HomeMy WebLinkAbout1987-02-24 Resolution0
RESOLUTION NO. 87-26
RESOLUTION APPROVING THE PRELIMINARY AND FINAL PLATS OF CAMBRIA COURT
SUBDIVISION, A SUBDIVISION OF IOWA CITY, JOHNSON COUNTY, IOWA.
WHEREAS, the proprietor, H & L Partners, an Iowa General Partnership, has filed
with the City Clerk of Iowa City, Iowa, an application for approval of the pre-
liminary and final plats of Cambria Court Subdivision, Iowa City, Johnson County,
Iowa, which is legally described as follows:
Lots 94 and 95, Subdivision of Lot 90, Ty'n Cae, Part II, an Addition to
the City of Iowa City, Iowa, according to the plat thereof recorded in
Book 19, page 49, Plat Records of Johnson County, Iowa.
WHEREAS, the Department of Planning and Program Development and the Public Works
Department have examined the proposed preliminary and final plats of said subdivi-
sion and have recommended approval of same; and
WHEREAS, the preliminary and final plats of said subdivision have been examined by
the Planning and Zoning Commission and after due deliberation the Commission has
recommended that they be accepted and approved; and
WHEREAS, the preliminary and final plats are found to conform with all the re-
quirements 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 preliminary and final plats of Cambria Court Subdivision, Iowa City,
Iowa, are hereby approved.
2. That the Mayor and City Clerk are hereby authorized and directed to execute
any legal documents relating to said subdivision and to certify the approval
of this Resolution, which shall be affixed to the preliminary and final plats;
and the owner/subdivider shall record the legal documents and final plat at
the Office of the County Recorder of Johnson County, Iowa, before the issuance
of any building permits is authorized.
It was moved by Zuber and seconded by Dickson the Resolution be
adopted, and upon roTT—c-aTT ere were:
AYES: NAYS: ABSENT:
X AMBRISCO
X BAKER
X COURTNEY
XDICKSON
X MCDONALD
XSTRAIT
X ZUBER
Passed and approved this 24th day of Pebruary ' 1987.,,�
l I4APiR - /
ATTEST: ( RIeeh-eA 8 App++saed
By The kvaf. Departmonl
0705
■
STAFF REPORT
To: Planning b Zoning Commission
Prepared by: Monica Moen
Item: Z-8701. Rezoning of Lots 94 d 95 Date: January 15, 1987
of Ty'n Cae Subdivision, Part 2,
from PDH -8 to RS -8.
S-8623. Cambria Court Subdivision -
A resubdivision of Lots 94 6 95
Ty'n Cae Subdivision, Part 2.
GENERAL INFORMATION
Applicant:
Requested action:
Purpose:
Location:
Size:
Comprehensive Plan:
Existing land use and zoning:
Surrounding land use and zoning:
Applicable regulations:
File date:
Michael Hodge Construction
931 Maiden Lane
Iowa City, Iowa 52240
Phone: 354-2233
Approval of a rezoning of Lots
94 and 95 of Ty'n Cae Subdivi-
sion, Part 2, from POH-8 to
RS -8. Approval of a resub-
division of Lots 94 and 95 of
Ty'n Cae Subdivision, Part 2.
To permit development of seven
duplex dwellings in a conven-
tional subdivision.
North end of Cambria Court.
2.17 acres
Residential, 2-8 dwelling
units/acre,
Undeveloped; PDH -8.
North - Undeveloped; RS -8
East - Willow Creek Park; P
South - Undeveloped and Resi-
dential; PDH -8
West - Electric substation;
PDH -8
Provisions of the Subdivision
Regulations and the Zoning
Ordinance.
December 30, 1986
2
45 -day limitation period:
SPECIAL INFORMATION
Public utilities:
Public services:
Transportation:
Physical characteristics:
BACKGROUND
February 13, 1987
Adequate water and sewer
services are available.
Sanitation service will be
provided by the City. Police
and fire protection are avail-
able.
Access is provided via Cae
Drive and Cambria Court.
Topography is moderately to
steeply sloped with maximum
slopes at 20 percent.
In November, 1983, the City Council approved an amended preliminary and
final Planned Area Development (PAD) and Large Scale Residential Develop-
ment (LSRD) plan for Lots 94 and 95 of Ty'n Cae Subdivision, Part 2. Lots
94 and 95 are part of an amended Planned Area Development plan and subdi-
vision plat for Lot 90 of the Ty'n Cae Subdivision, Part 2, which was
approved in November, 1979 and which included 6.9 acres subdivided into a
total of six lots on which 68 multi -family residential units were proposed:
to be constructed. Twelve townhouse units were proposed for Lot 95 and
eight units were proposed for Lot 94 (see Attachment 2). The amendment
approved in 1983 retained the same number of units on each of the two lots
but instead of the arrangement originally proposed, the amended plan
depicted two four-piex buildings on Lot 94 and two six-plex buildings on
Lot 95 (see Attachment 3).
The applicant has made an offer to purchase Lots 94 and 95 and proposes to
resubdivide these lots. The proposed amendment subdivides the 2.17 acres
of land which comprise Lots 94 and 95 into seven lots which range in size
from 10,131 square feet to 18,759 square feet. The developer intends to
construct one condominium duplex dwelling on each lot. A total of 14
dwelling units, then, would be located on this 2.17 acre tract.
ANALYSIS
Zoning Issue
The 2.17 acre tract under consideration is zoned PDH -8. The Planned
Development Housing (PDH) zoneis'an overl�a zone that enables development
flexibility by allowing variations from�equirements of the particular
zone in which the tract of land is located. The OPOH zone permits flexi-
bility in the use and design of structures and land in situations where
conventional development may be inappropriate and where modifications of
requirements of the underlying zone will not be contrary to the intent and
purpose of the Zoning Ordinance, inconsistent with the Comprehensive Plan
or harmful to the neighborhood in which this overlay zone is located.
SUS
The underlying zone in which this tract is located is RS -8. The RS -8,
Medium Density Single -Family Residential, zone provides for the develop-
ment of small lot single-family dwellings. Duplexes are permitted in this
zone provided they are developed in accordance with the dimensional re-
quirements of the RM -12 zone and that the minimum lot area is 8700 square
feet.
The intentions of the Planned Development Housing Overlay zone to encour-
age the preservation of existing landscape features through development
which is sensitive to the natural features of the surrounding area will
not be compromised by this specific proposal to rezone the property to
RS -8. While the dimensional requirements of the RS -8 zone would permit
the placement of eleven duplex units (22 dwelling units) on this tract,
the developer proposes to construct only seven duplex units (14 dwelling
units) on lots which are considerably larger than the minimum lot size
required for duplex developments in the RS -8 zone. The preservation of
open space achieved by the approved* Planned Development Housing plans for
this tract can be maintained by the applicant's proposal to construct
seven duplex dwellings.
The control the City may exercise over development of this parcel under
the existing PDH -8 zone does not exist if the zoning classification is
reverted exclusively to the RS -8 zone. With PDH -8 designation, the site
may develop significant deviations cationsfromin anthis plan ce with nm stprbe�reviewedpbyn thdvelomet eCityand
approved by ordinance. Although the applicant intends to construct seven
duplex dwellings, the Commission should be aware that rezoning this tract
to RS -8 would enable the applicant to develop the tract for any use per-
mitted in the RS -8 zone.
.Subdivision Issue
The subdivision plan, dated January 9, 1987, satisfies the provisions of
the local subdivision regulations. Legal papers associated with this
subdivision are being reviewed by staff.
STAFF RECOMMENDATION
Staff recommends that the request to rezone Lots 94 and 95 of Ty'n Cae
Subdivision, Part 2, from PDH -8 to RS -8 be approved.
Staff further recommends that the preliminary and final subdivision plan
of Cambria Court, a resubdivision of Lots 94 and 95 Ty'n Cae Subdivision,
Part 2, be deferred pending approval by staff of all legal papers submit-
ted by the applicant. Upon approval of all legal documents, staff would
recommend approval of the proposal to resubdivide Lots 94 and 95 of Ty'n
Cae Subdivision, Part 2.
ATTACHMENTS
1. Location map.
2. Site plan, dated November, 1983, of amended PAD for Lots 94 and 95.
46C
-I
,n
4
3, Site plan, dated 1979, of amended PAD plan for Lots 94 and 95,
�• 4• Legal description of tract,
ACCOMPANIMENTS
1, Preliminary and Final Subdivision Plan of Cambria
Court A resub-
division of Lots 94 and 95 of 7y'n Cae Subdivision
-
• , Part 2.
Approved by;
na
Departmentmofsplanningctor
and Program Development
'., ter"•
I
4
3, Site plan, dated 1979, of amended PAD plan for Lots 94 and 95,
�• 4• Legal description of tract,
ACCOMPANIMENTS
1, Preliminary and Final Subdivision Plan of Cambria
Court A resub-
division of Lots 94 and 95 of 7y'n Cae Subdivision
-
• , Part 2.
Approved by;
na
Departmentmofsplanningctor
and Program Development
'., ter"•
ATTACHMENT I
LOCATION MAP
S-8623
Cambria Court Subdivision
NT
offs
ATTACHMENT 2
SITE PLAN (NOVEMBER, 1983)
OF AMENDED PAD FOR LOTS 94 AND 95
�� �b OWE
04 S
�r�� r;�r•-1
ATTACHMENT 3
SITE PLAN (1979)
OF AMENDED PAD FOR LOTS 94 AND 95
k
Ais
ATTACHMENT 4
LEGAL DESCRIPTION
Lots 1-7 of re -plat of Lots 94 b 95 of a Subdivision of Lot 90 Ty' Cae
OfbthelJohnsonaCountYlowa Recorderlslowa as Office onrecord
ober 14ok 19 . Page 49
Said Lots containing 2.17 acres more or less and subjectl979. to easements
and restrictions of record.
CTYIOF IOWA CITY
CMC CE�M 410 E. WASHNGTON Sf. IO/VA CffY, IOWA 52240 (319) 356 5CM
ree. /A&°'P
STATE OF IOWA )n0984
SS
1907 AAR 11. RH 8:55
JOHNSON COUNTY )
�r; �.03iu:G2•
l/ RECORDER
JOHN50N Co. -low,'
I, Marian K. Karr, City Clerk of the City of Iowa City, Iowa,
do hereby certify that the Resolution attached hereto is a true
and correct copy of the Resolution No. 87-27 which was passed by
the City Council of Iowa City, Iowa, ata regular meeting held on
the 24th day ofFebruary - -, 19 87 , all as the same appears
of reco�r fn my off ci e.
Dated at Iowa City, Iowa, this 3rd day of Piarch ,19 87 .
�..>
Fl -art arr
City Clerk
VOL 922 PA;E 072
CORPO�►TEs��
H
ELAINE BASTER
SECRETARY OP STATE
SrOR1--,TAI21' OF S•remr
$T,\TI•:1woc,c
STATE. OP ION\:\
Dna '.%lO1Y14N 50n110
March 4, 1987
515-281-5884
Marian K. Karr, CMC
City Clerk
Civic Center, 410 E. Washington St.
Iowa City, Iowa 52240
RE: Agreement between the Iowa City Community School
District and the City of Iowa City, Johnson County,
for the development, ownership, lease, management,
and operation of a joint swimming pool facility in
Mercer Park.
Dear Ms. Karr:
We have received the above described agreement, which
you submitted to this office for filing, pursuant to the
Provisions of Chapter 28E, 1985 Code of Iowa.
You may consider the same filed as of March 4, 1987.
EE/kl
Cordially,
9
L1�u
Elrline eaxter�
Secretary of State
ti0
RESOLUTION NO. 87-27
RESOLUTION APPROVING AND AUTHORIZING EXECUTION OF A CHAPTER 28E AGREEMENT
BETWEEN THE CITY OF IOWA CITY, IOWA, AND THE IOWA CITY COMMUNITY SCHOOL
DISTRICT FOR THE DEVELOPMENT, OWNERSHIP, LEASE, MANAGEMENT AND OPERATION OF A
JOINT SWIMMING POOL FACILITY AT MERCER PARK.
---------------------------------------
WHEREAS, the City of Iowa City (hereafter "the City") and the Iowa City
Community School District (hereafter "the School District") did, with the
assistance of a Joint Swimming Pool Committee established by said bodies,
undertake to study the feasibility and plan the development of a joint swim-
ming pool facility to be located adjacent to Mercer Park and Southeast Junior
High in Iowa City, Iowa; and
WHEREAS, upon the recommendation of the Joint Swimming Pool Committee, the
City and the School District did enter into a Memorandum of Agreement, dated
May 6, 1986, stating their intent to enter into an agreement pursuant to
Chapter 28E of the Iowa Code, for the development, ownership, lease, manage-
ment, and operation of a joint swimming pool facility adjacent to Mercer Park
and Southeast Junior High in Iowa City;
WHEREAS, upon the recommendation of the Joint Swimming Pool Committee, the
City Council of the City of Iowa City did call a special election upon the
proposal to issue $3,715,000 of general obligation bonds to finance the i
renovation of the City Park Pool Facility and to finance the City's share of i
the construction of the joint swimming pool facility; and
WHEREAS, at said special election held on June 3, 1986, the electorate of
Iowa City approved the issuance of general obligation bonds for said pur-
poses; and
;i
WHEREAS, the City and the School District have negotiated the terms of a
Chapter 28E Agreement for the Development, Ownership, Lease, Management and
Operation of a Joint Swimming Pool Facility at Mercer Park, a copy of which
is attached hereto and made a part hereof; and
WHEREAS, the City Council has determined that the approval and execution of
said Chapter 28E Agreement would be in the best interests of the citizens of
the City of Iowa City.
NOW, THEREFORE, BE IT AND IT IS HEREBY RESOLVED that the Chapter 28E Agree-
ment for the Development, Ownership, Lease, Management and Operation of a
Joint Swimming Pool Facility at Mercer Park, a copy of which is attached
hereto and made a part hereof, is hereby approved as to form and content.
AND BE IT FURTHER RESOLVED that the Mayor and City Clerk be, and they are
hereby authorized and directed to execute and attest, respectively, said
Chapter 28E Agreement for and on behalf of the City of Iowa City, Iowa.
Q Tod
6
It was moved by Courtne and seconded by McDonald
the Resolution be a opte and upon ro call there were:
AYES: NAYS: ABSENT:
X Ambrisco
X Baker
X Courtney
X Dickson
R McDonald
X Strait
% Zuber
Passed and approved this 24th day of Feb:vary 1987..�
R
R
ATTEST:
CITY CC
& :veap"
tkgJe
8V-
-I
28E Agreement
Between The City of Iowa City
and
The Iowa City community School District
Providing
Management and Operation eoflapJoint SwirtmingpPoolaFacility
At Mercer Park
Witnesseth:
Whereas, the City of Iowa City (hereafter "the City") and the Iowa City
stud the SwimniSchool District ng Pool CommitteerestablDishediby )said did,
bodies,the
undertakeassistance
of to
facility tofbes to ated adjacibi and c nt tolan h MercerlPark andfS Southeast JuniorHighIowa City, Iowa; and
Whereas, upon the recommendation of the Joint Swimming Pool Committee, the
City and the School District did enter into a Memorandum of Agreement, dated
May 6, 1986, stating their intent to enter into an agreement pursuant to
Chaptand er 28E of the Iowa Code, for the development, ownership, lease, manage-
ment,
Southeast operationof
High i in swimming
City olwhichliAgreementn istoiMercer Park
ncorporated
herein by reference; and
!: Whereas, upon the recommendation of the Joint Swimming Pool Committee, the
City Council of the City of Iowa City did call a special election upon the
proposal to issue $3,715,000 of general obligation bonds to finance the
renovation of the City Park Pool Facility and tofinance the City's share of
the construction of the joint swimming pool facility; and
i Whereas, at said special election held on June 3, 1986 t
IIowa City approved the isof general obli
poses; and gations bonds foresaidtpurf
Whereas the parties hereto desire to effectuate the will of the
expressed in said election, and to that end have caused this Agreemep
ntto be
prepared and executed.
Now, Therefore, the City and the School District (hereafter "the parties") do
hereby agree as follows:
Part I - Joint FYorr;en ..o
Pursuant to Chapter 28E of the 1985 Code of Iowa, ther Vne
agree that the purpose of this Agreement is to jointly exercisehtheir
respective powers to finance, develop, construc
public improvement t, own, operate and manage
anfortheuse of ublic school students, Pool for the use of the public
The parties hereby agree that this Agreement shall be effective upon its
execution by both parties, and that the duration of this Agreement shall
be coterminous with the lease provisions hereof, Part III, which lease is
Aja
for an initial term of ten years commencing as set forth in Part III;
paragraph 1, with guaranteed options for renewal of the lease provisions
as provided in Part III, Section 7 hereof.
3. The parties hereby agree that the City Manager of the City of Iowa City
shall be designated as the administrator for purposes of this Agreement
as provided by Section 28E.6 of the Code of Iowa, and that the City
Manager shall administer the contracts for the design and construction of
the joint facility, and shall administer the management and operation of
the facility after completion of construction.
4. The City and the School District hereby agree that the development,
construction, and equipping of the joint swimming pool facility shall be
jointly financed by them as provided in Part II hereof, and that the
operation and management of the facility shall be jointly funded by them
as provided in Part III, Section 5 hereof.
5. The City and the School District hereby agree that the joint swimming
pool facility shall be constructed and located upon the property
described in Exhibit A hereto (hereafter "the property"), which is prop-
erty owned by the School District as of the date of this Agreement. Upon
approval of the Plans and Specifications for the joint swimming pool
facility as provided in Part II, Section 2 hereof, the School District
shall convey said property to the City by Warranty Deed in the form
attached hereto as Exhibit E.
The parties further agree that School District's conveyance of the prop-
erty described in Exhibit A, its contribution of funds for construction
as provided in Part II, Section 6, and its ongoing payment of its share
of the costs of operation and maintenance of the facility as provided in
Part III, Section 5 shall constitute its consideration for the City's
development and construction of the joint swimming pool facility and for
i its use of the facility during the initial lease term hereof, and during
any renewal lease term as provided herein.
Upon termination of this Agreement as provided in Part IV, Section 2, or
non -renewal as provided in Part III, Section 7, the School District's
interest in said facility, and its right to occupy and use same, shall
cease. The City shall thereafter have unencumbered ownership and use of
the facility provided, however, that in the event the City constructively
abandons its use of the property for swimming pool purposes, the School
District shall have the right to seek a writ of ejectmentand to re-enter
and take possession thereof. Such right of entry shall not automatically
accrue upon abandonment by the City. In the event the property reverts
to the School District, the School District shall thereafter have respon-
sibility to maintain the property and the facilities located thereon, or
to demolish same, at its expense.
Part II - Development and Construction of Joint Swimming Pool Facility.
1. The parties hereby agree that the City will undertake to procure con-
tracts for the design and construction of the joint swimming pool facil-
ity (hereafter "the facility"). The Plans and Specifications
incorporating design of the facility will be in substantial conformance
with the preliminary conceptual design prepared by Neumann Monson P.C.;
1
lAveft
architectural consultants to the Joint Swimming Pool Committee; as set
forth in the report of the Joint Swimming Pool Committee dated March 27;
1986; which report is incorporated herein by reference.
2. The parties further agree that upon submission of the Plans and Specifi-
cations to the City by the project architect, the City will submit same
to the School District for its review and approval. If the final design
as reflected in the Plans and Specifications is in substantial confor-
mance with the preliminary conceptual design, or is otherwise acceptable
to the School District, the School District shall be required to approve
same by resolution of its board. Upon approval of the Plans and Specifi-
cations, the School District shall convey the property to the City. If
for any reason the City does not award a contract to construct the joint
pool facility, the City agrees to convey the property back to the School
District.
3. The City agrees that, after it has by resolution approved the Plans and
Specifications, form of contract, and estimate of project cost pursuant
to 5384.102 of the Code of Iowa, and after the School District has con-
veyed the property to the City, it will undertake to secure a bid or bids
for construction of the joint swimming pool facility. The City shall
have sole responsibility for the competitive bid procurement and contract
award process, which process shall be conducted in conformance with
Chapter 384 of the Code of Iowa.
4. The parties agree that the City will be bound to accept a bid or bids for
construction of the facility and to award a contract or contracts for
construction only if the low bid or bids received (1) will allow the
joint swimming pool facility to be constructed as designed for an amount
not exceeding the estimated cost thereof, $3,198,100, as approved by the
City Council, (2) are from a responsible bidder or bidders acceptable to
the City Council, and (3) are responsive, complete, and in satisfactory
form.
5. The School District agrees to designate and appoint a project representa-
tive to act on its behalf during the construction phase for purposes
hereafter specified.
6. The School District agrees that upon the City's award of a contract or
contracts for construction of the joint swimming pool facility, it shall
be obligated to contribute to the City the sum of $500,000 as its share
of the costs of construction of the facility. The said $500,000 contri-
bution shall be paid to the City as follows:
(a) $50,000 to be paid within 30 days of the City's award of the con-
tract or contracts for construction.
(b) Periodic progress payments, each payment to be due and payable
within 15 days of the City's approval of each progress payment to
the contractor(s), the amount of each such payment to be calculated
as follows:
[$450,000 r total construction cost as per construction contract(s)]
x approved amount of each progress payment to contractor(s) = amount
of School District's periodic progress payment to the City.
(c) A final payment as per the final accounting pursuant to paragraph 9
herein below.
The School District's project representative shall process all periodic
progress payments on behalf of the School District.
All change orders to delete or add items shall be submitted to the School
District for approval or disapproval. The School District shall approve
or disapprove proposed change orders submitted by the City in writing
within seven working days of their submission. If the School District
fails to respond within said seven day period, the School District shall
be deemed to have approved the change order.
8. In the event that the facility is constructed for an amount less than
that shown in the construction contract(s) as awarded, the School Dis-
trict shall nonetheless be obligated to make a principal contribution of
not less than $500,000 toward the cost of construction of the joint
swimming pool facility. If after making the final periodic progress
payment as provided in paragraph 6(b) above, the School District's prin-
cipal contribution stands at less than $500,000, the remainder thereof
shall be assessed to the School District in the City's final accounting
and shall be paid as part of the School District's final payment.
9. Within 90 days after the City's final acceptance of the work on the joint
swimming pool facility, or within 30 days after final payment to the
construction contractor(s), whichever occurs later, the City shall make a
final accounting of all expenses which it has incurred under the con-
tracts) for the construction of the facility. Said accounting shall
show (a) the total amount of all progress payments made to the contrac-
tor(s); (b) all periodic progress payments made to the City by the School
i District; and (c) the principal amounts of any such periodic progress
payments remaining unpaid. In the event the facility is constructed for
an amount less than that shown in the construction contract(s) as
awarded, the accounting shall also show the amount remaining to be paid
by the School District to bring its principal contribution to the project
to $500,000.
Al1•amounts due the City as of the date of the final accounting shall be
combined in a single final payment figure and shown on the final account-
ing.
10. The parties agree that the School District's final payment, as per para-
graphs 6(c) and 9 above, shall be due and payable within 30 days after
the City's submission of the final accounting to the School District. If
the amount of the final payment tendered by the School District is ac-
ceptable to the City, the City shall accept same by resolution, which
acceptance shall be made within 30 days of the School District's tender
thereof. If the City does not take action to either accept or reject
said final payment, it shall be deemed to have been accepted by the City
on and as of the 31st day following tender.
01 •
Part III. Leasee Management and 0 eration of Joint Swimming Pool Facility.
1. Premise�eYm.
The City, in consideration of the School District's conveyance of the
property to the City, its contribution of $500,000 toward the cost of
construction of the joint swimming pool facility, and its ongoing commit-
ment contained herein to pay as rental a percentage contribution toward
the expense of operating and maintaining the facility, does hereby lease
the joint swimming pool facility to the School District for the use and
benefit of the public school students in Iowa City.
This lease, and the School District's right to occupy and use the facil-
ity as provided herein, shall commence at midnight on the day that the
City opens the pool facility for public use, and shall terminate at
midnight on said date ten years hence, unless terminated earlier or
renewed pursuant to further provisions hereof.
2. Possession and Use of Premises.
The parties agree that the School District's right to occupy and use the
leased premises is not exclusive, it being the intent of the parties that
the pool itself is to be shared and jointly used by the public and by
Public school students pursuant to a "Pool Use Schedule" to be jointly
developed and periodically updated by City and School District represen-
tatives
office,hereinafter
roomsova d�storageleased
spacespremises
tentativelyshall
identifiedluin
Exhibit B hereto. The office area and storage space so identified shall
be reserved for the exclusive use of the School District during the term
of this lease. In addition, either one or two locker rooms, depending on
the need, shall be reserved for exclusive use by the School District
during those hours of School District use. The parties agree that flexi-
bility is needed in this regard.
