Genuine Genius Solutions_UDAG LoanTHE CITY OF
DUB E MEMORANDUM
Masterpiece on the Mississippi
October 26, 2007
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Authorization of UDAG Funds for Genuine Genius Solutions, LLC
Economic Development Director Dave Heiar recommends City Council approval of a
$40,000 Urban Development Action Grant (UDAG) loan agreement with Genuine
Genius Solutions, LLC.
In April 2007, Genuine Genius Solutions, LLC announced its intent to relocate its
operations in downtown Dubuque. The Company, which originated in Minneapolis, will
create 13 new positions in Dubuque as part of this relocation and expansion process.
On May 7, 2007, the City Council approved an EVA (Entrepreneurial Venture
Assistance) application with the Iowa Department of Economic Development. The
application consisted of an EVA loan of $200,000 and a technical assistance grant of
$25,000. City assistance as public match for the EVA application was proposed to be a
$40,000 CDBG low interest loan. The loan would be a five-year 0% interest loan with
principal payments beginning in year two. An Enterprise Zone application is also being
considered pending the permanent location site.
Challenges arose to the use of CDBG funds because of income thresholds for hired
employees. Funds were found in the UDAG program to provide the loan. Switching the
source of funds for the loan was approved by the City Council at the October 8, 2007
council meeting.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
,~,~~ G /~
{
Michael C. Van Milligen
MCVM/jh
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
David J. Heiar, Economic Development Director
THE CITY OF /.,,.,_
SUB E MEMORANDUM
Musterpic>ce c~ft the Mississippi
October 25, 2007
TO: Michael Van Milligen, City Manager
FROM: David Heiar, Economic Development Director
SUBJECT: Authorization of UDAG funds for Genuine Geni s Solutions, LLC
INTRODUCTION
This memorandum presents for City Council a resolution to approve a Urban
Development Action Grant (UDAG) loan agreement with Genuine Genius Solutions,
LLC for $40,000.
BACKGROUND
In April 2007, Genuine Genius Solutions, LLC announced its intent to relocate its
operations in downtown Dubuque. The Company, which originated in Minneapolis, will
create 13 new positions in Dubuque as a part of this relocation and expansion process.
Genuine Genius Solutions, LLC is an idea architecture firm that targets specific
industries. The Company identifies, protects and designs reusable tools into marketable
solutions delivered via a channel marketing strategy in conjunction with Circle Partners,
who are established companies with specific expertise that have shared risk and
aligned financial goals.
The company temporarily moved into the Northeast Iowa Community College (NICC)
downtown facility in June 2007. The initial space is 1,000 sq ft, expandable to 3,000 sq
ft in 6-9 months. The company will then begin to look for a permanent facility on a lease
or lease-to-own basis with expected sq footage of 10,000 sq ft in 3 years.
On May 7, 2007, the City Council approved an EVA (Entrepreneurial Venture
Assistance) application with the Iowa Department of Economic Development. The
application consisted of an EVA loan of $200,000 and a technical assistance grant of
$25,000. City assistance as public match for the EVA application was proposed to be a
$40,000 CDBG low interest loan. The loan would be a five year 0% interest loan with
principal payments beginning in year 2. An Enterprise Zone application is also being
considered pending the permanent location site.
Challenges arose to the use of CDBG funds because of income thresholds for hired
employees. Funds were found in the UDAG program to provide the loan. Switching the
source of funds for the loan was approved by the City Council at the October 8, 2007
council meeting.
DISCUSSION
A loan agreement has been prepared and is acceptable to Genuine Genius. The
company has signed the attached agreement and is awaiting City Council approval.
RECOMMENDATION
recommend that the City Council approve the resolution approving a $40,000 UDAG
Loan Agreement to Genuine Genius Solutions, LLC.
This project is consistent with the City's goals to help businesses locate and expand in
the community, increase the number of good paying jobs and further diversify our
economic base.
