and the mutual
obligations of the parties hereto, each of them does hereby covenant and agree
with the other as follows:
SECTION 1. CONVEYANCE OF PROPERTY TO DEVELOPER
1.1 Purchase Price. The purchase price for the Property (the Purchase Price)
shall be the sum of Two Hundred Seventy-Four Thousand Dollars ($274,000.00)
(One Hundred Thousand Dollars ($100,000.00) per usable acre for 2.74 net usable
acres) with a total acquisition of 4.63 acres, which shall be due and payable by
Developer in immediately available funds in favor of City, on or before July 31,
2007, or on such other date as the parties may mutually agree (the Closing Date).
City acknowledges receipt of the sum of $5,000.00 from Developer as earnest
money, to be returned to Developer at the Closing, or in the event the parties fail to
close within thirty days after the Closing Date less any expenses incurred by City in
connection with this Agreement.
1.2 Title to Be Delivered. City agrees to convey good and marketable fee simple
title in the Property to Developer subject only to easements, restrictions, conditions
and covenants of record as of the date hereof to the extent not objected to by
Developer as set forth in this Agreement, and to the conditions subsequent set forth
in Section 5.3, below:
(1) City, at its sole cost and expense, shall deliver to Developer an
abstract of title to the Property continued through the date of this Agreement
reflecting merchantable title in City in conformity with this Agreement and
applicable state law. The abstract shall be delivered together with full copies
of any and all encumbrances and matters of record applicable to the
Property, and such abstract shall become the property of Developer when
the Purchase Price is paid in full in the manner as aforesaid.
(2) Developer shall have until time of the Closing Date to render
objections to title, including any easements or other encumbrances not
satisfactory to Developer, in writing to City. Developer agrees, however, to
review the Abstract promptly following Developer's receipt of Developer's
land survey and the Abstract and to promptly provide City with any objections
to title identified therein. Nothing herein shall be deemed to limit Developer's
rights to raise new title objections with respect to matters revealed in any
subsequent title examinations and surveys and which were not identified in
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the Abstract provided by the City. City shall promptly exercise its best efforts
to have such title objections removed or satisfied and shall advise Developer
of intended action within ten (10) days of such action. If City shall fail to
have such objections removed as of the Closing Date, or any extension
thereof consented to by Developer, Developer may, at its sole discretion,
either (a) terminate this Agreement without any liability on its part, and any
sums previously paid to City by Developer (or paid into escrow for City's
benefit) shall be returned to Developer with interest, or (b) take title subject
to such objections. City agrees to use its best reasonable efforts to promptly
satisfy any such objections.
1.3 Rights of Inspection, Testing and Review. Developer, its counsel,
accountants, agents and other representatives, shall have full and continuing
access to the Property and all parts thereof, upon reasonable notice to City.
Developer and its agent and representatives shall also have the right to enter upon
Property at any time after the execution and delivery hereof for any purpose
whatsoever, including inspecting, surveying, engineering, test boring, performance
of environmental tests, provided that Developer shall hold City harmless and fully
indemnify City against any damage, claim, liability or cause of action arising from or
caused by the actions of Developer, its agents, or representatives upon the
Property (except for any damage, claim, liability or cause of action arising from
conditions existing prior to any such entry upon the Property), and shall have the
further right to make such inquiries of governmental agencies and utility companies,
and to make such feasibility studies and analyses as it considers appropriate.
1.4 Representations and Warranties of City. In order to induce Developer to
enter into this Agreement and purchase the Property, City hereby represents and
warrants to Developer that to the best of City's knowledge:
(1) There is no action, suit or proceeding pending, or to the best of City's
knowledge, threatened against City which might result in any adverse
change in the Property being conveyed or the possession, use or enjoyment
thereof by Developer, including, but not limited to, any action in
condemnation, eminent domain or public taking.
(2) 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.
3
(3) All leases, contracts, licenses, and permits between City and third
parties in connection with the maintenance, use, and operation of the
Property have been provided to Developer and City has provided true and
correct copies of all such documents to Developer.
(4) City has good and marketable fee simple title interest to the Property.
(5) The Property has a permanent right of ingress or egress to a public
roadway for the use and enjoyment of the Property.
(6) There are no notices, orders, suits, judgments or other proceedings
relating to fire, building, zoning, air pollution, health violations or other
matters that have not been corrected. City has notified Developer in writing
of any past notices, orders, suits, judgments or other proceedings relating to
fire, building, zoning, air pollution or health violations as they relate to the
Property of which it has actual notice. The Property is in material
compliance with all applicable zoning, fire, building, and health statutes,
ordinances, and regulations.
(7) Payment has been made for all labor or materials that have been
furnished to the Property or will be made prior to the Closing Date so that no
lien for labor performed or materials furnished can be asserted against the
Property.
(8) The Property will as of the Closing Date be free and clear of all liens,
security interests, and encumbrances.
(9) The execution, delivery and performance of this Agreement and the
consummation of the transactions contemplated by this Agreement do not
and shall not result in any material breach of any terms or conditions of any
mortgage, bond, indenture, agreement, contract, license, or other instrument
or obligation to which City is a party or by which either the City or the
Property being conveyed are bound, nor shall the execution, delivery and
performance of this Agreement violate any statute, regulation, judgment, writ,
injunction or decree of any court threatened or entered in a proceeding or
action in which City may be bound or to which either City or the Property
being conveyed may be subject.
(10) 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 C.
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(11) The Property is free and clear of any occupants, and no party has a
lease to or other occupancy or contract right in the Property that shall in
anyway be binding upon the Property or Developer.
(12) City represents and warrants that any fees or other compensation
which may be owed to a broker engaged directly or indirectly by City in
connection with the purchase and sale contemplated in this Agreement are
the sole responsibility and obligation of City and that City will indemnify
Developer and hold Developer harmless from any and all claims asserted by
any broker engaged directly or indirectly by City for any fees or other
compensation related to the subject matter of this Agreement.
(13) City shall exercise its best efforts to cooperate with Developer in the
development process.
(14) City shall exercise its best efforts to resolve any disputes arising
during the development process in a reasonable and prompt fashion.
(15) With respect to the period during which City has owned or occupied
the Property, and to City's knowledge after reasonable investigation with
respect to the time before City owned or occupied the Property, no person or
entity has caused or permitted materials to be stored, deposited, treated,
recycled, or disposed of on, under or at the Property, which materials, if
known to be present, would require cleanup, removal or some other remedial
action under environmental laws.
(16) All city utilities necessary for the development and use of the Property
as intended adjoin the Property and Developer shall have the right to
connect to said utilities, subject to City's connection fees.
(17) No ordinance, covenant or other provision prohibits the construction of
an office building on the Property.
(18) 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.
1.5 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 1.4 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 G.
(2) Title to the Property shall be in the condition warranted in Section 1.4.
(3) Developer, in its sole and absolute discretion, having completed and
approved of any inspections done by Developer hereunder.
(4) Developer having obtained any and all necessary governmental
approvals, including without limitations approval of zoning, subdivision or
platting which might be necessary or desirable in connection with the sale
and transfer and development of the Property. Any conditions imposed as a
part of the zoning, platting or subdivision must be satisfactory to Developer,
in its sole opinion. City shall cooperate with Developer in attempting to
obtain any such approvals and shall execute any documents necessary for
this purpose, provided that City shall bear no expense in connection
therewith. In connection therewith, the City agrees (a) to review all of
Developer's plans and specifications for the project and to either reject or
approve the same in a prompt and timely fashion; (b) to issue a written
notification to Developer, following City's approval of same, indicating that
the City has approved such plans and specifications, and that the same are
in compliance with the Urban Renewal Plan, this Agreement and any other
applicable City or affiliated agency requirements, with the understanding that
Developer and its lenders shall have the right to rely upon the same in
proceeding with the project; (c) to identify in writing within ten (10) working
days of submission of said plans and specifications, any and all permits,
approvals and consents that are legally required for the acquisition of the
Property by Developer, and the construction, use and occupancy of the
project with the intent and understanding that Developer and its lenders and
attorneys will rely upon same in establishing their agreement and time
frames for construction, use and occupancy, lending on the project and
issuing legal opinions in connection therewith; and (d) to cooperate fully with
Developer to streamline and facilitate the obtaining of such permits,
approvals and consents.
(5) City having completed all required notice to or prior approval, consent
or permission of any federal, state or municipal or local governmental
agency, body, board or official to the sale of the Property; and
consummation of the closing by City shall be deemed a representation and
warranty that it has obtained the same.
(6) Developer and City shall be in material compliance with all the terms
and provisions of this Agreement.
6
(7) 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 such party's financial ability as in the reasonable judgment
of City is required.
(8) Developer shall have furnished City with a copy of an executed lease
with Entegee Engineering Technical Group.
(9) Receipt of an opinion of counsel to Developer in the form attached
hereto as Exhibit D.
(10) 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 to the
full satisfaction of such party in such party's sole and unfettered discretion.
Upon the giving of notice of termination by such terminating party to the
other parties to this Agreement, this Agreement shall be deemed null and
void.