3. Pool Use Schedule and Hours of Operation.
The parties agree that their respective representatives shall develop a
"Pool Use Schedule" prior to the commencement of the term of this lease.
The Pool Use Schedule shall be updated by June 1 of each year for the
next fiscal year beginning July 1. The Pool Use Schedule shall identify
the hours during which the pool, or any portion thereof, is to be used by
the School District or by the City. For purposes of this provision, any
use of the pool or locker rooms, or a portion thereof, which is exclu-
nelsivelfor the benefit ofeson-
or instructors, or whichbiscconductedschoolt
under sthe auspices,or ublichool supervision
or control of School District personnel, shall be considered to be use of
the facility by the School District. Competitive events sponsored by the
District between Iowa City public school students and students of other
school systems shall be considered School District use. All other uses
of the pool shall be considered to be City use of the pool. The parties
agree that their representatives may amend or adjust the Pool Use Sched-
ule from time to time as program needs and exigencies require.
lr�
Ni
In those instances where the pool will be used simultaneouslyb
and the School District, the Pool Use Schedule shall indicate the
tentage of pool area Y the City
costs of operation and to be nanused bUy each
ch for purposes of apportioning
Per -
for use by the School District for a Pool facility aavalable
total annual operating hours. Period of not less than 30% of its
excess of this percentage shall School
District use of the facility in
reflected in the Pool Use Schedule. y mutual agreement of the
Parties as
The parties agree that the City shall keep and maintain records of actual
Pool usage by each party, for all usage during, as well as outside of,
normal operating hours. The City shall provide such records to
School District on a monthly basis. Said records shall records
deemed ap-
proved
e'
proved by the School District if not objected to the
receipt, within ten days of
The parties further agree that during the first fiscal year of operation,
the pool shall be operated at least 92 hours per week for 51 weeks (a
total of 4,692 hours per year), assuming that the pool opens at the
beginning of that fiscal year. Thereafter, the pool shall be
for the same total hours per week and per fiscal year, unless the total
operating hours are adjusted operated
J pursuant to paragraph 5 of this Part.
The normal hours of pool operation each week shall be determined by
mutual agreement of City and School District representatives
be set forth in the Pool Use Schedule; provided, however, that the City
may adjust the pool o a and shall
Public demand opening and closing times to more closely match
week, and so loo long as the pool is open for a minimum of
g as such adjustments do not interfere 92 hours per
trict use of the pool facility.
with School Dis-
The use of any portion of the facility by the City or b
District outside of said normal hours of operation shall be deemed to be
exclusive use b Y the School
during such times.that party, unless its use is shared b
provideThe City may provide, but shall not be required�to
School
provide, general
supervisory thercustodial services during
normal operating hours. facility when such use occurs outidecofsive
the
4. Operation and Maintenance.
The City shall have the responsibility and the exclusive authority
the operation and maintenance of the joint swimming pool facility
The
city shall have responsibility to for
facility, including the building,Properly operate and maintain the
responsibility to provide grounds, and equipment, shall have
during normal operating hours, eneral supervision of the entire facility
and shall have rec use of the Poonsibilit
exclusive City use or shared usebwith the School Districtrin Y to provide
lifeguards to supervise the
g periods of
The operation of the facility shall be under the general administration
and
to rvisponsibil he City
for tManager
of the City of Iowa Cit
the City Director of he Y to day operation of the facilitywho mto
the City Manager may fromktimedto time desiRecreationgnate such other individual as
44 Jf#
The School District shall have sole respponsibility to provide appropriate
Personnel to supervise use of the pool by its students, faculty and staff
during periods of exclusive School pistrict use or shared use with the
time School District sepersonnel must be present in the pool area at the
omof s cencesh use. shall remain present in the pool
area during the entire timeand
5. Bud°pt and r..
On or before Januar fyear, the y
a preliminary fiscal year item budget fors heloperation andcause to bepmainte-
near, of the joint swimming
year, and shall cause said bpool facility for the next succeeding fiscal
udget to be submitted to the School District
for its consideration in the preparation of its budget for the next
succeeding fiscal year, The final budget for the facility as approved by
the City Council shall be submitted to the School District on or before
March 1. The City will consult with the School District regarding an
changes between the preliminary and final budget for the facility,
( y I
Said budget shall reflect estimated expenses for operation and mainte-
nonce of the facility in the expense categories shown on the proposed i
First Year Budget for the facility, Exhibit C hereto.
The parties do hereby
i agree to annually budget and contribute monies
during the term o this Agreement to defray the expense of operating and
maintaining the joint swimming pool facility. �
that the City shall have responsibility toy. Th forties further agree
and expenses associated with operation and maintenance of the pay
icosts
they accrue, and to act as comptroller in that regard.
Dis-
trict hereby agrees, for so long as it shall retain the right to occupy
and use the facility under this lease g The School ta assist in defraying the Cit 's t0 contribute monies to the City
maintaining the facilit y costs and expenses in operating and
j
rental and to constitute,considerati nibforoitsshall
continuedconsidered
and occu-
pancy of the facility. The School District agrees that it shall
be I
obligated to contribute annually du said expenses, an amount equal to 30% (the minimum cost share percentage)
Of the cost share items identified in gthecadoptedlbudges for yearas the ts be
I
ity, or a percentage contribution to those cost share items equal to its
actual annual percentage of pool usage, whichever is greater. For ur-
poses of this provision
ex ens, items from the provision, (a)
cost share items shall mean those costand
exp
en
have agreed to share, wyhich casar te share thefacility
arnt which
the
Exhibit C hereto; and (b) the actual annual percentages of
shall be calculated as shown in Exhibit D hereto.
Pool usage
However, the School District's minimum cost share percentage is subject
to adjustment by written addendum hereto in either of the following ways:
(A) In the event that, during the first three full fiscal years that the
Pool facility is open and operated pursuant to this Agreement, the
City and the School District agree (1) to increase the total minimum
hours of use assigned to the School District each year, and/or (2)
to increase or decrease the total minimum hours of use assigned to
074FIg
the City each year, as reflected in Exhibit D, then in that event
the following adjustments shall be made in the School District's
minimum cost share percentage:
City's School School
Assigned Hours District's Assigned District's Minimum
of Pool Use Hours of Pool Use Cost Share Percentage
Decreases Remains the same Goes over 30%
Increases Remains the same Goes below 30%
City increase School District Stays the same
proportional to increase
(B) In any fiscal year of operation after the first full three years,
the School District shall be entitled to have its minimum cost share
Percentage reduced by 1% for each such fiscal year, to be accompa-
nied by a corresponding reduction in the School District's assigned
hours of pool use for that year, provided that the School District
shall have given the City notice to reduce its minimum cost share
percentage on or before December 31 preceding the commencement of
the fiscal that the School Districtfor �shallch cbe reduction
to no more than fivevsuch
reductions.
Such adjustments shall be reflected in Exhibit D hereto, which shall be
amended by addendum. In no event shall the School District's minimum
cost share percentage, after adjustment pursuant to (A) and/or (B) above,
go below 25%.
In the event of an adjustment to the School District's minimum cost share
percentage pursuant to (A) and/or (B) above, the City and the School
District agree that the School District shall be obligated to contribute
annually thereafter during each fiscal year, as its share of operation
and maintenance expenses, an amount equal to the School District's ad-
justed minimum cost share percentage applied to the cost share items
identified in the adopted budget for the facility, or a percentage
contribution to those cost share items equal to its actual annual per-
centage of pool usage, whichever is greater.
The School District does further agree to pay its annual fiscal year
contribution in 12 equal monthly payments, each monthly payment equal to
1/12 of the appropriate percentage of the cost share items identified in
the adopted budget for the facility for that fiscal year, plus a final
payment for that year as calculated and set forth in a reconciliation
report as hereafter provided. Each monthly payment shall be made in
advance, on or before the 20th day of the preceding month.
During the first fiscal year of pool use pursuant to this Part III, the
respective cost shares of the parties, and the School District's monthly
payments shall be calculated on the basis of the Proposed First Year
Budget, Exhibit C hereto. The School District's first monthly payment
also#
Wi
shall be paid in advance and shall accompany the School District's final
payment of its contribution to the cost of construction, as per Part II,
Section 10 hereof.
The City agrees that at the close of each fiscal year it will prepare a
reconciliation report and that it will forward said report to the School
District on or before August 31 of each year. Said report shall reflect
actual costs and expenses for all budgeted line items in the budget for
the facility for the preceding fiscal year, actual costs and expenses for
cost share items in said budget, as well as unbudgeted costs incurred.
Said report shall also set forth the City's and the School District's
actual hours of pool usage for the preceding fiscal year, based on pool
use records kept by the City.
The reconciliation report shall set forth the calculation of each party's
percentage of pool usage for the preceding fiscal year, which percentages
shall be calculated by dividing each party's actual hours of usage for
that year by the total hours of usage by both parties combined during
that year. Total hours of usage shall include hours of usage by the
parties outside of normal operating hours.
The reconciliation report shall also set forth the calculation of the
School District's final payment, which figure shall be calculated by
applying the School District's actual annual percentage of pool usage for
that fiscal year to the actual costs and expenditures for cost share
items for that year, as reflected in said report, less the total amount
of School District monthly payments already paid for that year.
In the event that the City's actual expenses for cost share items for
operation and maintenance of the joint pool facility are less than what
was budgeted, and if, after applying the School District's actual annual
I; use percentage to said actual expenses for cost share items, or its
minimum cost share percentage, whichever is greater, it is determined
that the School District has paid monthly payments for said fiscal year
which total in excess of the amount it should have paid, then in that
event said overpayment shall be reflected in the reconciliation report as
a refund payment to the School District.
The School District shall either approve or object to said reconciliation
report within 30 days of receipt thereof. Said report shall be deemed to
be approved by the School District if not objected to within said 30 -day
period.
The parties agree that the School District's final payment, or the City's
refund payment, as set forth in the reconciliation report, shall be due
and payable within 30 days after the School District's approval of the
reconciliation report.
6. Assignment and Sublease Prohibited.
The School District's leasehold interest in the joint pool facility,
including its right to occupy and use the facility, shall not be
assignable to any person or entity for any purpose, nor shall the School
District sublease its right to use and occupy the facility even if only
04ipe
10
temporarily, except as hereafterDrovided. The School District shall be
allowed to make the pool available for use by the following groups;
organizations, or programs.
I. The Systems Unlimited School Age Program
2. The School District's Wellness Program
3. The School District's Pre School Programs
4. The School District's Athletic Teams
5. The School District's Sponsored Aquatics and Synchronized Swimming
Class
No other such group, organization, or program shall be allowed to use the
Pool without the prior written consent of the City Manager or his/her
designee.
The
ict
not
entity School sng0ther facility funder its auspiese a , excepto t fperson,r group, or
entry
for participants and spectator fees in competitive swim events sponsored
or hosted by the School District, and 2 � ) entry fees
costs of supervision ) except for entry fees to cover
ool
fitnesswellnesistrict sponored
s programs for students, faculty a ulty and/orsstaff. parties or
1. Renewal..
The parties agree that the School District shall have the option to renew
its lease of the pool facility for four additional periods of five years
the each upon the same terms and conditions as provided herein, provided that
leasecatotheitimect is not in that renewal die to be effeault of cti etiihorSchoolnDistrict
Suchenoticeeits shall be right torenewal
and by
ll be given b thereof to the City.
City Manager at least 90 days prior to the date uponswhich gthe eito nitial
term of the lease, or any renewal term, is to expire.
Part IV - General Provisions.
Declaration of Default and Notice.
In the event that either party determines that the other has defaulted in
the performance of its obligations hereunder, the aggrieved party may
declare that default has occurred and give notice
defaulting party. Notice of default shall be given in writing; shall thereof to the
specify the nature of the default and the provision of the Agreement
involvto ed; and shall specify what action is required of the defaulting
party
dateect the of its dreceipt of tithe enoticenofpar
defaulshalllto have
correcda
he
opinion oflthetaggrieved party, beenaid Corrected, eriod that default party a mayothein the
reupon
Pursue its remedies as provided in paragraph 2 hereof.
2. Remedies Upon Default.
In the event of default by the School District in its obligation to make
contributions to the costs of construction of the joint pool facility, as
provided in Part 1I, paragraphs 6 and 9 hereof, or to make contributions
ST,K
II
to the costs of operating and maintaining the joint pool facility; as
provided in Part III; paragraph 5 hereof, or a default by the School
District in the performance of any material provision of this Agreement1
the City may, at its option; after declaring default and giving notice
thereof, seek termination of this Agreement or specific performance of
its provisions.
Unless this Agreement is terminated by agreement of the parties or pursu-
ant to Court decree, the School District shall have the obligation to
make contributions to the costs of operating and maintaining the joint
Pool facility during the entire term of this Agreement, regardless
whether or not the School District continues to occupy and use the facil-
ity during the entire term, and the City shall be entitled to specific
performance to enforce this provision.
In the event of default by the Cil
maintain the joint pool facility e
School District may, at its option,
notice thereof, seek termination of
ante of its provisions.
V in its obligation to operate and
provided in Part III hereof, the
after declaring default and giving
this Agreement or specific perform -
In order to obtain termination of this Agreement or specific performance
Of its provisions, the party seeking such relief shall, after expiration
of the 30 -day period following receipt of notice of default; commence a
cause of action for such relief in Iowa District Court in and for Johnson
County. The petitioning party may seek termination and specific perform -
in
ance as alternative forms of relief in the same cause of action. Nothing
elect
iitsgremedytatathell btimeconstrued
istofil d,randhtheepetitioningrparty
shall, to the extent permitted by the Court; be allowed to amend its
petition to seek other relief, or to seek alternative forms of relief.
3. Effect of Termination.
In the event that this lease is terminated as provided in paragraph 2
above, the School District's right to occupy and use the joint facility
shall cease. The City shall thereafter have unencumbered ownership and
use of the facility, subject only to the School District's right of entry
as provided in Part I, paragraph 5.
4. Indemnity and Hold Harmless.
The School District hereby agrees to indemnify, defend, and hold harmless
the City, its officers, agents, and employees, against any and all
claims, suits, actions, debts, damages, costs, charges and expenses,
including court costs and attorney's fees, and against all liability for
property
te and os injury,
including
ifiltdirectly
rndietlyherefrm;arising from any atneglgenceofheSchool
District, either active or passive, or those of its agents, employees,
assigns, or any other person acting on its behalf in supervising use of
the joint pool facility and accompanying property by School District
students, staff, personnel, or invitees pursuant to the terms of, and for
the purposes specified in, this Agreement, or arising from School Dis-
trict supervision of any other use of the premises by the School Dis-
trict, its agents, employees, assigns, or any other person acting on its
dRA09
12
behalf, or arising from the School District's supervision of an
activity which the School District sponsors, suffers or allows to occur
on the property. Y other
The City hereby agrees to indemnify, defend, and hold harmless the School
District, its officers, agents, and employees, against an
claims, suits, actions, debts, damages, costs, charges
penses
including court costs and attorney's fees Y and all
property damage and and against gall liability
or indirectly therefrom�l,sarising from including death resulting y for
either active or passive, or those of its agents, employees
negligence ofgtherCityy
any other person acting on its behalf in the design, construction
onstru assigns
tion, maintenance, or general supervision of 0 conof the join p or
facility and accompanyin Public use of the opera-
tion,
specified in g Property pursuant to the terms of Joint pool
the premises by the in,
Agreement, or arising from an and for the
Person acting on its Citybehafits agents,
employees Y other use of
City sponsors g from any othersactivins t any other
suffers or allows to occur on the property.IN
Y which the
the
effective WITNES asWofRthe 1st day of Marche have 1c87
this Agreement to be executed,
CITY OF IOWA CITY
Y•
,am •Ary r sco,faY or II0 FO
Attest:
MO%n K. Karr, C y Cer
State of Iowa
Johnson County ) SS:
On this eday of �
r'"�""' a oar 19rg{��, before me
appear W lam J. Ambrisco and Mariana K. for a State of �loway✓�N�
who, being by me duly sworn did sa Karr, to me personaily�knownonandY
respectively, of the City of Iowa Cjtthat they are the Mayor and Cit
foregoing instrument is the corporate y, Iowa- that the seal affixed Clerk,
instrument was signed and sealed the corporation, and that the
of its City Council, as contained in Resolution No.
on behalf of the corporation, by authority
the City Council, under Roll Call No.
on the -01 f41- daY of _adopted by
Ambrisco and Marian K. of the City Council
be their voluntary act anddeet e�volhuntary and that William i.
ction
of
fdtheeed insof trumenthe o
ration, by it voluntarily executed.
In
4+►TERRENCE L TIMMINS
ER'CCIAOSSICN EXPIRES
13
I
IO ITY COMMUNITY SCHOOL DISTRICT
By: A N�CA,f.r
Randy Jor son, Pres ent
State of Iowa )
Johnson County ) SS:
On this 25th day of Februa
John D. Cruise c in an + A.D. 19 87 before Iowa, of
as Y appear any Jordrison,ytoume� pe sonallyoknown,Sande who beig bymeduly sworn, did sc in
ay that he is the President of the Board of Directors of the
Iowa City Conmunity School District; that the instrument was signed on behalf
of the corporation, by authority of its Board of Directors, as contained in
Resolution No. adopted by the Board on the
da
of Pyr„n 19and that Randy Jordison acknow a ge the
execu ion o e ins rument o e is voluntary act and deed and the volun-
tary act and deed of the Board, by it voluntarily executed.
i I
No ar u is in an or t e S ate of Iowa
i f
I
0790
i
�r
Exhibit A
Legal of
to be
escription
SchoolDDistrict to CitCommunit
City Poftlowa City in Conveyed
Connectiona with the Joint
Swimning Pool Project.
Commencing at the Southeast Corner of Lot 6 of Block 4 of Towncrest
Addition Part I, to Iowa Cit
Bearing) 60.01 feet, to a Point lonatheThence Southerly�Line0of'8raA Recorded
Drive, which is the Point of Beginning; Thence S00037'00" 540.00 feet.
Thence N89°23'00"W, 275,00 feet; Thence N00°37'00"E, 545.96 feet to a
Point on said Southerly Line of Bradford Drive; Thence 5.9'S880feet
3?430acrest,to moretor Point
and Of Besinning subject toieasementsfalannd con restrictions
of Record.
M
44
I�
® MONSON PC
N]
Budget
Code
rREVISED, 2-18-87
Exhibit C
Proposed First Year Budget
Joint Swimming pool Facility
Full -Time Personnel (including FICA, IPERS
-6100 -- �� once oenefits :
6300 (*Supervisor (45% assigned to this facility - $13,178 + 5% --- $13,837*
6400 6500 (*Maintenance Worker -
$19,463 + 5% ___ $20,436*
Part-TirnelTemporary Personnel
Wages
Social
Sec�Y IPS Inflation
6100 (*Maintenance Workers $ 7,280 T
6300 (*Ca k, $ 521 $ 42 $ 392--
i
Super-
s iers $17 412
visors, etc. $
1 248
$100
-$ 8 *
,235
6400
( Lifeguards
$ 941---$19,762
(50% =$9,881)*
6500
I
$49,990 $3,574
( Instructors
$287
$2,693---$56,544
$ 6,005 $
429
$ 35
$
( Aides
$ 3,755
323---$ 6,792
$
( Managers
$ 8,148
268
$ 22
$ 202___$ 4,247
$
8ui Iding Aerating_ Costs
583
$ 47
$ 439---$ 9,217
7100
based on
Office Supplies
averages):
7200
*Operating Supplies
$ 238 + 5% ________
$ 250
I
Pool Chemicals and Miscellaneous
Supplies
7300
Repair and Maintenance Su PPlies
$ 3'427
+ 5% --------
$ 3,598*
8100
Administrative Services
$ 286
+ 5% ________
$ 300
(Bookkeeping, Accounting, Data
Processing)
8200
I
Communications (telephone)
*Pay
$ 0
Telephone
$ 950
+ 5% ________
$
6400
(*Property Insurance (fire &
(*Liability Insurance casualty)
$ 3,100 +
997
$ 0*
8500
*Public Utility Services
$12,877 +
5% -----___
5% ________
$ 3,255*
$13,521*
Gas and Electric
Water and Sewer
8600
*Building Repair & Maintenance
$ 3,325 +
5% ________
$ 3, $74,000*
491*
9000
*Capital Repair and Maintenance
$ 2,600 +
5% ----____
$ 2,730*
--------
$ 0*
�ll�
Exhibit C - Page Two (2)
------------------------------------------------------
*Indicates those items for which the School District will share costs (Cost
Share Items).
--------
Total dollar value all cost share items:
School District Estimated Share (30%)- j152,984.30
School District Estimated Annual Contribution: j 45,895.20
I
School District Monthly Payment:_ 12
j 3,824.60
I
Aloe
Exhibit D
Formula for Determining Actual Annual Percentages of Use
1. Hours and Percentage of Use Each School Day: Sept. 1 -May 31.
Shared S Exclusive Hours of
Use Each Day as Per Pool
Use Schedule or Actual
Use Records
School
District Use
City
Use
6:00-9:00 = 3 hrs.
x 75%
= 2.25
hrs. x
25% =
.75
hrs.
9:00-12:00 = 3 hrs.
x 50%
= 1.50
hrs. x
50% =
1.50
hrs.
12:00-1:00 = 1 hr.
x 0%
= 0.00
hrs. x
100%
= 1.00
hrs.
1:00-6:00 = 5 hrs.
x 50%
= 2.50
hrs. x
50% =
2.50
hrs.
6:00-9:00 = 3 hrs.
x 0%
= 0.00
hrs. x
100%
= 3.00
hrs.
Total espect ve Hours of
Use Each
School
Day
15 hrs./day
6.25
hrs./day
8.75
hrs./day
Percenta
a of Use PSchool Oa
c oo
istr ct:65257=
6%
City:
8.75/15
- 58.33%
2. Total Hours of Operation Each Week.
Monday -Friday: 5 days at 15 hrs./day = 75 hrs.
Saturday = 10 hrs.
Sunday = 7 hrs.
92 hrs./week
3. Total Hours of Operation Each Year.
Total hours of operation each year shall be the total hours per fiscal year
that the pool is actually available for use, and shall not include down
time for pool repair or maintenance or recognized City holidays when the
pool is closed. It is assumed that the pool will be unavailable for use
for these reasons for at least one week each year.
92 hours/week x 51 weeks = 4692 hours
4. Total Hours of Assi ned School District Use Each Year. (based on Pool Use
Sche u e showing an assumed 180 days of use each year by School District)
180 days* x 6.25 hrs./day* = 1125 hours*
Usage on weekends and non -school days 283 hours
Total 1408�ar
*Number of days of use each year, number of hours of use each day and number
of hours of use each year may vary. Actual figures to be established by
reference to Pool Use Records.
5. Total Hours of Assigned City Use Each Year.
4692 hours - 1408 hrs. of School District use = 3284 hrs./year
01AW
I
6. Respective Annual Percentages of Pool Use.
a. School District
1408 hrs./4692 hrs. = 30%
b. City Respective Cost Allocation
Percentages Based on Use
j 3284 hrs./4692 hrs. = 70%
Exhibit E
WARRANTY DEED
KNOW ALL MEN BY THESE PRESENTS:
That the Iowa City Comnunity School District, Grantor herein, in considera-
tion of the mutual covenants and agreements contained in a certain written
Agreement found on record at Book , page , of the records of the
Johnson County, Iowa, Recorder's office does here y onvey unto the City of
Iowa City, Iowa, the following described real estate, situated in Johnson
County, Iowa, to -wit:
There is hereby reserved to the Grantor a right of entry, pursuant to which
the Grantor may, upon Grantee's abandonment of the use of the property for
public swiaming pool purposes for a period in excess of six months, seek writ
of ejectment and upon issuance thereof enter and take possession of, and
acquire title to, the property.
And the grantor does do Hereby Covenant with the said grantee, and successors
in interest, that said grantor holds said real estate by title in fee simple;
that it has good and lawful authority to sell and convey the same; that said
premises are Free and Clear of all Liens and Encumbrances Whatsoever except
as may be above stated; and said grantor Covenants to Warrant and Defend the
said premises against the lawful claims of all persons whomsoever, except as
may be above stated.
Words and phrases herein including aknowledgement hereof shall be construed
as in the singular or plural number, and as masculine or feminine gender,
according to the context.