ACTION STEP
The action step for the City Council is to approve the resolution approving a $40,000
UDAG Loan Agreement to Genuine Genius Solutions, LLC.
attachments
F:\USERS\DHeiar\Genuine Genius Solutions\Memo for UDAG Loan Agreement approval.doc
RESOLUTION NO. 520-07
A RESOLUTION APPROVING A UDAG LOAN OF FORTY THOUSAND DOLLARS
($40,000) TO GENUINE GENIUS SOLUTIONS, LLC.
Whereas, the City of Dubuque, Iowa has created an economic development loan
program to assist local job creation efforts and provide matching funds for State
financial assistance programs; and
Whereas, the City desires to assist Genuine Genius Solutions, LLC in its efforts
to expand its operations into Dubuque and create new, permanent employment
opportunities for local citizens; and
Whereas, a UDAG Loan for Forty Thousand Dollars ($40,000) has been
approved by Resolution 271-07 and by a Motion at the October 1, 2007 City Council
Meeting for Genuine Genius Solutions to match its application for an Entrepreneurial
Venture Assistance incentive package for the Iowa Department of Economic
Development.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. That the Mayor and City Council of the City of Dubuque, Iowa,
approve the $40,000 UDAG Loan to Genuine Genius Solutions, LLC.
Section 2. That the City Manager be and he is hereby authorized to execute a
UDAG Loan Agreement with Genuine Genius Solutions, LLC.
Passed, approved and adopted this 5th day of November, 2007.
Roy D. Buol, Mayor
Attest:
Jeanne F. Schneider
City Clerk
F:\USERS\DHeiar\Genuine Genius Solutions\Resolution approving UDAG Loan.doc
CITY OF DUBUQUE, IOWA
ECONOMIC DEVELOPMENT LOAN PROGRAM
GENUINE GENIUS SOLUTIONS, LLC
LOAN AGREEMENT
NUMBER: UDAG #1-07
This AGREEMENT, dated as of the day of , 2007, is entered into by
and between the CITY OF DUBUQUE, IOWA, a municipal corporation organized and
existing under the laws of the State of Iowa (hereinafter referred to as the "City") and
GENUINE GENIUS SOLUTIONS, LLC, a limited liability corporation with its principal place
of business in Minneapolis, Minnesota (hereinafter referred to as the "Company").
WITNESSETH:
WHEREAS, City has funded an economic development loan program to support the
growth and expansion of new and existing businesses; and
WHEREAS, Company has requested a loan to offset the costs associated with the
purchase of office furniture and fixtures for operations in Dubuque, Iowa; and
WHEREAS, City has considered said proposal and has determined that it will
contribute to the local economy through the creation of jobs for area residents.
NOW THEREFORE, in consideration of the promises and respective covenants,
agreements and representations hereinafter set forth, the parties agree as follows:
1. SOURCE OF LOAN FUNDS. City has sufficient Urban Development Action
Grant (UDAG) funds to carry out its obligations under this Agreement.
2. LOAN TERMS. City agrees to provide a loan to Company in the amount of
forty thousand dollars ($40,000.00). The term of the loan shall be five (5) years. Interest
shall accrue at the rate of zero percent (0%) per annum. Monthly payments of principal
and interest shall be made beginning February 1, 2009, and the entire amount of principal
shall be due and payable on January 1, 2014. An amortization schedule is attached hereto
as Exhibit A. On or before the date of the first disbursement of loan funds to Company,
Company shall execute its Promissory Note in the form attached hereto as Exhibit B
payable to the order of City in the principal amount of forty thousand dollars ($40,000.00).