1.6 Closin The closing of the purchase and sale shall take place on the
Closing Date. Exclusive possession of the Property shall be delivered on the
Closing Date, in its current condition and in compliance with this Agreement,
including City's representations and warranties regarding the same. 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.
1.7 City's Obligations at Closing. At or prior to the Closing Date, City shall:
(1) Deliver to Developer City's duly recordable Special Warranty Deed to
the Property in the form attached hereto as Exhibit E (the Deed) conveying
to Developer marketable fee simple title to the Property and all rights
appurtenant thereto, subject only to easements, restrictions, conditions and
covenants of record as of the date hereof and not objected to by Developer
as set forth in this Agreement, and to the conditions subsequent set forth in
Section 5.3 below.
(2) Deliver to Developer the Abstract of Title to the Property.
(3) Deliver to Developer such other documents as may be required by
this Agreement, all in a form satisfactory to Developer.
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1.8 Delivery of Purchase Price; Obligations At Closing. At closing, and subject
to the terms, conditions, and provisions hereof and the performance by City of its
obligations as set forth herein, Developer shall pay the Purchase Price to City
pursuant to Section 1.1 hereof, but subject to Developer receiving an offsetting
credit pursuant to Section 3.1 below.
1.9 Closing Costs. The following costs and expenses shall be paid in connection
with the closing:
(1) City shall pay:
(a) The transfer fee, if any, imposed on the conveyance.
(b) A pro-rata portion of all taxes, if any, as provided in Section
1.10.
(c) All special assessments, if any, whether levied, pending or
assessed.
(d) City's attorney's fees, if any.
(e) City's broker and/or real estate commissions and fees, if any.
(f) The cost of recording the satisfaction of any existing mortgage
and any other document necessary to make title marketable.
(2) Developer shall pay the following costs in connection with the closing:
(a) The recording fee necessary to record the Deed.
(b) Developer's attorney's fees.
(c) Developer's broker and/or real estate commissions and fees, if
any.
1.10 Real Estate Taxes. City shall pay all real estate taxes for all fiscal years that
end prior to the Closing Date. Real estate taxes for the fiscal year in which the
Closing Date occurs shall be prorated between City and Developer to the Closing
Date on the basis of a 365-day calendar year. Developer shall pay or cause to be
paid all real estate taxes due in subsequent fiscal years. Any proration of real
estate taxes on the Property shall be based upon such taxes for the year currently
payable.
SECTION 2. DEVELOPMENT ACTIVITIES
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2.1 Required Minimum Improvements. City acknowledges that Developer is
building a commercial office building which will be located on the Property, as
shown on the site plan, Exhibit B. Specifically, Developer is charged with
constructing the building and certain internal systems thereto, and with finishing the
building including, without limitation, all interior improvements (the Minimum
Improvements); all as more particularly depicted and described on the plans and
specifications to be delivered to and approved by City as contemplated in this
Agreement. Developer hereby agrees to construct an office facility of not less than
eleven thousand two hundred fifty square feet of floor space along with necessary
sitework as contemplated in this Agreement at a cost of approximately $900,000.
2.2 Plans for Construction of Minimum Improvements. Plans and specifications
with respect to the development of Property and the construction of 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.
2.3 Timing of Improvements.
(1) Developer hereby agrees that construction of Minimum Improvements
on the Property shall be commenced within three (3) months after the
Closing Date, and shall be substantially completed by December 31, 2007.
The time frames for the performance of these obligations shall be
suspended due to unavoidable delays meaning delays, outside the control of
the party claiming its occurrence in good faith, which are the direct result of
strikes, other labor troubles, unusual shortages of materials or labor,
unusually severe or prolonged bad weather, acts of God, fire or other
casualty to the Minimum Improvements, litigation commenced by third
parties which, by injunction or other similar judicial action or by the exercise
of reasonable discretion directly results in delays, or acts of any federal,
state or local government which directly result in extraordinary delays. The
time for performance of such obligations shall be extended only for the
period of such delay.
(2) Developer acknowledges that one fourth (.25) acres of the Property is
intended as an expansion area. If such expansion area is not developed
within ten years from the date of this Agreement with improvement
substantially similar in character to the Minimum Improvements, Developer
shall pay to City within thirty days of such date the Acquisition Grant for such
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part of the expansion area not so improved ($50,000.00 x number of acres
not so improved). Such ten-year period shall begin to run on the date of the
latest improvement to the Property which is substantially similar in character
to the Minimum Improvements. Provided, however, nothing contained in this
paragraph or Agreement shall be construed to limit Developer's expansion or
development of the Property to the fullest extent permitted by the relevant
zoning regulations affecting the Property.
2.4 Certificate of Completion. Promptly following the request of Developer upon
completion of the Minimum Improvements, City shall furnish Developer with an
appropriate instrument so certifying. Such certification (the Certificate of
Completion) shall be in recordable form and shall be a conclusive determination of
the satisfaction and termination of the agreements and covenants in this
Agreement and in the Deed with respect to the obligations of Developer to
construct Minimum Improvements. The Certificate of Completion shall waive all
rights of re-vestment of title in City as provided in Section 5.3, and the Certificate of
Completion shall so state.
2.5 Developer's Lender's Cure Rights. The parties agree that if Developer shall
fail to complete the Minimum Improvements as required by this Agreement such
that re-vestment of title may occur (or such that the City would have the option of
exercising its re-vestment rights), then Developer's lender shall have the right, but
not the obligation, to complete such Minimum Improvements.
SECTION 3. CITY PARTICIPATION
3.1 Acquisition Grant to Developer. For and in consideration of Developer's
obligations hereunder to construct Minimum Improvements, City agrees to make an
Acquisition Grant to Developer on the Closing Date, or such other date as the
parties shall mutually agree upon in writing, in the amount of fifty thousand,
($50,000.00) per usable acre. The parties agree that the Acquisition Grant shall be
payable in the form of a credit favoring Developer at time of Closing with the effect
of directly offsetting a portion of the purchase price obligation of Developer.
3.2 Economic Development Grant to Developer.
(1) 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 eighteen (18) consecutive semi-annual payments (such payments
being referred to collectively as the Economic Development Grants) to the
Developer:
November 1, 2009 May 1, 2010
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November 1, 2010 May 1, 2011
November 1, 2011 May 1, 2012
November 1, 2012 May 1, 2013
November 1, 2013 May 1, 2014
November 1, 2014 May 1, 2015
November 1, 2015 May 1, 2016
November 1, 2016 May 1, 2017
November 1, 2017 May 1, 2018
pursuant to Iowa Code Section 403.9 of the Urban Renewal Law, in amounts
equal to the actual amount of tax increment revenues paid by Developer and
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).
Developer recognizes and agrees that the Economic Development Grants
shall be paid solely and only from the incremental taxes collected by City in
respect to the Minimum Improvements, which does not include property
taxes collected for the payment of bonds and interest of each taxing district,
and taxes for the regular and voter-approved physical plant and equipment
levy, and 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.
(2) To fund the Economic Development Grants, City shall certify to the
County prior to December 1 of each year, commencing December 1, 2008,
its request for the available Developer Tax Increments resulting from the
assessments imposed by the County as of January 1 of the following year, 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 by December, 2008,
the Economic Development Grants in respect thereof would be paid to the
Developer on November 1, 2009, and May 1, 2010.
(3) 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 L & J Properties Dubuque 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 L & J Properties
Dubuque TIF Account to pay the Economic Development Grants, as and to
the extent set forth in Section 3.2(1) hereof. The Economic Development
Grants shall not be payable in any manner by other tax increments
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revenues, or by general taxation or from any other City funds. City makes no
representation with respect to the amounts that may be paid to Developer as
the Economic Development Grants in any one year and under no
circumstances shall City in any manner be liable to Developer so long as City
timely applies the Developer Tax Increments actually collected and held in
the L & J Properties Dubuque 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.
(4) City shall be free to use any and all tax increment revenues collected
in respect of other properties within the Project Area, or any available
Developer Tax Increments resulting from the termination of the annual
Economic Development Grants under Section 3.2 hereof, for any purpose for
which such tax increment revenues may lawfully be used pursuant to the
provisions of the Urban Renewal Law, and City shall have no obligations to
Developer with respect to the use thereof.
SECTION 4. COVENANTS OF DEVELOPER
4.1 Job Creation.
(1) Entegee or another tenant shall create ten (10) full-time equivalent
employees ("FTE") in Dubuque, Iowa prior to July 1, 2010, and shall maintain
those jobs during the Term of this Agreement. The parties agree that the
term "Employer" for purposes of the job creation obligation contained in this
Agreement shall refer to Entegee Engineering Techincal Group or another
tenant. It is agreed by the parties that Employer has Eighty-Five (85) full-time
equivalent employees (FTE) in Dubuque, Iowa, as of April 27,2007. FTE
shall be calculated by adding full-time and part-time employees together
using 2080 hours per year as a FTE employee. In the event that the
certificate provided to City under Section 4.2 hereof on July 1, 2017
discloses that Employer does not as of that date have at least 95 FTE
employees as provided hereinabove, Employer if Employer owns or leases
the Property and/or Improvements on that date (and City may rely upon a
statement from Employer or Developer with respect to Employer's ownership
or lease status for such purposes without any obligation to verify such
status), otherwise Developer shall pay to City, promptly upon written demand
therefor, an amount equal to $ 1,442.10 per job not created or maintained
($137,000.00 divided by 95 FTE _ $ 1,442.10). (In the event that Employer is
required to pay City under the second paragraph of Section 2.3, the amount
per job not created of $1,442.10 shall be reduced by the amount of such
payment). The payments provided for herein shall be the City's sole remedy
for the failure of Employer to meet the job creation requirements of this
subsection 4.1(a).
