HomeMy WebLinkAbout2012-06-05 Resolution A/4-9
06-05-12
4d(1)
Prepared by: Bob Hardy, Cable Television Administrator,410 E.Washington St., Iowa City, IA 52240(319)356-5030
RESOLUTION NO. 12a262
RESOLUTION CONCERNING
MEDIACOM COMMUNICATIONS CORPORATION'S
2012 UPDATING OF RATES FOR BASIC CABLE SERVICES
WHEREAS, pursuant to the public law and the regulations of the Federal Communications
Commission (FCC), the City of Iowa City, Iowa (City) retains regulatory authority over basic
cable television services provided by Mediacom Communications Corporation [d/b/a MCC Iowa,
LLC] (Mediacom) in the authorized franchise area encompassing the City; and
WHEREAS, by cover letter dated April 27, 2012 Mediacom proposed changes to its rates for
basic cable programming, equipment installations and equipment rentals to be effective August
1, 2012 and enclosed an FCC Form 1240 dated April 27, 2012 supporting a requested rate of
$16.04 per subscriber per month [inclusive of FCC regulatory fees] for cable programming
services, and also an FCC Form 1205 dated April 27, 2012 in support of its proposed rates for
cable equipment installations and rentals; and,
WHEREAS, in the exercise of its regulatory authority, the City has reviewed these filings; and,
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA, THAT:
(1) The FCC Form 1240 filed with the City on April 27, 2012 is accepted and the
Maximum Permitted Rate of $16.52 per subscriber per month determined
thereby for basic tier cable programming service to be effective for period of
August 1, 2012 through July 31, 2013 is approved. Mediacom shall utilize the
Maximum Permitted Rate and its components of this FCC Form 1240 when
performing the true-up calculation on its next FCC Form 1240.
(2) A rate of $16.04 per subscriber per month [inclusive of FCC regulatory charges]
for basic tier cable programming service is approved to become effective as
requested on billings rendered after August 1, 2012. This rate will be
represented on subscribers' bills in the two components of $15.95 for
programming service and $0.09 for the FCC regulatory charge.
(3) The FCC Form 1205 filed with the City on April 27, 2012 is accepted and the
Maximum Permitted Rates determined thereby for basic service equipment
rentals and installations to be effective for period of August 1, 2012 through July
31, 2013 are approved.
(4) The rates proposed for basic service equipment rentals and installations filed
with the City on April 27, 2012 are approved to become effective as requested on
billings rendered after August 1, 2012.
Resolution No. 12-262
Page 2
Passed and approved this 5th day of June , 2012.
MAYOR
Ap r ved
ATTEST: A s.,, A • i...
"(c))
CITY LERK City Attorney's Office
It was moved by Payne and seconded by aims the Resolution be
adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
x Dobyns
x Champion
x Dickens
X Hayek
Mims
x Payne
__x_ Throgmorton
a"
06-05-12 I
4d(3)
Prepared by: Liz Osborne, CD Division, 410 E. Washington St., Iowa City, IA 52240 (319)356-5246
RESOLUTION NO. 12-263
RESOLUTION AUTHORIZING THE MAYOR TO SIGN AND THE CITY CLERK
TO ATTEST TO THE RELEASE OF LIEN REGARDING A MORTGAGE AND A
PROMISSORY NOTE FOR THE PROPERTY LOCATED 1115 ROCHESTER
AVENUE, IOWA CITY, IOWA.
WHEREAS, on July 12, 2006, the owner executed a Mortgage and a Promissory Note
with the City of Iowa City to secure a loan; and
WHEREAS, the loan has been paid off; and
WHEREAS, it is the City of Iowa City's responsibility to release these liens.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
IOWA CITY, IOWA that the Mayor is authorized to sign and the City Clerk to attest the
attached Release of Lien for recordation, whereby the City does release the property
located at 1115 Rochester Avenue, Iowa City, Iowa from a Mortgage recorded July 14,
2006, Book 4053, Page 915 through Page 920, and a Promissory Note recorded
September 21, 2006, Book 4084, Page 783, of the Johnson County Recorder's Office.
Passed and approved this 5th day of June , 20 12
MAYOR
Approved by
• cS — /(
ATTEST: it!A, . 1
CI CLERK City Attorney's Office
It was moved by Payne and seconded by Mims the
Resolution be adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
x Champion
x Dickens
x Dobyns
x Hayek
x Mims
X Payne
Throgmorton
Prepared by and return:Liz Osborne, Housing Rehab Division,410 E.Washington St., Iowa City, IA 52240(319)356-5246
Legal Description of Property:see below
Mortgagor(s): Harold G.Spilger
Mortgagee:City of Iowa City
RELEASE OF LIEN
The City of Iowa City does hereby release the property at 1115 Rochester Avenue, Iowa City,
Iowa, and legally described as follows:
Lot Four(4) in Raphael Place Addition to Iowa City, Iowa, according to the recorded plat
thereof subject to easements and restrictions of record.
from an obligation of the owner, Harold G. Spilger, to the City of Iowa City represented by a
Mortgage recorded July 14, 2006, Book 4053, Page 915 through 920, and a Promissory Note,
recorded September 21, Book 4084, Page 783 of the Johnson County Recorder's Office.
This obligation has been repaid and the property is hereby released from any liens or clouds
upon title to the above property by reason of said prior recorded document.
MAYOR
Approved b
ATTEST: I/,—,__ A • • !i 4i'
CIT LERK City Attorney's Office
STATE OF IOWA )
SS:
JOHNSON COUNTY )
On this J�, / day of JAvf- ,A.D. 20 ia-• , before me,the undersigned,a Notary Public in and for said
County, in said State, personally appeared Matthew J. Hayek and Marian K. Karr, to me personally known, who being by me
duly sworn,did say that they are the Mayor and City Clerk, respectively,of said municipal corporation executing the within and
foregoing instrument;that the seal affixed thereto is the seal of said corporation,and that the instrument was signed and sealed
on behalf of he corporation by authority of its City Council, as contained in Resolution No./a-J , adopted by the City Council
on the 51-'1 day .�uti,E_ , 20 /.7-- and that the said Matthew J. Hayek and Marian K. Karr as such officers
acknowledged the execution of said instrument to be the voluntary act and deed of said corporation, by it and by them
voluntarily executed. /I
i yt,•s 50NDRAE FORT S sr drat �i�
o •��.•,$Commission Number 159791
{ I • My Commission Expires
Y Notary Public in and for Johnson County, Iowa
• o a/ /lei
Y P
,zdCte)
CITY OF IOWA CITY
410 East Washington Street
Iowa City,Iowa 52240-1826
(319) 356-5000
(319) 356-5009 FAX
ENGINEER'S REPORT www.icgov.org
May 4, 2012
City Clerk
City of Iowa City, Iowa
Re: FY2011 Asphalt Resurfacing Project
Dear City Clerk:
I hereby certify that the construction of the FY2011 Asphalt Resurfacing Project
has been completed by LL Pelling Company, Inc. of West Liberty, Iowa in
substantial accordance with the plans and specifications prepared by the City of
Iowa City.
The final contract price of the project is $1,913,838.76.
I recommend that the above-referenced improvements be accepted by the City
of Iowa City.
Sincerely,
Ronald R. Knoche, P.E.
City Engineer
' 9
r-
4d...(:)..�
Prepared by:Dave Panos,Civil Engineer,410 E.Washington St.,Iowa City,IA 52240(319)356-5145
RESOLUTION NO. 12-264
RESOLUTION ACCEPTING THE FY2011 ASPHALT RESURFACING
PROJECT .
WHEREAS, the Engineering Division has recommended that the work for construction of
the FY2011 Asphalt Resurfacing Project, as included in a contract between the City of
Iowa City and L.L. Pelling Company, Inc. of North Liberty, Iowa, dated July 12, 2010, be
accepted; and
WHEREAS, the Engineer's Report and the performance and payment bond have been
filed in the City Clerk's office; and
WHEREAS, funds for this project are available in the Pavement Rehabilitation account
#3824; and
WHEREAS, the final contract price is $1,913,838.76.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
IOWA CITY, IOWA, THAT said improvements are hereby accepted by the City of Iowa
City, Iowa.
Passed and approved this 5th day of June , 2012.
Mayor
ATTEST: // A •
City lerk
Ap• oved?by:
City Att•me ST ice
5-g-)2_,
Resolution No. 12-264
Page 2
It was moved by Payne and seconded by Mims the
Resolution be adopted,and upon roll call there were:
AYES: NAYS: ABSENT:
x Champion
x Dickens
x Dobyns
Hayek
x Mims
x Payne
x Throgmorton
CITY OF IOWA CITY 4"�'
gn.. MEMORANDUM
Date: May 24, 2012
To: Tom Markus, City Manager
From: Rick Fosse, Public Works Director
Re: Amendment #1 to Consultant Agreement for the Iowa River Water Main Crossings
Project—June 5 Agenda
Introduction:
This Amendment will revise the project design scope to accomodate recent construction
projects that were completed by the University of Iowa within the project limits. It will also revise
the compensation to more accurately reflect the reduced effort from the Consultant during the
bidding phase of the project.
History/Background:
This project will install two new water mains under the Iowa River, replacing existing water
mains that were exposed and undermined during the flooding in 2008. A significant amount of
the project design was previously completed, but completion was put on hold until FEMA
obligated funding for the construction of the project. During the time the design was on hold, the
University of Iowa completed construction work within the project limits. Once FEMA obligated
funding for the construction of the Iowa River Water Main Crossings Project, additional design
was needed to incorporate the work that was completed by the University.
Discussion of Solutions:
A review of the project status upon FEMA's obligation of funds indicated revisions to the plans
would be required. The previous design did not account for recent University of Iowa
construction projects, which would have resulted in construction conflicts. Based on this review,
the decision was made to revise the project plans to incorporate the changes made to the
project area.
Additionally, it was determined that the new water main would no longer need to provide a
connection to the water main that was providing fire hydrant service for the existing Hancher
building on the University of Iowa campus. The University plans to provide the fire protection
service from their own water distribution system. Therefore, this connection was removed from
the project plans.
This Amendment will also reduce the scope of work completed by the Consultant during the
bidding phase of the project. The Consultant was not required to complete certain tasks during
the bidding phase, and the agreement amount was reduced to reflect this change.
Financial Impact:
The Consultant Agreement will be amended to increase the Design Phase fee by $21,140.15
and reduce the Bidding Phase fee by $7,381.75. This results in a net increase of $13,758.40,
which will be funded by Water revenues.
Recommendation:
Staff recommends amending the Consultant Agreement.
Cc: Ron Knoche, City Engineer
Jason Havel, Civil Engineer
Prepared by:Jason Havel,Civil Engineer,410 E.Washington St., Iowa City, IA 52240;(319)356-5410
RESOLUTION NO. 12-265
RESOLUTION APPROVING, AUTHORIZING AND DIRECTING THE MAYOR TO
EXECUTE AND THE CITY CLERK TO ATTEST AMENDMENT#1 TO THE OCTOBER 6,
2009 AGREEMENT BY AND BETWEEN THE CITY OF IOWA CITY AND HOWARD R
GREEN COMPANY (H.R. GREEN) TO PROVIDE ENGINEERING CONSULTANT
SERVICES FOR THE IOWA RIVER WATER MAIN CROSSINGS PROJECT.
WHEREAS, the City of Iowa City entered into a contract on October 6, 2009 for consulting services with H.R.
Green of Cedar Rapids, Iowa, to provide design services for the Iowa River Water Main Crossings Project;
and
WHEREAS, the City of Iowa City desires to revise the project design to incorporate recent construction
projects completed by the University of Iowa within the project limits; and
WHEREAS, the City desires the services of H.R. Green to revise final design plans and specifications for the
Iowa River Water Main Crossings Project; and
WHEREAS, the City of Iowa City has negotiated Amendment#1 to the October 6, 2009 Agreement for said
consulting services with H.R.Green of Cedar Rapids, Iowa,to provide said services;and
WHEREAS, it is in the public interest to enter into said Consultant Agreement with H.R. Green;and
WHEREAS,funds for this project are available in the Water Mains Crossings Flood Repairs account#3279.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA,
THAT:
1. The Consultant's Agreement Amendment attached hereto is in the public interest, and is approved
as to form and content.
2. The Mayor and City Clerk are hereby authorized and directed to execute the attached Consultant's
Agreement Amendment in duplicate.
Passed and approved this 5th day of June , 2012.
MAYOR
Approved by
ATTEST: �
CITY RK
City Attorneys Office
Pweng/res/iiarivwtrmain reconstruct-amd.doc
Resolution No. 12-265
Page 2
It was moved by Payne and seconded by Mims the
Resolution be adopted,and upon roll call there were:
AYES: NAYS: ABSENT:
x Champion
x Dickens
x Dobyns
x Hayek
x Mims
Payne
_�- Throgmorton
CONSULTANT AGREEMENT
IOWA RIVER WATER MAIN CROSSINGS PROJECT
AMENDMENT NO. 1
•
THIS AMENDMENT to the October 6, 2009, CONSULTANT AGREEMENT for the Iowa River
Water Main Crossings Project, by and between the City of Iowa City, a municipal corporation,
hereinafter referred to as the City and Howard R. Green Company (HR Green) of Cedar Rapids,
hereinafter referred to as the Consultant, is made and entered into this 5 fro day of
, 2012.
WHEREAS, the City desires to revise the project design to incorporate recent construction
projects completed by the University of Iowa within the project limits; and
WHEREAS, the City desires to revise the compensation for services to more accurately reflect the
anticipated work by the Consultant; and
WHEREAS, Consultant is willing to perform these additional services for an increase in their fee
and extension of the schedule for completion.
NOW THEREFORE, it is agreed by and between the parties hereto that the parties do now agree
to the following amendments to the October 6, 2009 Consultant Agreement:
I. Section 1. SCOPE OF SERVICES:
a. Design Phase Services
i. Add the following:
13. Coordinate with the University of Iowa, and their consultant, to incorporate
as-built drawings of their recent construction projects into the project plans.
Revise the project plans as necessary to accommodate the University work.
Includes a meeting with the University of Iowa and the City, as well as
incorporating any comments from the meeting into the final plans.
II. Section 1. SCOPE OF SERVICES:
a. Bidding Phase Services
i. Remove the following:
7. Coordinate and conduct a pre-bid meeting and distribute minutes of the
meeting to all attendees.
8. Attend the bid opening and assist the City with opening bids.
ii. Remove the following:
11. Prepare construction contract documents and submit to contractor for
completion.
12. Review and submit the executed contract documents to City for approval.
III. Section II. TIME OF COMPLETION:
The Project Schedule is hereby amended as follows:
A. Signed Agreement and notice to proceed by: October 9, 2009
B. Preliminary work and information collection by: October 16, 2009
C. 50%complete review meeting by: November 6, 2009
D. 90%complete review meeting by: November 25, 2009
E. Submit final documents to City and IDNR by: December 4, 2009 February 17, 2012
F. Advertise for Bids by: March 25, 2012
G. Hearing and letting, bid opening, award contract by: January 8, 2010 April 3, 2012
H. Pre-construction conference, notice to proceed by: February 1, 2010 May 11, 2012
I. Project completion by: May 28, 2010 September 15, 2012
IV. Section IV. COMPENSATION FOR SERVICES
In consideration for the above-described change in the Scope of Services, the Consultant's
hourly not-to-exceed fee is hereby amended as follows:
Design Phase, including Project Scoping and Preliminary and
General Work $64,000.00 $85,140.15
Bidding Phase $ 000.00 $3,618.25
Construction Phase minus Resident Project Representative
(Optional at City's Request) $35,000.00
Resident Project Representative Construction Observation
(Optional at the City's Request) $38,000.00
TOTAL Base Fee for Design Phase and Bidding Phase $75,000.00 $88,758.40
TOTAL Base Fee Plus Construction Phase minus RPR Option $110,000.00 $123,758.40
TOTAL Base Fee Plus Construction Phase including RPR Option $148,000.00 $161,758.40
All other provisions of the October 6, 2009, Consultant Agreement not specifically amended
herein shall remain in full force and effect.
FOR THE CITY FOR THE CONSULTANT
By Matthew J.�Hayek B
Title: Mayor Title: 1' e , eSfe(e,77'
Date: 6/5/2012 Date: 5//7//Z-
ATTEST: N e. 7�
Approved by:
City Attorney's Office
Da V-(11-04.,
e
06-05-12
itiranq rs 4a(6)CITY OF IOWA CITY mam
& MEMORANDUM
DATE: May19, 2012
TO: Tom Markus, City Manager
FROM: Rick Fosse, Public Works Director
RE: License Agreement with Iowa Health System and Broadband, Inc. —
June 5, 2012
Introduction:
Iowa Health System and its subsidiary Broadband, Inc. desires to install a buried conduit
containing a fiber optic line within City of Iowa City public right-of-way.
History/Background:
Iowa Health System (IHS) and its subsidiary Broadband Inc. desires to build and operate a
broadband fiber network to serve health care facilities across the state. The proposed
construction in Iowa City will provide interconnection to existing IHS fiber network facilities and
is located mainly along Lower Muscatine Road and Mall Drive.
Financial Impact:
There will be no financial impact to the City.
Discussion of Solution:
To enable Iowa Health System and its subsidiary Broadband, Inc. to install said fiber optic line,
staff has drafted a License Agreement between the City of Iowa City and Iowa Health System
and its subsidiary Broadband, Inc. This Agreement will allow Iowa Health System and its
subsidiary Broadband, Inc. to install, operate, and maintain a buried conduit containing a fiber
optic line within City of Iowa City public right-of way.
Recommendation:
Staff recommends the authorization of the License Agreement with Iowa Health System and its
subsidiary Broadband, Inc. at the June 5, 2012 council meeting.
n
s
.,� „net -^• ,�.::w
IS
Y'
_I
MMOVIR
W
3
cn
7L- N
C O
� N
N N o
N
w M
O p
Z N o
O
U _ >
C C
Cl) a c
E
� V M
co O d o
� r �
m O 00
2 m V
� � Q
3 to —
O 2
xN O
M
O
C Q
N N
N .0
y� L O
O
O
N
O
e
r r,
U
tnE C
0
�L N N
VE 0 I M
r > a
�a -�
cc
"j)
0 0 04
Ci 3 °2to
Z Z ccoo 0 co
III
Prepared by:Kimberly Sandberg,410 E.Washington St., Iowa City, IA 52240(319)356-5139
RESOLUTION NO. 12-266
RESOLUTION AUTHORIZING THE MAYOR TO SIGN AND THE CITY CLERK TO
ATTEST A LICENSE AGREEMENT BETWEEN THE CITY OF IOWA CITY AND IOWA
HEALTH SYSTEM AND BROADBRAND, INC., TO USE CERTAIN PUBLIC RIGHTS-
OF-WAY FOR THE INSTALLATION, OPERATION AND MAINTENANCE OF A FIBER
OPTIC NETWORK.
WHEREAS, Iowa Health System and Broadband, Inc. desire to install a buried conduit system
containing fiber optic telecommunications cable within certain City of Iowa City public rights-of-
way; and
WHEREAS, the City of Iowa City desires to give Iowa Health System and Broadband, Inc. a
license to use those rights-of-way for such purposes; and
WHEREAS, it is in the public interest to enter into a license agreement with Iowa Health System
and Broadband, Inc. concerning the location of and responsibility for the installation and
maintenance of the fiber optic cable.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA, THAT:
1. The attached license agreement between the City of Iowa City and Iowa Health System
and Broadband, Inc. to use certain public rights-of-way as set out in said agreement for
the placement of fiber optic cable is in the public interest, and is hereby approved as to
form and substance.
2. The Mayor is authorized to execute and the City Clerk to attest the attached agreement,
on behalf of the City of Iowa City, Iowa, and the City Clerk is hereby directed to record
the resolution and agreement in the Johnson County Recorder's Office, at Iowa Health
System and Broadband Inc.'s expense.
Passed and approved this 5th day of June , 2012.
A
MAYOR15"-/\
Approved by
ATTEST: 14/■. Al .. :/ ,■hf ; '
CI Y .LERK City Attorney's 0 ice 5-161
Resolution No. 12-266
Page 2
•
It was moved by Payne and seconded by Mims the
Resolution be adopted,and upon roll call there were:
AYES: NAYS: ABSENT:
x Champion
x Dickens
x Dobyns
x Hayek
x Mims
x Payne
x Throgmorton
A LICENSE AGREEMENT BETWEEN THE CITY OF IOWA CITY, IOWA AND IOWA
HEALTH SYSTEM AND BROADBAND, INC. FOR USE OF PUBLIC RIGHTS-OF-WAY FOR
THE INSTALLATION, OPERATION AND MAINTENANCE OF A FIBER OPTIC NETWORK.
SECTION I. DEFINITIONS
a. "City" shall mean the City of Iowa City, Iowa and, where appropriate, shall include its
officers, employees and agents.
b. "Public Improvements" shall mean any publicly-owned improvements on public property,
including but not limited to paving, sidewalks, grass, vegetation, trees, street lights, traffic
signals, water mains, sewers, electrical transmission lines and equipment related thereto,
cable and telephone lines and equipment related thereto.
c. "Public Property" shall mean publicly-owned or controlled public land and rights-of-way,
easements, bridges, parks squares and commons.
d. "Network" shall mean cables, underground conduits, handholes, vaults, fiber optic cables,
overhead transmission lines and other overhead cable and lines necessary for the provision
of fiber optic service, including the equipment owned, operated, leased, or subleased by
Licensee for the provision of said service.
e. "Licensee"shall collectively mean Iowa Health System, an Iowa corporation located at 1200
Pleasant Street, Des Moines, Iowa and Broadband, Inc., an Iowa corporation located at
1200 Pleasant Street, Des Moines, Iowa.
SECTION 2. BASIC GRANT
Licensee is hereby granted a license to construct, maintain, inspect, protect, repair, replace and
retain the Network in, under, upon, along and across the Public Property shown and generally
identified in Exhibits A-K, attached hereto and incorporated herein by this reference and
specifically identified in the network map approved according to Section 3 below ("License
Area"), according to the terms of this Agreement and subject to the regulatory powers of the
City.
SECTION 3. INSTALLATION, REPAIR, EXTENSION OR EXPANSION OF THE NETWORK
Before commencing any extension or expansion of its system, or any major repair work or the
installation of any new Network component within the License Area, the Licensee shall file with
the Public Works Department of the City a written statement verifying the public property under
which or upon which Licensee proposes to extend, expand, install or repair its system. The
Director of Public Works may require the statement be accompanied by a map, plan or
specifications showing the proposed location of the system components with references to
streets and alleys, existing public utilities, the size and dimensions of all facilities, and the
distance above or beneath the surface of the ground proposed for repair or installation.
No Network component shall interfere with the reasonable and proper use, construction,
reconstruction and maintenance of any public improvements or any existing City-owned public
utility system component, or other structure upon or under Public Property. In the event that
the proposed Network plan shows such interference, the Director of Public Works shall, within
1
reasonable time after the filing of such plan, map or specifications, note the changes necessary
to eliminate the interference and refer the same back to Licensee for modification of the plans.
Any such review, approval or amendment shall remain subject to the provisions in Section 8
herein. Once the map, plan, or specifications are approved by the Public Works Director, they
shall be filed in the Public Works Department and an excavation permit may be issued
authorizing Licensee to proceed in accordance with the approved maps, plans, and/or
specifications. Licensee shall not perform any work on the Network within the License Area prior
to the issuance of the permit herein provided for unless it is an emergency as described in
Section 5. All work performed shall be in accordance with the approved maps, plans or
specifications and the terms of this License.
SECTION 4. CONSTRUCTION AND REPAIR OF NETWORK
To protect the public and assure the safe and efficient movement of traffic, Licensee shall
properly barricade any Public Property used by Licensee in compliance with, at a minimum, the
requirements set forth in the Manual on Uniform Traffic Control Devices. Licensee shall
properly and speedily replace any and all pavement removed or damaged by Licensee in
accordance with the City's regulations, City's Municipal Design Standards and Standard
Construction Specifications, and warranted for a period of five (5) years. As a condition to the
use of the License Area, Licensee shall, at its own expense, repair or cause repair to any private
property public utility system component, public improvement or Public Property damaged by
Licensee. If Licensee fails to repair or arrange with the City for the proper repair of any Public
Property after excavations have been made, and after thirty days notice in writing to do so
given to its designated representative, then the City may make such repairs at the expense of
Licensee.
SECTION 5. EXCAVATIONS
The City hereby grants Licensee a license to make excavations within the License Area for the
purpose of routine repair, replacement, and maintenance of wires, lines or other Network
system components according to the following conditions:
a. Licensee shall first obtain an excavation permit as required by to City Ordinances and
Regulations;
b. Licensee shall not unnecessarily obstruct the use of streets, avenues, alleys or public
places;
c. Licensee shall provide the Public Works Director with twenty-four (24) hours notice prior
to the actual commencement of the work, and shall comply with all City provisions,
requirements and regulations in performing such work.
d. Licensee shall provide three (3) day notice to the Public Works Director for any work
requiring a street closure or detour prior to such closure or detour.
In emergencies which require immediate excavation, Licensee may proceed with the minimum
work necessary to remedy the emergency without first applying for or obtaining an excavation
permit, provided, however, that Licensee shall apply for and obtain the permit as soon as
possible after commencing such emergency work. Excavations shall not remain open for more
than five (5) working days without prior City approval.
Failure to Comply; Remedies. If the Network fails to comply with the provisions of this Section,
the City may repair or restore the Public Property, at Licensee's expense, to the condition of the
2
property prior to the disturbance by Licensee. Licensee shall pay the costs of such repair or
restoration within sixty (60) days after receipt of the City's billing.
SECTION 6. WORK BY OTHERS, CONSTRUCTION BY ABUTTING OWNERS, ALTERATION TO
CONFORM WITH PUBLIC IMPROVEMENTS
The City reserves the right to lay, and permit to be laid, wires, pipes, cables, conduits, ducts,
manholes and other appurtenances, and to do, or permit to be done, any underground and
overhead installation of improvements that may be deemed necessary or proper by the City in,
across, along, over or under any portion of the License Area occupied by the Network, and to
change any curb or sidewalk or the grade of any street. In permitting others to do such work,
the City shall not be liable to Licensee for any Network damage arising out of the performance
of such work by other parties. Nothing in this Agreement shall be construed to relieve other
persons or corporations from liability for damage to the Network.
SECTION 7. LICENSEE CONTRACTORS
The requirements of this License Agreement shall apply to all employees, agents, persons, firms
or corporations performing work for Licensee under a contract, subcontract, time and materials
arrangement or other type of work order.
SECTION 8. CONDITIONS OF STREET OCCUPANCY
Licensee's use of any Public Property for the purposes set forth in this Agreement shall be in
conformance with the established grades of streets, alleys and sidewalks, and be so located as
to cause minimum interference with the rights or reasonable convenience of property owners
who adjoin Public Property.
Licensee shall exercise its rights granted herein in such manner as to cause as little interference
as possible with pedestrian and vehicular traffic, and shall abide by scheduling directions, if any,
given by the Director of Public Works.
Licensee shall, upon reasonable notice and at its sole cost and expense, remove, locate and
relocate its facilities in, on, over or under the License Area in such manner as the City may, at
any time, require for the purpose of facilitating the construction, reconstruction, maintenance,
repair or change in grade of any public improvement on, in or about any such Public Property,
for the purposes of facilitating the vacation and/or redevelopment of Public Property or public
right-of-way by the City. In the event Licensee fails to act within a reasonably allocated time,
the City may cause the Network facilities to be relocated, and the costs thereof shall be to the
Licensee and shall be paid as provided in Section 5 hereof. Claims for delay of work from
contractors employed by the City that are a result of Network's failure to act within a
reasonable time shall be the responsibility of the Licensee. In the case of Public Works
projects, reasonable time shall be defined six weeks after the public hearing approving the
plans and specifications for said project.
Licensee shall not place any Network component in the License Area where the same will
interfere with the normal use or maintenance of any public improvement, including but not
limited to streets, alleys sidewalks, traffic control devices, sanitary sewers, storm sewers, storm
drains or water mains, electrical transmission lines or any public utility facility. Licensee shall
maintain a five (5) foot minimum horizontal clearance from any public utility, including water
3
mains, storm sewers, sanitary sewers, and storm drains. Licensee shall not place identification
signs within the public right-of-way.
Upon request, Licensee agrees to assist in locating underground facilities which are part of its
system. Such assistance will be provided in a timely manner, but not more than forty-eight
(48) hours after the time of request. As a condition of this agreement Licensee shall enroll as a
member of the "Iowa One-Call System" and shall respond to all requests and notifications
placed to the toll-free"One-Call" number.
Licensee shall restore and replace any surface vegetation removed or damaged during
Licensee's exercise of its rights granted herein with sod or other such vegetation approved by
the Director of Public Works and in conformance with City ordinances and the standard local
practices for placing sod.
SECTION 9. ABANDONED FACILITIES
Thirty days prior to abandonment of any Network component, Licensee shall notify the City of
its intentions. Licensee shall remove manholes, handholes, vaults, overhead facilities and
equipment related hereto from the License Area as required in conjunction with other right-of-
way repair, excavation or construction unless this requirement is waived by the Director of
Public Works.
SECTION 10. POWERS OF CITY OF IOWA CITY
Nothing in this Agreement shall be construed to abridge the right or power of the City to make
further regulations relative to the use of the streets, alleys and Public Property by anyone using
the same for the installation and maintenance of utility systems, including, but not limited to,
fees for use of Public Property. Any such further regulations shall apply to Licensee and to this
Agreement. In the event that any such fees are imposed on Licensee, the failure to pay such
fees will be considered a violation of this agreement pursuant to Section 12 below.
SECTION 11. PLANS AND COORDINATION
Upon completion of any work performed in accordance with this Agreement, including the initial
installation and subsequent modifications or relocations of Network components, Licensee shall
promptly furnish to the City copies of"as-built"plans related to any Network component located
on Public Property.
Licensee shall keep complete and accurate maps and records of the locations and operations of
its Network, including buried abandoned facilities.
SECTION 12. VIOLATIONS OF AGREEMENT
In the event that Licensee is in breach of this Agreement, or has violated or breached any local,
state or federal law or regulation related to the rights granted herein (hereinafter referred to as
"default"), the City shall give written notice to Licensee of the default. Licensee shall cure such
default within thirty (30) calendar days after receipt of such notice; provided, however, where
any such default cannot reasonably be cured within such thirty (30) day period, the time for
curing such default shall reasonably be extended for such period of time as may be necessary
to promptly complete such cure with due diligence.
4
If the City determines that Licensee's default is an immediate danger to public health, safety or
welfare and requires immediate action, the City may provide written notice of said
determination to Licensee and immediately remedy the default by doing the act itself, or
through a contractor, and charge the costs of such work to Licensee.
If Licensee fails to cure a default within the time allowed, the City shall have the right to:
seek specific performance; or
ii. remedy the default by doing the act itself, or through a contractor, and charge the
costs of such work to the Network; or
iii. seek damages of such default; or
iv. any combination of(i), (ii) and (iii).
SECTION 13. LIABILITY, INDEMNIFICATION AND INSURANCE
Licensee covenants to indemnify, defend and save the City and its officers, agents and
employees, harmless from any and all damages arising directly from the exercise of the rights
granted herein. Licensee agrees to require contractors and subcontractors engaged in work for
Licensee on Public Property to maintain insurance coverage during the term of their work and
to provide the City with certificates of insurance satisfactory to City.
SECTION 14. SEVERABILITY
In the event a court of competent jurisdiction shall adjudge any provision or provisions hereof
invalid or illegal, or direct a change by Licensee in any matter or thing herein contained, such
invalidity, illegality or change shall be deemed severable and shall in no way affect the
remaining provisions of this Agreement or their validity or legality and this Agreement in all
other respects shall continue in full force and effect as if said provision or provisions had not
been so adjudged invalid or illegal, or such change had not been directed. At the City's option,
and upon a court's ruling of invalidity or illegality, the City may cause this Agreement to be
terminated.
SECTION 15. ASSIGNMENT
Neither party shall assign or otherwise transfer this Agreement or any of its rights and interest
to any firm, corporation or individual, without the prior written consent of the other party.
SECTION 16. TERMINATION OF AGREEMENT AND VACATION OF STREETS AND ALLEYS
The City may terminate this Agreement at any time upon thirty (30) days notice provided to
Licensee, if the City determines that the License Area is needed for a public purpose and should
be cleared of any and all obstructions. When not in conflict with other City purposes, needs or
uses, as long as Licensee exercises the rights granted to it hereunder, the City will not, by
ordinance or otherwise, vacate any street, alley or Public Property in which Licensee has
installed its facilities without reserving such rights as necessary to allow continued use of such
property for the Network in accordance with the terms of this Agreement, provided that nothing
5
herein shall limit the City's right to require Licensee to relocate its Network as provided in
Section 8 hereof.
SECTION 17. DELIVERY OF NOTICES
Except as may be expressly provided herein, any notices hereunder shall be in writing and shall
be delivered via certified mail and addressed as follows, unless indicated otherwise in the
future:
If to City: Public Works Director
City of Iowa City
City Hall
410 E. Washington Street
Iowa City, IA 52240
If to Licensee: Tom Beaver Tony Langenstein
Asst. Director of Technology Chief Operating Officer
Iowa Health System Broadband, Inc.
118 2nd St. SE, Suite 290 118 2nd St. SE, Suite, 290
Cedar Rapids, IA 52401-1201 Cedar Rapids, IA 52401-1201
319-739-2502 319-739-2406
Provided, however, that in case of an emergency, notices may be given verbally to the above-
named persons. In such case, written confirmation should be provided. Nothing contained
herein shall prevent other forms of notice if actually received by addressee. Notice shall be
deemed given on date of mailing in case of certified mail, or otherwise on the date actual notice
is received.
SECTION 18. RECORDATION
This agreement shall be recorded in the Johnson County Recorder's Office, at Licensee's
expense.
Dated this 5th day of June , 2012.
CITY OF IOWA CITY IOWA HEALTH SYSTEM
By:
Matthew J. Hayek, Mayor Jo r er
Chief Information Officer/ Vice President
Attest: ` - c, � BROADBAND, INC.
lerk
City
By: ,4
Jo ,.'.rttker
Director, Broadband, Inc.
6
Approved by:
,da u ImnArd
City Attorney's Office del I 1-1.
CITY OF IOWA CITY ACKNOWLEDGMENT
STATE OF IOWA )
) SS:
JOHNSON COUNTY )
On this 5 day of Vi - , 2012, before me, the undersigned, a Notary Public in and
for the State of Iowa, personally appeared Matthew J. Hayek and Marian K. Karr, to me
personally known, and, who, being by me duly sworn, did say that they are the Mayor and City
Clerk, respectively, of said municipal corporation executing the within and foregoing instrument;
that the seal affixed thereto is the seal of said municipal corporation; that said instrument was
signed and sealed on behalf of said corporation by authority of its City Council, as contained in
Resolution No. is-a(6 and passed by the City Council, on the 4"4` day of
.ruN/P , 2012, and that Matthew J. Hayek and Marian K. Karr acknowledged the
execution said instrument to be the voluntary act and deed and the voluntary act and deed of
said corporation, by it and by them voluntarily executed.
,o, s SONDRAEFORT Notary Public in and for the State of Iowa
Commission Number 159791
= My/2/a°;` s My commission expires: 3/7/aors
LICENSEE ACKNOWLEDGMENT
IOWA HEALTH SYSTEM
STATE OF IOWA )
) ss:
JOHNSON COUNTY )
On this 11 day of ItrA t/� , 2012, before me, the undersigned, a Notary Public in
and for the State of Iowa, in and for said county, personally appeared Joy Grosser, to me
personally, known, who being by me duly sworn did say that that person is the
l'hir-F In-Formaifon tPt-ev- I vP of said corporation and that said instrument was signed on
behalf of the said corporation by authority of its board of directors or trustees and the said
Chia IA(rritt+i Ern OrKicer /\11' acknowledged the execution of said instrument to be the
voluntary act and deed of said corporation by it voluntarily executed.
l.'Dij ni/ m. krn Uk
p+AC CONNIE M. SIMPSON Notary Public in and for the State of Iowa
P COMMISSION NO.223924
m y MY COMMISSION EXPIRES My commission expires: Al USA' 10, 2b14
IOWA tUSf 10 i 20►t'
7
LICENSEE ACKNOWLEDGMENT
BROADBAND, INC.
STATE OF IOWA )
) ss:
JOHNSON COUNTY )
On this I'1 day of frit , 2012, before me, the undersigned, a Notary Public in
and for the State of Iowa, in and for said county, personally appeared Joy Grosser, to me
personally known, who being by me duly sworn did say that that person is the
..1)1 re r of said corporation and that said instrument was signed on
behalf of the said corporation by authority of its board of directors or trustees and the said
Vvedov- acknowledged the execution of said instrument to be the
voluntary act and deed of said corporation by it voluntarily executed.
krnr)1J -
4,0AC CONNIE M. SIMPSO Notary Public in and for the State of Iowa
z4 COMMISSION NO.223924
" MY COMMISSION EXPIRES My commission expires: kic 4 ID ■ 2014
IOWA Atilt S L 'D f 2111
U:\PW\STAFF\Kim J\ROW Agreements\Temporary-Fixed\Fiber Optic\Iowa Health System.doc
8
n
s
.,� „net -^• ,�.::w
IS
Y'
_I
MMOVIR
W
3
cn
7L- N
C O
� N
N N o
N
w M
O p
Z N o
O
U _ >
C C
Cl) a c
E
� V M
co O d o
� r �
m O 00
2 m V
� � Q
3 to —
O 2
xN O
M
O
C Q
N N
N .0
y� L O
O
O
N
O
e
r r,
U
tnE C
0
�L N N
VE 0 I M
r > a
�a -�
cc
"j)
0 0 04
Ci 3 °2to
Z Z ccoo 0 co
III
06-05-12
t , ..® ,I CITY OF IOWA CITY 4d(7)
MEMORANDUM
Date: May 29, 2012
To: Tom Markus, City Manager
From: Rick Fosse, Public Works Director P
Re: RESOLUTION APPROVING THE RELEASE OF A TILE AND DRAINAGE EASEMENT AND
THE ESTABLISHMENT OF A MINIMUM LOW OPENING ON LOT 99 OF VILLAGE GREEN-PART 23
AND THE DEDICATION OF A REPLACEMENT DRAINAGE EASEMENT ON LOT 105 OF VILLAGE
GREEN-PART 24.
Introduction: Iowa City Northside LLC has requested a tile and drainage easement on Lot 99 of
Village Green-Part 23 be released.
History/Background: Prior to the development of Village Green-Parts 23 and 24, there were
drainage issues. The City worked with a previous developer to install a tile drainage system to
help alleviate these issues. With the development of Village Green-Parts 23 and 24, the
drainage pattern was corrected through the grading and storm sewer plan. Iowa City
Northside LLC is obtaining a building permit for Lot 99 of Village Green-Part 23 and the building
size encroaches into the easement area.
Discussion of Solutions: Due to the drainage patterns in the developed area, the existing tile
and drainage easement is no longer necessary. A new drainage easement is necessary to
convey storm water across Lot 105 of Village Green-Part 24. A minimum low opening will need
to be established on Lot 99 of Village Green-Part 23. This will make this lot consistent with the
adjacent lots.
Financial Impact: This will have no financial impact on the City.
Recommendation: Staff recommends the tile and drainage easement on Lot 99 of Village
Green-Part 23 be released and a replacement drainage easement on Lot 105 of Village Green-
Part 24 be dedicated. Staff recommends a minimum low opening be established on Lot 99 of
Village Green-Part 23.
6'tits
Prepared by: Ron Knoche,City Engineer,410 E.Washington St., Iowa City, IA 52240,(319)356-5138
RESOLUTION NO. 12-267
RESOLUTION APPROVING THE RELEASE OF A TILE AND DRAINAGE EASEMENT
AND THE ESTABLISHMENT OF A MINIMUM LOW OPENING ON LOT 99 OF VILLAGE
GREEN-PART 23 AND THE DEDICATION OF A REPLACEMENT DRAINAGE
EASEMENT ON LOT 105 OF VILLAGE GREEN-PART 24.
WHEREAS, Kevin J. Hochstedler, on behalf of the owner, Iowa City Northside LLC, requested that the
City release a 20-foot wide tile and drainage easement on Lot 99, Village Green Part 23; and
WHEREAS, street improvements and changes to the storm water drainage patterns have resulted in
diverting water away from the original tile and drainage easement, and thus the easement is not
necessary in that location; and
WHEREAS, in exchange for the requested release, the applicant will dedicate a 15-foot wide drainage
easement on Lot 105, Village Green Part 24 and establish a minimum low opening on Lot 99, Village
Green Part 23; and
WHEREAS, Public Works recommends the approval of the release of the existing tile and drainage
easement, the acceptance of a replacement easement and the establishment of the minimum low
opening.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, THAT:
1. The tile and drainage easement on Lot 99, Village Green-Part 23 shown on the attached "Easement
Release Plat" and the Final Plat of Village Green — Part 23, Iowa City, Iowa, recorded at Book 50,
Page 176, in the Plat Records of the Johnson County Recorder, is hereby released.
2. The City hereby accepts the dedication of the drainage easement on Lot 105, Village Green-Part 24
shown on the attached "Easement Plat" according to the terms set forth in a drainage easement
agreement, in a form approved by the City Attorney's Office.
3. The City accepts the establishment of a minimum low opening elevation of 682.70 on Lot 99, Village
Green-Part 23 on the terms set forth in an agreement as approved by the City Attorney's Office.
4. The Mayor and the City Clerk of the City of Iowa City, Iowa, are hereby authorized and directed, upon
approval by the City Attorney, to execute all legal documents relating to said release. The City Clerk
shall record the legal documents and plat at the Office of the County Recorder of Johnson County,
Iowa at the expense of the owner/applicant.
Passed and approved this 5th day of June , 20 12 .
MAYOR
Ai fro -61 byAlmi
ATTEST: g ) c • A i'ri► '��Cv��A/!�'
CILERK it Attorn- 's ei
y y 5--3c—IZ-
Pweng/res/villg reen pt23.doc
Resolution No. 12-267
Page ____2____
•
It was moved by Payne and seconded by Mims the
Resolution be adopted,and upon roll call there were:
AYES: NAYS: ABSENT:
_X__ Champion
x Dickens
x Dobyns
x Hayek
x Mims
x Payne
x Throgmorton
06-05-12
"` ✓✓✓ 4e(1)
Prepared by: Susan Dulek,Assistant City Attorney,410 E.Washington St., Iowa City, IA 52240(319)356-5030
RESOLUTION NO. 12-268
RESOLUTION SETTING PUBLIC HEARING FOR JUNE 19, 2012, ON A
PROPOSAL TO CONVEY A SINGLE FAMILY HOME LOCATED AT 648
SOUTH LUCAS STREET.
WHEREAS, the UniverCity Neighborhood Partnership Program is a joint effort between the
University of Iowa and the City to encourage home ownership and reinvestment in designated
neighborhoods surrounding the University of Iowa; and
WHEREAS, the City has received a $1.25 million I-Jobs grant to assist in the acquisition and
rehabilitation of twenty-six single family homes to provide affordable housing in designated
neighborhoods surrounding the University of Iowa; and
WHEREAS, Resolution 09-384 authorized the City to acquire and rehabilitate properties
consistent with the grant agreement for I-Jobs funds for the UniverCity Neighborhood
Partnership Program; and
WHEREAS, the City purchased and rehabilitated a single family home located at 648 South
Lucas Street, Iowa City; and
WHEREAS, the City has received an offer to purchase 648 South Lucas Street for the principal
sum of $194,000 (the amount the City paid to acquire the home), plus the "carrying costs",
which are all costs incurred by the City to acquire the home, maintain it and sell it, including
abstracting and recording fees, interest on the loan to purchase the home, mowing and snow
removal, utilities, real estate taxes, and any costs in excess of$50,000 to repair and rehabilitate
the home; and
WHEREAS, this sale would provide affordable housing in a designated area surrounding the
University of Iowa; and
WHEREAS, this sale is conditioned on the family securing adequate financing for the purchase
of the home.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA, that:
1. The City Council does hereby declare its intent to convey a single family home located at
648 South Lucas Street, Iowa City, Iowa, also known as Lot 7, Block 1, Strohm's Addition,
for the sum of$194,000, plus the "carrying costs".
4
Resolution No. 12-268
Page 2
2. A public hearing on said proposal should be and is hereby set for June 19, 2012, at 7:00
p.m. in Emma J. Harvat Hall of the Iowa City City Hall, 410 East Washington Street, Iowa
City, Iowa, or if said meeting is cancelled, at the next meeting of the City Council thereafter
as posted by the City Clerk, and that the City Clerk be and is hereby directed to cause
notice of said public hearing to be published as provided by law.
It was moved by Payne and seconded by Minis the Resolution be
adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
Champion
Dickens
Dobyns
_ Hayek
x Mims
x Payne
x Throgmorton
Passed and approved this 5th day of June , 2012.
MAYORIA
ATTEST: A A_
CITY C ERK
Approved by
g-_d 1_td
City Attorney's Office
Kfor
06-05-12
4e(2)
Prepared by:Susan Dulek,Assistant City Attorney,410 E.Washington St., Iowa City, IA 52240(319)356-5030
RESOLUTION NO. 1 2-76q
RESOLUTION SETTING PUBLIC HEARING FOR JUNE 19, 2012, ON A
PROPOSAL TO CONVEY A SINGLE FAMILY HOME LOCATED AT 437
SOUTH GOVERNOR STREET.
WHEREAS, the UniverCity Neighborhood Partnership Program is a joint effort between the
University of Iowa and the City to encourage home ownership and reinvestment in designated
neighborhoods surrounding the University of Iowa; and
WHEREAS, the City has received a $1.25 million I-Jobs grant to assist in the acquisition and
rehabilitation of twenty-six single family homes to provide affordable housing in designated
neighborhoods surrounding the University of Iowa; and
WHEREAS, Resolution 09-384 authorized the City to acquire and rehabilitate properties
consistent with the grant agreement for I-Jobs funds for the UniverCity Neighborhood
Partnership Program; and
WHEREAS, the City purchased and rehabilitated a single family home located at 437 South
Governor Street, Iowa City; and
WHEREAS, the City has received an offer to purchase 437 South Governor Street for the
principal sum of $160,000 (the amount the City paid to acquire the home), plus the "carrying
costs", which are all costs incurred by the City to acquire the home, maintain it and sell it,
including abstracting and recording fees, interest on the loan to purchase the home, mowing
and snow removal, utilities, real estate taxes, and any costs in excess of$50,000 to repair and
rehabilitate the home; and
WHEREAS, this sale would provide affordable housing in a designated area surrounding the
University of Iowa; and
WHEREAS, this sale is conditioned on the family securing adequate financing for the purchase
of the home.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA, that:
1. The City Council does hereby declare its intent to convey a single family home located at
437 South Governor Street, Iowa City, Iowa, also known as the North half of Lot 14 in
Block 1, Berryhill's Second Addition, for the sum of$160,000, plus the"carrying costs".
Resolution No. 12-269
Page 2
2. A public hearing on said proposal should be and is hereby set for June 19, 2012, at 7:00
p.m. in Emma J. Harvat Hall of the Iowa City City Hall, 410 East Washington Street, Iowa
City, Iowa, or if said meeting is cancelled, at the next meeting of the City Council thereafter
as posted by the City Clerk, and that the City Clerk be and is hereby directed to cause
notice of said public hearing to be published as provided by law.
It was moved by Payne and seconded by Mims the Resolution be
adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
x Champion
__X _ Dickens
x Dobyns
_X_ Hayek
Mims
Payne
x Throgmorton
Passed and approved this 5n day of June , 2012.
MAYOR
ATTEST:
CITY C ERK
Approved by
-d a - , a.
City Attorney's Office
MIS
4e(3)
Prepared by: Susan Dulek,Assistant City Attorney,410 E.Washington St., Iowa City, IA 52240(319)356-5030
RESOLUTION NO. 12-270
RESOLUTION SETTING PUBLIC HEARING FOR JUNE 19, 2012, ON A
PROPOSAL TO CONVEY A SINGLE FAMILY HOME LOCATED AT 702
GIBLIN DRIVE.
WHEREAS, the UniverCity Neighborhood Partnership Program is a joint effort between the
University of Iowa and the City to encourage home ownership and reinvestment in designated
neighborhoods surrounding the University of Iowa; and
WHEREAS, the City has received a $1.25 million I-Jobs grant to assist in the acquisition and
rehabilitation of twenty-six single family homes to provide affordable housing in designated
neighborhoods surrounding the University of Iowa; and
WHEREAS, Resolution 09-384 authorized the City to acquire and rehabilitate properties
consistent with the grant agreement for I-Jobs funds for the UniverCity Neighborhood
Partnership Program; and
WHEREAS, the City purchased and rehabilitated a single family home located at 702 Giblin
Drive, Iowa City; and
WHEREAS, the City has received an offer to purchase 702 Giblin Drive for the principal sum of
$129,500 (the amount the City paid to acquire the home), plus the "carrying costs", which are all
costs incurred by the City to acquire the home, maintain it and sell it, including abstracting and
recording fees, interest on the loan to purchase the home, mowing and snow removal, utilities,
real estate taxes, and any costs in excess of$50,000 to repair and rehabilitate the home; and
WHEREAS, this sale would provide affordable housing in a designated area surrounding the
University of Iowa; and
WHEREAS, this sale is conditioned on the family securing adequate financing for the purchase
of the home.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA, that:
1. The City Council does hereby declare its intent to convey a single family home located at
702 Giblin Drive, Iowa City, Iowa, also known as the north 49 feet of Lot 9 in Giblin's
Subdivision, for the sum of$129,500, plus the "carrying costs".
Resolution No. 12-270
Page 2
2. A public hearing on said proposal should be and is hereby set for June 19, 2012, at 7:00
p.m. in Emma J. Harvat Hall of the Iowa City City Hall, 410 East Washington Street, Iowa
City, Iowa, or if said meeting is cancelled, at the next meeting of the City Council thereafter
as posted by the City Clerk, and that the City Clerk be and is hereby directed to cause
notice of said public hearing to be published as provided by law.
It was moved by Payne and seconded by Mims the Resolution be
adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
Champion
_ Dickens
Dobyns
_ Hayek
Mims
_ Payne
Throgmorton
Passed and approved this 5th day of June , 2012.
MAYOR
ATTEST: `//��� 409_,1
CITY -LERK
Approved by
da ,r01.
City Attorney's Office
";,�.',® CITY OF IOWA CITY 4e(4)
w• MEMORANDUM
Date: May 24, 2012
To: Tom Markus, City Manager
From: Rick Fosse, Public Works Director
Re: 2012 Muscatine Avenue Water Main Improvements Project — June 5, June 19 and
July 10 Agendas
Introduction:
This project will install new 12-inch water main along Muscatine Avenue, from Arthur Street to
Scott Boulevard.
History/Background:
Currently, sections of Muscatine Avenue between Arthur Street and Scott Boulevard include
cast iron water main from the 1960's. In addition, the existing water main size is 6-inch and 8-
inch throughout the corridor. The proposed water main will replace the existing water main and
increase the capacity. In 2010, new 12-inch water main was installed under the sidewalk along
the south side of Muscatine Avenue from 1st Avenue to Arthur Street. This project will extend
that water main from Arthur Street to the existing water main that runs along Scott Boulevard.
Discussion of Solutions:
Design of the proposed water main included consideration of the condition and capacity of the
existing water main, as well as the locations of other existing utilities, both public and private. A
neighborhood meeting was also held in February of 2012 to discuss the project with residents
and gather input. The final alignment was placed under the sidewalk on the south side of
Muscatine Avenue.
Financial Impact:
The estimated construction cost for this project is $936,946 and will be funded with Water
revenues.