Loan Agreement
Genuine Genius Solutions, LLC
Page 2
3. DISBURSEMENT AND USE OF LOAN FUNDS. Loan funds shall be disbursed
for the benefit of Company by City for Qualifying Project Expenses up to forty thousand
dollars ($40,000.00). Company shall furnish to City written request for disbursement of
loan funds. It is expressly understood that all funds advanced under this Agreement shall
be specifically earmarked and used by Company only for the purpose of paying the
Qualifying Project Expenses listed in the applicable written request and as defined in
Section 27(b). Company shall complete the Project as defined in Section 27(a) in
accordance with the terms of this Agreement within twelve (12) months of the date of this
Agreement. City shall not be obligated to pay any funds not drawn by Company as of said
date and any undrawn funds shall be credited against the balance due on the Promissory
Note.
4. SECURITY. This loan shall be secured by a UCC-1 Financing Statement on
the Qualifying Project Expenses. A form is attached as Exhibit D.
5. STATUS OF COMPANY. Company represents that it is a limited liability
corporation duly organized and existing under the laws of the State of Iowa; that it is
authorized to borrow under this Agreement, to execute and deliver the Note and otherwise
perform the obligations of this Agreement; that is has corporate authority and power to own
its property and conduct its business as it is currently carried on; that the performance of its
obligations under this Agreement and the issuance of any note under it will not conflict with
any provision of law, the Articles of Incorporation or the Bylaws of Company, or any
agreement binding on it; and that, except as disclosed in writing to City, it is not a party to
any pending or threatened litigation or to any proceeding or action for the assessment or
collection of additional taxes, and that it knows of no known contingent liabilities not
provided for or disclosed in the financial statement provided City.
6. TITLE OF COMPANY. Except as otherwise disclosed in writing to City,
Company represents that it has good and marketable title, free of mortgage, pledge, lien,
security interest, encumbrance, or charge to all those assets reflected on the financial
statement and to assets since acquired. Taxes not due or payable or otherwise delinquent
are excepted, as are assets disposed of in the ordinary course of business or disclosed in
writing to City.
7. CONDITIONS OF BORROWING. On the date on which any sum is to be
borrowed, Company, in addition to the Note, shall deliver to City such other papers and
documents as may be required to comply with the conditions of this Agreement, as counsel
for City may reasonably request.
Company shall be required at the closing date to comply, or establish compliance, as
follows:
(a) That the representations and warranties of Company are correct on the
closing date, as well as on the date of execution of this Agreement;
Loan Agreement
Genuine Genius Solutions, LLC
Page 3
(b) That Company has fully complied with the covenants and agreements to
the extent required before the closing date;
(c) That no default or event which might mature into a default has occurred or
continues to the closing date;
(d) That no litigation or proceeding is pending against Company which might
result in any change in the business or adversely affect the properties of Company,
taking into account the entire assets and overall business of Company;
(e) That since the date of execution of this Agreement and to the closing date
there has been no material adverse change in the financial condition of Company
from that shown by the financial statements delivered to City under Section 6;
(f) That since the date of execution of this Agreement no fire or casualty has
occurred in any building or to any inventories or property of Company that might
substantially, adversely affect the conduct of its business;
(g) That it will furnish to City on the closing date with the opinion of
Company's counsel that Company is a corporation duly organized, existing and in
good standing under the laws of the State of Iowa; that it has corporate power to own
its properties and conduct the business in which it is then engaged; that Company is
not in violation of any law, ordinance or regulation of any governmental authority as
to its business, premises or assets; that Company has full power to execute and
deliver this Agreement, to execute and deliver the Note that evidences the sum
borrowed, #o borrow moneys under this Agreement, and to perform its obligations
under this Agreement and the Note; that such actions have been duly authorized by
all necessary corporate actions and are not in conflict with any agreement binding on
Company known to counsel; and that this Agreement and the Note when executed
and delivered by Company will be a valid and binding obligation of Company in
accordance with its terms.