(2) In addition, for the positions that Employer fails to create and maintain
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for any year during the Term of this Agreement, the semi-annual Economic
Development Grants for such year under Section 3.2 shall be reduced by the
percentage that the number of such positions bears to the total number of
positions required to be created and maintained (95 FTE's) by this Section
4.1. (For example, if Employer has 90 FTE employees, the semi-annual
Economic Development Grants would be 94.73% (90/95 employees) of the
Tax Increment Revenues received by City would be paid by City). The
reduction of the semi-annual Economic Development Grants shall be the
City's sole remedy for the failure of Employer to meet the job creation
requirements of this subsection 4.1(2).
4.2 Certification. To assist City in monitoring the performance of Developer
hereunder, each year during the term of this Agreement, a duly authorized officer
of Developer shall certify to City (a) the number of full time positions at the
Property, and (b) to the effect that such officer has re-examined the terms and
provisions of this Agreement and that at the date of such certificate, and during the
preceding twelve (12) months, Developer is not or was not in default in the
fulfillment of any of the terms and conditions of this Agreement and that no Event of
Default (or event which, with the lapse of time or the giving of notice, or both, would
become an Event of Default) is occurring or has occurred as of the date of such
certificate or during such period, or if the signer is aware of any such default, event
or Event of Default, said officer shall disclose in such statement the nature thereof,
its period of existence and what action, if any, has been taken or is proposed to be
taken with respect thereto. Such certificate shall be provided not later than July 1,
2010, and on July 1 of each year thereafter during the term of this Agreement.
4.3 Books and Records. During the term of this Agreement, Developer shall
keep at all times, and shall upon reasonable notice from City allow City access to,
proper books of record and account in which full, true and correct entries will be
made of all dealings and transactions of or in relation to the business and affairs of
Developer in accordance with generally accepted accounting principles consistently
applied throughout the period involved, and Developer shall provide reasonable
protection against loss or damage to such books of record and account.
4.4 Real Property Taxes. From and after the Closing Date, Developer shall pay
or cause to be paid, when due, all real property taxes and assessments payable
with respect to all and any parts of the Property unless Developer's obligations have
been assumed by another person 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.
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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,
from time to time at the request of City, furnish City with proof of insurance in
the form of a certificate of insurance for each insurance policy):
(a) All risk builder's risk insurance, written on a Completed Value
Form in an amount equal to one hundred percent (100%) of the
replacement value when construction is completed;
(b) Insurance as set forth in the attached Insurance Schedule.
(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 (and from time to time at the request of
City shall furnish proof of insurance in the form of a certificate of insurance)
insurance as follows:
(a) All risk property insurance against loss and/or damage to
Minimum Improvements under an insurance policy written in an
amount not less than the full insurable replacement value of
Minimum Improvements. The term "replacement value" shall
mean the actual replacement cost of the 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.
(3) Developer shall notify City immediately in the case of damage
exceeding $500,000.00 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
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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. Nothing in this Agreement, however, shall be deemed to
alter any agreements between Developer or any other party including, without
limitation, any agreements between the parties regarding the care and maintenance
of the Property.
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, 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 adecision-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 2.4), this Agreement may not be
assigned by Developer nor may the Property be transferred by Developer to
another party without the prior written consent of City, which shall not be
unreasonably withheld. Thereafter, 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.
Notwithstanding the foregoing, City hereby consents to Developer assigning this
Agreement to an entity in which Developer, or its existing shareholders, own a
majority interest.
4.11 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
15
use of the Property as an office building 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).
4.12 Release and Indemnification Covenants.
(1) Developer releases City and the governing body members, officers,
agents, servants and employees thereof (hereinafter, for purposes of this
Section, the Indemnified Parties) from, covenants and agrees that the
Indemnified Parties shall not be liable for, and agrees to indemnify, defend
and hold harmless the Indemnified Parties against, any loss or damage to
property or any injury to or death of any person occurring at or about or
resulting from any defect in the Minimum Improvements.
(2) Except for any negligence, willful misrepresentation or any willful or
wanton misconduct or any unlawful act of the Indemnified Parties, Developer
agrees to protect and defend the Indemnified Parties, now or forever, and
further agrees to hold the Indemnified Parties harmless, from any claim,
demand, suit, action or other proceedings whatsoever by any person or
entity whatsoever arising or purportedly arising from (1) any violation of any
agreement or condition of this Agreement (except with respect to any suit,
action, demand or other proceeding brought by Developer against City
based on an alleged breach of any representation, warranty or covenant of
City under this Agreement and/or to enforce its rights under this Agreement)
or (2) the acquisition, construction, installation, ownership, and operation of
the Minimum Improvements or (3) the condition of the Property and any
hazardous substance or environmental contamination located in or on the
Property, occurring after Developer takes possession of the Property.
(3) The Indemnified Parties shall not be liable to Developer for any
damage or injury to the persons or property of Developer or its officers,
agents, servants or employees or any other person who may be on, in or
about the Minimum Improvements due to any act of negligence of any
person, other than any act of negligence on the part of any such Indemnified
Party or its officers, agents, servants or employees.
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(4) All covenants, stipulations, promises, agreements and obligations of
City contained herein shall be deemed to be the covenants, stipulations,
promises, agreements and obligations of City, and not of any governing body
member, officer, agent, servant or employee of City in the individual capacity
thereof.
(5) The provisions of this Section shall survive the termination of this
Agreement.
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 which or the sanctions and penalties resulting therefrom,
would not have a material adverse effect on the business, property, operations,
financial or otherwise, of Developer.
SECTION 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)
17
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 defaulting party deemed adequate by City, that
the defaulting party will cure its default and continue its performance under
this Agreement;
(2) Until the Closing Date, City may cancel and rescind this Agreement;
(3) City shall be entitled to recover from Developer the sum of all
amounts expended by City in connection with the funding of the Acquisition
Grant to Developer, and City may take any action, including any legal action
it deems necessary, to recover such amounts from the defaulting party;
(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 Re-Vesting Title in City Upon Happening of Event Subsequent to
Conveyance to Developer. In the event that subsequent to conveyance of the
Property to Developer by City and prior to receipt by Developer of the Certificate of
Completion, but subject to the terms of the mortgage granted by Developer to
secure a loan obtained by Developer from a commercial lender or other financial
institution to fund the acquisition of Property or construction of the Minimum
Improvements, (First Mortgage) an Event of Default under Section 5.1 of this
Agreement occurs and is not cured within the times specified in Section 5.2, then
City shall have the right to re-enter and take possession of the Property and any
portion of the Minimum Improvements thereon and to terminate (and re-vest in City
pursuant to the provisions of this Section 5.3 subject only to any superior rights in
any holder of the First Mortgage) the estate conveyed by City to Developer, it being
the intent of this provision, together with other provisions of this Agreement, that the
conveyance of the Property to Developer shall be made upon the condition that
(and the Deed shall contain a condition subsequent to the effect that), in the event
of default under Section 5.1 on the part of Developer and failure on the part of
Developer to cure such default within the period and in the manner stated herein,
City may declare a termination in favor of City of the title and of all Developer's
rights and interests in and to Property conveyed to Developer, and that such title
and all rights and interests of Developer, and any assigns or successors in interests
of Developer, and any assigns or successors in interest to and in Property, shall
revert to City (subject to the provisions of Section 5.3 of this Agreement), but only if
the events stated in Section 5.1 of this Agreement have not been cured within the
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time period provided above, or, if the events cannot be cured within such time
periods, Developer does not provide assurance to City, reasonably satisfactory to
City, that the events will be cured as soon as reasonably possible. Notwithstanding
the foregoing, however, City agrees to execute a Subordination Agreement in favor
of Developer's first mortgage lender, in a form reasonably acceptable to City and to
Developer's first mortgage lender.