Signed this day of , lg
(Grantor's Address)
44 Irf,
IOWA CITY COMMUNITY
SCHOOL DISTRICT
David L. Cronin
Superintendent 509 S. Dubuque Street
Iowa City, Iowa 52290
(319) 338.3885
MOTION BY WOOLDRIK, SECOND BY GJERDE TO ADOPT THE FOLLOWING RESOLUTION=
RESOLUTION APPROVING AND AUTHORIZING EXECUTION IF A CHAPTER 28E AGREEMENT BETWEEN THE CITY
OF IOWA CITY, IOWA, AM THE IOWA CITY COMMUNITY SCHOOL DISTRICT FOR THE DEVELOPMENT,
OWNERSHIP, LEASE, MANAGEMENT AND OPERATION OF A JOINT SWIMMING POOL FACI
PARK. LITY AT MERCER
WHEREAS, THE CITY BF IOWA CIN (HEREAFTER "TIE CITY") AM THE IDWA CITY COMMUNITY SCHOOL
DISTRICT (HEREAFTER "THE SCHOOL DISTRICT") DID, WITH THE ASSISTANCE OF A JOINT SWIMMING
POO- COMMITTEE ESTABLISHED BY SAIL) BODIES, UNDERTAKE TO STUDY THE FEASIBILITY AND PLAN THE
DEVELOPMENT OF A JOINT SWIMMING POOL FACILITY TO BE LOCATED ADJACENT TO MERCER PARI( ADD
SOUTH EAST JUNIOR HIGH IN IOWA CITY, IOWA; AND
WHEREAS, UPON THE RECOMMENDATION OF THE JOINT SWIMMING POOL COMMITTEE, THE CITY AND THE
SCHOOL DISTRICT DID ENTER INTO A MEMORANDUM OF AGREEMENT, DATED MAY 6, 1986, STATING THEIR
INTENT TO ENTER INTO AN AGREEMENT PURSUANT TO CHAPTER 2BE OF THE IOWA CODE, FOR THE
DEVELOPMENT, OWNERSHIP, LEASE, MANAGEMENT, AND OPERATION OF A JOINT SWIMMING POOL FACILITY
ADJACENT TO MERCER PAN( AND SOUTH EAST JUNIOR HIGH IN IOWA CITY;
WHEREAS, UPON THE RECOMMENDATION OF THE JOINT SWIMMING POOL COMMITTEE, THE CITY COUNCIL OF
THE CITY OF IOWA CITY DID CALL A SPECIAL ELECTION UPON THE PROPOSAL TO ISSUE $3,715,000 OF
GENERAL OBLIGATION BONDS TO FINANCE THE RENOVATION OF THE CITY PAA( POO- FACILITY AND TO
FINANCE THE CITY'S SHARE OF THE CONSTRUCTION OF THE JOINT SWIMMING POOL FACILITY; AND
WHEREAS, AT SAID SPECIAL ELECTION HELD ON JUNE 3, 1986, THE ELECTORATE OF IOWA CITY
APPROVED THE ISSUANCE OF GENERAL OBLIGATION BONDS FOR SAID PURPOSES; AND
WHEREAS, THE CITY AMD THE SCHOOL DISTRICT HAVE NEGOTIATED THE TERMS ff A CHAPTER 28E
AGREEMENT FOR THE DEVELOPMENT, OWNERSHIP, LEASE, MANAGEMENT AND OPERATION OF A JOINT
SWIMMING POO. FACILITY AT MERCER PARK, A COPY OF WHICH IS ATTACHED HERETO AND MADE A PART
HEREOF[ AND
WHEREAS, THE SCHOOL BOARD HAS DETERMINED THAT THE APPROVAL AND EXECUTION OF SAID CHAPTER
28E AGREEMENT WOULD BE IN THE BEST INTERESTS OF THE SCHOOL DISTRICT.
NOW, THEREFORE, BE IT AND IT IS HEREBY RESOLVED THAT THE CHAPTER 20C AGREEMENT FOR THE
DEVELOPMENT, OWNERSHIP, LEASE, MANAGEMENT AND OPERATION OF A JOINT SWIMMING POOL FACILITY
AT MERCER PARK, A COPY OF WHICH IS ATTACHED HERETO AND HARE A PART HEREOF, IS HEREBY
APPROVED AS TO FORM AND CONTENT.
AND BE IT FURTHER RESOLVED THAT THE BOARD PRESIDENT IS HEREBY AUTHORIZED AND DIRECTED TO
EXECUTE AND ATTEST, RESPECTIVELY, SAID CHAPTER 2BE AGREEMENT FOR AND ON BEHALF OF THE IOWA
CITY COMMUNITY SCHOOL DISTRICT.
ROLL CALL VOTE. AYES: Widloe, Wooldrlk, Townes d, Ponningroth, Jordloan, GJarda. NAYSt None.
NOTION CARRIED 6 TO 0. ABSENT: Cannon.
44 iffe
1b
for an initial term of ten years commencing as set forth in Part III,
paragraph 1, with guaranteed options for renewal of the lease provisions
as provided in Part III, Section 1 hereof.
3. The parties hereby agree that the City Manager of the City of Iowa City
shall be designated as the administrator for purposes of this Agreement
as provided by Section 28E.6 of the Code of Iowa, an that the City
Manager shall administer the contracts for the design d construction of
the j int facility, and shall administer the managem t and operation of
the fa�ity after completion of construction,
4. The City d the School District he/linrt
that the development,
construction, and equipping of the joipool facility shall be
jointly financ by them as provided hereof, and that the
operation and ma gementof the facilitjointly funded by them
as provided in Par III, Section 5 here
The City and the Sc of District reby agree that the joint swimming
pool IF shall a constru ed and located upon the property
described in Exhibit A h eto (h eafter "the property"), which is prop-
erty owned by the School D'stri as of the date of this Agreement. Upon
approval of the Plans and cifications for the joint swimming pool
facility as provided in Par. II, Section 2 hereof, the School District
shall convey said propert to the City by Warranty Deed in the form
attached hereto as Exhibi B.
The parties further ag ee that Scho 1 District's conveyance of the prop-
erty described in Ex bit A, its con ibution of funds for construction
as provided in Part II, Section 6, an its ongoing payment of its share
of the costs of op ration and maintenanc of the facility as provided in
Part III, Sectio 5 shall constitute it consideration for the City's
development and onstruction of the joint s ironing pool facility and for
its use of the facility during the initial 1 se term hereof, and during
any renewal 1 ase term as provided herein.
Upon terms tion of this Agreement as provided i Part IV, Section 2, or
non -renew as provided in Part III, Section 7, he School District's
interest in said facility, and its right to occupy and use same, shall
cease. he City shall thereafter have unencumbered ownership and use of
the fa ility provided, however, that in the event the City constructively
aband ns its use of the property for swimming pool purposes, the School
Dist ict shall have the right to seek a writ of ejectmentand to re-enter
and ake possession thereof. Such right of entry shall not automatically
ac ue upon abandonment by the City. In the event the property reverts
a/
the School District, the School District shall thereafter have respon-
bility to maintain the property and the facilities located thereon, or
o demolish same, at its expense.
rale „ - ueveiopment and Construction of Joint Swimming Pool Facilit
I. The parties hereby agree that the City will undertake to procure con-
tracts for the design and construction of the joint swimming pool facil-
ity (hereafter "the facility"). The Plans and Specifications
incorporating design of the facility will be in substantial conformance
with the preliminary conceptual design prepared by Neumann Monson P.C.,
d41#0
—t
3
architectural consultants to the Joint Swimming Pool Commi tee, as set
forth in the report of the Joint Swimming Pool Committee ted March 27,
1986, which report is incorporated herein by reference.
2. The pa ties further agree that upon submission of t Plans and Specifi-
cations o the City by the project architect, th City will submit same
to the Sc of District for its review and approv If the final design
as reflecte in the Plans and Specifications s in substantial confor-
mance with t preliminary conceptual design or is otherwise acceptable
to the School istrict, the School District all be required to approve
same by resolut on of its board. Upon app vol of the Plans and Specifi-
cations, the Sch 1 District shall convey the property to the City.
3. The City agrees th a , after it has by resolution approved the Plans and
Specifications, form of 'contract, a estimate of project cost pursuant
to 5384.102 of the C e of Iowa, a d after the School District has con-
veyed the property to a City, it will undertake to secure a bid or bids
have for construction of the joint si imming pool facility. The City shall
awards pro cesole essonsiichitprooessh shall �conductve bid edocineconfor conformance contract
Chapter 384 of the Code of a.
4. The parties agree that the it will be bound to accept a bid or bids for
construction of the facil ty a to award a contract or contracts for
construction only if th low b or bids received (1) will allow the
joint swimming pool faci ity to b constructed as designed for an amount
not exceeding the esti ted cost th reof, $3,198,100, as approved by the
City Council, are rom a res
the City Council
ns'ble bidder or bidders acceptable to
form. , an (3) are respons've, complete, and in satisfactory
5. The School Distric agrees to designate an appoint a project representa-
tive to act on 1 s behalf during the co truction phase for purposes
hereafter specifi d.
6. The School Dis ict agrees that upon the Cit 's award of a contract or
be contracts for onstruction of the joint swimmin pool facility, it shall
obligate
costs f construction ontofthe theCCity
$5
of the0,000 as
its share
button shall be paid to the City as follows: 0 00
(a) $50,00 to be paid within 30 days of the City' award of the con-
tract or contracts for construction.
(b) Periodic progress payments, each payment to be due and payable
within 15 days of the City's approval of each progress payment to
the contractor(s), the amount of each such payment to be calculated
as follows:
[$450,000 a total construction cost as per construction contract(s)]
x approved amount of each progress payment to contractor(s)= amount
of School District's periodic progress payment to the City.
(c) A final payment as per the final accounting pursuant to paragraph 9
herein below.
070#
M
The School District's project representative shall process all periodic
progress payments on behalf of the School District.
7. All ch nge orders to delete or add items shall be submitted to the School
Distric designated project representative, who shall be empowered to
approve o disapprove same. The School District's project representative
shall appro\eorisapprove proposed change or ers submitted by the City
in writing threeworkingdays of/theisubmission. If the School
District's representative fails pond within said seven day
period, the District shall be deo have approved the change
order.
8. In theevent that t e facility is onstructed for an amount less than
that shown t the can truction co ract(s) as awarded, the School Dis-
trict shall nonetheless a oblig ed to make a principal contribution of
not less than $500,000 ward he cost of construction of the joint
swimming pool facility. f fter making the final
periodic
payment as provided in para aph 6(b) above, the SchoolDi trict'soprin-
cipal contribution stands t less than $500,000, the remainder thereof
shall be assessed to the choo District in the City's final accounting
and shall be paid as par of the chool District's final payment.
9. Within 90 days after a City's fin acceptance of the work on the joint
swimming pool facil' y, or within days after final payment to the
construction contr tor(s), whichever curs later, the City shall make a
final accounting f all expenses which it has incurred under the con-
tracts) for th construction of the fa ility. Said accounting shall
show (a) the t al amount of all progress ayments made to the contrac-
tor(s); (b) a periodic progress payments m � to the City by the School
District; an (c) the principal amounts of ny such periodic progress
payments r aining unpaid. In the event the f ility is constructed for
an amount less than that shown in the cons ruction contract(s) as
awarded, he accounting shall also show the amou remaining to be paid
by the S hool District to bring its principal con ution to the project
to $500,000.
All ounts due the City as of the date of the finaont
ounting shall be
com ned in a single final payment figure and shown e final account -
in\
10. a parties agree that the School District's final payment, as per para-
raphs 6(c) and 9 above, shall be due and payable within 30 days after
the City's submission of the final accounting to the School District. If
the amount of the final payment tendered by the School District is ac-
ceptable to the City, the City shall accept same by resolution, which
acceptance shall be made within 30 days of the School District's tender
thereof. If the City does not take action to either accept or reject
said final payment, it shall be deemed to have been accepted by the City
on and as of the 31st day following tender.
070
2.
3.
III. Lease Management and Operation
1. Premise_ s�Term
The City, in consideration of the School District' conveyance of the
property to the City, its contribution of $500,0 toward the cost of
construction of the joint swimming pool facility and its ongoing commit -
m t contained herein to pay as rental a pert tage contribution toward
the xpense of operating and maintaining the acility, does hereby lease
the int swimming pool facility to the Sch of District for the use and
benefit of the public school students in Io a City.
This lease, and the School District's r' ht to occupy and use the facil-
ity
Cit ao ensvth d herein, shall comment at midnight on the day that the
Y P pool facility for p lic use, and shall terminate at
midnight on sa' date ten years nce, unless terminated earlier or
renewed pursuant o further provisi ns hereof,
The parties agree that the Sch of District's right to occupy and use the
leased premises is not clus've, it being the intent of the parties that
the pool itself is to b s red and jointly used by the public and by
public school students pu ant to a "Pool Use Schedule" to be jointly
developed and periodically dated by City and School District represen-
tatives as hereinafter pr vi The leased premises shall also include
the office, locker roo and storage spaces tentatively identified in
Exhibit D hereto, The ffice a ea and storage space so identified shall
be reserved for the ex lusive us of the School District during the term
of this lease. In addition, either one or two locker roans, depending on
the need, shall be eserved for elusive use by the School District
during those hours School District use, The parties agree that strict
bility is needed in this regard.
The parties agr that their respective r resentatives shall develop a
"Pool Use Sched le" prior to the commenceme t of the term of this lease.
The Pool Use S hedule shall be updated by une 1 of each year for the
next fiscal ye r beginning July 1. The Pool se Schedule shall identify
the hours duri g which the pool, or any portio thereof, is to be used by
the School Di trict or by the City. For purpo es of this provision, any
use of the p of or locker roans, or a portion hereof, which is exclu-
sively for t benefit of public school students r public school person-
nel or instr ctors, or which is conducted under t e auspices, supervision
or control o School District personnel, shall be onsidered to be use of
the facilit by the School District. Competitive events between Iowa
City public Chool students and students of other school systems shall be
considered considered S oo District use. All other uses of they pool shall be
representativo e es mayiamendeorfthe adj stpthe Poole Userties aSchedugeefrothat
timeeto
time as program needs and exigencies require.
aro
01
0
the City each year, as reflected in Exhibit D, then in that event
the following adjustments shall be made in the hen t District's
minimum cost share percentage:
City's School
Assigned Hours District's Assi Assigned School
Of Pool Use Hours of Pool gne Districts Minimum
Cost Share Percents
\Decreases Remains the7same
Goes over 30%
I creases Remains theGoes below 30%
City i rease School Dist
proporti al to Stays the same
increase
(B) In any succ ding fiscal year of operation,
shall be entit ed to have its the School District
inimum cost share percentage reduced
by 1% for each s ch fiscal y r, to be accompanied by
correspond-
ing reduction in a School District's assigned hours of of pooluse
for that year, ptov ded th t the School District shall have given
the City notice to r uce its minimum cost share percentage on or
before December 31 prec In the commencement of the fiscal year for
which such reduction is ought, and provided that the School Dis-
trict shall be entitled o o more than five such reductions.
Such adjustments shall be eflect in Exhibit D hereto, which shall be
amended by addendum. In o event hall the School District's min
cost share percentage, of r adjustment imum
go below 25%. pursuant to (A) and/or (B) above,
In the event of an adju ment to the Scho 1 District's minimum cost share
percentage pursuant to (A) and/or (B) a ve, the City and the School
District agree that th School District sha 1 be obligated to contribute
annually thereafter d ring each fiscal year as its share of operation
and maintenance expe es, an amount equal to the School District's ad-
justed minimum cost share percentage applied to the cost share items
contributionitottho e optedhe st shareeitems equal t for the he ftoiitsy actualor aannualnpe9e
tentage of pool usa e, whichever is greater.
The School Distric does further agree to pay its annual fiscal year
contribution in 12 equal monthly payments, each month
1/12 of 30% of the cost share items identified in the ydoptednbudgetlfor
the facility for hat fiscal year, plus a final paymen for that year as
calculated and se forth in a reconciliation report a hereafter pro-
vided. Each mont ly payment shall be made in advance, n or before the
20th day of the pr ceding month.
During the first f cal year of pool use pursuant to this Part 11I, the
respective cost share the parties, and the School District's monthly
payments shall be calculated on the basis of the Proposed First Year
Budget, Exhibit C hereto. The School District's first monthly payment
A
10
temporarily, except as hereafter provided. The School District shall be
allowed to make the pool available for use by the following groups,
organizations, or programs:
such group, organization, or programs 11 be allowed to use the
lout the prior written consent of t City Manager or his/her
The Schoo District shall not charge a ee to any person, group, or
entity usin the facility under its aus ces, except for (1) entry fees
for partici* is and spectator fees in ompetitive swim events sponsored
or hosted by tN School District, and 2) except for entry fees to cover
costs of supe vision for School District sponsored parties or
fitness/wellness ograms for studen s, faculty and/or staff.
7. Renewal.
The parties agree that OT Schoo District shall have the option to renew
its lease of the pool fac ity or four additional periods of five years
each upon the same terms an c ditions as provided herein, provided that
the School District is not default of any of the provisions of the
lease at the time that rene is to be effective. The School District
may exercise its right to r new by giving notice thereof to the City.
Such notice shall be in wri ing an shall be given by sending same to the
City Manager at least 90 ays prio to the date upon which the initial
term of the lease, or any renewal to , is to expire.
Part
In the event that eit er party determines th t the other has defaulted in
the performance of is obligations hereund , the aggrieved part may
declare that defau t has occurred and gi a notice thereof to the
defaulting party. Notice of default shall b given in writing, shall
specify the natur of the default and the pr vision of the Agreement
involved, and sha 1 specify what action is req ired of the defaulting
party to correct the default. The defaulting pa ty shall have 30 days
from the date of its receipt of the notice of d fault to correct the
default. If at he end of said 30 -day period the de at has not, in the
opinion of the ggrieved party, been corrected, that party may thereupon
pursue its reme
ie as provided in paragraph 2 hereof.
2. Remedies
In the event f default by the School District in its obligation to make
contributions to the costs of construction of the joint pool facility, as
provided in P rt II, paragraphs 6 and 9 hereof, or to make contributions
to the costs Pf operating and maintaining the joint pool facility, as
provided in P rt III, paragraph 5 hereof, or a default by the School
District in the performance of any material provision of this Agreement,
Ato
III
the City may, at its option, after declaring default and giving notice
thereof, seek termination of this Agreement or specific performance of
its provisions.
Unl s this Agreement is terminated by agreement of the parties or pursu-
ant t Court decree, the School District shall have the obligation to
make co ributions to the costs of operating and maintaining the joint
pool fac lity during the entire term of this Agreement, regardless
whether or riot the School District continues to occupy and use the facil-
ity during tt�e entire term, and the City sJ(all be entitled to specific
performance to enforce this provision.
In the event ofddefault by the City its obligation to operate and
maintain the joint: pool facility as provided in Part III hereof, the
School District may, at its optionX
after declaring default and giving
notice thereof, seekination of this Agreement or specific perform-
ance of its provisio
In order to obtain ttion o this Agreement or specific performance
of its provisions, ty se ing such relief shall, after expiration
of the 30 -day periodo ing receipt of notice of default, commence a
cause of action for el in Iowa District Court in and for Johnson
County. The petitioart may seek termination and specific perform-
ance as alternative of a ief in the same cause of action. Nothing
in this agreement she ons ued to require the petitioning party to
elect its remedy att' a su is filed, and the petitioning party
shall, to the exten'tted b the Court, be allowed to amend its
petition to seek othef, or to seek alternative forms of relief.
3. Effect of Termination.
In the event that thi lease is termin ed as provided in paragraph 2
above, the School Dist ict's right to occ y and use the joint facility
shall cease. The Cit shall thereafter he unencumbered ownership and
use of the facility, ubject only to the Scho 1 District's right of entry
as provided in Part I, paragraph 5.
4. Indemnit and Hold rmless.
The School Distric hereby agrees to indemnify, def fid, and hold harmless
the City, its of icers, agents, and employees, against any and all
claims, suits, a tions, debts, damages, costs, charges and expenses,
including court c sts and attorney's fees, and against all liability for
property damage nd personal injury, including death resulting directly
or indirectly the efrom, arising from any act of negligence of the School
District, either active or passive, or those of its agents, employees,
assigns, or any ther person acting on its behalf in supervising use of
the joint pool facility and accompanying property by School District
students, staff, personnel, or invitees pursuant to the terms of, and for
the purposes sp ified in, this Agreement, or arising from School Dis-
trict supervisio of any other use of the premises by the School Dis-
trict, its agents, ployees, assigns, or any other person acting on its
behalf, or arising from the School District's supervision of any other
activity which the School District sponsors, suffers or allows to occur
on the property.
490
12
ineDi s Ity hereby agrees to
its indemni/en
end, and
Claims is officers, agents,harmless
including co t costs and debts, damages, es 'olgetnst any thand chool
property dama attorneys, charges and all
or Indirectly2t nd Personald against all eXPenses,
either activthe from, arisi�nJul ding death liabtltty for
an or pas 've g fact of resulting directtionother person acting n �tstbehaose agents,npjoence of the Cityymaintenanceor gen al he desi Yees, assigns, or
facility and acconpor super
gn, construction
purposes s Y10g pof Public use of the opera -
the PeCjfjad in, thisnt to the Joint pool
Premises by the Citor arising teens y'otand her for the
person acting on its behalf employeesg from an
City sponsors, suffers or from assigns or use of
alany other activit any other
on the property, Y which the
I
0MV
for an initial term of ten years commencing as set forth in Part III,
paragraph 1, with guaranteed options for renewal of the lease provisions
as provided in Part III, Section 7 hereof.
3. The parti�ereby agree that the City Manager of a City of Iowa City
shall be de gnated as the administrator for pur ses of this Agreement
as provided Section 28E.6 of the Code of owa, and that the City
Manager shall a minister the contracts for the esign and construction of
the joint fac11i and shall administer the anagement and operation of
the facility afte completion of constructs .
The City and the
construction, and ec
jointly financed by
operation and manage
as provided in Part
i hool District h
u' ping of the jo
t em as providec
men of the fac�iy
III, ecl 5 der
5. The City and the School 0
pool facility shall be
described in Exhibit A here
erty owned by the School Di
approval of the Plans and
facility as provided in P
shall convey said proper y
attached hereto as Exhib"
e,* agree that the development,
X swimming pool facility shall be
in Part II hereof, and that the
y shall be jointly funded by them
tri;hereby agree that the joint swimming
ns ucted and located upon the property
hereafter "the property"), which is prop -
t as of the date of this Agreement. Upon
ape ifications for the joint swimming pool
II, Section 2 hereof, the School District
to t e City by Warranty Deed in the form
The parties further ag ee that Schoo\District's conveyance of the prop-
erty described in Ex 'bit A, its con ib tion of funds for construction
as provided in Part II, Section 6, an its ongoing payment of its share
of the costs of op ation and maintenan of the facility as provided in
Part III, Section 5 shall constitute i consideration for the City's
development and nstruction of the joint wimning pool facility and for
its use of the cility during the initial lease term hereof, and during
any renewal le a term as provided herein.
Upon termina on of this Agreement as provided in Part IV, Section 2, or
non -renewal s provided in Part III, Section , the School District's
interest i said facility, and its right to oc py and use same, shall
cease. Th City shall thereafter have unencumber d ownership and use of
the facil y provided, however, that in the event t e City constructively
abandons its use of the property for swimming pool urposes, the School
District/shall have the right to seek a writ of ejec mentand to re-enter
and to possession thereof. Such right of entry shal not automatically
accrue upon abandonment by the City. In the event th property reverts
to the School District, the School District shall therea,ter have respon-
sibility to maintain the property and the facilities located thereon, or
to demolish same, at its expense.
Part II - Development and Construction of Joint Swimming Pool Facilit
1. The parties hereby agree that the City will undertake to procure con-
tracts for the design and construction of the joint swimming pool facil-
ity (hereafter "the facility"). The Plans and Specifications
incorporating design of the facility will be in substantial conformance
with the preliminary conceptual design prepared by Neumann Monson P.C.,
;?I#
.,..,ti
3
architectural consultants to the Joint Swimming pool Committee, as set
forth in the report of the Joint Swimming Pool Committee dated 14arset
1986, which report is incorporated herein by reference.
27,
2. The parties further agree that upon submission of the Plans and Specifi-
cations to the City by the project architect, the City will submit same
to the School District for its review and approval. If the final design
as reflected in the Plans and Specifications is in substantial confor-
mance with the preliminary conceptual design, or is otherwise acceptable
to he School District, the School District shall be required to approve
same y resolution of its board. Upon approval of the Plans and Specifi-
catio ,the School District shall convey the property to the City.
3. The City rees that, after it has by resolution approved the Plans and
Specificat ns, form of contract, and estimate of project cost pursuant
to 5384.102 f the Code of Iowa, and after a School District has con-
veyed the prop ty to the City, it will and rtake to secure a bid or bids
for constructio of the joint swimming ool facility. have sole res ons ility for the compet' iv bid ciliProcurement h Ci y shall
award process, wh1 h process shall a c
Chapter 384 othe onducted in conformance with
f Co a of Iowa.