9. COVENANTS OF COMPANY. Company covenants that until any sums
borrowed under this Agreement are paid in full, or forgiven, it will, unless City agrees in
writing to a modification or otherwise stated herein:
(a) Take all actions necessary and required to create a minimum of thirteen
(13) new permanent full-time job equivalents with Company in Dubuque, Iowa by
May 7, 2010. Company shall use its best efforts to hire local area residents
whenever practicable and not otherwise in conflict with nondiscrimination provisions
herein stated. For purposes of determining the extent of employment opportunities
created under this Agreement, City and Company agree that no full-time job
equivalents exist with Company in Dubuque, Iowa as of May 7, 2007. If Company
Loan Agreement
Genuine Genius Solutions, LLC
Page 4
meets this requirement prior to the date specified, City may acknowledge such
compliance and thereafter Company shall have no further obligation under this
subparagraph (a). A listing by job title of the new permanent employment
opportunities to be created is attached hereto as Exhibit C and entitled "Position
Analysis";
(b) Submit "Annual Employment Performance Report" by July 31St of each
year during the job creation term required in subparagraph (a) of this Section above
summarizing the employment status of Company and status of new permanent jobs
to be created. Said report shall note the number of individuals employed within each
job classification, the wage ranges of each position and the average hours of work
per week of individuals engaged in each job activity. The form of such "Annual
Employment Performance Report" is attached hereto as Exhibit C. An Annual
Payroll Report will also be required;
(c) Furnish City within ninety (90) days after the end of each fiscal year with a
copy of its annual report, which shah be prepared in conformity with generally
accepted accounting principles consistently applied, and, within thirty (30) days after
the end of each quarter of its fiscal year, with a copy of its financial statement
similarly prepared and, from time to time, such other financial information as City may
reasonably request. City reserves the right to request audited annual reports,
certified by the accountants that supplied the statements at the execution, or such
other accountants satisfactory to City as may be retained by Company, which shall
be prepared in conformity with generally accepted accounting principles consistently
applied. Reports shall be supplied at the expense of Company;
(d) Pay when due all rent, taxes, assessments and other liabilities, except
those contested in good faith where notice of such contest has been given to City;
(e) Not purchase or redeem any of its shares, declare or pay any dividends
other than share dividends, or make any distribution to i#s shareholders in an
aggregate that exceeds ten (10) percent of its net profits, before deduction for the
payment of federal income taxes, earned after the date of this Agreement;
(f) Not create or permit to exist any mortgage, pledge, security interest, lien
or other encumbrance on the security for this Loan Agreement provided in Section 4
above and the Note provided pursuant to this Loan Agreement without written
consent of City. City approval of such written consent will not be unreasonably
withheld;
(g) Not become a party to any merger, consolidation or sale of Company; not
sell, transfer, convey or lease all or any part of its property except in the ordinary
course of business;
Loan Agreement
Genuine Genius Solutions, LLC
Page 5
(h) Not cause, suffer or permit any of its subsidiaries to do any of the things
prohibited to Company in this Agreement;
(i) Not change the general character of its business as conducted at the date
hereof, engage in any type of business not reasonably related to its business as
normally conducted, or relocate Company's project operations outside the city limits
of the City of Dubuque;
Q) Give prompt notice in writing to City of any adverse development, financial
or otherwise, which would materially affect its business, properties or affairs, or the
ability of Company to perform its obligations under this Agreement or the Promissory
Note executed pursuant to the terms of this Agreement;
(k) Use loan funds only for purposes authorized herein;
(I} Pay alt fees, expenses and charges in respect to this Agreement or its
making in any way connected therewith including, but not limited to, legal fees,
abstract continuation, recording and filing fees, mortgage taxes, documentary
stamps, and any other taxes, fees and expenses payable in connection with this
transaction.