5.4 Resale of Reacquired Property; Disposition of Proceeds. Upon the re-
vesting in City of title to the Property as provided in Section 5.3 of this Agreement,
City shall, pursuant to its responsibility under law, use its best efforts, subject to any
rights or interests in such property or resale granted to any holder of a First
Mortgage, to resell the Property or part thereof as soon and in such manner as City
shall find feasible and consistent with the objectives of such law and of the Urban
Renewal Plan to a qualified and responsible party or parties (as determined by City
in its sole discretion) who will assume the obligation of making or completing the
Minimum Improvements or such other improvements in their stead as shall be
satisfactory to City and in accordance with the uses specified for such the Property
or part thereof in the Urban Renewal Plan. Subject to any rights or interests in such
property or proceeds granted to any holder of a First Mortgage upon such resale of
the Property the proceeds thereof shall be applied:
(1) First, to pay and discharge the First Mortgage;
(2) Second, to pay the principal and interest on mortgage(s) created on
the Property, or any portion thereof, or any improvements thereon,
previously acquiesced in by City pursuant to this Agreement. If more than
one mortgage on the Property, or any portion thereof, or any improvements
thereon, has been previously acquiesced in by City pursuant to this
Agreement and insufficient proceeds of the resale exist to pay the principal
of, and interest on, each such mortgage in full, then such proceeds of the
resale as are available shall be used to pay the principal of and interest on
each such mortgage in their order of priority, or by mutual agreement of all
contending parties including Developer, or by operation of law;
(3) Third, to reimburse City for all allocable costs and expenses incurred
by City, including but not limited to salaries of personnel, in connection with
the recapture, management and resale of the Property or part thereof (but
less any income derived by City from the Property or part thereof in
connection with such management); any payments made or necessary to be
made to discharge any encumbrances or liens (except for mortgage(s)
previously acquiesced in by the City) existing on the Property or part thereof
at the time of revesting of title thereto in City or to discharge or prevent from
attaching or bring made any subsequent encumbrances or liens due to
obligations, default or acts of Developer, its successors or transferees
(except with respect to such mortgage(s)), any expenditures made or
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obligations incurred with respect to the making or completion of the Minimum
Improvements or any part thereof on the Property or part thereof, and any
amounts otherwise owing to City (including water and sewer charges) by
Developer and its successors or transferees; and
(4) Fourth, to reimburse Developer up to the amount equal to (1) the sum
of the Purchase Price paid to City for the Property and the cash actually
invested by such party in making any of the Minimum Improvements on the
Property, less (2) any gains or income withdrawn or made by Developer from
this Agreement or the Property.
5.5 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.
5.6 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.
5.7 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.
5.8 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
20
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 any U.S. Postal Service and sent by registered or certified
mail, postage prepaid, addressed as follows:
If to Developer:
With copy to:
Michael P. Decker, President
1164 Woodland Dr.
Dyersville, IA 52040
Phone: (563) 744-3412
Flint Drake
Kane, Norby & Reddick, P.C.
2100 Asbury Rd, Ste 2
Dubuque, Iowa 52001
Phone: (563) 582-7980
Fax: (563) 582-5312
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 May 1, 2018 (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
21
a Memorandum of Development Agreement in the form attached hereto as Exhibit
F in the office of the Recorder of Dubuque County, Iowa. Developer shall pay the
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
By:
Roy D. Buol, Mayor
By:
Jeanne Schneider, City Clerk
L & J PROPERTIES DUBUQUE, LLC
BY~ ~~~«~ ~' LLt~-~
Michael P. Decker, President
F:\USERS\DHeiar\L 8~ J Properties Dubuque EntegeelL&J Properties Entegee DA.doC
22
INSURANCE SCHEDULE A
INSURANCE REQUIREMENTS FOR TENANTS AND LESSEES OF CITY PROPERTY OR
VENDORS (SUPPLIERS, SERVICE PROVIDERS) TO THE
CITY OF DUBUQUE
1. All policies of insurance required hereunder shall be with an insurer authorized to do business in
Iowa. All insurers shall have a rating of A or better in the current A.M. Best Rating Guide.
2. All policies of insurance shall be endorsed to provide a thirty (30) day advance notice of
cancellation to the City of Dubuque, except for 10 day notice for non-payment, if cancellation is
prior to the expiration date. This endorsement supersedes the standard cancellation statement
on the Certificate of Insurance.
3. Developer shall furnish a signed Certificate of Insurance to the City of Dubuque, Iowa for the
coverage required in Paragraph 6 below. Such certificates shall include copies of the following
policy endorsements:
a) Commercial General Liability policy is primary and non-contributing.
b) Commercial General Liability additional insured endorsement.
c) Governmental Immunity Endorsements.
4. Each certificate shall be submitted to the contracting department of the City of Dubuque.
5. Failure to provide minimum coverage shall not be deemed a waiver of these requirements by the
City of Dubuque. Failure to obtain or maintain the required insurance shall be considered a
material breach of this agreement.
6. Developer shall be required to carry the following minimum coverage/limits or greater if required
by law or other legal agreement:
a) COMMERCIAL GENERAL LIABILITY
General Aggregate Limit $2,000,000
Products-Completed Operations Aggregate Limit $1,000,000
Personal and Advertising Injury Limit $1,000,000
Each Occurrence Limit $1,000,000
Fire Damage Limit (any one occurrence) $ 50,000
Medical Payments $ 5,000
This coverage shall be written on an occurrence, not a claims made form. Form CG 25 04 03 97
"Designated Location (s) General Aggregate Limit" shall be included. All deviations or exclusions
from the standard ISO commercial general liability form CG 0001, or Business Owners form BP
0002, shall be clearly identified.
23
INSURANCE SCHEDULE A (Continued)
INSURANCE REQUIREMENTS FOR TENANTS AND LESSEES OF CITY PROPERTY OR
VENDORS (SUPPLIERS, SERVICE PROVIDERS) TO THE
CITY OF DUBUQUE
Governmental Immunity Endorsement identical or equivalent to form attached.
Additional Insured Requirement:
The City of Dubuque, including all its elected and appointed officials, all its employees and
volunteers, all its boards, commissions and/or authorities and their board members,
employees and volunteers shall be named as an additional insured on General Liability
Policies using ISO endorsement CG 20 26 0704 "Additional Insured -Designated Person or
Organization," or it's equivalent. -See Specimen
b) WORKERS' COMPENSATION & EMPLOYERS LIABILITY
Statutory for Coverage A
Employers Liability:
Each Accident
Each Employee -Disease
Policy Limit -Disease
c) UMBRELLA EXCESS LIABILITY
LIQUOR OR DRAM SHOP LIABILITY
Coverage to be determined on a case by case basis by Finance Director.
Completion Checklist
^ Certificate of Liability Insurance (2 pages)
^ Designated Location(s) General Aggregate Limit CG 25 04 03 97 (2 pages)
^ Additional Insured 20 26 07 04
^ Governmental Immunities Endorsement
$100, 000
$100, 000
$500,000
24
CITY OF DUBUQUE, IOWA
GOVERNMENTAL IMMUNITIES ENDORSEMENT
Nonwaiver of Governmental Immunity. The insurance carrier expressly agrees
and states that the purchase of this policy and the including of the City of
Dubuque, Iowa as an Additional Insured does not waive any of the defenses of
governmental immunity available to the City of Dubuque, Iowa under Code of
Iowa Section 670.4 as it is now exists and as it may be amended from time to
time.
2. Claims Coverage. The insurance carrier further agrees that this policy of
insurance shall cover only those claims not subject to the defense of
governmental immunity under the Code of Iowa Section 670.4 as it now exists
and as it may be amended from time to time. Those claims not subject to Code
of Iowa Section 670.4 shall be covered by the terms and conditions of this
insurance policy.
3. Assertion of Government Immunity. The City of Dubuque, Iowa shall be
responsible for asserting any defense of governmental immunity, and may do so
at any time and shall do so upon the timely written request of the insurance
carrier.
4. Non-Denial of Coverage. The insurance carrier shall not deny coverage under
this policy and the insurance carrier shall not deny any of the rights and benefits
accruing to the City of Dubuque, Iowa under this policy for reasons of
governmental immunity unless and until a court of competent jurisdiction has
ruled in favor of the defense(s) of governmental immunity asserted by the City of
Dubuque, Iowa.
No Other Change in Policy. The above preservation of governmental immunities
shall not otherwise change or alter the coverage available under the policy.
SPECIMEN
25
I~r~ t~uantria cgl~r~cus~. t'aa~rt~cu-t, cu~~e.rr~r
~'l ~ 07 pa
~`H!~ ENDORRNT CI~lAN4~~ "f'H PGttJCY, PLEASE R~A,R 1T C~R~FtJ1.LY.
~l~~TItJIAL 1NSUREp -- C~ESIGNATEC~
PERSON C3R t~!RGA~ViTtC?N
7"had. ~ mc~h~s irgsur~nce arc adw ttw
~~.`~C11t#~~IAt.Gt~l~'2~1 t~+ri~:.ITY::t1d~Ri~"tG~PAF27
SCNEDi1LE
_...w........ _. ~
fAdttationai insured ~+itth(Spl~t't~rganlsa~tlgn~s~_.".
'Ti'p: f~-.~ n~ Q~btlque, irsctuslina Tali its e16,Cx~rt art ,~p~'ittintttt
^~~~r,i~lst ail its ,alu~~~J ~t-d YniUflt,e~i"s, all a~t i~ar~ds,
~r~c~r~~issions and,~ar au~lt;sritie5 aar~d ~.~s~3r ~~~rri -T~w~t>:/r•~,
~n"~p3rayenx and v~iua~Leer~s.
- _ _.. __ ... _ . ..m~..~..~...