Recommendation:
Staff recommends proceeding with the following schedule for this project:
June 5—Set public hearing
June 19— Hold public hearing
July 10—Award project to contractor
July (2012) thru April (2013) —Construction
Cc: Ron Knoche, City Engineer
Jason Havel, Civil Engineer
l/
Prepared by:Jason Havel,Civil Engineer,410 E.Washington St.,Iowa City,IA 52240,(319)356-5410
RESOLUTION NO. 1 9_771
RESOLUTION SETTING A PUBLIC HEARING ON JUNE 19, 2012 ON PLANS,
SPECIFICATIONS, FORM OF CONTRACT, AND ESTIMATE OF COST FOR
THE CONSTRUCTION OF THE 2012 MUSCATINE AVENUE WATER MAIN
IMPROVEMENTS PROJECT, DIRECTING CITY CLERK TO PUBLISH NOTICE
OF SAID HEARING, AND DIRECTING THE CITY ENGINEER TO PLACE SAID
PLANS ON FILE FOR PUBLIC INSPECTION.
WHEREAS, funds for this project are available in the Muscatine (2700-3400) account
#3202.
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF IOWA CITY, IOWA:
1. That a public hearing on the plans, specifications, form of contract, and estimate of cost
for the construction of the above-mentioned project is to be held on the 19th day of June,
2012, at 7:00 p.m. in the Emma J. Harvat Hall, City Hall, Iowa City, Iowa, or if said meeting
is cancelled, at the next meeting of the City Council thereafter as posted by the City Clerk.
2. That the City Clerk is hereby authorized and directed to publish notice of the public hearing
for the above-named project in a newspaper published at least once weekly and having a
general circulation in the City, not less than four(4) nor more than twenty(20) days before
said hearing.
3. That the copy of the plans, specifications, form of contract, and estimate of cost for the
construction of the above-named project is hereby ordered placed on file by the City
Engineer in the office of the City Clerk for public inspection.
Passed and approved this 5th day of June , 20 17 .
MAYOR A
Approved
by�
(
ATTEST: kAzilie) 9�.rt/ as CI
LERK City Attorney's Office
Pweng/res/2012muscwtrm i mprov-setph.doc
5/12
Resolution No. 12-271
Page 2
It was moved by Payne and seconded by Mims the
Resolution be adopted,and upon roll call there were:
AYES: NAYS: ABSENT:
x Champion
x Dickens
x Dobyns
x Hayek
x Mims
x Payne
x Throgmorton
-�, ,—',_, CITY OF IOWA CITY 4e(5)
mok MEMORANDUM
DATE: May 25, 2012
TO: Tom Markus, City Manager
FROM: Rick Fosse, Public Works Director gm/,u_
RE: Highway 1 Trail Project—Orchard Street to Sunset Street—June 5, June 19 &
July 31, 2012
Introduction:
The Highway 1 Trail Project— Orchard Street to Sunset Street involves the construction of a 10-
foot wide trail along the north side of Highway 1 from Sunset Street to Orchard Street and an 8-
foot wide trail along the west side of Orchard Street. This project will also include 4-foot wide
sidewalks along the east side of Miller Avenue and the west side of Hudson Avenue.
History/Background:
The need for this project was identified in a plan developed by University of Iowa graduate
students in the Urban and Regional Planning program. The plan titled, "Planning for Action,
Neighbors for Improving Miller-Orchard" was completed in the spring of 2009. This project will
help achieve three of the strategies identified in the plan: encourage homeownership, create a
safer neighborhood and advocate investment in the commercial areas. The Council identified
the Highway 1 Trail Project — Orchard Street to Sunset Street as a priority in the FY 2011
Capital Improvement Plan.
Discussion of Solution:
A 10 foot wide trail along Highway 1, pedestrian crossings of Highway 1, and Infill sidewalks to
fix the gaps in the sidewalk network are all specific goals of the neighborhood plan mentioned
above that are included in this project. The proposed infill sidewalks along Miller Avenue and
Hudson Avenue will link the residential properties along these streets and the properties to the
north with the proposed trail along Highway 1 and make the commercial areas more accessible.
The trial along Orchard Street will serve as a link between the proposed trail along Highway 1
and the existing trail system. This project will also work in conjunction with the UniverCity
Project by making the Douglass Court area more accessible.
Financial Impact:
The estimated construction cost is $1,000,000. The project will be funded with General
Obligation bond proceeds.
Recommendation:
Staff recommends proceeding with the following schedule for this project:
June 5 —Set public hearing
June 19— Hold public hearing
July 31 —Award project to contractor
cc: Ron Knoche, City Engineer
N9 e
•
Prepared by:Josh Slattery,Public Works,410 E.Washington St.,Iowa City,IA 52240,(319)356-5149
RESOLUTION NO. 12-272
RESOLUTION SETTING A PUBLIC HEARING ON JUNE 19, 2012 ON PLANS,
SPECIFICATIONS, FORM OF CONTRACT, AND ESTIMATE OF COST FOR
THE CONSTRUCTION OF THE HIGHWAY 1 TRAIL PROJECT — ORCHARD
STREET TO SUNSET STREET, DIRECTING CITY CLERK TO PUBLISH
NOTICE OF SAID HEARING, AND DIRECTING THE CITY ENGINEER TO
PLACE SAID PLANS ON FILE FOR PUBLIC INSPECTION.
WHEREAS, funds for this project are available in the Highway 1 Sidewalk/Trail —
Riverside Drive to Sunset account#4222.
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF IOWA CITY, IOWA:
1. That a public hearing on the plans, specifications, form of contract, and estimate of cost
for the construction of the above-mentioned project is to be held on the 19th day of June,
2012, at 7:00 p.m. in the Emma J. Harvat Hall, City Hall, Iowa City, Iowa, or if said meeting
is cancelled, at the next meeting of the City Council thereafter as posted by the City Clerk.
2. That the City Clerk is hereby authorized and directed to publish notice of the public hearing
for the above-named project in a newspaper published at least once weekly and having a
general circulation in the City, not less than four(4) nor more than twenty(20) days before
said hearing.
3. That the copy of the plans, specifications, form of contract, and estimate of cost for the
construction of the above-named project is hereby ordered placed on file by the City
Engineer in the office of the City Clerk for public inspection.
Passed and approved this 5th day of June , 20 12
441.-"-kL
MAYOR
Approved by Y�
ATTEST:
CITY - ERK City Attorney's Office
pweng\res\setphHwyl-TrailProject.doc
5/12
Resolution No. 12-272
Page 2
It was moved by Payne and seconded by Mims the
Resolution be adopted,and upon roll call there were:
AYES: NAYS: ABSENT:
_x_ Champion
X Dickens
X Dobyns
x Hayek
X Mims
X Payne
X Throgmorton
- CITY OF IOWA CITY 4e(6)
MEMORANDUM
DATE: May 24, 2012
TO: Tom Markus, City Manager
FROM: Rick Fosse, Public Works Director
RE: Public Works Complex—Warm Storage Building
Introduction:
The Public Works Department needs to construct a Warm Equipment Storage Building at the
Public Works Complex on South Gilbert Street.
History/Background:
In recent years, the Streets Division has utilized existing warm storage buildings located on the
south side of McCollister Boulevard near Sand Lake. In the spring of 2011, construction began
on the Terry Trueblood Recreational Area and those buildings were demolished, precipitating
the need to replace the storage area that was lost. This past winter, equipment and vehicles
were stored in numerous locations around the City.
Financial Impact:
The total construction budget is $178,250 for the building and site work. Funding for this project
is available from General Obligations Bonds. The estimate includes the cost of the building
(material, freight, labor, unloading and sales tax), the required site work, and interior finishing of
the building. The work will be competitively bid.
Discussion of Solution:
Based on meetings with the Streets and Solid Waste Divisions and site visits to view their
current facilities and equipment, it has been determined that warm winter storage is needed for
a minimum of six (6) trucks. In addition, permanent secured storage for yard waste stickers,
lawn and leaf bags and recycling bins and carts is needed. After measurement of the vehicles
and consideration for an additional, secure bay for storage items, staff has determined that an
80'x80' open span building would meet these requirements. This building is a part of the long
term Public Works Facility Master Plan.
Recommendation:
Staff recommends that the City move forward with the construction of an 80'x80' warm storage
building. Construction is scheduled to take place as soon as possible for use this coming
winter.
Y
(fi ;
Prepared by:Melissa Clow,Public Works,410 E.Washington St.,Iowa City,IA 52240,(319)356-5413
RESOLUTION NO. 12-273
RESOLUTION SETTING A PUBLIC HEARING ON JUNE 19, 2012 ON PLANS,
SPECIFICATIONS, FORM OF CONTRACT, AND ESTIMATE OF COST FOR
THE CONSTRUCTION OF THE PUBLIC WORKS COMPLEX - WARM
STORAGE BUILDING PROJECT, DIRECTING CITY CLERK TO PUBLISH
NOTICE OF SAID HEARING, AND DIRECTING THE CITY ENGINEER TO
PLACE SAID PLANS ON FILE FOR PUBLIC INSPECTION.
WHEREAS, funds for this project are available in the General Obligations Fund account
#3970.
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF IOWA CITY, IOWA:
1. That a public hearing on the plans, specifications, form of contract, and estimate of cost
for the construction of the above-mentioned project is to be held on the 19th day of June,
2012, at 7:00 p.m. in the Emma J. Harvat Hall, City Hall, Iowa City, Iowa, or if said meeting
is cancelled, at the next meeting of the City Council thereafter as posted by the City Clerk.
2. That the City Clerk is hereby authorized and directed to publish notice of the public hearing
for the above-named project in a newspaper published at least once weekly and having a
general circulation in the City, not less than four(4) nor more than twenty(20)days before
said hearing.
3. That the copy of the plans, specifications, form of contract, and estimate of cost for the
construction of the above-named project is hereby ordered placed on file by the City
Engineer in the office of the City Clerk for public inspection.
Passed and approved this 5th day of June , 20 12
MAYOR
Approved by
�
ATTEST: �.�. _,�� : ��. � "r 7)
CITY ERK City Attorney's Office
Pweng/res/pwcom plexwsbldg-setph.doc
5/12
Resolution No. 12-273
Page 2
It was moved by Payne and seconded by Mims the
Resolution be adopted,and upon roll call there were:
AYES: NAYS: ABSENT:
x Champion
x Dickens
x Dobyns
Hayek
x Mims
x Payne
x Throgmorton
C7)
_,,. _ CITY OF IOWA CITY
awommai -1 MEMORANDUM
DATE: June 1, 2012
TO: Tom Markus, City Manager
FROM: Rick Fosse, Public Works Director
RE: U.S. Highway 6 and Sycamore Street Intersection Improvement Project
June 19, 2012 Hold Public Hearing/Advertise
July 31, 2012 Award Project
Introduction:
This agenda item recommends proceeding with project plan and specification approval for construction of
the U.S. Highway 6 and Sycamore Street Intersection Improvement Project.
History/ Background:
This project was originally scheduled to be let early this year, however was pulled from the letting schedule
due to concerns with reduced access occurring with the Lower Muscatine Road Improvement Project.
After the rejection of bids for the Lower Muscatine Road Project and delay in re-letting, there now is an
opportunity to proceed with the original U.S. Highway 6 and Sycamore Street Intersection Improvement
Project and install improvements with less impact on access around the Sycamore Mall property.
Discussion of Solution:
Staff recommends proceeding with the U.S. Highway 6 and Sycamore Street Intersection Improvement
Project as it was originally designed. This project will include installation of the following:
• One(12'wide) lane to Sycamore Street. The additional lane will begin at Highway 6 and end prior
to the access drive to Sycamore Mall.
• Right turn lane from Highway 6 to southbound Sycamore Street.
• Reconstruction of medians at the Highway 6 and Sycamore Street intersection to improve safety
for traffic turning onto Sycamore Street.
• New traffic signal system.
• New retaining wall along the southwest corner of Sycamore Mall property to allow widening of
Sycamore Street.
• New 8'wide sidewalk along the east side of Sycamore Street from Highway 6 to Deforest Avenue.
• New 4" Hot Mix Asphalt overlay through intersection
Financial Impact Statement:
The engineer's estimate for the project is$1,778,650 and will fall into the CIP budgeted amount under fund
# 3811 - 434710 (Sycamore Street — Hwy 6 to City Limits). Other funding sources for the project will
include$200,000 in USTEP grant from the State of Iowa, Iowa DOT 3R funds, and Water Revenue.
Recommendation:
Staff recommends proceeding with holding public hearing and approving plans and specifications on June
19, 2012 for the U.S. Highway 6 and Sycamore Street Intersection Improvement Project.
cc: Ron Knoche
Dave Panos
1
Prepared by:Dave Panos,Civil Engineer,410 E.Washington St.,Iowa City,IA 52240(319)356-5145
RESOLUTION NO. 12-274
RESOLUTION SETTING A PUBLIC HEARING ON JUNE 19, 2012 ON PLANS,
SPECIFICATIONS, FORM OF CONTRACT, AND ESTIMATE OF COST FOR THE
CONSTRUCTION OF THE U.S. HIGHWAY 6 AND SYCAMORE STREET INTERSECTION
IMPROVEMENT PROJECT, DIRECTING CITY CLERK TO PUBLISH NOTICE OF SAID
HEARING, AND DIRECTING THE CITY ENGINEER TO PLACE SAID PLANS ON FILE FOR
PUBLIC INSPECTION.
WHEREAS, funds for this project are available in the Sycamore Street- Highway 6 to City Limits
account#3811.
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF IOWA CITY, IOWA:
1. That a public hearing on the plans, specifications, form of contract, and estimate of cost
for the construction of the above-mentioned project is to be held on the 19th day of June
2012, at 7:00 p.m. in Emma J. Harvat Hall, City Hall, Iowa City, Iowa, or if said meeting
is cancelled, at the next meeting of the City Council thereafter as posted by the City
Clerk.
2. That the City Clerk is hereby authorized and directed to publish notice of the public
hearing for the above-named project in a newspaper published at least once weekly and
having a general circulation in the City, not less than four (4) nor more than twenty (20)
days before said hearing.
3. That the copy of the plans, specifications, form of contract, and estimate of cost for the
construction of the above-named project is hereby ordered placed on file by the City
Engineer in the office of the City Clerk for public inspection.
Passed and approved this 5th day of June , 2012.
Mayor
ATTEST: IF _ 7 _J
City rk
Approved by:
City Attorney's Office
Resolution No.. 12-274
Page 2
It was moved by Payne and seconded by Mims the
Resolution be adopted,and upon roll call there were:
AYES: NAYS: ABSENT:
_X__ Champion
x Dickens
x Dobyns
x Hayek
x Mims
x Payne
x Throgmorton
r 'J
""Q6 O5-i2
6d
Prepared by: Andrew Bassman, Planning Intern, 410 E. Washington St., Iowa City, IA 52240 (319). 356-5240 (SUB12-
00007)
RESOLUTION NO. 12-275
RESOLUTION APPROVING FINAL PLAT OF
FIRST AMERICAN BANK SECOND ADDITION, IOWA CITY, IOWA.
WHEREAS, the owner, First American Bank, filed with the City Clerk the final plat of First American
Bank Second Addition, Iowa City, Iowa, Johnson County, Iowa; and
WHEREAS, said subdivision is located on the following-described real estate in Iowa City, Johnson
County, Iowa, to wit:
LOTS 1 AND 2, FIRST AMERICAN BANK ADDITION, IOWA CITY, IOWA, AS
RECORDED IN PLAT BOOK 51, AT PAGE 358, OF THE RECORDS OF THE JOHNSON
COUNTY RECORDER'S OFFICE, WHICH LIES IN THE NORTHWEST QUARTER OF THE
SOUTHEAST QUARTER OF SECTION 16, TOWNSHIP 79 NORTH, RANGE 6 WEST OF THE
FIFTH PRINCIPAL MERIDIAN, IOWA CITY, JOHNSON COUNTY, IOWA. SAID LOTS 1 AND 2
CONTAINS 3.38 ACRES, AND IS SUBJECT TO EASEMENTS AND RESTRICTIONS OF
RECORD.
WHEREAS, the Department of Planning and Community Development and the Public Works
Department examined the proposed final plat and subdivision, and recommended approval; and
WHEREAS, a dedication has been made to the public, and the subdivision has been made with the
free consent and in accordance with the desires of the owners and proprietors; and
WHEREAS, said final plat and subdivision are found to conform with Chapter 354, Code of Iowa
(2011) and all other state and local requirements.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY,
IOWA, THAT:
1. The said final plat and subdivision located on the above-described real estate be and the
same are hereby approved.
2. The City accepts the dedication of the easements as provided by law. .
3. The Mayor and City Clerk of the City of Iowa City, Iowa, are hereby authorized and directed,
upon approval by the City Attorney, to execute all legal documents relating to said
subdivision, and to certify a copy of this resolution, which shall be affixed to the final plat after
passage and approval by law. The City Clerk shall record the legal documents and the plat at
the office of the County Recorder of Johnson County, Iowa at the expense of the
owner/subdivider.
Resolution No. 12-275
Page 2
Passed and approved this 5th day of June , 2012
MAYOR
Approved by
ATTEST: Q� i�c r..� > � 1�
CITY 1°L-ERK City Attorne 's(9 if
It was moved by Payne and seconded by Dickens the Resolution be
adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
x Dobyns
x Champion
x Dickens
x Hayek
Mims
x Payne
x Throgmorton
pcd/templates/Am Bank Addn Final Plat Resolution.docFinal Piat--F2esalution:daa.doc
STAFF REPORT
To: City Council Prepared by: Andrew Bassman, Planning Intern
Item: SUB12-00007 Date: May 25, 2012
GENERAL INFORMATION:
Applicant: First American Bank
12333 University Ave.
Clive, Iowa, 50325
Contact Person: Kelly D. Hamborg
666 Grand Avenue Suite 200 Ruan Center
Des Moines, Iowa, 50309
hamborq( brownwinick.com
Phone: 515-242-2400
Requested Action: Final plat approval
Purpose: Re-subdivision of lots 1 and 2 of First American
Bank Addition
Location: 710 Highway 1 West
Size: 3.38 acres
Existing Land Use and Zoning: Location of First American Bank, CC-2 (Community
Commercial); vacant lot, CC-2
Surrounding Land Use and Zoning: North: Undeveloped, RS-8
South: Commercial, CI-1
East: Commercial, CC-2
West: Multi-family residential, OPD-RM-20, RM-20
File Date: May 25, 2012
60 Day Limitation Period: July 23, 2012
BACKGROUND INFORMATION:
The applicant, First American Bank, is seeking approval of a final plat for the First American Bank
Second Addition the re-subdivision of 3.38 acres of Lots 1 and 2 of the First American Bank
Addition. First American Bank is located on Lot 2 (640 Highway 1 West) and Lot 1 (710 Highway 1
West) has a parking lot and an existing access easement connecting Hawk Ridge Drive to the
First American Bank parking lot but is otherwise vacant.
The original subdivision of the site (Ruppert Hills)was approved in 2003. The final plat of the First
American Bank Addition, which re-subdivided Lot 2 of Rupert Hills into two lots, was approved in
4:. falling'
N
� m
Ilwri All k u)
•iim•••'7-" ---'-'N-.- ,‘,.,
' 4 \\&. \
Z
0
L.-4 \
RUPPERT R3 v
=o01 a
AMVH o
U
�
2o co r 'N
cC N CNI
0 cac
cp ____, 2 t.9
cc e
it
L._,. ------- Q Z
o
11. \
e ► o
_I I i 0 '
. .
2
April 2007. The applicant was not required to submit a preliminary plat for the First American
Addition, since the City had determined extensive public improvements are not necessary.
ANALYSIS:
The final plat for the First American Bank Second Addition is not much different from the final plat
for the First Bank Addition, and appears in general conformance with subdivision regulations and
the zoning code. Many of the considerations addressed in a preliminary plat were done for the
original Ruppert Hills plat and First American Bank Addition plat, including access points, sanitary
sewers, subdivision erosion control measures, grading, water service, payment of infrastructure
fees, utility, water service, fire apparatus access, driveway, parking and pedestrian easements.
The applicant is essentially adjusting lot lines and reconfiguring an access easement to suit their
needs and that of a buyer of the vacant lot.
This re-subdivision of First American Bank Addition Lots 1 and 2 will not create any additional
vehicular access points to Highway 1. The only point of access to either property is from Hawk
Ridge Drive. An access easement runs along the southern boundary of Lots 1 and 2.
The proposal simply alters the dimensions of the lots. The total area of Lot 2 is now 67,594 square
feet, and the re-subdivision would enlarge the total area to 89,005 square feet. The total area of
Lot 1 is now 79,610 square feet, and the re-subdivision would decrease the total area to 58,199
square feet. The difference: The proposal would remove from Lot 1 the land used for a parking
easement, located at the dividing line between the lots, and add it to Lot 2.
The re-subdivision includes a proposed 10-foot x 10-foot sign easement at the southwestern
corner of Lot 2. The re-subdivision would also apparently switch the designation of what is now
known as Lot 1 to Lot 2, and what is now known as Lot 2 to Lot 1.
STAFF RECOMMENDATION:
Staff recommends approval of the final plat for the First American Bank Second Addition—the re-
subdivision of 3.38 acres of Lots 1 and 2 of the First American Bank Addition subject to approval
of legal papers by the City Attorney.
ATTACHMENTS:
1. Location Map
2. Final plat 'A
Approved by: /i � /G.i i
Robert Miklo, Senior Planner,
Department of Planning and Community Development
ppdadminlstfrep\template.doc
Loo ryV'crop 01 zloz/U/s 8MP'lzool9[9\-zoo-L 09\19[9\•0
V�f/� _ X U N
K - C.C.RP Inn,�tl 11. w, 4 I— Z N ' �—
a :ill� zp-,r7 � � a4 1 WUZ �Z
�QU]�� a E N 45 J QNQ �aWp �Z N o ; o O
pC,, 3 Q
.0)2 V O z u � o
ma c' y Z 0ZO Wool QZQ v € €, € 4 co
8 i �mQ <oLLm 09,0 i 8 i i i o
Z
O
ZE I 5 a
1
Lu S
Q m <y3
_
' 1 1
azw> y 4 arnnaarrrr— g— -
I g Z w z — Pill ---e, „. 1 !
# g' 1611 Q Q amoli €
00 >
Z W N volt 6 qC Iii' \-4-04 k 1 0 \ IA \Q Z i-iii ! f ,aA
L11 cn ii-P1 v. t I VA 1
q
b
a. Yo0 p). ,ss - € i
J Z to Ewa Ee6
3 N a QNz iwZO s ii , I
Z og € §
M = W�yyy�_w of h y
W O O LL N V .�6� 1 g I ., I I g !i
S ttti h 5
�� 1
111111 I rt Li. � 2 1 'Pp k �I R 1p y4 P$
.ao ac _ o 11; loo . 3� �e� $ht !'Y z 10 ix I
VJ m t T a ; Q 3 EH he 9 I$
Sla L.V :iiiiiiil d o z j� 1 14 14 _
u. W ^ '= 4 g f p n/ ll."� iiii i� F a = L� A `c P. TY 3 t
<= EEliiiiii :nil MEW+ iiii °�— bs ' �. rja. W 111*6 g A,1111
�. r 11 li
` °� y n �� y,•\� / 1 srw x.�o 125 II---1I 0 pg3 1 Ii i
i` i� c 3 00 $ 1� 15 { 1 # II Q
Ati
Nei g 1a \ W 1 I £
d 10 g_ ;1 I; i I 0 i
g al 1 III I` J
g g
I -41f.-_ a d x € 1 1��.,•1I�/� �9 i I 1/ 1
r ;' ill I u. IV • •'' '' 1 \
if r i i / a �C I I \11
6 — ,n•NC r^ i L', 1-- _ I I 9-8L-91 NOLL03S*/1 as 3HL!0 3Nf1 183X\
8B1 ,L879z 3.81,E.00N $ l i r -----� — — —lilt � �� z@ Z , \ \
o Y I _ avaa Lama -
t I/R itOi §g it �$� iy e9��
R 4 ..e P
' ' Y >�� __ Sit \ \ \ \
Prepared by: Karen Howard,410 E.Washington St, Iowa City, IA 52240;319-356-5251 6f
RESOLUTION NO. 12-276
RESOLUTION DETERMINING THE NEED FOR STREET ACCESS ACROSS
PROPERTY OWNED BY NCS PEARSON, INC AT 2510 NORTH DODGE STREET TO
PROVIDE FOR THE ORDERLY GROWTH OF THE CITY TO THE WEST
WHEREAS, in 1985 when the City Council of Iowa City approved an amended Large Scale Non-
Residential Development Plan (LSNRD) for NCS Pearson located at 2510 N. Dodge Street,
Iowa City, it conditioned its approval on the terms of an agreement between the City and NCS
Pearson; and
WHEREAS, one of the terms of said agreement is that at such time as it becomes necessary in
order to assure orderly development in the area, as determined by the City Council of the City,
the parties shall negotiate the specific location of street access across the NCS property to
provide access from Iowa Highway 1 to property located west of the NCS property; and
WHEREAS, in light of an identified need for the expansion of the employment center west of
Pearson, it is in the best interests of the City to ensure that road access to this area is
provided from Highway 1 across the Pearson property; and
WHEREAS, a traffic impact study has been completed to analyze the potential impacts to traffic
operations along the Iowa Highway 1 study corridor if land west of Pearson is developed for
an office-research park and associated services; and
WHEREAS, the traffic study indicates that two access roads across the Pearson property are
necessary to ensure that acceptable traffic flow is maintained along the Highway 1 corridor
near the interchange with Interstate 80 through build out of the 1st phase of development of
the proposed office-research park; and
WHEREAS, it is in the best interests of the City to ensure that the public roadways are designed
to permit the safe, efficient, and orderly movement of traffic to meet the needs of both present
and future businesses and employees in the employment center that surrounds the Interstate
80 interchange with State Highway 1.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA THAT:
1. In order to assure orderly development it is necessary to determine the specific location of
street access across the NCS Pearson property to provide access from Iowa Highway 1 to
property located west of the NCS Pearson property.
2. The City Manager or designee(s) is authorized to negotiate with Pearson the specific
location of street access across the Pearson property in order to provide for appropriate
traffic circulation between land west of Pearson and State Highway 1.
3. The Mayor and City Clerk of the City of Iowa City, Iowa are hereby authorized and directed
to certify this resolution.
Passed and approved this 5th day of June , 2012.
441-/tkk
MAYOR
Ap roved by
ATTEST: A �c .
CITY LERK City Attorney's Office
Resolution No. 12-276
Page 2
It was moved by Mims and seconded by Dickens the
Resolution be adopted,and upon roll call there were:
AYES: NAYS: ABSENT:
_ Champion
x Dickens
x Dobyns
Hayek
x Mims
x Payne
�_ Throgmorton
1 CITY OF IOWA CITY
MEMORANDUM
Date: May 30, 2012
To: Tom Markus, City Manager
From: Karen Howard, Associate Planner
Re: Road access through the Pearson property
Introduction: The City has received an application from Steve Moss to subdivide the property
west of Pearson for an office-research park, which would allow for expansion of the major
employment center that surrounds the Interstate 80 interchange at Highway 1. In order to allow
for the first phase of this development, road access from the property to Highway 1 will be
necessary. We received a memo from R&R Equity Partners (see attached), who have partnered
with Mr. Moss on development of the proposed office park. The memo describes the current
market demand for Class A office space, in particular the immediate need for property that is
located in proximity to and with good access to Interstate 80.
The City has long anticipated the expansion of this employment center and the unique
advantage that land in this area has for office and research park uses. The Comprehensive Plan
states, "The 1-80 interchange with Highway 1 provides one of the few opportunities for office
research park development in Iowa City. National Computer Systems (Pearson) and American
College Testing are successful examples of this type of development. With the tone set by these
two companies and the advantages of interstate exposure, land around this interchange should
continue to be preserved for office research park and research development park opportunities."
Background/History: In order to provide the infrastructure necessary for the orderly growth of
the city, when the City Council approved the amended large Scale Non-Residential
Development Plan for NCS Pearson in 1985, it conditioned its approval on the terms of an
agreement between the City and NCS Pearson. One of those terms is as follows:
The parties agree that, at such time as it becomes necessary, as determined by the City
Council of the City, they shall negotiate the specific location of a street access across
NCS' property to provide access from Iowa Highway 1 to property located west of the
NCS'property.
In anticipation of negotiations with Pearson for street access across their property, Mr. Moss
and R&R Equity Partners hired traffic engineering consultants from HR Green, Inc. to conduct a
traffic feasibility study, which was completed in early December 2011 and presented to Mr. Jerry
Raaz, Vice President of Facilities Management at Pearson at a meeting on December 9. The
intent of the feasibility study was to gain understanding and input from the various stakeholders,
including both the City of Iowa City and Pearson. Mr. Raaz indicated at that time that Pearson
was not willing to review this initial feasibility study or enter into any discussions regarding road
access until a more detailed traffic impact study was completed. Therefore, Mr. Moss contracted
with HR Green to complete a more extensive traffic impact study as requested by Pearson that
identified all roadway improvements that would be necessary based on traffic projections for all
current and future development in this area, including the Moss property. This traffic study was
completed and presented to Pearson, the City of Iowa City, Metropolitan Planning Organization
of Johnson County (MPOJC) transportation staff, and the Iowa Department of Transportation on
May 5, 2012.
The traffic impact study confirmed the basic conclusions of the earlier traffic feasibility study,
which indicated that a new street along the south side of the Pearson property and a new street
May 30, 2012
Page 2
on the north side of the Pearson property, including a new intersection with Highway 1 would be
necessary to provide for adequate traffic flow along the Highway 1 corridor, for traffic generated
by Pearson, and for the build out of the first 43 acres of the Moss property. Construction of
Oakdale Boulevard will be necessary in the long term in order to allow full build out of the Moss
property and other properties between Highway 1 and Prairie du Chien Road. A copy of the
executive summary of the traffic study is attached and the full study can be viewed online on the
MPOJC website using the following weblink: www.mpoic.orq/MossTrafficReport.
In a letter dated May 17 (copy attached), staff invited Mr. Raaz to submit a written summary of
Pearson's position on this matter for City Council consideration at the June 5 meeting. A letter
from Mr. Michael Pugh, attorney responding on behalf of Pearson, was received on May 30
(copy attached). It is our understanding that Pearson has hired Hall & Hall Engineers to review
the traffic impact study and has indicated that they will need an estimated 45 to 60 days
commencing on May 15 to review and prepare their response to the traffic study.
Discussion of Solutions: Due to concerns that any further delay will cause the applicants to
miss critical construction timelines for the development prospects outlined in the attached
memo, Mr. Moss and R&R Equity Partners have requested the assistance of the City of Iowa
and ask that the City Council request Pearson to honor their 1985 agreement without further
delay and to negotiate in good faith the location of road access to allow development of land
west of the Pearson property for the benefit of all parties.
City planning staff will be available at the June 5 City Council work session to answer any
questions regarding the potential for employment growth in this area and the need for adequate
street access and traffic circulation to allow this growth to occur in a timely manner.
Transportation staff from the MPOJC will also be available to discuss and answer questions
about the traffic impact study.
Recommendation: Staff recommends that the City Council invoke the 1985 agreement with
Pearson by adopting a resolution at the June 5 formal meeting that authorizes the City to
negotiate road access across the Pearson property as indicated in the traffic impact study dated
May 4, 2012 to allow for the timely growth of this important Iowa City employment area.
Attachments:
• Copy of 1985 Agreement between the City of Iowa City and Pearson
• Memo from R&R Equity Partners
• Copy of letter to Pearson
• Copy of letter from Pearson's attorney
• Executive summary of traffic impact study
• Map illustrating the proposed roadway improvements
Cc: Jeff Davidson, Director of Planning & Community Development
Eleanor Dikes, City Attorney
John Yapp, Transportation Planner, City of Iowa City
Executive Director, MPOJC
Rick Fosse, Director of Public Works
Ron Knoche, City Engineer
RESOLUTION NO. 8S-283
RESOLUTION APPROVING AN AMENDED PRELIMINARY AND FINAL LARGE
SCALE NON-RESIDENTIAL DEVELOPMENT PLAN FOR NATIONAL COMPUTER
SYSTEMS, INC., LOCATED AT 2510 NORTH DODGE STREET.
WHEREAS, the owner, National Computer Systems, Inc., has filed with the
City Clerk of Iowa City, an application for approval of an amended
preliminary and final Large Scale Non-Residential Development plan for
National Computer Systems, Inc. ; and
WHEREAS, the original Large Scale Non-Residential Development of the
former owner, Westinghouse Learning Corporation, was approved by Resolu-
tion 73-231; and
WHEREAS, the Department of Planning and Program Development and the Public
Works Department have examined the amended preliminary and final Large
Scale Non-Residential Development plan for expansion of the existing
facilities, and have recommended approval of same, subject to an agreement
on the future dedication of right-of-way for a road to provide access to
the property to the west of the subject property, which agreement is
attached as Exhibit B to this resolution and hereby made a part thereof;
and
WHEREAS, the amended preliminary and final Large Scale Non-Residential
Development plan has been examined by the Planning and Zoning Commission
and after due deliberation the Commission has recommended that it be
accepted and approved; and
WHEREAS, the amended preliminary and final Large Scale Non-Residential
Development plan is found to conform with all of the pertinent require-
s ments of the City ordinances of the City of Iowa City, Iowa.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA:
1. That the amended preliminary and final Large Scale Non-Residential
Development plan of National Computer Systems, Inc. is hereby approved
subject to the conditions of the attached agreement, Exhibit B.
2. That the City Clerk of the City of Iowa City, Iowa, is hereby author-
; ized and directed to certify the approval of this resolution and of
said plan after passage and approval by law; and the owner shall
record said plan at the office of the County Recorder of Johnson
County, Iowa, before the issuance of any building permit is author-
ized.
/?8.5-
4�(e 2jr'"'xf f 6`Aj'ap_pS f' 1
45.. aF;s t h.2 k" rr s� p rt E
Ak t 1 ,pc ,�j'd•3,;;�. s ° 8 Y t t e s^+' $s �r°r sip*9 x' +
. ....._ .o,. +£,..� 71g,rF`�i`+ '' �y"5r' a.C4
It was moved by Baker
and seconded by tuber the Resolu-
tion be adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
X AMBRISCO
BAKER
_X_ __ DICKSON
ERDAHL
MCDONALD
X STRAIT
ZUBER
Passed and approved this 24th day of September, 1985.
ATTEST:
lf
U )
IT` C��
Received & e
L e g a l foe• :..a
rtment
171c
54 �, f�i L yy n l s: :Zf'� !+i � k x �-gyp- �
Y ,
4 " r..� r..,a"n , f r 6," ,
?� a +� " �`` �, r ffi; 7�`i. 4 �e z'� +, fir a.*` X, t, .?l i i k>b yr
r ; y s,F x•y� �.et - vTa k. � � .,• .F 3L � a :_.k rr,�;
�..``, •�.•,t ,'''>; f -M., ca+'Fa t'-}ii' �xS�v;•:t' s.¢4'�. r; :: -� v.f, �.. „W.!W,�' �z -�'� �iSHc
EXHIBIT B
AGREEMENT
This Agreement is made and entered into as of the 24th day of September,
1985, by and between the City of Iowa City, Iowa (pity ,a municipality, and
National Computer Systems, Inc. (NCS), a Minnesota corporation authorized to
do business in the state of Iowa, located at 2510 North Dodge Street, P.O.
Box 30, Iowa City, Iowa 52244.
WHEREAS, NCS has applied to the City for approval of a Large Scale
Non-Residential Development (LSNRD) plan for its property, which is described
in the Legal Description on Exhibit A, which is attached hereto (hereinafter
referred to as the NCS Property"); and
WHEREAS, although such a street is not needed at this time, in order to
assure orderly development in the area, the City is requiring as a conditio,i
to plan approval that provision be made for the future negotiation of the
specific location of a street across the NCS Property to allow access from
Iowa Highway 1 to properties located west of the NCS Property; and
WHEREAS, the City requires that NCS assure the integrity of the stormwater
management area located upon the NCS Property.
NOW, THEREFORE, in consideration of the premises and the promises and
agreements contained herein, the parties hereto agree as follows:
1. The parties agree that, at such time as it becomes necessary, as deter-
mined by the City Council of the City, they shall negotiate the specific
location of a street across NCS' property to provide access from Iowa
Highway 1 to property located west of the NCS property.
2. (.CS agrees, as a covenant running with the NCS Property, that it will not
erect or construct any building or other structure, or drill or operate
any well, or construct any obstruction, or diminish or substantially add
to the ground cover in the area shown as "Stormwater Management Area" on
Exhibit A hereto. This covenant may be released by the City Council of
the City if it approves relocation of the stormwater management facility
on the NCS Property.
3. This Agreement shall become effective upon final approval by the City of
NCS' LSNRD plan.
4. This Agreement shall be binding upon, and shall inure to the benefit of,
the successors and assigns of the parties hereto.
Ci of Iowa City, Iowa National Computer Systems, Inc.
By:,1 ayor ;.r , ice 'r silent
/ ayor �,/
A test: �h , 7SR,t i� Attest: fclaAty 'it Clerk Richard Sc wab,
City Assistant Secretary
Re-celved P. Approved
By Ilhr, Lntygl D,Terhn nt
) �v, c� ''g.ikt i. dR -.yiee,�k
4
2
State of Iowa )
SS:
Johnson County )
On this 24th day of September , 1985 , before me, the under-
signed, a Notary Public in and for said County, in said State, personally
appeared John McDonald and Marian K. Karr, to me personally known, who being
by me duly sworn, did say that they are the Mayor and City Clerk, respec-
tively, of said municipal corporation executing the within and foregoing
instrument; that the seal affixed thereto is the seal of said corporation by
authority of its City Council ; and that the said John McDonald and Marian K.
Karr as such officers acknowledged the execution of said instrument to be the
voluntary act and deed of said municipal corporation, by it and by them •
voluntarily executed.
gm, DOR/3 J..- 1312.3_ 1A0-4-4—
Notary Publi n and for Johnson County, Iowa
STATE OF IOWA )
SS
JOHNSON COUNTY )
On this 6g_O day of September, 1985, before me, the undersigned, a Notary
Public, personally appeared Jay V. Clark and Richard J. Schwab, to me
personally known, who being by me duly sworn, did say that they are the Vice
President and Assistant Secretary, respectively, of said corporation; that
the seal affixed to said instrument is the seal of said corporation, and that
said instrument was signed and sealed on behalf of said corporation by
authority of its board of directors, and the said Jay V. Clark and Richard J.
Schwab acknowledged the execution of said instrument to be the voluntary act
of said corporation, by it voluntarily executed.
My commission expires 3 , 19
21Y1)
of ry uby�c
Received & Approved
By The Legal Depa�nf
_ T Slco fr
/745-
r��}177. —..__.._.___. �„kfi;,5 # ir3:;; x tbb+R;rw r d - .,i.._ r .�.�� { ;} 4.r'tC ���,*` •*c
R&R EQUITY PARTNERS
REAL ESTATE.RELATIONSHIPS.
To: Karen Howard,City of Iowa City
Iowa City Council Members
From: Brett Bosworth, President of R&R Equity Partners, R&R Realty
Steve Gaer,Chief Operating Officer, R&R Realty
Intent: R&R Realty Group is looking to identify,master plan and develop a Class A office park in the
Iowa City Corridor area.Our goal is to match the type and quality of our office parks in the greater Des
Moines market.Our office park strategy over the past 27 years has produced 6,000,000 square feet of
Class A commercial office,industrial,support retail and multi-family property in the greater Des Moines
market making R&R the largest commercial real estate developer/owner in Iowa. R&R is a long-term
owner and, in fact, has never sold a property.
Current Opportunity: With over 440 tenants being served by R&R,we want to expand our development
and ownership reach to the Iowa City Corridor area to better accommodate the geographical needs of
our customers and the business needs of Iowa City and surrounding communities.
R&R has been actively working, over the past two years,to identify the best possible location in this
Corridor to build an office park and we have identified only one truly viable location in the City of Iowa
City(there are other locations in the Corridor, but none are in the city limits of Iowa City)that has all the
key components for us to be successful,which is locally known as Moss Urban Village. Moss Urban
Village(Steve Moss&the Moss family) has hired and engaged R&R to master plan,develop and market
their 170 acre parcel as Iowa City's first major Class A office park.
Keys to Success:
1. Size: Due to the time and investment required to develop a successful Class A office park,a large
parcel of land is necessary. R&R has four office parks in the greater Des Moines market,each
range from 60 to 280 acres of developable land.This size allows us to design,own and control
the ability to accommodate long term growth for companies who otherwise would relocate to
another area if their expansion needs cannot be met.
2. Access&Visibility: Larger office parks require better access and visibility given the quality of the
business we want to attract and their need to attract and retain a quality work force. R&R has
developed all of its projects off of the interstate systems that offer visibility along with multiple
and immediate access for the business tenants,their employees and visitors.
3. Single Owner:Office parks that are not owned by one entity tend to allow multiple visions and
levels of quality of construction and design that become undesirable to the kinds of businesses
R&R EQUITY PARTNERS
RIVAL ESTATE.RELATIONSHIPS.
we want to attract. Having an entire parcel owned by the Moss family and its interstate visibility
had the most significant impact on why we selected this location.Access to this parcel will
control the success of the development.
4. Balanced Support Services: Most all of R&R's office parks have limited but critical levels of
support retail services. Business tenants want just enough quality services to accommodate
their employees'needs and at the same time don't want too many services that attract the
traffic and congestion that go along with it.The Moss family was in agreement with this
concept.
5. Timing:When a business tenant is ready to make a commitment we must to be in a position to
respond with decisions and a building to meet their timeline. Being"shovel ready"is the key to
economic development and having the necessary infrastructure in and usable requires money
and commitment from all parties.The Moss family has made that financial commitment which
puts this project high on the list of successful opportunities.
Critical Time Line: In order to jump start a new office park project,you must have a customer who is
ready and willing to commit. R&R has three current prospects to whom we have proposed the Moss
Urban Village location.Time is critical for all three of these prospects given their lease expirations are
soon approaching or they are in the process of finding temporary space until someone can identify a
long term location.
• Existing IC Company—Currently we have started the building design and pricing process on a
22,000 square foot building.Their current lease expires in November of 2013,which will require
R&R to be in the ground this fall in order to deliver that property within budget and on time.
This client has been working on this site with us for over the past year with the idea that R&R
and Moss would eventually develop this office park.They have extended their current lease
once already to give us more time to get this project approved and any further extensions
cannot be considered.We will need to finalize the design work(including access issues) by July
1, 2012 in order to meet their time line.
• New Company(ICAD Prospect)—R&R was asked to interview to be the developer of a new
40,000 square foot building that would accommodate a new company looking at the Corridor.
This company would add between 250 and 350 new jobs to the Iowa City area.This prospect is a
current tenant of R&R's in one of our West Des Moines office parks and we have presented that
we would build and own a building for them in the Corridor with the exact location to be
decided by them.We presented the Moss Urban Village site and shared that we are seeking City
approval. Not knowing a delivery date in the near future due to access issues, City approvals and
IDOT approvals could eliminate the Moss Urban Village site from their list of options.
R&R EQUITY PARTNERS
REAL ESTATE.RfLkTIONSHIPS.
• Existing IC Company: R&R has been asked by a national broker firm to respond to an existing
Iowa City company to deliver a new build-to-suit office building for approximately 50,000 square
feet.This company is located in Iowa City and is a sister company to one of R&R's largest
tenants in Urbandale, Iowa.We have not been able to commit to a completion date due to our
current status regarding access issues and related City approvals.
Office parks are difficult projects to get off the ground if you don't have the right size parcel,located in
the right location,with adequate access and appropriate support retail services to meet the needs of the
businesses who locate in the office parks.
Moss Urban Village is the only site that R&R has been able to identify in the City of Iowa City that meets
these parameters and,given the three office building opportunities that we are involved in at this time,
we ask that the City guarantee public street access via the two access points that are identified in the HR
Green traffic report.Without both public access points,we do not believe the Moss Urban Village can be
successfully developed as a Class A office park.
Brett Bosworth
President of R&R Equity Partners
R&R Realty
May 17, 2012
Mr. Jerry Raaz
Pearson
2510 N Dodge Street
Iowa City, IA 52245
Re: Access to property west of Pearson
Dear Mr. Raaz,
I
�*Vm - -�r
CITY OF IOWA CITY
410 East Washington Street
Iowa City, Iowa 52240 -1826
(319) 356 -5000
(319) 3S6 -5009 FAX
www, icgov. org
As you know, the City has received an application to subdivide the property west of Pearson to provide for the
expansion of the major employment center that surrounds the Interstate 80 interchange at Highway 1, of
which Pearson is an important part. in order to provide the infrastructure necessary for the orderly growth of
Iowa City, when the City Council 'approved the amended Large Scale Non - Residential Development plan for
NCS it conditioned its approval on the terms of an agreement between the City and NCS. One of those terms
was as follows:
The parties agree that, at such time as it becomes necessary, as determined by the City Council of the
City, they shall negotiate the specific location of a street access across NCS' property to provide access
from Iowa Highway 1 to property located west of the NCS property.
This Agreement is binding on successors and assigns. A copy is enclosed.
Pursuant to this Agreement negotiation of the specific location is to occur upon a determination by the City
Council that access is necessary. In light of an identified need for the expansion of the employment center
west of Pearson and findings from the traffic study recently completed by traffic consultants at HR Green, staff
is preparing to present the traffic study to the City Council and will recommend that the Council determine that
access to the west is necessary such that formal negotiation for adequate street access may occur. As this
area develops, it is important to the City that the public roadways are designed to permit the safe, efficient,
and orderly movement of traffic to meet the needs of both ,present and future businesses and employees. The
City's transportation staff have reviewed the traffic study and found it to be a thorough and credible analysis of
the roadway improvements necessary for the short, medium and long term growth in this area.
As part of the presentation to City Council, staff would like to provide them with a summary of Pearson's
position on this matter. To avoid any misunderstanding, if you could provide me a written summary of
Pearson's position, I will simply include it with the material provided to Council rather than attempting to
characterize our discussions since December 2011, when the preliminary traffic analysis and conceptual
roadway locations were first presented to you. It is our plan to present this matter to the City Council at its
work session on June 5. The agenda for that meeting will be 'finalized on May 30. If. you could have
Pearson's statement to me by that date I will include it with the staff materials that are provided to Council.
look forward to hearing from you.
Sincer y,
aren Howard
Associate Planner
Department of Planning & Community Development
Cc: Tom Markus, City Manager
Eleanor Dilkes, City Attorney
Jeff Davidson, Director of Planning & Community Development
John Yapp, Executive Director MPOJC
Flames Bradley Kevin C. Papp
Byron G. Riley Laura C. Mueller
Michael K. Denney Kimberly H. Blankenship
Patrick M. Courtney is Joseph W. Younker
Donald G. Thompson Jessica A, Doro
Kelly R. Baler BRADLEY' &. RiLEY PC Jeremy B.P. Hagan
Gregory J. Seyfer ATTORNEYS AND COUNSELORS Natalie K. Ditmars
Dean A. Spina CEDAR RAPIDS - IOWA CITY Adam S. Tarr
Joseph E. Schmall Raymond R. Rinkol, Jr.
Bradley G, Hart Tower PLAcE ` Charles W. Showalter
William J. Neppl ONE SOUTH GILBERT STREET
William T. McCartan< IOWA CITY, IA 52240.3914
Maureen G. Kenney
Vernon P. Squires TELEPHONE: 319. 4661511 WEBSTTE ADDRESS:
Timothy 1. Hill FAX: 319- 358.5550 www.bradleyriley.com
Paul D. Bums
Michael J, Pugh E -MAIL ADDRESS:.
Janice J. Kerkove mpugh@bradieyrileycom
DIRECT DIAL:
319 -358 -5562
May 30, 2012
VIA E -MAIL AND U.S. MAIL
Ms. Karen Howard
Associate Planner
City of Iowa City
410 East Washington Street
Iowa City, Iowa 52240 -1826
RE: Access to property west of Pearson
Dear Karen:
Your letter of May 17, 2012, addressed to Mr. Jerry R.aaz was directed to me for response on
behalf of Pearson. Please include this correspondence in the City Council packet for its work
session on June 5h.
The traffic study completed by HR Green on behalf of Moss' Green Development was received
electronically by Pearson representatives on May 5, 2012, several months after Pearson`
representatives first requested such a study. In response to receiving the traffic study, Pearson
immediately engaged its own civil engineering and traffic consultant, Hall & Hall Engineers,
Inc., to review HR Green's findings and recommendations in light of Pearson's current needs
and future plans for its property.
Once our consultant has provided us with its own review and analysis of the traffic study those
findings will be reviewed internally by Pearson's business and facilities personnel. Until that
process is completed it will be impossible for Pearson to summarize its position on this matter as
you requested in your letter to Mr. Raaz. I do anticipate Pearson will be in a position to discuss
access to the Moss Development site with the City by July or early August.
(01232398.DOC)
Traffic Impact Study:
Proposed Moss Urban Village Development
Final Report
May 4, 2012
Completed For:
Moss Farms, Inc.
By:
HRGreen
HR Green, Inc. Traffic Impact Study
May 4, 2012 —FINAL REPORT Proposed Moss Urban Village Development
Executive Summary
This traffic impact study was completed for the proposed Moss Urban Village
development to summarize the potential impacts to traffic operations along the Iowa
Highway 1 study corridor. The development was assumed to proceed in three phases
with Phase 1A occurring immediately, Phase 1 B occurring by 2025, and Phase 2
occurring by 2040.
The results of the capacity analysis found the need for various capacity improvements to
maintain acceptable operations at the study intersections under both the No Build and
Build Scenarios. These improvements are documented below.
No Build
o 2012
• No improvements required to attain acceptable overall intersection
Level -of- Service
o 2025
• No improvements required to attain acceptable overall intersection
Level -of- Service
o 2040
• Construct an additional eastbound right -turn lane at the 1 -80
eastbound exit ramp terminal giving this approach a dedicated
left -turn lane, a shared through /left -turn lane and dual right -turn
lanes.
• The existing northbound left -turn lane at the 1 -80 westbound ramp
terminal will likely need extended to provide additional vehicular
storage.
o Other - Although not needed to attain acceptable overall intersection
Level -of- Service, significant queues were still noted for the Improved No
Build analysis. Additional capacity improvements may be needed
including:
• A dedicated northbound right -turn lane at the 1 -80 eastbound ramp
terminal intersection.
• A dedicated westbound right -turn lane at the 1 -80 westbound ramp
terminal intersection.
Build
o 2012 - Phase 1A
• Construct the southern access to the Moss property development
at the existing Pearson Drive intersection. The proposed
reconfiguration of the west leg of this intersection will make
access to the Pearson property entrance only (see exhibit below).
• Construct the proposed future Pearson (northern access) with
dual northbound left -turn lanes on Iowa Highway 1. The exiting
lanes on this access should include separate left and right -turn
lanes Iowa Highway 1. These improvements should be
HR Green, Inc. Traffic Impact Study
May 4, 2012 —FINAL REPORT Proposed Moss Urban Village Development
constructed in a manner that will allow future Iowa Highway 1
widening to a basic four -lane section north of Northgate Drive.
0 2025 - Phase 1 B
• Construct an additional eastbound right -turn lane at the 1 -80
eastbound exit ramp terminal giving this approach a dedicated
left -turn lane, a shared through /left -turn lane and dual right -turn
lanes. (This improvement was identified for the No Build 2040
scenario.)
• Lengthen the existing northbound left -turn storage lane at the
existing Pearson Drive intersection to provide approximately 200
feet of additional vehicle storage.
0 2040 - Phase 2
• Construct a right -turn lane on the 1 -80 westbound exit ramp giving
this approach a dedicated right -turn lane and a shared
through /left -turn lane.
• Construct a northbound right -turn lane at the 1 -80 eastbound ramp
terminal intersection.
• The planned Oakdale Boulevard extension project should be
constructed to help alleviate congestion on the Iowa Highway 1
corridor.