4. The parties agree that t e City w' 1 be bound to accept a bid or bids for
construction of the faci ty a to award a contract or contracts for
construction only if the ow bid or bids received (1) will allow the
joint swimming pool facility to be constructed as designed for an amount
not exceeding the estimate c t thereof, $3,198,100, as approved by the
City Council, (2) are fr a r ponsible bidder or bidders acceptable to
the City Council, and ) are r sponsive, comp
form. lete, and in satisfactory
5. The School District grees to design to and appoint a project representa-
tive to act on i behalf during t e construction phase for purposes
hereafter specifi d.
6. The School Dis rict agrees that upon t\ha
award of a contract or
contracts for construction of the jointpool facility, it shall
be obligated to contribute to the City f $500,000 as its share
of the cost of construction of the face said $500,000 contri-
bution sha 1 be paid to the City as foll(a) $50,000 to be paid within 30 days ty's award of the con-
tr ct or contracts for construction(b) eriodic progress payments, each to be due and payable
within 15 days of the City's approch progress payment to
the contractor(s), the amount of each such payment to be calculated
as follows:
/ [$450,000 a total construction cost as per construction contract(s)]
x approved amount of each progress payment to contractor(s) = amount
of School District's periodic progress payment to the City.
(c) A final payment as per the final accounting pursuant to paragraph 9
herein below.
070
The School District's project representative shall process all periodic
progress payments on behalf of the School District.
z. All change orders to delete or add items shall be submitted to the School
Districts designated project representative, who shall be empowered to
prove or disapprove same. The School District's project representative
s 11 approve or disapprove proposed change orders submitted by the City
in riting within three working days of their submission. If the School
Dist 'ct's project representative fails to respond within said seven day
perio the School District shall be deemed to have approved the change
order.
for an
t less
8 In thathshown i tthe construction hat the y /*9
s)is cte awarded,mthenSchool Dhsn
notc shalless thann $ h 0,000 be obligated
to to m a f construction principalcontribution
Oofr�the joint
swimming pool fac ity. If afg the final periodic progress
payment as provided - paragraphOve, the School District's prin-cipal contribution st ds at le$500,000, the remainder thereof
shall be assessed to th School in the City's final accounting
and shall be paid as part f theistrict's final payment.
rk on
int
9, Within 90 Dols facilithe Ci orywsaysa after final nce of the Opayment hetoothe
swimming P
const/ne
tion contractor(s), wh c ever occurs later, the City shall make a
finalccounting of all exp ses which it has incurred under the con-
trac) for the construct' n of qe facility. Said accounting shall
show) the total amount f all pr ress payments made to ththeontrac-
School
tor((b) all periodic rogress paym is made to the City by
Distt; and (c) the incipal amoun of any such periodic progress
payms remaining unp d. In the event he facility is constructed for
an unt less than that shown in the construction contract(s) as
awar, the account g shall also show the amount remaining to be paid
by tSchool Distr' t to bring its principal ontribution to the project
to $,000.
All unts due he City as of the date of the fi 1 accounting shall be
combd in a s'ngle final payment figure and shown n the final account-
ing.
10. Theties gree that the School District's final pay nt, as per para-
gra6(c) and 9 above, shall be due and payable withi 30 days after
thety's submission of the final accounting to the Schoo District. If
theou of the final payment tendered by the School Di rict is ac-
ceple to the City, the city shall accept same by resol i�ion, which
accce shall be made within 30 days of the School Distri is tender
theIf the City does not takeaction to either accept or reject
saiinalofayment, itdshallay followingbedeemed
to have been accepted by the City
AN
Part III. Lease, Manage ent and operation of Joint Swimmin2 Pool Facility.
1. Premises and Term.
2.
The City, in consideration of the School District's conveyance of the
property to the City, its contribution of $500,000 toward the cost of
construction of the joint swimming pool facility, and its ongoing commit-
ment contained herein to pay as rental a percentage contribution toward
the expense of operating and maintaining the facility, does hereby lease
the joint swimming pool facility to the School District for the use and
benefit of\he
school students in Iowa City.
This leaseSchool District's right to occupy and use the facil-
ity as proin, shall commence at midnight on the day that the
City opensfacility for public use, and shall terminate at
midnight oa ten years hence, unless terinated earlier or
renewed puu ther provisions hereof.
Possession Prp icac
The parties agree that the ho
leased premises is not exclus
the pool itself is to be char
Public school students pursuant
developed and periodically upda
tatives as hereinafter provided
the office, locker rooms and
Exhibit D hereto. The office a
be reserved for the exclusive u
of this lease. In addition, ei
the need, shall be reserved f
during those hours of Schoo Dis
bility is needed in this r Bard.
of District's r' ht to occupy and use the
e, it being th intent of the parties that
and joint used by the public and by
o a "Pose Schedule" to be jointly
to by C' y and School District represen-
T eased premises shall also include
stor spaces tentatively identified in
rea and torage space so identified shall
s of th School District during the term
er one or two locker rooms, depending on
or exclusio use by the School District
trict use. a parties agree that flexi-
The parties agree t t their respective representat ves shall develop a
Pool Use Schedule" prior to the commencement of the erm of this lease.
The Pool Use Sche ule shall be updated by June 1 of ach year for the
next fiscal year eginning July 1. The Pool Use Schedu a shall identify
the hours Burin which the pool, or any portion thereof, to be used by
the School Dis ict or by the City. For purposes of this rov1s10n, any
use of the po 1 or locker roams, or a portion thereof, wh h is exclu-
sively for t benefit of public school students or public sc of person-
nel or instr _tors, or which is conducted under the auspices, s ervision
or control f School District personnel, shall be considered to use of
the facil y by the School District. Competitive events betwe Iowa
City publ c school students and students of other school systems sha 'l be
considerM School District use. All other uses of the pool shall be
considered to be City use of the pool. The parties agree that their
representatives may amend or adjust the Pool Use Schedule from time to
time as program needs and exigencies require.
APO
0
the City each year, as reflected in Exhibit D, then in that event
the following adjustments shall be made in the School District's
minimum cost share percentage:
City's School School
Assigned Hours District's Assigned District's Minimum
of Pool Use Hours of Pool Use Cost Share Percentage
Decreases Remains the same Goes over 30%
Increases Remains the same Goes below 30%
City increase School District Stays the same
proportional to increase
(B) In any succeeding fiscal year of Aeration, the School District
shal be entitled to have its min' um cost share percentage reduced
by i% reach such fiscal year to be accompanied by a correspond-
ing redu ion in the School District's assigned hours of pool use
for that y r, provided that the School District shall have given
the City not' a to reduce s minimum cost share percentage on or
before Decembe 31 precedi g the commencement of the fiscal year for
which such reduc ion is ought, and provided that the School Dis-
trict shall be ent led o no more than five such reductions.
Such adjustments shall be flected in Exhibit D hereto, which shall be
amended by addendum. I no event shall the School District's minimum
cost share percentage, fter a 'ustment pursuant to (A) and/or (B) above,
go below 25%.
In the event of an justment to th School District's minimum cost share
percentage pursua to (A) and,/
( above, the City and the School
District agree th t the School Distric shall be obligated to contribute
annually thereaf er during each fiscal ear, as its share of operation
and maintenanc expenses, an amount equa to the School District's ad-
justed minimu cost share percentage appl' to the cost share items
identified the adopted budget for the acility, or a percentage
contributi0 to those cost share items equal its actual annual per-
centage of pool usage, whichever is greater.
The Sch 1 District does further agree to pay its annual fiscal year
contrib tion in 12 equal monthly payments, each month payment equal to
1/1230% of the cost share items identified in the adopted budget for
the f cility for that fiscal year, plus a final payment for that year as
cal lated and set forth in a reconciliation report as hereafter pro -
vi d. Each monthly payment shall be made in advance, on or before the
2 h day of the preceding month.
During the first fiscal year of pool use pursuant to this Part III, the
respective cost shares of the parties, and the School District's monthly
payments shall be calculated on the basis of the Proposed First Year
Budget, Exhibit C hereto. The School District's first monthly payment
070,v
10
temporarily, except as hereafter provided. The School District shall be
allowed to make the pool available for use by the following groups,
organizations, or programs:
N
o other such group, organization, or program sha)l be allowed to use the
pool without the prior written consent of theCityManager or his/her
desig e.
i
The Schoo District shall not charge a fee to any �rson, group, or
entity usin the facility under its auspices; except or (1) entry fees
for participa is and spectator fees in competitive s im events sponsored
or hosted by th School District, and (2) exce/ad/oir
entry fees to cover
costs of supe vision for School Districnsored parties or
fitness/wellness ograms for students, faculty staff.
7. Renewal.
The parties agree that he School Districts 11 have the option to renew
its lease of the pool fa .lith for four ad tional periods of five years
each upon the same terms d conditionsX�fl
rovided herein, provided that
the School District is no in defaultany of the provisions of the
lease at the time that ren e al is to bfective. The School District
may exercise its right to ren wal by giving notice thereof to the City.
Such notice shall be in writin and shg11 be given by sending same to the
City Manager at least 90 days for /to the date upon which the initial
term of the lease, or any renewa tg m, is to expire.
Part IV - General Provisions.
1. Declaration of npfaiof an
2.
In the event that either pt
the performance of its ob
declare that default has
defaulting party. Notice
specify the nature of th
involved, and shall spec
party to correct the def
from the date of its r e
default. If at the end
opinion of the aggriev pi
pursue its remedies a rov
rty etermin s that the other has defaulted in
li ions he under, the aggrieved party may
Ccurred an give notice thereof to the
default sha 1 be given in writing, shall
default and t provision of the Agreement
what action i required of the defaulting
lt. The defaulti party shall have 30 days
ipt of the notice f default to correct the
said 30 -day period t default has not, in the
rty, been corrected, hat party may thereupon
ided in paragraph 2 he of.
In the event of default by the School District in its ligation to make
contributions to the costs of construction of the joint p 1 facility, as
provided in Part II, paragraphs 6 and 9 hereof, or to make contributions
to the costs of operating and maintaining the joint pool facility, as
provided in Part III, paragraph 5 hereof, or a default by the School
District in the performance of any material provision of this Agreement,
ARfA
o other such group, organization, or program sha)l be allowed to use the
pool without the prior written consent of theCityManager or his/her
desig e.
i
The Schoo District shall not charge a fee to any �rson, group, or
entity usin the facility under its auspices; except or (1) entry fees
for participa is and spectator fees in competitive s im events sponsored
or hosted by th School District, and (2) exce/ad/oir
entry fees to cover
costs of supe vision for School Districnsored parties or
fitness/wellness ograms for students, faculty staff.
7. Renewal.
The parties agree that he School Districts 11 have the option to renew
its lease of the pool fa .lith for four ad tional periods of five years
each upon the same terms d conditionsX�fl
rovided herein, provided that
the School District is no in defaultany of the provisions of the
lease at the time that ren e al is to bfective. The School District
may exercise its right to ren wal by giving notice thereof to the City.
Such notice shall be in writin and shg11 be given by sending same to the
City Manager at least 90 days for /to the date upon which the initial
term of the lease, or any renewa tg m, is to expire.
Part IV - General Provisions.
1. Declaration of npfaiof an
2.
In the event that either pt
the performance of its ob
declare that default has
defaulting party. Notice
specify the nature of th
involved, and shall spec
party to correct the def
from the date of its r e
default. If at the end
opinion of the aggriev pi
pursue its remedies a rov
rty etermin s that the other has defaulted in
li ions he under, the aggrieved party may
Ccurred an give notice thereof to the
default sha 1 be given in writing, shall
default and t provision of the Agreement
what action i required of the defaulting
lt. The defaulti party shall have 30 days
ipt of the notice f default to correct the
said 30 -day period t default has not, in the
rty, been corrected, hat party may thereupon
ided in paragraph 2 he of.
In the event of default by the School District in its ligation to make
contributions to the costs of construction of the joint p 1 facility, as
provided in Part II, paragraphs 6 and 9 hereof, or to make contributions
to the costs of operating and maintaining the joint pool facility, as
provided in Part III, paragraph 5 hereof, or a default by the School
District in the performance of any material provision of this Agreement,
ARfA
11
the City may, at its option, after declaring default and giving notice
thereof, seek termination of this Agreement or specific performance of
its provisions.
Unless this Agreement is terminated by agreement of the parties or pursu-
ant to Court decree, the School District shall have the obligation to
make contributions to the costs of operating and maintaining the joint
pool facility during the entire term of this Agreement, regardless
whet er or not the School District continues to occupy and use the facil-
ity dqring the entire term, and the City shall be entitled to specific
perfor nce to enforce this provision.
In the a nt of default by the City in its obligation to operate and
maintain t4 joint pool facility as provided in Part III hereof, the
School Distr'ct may, at its option, after declaring default and giving
notice thereoseek termination of thi�Agreement or specific perform-
ance of its ora isions.
In order to obtain termir
of its provisions, he p+
of the 30 -day period fol
cause of action for su
County. The petitioningN
ante as alternative forms
ion of thi Agreement or specific performance
y seekin such relief shall, after expiration
low
rel
in this agreement shall be
elect its remedy at the t
shall, to the extent perm
petition to seek other rel)
3. Effect of Termination.
4.
ing ret ipt of notice of default, commence a
ief i Iowa District Court in and for Johnson
ty m seek termination and specific perform -
re ief in the same cause of action. Nothing
:o strued to require the petitioning party to
1 suit is filed, and the petitioning party
E.t by the Court, be allowed to amend its
f, to seek alternative forms of relief.
In the event that t s lease is to inatel as provided in paragraph 2
above, the School Di trict's right to occupy and use the joint facility
shall cease. The ity shall thereafte have unencumbered ownership and
use of the facilit , subject only to the chool District's right of entry
as provided in Paft I, paragraph 5.
The School D' trict hereby agrees to indemnify, defend, and hold harmless
the City, Its officers, agents, and employe s, against any and all
claims, s ts, actions, debts, damages, costs, charges and expenses,
including court costs and attorney's fees, and ag inst all liability for
property damage and personal injury, including de th resulting directly
or indi ectly therefrom, arising from any act of meg igence of the School
Distri t, either active or passive, or those of its agents, employees,
ass, s, or any other person acting on its behalf in supervising use of
the joint pool facility and accompanying property by School District
s dents, staff, personnel, or invitees pursuant to the terms of, and for
the purposes specified in, this Agreement, or arising from School Dis-
trict supervision of any other use of the premises by the School Dis-
trict, its agents, employees, assigns, or any other person acting on its
behalf, or arising from the School District's supervision of any other
activity which the School District sponsors, suffers or allows to occur
on the property.
6�F�
1r1
12
The City hereby agrees to indemnify, defend, and hold harmless the School
District, its officers, agents, and employees, against any and all
claims, suits, actions, debts, damages, costs, charges and expenses,
including court costs and attorney's fees, and against all liability for
property damage and personal injury, including death resulting directly
or indirectly therefrom, arising frau any act of negligence of the City,
either active or passive, or those of its agents, employees, assigns, or
any of\eSy
acting on its behalf in the design, construction, opera-
tion, , or general supervision of public use of the joint pool
facilimpanying property pursuant to the terms of, and for the
purposin, this Agreement, or arising from any other use of
the prthe City, its agents, employees, assigns or any other
person its behalf, or arising from any other ftivity which the
City spffers or allows to occur on the ProDerty,
IN WITNESS WHEREOF the
effective as of the 1st
Attest:
State of Iowa )
) SS:
Johnson County )
ties hX1987.
ent to be executed,
of MarCITY
co, I4ayor
On this _ day f
9 before me,
a Notary Public in and f the State of Iowa
ersonally
appear i m J. Ambrisco and Marian K. Ka r, to me personally known, and
who, being b me duly sworn, did say that the are the Mayor and City Clerk,
respectivel of the City of Iowa City, Iowa; hat the seal affixed to the
foregoing nstrument is the corporate seal of t e corporation, and that the
instrume was signed and sealed on behalf of th corporation, by authority
of its ity Council, as contained in Resolution o.
the C' y Council, under Roll Call No. adopted by
on t e day of o e ity Council
19 t William J.
Am isco an Mar an K. Karr acnow a gee t execution ofnthehinstrument to
b their voluntary act and deed and the voluntary act and deed of the corpo-
ration, by it voluntarily executed.
Notary Public in and for the State of Iowa
64` W
13
W,
IOWA CITY COMMUNITY SCHOOL DISTRICT
By:
Randy Jor ison, Pres ent
State of Iowa )
Johnson my SS:
On this of
o ary u is in an forOthe before me,
a Y appeare Ran y Jor n ate of Iowa, person -
duly sworn, did say that he thempresisentlof he Boardnof Dwho irectors ofyme
the
Iowa City Community School Distr' at the instrument was signed on behalf
Resolution No. the corporation, by
! authority o Its Board of Directors, as contained in
Re
Of --19 op by the Board on the day
execu ion o e ins rument o e isnVolunt RanactJandideedson a and wthegvolun-
tary act and deed of the Boar , by it voluntari executed.
940009
RE CE IVFDMAR 9 21987'
RESOLUTION N0. 87-28
RESOLUTION APPROVING LOAN AGREEMENT BETWEEN THE CITY AND THE IOWA
DEPARTMENT OF ECONOMIC DEVELOPMENT FOR $100,000 OF COMMUNITY ECO-
NOMIC BETTERMENT FUNDS TO BE LOANED TO WORLOVIEW, INC. TO ASSIST IN
PURCHASE OF CAPITAL EQUIPMENT FOR WORLDVIEW'S EXPANSION.
WHEREAS, WORLDVIEW is a local business which needs Community Economic Better-
ment funds to purchase capital equipment necessary for the firm's expansion;
and
WHEREAS, the Iowa Department of Economic Development has agreed to loan
$100,000 of Community Economic Betterment Account Funds to the City; and
WHEREAS, the City will, in turn, loan those funds to WORLDVIEW to assist it
in purchasing capital equipment; and
WHEREAS, it is expected that the WORLDVIEW operation will create 30 new jobs
during the next few years.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF IOWA CITY, IOWA, THAT:
1. The Loan Agreement and Promissory Note between the City and the Iowa
Department of Economic Development, copies of which are attached hereto,
be and hereby are approved in form and substance.
2. The Mayor is authorized and directed to sign, and the City Clerk to
attest, the Loan Agreement and Promissory Note.
3. The Mayor is hereby authorized and directed to execute requisition for
payment of funds from the Community Economic Betterment Account.
It was moved by Dickson and seconded by Courtney the Resolution
be adopted, and Fp—on-roll Fp—on—rollcall there were:
AYES: NAYS: ABSENT:
X AMBRISCO
X BAKER
X COURTNEY
X DICKSON
X MCDONALD
X STRAIT
X ZUBER
Passed and approved this 24th day of Febn:nry , 1987.
M YOR
ATTEST: /
CITi' CLERK
Recehsd F, Apmv&-.
C
-1
COMMUNITY ECONOMIC BETTERMENT ACCOUNT LOAN AGREEMENT
Issuing Agency:
Agreement Title:
Department of Economic Development Community Economic Betterment Loan
Loan Recipient:
City of Iowa City Agreement Number:
CEBA-87-24
Fiscal Summary n Amount
m Recipient
Loan o Contrribu� Business
Amount: Contra ib�ff , Other
$275,000 Total
�SA,000
Source Agency/Law: 1985 Iowa Acts, Chapter 33, Section 301(2)
Type: Cost Reimbursement
Effective Date: January 15, 1987 Project Completion Date: December 31, 1988
Final Loan Re
Submit Requisitions to: payment Date: December 31, 1991
Issue Payment to:
CEBA tor
Department ofAEconomicaDevelo Development
200 East Grand Ave,
p 410CityEast Of lWashingowa ton St.
Des Moines, IA 50309 Iowa City, IA 52240
IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day
and year last specified below, said Agreement consisting of 14
and Attachments "A", "B", "C"'and "D", typewritten pages
Recipient:
City of Iowa City Issuing Agency:
B , Department of Ec4etZ�—
Admin
nt
By:
an o
istrator
Date: 7
By:
Date: February 24 1987 an oms, rec or
Date: ,3 3 8'
l
City of Iowa City
Contract No. CEBA_87_24
Page No. 2
ARTICLE 1.0 GENERAL
1.1 Identification Of
etween t e epartmeni10S' This Agreement
as the De artment ° Economic Develo is entered into b
Recipient. and the City of Iowa Cttent (hereafter referrand
Y (hereafter referred ed to
1.2 Statement of p to as
ur ose.
WHEREAS, the Community Economic Betterment Account (CEBA) has been
created to assist in economic develo
WHEREAS th Pment; and
Y Economic a Department has been desi
onomic Betterment Account; gnated
and t0 administer the
WHEREAS, the recipient has the necessary ability
approved
f.Is as a loan recipient under this Prgracarry out its
aPProved for receipt of a
and has been
s
THEREFORE, the
agree as described ties hereto, in consideration
herein. of the premises, do
1.3 Desi -nation of Officials.
1.4
1.5
1.3.1 Department
Development - The Director of the Department of
aeveloimentto r his designee is the Department Economic
conditions execute or negotiate any changes in thecer
or amounts specified in this Agreement.
1.3.2 terms,
Recipient - The Mayor, of Iowa City is the Recipient authorized to execute any changes in the to
or amounts specified insPient official
City is designated this Agreement. The Mayor any changes t t0 negotiate, on behalf Yor of Iowa
9 to this Agreement, of the Recipient,
The Loan. The De
ere na ter set forth agrees the terms
d conditions
$100,000 t0 make a loan ton the Recipient In n the amount of
I Articles order to assist in the financin
repay the loan of this Agreement. The ob119 °f the
shall be Obligation Of the
Recipient to the Department by the Recipient to
form attached in the amount Promissory note of the
requisition and
ereto as Attachment A. In the $100,000 to be in
spend the full face amount of vent Recipient failstoherein and in said promissory note, then the amount to
be reduced accordingly, the loan as set out
Time of Performance, the loan shall
0 tie 15t� The services of the Recipient
sequence as ay ° January 1987, and shall bare e
Project activities to sse their expeditious Commerce as
completion undertaken in such
December 19required hereunder shall be completed All
°f the
or before
EN
-i
i
City of Iowa City
Contract No. CEBA-87-24
Page No. 3
1.6 Reports and Products. The
Recipient
shall
submit the following
reports:
REPORT DUE
DUE DATE
Attachment D, Program
Prior to
first
draw of funds
Schedule
Expenditure Reports
Monthly
Quarterly Progress Report
15th of the
month
following the
end of
each
quarter
Final Progress Report
Within 30
days
of project completion
Audit Report
Within 30
days
of the audit completion
1.7 Performance of Conditions Precedent. The Recipient certifies that it
as satisfied all conditions and requirements precedent to the award
of the Agreement.
1.8 Assurances. The assurances appearing in the Recipient's application
orfi�t a loan are incorporated herein and made a part of this
Agreement.
ARTICLE 2.0 RECIPIENT'S PROJECT
2.1 Statement of Work and Services. The Recipient shall perform in a
satisfactory and proper manner, as determined by the Department, the
work activities and services as written and described in the approved
Community Economic Betterment Account Application Package, Attachment
B to this Agreement. This Attachment is hereby made a part of this
Agreement by reference. In addition, Recipient's work activities and
services shall conform to the approved Budget Summary form, Attachment
C to this Agreement, and the approved Project Schedule, Attachment D
to this Agreement. Attachment D shall be attached and become a part
of this agreement upon submission to and approval by the Department.
2.2 Project Description. As described in Recipient's approved
ap lcat on, t e roject(s) shall be:
This project consists of an expansion of Worldview's activities.
Worldview Inc, will produce and package programming, market this
programming and administer inquiries and sales. All proceeds from the
CEBA Loan will be utilized for the purchase of capital equipment.
14
City of Iowa City
Contract No. CEBA-87-24
Page No. 4
2.3 Project Budget.
City of Iowa City; CEBA-87-24
Other
CERA Business Business
Loan Recipient Funds Individuals Total
Purchase of capital
equipment $100,000 $ 0 $ 0 $ 0 $100,000
Startup production
and marketing
activities 0 0 23,000 275,000 298,000
TOTAL $100,000 b 0 $23,000 $275,000 $398,000
2.4 Cost Sufficiency. The Department does not make any warranty, either expressed
BF implied, that the proceeds of the loan available for payment of the costs of
the project will be sufficient to pay all the costs which will be incurred in
that connection.
2.5 Prior Costs. Costs of any kind related to Recipient's project that were in-
curred before the effective date of this Agreement shall not be included as
local cash resources and loan proceeds shall not be used to pay for nor reim-
burse such costs unless approved in writing by the Department.