1n•e~r,~.a~,cn ~r~~.~E~e~ r~~ n h~~.~. H r,o# sY~txv;~ ~. ~~,°Il ~ z ~ ih ~e_C~rcia a.iors
~c.:auri E~ -- Wt~~ in ~ intdlYYt! as rumcrdccS ua-
ciutie pax gn ~dditige~r -t~uzcd tle~ yCaa~$~d ~~ +~'~:'
~c1aOr)Sc) -sh~:~m in IIxC {,it:.1'c~J~i, b~Ct 4#2}y~SMi~.I! rpt±C't
b~ (i~hflR•y ~r~ ~a~l~~ in~.n-y"~ 'iy ti~tt'4~" ~
"-~r5ezr~! a-fd .:d~~rtsara ru~y' , in tvArkt2 tat
it ~. t~ r ~~a o~ crta~s-~i'~ rn" th& ~~C$ or t7tttss~-
t~ iaa7 ,e ~t~~ag tan r~ur kmekaN~:
A. in ti*a p~r~arsnr o~ yrouror.g ~~n~"
B. 9n c~#tx~MC°ac+a ~itRa per ~rern6sea o+rar+~l ~'Y c*r
r~ttk~e to 7~i
C.t~ 7fi fit A7 t}1
..~°..
:r~~
,_ ~~
SSCy i'r:+~eria. Init.. ~C34
26
Ada t of f O
;J4,~ C~RTtF1+CAfiE C3F L.IABf~.1TX It+ISUIt+I~E azlz~ zoos
e~^.~+v.~~ (553)55 072 K`AK tSb:~}~36-~M4t5 'l~il~C~R'n~'1cArEist~su~un1`1"1rc~aFiNrU«eJwAtiR~t
,LkSllRAHS_t At,~fYlY i'fl~ti.Y XtNCtC.~E~C3~i T10 RKtH7$ ~iPC1NT1lE CERT~ICATk
WDt.t1lR. TFttB CEitT~}GATE [~ IiC~7t,atttE~1~, E><TF,?t~# K?R
i h'ttl .WM>ttE:55 Ai,7~9t THE CUVERAG~_±!l . Y t
Clt't, ~J~Si~, LIJ' C(X
InMtJ~Ft[(tS l (ORDINC Cpy[ttAtiRE { N k
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~t '! l:C:3stf.F!lEVT TE.M'9R ~~iX~L~iI t6:H r,.} h~v ~.a"af YR: d: T e:;; fiT}E'R ~bU~ t$A6NT VATH iF,~SP&'t-T TU l.NP.1tl NI r ; ~ N':>-u;t. }: i~<r In t,fl, N"iE l i(i
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4 ~.l.s~k$, +4C~1Rr^.~'Ft .'.'ITS ~:-Y,]~lti 1."..Y kfc'.'} ifE.l~ itL~UL;.U Si 't~1i: +.:lff.`,
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'M uµ'r ~..~ ("~A,IC'f ~t r ta'ifil td. 'i~'^wiiA~'1Y k <-
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~~~~ ' .._.
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~b~
ltpnl~:clf7.~ ~Gn~ agftil,£t..n ae~ a f' ~ r t.aE r -xE i
~Y ~ £t"(N I; h.}~AK; #E K>f ' .' -1 .? ~ L i'," N.>£ "tt ... ~. J.~ ~ ~~
r. ..~t~r trice,„aer. >; t ±~'t t~ si _,~£i 1fl0,4OC
.".
,~ :~, t[r^ ~r~4r~~ n-~ ~ i rzac k ~ , ,gin % 34(1.i~tyC
uin_-es~ __ ...,..,,.,,. ~..~ ..... ...~....._~oo.-.. _ .,.~..w,u..- .. _
eS1:Rrr ~a,;+'~p~Y~y{efp~>t{•{,N;xrKn~a.'/C npAtk ~9~>!+fd«~64Ma tittll!~eY T. siE: res'i'n>r ~.~•~•~
!~ Gi ~r OF UuBUpt~H IS LZSTEi} ~~ A~tliTiDM~L~@ 4t~ £RAL t~.I~~ ~tti te~er5 a~iwC 1StI
:htT F~~kr CG 20 26 0? v4 "arxsrrx+~u. ~rncJi{kii-IIESZGt~TEO PE.Rat1At OR tVIZdTT~i" fret c75 EQUIVILANf.
NEJtAI t.I118It:I'TY P~.1CY 25 Y Alit t!KJn1-C.OHfRZIkUTZhG. F~t#~ GG 25 04 D3 ~7 "'DE:SYt'~At~t1 L€1CJkTIfI~S"'
tMECiAt LIABIL:I7Y ~r ,REi4't~ ~~It~`T SKdEL.I INCLIIDEb. ~;'N7A1. `t1~'I!!Nt ~ t tti txUaltS~IE.~fT ~"S I~ICI.U[1~.
1 POLICIES S.l Cp li! F'Kt`X+EI€C~ 30 CMV MYVAWCE N[11TYaGE ~ C~II,l.A7~f~4N Y'.!t Ct`TY Cat UUEgH~UE
.~.... ........~.,.,...~........w.,.....-... _ ..~
'x~f7J?~~~T.~,-t~ik
Itilf~+Kdl'Y`G!~TI~E.Mi~FYfi61~EDY"W.cxxnrr,~isr~.Gr~>~tx i~a i"tu.
ESCNIRhTfGti SATE 7NEIIEQI<; t}~IEaftifiil~S?.Ae iilll K4IJCICX%iS114 a~av..
L;'I~Y tX` 1~JfTtX1IJ~ ~.~:~_~AtMtir~Fimtp~larC~T~'~'aOtae'c~+c't~~rwTrEarnru..wrn,u yr4cr~,
T't" JIALL. ~ ~ d11t~Yl4~%>if%1fl~iftgiXlt
ri5 W. 13ii! STR!'E:T xxX~.'JS~XX
11~~1ts ,CA ~Upl ,WUSrwareertene~wrx'antt
AC~RG Zb t29i1°41t~1
&~3ACAt?D ~DD€ilRAt1Ui911l68
27
It)RTANT
ii~t(: tr;st~te~}tL l3~1t(t~r N.. :Ht At3t3ii ?C91~,At. li'i$v'itti (> iFa; C.?r4it:ydiw'~i irrl0it b~ ~`c§u'seK! ,~. stvlerY~rti
tut tint; ~,~~ttP'nr~?E' r~aeffi trot C61M&t Y9gt1t8 iu Lt"tiCrt;:ttcs txltiiCr at iirrtr ut ~ ragrtk;r:tentt:fttjst.
!t SLDB ~+~t3tt ~ h°~Ri iS Y1AP1t~^t?. tt~cx ~ ~rw itrtr r~ ~tre cvt rtiitil:tRF ufi ~ ru itciiu,~, rr~tau pt:iet rrray
t~tttrr3 tit 4rii?%`4t::ri`. Jr* tldi C+s~itl4tn tk.rrs rx;i t:t~rfttr r~irl~ k: ttrst tadri~
Eix~drtf ~iit~i; ui ~ _ h~.j.
~f~L
ttte ~cr.,fw.'~rtc ttt+tist~~rxw rar t rtprtsru~ a o! the f~tar tip r~si s„ .i itaic a vurrit i.~rvtewr
`,he rssut'~' (tit, o~lt~ctl t~fll't'•lS4lt~*tlite~tt at itcIId~r. tkt~ ;ttal c= i t ~ icwtr irtrti~: , +rcai ~I:c it
~tittrc r w rtagiy ~rtitr;, t~atil9tld ck` ' ttte Co ~ 1~( shu p.dit:iCx 6z,t~J Ihrtrzn t
SPECIMEN
(~t17i
28
~'t MU+r'C~t.it Ct,ER~tAt_C~ttE1iAt. Lwt3iC17Y
YS Q4 tt3 ~t
TFi1S MOflR".a'l4N~NT CF~,4~~+!i~}}-~ *~H~ P~LlC1l. P;A~ ~tEAt'? i'1` CARUULt,.Y.