• Extend the four -lane section on Iowa Highway 1 from the current
termini north of Northgate north through the proposed Oakdale
Boulevard extension.
• Provide access to the Moss property development to the proposed
Oakdale Boulevard extension as proposed by the site plan.
The proposed improvements to the existing Pearson Drive intersection are shown in the
figure below.
iv
HR Green, Inc. Traffic Impact Study
May 4, 2012 —FINAL REPORT Proposed Moss Urban Village Development
These proposed improvements were found necessary to maintain acceptable Level -of-
Service at the study area intersections. Lengthy queues at some intersections were still
noted even with the proposed improvements. The Iowa DOT and the City of Iowa City
should continue to monitor this corridor and plan for additional improvements as needed.
This may entail further analysis of the 1 -80 /Iowa Highway 1 interchange form or possibly
widening the Iowa Highway 1 corridor to a six -lane facility. The future extension of
Oakdale Boulevard beyond the limits of Iowa City may also assist in decreasing the
congestion along the Iowa Highway 1 corridor in the vicinity of the 1 -80 interchange.
I hereby certify that this engineering document was prepared by me
or under my direct personal supervision and that I am a duly
licensed Professional Engineer under the laws of the State of
�OF ES S/O
Q �l
Iowa.
O
�
J. ANDREW SWISHER, P.E. DATE
co J. ANDREW G)
w
SWISHER
Z
License Number: 17928
j
17928
My license renewal date is DECEMBER 31, 2013
Pages or sheets covered by this seal:
lowA
Entire Dccume,t
HR Green, Inc. Traffic Impact Study
May 4, 2012 —FINAL REPORT Proposed Moss Urban Village Development
The project study area includes the Iowa Highway 1 (Dodge Street) corridor between
Interstate 80 (1 -80) on the south and the Future Oakdale Boulevard on the north.
Intersections included in the analysis of the proposed development include the following
(in order from south to north along Highway 1):
• Iowa Highway 1 and 1 -80 Eastbound Off Ramp,
• Iowa Highway 1 and 1 -80 Westbound Off Ramp,
• Iowa Highway 1 and Pearson Drive,
• Iowa Highway 1 and Northgate Drive,
• Iowa Highway 1 and proposed North Pearson Drive (This intersection
does not currently exist);
• Iowa Highway 1 and future Oakdale Boulevard (This intersection does not
currently exist).
Exhibit 2 shows the project study area and the location of the analyzed intersections.
Exhibit 2 — Project Study Area
U)
z
cw
G
\w
NO
LL
c�
L
Q
Q
NO
LL
Q
W
O
a
O
ry
a-
0
}
H
U
Q
O
,w
V
Q
J
J
V)
V)
o
<
•
UQrL
Q
O
®
-
o p
w
w
J
U)
z
cw
G
\w
NO
LL
c�
L
Q
Q
NO
LL
Q
W
O
a
O
ry
a-
0
}
H
U
Q
O
,w
V
Q
J
J
V)
V)
06-05-12
7
Prepared by: Sara Greenwood Hektoen,Asst.City Attorney,410 E.Washington Street,Iowa City,IA 52240;
319-356-5230 RESOLUTION NO. 12-277
RESOLUTION AUTHORIZING THE CONVEYANCE OF UTILITY
EASEMENTS ON AND OVER PORTIONS OF 1807 AND 2001 LOWER
MUSCATINE ROAD.
WHEREAS, MidAmerican Energy wishes to install underground electrical utility
lines across the certain portions of City-owned property located at 1807 and 2001
Lower Muscatine Road, Iowa City, Iowa, for the provision of electrical and gas
service to nearby properties; and
WHEREAS, in order to install such utilities, MidAmerican Energy has requested
the City grant an underground utility easement and an electric line and gas pipeline
easement in exchange for MidAm's conveyance of certain property rights in
conjunction with the City's Lower Muscatine Road Reconstruction Project
(Kirkwood Avenue to 1st Avenue); and
WHEREAS, following public hearing on the proposed conveyance, the City
Council finds that the conveyance of the above-described easements is in the
public interest.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF IOWA CITY, IOWA, THAT:
1. The City Council does hereby authorize the Mayor and City Clerk to execute
the attached underground utility easement and an electric line and gas pipeline
easement agreements, and any other documents necessary to convey said
easements over 1807 and 2001 Lower Muscatine Road, in locations shown on
the exhibits attached to said agreements.
2. The City Attorney is hereby authorized to carry out any actions necessary to
consummate the conveyance as required by law.
Passed and approved this 5th day of June , 2012.
MAYOR
Approved by
ATTEST: 4cu Aig,t,wevirrigtava-r,
CITY CL RK City Attorney's Office /
t 2-
Resolution No. 12-277
Page 2
It was moved by Mims and seconded by Dickens the
Resolution be adopted,and upon roll call there were:
AYES: NAYS: ABSENT: ABSTAIN:
x Champion
x Dickens
x Dobyns
x Hayek
x Mims
Payne x
x Throgmorton
PPEPARED BY AND RETURN TO: ADAM JABLONSKI (515-281-2334)
MIDAMERICAN ENERGY, P.O. BOX 657 DES MOINES, IA 50306-8705
MIDAMERICAN ENERGY COMPANY
ELECTRIC LINE AND GAS PIPELINE EASEMENT
State of Iowa
Folder No. 245-10 County of Johnson
Work Req. No. DR2120087 Section 14
Project No. 11154 Township 79 North
Range 6 West of the 5`" P.M.
KNOW ALL MEN BY THESE PRESENTS:
For and in consideration of the sum of One and no/100 Dollar ($1.00), and
other valuable consideration, in hand paid by MIDAMERICAN ENERGY COMPANY, an Iowa Corporation, receipt
of which is hereby acknowledged, the undersigned The City of Iowa City, a municipal corporation of the State
of Iowa (Grantors), heirs and assigns, do hereby grant to MIDAMERICAN ENERGY COMPANY (Grantee), its
successors or assigns, the right to lay, maintain, operate, repair, and remove the following: underground conduit,
wires, cables, poles, guys, guy stubs, anchors and other necessary equipment incident thereto (including
associated surface mounted equipment); pipeline for the transportation of natural gas and all underground
appurtenances and equipment used and useful in the transportation of such substances, through, in, upon, over,
along and across certain property described below, together with ingress and egress to and from the same, and
the right to trim or remove, with reasonable care, such trees as may interfere with the proper maintenance or
operation thereof, and all the rights and privileges incident and necessary to the enjoyment of this grant. Grantors
agree not to perform any construction that would change the existing grade resulting in a violation of the minimum
clearance requirements of the National Electric Safety Code or that would interfere with the operation and
maintenance of the lines or cables.
In consideration of such grant, MIDAMERICAN ENERGY COMPANY agrees that it will repair or pay for
any damage which may be caused to real and personal property of the undersigned by the construction,
maintenance, operation, or removal of said electric line and gas pipeline, except such property placed subsequent
to the granting of this easement that interferes with the operation and maintenance of the electric line, gas
pipeline, and associated equipment.
Additionally, MIDAMERICAN ENERGY COMPANY shall have the right to remove from the strip of land
specifically described below, any obstructions; including trees, plants, undergrowth, buildings, and structures that
interfere with the proper operation and maintenance of said electric line, gas pipeline and equipment.
Grantors agree that they will not construct or place any permanent buildings, structures, trees, plants, or
other objects on the property described below.
EASEMENT DESCRIPTION:
wi 03 2o08
Easement area being the Northeasterly 5 feet of the following described property, adjacent to the
Southwesterly right of way line of Lower Muscatine Rd, AND the Westerly 5 feet of the following
described property, adjacent to the Easterly right of way line of Sycamore St, as generally depicted on
Exhibit"A", attached hereto and made a part hereof.
Auditor's Parcel 2009048, recorded at Book 54, Page 103, records of the Johnson
County Recorder.
This easement shall be binding upon the heirs, successors, and assigns of both parties. Grantors
shall have the right of full enjoyment and use of the above described property except as such that will be
inconsistent with this easement.
Dated this 5+h day of duo-- , 2012.
City of Iowa City, Iowa
Matthew J. Hayek Marian . Karr
Mayor City Clerk
ACKNOWLEDGMENT
STATE OF IOWA )
)ss
COUNTY OF JOHNSON )
On this 54'4 day of Juj ,A.D. 2012, before me, a Notary Public in and
for the State of Iowa,personally appeared Matthew J. Hayek and Marian K. Karr,to me personally
known,and,who,being by me duly sworn,did say that they are the Mayor and the City Clerk,
respectively, of the City of Iowa City, Iowa;that the seal affixed to the foregoing instrument is the
corporate seal of the corporation, and that the instrument was signed and sealed on behalf of the
corporation, by authority of its City Council, as contained in Resolution No. ia- a77 passed(the
Resolution adopted)by the City Council,under Roll Call No. of the City Council on
the 5 r4-- day of uu Fr , 2012, and that the Mayor and the City Clerk
acknowledged the execution of the instrument to be their voluntary act and deed and it voluntarily
executed.
*1,1 SONDRAE FORT.Commission Number 159791
• My Commission Expires Say-,dna.a 3/7/ao/s Notary Public in and for said State
+I
4S
0
E
d
:t+
/ N
R
{{ ' x ( W
n -
f CO
{ °o Z v
l`
N Q y
N N -n W
f ' ( e o
l� � — ci•/ ,,,-1.9 .... Q V II
r
„gaAlly
,dir L__ M
/ Aar
{/ inr I.
o
AN
.2
Ar'
Ne 4W N-.,� Z
.6
A z
AP'
s � )-
U) x
5 „ ,
�'
s , .
.....
i
k -0
O
re c
®mm�mi.
in .■■■UUa_.....�..... 0
_
Q U. moo
- 7
F– s_ _
co O C) m N
I IS AUG X O 2 O ca
W d m "
E u) c
y C) cp
Q
U U =
g m
N
RI
Fes, 0
4) 0
1 to D
our
•w4 x d
°
.a
U °
Prepared by&Return to: Sara Hektoen,Asst.City Atty.;410 E.Washington St.;Iowa City,IA 52240;319-356-5030
Legal Description: Auditor's Parcel 2009048.
Grantor(s): City of Iowa City
UNDERGROUND UTILITY EASEMENT AGREEMENT
In consideration of the sum of one dollar ($1.00), and other valuable consideration, receipt of
which is hereby acknowledged, the undersigned City of Iowa City, Iowa, a municipal corporation
("Grantor"), hereby grants to MidAmerican Energy, CenturyLink and Mediacom, and their
successors(collectively"Grantees"), a perpetual easement upon, over,under along and across the
areas designated on the attached Exhibit A, incorporated herein by this reference.
The Grantees of this easement shall have the right to install, lay, construct, reconstruct,
renew, operate, maintain and remove conduits, cables, pipes, electric lines below the surface of
the ground, and other equipment or appurtenances above the surface of the ground as may be
necessary for the purpose of serving the property and other property with electricity, gas, and
communication service; the right to trim, cut down and remove such trees, brush, saplings and
bushes as may interfere with the property construction, maintenance, operation or removal of said
facilities, equipment and appurtenances; and the right of ingress and egress for all of the purposes
aforesaid. Grantees shall promptly backfill any trench made by them, and repair any damages
caused by them within the easement area.
Grantor, its successors in interest and assigns, reserves the right to use said easement
areas for purposes which will not interfere with the Grantees' full enjoyment of rights hereby
granted; provided that Grantor shall not erect or construct any reservoir,retaining wall or other
obstruction on said areas, or diminish or substantially add to the ground cover over said easement
area. Additionally, it is the intent of the Grantor and Grantees that neither Grantor nor Grantees
shall unreasonably interfere with the others use of the easement area.
No obstructions shall be placed in the easement area that interfere with the proper
operation or maintenance of said facilities and equipment, including permanent or temporary
dwellings, buildings, fences, structures or trees unless prior written authorization is obtained
from the Grantees' representatives.
OWNER hereby covenants that OWNER is lawfully seized and possessed of the real
estate above described by virtue of legal and/or equitable title, and that it has good and lawful
right to convey the Easement herein.
The provisions hereof shall inure to the benefit of and bind the successors and assigns of
the respective parties hereto; shall be deemed to apply to and run with the land and with the title
to the land; and shall be recorded in the Johnson County Recorder's Office, at CITY expense.
SIGNED this day of \I u Ai E-_ , 2012.
CITY OF IOWA CITY,IOWA
By:
Matthew J. Hayek,l a r
By: - 24
Marian . Karr, City Clerk
Approved by
City Attorney's Office
GRANTOR'S ACKNOWLEDGEMENT
STATE OF IOWA )
)ss:
JOHNSON COUNTY )
-rh �
On this 5 day of cJ kiF- ,2012,before me,the undersigned, a Notary Public in and
for said County, in said State,personally appeared Matthew J. Hayek and Marian K. Karr,to me
personally known, who being by me duly sworn, did say that they are the Mayor and City Clerk,
respectively, of said municipal corporation executing the within and foregoing instrument; that the
seal affixed thereto is the seal of said municipal corporation; that said instrument was signed and
sealed on behalf of said municipal corporation by authority of City Council of said municipal
corporation; and that the said Matthew J. Hayek and Marian K. Karr acknowledged the
execution of said instrument to be the voluntary act and deed and said municipal corporation, by it
and by them voluntarily executed.
SONDRAE FORT n�j J�' 1
g Commission Number 159791 Jo nt�zaa ro Y—t�
MyCommission�� Notary Public in and for the State of Iowa
ow
Q
CO r.
1--- C\ 41.111
Z _'= 10
W yA � J
X co tD a+
V V
co
Fv s r O N
1 r.% N N ti t9
r Cr C) H W
'` ■`•-l' fig Q V
` / r V N
'� j � � v� W
i S �, I
s , / { Pi
/
�'
ye
r }--
ith
1®� : co
:. s®� .: 2
.. .. Ammar o
..ismnarr .s vix l.
'ti _, r m_x
per
111 `
®P
• „” , /
gar .
r4. ,
o„.1. _ k$ /
� _ ,« 4, co .
_/ \ 4 ,, 5-- 7,-.: -":6 .I°
f ;ti �� o :
- .� p (j m
\ \ /
4
\.. \\ / ,
\ is ---1 m
E
t E vi 6 m O
` I o a a
f . - > it
• 0 -6 =
U Q U w y
m
'4°' �` I) 0
U; ii
>
0
m I v
z: 3 0
rCl.) .0
U --i
A44-3
06-05-12
8
Prepared by: Susan Dulek,Assistant City Attorney,410 E.Washington St., Iowa City, IA 52240(319)356-5030
RESOLUTION NO. 12-278
RESOLUTION AUTHORIZING CONVEYANCE OF A SINGLE FAMILY HOME
LOCATED AT 332 SOUTH GOVERNOR STREET.
WHEREAS, the UniverCity Neighborhood Partnership Program is a joint effort between the
University of Iowa and the City to encourage home ownership and reinvestment in designated
neighborhoods surrounding the University of Iowa; and
WHEREAS, the City has received a $1.25 million I-Jobs grant to assist in the acquisition and
rehabilitation of twenty-six single family homes to provide affordable housing in designated
neighborhoods surrounding the University of Iowa; and
WHEREAS, Resolution 09-384 authorized the City to acquire and rehabilitate properties
consistent with the grant agreement for I-Jobs funds for the UniverCity Neighborhood
Partnership Program; and
WHEREAS, the City purchased and rehabilitated a single family home located at 332 South
Governor Street, Iowa City; and
WHEREAS, the City has received an offer to purchase 332 South Governor Street for the
principal sum of $169,000 (the amount the City paid to acquire the home), plus the "carrying
costs" of approximately $16,500, which are all costs incurred by the City to acquire the home,
maintain it and sell it, including abstracting and recording fees, interest on the loan to purchase
the home, mowing and snow removal, utilities, real estate taxes, and any costs in excess of
$50,000 to repair and rehabilitate the home; and
WHEREAS, this sale would provide affordable housing in a designated area surrounding the
University of Iowa; and
WHEREAS, on May 15, 2012, the City Council adopted a Resolution proposing to convey its
interest in 320 Fairchild Street, authorizing public notice of the proposed conveyance, and
setting the date and time for the public hearing; and
WHEREAS, following the public hearing on the proposed conveyance, the City Council finds
that the conveyance is in the public interest.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA, that:
1. Upon the direction of the City Attorney, the Mayor and the City Clerk are authorized to
execute a warranty deed conveying the City's interest in 332 South Governor Street,
legally described as Auditor's Parcel 2011089, Iowa City, Iowa.
Resolution No. 12-278
Page 2
2. The City Attorney is hereby authorized to deliver said warranty deed and to carry out any
actions necessary to consummate the conveyance required by law.
It was moved by Mims and seconded by nnhyns the Resolution be
adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
Champion
Dickens
Dobyns
x Hayek
x Mims
Payne
_X__ Throgmorton
Passed and approved this 5th day of .rune , 2012.
MAYOR
•
ATTEST: �<
CITY ERK
Approved by
City Attorney's Office
r � g
:.®� CITY OF IOWA CITY
saing4T MEMORANDUM
Date: May 25, 2012
To: Tom Markus, City Manager
From: Steve Long, Community Development Coordinator
Re: June 5th City Council meeting agenda item: sale of UniverCity Neighborhood
Partnership house
Introduction:
On June 5, the City Council will be holding a public hearing and voting on a resolution to
authorize the conveyance of 332 S. Governor Street as part of the UniverCity Neighborhood
Partnership Program.
History/Background:
The grant for the UniverCity Program allows the City to purchase twenty-six rental houses
located in designated neighborhoods surrounding the University and downtown, rehabilitate
them with up to $50,000 in grant funds and then sell them as affordable, owner-occupied homes
to income-eligible buyers. The terms of the sale require the buyer to live in the home for 5 years
to receive the $50,000 in renovations as a grant. The home is also required to remain owner-
occupied for 20 years.
This will be the 20th home sold as part of the program. Of the remaining six homes, three have
accepted purchase offers and three are available for sale.
Under the UniverCity Neighborhood Partnership, the City proposes to sell 332 S. Governor for
$169,000 (this is what the City paid to purchase the home) plus "carrying costs" of
approximately $17,735. "Carrying costs" are all the costs incurred by the City to acquire the
home, maintain it and sell it, including abstracting and recording fees, interest on the loan to
purchase the home, mowing and snow removal, utilities, real estate taxes, and any costs in
excess of$50,000 to repair and rehabilitate the home. This home served as a rental for 12
years prior to being purchased by the UniverCity program. The buyer is a University of Iowa
employee and will be receiving down payment assistance provided by the University in the
amount of$9,280. The buyer will also be receiving additional down payment assistance from
the Iowa City Housing Authority in the amount of$5,000.
Statement of Fiscal Impact:
The assessed value of 332 S. Governor Street at the time of purchase was $169,000 and the
sale price is approximately $185,585. It is likely that the assessed value of 332 S. Governor
Street will increase resulting in an increase in the tax base. There will be no impact on the
General Fund for ongoing operating expenses.
Recommendation:
This home was in need of extensive repair and after the renovation it has become an asset to
the neighborhood and to the community. Staff recommends that you approve the resolution to
authorize the conveyance of 332 S. Governor Street as part of the UniverCity Neighborhood
Partnership program.
May 25, 2012
Page 2
332 S. Governor— Before Renovations
332 S. Governor — After Renovations
I
06-05-12
9
Prepared by: Susan Dulek,Assistant City Attorney,410 E.Washington St., Iowa City, IA 52240(319)356-5030
RESOLUTION NO. 12-279
RESOLUTION AUTHORIZING CONVEYANCE OF A SINGLE FAMILY HOME
LOCATED AT 928 LONGFELLOW COURT.
WHEREAS, the City Council of the City of Iowa City functions as the Iowa City Housing
Authority; and
WHEREAS, on September 14, 1993, the City Council considered and passed Resolution No.
93-255 approving the Section 5(h) Implementing Agreement for the conversion of public
housing to private ownership, also known as the Tenant-to-Ownership Program; and
WHEREAS, under this agreement the proceeds from such sales must be used to expand
affordable housing opportunities in Iowa City; and
WHEREAS, the proceeds from such sales are used to provide affordable housing under the
City's Affordable Dream Home Program ("ADHOP"); and
WHEREAS, the Iowa City Housing Authority owns a single family home located at 928
Longfellow Court, Iowa City; and
WHEREAS, the City has received an offer to purchase 928 Longfellow Court for the principal
sum of$147,000; and
WHEREAS, this sale would provide the opportunity for a low-income family to obtain ownership
of their own home; and
WHEREAS, on May 15, 2012, the City Council adopted a Resolution proposing to convey its
interest in 928 Longfellow Court, authorizing public notice of the proposed conveyance, and
setting the date and time for the public hearing; and
WHEREAS, following the public hearing on the proposed conveyance, the City Council finds
that the conveyance is in the public interest.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA, that:
1. Upon the direction of the City Attorney, the Mayor and the City Clerk are authorized to
execute a warranty deed conveying the City's interest in 928 Longfellow Court, legally
described as Unit 928 Longfellow Court of Lot 13, Longfellow Manor Condominiums, Iowa
City, Iowa. The Mayor and City Clerk are further authorized to execute a second mortgage
agreement and resale agreement with said family in an amount not to exceed $36,750.
Resolution No. 12-279
Page 2
2. The City Attorney is hereby authorized to deliver said warranty deed and to carry out any
actions necessary to consummate the conveyance required by law.
It was moved by Champion and seconded by Payne the Resolution be
adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
x Champion
Dickens
Dobyns
Hayek
Mims
Payne
Throgmorton
Passed and approved this 5th day of June , 2012.
A
MAYOR
ATTEST: 714 4)
CITY ERK
Approved by
City Attorney's Office
Mfg
06-05-12
10
Prepared by:Brian Boelk,Sr.Civil Engineer,Public Works,410 E.Washington St.,Iowa City,IA 52240 (319)356-5437
RESOLUTION NO. 12-280
RESOLUTION APPROVING PLANS, SPECIFICATIONS, FORM OF CON-
TRACT, AND ESTIMATE OF COST FOR THE CONSTRUCTION OF THE J
STREET & SYCAMORE VIEW WATER MAIN — SOUTHEAST JUNIOR HIGH
SANITARY SEWER PROJECT, ESTABLISHING AMOUNT OF BID SECURITY
TO ACCOMPANY EACH BID, DIRECTING CITY CLERK TO PUBLISH NOTICE
TO BIDDERS, AND FIXING TIME AND PLACE FOR RECEIPT OF BIDS.
WHEREAS, notice of public hearing on the plans, specifications, form of contract and estimate of
cost for the above-named project was published as required by law, and the hearing thereon held;
and
WHEREAS, funds for this project are available in the 1st Ave./IAIS RR Crossings Improvements
account#3871.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA THAT:
1. The plans, specifications, form of contract and estimate of cost for the above-named
project are hereby approved.
2. The amount of bid security to accompany each bid for the construction of the above-
named project shall be in the amount of 10% (ten percent) of bid payable to Treasurer,
City of Iowa City, Iowa.
3. The City Clerk is hereby authorized and directed to publish notice, not less than 4 and not
more than 45 days before the date for filing the bids, for the receipt of bids for the
construction of the above-named project in a newspaper published at least once weekly
and having a general circulation in the city.
4. Sealed bids for the above-named project are to be received by the City of Iowa City, Iowa,
at the Office of the City Clerk, at the City Hall, before 2:30 p.m. on the 19th day of June,
2012. At that time, the bids will be opened by the City Engineer or his designee, and
thereupon referred to the City Council of the City of Iowa City, Iowa, for action upon said
bids at its next regular meeting, to be held at the Emma J. Harvat Hall, City Hall, Iowa City,
Iowa, at 7:00 p.m. on the 19th day of June, 2012, at a special meeting called for that
purpose.
Passed and approved this 5th day of June , 20 12 •
MAYOR
Approved by
ATTEST: v c �d'
CITY ERK J t City Attorney's OffiJc`
/
%J-
Pweng/resTist-sycview appp&s.doc 5/12
Resolution No. 12-280
Page 2
•
It was moved by Dobyns and seconded by Mims the
Resolution be adopted,and upon roll call there were:
AYES: NAYS: ABSENT:
Champion
x Dickens
x Dobyns
x Hayek
x Mims
_X— Payne
x Throgmorton
' 6-lam
11
Prepared by:Sarah E. Holecek, 1st Asst.City Atty.,410 E.Washington St., Iowa City, IA 52240(319)356-5030
RESOLUTION NO. 12-281
RESOLUTION AUTHORIZING THE CONVEYANCE OF PROPERTY KNOWN AS
THE PENINSULA NEIGHBORHOOD, FOURTH ADDITION, IN IOWA CITY,
IOWA, TO PENINSULA DEVELOPMENT COMPANY
WHEREAS, pursuant to the Peninsula Neighborhood Development Agreement between the City
of Iowa City and Peninsula Development Company (as assignee of Terry L. Stamper Holdings,
L.L.C.) approved by Resolution No. 00-231 of the City Council dated June 29, 2000, and
amendments thereto ("Agreement"), Peninsula Development Company has agreed to develop a
tract of land known as the Peninsula Neighborhood; and
WHEREAS, the City Council approved the final plat of the Peninsula Neighborhood Fourth
Addition which contains up to ninety-eight (98) proposed units, at its meeting on May 1, 2012; and
WHEREAS, pursuant to said Development Agreement, Peninsula Development Company has
agreed to purchase the Peninsula Neighborhood, Fourth Addition, for a price equal to a per-unit
base price of$3,171.00 multiplied by the total number of final site-plan approved units (98) or the
outstanding principal balance plus interest at the rate of 6.5% on the outstanding principle balance
compounded annually, for an estimated purchase price of $409,675.28 ($408,949.00 for
principal/units; $726.28 in interest); and
WHEREAS, said Peninsula Neighborhood, Fourth Addition, is located in Iowa City, Johnson
County, Iowa, and is described as follows:
Beginning at the Southwest Corner of Lot 54, of The Peninsula Neighborhood Second
Addition, in accordance with the Plat thereof Recorded in Plat Book 46, at Page 186, of
the Records of the Johnson County Recorder's Office; Thence N84°30'41"E', along the
Southerly Line of said The Peninsula Neighborhood Second Addition, a distance of
106.48 feet; Thence S62°13'54"E, along said Southerly Line, 90.96 feet; Thence
S64°46'22"W, along said Southerly Line, 433.54 feet; Thence S25°13'38"E, along said
Southerly Line, 53.00 feet; Thence S25°11'37"E, along said Southerly Line, 102.73 feet;
Thence S27°04'01"E, along said Southerly Line, 25.01 feet; Thence S29°13'54"E, along
said Southerly Line, 8.94 feet; Thence S25°13'38"E, 283.83 feet; Thence N60°46'28"E,
26.37 feet; Thence S29°13'32"E, 186.00 feet; Thence S60°46'28"W, 256.31 feet;
Thence N40°42'52"W, 477.83 feet; Thence N25°13'54"W, 519.90 feet; Thence
N64°46'06"E, 157.08 feet; Thence NO3°47'17"W, 96.07 feet, to a Point on the Southerly
Line of The Peninsula Neighborhood Phase 2A, in accordance with the Plat thereof
Recorded in Plat Book 53, at Page 136, of the Records of the Johnson County
Recorder's Office; Thence S53°30'33"E, along said Southerly Line, 188.78 feet; Thence
S70°27'12"E, along said Southerly Line, 56.34 feet; Thence S59°25'34"E, along said
Southerly Line, 47.48 feet; Thence S89°11'55"E, along said Southerly Line, 59.03 feet;
Thence N73°09'48"E, along said Southerly Line, 101.72 feet; Thence N64°52'40"E,
along said Southerly Line, 119.17 feet, to the Point of Beginning. Said Tract of Land
contains 8.06 Acres, and is subject to easements and restrictions of record.
WHEREAS, the disposition of the subject property according to the Development Agreement is in
the public interest.
Resolution No. 12-281
Page 2
NOW, THEREFORE, BE IT HEREBY RESOLVED BY THE CITY COUNCIL OF IOWA CITY,
IOWA, that:
WHEREAS, on May 15, 2012, the City Council adopted a Resolution declaring its intent to
consider the conveyance of its interest in the parcel, authorizing publication of the notice of the
proposed conveyance and setting the date and time for public hearing; and
WHEREAS, following public hearing on the proposed conveyance, the City Council finds that the
disposition of the subject property according to the Development Agreement is in the public
interest.
NOW, THEREFORE, BE IT HEREBY RESOLVED BY THE CITY COUNCIL OF IOWA CITY,
IOWA, that:
1. The Mayor and City Clerk are hereby authorized and directed to execute a Warranty Deed
conveying the City's interest in the Peninsula Neighborhood, Fourth Addition, described
above to Peninsula Development Company, in accordance with said Agreement, at a price
equal to equal to a per-unit base price of $3,171.00 multiplied by the total number of final
site-plan approved units (98) or the outstanding principal balance plus interest at the rate
of 6.5% on the outstanding principle balance compounded annually, for an estimated
purchase price of $409,675.28 ($408,949.00 for remaining principal/units; $726.28 in
interest).
2. The City Attorney is authorized to deliver said Warranty Deed to the Peninsula
Development Company. The deed and any other documentation required by Iowa Code
§364.7 (2011) shall be recorded by the City Attorney's Office in the Johnson County
Recorder's Office at the purchaser's expense.
Passed and approved this 5th day of June , 2012.
MAYOR
ATTEST:
CITY RK
A.. .ved.. .,. ;' /
; '40-
City Att. n_ 's rice
s is-lZ
Resolution No. 11-281
Page 3
It was moved by Mims and seconded by Dobyns the
Resolution be adopted,and upon roll call there were:
AYES: NAYS: ABSENT:
x Champion
Dickens
x Dobyns
_x__ Hayek
x Mims
x Payne
x Throgmorton
�t-, fi CITY OF IOWA CITY Os-01212®i MEMORANDUM
Date: May 15, 2012
To: Tom Markus, City Manager
From: Linda Kopping, Senior Center Coordinator
Re: Recommended Participant Cost Sharing Increases
Introduction: From 1981 until 2003, Iowa City and Johnson County funded the Senior Center
through a 28E Agreement in which they provided 80% and 20% of the total operational budget
respectively.
In 2003 the County withdrew from this agreement. To compensate for lost revenue, The Center
implemented a participant cost sharing program involving membership fees that provided
expanded access to programs and services. Membership fees were formalized in Council
RESOLUTION NO. 03-140 and have remained constant since they were implemented in 2003.
From a high of $141,410 in FY02, the County's financial support dropped to $75,000 in FY04.
In FY12 County funding declined to $70,000, or approximately 9% of the total operational
budget, even though non-Iowa City residents of Johnson County constitute about 19% of The
Center's membership.
City funding for the support of operational expenses at The Center comes from local tax
revenue. County funding is provided through an annual Economic Development and Quality of
Life Block Grant. Funding for this program comes from the County's General Fund, which is
maintained with taxes levied against all taxable valuation in the County.
Remarkably, Iowa City tax payers pay 50% of the total property taxes received by the County.
This means that in addition to the tax support provided through Iowa City, Iowa City tax payers
provided approximately $35,000 of the $70,000 grant provided by Johnson County in FY12.
The Center's discount parking program was implemented as a membership benefit and the fees
were never formally adopted by City Council Resolution. Fees were increased in FY11 because
revenue collected from permit sales fell short of covering the $20,000 annual cost of the
program. The FY11 fee increase was insufficient to make the program self-sustaining.
History/Background: Earlier this year, The Center's Steering Council organized meetings with
the general membership to proactively identify measures to secure The Center's financial future.
Members identified many fundraising activities and reached consensus about modifying some of
the current fee structures. Two of their recommendations were to:
1. Increase the parking permit fee to $100/year or$50 semiannually to cover the cost of the
program. Continue to offer parking punch cards for$10 for 20 hours of parking.
2. Increase membership fees with rates reflecting the level of operational support provided
by place of residence.
The Steering Council presented these recommendations to the Senior Center Commission
where they were considered and approved.
1
May 15, 2012
Page 2
Discussion of Solutions: Increasing participant cost sharing cannot be the entire solution to
diversifying The Center's funding sources, but they are a part of it. Even with a membership fee
increase, Center membership is still seen as a bargain and The Center's Scholarship Program
will ensure people of all income levels can participate. Changes in the parking program will
make it self-sustaining.
Financial Impact: Summary
Program Projected Revenue
Memberships $56,171 ($20,668 4 from FY11)
Parking $20,000 ($2,600 4 from FY11)
Recommendation: Members of the Commission have reviewed and discussed these
recommendations and endorse adoption and passage of the suggested parking and
membership fee increases.
Marian Karr
From: Eve Casserly<casserly @mchsi.com>
Sent: Tuesday, May 29, 2012 9:03 AM
To: Council
Subject: Press-citizen article on council business
I am contacting you in reference to the May 26th announcement in the Press Citizen regarding prices at the
Iowa City Senior Center.
http://www.press-citizen.com/article/20120527/NEW S01/305270002/Senior-center-fee-hike-proposed
There are no "membership fees" at the Iowa City Recreation Centers,the Neighborhood centers, or the Iowa
City Public Llbrary. Then why such limitations for the older age group?
I see on the PC web site that reader Charlotte Walker responded to the article with the following
questions. They seemed reasonable to me. Do they seem reasonable to you? And are membership fees in the
future for the Rec Center,Neighborhood centers and the library?
Eve Casserly
Charlotte Walker• Subscribe• Top commenter• Coralville,Iowa
I was glad to see the Press Citizen tell about the proposed changes in the membership fees for the Senior
Center. Its good to see that the PC is concerned about area senior citizens. If I were the reporter,I would
also ask for the following information before I wrote a needed follow up story about the Iowa City Senior
Center:
1. How much of the total Senior Center budget goes to salaries and benefits and how much the staff
salaries have increased since the memberships started?
2. How much was in the Senior Center gift fund when the memberships started and how much has been
donated to the senior center/black-hole-foundation-account after the memberships started? (The senior
center gift fund was under city control until Mr Honohan found a way to nearly hide those funds at the
JC Community Foundation.)
3. a)How many of the current memberships are held by low income people who either get them free or
pay the reduced-fee of$10?
b) How many of the current memberships are held by spouses or partners who only pay a reduced fee of
$15. (IC), $24. (JC) and $36. (non-JC)?
4. How many of the total number of current memberships are held by people who live outside Iowa City?
5. How many of the total number of current memberships are held by people who live outside Johnson
County?
1
6.Ask to see the records of the Senior Center's black-hole-donation/foundation account. Currently those
records are not available to the public (unless that has changed recently).
7. How long has Jay Honohan been on the Senior Center Commission?
8. Are maintenance and utility costs included in the reported $868,000. budget? If not, ask to see the
records for the maintenance and utility costs for that building.
9. Ask the City Manager to explain why the senior center has membership fees when no membership fee
is charged for the Iowa City Recreation Center and other city recreational facilities.
10. Ask Linda Kopping and Jay Honohan why they think it is necessary to keep calling the Senior Center
as just "The Center".
2
M+y 1 .
Prepared by: Linda Kopping, Senior Center Coordinator, 28 S. Linn St., Iowa City, IA 52240(319)356-5225
RESOLUTION NO. 12-282
RESOLUTION ADOPTING SCHEDULE OF MEMBERSHIP AND PARKING FEES FOR THE
SENIOR CENTR AND RESCINDING RESOLUTION NO. 03-140.
WHEREAS, the Senior Center ("The Center") implemented a participant cost sharing
membership fee program in 2003 to compensate for the significant reduction in county
funding, which was adopted by City Council in Resolution No. 03-140;
WHEREAS, Resolution No. 03-140 did not include a fee schedule for the Senior Center
Discounted Parking Program;
WHEREAS, Johnson County's financial support of operational expenses at The Center
has decreased from a high of$141,410 in FY02 to $70,000 in the form of an Economic
Development and Quality of Life Block Grant in FY12;
WHEREAS, funding provided by the County in FY12 amounted to 9% of the total
operational budget while 19% of members reside outside of Iowa City, but in Johnson
County;
WHEREAS, funding for operational expenses provided by the City comes from local tax
revenue;
WHEREAS, funding from the County is drawn from the County's General Fund, 50% of
which is funded by Iowa City property tax payers;
WHEREAS, community members involved with The Center's goal setting believe it is
important for The Center to diversify its funding sources;
WHEREAS, participant leadership committees at The Center believe it is important to
be proactive when it comes to funding in the current economic environment;
WHEREAS, The Center membership fees have not been increased since first
implemented in 2003;
WHEREAS; the membership, membership committees and Senior Center Commission
have reached consensus related to the fees in the attached document, Senior Center
Parking and Membership Fees; and
WHEREAS; it is in the public interest to maintain adequate funding to support the
expanding programs and opportunities offered at The Center.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
IOWA CITY, IOWA, THAT:
1. The document attached entitled "Senior Center Parking and Membership Fees"
is adopted.
2. Resolution No. 3-140 is rescinded effective September 1, 2012.
Passed and approved this 5th day of June, 2012.
May 2012
Resolution No. 12-282
Page 2
Mathew J. Hayek, MA
ATTEST: Q�fitJ
Mari K. Karr, CITY CLERK City Attorney's Office
May 2012
Resolution No. 12-282
Page 3
It was moved by Mims and seconded by Throgmorton the
Resolution be adopted,and upon roll call there were:
AYES: NAYS: ABSENT:
__ Champion
x Dickens
x Dobyns
x Hayek
x Mims
x Payne
Throgmorton
4
SENIOR CENTER PARKING AND MEMBERSHIP FEES
1. Parking permit fees shall be $100/annually or $50 semi-annually; parking punch
cards shall cost $10 for 20 hours of parking. These fees will be effective July 1,
2012.
2. Membership fees
To allow adequate time for participant notification and modification of all
published informational and membership forms, membership fees shall remain at
their current level until September 1, 2012.
Effective September 1, 2012, membership fees shall be as follows:
Single Cost of Each Additional Total for Family
Family Member of Two
City $33 $20 $53
County $60 $36 $96
Out of County $96 $58 $154
May 2012
I - CITY OF IOWA CITY 06-05-12
13
MEMORANDUM
Date: May 28, 2012
To: Tom Markus, City Manager
From: Linda Kopping, Senior Center Coordinator
Re: Recommendation for Acceptance of Johnson County Board of Supervisor's $70,000
Block Grant
Introduction:
In the fall of 2011, The Center submitted an Economic Development/Quality of Life Grant
to the Johnson County Board of Supervisors for FY13. It asked for $166,084 or 19% of the
proposed budget for FY13. Non-Iowa City residents make up 19% of The Center's
membership, so the amount requested was proportional to actual use by Johnson County
residents living outside of Iowa City.
On April 26, 2012, the Johnson County Board of Supervisors awarded the Senior Center
a $70,000 grant.
History/Background:
From a high of $141,410 in FY02, the County's financial support dropped to $75,000 in
FY04. In FY12 and FY13, funding has declined to $70,000, or approximately 9% of the total
operational budget.
City funding for The Center comes from local tax revenue. County funding is provided
through the County's General Fund, which is maintained with taxes levied against all taxable
valuation in the County, including Iowa City.
Iowa City residents pay City taxes and approximately 50% of the total property taxes
received by the County. As a result, Iowa Citians help fund operational expenses of The Center
through their City taxes and provide approximately $35,000 of the $70,000 grant provided by
Johnson County through their County taxes.
Discussion of Solutions:
Continue to discuss outreach programming with County officials and document efforts
and their effectiveness; note what could be done with additional resources, and support efforts
undertaken by participant-based groups to gain support from their places of residence. Given
the current financial situation, The Centers first obligation is to serve the residents of Iowa City.
Financial Impact:
While less than we were hoping for, $70,000 is a significant contribution to The Center's
operational budget and it will help support programs and services. Nonetheless, it is unlikely to
lead to an expansion of programming. Further, given the current tax structure and Center
funding, non-Iowa City residents will be paying a higher membership fee.
Had a larger amount been given, staff would have pursued a program that offers
discussion groups and classes via conference call, a method of program delivery that has been
very successful in other areas of the country. Innovative programs of this sort cost money to
organize, implement, and evaluate.
Recommendation:
Staff recommends acceptance of the $70,000 Economic Development/Quality of Life
Grant awarded to The Center by the Johnson County Board of Supervisors.
1
(k/G9 i3
Prepared by: Linda Kopping,Senior Center Coordinator 410 E.Washington St., Iowa City, IA 52240(319)356-5030
RESOLUTION NO. 12-283
RESOLUTION AUTHORIZING THE MAYOR TO SIGN AND THE CITY CLERK TO
ATTEST A GRANT AGREEMENT WITH JOHNSON COUNTY FOR FUNDS TO
SUPPORT THE IOWA CITY/JOHNSON COUNTY SENIOR CENTER.
WHEREAS, the Iowa City/Johnson County Senior Center provides programming to
residents throughout Johnson County;
WHEREAS, for FY13 the County has awarded The Center a $70,000 Johnson County
Economic Development/Quality of Life Block Grant for the support of programs and
services;
WHEREAS; Iowa City residents provide a disproportionate share of the city and county
tax dollars used to support The Center's operational expenses;
WHEREAS, the City Council finds it in the public interest to enter into a grant agreement
with Johnson County that will provide limited, but necessary, funding to support
operational funding of The Center.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
IOWA CITY, IOWA, THAT:
The Mayor is authorized to sign and the City Clerk to attest to the attached grant
agreement.
Passed and approved this5thday of June , 2012.
MAYOR
ATTEST: Z Zit 7. 77_,d1,1.-} a, (d
2dfrY CLERK City Attorney's Office
Resolution No. 12-283
Page 2
It was moved by Minis and seconded by Payne the
Resolution be adopted,and upon roll call there were:
AYES: NAYS: ABSENT:
X Champion
x Dickens
x Dobyns
X Hayek
X Mims
X Payne
_ Throgmorton
AGREEMENT
Johnson County Economic Development/Quality of Life Block Grant
THIS AGREEMENT,made and entered into in this 3 t}:day of 3 _�,2012,by and between Johnson County,
Iowa ("County"),and the City of Iowa City ("Recipifint").
This Agreement shall be subject to the following terms and conditions,to-wit:
1. Recipient shall not permit any of the following terms and practices:
a. To discharge from employment or refuse to hire any individual because of their race,creed,color,
national origin,religion,age,sex,marital status,sexual orientation,gender identity,disability,or
handicap status.
b. To discriminate against any individual in terms,conditions,or privileges of employment because
of their race,creed,color,national origin,religion,age,sex,marital status,sexual orientation,
gender identity,disability,or handicap status.
2. Recipient shall not deny to any person its services on the basis of race,creed,color,national origin,
religion,age,sex,marital status,sexual orientation,gender identity,disability,or handicap status.
SCOPE OF SERVICES
During the term of this Agreement,Recipient agrees to use funding for support of programs at the Iowa
City/Johnson County Senior Center to the benefit of Johnson County residents. Details of the programs to
be provided are included in the Recipient's Application for Funding for FY 13.
H. FUNDING
A. As its sole obligation under this Agreement,the County shall pay to Recipient the sum of
$70,000 to assist Recipient in meeting its operating expenses.
B. The County shall transfer the fiords to Recipient in quarterly payments of$17,500. The first
payment will be made on or about August 15,2012. Subsequent payments will be made on the
15th day of the month following the end of each calendar quarter.
C. At the discretion of the Board of Supervisors,funding may be reduced in the event of budget
constraints which cause the Board to enact budget reductions within County operations. Any
reductions in grant awards will not exceed the percentage of reductions ordered for County
operations.
III. GENERAL ADMINISTRATION
A. On or before the 30th day of January,2013,Recipient will provide to the Board of Supervisors a
mid-year report in a format prescribed by the County. In addition,the recipient may be asked to
provide additional documents including board minutes,financials reports and external audits.
B. On or before July 30th,2013 Recipient will provide to the Board of Supervisors a final grant
report in a format prescribed by the County. In addition,the recipient may be asked to provide
additional documents including board minutes,fmancials reports and external audits.
C. Duly authorized representatives of the County shall at all reasonable times,have access to and the
right to inspect,copy,audit,and examine all financial books,records,and other documents of
Recipient,and to make site visits and survey participants in order to evaluate and monitor the
Recipient's programs. No report or publication resulting from any such inspection,audit,
examination,site visit,or survey shall disclose the name or other identifying information
concerning persons using Recipient's services.
D. The County's sole responsibility hereunder shall be to provide the funds to Recipient in
accordance with the terms of this Agreement. Nothing contained in this Agreement,nor any act or
omission of the Recipient or the County,shalt be construed to create any special duty,
relationship,third-party beneficiary,respondeat superior,limited or general partnership,joint
venture,or any association by reason of the Recipient's involvement with the County,nor shall the
County have authority to direct the manner or means by which Recipient conducts activities.
E. This contract may be terminated upon 30 days written notice by either party.
IV. TERM
This Agreement shall commence upon execution by the parties and shall terminate on June 30,2013,except as
provided herein.
V. ASSIGNMENT
This Agreement may not be assigned by either party without prior written agreement of the other party.
VI. HOLD HARMLESS PROVISION
The Recipient shall indemnify,defend and hold harmless the County,its officers,employees and agents from all
liability,loss,cost,damage and expense(including reasonable attorney's fees and court costs)resulting from or
incurred by reason of any actions based upon the negligent acts or omissions of the Recipient's officers,employees
or agents during the performance of this Agreement.
VII. CONDITIONAL STATUS
The Board of Supervisors may place an agency on conditional status when one or more serious problems are
identified within the agency that puts its agreement with Johnson County in jeopardy.Problems may be in service
delivery,board activity,agency administration,fiscal management,cooperation with other agencies,compliance
with other government funders,or compliance with the Johnson County agreement. The Board of Supervisors may
request that an external financial audit be performed,at the sole expense of the agency,if no audit records are
available.
Following the placement of an agency on conditional status,representatives of the Board of Supervisors and/or their
designee will meet with the agency director and board members to discuss the concerns/problems as identified by
the Board of Supervisors.The Board of Supervisors will provide the agency with a written memo outlining the
concerns/problems,specific corrective action steps,and time frames for completion. The agency will provide
periodic reports and meet with the Board of Supervisors representative and/or designee during this period to ensure
that satisfactory progress is being made.
Funding may be withheld by Johnson County until the agency has completed or made sufficient progress on the
action steps to correct the problems,as determined by the Board of Supervisors.
If an agency fails to meet the requirements of the Johnson County agreement and/or the action step memo within the
appropriate time frame as specified,the Board of Supervisors may cease County funding.
For Johnson County,Iowa: Recipient:
:CL s i jjelahit CIS/A)I$
Board Chair Date Name -' , /Date
Zi S ,4 ?/Gr1(
ATTEST: /
O-------
,rfi /;6/2" 2.,,
Tom Slockett,Auditor Date
Ap roved By
S _) d - 1
City Attorney's O f!c,,,
M4
1,�F^..,'S tI;Y
A����..� �Y;L 14
TAX EXEMPTION CERTIFICATE
of
CITY OF IOWA CITY, COUNTY OF JOHNSON, STATE OF IOWA, ISSUER
$9,070,000 General Obligation Bonds, Series 2012A
This instrument was prepared by:
Ahlers & Cooney, P.C.
100 Court Avenue, Suite 600
Des Moines, Iowa 50309
(515) 243-7611
TABLE OF CONTENTS
This Table of Contents is not a part of this Tax Exemption Certificate and is provided
only for convenience of reference.
INTRODUCTION 1
ARTICLE I DEFINITIONS 1
ARTICLE II SPECIFIC CERTIFICATIONS, REPRESENTATIONS AND
AGREEMENTS 5
Section 2.1 Authority to Certify and Expectations 5
Section 2.2 Receipts and Expenditures of Sale Proceeds 8
Section 2.2A Reimbursement Bonds 8
Section 2.3 Purpose of Bonds 9
Section 2.4 Facts Supporting Tax-Exemption Classification 10
Section 2.5 Facts Supporting Temporary Periods for Proceeds 11
Section 2.6 Resolution Funds at Restricted or Unrestricted Yield 11
Section 2.7 Pertaining to Yields 12
ARTICLE III REBATE 12
Section 3.1 Records 12
Section 3.2 Rebate Fund 13
Section 3.3 Exceptions to Rebate 13
Section 3.4 Calculation of Rebate Amount 14
Section 3.5 Rebate Requirements and the Bond Fund 15
Section 3.6 Investment of the Rebate Fund 15
Section 3.7 Payment to the United States 15
Section 3.8 Records 16
Section 3.9 Additional Payments 16
ARTICLE IV INVESTMENT RESTRICTIONS 17
Section 4.1 Avoidance of Prohibited Payments 17
Section 4.2 Market Price Requirement 17
Section 4.3 Investment in Certificates of Deposit 17
Section 4.4 Investment Pursuant to Investment Contracts and Agreements 18
Section 4.5 Records 20
Section 4.6 Investments to be Legal 20
ARTICLE V GENERAL COVENANTS 21
ARTICLE VI AMENDMENTS AND ADDITIONAL AGREEMENTS 21
Section 6.1 Opinion of Bond Counsel; Amendments 21
Section 6.2 Additional Covenants, Agreements 21
Section 6.3 Internal Revenue Service Audits 21
Section 6.4 Amendments 22
EXHIBIT "A" VERIFICATION CERTIFICATE OF THE PURCHASER 24
i
TAX EXEMPTION CERTIFICATE
CITY OF IOWA CITY, STATE OF IOWA
THIS TAX EXEMPTION CERTIFICATE made and entered into on June 20,
2012, by the City of Iowa City, County of Johnson, State of Iowa (the "Issuer").
INTRODUCTION
This Certificate is executed and delivered in connection with the issuance by the
Issuer of its $9,070,000 General Obligation Bonds, Series 2012A (the "Bonds"). The
Bonds are issued pursuant to the provisions of the Resolution of the Issuer authorizing the
issuance of the Bonds. Such Resolution provides that the covenants contained in this
Certificate constitute a part of the Issuer's contract with the owners of the Bonds.
The Issuer recognizes that under the Code (as defined below) the tax-exempt
status of the interest received by the owners of the Bonds is dependent upon, among other
things, the facts, circumstances, and reasonable expectations of the Issuer as to future
facts not in existence at this time, as well as the observance of certain covenants in the
future. The Issuer covenants that it will take such action with respect to the Bonds as may
be required by the Code, and pertinent legal regulations issued thereunder in order to
establish and maintain the tax-exempt status of the Bonds, including the observance of all
specific covenants contained in the Resolution and this Certificate.
ARTICLE I
DEFINITIONS
The following terms as used in this Certificate shall have the meanings set forth
below. The terms defined in the Resolution shall retain the meanings set forth therein
when used in this Certificate. Other terms used in this Certificate shall have the meanings
set forth in the Code or in the Regulations.
"Annual Debt Service" means the principal of and interest on the Bonds scheduled
to be paid during a given Bond Year.
"Bonds" means the $9,070,000 aggregate principal amount of General Obligation
Bonds, Series 2012A, of the Issuer issued in registered form pursuant to the Resolution.
"Bond Counsel" means Ahlers & Cooney, P.C., Des Moines, Iowa, or an attorney
at law or a firm of attorneys of nationally recognized standing in matters pertaining to the
tax-exempt status of interest on obligations issued by states and their political
1
subdivisions, duly admitted to the practice of law before the highest court of any State of
the United States of America.
"Bond Fund" means the Sinking Fund described in the Resolution.
"Bond Purchase Agreement" means the binding contract in writing for the sale of
the Bonds.
"Bond Year" as defined in Regulation 1.148-1(b), means a one-year period
beginning on the day after expiration of the preceding Bond Year. The first Bond Year
shall be the one-year or shorter period beginning on the Closing Date and ending on a
principal or interest payment date, unless Issuer selects another date.