10. DEFAULT. Company shall be in default if:
(a) It fails to pay any installment of principal or interest on any note (whether
to City or any other public or private lender) when due or within ten (10) days
thereafter;
(b) It becomes insolvent or admits in writing its inability to pay its debts as
they mature; or applies for, consents to or acquiesces in the appointment of a trustee
or received for any of its property; or in the absence of an application for consent, or
acquiescence, a trustee or receiver is appointed for it or a substantial part of its
property and is not discharged within ten (10) days; or it otherwise commits an act of
bankruptcy; or any bankruptcy, reorganization, debt arrangement or other proceeding
under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding,
is instituted by or against it and if instituted is consented to or acquiesced in by it or
remains for ten (10) days undismissed;
(c) It fails, in the exclusive judgment of City, to meet its job creation
obligation;
(d) It fails in the performance of the terms and conditions of this Agreement
(other than the payment terms referred to in (a) above) and such non-performance
continues for ten (10) days after notice thereof from City or from the holder of a note;
Loan Agreement
Genuine Genius Solutions, LLC
Page 6
(e) Any warranty made by Company is untrue in any material respect, or any
schedule, statement, report, notice or writing furnished by Company to City is untrue
in any material respect on the date as of which the facts set forth are stated or
certified;
(f) Any government board, agency, department, commission or public or
private lender takes possession or control of any substantial part of the property of
Company and such possession or control continues for ten (10) days.
11. ACCELERATION AT OPTION OF CITY. If any default occurs, City may
declare the Note immediately due and payable, at which time all unpaid principal and
interest shall immediately become due and payable. City shall promptly advise Company
in writing of any acceleration under this section, but the failure to do so shall not impair the
effect of such declaration.
12. FAILURE TO MEET JOB CREATION OBLIGATION. If Company is
determined by City to be in default under this Loan Agreement for failing to meet the job
creation requirements of paragraph 9(a), the entire principal balance shall be due and
payable.
13. MAINTENANCE OF RECORDS AND RIGHT TO INSPECT. Company shall
keep and maintain all normal business books and records and all other documents,
invoices and receipts relating directly to the receipt and disbursement of loan funds and job
creation; and any duty authorized independent accounting representative of City, or the
Comptroller General of the United States, shall at all reasonable times have access to and
the right to inspect, copy, audit and examine all such books and other documents of
Company pertaining to the project until the completion of all closeout procedures
respecting City's loan and the final settlement and conclusion of all issues arising out of
said loan.
14. ADDRESS. Company's initial business address is:
Genuine Genius Solutions, LLC
100 West Franklin Avenue Minneapolis, MN 55403
Company shall promptly give City written notice of any further change in its principal
office address. City's address is:
Economic Development Department
City Hall
50 West 13th Street
Dubuque, IA 52001
Loan Agreement
Genuine Genius Solutions, LLC
Page 7
15. ACCESS TO PROJECT. Company agrees that any duly authorized
representative of City shall at all reasonable times have access to any portion of the
project, for monitoring purposes, until the completion of all closeout procedures respecting
this loan.
16. LIMITATION OF CITY'S LIABILITY FOR PROJECT ACTIVITIES. City shall
not be liable to Company, or to any party, for the completion of, or the failure to complete,
any activities that are part of the project, except as may be specifically provided in this
Agreement. Company agrees to indemnify, hold harmless and defend City from any such
claims against City for which liability is limited hereunder.
17. CONFLICT OF INTEREST. Company agrees that no member, officer or
employee of City, or its designees or agents, nor any consultant or member of the
governing body of City, and no other public official of City who exercises or has exercised
any functions or responsibilities with respect to the project during his or her tenure, or who
is in a position to participate in a decision making process or gain inside 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.
18. NONDISCRIMINATION. In carrying out the project, Company shall not
discriminate against any employee or applicant for employment because of race, religion,
color, sex, national origin, age or disability. Such action shall include, but not be limited to,
the following: employment upgrading, demotion or transfer; recruitment or recruitment
advertising; layoff or termination; rate of pay or other forms of compensation; and selection
for training, including apprenticeship. Company shall post in a conspicuous place,
available to employees and applicants for employment, notices to be provided by City
setting forth the provisions of this nondiscrimination clause. Company shall state that all
qualified applicants will receive consideration for employment without regard to race,
religion, color, sex, national origin, age or disability.