~EM7~~~ri 1 ~~ ~..~.d~.r~~ ii 1~J~~a7
~~~~~~ ~~~~~~~~~ L~~~T
Tttats ~ ~ rr~asiiti~r i~c~~r t z~xic°t fcikarsi~g: ]~~
C~7r,~p.'fEiZC1f+~L~Et+IEEttai. t!a'Ittt"Y t"t7b~~A~EP+4RT ~~~]!1
~~
SGHE
, _ u.~ ..,,. ,__ . _ . . _~ .._. _~
Qa~i~rt~tet# ~.vc~~ra(aj; ;
1
;I' na t~ tr; r~7Paars at3'xue i; frmtati~rt re~rr~xt tr"i tt»s er+m~Mwdi i.ye ~;tW~n +n tit>n~
~4. Fttr t,ll ~~rnti ishct3 1~ irn3~•ar: becx~n icy
LL iat;3r3 !.> tarry ;+~ .tarru~gec Csa:76arf b/
'~~rrvr:~.rc~~"' :rr~Spr ~.C)Lrt ftArf- A fSEC7l
!.. arr:t to~ aA rrt:€tirwi e>r~ar~se~ C~rased ~ tau
dr.'s ,rroar C:UVt=ttAGE C f5ECTIC}N (j, ~i~~
G;~tr t`i? 3ttc'Ibttt~t 4rtijr @~ ut:c;rdtrt;rr~ fit! t# ~iir:g'
~sr~r~~t~t `h~atx~n" ~hcw~ in the ~c^.c~-u~
;~it1S9;
1. R s~a<~rrrslE ~c~Siy•t;dtrci 3UC:~:itxt Gt~n~ttt'
~;~gar~caae ._.rnit a~+~-es t~ e~Fr de~~~t~tcrt
.,.SLit~rr'. ~r.>~ ths~t intit rs t:~rxai tp ttte
r=srnnet rsr Jrr ~rr~r;rl r`tiggregate ~~tt
stitYNrt itt tTY~: t.4C~$rAttr3tl!;
?4 7l;C Cx:sryr,racd ~ararra» C.sr~ r.~ ~3~
1 ~~3~ w il;a ra r+.~st ~Nr aril! p:~y (Lr ttt~ surn C~
dray. ~gea unCFr C~'dCrZ,?C;t" fit, ~x~ctr dan's-
s b~~uea ~t "hddiPg rntury, ,x "p~adrti
:Iar>,,~;tc' rtcttrdec'. it the 'ptrdlc^ksfia~rr~p4etFx3
"~".r".tutil?tr~ b1a.GFH~''. arrJ ({at rnedie:ai e~~sr
rur~r- ~t~VRE G fdics~ ~ ritrtrr-
t cif:
b. C +na~ ~ ~:~utts" lxca.:ytt, eoc
G. }'@E"11~ tx ~rt}~rizx~inr~tt ~; ~k:
c9e`!~"i"+h'1~ `rata t~'.
3. Itr«ty Aa"~'arit~ Tt1r' ~Y ?lfi~ ~
tDY Cunrnagcs car rrn~it±r ~~ ~ frwt
rru~i ras~"fes ~ittxN rte ~a lit-
i„cx;,,;rra r tat-r,^at +~+$r~ Lrrt~
tt~ ~~gr~st~d ',acatrcttr". `.ff m>rN;~
3t~#i not tcr~r~ca iha Ga`:ti§ rr~~ztra E=rat
afxvrn ~ tts~ C~r~i~i:,ralaNq~ rte Sy~:t tR~y re-
tir;LS arty t;tt~Er ~~I~ t.~B:itMt t"iYrt r,;,
~rt6grc~au~ i~rnif fttr ~?~ t'om' ~w7r.;1:: ~
'~atian' ;~ ~ hale at~g
A. + `re ?units sh~:'oarr IR t#rt rrrCliaarss tear t::acta
~wCU'rCt cc. Fut3 t?>Yrnvga: ~ W€:~t+C.~ri t~x-
p~r+`!~'tx~ntwtrr~ t~ ~~~y, it , ~sstt~9 rf
t~ wrr~jec' kt? ii5t; Carr~~rc) agate tir..i.
~It ~t ''ra U~ar~tan~; CIt ~rttt ~ro P
c~u tt~:r}lt~x:rts:: ~:~grtJ t tx:.-•~~n
~ ~sr~:t;err ! i=nit
~, i~su
29
t3.t~ra ~p ~t,rn~ w;r+~ia -lam i„y,,ac41 Aga°iNs Ieg~E3gs
#skgatY~d tff ~;3y ~~ aia~magee cs:ts.^.d
'rxxurr~:~~~o° urxSar ~~G"~fER»~E A :S~~:Itt~t~
tj ar•~ itr a~I rneci~at uxissrs.usr: r_su'z,xi by firri,
duets unttr CC7'~>=hltG~ C iSf~~`Ti~J~ ~ <<fr+t~s
~a~ti'~~ oa att?it-,uce~ nftMy ~ s~et+at;fr~ ai if ~'?
cIe t~si3rate~ 'tac:aitcm' tt1Q tips
at;ova.
't. Ac`s ~yrrPrn9 m»~ ursat Ct}1~ftltt~~ A
~r d~z-r~gos C>~ Cr~lE~E C °pr
trtt~s4~' a sh~rit ?~ ttfs arncsnt
~; =n:y3fa~ urea sttt f~~r;al 14ggfc~~96 t.k9'ti
ssA r-~ Pr:~tu:?«r.,x°t~i i~lasrot>~u': R~-
~tcr.~1tC t i-r: it i~bi4~tE21i1Y411t (3u(kti~l:~~ole.. qh4
~. `o$#~f p~Pg'f13~E~'t.°. zE >'N~ 7 a~f"J GC!53
t.,t'X~7`>::5 ~'itrtr:rr~! `~istf; tiktalad.
~.. °J~'.iGR GJYCSfC (C:r I`i:y„'aty n+rttriri,) t7a:" Ct $ti'.
'i;rexk;rtfi cigied r,~r~tiont h~z3tef" is prey
v4r;+sd, alYty i~ot9 iar n~n~a~c=s t~r.,afrsr ,;i
°batf'y f~fy' LN "FfC(~~rtrr d:Li11~,~a'' ncitxieri in
tits "Gutdu:~S~trlet~C t~:ativrrg h;rz~nf will
tedtrt~ i~te 'Prc+di~4s-~t7rrvFi~isd t]~,at~r~: rL~-
arc~#s L'~rrit e`ft~ :~ i@tlIXX: the ~'t°~~I Its
gradate tsrta~ na Cne Ue~s l~Atf~ t;e~f_
sraf Ar~a~ Limit
D. ~w the ;xx~sCa trf ',h~ ttie~. t>efi-
ltitit3Pt~ ~dG'rOfi fa tia4rxxir~t ~ ~
,rae fctataaarg d~~rracn:
"t.;Crc~tiCrYt" YSti~an~ i~:.^1:S~S t'ri+4tV;~ ~L*
r~ t~ t~5, 4r ~is~ wee
~qn t5 ints'f`fr3 tj try m s-nxut ws;~f~. •rr>;f-
sq aN aiq@-t~f q~y ot~ rmifra~d.
E, i t~ p~'~aa'I~r°~ Gf i_irr€~ Clt irxisuf, (~t{~A!
-113 tmR teas moc%4~d t.-y sf rtrrcmae~=tartt
~ha~ tx ~ tY as st'
SPECIMEN
30
EXHIBIT A
URBAN RENEWAL PLAN
31
URBAN RENEWAL PLAN
Dubuque Industrial Center/South Economic Development
District
(Previously known as Site F Economic Development District)
City of Dubuque, Iowa
This Urban Renewal Plan provides for the development of the
Dubuque Industrial Center/South Economic Development
District (previously known as Site F Economic Development
District). Its preparation was authorized by Resolution 46-97 of
the City Council of the City of Dubuque, Iowa on January 20,
1997. The
City Council adopted the Plan by Resolution 141-97 on Apri17,
1997.
Prepared by the Community and Economic Development
Department.
32
TABLE OF CONTENTS
A.
B.
C.
D.
E.
F.
G.
H.
I.
J.
INTRODUCTION
OBJECTIVES
DISTRICT BOUNDARIES
PUBLIC PURPOSE ACTIVITIES
DEVELOPMENT AND REDEVELOPMENT REQUIREMENTS
LAND ACQUISITION AND DISPOSITION
FINANCING ACTIVITIES
STATE AND LOCAL REQUIREMENTS
DURATION OF APPROVED URBAN RENEWAL PLAN
SEVERABILITY
Page 1
Page 1
Page 2
Page 2
Page 3
Page 4
Page 5
Page 7
Page 7
Page 7
K.
L.
AMENDMENT OF APPROVED URBAN RENEWAL PLAN
ATTACHMENTS
Page 8
Page 8
33
URBAN RENEWAL PLAN
Dubuque Industrial Center/South
Economic Development District
(Previously known as Site F Economic Development District)
City of Dubuque, Iowa
A. INTRODUCTION
This URBAN RENEWAL PLAN (the "Plan") has been prepared to provide for the development and redevelopment
of the DUBUQUE INDUSTRIAL CENTER/SOUTH ECONOMIC DEVELOPMENT DISTRICT, previously
known as the Site F Economic Development District (the "District") as authorized by Resolution 46-97 of the City
Council of the City of Dubuque on January 20, 1997. Its intent is to stimulate economic development activities
within the District through the commitment of public actions as specified herein.
To achieve this objective, the City of Dubuque shall undertake the urban renewal actions specified in this Plan,
pursuant to the powers granted to it under Chapter 403 of the Iowa Code, Urban Renewal Law.
B. OBJECTIVES OF THE PLAN
The primary objectives of the Plan are the development and redevelopment of the District for economic development
activities, primarily industrial park development, through:
1. Provision of marketable industrial development sites for the purpose of job-creating economic
development activities;
2. Provision of public infrastructure improvements, including sanitary sewer, water and stormwater
detention, supportive of full development of the District;
3. Provision of a safe, efficient and attractive circulation system;
4. Establishment of design standards which will assure cohesive and compatible development and
redevelopment of the District;
5. Provision of public amenities that provide an aesthetically appealing environment, including open
space, buffering, landscaping, water features, signage and lighting to create a distinctive and
attractive setting;
6. Creation of financial incentives necessary to encourage new and existing businesses to invest in the
District; and
7. Expansion of the property tax base of the District.
C. DISTRICT BOUNDARIES
34
The District is located within the City of Dubuque, County of Dubuque, State of Iowa.