"Bond Yield" means that discount rate which produces an amount equal to the
Issue Price of the Bonds and bonds described in Section 2.1(1) when used in computing
the present value of all payments of principal and interest to be paid on the Bonds and
bonds described in Section 2.1(1), using semiannual compounding on a 360-day year as
computed under Regulation 1.148-4.
"Certificate" means this Tax Exemption Certificate.
"Closing" means the delivery of the Bonds in exchange for the agreed upon
purchase price.
"Closing Date" means the date of Closing.
"Code" means the Internal Revenue Code of 1986, as amended, and any statutes
which replace or supplement the Internal Revenue Code of 1986.
"Computation Date" means each five-year period from the Closing Date through
the last day of the fifth and each succeeding fifth Bond Year.
"Excess Earnings" means the amount earned on all Nonpurpose Investments
minus the amount which would have been earned if such Nonpurpose Investments were
invested at a rate equal to the Bond Yield, plus any income attributable to such excess.
"Final Bond Retirement Date" means the date on which the Bonds are actually
paid in full.
"Governmental Obligations" means direct general obligations of, or obligations
the timely payment of the principal of and interest on which is unconditionally
guaranteed by the United States.
2
"Gross Proceeds" as defined in Regulation 1.148-1(b), means any Proceeds of the
Bonds and any replacement proceeds (as defined in Regulation 1.148-1(c)) of the Bonds.
"Gross Proceeds Funds" means the Project Fund, Proceeds held to pay cost of
issuance, and any other fund or account held for the benefit of the owners of the Bonds or
containing Gross Proceeds of the Bonds except the Bond Fund and the Rebate Fund.
"Issue Price" as defined in Regulation 1.148-1(b), means the initial offering price
of the Bonds to the public (not including bond houses, brokers or similar persons or
organizations acting in the capacity of underwriters or wholesalers) at which price a
substantial amount of the Bonds (not less than 10% of each maturity) were sold to the
public. For those maturities where less than 10% of such maturity has been sold at the
initial offering price, the price for that maturity is determined as of the date of the Bond
Purchase Agreement based upon the reasonably expected initial offering price to the
public. The Purchasers have certified the Issue Price to be not more than $9,360,057.40.
"Issuer" means the City of Iowa City, a municipal corporation in the County of
Johnson, State of Iowa.
"Minor Portion of the Bonds", as defined in Regulation 1.148-2(g), means the
lesser of five (5) percent of Proceeds or$100,000. The Minor Portion of the Bonds is
computed to be $100,000.
"Nonpurpose Investments" means any investment property which is acquired with
Gross Proceeds and is not acquired to carry out the governmental purpose of the Bonds,
and may include but is not limited to U.S. Treasury bonds, corporate bonds, or
certificates of deposit.
"Proceeds" as defined in Regulation 1.148-1(b), means Sale Proceeds, investment
proceeds and transferred proceeds of the Bonds.
"Project" means the construction, reconstruction, and repair of public ways,
sidewalks, overpasses, and pedestrian underpasses and overpasses; the opening,
widening, extending, grading and draining of the right-of-way of streets, highways,
avenues and public grounds and the removal and replacement of dead or diseased trees
thereon; the construction, reconstruction, and repairing of any street improvements,
bridges, culverts, and retaining walls; the acquisition, construction, improvement, and
installation of street lighting fixtures, connections, and facilities; the acquisition,
installation and repair of traffic control devices; the acquisition, construction,
reconstruction, extension, improvement, and equipping of works and facilities useful for
the collection and disposal of surface waters and streams; the reconstruction, extension
and improvement of the existing Municipal Airport; the improvement of real estate for
cemeteries and the construction, reconstruction and repair of cemetery facilities; the
3
•
rehabilitation, improvement and equipping of existing city parks, including facilities,
equipment and improvements commonly found in city parks; the equipping of the fire
department; and the acquisition, construction, reconstruction, and improvement of all
waterways useful for the protection or reclamation of property situated within the
corporate limits of the city from floods or high waters, and for the protection of property
in the city from the effects of flood waters, including the construction of levees,
embankments, structures, impounding reservoirs, or conduits, as well as the development
and beautification of the banks and other areas adjacent to flood control improvements;
construction, reconstruction, enlargement, improvement and equipping of City Hall,
police stations, and fire stations, including miscellaneous improvements to City Hall and
other departments; and construction, reconstruction, improvement and equipping of city
facilities, including the construction of an animal shelter, including sums already
expended that meet the requirements of Section 2.2A hereof, as more fully described in
the Resolution.
"Project Fund" shall mean the fund required to be established by the Resolution
for the deposit of the Proceeds of the Bonds.
"Purchasers" means Robert W. Baird & Co., Inc. of Milwaukee, Wisconsin,
constituting the initial purchasers of the Bonds from the Issuer.
"Rebate Amount" means the amount computed as described in this Certificate.
"Rebate Fund" means the fund to be created, if necessary, pursuant to this
Certificate.
"Rebate Payment Date" means a date chosen by the Issuer which is not more than
60 days following each Computation Date or the Final Bond Retirement Date.
"Regulations" means the Income Tax Regulations, amendments and successor
provisions promulgated by the Department of the Treasury under Sections 103, 148 and
149 of the Code, or other Sections of the Code relating to "arbitrage bonds", including
without limitation Regulations 1.148-1 through 1.148-11, 1.149(b)-1, 1.149-d(1), 1.150-1
and 1.150-2.
"Replacement Proceeds" include, but are not limited to, sinking funds, amounts
that are pledged as security for an issue, and amounts that are replaced because of a
sufficiently direct nexus to a governmental purpose of an issue.
"Resolution" means the resolution of the Issuer adopted on June 5, 2012,
authorizing the issuance of the Bonds.
4
"Sale Proceeds" as defined in Regulation 1.148-1(b), means any amounts actually
or constructively received from the sale of the Bonds, including amounts used to pay
underwriter's discount or compensation and accrued interest other than pre-issuance
accrued interest.
"Sinking Fund" means the Bond Fund.
"SLGS" means demand deposit Treasury securities of the State and Local
Government Series.
"Tax Exempt Obligations" means bonds or other obligations the interest on which
is excludable from the gross income of the owners thereof under Section 103 of the Code
and include certain regulated investment companies, stock in tax-exempt mutual funds
and demand deposit SLGS.
"Taxable Obligations" means all investment property, obligations or securities
other than Tax Exempt Obligations.
"Verification Certificate" means the certificate attached to this Certificate as
Exhibit A, setting forth the offering prices at which the Purchaser will reoffer and sell the
Bonds to the public.
ARTICLE II
SPECIFIC CERTIFICATIONS, REPRESENTATIONS
AND AGREEMENTS
The Issuer hereby certifies, represents and agrees as follows:
Section 2.1 Authority to Certify and Expectations
(a) The undersigned officer of the Issuer along with other officers of the Issuer, are
charged with the responsibility of issuing the Bonds.
(b) This Certificate is being executed and delivered in part for the purposes
specified in Section 1.148-2(b)(2) of the Regulations and is intended (among other
purposes) to establish reasonable expectations of the Issuer at this time.
(c) The Issuer has not been notified of any disqualification or proposed
disqualification of it by the Commissioner of the Internal Revenue Service as a bond
issuer which may certify bond issues under Section 1.148-2(b)(2) of the Regulations.
5
(d) The certifications, representations and agreements set forth in this Article II are
made on the basis of the facts, estimates and circumstances in existence on the date
hereof, including the following: (1) with respect to amounts expected to be received from
delivery of the Bonds, amounts actually received, (2)with respect to payments of
amounts into various funds or accounts, review of the authorizations or directions for
such payments made by the Issuer pursuant to the Resolution and this Certificate, (3)
with respect to the Issue Price, the certifications of the Purchasers as set forth in the
Verification Certificate, (4) with respect to expenditure of the Proceeds of the Bonds,
actual expenditures and reasonable expectations of the Issuer as to when the Proceeds
will be spent for purposes of the Project, (5) with respect to Bond Yield, review of the
Verification Certificate, and (6) with respect to the amount of governmental bonds to be
issued during the calendar year, the budgeting and present planning of Issuer. The Issuer
has no reason to believe such facts, estimates or circumstances are untrue or incomplete
in any material way.
(e) To the best of the knowledge and belief of the undersigned officer of the
Issuer, there are no facts, estimates or circumstances that would materially change the
representations, certifications or agreements set forth in this Certificate, and the
expectations herein set out are reasonable.
(f)No arrangement exists under which the payment of principal or interest on the
Bonds would be directly or indirectly guaranteed by the United States or any agency or
instrumentality thereof.
(g)After the expiration of any applicable temporary periods, and excluding
investments in a bona fide debt service fund or reserve fund, not more than five percent
(5%) of the Proceeds of the Bonds will be (a) used to make loans which are guaranteed
by the United States or any agency or instrumentality thereof, or (b) invested in federally
insured deposits or accounts.
(h) The Issuer will file with the Internal Revenue Service in a timely fashion Form
8038-G, Information Return for Tax-Exempt Governmental Obligations with respect to
the Bonds and such other reports required to comply with the Code and applicable
Regulations.
(i) The Issuer will take no action which would cause the Bonds to become "private
activity bonds" as defined in Section 141 (a) of the Code, including any use of the Project
by any person other than a governmental unit if such use will be by other than a member
of the general public. None of the Proceeds of the Bonds will be used directly or
indirectly to make or finance loans to any person other than a governmental unit.
(j) The Issuer will make no change in the nature or purpose of the Project except
as provided in Section 6.1 hereof.
6
(k) Except as provided in the Resolution, the Issuer will not establish any sinking
fund, bond fund, reserve fund, debt service fund or other fund reasonably expected to be
used to pay debt service on the Bonds (other than the Bond Fund and any Reserve Fund),
exercise its option to redeem Bonds prior to maturity or effect a refunding of the Bonds.
(1) Except for the Bonds described as $620,000 Taxable General Obligation
Bonds, Series 2012B, no bonds or other obligations of the Issuer (1) were sold in the 15
days preceding the date of sale of the Bonds, (2) were sold or will be sold within the 15
days after the date of sale of the Bonds, (3) have been delivered in the past 15 days or (4)
will be delivered in the next 15 days pursuant to a common plan of financing for the
issuance of the Bonds and payable out of substantially the same source of revenues.
(m)None of the Proceeds of the Bonds will be used directly or indirectly to
replace funds of the Issuer used directly or indirectly to acquire obligations having a yield
higher than the Bond Yield.
(n)No portion of the Bonds is issued for the purpose of investing such portion at a
higher yield than the Bond Yield.
(o) The Issuer does not expect that the Proceeds of the Bonds will be used in a
manner that would cause them to be "arbitrage bonds" as defined in Section 148(a) of the
Code. The Issuer does not expect that the Proceeds of the Bonds will be used in a manner
that would cause the interest on the Bonds to be includible in the gross income of the
owners of the Bonds under the Code. The Issuer will not intentionally use any portion of
the Proceeds to acquire higher yielding investments.
(p) The Issuer will not use the Proceeds of the Bonds to exploit the difference
between tax-exempt and taxable interest rates to obtain a material financial advantage.
(q) The Issuer has not issued more Bonds, issued the Bonds earlier, or allowed the
Bonds to remain outstanding longer than is reasonably necessary to accomplish the
governmental purposes of the Bonds and in fact, the Bonds will not remain outstanding
longer than 120% of the economic useful life of the assets financed with the Proceeds of
the Bonds.
(r) The Bonds will not be Hedge Bonds as described in Section 149(g)(3) of the
Code because the Issuer reasonably expects that it will meet the Expenditure test set forth
in Section 2.5(b) hereof and that 50% or more of the Proceeds will not be invested in
Nonpurpose Investments having a substantially guaranteed yield for four or more years.
Except for costs of issuance, all Sale Proceeds and investment earnings thereon
will be expended for costs of the type that would be chargeable to capital accounts under
7
the Code pursuant to federal income tax principles if the Issuer were treated as a
corporation subject to federal income taxation.
Section 2.2 Receipts and Expenditures of Sale Proceeds
Sale Proceeds and pre-issuance accrued interest received at Closing are expected
to be deposited and expended as follows:
(a) $ - 0 - representing pre-issuance accrued interest will be deposited
into the Bond Fund and will be used to pay a portion of the interest
accruing on the Bonds on the first interest payment date; and
(b) $ representing costs of issuing the Bonds will be
used within six months of the Closing Date to pay the costs of issuance of
the Bonds (with any excess remaining on deposit in the Project Fund); and
(c) $9,187,839.65 will be deposited into the Project Fund and will be
used together with earnings thereon to pay the costs of the Project and will
not exceed the amount necessary to accomplish the governmental purposes
of the Bonds; and
Section 2.2A Reimbursement Bonds
(a) Not later than 60 days after payment of Original Expenditures, the Issuer has
adopted an Official Intent and has declared its intention to make a Reimbursement
Allocation of Original Expenditures incurred in connection with Project Segment(s) from
proceeds of the Reimbursement Bonds.
(b) The Reimbursement Allocation will occur on or before the later of(i) eighteen
months after the Original Expenditures are paid or (ii) eighteen months after the first
Project Segment is placed in service, but in no event more than three years after the
Original Expenditures are paid.
(c) No other Reimbursement Allocation will be made except for Preliminary
Expenditures.
(d) The Reimbursement Allocation has not been undertaken to avoid, in whole or
in part, arbitrage yield restrictions or arbitrage rebate requirements and will not employ
an abusive arbitrage device under Regulation 1.148-10.
(e) Within one year of the Closing Date, the Reimbursement Allocation will not be
used in a manner that results in the creation of replacement proceeds, as defined in
Regulation 1.148-1.
8
(f) For purposes of Section 2.2A, the following terms shall have the meanings set
forth below:
(i) "Official Intent" means a declaration of intent described under Regulation
1.150-2 to reimburse Original Expenditures with the proceeds of the Bonds.
(ii) "Original Expenditure" means an expenditure for a governmental purpose that
is originally paid from a source other than the Reimbursement Bonds.
(iii) "Preliminary Expenditures", as defined in Regulation 1.150-2(f)(2), means
architectural, engineering, surveying, soil tests, Reimbursement Bond issuance
costs, and similar costs incurred prior to commencement of construction,
rehabilitation or acquisition of a Project Segment which do not exceed 20% of the
Issue Price of the portion of the Bonds that finances the Project Segment for which
they were incurred.
(iv) "Project Segment" means the costs, described in an Official Intent of the
Issuer, incurred prior to the Closing Date to acquire, construct, or improve land,
buildings or equipment excluding current operating expenses but including costs
of issuing the Reimbursement Bonds.
(v) "Reimbursement Allocation" means written evidence of the use of
Reimbursement Bond proceeds to reimburse a fund of the Issuer for Original
Expenditures paid or advanced prior to the Closing Date and incurred in
connection with a Project Segment.
(vi) "Reimbursement Bonds" means the portion of the Bonds which are allocated
to reimburse the Original Expenditures paid prior to the Closing Date and incurred
in connection with a Project Segment.
Section 2.3 Purpose of Bonds
The Issuer is issuing the Bonds to pay the costs of the construction, reconstruction,
and repair of public ways, sidewalks, overpasses, and pedestrian underpasses and
overpasses; the opening, widening, extending, grading and draining of the right-of-way of
streets, highways, avenues and public grounds and the removal and replacement of dead
or diseased trees thereon; the construction, reconstruction, and repairing of any street
improvements, bridges, culverts, and retaining walls; the acquisition, construction,
improvement, and installation of street lighting fixtures, connections, and facilities; the
acquisition, installation and repair of traffic control devices; the acquisition, construction,
reconstruction, extension, improvement, and equipping of works and facilities useful for
the collection and disposal of surface waters and streams; the reconstruction, extension
9
� e
and improvement of the existing Municipal Airport; the improvement of real estate for
cemeteries and the construction, reconstruction and repair of cemetery facilities; the
rehabilitation, improvement and equipping of existing city parks, including facilities,
equipment and improvements commonly found in city parks; the equipping of the fire
department; and the acquisition, construction, reconstruction, and improvement of all
waterways useful for the protection or reclamation of property situated within the
corporate limits of the city from floods or high waters, and for the protection of property
in the city from the effects of flood waters, including the construction of levees,
embankments, structures, impounding reservoirs, or conduits, as well as the development
and beautification of the banks and other areas adjacent to flood control improvements;
construction, reconstruction, enlargement, improvement and equipping of City Hall,
police stations, and fire stations, including miscellaneous improvements to City Hall and
other departments; and construction, reconstruction, improvement and equipping of city
facilities, including the construction of an animal shelter.
Section 2.4 Facts Supporting Tax-Exemption Classification
Governmental Bonds
Private Business Use/Private Security or Payment Tests
The Bonds are considered to be governmental bonds, not subject to the provisions
of the alternate minimum tax. The Proceeds will be used for the purposes
described in Section 2.3 hereof. These bonds are not private activity bonds
because no amount of Proceeds of the Bonds is to be used in a trade or business
carried on by a non-governmental unit. Rather, the Proceeds will be used to
finance the general government operations and facilities of the Issuer described in
Section 2.3 hereof. None of the payment of principal or interest on the Bonds will
be derived from, or secured by, money or property used in a trade or business of a
non-governmental unit. In addition, none of the governmental operations or
facilities of the Issuer being financed with the Proceeds of the Bonds are subject to
any lease, management contract or other similar arrangement or to any
arrangement for use other than as by the general public.
Private Loan Financing Test
No amount of Proceeds of the Bonds is to be used directly or indirectly to
make or finance loans to persons other than governmental units.
10
Section 2.5 Facts Supporting Temporary Periods for Proceeds
(a) Time Test. Not later than six months after the Closing Date, the Issuer will
incur a substantial binding obligation to a third party to expend at least 5% of the net Sale
Proceeds of the Bonds.
(b) Expenditure Test. Not less than 85% of the net Sale Proceeds will be expended
for Project costs, including the reimbursement of other funds expended to date, within a
three-year temporary period from the Closing Date.
(c) Due Diligence Test. Not later than six months after Closing, work on the
Project will have commenced and will proceed with due diligence to completion.
(d)Proceeds of the Bonds representing less than six months accrued interest on the
Bonds will be spent within six months of this date to pay interest on the Bonds, and will
be invested without restriction as to yield for a temporary period not in excess of six
months.
Section 2.6 Resolution Funds at Restricted or Unrestricted Yield
(a) Proceeds of the Bonds will be held and accounted for in the manner provided
in the Resolution. The Issuer has not and does not expect to create or establish any other
bond fund, reserve fund, or similar fund or account for the Bonds. The Issuer has not and
will not pledge any moneys or Taxable Obligations in order to pay debt service on the
Bonds or restrict the use of such moneys or Taxable Obligations so as to give reasonable
assurances of their availability for such purposes.
(b) Any monies which are invested beyond a temporary period are expected to
constitute less than a major portion of the Bonds or to be restricted for investment at a
yield not greater than one-eighth of one percent above the Bond Yield.
(c) The Issuer has established and will use the Bond Fund primarily to achieve a
proper matching of revenues and debt service within each Bond Year and the Issuer will
apply moneys deposited into the Bond Fund to pay the principal of and interest on the
Bonds. Such Fund will be depleted at least once each Bond Year except for a reasonable
carryover amount. The carryover amount will not exceed the greater of(1) one year's
earnings on the Bond Fund or(2) one-twelfth of Annual Debt Service. The Issuer will
spend moneys deposited from time to time into such fund within 13 months after the date
of deposit. Revenues, intended to be used to pay debt service on the Bonds, will be
deposited into the Bond Fund as set forth in the Resolution. The Issuer will spend interest
earned on moneys in such fund not more than 12 months after receipt. Accordingly, the
Issuer will treat the Bond Fund as a bona fide debt service fund as defined in Regulation
1.148-1(b).
11
r
Investment of amounts on deposit in the Bond Fund will not be subject to arbitrage
rebate requirements as the Bonds meet the safe harbor set forth in Regulation 1.148-3(k),
because the average annual debt service on the Bonds will not exceed $2,500,000.
(d) The Minor Portion of the Bonds will be invested without regard to yield.
Section 2.7 Pertaining to Yields
(a) The purchase price of all Taxable Obligations to which restrictions apply under
this Certificate as to investment yield or rebate of Excess Earnings, if any, has been and
shall be calculated using(i) the price taking into account discount, premium and accrued
interest, as applicable, actually paid or (ii) the fair market value if less than the price
actually paid and if such Taxable Obligations were not purchased directly from the
United States Treasury. The Issuer will acquire all such Taxable Obligations directly
from the United States Treasury or in an arm's length transaction without regard to any
amounts paid to reduce the yield on such Taxable Obligations. The Issuer will not pay or
permit the payment of any amounts (other than to the United States) to reduce the yield
on any Taxable Obligations. Obligations pledged to the payment of debt service on the
Bonds, or deposited into any reserve fund after they have been acquired by the Issuer will
be treated as though they were acquired for their fair market value on the date of such
pledge or deposit. Obligations on deposit in any reserve fund on the Closing Date shall be
treated as if acquired for their fair market value on the Closing Date.
(b) Qualified guarantees have not been used in computing yield.
(c) The Bond Yield has been computed as not less than 1.3504 percent. This Bond
Yield has been computed on the basis of a purchase price for the Bonds equal to the Issue
Price.
ARTICLE III
REBATE
Section 3.1 Records
Sale Proceeds of the Bonds will be held and accounted for in the manner provided
in the Resolution. The Issuer will maintain adequate records for funds created by the
Resolution and this Certificate including all deposits, withdrawals, transfers from,
transfers to, investments, reinvestments, sales, purchases, redemptions, liquidations and
use of money or obligations until six years after the Final Bond Retirement Date.
12
Section 3.2 Rebate Fund
(a) In the Resolution, the Issuer has covenanted to pay to the United States the
Rebate Amount, an amount equal to the Excess Earnings on the Gross Proceeds Funds, if
any, at the times and in the manner required or permitted and subject to stated special
rules and allowable exceptions.
(b) The Issuer may establish a fund pursuant to the Resolution and this Certificate
which is herein referred to as the Rebate Fund. The Issuer will invest and expend
amounts on deposit in the Rebate Fund in accordance with this Certificate.
(c) Moneys in the Rebate Fund shall be held by the Issuer or its designee and,
subject to Sections 3.4, 3.5 and 6.1 hereof, shall be held for future payment to the United
States as contemplated under the provisions of this Certificate and shall not constitute
part of the trust estate held for the benefit of the owners of the Bonds or the Issuer.
(d) The Issuer will pay to the United States from legally available money of the
Issuer(whether or not such available money is on deposit in any fund or account related
to the Bonds) any amount which is required to be paid to the United States.
Section 3.3 Exceptions to Rebate
The Issuer reasonably expects that the Bonds are eligible for one or more
exceptions from the arbitrage rebate rules set forth in the Regulations. If any Proceeds are
ineligible, or become ineligible, for an exception to the arbitrage rebate rules, the Issuer
will comply with the provisions of this Article III. A description of the applicable rebate
exceptions is as follows:
• Eighteen-Month Exception
The Gross Proceeds of the Bonds are expected to be expended for the
governmental purposes for which the Bonds were issued in accordance with the
following schedule:
1) 15 percent spent within six months of the Closing Date;
2) 60 percent spent within one year of the Closing Date;
3) 100 percent spent within eighteen months of the Closing Date
(subject to 5 percent retainage for not more than one year).
In any event, the Issuer expects that the 5% reasonable retainage will be spent within 30
months of the Closing Date. For purposes of determining compliance with the six-month
and twelve-month spending periods, the amount of investment earnings included shall be
based on the Issuer's reasonable expectations that the average annual interest rate on
13
investments will be not more than 2.0%. For purposes of determining compliance with
the eighteen-month spending period, the amount of investment earnings included shall be
based on actual earnings. If the Issuer fails to meet the foregoing expenditure schedule,
the Issuer shall comply with the arbitrage rebate requirements of the Code.
• Election to Treat as Construction Bonds.
The Issuer reasonably expects that more than 75 percent of the "available
construction proceeds" ("ACP") of the Bonds, as defined in Section 148(f)(4)(C)(vi) of
the Code, will be used for construction expenditures. ACP includes the issue price of the
issue plus the earnings on such issue [minus the amount on deposit in the Reserve Fund].
Not less than the following percentages of the ACP will be spent within the following
periods:
1) 10 percent spent within six months of the Closing Date;
2) 45 percent spent within one year of the Closing Date;
3) 75 percent spent within eighteen months of the Closing Date;
4) 100 percent spent within two years of the Closing Date (subject to 5
percent retainage for not more than one year).
In any event, the Issuer expects that the 5% reasonable retainage will be spent within a
three-year period beginning on the Closing Date. A failure to spend an amount that does
not exceed the lesser of(i) 3% of the issue price or(ii) $250,000, is disregarded if the
Issuer exercises due diligence to complete the Project.
• Election with respect to future earnings
Pursuant to Section 1.148-7(h)(i)(3) of the Regulations, the Issuer shall calculate
the amount of future earnings to be used in determining compliance with the first three
spending periods based on its reasonable expectations that the average annual interest rate
on investments of the ACP will be not more than 2.0%. Compliance with the final
spending period shall be calculated using actual earnings.
If the Issuer fails to meet the foregoing expenditure schedule, the Issuer shall
comply with the arbitrage rebate requirements of the Code.
Section 3.4 Calculation of Rebate Amount
(a) As soon after each Computation Date as practicable, the Issuer shall, if
necessary, calculate and determine the Excess Earnings on the Gross Proceeds Funds (the
"Rebate Amount"). All calculations and determinations with respect to the Rebate
Amount will be made on the basis of actual facts as of the Computation Date and
reasonable expectations as to future events.
14
(b) If the Rebate Amount exceeds the amount currently on deposit in the Rebate
Fund, the Issuer may deposit an amount in the Rebate Fund such that the balance in the
Rebate Fund after such deposit equals the Rebate Amount. If the amount in the Rebate
Fund exceeds the Rebate Amount, the Issuer may withdraw such excess amount provided
that such withdrawal can be made from amounts originally transferred to the Rebate Fund
and not from earnings thereon, which may not be transferred, and only if such withdrawal
may be made without liquidating investments at a loss.
Section 3.5 Rebate Requirements and the Bond Fund
It is expected that the Bond Fund described in the Resolution and Section 2.6(c) of
this Certificate will be treated as a bona fide debt service fund as defined in Regulation
1.148-1(b). As such, any amount earned during a Bond Year on the Bond Fund and
amounts earned on such amounts, if allocated to the Bond Fund, will not be taken into
account in calculating the Rebate Amount if the annual gross earnings on the Bond Fund
for such Bond Year are less than $100,000 or if average annual debt service will not
exceed $2,500,000. However, should annual gross earnings exceed $100,000 or should
the Bond Fund cease to be treated as a bona fide debt service fund, the Bond Fund will
become subject to the rebate requirements set forth in Section 3.4 hereof.
Section 3.6 Investment of the Rebate Fund
(a) Immediately upon a transfer to the Rebate Fund, the Issuer may invest all
amounts in the Rebate Fund not already invested and held in the Rebate Fund, to the
extent possible, in (1) SLGS, such investments to be made at a yield of not more than
one-eighth of one percent above the Bond Yield, (2) Tax Exempt Obligations, (3) direct
obligations of the United States or (4) certificates of deposit of any bank or savings and
loan association. All investments in the Rebate Fund shall be made to mature not later
than the next Rebate Payment Date.
(b) If the Issuer invests in SLGS, the Issuer shall file timely subscription forms for
such securities (if required). To the extent possible, amounts received from maturing
SLGS shall be reinvested immediately in zero yield SLGS maturing on or before the next
Rebate Payment Date.
Section 3.7 Payment to the United States
(a) On each Rebate Payment Date, the Issuer will pay to the United States at least
ninety percent(90%) of the Rebate Amount less a computation credit of$1,000 per Bond
Year for which the payment is made.
15
(b) The Issuer will pay to the United States not later than sixty (60) days after the
Final Bond Retirement Date all the rebatable arbitrage as of such date and any income
attributable to such rebatable arbitrage as described in Regulation 1.148-3(0(2).
(c) If necessary, on each Rebate Payment Date, the Issuer will mail a check to the
Internal Revenue Service Center, Ogden, UT 84201. Each payment shall be accompanied
by a copy of Form 8038-T, Arbitrage Rebate, filed with respect to the Bonds or other
information reporting form as is required to comply with the Code and applicable
Regulations.
Section 3.8 Records
(a) The Issuer will keep and retain adequate records with respect to the Bonds, the
Gross Proceeds Funds, the Bond Fund, and the Rebate Fund until six years after the Final
Bond Retirement Date. Such records shall include descriptions of all calculations of
amounts transferred to the Rebate Fund, if any, and descriptions of all calculations of
amounts paid to the United States as required by this Certificate. Such records will also
show all amounts earned on moneys invested in such funds, and the actual dates and
amounts of all principal, interest and redemption premiums (if any)paid on the Bonds.
(b) Records relating to the investments in such Funds shall completely describe all
transfers, deposits, disbursements and earnings including:
(i) a complete list of all investments and reinvestments of amounts in each such
Fund including, if applicable, purchase price, purchase date, type of security,
accrued interest paid, interest rate, dated date, principal amount, date of maturity,
interest payment dates, date of liquidation, receipt upon liquidation, market value
of such investment on the Final Bond Retirement Date if held by the Issuer on the
Final Bond Retirement Date, and market value of the investment on the date
pledged to the payment of the Bonds or the Closing Date if different from the
purchase date.
(ii) the amount and source of each payment to, and the amount, purpose and payee
of each payment from, each such Fund.
Section 3.9 Additional Payments
The Issuer hereby agrees to pay to the United States from legally available money
of the Issuer(whether or not such available money is on deposit in any fund or account
related to the Bonds) any amount which is required to be paid to the United States, but
which is not available in a fund related to the Bonds for transfer to the Rebate Fund or
payment to the United States.
16
ARTICLE IV
INVESTMENT RESTRICTIONS
Section 4.1 Avoidance of Prohibited Payments
The Issuer will not enter into any transaction that reduces the amount required to
be deposited into the Rebate Fund or paid to the United States because such transaction
results in a smaller profit or a larger loss than would have resulted if the transaction had
been at arm's length and had the Bond Yield not been relevant to either party. The Issuer
will not invest or direct the investment of any funds in a manner which reduces an
amount required to be paid to the United States because such transaction results in a
small profit or larger loss than would have resulted if the transaction had been at arm's
length and had the Bond Yield not been relevant to the Issuer. In particular,
notwithstanding anything to the contrary contained herein or in the Resolution, the Issuer
will not invest or direct the investment of any funds in a manner which would violate any
provision of this Article IV.
Section 4.2 Market Price Requirement
(a) The Issuer will not purchase or direct the purchase of Taxable Obligations for
more than the then available market price for such Taxable Obligations. The Issuer will
not sell, liquidate or direct the sale or liquidation of Taxable Obligations for less than the
then available market price.
(b) For purposes of this Certificate, United States Treasury obligations purchased
directly from the United States Treasury will be deemed to be purchased at the market
price.
Section 4.3 Investment in Certificates of Deposit
(a) Notwithstanding anything to the contrary contained herein or in the
Resolution, the Issuer will invest or direct the investment of funds on deposit in the
Reserve Fund, any other Gross Proceeds Fund, the Bond Fund, and the Rebate Fund, in a
certificate of deposit of a bank or savings bank which is permitted by law and by the
Resolution only if the purchase price of such a certificate of deposit is treated as its fair
market value on the purchase date and if the yield on the certificate of deposit is not less
than (1)the yield on reasonably comparable direct obligations of the United States; and
(2) the highest yield that is published or posted by the provider to be currently available
from the provider on reasonably comparable certificates of deposit offered to the public.
17
(b) The certificate of deposit described in paragraph 4.3(a) above must be
executed by a dealer who maintains an active secondary market in comparable
certificates of deposit and must be based on actual trades adjusted to reflect the size and
term of that certificate of deposit and the stability and reputation of the bank or savings
bank issuing the certificate of deposit.
Section 4.4 Investment Pursuant to Investment Contracts and Agreements
The Issuer will invest or direct the investment of funds on deposit in the Gross
Proceeds Funds, the Bond Fund, and the Rebate Fund pursuant to an investment contract
(including a repurchase agreement) only if all of the following requirements are satisfied:
(a) The Issuer makes a bona fide solicitation for the purchase of the investment.
A bona fide solicitation is a solicitation that satisfies all of the following requirements:
(1) The bid specifications are in writing and are timely forwarded to
potential providers.
(2) The bid specifications include all material terms of the bid. A term is
material if it may directly or indirectly affect the yield or the cost of the
investment.
(3) The bid specifications include a statement notifying potential providers
that submission of a bid is a representation that the potential provider did not
consult with any other potential provider about its bid, that the bid was
determined without regard to any other formal or informal agreement that
the potential provider has with the issuer or any other person (whether or not
in connection with the Bonds), and that the bid is not being submitted solely
as a courtesy to the issuer or any other person for purposes of satisfying the
requirements of paragraph (d)(6)(iii)(B)(1) or (2) of section 1.148-5 of the
Regulations.
(4) The terms of the bid specifications are commercially reasonable. A term
is commercially reasonable if there is a legitimate business purpose for the
term other than to increase the purchase price or reduce the yield of the
investment.
(5)For purchases of guaranteed investment contracts only, the terms of the
solicitation take into account the Issuer's reasonably expected deposit and
drawdown schedule for the amounts to be invested.
18
(6) All potential providers have an equal opportunity to bid and no potential
provider is given the opportunity to review other bids (i.e., a last look)
before providing a bid.
(7) At least three reasonably competitive providers are solicited for bids. A
reasonably competitive provider is a provider that has an established
industry reputation as a competitive provider of the type of investments
being purchased.
(b) The bids received by the Issuer meet all of the following requirements:
(1) The Issuer receives at least three bids from providers that the Issuer
solicited under a bona fide solicitation meeting the requirements of
paragraph (d)(6)(iii)(A) of section 1.148-5 of the Regulations and that do not
have a material financial interest in the issue. A lead underwriter in a
negotiated underwriting transaction is deemed to have a material financial
interest in the issue until 15 days after the issue date of the issue. In addition,
any entity acting as a financial advisor with respect to the purchase of the
investment at the time the bid specifications are forwarded to potential
providers has a material financial interest in the issue. A provider that is a
related party to a provider that has a material financial interest in the issue is
deemed to have a material financial interest in the issue.
(2)At least one of the three bids described in paragraph (d)(6)(iii)(B)(1) of
section 1.148-5 of the Regulations is from a reasonably competitive
provider, within the meaning of paragraph (d)(6)(iii)(A)(7) of section 1.148-
5 of the Regulations.
(3) If the Issuer uses an agent to conduct the bidding process, the agent did
not bid to provide the investment.
(c) The winning bid meets the following requirements:
(1) Guaranteed investment contracts. If the investment is a guaranteed
investment contract, the winning bid is the highest yielding bona fide bid
(determined net of any broker's fees).
(2) Other investments. If the investment is not a guaranteed investment
contract, the winning bid is the lowest cost bona fide bid(including any
broker's fees).
19
r K,
(d) The provider of the investments or the obligor on the guaranteed investment
contract certifies the administrative costs that it pays (or expects to pay, if any) to third
parties in connection with supplying the investment.
(e) The Issuer will retain the following records with the bond documents until
three years after the last outstanding bond is redeemed:
(1) For purchases of guaranteed investment contracts, a copy of the contract,
and for purchases of investments other than guaranteed investment
contracts, the purchase agreement or confirmation.
(2) The receipt or other record of the amount actually paid by the Issuer for
the investments, including a record of any administrative costs paid by the
Issuer, and the certification under paragraph (d)(6)(iii)(D) of section 1.148-5
of the Regulations.
(3) For each bid that is submitted, the name of the person and entity
submitting the bid, the time and date of the bid, and the bid results.
(4)The bid solicitation form and, if the terms of the purchase agreement or
the guaranteed investment contract deviated from the bid solicitation form or
a submitted bid is modified, a brief statement explaining the deviation and
stating the purpose for the deviation.
(5) For purchases of investments other than guaranteed investment contracts,
the cost of the most efficient portfolio of State and Local Government Series
Securities, determined at the time that the bids were required to be submitted
pursuant to the terms of the bid specifications.
Section 4.5 Records
The Issuer will maintain records of all purchases, sales, liquidations, investments,
reinvestments, redemptions, disbursements, deposits, and transfers of amounts on deposit.
Section 4.6 Investments to be Legal
All investments required to be made pursuant to this Certificate shall be made to
the extent permitted by law. In the event that any such investment is determined to be
ultra vires, it shall be liquidated and the proceeds thereof shall be invested in a legal
investment, provided that prior to reinvesting such proceeds, the Issuer shall obtain an
opinion of Bond Counsel to the effect that such reinvestment will not cause the Bonds to
become arbitrage bonds under Sections 103, 148, 149, or any other applicable provision
of the Code.
20
ARTICLE V
GENERAL COVENANTS
The Issuer hereby covenants to perform all acts within its power necessary to
ensure that the reasonable expectations set forth in Article II hereof will be realized. The
Issuer reasonably expects to comply with all covenants contained in this Certificate.
ARTICLE VI
AMENDMENTS AND ADDITIONAL AGREEMENTS
Section 6.1 Opinion of Bond Counsel; Amendments
The various provisions of this Certificate need not be observed and this Certificate
may be amended or supplemented at any time by the Issuer if the Issuer receives an
opinion or opinions of Bond Counsel that the failure to comply with such provisions will
not cause any of the Bonds to become "arbitrage bonds" under the Code and that the
terms of such amendment or supplement will not cause any of the Bonds to become
"arbitrage bonds" under the Code, or otherwise cause interest on any of the Bonds to
become includable in gross income for federal income tax purposes.
Section 6.2 Additional Covenants, Agreements
The Issuer hereby covenants to make, execute and enter into (and to take such
actions, if any, as may be necessary to enable it to do so) such agreements as may be
necessary to comply with any changes in law or regulations in order to preserve the tax-
exempt status of the Bonds to the extent that it may lawfully do so. The Issuer further
covenants (1) to impose such limitations on the investment or use of moneys or
investments related to the Bonds, (2)to make such payments to the United States
Treasury, (3)to maintain such records, (4) to perform such calculations, and (5) to
perform such other lawful acts as may be necessary to preserve the tax-exempt status of
the Bonds.
Section 6.3 Internal Revenue Service Audits
The Internal Revenue Service has not audited the Issuer regarding any obligations
issued by or on behalf of the Issuer. To the best knowledge of the Issuer, no such
obligations of the Issuer are currently under examination by the Internal Revenue
Service.
21
Section 6.4 Amendments
Except as otherwise provided in Section 6.1 hereof, all the rights, powers, duties
and obligations of the Issuer shall be irrevocable and binding upon the Issuer and shall
not be subject to amendment or modification by the Issuer.
22
r F-
IN WITNESS WHEREOF, the Issuer has caused this Certificate to be executed by
its duly authorized officer, all as of the day first above written.
•
.6:>j
(SEAL) Fin:nce Director, City of Iowa City, I era
23
EXHIBIT "A"
VERIFICATION CERTIFICATE OF THE PURCHASER
The undersigned, , an officer of Robert W.
Baird & Co., Inc. (the "Purchaser"), hereby certifies as follows:
1. The Purchaser and the City of Iowa City (the "Issuer"), have entered into an
Agreement dated May 15, 2012 (the "Bond Purchase Agreement"), providing for the
purchase of$9,070,000 General Obligation Bonds, Series 2012A, of the City dated
June 20, 2012 (the "Bonds").
2. The Agreement is in full force and effect and has not been repealed, rescinded
or amended.
3. The initial public offering price as set forth below does not exceed the fair
market value of the Bonds on the date of the Bond Purchase Agreement.
4. The Purchaser hereby confirms, as set forth below: (a) the initial public offering
price of each maturity of the Bonds (not including sales to bondhouses and brokers or
similar persons or organizations acting in the capacity of underwriters or wholesalers) at
which price a substantial amount of the Bonds (not less than 10% of each maturity) were
sold to the public; or(b) for those maturities where less than 10% of such maturity has
been sold at the initial public offering price, the price for that maturity is determined as of
the date of the Bond Purchase Agreement based upon the reasonably expected initial
offering price to the public:
•
Aggregate
Dollar
Price Reoffering
(% of par) Price
(do not (do not
Principal Principal include include
Amount Amount Reoffering accrued accrued
Year Issued Sold Yield interest) interest)
2013 $ 765,000
2014 $ 865,000
2015 $ 875,000
2016 $ 885,000
2017 $ 900,000
2018 $ 915,000
2019 $ 930,000
2020 $ 955,000
2021 $ 975,000
2022 $1,005,000
Total: $9,070,000
In addition, accrued interest in the total amount of$ - 0 - will be paid by the
investors purchasing the Bonds. The aggregate initial offering price to the public not
including accrued interest is $
IN WITNESS WHEREOF, the Purchaser has caused this Verification Certificate
to be executed by its duly authorized officer this day of
2012.
ROBERT W. BAIRD & CO., INC.
By:
Title:
y■
CONTINUING DISCLOSURE CERTIFICATE
This Continuing Disclosure Certificate (the "Disclosure Certificate") is executed
and delivered by the City of Iowa City, State of Iowa (the "Issuer"), in connection with
the issuance of$9,070,000 General Obligation Bonds, Series 2012A and $620,000
Taxable General Obligation Bonds, Series 2012B (the "Bonds") dated June 20, 2012. The
Bonds are being issued pursuant to a Resolution of the Issuer approved on June 5, 2012
(the "Resolution"). The Issuer covenants and agrees as follows:
SECTION 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is
being executed and delivered by the Issuer for the benefit of the Holders and Beneficial
Owners of the Notes and in order to assist the Participating Underwriters in complying
with S.E.C. Rule 15c2-12(b)(5).
SECTION 2. Definitions. In addition to the definitions set forth in the Resolution,
which apply to any capitalized term used in this Disclosure Certificate unless otherwise
defined in this Section, the following capitalized terms shall have the following
meanings:
"Annual Report" shall mean any Annual Report provided by the Issuer pursuant
to, and as described in, Sections 3 and 4 of this Disclosure Certificate.
"Beneficial Owner" shall mean any person which (a) has the power, directly or
indirectly, to vote or consent with respect to, or to dispose of ownership of, any Notes
(including persons holding Notes through nominees, depositories or other
intermediaries), or (b) is treated as the owner of any Notes for federal income tax
purposes.
"Business Day" shall mean a day other than a Saturday or a Sunday or a day on
which banks in Iowa are authorized or required by law to close.
"Dissemination Agent" shall mean the Issuer or any Dissemination Agent
designated in writing by the Issuer and which has filed with the Issuer a written
acceptance of such designation.
"Holders" shall mean the registered holders of the Notes, as recorded in the
registration books of the Registrar.
"Listed Events" shall mean any of the events listed in Section 5(a) of this
Disclosure Certificate.
"Municipal Securities Rulemaking Board" or "MSRB" shall mean the Municipal
Securities Rulemaking Board, 1900 Duke Street, Suite 600, Alexandria, VA 22314.
"National Repository" shall mean the MSRB's Electronic Municipal Market
Access website, a/k/a "EMMA" (emma.msrb.org).
"Participating Underwriter" shall mean any of the original underwriters of the
Notes required to comply with the Rule in connection with offering of the Notes.
"Rule" shall mean Rule 15c2-12(b)(5) adopted by the Securities and Exchange
Commission under the Securities Exchange Act of 1934, as the same may be amended
from time to time.
"State" shall mean the State of Iowa.
SECTION 3. Provision of Annual Reports.
(a) The Issuer shall, or shall cause the Dissemination Agent to, not later than
two hundred ten (210) days after the end of the Issuer's fiscal year
(presently June 30th), commencing with the report for the 2011/2012 fiscal
year, provide to the National Repository an Annual Report which is
consistent with the requirements of Section 4 of this Disclosure Certificate.
The Annual Report must be submitted in such format as is required by the
MSRB (currently in "searchable PDF" format). The Annual Report may be
submitted as a single document or as separate documents comprising a
package. The Annual Report may cross-reference other information as
provided in Section 4 of this Disclosure Certificate; provided that the
audited financial statements of the Issuer may be submitted separately from
the balance of the Annual Report and later than the date required above for
the filing of the Annual Report if they are not available by that date. If the
Issuer's fiscal year changes, it shall give notice of such change in the same
manner as for a Listed Event under Section 5(c).
(b) If the Issuer is unable to provide to the National Repository an Annual
Report by the date required in subsection (a), the Issuer shall send a notice
to the Municipal Securities Rulemaking Board, if any, in substantially the
form attached as Exhibits A and A-1.
(c) The Dissemination Agent shall:
(i) each year file the Annual Report with the National Repository; and
(ii) (if the Dissemination Agent is other than the Issuer), file a report
with the Issuer certifying that the Annual Report has been filed
pursuant to this Disclosure Certificate, stating the date it was filed.
2
SECTION 4. Content of Annual Reports. The Issuer's Annual Report shall contain
or incorporate by reference the following:
(a) The last available audited financial statements of the Issuer for the prior
fiscal year, prepared in accordance with generally accepted accounting
principles promulgated by the Financial Accounting Standards Board as
modified in accordance with the governmental accounting standards
promulgated by the Governmental Accounting Standards Board or as
otherwise provided under State law, as in effect from time to time, or, if
and to the extent such financial statements have not been prepared in
accordance with generally accepted accounting principles, noting the
discrepancies therefrom and the effect thereof. If the Issuer's audited
financial statements for the preceding years are not available by the time
the Annual Report is required to be filed pursuant to Section 3(a), the
Annual Report shall contain unaudited financial statements in a format
similar to the financial statements contained in the final Official Statement,
and the audited financial statements shall be filed in the same manner as the
Annual Report when they become available.
(b) Information of the type contained in the final Official Statement under the
headings "City Property Values" and "City Indebtedness".
Any or all of the items listed above may be included by specific reference to other
documents, including official statements of debt issues of the Issuer or related public
entities, which have been filed with the National Repository. The Issuer shall clearly
identify each such other document so included by reference.
SECTION 5. Reporting of Significant Events.
(a) Pursuant to the provisions of this Section 5, the Issuer shall give, or cause
to be given, notice of the occurrence of any of the following events with
respect to the Notes in a timely manner not later than ten (10) Business
Days after the day of the occurrence of the event:
(1) Principal and interest payment delinquencies;
(2) Non-payment related defaults, if material;
(3) Unscheduled draws on debt service reserves reflecting financial
difficulties;
3
(4) Unscheduled draws on credit enhancements relating to the Notes
reflecting financial difficulties;
(5) Substitution of credit or liquidity providers, or their failure to
perform;
(6) Adverse tax opinions, the issuance by the Internal Revenue Service
of proposed or final determinations of taxability, Notices of
Proposed Issue (IRS Form 5701-TEB) or other material notices or
determinations with respect to the tax-exempt status of the Series
Notes, or material events affecting the tax-exempt status of the
Notes;
(7) Modifications to rights of Holders of the Notes, if material;
(8) Note calls (excluding sinking fund mandatory redemptions), if
material, and tender offers;
(9) Defeasances of the Notes;
(10) Release, substitution, or sale of property securing repayment of the
Notes, if material;
(11) Rating changes on the Notes;
(12) Bankruptcy, insolvency, receivership or similar event of the Issuer;
(13) The consummation of a merger, consolidation, or acquisition
involving the Issuer or the sale of all or substantially all of the assets
of the Issuer, other than in the ordinary course of business, the entry
into a definitive agreement to undertake such an action or the
termination of a definitive agreement relating to any such actions,
other than pursuant to its terms, if material; and
(14) Appointment of a successor or additional trustee or the change of
name of a trustee, if material.
(b) Whenever the Issuer obtains the knowledge of the occurrence of a Listed
Event, the Issuer shall determine if the occurrence is subject to notice only
if material, and if so shall as soon as possible determine if such event would
be material under applicable federal securities laws.
4
(c) If the Issuer determines that knowledge of the occurrence of a Listed Event
is not subject to materiality, or determines such occurrence is subject to
materiality and would be material under applicable federal securities laws,
the Issuer shall promptly, but not later than ten (10) Business Days after the
occurrence of the event, file a notice of such occurrence with the Municipal
Securities Rulemaking Board through the filing with the National
Repository.
SECTION 6. Termination of Reporting Obligation. The Issuer's obligations under
this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or
payment in full of all of the Notes or upon the Issuer's receipt of an opinion of nationally
recognized bond counsel to the effect that, because of legislative action or final judicial
action or administrative actions or proceedings, the failure of the Issuer to comply with
the terms hereof will not cause Participating Underwriters to be in violation of the Rule
or other applicable requirements of the Securities Exchange Act of 1934, as amended. If
such termination occurs prior to the final maturity of the Notes, the Issuer shall give
notice of such termination in the same manner as for a Listed Event under Section 5(c).
SECTION 7. Dissemination Agent. The Issuer may, from time to time, appoint or
engage a Dissemination Agent to assist it in carrying out its obligations under this
Disclosure Certificate, and may discharge any such Agent, with or without appointing a
successor Dissemination Agent. The Dissemination Agent shall not be responsible in any
manner for the content of any notice or report prepared by the Issuer pursuant to this
Disclosure Certificate. The initial Dissemination Agent shall be the Issuer.
SECTION 8. Amendment; Waiver. Notwithstanding any other provision of this
Disclosure Certificate, the Issuer may amend this Disclosure Certificate, and any
provision of this Disclosure Certificate may be waived, provided that the following
conditions are satisfied:
(a) If the amendment or waiver relates to the provisions of Section 3(a), 4, or
5(a), it may only be made in connection with a change in circumstances that
arises from a change in legal requirements, change in law, or change in the
identity, nature or status of an obligated person with respect to the Notes, or
the type of business conducted;
(b) The undertaking, as amended or taking into account such waiver, would, in
the opinion of nationally recognized bond counsel, have complied with the
requirements of the Rule at the time of the original issuance of the Notes,
after taking into account any amendments or interpretations of the Rule, as
well as any change in circumstances; and
5
(c) The amendment or waiver either (i) is approved by the Holders of the Notes
in the same manner as provided in the Resolution for amendments to the
Resolution with the consent of Holders, or (ii) does not, in the opinion of
nationally recognized bond counsel, materially impair the interests of the
Holders or Beneficial Owners of the Notes.
In the event of any amendment or waiver of a provision of this Disclosure Certificate, the
Issuer shall describe such amendment in the next Annual Report, and shall include, as
applicable, a narrative explanation of the reason for the amendment or waiver and its
impact on the type (or in the case of a change of accounting principles, on the
presentation) of financial information or operating data being presented by the Issuer. In
addition, if the amendment relates to the accounting principles to be followed in
preparing financial statements, (i) notice of such change shall be given in the same
manner as for a Listed Event under Section 5(c), and (ii) the Annual Report for the year
in which the change is made will present a comparison or other discussion in narrative
form (and also, if feasible, in quantitative form) describing or illustrating the material
differences between the financial statements as prepared on the basis of the new
accounting principles and those prepared on the basis of the former accounting principles.
SECTION 9. Additional Information. Nothing in this Disclosure Certificate shall
be deemed to prevent the Issuer from disseminating any other information, using the
means of dissemination set forth in this Disclosure Certificate or any other means of
communication, or including any other information in any Annual Report or notice of
occurrence of a Listed Event, in addition to that which is required by this Disclosure
Certificate. If the Issuer chooses to include any information in any Annual Report or
notice of occurrence of a Listed Event in addition to that which is specifically required by
this Disclosure Certificate, the Issuer shall have no obligation under this Certificate to
update such information or include it in any future Annual Report or notice of occurrence
of a Listed Event.
SECTION 10. Default. In the event of a failure of the Issuer to comply with any
provision of this Disclosure Certificate, any Holder or Beneficial Owner of the Notes
may take such actions as may be necessary and appropriate, including seeking mandate or
specific performance by court order, to cause the Issuer to comply with its obligations
under this Disclosure Certificate. Direct, indirect, consequential and punitive damages
shall not be recoverable by any person for any default hereunder and are hereby waived
to the extent permitted by law. A default under this Disclosure Certificate shall not be
deemed an event of default under the Resolution, and the sole remedy under this
Disclosure Certificate in the event of any failure of the Issuer to comply with this
Disclosure Certificate shall be an action to compel performance.