19. NO ASSIGNMENT OR SUCCESSION. Company acknowledges and agrees
that no transfer of loan funds by City to Company shall be deemed an assignment of grant
funds, and Company shall neither succeed to any rights, benefits or advantages of City
authorities or interests in or under the Grant Agreement.
20. DISCLAIMER OF RELATIONSHIPS. Nothing contained in this Agreement
between the parties, nor any act of City or Company shall be deemed or construed by any
of the parties, or by any third persons, to create any relationship of third party beneficiary,
principal or agent, limited or general partnership, or joint venture, or of any association or
relationship involving the United States.
Loan Agreement
Genuine Genius Solutions, LLC
Page 8
21. NOTICE. Any notice, if mailed by United States certified mail, shall be deemed
given when mailed, postage prepaid, addressed to Company at its address shown above,
or at any other address subsequently designated to City by Company.
22. SUCCESSORS AND ASSIGNS. All covenants, representations, warranties
and agreements herein set forth shall be binding upon Company, and its legal
representatives, successors and assigns. This Agreement may not be assigned by City or
Company without the express written consent of the other party.
23. LEGALITY. If any provision of this Agreement shall, for any reason, be held to
be invalid or unenforceable, such invalidity or unenforceability shall not affect any other
provision hereof, but this Agreement shall be construed as if such invalid or unenforceable
provision had never been contained herein.
24. GOVERNING LAW. This Agreement and all rights and duties hereunder,
including but not limited to, all matters of construction, validity and performance shall be
governed by the laws of the State of Iowa.
25. SURVIVAL OF REPRESENTATIONS. All representations or warranties of
Company shall survive the execution and delivery of this Agreement and any notes
executed and delivered under it, and no investigation by City nor any closing shall affect
the representations or warranties or the right of City to rely on and enforce them.
26. DELAY. No delay on the part of City or the holder of any note in the exercise of
any right shall operate as a waiver, nor shall any single or partial exercise of any right
preclude other or additional exercise of any right.
27. DEFINITIONS.
(a) "Project" shall mean those activities to be carried out by Company for the
expansion of Company in Dubuque, Iowa.
{b) "Qualifying Project Expenses" shall mean those expenditures or expenses
incurred by Company during and for the Project for the acquisition of needed
hardware, furniture, and fixtures. An estimate of the hardware, furniture, and fixtures
is provided as Exhibit E.
(c) "Full-Time Job Equivalent" shall equal a total of forty hours of labor per
work week. Such hours may be accrued by single individuals or divided among two
or more Company employees.
IN WITNESS WHEREOF, City has caused this Loan Agreement to be executed by
its City Manager. Company has executed this Loan Agreement in its corporate name
Loan Agreement
Genuine Genius Solutions, LLC
Page 9
by its duly authorized officer. All of the above occurred as of the 'ZST~~ day of
(~c.~ab~,r , 2007.