ARTICLE 3.0 TERMS OF THE LOAN
3.1 Maximum Amount of Loan. It is expressly understood and agreed that the maximum
amount to b—e-Toaned to the Recipient by the Department shall be $100,000.
3.2 Loan Rate. The Department and Recipient agree that all funds loaned to Recipi-
en s a be at an interest rate of nine (9) percent. However, interest shall
not begin to accrue until January 1, 1988.
3.3 Loan Term. The Department and Recipient agree that the term of the loan shall
e ive ) years. i
3.4 Prepayment of Loan. The outstanding principal of the loan may be prepaid by 1
the Recipie�y time without penalty.
ARTICLE 4.0 CONDITIONS OF PAYMENT OF LOAN FUNDS TO RECIPIENT
4.1 Requisition for Payment.
4.1.1Payments to the Reci lent. All payments to the Recipient shall be
sub ect to the receipt y the Department of a requisition for payment.
The requisition shall be made according to the format specified by the
Department.
V1�
City of Iowa City
contract No. CEBA-87-24
Page No. 5
4.2
4.1.2
Su ortin Evidence to Accom an Re uisition. The Recipient
s a su m t to t o epartment suc supporting evidence as
may be reasonably required by the Department to substantiate
all payments which are requested and to substantiate all
payments then made with respect to the project. In
addition, the Department may require the Recipient to secure
and provide evidence to the Department of lien waivers from
any contractor or subcontractor for all work done and for
all materials furnished by them for the project.
Timin of Re uisitions. Loan recipients
as nee a an s al7never have more than
for a period longer than 30 days.
shall request loan funds only
$500.00 in loan funds on hand
4.3 Use of Loan Proceeds. Proceeds of the loan are to be disbursed in
actor ante wi r icle 2rees ,2 and with Article 2.3. Recipient
understands
projects) thaloan nrthatds shall describedot be in Articles 2.2 and
2.3.
4.4 Investment of Loan Proceeds, Temporarily idle loan funds held by the
ecip ent may a investe y the Recipient provided that such invest-
ments shall be in accord with state law, shall be controlled by the
Recipient, and that the interest accruing from such investments shall
be credited to and expended on the project prior to the expenditure of
other loan funds. In the event that loan funds remain after project
completion, and after all charges, including audit costs or estimated
audit costs, to the project have been paid or obligated, such funds
funds Plusnyninteresthacshall be rturd to teccruedtonnloantfundshithatdays not exloan
pended
in a timely fashion, shall be returned to the Dep artment upon request,
4.5 Sus ension of Pa ments. The Department reserves the right to suspend,
w ti o or a ay oan payments to the Recipient if it is determined
that the Recipient's project has been changed, interrupted, or
significantly delayed or if the Recipient is determined to be not in
compliance with any provision of this Agreement.
4.6 Promissor Note Re uired. The Department shall not provide loan funds
to tie ec pent or
or to the completion and execution of the
promissory note, Attachment A to this Agreement.
4.7 Re aa�nent Schedule. Repayment of the loan shall be made by Recipient
to cne ep- a-6' rtme�t as specified in Attachment A, the Promissory Note.
ARTICLE 5.0 LOAN DEFAULT
5.1 Default. If any of the following events ("Event of Default") shall
occur and be continuing, the Department may declare the Recipient to
be in default:
5.1.1 Any representation or warranty made by the Recipient under
or in connection with this agreement shall prove to have
been incorrect in any material respect when made; or
Xudr
City of Iowa City
Contract No. CEBA-87-24
Page No. 6
5.2
ARTICLE 6.0
5.1.2 The or Recipient shall fail to perform or observe any other
failure shalltion remainntained in unremediedthis for thirty (3 and any such
written notice thereof shall have been y (30) days after
Recipient by the Department; or given to the
5.1.3 Execution shall have been levied against the project or any
lien creditors suit to enforce a judgment against the
project or such other property shall have been brought and
(in either case) shall continue unstayed and in effect for a
period of more than thirty (30) consecutive calendar days;
or
5.1.4 The Recipient shall sell, transfer, lease or convey the
project, or any part thereof, without the prior written
consent of the Department.
5.1.5 The business assisted by the Recipient shall relocate the
business or jobs outside the State of Iowa, or shall abandon
the business in the State of Iowa.
Actions U on a Declaration of Defau)t. Upon declaration of default by
e epar ment, a ear men
P may.
5.2.1 By notice to the Recipient, declare the loan payable under
the promissory note and this Agreement to be forthwith due
and payable, without presentment, demand, protest, or
further notice of any kind, all of which are hereby
expressly waived by the Recipient;
5.2.2 Take whatever action at law or in equity may appear
necessae to
amountsrthen duey or and lthereafter eto become ct the duetorens ato enforce
performance and observance of any obligation, agreement or
covenant of the Recipient under this Agreement. No remedy
herein conferred upon or reserved to the Department is
intended to be exclusive of any other remedy or remedies,
and each and every such remedy shall be cumulative, and
shall
in additito
existing thl woterrorein equityivenhorubyer
statute.
ADMINISTRATIVE REQUIREMENTS
6.1 Administration. The Agreement shall be administered in accordance
w� r- �apter 8, Iowa Administrative Code and all applicable state
and federal laws and regulations.
6.2 Administrative Costs. The Recipient agrees that no loan proceeds
?F'e use or a ministrative expenses.
6.3 Accounts and Records. The Recipient shall maintain books, records,
ocuments, an otter evidence pertaining to all costs and expenses
incurred and revenues acquired under this Agreement to the extent and
4K
City of Iowa City
Contract No. CEBA-87-24
Page No. 7
in such detail as will properly reflect all costs, direct and
indirect,
othercosts fand bexpenses rofiwhatevermnature, �pforewhichrPaymentaind
s
claimed under this Agreement.
6.4 Inspection of Records. Any time during normal business hours and as
requent y as is eemed necessary, the Recipient shall make available
to the Department and the State Auditor, for their examination, all of
its records pertaining to all matters covered by this Agreement and
permit these agencies to audit, examine, make excerpts or transcripts
from such records, contract, invoices, payrolls, personnel records,
conditions of employment, and all other matters covered by this
Agreement.
6.5 Monitorin b De artment. The Department reserves the right to make
scre u e an unsc ecu ed visits to the Recipient in order to monitor
Project performance and compliance with this Agreement.
6.6 Reports Required. The Recipient is required to submit to the
Department reports specified in Article 1.6 and such other reports or
documents as may be reasonably required by the Department in the
administration of the Community Economic Betterment Account.
6.7 Audit Re uirements. Recipient is required to have an audit of the
pro ect con ucte , to include all income and expenditures of loan
proceeds and local cash. This audit may be part of the next regular
city audit following project completion. If the Recipient is not
withinrsixtydited(60)�days aRecifter projectent shall have a completionial and said ait udit costs
may be paid from loan proceeds, local cash, or a combination of said
loan proceeds and local cash to the extent they may be accurately
estimated at the time of submission of and included in the loan
application. The audit report shall be submitted to the Department
within thirty (30) days after audit completion.
ARTICLE 7.0 OTHER CONDITIONS
7.1 Enforceable Obli ation. This Agreement is, and the Promissory Note,
o er ocumen s an agreements required by the Agreement when executed
and delivered hereunder or pursuant thereto will be, legal, valid and
binding obligations of the Recipient enforceable against the Recipient
in accordance with their respective terms.
7.2 Conflict with Other Areements or Documents. Neither the execution,
very or per ormance o
e t s oan greement or the Promissory Note,
the consummation of the transactions contemplated hereby, nor the
fulfillment of or compliance with the terms and conditions of this
Loan Agreement conflicts with or results in a breach of any of the
terms, conditions or provisions of any restriction in any
organizational document or any agreement or instrument to which the
Recipient is now a party or by which the Recipient is bound, or
constitutes a default under any of the foregoing, or results in the
creation or imposition of any lien, charge or encumbrance whatsoever
upon any of the property or assets of the Recipient under the terms of
480'r
City of Iowa City
Contract No. CEBA-87-24
Page No. 8
any instrument or agreement, other than as provided in this Loan
Agreement.
7.3 Pending Litigation. There is no litigation or proceeding pending, or
to the now a ge of the Recipient threatened, against the Recipient
affecting in any manner whatsoever the right of the Recipient to
execute this Agreement or the other agreements required to be executed
by the Recipient under the Agreement, or the ability of the Recipient
to make the payments required hereunder or to otherwise comply with
the Recipient's obligations contained herein or therein.
7.4 Com liance with Laws and Re ulations. The Recipient will comply in
aT7 mater a respects with a app icable laws, rules, ordinances,
regulations and orders, such compliance to include, without
limitation, paying before the same become delinquent all taxes,
assessments and governmental charges imposed upon the Recipient or
upon the Recipient's property except to the extent contested in good
faith.
7.5 Maintenance Ex enses. The Recipient agrees that the Department shall
ave no respons ity nor incur any expense for maintenance or
apreservation f the Project or
ssessmentsorother governmentalfop
chargesassaent f
essedor n levied with
respect to the Project.
7.6 Agreemenr�ae.
7.6.1 This instrument, and any referenced attachments hereto or
documents referred to herein, contains the entire agreement
between the
inducements
promises not parties n
contained herein shall mnot sbe bbinding uponosaid
parties. This Agreement shall be binding upon the
successors in office of the respective parties.
7.6.2 If any of the provisions herein shall be in conflict with
the laws of the State of Iowa, or shall be declared to be
invalid by any court of record of this state, such
Invalidity shall be construed to affect only such portions
as are declared invalid or in conflict with the law and such
remaining portion or portions of the agreement shall remain
in effect and shall be construed as if such invalid or
conflicting portion of such agreement were not contained
herein.
7.7 Term of the A reement. This Agreement shall be in full force and
e ect rom tie ate hereof and shall continue in effect so long as
the loan is outstanding and unpaid.
7.8 Maintenance of t at, th-the
Project and Insurance. The Recipient covenants
so ong as t e oan Ts O—U—ts—ta—naTng and unpaid, the Recipient
shall keep, or cause to be kept, the Project in as good repair and
condition, as same may be, or may be hereafter placed upon completion,
ordinary wear and tear only excepted; and shall not suffer or commit
waste or damage upon the Project. In addition, the Recipient may be
ar
City of Iowa City
Contract No. CEBA-87-24
Page No. 9
required to keep in force insurance, premiums therefore to be prepaid
without notice or demand, against loss by fire, tornado, and otherire
hazards, casualties, and contingencies as the Department may requ
on the
ProteCor not less thanunt otheeunpaiss �dnbalancethe lof�principalnsurable vontthef
me
loan with such insuranceapaedble r.Thethe
Recipient may nt and
be the
requuiiredttont
as their interests may pp
deposit such policies with proper riders with the Department.
r the
7.9
Amendment
t e f thais
t onroemt is Agreement,tdeem ment �t necessary �totmakv
alterations to the provisions of this Agreement. Any changes to this
Agreement,
approved by
the Department eshall bincorporated
eian ed
mndmentshallb
ntothisAgreement.Theprovsionsthea
effect as of the date of the amendment unless otherwise specified
in of
within the amendment.waive duly any cordiit oofficialsof9 theent
must be in writing from
Department.
7.10 Indemnity Fees and Ex ep nses•
ess the
7.10.1 Department iand itslofficers�and ae employees
nd save from and against
any and all losses, by it or them while it or they are
acting in good faith to carry out the transactions
contemplated by this Agreement or to safeguard its or their
interests or ascertain, determine or carry lautoits
coor their
obligations under this Agreement or any
act
applicable to said transaction.
7.10.2 The Recipient will upon demand pay to the Department the
amount of any and all reasonable expenses, including the
reasonable fees and expenses of their counsel and of anny
experts and agents, which the Department may incur
connection with the exercise or enforcement of any of the
rights of the Department hereunder, the oe failure the provby the
Recipient to perform or observe
any under this Agreement,
sions
hereof, the collection of payorent
and any other reasonable expenses of heDepar reasonbla ed
to the Project or this financing (including
attorneys' fees) which are not otherwise expressly required
to be paid by the Recipient under the terms of this
Agreement.
7.10.3 The Recipient agrees to pay all appraisal fees, survey fees,
recording fees, license and permit fees and insurance
premiums related to Recipients Project.
It is the intention of the parties that the Department shall
not incur pecuniary liability by reason of the term sh f this
old
Agreement and the Recipient shall indemnify
at any time
harmless the Department (including ee f t ep0epartment) against
serving as an officer or employee
of any person, firm or
all claims by
QJr
City of Iowa city
Contract No. CEBA-87-24
Page No. 10
corporation, arising out of the same, and all costs and
expenses incurred in connection with any such claim or in
connection with any action or proceeding brought thereon.
The obligation of the parties under this Section shall
survive the termination of this Agreement.
7.11 Bindin Effect; Governin Law. This Agreement shall be binding upon
an inure to t e He it o the Recipient and the Department and their
respective successors and assigns, except that the Recipient shall not
have the right to assign its rights hereunder or any interest herein
without the prior written consent of the Department. This Agreement
shall also inure to the benefit of the Department. This Agreement
shall be governed by, and construed in accordance with, the laws of
the State of Iowa.
7.12 0bli ations of the
o the RecRnder Unconditional. The obligations
p ent teci fentHereu
o make the payments requ re in ttachment A and
other articles hereof and to perform and observe the other agreements
contained herein shall be absolute and unconditional and shall not be
subject to any defense or any right of set-off, counterclaim or
recoupment breach
obligation to the arising aecipient,out of hether hereunder the ender orotherwise, or oartment of ut of
any indebtedness or liability at any time owing to the Recipient by
the Department and until such time as the principal shall have been
fully paid or provision for the payment thereof shall have been made
in accordance with the Agreement, the Recipient (i) will not suspend
or discontinue any payments provided for in Attachment A hereof, (ii)
will perform and observe all other agreements contained in this
Agreement, and (iii) except as provided in Article 7.14.3 hereof, will
not terminate the term of this Agreement for any cause, it being the
intention of the parties that the payments required hereunder will be
paid in full when due without any delay or diminution whatsoever.
7.13 Waivers. No waiver by the Department of any default hereunder shall
operate as a waiver of any other default or of the same default on a
future occasion. No delay on the part of the Department in exercising
any right or remedy hereunder shall operate as a waiver thereof. No
single or partial exercise of any right or remedy by the Department
shall preclude future exercise thereof or the exercise of any other
right or remedy.
7.14 Suspension and Termination of this Agreement.
7.14.1 Sus ension - If the Recipient fails to comply with the
con tons of this Agreement, the Department may, after
notice to the Recipient, suspend the Agreement and withhold
further payments or prohibit the Recipient from incurring
additional obligations of funds, pending corrective action
by the Recipient or a decision to terminate in accordance
with provisions 7.14.2 and 7.14.3 hereof. The Department
may determine to allow such necessary and proper costs which
the Recipient could not reasonably avoid during the period
of suspension.
sur
City of Iowa City
Contract No. CEBA-87-24
Page No. 11
7.14.2 Termination for cause - The Department may terminate this
greement in wio e, or in part, at any time before the date
Of completion, whenever it is determined that the Recipient
has failed to comply with the conditions of the Agreement.
The Department shall promptly notify the Recipient in
writing of the determination and the reasons for the
termination, together with the effective date. Payments
Agreem ntse to e terminated for ient or ocause sshallby tbe he Dinpaccord with tethe
legal rights and liabilities of the parties. Payments and
recoveries may include, but are not limited to the
following: Payments may be allowed for costs determined to
be in compliance with this Agreement up to the date of
termination, based on accepted audits. the Recipient shall
return to the Department all unspent funds within one week
paidobycthe Depae of rtmention.whichFurtarehsubsequently decosts termined to
be unallowable through audit shall be returned to the
Department within thirty (30) days of such determination.
7.14.3 Termination for convenience - The Department or Recipient
may term nate greements n whole, or in part, when both
parties agree that the continuation of the project would not
produce beneficial results commensurate with the future
expenditure of funds. The two parties shall agree upon the
termination conditions, including the effective date and, in
the case of partial terminations, the portion to be
terminated. The Recipient shall not incur new obligations
for the terminated portion after the effective date, and
shall cancel as many outstanding obligations as possible.
The Department shall allow full credit to the Recipient for
the Department share of the noncancellable obligations,
properly incurred by the Recipient prior to termination.
7.15 Recei t of Funds. All payments under this agreement shall be subject
to t e rete pt y the Department of sufficient state funds for the CEB
Program. The termination, reduction, or delay of said funds shall, at
the option of the Department, be reflected in a corresponding
modification to the conditions of this Agreement.
F.16 Liti Ation. The Recipient agrees to pay the cost of any litigation
ars ng rom failure of the Recipient to comply with the rules and
regulations in this Agreement or resulting from the negligence or
incompetence of the Recipient. In carrying out the provisions of the
Recipient thereby, therereement or in shallbe no liability,r or ityper granted to the
upon the Department, it being understood thain rsuchlmattersor e these,
Department acts for the State. Furthermore, the Recipient shall
indemnify and save harmless the Department and the State from suits,
actions or claims of any character brought for or on account of any
injuries or damages received by any person or property resulting from
operations of the Recipient or any persons working under him, carrying
out the terms of this Agreement.
aas-
B
City of Iowa City
Contract No. CEBA-87-24
Page No. 12
7.17 Resolution of Disa reement. In the event of any disagreement between
t e ecip�e-t an t e epartment relating to the
otechnical competence
f the work and services being requirements of this Agreement, the Performed
technical
ARTICLE 8. prevail. ni Department shall
CONDITIONS ON FUNDING AND PERFORMANCE
8.1 Cost Variations. In the event that the total project cost is less
t an t e amount specified in Article 2.3 of this Agreement,
the amount of the difference, funds shall be retuthen for
rned to the
Department in the same ratio as CERA funds are to the total
project
cost as specified in Article 2.3 of this Agreement.
8.2 Jobs Provided. The Recipient represents that it will take all actions
necessary an required to secure the accomplishment of the following
benefits to the community:
8.2.1 That the business cited in Article 2.2 above will create 30
jobs in the State of Iowa in addition to the current
employee total.
8.2.2 That the business cited in Article 2.2 above will retain 5
jobs of their current employee total in the State of Iowa,
8.3 Conditions for Release of Funds. The following conditions must be met
pr or to tie re ease o un s to the Recipient:
8.3.1 Attachment D. The Recipient shall submit a completed
ttac ment for the Department's approval prior the first
draw of funds.
8.3.2 Agreement with Business. CEBA funds shall not be advanced
nor sia un s e used to reimburse project expenses
Prior to approval of a loan agreement between the Recipient
and the business cited in Article 2.2 above,
8.3,3 Lender Commitment. Prior to the release of project
non -a m n strat on) funds to the Recipient, a letter from
the Lender(s) shall be submitted to the Department
shailtinclude thto e interest iraternterm c. Sof the000. loan, a letter
schedule, as well as any other special loan conditions that
may apply,
8.3.4 Investment A reement. Prior to the release of project
un s, a copy o t e $150,000 Investment Agreement between
Worldview, Inc. and the Iowa Venture Capital Fund shall be
submitted to the Department for review.
8.3.5 Investment A reement. u -n -.Prior to the release of
unroject
s, a copy a t e $75,000 Investment Agreement p between
ldview, Inc
shall . and the Iowa Product Development Corporation
shall be submitted to the Department for review.
613tr
`I
City of Iowa City
Contract No. CEBA-87-24
Page No. 13
Date: January 15, 1987
Attachment A
If default is made in the payment of this note, the same may become due and
payable without notice at the option of the holder. In the event of default
in the payment of this note, Maker agrees to pay all reasonable costs of
collection, including reasonable attorney fees. Maker's liability for the
repayment of this note to the State of Iowa, Department of Economic Develop-
ment, is limited to those amounts Maker collects through its good faith
enforcement of its security interest which secured its loan to Worldview,
Inc. The Maker hereby represents and warrants that it has obtained or will
obtain a security interest on the project as defined in the loan agreement
described below. Upon exhaustion of its rights in the collateral granted by
such security interest, the Maker will have no liability for any deficiency
owing the State of Iowa, Department of Economic Development under this note.
Nothing in this paragraph shall limit the recovery of principal and interest
by the State of Iowa, Department of Economic Development in the event of
fraud, or gross mismanagement in the application for or use of the sums
loaned under this note.
Maker represents and warrants that the extension of credit evidenced by this
note is for the purposes described in the Loan Agreement.
This Promissory Note is the note referred to in, and is entitled to the bene-
fits of, the Loan Agreement dated January 15, 1987 (the "Loan Agreement")
between the Maker and the State of Iowa, Department of Economic Development.
The Loan Agreement, among other things, contains provisions for acceleration
of the maturity hereof upon the happening of certain stated events and also
for prepayments on account of principal hereof prior to the maturity hereof
upon the terms and conditions therein specified.
A5pop
-I
PROMISSORY NOTE
FOR VALUE RECEIVED, Iowa City,
Johnson County,
Iowa (the Maker)
promises to
pay to the order of the State of Iowa, Department of Economic Development, at
its principal place of business,
or at such other
place as may
be designated
from time to time by the holder of this note,
the principal sum of $100,000
to be paid as follows.
No interest shall accrue until
January 1, 1988.
Thereafter,
interest shall
accrue at the rate of 9% per annum.
PAYMENT
PRINCIPAL
INTEREST TOTAL PAYMENT
DUE DATE NO.
AMOUNT
AMOUNT
AMOUNT
December 31, 1987 1
December 31, 1988 2
$ 0
21,866.86
$ 0
9,000.00
$ 0
30,866.86
December 31, 1989 3
23,834.88
7,031.98
30,866.86
December 31, 1990 4
25,980.03
4,886.84
30,866.87
December 31, 1991 5
28,318.23
2,548.64
30 166.87
5100,000.00
523,467.46
5123, 467.46
In the event the Maker fails to
requisition and
spend the full
face amount of
the loan as set out above and as
set out in the
Loan Agreement,
the amount of
each installment payment shall
be reduced accordingly in equal
amounts.
If default is made in the payment of this note, the same may become due and
payable without notice at the option of the holder. In the event of default
in the payment of this note, Maker agrees to pay all reasonable costs of
collection, including reasonable attorney fees. Maker's liability for the
repayment of this note to the State of Iowa, Department of Economic Develop-
ment, is limited to those amounts Maker collects through its good faith
enforcement of its security interest which secured its loan to Worldview,
Inc. The Maker hereby represents and warrants that it has obtained or will
obtain a security interest on the project as defined in the loan agreement
described below. Upon exhaustion of its rights in the collateral granted by
such security interest, the Maker will have no liability for any deficiency
owing the State of Iowa, Department of Economic Development under this note.
Nothing in this paragraph shall limit the recovery of principal and interest
by the State of Iowa, Department of Economic Development in the event of
fraud, or gross mismanagement in the application for or use of the sums
loaned under this note.
Maker represents and warrants that the extension of credit evidenced by this
note is for the purposes described in the Loan Agreement.
This Promissory Note is the note referred to in, and is entitled to the bene-
fits of, the Loan Agreement dated January 15, 1987 (the "Loan Agreement")
between the Maker and the State of Iowa, Department of Economic Development.
The Loan Agreement, among other things, contains provisions for acceleration
of the maturity hereof upon the happening of certain stated events and also
for prepayments on account of principal hereof prior to the maturity hereof
upon the terms and conditions therein specified.
A5pop
-I
City of Iowa City
Contract No. CEBA-87-24
Page No. 14
This has
desig-
nated Promissory
so signatory forpthevCity of Iowa iC ty until which has
CITY OF IOWA CITY, IOWA
F
P yor
Attest:Jy�„ d
iC Eyt er
(Seal)
The special endorsement of this Note does not constitute an indebtedness or a
charge against the general credit or general fund of the State of Iowa or the
Department of Economic Development.
DEPARTMENTS OFTECOF
ONOMICADEVELOPMENT
By °i�Gfi�
an o e minis ra or
Date: g�
By:
an Tomsis,, uirec or
Date: 343/
I
Received & Approvfw
i BY Tho Legal DeparMwj
I/F7
9
COI` NUNITY ECONOMIC
6ETTEKMENT ACCOUNT
application
package
410 East Washington St.
Iowa City, Iowa 52240
Dec. 8, 1986
COMMUNITY ECONOMIC BETTERMENT ACCOUNT
GENERAL INFORMATION
Date Submitted:
Applicant Name: City of Iowa City
Address: 410 East Washington Street Zip Code: 52240
Phone Number:(AC) 319/356-5000
Contact Person: Ms. Pati Cain Economic Development
Title: Coordinator
Address: 410 E. Washington Iowa City Iowa Phone No.: 319/356-5235
Type of Application (Check one below): 52240
_Grant for Buydown of principal or interest of Business Lean
_Grant/Other (Specify: )
—LLoan to a Business
—Loan/Other (Specify: )
_Other (Specify.--
Explanation/Justification
Specify:
Explanation/Justification for Type of Application:
This application requests a deferred loan (five years, five percent p/annum interest
rate, principal and interest payments deferred for first twelve months) to be used
for purchase of capital equipment vital to the expansion of WORLOVIEW, INC. Conven-
tional financing is not available to the company at this time.