6
SECTION 11. Duties, Immunities and Liabilities of Dissemination Agent. The
Dissemination Agent shall have only such duties as are specifically set forth in this
Disclosure Certificate, and the Issuer agrees to indemnify and save the Dissemination
Agent, its officers, directors, employees and agents, harmless against any loss, expense
and liabilities which it may incur arising out of or in the exercise or performance of its
powers and duties hereunder, including the costs and expenses (including attorneys' fees)
of defending against any claim of liability, but excluding liabilities due to the
Dissemination Agent's negligence or willful misconduct. The obligations of the Issuer
under this Section shall survive resignation or removal of the Dissemination Agent and
payment of the Notes.
SECTION 12. Beneficiaries. This Disclosure Certificate shall inure solely to the
benefit of the Issuer, the Dissemination Agent, the Participating Underwriters and
Holders and Beneficial Owners from time to time of the Notes, and shall create no rights
in any other person or entity.
Date: day of , 2012.
CITY OF IOWA CITY, STATE OF IOWA
By: AllytAjc
Mayor
ATTEST:
By: &/ AA • -A /i.
i lerk
7
EXHIBIT A
NOTICE TO NATIONAL REPOSITORY OF FAILURE TO FILE ANNUAL REPORT
Name of Issuer: City of Iowa City, Iowa.
Name of Note Issue: $9,070,000 General Obligation Bonds,
Series 2012A
Dated Date of Issue: June 20, 2012
NOTICE IS HEREBY GIVEN that the Issuer has not provided an Annual Report
with respect to the above-named Notes as required by Section 3 of the Continuing
Disclosure Certificate delivered by the Issuer in connection with the Notes. The Issuer
anticipates that the Annual Report will be filed by
Dated: day of ,
CITY OF IOWA CITY, STATE OF IOWA
By:
Its:
EXHIBIT A-1
NOTICE TO NATIONAL REPOSITORY OF FAILURE TO FILE ANNUAL REPORT
Name of Issuer: City of Iowa City, Iowa.
Name of Note Issue: $620,000 Taxable General Obligation Bonds,
Series 2012B
Dated Date of Issue: June 20, 2012
NOTICE IS HEREBY GIVEN that the Issuer has not provided an Annual Report
with respect to the above-named Notes as required by Section 3 of the Continuing
Disclosure Certificate delivered by the Issuer in connection with the Notes. The Issuer
anticipates that the Annual Report will be filed by
Dated: day of ,
CITY OF IOWA CITY, STATE OF IOWA
By:
Its:
00860082-1\10714-111
9
June 5, 2012
The City Council of the City of Iowa City, State of Iowa, met in
regular session, in the Emma J. Harvat Hall, City Hall, 410 E. Washington,
Iowa City, Iowa, at 7:0o o'clock p .M., on the above date. There were present
Mayor Hayek , in the chair, and the following named Council Members:
Champion, Dickens, Dobyns, Hayek, Mims, Payne,
Throgmorton
Absent: None
* * * * * * *
- 1 -
Council Member Mims moved that the form of Tax Exemption
Certificate related to General Obligation Bonds, Series 2012A be placed on file and
approved. Council Member Dickens seconded the motion. The roll was
called and the vote was,
AYES: Champion, Dickens, Dobyns, Hayek, Payne,
Throgmorton
NAYS: None
Council Member Mims moved that the form of Continuing.
Disclosure Certificate be placed on file and approved. Council Member
Payne seconded the motion. The roll was called and the vote was,
AYES: Champion, Dickens, Dobyvs, Hayek, Payne,
Throgmorton
NAYS: None
Council Member Mims introduced the following Resolution
entitled "RESOLUTION AUTHORIZING AND PROVIDING FOR THE ISSUANCE
OF $9,070,000 GENERAL OBLIGATION BONDS, SERIES 2012A, AND LEVYING
A TAX TO PAY SAID BONDS" and moved that it be adopted. Council Member
Dickens seconded the motion to adopt, and the roll being called thereon,
the vote was as follows:
- 2 -
AYES: Mims, Payne, Throgmorton, Champion, Dickens,
Dobyns, Hayek •
NAYS: None
Whereupon, the Mayor declared said Resolution duly adopted as follows:
Resolution No. 12-284
RESOLUTION AUTHORIZING AND PROVIDING FOR THE
ISSUANCE OF $9,070,000 GENERAL OBLIGATION BONDS, SERIES
2012A, AND LEVYING A TAX TO PAY SAID BONDS
WHEREAS, the Issuer is duly incorporated, organized and exists under and by
virtue of the laws and Constitution of the State of Iowa; and
WHEREAS,the Issuer is in need of funds to pay costs of the construction,
reconstruction, and repair of public ways, sidewalks, overpasses, and pedestrian
underpasses and overpasses; the opening, widening, extending, grading and draining of
the right-of-way of streets, highways, avenues and public grounds and the removal and
replacement of dead or diseased trees thereon; the construction, reconstruction, and
repairing of any street improvements, bridges, culverts, and retaining walls; the
acquisition, construction, improvement, and installation of street lighting fixtures,
connections, and facilities; the acquisition, installation and repair of traffic control
devices; the acquisition, construction, reconstruction, extension, improvement, and
equipping of works and facilities useful for the collection and disposal of surface waters
and streams; the reconstruction, extension and improvement of the existing Municipal
Airport;the improvement of real estate for cemeteries and the construction,
reconstruction and repair of cemetery facilities; the rehabilitation, improvement and
equipping of existing city parks, including facilities, equipment and improvements
commonly found in city parks; the equipping of the fire department; and the acquisition,
construction,reconstruction, and improvement of all waterways useful for the protection
or reclamation of property situated within the corporate limits of the city from floods or
high waters, and for the protection of property in the city from the effects of flood waters,
including the construction of levees, embankments, structures, impounding reservoirs, or
conduits, as well as the development and beautification of the banks and other areas
adjacent to flood control improvements, an essential corporate purpose, and it is deemed
necessary and advisable that General Obligation Bonds be issued for said purpose; and
- 3 -
•
_....1101.__0.
WHEREAS, pursuant to notice published as required by Section 384.25 of said
Code, this Council has held a public meeting and hearing upon the proposal to institute
proceedings for the issuance of said Bonds, and the Council is therefore now authorized
to proceed with the issuance of Bonds; and
WHEREAS, the City is in need of funds to pay costs of the construction,
reconstruction, enlargement, improvement and equipping of City Hall, police stations,
and fire stations, including miscellaneous improvements to City Hall and other
departments, a general corporate purpose, and it is deemed necessary and advisable that
General Obligation Bonds be authorized for said purpose; and
WHEREAS, the City has a population of more than 5,000 but not more than
75,000; and
WHEREAS, pursuant to notice published as required by Section 384.26 (5) of said
Code, the Council of the City has held public meeting and hearing upon the proposal to
institute proceedings for the issuance of Bonds for general corporate purposes in the
amounts as above set forth, and, no petition for referendum having been received, the
Council is therefore now authorized to proceed with the issuance of Bonds thereof; and
WHEREAS, the City is in need of funds to pay costs of the construction,
reconstruction, improvement and equipping of city facilities, including the construction
of an animal shelter, a general corporate purpose, and it is deemed necessary and
advisable that General Obligation Bonds be authorized for said purpose; and
WHEREAS, the City has a population of more than 5,000 but not more than
75,000; and
WHEREAS, pursuant to notice published as required by Section 384.26 (5) of said
Code, the Council of the City has held public meeting and hearing upon the proposal to
institute proceedings for the issuance of Bonds for general corporate purposes in the
amounts as above set forth, and, no petition for referendum having been received, the
Council is therefore now authorized to proceed with the issuance of Bonds thereof; and
WHEREAS, pursuant to Section 384.28 of the City Code of Iowa, it is hereby
found and determined that the various general obligation bonds authorized as
hereinabove described shall be combined for the purpose of issuance in a single issue of
$9,070,000 Corporate Purpose Bonds as hereinafter set forth; and
WHEREAS, pursuant to the provisions of Chapter 75 of the Code of Iowa, the
above mentioned bonds were heretofore sold at public sale and action should now be
taken to issue said bonds conforming to the terms and conditions of the best bid received
at the advertised public sale:
- 4 -
NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY
OF IOWA CITY, STATE OF IOWA:
Section 1. Definitions. The following terms shall have the following meanings in
this Resolution unless the text expressly or by necessary implication requires otherwise:
• "Authorized Denominations" shall mean $5,000 or any integral
multiple thereof.
• "Beneficial Owner" shall mean the person in whose name such Bond
is recorded as the beneficial owner of a Bond by a Participant on the records of
such Participant or such person's subrogee.
• "Bond Fund" shall mean the fund created in Section 3 of this
Resolution.
• "Bonds" shall mean $9,070,000 General Obligation Bonds, Series
2012A, authorized to be issued by this Resolution.
• "Cede & Co." shall mean Cede & Co., the nominee of DTC, and any
successor nominee of DTC with respect to the Bonds.
• "Continuing Disclosure Certificate" shall mean that certain
Continuing Disclosure Certificate executed by the Issuer and dated the date of
issuance and delivery of the Bonds, as originally executed and as it may be
amended from time to time in accordance with the terms thereof.
• "Depository Bonds" shall mean the Bonds as issued in the form of
one global certificate for each maturity, registered in the Registration Books
maintained by the Registrar in the name of DTC or its nominee.
• "DTC" shall mean The Depository Trust Company, New York, New
York, a limited purpose trust company, or any successor book-entry securities
depository appointed for the Bonds.
• "Issuer" and "City" shall mean the City of Iowa City, State of Iowa.
• "Participants" shall mean those broker-dealers, banks and other
financial institutions for which DTC holds Bonds as securities depository.
• "Paying Agent" shall mean the City Controller, or such successor as
may be approved by Issuer as provided herein and who shall carry out the duties
- 5 -
prescribed herein as Issuer's agent to provide for the payment of principal of and
interest on the Bonds as the same shall become due.
• "Project Fund" shall mean the fund required to be established by this
Resolution for the deposit of the proceeds of the Bonds.
• "Rebate Fund" shall mean the fund so defined in and established
pursuant to the Tax Exemption Certificate.
• "Registrar" shall mean the City Controller of Iowa City, Iowa, or
such successor as may be approved by Issuer as provided herein and who shall
carry out the duties prescribed herein with respect to maintaining a register of the
owners of the Bonds. Unless otherwise specified, the Registrar shall also act as
Transfer Agent for the Bonds.
• "Representation Letter" shall mean the Blanket Issuer Letter of
Representations executed and delivered by the Issuer to DTC on file with DTC.
• "Resolution" shall mean this resolution authorizing the Bonds.
• "Tax Exemption Certificate" shall mean the Tax Exemption
Certificate executed by the Treasurer and delivered at the time of issuance and
delivery of the Bonds.
• "Treasurer" shall mean the Finance Director or such other officer as
shall succeed to the same duties and responsibilities with respect to the recording
and payment of the Bonds issued hereunder.
Section 2. Levy and Certification of Annual Tax., Other Funds to be Used.
(a) Levy of Annual Tax. That for the purpose of providing funds to pay
the principal and interest of the Bonds hereinafter authorized to be issued, there is
hereby levied for each future year the following direct annual tax on all of the
taxable property in Iowa City, Iowa, to-wit:
•
- 6 -
FISCAL YEAR(JULY 1 TO JUNE 30)
AMOUNT* YEAR OF COLLECTION
$ 939,207 2012/2013
$1,033,613 2013/2014
$1,026,312 2014/2015
$1,018,813 2015/2016
$1,016,112 2016/2017
$1,013,113 2017/2018
$1,009,812 2018/2019
$1,016,213 2019/2020
$1,017,113 2020/2021
$1,027,612 2021/2022
*A levy for fiscal year 2012/2013 has been included in the budget
previously certified and will be used together with available city
funds to pay the principal and interest of the Bonds coming due in 2012/2013.
(NOTE: For example the levy to be made and certified against the taxable
valuations of January 1, 2011 will be collected during the fiscal year commencing
July 1, 2012.)
(b) Resolution to be Filed With County Auditor. A certified copy of this
Resolution should be filed with the County Auditor of Johnson County, State of
Iowa, and said Auditor is hereby instructed in and for each of the years as
provided, to levy and assess the tax hereby authorized in Section 2 of this
Resolution, in like manner as other taxes are levied and assessed, and such taxes
so levied in and for each of the years aforesaid be collected in like manner as other
taxes of the City are collected, and when collected be used for the purpose of
paying principal and interest on said Bonds issued in anticipation of said tax, and
for no other purpose whatsoever.
(c) Additional City Funds Available. Principal and interest coming due
at any time when the proceeds of said tax on hand shall be insufficient to pay the
same shall be promptly paid when due from current funds of the City available for
that purpose and reimbursement shall be made from such special fund in the
amounts thus advanced.
Section 3. Bond Fund. Said tax shall be collected each year at the same time and in
the same manner as, and in addition to, all other taxes in and for the City, and when
collected they shall be converted into a special fund within the Debt Service Fund to be
known as the "GENERAL OBLIGATION BOND FUND 2012 NO. 2012A" (the "Bond
Fund"), which is hereby pledged for and shall be used only for the payment of the
- 7 -
principal of and interest on the Bonds hereinafter authorized to be issued; and also there
shall be apportioned to said fund its proportion of taxes received by the City from
property that is centrally assessed by the State of Iowa.
Section 4. Application of Bond Proceeds. Proceeds of the Bonds other than
accrued interest except as may be provided below shall be credited to the Project Fund
and expended therefrom for the purposes of issuance. Any amounts on hand in the
Project Fund shall be available for the payment of the principal of or interest on the
Bonds at any time that other funds shall be insufficient to the purpose, in which event
such funds shall be repaid to the Project Fund at the earliest opportunity. Any balance on
hand in the Project Fund and not immediately required for its purposes may be invested
not inconsistent with limitations provided by law or this Resolution. Accrued interest, if
any, shall be deposited in the Bond Fund.
Section 5. Investments of Bond Fund Proceeds. All moneys held in the Bond
Fund, provided for by Section 3 of this Resolution shall be invested in investments
permitted by Chapter 12B, Code of Iowa, 2011, as amended, or deposited in financial
institutions which are members of the Federal Deposit Insurance Corporation and the
deposits in which are insured thereby and all such deposits exceeding the maximum
amount insured from time to time by FDIC or its equivalent successor in any one
financial institution shall be continuously secured in compliance with Chapter 12C of the
Code of Iowa, 2011, as amended, or otherwise by a valid pledge of direct obligations of
the United States Government having an equivalent market value. All such interim
investments shall mature before the date on which the moneys are required for payment
of principal of or interest on the Bonds as herein provided.
Section 6. Bond Details, Execution and Redemption.
(a) Bond Details. General Obligation Bonds of the City in the amount of
$9,070,000, shall be issued pursuant to the provisions of Sections 384.25, 384.26, and
384.28 of the City Code of Iowa for the aforesaid purpose. The Bonds shall be designated
"GENERAL OBLIGATION BOND, SERIES 2012A", be dated June 20, 2012, and bear
interest from the date thereof, until payment thereof, at the office of the Paying Agent,
said interest payable on December 1, 2012, and semiannually thereafter on the 1st day of
June and December in each year until maturity at the rates hereinafter provided.
The Bonds shall be executed by the manual or facsimile signature of the Mayor
and attested by the manual or facsimile signature of the Clerk, and impressed or printed
with the seal of the City and shall be fully registered as to both principal and interest as
provided in this Resolution; principal, interest and premium, if any, shall be payable at
the office of the Paying Agent by mailing of a check to the registered owner of the Bond.
The Bonds shall be in the denomination of$5,000 or multiples thereof. The Bonds shall
mature and bear interest as follows:
- 8 -
Principal Interest Maturity
Amount Rate June 1st
$ 765,000 2.000% 2013
$ 865,000 2.000% 2014
$ 875,000 2.000% 2015
$ 885,000 2.000% 2016
$ 900,000 2.000% 2017
$ 915,000 2.000% 2018
$ 930,000 2.000% 2019
$ 955,000 2.000% 2020
$ 975,000 2.000% 2021
$1,005,000 2.250% 2022
(b) Redemption. Bonds maturing after June 1, 2018, may be called for
redemption by the Issuer and paid before maturity on said date or any date thereafter,
from any funds regardless of source, in whole or from time to time in part, in any order of
maturity and within an annual maturity by lot. The terms of redemption shall be par, plus
accrued interest to date of call.
Thirty days' notice of redemption shall be given by ordinary mail to the registered
owner of the Bond. Failure to give such notice by mail to any registered owner of the
Bonds or any defect therein shall not affect the validity of any proceedings for the
redemption of the Bonds. All bonds or portions thereof called for redemption will cease
to bear interest after the specified redemption date, provided funds for their redemption
are on deposit at the place of payment.
If selection by lot within a maturity is required, the Registrar shall designate the
bonds to be redeemed by random selection of the names of the registered owners of the
entire annual maturity until the total amount of bonds to be called has been reached.
- 9 -
Section 7. Issuance of Bonds in Book-Entry Form; Replacement Bonds.
(a) Notwithstanding the other provisions of this Resolution regarding
registration, ownership, transfer, payment and exchange of the Bonds, unless the Issuer
determines to permit the exchange of Depository Bonds for Bonds in the Authorized
Denominations, the Bonds shall be issued as Depository Bonds in denominations of the
entire principal amount of each maturity of Bonds (or, if a portion of said principal
amount is prepaid, said principal amount less the prepaid amount); and such Depository
Bonds shall be registered in the name of Cede & Co., as nominee of DTC. Payment of
semi-annual interest for any Depository Bond shall be made by wire transfer or New
York Clearing House or equivalent next day funds to the account of Cede & Co. on the
interest payment date for the Bonds at the address indicated in or pursuant to the
Representation Letter.
(b) With respect to Depository Bonds, neither the Issuer nor the Paying Agent
shall have any responsibility or obligation to any Participant or to any Beneficial Owner.
Without limiting the immediately preceding sentence, neither the Issuer nor the Paying
Agent shall have any responsibility or obligation with respect to (i) the accuracy of the
records of DTC or its nominee or of any Participant with respect to any ownership
interest in the Bonds, (ii) the delivery to any Participant, any Beneficial Owner or any
other person, other than DTC or its nominee, of any notice with respect to the Bonds, (iii)
the payment to any Participant, any Beneficial Owner or any other person, other than
DTC or its nominee, of any amount with respect to the principal of, premium, if any, or
interest on the Bonds, or(iv) the failure of DTC to provide any information or
notification on behalf of any Participant or Beneficial Owner.
The Issuer and the Paying Agent may treat DTC or its nominee as, and deem DTC
or its nominee to be, the absolute owner of each Bond for the purpose of payment of the
principal of, premium, if any, and interest on such Bond, for the purpose of all other
matters with respect to such Bond, for the purpose of registering transfers with respect to
such Bonds, and for all other purposes whatsoever(except for the giving of certain Bond
holder consents, in accordance with the practices and procedures of DTC as may be
applicable thereto). The Paying Agent shall pay all principal of, premium, if any, and
interest on the Bonds only to or upon the order of the Bondholders as shown on the
Registration Books, and all such payments shall be valid and effective to fully satisfy and
discharge the Issuer's obligations with respect to the principal of, premium, if any, and
interest on the Bonds to the extent so paid. Notwithstanding the provisions of this
Resolution to the contrary (including without limitation those provisions relating to the
surrender of Bonds, registration thereof, and issuance in Authorized Denominations), as
long as the Bonds are Depository Bonds, full effect shall be given to the Representation
Letter and the procedures and practices of DTC thereunder, and the Paying Agent shall
comply therewith.
- 10 -
(c) Upon (i) a determination by the Issuer that DTC is no longer able to carry
out its functions or is otherwise determined unsatisfactory, or(ii) a determination by DTC
that the Bonds are no longer eligible for its depository services or (iii) a determination by
the Paying Agent that DTC has resigned or discontinued its services for the Bonds, if
such substitution is authorized by law, the Issuer shall (A) designate a satisfactory
substitute depository as set forth below or, if a satisfactory substitute is not found, (B)
provide for the exchange of Depository Bonds for replacement Bonds in Authorized
Denominations.
(d) To the extent authorized by law, if the Issuer determines to provide for the
exchange of Depository Bonds for Bonds in Authorized Denominations, the Issuer shall
so notify the Paying Agent and shall provide the Registrar with a supply of executed
unauthenticated Bonds to be so exchanged. The Registrar shall thereupon notify the
owners of the Bonds and provide for such exchange, and to the extent that the Beneficial
Owners are designated as the transferee by the owners, the Bonds will be delivered in
appropriate form, content and Authorized Denominations to the Beneficial Owners, as
their interests appear.
(e) Any substitute depository shall be designated in writing by the Issuer to the
Paying Agent. Any such substitute depository shall be a qualified and registered "clearing
agency" as provided in Section 17A of the Securities Exchange Act of 1934, as amended.
The substitute depository shall provide for(i) immobilization of the Depository Bonds,
(ii) registration and transfer of interests in Depository Bonds by book entries made on
records of the depository or its nominee and(iii) payment of principal of, premium, if
any, and interest on the Bonds in accordance with and as such interests may appear with
respect to such book entries.
Section 8. Registration of Bonds; Appointment of Registrar; Transfer; Ownership;
Delivery; and Cancellation.
(a) Registration. The ownership of Bonds may be transferred only by the
making of an entry upon the books kept for the registration and transfer of ownership of
the Bonds, and in no other way. The City Controller is hereby appointed as Bond
Registrar under the terms of this Resolution. Registrar shall maintain the books of the
Issuer for the registration of ownership of the Bonds for the payment of principal of and
interest on the Bonds as provided in this Resolution. All Bonds shall be negotiable as
provided in Article 8 of the Uniform Commercial Code and Section 384.31 of the Code
of Iowa, subject to the provisions for registration and transfer contained in the Bonds and
in this Resolution.
(b) Transfer. The ownership of any Bond may be transferred only upon the
Registration Books kept for the registration and transfer of Bonds and only upon
surrender thereof at the office of the Registrar together with an assignment duly executed
- 11
by the holder or his duly authorized attorney in fact in such form as shall be satisfactory
to the Registrar, along with the address and social security number or federal employer
identification number of such transferee (or, if registration is to be made in the name of
multiple individuals, of all such transferees). In the event that the address of the
registered owner of a Bond (other than a registered owner which is the nominee of the
broker or dealer in question) is that of a broker or dealer, there must be disclosed on the
Registration Books the information pertaining to the registered owner required above.
Upon the transfer of any such Bond, a new fully registered Bond, of any denomination or
denominations permitted by this Resolution in aggregate principal amount equal to the
unmatured and unredeemed principal amount of such transferred fully registered Bond,
and bearing interest at the same rate and maturing on the same date or dates shall be
delivered by the Registrar.
(c) Registration of Transferred Bonds. In all cases of the transfer of the Bonds,
the Registrar shall register, at the earliest practicable time, on the Registration Books, the
Bonds, in accordance with the provisions of this Resolution.
(d) Ownership. As to any Bond, the person in whose name the ownership of
the same shall be registered on the Registration Books of the Registrar shall be deemed
and regarded as the absolute owner thereof for all purposes, and payment of or on
account of the principal of any such Bonds and the premium, if any, and interest thereon
shall be made only to or upon the order of the registered owner thereof or his legal
representative. All such payments shall be valid and effectual to satisfy and discharge the
liability upon such Bond, including the interest thereon, to the extent of the sum or sums
so paid.
(e) Cancellation. All Bonds which have been redeemed shall not be reissued
but shall be cancelled by the Registrar. All Bonds which are cancelled by the Registrar
shall be destroyed and a certificate of the destruction thereof shall be furnished promptly
to the Issuer; provided that if the Issuer shall so direct, the Registrar shall forward the
cancelled Bonds to the Issuer.
(f) Non-Presentment of Bonds. In the event any payment check representing
payment of principal of or interest on the Bonds is returned to the Paying Agent or if any
bond is not presented for payment of principal at the maturity or redemption date, if funds
sufficient to pay such principal of or interest on Bonds shall have been made available to
the Paying Agent for the benefit of the owner thereof, all liability of the Issuer to the
owner thereof for such interest or payment of such Bonds shall forthwith cease, terminate
and be completely discharged, and thereupon it shall be the duty of the Paying Agent to
hold such funds, without liability for interest thereon, for the benefit of the owner of such
Bonds who shall thereafter be restricted exclusively to such funds for any claim of
whatever nature on his part under this Resolution or on, or with respect to, such interest
or Bonds. The Paying Agent's obligation to hold such funds shall continue for a period
- 12 -
equal to two years and six months following the date on which such interest or principal
became due, whether at maturity, or at the date fixed for redemption thereof, or
otherwise, at which time the Paying Agent, shall surrender any remaining funds so held
to the Issuer, whereupon any claim under this Resolution by the Owners of such interest
or Bonds of whatever nature shall be made upon the Issuer.
(g) Registration and Transfer Fees. The Registrar may furnish to each owner, at
the Issuer's expense, one bond for each annual maturity. The Registrar shall furnish
additional bonds in lesser denominations (but not less than the minimum denomination)
to an owner who so requests.
Section 9. Reissuance of Mutilated, Destroyed, Stolen or Lost Bonds. In case any
outstanding Bond shall become mutilated or be destroyed, stolen or lost, the Issuer shall
at the request of Registrar authenticate and deliver a new Bond of like tenor and amount
as the Bond so mutilated, destroyed, stolen or lost, in exchange and substitution for such
mutilated Bond to Registrar, upon surrender of such mutilated Bond, or in lieu of and
substitution for the Bond destroyed, stolen or lost, upon filing with the Registrar evidence
satisfactory to the Registrar and Issuer that such Bond has been destroyed, stolen or lost
and proof of ownership thereof, and upon furnishing the Registrar and Issuer with
satisfactory indemnity and complying with such other reasonable regulations as the Issuer
or its agent may prescribe and paying such expenses as the Issuer may incur in
connection therewith.
Section 10. Record Date. Payments of principal and interest, otherwise than upon
full redemption, made in respect of any Bond, shall be made to the registered holder
thereof or to their designated agent as the same appear on the books of the Registrar on
the 15th day of the month preceding the payment date. All such payments shall fully
discharge the obligations of the Issuer in respect of such Bonds to the extent of the
payments so made. Payment of principal shall only be made upon surrender of the Bond
to the Paying Agent.
Section 11. Execution, Authentication and Delivery of the Bonds. Upon the
adoption of this Resolution, the Mayor and Clerk shall execute and deliver the Bonds to
the Registrar, who shall authenticate the Bonds and deliver the same to or upon order of
the Purchaser.No Bond shall be valid or obligatory for any purpose or shall be entitled to
any right or benefit hereunder unless the Registrar shall duly endorse and execute on such
Bond a Certificate of Authentication substantially in the form of the Certificate herein set
forth. Such Certificate upon any Bond executed on behalf of the Issuer shall be
conclusive evidence that the Bond so authenticated has been duly issued under this
Resolution and that the holder thereof is entitled to the benefits of this Resolution.
- 13 -
Section 12. Right to Name Substitute Paying Agent or Registrar. Issuer reserves
the right to name a substitute, successor Registrar or Paying Agent upon giving prompt
written notice to each registered bondholder.
- 14 -
Section 13. Form of Bond. Bonds shall be printed in substantial compliance with
standards proposed by the American Standards Institute substantially in the form as
follows:
(6) (6)
(7) (8)
(1)
(2) (3) (4) (5)
(9)
(9a)
(10)
(Continued on the back of this Bond)
(11)(12)(13) (14) (15)
FIGURE 1
(Front)
- 15 -
(10) (16)
(Continued)
FIGURE 2
(Back)
- 16 -
The text of the Bonds to be located thereon at the item numbers shown shall be as
follows:
Item 1, figure 1= "STATE OF IOWA"
"COUNTY OF JOHNSON"
"CITY OF IOWA CITY"
"GENERAL OBLIGATION BOND"
"SERIES 2012A"
"CORPORATE PURPOSE"
Item 2, figure 1= Rate:
Item 3, figure 1= Maturity:
Item 4, figure 1= Bond Date: June 20, 2012
Item 5, figure 1= CUSIP No.:
Item 6, figure 1= "Registered"
Item 7, figure 1= Certificate No.
Item 8, figure 1= Principal Amount: $
Item 9, figure 1= The City of Iowa City, State of Iowa, a municipal corporation
organized and existing under and by virtue of the Constitution and laws of the State of
Iowa(the "Issuer"), for value received, promises to pay from the source and as
hereinafter provided, on the maturity date indicated above, to
Item 9A, figure 1 = (Registration panel to be completed by Registrar or Printer
with name of Registered Owner).
Item 10, figure 1 = or registered assigns, the principal sum of(enter principal
amount in long form) THOUSAND DOLLARS in lawful money of the United States of
America, on the maturity date shown above, only upon presentation and surrender hereof
at the office of the City Controller, Paying Agent of this issue, or its successor, with
interest on the sum from the date hereof until paid at the rate per annum specified above,
payable on December 1, 2012, and semiannually thereafter on the 1st day of June and
December in each year.
Interest and principal shall be paid to the registered holder of the Bond as shown
on the records of ownership maintained by the Registrar as of the 15th day of the month
preceding such interest payment date. Interest shall be computed on the basis of a 360-
day year of twelve 30-day months.
This Bond is issued pursuant to the provisions of Sections 384.25, 384.26, and
384.28 of the City Code of Iowa, for the purpose of paying costs of the construction,
reconstruction, and repair of public ways, sidewalks, overpasses, and pedestrian
underpasses and overpasses; the opening, widening, extending, grading and draining of
- 17 -
the right-of-way of streets, highways, avenues and public grounds and the removal and
replacement of dead or diseased trees thereon; the construction, reconstruction, and
repairing of any street improvements, bridges, culverts, and retaining walls; the
acquisition, construction, improvement, and installation of street lighting fixtures,
connections, and facilities; the acquisition, installation and repair of traffic control
devices; the acquisition, construction, reconstruction, extension, improvement, and
equipping of works and facilities useful for the collection and disposal of surface waters
and streams; the reconstruction, extension and improvement of the existing Municipal
Airport; the improvement of real estate for cemeteries and the construction,
reconstruction and repair of cemetery facilities; the rehabilitation, improvement and
equipping of existing city parks, including facilities, equipment and improvements
commonly found in city parks; the equipping of the fire department; and the acquisition,
construction, reconstruction, and improvement of all waterways useful for the protection
or reclamation of property situated within the corporate limits of the city from floods or
high waters, and for the protection of property in the city from the effects of flood waters,
including the construction of levees, embankments, structures, impounding reservoirs, or
conduits, as well as the development and beautification of the banks and other areas
adjacent to flood control improvements; construction, reconstruction, enlargement,
improvement and equipping of City Hall, police stations, and fire stations, including
miscellaneous improvements to City Hall and other departments; and construction,
reconstruction, improvement and equipping of city facilities, including the construction
of an animal shelter, in conformity to a Resolution of the Council of said City duly
passed and approved.
Unless this certificate is presented by an authorized representative of The
Depository Trust Company, a limited purpose trust company ("DTC"), to the Issuer or its
agent for registration of transfer, exchange or payment, and any certificate issued is
registered in the name of Cede & Co. or such other name as requested by an authorized
representative of DTC (and any payment is made to Cede & Co. or to such other Issuer as
is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest
herein.
Bonds maturing after June 1, 2018, may be called for redemption by the Issuer and
paid before maturity on said date or any date thereafter, from any funds regardless of
source, in whole or from time to time in part, in any order of maturity and within an
annual maturity by lot. The terms of redemption shall be par, plus accrued interest to date
of call.
Thirty days' notice of redemption shall be given by ordinary mail to the registered
owner of the Bond. Failure to give such notice by mail to any registered owner of the
Bonds or any defect therein shall not affect the validity of any proceedings for the
- 18
eawW, or,
redemption of the Bonds. All bonds or portions thereof called for redemption will cease
to bear interest after the specified redemption date, provided funds for their redemption
are on deposit at the place of payment.
If selection by lot within a maturity is required, the Registrar shall designate the
bonds to be redeemed by random selection of the names of the registered owners of the
entire annual maturity until the total amount of bonds to be called has been reached.
Ownership of this Bond may be transferred only by transfer upon the books kept
for such purpose by the City Controller, the Registrar. Such transfer on the books shall
occur only upon presentation and surrender of this Bond at the office of the Registrar as
designated below, together with an assignment duly executed by the owner hereof or his
duly authorized attorney in the form as shall be satisfactory to the Registrar. Issuer
reserves the right to substitute the Registrar and Paying Agent but shall, however,
promptly give notice to registered bondholders of such change. All bonds shall be
negotiable as provided in Article 8 of the Uniform Commercial Code and Section 384.31
of the Code of Iowa, subject to the provisions for registration and transfer contained in
the Bond Resolution.
And it is hereby represented and certified that all acts, conditions and things
requisite, according to the laws and Constitution of the State of Iowa, to exist, to be had,
to be done, or to be performed precedent to the lawful issue of this Bond, have been
existent, had, done and performed as required by law; that provision has been made for
the levy of a sufficient continuing annual tax on all the taxable property within the
territory of the Issuer for the payment of the principal and interest of this Bond as the
same will respectively become due; that the faith, credit, revenues and resources and all
the real and personal property of the Issuer are irrevocably pledged for the prompt
payment hereof, both principal and interest; and the total indebtedness of the Issuer
including this Bond, does not exceed the constitutional or statutory limitations.
IN TESTIMONY WHEREOF, the Issuer by its Council, has caused this Bond to
be signed by the manual or facsimile signature of its Mayor and attested by the manual or
facsimile signature of its City Clerk, with the seal of the City printed or impressed
hereon, and to be authenticated by the manual signature of an authorized representative of
the Registrar, the City Controller, Iowa City, Iowa.
Item 11, figure 1 = Date of authentication:
Item 12, figure 1 = This is one of the Bonds described in the within mentioned
Resolution, as registered by the City Controller.
CITY CONTROLLER, Registrar
- 19 -
By:
Authorized Signature
Item 13, figure 1 = Registrar and Transfer Agent: City Controller
Paying Agent: City Controller
SEE REVERSE FOR CERTAIN DEFINITIONS
Item 14, figure 1 = (Seal)
Item 15, figure 1 = (Signature Block)
CITY OF IOWA CITY, STATE OF IOWA
By: (manual or facsimile signature)
Mayor
ATTEST:
By: (manual or facsimile signature)
City Clerk
Item 16, figure 1 = (Assignment Block)
(Information Required for Registration)
- 20 -
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
(Social Security or Tax Identification No.
) the within Bond and does hereby irrevocably constitute and appoint
attorney in fact to transfer the said Bond on the books
kept for registration of the within Bond, with full power of substitution in the premises.
Dated:
(Person(s) executing this Assignment sign(s) here)
SIGNATURE )
GUARANTEED)
IMPORTANT- READ CAREFULLY
The signature(s) to this Power must correspond with the name(s) as written upon
the face of the certificate(s) or bond(s) in every particular without alteration or
enlargement or any change whatever. Signature guarantee must be provided in
accordance with the prevailing standards and procedures of the Registrar and
Transfer Agent. Such standards and procedures may require signature to be
guaranteed by certain eligible guarantor institutions that participate in a recognized
signature guarantee program.
INFORMATION REQUIRED FOR REGISTRATION OF TRANSFER
Name of Transferee(s)
Address of Transferee(s)
Social Security or Tax Identification
Number of Transferee(s)
Transferee is a(n):
Individual* Corporation
Partnership Trust
*If the Bond is to be registered in the names of multiple individual owners, the names of
all such owners and one address and social security number must be provided.
- 21
The following abbreviations, when used in the inscription on the face of this Bond,
shall be construed as though written out in full according to applicable laws or
regulations:
TEN COM - as tenants in common
TEN ENT- as tenants by the entireties
JT TEN - as joint tenants with rights of survivorship and not as tenants in common
IA UNIF TRANS MIN ACT - Custodian
(Cult) (Minor)
Under Iowa Uniform Transfers to Minors Act
(State)
ADDITIONAL ABBREVIATIONS MAY
ALSO BE USED THOUGH NOT IN THE ABOVE LIST
Section 13. Contract Between Issuer and Purchaser. This Resolution constitutes a
contract between said City and the purchaser of the Bonds.
Section 14. Non-Arbitrage Covenants. The Issuer reasonably expects and
covenants that no use will be made of the proceeds from the issuance and sale of the
Bonds issued hereunder which will cause any of the Bonds to be classified as arbitrage
bonds within the meaning of Sections 148(a) and (b) of the Internal Revenue Code of the
United States, as amended, and that throughout the term of the Bonds it will comply with
the requirements of statutes and regulations issued thereunder.
To the best knowledge and belief of the Issuer, there are no facts or circumstances
that would materially change the foregoing statements or the conclusion that it is not
expected that the proceeds of the Bonds will be used in a manner that would cause the
Bonds to be arbitrage bonds. Without limiting the generality of the foregoing, the Issuer
hereby agrees to comply with the provisions of the Tax Exemption Certificate and the
provisions of the Tax Exemption Certificate are hereby incorporated by reference as.part
of this Resolution. The Treasurer is hereby directed to make and insert all calculations
and determinations necessary to complete the Tax Exemption Certificate in all respects
and to execute and deliver the Tax Exemption Certificate at issuance of the Bonds to
certify as to the reasonable expectations and covenants of the Issuer at that date.
Section 15. Severability Clause. If any section, paragraph, clause or provision of
this Resolution be held invalid, such invalidity shall not affect any of the remaining
provisions hereof, and this Resolution shall become effective immediately upon its
passage and approval.
- 22 -
Section 16. Continuing Disclosure. The Issuer hereby covenants and agrees that it
will comply with and carry out all of the provisions of the Continuing Disclosure
Certificate, and the provisions of the Continuing Disclosure Certificate are hereby
incorporated by reference as part of this Resolution and made a part hereof.
Notwithstanding any other provision of this Resolution, failure of the Issuer to comply
with the Continuing Disclosure Certificate shall not be considered an event of default
under this Resolution; however, any holder of the Bonds or Beneficial Owner may take
such actions as may be necessary and appropriate, including seeking specific
performance by court order, to cause the Issuer to comply with its obligations under the
Continuing Disclosure Certificate. For purposes of this section, "Beneficial Owner"
means any person which (a) has the power, directly or indirectly, to vote or consent with
respect to, or to dispose of ownership of, any Bond (including persons holding Bonds
through nominees, depositories or other intermediaries), or (b) is treated as the owner of
any Bonds for federal income tax purposes.
Section 17. Additional Covenants, Representations and Warranties of the Issuer.
The Issuer certifies and covenants with the purchasers and holders of the Bonds from
time to time outstanding that the Issuer through its officers, (a) will make such further
specific covenants, representations and assurances as may be necessary or advisable; (b)
comply with all representations, covenants and assurances contained in the Tax
Exemption Certificate, which Tax Exemption Certificate shall constitute a part of the
contract between the Issuer and the owners of the Bonds;(c) consult with bond counsel
(as defined in the Tax Exemption Certificate); (d) pay to the United States, as necessary,
such sums of money representing required rebates of excess arbitrage profits relating to
the Bonds;(e) file such forms, statements and supporting documents as may be required
and in a timely manner; and (f) if deemed necessary or advisable by its officers, to
employ and pay fiscal agents, financial advisors, attorneys and other persons to assist the
Issuer in such compliance.
Section 18. Amendment of Resolution to Maintain Tax Exemption. This
Resolution may be amended without the consent of any owner of the Bonds if, in the
opinion of bond counsel, such amendment is necessary to maintain tax exemption with
respect to the Bonds under applicable Federal law or regulations.
Section 19. Repeal of Conflicting Resolutions or Ordinances. That all ordinances
and resolutions and parts of ordinances and resolutions in conflict herewith are hereby
repealed.
- 23 -
PASSED AND APPROVED this 5th day of June, 2012.
Mayor
ATTEST:
City -
- 24 -
'"aa
15
Council Member Champion moved that the form of Continuing
Disclosure Certificate be placed on file and approved. Council Member
Payne seconded the motion. The roll was called and the vote was,
AYES: Champion, Dickens, Dobyns, Hayek, Mims,
Payne, Throgmorton
NAYS: Nays
Council Member Dickens introduced the following Resolution
entitled "RESOLUTION AUTHORIZING AND PROVIDING FOR THE ISSUANCE
OF $620,000 TAXABLE GENERAL OBLIGATION BONDS, SERIES 2012B, AND
LEVYING A TAX TO PAY SAID BONDS" and moved that it be adopted. Council
Member Dobyns seconded the motion to adopt, and the roll being called
thereon, the vote was as follows:
AYES: Payne, Throgmorton, Champion, Dickens, Dobyns,
Hayek, Mims
NAYS: None
Whereupon, the Mayor declared said Resolution duly adopted as follows:
Resolution No. 12-285
RESOLUTION AUTHORIZING AND PROVIDING FOR THE
ISSUANCE OF $620,000 TAXABLE GENERAL OBLIGATION
BONDS, SERIES 2012B, AND LEVYING A TAX TO PAY SAID
BONDS
WHEREAS, the Issuer is duly incorporated, organized and exists under and by
virtue of the laws and Constitution of the State of Iowa; and
WHEREAS, the Issuer is in need of funds to pay costs of costs of aiding in the
planning, undertaking, and carrying out of urban renewal projects under the authority of
- 25 -
chapter 403, and all of the purposes set out in section 403.12, including the acquisition of
property in the Towncrest Urban Renewal Area and further development of the Urban
Renewal Area, including streets, streetscapes and rehabilitation projects; the planning and
design of Riverfront Crossings District and the acquisition of property necessary for the
operation of the City and the health and welfare of its citizens, including property within
the area of the City known as the Riverfront Crossings District, and it is deemed
necessary and advisable that Taxable General Obligation Bonds, Series 2012B, to the
amount of$620,000 be issued for said purpose; and
WHEREAS, pursuant to notice published as required by Code Sections 384.24
(3)(q), 384.25 and 403.12, this Council has held a public meeting and hearing on May 15,
2012, upon the proposal to institute proceedings for the issuance of not to exceed
$650,000 in Taxable General Obligation Bonds, and no petitions for referendum having
been received, and the Council is therefore now authorized to proceed with the issuance
of$620,000 Bonds; and
WHEREAS, pursuant to the provisions of Chapter 75 of the Code of Iowa, the
above mentioned bonds were heretofore sold at public sale and action should now be
taken to issue said bonds conforming to the terms and conditions of the best bid received
at the advertised public sale:
NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY
OF IOWA CITY, STATE OF IOWA:
Section 1. Definitions. The following terms shall have the following meanings in
this Resolution unless the text expressly or by necessary implication requires otherwise:
• "Authorized Denominations" shall mean $5,000 or any integral
multiple thereof.
• "Beneficial Owner" shall mean the person in whose name such Bond
is recorded as the beneficial owner of a Bond by a Participant on the records of
such Participant or such person's subrogee.
• "Bond Fund" shall mean the fund created in Section 3 of this
Resolution.
• "Bonds" shall mean $620,000 Taxable General Obligation Bonds,
Series 2012B, authorized to be issued by this Resolution.
• "Cede & Co." shall mean Cede & Co., the nominee of DTC, and any
successor nominee of DTC with respect to the Bonds.
- 26 -
• "Continuing Disclosure Certificate" shall mean that certain
Continuing Disclosure Certificate executed by the Issuer and dated the date of
issuance and delivery of the Bonds, as originally executed and as it may be
amended from time to time in accordance with the terms thereof.
• "Depository Bonds" shall mean the Bonds as issued in the form of
one global certificate for each maturity, registered in the Registration Books
maintained by the Registrar in the name of DTC or its nominee.
• "DTC" shall mean The Depository Trust Company, New York, New
York, a limited purpose trust company, or any successor book-entry securities
depository appointed for the Bonds.
• "Issuer" and "City" shall mean the City of Iowa City, State of Iowa.
• "Participants" shall mean those broker-dealers, banks and other
financial institutions for which DTC holds Bonds as securities depository.
• "Paying Agent" shall mean the City Controller, or such successor as
may be approved by Issuer as provided herein and who shall carry out the duties
prescribed herein as Issuer's agent to provide for the payment of principal of and
interest on the Bonds as the same shall become due.
• "Project Fund" shall mean the fund required to be established by this
Resolution for the deposit of the proceeds of the Bonds.
• "Registrar" shall mean the City Controller of Iowa City, Iowa, or
such successor as may be approved by Issuer as provided herein and who shall
carry out the duties prescribed herein with respect to maintaining a register of the
owners of the Bonds. Unless otherwise specified, the Registrar shall also act as
Transfer Agent for the Bonds.
• "Representation Letter" shall mean the Blanket Issuer Letter of
Representations executed and delivered by the Issuer to DTC on file with DTC.
• "Resolution" shall mean this resolution authorizing the Bonds.
• "Treasurer" shall mean the Finance Director or such other officer as
shall succeed to the same duties and responsibilities with respect to the recording
and payment of the Bonds issued hereunder.
- 27 -
Section 2. Levy and Certification of Annual Tax; Other Funds to be Used.
(a) Levy of Annual Tax. That for the purpose of providing funds to pay
the principal and interest of the Bonds hereinafter authorized to be issued, there is
hereby levied for each future year the following direct annual tax on all of the
taxable property in Iowa City, Iowa, to-wit:
FISCAL YEAR (JULY 1 TO JUNE 30)
AMOUNT* YEAR OF COLLECTION
$313,231 2012/2013
$311,860 2013/2014
*A levy for fiscal year 2012/2013 has been included in the budget
previously certified and will be used together with available city
funds to pay the principal and interest of the Bonds coming due in 2012/2013.
(NOTE: For example the levy to be made and certified against the taxable
valuations of January 1, 2011 will be collected during the fiscal year commencing
July 1, 2012.)
(b) Resolution to be Filed With County Auditor. A certified copy of this
Resolution should be filed with the County Auditor of Johnson County, State of
Iowa, and said Auditor is hereby instructed in and for each of the years as
provided, to levy and assess the tax hereby authorized in Section 2 of this
Resolution, in like manner as other taxes are levied and assessed, and such taxes
so levied in and for each of the years aforesaid be collected in like manner as other
taxes of the City are collected, and when collected be used for the purpose of
paying principal and interest on said Bonds issued in anticipation of said tax, and
for no other purpose whatsoever.
(c) Additional City Funds Available. Principal and interest coming due
at any time when the proceeds of said tax on hand shall be insufficient to pay the
same shall be promptly paid when due from current funds of the City available for
that purpose and reimbursement shall be made from such special fund in the
amounts thus advanced.
Section 3. Bond Fund. Said tax shall be collected each year at the same time and in
the same manner as, and in addition to, all other taxes in and for the City, and when
collected they shall be converted into a special fund within the Debt Service Fund to be
known as the "TAXABLE GENERAL OBLIGATION BOND FUND 2012 NO. 2012B"
(the "Bond Fund"), which is hereby pledged for and shall be used only for the payment of
the principal of and interest on the Bonds hereinafter authorized to be issued; and also
- 28 -
there shall be apportioned to said fund its proportion of taxes received by the City from
property that is centrally assessed by the State of Iowa.
Section 4. Application of Bond Proceeds. Proceeds of the Bonds other than
accrued interest except as may be provided below shall be credited to the Project Fund
and expended therefrom for the purposes of issuance. Any amounts on hand in the
Project Fund shall be available for the payment of the principal of or interest on the
Bonds at any time that other funds shall be insufficient to the purpose, in which event
such funds shall be repaid to the Project Fund at the earliest opportunity. Any balance on
hand in the Project Fund and not immediately required for its purposes may be invested
not inconsistent with limitations provided by law or this Resolution. Accrued interest, if
any, shall be deposited in the Bond Fund.
Section 5. Investments of Bond Fund Proceeds. All moneys held in the Bond
Fund, provided for by Section 3 of this Resolution shall be invested in investments
permitted by Chapter 12B, Code of Iowa, 2011, as amended, or deposited in financial
institutions which are members of the Federal Deposit Insurance Corporation and the
deposits in which are insured thereby and all such deposits exceeding the maximum
amount insured from time to time by FDIC or its equivalent successor in any one
financial institution shall be continuously secured in compliance with Chapter 12C of the
Code of Iowa, 2011, as amended, or otherwise by a valid pledge of direct obligations of
the United States Government having an equivalent market value. All such interim
investments shall mature before the date on which the moneys are required for payment
of principal of or interest on the Bonds as herein provided.
Section 6. Bond Details, Execution and Redemption.
(a) Bond Details. Taxable General Obligation Bonds of the City in the amount
of$620,000, shall be issued pursuant to the provisions of Section 403.12 of the City Code
of Iowa for the aforesaid purpose. The Bonds shall be designated "TAXABLE
GENERAL OBLIGATION BOND, SERIES 2012B", be dated June 20, 2012, and bear
interest from the date thereof, until payment thereof, at the office of the Paying Agent,
said interest payable on December 1, 2012, and semiannually thereafter on the 1st day of
June and December in each year until maturity at the rates hereinafter provided.
The Bonds shall be executed by the manual or facsimile signature of the Mayor
and attested by the manual or facsimile signature of the Clerk, and impressed or printed
with the seal of the City and shall be fully registered as to both principal and interest as
provided in this Resolution; principal, interest and premium, if any, shall be payable at
the office of the Paying Agent by mailing of a check to the registered owner of the Bond.
The Bonds shall be in the denomination of$5,000 or multiples thereof. The Bonds shall
mature and bear interest as follows:
- 29 -
Principal Interest Maturity
Amount Rate June 1st
$310,000 0.500% 2013
$310,000 0.600% 2014
(b) Redemption. The Bonds are not subject to redemption prior to maturity.
Section 7. Issuance of Bonds in Book-Entry Form; Replacement Bonds.
(a) Notwithstanding the other provisions of this Resolution regarding
registration, ownership, transfer, payment and exchange of the Bonds, unless the Issuer
determines to permit the exchange of Depository Bonds for Bonds in the Authorized
Denominations, the Bonds shall be issued as Depository Bonds in denominations of the
entire principal amount of each maturity of Bonds (or, if a portion of said principal
amount is prepaid, said principal amount less the prepaid amount); and such Depository
Bonds shall be registered in the name of Cede & Co., as nominee of DTC. Payment of
semi-annual interest for any Depository Bond shall be made by wire transfer or New
York Clearing House or equivalent next day funds to the account of Cede & Co. on the
interest payment date for the Bonds at the address indicated in or pursuant to the
Representation Letter.
(b) With respect to Depository Bonds, neither the Issuer nor the Paying Agent
shall have any responsibility or obligation to any Participant or to any Beneficial Owner.
Without limiting the immediately preceding sentence, neither the Issuer nor the Paying
Agent shall have any responsibility or obligation with respect to (i) the accuracy of the
records of DTC or its nominee or of any Participant with respect to any ownership
interest in the Bonds, (ii)the delivery to any Participant, any Beneficial Owner or any
other person, other than DTC or its nominee, of any notice with respect to the Bonds, (iii)
the payment to any Participant, any Beneficial Owner or any other person, other than
DTC or its nominee, of any amount with respect to the principal of, premium, if any, or
interest on the Bonds, or(iv) the failure of DTC to provide any information or
notification on behalf of any Participant or Beneficial Owner.