CITY OF DUBUQUE, IOWA GENUINE GENIUS SOLUTIONS, LLC
Michael C. Van Milligen Rob Daniels
City Manager President
F:IUSERS\DHeiar\Genuine Genius Solutions\UDAG Loan Agreement.doc
Exhibit A
Amortization Schedule
UDAG Loan 1-07
Genuine Genius Solutions, LLC
Loan Amount $ 40,000.00
Interest Rate 0%
Payment Date .Payment Beg inning Balance Endin g Balance
2/1/2009 $ - $ 40,000.00 $ 40,000.00
3/1/2009 $ - $ 40,000.00 $ 40,000.00
4/1/2009 $ - $ 40,000.00 $ 40,000.00
5/1/2009 $ - $ 40,000.00 $ 40,000.00
6/1/2009 $ - $ 40,000.00 $ 40,000.00
7!1/2009 $ - $ 40,000.00 $ 40,000.00
8/1/2009 $ - $ 40,000.00 $ 40,000.00
9/1/2009 $ - $ 40,000.00 $ 40,000.00
10/1/2009 $ - $ 40,000.00 $ 40,000.00
11/1/2009 $ - $ 40,000.00 $ 40,000.00
12/1/2009 $ - $ 40,000.00 $ 40,000.00
1/1/2010 $ - $ 40,000.00 $ 40,000.00
2/1/2010 $ 833.49 $ 40,000.00 $ 39,166.51
3/1 /2010 $ 833.33 $ 39,166.51 $ 38, 333.18
4/1/2010 $ 833.33 $ 38,333.18 $ 37,499.85
5/1/2010 $ 833.33 $ 37,499.85 $ 36,666.52
6/1/2010 $ 833.33 $ 36,666.52 $ 35,833.19
7/1/2010 $ 833.33 $ 35,833.19 $ 34,999.86
8/1/2010 $ 833.33 $ 34,999.86 $ 34,166.53
9/1/2010 $ 833.33 $ 34,166.53 $ 33,333.20
10/1/2010 $ 833.33 $ 33,333.20 $ 32,499.87
11/1/2010 $ 833.33 $ 32,499.87 $ 31,666.54
12/1/2010 $ 833.33 $ 31,666.54 $ 30,833.21
1/1/2011 $ 833.33 $ 30,833.21 $ 29,999.88
2/1/2011 $ 833.33 $ 29,999.88 $ 29,166.55
3/1/2011 $ 833.33 $ 29,166.55 $ 28,333.22
4/1/2011 $ 833.33 $ 28,333.22 $ 27,499.89
5/1/2011 $ 833.33 $ 27,499.89 $ 26,666.56
6/1/2011 $ 833.33 $ 26,666.56 $ 25,833.23
7/1/2011 $ 833.33 $ 25,833.23 $ 24,999.90
8/1/2011 $ 833.33 $ 24,999.90 $ 24,166.57
9/1/2011 $ 833.33 $ 24,166.57 $ 23,333.24
10/1/2011 $ 833.33 $ 23,333.24 $ 22,499.91
11 /1 /2011 $ 833.33 $ 22,499.91 $ 21,666.58
12/1/2011 $ 833.33 $ 21,666.58 $ 20,833.25
1/1/2012 $ 833.33 $ 20,833.25 $ 19,999.92
2/1/2012 $ 833.33 $ 19,999.92 $ 19,166.59
3/1 /2012 $ 833.33 $ 19,166.59 $ 18, 333.26
4/1/2012 $ 833.33 $ 18,333.26 $ 17,499.93
5/1/2012 $ 833.33 $ 17,499.93 $ 16,666.60
6/1/2012 $ 833.33 $ 16,666.60 $ 15,833.27
7/1/2012 $ 833.33 $ 15,833.27 $ 14,999.94
8/1/2012 $ 833.33 $ 14,999.94 $ 14,166.61
Exhibit A
9/1 /2012 $ 833.33 $ 14,166.61 $ 13, 333.28
10/1/2012 $ 833.33 $ 13,333.28 $ 12,499.95
11/1/2012 $ 833.33 $ 12,499.95 $ 11,666.62
12/1/2012 $ 833.33 $ 11,666.62 $ 10,833.29
1/1/2013 $ 833.33 $ 10,833.29 $ 9,999.96
211 /2013 $ 833.33 $ 9, 999.96 $ 9,166.63
3/1 /2013 $ 833.33 $ 9,166.63 $ 8, 333.30
4/1/2013 $ 833.33 $ 8,333.30 $ 7,499.97
5/1/2013 $ 833.33 $ 7,499.97 $ 6,666.64
6/1/2013 $ 833.33 $ 6,666.64 $ 5,833.31
7/1/2013 $ 833.33 $ 5,833.31 $ 4,999.98
8/1 /2013 $ 833.33 $ 4,999.98 $ 4,166.65
9/1/2013 $ 833.33 $ 4,166.65 $ 3,333.32
10/1/2013 $ 833.33 $ 3,333.32 $ 2,499.99
11/1/2013 $ 833.33 $ 2,499.99 $ 1,666.66
12/1/2013 $ 833.33 $ 1,666.66 $ 833.33
1/1/2014 $ 833.33 $ 833.33 $ (0.00)
Exhibit B
PROMISSORY NOTE
GENUINE GENIUS SOLUTIONS, LLC
Community Development Block Grant Loan Program
UDAG Loan #1-07
Value: $40,000
FOR VALUE RECEIVED, Genuine Genius Solutions, LLC ("Company") promises to pay to
the order of the CITY OF DUBUQUE, IOWA, a municipal corporation ("City"), the principal
amount of forty thousand dollars ($40,000) togetherwith interestfrom the date said monies