Business Name: WORLDVIEW, INC.
Address: 150 E. Court Street, Iowa City, Iowa Zip Code: 52240
Phone Number:(AC) 319/354-1986
Contact Person:_ Dodge Fielding _ Title: President
Address: 150 E. Court Street, Iowa City, Iowa Phone No.: 319/354-1986
Amount of CEBA Funds Requested: S 150,000.00 40 —' —
Indicate Application Timing
X Regular competition
Emergency submittal
4
-1
DESCRIPTION OF BUSINESS (history, product or service provided, etc.):
theoUniversitynofbased in Iowa tolowa use itsyfacilitiesWi�as
satellites and recording a contractual ingrSoviet with
the Soviet standard to thehU.SeWstandard 1 monitoring orbiting Soviet
Vremya. The signals are converted from
television. The Russian is translated into the
elish
the company disseminates this Program can be shown on U.S.
tional institutions Programming via 00 age
is subtitled, and
within the U.S. and CanadanmeA� agencies,present newspapersRLOVIEW and television estations
to a
Iowa City (150 Court Street) and its Production and malts co
University of Iowa's Technolo corporate office in
tenant. gY Innovation Center (TIC) ring divisions at the
where WORLDVIEW is a
PROJECT DESCRIPTION
Project consists of an expansion of WORLOVIEW's activities. Phase One
established the technology, created a product line, and researched and
tested the market. The expansion will be Phase iwo. d researcRLDVIEW will
duce and package programming, market it, and administer inquiries and sales.
AllIn other words, this will be the revenue-producingPro-
Pur proceeds from the loan requested from CEBA will Pbesutilithe zed for the Purchase of capital equipment. This equipment is essential to
carry out all
functions of the project.
Has any part of this project been started? _Yes x
If yes, explain:
No
Does thero'ect
P J involve relocation of economic
_Yes %No activity frcm elsewhere in Iowa?
If yes, explain:
5
Q
Wi
(Full-time equivalents)
___LNumber of permanent jobs retained as a result of the project.
10 Number of permanent jobs created within 12 months of grant award.
30 Number of permanent jobs created within 24 months of grant award (cumula-
tive, includes 12 month figure).
OTHER JOB CREATION IMPACTS (Describe)
Fifteen part-time positions have already been created in the University of Iowa's
Translation Laboratory (bilingual transcribers, translators, and editors), plus'
two part-time positions (video technicians) created in the University of Iowa's
Video Center. (See Attachment 2.) These positions are dependent on theprojected
expansion of the company and will not continue without the expansion. Steady and
very substantial business created for local word processing, printing, and video
duplication firms is also anticipated, but specific quantitation of WORLDVIEW's
impact on these firms is not possible at this time.
DESCRIPTION OF THE PROPOSED FINANCIAL PACKAGE
Description: (should inc uae all sources ana uses of funds, type of assis-
tance -grants, loans, or loan guarantees, repayment terms, etc.)
See attached.
SOURCES OF REVENUE
Source Amount
Iowa Product Develooment Coro. $ 75,000
Iowa Venture Capital Fund 150,000
Dodge Fielding/Equity 23,000
Local Line of Credit 50,000
CEBA _ 150.000
TOTAL S 448,000
EXPENDITURES
Item Amount
Personnel 196.000
Production) 140.000 _
Marketing 2 62 000
Capital Eguipment3 150 000
TOTAL S 448.000
IProduction -Payment to University of Iowa for transcription and translation services;
payment for video duplication.
2Marketing -Marketing publications, direct mail and telemarketing expenses.
3Capital Equipment -See Attachment 6 for list end costs.
DESCRIPTION OF THE PROPOSED FINANCIAL PACKAGE
1.
Iowa Product Development
Royalty payback
Corporation (See Attach-
ment 3)
2.
Iowa Venture Capital
Convertible
Fund (See Attachment 4)
Debentures
3.
Dodge Fielding, WORLOVIEW
Equity
President
4.
Community Economic
Interest bearing
Betterment Account
Loan
5.
Local Businessman (See
Line of credit
Attachment 5)
6a
$ 75,000
150,000
23,000
150,000
50,000
$448,000
Ri
DESCRIPTION OF OTHER ASSISTANCE INVOLVED IN PROJECT
For examp e, descri a use o job training programs, local assistance, etc)
I, Accepted as tenant in the University of Iowa's Technology Innovation Center.
This business incubator accepted WORLDVIEW as a promising and viable venture
and provides low cost space and shared services to tenants.
2. Designated beneficiary of Dows Charitable Trust through funding to the University
of Iowa Foundation for goods and services to be made available to WORLDVIEW.
(See Attachment 7.)
3. Party to an exclusive agreement with the University of Iowa. See details in the
Business Plan included with this application.
4. Advance of $75,000 from the Iowa Product Development Corporation. This sum is to
be repaid from grass sales. (See Attachment 3.)
5. Loan from local bank for financing WORLDVIEW's receivables, in process of
negotiation.
2. Amount of Funds Contributed by Applicant: S
Amount of Funds Contributed by Business: S 23,000
Amount of Funds Contributed by Others: $ 50,000
(Others: Local line of credit provided by community businessman.)
*Applicant will contribute all administrative expenses involved in CEBA loan
DESCRIPTION OF NEED FOR PROJECT processing and reporting.
Description shou d inc ude discussion of unemployment, per capita income, tax
base, business closings, etc.)
7
DESCRIPTION OF NEED FOR PROJECT
The need for this project locally is directly related to the type of firm and
type of jobs that would be created. This area is fortunate to have a highly
educated resident population as well as new University of Iowa graduates
looking for fobs everyyear. Iowa City needs firms like NORLOVIEW for em-
ployment opportunities for its population and for expansion of its tax base
to support municipal services.
Although the Iowa City/Johnson County area enjoys a relatively low unemploy-
ment rate (3.2E annual average CPS rate in 1985 and 2.8E for January through
October of 1986) compared to national and state averages, this statistic
masks what has been termed an "elastic labor market" in which the large
Jobs
eare availablestudents
but ddothemselves seasonallor not consider tvemployed d pyedersother work when
Nor does the unemployment rate indicate the number off university wise.
who move elsewhere because they cannot find professional employment rinuthis
area. From April 1985 through March 1986, the Iowa City Job Service office
reported an average of nine applicants for every job opening in the 'profes-
workers ischnical and considerably managerial -
than theeunemployment,rate would indicate.
ntial
This pool of potential workers was recently documented by a recent Iowa Job
Service labor survey of Johnson County. This survey revealed that nearly
4,500 county residents consider themselves available for new job opportuni-
ties should they arise. This number represents almost half of the individuals
who responded to the survey.
At least part of this survey finding is undoubtedly explained by the diffi-
cult occurstowhenuthetworkfor eelIspover-educaved tedblem and,oby•reference�yover-skilled
for the work available. Iowa City has many captive workers who remain here as
part of a family unit and are often employed in positions that do not utilize
their full abilities or training.
To add to the ever-present underemployment, within 1986 there have been sig-
ees;cl0t jobs lwereslostewhen AmericanIowa
Federal closed anlaid
Iowaoff
City3branchloin
February. In adjacent Coralville, 45 jobs were lost when a retail store
Closed in March.
Another impetus for this project stems from the City's need to expand its
economic and tax base. Land belonging to the University, the City's largest
"industry," is not taxable, and the industrial tax base is only
that expected for an average city of this size, about half
The Iowa City area's 1984 personal per
Iowa average of $120123. Compared with
cal areas, the Iowa City MSA's personal
7a
capita income ($12,017) is below the
the eight Iowa metropolitan statisti-
per capita income ranks fifth.
qA
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DESCRIPTION OF IMPACT OF PROJECT ON APPLICANT AND STATE
The impact of this project on the City of Iowa City, the applicant, is two-
fold. First there is the creation of 30 new jobs, which will be available to
qualified individuals in the community. Many of the jobs require a high
level of skill in the area of foreign language translation, publishing, video
technology and programming. Such jobs are ideally suited to the local labor
force, which is highly educated and professionally trained. (According to a
recent U.S. Census Bureau report, the Iowa City metropolitan area is the
nation's most educated city, heading the list of 275 areas with populations
greater than 50,000. Based on 1980 census data, 38.6% of the Iowa City
area's population has four or more years of college education.)
Second, the eventual establishing of this firm within the boundaries of Iowa
City will expand the local tax base and enhance the community's economic
base. WORLDVIEW products have a national (even international) market, and
the firm's success could result in a substantial infusion of capital into the
local economy. WORLDVIEW could also foster the creation or expansion of
ancillary firms to provide video duplication printing and other support
services.
Other importance impacts of this project benefit the State of Iowa and the
University of Iowa. These impacts for the University range from direct
benefits via contractual arrangements for commercialization of technology to
more indirect benefits resulting from the company's enhancement of the Uni-
versity's goals in strengthening its educational capabilities and reputation
in international affairs. The University's support for and involvement with
WDRLDVIEW is described in the following letter.
Impacts to the State of Iowa arise from the technological nature of the firm,
its high-profile position in the market (the company has already received
significant media coverage; examples are in the application package), and as
a further demonstration of entrepreneurial success in Iowa. The letters
following this section elaborate on these points as well as provide evidence
of broad community support for this project.
?Are
RE UIREB SUBMITTALS/ATTACHMENTS
X Business Financial Statements
(3 years historical and at least 2 years projected)
X Spread Sheet (See computer print-out, numbered as
(completed through line 46 ) spread sheet.)
X Business Plan (Revised one will be submitted with
application.)
X Letter from business committing to project and job creation (Attachment 1)
N/A Letter from lender
X Other (Specify): See Attachments 2 through 7, referenced in application.
9
CEA FORINT DATA
BALANCE M7
1 C141 AND BEC
2 AR
3 INY
4 PREPAID EIP
5 IPDC NOTE
6 GRANT
7 RIPPL IES
B CIN ASSETS
91ST FIXED ASSETS
11 INN IN 5113
11 NOTES REM
12 INTAN61BELS
13
14
15 TOTAL ASSETS
IS ST N/R BANK
17 SI N/P OTHER
18 ACCTS PAY
19 ACCRINLS
2/ TAXES -INC
21 IXRi LTD
22
23 CURRENT LIA
24 LTD
25 OFFICER DEBT SLID
26
27 TOTAL LIA
28 MWON STOM
29 CAPITAL GUAM
31 RETAINED EARN
38A LESS T STOOK
31 TOTAL W
32 TOTAL LIA AND W
33 CONT LIA
PROFIT 00 LOSS STATEIEAT
34 SALES
35 -COBS
36 6P
37 -S6A
38 -OP
39-01TICER SAL
40 -DEPR EXP
41 -INT EXP
42 -RENT
43 +/- ODEA INC/EXp
44 ABT
45 -INC TAX
46 -DAT
AIS 1, 1915 YEAR END
YEAR END
YEAR 90
YEAR END
YEAR EIO
TO YEAR 1
YEAR 2
ME 3
YEAR 4
YEAR 5
31 So, 38 -SID -87
31 Sea
31 SEW
3e -SID-%
31 *8-91
ry79 N 0
p
6
p
V7,276
1 192,371
572,683
851,591
1,239,694
1,641,@45
8 617,405
279,991
341,587
489,905
413,688
1�N1
1
e
e
e
e
se,111
2s,1N
e
1
e
e
2 Si@
2,588
2,588
2,58@
2,588
2,50
177,50
V7,276
855,893
1,195,681
1, 652,09
2,126, 233
e
181,578
20,228
291,!92
184,864
149,154
17,919 11,919 22,399 27,327 32,792 38,695
1%,419 1,dT6,774 11877,729 1,424,1N 1,668,955 2,313,982
4,671 193,699 . 48,896 59,361 71,358 84,849
1
209,642
35,976
ARB
72,537
94,226
89,2a
49,6a7
58, ON
51, eN
50, 809
0
166,933
441,948
134,066
162,969
193,895
179,275
24,682
262,561
212,50
162,50
e
e
5,50
625,647
STB, 686
573,153
771,261
993,538
191,615
784,448
347,366
325 469
193,895
179,675
46,M
46,01
46,061
46,01
46,N1
46,01 i
(42,196)
286,325
684,353
1,152,631
1,629,859
2,880,986
3.804
332,326
736,354
1,098,671
1,675,ke
2,134,907
195,419
1,836,774
1,877,719
1.,424,10
1,860,955
2,313,982
5679
1,791,933
2, 239; 916
2t732,690
3,279,237
3,869,5n
11,484
731,565
8%,625
91117%
1,125,835
1,136,538
(1024)
1,89369
1,435,291
4824941
2,253,482
2,732,962
50,527
434,721
904,685
1,248,788
1,463,141
1,739,424
(61,451)
625,647
STB, 686
573,153
771,261
993,538
1
51,01
59,109
51,IN
51, 1N
5e,em
1
38,773
65,351
9136
101,0
119,09
1
3,655
8
1
B
8
9,544
23,349
21,475
24,696
28,401
32,661
74,285
19,795
SI,e29
69,987
94,777
128,697
(145,20)
491,175
342,752
54247
675,484
872,841
1
248,137
143,879
214,432
298,148
376,916
(145,201
242,138
198,873
288,814
385,336
495,935
_ .-_._.. .... _._._.. mss.•• .. ... . .... .....
. t. F 1 Y I.•-ii-i�Y.
ly
attachments
SVC
..
Pn vii - :c�.�•
+..
ATTACHMENT ft
SVC
W41, RLDVIE IN%%///////llllll
December 10, 1986
Mr. F. Forbes Olberg, Chairman
Board of Directors
Iowa Department of Economic Development
200 East Grand Avenue
Des Moines, IA 50309
Dear Mr. Olberg:
This letter serves to document WORLDVIEW's commitment
to proceed with the project described in this application,
contingent on approval of the funding requested from the
Community Economic Betterment Account.
The expansion described will create 30 permanent posi-
tions, as well as retain 5 permanent positions within the
company and 15 part-time positions with the University of
Iowa.
With approval of this application, WORLDVIEW is com-
mitted to situate within the City of Iowa City, upon the
expiration of our current lease with the Technology Innova-
tion Center. In addition, every effort will be made to
fill available positions from the highly -educated local
labor force.
Thank you for the consideration given to this appli-
cation. It is a vital component in the dynamic growth of
our company!
Cordially,
r(_z�
Dodge Fielding
President
DF:mh
'� 150E COURT STREET IOWA CITY, IOWA 52240 310.354.1996
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i
i
ATTACHMENT 2 ...
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The University of Iowa
Iowa City. Iowa 52242
The TranHatlon laboratory
W815 S"&hors Hall
(319) 353,5510
—izzNzalm!-- uo
September 25, 1986
TO: Dodge Fielding
FROM: GGC'rr;,. /,
RE: Staff for WORLDVIEW project
You may wish to include the following information in your records. In order to
complete the work for which we have contracted with you punctually and well'
I have hired fifteen people whose only function in the Translation Laboratory
is to work with your materials. In addition, I devote four hours of my working
time every day to training and supervising this staff as well as doing the final
editing.
As you can see, you have chosen a distinctly, labor-intensive product to market!
The University of Iowa
Iowa City, Iowa 32242
The Tnnpallon laboratory
W615 Seashore Mall
(719) 3514M
uu
September 25, 1986
TO: Dodge Fielding
FROM: GGC Teo; - �,
RE: Staff For WORLDVIEW project
You may wish to include the following information in your records. In order to
Ihave
complete
r which we
Punctually and well;
hired fifteen people whose vonly nfunction tractedwInhtheuTranslation Laboratory
is to work with your materials. In addition, I devote four hours of my working
time every day to training and supervising this staff as well as doing the final
editing.
As you can see, you have chosen a distinctly- labor-intensive product to market!
eps
>: r'. ATTACfWENT 3
a
DEVELOPMENT AGREEMENT
This Agreement entered into this 11th day of June 1986
by and between IOWA PRODUCT DEVELOPMENT CORPORATION,
I
600 East Court Avenue, Suite C
Des Moines, Iowa 50309 an�
Iowa
corporation (SPDC)
and WORLDVIE4l, INC., 150 East Court
Street, Iowa City, Iowa 52244. ("Contractor").
W I T N E S S E T H:
Contractor desires to carry out the development and
I marketing of information from television programming
originating in foreign countries. IPDC believes the pursuit
Of such activities will benefit the State of Iowa by
increasing employment opportunities within, and yielding
additional tax revenues to, said State.
In order to secure
such benefits for the State of Iowa, IPDC is willing to
provide Contractor with financial assistance needed for such
j activities and Contractor desires to obtain such assistance,
all upon the terms and conditions contained in this Agreement.
NOW THEREFORE, in consideration of the premises and the
mutual promises hereinafter i set forth, SPDC and Contractor
hereby agree as follows:
Section 1. Certain Definitions.
As used
Agreement, the in this
following terms, not elsewhere defined, shall
have the following respective meanings:
Q or
"Authorized License": A.License which complies with
Section 3 of this Agreement;
"Development Date": June 11, 1981, provided that IPDC,
in its sole discretion, shall have the right at any time to
extend such date;
"Development Expenses": Expenses incurred by Contractor,
after the date of this Agreement, in directly carrying out
any of the activities with respect to the Sponsored Product
required to be carried out by Contractor pursuant to Section 2
hereof;
"Effective Date": This date will be fixed by IPDC at the
date this Agreement is executed. The effective date of this
Agreement is June 11, 1986.
"Improvements": Any and all improvements to and
modifications of any Sponsored Product;
"License": Any agreement, howsoever designated, between
Contractor and another Person, authorizing such person to
manufacture and sell the Sponsored Product to other Persons;
"License Fee": Any and all license fees or similar
payments, howsoever designated, required to be made to
Contractor under the terms of any License;
"Licensee": Any Person holding a License from
Contractor;
W
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"Net Sales of Sponsored Products"; The dollar aggregate
Of the price of all Sponsored Products and of all improvements
thereto, which are shipped and invoiced by Contractor, whether
� made for cash
by check, on credit, or otherwise, without
reserve or deduction for
inability or failure to collect;
rovided there shall be excluded from the foregoing the amount
of any return goods credit, trade discounts, shipping charges,
I
and applicable sales or excise tax which is both added h the
selling price or'absorbed therein and also
authorit paid to the taxing
y by the seller. However, no franchise or capital
stock tax and no income tax or similar tax based upon income,
profits, or gross sales shall be deducted from Net Sales.
Each charge or sale upon installment or credit shall be
treated as a sale for the full price in the month during which
such charge or sale shall be shi
Aped and invoiced,
irrespective of the time when the seller shall receive payment
therefor;
"Patent and Trademark Rights All hereafter created
patents, trademarks,
copyrights, patent applications,
I copyright applications, and trademark registration
applications relating in any way to the Sponsored Product or
to the manufacture,
utilization thereof; on, use installation, ! , promotion, or other
IJ
I
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OVC
"Person": A natural person, corporation, partnership,
joint venture, association, other business organization or
legal entity, government, political subdivision thereof, or
governmental agency;
"Relocation Decision": Any decision by Contractor to
relocate outside the State of Iowa all or substantially all of
its facilities used to develop, test, or manufacture the
Sponsored Product;
"Sponsored Product": Information or image derived by
standards converting, translating and editing television
program originating in a country other than the United States
of America;
"Technical Agreement": Any license or other agreement
authorizing Contractor to use a patent or proprietary
information held by another Person in connection with the
manufacture, installation, use, promotion, or other
utilization of the Sponsored Product.
Section 2. Contractor's Development Obligations.
Contractor will proceed diligently and use its best efforts
(a) to complete the development of the Sponsored Product on or
before the Development date, and (b) thereafter produce and
market the Sponsored Product and promote its broadest possible
utilization throughout 'the world.
-4-
it
Section 3. Licensing Obligations of Contractor.
Contractor will not grant any License for manufacture and sale
of the Sponsored Product unless it is in writing and complies
with the applicable terms and conditions set forth below:
i
(a) The Licensee shall have been approved by IPDC,
i
whose approval will not be unreasonably withheld;
(b) The License shall require the Licensee to pay
royalties to Contractor at a rate equal to not less than the
rate required to be paid by Contractor to IPDC under Section 6
hereof, such royalties to be a percent of Licensee's Net
Sales;
(c) The Licensee shall be required to keep complete
and accurate records and books of account of the business
conducted by it under the License and to permit Contractor and
IPDC, either together or separately, and their agents,
accountants, or other representatives, to inspect such records
and books, to make copies thereof and take extracts as often
as may be desired during regular business hours; and
(d) the Licensee shall be required to render to
Contractor true and accurate statements of Net Sales in
accordance with a mutually agreeable schedule, and to furnish
Contractor at the same time with a calculation of the amount
of royalties or fees then payable in accordance with the
applicable License. Contractor will also provide copies to
IPDC of all reports and royalty payments it makes to its
Licensees, as well as copies of all licenses that pertain to
Sponsored Product.
-5-
Section 4. Reimbursement of Certain Development Ex enses
by Inc.
Subject to the terms and provisions of this Agreement,
after an initial payment of twenty-five thousand dollars
($25,000) to be made within ten (10) days of the issuance of a
letter of intent, IPDC will reimburse Contractor for each
i expenditure of money made by Contractor or before the
Development Date to pay any Development Expenses;rovided
that IPDC shall not be obligated under this Section 4 'to make
payments of more than one hundred fifty thousand dollars
i($150,000) in the aggregate to Contractor. Contractor and
IPDC intend by this Section 4 that:
(a) If Development Expenses exceed one hundred
fifty thousand dollars ($150,000) in the aggregate, IPDC will
reimburse Contractor for one hundred fifty thousand dollars
($150,000) of such Expenses and Contractor will bear the
entire balance of such Expenses.
(b) IPDC will advance funds for Development Costs
against a schedule of activities outlined in an attached
exhibit A to be made a part of this Agreement. Such exhibit
A, if utilized, shall set forth in detail the activities and
schedule of advances.
-6-
section 5.. Concernin Develo
ment Ex enses. Contractor
Will furnish IPDC with copies of all invoices and related and
supporting documentation, and evidence of proof of payment by
Of Contractor; any and all
claimed Development Expenses. In
case of a dispute between IPDC and Contractor concerning an
Expense claimed by Contractor y
' to be a proper Development
Expense, IPDC shall have the sole right to exclude such
I Expense as a Development Expense
under this Agreement and to
deny Contractor any reimbursement in respect thereof, but IPDC
will not unreasonably
Section exercise
such right -on any occasion.
6. Ro alt Paments
bContractor.
(a) Contractor
shall pay the
IPDC; following royalties to
I (il
all Net Sales A royalty equal to five of S Percent (5�) of
Sponsored Product of Contractor, plus
(259)
(ii) A royalty equal to twenty-five percent
� of any License Fees
Paid by any Licensee to Contractor
i with respect to any License of any Sponsored Product; plus
(iii) A royalty equal to
Iall Net Sales•of S five Percent (58) of
sponsored Product of any Licensee;
(b) When total aggregate royalties paid to ZpDC
i under Section 6.(a) hereof by Contractor equal five hundred
percent (5011) of the aggregate financial assistance drawn by
-7-
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Contractor from IPDC under Section 4 of this Agreement, the
royalty rate under Section 6.(a) above shall end and this
Agreement is automatically terminated without further
obligation'by IPDC or Contractor, subject to the following
provisions:
(c) Contractor may make voluntary additional
royalty payments to IPDC with respect to sales completedprior
to the date of such payments, and each such payment shall be
treated as a royalty payment for all purposes of this
Agreement, including computations under Section 6.(a) hereof.
(d) On or before the last day of the first month of
each fiscal quarter of Contractor, Contractor will furnish to
IPDC, a true, complete, and correct statement, in reasonable
detail, showing with respect to the Sponsored Product the
following:
(i) All Net Sales of Sponsored Product of
Contractor during the preceding fiscal quarter;
(ii) All -Net Sales of Sponsored Product of
each Licensee during the preceding fiscal quarter;
(iii) All License Fees paid to Contractor
during the preceding fiscal quarter;
(iv) The Royalties due IPDC hereunder in
respect of all such Net Sales'and License Fees; and
(v) The number of 'obs
] created by the
manufacture and/or sale of Sponsored Products.