The Issuer and the Paying Agent may treat DTC or its nominee as, and deem DTC
or its nominee to be, the absolute owner of each Bond for the purpose of payment of the
principal of, premium, if any, and interest on such Bond, for the purpose of all other
matters with respect to such Bond, for the purpose of registering transfers with respect to
such Bonds, and for all other purposes whatsoever (except for the giving of certain Bond
holder consents, in accordance with the practices and procedures of DTC as may be
applicable thereto). The Paying Agent shall pay all principal of, premium, if any, and
interest on the Bonds only to or upon the order of the Bondholders as shown on the
Registration Books, and all such payments shall be valid and effective to fully satisfy and
- 30 -
discharge the Issuer's obligations with respect to the principal of, premium, if any, and
interest on the Bonds to the extent so paid. Notwithstanding the provisions of this
Resolution to the contrary (including without limitation those provisions relating to the
surrender of Bonds, registration thereof, and issuance in Authorized Denominations), as
long as the Bonds are Depository Bonds, full effect shall be given to the Representation
Letter and the procedures and practices of DTC thereunder, and the Paying Agent shall
comply therewith.
(c) Upon (i) a determination by the Issuer that DTC is no longer able to carry
out its functions or is otherwise determined unsatisfactory, or (ii) a determination by DTC
that the Bonds are no longer eligible for its depository services or (iii) a determination by
the Paying Agent that DTC has resigned or discontinued its services for the Bonds, if
such substitution is authorized by law, the Issuer shall (A) designate a satisfactory
substitute depository as set forth below or, if a satisfactory substitute is not found, (B)
provide for the exchange of Depository Bonds for replacement Bonds in Authorized
Denominations.
(d) To the extent authorized by law, if the Issuer determines to provide for the
exchange of Depository Bonds for Bonds in Authorized Denominations, the Issuer shall
so notify the Paying Agent and shall provide the Registrar with a supply of executed
unauthenticated Bonds to be so exchanged. The Registrar shall thereupon notify the
owners of the Bonds and provide for such exchange, and to the extent that the Beneficial
Owners are designated as the transferee by the owners, the Bonds will be delivered in
appropriate form, content and Authorized Denominations to the Beneficial Owners, as
their interests appear.
(e) Any substitute depository shall be designated in writing by the Issuer to the
Paying Agent. Any such substitute depository shall be a qualified and registered "clearing
agency" as provided in Section 17A of the Securities Exchange Act of 1934, as amended.
The substitute depository shall provide for(i) immobilization of the Depository Bonds,
(ii) registration and transfer of interests in Depository Bonds by book entries made on
records of the depository or its nominee and (iii) payment of principal of, premium, if
any, and interest on the Bonds in accordance with and as such interests may appear with
respect to such book entries.
- 31 -
Section 8. Registration of Bonds; Appointment of Registrar; Transfer; Ownership;
Delivery; and Cancellation.
(a) Registration. The ownership of Bonds may be transferred only by the
making of an entry upon the books kept for the registration and transfer of ownership of
the Bonds, and in no other way. The City Controller is hereby appointed as Bond
Registrar under the terms of this Resolution. Registrar shall maintain the books of the
Issuer for the registration of ownership of the Bonds for the payment of principal of and
interest on the Bonds as provided in this Resolution. All Bonds shall be negotiable as
provided in Article 8 of the Uniform Commercial Code and Section 384.31 of the Code
of Iowa, subject to the provisions for registration and transfer contained in the Bonds and
in this Resolution.
(b) Transfer. The ownership of any Bond may be transferred only upon the
Registration Books kept for the registration and transfer of Bonds and only upon
surrender thereof at the office of the Registrar together with an assignment duly executed
by the holder or his duly authorized attorney in fact in such form as shall be satisfactory
to the Registrar, along with the address and social security number or federal employer
identification number of such transferee(or, if registration is to be made in the name of
multiple individuals, of all such transferees). In the event that the address of the
registered owner of a Bond(other than a registered owner which is the nominee of the
broker or dealer in question) is that of a broker or dealer, there must be disclosed on the
Registration Books the information pertaining to the registered owner required above.
Upon the transfer of any such Bond, a new fully registered Bond, of any denomination or
denominations permitted by this Resolution in aggregate principal amount equal to the
unmatured and unredeemed principal amount of such transferred fully registered Bond,
and bearing interest at the same rate and maturing on the same date or dates shall be
delivered by the Registrar.
(c) Registration of Transferred Bonds. In all cases of the transfer of the Bonds,
the Registrar shall register, at the earliest practicable time, on the Registration Books, the
Bonds, in accordance with the provisions of this Resolution.
(d) Ownership. As to any Bond, the person in whose name the ownership of
the same shall be registered on the Registration Books of the Registrar shall be deemed
and regarded as the absolute owner thereof for all purposes, and payment of or on
account of the principal of any such Bonds and the premium, if any, and interest thereon
shall be made only to or upon the order of the registered owner thereof or his legal
representative. All such payments shall be valid and effectual to satisfy and discharge the
liability upon such Bond, including the interest thereon, to the extent of the sum or sums
so paid.
- 32 -
(e) Cancellation. All Bonds which have been redeemed shall not be reissued
but shall be cancelled by the Registrar. All Bonds which are cancelled by the Registrar
shall be destroyed and a certificate of the destruction thereof shall be furnished promptly
to the Issuer; provided that if the Issuer shall so direct, the Registrar shall forward the
cancelled Bonds to the Issuer.
(f) Non-Presentment of Bonds. In the event any payment check representing
payment of principal of or interest on the Bonds is returned to the Paying Agent or if any
bond is not presented for payment of principal at the maturity or redemption date, if funds
sufficient to pay such principal of or interest on Bonds shall have been made available to
the Paying Agent for the benefit of the owner thereof, all liability of the Issuer to the
owner thereof for such interest or payment of such Bonds shall forthwith cease, terminate
and be completely discharged, and thereupon it shall be the duty of the Paying Agent to
hold such funds, without liability for interest thereon, for the benefit of the owner of such
Bonds who shall thereafter be restricted exclusively to such funds for any claim of
whatever nature on his part under this Resolution or on, or with respect to, such interest
or Bonds. The Paying Agent's obligation to hold such funds shall continue for a period
equal to two years and six months following the date on which such interest or principal
became due, whether at maturity, or at the date fixed for redemption thereof, or
otherwise, at which time the Paying Agent, shall surrender any remaining funds so held
to the Issuer, whereupon any claim under this Resolution by the Owners of such interest
or Bonds of whatever nature shall be made upon the Issuer.
(g) Registration and Transfer Fees. The Registrar may furnish to each owner, at
the Issuer's expense, one bond for each annual maturity. The Registrar shall furnish
additional bonds in lesser denominations (but not less than the minimum denomination)
to an owner who so requests.
Section 9. Reissuance of Mutilated, Destroyed, Stolen or Lost Bonds. In case any
outstanding Bond shall become mutilated or be destroyed, stolen or lost,the Issuer shall
at the request of Registrar authenticate and deliver a new Bond of like tenor and amount
as the Bond so mutilated, destroyed, stolen or lost, in exchange and substitution for such
mutilated Bond to Registrar, upon surrender of such mutilated Bond, or in lieu of and
substitution for the Bond destroyed, stolen or lost, upon filing with the Registrar evidence
satisfactory to the Registrar and Issuer that such Bond has been destroyed, stolen or lost
and proof of ownership thereof, and upon furnishing the Registrar and Issuer with
satisfactory indemnity and complying with such other reasonable regulations as the Issuer
or its agent may prescribe and paying such expenses as the Issuer may incur in
connection therewith.
Section 10. Record Date. Payments of principal and interest, otherwise than upon
full redemption, made in respect of any Bond, shall be made to the registered holder
thereof or to their designated agent as the same appear on the books of the Registrar on
- 33 -
the 15th day of the month preceding the payment date. All such payments shall fully
discharge the obligations of the Issuer in respect of such Bonds to the extent of the
payments so made. Payment of principal shall only be made upon surrender of the Bond
to the Paying Agent.
Section 11. Execution, Authentication and Delivery of the Bonds. Upon the
adoption of this Resolution, the Mayor and Clerk shall execute and deliver the Bonds to
the Registrar, who shall authenticate the Bonds and deliver the same to or upon order of
the Purchaser. No Bond shall be valid or obligatory for any purpose or shall be entitled to
any right or benefit hereunder unless the Registrar shall duly endorse and execute on such
Bond a Certificate of Authentication substantially in the form of the Certificate herein set
forth. Such Certificate upon any Bond executed on behalf of the Issuer shall be
conclusive evidence that the Bond so authenticated has been duly issued under this
Resolution and that the holder thereof is entitled to the benefits of this Resolution.
Section 12. Right to Name Substitute Paying Agent or Registrar. Issuer reserves
the right to name a substitute, successor Registrar or Paying Agent upon giving prompt
written notice to each registered bondholder.
- 34 -
Section 13. Form of Bond. Bonds shall be printed in substantial compliance with
standards proposed by the American Standards Institute substantially in the form as
follows:
(6) (6)
(7) (8)
(1)
(2) (3) (4) (5)
(9)
(9a)
(10)
(Continued on the back of this Bond)
(11)(12)(13) (14) (15)
FIGURE 1
(Front)
- 35 -
(10) (16)
(Continued)
FIGURE 2
(Back)
- 36 -
The text of the Bonds to be located thereon at the item numbers shown shall be as
follows:
Item 1, figure 1= "STATE OF IOWA"
"COUNTY OF JOHNSON"
"CITY OF IOWA CITY"
"TAXABLE GENERAL OBLIGATION BOND"
"SERIES 2012B"
"ESSENTIAL CORPORATE PURPOSE"
Item 2, figure 1= Rate:
Item 3, figure 1= Maturity:
Item 4, figure 1= Bond Date: June 20, 2012
Item 5, figure 1= CUSIP No.:
Item 6, figure 1= "Registered"
Item 7, figure 1= Certificate No.
Item 8, figure 1= Principal Amount: $
Item 9, figure 1= The City of Iowa City, State of Iowa, a municipal corporation
organized and existing under and by virtue of the Constitution and laws of the State of
Iowa(the "Issuer"),.for value received, promises to pay from the source and as
hereinafter provided, on the maturity date indicated above, to
Item 9A, figure 1 = (Registration panel to be completed by Registrar or Printer
with name of Registered Owner).
Item 10, figure 1 = or registered assigns, the principal sum of(enter principal
amount in long form)THOUSAND DOLLARS in lawful money of the United States of
America, on the maturity date shown above, only upon presentation and surrender hereof
at the office of the City Controller, Paying Agent of this issue, or its successor, with
interest on the sum from the date hereof until paid at the rate per annum specified above,
payable on December 1, 2012, and semiannually thereafter on the 1st day of June and
December in each year.
Interest and principal shall be paid to the registered holder of the Bond as shown
on the records of ownership maintained by the Registrar as of the 15th day of the month
preceding such interest payment date. Interest shall be computed on the basis of a 360-
day year of twelve 30-day months.
THE HOLDERS OF THE BONDS SHOULD TREAT THE INTEREST AS
SUBJECT TO FEDERAL INCOME TAXATION.
- 37 -
This Bond is issued pursuant to the provisions of Section 403.12 of the City Code
of Iowa, for the purpose of paying costs of the aiding in the planning, undertaking, and
carrying out of urban renewal projects under the authority of chapter 403, and all of the
purposes set out in section 403.12, including the acquisition of property in the Towncrest
Urban Renewal Area and further development of the Urban Renewal Area, including
streets, streetscapes and rehabilitation projects; the planning and design of Riverfront
Crossings District and the acquisition of property necessary for the operation of the City
and the health and welfare of its citizens, including property within the area of the City
known as the Riverfront Crossings District„ in conformity to a Resolution of the Council
of said City duly passed and approved.
Unless this certificate is presented by an authorized representative of The
Depository Trust Company, a limited purpose trust company ("DTC"), to the Issuer or its
agent for registration of transfer, exchange or payment, and any certificate issued is
registered in the name of Cede & Co. or such other name as requested by an authorized
representative of DTC (and any payment is made to Cede & Co. or to such other Issuer as
is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest
herein.
Ownership of this Bond may be transferred only by transfer upon the books kept
for such purpose by the City Controller, the Registrar. Such transfer on the books shall
occur only upon presentation and surrender of this Bond at the office of the Registrar as
designated below, together with an assignment duly executed by the owner hereof or his
duly authorized attorney in the form as shall be satisfactory to the Registrar. Issuer
reserves the right to substitute the Registrar and Paying Agent but shall, however,
promptly give notice to registered bondholders of such change. All bonds shall be
negotiable as provided in Article 8 of the Uniform Commercial Code and Section 384.31
of the Code of Iowa, subject to the provisions for registration and transfer contained in
the Bond Resolution.
And it is hereby represented and certified that all acts, conditions and things
requisite, according to the laws and Constitution of the State of Iowa, to exist, to be had,
to be done, or to be performed precedent to the lawful issue of this Bond, have been
existent, had, done and performed as required by law; that provision has been made for
the levy of a sufficient continuing annual tax on all the taxable property within the
territory of the Issuer for the payment of the principal and interest of this Bond as the
same will respectively become due; that the faith, credit, revenues and resources and all
the real and personal property of the Issuer are irrevocably pledged for the prompt
payment hereof, both principal and interest; and the total indebtedness of the Issuer
including this Bond, does not exceed the constitutional or statutory limitations.
- 38 -
IN TESTIMONY WHEREOF, the Issuer by its Council, has caused this Bond to
be signed by the manual or facsimile signature of its Mayor and attested by the manual or
facsimile signature of its City Clerk, with the seal of the City printed or impressed
hereon, and to be authenticated by the manual signature of an authorized representative of
the Registrar, the City Controller, Iowa City, Iowa.
Item 11, figure 1 = Date of authentication:
Item 12, figure 1 = This is one of the Bonds described in the within mentioned
Resolution, as registered by the City Controller.
CITY CONTROLLER, Registrar
By:
Authorized Signature
Item 13, figure 1 = Registrar and Transfer Agent: City Controller
Paying Agent: City Controller
SEE REVERSE FOR CERTAIN DEFINITIONS
Item 14, figure 1 = (Seal)
Item 15, figure 1 = (Signature Block)
CITY OF IOWA CITY, STATE OF IOWA
By: (manual or facsimile signature)
Mayor
ATTEST:
By: (manual or facsimile signature)
City Clerk
Item 16, figure 1 = (Assignment Block)
(Information Required for Registration)
- 39 -
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
(Social Security or Tax Identification No.
) the within Bond and does hereby irrevocably constitute and appoint
attorney in fact to transfer the said Bond on the books
kept for registration of the within Bond, with full power of substitution in the premises.
Dated:
(Person(s) executing this Assignment sign(s) here)
SIGNATURE )
GUARANTEED)
IMPORTANT - READ CAREFULLY
The signature(s) to this Power must correspond with the name(s) as written upon
the face of the certificate(s) or bond(s) in every particular without alteration or
enlargement or any change whatever. Signature guarantee must be provided in
accordance with the prevailing standards and procedures of the Registrar and
Transfer Agent. Such standards and procedures may require signature to be
guaranteed by certain eligible guarantor institutions that participate in a recognized
signature guarantee program.
INFORMATION REQUIRED FOR REGISTRATION OF TRANSFER
Name of Transferee(s)
Address of Transferee(s)
Social Security or Tax Identification
Number of Transferee(s)
Transferee is a(n):
Individual* Corporation
Partnership Trust
*If the Bond is to be registered in the names of multiple individual owners, the names of
all such owners and one address and social security number must be provided.
- 40 -
The following abbreviations, when used in the inscription on the face of this Bond,
shall be construed as though written out in full according to applicable laws or
regulations:
TEN COM- as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with rights of survivorship and not as tenants in common
IA UNIF TRANS MIN ACT - Custodian
(Cust) (Minor)
Under Iowa Uniform Transfers to Minors Act
(State)
ADDITIONAL ABBREVIATIONS MAY
ALSO BE USED THOUGH NOT IN THE ABOVE LIST
Section 14. Contract Between Issuer and Purchaser. This Resolution constitutes a
contract between said City and the purchaser of the Bonds.
Section 15. Severability Clause. If any section, paragraph, clause or provision of
this Resolution be held invalid, such invalidity shall not affect any of the remaining
provisions hereof, and this Resolution shall become effective immediately upon its
passage and approval.
Section 16. Continuing Disclosure. The Issuer hereby covenants and agrees that it
will comply with and carry out all of the provisions of the Continuing Disclosure
Certificate, and the provisions of the Continuing Disclosure Certificate are hereby
incorporated by reference as part of this Resolution and made a part hereof.
Notwithstanding any other provision of this Resolution, failure of the Issuer to comply
with the Continuing Disclosure Certificate shall not be considered an event of default
under this Resolution; however, any holder of the Bonds or Beneficial Owner may take
such actions as may be necessary and appropriate, including seeking specific
performance by court order, to cause the Issuer to comply with its obligations under the
Continuing Disclosure Certificate. For purposes of this section, "Beneficial Owner"
means any person which (a) has the power, directly or indirectly, to vote or consent with
respect to, or to dispose of ownership of, any Bond (including persons holding Bonds
through nominees, depositories or other intermediaries), or (b) is treated as the owner of
any Bonds for federal income tax purposes.
Section 17. Repeal of Conflicting Resolutions or Ordinances. That all ordinances
and resolutions and parts of ordinances and resolutions in conflict herewith are hereby
repealed.
- 41 -
•
PASSED AND APPROVED this 5th day of June, 2012.
Mayor
ATTEST:
72-a4.64. . ��
City C
- 42 -
N(+9
a-05-12
r4f,` i 16
TAX EXEMPTION CERTIFICATE
of
CITY OF IOWA CITY, COUNTY OF JOHNSON, STATE OF IOWA, ISSUER
$4,950,000 Water Revenue Refunding Bonds, Series 2012C
This instrument was prepared by:
Ahlers & Cooney, P.C.
100 Court Avenue, Suite 600
Des Moines, Iowa 50309
(515) 243-7611
TABLE OF CONTENTS
This Table of Contents is not a part of this Tax Exemption Certificate and is provided
only for convenience of reference.
INTRODUCTION 2
ARTICLE I DEFINITIONS 2
ARTICLE II SPECIFIC CERTIFICATIONS, REPRESENTATIONS AND
AGREEMENTS 6
Section 2.1 Authority to Certify and Expectations 6
Section 2.2 Receipts and Expenditures of Sale Proceeds 9
Section 2.3 Purpose of Bonds 9
Section 2.4 Facts Supporting Tax-Exemption Classification 9
Section 2.5 Facts Supporting Temporary Periods for Proceeds 10
Section 2.6 Resolution Funds at Restricted or Unrestricted Yield 11
Section 2.7 Pertaining to Yields 13
ARTICLE III REBATE 13
Section 3.1 Records 13
Section 3.2 Rebate Fund 14
Section 3.3 Exceptions to Rebate 14
Section 3.4 Calculation of Rebate Amount 15
Section 3.5 Rebate Requirements and the Bond Fund 15
Section 3.6 Investment of the Rebate Fund 15
Section 3.7 Payment to the United States 16
Section 3.8 Records 16
Section 3.9 Additional Payments 17
ARTICLE IV INVESTMENT RESTRICTIONS 17
Section 4.1 Avoidance of Prohibited Payments 17
Section 4.2 Market Price Requirement 17
Section 4.3 Investment in Certificates of Deposit 18
Section 4.4 Investment Pursuant to Investment Contracts and Agreements 18
Section 4.5 Records 20
Section 4.6 Investments to be Legal 21
ARTICLE V GENERAL COVENANTS 21
ARTICLE VI AMENDMENTS AND ADDITIONAL AGREEMENTS 21
Section 6.1 Opinion of Bond Counsel; Amendments 21
Section 6.2 Additional Covenants, Agreements 21
Section 6.3 Internal Revenue Service Audits 22
Section 6.4 Amendments 22
ARTICLE VII FURTHER CERTIFICATIONS WITH RESPECT TO
REFUNDING BONDS 22
EXHIBIT "A" VERIFICATION CERTIFICATE OF THE PURCHASER 24
EXHIBIT "B" CERTIFICATE OF FINANCIAL ADVISOR 26
1
TAX EXEMPTION CERTIFICATE
CITY OF IOWA CITY, STATE OF IOWA
THIS TAX EXEMPTION CERTIFICATE made and entered into on June 20,
2012, by the City of Iowa City, County of Johnson, State of Iowa (the "Issuer").
INTRODUCTION
This Certificate is executed and delivered in connection with the issuance by the
Issuer of its $4,950,000 Water Revenue Refunding Bonds, Series 2012C (the "Bonds").
The Bonds are issued pursuant to the provisions of the Resolution of the Issuer
authorizing the issuance of the Bonds. Such Resolution provides that the covenants
contained in this Certificate constitute a part of the Issuer's contract with the owners of
the Bonds.
The Issuer recognizes that under the Code (as defined below) the tax-exempt
status of the interest received by the owners of the Bonds is dependent upon, among other
things, the facts, circumstances, and reasonable expectations of the Issuer as to future
facts not in existence at this time, as well as the observance of certain covenants in the
future. The Issuer covenants that it will take such action with respect to the Bonds as may
be required by the Code, and pertinent legal regulations issued thereunder in order to
establish and maintain the tax-exempt status of the Bonds, including the observance of all
specific covenants contained in the Resolution and this Certificate.
ARTICLE I
DEFINITIONS
The following terms as used in this Certificate shall have the meanings set forth
below. The terms defined in the Resolution shall retain the meanings set forth therein
when used in this Certificate. Other terms used in this Certificate shall have the meanings
set forth in the Code or in the Regulations.
"Annual Debt Service" means the principal of and interest on the Bonds scheduled
to be paid during a given Bond Year.
"Bonds" means the $4,950,000 aggregate principal amount of Water Revenue
Refunding Bonds, Series 2012C, of the Issuer issued in registered form pursuant to the
Resolution.
"Bond Counsel" means Ahlers & Cooney, P.C., Des Moines, Iowa, or an attorney
at law or a firm of attorneys of nationally recognized standing in matters pertaining to the
2
tax-exempt status of interest on obligations issued by states and their political
subdivisions, duly admitted to the practice of law before the highest court of any State of
the United States of America.
"Bond Fund" means the Sinking Fund described in the Resolution.
"Bond Purchase Agreement" means the binding contract in writing for the sale of
the Bonds.
"Bond Year" as defined in Regulation 1.148-1(b), means a one-year period
beginning on the day after expiration of the preceding Bond Year. The first Bond Year
shall be the one-year or shorter period beginning on the Closing Date and ending on a
principal or interest payment date, unless Issuer selects another date.
"Bond Yield" means that discount rate which produces an amount equal to the
Issue Price of the Bonds when used in computing the present value of all payments of
principal and interest to be paid on the Bonds, using semiannual compounding on a 360-
day year as computed under Regulation 1.148-4.
"Certificate" means this Tax Exemption Certificate.
"Closing" means the delivery of the Bonds in exchange for the agreed upon
purchase price.
"Closing Date" means the date of Closing.
"Code" means the Internal Revenue Code of 1986, as amended, and any statutes
which replace or supplement the Internal Revenue Code of 1986.
"Computation Date" means each five-year period from the Closing Date through
the last day of the fifth and each succeeding fifth Bond Year.
"Excess Earnings" means the amount earned on all Nonpurpose Investments
minus the amount which would have been earned if such Nonpurpose Investments were
invested at a rate equal to the Bond Yield, plus any income attributable to such excess.
"Final Bond Retirement Date" means the date on which the Bonds are actually
paid in full.
"Financial Advisor" means Public Financial Management, Inc.
3
"Governmental Obligations" means direct general obligations of, or obligations
the timely payment of the principal of and interest on which is unconditionally
guaranteed by the United States.
"Gross Proceeds" as defined in Regulation 1.148-1(b), means any Proceeds of the
Bonds and any replacement proceeds (as defined in Regulation 1.148-1(c)) of the Bonds.
"Gross Proceeds Funds" means the Reserve Fund, Project Fund, Proceeds held to
pay cost of issuance, and any other fund or account held for the benefit of the owners of
the Bonds or containing Gross Proceeds of the Bonds except the Bond Fund and the
Rebate Fund.
"Issue Price" as defined in Regulation 1.148-1(b), means [the initial offering price
of the Bonds to the public (not including bond houses, brokers or similar persons or
organizations acting in the capacity of underwriters or wholesalers) at which price a
substantial amount of the Bonds (not less than 10% of each maturity) were sold to the
public. For those maturities where less than 10% of such maturity has been sold at the
initial offering price, the price for that maturity is determined as of the date of the Bond
Purchase Agreement based upon the reasonably expected initial offering price to the
public. The Purchasers have certified the Issue Price to be not more than $5,030,725.25.
"Issuer" means the City of Iowa City, a municipal corporation in the County of
Johnson, State of Iowa.
"Minor Portion of the Bonds", as defined in Regulation 1.148-2(g), means the
lesser of five (5)percent of Proceeds or $100,000. The Minor Portion of the Bonds is
computed to be $100,000.
"Nonpurpose Investments" means any investment property which is acquired with
Gross Proceeds and is not acquired to carry out the governmental purpose of the Bonds,
and may include but is not limited to U.S. Treasury bonds, corporate bonds, or
certificates of deposit.
"Proceeds" as defined in Regulation 1.148-1(b), means Sale Proceeds, investment
proceeds and transferred proceeds of the Bonds.
"Project" means the the refunding of outstanding Water Revenue Bonds, Series
2002, dated November 1, 2002 as more fully described in the Resolution.
"Project Fund" shall mean the fund into which a portion of the Proceeds that will
be used, together with interest earnings thereon, to pay the principal, interest and
redemption premium, if any, on the Refunded Bonds.
4
"Purchasers" means Hutchinson, Shockey, Erley & Co. of Chicago, Illinois,
constituting the initial purchasers of the Bonds from the Issuer.
"Rebate Amount" means the amount computed as described in this Certificate.
"Rebate Fund" means the fund to be created, if necessary, pursuant to this
Certificate.
"Rebate Payment Date" means a date chosen by the Issuer which is not more than
60 days following each Computation Date or the Final Bond Retirement Date.
"Refunded Bonds" means $5,015,000 of the $8,500,000 Water Revenue Bonds,
Series 2002, dated November 1, 2002.
"Refunding Bonds" means the Bonds.
"Regulations" means the Income Tax Regulations, amendments and successor
provisions promulgated by the Department of the Treasury under Sections 103, 148 and
149 of the Code, or other Sections of the Code relating to "arbitrage bonds", including
without limitation Regulations 1.148-1 through 1.148-11, 1.149(b)-1, 1.149-d(1), 1.150-1
and 1.150-2.
"Replacement Proceeds" include, but are not limited to, sinking funds, amounts
that are pledged as security for an issue, and amounts that are replaced because of a
sufficiently direct nexus to a governmental purpose of an issue.
"Resolution" means the resolution of the Issuer adopted on June 5, 2012,
authorizing the issuance of the Bonds.
"Sale Proceeds" as defined in Regulation 1.148-1(b), means any amounts actually
or constructively received from the sale of the Bonds, including amounts used to pay
underwriter's discount or compensation and accrued interest other than pre-issuance
accrued interest.
"Sinking Fund" means the Bond Fund.
"SLGS" means demand deposit Treasury securities of the State and Local
Government Series.
"Tax Exempt Obligations" means bonds or other obligations the interest on which
is excludable from the gross income of the owners thereof under Section 103 of the Code
and include certain regulated investment companies, stock in tax-exempt mutual funds
and demand deposit SLGS.
5
.3
"Taxable Obligations" means all investment property, obligations or securities
other than Tax Exempt Obligations.
"Verification Certificate" means the certificate attached to this Certificate as
Exhibit A, setting forth the offering prices at which the Purchaser will reoffer and sell the
Bonds to the public.
ARTICLE II
SPECIFIC CERTIFICATIONS, REPRESENTATIONS
AND AGREEMENTS
The Issuer hereby certifies, represents and agrees as follows:
Section 2.1 Authority to Certify and Expectations
(a) The undersigned officer of the Issuer along with other officers of the Issuer, are
charged with the responsibility of issuing the Bonds.
(b) This Certificate is being executed and delivered in part for the purposes
specified in Section 1.148-2(b)(2) of the Regulations and is intended (among other
purposes) to establish reasonable expectations of the Issuer at this time.
(c) The Issuer has not been notified of any disqualification or proposed
disqualification of it by the Commissioner of the Internal Revenue Service as a bond
issuer which may certify bond issues under Section 1.148-2(b)(2) of the Regulations.
(d) The certifications, representations and agreements set forth in this Article II are
made on the basis of the facts, estimates and circumstances in existence on the date
hereof, including the following: (1)with respect to amounts expected to be received from
delivery of the Bonds, amounts actually received, (2) with respect to payments of
amounts into various funds or accounts, review of the authorizations or directions for
such payments made by the Issuer pursuant to the Resolution and this Certificate, (3)
with respect to the Issue Price, the certifications of the Purchasers as set forth in the
Verification Certificate, (4) with respect to expenditure of the Proceeds of the Bonds,
actual expenditures and reasonable expectations of the Issuer as to when the Proceeds
will be spent for purposes of the Project, (5) with respect to amounts reasonably required
in a reserve fund, the certifications of the Financial Advisor as set forth in Exhibit B
hereto, (6) with respect to Bond Yield, review of the Verification Certificate, and (7) with
respect to the amount of governmental bonds to be issued during the calendar year, the
budgeting and present planning of Issuer. The Issuer has no reason to believe such facts,
estimates or circumstances are untrue or incomplete in any material way.
6
(e) To the best of the knowledge and belief of the undersigned officer of the
Issuer, there are no facts, estimates or circumstances that would materially change the
representations, certifications or agreements set forth in this Certificate, and the
expectations herein set out are reasonable.
(f)No arrangement exists under which the payment of principal or interest on the
Bonds would be directly or indirectly guaranteed by the United States or any agency or
instrumentality thereof.
(g) After the expiration of any applicable temporary periods, and excluding
investments in a bona fide debt service fund or reserve fund, not more than five percent
(5%) of the Proceeds of the Bonds will be (a) used to make loans which are guaranteed
by the United States or any agency or instrumentality thereof, or (b) invested in federally
insured deposits or accounts.
(h) The Issuer will file with the Internal Revenue Service in a timely fashion Form
8038-G, Information Return for Tax-Exempt Governmental Obligations with respect to
the Bonds and such other reports required to comply with the Code and applicable
Regulations.
(i) The Issuer will take no action which would cause the Bonds to become "private
activity bonds" as defined in Section 141 (a) of the Code, including any use of the Project
by any person other than a governmental unit if such use will be by other than a member
of the general public. None of the Proceeds of the Bonds will be used directly or
indirectly to make or finance loans to any person other than a governmental unit.
(j) The Issuer will make no change in the nature or purpose of the Project except
as provided in Section 6.1 hereof.
(k) Except as provided in the Resolution, the Issuer will not establish any sinking
fund, bond fund, reserve fund, debt service fund or other fund reasonably expected to be
used to pay debt service on the Bonds (other than the Bond Fund and any Reserve Fund),
exercise its option to redeem Bonds prior to maturity or effect a refunding of the Bonds.
(1)No bonds or other obligations of the Issuer (1)were sold in the 15 days
preceding the date of sale of the Bonds, (2)were sold or will be sold within the 15 days
after the date of sale of the Bonds, (3) have been delivered in the past 15 days or (4) will
be delivered in the next 15 days pursuant to a common plan of financing for the issuance
of the Bonds and payable out of substantially the same source of revenues.
7
(m)None of the Proceeds of the Bonds will be used directly or indirectly to
replace funds of the Issuer used directly or indirectly to acquire obligations having a yield
higher than the Bond Yield.
(n)No portion of the Bonds is issued for the purpose of investing such portion at a
higher yield than the Bond Yield.
(o) The Issuer does not expect that the Proceeds of the Bonds will be used in a
manner that would cause them to be "arbitrage bonds" as defined in Section 148(a) of the
Code. The Issuer does not expect that the Proceeds of the Bonds will be used in a manner
that would cause the interest on the Bonds to be includible in the gross income of the
owners of the Bonds under the Code. The Issuer will not intentionally use any portion of
the Proceeds to acquire higher yielding investments.
(p) The Issuer will not use the Proceeds of the Bonds to exploit the difference
between tax-exempt and taxable interest rates to obtain a material financial advantage.
(q) The Issuer has not issued more Bonds, issued the Bonds earlier, or allowed the
Bonds to remain outstanding longer than is reasonably necessary to accomplish the
governmental purposes of the Bonds and in fact, the Bonds will not remain outstanding
longer than 120% of the economic useful life of the assets financed with the Proceeds of
the Bonds.
(r) The Bonds will not be Hedge Bonds as described in Section 149(g)(3) of the
Code because the Issuer reasonably expects that it will meet the Expenditure test set forth
in Section 2.5(b) hereof and that 50% or more of the Proceeds will not be invested in
Nonpurpose Investments having a substantially guaranteed yield for four or more years.
(s) The Issuer has not employed a device in connection with the issuance of the
Bonds to obtain a material financial advantage (based on arbitrage) apart from savings
attributable to lower interest rates. The Issuer will not realize any material financial
advantage (based on arbitrage or otherwise) in connection with the issuance of the Bonds,
or in connection with any transaction or series of transactions connected with the
issuance of the Bonds, apart from savings attributable to lower interest rates.
Except for costs of issuance, all Sale Proceeds and investment earnings thereon
will be expended for costs of the type that would be chargeable to capital accounts under
the Code pursuant to federal income tax principles if the Issuer were treated as a
corporation subject to federal income taxation.
8
Section 2.2 Receipts and Expenditures of Sale Proceeds
Sale Proceeds (Par, plus a premium of$80,725.25, minus an underwriter's
discount of$40,816.76) and pre-issuance accrued interest received at Closing are
expected to be deposited and expended as follows:
(a) $ - 0 - representing pre-issuance accrued interest will be deposited
into the Bond Fund and will be used to pay a portion of the interest
accruing on the Bonds on the first interest payment date; and
(b) $ - 0 - representing costs of issuing the Bonds will be used within six
months of the Closing Date to pay the costs of issuance of the Bonds; and
(c) $4,989,908.49 will be used together with earnings thereon to pay the
principal, interest and redemption premium, if any, on the Refunded Bonds;
and
(d) $- 0 - will be deposited into the Reserve Fund.
Section 2.3 Purpose of Bonds
The Issuer is issuing the Bonds to refund the Refunded Bonds prior to maturity in
order to realize debt service savings due to lower interest rates payable on the Refunding
Bonds.
Section 2.4 Facts Supporting Tax-Exemption Classification
Governmental Bonds
Private Business Use/Private Security or Payment Tests
The Bonds are considered to be governmental bonds, not subject to the provisions
of the alternate minimum tax. The Proceeds will be used for the purposes
described in Section 2.3 hereof. These bonds are not private activity bonds
because no amount of proceeds of the Refunded Bonds or the Proceeds of the
Bonds were used or is to be used in a trade or business carried on by a non-
governmental unit. Rather, the Proceeds will be used to finance the general
government operations and facilities of the Issuer described in Section 2.3 hereof.
None of the payment of principal or interest on the Bonds will be derived from, or
secured by, money or property used in a trade or business of a non-governmental
unit. In addition, none of the governmental operations or facilities of the Issuer
financed with the proceeds of the Refunded Bonds or the Proceeds of the Bonds
are subject to any lease, management contract, output or requirements contract or
9
other similar arrangement or to any arrangement for use other than as by the
general public.
Private Loan Financing Test
No amount of proceeds of the Refunded Bonds or the Proceeds of the
Bonds were used or is to be used directly or indirectly to make or finance loans to
persons other than governmental units.
Refunding of Governmental or Private Activity Exempt Facility Bonds (where Refunded
Bonds must meet requirements)
The Issuer will use the Proceeds of the Bonds to refund the Refunded Bonds. The
Issuer has complied with the covenants and restrictions with respect to arbitrage and
investment requirements, yield restrictions, and post-closing restrictions on reissuance,
reimbursement and change in use imposed by the Code and Regulations on the Refunded
Bonds since the issue date of the Refunded Bonds so as to maintain the tax-exempt status
of the interest on the Refunded Bonds. The Issuer will comply with all certifications set
forth in Article VIII herein.
The Refunded Bonds were exempt from rebate requirements because they met the
24-month spending exception and 18-month spending exception.
The Issuer has complied with and will continue to comply with the Code and
Regulations with respect to output facilities applicable to the Refunded Bonds.
Section 2.5 Facts Supporting Temporary Periods for Proceeds
(a) Time Test. Not later than six months after the Closing Date, the Issuer will
incur a substantial binding obligation to a third party to expend at least 5% of the net Sale
Proceeds of the Bonds.
(b) Expenditure Test. Not less than 85% of the net Sale Proceeds will be expended
for Project costs, including the reimbursement of other funds expended to date, within a
three-year temporary period from the Closing Date.
(c) Due Diligence Test. The Issuer has incurred a substantial binding obligation to
accomplish the refunding. The refunding will proceed with due diligence to completion.
(d) Proceeds of the Bonds representing less than six months accrued interest on the
Bonds will be spent within six months of this date to pay interest on the Bonds, and will
be invested without restriction as to yield for a temporary period not in excess of six
months.
10
Section 2.6 Resolution Funds at Restricted or Unrestricted Yield
(a) Proceeds of the Bonds will be held and accounted for in the manner provided
in the Resolution. The Issuer has not and does not expect to create or establish any other
bond fund, reserve fund, or similar fund or account for the Bonds. The Issuer has not and
will not pledge any moneys or Taxable Obligations in order to pay debt service on the
Bonds or restrict the use of such moneys or Taxable Obligations so as to give reasonable
assurances of their availability for such purposes.
(b) Any monies which are invested beyond a temporary period are expected to
constitute less than a major portion of the Bonds or to be restricted for investment at a
yield not greater than one eighth of one percent above the Bond Yield.
(c) The Issuer has established and will use the Bond Fund primarily to achieve a
proper matching of revenues and debt service within each Bond Year and the Issuer will
apply moneys deposited into the Bond Fund to pay the principal of and interest on the
Bonds. Such Fund will be depleted at least once each Bond Year except for a reasonable
carryover amount. The carryover amount will not exceed the greater of(1) one year's
earnings on the Bond Fund or (2) one-twelfth of Annual Debt Service. The Issuer will
spend moneys deposited from time to time into such fund within 13 months after the date
of deposit. Revenues, intended to be used to pay debt service on the Bonds, will be
deposited into the Bond Fund as set forth in the Resolution. The Issuer will spend interest
earned on moneys in such fund not more than 12 months after receipt. Accordingly, the
Issuer will treat the Bond Fund as a bona fide debt service fund as defined in Regulation
1.148-1(b).
Investment of amounts on deposit in the Bond Fund will not be subject to arbitrage
rebate requirements as the Bonds meet the safe harbor set forth in Regulation 1.148-3(k),
because the average annual debt service on the Bonds will not exceed $2,500,000.
(d) The Minor Portion of the Bonds will be invested without regard to yield.
(e) A Reserve Fund is established to secure the Bonds, however, the Issuer does
not expect that principal of or interest on the Bonds will be paid from the Reserve Fund.
Monies in the Reserve Fund will not be accumulated except to a reasonable extent.
Within one year of receipt, earnings upon the investment of the Reserve Fund monies
will be commingled with other revenues from the operations of the Issuer which are
substantial in amount for accounting and expenditure.
(0 The amounts on deposit in the Reserve Fund will at all times be equal to or less
than the Allowable Reserve Fund Amount. However, if the amount in the Reserve Fund
11
exceeds the Allowable Reserve Fund Amount, such excess must be invested at a yield no
higher than the Bond Yield or will be invested in Tax Exempt Obligations.
(g) For purposes of Subsections (e) and (f), the following terms shall have the
meanings set forth below:
(i) "Allowable Reserve Fund Amount" as described in Regulation 1.148-
2()(2) means an amount equal to the lesser of(10) percent of the stated principal
amount of the Bonds, the maximum annual principal and interest coming due on
the Bonds, or 125% of the average annual principal and interest coming due on the
Bonds. The Allowable Reserve Fund Amount is computed to be $2,030,221.26.
(ii) "Reserve Fund" means that portion of the Revenue Fund as described in
the Resolution.
(h) The Bond Fund and the Reserve Fund are funds which either (a) are reasonably
expected to be used to pay debt service on the Bonds and Parity Bonds, or(b) are pledged
to the payment of debt service on the Parity Bonds should other sources prove
insufficient. The Bond Fund is a "sinking fund" as defined in Regulation 1.148-1(c)(2).
The Bond Fund and the Reserve Fund apply to two or more issues, and each fund in the
aggregate shall be referred to as a "Commingled Fund". Each Commingled Fund shall be
allocated among the various issues of Bonds and Parity Bonds according to the methods
described below.
(i) For purposes of Subsection (h), the following terms shall have the meanings set
forth below:
(i) "Bond Fund Allocation Factor" shall be determined by dividing the
original face amount of the Bonds, $4,950,000, by the sum of the original face
amounts of all outstanding Parity Bonds.
(ii) "Parity Bonds" means the Bonds, and all other outstanding bonds of the
Issuer ranking on a parity with the Bonds as set forth in the Resolution.
(iii) "Reserve Fund Allocation Factor" shall be determined by dividing the
original principal amount of the Bonds, $4,950,000 by the sum of the original face
amounts of all outstanding Parity Bonds.
A portion of the investments in each Commingled Fund and earnings thereon shall
be allocated to the Bonds by applying a certain percentage (the "Series 2012C Share") of
the market value of the investments in the applicable Commingled Fund. Each time an
issue of Parity Bonds is no longer outstanding and each time additional Parity Bonds are
issued, the Issuer shall calculate the Series 2012C Share for the Bond Fund and Reserve
12
Fund. The Series 2012C Share is determined for each Commingled Fund by applying the
Bond Fund Allocation Factor and the Reserve Fund Allocation Factor, as applicable.
Each time it shall be necessary to determine the earnings on the Bond Fund or the
Reserve Fund, the Issuer shall multiply the earnings for the applicable Commingled Fund
by the applicable Series 2012C Share. The Issuer may, at any time, use any other
allocation method for the Reserve Fund or the Bond Fund allowed by Regulation 1.148-
6(e)(6).
Section 2.7 Pertaining to Yields
(a) The purchase price of all Taxable Obligations to which restrictions apply under
this Certificate as to investment yield or rebate of Excess Earnings, if any, has been and
shall be calculated using (i) the price taking into account discount, premium and accrued
interest, as applicable, actually paid or(ii) the fair market value if less than the price
actually paid and if such Taxable Obligations were not purchased directly from the
United States Treasury. The Issuer will acquire all such Taxable Obligations directly
from the United States Treasury or in an arm's length transaction without regard to any
amounts paid to reduce the yield on such Taxable Obligations. The Issuer will not pay or
permit the payment of any amounts (other than to the United States) to reduce the yield
on any Taxable Obligations. Obligations pledged to the payment of debt service on the
Bonds, or deposited into any reserve fund after they have been acquired by the Issuer will
be treated as though they were acquired for their fair market value on the date of such
pledge or deposit. Obligations on deposit in any reserve fund on the Closing Date shall be
treated as if acquired for their fair market value on the Closing Date.
(b) Qualified guarantees have not been used in computing yield.
(c) The Bond Yield has been computed as not less than
percent. This Bond Yield has been computed on the basis of a purchase price for the
Bonds equal to the Issue Price.
ARTICLE III
REBATE
Section 3.1 Records
Sale Proceeds of the Bonds will be held and accounted for in the manner provided
in the Resolution. The Issuer will maintain adequate records for funds created by the
Resolution and this Certificate including all deposits, withdrawals, transfers from,
transfers to, investments, reinvestments, sales, purchases, redemptions, liquidations and
use of money or obligations until six years after the Final Bond Retirement Date.
13
.. .................
Section 3.2 Rebate Fund
(a) In the Resolution, the Issuer has covenanted to pay to the United States the
Rebate Amount, an amount equal to the Excess Earnings on the Gross Proceeds Funds, if
any, at the times and in the manner required or permitted and subject to stated special
rules and allowable exceptions.
(b) The Issuer may establish a fund pursuant to the Resolution and this Certificate
which is herein referred to as the Rebate Fund. The Issuer will invest and expend
amounts on deposit in the Rebate Fund in accordance with this Certificate.
(c) Moneys in the Rebate Fund shall be held by the Issuer or its designee and,
subject to Sections 3.4, 3.5 and 6.1 hereof, shall be held for future payment to the United
States as contemplated under the provisions of this Certificate and shall not constitute
part of the trust estate held for the benefit of the owners of the Bonds or the Issuer.
(d) The Issuer will pay to the United States from legally available money of the
Issuer (whether or not such available money is on deposit in any fund or account related
to the Bonds) any amount which is required to be paid to the United States.
Section 3.3 Exceptions to Rebate
The Issuer reasonably expects that the Bonds are eligible for one or more
exceptions from the arbitrage rebate rules set forth in the Regulations. If any Proceeds are
ineligible, or become ineligible, for an exception to the arbitrage rebate rules, the Issuer
will comply with the provisions of this Article III. A description of the applicable rebate
exceptions is as follows:
• Six Month Exception
The Gross Proceeds of the Bonds are expected to be fully expended for the
governmental purposes for which the Bonds were issued no later than six months after
the date of issue. If contrary to the reasonable expectations of the Issuer, the Gross
Proceeds are not expended within six months, the Issuer will comply with the arbitrage
rebate requirements of the Code.
• Election with respect to Reserve Fund earnings.
The Issuer shall expend the earnings on the Reserve Fund in accordance with the
schedule set forth above and will comply with the rebate requirements of the Code
following the end of the two year schedule. The Issuer elects pursuant to Code Section
148(f)(4)(C)(vi)(IV) to exclude earnings on the Reserve Fund from ACP and to comply
with the rebate requirements from the Closing Date.
14
If the Issuer fails to meet the foregoing expenditure schedule, the Issuer shall
comply with the arbitrage rebate requirements of the Code.
Section 3.4 Calculation of Rebate Amount
(a)As soon after each Computation Date as practicable, the Issuer shall, if
necessary, calculate and determine the Excess Earnings on the Gross Proceeds Funds (the
"Rebate Amount"). All calculations and determinations with respect to the Rebate
Amount will be made on the basis of actual facts as of the Computation Date and
reasonable expectations as to future events.
(b) If the Rebate Amount exceeds the amount currently on deposit in the Rebate
Fund, the Issuer may deposit an amount in the Rebate Fund such that the balance in the
Rebate Fund after such deposit equals the Rebate Amount. If the amount in the Rebate
Fund exceeds the Rebate Amount, the Issuer may withdraw such excess amount provided
that such withdrawal can be made from amounts originally transferred to the Rebate Fund
and not from earnings thereon, which may not be transferred, and only if such withdrawal
may be made without liquidating investments at a loss.
Section 3.5 Rebate Requirements and the Bond Fund
It is expected that the Bond Fund described in the Resolution and Section 2.6(c) of
this Certificate will be treated as a bona fide debt service fund as defined in Regulation
1.148-1(b). As such, any amount earned during a Bond Year on the Bond Fund and
amounts earned on such amounts, if allocated to the Bond Fund, will not be taken into
account in calculating the Rebate Amount if the annual gross earnings on the Bond Fund
for such Bond Year are less than $100,000 or if average annual debt service will not
exceed $2,500,000. However, should annual gross earnings exceed $100,000 or should
the Bond Fund cease to be treated as a bona fide debt service fund, the Bond Fund will
become subject to the rebate requirements set forth in Section 3.4 hereof.
Section 3.6 Investment of the Rebate Fund
(a) Immediately upon a transfer to the Rebate Fund, the Issuer may invest all
amounts in the Rebate Fund not already invested and held in the Rebate Fund, to the
extent possible, in (1) SLGS, such investments to be made at a yield of not more than
one-eighth of one percent above the Bond Yield, (2) Tax Exempt Obligations, (3) direct
obligations of the United States or (4) certificates of deposit of any bank or savings and
loan association. All investments in the Rebate Fund shall be made to mature not later
than the next Rebate Payment Date.
15
(b) If the Issuer invests in SLGS, the Issuer shall file timely subscription forms for
such securities (if required). To the extent possible, amounts received from maturing
SLGS shall be reinvested immediately in zero yield SLGS maturing on or before the next
Rebate Payment Date.
Section 3.7 Payment to the United States
(a) On each Rebate Payment Date, the Issuer will pay to the United States at least
ninety percent (90%) of the Rebate Amount less a computation credit of$1,000 per Bond
Year for which the payment is made.
(b) The Issuer will pay to the United States not later than sixty (60) days after the
Final Bond Retirement Date all the rebatable arbitrage as of such date and any income
attributable to such rebatable arbitrage as described in Regulation 1.148-3(0(2).
(c) If necessary, on each Rebate Payment Date, the Issuer will mail a check to the
Internal Revenue Service Center, Ogden, UT 84201. Each payment shall be accompanied
by a copy of Form 8038-T, Arbitrage Rebate, filed with respect to the Bonds or other
information reporting form as is required to comply with the Code and applicable
Regulations.
Section 3.8 Records
(a) The Issuer will keep and retain adequate records with respect to the Bonds, the
Gross Proceeds Funds, the Bond Fund, the Reserve Fund, and the Rebate Fund until six
years after the Final Bond Retirement Date. Such records shall include descriptions of all
calculations of amounts transferred to the Rebate Fund, if any, and descriptions of all
calculations of amounts paid to the United States as required by this Certificate. Such
records will also show all amounts earned on moneys invested in such funds, and the
actual dates and amounts of all principal, interest and redemption premiums (if any) paid
on the Bonds.
(b) Records relating to the investments in such Funds shall completely describe all
transfers, deposits, disbursements and earnings including:
(i) a complete list of all investments and reinvestments of amounts in each such
Fund including, if applicable, purchase price, purchase date, type of security,
accrued interest paid, interest rate, dated date, principal amount, date of maturity,
interest payment dates, date of liquidation, receipt upon liquidation, market value
of such investment on the Final Bond Retirement Date if held by the Issuer on the
Final Bond Retirement Date, and market value of the investment on the date
pledged to the payment of the Bonds or the date of deposit into the Reserve Fund,
or the Closing Date if different from the purchase date.
16
(ii) the amount and source of each payment to, and the amount, purpose and payee
of each payment from, each such Fund.
Section 3.9 Additional Payments
The Issuer hereby agrees to pay to the United States from legally available money
of the Issuer(whether or not such available money is on deposit in any fund or account
related to the Bonds) any amount which is required to be paid to the United States, but
which is not available in a fund related to the Bonds for transfer to the Rebate Fund or
payment to the United States.
ARTICLE IV
INVESTMENT RESTRICTIONS
Section 4.1 Avoidance of Prohibited Payments
The Issuer will not enter into any transaction that reduces the amount required to
be deposited into the Rebate Fund or paid to the United States because such transaction
results in a smaller profit or a larger loss than would have resulted if the transaction had
been at arm's length and had the Bond Yield not been relevant to either party. The Issuer
will not invest or direct the investment of any funds in a manner which reduces an
amount required to be paid to the United States because such transaction results in a
small profit or larger loss than would have resulted if the transaction had been at arm's
length and had the Bond Yield not been relevant to the Issuer. In particular,
notwithstanding anything to the contrary contained herein or in the Resolution, the Issuer
will not invest or direct the investment of any funds in a manner which would violate any
provision of this Article IV.
Section 4.2 Market Price Requirement
(a) The Issuer will not purchase or direct the purchase of Taxable Obligations for
more than the then available market price for such Taxable Obligations. The Issuer will
not sell, liquidate or direct the sale or liquidation of Taxable Obligations for less than the
then available market price.
(b) For purposes of this Certificate, United States Treasury obligations purchased
directly from the United States Treasury will be deemed to be purchased at the market
price.
17
Section 4.3 Investment in Certificates of Deposit
(a) Notwithstanding anything to the contrary contained herein or in the
Resolution, the Issuer will invest or direct the investment of funds on deposit in the
Reserve Fund, any other Gross Proceeds Fund, the Bond Fund, and the Rebate Fund, in a
certificate of deposit of a bank or savings bank which is permitted by law and by the
Resolution only if the purchase price of such a certificate of deposit is treated as its fair
market value on the purchase date and if the yield on the certificate of deposit is not less
than (1) the yield on reasonably comparable direct obligations of the United States; and
(2) the highest yield that is published or posted by the provider to be currently available
from the provider on reasonably comparable certificates of deposit offered to the public.