are disbursed by City pursuant to the terms of the attached Loan Agreement dated the
2$7" day of C~G~oh~zr , 2007, ("Loan Agreement") which interest shall be at the rate
of 0% per annum.
All payments hereunder shall be made in lawful money of the United States at the
administrative offices of the Finance Department of City, or at such other place as City may
from time to time in writing designate.
Company may, from time to time, prepay atl or any portion of the principal balance due
hereunder without penalty and without consent of City. All such payments of principal shall
be applied to principal installments in reverse order of maturity and which last come due
under the terms of this Promissory Note.
This Promissory Note is made, executed and delivered in accordance with and subject to
all oi; ahe terms and provisions of the Loan Agreement, entered into and between
Company, as borrower, and City, as lender, which is incorporated herein by reference.
T#-~is promissory Note is secured by an Irrevocable Letter of Credit.
In the event of occurrence of an act of default under Section 10 of the Loan Agreement
any mortgage or security agreement between the parties, then written notice of said default
shall be given by City to Company, and Company shall have the time specified in such
agreement if any is specified, to cure said default. If default is not cured by Company
within the time allowed, City may, at its option declare the entire unpaid amount, including
interest, to be immediately due and payable or take such other actions as may be
permitted under the Loan Agreement. Principal and interest not paid when due shall draw
interest at a rate of fifteen percent (15%) per annum. Company agrees to pay all expenses
of collection, including reasonable attorney's fees, court costs, abstracting costs, storage
costs, costs of disposition of collateral, and any and all other related and incidental
expenses thereto, all of which shall first be deducted from the proceeds of sale or
foreclosure. In addition, the holder of this Note shall have all other rights and remedies as
are provided for under the Loan Agreement, or as are provided by law.
Makers, endorsers and sureties waive demand of payment, notice of nonpayment, protest
and notice thereof. Sureties, endorsers and guarantors agree to all of the provisions of this
Note and consent that the time or times for payment of all or any part hereof may be
extended after maturity, from time to time, without notice.
Genuine Genius Solutions, LLC
Rob Daniels Date
F:\USERS\DHeiar\Genuine Genius Solutions\UDAG Loan Exhibit B Promissory Note.doc
Exhibit E
Genuine Genius Solutions
Office Furniture and Equipment Budget
PHASE 1 -Current
Vendor
Office Dividers
Desks/work units
Laptops
Printer and Network Equipment
Work Chairs
Conference Room
Reception/work area
Restoration Whse
Restoration Whse/Office Depot
Best Buy
Office Depot
Office Depot
TBD
TBD
PHASE 2 -estimate January 1st, 2008
Management Office stations
Computer Lab furniture
Laptops
TBD
TBD
Best Buy
Amount
$2,100
10 $2,000
8 $10,000
$500
10 $3,000
$2,500
1 500
$21,600
6 $9,000
2 $4,500
4 5 000
$18,500