The District shall consist of the real property legally described as follows:
Lot 2-1-1 of the NE 1/4 of the SW 1/4, Lot 2 of the NE 114 of the SW 1/4, Lot 1-1-1 of the NE 1/4
of the SW 1/4, Lot 1-1-8 of the SE 1/4, and the SE 1/4 of the SW 1/4, all in Section 12, Township
88 North, Range 2 East, Fifth Principal Meridian, in Dubuque County, Iowa and any adjoining
public right-of--way.
The boundaries of the District are delineated on the URBAN RENEWAL DISTRICT map (Attachment A).
The City of Dubuque reserves the right to modify the boundaries of the District at some future date. Any
amendments to the Plan will be completed in accordance with Chapter 403 of the Iowa Code, Urban Renewal Law.
D. PUBLIC PURPOSE ACTIVITIES
To meet the OBJECTIVES of this Plan, the City of Dubuque is prepared to initiate and support development and
redevelopment of the District through, among other things, the following PUBLIC PURPOSE ACTIVITIES:
1. Acquisition of property for public improvements and private development;
2. Demolition and clearance of improvements not compatible with or necessary for industrial park
development and all site preparation and grading required in connection with such development;
3. Improvement, installation, construction and reconstruction of streets, utilities and other
improvements and rights-of--ways including but not limited to the relocation of overhead utility
lines, street lights, appropriate landscaping and buffers, open space and signage;
4. Disposition of any property acquired in the District, including sale, initial leasing or retention by
the City itself, at its fair value;
5. Preparation of property for development and redevelopment purposes including but not limited to
activities such as appraisals and architectural and engineering studies;
6. Use of tax increment financing, loans, grants and other appropriate financial tools in support of
eligible public and private development and redevelopment efforts;
7. Enforcement of applicable local, state and federal laws, codes and regulations;
8. Enforcement of established design standards in furtherance of quality development;
9. Development and implementation of a marketing program for the purpose of promoting the
purchase and development of industrial sites by private businesses;
10. Coordination of the improvement of U.S. Highway 61/151 as it affects the District's access to that
roadway.
Public purpose activities are limited to those areas delineated on the PUBLIC PURPOSE ACTIVITY AREA map
(Attachment B).
35
All public purpose activities shall be conditioned upon and shall meet the restrictions and limitations placed upon the
District by the Plan.
E. DEVELOPMENT AND REDEVELOPMENT REQUIREMENTS
The LAND USE and PLANNING AND DESIGN CRITERIA set forth herein shall apply to any and all District
properties the development and/or the redevelopment of which is assisted by the City through any of the PUBLIC
PURPOSE ACTIVITIES listed above.
Land Use
The intent of this Plan is to promote the development of commercial and industrial land uses within a
quality industrial park setting. All uses shall be regulated by the zoning district established for the property.
LAND USE maps (Attachments Cl and C2) identify the existing and the proposed land uses within the
District.
2. Planning and Design Criteria
The planning criteria to be used to guide the physical development of the District are those standards and
guidelines contained within the City of Dubuque's Zoning Ordinance and other applicable local, state and
federal codes and ordinances.
The proposed zoning designation will be PI Planned Industrial District as required by Section 3-5.5 of the
City of Dubuque Zoning Ordinance. Development within the District will follow the Planned Unit
Development regulations which require a conceptual development plan and specific design and
performance standards to be approved by ordinance.
F. LAND ACQUISITION AND DISPOSITION
The City of Dubuque is prepared to acquire and dispose of property in support of the development and
redevelopment of the District within the parameters set forth below.
Land Acquisition
The City has acquired, through contractual agreement, all property within the District for private
development purposes. However, the City will acquire, through eminent domain, any property for public or
private development and redevelopment purposes should it be unable to acquire land through negotiated
purchase.
The City also reserves the right to acquire, by negotiation or eminent domain, property rights required for
the construction or reconstruction of streets and public utilities, or any other public facility or improvement.
2. Land Disaosition
Publicly held land will be sold for the development of viable uses consistent with this Plan and not for
purposes of speculation.
Land will be disposed of in accordance with the requirements set forth in Chapter 403 of the Iowa Code,
36
Urban Renewal Law. Developers will be selected on the basis of the quality of their proposals and their
ability to carry out such proposals while complying with the requirements of this Plan.
Developers will be required by contractual agreement to observe the Land Use Requirements and Planning
and Design Criteria of this Plan. The contract and other disposition documents will set forth the provisions,
standards and criteria for achieving the objectives and requirements outlined in this Plan.
Relocation Requirements
The land is currently vacant; no relocation is anticipated.
G. FINANCING ACTIVITIES
To meet the OBJECTIVES of this Plan and to encourage the development of the District and private investment
therein, the City of Dubuque is prepared to provide financial assistance to qualified industries and businesses through
the making of loans or grants under Chapter 15A of the Iowa Code and through the use of tax increment financing
under Chapter 403 of the Iowa Code.
Chanter 15A Loan or Grant
The City of Dubuque has determined that the making of loans or grants of public funds to qualified
industries and businesses is necessary to aid in the planning, undertaking and completion of urban renewal
projects authorized under this Plan within the meaning of Section 384.24(3)(q) of the Iowa Code.
Accordingly, in furtherance of the objectives of this Plan, the City of Dubuque may determine to issue
bonds or loan agreements, in reliance upon the authority of Section 384.24A, Section 384.24(3)(q), Section
403.12 (general obligation bonds) or Section 403.9 (tax increment bonds), for the purpose of making loans
or grants of public funds to qualified businesses. Alternatively, the City may determine to use available
funds for the making of such loans or grants. In determining qualifications of recipients and whether to
make any such individual loans or grants, the City of Dubuque shall consider one or more of the factors set
forth in Section 15A.1 of the Iowa Code on a case-by-case basis.
2. Tax Increment Financing
The City of Dubuque is prepared to utilize tax increment financing as a means of financing eligible costs
incurred to implement the Public Purpose Activities identified in Part D of this Plan. Bonds or loan
agreements may be issued by the City under the authority of Section 403.9 of the Iowa Code (tax increment
bonds) or Section 384.24A, Section 384.24(3)(q) and Section 403.12 (general obligation bonds).
The City acknowledges that the use of tax increment revenues delays the ability of other local taxing bodies
to realize immediately the direct tax benefits of new development in the District. The City believes,
however, that the use of tax increment revenues to finance the development of new industrial land and to
promote private investment in the District is necessary in the public interest to achieve the OBJECTIVES of
this Plan. Without the use of this special financing tool, new investment may not otherwise occur or may
occur within another jurisdiction. If new development does not take place in Dubuque, property values
could stagnate and the City, County and School District may receive less taxes during the duration of this
Plan than they would have if this Plan were not implemented.
Tax increment financing will provide along-term payback in overall increased tax base for the City, County
and School District. The initial public investment required to generate new private investment will
ultimately increase the taxable value of the District well beyond its existing base value.
37
Tax increment reimbursement may be sought for, among other things, the following costs to the extent they
are incurred by the City:
a. Planning and administration of the Plan;
b. Construction of public infrastructure improvements and facilities within the District;
c. Acquisition, installation, maintenance and replacement of public investments throughout the
District including but not limited to street lights, landscaping and buffers, signage and appropriate
amenities;
d. Acquisition of land and/or buildings and preparation of same for sale to private developers,
including any "write down" of the sale price of the land and/or building;
e. Preservation, conservation, development or redevelopment of buildings or facilities within the
District to be sold or leased to qualified businesses;
f. Loans or grants to qualified businesses under Chapter 15A of the Iowa Code, including debt
service payments on any bonds issued to finance such loans or grants, for purposes of expanding
the business or activity, or other qualifying loan programs established in support of the Plan; and
g. Providing the matching share for a variety of local, state and federal grants and loans.
Proaosed Amount of Indebtedness
At this time, the extent of improvements and new development within the District is only generally known.
As such, the amount and duration for use of the tax increment revenues for public improvements and/or
private development can only be estimated; however, the actual use and amount of tax increment revenues
to be used by the City for District activities will be determined at the time specific development is proposed.
It is anticipated that the maximum amount of indebtedness which will qualify for tax increment revenue
reimbursement during the duration of this Plan, including acquisition, public improvements and private
development assistance, will not exceed $6,000,000.
At the time of adoption of this Plan, the City of Dubuque's current general obligation debt is $14,200,000 (a
list of obligations is found as Attachment D) and the applicable constitutional debt limit is $91,286,810.
H. STATE AND LOCAL REQUIREMENTS
All provisions necessary to conform with state and local laws have been complied with by the City of Dubuque in the
implementation of this Plan and its supporting documents.
I. DURATION OF APPROVED URBAN RENEWAL PLAN
This Plan shall continue in effect until terminated by the City Council; provided, however, that the collection of tax
increment revenues from properties located in the District shall be limited to twenty (20) years from the calendar
38
year following the calendar year in which the City first certifies to the County Auditor the amount of any loans,
advances, indebtedness or bonds which qualify for payment from the division of tax increment revenue provided for
in Section 403.19 (tax increment financing) of the Iowa Code.