(b) The certificate of deposit described in paragraph 4.3(a) above must be
executed by a dealer who maintains an active secondary market in comparable
certificates of deposit and must be based on actual trades adjusted to reflect the size and
term of that certificate of deposit and the stability and reputation of the bank or savings
bank issuing the certificate of deposit.
Section 4.4 Investment Pursuant to Investment Contracts and Agreements
The Issuer will invest or direct the investment of funds on deposit in the Gross
Proceeds Funds, the Bond Fund, and the Rebate Fund pursuant to an investment contract
(including a repurchase agreement) only if all of the following requirements are satisfied:
(a) The Issuer makes a bona fide solicitation for the purchase of the investment.
A bona fide solicitation is a solicitation that satisfies all of the following requirements:
(1) The bid specifications are in writing and are timely forwarded to
potential providers.
(2) The bid specifications include all material terms of the bid. A term is
material if it may directly or indirectly affect the yield or the cost of the
investment.
(3) The bid specifications include a statement notifying potential providers
that submission of a bid is a representation that the potential provider did not
consult with any other potential provider about its bid, that the bid was
determined without regard to any other formal or informal agreement that
the potential provider has with the issuer or any other person (whether or not
in connection with the Bonds), and that the bid is not being submitted solely
as a courtesy to the issuer or any other person for purposes of satisfying the
requirements of paragraph (d)(6)(iii)(B)(1) or (2) of section 1.148-5 of the
Regulations.
18
(4) The terms of the bid specifications are commercially reasonable. A term
is commercially reasonable if there is a legitimate business purpose for the
term other than to increase the purchase price or reduce the yield of the
investment.
(5) For purchases of guaranteed investment contracts only, the terms of the
solicitation take into account the Issuer's reasonably expected deposit and
drawdown schedule for the amounts to be invested.
(6)All potential providers have an equal opportunity to bid and no potential
provider is given the opportunity to review other bids (i.e., a last look)
before providing a bid.
(7) At least three reasonably competitive providers are solicited for bids. A
reasonably competitive provider is a provider that has an established
industry reputation as a competitive provider of the type of investments
being purchased.
(b) The bids received by the Issuer meet all of the following requirements:
(1) The Issuer receives at least three bids from providers that the Issuer
solicited under a bona fide solicitation meeting the requirements of
paragraph (d)(6)(iii)(A) of section 1.148-5 of the Regulations and that do not
have a material financial interest in the issue. A lead underwriter in a
negotiated underwriting transaction is deemed to have a material financial
interest in the issue until 15 days after the issue date of the issue. In addition,
any entity acting as a financial advisor with respect to the purchase of the
investment at the time the bid specifications are forwarded to potential
providers has a material financial interest in the issue. A provider that is a
related party to a provider that has a material financial interest in the issue is
deemed to have a material financial interest in the issue.
(2) At least one of the three bids described in paragraph (d)(6)(iii)(B)(1) of
section 1.148-5 of the Regulations is from a reasonably competitive
provider, within the meaning of paragraph (d)(6)(iii)(A)(7) of section 1.148-
5 of the Regulations.
(3) If the Issuer uses an agent to conduct the bidding process, the agent did
not bid to provide the investment.
(c) The winning bid meets the following requirements:
19
(1) Guaranteed investment contracts. If the investment is a guaranteed
investment contract, the winning bid is the highest yielding bona fide bid
(determined net of any broker's fees).
(2) Other investments. If the investment is not a guaranteed investment
contract, the winning bid is the lowest cost bona fide bid (including any
broker's fees).
(d) The provider of the investments or the obligor on the guaranteed investment
contract certifies the administrative costs that it pays (or expects to pay, if any) to third
parties in connection with supplying the investment.
(e) The Issuer will retain the following records with the bond documents until
three years after the last outstanding bond is redeemed:
(1) For purchases of guaranteed investment contracts, a copy of the contract,
and for purchases of investments other than guaranteed investment
contracts, the purchase agreement or confirmation.
(2) The receipt or other record of the amount actually paid by the Issuer for
the investments, including a record of any administrative costs paid by the
Issuer, and the certification under paragraph (d)(6)(iii)(D) of section 1.148-5
of the Regulations.
(3) For each bid that is submitted, the name of the person and entity
submitting the bid, the time and date of the bid, and the bid results.
(4) The bid solicitation form and, if the terms of the purchase agreement or
the guaranteed investment contract deviated from the bid solicitation form or
a submitted bid is modified, a brief statement explaining the deviation and
stating the purpose for the deviation.
(5) For purchases of investments other than guaranteed investment contracts,
the cost of the most efficient portfolio of State and Local Government Series
Securities, determined at the time that the bids were required to be submitted
pursuant to the terms of the bid specifications.
Section 4.5 Records
The Issuer will maintain records of all purchases, sales, liquidations, investments,
reinvestments, redemptions, disbursements, deposits, and transfers of amounts on deposit.
20
Section 4.6 Investments to be Legal
All investments required to be made pursuant to this Certificate shall be made to
the extent permitted by law. In the event that any such investment is determined to be
ultra vires, it shall be liquidated and the proceeds thereof shall be invested in a legal
investment, provided that prior to reinvesting such proceeds, the Issuer shall obtain an
opinion of Bond Counsel to the effect that such reinvestment will not cause the Bonds to
become arbitrage bonds under Sections 103, 148, 149, or any other applicable provision
of the Code.
ARTICLE V
GENERAL COVENANTS
The Issuer hereby covenants to perform all acts within its power necessary to
ensure that the reasonable expectations set forth in Article II hereof will be realized. The
Issuer reasonably expects to comply with all covenants contained in this Certificate.
ARTICLE VI
AMENDMENTS AND ADDITIONAL AGREEMENTS
Section 6.1 Opinion of Bond Counsel; Amendments
The various provisions of this Certificate need not be observed and this Certificate
may be amended or supplemented at any time by the Issuer if the Issuer receives an
opinion or opinions of Bond Counsel that the failure to comply with such provisions will
not cause any of the Bonds to become "arbitrage bonds" under the Code and that the
terms of such amendment or supplement will not cause any of the Bonds to become
"arbitrage bonds" under the Code, or otherwise cause interest on any of the Bonds to
become includable in gross income for federal income tax purposes.
Section 6.2 Additional Covenants, Agreements
The Issuer hereby covenants to make, execute and enter into (and to take such
actions, if any, as may be necessary to enable it to do so) such agreements as may be
necessary to comply with any changes in law or regulations in order to preserve the tax-
exempt status of the Bonds to the extent that it may lawfully do so. The Issuer further
covenants (1) to impose such limitations on the investment or use of moneys or
investments related to the Bonds, (2) to make such payments to the United States
Treasury, (3)to maintain such records, (4) to perform such calculations, and (5) to
perform such other lawful acts as may be necessary to preserve the tax-exempt status of
the Bonds.
21
Section 6.3 Internal Revenue Service Audits
The Internal Revenue Service has not audited the Issuer regarding any obligations
issued by or on behalf of the Issuer. To the best knowledge of the Issuer, no such
obligations of the Issuer are currently under examination by the Internal Revenue
Service.
Section 6.4 Amendments
Except as otherwise provided in Section 6.1 hereof, all the rights, powers, duties
and obligations of the Issuer shall be irrevocable and binding upon the Issuer and shall
not be subject to amendment or modification by the Issuer.
ARTICLE VII
FURTHER CERTIFICATIONS WITH RESPECT TO REFUNDING BONDS
(a) Property financed with the proceeds of the Refunded Bonds will not be sold or
disposed of, in whole or in part, prior to the last maturity date of either the obligations or
the last maturity of the Bonds.
(b) All of the proceeds of the Refunded Bonds were used to provide facilities used
in the regular operations of the Issuer and neither the facilities nor the output thereof have
been or are expected to be used in the trade or business of any person other than the
Issuer.
(c) Reimbursement Allocations and Original Expenditures, if any, reimbursed
from proceeds of the Refunded Bonds complied with the Reimbursement Regulations in
effect at the time of issuance of the Refunded Bonds.
(d) The Proceeds of the Refunding Bonds will be used for a current refunding and
the Refunding Bonds are issued not more than 90 days before the last expenditure of any
Proceeds of the Refunding Bonds for payment of debt service on the Refunded Bonds.
The Proceeds of the Refunding Bonds will be invested in materially higher yield acquired
obligations for a temporary period of not to exceed 90 days.
(e)No proceeds of the Refunded Bonds remain unspent. No sinking fund has been
established for the Refunded Bonds. No amount of proceeds of the Refunded Bonds are
invested for a temporary period or as part of a minor portion of the Refunded Bonds.
22
IN WITNESS WHEREOF, the Issuer has caused this Certificate to be executed by
its duly authorized officer, all as of the day first above written.
/P<<
'inane Director, City of Iowa Cit owa
(SEAL)
23
EXHIBIT "A"
VERIFICATION CERTIFICATE OF THE PURCHASER
The undersigned, , an officer of Hutchinson,
Shockey, Erley & Co. (the "Purchaser"), hereby certifies as follows:
1. The Purchaser and the City of Iowa City (the "Issuer"), have entered into an
Agreement dated May 15, 2012 (the "Bond Purchase Agreement"), providing for the
purchase of$4,950,000 Water Revenue Refunding Bonds, Series 2012C, of the City
dated June 20, 2012 (the "Bonds").
2. The Agreement is in full force and effect and has not been repealed, rescinded
or amended.
3. The initial public offering price as set forth below does not exceed the fair
market value of the Bonds on the date of the Bond Purchase Agreement.
4. The Purchaser hereby confirms, as set forth below: (a) the initial public offering
price of each maturity of the Bonds (not including sales to bondhouses and brokers or
similar persons or organizations acting in the capacity of underwriters or wholesalers) at
which price a substantial amount of the Bonds (not less than 10% of each maturity) were
sold to the public; or (b) for those maturities where less than 10% of such maturity has
been sold at the initial public offering price, the price for that maturity is determined as of
the date of the Bond Purchase Agreement based upon the reasonably expected initial
offering price to the public:
Aggregate
Dollar
Price Reoffering
(% of par) Price
(do not (do not
Principal Principal include include
Amount Amount Reoffering accrued accrued
Year Issued Sold Yield interest) interest)
2013 $450,000
2014 $465,000
2015 $470,000
2016 $480,000
2017 $490,000
2018 $495,000
2019 $510,000
2020 $520,000
3.100% $530,000
2022 $540,000
Total: $4,950,000
In addition, accrued interest in the total amount of$ - 0 - will be paid by the
investors purchasing the Bonds. The aggregate initial offering price to the public not
including accrued interest is $
IN WITNESS WHEREOF, the Purchaser has caused this Verification Certificate
to be executed by its duly authorized officer this day of
2012.
HUTCHINSON, SHOCKEY, ERLEY &
CO.
By:
Title:
EXHIBIT "B"
CERTIFICATE OF FINANCIAL ADVISOR
I, the undersigned, do hereby certify that I am the Managing Director of Public
Financial Management, Inc. (the "Financial Advisor"). The Financial Advisor
acknowledges that this Certificate is given, in part, as the basis for certain representations
made in the Tax Exemption Certificate delivered by the City of Iowa City, State of Iowa
(the "Issuer"), as of the date hereof, in connection with the issuance of$4,950,000 Water
Revenue Refunding Bonds, Series 2012C, of the Issuer(the " Bonds "), and as a basis for
certain opinions of Ahlers & Cooney, P.C., Bond Counsel, with regard to the tax-exempt
status of the Bonds. All definitions contained in the Tax Exemption Certificate are hereby
incorporated by reference.
1. Since Issuer revenues are subject to changes beyond its control, potential
purchasers of the Bonds expect a reserve fund to be established to provide some measure
of protection for their investments and to provide a workout period for the Issuer in case
of adversity.
2. A reasonable time period for providing a workout is one year. Therefore, the
reserve fund provided in the Resolution authorizing the issuance of the Bonds is, in our
opinion, reasonably required under current market conditions.
IN WITNESS WHEREOF, I hereunto affix my official signature this
day of , 2012.
PUBLIC FINANCIAL MANAGEMENT,
INC.
By:
Title: Managing Director
00865898-1\10714-110
CONTINUING DISCLOSURE CERTIFICATE
This Continuing Disclosure Certificate (the "Disclosure Certificate") is executed
and delivered by the City of Iowa City, Iowa (the "Issuer"), in connection with the
issuance of$4,950,000 Water Revenue Refunding Bonds, Series 2012C (the "Bonds")
dated June 20, 2012. The Bonds are being issued pursuant to a Resolution of the Issuer
approved on June 5, 2012 (the "Resolution"). The Issuer covenants and agrees as follows:
SECTION 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is
being executed and delivered by the Issuer for the benefit of the Holders and Beneficial
Owners of the Bonds and in order to assist the Participating Underwriters in complying
with S.E.C. Rule 15c2-12(b)(5).
SECTION 2. Definitions. In addition to the definitions set forth in the Resolution,
which apply to any capitalized term used in this Disclosure Certificate unless otherwise
defined in this Section, the following capitalized terms shall have the following
meanings:
"Annual Report" shall mean any Annual Report provided by the Issuer pursuant
to, and as described in, Sections 3 and 4 of this Disclosure Certificate.
"Beneficial Owner" shall mean any person which (a) has the power, directly or
indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds
(including persons holding Bonds through nominees, depositories or other
intermediaries), or (b) is treated as the owner of any Bonds for federal income tax
purposes.
"Business Day" shall mean a day other than a Saturday or a Sunday or a day on
which banks in Iowa are authorized or required by law to close.
"Dissemination Agent" shall mean the Issuer or any Dissemination Agent
designated in writing by the Issuer and which has filed with the Issuer a written
acceptance of such designation.
"Holders" shall mean the registered holders of the Bonds, as recorded in the
registration books of the Registrar.
"Listed Events" shall mean any of the events listed in Section 5(a) of this
Disclosure Certificate.
"Municipal Securities Rulemaking Board" or "MSRB" shall mean the Municipal
Securities Rulemaking Board, 1900 Duke Street, Suite 600, Alexandria, VA 22314.
"National Repository" shall mean the MSRB's Electronic Municipal Market
Access website, a/k/a "EMMA" (emma.msrb.org).
"Participating Underwriter" shall mean any of the original underwriters of the
Bonds required to comply with the Rule in connection with offering of the Bonds.
"Rule" shall mean Rule 15c2-12(b)(5) adopted by the Securities and Exchange
Commission under the Securities Exchange Act of 1934, as the same may be amended
from time to time.
"State" shall mean the State of Iowa.
SECTION 3. Provision of Annual Reports.
(a) The Issuer shall, or shall cause the Dissemination Agent to, not later than
two hundred ten (210) days after the end of the Issuer's fiscal year
(presently June 30th), commencing with the report for the 2011/2012 fiscal
year, provide to the National Repository an Annual Report which is
consistent with the requirements of Section 4 of this Disclosure Certificate.
The Annual Report must be submitted in such format as is required by the
MSRB (currently in "searchable PDF" format). The Annual Report may be
submitted as a single document or as separate documents comprising a
package. The Annual Report may cross-reference other information as
provided in Section 4 of this Disclosure Certificate; provided that the
audited financial statements of the Issuer may be submitted separately from
the balance of the Annual Report and later than the date required above for
the filing of the Annual Report if they are not available by that date. If the
Issuer's fiscal year changes, it shall give notice of such change in the same
manner as for a Listed Event under Section 5(c).
(b) If the Issuer is unable to provide to the National Repository an Annual
Report by the date required in subsection (a), the Issuer shall send a notice
to the Municipal Securities Rulemaking Board, if any, in substantially the
form attached as Exhibit A.
(c) The Dissemination Agent shall:
(i) each year file the Annual Report with the National Repository; and
(ii) (if the Dissemination Agent is other than the Issuer), file a report
with the Issuer certifying that the Annual Report has been filed
pursuant to this Disclosure Certificate, stating the date it was filed.
2
SECTION 4. Content of Annual Reports. The Issuer's Annual Report shall contain
or incorporate by reference the following:
(a) The last available audited financial statements of the Issuer for the prior
fiscal year, prepared in accordance with generally accepted accounting
principles promulgated by the Financial Accounting Standards Board as
modified in accordance with the governmental accounting standards
promulgated by the Governmental Accounting Standards Board or as
otherwise provided under State law, as in effect from time to time, or, if
and to the extent such financial statements have not been prepared in
accordance with generally accepted accounting principles, noting the
discrepancies therefrom and the effect thereof. If the Issuer's audited
financial statements for the preceding years are not available by the time
the Annual Report is required to be filed pursuant to Section 3(a), the
Annual Report shall contain unaudited financial statements in a format
similar to the financial statements contained in the final Official Statement,
and the audited financial statements shall be filed in the same manner as the
Annual Report when they become available.
(b) Information prepared as of the latest practicable date, of the type contained
in the final Official Statement under the caption "Water System Rates and
Charges"; "Larger Water System Customers"; "Water System Customers by
Classification" and "Sales History and Water System Charges".
Any or all of the items listed above may be included by specific reference to other
documents, including official statements of debt issues of the Issuer or related public
entities, which have been filed with the National Repository. The Issuer shall clearly
identify each such other document so included by reference.
SECTION 5. Reporting of Significant Events.
(a) Pursuant to the provisions of this Section 5, the Issuer shall give, or cause
to be given, notice of the occurrence of any of the following events with
respect to the Bonds in a timely manner not later than ten (10)Business
Days after the day of the occurrence of the event:
(1) Principal and interest payment delinquencies;
(2) Non-payment related defaults, if material;
(3) Unscheduled draws on debt service reserves reflecting financial
difficulties;
3
(4) Unscheduled draws on credit enhancements relating to the Bonds
reflecting financial difficulties;
(5) Substitution of credit or liquidity providers, or their failure to
perform;
(6) Adverse tax opinions, the issuance by the Internal Revenue Service
of proposed or final determinations of taxability, Notices of
Proposed Issue (IRS Form 5701-TEB) or other material notices or
determinations with respect to the tax-exempt status of the Series
Bonds, or material events affecting the tax-exempt status of the
Bonds;
(7) Modifications to rights of Holders of the Bonds, if material;
(8) Bond calls (excluding sinking fund mandatory redemptions), if
material, and tender offers;
(9) Defeasances of the Bonds;
(10) Release, substitution, or sale of property securing repayment of the
Bonds, if material;
(11) Rating changes on the Bonds;
(12) Bankruptcy, insolvency, receivership or similar event of the Issuer;
(13) The consummation of a merger, consolidation, or acquisition
involving the Issuer or the sale of all or substantially all of the assets
of the Issuer, other than in the ordinary course of business, the entry
into a definitive agreement to undertake such an action or the
termination of a definitive agreement relating to any such actions,
other than pursuant to its terms, if material; and
(14) Appointment of a successor or additional trustee or the change of
name of a trustee, if material.
(b) Whenever the Issuer obtains the knowledge of the occurrence of a Listed
Event, the Issuer shall determine if the occurrence is subject to notice only
if material, and if so shall as soon as possible determine if such event would
be material under applicable federal securities laws.
4
(c) If the Issuer determines that knowledge of the occurrence of a Listed Event
is not subject to materiality, or determines such occurrence is subject to
materiality and would be material under applicable federal securities laws,
the Issuer shall promptly, but not later than ten (10) Business Days after the
occurrence of the event, file a notice of such occurrence with the Municipal
Securities Rulemaking Board through the filing with the National
Repository.
SECTION 6. Termination of Reporting Obligation. The Issuer's obligations under
this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or
payment in full of all of the Bonds or upon the Issuer's receipt of an opinion of nationally
recognized bond counsel to the effect that, because of legislative action or final judicial
action or administrative actions or proceedings, the failure of the Issuer to comply with
the terms hereof will not cause Participating Underwriters to be in violation of the Rule
or other applicable requirements of the Securities Exchange Act of 1934, as amended. If
such termination occurs prior to the final maturity of the Bonds, the Issuer shall give
notice of such termination in the same manner as for a Listed Event under Section 5(c).
SECTION 7. Dissemination Agent. The Issuer may, from time to time, appoint or
engage a Dissemination Agent to assist it in carrying out its obligations under this
Disclosure Certificate, and may discharge any such Agent, with or without appointing a
successor Dissemination Agent. The Dissemination Agent shall not be responsible in any
manner for the content of any notice or report prepared by the Issuer pursuant to this
Disclosure Certificate. The initial Dissemination Agent shall be the Issuer.
SECTION 8. Amendment; Waiver. Notwithstanding any other provision of this
Disclosure Certificate, the Issuer may amend this Disclosure Certificate, and any
provision of this Disclosure Certificate may be waived, provided that the following
conditions are satisfied:
(a) If the amendment or waiver relates to the provisions of Section 3(a), 4, or
5(a), it may only be made in connection with a change in circumstances that
arises from a change in legal requirements, change in law, or change in the
identity, nature or status of an obligated person with respect to the Bonds,
or the type of business conducted;
(b) The undertaking, as amended or taking into account such waiver, would, in
the opinion of nationally recognized bond counsel, have complied with the
requirements of the Rule at the time of the original issuance of the Bonds,
after taking into account any amendments or interpretations of the Rule, as
well as any change in circumstances; and
5
(c) The amendment or waiver either (i) is approved by the Holders of the
Bonds in the same manner as provided in the Resolution for amendments to
the Resolution with the consent of Holders, or (ii) does not, in the opinion
of nationally recognized bond counsel, materially impair the interests of the
Holders or Beneficial Owners of the Bonds.
In the event of any amendment or waiver of a provision of this Disclosure Certificate, the
Issuer shall describe such amendment in the next Annual Report, and shall include, as
applicable, a narrative explanation of the reason for the amendment or waiver and its
impact on the type (or in the case of a change of accounting principles, on the
presentation) of financial information or operating data being presented by the Issuer. In
addition, if the amendment relates to the accounting principles to be followed in
preparing financial statements, (i) notice of such change shall be given in the same
manner as for a Listed Event under Section 5(c), and (ii) the Annual Report for the year
in which the change is made will present a comparison or other discussion in narrative
form (and also, if feasible, in quantitative form) describing or illustrating the material
differences between the financial statements as prepared on the basis of the new
accounting principles and those prepared on the basis of the former accounting principles.
SECTION 9. Additional Information. Nothing in this Disclosure Certificate shall
be deemed to prevent the Issuer from disseminating any other information, using the
means of dissemination set forth in this Disclosure Certificate or any other means of
communication, or including any other information in any Annual Report or notice of
occurrence of a Listed Event, in addition to that which is required by this Disclosure
Certificate. If the Issuer chooses to include any information in any Annual Report or
notice of occurrence of a Listed Event in addition to that which is specifically required by
this Disclosure Certificate, the Issuer shall have no obligation under this Certificate to
update such information or include it in any future Annual Report or notice of occurrence
of a Listed Event.
SECTION 10. Default. In the event of a failure of the Issuer to comply with any
provision of this Disclosure Certificate, any Holder or Beneficial Owner of the Bonds
may take such actions as may be necessary and appropriate, including seeking mandate or
specific performance by court order, to cause the Issuer to comply with its obligations
under this Disclosure Certificate. Direct, indirect, consequential and punitive damages
shall not be recoverable by any person for any default hereunder and are hereby waived
to the extent permitted by law. A default under this Disclosure Certificate shall not be
deemed an event of default under the Resolution, and the sole remedy under this
Disclosure Certificate in the event of any failure of the Issuer to comply with this
Disclosure Certificate shall be an action to compel performance.
6
SECTION 11. Duties, Immunities and Liabilities of Dissemination Agent. The
Dissemination Agent shall have only such duties as are specifically set forth in this
Disclosure Certificate, and the Issuer agrees to indemnify and save the Dissemination
Agent, its officers, directors, employees and agents, harmless against any loss, expense
and liabilities which it may incur arising out of or in the exercise or performance of its
powers and duties hereunder, including the costs and expenses (including attorneys' fees)
of defending against any claim of liability, but excluding liabilities due to the
Dissemination Agent's negligence or willful misconduct. The obligations of the Issuer
under this Section shall survive resignation or removal of the Dissemination Agent and
payment of the Bonds.
SECTION 12. Beneficiaries. This Disclosure Certificate shall inure solely to the
benefit of the Issuer, the Dissemination Agent, the Participating Underwriters and
Holders and Beneficial Owners from time to time of the Bonds, and shall create no rights
in any other person or entity.
mac- tic c1614
Date: day of , _2012.
CITY OF IOWA CITY, IOWA
By:
Mayor
ATTEST:
By: k . �7,_22Le_442e)
City eerk
7
EXHIBIT A
NOTICE TO NATIONAL REPOSITORY OF FAILURE TO FILE ANNUAL REPORT
Name of Issuer: City of Iowa City, Iowa.
Name of Bond Issue: $4,950,000 Water Revenue Refunding Bonds,
Series 2012C
Dated Date of Issue: June 20, 2012
NOTICE IS HEREBY GIVEN that the Issuer has not provided an Annual Report
with respect to the above-named Bonds as required by Section 3 of the Continuing
Disclosure Certificate delivered by the Issuer in connection with the Bonds.The Issuer
anticipates that the Annual Report will be filed by •
Dated: day of ,
CITY OF IOWA CITY, IOWA
By:
Its:
00861472-1\10714-110
16
AYES: Champion, Dickens, Dobyns, Hayek, Mims,
Payne, Throgmorton
NAYS: None
Whereupon the Mayor declared the following Resolution duly adopted:
Resolution No. 12-286
A RESOLUTION AUTHORIZING AND PROVIDING FOR THE
ISSUANCE AND SECURING THE PAYMENT OF $4,950,000
WATER REVENUE REFUNDING BONDS, SERIES 2012C, OF THE
CITY OF IOWA CITY, STATE OF IOWA, UNDER THE
PROVISIONS OF THE CITY CODE OF IOWA, AND PROVIDING
FOR A METHOD OF PAYMENT OF THE BONDS
WHEREAS, the City Council of the City of Iowa City, State of Iowa, sometimes
hereinafter referred to as the "Issuer", has heretofore established charges, rates and rentals
for services which are and will continue to be collected as system revenues of the
Municipal Water Utility, sometimes hereinafter referred to as the "System", and the
revenues have not been pledged and are available for the payment of Water Revenue
Refunding Bonds, Series 2012C, subject to the following premises; and
WHEREAS, Issuer proposes to issue its Water Revenue Refunding Bonds, Series
2012C, to the extent of not to exceed $6,000,000, for the purpose of defraying the costs
of the project as set forth in Section 3 of this Resolution; and
WHEREAS, there have been heretofore issued certain water revenue bonds, notes
or other obligations, part of which remain outstanding and are a lien on the Net Revenues
of the System (defined herein as the "Outstanding Obligations"); and
WHEREAS, in the Resolutions authorizing the issuance of the Outstanding
Obligations it is provided that additional Revenue Notes or Bonds may be issued on a
parity with the Outstanding Obligations, for the costs of future improvements and
extensions to the System or refunding outstanding obligations, provided that there has
been procured and placed on file with the City Clerk, a statement complying with the
conditions and limitations therein imposed upon the issuance of Parity Obligations; and
- 3 -
WHEREAS, a statement of Public Financial Management, Inc., an Independent
Financial Consultant not in the regular employ of Issuer, has been placed on file in the
office of the City Clerk, showing the conditions and limitations of the Resolutions, dated
September 23, 2008 and April 20, 2009, with regard to the sufficiency of the revenues of
the System to permit the issuance of additional Revenue Bonds ranking on a parity with
the Outstanding Obligations to have been met and satisfied as required; and
WHEREAS, the notice of intention of Issuer to take action for the issuance of
not to exceed $6,000,000 Water Revenue Refunding Bonds, Series 2012C, has
heretofore been duly published and no objections to such proposed action have been
filed; and the Issuer desires to proceed with the issuance of$4,950,000 Water Revenue
Refunding Bonds, Series 2012C.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF IOWA CITY, IN THE COUNTY OF JOHNSON, STATE OF IOWA:
Section 1. Definitions. The following terms shall have the following meanings in
this Resolution unless the text expressly or by necessary implication requires otherwise:
• "Additional Bonds" shall mean any water revenue bonds or notes issued on
a parity with the Bonds in accordance with the provisions of this Resolution.
• "Authorized Denominations" shall mean $5,000 or any integral multiple
thereof.
• "Beneficial Owner" shall mean the person in whose name such Bond is
recorded as the beneficial owner of a Bond by a Participant on the records of such
Participant or such person's subrogee.
• "Bonds" shall mean $4,950,000 Water Revenue Refunding Bonds, Series
2012C, authorized to be issued by this Resolution.
• "Call Date" shall mean July 1, 2012, on which date the Refunded Bonds
shall be redeemed and paid.
• "Cede & Co." shall mean Cede & Co., the nominee of DTC, and any
successor nominee of DTC with respect to the Bonds.
• "Clerk" shall mean the City Clerk, or such other officer of the successor
Governing Body as shall be charged with substantially the same duties and
responsibilities.
- 4 -
• "Continuing Disclosure Certificate" shall mean that certain Continuing
Disclosure Certificate executed by the Issuer and dated the date of issuance and
delivery of the Bonds, as originally executed and as it may be amended from time
to time in accordance with the terms thereof.
• "Depository Bonds" shall mean the Bonds as issued in the form of one
global certificate for each maturity, registered in the Registration Books
maintained by the Registrar in the name of DTC or its nominee.
• "DTC" shall mean The Depository Trust Company, New York, New York,
a limited purpose trust company, or any successor book-entry securities depository
appointed for the Bonds.
• "Fiscal Year" shall mean the twelve-month period beginning on July 1 of
each year and ending on the last day of June of the following year, or any other
consecutive twelve-month period adopted by the Governing Body or by law as the
official accounting period of the System. Requirements of a Fiscal Year as
expressed in this Resolution shall exclude any payment of principal or interest
falling due on the first day of the Fiscal Year and include any payment of principal
or interest falling due on the first day of the succeeding Fiscal Year, except to the
extent of any conflict with the terms of the Outstanding Obligations while the
same remain outstanding.
• "Governing Body" shall mean the City Council of the City, or its successor
in function with respect to the operation and control of the System.
• "Independent Auditor" shall mean an independent firm of Certified Public
Accountants or the Auditor of State.
• "Issuer" and "City" shall mean the City of Iowa City, State of Iowa.
• "Net Revenues" shall mean gross earnings of the System after deduction of
current expenses; "Current Expenses" shall mean and include the reasonable and
necessary cost of operating, maintaining, repairing and insuring the System,
including purchases at wholesale, if any, salaries, wages, and costs of materials
and supplies but excluding depreciation and principal of and interest on the Bonds
and any Parity Obligations or payments to the various funds established herein;
capital costs, depreciation and interest or principal payments are not System
expenses.
• "Original Purchaser" shall mean the purchaser of the Bonds from Issuer at
the time of their original issuance.
- 5 -
• "Outstanding Obligations" shall mean the Water Revenue Refunding
Capital Loan Notes, Series 2008D, dated October 15, 2008, issued in accordance
with Resolution 08-291, adopted September 23, 2008, $6,070,000 of which bonds
are still outstanding and unpaid and remain a lien on the Net Revenues of the
System, and the Water Revenue Refunding Capital Loan Notes, Series 2009B,
dated May 18, 2009, issued in accordance with Resolution 09- , adopted
April 20, 2009, $8,905,000 of which bonds are still outstanding and unpaid and
remain a lien on the Net Revenues of the System.
• "Parity Obligations" shall mean water revenue bonds, notes or other
obligations payable solely from the Net Revenues of the System on an equal basis
with the Bonds herein authorized to be issued, and shall include Additional Bonds
as authorized to be issued under the terms of this Resolution and the Outstanding
Obligations.
• "Participants" shall mean those broker-dealers, banks and other financial
institutions for which DTC holds Bonds as securities depository.
• "Paying Agent" shall mean the City Controller of the Issuer, or such
successor as may be approved by Issuer as provided herein and who shall carry out
the duties prescribed herein as Issuer's agent to provide for the payment of
principal of and interest on the Bonds as the same shall become due.
• "Permitted Investments" shall mean:
• direct obligations of(including obligations issued or held in book
entry form on the books of) the Department of the Treasury of the United
States of America;
■ obligations of any of the following federal agencies which
obligations represent full faith and credit of the United States of America,
including:
— Export - Import Bank
- Farm Credit System Financial Assistance Corporation
- USDA - Rural Development
General Services Administration
- U.S. Maritime Administration
Small Business Administration
- Government National Mortgage Association (GNMA)
- U.S. Department of Housing & Urban Development (PHA's)
- Federal Housing Administration
- 6 -
• repurchase agreements whose underlying collateral consists of the
investments set out above if the Issuer takes delivery of the collateral either
directly or through an authorized custodian. Repurchase agreements do not
include reverse repurchase agreements;
• senior debt obligations rated "AAA" by Standard &Poor's
Corporation (S&P) or "Aaa" by Moody's Investors Service Inc. (Moody's)
issued by the Federal National Mortgage Association or the Federal Home
Loan Mortgage Corporation;
• U.S. dollar denominated deposit accounts, federal funds and banker's
acceptances with domestic commercial banks which have a rating on their
short-term certificates of deposit on the date of purchase of"A-1" or "A-
1+" by S&P or "P-1" by Moody's and maturing no more than 360 days after
the date of purchase (ratings on holding companies are not considered as
the rating of the bank);
• commercial paper which is rated at the time of purchase in the single
highest classification, "A-1+" by S&P or "P-1" by Moody's and which
matures not more than 270 days after the date of purchase;
• investments in a money market fund rated "AAAm" or "AAAm-G"
or better by S&P;
• pre-refunded municipal obligations, defined as any bonds or other
obligations of any state of the United States of America or of any agency,
instrumentality or local governmental unit of any such state which are not
callable at the option of the obligor prior to maturity or as to which
irrevocable instructions have been given by the obligor to call on the date
specified in the notice; and (a) which are rated, based on an irrevocable
escrow account or fund (the "escrow"), in the highest rating category of
S&P or Moody's or any successors thereto; or (b)(i) which are fully secured
as to principal and interest and redemption premium, if any, by an escrow
consisting only of cash or direct obligations of the Department of the
Treasury of the United States of America, which escrow may be applied
only to the payment of such principal of and interest and redemption
premium, if any, on such bonds or other obligations on the maturity date or
dates thereof or the specified redemption date or dates pursuant to such
irrevocable instructions, as appropriate; and (ii) which escrow is sufficient,
as verified by a nationally recognized independent certified public
accountant, to pay principal of and interest and redemption premium, if
any, on the bonds or other obligations described in this paragraph on the
- 7 -
maturity date or dates specified in the irrevocable instructions referred to
above, as appropriate;
• tax exempt bonds as defined and permitted by section 148 of the
Internal Revenue Code and applicable regulations and only if rated within
the two highest classifications as established by at least one of the standard
rating services approved by the superintendent of banking by rule adopted
pursuant to chapter 17A Code of Iowa;
• an investment contract rated within the two highest classifications as
established by at least one of the standard rating services approved by the
superintendent of banking by rule adopted pursuant to chapter 17A Code of
Iowa; and
• Iowa Public Agency Investment Trust.
• "Project Fund" shall mean the fund into which a portion of the proceeds
that will be used, together with interest earnings thereon, to pay the principal,
interest and redemption premium, if any, on the Refunded Bonds.
• "Refunded Bonds" shall mean $5,015,000 of the $8,500,000 Water
Revenue Bonds, Series 2002, dated November 1, 2002.
• "Registrar" shall mean the City Controller of the City, or such successor as
may be approved by Issuer as provided herein and who shall carry out the duties
prescribed herein with respect to maintaining a register of the owners of the
Bonds. Unless otherwise specified, the Registrar shall also act as Transfer Agent
for the Bonds.
• "Representation Letter" shall mean the Blanket Issuer Letter of
Representations executed and delivered by the Issuer to DTC on file with DTC.
• "Reserve Fund Requirement" shall mean an amount equal to the lesser of
(a) the maximum annual amount of the principal and interest coming due on the
Bonds and Parity Obligations; (b) 10% of the stated principal amount of the Bonds
and Parity Obligations or (c) 125% of the average annual principal and interest
coming due on the Bonds and Parity Obligations. For purposes of this definition:
(1) "issue price" shall be substituted for "stated principal amount" for issues with
original issue discount or original issue premium of more than a de minimus
amount and (2) stated principal amount shall not include any portion of an issue
refunded or advance refunded by a subsequent issue.
- 8 -
• "Resolution" shall mean this resolution authorizing the issuance of the
Bonds.
• "System" shall mean the Municipal Water Utility of the Issuer and all
properties of every nature hereinafter owned by the Issuer comprising part of or
used as a part of the System, including all improvements and extensions made by
Issuer while any of the Bonds or Parity Obligations remain outstanding; all real
and personal property; and all appurtenances, contracts, leases, franchises and
other intangibles.
• "Tax Exemption Certificate" shall mean the Tax Exemption Certificate
executed by the Treasurer and delivered at the time of issuance and delivery of the
Bonds.
• "Treasurer" shall mean the Finance Director or such other officer as shall
succeed to the same duties and responsibilities with respect to the recording and
payment of the Bonds issued hereunder.
• "Yield Restricted" shall mean required to be invested at a yield that is not
materially higher than the yield on the Bonds under section 148(a) of the Internal
Revenue Code or regulations issued thereunder.
Section 2. Authority. The Bonds authorized by this Resolution shall be issued
pursuant to Division V, Chapter 384 of the City Code of Iowa, and in compliance with all
applicable provisions of the Constitution and laws of the State of Iowa.
Section 3. Authorization and Purpose. There are hereby authorized to be issued,
negotiable, serial, fully registered Water Revenue Refunding Bonds, Series 2012C, of the
City, in the County of Johnson, State of Iowa, in the aggregate amount of$4,950,000 for
the purpose of paying costs of the refunding of outstanding Water Revenue Bonds, Series
2002, dated November 1, 2002.
Section 4. Source of Payment. The Bonds herein authorized and Parity Obligations
and the interest thereon shall be payable solely and only out of the net earnings of the
System and shall be a first lien on the future Net Revenues of the System. The Bonds
shall not be general obligations of the Issuer nor shall they be payable in any manner by
taxation and the Issuer shall be in no manner liable by reason of the failure of the Net
Revenues to be sufficient for the payment of the Bonds.
- 9 -
Section 5. Bond Details. Water Revenue Refunding Bonds, Series 2012C, of the
City in the amount of$4,950,000 shall be issued pursuant to the provisions of Sections
384.82 and 384.83 of the City Code of Iowa for the aforesaid purpose. The Bonds shall
be designated "WATER REVENUE REFUNDING BOND, SERIES 2012C", be dated
June 20, 2012, and bear interest from the date thereof, until payment thereof, at the office
of the Paying Agent, the interest payable on January 1, 2013 and semiannually thereafter
on the 1st day of January and July in each year until maturity at the rates hereinafter
provided.
The Bonds shall be executed by the manual or facsimile signature of the Mayor
and attested by the manual or facsimile signature of the City Clerk, and impressed or
printed with the seal of the City and shall be fully registered as to both principal and
interest as provided in this Resolution; principal, interest and premium, if any shall be
payable at the office of the Paying Agent by mailing of a check to the registered owner of
the Bond. The Bonds shall be in the denomination of$5,000 or multiples thereof. The
Bonds shall mature and bear interest as follows:
Principal Interest Maturity
Amount Rate July 1
$450,000 1.500% 2013
$465,000 1.500% 2014
$470,000 1.500% 2015
$480,000 1.500% 2016
$490,000 1.500% 2017
$495,000 1.500% 2018
$510,000 2.000% 2019
$520,000 2.000% 2020
$530,000 2.000% 2021
$540,000 2.100% 2022
Section 6. Redemption. Bonds maturing after July 1, 2020 may be called for
redemption by the Issuer and paid before maturity on such date or any date thereafter,
from any funds regardless of source, in whole or from time to time in part, in any order of
maturity and within an annual maturity by lot. The terms of redemption shall be par, plus
accrued interest to date of call.
- 10 -
Thirty days' notice of redemption shall be given by ordinary mail to the registered
owner of the Bond. Failure to give such notice by mail to any registered owner of the
Bonds or any defect therein shall not affect the validity of any proceedings for the
redemption of the Bonds. All Bonds or portions thereof called for redemption will cease
to bear interest after the specified redemption date, provided funds for their redemption
are on deposit at the place of payment.
If selection by lot within a maturity is required, the Registrar shall designate the
Bonds to be redeemed by random selection of the names of the registered owners of the
entire annual maturity until the total amount of Bonds to be called has been reached.
Section 7. Issuance of Bonds in Book-Entry Form; Replacement Bonds.
(a) Notwithstanding the other provisions of this Resolution regarding
registration, ownership, transfer, payment and exchange of the Bonds, unless the Issuer
determines to permit the exchange of Depository Bonds for Bonds in the Authorized
Denominations, the Bonds shall be issued as Depository Bonds in denominations of the
entire principal amount of each maturity of Bonds (or, if a portion of the principal amount
is prepaid, the principal amount less the prepaid amount); and such Depository Bonds
shall be registered in the name of Cede & Co., as nominee of DTC. Payment of semi-
annual interest for any Depository Bond shall be made by wire transfer or New York
Clearing House or equivalent next day funds to the account of Cede & Co. on the interest
payment date for the Bonds at the address indicated in or pursuant to the Representation
Letter.
(b) With respect to Depository Bonds, neither the Issuer nor the Paying Agent
shall have any responsibility or obligation to any Participant or to any Beneficial Owner.
Without limiting the immediately preceding sentence, neither the Issuer nor the Paying
Agent shall have any responsibility or obligation with respect to (i) the accuracy of the
records of DTC or its nominee or of any Participant with respect to any ownership
interest in the Bonds, (ii) the delivery to any Participant, any Beneficial Owner or any
other person, other than DTC or its nominee, of any notice with respect to the Bonds, (iii)
the payment to any Participant, any Beneficial Owner or any other person, other than
DTC or its nominee, of any amount with respect to the principal of, premium, if any, or
interest on the Bonds, or (iv) the failure of DTC to provide any information or
notification on behalf of any Participant or Beneficial Owner.
The Issuer and the Paying Agent may treat DTC or its nominee as, and deem DTC
or its nominee to be, the absolute owner of each Bond for the purpose of payment of the
principal of, premium, if any, and interest on such Bond, for the purpose of all other
matters with respect to such Bond, for the purpose of registering transfers with respect to
such Bonds, and for all other purposes whatsoever(except for the giving of certain
Bondholder consents, in accordance with the practices and procedures of DTC as may be
- 11 -
applicable thereto). The Paying Agent shall pay all principal of, premium, if any, and
interest on the Bonds only to or upon the order of the Bondholders as shown on the
Registration Books, and all such payments shall be valid and effective to fully satisfy and
discharge the Issuer's obligations with respect to the principal of, premium, if any, and
interest on the Bonds to the extent so paid. Notwithstanding the provisions of this
Resolution to the contrary (including without limitation those provisions relating to the
surrender of Bonds, registration thereof, and issuance in Authorized Denominations), as
long as the Bonds are Depository Bonds, full effect shall be given to the Representation
Letter and the procedures and practices of DTC thereunder, and the Paying Agent shall
comply therewith.
(c) Upon (i) a determination by the Issuer that DTC is no longer able to carry
out its functions or is otherwise determined unsatisfactory, or (ii) a determination by DTC
that the Bonds are no longer eligible for its depository services or (iii) a determination by
the Paying Agent that DTC has resigned or discontinued its services for the Bonds, if
such substitution is authorized by law, the Issuer shall (A) designate a satisfactory
substitute depository as set forth below or, if a satisfactory substitute is not found, (B)
provide for the exchange of Depository Bonds for replacement Bonds in Authorized
Denominations.
(d) To the extent authorized by law, if the Issuer determines to provide for the
exchange of Depository Bonds for Bonds in Authorized Denominations, the Issuer shall
so notify the Paying Agent and shall provide the Registrar with a supply of executed
unauthenticated Bonds to be so exchanged. The Registrar shall thereupon notify the
owners of the Bonds and provide for such exchange, and to the extent that the Beneficial
Owners are designated as the transferee by the owners, the Bonds will be delivered in
appropriate form, content and Authorized Denominations to the Beneficial Owners, as
their interests appear.
(e) Any substitute depository shall be designated in writing by the Issuer to the
Paying Agent. Any such substitute depository shall be a qualified and registered "clearing
agency" as provided in Section 17A of the Securities Exchange Act of 1934, as amended.
The substitute depository shall provide for(i) immobilization of the Depository Bonds,
(ii) registration and transfer of interests in Depository Bonds by book entries made on
records of the depository or its nominee and (iii) payment of principal of, premium, if
any, and interest on the Bonds in accordance with and as such interests may appear with
respect to such book entries.
Section 8. Registration of Bonds; Appointment of Registrar; Transfer; Ownership;
Delivery; and Cancellation.
(a) Registration. The ownership of Bonds may be transferred only by the
making of an entry upon the books kept for the registration and transfer of
- 12 -
ownership of the Bonds, and in no other way. The City Controller is hereby
appointed as Bond Registrar under the terms of this Resolution. Registrar shall
maintain the books of the Issuer for the registration of ownership of the Bonds for
the payment of principal of and interest on the Bonds as provided in this
Resolution. All Bonds shall be negotiable as provided in Article 8 of the Uniform
Commercial Code and Section 384.83(5) of the Code of Iowa, subject to the
provisions for registration and transfer contained in the Bonds and in this
Resolution.
(b) Transfer. The ownership of any Bond may be transferred only upon the
Registration Books kept for the registration and transfer of Bonds and only upon
surrender thereof at the office of the Registrar together with an assignment duly
executed by the holder or his duly authorized attorney in fact in such form as shall
be satisfactory to the Registrar, along with the address and social security number
or federal employer identification number of such transferee (or, if registration is
to be made in the name of multiple individuals, of all such transferees). In the
event that the address of the registered owner of a Bond (other than a registered
owner which is the nominee of the broker or dealer in question) is that of a broker
or dealer, there must be disclosed on the Registration Books the information
pertaining to the registered owner required above. Upon the transfer of any such
Bond, a new fully registered Bond, of any denomination or denominations
permitted by this Resolution in aggregate principal amount equal to the unmatured
and unredeemed principal amount of such transferred fully registered Bond, and
bearing interest at the same rate and maturing on the same date or dates shall be
delivered by the Registrar.
(c) Registration of Transferred Bonds. In all cases of the transfer of the
Bonds, the Registrar shall register, at the earliest practicable time, on the
Registration Books, the Bonds, in accordance with the provisions of this
Resolution.
(d) Ownership. As to any Bond, the person in whose name the ownership of
the same shall be registered on the Registration Books of the Registrar shall be
deemed and regarded as the absolute owner thereof for all purposes, and payment
of or on account of the principal of any such Bonds and the premium, if any, and
interest thereon shall be made only to or upon the order of the registered owner
thereof or his legal representative. All such payments shall be valid and effectual
to satisfy and discharge the liability upon such Bond, including the interest
thereon, to the extent of the sum or sums so paid.
- 13 -
(e) Cancellation. All Bonds which have been redeemed shall not be
reissued but shall be cancelled by the Registrar. All Bonds which are cancelled by
the Registrar shall be destroyed and a certificate of the destruction thereof shall be
furnished promptly to the Issuer; provided that if the Issuer shall so direct, the
Registrar shall forward the cancelled Bonds to the Issuer.
(f) Non-Presentment of Bonds. In the event any payment check
representing payment of principal of or interest on the Bonds is returned to the
Paying Agent or is not presented for payment of principal at the maturity or
redemption date, if funds sufficient to pay such principal of or interest on Bonds
shall have been made available to the Paying Agent for the benefit of the owner
thereof, all liability of the Issuer to the owner thereof for such interest or payment
of such Bonds shall forthwith cease, terminate and be completely discharged, and
thereupon it shall be the duty of the Paying Agent to hold such funds, without
liability for interest thereon, for the benefit of the owner of such Bonds who shall
thereafter be restricted exclusively to such funds for any claim of whatever nature
on his part under this Resolution or on, or with respect to, such interest or Bonds.
The Paying Agent's obligation to hold such funds shall continue for a period equal
to two years and six months following the date on which such interest or principal
became due, whether at maturity, or at the date fixed for redemption thereof, or
otherwise, at which time the Paying Agent, shall surrender any remaining funds so
held to the Issuer, whereupon any claim under this Resolution by the Owners of
such interest or Bonds of whatever nature shall be made upon the Issuer.
Section 9. Reissuance of Mutilated, Destroyed, Stolen or Lost Bonds. In case any
outstanding Bond shall become mutilated or be destroyed, stolen or lost, the Issuer shall
at the request of Registrar authenticate and deliver a new Bond of like tenor and amount
as the Bond so mutilated, destroyed, stolen or lost, in exchange and substitution for such
mutilated Bond to Registrar, upon surrender of such mutilated Bond, or in lieu of and
substitution for the Bond destroyed, stolen or lost, upon filing with the Registrar evidence
satisfactory to the Registrar and Issuer that such Bond has been destroyed, stolen or lost
and proof of ownership thereof, and upon furnishing the Registrar and Issuer with
satisfactory indemnity and complying with such other reasonable regulations as the Issuer
or its agent may prescribe and paying such expenses as the Issuer may incur in
connection therewith.
Section 10. Record Date. Payments of principal and interest, otherwise than upon
full redemption, made in respect of any Bond, shall be made to the registered holder
thereof or to their designated agent as the same appear on the books of the Registrar on
the 15th day of the month preceding the payment date. All such payments shall fully
discharge the obligations of the Issuer in respect of such Bonds to the extent of the
payments so made. Payment of principal shall only be made upon surrender of the Bond
to the Paying Agent.
- 14 -
Section 11. Execution, Authentication and Delivery of the Bonds. Upon the
adoption of this Resolution, the Mayor and Clerk shall execute and deliver the Bonds to
the Registrar, who shall authenticate the Bonds and deliver the same to or upon order of
the Original Purchaser. No Bond shall be valid or obligatory for any purpose or shall be
entitled to any right or benefit hereunder unless the Registrar shall duly endorse and
execute on such Bond a Certificate of Authentication substantially in the form of the
Certificate herein set forth. Such Certificate upon any Bond executed on behalf of the
Issuer shall be conclusive evidence that the Bond so authenticated has been duly issued
under this Resolution and that the holder thereof is entitled to the benefits of this
Resolution.
Section 12. Right to Name Substitute Paying Agent or Registrar. Issuer reserves
the right to name a substitute, successor Registrar or Paying Agent upon giving prompt
written notice to each registered bondholder.
- 15 -
Section 13. Form of Bond. Bonds shall be printed in substantial compliance with
standards proposed by the American Standards Institute substantially in the form as
follows:
(6) (6)
(7) (8)
(1)
(2) (3) (4) (5)
(9)
(9a)
(10)
(Continued on the back of this Bond)
(11)(12)(13) (14) (15)
FIGURE 1
(Front)
- 16 -
(10) (16)
(Continued)
FIGURE 2
(Back)
- 17 -
The text of the Bonds to be located thereon at the item numbers shown shall be as
follows:
Item 1, figure 1= "STATE OF IOWA"
"COUNTY OF JOHNSON"
"CITY OF IOWA CITY"
"WATER REVENUE REFUNDING BOND"
"SERIES 2012C"
Item 2, figure 1= Rate:
Item 3, figure 1= Maturity:
Item 4, figure 1= Bond Date: June 20, 2012
Item 5, figure 1= CUSIP No.:
Item 6, figure 1= "Registered"
Item 7, figure 1= Certificate No.