-S-
(e) Each statement submitted to IPDC pursuant to
Section 6.(d) above shall be accompanied by full payment of
all such royalties due IPDC
hereunder. If any such payment is
not made when it first becomes -due and payable, the un
amount shall thereafter
� of two bear interest until paid
Percent (yg) Paid at the rate
per annum above the New York prime rate at
the time of default, Y This
j
rate is adjustable each thirty (30)
days thereafter to take in account an c
Prime rate, change in the
Contractor shall h interest to IPDC
upon dNew York
forthwith u Pay New
being made for such payment and, in
event, when the royalties owed IPDC are paid, any
i(f) Contractor will execute any UCC or other
security forms deemed necessar
I
interests cre Y by IPDC to secure IPDC's
created by this Agreement. It is stipulated that N
IPDC will have a security interest only in the following;
I
Any Patent, trademark rights or
copyrights the Contractor ma
quire relative to the.
,S Y
have or acquire
Product.
Section 7. Representations
e resent �
ations and Warranties
1 of Contractor.
Contractor represents
and warrants to IPDC that;
i (a)' Contractor is a corporation validl
under
the laws of the State of IY existing
Iowa;
(b) If Contractor is a corporatio
and delivery of this A n, the execution
Performance of its
Agreement by Contractor, and the
obligations hereunder, are within its
I corporate power, have been duly authorized by all necessary
corporate action on its part and are not in contravention of
-9-
'Aa
e10
law nor in contravention of its certificate of incorporation
or bylaws or of the provisions of any indenture, agreement or
undertaking to which it is a party or by which it is bound;
(c) There is no action, suit, proceeding, or
investigation at law, in equity or before any court, public
board, or body, pending or, to Contractor's knowledge,
threatened against or affecting it, which could or might
adversely affect any of the Sponsored Product or Patent and
Trademark Rights or any of the transactions contemplated by
this Agreement or the validity or enforceability of this
Agreement or Contractor's ability to discharge its obligations
under this Agreement;
(d) No consent or approval is necessary from any
governmental authority as a condition to the execution and
delivery of this Agreement by Contractor or the performance of
any of its obligations hereunder;
(e) All Trademark Rights have been properly
registered, filed, or issued in the respective offices and
jurisdictions in which such registration, filing, or issuance
is necessary io protect the rights therein of Contractor for
the conduct of its business and the marketing of its products
at present and for the reasonably foreseeable future. To the
best of Contractor's knowledge, Contractor is not infringing
or violating any adversely held patent, copyright, or
trademark;
-10-
"I
(f) The principal benefits of increased employment
and tax revenues derived from the marketing of the Sponsored
Product will remain in the State of Iowa and accrue to the
benefit of -said State.
Section 8. Information as to Contractor.
(a) Contractor will furnish IPDC:
(i) Promptly upon substantial completion of
the development of the Sponsored Product, a written
description, in reasonable detail, of the manner in which the
Sponsored Product is utilized, and one copy of any manuals,
printed matter, or other technical information relating to the
installation, utilization, or evaluation of the Sponsored
Product; trademark registrations, or applications to register
trademarks pertaining to the Sponsored Product will be
furnished to IPDC;
(ii) As soon as practicable after the end of
each fiscal year of Contractor, but in any event within ninety
(90) days thereafter, a.balance sheet of Contractor as of the
end of such year, and a statement of revenue or loss of
Contractor for such year, both in reasonable detail and
prepared in accordance with generally accepted accounting
principles. Such annual financial statements shall be audited
or reviewed by public accountants;
(iii) Promptly upon conceiving, making,
acquiring, or reducing to practice any Improvement, with such
copies thereof or other information relating thereto as IPDC
-11-
ass
-I
reasonably shall request in order to evaluate such
improvements and to consider filing a patent or copyright
application with respect thereto under the terms of this
Agreement;
(iv) Promptly upon deciding to enter into any
oil
Technical Agreement, with a complete copy of such Agreement
and any patents, trademarks, or copyrights which are the i
subject of such Agreement;
(v) Promptly upon making any Relocation
Decision, with written notice thereof and such information
concerning the Decision as IPDC reasonably shall request;
NO With reasonable promptness, such other
data and information concerning any Sponsored Product or
Contractor's business and affairs related thereto or
concerning any License or Licensee as IPDC from time to time
reasonably may request.
(b) Contractor shall keep complete and accurate
records and books of account of the business conducted by it
under this Agreement, and so long as Contractor's obligations
under this Agreement have not been fully discharged,
Contractor will permit, and cause to be permitted, the
representatives of IPDC, at IPDC's expense, to visit and
inspect any of the properties of Contractor where any of the
Sponsored Product is manufactured, stored, or tested, to
examine all of the books of account, records, reports, and
-12-
other papers of Contractor relating to the Sponsored Product
and verify the same, to make copies and extracts therefrom,
and to discuss the Sponsored Product and the business of
Contractor' relating thereto with the officers, employees, and
accountants of Contractor, all at such reasonable time and as
Often as may be reasonably requested. Contractor hereby
authorized its said accountants to discuss the same with
IPDC's representatives.
(c) If Contractor is a corporation, a designee of
IPDC will be invited to serve on the Board of Directors and
will receive all information disseminated to Contractor's
Directors.
Section 9. Business Convenants of Contractor.
SO long
as any of the obligations of Contractor under this Agreement
are discharged, in whole or in part, Contractor:
(a) At all times will preserve its corporate
existence, if it is a corporation, except that Contractor may,
with the written consent of IPDC, merge or consolidate with or
into, or sell all or substantially all of its assets to any
corporation which expressly undertakes, assumes for itself,
and agrees to be bound by all of the obligations and
undertakings of Contractor contained in this Agreement;
P.
rovided that if an Event of Default then exists, IPDC must
approve such merger, consolidation, or sale in writing. IPDC
will not unreasonably withhold its consent to any such
Proposed action; and
-13-
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(b) Will not sell,. lease, or otherwise dispose of
any of the Sponsored Product or any trademark rights or
r copyrights or of any interest in any Sponsored Product of
Patent and'Trademark Rights, or permit to exist any mortgage,
security interest, pledge, or lien thereon nor assign any of
its rights under this Agreement without the prior written
consent of IPDC, which consent will not be unreasonably
withheld; ZK21iLded that the foregoing shall not prohibit any
Authorized License or any sale or other disposition of any
Sponsored Product made in the ordinary course of business or
any other action taken by Contractor pursuant to any of the
other provisions of this Agreement. Contractor, at its
expense, shall have the right to file, prosecute, own, and
maintain copyrights,
patent and trademark applications and
resulting patents, copyrights, and trademarks on any
inventions or improvements embodied in the Sponsored Product
and/or methods or apparatus for making and using the same.
All patents, copyrights, and trademarks so obtained shall be
the property of Contractor.
If IPDC requests the filing of any patent, copyright, or
trademark application that Contractor has not elected to file,
IPDC, after thirty (30) days written notice to Contractor, may
'file such patent, copyright, or trademark application in its
own name and at its expense, and any revenues derived
therefrom shall belong solely to IPDC. Written notice from
Contractor to IPDC of its intent to initiate such filings
=14-
wh�
;w
coupled with prompt and timely filings within ninety (90) days
thereafter will preserve the right to file in Contractor.
IPDC will grant to Contractor an exclusive license under any
such patent, copyright, or trademark which is issued to IPDC,
subject to all terms of this Agreement. Contractor will
execute and deliver to IPDC such papers and do such other
legal acts necessary or desirable as IPDC shall request to
enable IPDC to file and prosecute such applications and to
vest in IPDC the entire right, title, and interest in and to
any such applications and resulting patent, copyrights or
trademarks. At the termination of this Contract, the
Contractor may obtain any patent, copyright, or trademark
obtained by IPDC and under exclusive license to the
contractor, for payment of costs incurred by IPDC in obtaining
said patent, copyright, or trademark.
Section 10. Special Covenants of Contractor.
(a) Concerning Nondiscrimination. The Contractor
agrees and warrants that in the performance of this contract
it will not discriminate or permit discrimination against any
person or group of persons on grounds of race, color,
religious creed, age, marital status, national origin, sex,
mental retardation or physical disability, including, but not
limited to, blindness, unless it is shown by such Contractor
that such disability prevents performance of the work involved
in any manner prohibited by the laws of the United States or'
of the State of Iowa.
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Section 11. Events of Default; Grant of License.
(a) The occurrence of any one or more of the
following events or conditions shall constitute an •Event of
Default" under this Agreement.
(i) Default in the due observance and
Performance by Contractor of any of the covenants or
agreements on its part contained in this Agreement and the
continuance thereof for sixty (60) days after IPDC shall have
i
given Contractor written notice of such default;
(ii) Contractor (A) applies for or consents to
the appointment of a receiver, trustee, or liquidator of it or
of all or a substantial part of its assets, or (D) is unable
to pay its debts after September 15, 1987, as they mature, or
(C) appoints a committee of creditors or liquidating agents or
offers a composition or extension to creditors or makes a
general assignment for the benefit of creditors, or (D) is
adjudicated a bankrupt or insolvent, or (E) files a voluntary
petition in bankruptcy or a petition or an answer seeking
reorganization or a composition or arrangement with creditors
or to take advantage of any insolvency law or an answer
admitting the material allegations of a petition filed against
it in any bankruptcy, reorganization, or insolvency
proceedings, or (F) takes any action for the purpose of
effecting any of.the foregoing matters;
(iii) An order, judgment, or decree shall be
entered by any court of competent jurisdiction approving a
petition seeking reorganization of Contractor or appointing a
(` -16-
receiver, trustee, or liquidator of Contractor or of all or
a substantial part of the assets of Contractor, and such
order, judgment, or decree shall continue unstayed and in
effect fora period of sixty (60) consecutive days;
Uv) Any representation or warranty made by
r
Contractor in this Agreement or in any certificate furnished
i
I hereunder or in connection herewith shall prove to have been
incorrect in any material respect.
(b) Upon the occurrence of any one or more of the
Events of Default specified in Section 11.(a) above, IPDC,
Without prior notice to Contractor, may immediately and
irrevocably terminate its obligations to provide any further
reimbursement to Contractor pursuant to Section 4 hereof. Any
Isuch action on the part of IPDC to so terminate its
obligations under Section 4 hereof shall not relieve
I
Contractor of any of its duties or obligations under this
Agreement, all of which shall remain in full force and effect,
(c) Contractor hereby irrevocably grants to IPDC a
nonexclusive, worldwide, and royalty -free license to
manufacture, install, use and sell the Sponsored Product and
to utilize therein all Trademark Rights and other technical
information and know-how possessed by Contractor and relating
to the Sponsored Product, together with the right to IPDC to
sublicense other Persons to carry on the same activities
anywhere in the world. IPDC shall be entitled to exercise its
rights under such license only if (1) IPDC has exercised its '
-17-
right of termination under Section 11.1b) above, or (2) one or
more Events of Default have occurred and are continuing and
IPDC gives Contractor at least sixty (60) days prior written
notice of such exercise. Neither IPDC nor any sublicense of
IPDC shall at any time be obligated to pay Contractor any
royalties or other fees whatsoever for or in consideration of
the granting of such license. The exercise of IPDC of any of
its rights under this Section ll.(c) shall not relieve
Contractor of its obligation to continue to pay royalties to
IPDC in accordance with the other terms of this Agreement.
(d) None of the provisions set forth above in this
Section 11 is intended to be exclusive of any other remedy or
remedies available in case any Event of Default shall occur,
but each and every such remedy shall be cumulative and shall
be in addition to every other provision or remedy given herein
or now or hereafter existing at law, in equity, by statute, or
otherwise. Contractor will pay all costs, including
reasonable attorneys' fees, incurred by IPDC in collecting any
sums due IPDC under this Agreement, in enforcing any of its
rights hereunder or in exercising any remedies available to
IPDC as the result of the occurrence of one or more Events of
Defaults.
Section 12. Effective Date. This Agreement shall not
become effective until the Effective Date.
-18-
21
-1
Section 13. Miscellaneous Provisions.
i
(a) Neither this Agreement nor any provision hereof
i
shall be deemed to create a partnership or joint venture
between IPDC and Contractor.
(b) Except for the rights expressly granted to IPDC
in this Agreement, IPDC shall not have any proprietary rights
in the Sponsored Product or any property acquired with funds
reimbursed by IPDC pursuant to Section 4 hereof.
(c) Nothing contained in this Agreement shall
impose on IPDC any obligation to take any action with respect
I
to any infringement or claim of infringement of any patent,
copyright, or trademark rights.
j(d) This Agreement supersedes all I
� prior agreements
between IPDC and Contractor, and expresses the entire
i
understanding of Contractor and IPDC, with respect to the
transactions contemplated herein, and shall not be amended,
modified, or altered except pursuant to a writing signed by
Contractor and IPDC. '
i
(e) The headings in this Agreement are for purposes ('
of reference only and shall not limit or otherwise affect the !
meaning hereof.
(f) All notices required or permitted to be
delivered hereunder and all communications in respect hereof
shall be in writing and shall be deemed given when personally
-19-
Qjs
delivered or when deposited in the United States mails,
certified, return receipt requested, first class, postage
prepaid and addressed as follows:
If to IPDC, to -
Iowa Product Development Corporation
200 East grand Avenue
Des Moines, IA 50309
If to Contractor, to -
WORLDVIEW, INC.
150 East Court Street
Iowa City, IA 52244
or addressed to such other address or to the attention of such
other individual as the addressee shall have specified in a
notice delivered pursuant to this subsection.
(g) This Agreement shall be construed and governed
by the laws of the State of Iowa.
(h) This Agreement shall inure to the benefit of
and be binding upon the parties hereto and their respective
permitted successors and assigns.
IN WITNESS WHEREOF, each of the parties hereto has caused
these presents to be signed in its name and on its behalf by
one of its officers or representatives thereunto duly
authorized on the date set forth below opposite its signature.
-20-
IOWA PRODUCT DEVELOPMENT CORPORATION
Date By %kt— a
President
WORLDVIEW, INC.
Contractor j
Date By
Doge Fielding
I
President
i
I
i
-21-
iy;.:.:.: ....
_IZ
K74'r1 1 1
November 24, 1986 (F/NAL /A)UeZrmEIVT
AdLEEMEU T iMC.1.-UDED
SEPP.V^TELy.)
Mr. Dodge Fielding
Worldview
150 East Court Street
Iowa City, IA 52240
LETTER OF INTENT
Dear Dodge:
This letter will confirm the intent of InvestAmerica Venture
Group, Inc., as a manager of the Iowa Venture Capital Fund, L.P.,
in processing an application for financing substantially in
accordance with the terms and conditions outlined below. Only
the most significant issues are addressed in this letter. Other
terms and conditions will be included in the definitive
Investment Agreement.
1% Comcany
Worldview
150 East Court Street
Iowa City, Iowa 52240
(319) 354-1986
2. Total Financino 5150 001
A. $150,000 12% Five Year Secured Debenture. Funding to be
I staged $50,000 each month for the months of December, January,
until and February. Interest will be added to the principal balance
begin. The
entirei988 when principal balance willmbetduefoniDecemberw1ill
5,
1991. The
be
availableCompanyuassetslincludingaaccountsdreceivable. on all
B. Warrants to
purchase 125,000 shares of common stock at a
a's common
Price
of 6to 25% of
tock.TheWarrantshawill bel exercisable ate themoption of the
The
Iowacostdoftthe anwarrants willhbe(t1.00atotai.rs from
the date of issue.
300 American Building
Cedar Rapids, Iowa 52401
(319) 363.8249
Nr. Dodge Fielding
November 24, 1986
Page 2
3. Anti -Dilution
The Iowa Fund will be protected by standard anti -dilution
provisions including preemptive rights.
Put Rights
Beginning January 1, 1992 through January 1, 1995, the Iowa Fund
will have a Put Right requiring worldview to repurchase the Iowa
Fund's Common Stock position in Worldview at a price that would
represent the higher of market value (if traded on a public
market), eight (8) times the previous year's audited after tax
earnings, or 150% of the audited book value of the company in the
year prior to the Put.
5. Beginning January 1, 1992 through January 1, 1995, WORLDVIEW
will have a Call Right enabling it to purchase all or part of the
Iowa Fund's Warrants and/or common stock in blocks of not less
than 25,000 shares for each such Call. Should one or more of.
such Call Rights be exercised in during the year 1992, the Call
price shall be the higher of the Put price described in paragraph
4 of this letter or a dollar amount which bears the same
relationship to $735,400 as the number of shares being called
bears to 125,000 shares. In years beginning January 1, 1993 and
thereafter, the Call price will be the same as the Put price. If
the Called shares are resold within a twelve-month period
commencing on the date of the exercise of the Call, the Iowa Fund
will be entitled to the difference between the original Call
price and the subsequent sale price. In no event will the Call
Right be effective until the Debenture and all interest thereon
is paid in full.
6. Actions Precedent to Closing
A. Worldview will provide InvestAmerica, for its approval, a
financial projection. and cash flow statement based on the
assumption that the Community Economic Betterment loan is not
granted and the University of Iowa Foundation grant is not made.
B. Worldview will agree to review cash disbursements and
expenditures with InvestAmerica on a monthly basis for the months
of December, January, and February.
C. Worldview will have established a line of credit for no
less than $100,000.
M
Mr. Dodge Fielding
November 24, 1986
Page 3
7. Securitv Position
The Iowa Fund will secure the $150,000 debenture with the first
available security position on Worldview assets. It is agreed
that the Iowa Fund will subordinate to the line of credit lender.
8. Representation on the Worldview Board of Directors
The Iowa Fund shall have the right to designate one member of the
Worldview Board of Directors. The now current Worldview
shareholders will agree to vote to elect the Iowa Fund designee
to the Board, if so requested. The Board shall include no more
than seven members. Board members shall be reimbursed for out-
of-pocket travel expenses incurred to attend all Board meetings.
Should the Iowa Fund choose not to be represented on the Board,
the Iowa Fund shall retain the right to be notified and to attend
all Board meetings.
9. Shareholder and Key Employee Compensation
A base salary schedule and allowable annual percentage increases
will be negotiated and attached to the Investment Agreement. I
10. Financial Reports
Monthly unaudited P & L, Balance Sheet and Sources and Uses of
Funds statements will be provided by the 15th of each month. The
monthly P & L will compare budget to actual and include a
narrative describing general business operations. Audited
statements will be provided not later than ninety days after year
end.
11. Annual Business Plan
Prior to the start of each fiscal year, the company shall submit
a business plan for the new fiscal year. The plan should include
a detailed projected income statement, balance sheet and cash
flow, accompanied with a narrative describing marketing, manu-
facturing and financial strategies for the ensuing year.
12. Capital Expenditures
Capital expenditures shall not exceed $30,000 in any fiscal year
without the approval of the Iowa Fund.
its
i
Mr. Dodge Fielding
November 24, 1986
Page 4
13. Additional Indebtedness
All additional indebtedness including leasing arrangements in
excess of $30,000 in any fiscal year must have the approval of
the Iowa Fund.
14. Rights to Sell Shares of Stock
With respect to the sale of stock by existing shareholders, the
Iowa Fund shall have the right of Co -Sale and the Right of First
Refusal.
15. Affirmative and Negative Covenants and Default Remedies
The final Investment Agreement will contain certain negotiated
Affirmative and Negative Covenants 'and associated default
remedies. Some of these covenants will include financial ratios,
terms of repayment and operating milestones and the associated
default remedies will include calling the Debenture due and in
some cases having the right to elect a new Hoard.
16. Life Insurance
$150,000 of key man insurance on the life of Dodge Fielding shall
be payable to the company but assigned to the Iowa Fund.
17. Conditions to Closing
The closing of the investment by the Iowa Fund is
conditions precedent and such others as shall be included in the
subject to the
final Investment Agreement, as conditions precedent to the
closing: (a) that the investigation of Worldview which shall be
undertaken upon business, asst
etsand he afinancial and cceptance of tlegal his rcondition nofrthe tcompany
are satisfactory to the Iowa Fund. If the closing does not occur
due to the unsatisfactory nature of any of the foregoing
conditions or investigations, then neither of the parties to this
Letter shall have any liability to the other.
N r
p5'0- 22
6l
Mr. Dodge Fielding
November 24, 1986
Page 5
18. Final Agreement
The Final Agreement will set forth in detail all terms and
conditions, and it will contain, among other things, the
conditions to closing, covenants, warranties and representations
customarily found in agreements of that nature and those
otherwise reasonably necessary for the protection. of the
investor.
Iowa Fund will cause the legal documentation to be prepared and
shall provide it to Worldview, counsel for review and comment.
Legal fees incurred by the Iowa Fund for document preparation
will be paid by Worldview.
19. Conduct of Company Business Pending Closing
Until the closing or termination of the transaction contemplated
herein, Worldview agrees to operate in the ordinary and usual
manner and the company shall not: (i) issue stock or corporate
securities or debt instruments; (11) pay dividends or make
capital distributions; (iii) increase key employee compensation;
(iv) acquire any material amount of capital equipment; (v) incur
any major contractual obligation; (vi) discharge liens or incur
mortgages or a pledge of any assets; or (vii) sell or dispose of
assets except in the ordinary course of business.
20. Other Negotiations
For a period of sixty days
of Intent, the company
institute, continue or
negotiations with respect to
Person, firm, corporation
contemplated funding.
21. Duration
following the signing of this Letter
shall not directly or indirectly
otherwise entertain or maintain
a competing offer from any other
or entity with respect to this
This proposal shall expire at 5:00 p.m., Cedar Rapids time on
Novender=241
1986 unless accepted by the company prior to such
time and date.
Q86
r
Mr Dodge Fielding
November 24, 1986
Page 6
The foregoing conditions are subject to the approval of the Hoard
of Directors of InvestAmerica Venture Group, Inc., to the
satisfactory completion of InvestAmerica's final investigation of
Worldview and also the execution of a final Investment Agreement.
There is investigation and cofient until such nalInvestment Agreementpareaalsatisfactory
l completed.
Very truly yours,
INVESTAMERICA VENTURE GROUP, INC.
AS MANAGER OF THE IOWA FUND.
8y
onald E. Flyn President
ACCEPTED AND AGREED TO THIS
DAY. OF NOVEMBER, 1986
WORLDIVEW
By
Dodge Fielding, President
.. .I .::4�j{ �lscxi' ham•:`
4
ATTACHMENT 5
-'.-J'.4'i.Y.•yi�i�t�f:>.":�+LrLM1C%..r�•�'„IC1n2l): .1�AY..•F"::
HSL FOODS Ltd.
President. Herb Loops
Vice President, Mary Rief Loops
December 8, 1986
Mr. Dodge Fielding, President
WORLDVIEW, Inc.
150 East Court Street
Iowa City, Iowa 52240
Dear Dodge:
Office 1404 Waterfront Dr.
Iowa City, 1A 52240
319337.7205
As a businessman and member of this community, I have kept
up to date with the development of WORLDVIEW. Conceptually, the
idea has wonderful potential for the people of Iowa, the United
States, and the world. Having read your Business Plan, it is
also my conviction that the company has a most promising future
as a commercial enterprise.
Yet, as the saying goes, talk is cheap. Please know that
am prepared to back my confidence in your project with action.
It is my understanding that the Iowa Product Development
Corporation and the Iowa Venture Capital Fund have both made
significant commitments to WORLDVIEW. It is also my
understanding that the City of Iowa City has applied for a
Community Economic Betterment Account loan on behalf of your
company. Furthermore, I am informed that you are currently
negotiating with the Iowa State Bank & Trust to arrange financing
of receivables.
All of this is good news. However, operating expenses do
have a way of draining available resources. To insure that
WORLDVIEW can deal with short-term cash-flow demands, I propose
to offer your company a $50,000 contingent line of c edit. This
will bear an interest of three points above prime as quoted by
the Morgan Guarantee Trust Bank in New York. It would be
available to WORLDVIEW as of March 1, 1987. Most important, it
would be contingent on the successful closings of the IPDC and
IVCF funding, an agreement for receivables financing from the
bank, and the approval of the CEBA loan for $150,000.00.
Please let me know how matters develop. I look forward to
working with you on this exciting new enterprise. The 'best of
luck, Dodge!
sincerely,
"}ierbert Loops
age
All
• � - 'y i
... .. ..ter-�rw..
ATTACHMEMf 6
WORLDVIEW
Expenditure Proposal
for
Capital Equipment
(CEBA Loan)
January 1987
Altos Computer System
$58,035.^4
Videocassette Duplication System
(2) Sharp Photocopiers 32,194.24
Translation Station Equipment 2?,037.60
Office Furniture 780.00
Subtotal 4.132.62
5122,180.00
June 1987
Xerox Photocopier
.Translation Station Equipment $27,040.00
Subtotal _780_00
0— --v
Total $150,000.00
RLDVIE
L
PNOWWIONAL CONMn SOI.UTI0N3 (N=)
116 South Linn Street
Iowa C1ty, Iowa 52240
(319) 354-4232
October 27, 1986 i
i
Mr. Dodge Fielding, President
Worldview, Inc.