The DEVELOPMENT AND REDEVELOPMENT REQUIREMENTS established, or as amended from time to time
by the City of Dubuque Zoning Ordinance, shall remain in effect in perpetuity.
J. SEVERABILITY
In the event one or more provisions contained in this Plan shall be held for any reason to be invalid, illegal,
unauthorized or unenforceable in any respect, such invalidity, illegality, unauthorization or unenforceability shall not
affect any other provision of this Plan and this Urban Renewal Plan shall be construed and implemented as if such
provision had never been contained herein.
K. AMENDMENT OF APPROVED URBAN RENEWAL PLAN
This Plan may be amended from time to time to respond to development opportunities. Any such amendment shall
conform to the requirements of Chapter 403 of the Iowa Code. Any change effecting any property or contractual
right can be effectuated only in accordance with applicable state and local law.
L. ATTACHMENTS
A Urban Renewal District Map
B Public Purpose Activity Area Map
C Land Use Maps
C1 Existing Land Use
C2 Proposed Land Use
D List of General Obligations
39
EXHIBIT B
SITE LAYOUT
40
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EXHIBIT C
CITY ATTORNEY'S CERTIFICATE
42
BARRY A. LINDAHL, ESQ.
CITY ATTORNEY
RE:
Dear
Al ~ a ..:
~~:.~.~~
(DATE)
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.
Very sincerely,
BAL:tIs
Barry A. Lindahl, Esq.
City Attorney
43
EXHIBIT D
OPINION OF DEVELOPER'S COUNSEL
44
Mayor and City Councilmembers
Cit~r Hall
13t 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 limited liability company organized and existing under
the laws of the State of and has full power and authority to execute,
deliver and perform in full Development Agreement. Development Agreement has
been duly and validly authorized, executed and delivered by 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
the 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
45
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 Developer's
ability to perform Developer's obligations thereunder.
Very truly yours,
46
Prepared by: Barry A. Lindahl 300 Main Street ,Suite 330, Dubuque IA 52001 563 583-4113
Return to: Barry A. Lindahl 300 Main Street ,Suite 330, Dubuque IA 52001 563 583-4113
Tax Statement to:
SPECIAL WARRANTY DEED
KNOW ALL MEN BY THESE PRESENTS: that the City of Dubuque, Iowa, a
municipal corporation of the State of Iowa (Grantor), in consideration of the Grantee
named below undertaking the obligations of the Developer under the Development
Agreement described below and the sum of and
no/100 Dollars ($ ) in hand paid, and other good and valuable
consideration, and pursuant to the authority of Chapter 403, Code of Iowa, does
hereby GRANT, SELL AND CONVEY unto
an Iowa limited liability company
(Grantee), the following described parcel(s) situated in the County of Dubuque,
State of Iowa, to wit (the Property):
This Deed is exempt from transfer tax pursuant to Iowa Code section
428A.2(6).
This Deed is given pursuant to the authority of Resolution No. of
the City Council of the City of Dubuque adopted the day of ,
20_, the terms and conditions thereof, if any, having been fulfilled.
This Deed is being delivered in fulfillment of Grantor's obligations under and
is subject to all the terms, provisions, covenants, conditions and restrictions
contained in that certain Development Agreement executed by Grantor and
Grantee herein, dated the day of 20_ (the Agreement), a
memorandum of which was recorded on the day of , 20_, in the
records of the Recorder of Dubuque County, Iowa, Instrument Number
48
STATE OF IOWA
COUNTY OF DUBUQUE
SS
On this day of , 20_, before me a Notary Public in
and for said County, personally appeared Roy D. Buol and Jeanne F. Schneider to
me personally known, who being duly sworn, did say that they are the Mayor and
City Clerk, respectively of the City of Dubuque, Iowa, a Municipal Corporation,
created and existing under the laws of the State of Iowa, and that the seal affixed to
the foregoing instrument is the seal of said Municipal Corporation, and that said
instrument was signed and sealed on behalf of said Municipal Corporation by
authority and resolution of its City Council and said Mayor and City Clerk
acknowledged said instrument to be the free act and deed of said Municipal
Corporation by it voluntarily executed.
Notary Public in and for Dubuque County, Iowa
50
EXHIBIT F
MEMORANDUM OF DEVELOPMENT AGREEMENT
51
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
was made regarding the following described premises:
The Development Agreement is dated for reference purposes the day
of , 20_, and contains covenants, conditions, and restrictions
concerning the sale and use of said premises.
This Memorandum of Development Agreement is recorded for the purpose
of constructive notice. In the event of any conflict between the provisions of this
Memorandum and the Development Agreement itself, executed by the parties, the
terms and provisions of the Development Agreement shall prevail. A complete
counterpart of the Development Agreement, together with any amendments
thereto, is in the possession of the City of Dubuque and may be examined at its
offices as above provided.
Dated this day of , 20_.
CITY OF DUBUQUE, IOWA
By:
Roy D. Buol, Mayor
52
gy:
Jeanne F. Schneider, City Clerk
STATE OF IOWA
DUBUQUE COUNTY
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 Jeanne
F. Schneider, to me personally known, who being by me duly sworn did say that
they are the Mayor and City Clerk, respectively of the City of Dubuque, a Municipal
Corporation, created and existing under the laws of the State of Iowa, and that the
seal affixed to said instrument is the seal of said Municipal Corporation and that
said instrument was signed and sealed on behalf of said Municipal corporation by
authority and resolution of its City Council and said Mayor and City Clerk
acknowledged said instrument to be the free act and deed of said Municipal
Corporation by it voluntarily executed.
Notary Public, State of Iowa
STATE OF IOWA
DUBUQUE COUNTY
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
to me personally known, who being by me duly sworn did say that they are
the
and that said instrument was signed on behalf of said company by authority
of its members and that they acknowledged the execution of this instrument
53
to be the voluntary act and deed of said company by it voluntarily executed.
Notary Public, State of Iowa
54
EXHIBIT G
CITY'S CERTIFICATION
55
City ~lan~agt~r`s C7Ffii'c
at) '41%St "131h. Sta•E~~t
l~ixk~u~ue, !c~»~a 52t~1)1-=1F6#
(-563) 5~3~-411U ~altcerttr
(563) 5$9~i1 ~9 fax
ctti~~n~r:~it icofdul7aquk.c?r},
(DATE)
Dear
~rrrr: crrY or- '~__
~ ~~~~~ ~~
i~sBW~ `~ c ~'~9tit~a•L!
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, t hereby represent and warrant to Developer that
to the best of my knowledge:
1. No action in condemnation, eminent domain or public taking proceedings are
now pending or contemplated against the Property;
2. No ordinance or hearing is now or before any local governmental body which
either contemplates or authorizes any public improvements or special tax levies, the
cost of which may be assessed against Property;
3. City has good and marketable fee simple title interest to the Property;
4. There are no notices, orders, suits, judgments or other proceedings relating
to fire, building, zoning, air pollution, health violations or other matters that have not
been corrected. City has notified Developer in writing of any past notices, orders,
suits, judgments or other proceedings relating to fire, building, zoning, air pollution
or health violations as they relate to the Property of which it has actual notice;
5. The Property will as of the date of closing be free and clear of all liens,
security interests, encumbrances;
6. 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.
56
City's attorney shall issue a legal opinion to Developer at the time of closing
confirming the representation contained herein;
7. All City utilities necessary for the development and use of the Property as
provided in the Agreement adjoin the Property, and McGraw-Hill shall have the right
to tie into said utilities upon payment of City's connection fees;
8. The Property is free and clear of any occupants, and no party has a lease to
or other occupancy or contract right in the Property which shall in anyway be
binding upon Developer;
9. City shall exercise its best efforts to cooperate with Developer in the
development process;
10. City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion;
11. With respect to the period during which City has owned or occupied the
Property, and to City's knowledge after reasonable investigation with respect to the
time before City owned or occupied the Property, no person or entity has caused or
permitted materials to be stored, deposited, treated, recycled, or disposed of on,
under or at the Property other than as described in the environmental reports that
City has provided to Developer, which materials, if known to be present, would
require cleanup, removal or some other remedial action under environmental laws;
12. There are no fees or other charges payable by Developer for City utilities
serving the Property, as a result of utility hook-ups, other than the fees for
connecting to and installing meters with regard to such utilities; and
13. The property is properly zoned for the use described in the Agreement.
Sincerely,
Michael C. Van Milligen
City Manager
MCVM:jh
57
P:\07\006\006-08\07006-08\dwg\07006-0S.dwg, 8x11, 5/9/2007 9:34:12 AM
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Project x IIW ENGINEERS & Project Description: Rev: Issued For: Issued Date: R<v By:
B7DB8-BB SURVEYORS, P.C. DUBUQUE TECHNOLOGY PARK -
INrecwrY. exveans>i. soLUno"s' DIVISION OF LOT 9 -
E X 1 DUBU~I'E IA HAZELGREEN, WI =
1155 PENNSYLVANL9 AVE. DUBUQUEU 52W2 CITY OF DUBUQUE, IOWA
VOICE (54))554-2lG! FAX (5(J)SSG7R11
www.,nvenlS.wm