Item 8, figure 1= Principal Amount: $
Item 9, figure 1 = The City of Iowa City, State of Iowa, a municipal corporation
organized and existing under and by virtue of the Constitution and laws of the State of
Iowa (the "Issuer"), for value received, promises to pay from the source and as
hereinafter provided, on the maturity date indicated above, to
Item 9A, figure 1 = (Registration panel to be completed by Registrar or Printer
with name of Registered Owner).
Item 10, figure 1 = or registered assigns, the principal sum of( )
THOUSAND DOLLARS in lawful money of the United States of America, on the
maturity date shown above, only upon presentation and surrender hereof at the office of
the City Controller, Paying Agent of this issue, or its successor, with interest on the sum
from the date hereof until paid at the rate per annum specified above, payable on
January 1, 2013, and semiannually thereafter on the 1st day of January and July in each
year.
Interest and principal shall be paid to the registered holder of the Bond as shown
on the records of ownership maintained by the Registrar as of the 15th day of the month
preceding such interest payment date. Interest shall be computed on the basis of a 360-
day year of twelve 30-day months.
This Bond is issued pursuant to the provisions of Sections 384.82 and 384.83 of
the City Code of Iowa, as amended, for the purpose of paying costs of the refunding of
outstanding Water Revenue Bonds, Series 2002, dated November 1, 2002, in conformity
to a Resolution of the Council of the City duly passed and approved.
- 18 -
Unless this certificate is presented by an authorized representative of The
Depository Trust Company, a limited purpose trust company ("DTC"), to the Issuer or its
agent for registration of transfer, exchange or payment, and any certificate issued is
registered in the name of Cede & Co. or such other name as requested by an authorized
representative of DTC (and any payment is made to Cede & Co. or to such other Issuer as
is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest
herein.
Bonds maturing after July 1, 2020 may be called for redemption by the Issuer and
paid before maturity on such date or any date thereafter, from any funds regardless of
source, in whole or from time to time in part, in any order of maturity and within an
annual maturity by lot. The terms of redemption shall be par, plus accrued interest to date
of call.
Thirty days' notice of redemption shall be given by ordinary mail to the registered
owner of the Bond. Failure to give such notice by mail to any registered owner of the
Bonds or any defect therein shall not affect the validity of any proceedings for the
redemption of the Bonds. All Bonds or portions thereof called for redemption will cease
to bear interest after the specified redemption date, provided funds for their redemption
are on deposit at the place of payment.
If selection by lot within a maturity is required, the Registrar shall designate the
Bonds to be redeemed by random selection of the names of the registered owners of the
entire annual maturity until the total amount of Bonds to be called has been reached.
Ownership of this Bond may be transferred only by transfer upon the books kept
for such purpose by the City Controller, the Registrar. Such transfer on the books shall
occur only upon presentation and surrender of this Bond at the office of the Registrar as
designated below, together with an assignment duly executed by the owner hereof or his
duly authorized attorney in the form as shall be satisfactory to the Registrar. Issuer
reserves the right to substitute the Registrar and Paying Agent but shall, however,
promptly give notice to registered bondholders of such change. All Bonds shall be
negotiable as provided in Article 8 of the Uniform Commercial Code and Section
384.83(5) of the Code of Iowa, subject to the provisions for registration and transfer
contained in the Bond Resolution.
This Bond and the series of which it forms a part, other bonds ranking on a parity
therewith, and any additional bonds or notes which may be hereafter issued and
outstanding from time to time on a parity with the Bonds, as provided in the Bond
Resolution of which notice is hereby given and is hereby made a part hereof, are payable
from and secured by a pledge of the Net Revenues of the Municipal Water Utility (the
- 19 -
"System"), as defined and provided in the Resolution. There has heretofore been
established and the City covenants and agrees that it will maintain just and equitable rates
or charges for the use of and service rendered by the System in each year for the payment
of the proper and reasonable expenses of operation and maintenance of the System and
for the establishment of a sufficient sinking fund to meet the principal of and interest on
this series of Bonds, and other bonds ranking on a parity therewith, as the same become
due. This Bond is not payable in any manner by taxation and under no circumstances
shall the City be in any manner liable by reason of the failure of the net earnings to be
sufficient for the payment hereof.
And it is hereby represented and certified that all acts, conditions and things
requisite, according to the laws and Constitution of the State of Iowa, to exist, to be had,
to be done, or to be performed precedent to the lawful issue of this Bond, have been
existent, had, done and performed as required by law.
IN TESTIMONY WHEREOF, the City by its City Council has caused this Bond
to be signed by the manual or facsimile signature of its Mayor and attested by the manual
or facsimile signature of its Clerk, with the seal of the City printed or impressed hereon,
and authenticated by the manual signature of an authorized representative of the
Registrar, the City Controller, Iowa City, Iowa.
Item 11, figure 1 = Date of authentication:
Item 12, figure 1 = This is one of the Bonds described in the within mentioned
Resolution, as registered by the City Controller
CITY CONTROLLER, Registrar
By:
Authorized Signature
Item 13, figure 1 = Registrar and Transfer Agent: City Controller
Paying Agent: City Controller
SEE REVERSE FOR CERTAIN DEFINITIONS
Item 14, figure 1 = (Seal)
Item 15, figure 1 = (Signature Block)
CITY OF IOWA CITY, STATE OF IOWA
By: (manual or facsimile signature)
Mayor
- 20 -
ATTEST:
By: (manual or facsimile signature)
City Clerk
Item 16, figure 1 = (Assignment Block)
(Information Required for Registration)
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
(Social Security or Tax Identification No.
) the within Bond and does hereby irrevocably constitute and appoint
attorney in fact to transfer the said Bond on the books
kept for registration of the within Bond, with full power of substitution in the premises.
Dated:
(Person(s) executing this Assignment sign(s) here)
SIGNATURE )
GUARANTEED)
IMPORTANT - READ CAREFULLY
The signature(s) to this Power must correspond with the name(s) as written upon
the face of the certificate(s) or bond(s) in every particular without alteration or
enlargement or any change whatever. Signature guarantee must be provided in
accordance with the prevailing standards and procedures of the Registrar and
Transfer Agent. Such standards and procedures may require signature to be
guaranteed by certain eligible guarantor institutions that participate in a recognized
signature guarantee program.
- 21 -
INFORMATION REQUIRED FOR REGISTRATION OF TRANSFER
Name of Transferee(s)
Address of Transferee(s)
Social Security or Tax Identification
Number of Transferee(s)
Transferee is a(n):
Individual* Corporation
Partnership Trust
*If the Bond is to be registered in the names of multiple individual owners, the names of
all such owners and one address and social security number must be provided.
The following abbreviations, when used in the inscription on the face of this Bond,
shall be construed as though written out in full according to applicable laws or
regulations:
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with rights of survivorship and not as tenants in common
IA UNIF TRANS MIN ACT - Custodian
(Cust) (Minor)
Under Iowa Uniform Transfers to Minors Act
(State)
ADDITIONAL ABBREVIATIONS MAY
ALSO BE USED THOUGH NOT IN THE ABOVE LIST
Section 14. Equality of Lien. The timely payment of principal of and interest on
the Bonds and Parity Obligations shall be secured equally and ratably by the Net
Revenues of the System without priority by reason of number or time of sale or delivery;
and the Net Revenues of the System are hereby irrevocably pledged to the timely
payment of both principal and interest as the same become due.
Section 15. Application of Bond Proceeds - Redemption and Current Refunding of
Refunded Bonds. Proceeds of the Bonds shall be applied as follows:
♦ An amount equal to accrued interest shall be deposited in the Sinking Fund
for application to the first payment of interest on the Bonds.
- 22 -
• An amount sufficient to meet the Reserve Fund Requirement shall be
deposited in the Reserve Fund.
♦ $4,989,908.49 of proceeds (together with $25,091.51 of transferred
proceeds) shall be deposited in trust with the Treasurer for the payment of
the Refunded Bonds and is irrevocably appropriated exclusively to the
payment of principal of, interest on and premium, if any, due on the
redemption thereof Said amount shall be held separately from all other
moneys or accounts, in cash or direct obligations of the United States,
maturing on or before the Call Date of the Refunded Bonds, and is
determined to be sufficient to retire on the designated Call Date all of such
obligations, together with the interest thereon to the designated redemption
date and premium thereon, if any, that may be payable on the redemption of
the same.
• The remaining proceeds shall be held by the Treasurer and applied to pay
the costs of issuance of the Bonds.
The Refunded Bonds are called and shall be redeemed as of the Call Date. The
Clerk is hereby authorized and directed to cause notice of such redemption to be given in
compliance with the terms of the Refunded Bonds.
Any excess proceeds remaining on hand after completion of the purpose of
issuance shall be paid into the Improvement Fund to the maximum required amounts and
any remaining amounts shall be used to call or otherwise retire Bonds.
Section 16. User Rates. There has heretofore been established and published as
required by law,just and equitable rates or charges for the use of the service rendered by
the System. The rates or charges shall be paid by the owner of each and every lot, parcel
of real estate, or building that is connected with and uses the System, by or through any
part of the System or that in any way uses or is served by the System. So long as the
Bonds are outstanding and unpaid the rates or charges to consumers of services of the
System shall be sufficient in each year for the payment of the proper and reasonable
expenses of operation and maintenance of the System and for the payment of principal
and interest on the Bonds and Parity Obligations and obligations as the same fall due, and
to provide for the creation of reserves as hereinafter provided.
Any revenues paid and collected for the use of the System and its services by the
Issuer or any department, agency or instrumentality of the Issuer shall be used and
accounted for in the same manner as any other revenues derived from the operations of
the System.
- 23 -
Section 17. Application of Revenues. From and after the delivery of any Bonds,
and as long as any of the Bonds or Parity Obligations shall be outstanding and unpaid
either as to principal or as to interest, or until all of the Bonds and Parity Obligations then
outstanding shall have been discharged and satisfied in the manner provided in this
Resolution, the entire income and revenues of the System shall be deposited as collected
in a fund to be known as the Water Revenue Fund (the "Revenue Fund"), and shall be
disbursed only as follows:
(a) Operation and Maintenance Fund. Money in the Revenue Fund shall
first be disbursed to make deposits into a separate and special fund to pay current
expenses. The fund shall be known as the Water Revenue Operation and
Maintenance Fund (the "Operation and Maintenance Fund"). There shall be
deposited in the Operation and Maintenance Fund each month an amount
sufficient to meet the current expenses of the month plus an amount equal to
1/12th of expenses payable on an annual basis such as insurance. After the first
day of the month, further deposits may be made to this account from the Revenue
Fund to the extent necessary to pay current expenses accrued and payable to the
extent that funds are not available in the Surplus Fund.
(b) Sinking Fund. Money in the Revenue Fund shall next be disbursed to
make deposits into a separate and special fund to pay the principal and interest
requirements of the Fiscal Year on the Bonds and Parity Obligations. The fund
shall be known as the Water Revenue Bond and Interest Sinking Fund (the
"Sinking Fund"). The required amount to be deposited in the Sinking Fund in any
month shall be the equal monthly amount necessary to pay in full the installment
of interest coming due on the next interest payment date on the then Outstanding
Obligations and Parity Obligations, plus the equal monthly amount necessary to
pay in full the installment of principal coming due on such Bonds on the next
succeeding principal payment date until the full amount of such installment is on
hand. If for any reason the amount on hand in the Sinking Fund exceeds the
required amount, the excess shall forthwith be withdrawn and paid into the
Revenue Fund. Money in the Sinking Fund shall be used solely for the purpose of
paying principal of and interest on the Bonds and Parity Obligations as the same
shall become due and payable.
- 24 -
(c) Reserve Fund. Money in the Revenue Fund shall next be disbursed to
maintain a debt service reserve in an amount equal to the Reserve Fund
Requirement. Such fund shall be known as the Water Revenue Debt Service
Reserve Fund (the "Reserve Fund"). In each month there shall be deposited in the
Reserve Fund an amount equal to 25 percent of the amount required by this
Resolution to be deposited in such month in the Sinking Fund; provided, however,
that when the amount on deposit in the Reserve Fund shall be not less than the
Reserve Fund Requirement, no further deposits shall be made into the Reserve
Fund except to maintain such level, and when the amount on deposit in the
Reserve Fund is greater than the balance required above, such additional amounts
shall be withdrawn and paid into the Revenue Fund. Money in the Reserve Fund
shall be used solely for the purpose of paying principal at maturity of or interest on
the Bonds and Parity Obligations for the payment of which insufficient money
shall be available in the Sinking Fund. Whenever it shall become necessary to so
use money in the Reserve Fund, the payments required above shall be continued or
resumed until it shall have been restored to the required minimum amount. At
closing, $2,030,221.26 shall be deposited into the Reserve Fund from transferred
proceeds.
(d) Improvement Fund. Money in the Revenue Fund shall next be disbursed
to maintain a fund to be known as the Water Revenue Improvement Fund (the
"Improvement Fund"). The minimum amount to be deposited in the Improvement
Fund each month shall be $5,000; provided, however, that when the amount of the
deposits in the fund shall equal or exceed $450,000, no further monthly deposits
need be made into the Improvement Fund except to maintain it at such level.
Money in the Improvement Fund not otherwise limited by other provisions of this
Resolution shall be used solely for the purpose of paying principal of or interest on
the Bonds or Parity Obligations when there shall be insufficient money in the
Sinking Fund and the Reserve Fund; and to the extent not required for the
foregoing, to pay the cost of extraordinary maintenance expenses or repairs,
renewals and replacements not included in the annual budget of revenues and
current expenses, payment of rentals on any part of the System or payments due
for any property purchased as a part of the System, and for capital improvements
to the System. Whenever it shall become necessary to so use money in the
Improvement Fund, the payments required above shall be continued or resumed
until it shall have been restored to the required minimum amount.
- 25
(e) Subordinate Obligations. Money in the Revenue Fund may next be used
to pay principal of and interest on (including reasonable reserves therefor) any
other obligations which by their terms shall be payable from the revenues of the
System, but subordinate to the Bonds and Parity Obligations, and which have been
issued for the purposes of extensions and improvements to the System or to retire
the Bonds or Parity Obligations in advance of maturity, or to pay for extraordinary
repairs or replacements to the System.
(f) Surplus Revenue. All money thereafter remaining in the Revenue Fund
at the close of each month may be deposited in any of the funds created by this
Resolution, may be used to pay for extraordinary repairs or replacements to the
System, or may be used to pay or redeem the Bonds or Parity Obligations or any
of them, or for any lawful purpose.
Money in the Revenue Fund shall be allotted and paid into the various funds and
accounts hereinbefore referred to in the order in which the funds are listed, on a
cumulative basis on the 10th day of each month, or on the next succeeding business day
when the 10th shall not be a business day; and if in any month the money in the Revenue
Fund shall be insufficient to deposit or transfer the required amount in any of the funds or
accounts, the deficiency shall be made up in the following month or months after
payments into all funds and accounts enjoying a prior claim to the revenues shall have
been met in full. The provisions of this Section shall not be construed to require the
Issuer to maintain separate bank accounts for the funds created by this Section; except the
Sinking Fund and the Reserve Fund shall be maintained in a separate account but may be
invested in conjunction with other funds of the City but designated as a trust fund on the
books and records of the City.
Section 18. Outstanding Obligations. Nothing in this Resolution shall be construed
to impair the rights vested in the Outstanding Obligations. The amounts herein required
to be paid into the various funds named in this Resolution shall be inclusive of payments
required in respect to the Outstanding Obligations. The provisions of the resolution or
resolutions referred to in Section 1 of this Resolution and the provisions of this
Resolution are to be construed wherever possible so that the same will not be in conflict.
In the event such construction is not possible, the provisions of the resolution first
adopted shall prevail until such time as the Bonds authorized by the resolution have been
paid in full or otherwise satisfied as therein provided at which time the provisions of this
Resolution shall again prevail.
Section 19. Investments. All of the funds provided by this Resolution may be
invested only in Permitted Investments or deposited in financial institutions which are
members of the Federal Deposit Insurance Corporation or its equivalent successor, and
the deposits in which are insured thereby and all such deposits exceeding the maximum
amount insured from time to time by FDIC or its equivalent successor in any one
financial institution shall be continuously secured in compliance with Chapter 12C of the
- 26 -
Code of Iowa, 2011, as amended, or otherwise by a valid pledge of direct obligations of
the United States Government having an equivalent market value. All such interim
investments shall mature before the date on which the moneys are required for the
purposes for which the fund was created or otherwise as herein provided but in no event
maturing in more than three years in the case of the Reserve Fund.
All income derived from such investments shall be deposited in the Revenue Fund
and shall be regarded as revenues of the System. Investments shall at any time necessary
be liquidated and the proceeds thereof applied to the purpose for which the respective
fund was created.
Section 20. Covenants Regarding the Operation of the System. The Issuer hereby
covenants and agrees with each and every holder of the Bonds and Parity Obligations:
(a) Maintenance and Efficiency. The Issuer will maintain the System in
good condition and operate it in an efficient manner and at reasonable cost.
(b) Sufficiency of Rates. On or before the beginning of each Fiscal Year the
Governing Body will adopt or continue in effect rates for all services rendered by
the System determined to be sufficient to produce Net Revenues for the next
succeeding Fiscal Year adequate to pay principal and interest requirements and
create reserves as provided in this Resolution but not less than 110 percent of the
principal and interest requirements of the Fiscal Year. No free use of the System
by the Issuer or any department, agency or instrumentality of the Issuer shall be
permitted except upon the determination of the Governing Body that the rates and
charges otherwise in effect are sufficient to provide Net Revenues at least equal to
the requirements of this subsection.
(c) Insurance. The Issuer shall maintain insurance for the benefit of the
bondholders on the insurable portions of the System of a kind and in an amount
which normally would be carried by private companies engaged in a similar kind
of business. The proceeds of any insurance, except public liability insurance, shall
be used to repair or replace the part or parts of the System damaged or destroyed,
or if not so used shall be placed in the Improvement Fund.
- 27 -
(d) Accounting and Audits. The Issuer will cause to be kept proper books
and accounts adapted to the System and in accordance with generally accepted
accounting practices, and will diligently act to cause the books and accounts to be
audited annually and reported upon not later than 180 days after the end of each
Fiscal Year by an Independent Auditor and will provide copies of the audit report
to the holders of any of the Bonds and Parity Obligations upon request. The
holders of any of the Bonds and Parity Obligations shall have at all reasonable
times the right to inspect the System and the records, accounts and data of the
Issuer relating thereto.
(e) State Laws. The Issuer will faithfully and punctually perform all duties
with reference to the System required by the Constitution and laws of the State of
Iowa, including the making and collecting of reasonable and sufficient rates for
services rendered by the System as above provided, and will segregate the
revenues of the System and apply the revenues to the funds specified in this
Resolution.
(f) Property. The Issuer will not sell, lease, mortgage or in any manner
dispose of the System, or any capital part thereof, including any and all extensions
and additions that may be made thereto, until satisfaction and discharge of all of
the Bonds and Parity Obligations shall have been provided for in the manner
provided in this Resolution; provided, however, that this covenant shall not be
construed to prevent the disposal by the Issuer of property which in the judgment
of its Governing Body has become inexpedient or unprofitable to use in
connection with the System, or if it is to the advantage of the System that other
property of equal or higher value be substituted therefor, and provided further that
the proceeds of the disposition of such property shall be placed in a revolving fund
and used in preference to other sources for capital improvements to the System.
Any such proceeds of the disposition of property acquired with the proceeds of the
Bonds or Parity Obligations shall not be used to pay principal or interest on the
Bonds and Parity Obligations or for payments into the Sinking Fund or Reserve
Fund.
(g) Fidelity Bond. The Issuer shall maintain fidelity bond coverage in
amounts which normally would be carried by private companies engaged in a
similar kind of business on each officer or employee having custody of funds of
the System.
(h) Additional Charges. The Issuer will require proper connecting charges
and/or other security for the payment of service charges.
- 28 -
(i) Budget. The Governing Body of the Issuer shall approve and conduct
operations pursuant to a system budget of revenues and current expenses for each
Fiscal Year. Such budget shall take into account revenues and current expenses
during the current and last preceding Fiscal Years. Copies of such budget and any
amendments thereto shall be provided to the holders of any of the Bonds upon
request.
Section 21. Remedies of Bondholders. Except as herein expressly limited the
holder or holders of the Bonds and Parity Obligations shall have and possess all the rights
of action and remedies afforded by the common law, the Constitution and statutes of the
State of Iowa, and of the United States of America, for the enforcement of payment of
their Bonds and interest thereon, and of the pledge of the revenues made hereunder, and
of all covenants of the Issuer hereunder.
Section 22. Prior Lien and Parity Obligations. The Issuer will issue no other Bonds
or obligations of any kind or nature payable from or enjoying a lien or claim on the
property or revenues of the System having priority over the Bonds or Parity Obligations.
Additional Bonds may be issued on a parity and equality of rank with the Bonds
with respect to the lien and claim of such Additional Bonds to the revenues of the System
and the money on deposit in the funds adopted by this Resolution, for the following
purposes and under the following conditions, but not otherwise:
(a) For the purpose of refunding any of the Bonds or Parity Obligations which
shall have matured or which shall mature not later than three months after the date
of delivery of such refunding bonds and for the payment of which there shall be
insufficient money in the Sinking Fund and the Reserve Fund;
(b) For the purpose of refunding any Bonds, Parity Obligations or general
obligation bonds outstanding, or making extensions, additions, improvements or
replacements to the System, if all of the following conditions shall have been met:
(i) before any such Additional Bonds ranking on a parity are
issued, there will have been procured and filed with the Clerk, a statement
of an Independent Auditor, independent financial consultant or a consulting
engineer, not a regular employee of the Issuer, reciting the opinion based
upon necessary investigations that the Net Revenues of the System for the
preceding Fiscal Year(with adjustments as hereinafter provided) were
equal to at least 1.25 times the maximum amount that will be required in
any Fiscal Year prior to the longest maturity of any of the Bonds or Parity
Obligations for both principal of and interest on all Bonds or Parity
Obligations then outstanding which are payable from the net earnings of the
System and the Additional Bonds then proposed to be issued.
- 29 -
For the purpose of determining the Net Revenues of the System for the
preceding Fiscal Year as aforesaid, the amount of the gross revenues for
such year may be adjusted by an Independent Auditor, independent
financial consultant or a consulting engineer, not a regular employee of the
Issuer, so as to reflect any changes in the amount of such revenues which
would have resulted had any revision of the schedule of rates or charges
imposed at or prior to the time of the issuance of any such Additional
Bonds been in effect during all of such preceding Fiscal Year.
(ii) the Additional Bonds must be payable as to principal and as
to interest on the same month and day as the Bonds herein authorized.
(iii) for the purposes of this Section, principal and interest falling
due on the first day of a Fiscal Year shall be deemed a requirement of the
immediately preceding Fiscal Year.
(iv) for the purposes of this Section, general obligation bonds
shall be refunded only upon a finding of necessity by the Governing Body
and only to the extent the general obligation bonds were issued or the
proceeds of them were expended for the System.
(v) for purposes of this Section, "preceding Fiscal Year" shall be
the most recently completed Fiscal Year for which audited financial
statements prepared by a certified public accountant are issued and
available, but in no event a Fiscal Year which ended more than eighteen
months prior to the date of issuance of the Additional Bonds.
Section 23. Disposition of Bond Proceeds; Arbitrage Not Permitted. The Issuer
reasonably expects and covenants that no use will be made of the proceeds from the
issuance and sale of the Bonds issued hereunder which will cause any of the Bonds to be
classified as arbitrage bonds within the meaning of Section 148(a) and (b) of the Internal
Revenue Code of the United States, and that throughout the term of the Bonds it will
comply with the requirements of the statute and regulations issued thereunder.
To the best knowledge and belief of the Issuer, there are no facts or circumstances
that would,materially change the foregoing statements or the conclusion that it is not
expected that the proceeds of the Bonds will be used in a manner that would cause the
Bonds to be arbitrage bonds. Without limiting the generality of the foregoing, the Issuer
hereby agrees to comply with the provisions of the Tax Exemption Certificate and the
provisions of the Tax Exemption Certificate are hereby incorporated by reference as part
of this Resolution. The Treasurer is hereby directed to make and insert all calculations
and determinations necessary to complete the Tax Exemption Certificate in all respects
- 30 -
and to execute and deliver the Tax Exemption Certificate at issuance of the Bonds to
certify as to the reasonable expectations and covenants of the Issuer at that date.
The Issuer covenants that it will treat as Yield Restricted any proceeds of the
Bonds remaining unexpended after three years from the issuance and any other funds
required by the Tax Exemption Certificate to be so treated. If any investments are held
with respect to the Bonds and Parity Obligations, the Issuer shall treat the same for the
purpose of restricted yield as held in proportion to the original principal amounts of each
issue.
The Issuer covenants that it will exceed any investment yield restriction provided
in this Resolution only in the event that it shall first obtain an opinion of recognized bond
counsel that the proposed investment action will not cause the Bonds to be classified as
arbitrage bonds under Section 148(a) and (b) of the Internal Revenue Code or regulations
issued thereunder.
The Issuer covenants that it will proceed with due diligence to spend the proceeds
of the Bonds for the purpose set forth in this Resolution. The Issuer further covenants that
it will make no change in the use of the proceeds available for the construction of
facilities or change in the use of any portion of the facilities constructed therefrom by
persons other than the Issuer or the general public unless it has obtained an opinion of
bond counsel or a revenue ruling that the proposed project or use will not be of such
character as to cause interest on any of the Bonds not to be exempt from federal income
taxes in the hands of holders other than substantial users of the project, under the
provisions of Section 142(a) of the Internal Revenue Code of the United States, related
statutes and regulations.
Section 24. Additional Covenants, Representations and Warranties of the Issuer.
The Issuer certifies and covenants with the purchasers and holders of the Bonds from
time to time outstanding that the Issuer through its officers, (a) will make such further
specific covenants, representations and assurances as may be necessary or advisable; (b)
comply with all representations, covenants and assurances contained in the Tax
Exemption Certificate, which Tax Exemption Certificate shall constitute a part of the
contract between the Issuer and the owners of the Bonds; (c) consult with bond counsel
(as defined in the Tax Exemption Certificate); (d)pay to the United States, as necessary,
such sums of money representing required rebates of excess arbitrage profits relating to
the Bonds; (e) file such forms, statements and supporting documents as may be required
and in a timely manner; and (f) if deemed necessary or advisable by its officers, to
employ and pay fiscal agents, financial advisors, attorneys and other persons to assist the
Issuer in such compliance.
- 31 -
Section 25. Discharge and Satisfaction of Bonds. The covenants, liens and pledges
entered into, created or imposed pursuant to this Resolution may be fully discharged and
satisfied with respect to the Bonds and Parity Obligations, or any of them, in any one or
more of the following ways:
(a)By paying the Bonds or Parity Obligations when the same shall become
due and payable; and
(b) By depositing in trust with the Treasurer, or with a corporate trustee
designated by the Governing Body for the payment of the obligations and
irrevocably appropriated exclusively to that purpose an amount in cash or direct
obligations of the United States the maturities and income of which shall be
sufficient to retire at maturity, or by redemption prior to maturity on a designated
date upon which the obligations may be redeemed, all of such obligations
outstanding at the time, together with the interest thereon to maturity or to the
designated redemption date, premiums thereon, if any that may be payable on the
redemption of the same; provided that proper notice of redemption of all such
obligations to be redeemed shall have been previously published or provisions
shall have been made for such publication.
Upon such payment or deposit of money or securities, or both, in the amount and
manner provided by this Section, all liability of the Issuer with respect to the Bonds or
Parity Obligations shall cease, determine and be completely discharged, and the holders
thereof shall be entitled only to payment out of the money or securities so deposited.
Section 26. Resolution a Contract. The provisions of this Resolution shall
constitute a contract between the Issuer and the holder or holders of the Bonds and Parity
Obligations, and after the issuance of any of the Bonds no change, variation or alteration
of any kind in the provisions of this Resolution shall be made in any manner, except as
provided in the next succeeding Section, until such time as all of the Bonds and Parity
Obligations, and interest due thereon, shall have been satisfied and discharged as
provided in this Resolution.
Section 27. Amendment of Resolution Without Consent. The Issuer may, without
the consent of or notice to any of the holders of the Bonds and Parity Obligations, amend
or supplement this Resolution for any one or more of the following purposes:
(a) to cure any ambiguity, defect, omission or inconsistent provision in this
Resolution or in the Bonds or Parity Obligations; or to comply with any
application provision of law or regulation of federal or state agencies; provided,
however, that such action shall not materially adversely affect the interests of the
holders of the Bonds or Parity Obligations;
- 32 -
(b)to change the terms or provisions of this Resolution to the extent
necessary to prevent the interest on the Bonds or Parity Obligations from being
includable within the gross income of the holders thereof for federal income tax
purposes;
(c) to grant to or confer upon the holders of the Bonds or Parity Obligations
any additional rights, remedies, powers or authority that may lawfully be granted
to or conferred upon the holders of the Bonds;
(d)to add to the covenants and agreements of the Issuer contained in this
Resolution other covenants and agreements of, or conditions or restrictions upon,
the Issuer or to surrender or eliminate any right or power reserved to or conferred
upon the Issuer in this Resolution; or
(e) to subject to the lien and pledge of this Resolution additional pledged
revenues as may be permitted by law.
Section 28. Amendment of Resolution Requiring Consent. This Resolution may be
amended from time to time if such amendment shall have been consented to by holders of
not less than two-thirds in principal amount of the Bonds and Parity Obligations at any
time outstanding (not including in any case any Bonds which may then be held or owned
by or for the account of the Issuer, but including such Refunding Bonds as may have
been issued for the purpose of refunding any of such Bonds if such Refunding Bonds
shall not then be owned by the Issuer); but this Resolution may not be so amended in
such manner as to:
(a) Make any change in the maturity or interest rate of the Bonds, or modify
the terms of payment of principal of or interest on the Bonds or any of them or
impose any conditions with respect to such payment;
(b) Materially affect the rights of the holders of less than all of the Bonds
and Parity Obligations then outstanding; and
(c) Reduce the percentage of the principal amount of Bonds, the consent of
the holders of which is required to effect a further amendment.
Whenever the Issuer shall propose to amend this Resolution under the provisions
of this Section, it shall cause notice of the proposed amendment to be filed with the
Original Purchaser and to be mailed by certified mail to each registered owner of any
Bond as shown by the records of the Registrar. Such notice shall set forth the nature of
the proposed amendment and shall state that a copy of the proposed amendatory
Resolution is on file in the office of the City Clerk.
- 33 -
Whenever at any time within one year from the date of the mailing of the notice
there shall be filed with the City Clerk an instrument or instruments executed by the
holders of at least two-thirds in aggregate principal amount of the Bonds then outstanding
as in this Section defined, which instrument or instruments shall refer to the proposed
amendatory Resolution described in the notice and shall specifically consent to and
approve the adoption thereof, thereupon, but not otherwise, the Governing Body of the
Issuer may adopt such amendatory Resolution and such Resolution shall become
effective and binding upon the holders of all of the Bonds and Parity Obligations.
Any consent given by the holder of a Bond pursuant to the provisions of this
Section shall be irrevocable for a period of six months from the date of the instrument
evidencing such consent and shall be conclusive and binding upon all future holders of
the same Bond during such period. Such consent may be revoked at any time after six
months from the date of such instrument by the holder who gave such consent or by a
successor in title by filing notice of such revocation with the City Clerk.
The fact and date of the execution of any instrument under the provisions of this
Section may be proved by the certificate of any officer in any jurisdiction who by the
laws thereof is authorized to take acknowledgments of deeds within such jurisdiction that
the person signing such instrument acknowledged before him the execution thereof, or
may be proved by an affidavit of a witness to such execution sworn to before such
officer.
The amount and numbers of the Bonds held by any person executing such
instrument and the date of his holding the same may be proved by an affidavit by such
person or by a certificate executed by an officer of a bank or trust company showing that
on the date therein mentioned such person had on deposit with such bank or trust
company the Bonds described in such certificate.
Section 29. Severability. If any section, paragraph, or provision of this Resolution
shall be held to be invalid or unenforceable for any reason, the invalidity or
unenforceability of such section, paragraph or provision shall not affect any of the
remaining provisions.
- 34 -
Section 30. Continuing Disclosure. The Issuer hereby covenants and agrees that it
will comply with and carry out all of the provisions of the Continuing Disclosure
Certificate, and the provisions of the Continuing Disclosure Certificate are hereby
approved and incorporated by reference as part of this Resolution and made a part hereof
and the Mayor and the City Clerk are hereby authorized to execute and deliver the same
at issuance of the Bonds. Notwithstanding any other provision of this Resolution, failure
of the Issuer to comply with the Continuing Disclosure Certificate shall not be considered
an event of default under this Resolution; however, any holder of the Bonds or Beneficial
Owner may take such actions as may be necessary and appropriate, including seeking
specific performance by court order, to cause the Issuer to comply with its obligations
under the Continuing Disclosure Certificate. For purposes of this Section, "Beneficial
Owner" means any person which (a) has the power, directly or indirectly, to vote or
consent with respect to, or to dispose of ownership of, any Bonds (including persons
holding Bonds through nominees, depositories or other intermediaries), or (b) is treated
as the owner of any Bonds for federal income tax purposes.
Section 31. Repeal of Conflicting Ordinances or Resolutions and Effective Date.
All other ordinances, resolutions and orders, or parts thereof, in conflict with the
provisions of this Resolution are, to the extent of such conflict, hereby repealed; and this
Resolution shall be in effect from and after its adoption.
PASSED AND APPROVED this 5th day of June, 2012.
Mayor
ATTEST:
City
- 35 -
/7
NOTICE TO BIDDERS
POLICE AND FIRE DEPARTMENT INTERIOR REMODELING PROJECTS 2012PROJECT
Sealed proposals will be received by the City Clerk of the City of Iowa City, Iowa, until 2:30 P.M. on the
31st day of May, 2012. Sealed proposals will be opened immediately thereafter by the City Engineer or
designee. Bids submitted by fax machine shall not be deemed a "sealed bid" for purposes of this Project.
Proposals received after this deadline will be returned to the bidder unopened. Proposals will be acted upon
by the City Council at a meeting to be held in the Emma J. Harvat Hall at 7:00 P.M. on the 5th day of June,
2012, or at a special meeting called for that purpose.
The Project will involve the following:
The work includes, but is not limited to, general demolition of interior partitions, finishes, casework,
utilities and fixtures and installation of new metal stud and gypsum board partitions, casework, interior
finishes, access control door hardware, mechanical, electrical, lighting and communication systems.
There will be a MANDATORY Prebid conference on Thursday, May 17, 2012. At 10:30 AM local time, in
Emma J. Harvat Hall (Council Chambers) in City Hall in City of Iowa City located at410 East Washington
Street, Iowa City, Iowa 52240.
All work is to be done in strict compliance with the plans and specifications prepared by Rohrbach
Associates, of Iowa City, Iowa, which have heretofore been approved by the City Council, and are on file for
public examination in the Office of the City Clerk.
Each proposal shall be completed on a form furnished by the City and must be accompanied in a sealed
envelope, separate from the one containing the proposal, by a bid bond executed by a corporation
authorized to contract as a surety in the State of Iowa, in the sum of 10% of the bid. The bid security shall be
made payable to the TREASURER OF THE CITY OF IOWA CITY, IOWA, and shall be forfeited to the City of
Iowa City in the event the successful bidder fails to enter into a contract within ten (10) calendar days of the
City Council's award of the contract and post bond satisfactory to the City ensuring the faithful performance of
the contract and maintenance of said Project, if required, pursuant to the provisions of this notice and the
other contract documents. Bid bonds of the lowest two or more bidders may be retained for a period of not to
exceed fifteen (15) calendar days following award of the contract, or until rejection is made. Other bid bonds
will be returned after the canvass and tabulation of bids is completed and reported to the City Council.
The successful bidder will be required to furnish a bond in an amount equal to one hundred percent(100%)
of the contract price, said bond to be issued by a responsible surety approved by the City, and shall
guarantee the prompt payment of all materials and labor, and also protect and save harmless the City from
all claims and damages of any kind caused directly or indirectly by the operation of the contract, and shall
also guarantee the maintenance of the improvement for a period of one (1) year(s) from and after its com-
pletion and formal acceptance by the City Council.
The following limitations shall apply to this Project:
Working Days:
After a procurement period of 120 days.
Fire Department projects=90 days or less.
Police Department projects= 120 days or less.
Liquidated Damages: $200.00 per day
The plans, specifications and proposed contract documents may be examined at the office of the City Clerk.
Copies of said plans and specifications and form of proposal blanks may be secured at the Office of
Technigraphics/Rapid Reproductions, 125 S. Dubuque St., Iowa City, IA 52240, (319)354-5950, by bona fide
bidders.
A $75.00 refundable fee is required for each set of plans and specifications provided to bidders or other
interested persons. The fee shall be in the form of a check, made payable to Technigraphics.
Prospective bidders are advised that the City of Iowa City desires to employ minority contractors and
subcontractors on City projects. A listing of minority contractors can be obtained from the Iowa Department of
Economic Development at (515) 242-4721 and the Iowa Department of Transportation Contracts Office at
(515)239-1422.
Bidders shall list on the Form of Proposal the names of persons, firms, companies or other parties with
whom the bidder intends to subcontract. This list shall include the type of work and approximate subcontract
amount(s).
The Contractor awarded the contract shall submit a list on the Form of Agreement of the proposed
subcontractors,together with quantities, unit prices and extended dollar amounts.
By virtue of statutory authority, preference must be given to products and provisions grown and coal
produced within the State of Iowa, and to Iowa domestic labor, to the extent lawfully required under Iowa
Statutes.The Iowa reciprocal resident bidder preference law applies to this Project.
The City reserves the right to reject any or all proposals, and also reserves the right to waive technicalities
and irregularities.
Published upon order of the City Council of Iowa City, Iowa.
MARIAN K. KARR, CITY CLERK
7/
Prepared by:Kumi Morris,Engineering Division,410 E.Washington St., Iowa City, IA 52240(319)35:-5044
RESOLUTION NO.
RESOL ION AWARDING CONTRACT AND AUTHORIZING THE MAYO: TO SIGN
AND TH CITY CLERK TO ATTEST A CONTRACT FOR CONSTRUCT •N OF THE
FIRE AND - •LICE INTERIOR REMODELING PROJECTS 2012.
WHEREAS, City Constr tion Group, LC of Iowa City, Iowa, has submitted tr- lowest responsible bid of
$212,150.00 for constructio of the above-named project; and
WHEREAS, funds for this proj- t are available in the Fire Station No. 1 chen Remodel and Admin Office
Upgrade account#4427; Police ime Lab account#4418; Police Stati• Master Remodeling account#4429
and Police Breakroom/Restroom R modeling account#4430.
NOW, THEREFORE, BE IT RESOL D BY THE CITY COU 'IL OF THE CITY OF IOWA CITY, IOWA,
THAT:
1. The contract for the construction o the above-na' ed project is hereby awarded to City Construction
Group, LC, subject to the condition at award:- secure adequate performance and payment bond,
insurance certificates, and contract c• plian•- program statements. •
2. The Mayor is hereby authorized to sign -nd the City Clerk to attest the contract for construction of
the above-named project, subject to t - ondition that awardee secure adequate performance and
payment bond, insurance certificates and ••ntract compliance program statements.
3. The Police Chief and Fire Chi-" are autho ed to execute change orders for their Department
Projects as they may become -cessary in the ,onstruction of the above-named project.
Passed and approved this day of , 20
MAYOR
ppr•ved by r/
�(
ATTEST: /�
CITY CLER Ci Attorney's Office
It was moved by and seconded by the Resolution be adopted,
and upon roll call ere were:
AYES: NAYS: ABSEN •
ailey
ampion
Di,kens
Ha ek
Mims
Wilburn
Wright
Pweng/res/firepoliceremodel-awrdcon.doc 5/12
5/12
r 06-05-12
17
Prepared ,y: Kumi Morris, Engineering Division,410 E.Washin. on St., Iowa City, IA 52240(319)356-5044
RESOLUTION NO.
RESOL TION AWARDING CONTRACT AND AUTHO (ZING THE MAYOR TO SIGN
AND T CITY CLERK TO ATTEST A CONTRACT 'OR CONSTRUCTION OF THE
FIRE AN 0 POLICE INTERIOR REMODELING PROJEC S 2012.
WHEREAS, of , has -ubmitted the lowest responsible bid of
$ fo construction of the above-named projec• and
WHEREAS, funds for t•is project are available in the Fire 'tation No. 1 Kitchen Remodel and Admin Office
Upgrade account#4427; 'dice Crime Lab account#4418 Police Station Master Remodeling account#4429
and Police Breakroom/Re•troom Remodeling account • •430.
NOW, THEREFORE, BE IT 'ESOLVED BY THE COUNCIL OF THE CITY OF IOWA CITY, IOWA,
THAT:
1. The contract for the c•nstruction of e above-named project is hereby awarded to Western
Waterproofing Co., Inc., .ubject to t - condition that awardee secure adequate performance and
payment bond, insurance •-rtificate , and contract compliance program statements.
2. The Mayor is hereby author-ed o sign and the City Clerk to attest the contract for construction of
the above-named project, su,' •ct to the condition that awardee secure adequate performance and
payment bond, insurance ce cates, and contract compliance program statements.
3. The Police Chief and F e Chi:f are authorized to execute change orders for their Department
Projects as they may b= ome net essary in the construction of the above-named project.
Passed and approved this day of , 20
MAYOR
Approved by
ATTEST:
CITY LERK City Attorney's Office
It was move/by and seco ded by the Resolution be adopted,
and upon rp11 call there were:
AYES: NAYS: ABSENT:
Bailey
Champion
Dickens
Hayek
Mims
Wilburn
Wright
Pweng/res/firepoliceremodel-awrdcon.doc 5/12
5/12
M43 l7
Prepared by:Kumi Morris,Engineering Division,410 E.Washington St., Iowa City,IA 52240(319)356-5044
RESOLUTION NO. 12-287
RESOLUTION AWARDING CONTRACT AND AUTHORIZING THE MAYOR TO SIGN
AND THE CITY CLERK TO ATTEST A CONTRACT FOR CONSTRUCTION OF THE
FIRE AND POLICE INTERIOR REMODELING PROJECTS 2012.
WHEREAS, City Construction Group, LC of Iowa City, Iowa, has submitted the lowest responsible bid of
$212,150.00 for construction of the above-named project; and
WHEREAS, funds for this project are available in the Fire Station No. 1 Kitchen Remodel and Admin Office
Upgrade account#4427; Police Crime Lab account#4418; Police Station Master Remodeling account#4429
and Police Breakroom/Restroom Remodeling account#4430.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA,
THAT:
1. The contract for the construction of the above-named project is hereby awarded to City Construction
Group, LC., subject to the condition that awardee secure adequate performance and payment bond,
insurance certificates, and contract compliance program statements.
2. The Mayor is hereby authorized to sign and the City Clerk to attest the contract for construction of
the above-named project, subject to the condition that awardee secure adequate performance and
payment bond, insurance certificates, and contract compliance program statements.
3. The Police Chief and Fire Chief are authorized to execute change orders for their Department
Projects as they may become necessary in the construction of the above-named project.
Passed and approved this 5th day of June ,20 12
MAYOR 4
-- `` AppJG�ved by 6777�ATTEST: /.�.� u..) 7�- ��-'v vv
Cl LERK City Attorney's Office
It was moved by Dobyns and seconded by Mims the Resolution be adopted,
and upon roll call there were:
AYES: NAYS: ABSENT:
X Champion
X Dickens
X Dobyns
Hayek
Mims
Payne
Throgmorton
Pweng/res/firepoliceremodel-awrdcon.doc 5/12
6/12
/7
epared by: Kumi Morris,Engineering Division,410 E.Washington St., Iowa City, IA 52240 - 9)356-5044
RESOLUTION NO.
RESOL TION AWARDING CONTRACT AND AUTHORIZING THE 1111' OR TO SIGN
AND TH- CITY CLERK TO ATTEST A CONTRACT FOR CONSTR -CTION OF THE
FIRE AND • *LICE INTERIOR REMODELING PROJECTS 2012.
WHEREAS, City Const ction Group, LC of Iowa City, Iowa, has submitte• the lowest responsible bid of
$212,150.00 for construct' of the above-named project; and
WHEREAS, funds for this pro -ct are available in the Fire Station No. 1 itchen Remodel and Admin Office
Upgrade account#4427; Police •rime Lab account#4418; Police Stati• Master Remodeling account#4429
and Police Breakroom/Restroom --modeling account#4430.
NOW, THEREFORE, BE IT RESOL . D BY THE CITY COUNCI OF THE CITY OF IOWA CITY, IOWA,
THAT:
1. The contract for the construction of ,e above-named •roject is hereby awarded to City Construction
Group, LC, subject to the condition th- awardee se ure adequate performance and payment bond,
insurance certificates, and contract corn• lance pr••ram statements.
2. The Mayor is hereby authorized to sign an. th- City Clerk to attest the contract for construction of
the above-named project, subject to the con•• ion that awardee secure adequate performance and
payment bond, insurance certificates, and c• tract compliance program statements.
3. The Police Chief and Fire Chief are a horized • execute change orders for their Department
Projects as they may become necessa in the const ction of the above-named project.
Passed and approved this day of , 20
ll. 's
MAYOR
App •ved by
AA' 5-7-?(4.L
ATTEST:
CITY CLERK City Atto ey's Office
It was moved by and seconded by the Resolution be adopted,
and upon roll call there we -:
AYES. NAYS: ABSENT:
Bailey
Champio
Dickens
Hayek
Mims
Wilburn
Wright
Pweng/r-.ifirepoliceremodel-awrdcon.doc 5/12
5/12 .
r
Amnon_ CITY OF IOWA CITY 18 & 19
MEMORANDUM
Date: May 30, 201 I'
To: City Council
:r
i
From: Douglas Boothroy, Dir- 1.r o Housing an. Inspection Services
Re: Staffing Reclassificati•1 and Reductions in the Department of Housing and
Inspection Services
Council is being asked to approve two resolutions that would reclassify and reduce staffing in
the Department of Housing and Inspection Services. The proposed changes were made
possible through job vacancies. These changes should not reduce level of service in either the
Housing Authority or Building and Rental Inspections and will provide a closer balance between
building inspection revenue and expense.
Building and Rental Housing Inspections
The Rental Housing Inspector position is being proposed to be reclassified as Building
Inspector. All inspector positions within the Building and Rental Inspection Divisions are
required to maintain the same level of education and code certification and therefore are equally
trained. Reclassification of Rental Inspectors to Building Inspectors will provide flexibility in job
assignment of current staff and will provide for increased operating efficiency within the Building
and Inspection Divisions.
The resolution also eliminates one FTE Building Inspector position. This staffing change
recognizes the reduction in building permit revenues and the need not to have a full-time Plans
Examiner. The Plans Examiner responsibilities will be a shared between three inspectors which
includes the Sr. Building Inspector. The reduction provides a closer balance between building
inspection revenue and expenses. The net savings to the budget in FY2013 is estimated at
$74,000.
Iowa City Housing Authority
The U.S. Congress has reduced the amount of funding provided to the Housing Authority to
operate their programs and the cost associated with housing authority operations continue to
rise. Currently the Iowa City Housing Authority is fully funded by the Department of Housing and
Urban Development. The resolution proposes to eliminate one FTE Housing Program Assistant.
The staff currently in that position would be offered the vacant Housing Assistant position. The
Housing Assistant, as the first point of customer contact, is important in the Housing Authority's
customer delivery system. This position is a lower job classification but would not result in any
immediate reduction in pay, however, a lower pay range would in the future impact the amount
earned at the top of the range. The continued automation of the Iowa City Housing Authority
workflow and paperwork makes this change possible without lowering the level of service to its
customers. The net saving to the Housing Authority's budget is $55,000.
Hisadm/memos/reclassifciations.doc
Mt) -
18
Prepared by:Stan Laverman,Senior Housing Inspector,410 E.Washington St.,Iowa City, IA 52240(319)356-5135
RESOLUTION NO. 12-288
RESOLUTION AMENDING THE BUDGETED POSITIONS IN THE HOUSING
AND INSPECTION SERVICES DEPARTMENT AND THE AFSCME PAY PLAN
BY RECLASSIFYING THE HOUSING INSPECTOR POSITIONS, AFSCME
GRADE 10, TO BUILDING INSPECTOR POSITIONS, AFSCME GRADE 12,
AND ELIMINATING THE POSITION OF HOUSING/DEVELOPMENT
REGULATIONS INSPECTOR, AFSCME GRADE 12.
WHEREAS, Resolution No. 12-101, adopted by the City Council on March 6, 2012, authorized
budgeted positions in the Housing and Inspection Services Department for FY13; and
WHEREAS, Resolution No. 12-151, adopted by the City Council on April 3, 2012, established a
classification/compensation plan for AFSCME employees; and
WHEREAS, the required inspector certification is identical while inspection assignments and
responsibilities differ; and
WHEREAS, creating one inspector designation will provide flexibility and efficiencies with
assignment of existing inspection staff; and
WHEREAS, this will allow Housing and Inspection Services to reduce one full time equivalent
while still maintaining a high level of inspection service ;
NOW THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA THAT:
The budgeted positions in the Housing and Inspection Services Department be amended by:
1. Eliminating three full-time Housing Inspector positions from the Housing Inspection
Division (AFSCME grade 10).
2. Adding three full-time Building Inspector positions to the Housing Inspection Division
(AFSCME grade 12).
3. Eliminating one full-time Housing Inspector position from the Housing Authority Division
(AFSCME grade 10).
4. Adding one full-time Building Inspector position to the Housing Authority Division
(AFSCME grade 12).
5. Eliminating one full-time Housing/Development Regulations Inspector position from the
Building Inspection Division (AFSCME grade 12).
The AFSCME pay plan be amended by:
1. Deleting the position of Housing Inspector, grade 10.
2. Deleting the position of Housing/Development Regulations Inspector, grade 12.
rormir
Resolution No. 12-288
Page 2
Passed and approved this 5th day of June , 20 12 .
MAYOR 3"ZA\
Approved b
5 ATTEST: �� 7e• /414 r o�
Cl LERK City Attorney's Office
It was moved by Mims and seconded by Payne the Resolution be
adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
X Champion
X Dickens
X Dobyns
x Hayek
X Mims
_X_ Payne
X Throgmorton
HlSadmin/res/HousinglnspectorReclassification.2012.doc
A/1-5 1i 06-05-12
19
Prepared by:Doug Boothroy,Director,Housing&Inspection Services,410 E.Washington St., Iowa City, IA 52240(319)
356-5121
RESOLUTION NO. 12-289
RESOLUTION AMENDING THE BUDGETED POSITIONS IN THE HOUSING
AUTHORITY OF THE HOUSING AND INSPECTION SERVICES DEPARTMENT BY
ELIMINATING ONE FULL-TIME HOUSING PROGRAM ASSISTANT POSITION.
WHEREAS, Resolution No. 12-101 adopted by the City Council on March 6, 2012, authorized
budgeted positions in the Housing Authority Division of the Housing and Inspection Services
Department for FY13; and
WHEREAS, the United States Congress has reduced the amount of funding provided to
Housing Authorities to operate their programs; and,
WHEREAS, the costs associated with Housing Authority operations continue to rise; and,
WHEREAS, the elimination of one full-time Housing Program Assistant will save the Housing
Authority approximately $55,000 for Fiscal Year 2013.
NOW THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA THAT:
The budgeted positions in the Housing Authority Division of the Housing and Inspections
Services Department be amended by eliminating one full-time Housing Program Assistant
Position (AFSCME grade 9).
Passed and approved this 5th day of June , 20 17
MAYOR
Approved by
ATTEST: A///�:., A
CITY ERK City Attorney's Office
It was moved by Champion and seconded by Mims the Resolution be
adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
_x_ Champion
_X__ Dickens
Dobyns
_X__ Hayek
Mims
_X__ Payne
X Throgmorton
HISadmin/res/EliminationOfFTEPosition-2012.doc