150 E. Court Street
Iowa City, Iowa 52240
Dear Mr. Fielding:
We are very. Pleased to submit the attached Computer System
Proposal for your consideration.
Altos Computer Systems is a world leader in multi-user micro
computer systems. We believe that you will find the Altos
Computer System and related software to be a very effective
solution to your automation requirements.
If you need further information, please do not hesitate to
contact us.
Sincerely, �I
President
EasyMeys Computer Center (319) 354-5530
6;W
PREPARED BY: PROFESSIONAL COMPUTER SOLUTIONS (PCS) CORPORATION
116 South Linn Street
Iows City, Iowa 52240
PREPARED FOR: WORLDVIEW, INC.
150 E. Court Street
Iowa City, Iowa 52240
COMPUTER SYSTEM PROPOSAL:
QTY DESCRIPTION
--- -----------------------------
Hardware:
1 Altos 2086-4 with 80MB Fixed Disk
1 12.5MHz CPU Board Upgrade
9 WYSE 85 Terminals
5 Hayes 2400 Baud Modem■
1 American Power Conversion 1200 Watt UPS
2 LG -20 Spike Suppressors
4 DG -315 Spike/Noise Suppressors
Printers:
1 Output Technologies 700 CPS Printer
1 Output Technologies Printer Stand
1 Qusdran Quedleser I 1.5MB RAM (serial)
1 Quadlsser I OPC
Software:
1 xenix 3.3a Runtims
1 Altos AOM II Plus
1 Alto■ Level III Accountant - Accounts
Receivable, General Ledger, Accounts
Payable, Report Writer i Sales Order
1 Informix 4GL
1 AOM Tool Kit
1 "C" Development
Cabling:
Generally provided by the customer,
5 Altos Modem Cables - 9•
1 Parallel Printer Cable - 35'
UNIT
TOTAL
PRICE
----------
AMOUNT
----------
822,195.00
/22,195.00
2,490.00
2,490.00
795.00
7,155.00
895.00
4,475.00
1,995.00
1,995.00
34.95
69.90
119.95
479.80
Sub -Total: 38,859.70
1,995.00 1,995.00
149.00
149.00
3,795.00
3,795.00
180.00
180.00
Sub -Total:
6,119.00
795.00
795.00
1,995.00
1,995.00
4,070.00
4,070.00
2,245.00
450.00
1,000.00
Sub -Total:
2,245.00
450.00
1,000.00
10,555.00
except:
29.95 149.75
119.95 119.95
Sub -Total: 269.70
TOTAL HARDWARE, PRINTERS, SOFTWARE G CABLING
TOTAL PROPOSED CONFIGURATION
55,803.40
Sales Taxes 2,232.14
858,035.54
.sasses..
TOTAL CUSTOMER EDUCATIONAL AND TECHNICAL SUPPORT
INCLUDED ABOVE 112 Hrs
�r
95,580.00
........A.
October 27, 1986
Hr. Al Lansdowne
Worldview
150 E. Court St.
Iowa City, Iowa 52240
Dear A1,
13191322.1525
• 2906 Brady Street • Davenport, lows 52603
Enclosed, please find a revised proposal for the equipment
we discussed.
I have added the Nova 501 time base corrector and the Panasonic
AC -1210 VHS recorder into the items specified.
I have included information on same.
Please note the Nova 501 actually specs out better than
the Microtime T-120 in as much as the Nova has a full 32 line
correction window compared to the 16 line window with the Microtime
T-120.
If you have any questions before I have the opportunity of
getting back with you, please feel free to contact me.
Sincerely,
C
nex Lawrence
nL/cs1
Enc.
P.S. I am also enclosing a credit application that must be filled
out and returned to establish an account number and line of
credit with us.
. N, n:,,. n.• .. -,050 14' /Rn: * • Mill :r:•....uln Mem 55435
"I'
Dr,
N
1�
2908 BRADY STREET
DAVENPORT, IOWA 52803
(319) 322.1525
PROPOSAL SUBMITTED TO:
WOrlEview
150 E. Court St.
Iowa City, Iowa 52240
Date 10/27/86
Attn: Don Welch,
Director of
Administration
Pape 1
al___?
ITEM QUANTITY MODEL
DESCRIPTION
UNIT PRICE
TOTAL
1 1 V0-5800
Sony 3/4" videocassette
2 1Pr. F8501
3 10
recorders
FTinsted rackslides for VO -5800
5550.00
AG -6200
4 10 AG -M600
Panasonic 1/2" VHS recorders
Panasonic
1995.00
195.00
19950.00
rack mount brackets
for
5 10 C -300-S1(1 )Chassis200 Tracks rack slides
70.00
700.00
B-308
6 1
for AG -6200
AG -A100
7 1 AG-SW100
Panasonic dubbing controller
Panasonic
51.50
515.00
800.00
audio -follow -video
8automatic
1 AG-DAlOO
switcher
Panasonic audio/video distribu
ion
900.00
9 1
amplifier
501
10 1 BT-S1300N
Nova time base corrector
Panasonic 13" color
800.00
4990.00
11 1 BA -130
12 2
monitor
Panasonic rackmount for BT -S13
ON
660.00
DR -HD -7700
19-24
HOME equipment rack w/o doors
1006.80
0.00
2013.60
131 1pr. DSP -HD -77-
HOME side panels for DR -HD
24
14 2pr. HD-D/T-770
15
7700-19-24
HOME rear mounting angles110.75
337.50
1 DT -1050
16 10
HOME desk panel
221.50
AG -C12
Panasonic 20 pin to 34102.02
Pin re
to
17 1 Lot
control cables
Misc. hardware, cables, connec
90.00
900.00
blank panels, AC outlet strips,
ors
service
manuals, etc.
Standard Warranty a Extended Warranty
228.00
Delivery. ASAP
re iminary OWn wi orcler
OT L•
11
Terms: 508 on deliver or
NET 30 days
proposal Submitted
w approved cre it
L
eC !r'•IL1.P
PIO110261 No.: 01178
ALL QUOTATIONS SUBMITTED ARE FIRM FOR 30 DAYS
2906 BRADY STREET
DAVENPORT, IOWA 52803
(319) 322.1525
PROPOSAL SUBMITTED TO:
Worldview
150 E. Court St.
Iowa City, Iowa 52240
Attn: Don Welch,
Director of Administration
ITEM
181
I
DESCRIPTION
tallation on site set-up,
instructional
kage price
Iowa tax
al
Data
Peg a 2 0l 2
UNIT PRICE TOTAL
00.0
0
39,942.6
2
30,956.00
1,238.24
32,1
iI
i
Ii
1
Standard Warranty u Exlended Warranty ❑
Oehvary;
92 D
Preliminary 508 down w/order TOT 4
Terms: SDq ..n .T 1i
----.Y� Proposal Suomilled B = =EI, I l L �
w/approved credit
Proposal No.: n 1 1 �p
ALL QUOTATIONS SUBMITTED ARE FIRM FOR 30 DAYS c
644
-1
CEDAR RAPIDS PHOTO COPY INC.
110 3rd AVE. SW
CEDAR RAPIDS. IOWA 52404
SALES SERVICE SUPPLIES
Cetab¢a a, 1986
366-7746
rACSIIIILE 319-366-5468
(vc)tLdview
Attn: Don Wetch
i Desk Don:
Thank You boa comidek ng a photo copi¢rt 6Lam Cedart
company hay been to 6laineaa baa tcapie Ce 4 Photo Ca
dinpatehed technicians. Inc.
ye44 to <Rar
P y'
I'
nine py. Cult
6.tLlu trtnined ,cad{o
ShartP 9500/9550 Featites:
j 1) 50 copies et
P minute
3) 50 sheet 6 ttea 7)
etackab£e b - 8)
41
Image eenteAin cn
Zocm g
6
2,000 sheet y Paha 9)
atandartd Pape'. eaaaette-
-1411
Semi-altMat doom$
atandmtd m�tie dccunent 6eedert-
a) M4AEdge toaedge capytng 1�)
6) hc6t
el in 4 eotc441
mattc dlpte�g
I I• Shart p 9500: I�1
8 (9550 only)
Owop LUPI C -S nrarTH
$8995.00 Retalt
1S95.00 20 Bin Soltteit
Automatic
0 Document Feedea
$11010.00
getC
,ADF $7,795.00 Caah Investment
So ptcanat $1000.00
li. S{p 9550r
$10995.00 Reta,u
1595.00 20 Bin Souea
4S0.00 ADF
$130130 p,p0
Ccpiea.. OF $9595.00 Caah
Sc>Ltet CPticnat $1000.00 Investment
Cctcbel 6, 1986
Page 1
Woatdview•
Metea Change Pacgaam: Inctadea the Olt maintenance contnact inclodiny aL1 ecnaunabLe
alppti6 , excLading papert, No hidden ecete! Th -6 doe incLsde a ct2din, att cce, and
taboa at6o.
I
1,000 - 15,000 .015
15,001 - 20,000
30,000 .01 .0144
30,001 - 40,000 .013
40,001 - 50,000 .0126
NO INSTALLATICN CHARGES
NO SET -Up CHARGES
Wauanty: 90 days ca 20,000 Caples wQcheven. ccme6 6iast,
MONEY BACK GUARANTEE:
We at Cedaa Raptda Photo Copy, Inc. Gaanantee am ¢
P"604m aati66acto4y when instatted and gwipment to pecigeation
16 we cannot mai lead to the mans6actit¢a'a apeci6ic� tion6,
main the ¢q:,ipment a6 paevicsaty stated, w`¢ Witt aepain, aeptace ca
ae6lnd (on a pacaated ba6Z6) Yom money back 6ca the penicd o6 one Ueaa 6aom the
i-nstattation date 06 6aid equpment.
Don, pteaae ncti6y me 16 you have any additicnat question .
Sinceaety,
Janet Shephead
-L•F�.L.�,�1 t
r
Sat¢6 Repaesentative
Cedaa Rapids Photo Ccpy, Inc.
366-7146
35 v' ICK I
i
kip Icy
JS:da6 ?o ()e
Mos
Z(.4e, C l+ Ici d oco�
Ti((.i Cost • N -Q
Or
`.:;,•'q ':fir <%. r;,;
W,
I
I; Mr. Dodge Fielding
President
WORLDVIEW, INC.
150 E. Court Street
Iowa City, IA 52240
1 1
Dear Dodge: II i
i
This is to confirm the financial backing of WORLDVIEW through
the share I control of Dow's Charitable Trust funding the University of i
Iowa Foundation. '
I will designate my share to be used by the University of Iowa 'I
specifically for the provision of goods and services to WORLDVIEW.
Funding of the University of Iowa Foundation takes place twice a year --
usually in February and September. It is my intention to direct my
share to be used to benefit WORLDVIEW until the amount we discussed is
j appropriated.
i
It is my understanding that the Iowa Product Development Com-
mission has committed $150,000 in capital to WORLDVIEW, contingent on '.
securing an additional $200,000 in commitment. Coupled with InvestAmerica's i
projected participation, the offer I am making in this letter will meet
that requirement.
I would welcome a call from Mr. Glenn Burmeister if he wishes
to confirm this arrangement.
i
Please know that both personally and professionally I have great j
confidence in your project.
With best wishes,
Sincerely,
'Duane Arnold
DA:mh
cc: Mr. Glenn Burmeister
I
ARS
CEBA
PROJECT DESCRIPTION
ityy 1: Purchase of Capital
tt73 SySt€r�5;-P�M-d0p,ers;
tem, Furniture).
Activity 2: Start-up production
(Tr•anTa ,onTh ring, a�marketing
activities.
4ctivit�3�_�
J
D 1
it
rt
AActivity 4_—
3
3
rt Activlt�_
r)
CityOf
Name of Recipient Worldvi Iowa City
orlew Inc.
Program Year: 1987
IOWA CE13A RECIPIENT BUDGET SUMMARY
PERFORMANCE
TARGET
ATTACNNENT C i
To be filled in by DED:
Original
Amendment #
i
HIVIUUNT BUDGETED j
b CEBA RECIP. USINESS 0
FUNDS FUNDS FUNDS OTHER TOTAL
%��� i
Retention of
nt 5 current
tion jobs and creation of 3
new permanent jobs by $100,000
end of project. $100,000 I
j
Creation of 30 new
permanent jobs by end I
Of project. $23,000 $275,000 $298,000
tall Amount of All Funds B
ROJECT ACTIVITY: .
Loan to Woridview, Inc.
j lilestones:
Purchase of Capital Equipment.
Start-up praduction.M.
Establish Telemarketing
Hire !H) Tra' !m)
Expand (E) activities
' Hire (H), Train (T).
Loan to Woridview, Inc.
I• Purchase of Capital Equipment.
t'Start-UP Production (P).
3 Establish Telemarketing
IHire (H), Train (T).
4 Expand (E) activities
Hire (H), Train (T).
S.
6.
7.
i
I
i
Attachment D
City of Iowa City
Name of Recipient Worldview, Inc.
IOWA CEBA RECIPIENT PROGRAM SCIIEDULE
1987
Ist QTR. 2nd QTR. I 3rd QTR. 4th QTR.
���oeeeeee
eeeeeeeseeee
�I�l�le��leee®
esseeeeee�ee
sth QTR. 6th QTR
MM
1989
FA
al
eeeeee
eeeeee
��eeee
eeeeee
eeeeee
eeeeee
leeeee
FA
al
V
RESOLUTION NO. 87-29
RESOLUTION APPROVING LOAN AGREEMENT BETWEEN THE CITY AND WORLDVIEW,
INC., FOR $100,000 OF COMMUNITY ECONOMIC BETTERMENT FUNDS TO ASSIST
IN PURCHASE OF CAPITAL EQUIPMENT
i WHEREAS, Worldview is a local business which has developed a product but
needs Community Economic Betterment funds to begin its production stage; and
WHEREAS, the Iowa Department of Economic Development has agreed to loan
$100,000 of Community Economic Betterment Account (CERA) Funds to the City;
and
WHEREAS, the City will, in turn, loan those funds to Worldview to assist it
in acquiring capital equipment; and
WHEREAS, it is expected that the Worldview's production operations will
create 30 new jobs during the next few years.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF IOWA CITY, IOWA, THAT:
i
1. The Loan Agreement and Promissory Note between the City and Worldview,
copies of such are attached hereto, be and hereby are approved in form
and substance.
I
2. The Mayor is authorized and directed to sign, and the City Clerk to
attest, the Loan Agreement, and, when properly completed, the Security
Agreement attached thereto.
It was moved by Dickson and seconded by McDonald
the Resolution be a opte , and upon ro call there were:
AYES: NAYS: ABSENT:
X Ambrisco
X Baker
Courtney
Dickson
X McDonald
X Strait
Zuber
Passed and approved this 24thh day of February 1987.
/ / y AL7a'
\\\
MAYO
ATTEST: Z!]e,;e J
CIT CLERK
Recci:ro c". Approved
2 n
a1
-I
PRECEDING
DOCUMENT
V
i
RESOLUTION NO. 87-29
RESOLUTION APPROVING LOAN AGREEMENT BETWEEN CITY AND WORLDVIEW,
INC., FOR $100,000 OF COMMUNITY ECONOMIC BETTERMENT FUNDS TO ASSIST
IN PURCHASE OF CAPITAL EQUIPMENT
WHEREAS,
Comn nity Economic Betterment funds to�beginasits production stage; andt
needsis a local
WHEREAS, the Iowa Department of Economic Development has agreed to loan
$100,000 of Community Economic Betterment Account
and (CEBA) Funds to the City;
WHEREAS, the City will, in turn, loan those funds to Worldview to assist it
in acquiring capital equipment; and
WHEREAS, it is expected that the Worldview's production operations will
create 30 new jobs during the next few years.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF IOWA CITY, IOWA, THAT:
1. The Loan Agreement and Promissory Note between the City and Worldview,
copies of such are attached hereto, be and hereby are approved in form
and substance.
2. The Mayor is authorized and directed to sign, and the City Clerk to
attest, the Loan Agreement, and, when properly completed, the Security
Agreement attached thereto.
It was moved by Dickson and seconded b
the Resolution be adopte , an upon ro call there were: McDonald
AYES: ' NAYS: ABSENT:
j X Ambrisco
X Baker
X Courtney
X Dickson
X McDonald
X Strait
Zuber
Passed and approved this 24th day of Pebruary
� � 1987.
MAYOAr'L
,
ATTEST:,,
CIIT CLERK
Reccf:QU %Ppravad
•taPrrh7lerd
2 /7
-I
LOAN AGREEMENT
ARTICLE 1.0 — GENERAL
1.1 Identification of Parties, This Agreement is entered into by and be -
ween e i y o owa i y,
or the Iowa (hereafter referred to as the "Lender"
"City"), and the WORLDVIEW, INC. (hereafter referred to as the
"Borrower" or "WORLDVIEW").
1.2 Statement of Purpose.
WHEREAS, the City of Iowa City has been awarded a $100,000 loan from the
Community Economic Betterment Account from the Iowa Department of Eco-
nomic Development (herein referred to as "IDED"); and
WHEREAS, the City Council has approved and authorized execution of a
CEBA Loan Agreement with IDED (hereinafter referred to as the "CERA Loan
Agreement"); and
WHEREAS, the Borrower has made application to the City for a loan in an
equal amount (herein referred to as the "CEBA Loan"); and
WHEREAS, the Borrower has qualified and been approved for such a loan
and has agreed to the conditions of the receipt of such a loan; and
WHEREAS, the City has agreed to loan the amount of One Hundred Thousand
Dollars (;100,000) to the Borrower to assist in the purchase of capital
equipment vital to the expansion of WORLDVIEW;
NOW THEREFORE, the parties hereto, in consideration of the premises
agree as described herein. , do
1.3 TheLoan. The Lender agrees, upon the terms and conditions hereinafter
set orth, to make a loan to the Borrower in the amount of $100,000 in
order to assist in the financing of the project described in Article 2.2
Of this Agreement. The obligation of the Borrower to repay the loan
shall be evidenced by the Promissory Note of the Borrower to the Lender
in the amount of $100,000 in the form attached hereto as Attachment "A."
In the event the Borrower fails to spend the full face amount of the
CEBA loan as set out herein, then the amount of the loan shall be re-
duced accordingly.
1.4 Time of Performance, The Project described in Article 2,2 is to com-
mence as of the 1st day of February, 1987, and shall be undertaken in
such sequence as to assure its expeditious completion. All of the
project activities required hereunder shall be completed on or before
January 31, 1989,
1.5 Reports and Products. The Borrower shall submit the following reports:
Reaort Due Date
Expenditure Report Monthly
Quarterly Financial and 10th of the month following the end
Progress Report of each quarter
E
2
Annual Financial Statement Within 3-1/2 months of end of WORLD-
VIEW's fiscal year
Final Progress Report Within 25 days of project completion
Audit Report Within 25 days of audit completion
1.6 Performance of Condi
totions Precedent. The Borrower certifies that it has
s is ie a n i ions an requirements precedent to the award of the
Agreement.
1.7 Assurances. The assurances appearing in the Lender's application to the
State of Iowa for the loan are incorporated herein and made a part of
this Agreement.
ARTICLE 2.0 - BORROWER'S PROJECT
2.1 Statement of Work and Services. The Borrower shall in a satisfactory
and proper manner, as determined by the Lender, complete the Project as
written and described in the Community Economic Betterment Account
Borrower'Application Package
In
sworkacti ities and servicethe sA hall conform tto the aapprovved
Program Budget form attached to the CEBA Loan Agreement, and the ap-
proved Project Schedule attached to that Agreement. Each of those
documents is incorporated herein by reference.
2.2 Project Description. As described in Lender's approved CEBA Application
Package to t e State of Iowa, the funds will be loaned to WORLDVIEW,
INC. to purchase capital equipment as listed in Paragraph 6.1 of this
Agreement for use in expanding WORLDVIEW's activities. WORLDVIEW will
produce and package programming, market this programming and administer
inquiries and sales.
2.3 Conve ante or Disposition of Project. The Borrower shall not sell,
transfer, convey, ease or Otherwise dispose of the Project or of any of
the equipment purchased wholly or partly with funds obtained hereunder,
without the consent of the Lender until the date on which the loan has
been fully repaid.
2.4 Project Budget and Activities.
Lender Borrower Other Total
Purchase capital
equipment $100,000
Start-up, production
and marketing
activities $23,000 $275,000 $398,000
Totals $100,000 $23,000 $275,000 $398,000
AFL
3
2,5 Cost Sufficient
implied roceedse dethealoan kes o warranty
rrabe sufficient to a
costs which will be incurred in connection with the equipment
The Lender is under no Pay all the
obligation to advance funds in addition to the
amount specified in Article 2,4,
ARTICLE 3.0 - BORROWER'S CONTRIBUTION TO THE PROJECT
3,1 Borrower's Contribution E uit . The Borrower and/or an officer of
orrower as agree an is erefore required to contribute funds to the
showcin Article 2. of thisAgreement.u ment. Such contribution shall be as
nmade
bfore any funds are advanced pursuant to this Agreement.
3.2 Source of Borrower's Contribution, The source of the Borrower's contri-
bution to the Project shall be:
Personal savings of Dodge Fielding $ 23,000
ARTICLE 4.0 - OTHER CONTRIBUTIONS TO THE PROJECT
4.1 Contributions Other Than from Borrower or Lender. 1n order to
completely finance the Borrower's Project, Borrower covenants that ar-
rangements have been made and letters of commitment are available to
secure additional funds which shall be applied to the Project described
in Articles 2.1 and 2.2 of this Agreement.
4.2 Sources of Other Contributi
Pro3ons. Other contributions to Borrower's
ect are as shown below, Documents supporting the commitment of those
other contributions and describing the terms and conditions of those
contributions are attached to Borrower's CEBA Application Package.
Other Contributions
Source
Amount
Iowa Product Development Corp.
Iowa Venture Capital Fund E 75,000
Local Line of Credit 150,000
50,000
ARTICLE 5,0 - TERNS OF THE LOAN.
5.1 Maximum Amount of Loan: It is expressly understood and agreed that the
maximum amount to be loaned to the Borrower by the Lender shall be
;100,000,
5,2 Loan Rate. The Lender and Borrower agree that all funds loaned to
orr�r shall bear interest at the rate or rates set forth in the
Promissory Note, Attachment "A,"
5,3 Loan Term. The Lender and Borrower agree that the term of the loan
s a e five (5) years from the date of the first disbursement here-
under.
5.4 _!repayment of Loan. The outstanding principle of the loan may be pre-
paid by the Borrower at any time without penalty,
tm
ARTICLE 6.0 - SECURITY FOR THE LOAN
6.1 The obligation of the Borrower to pay the principal of and interest on
the CEBA Loan and to perform its other obligations as described in this
Loan Agreement will be secured by a Security Agreement, in the form
attached hereto as Attachment B, and Financing Statements (UCC -1) in
the form approved by the Iowa Secretary of State, both with blanks
appropriately completed, providing a first lien in favor of lender on
the following: Altos Computer system, Videocassette Editing System,
Video Viewing Station, and such other equipment as may be included in
the Project by IDED.
ARTICLE 7.0 - CONDITIONS OF PAYMENT OF LOAN FUNDS TO RECIPIENT.
7.1 Requisition for Payment.
7.1.1 Pa ments to the Borrower. All advances to the Borrower shall be
sub,7ect to the receipt y the Lender of requisitions for payment
as the items included in the Project are acquired. Each requisi-
tion shall be made according to
Lender, the format specified by the
7.1.2 Supporting Evidence to AccOmpan Requisition. The Borrower shall
submit to the Lender such supporting evidence as may be reasona-
bly required by the Lender to substantiate all advances which are
requested and to substantiate all payments then made with respect
i to the Project. In addition, and if applicable, the Lender may
require the Borrower to secure and provide evidence of lien
waivers from any contractor or subcontractor for all work done
and for all materials furnished by them for the Project.
7.2 Time of Requisitions. Borrower shall request loan funds only as needed
and shall never have more than $500.00 in loan funds on hand for a
period longer than 30 days.
7.3 Use of Loan Proceeds. Proceeds of the loan are to be disbursed only for
uses and purposes described in Articles 2.1 and 2.2. Borrower under-
stands and agrees that loan proceeds shall not be spent on any other
purpose or project than that described in Article 2.2.
7.4 Investment of Loan Proceeds. Temporarily idle loan funds held by the
Borrower may be investe y the Borrower, provided that such investments
shall be in accord with state law, shall be controlled by the Borrower,
and that the interest accruing from such investments shall be credited
to and expended on the Project prior to the expenditure of other loan
funds. In the event that loan funds remain after project completion,
and after all charges, including audit costs or estimated audit costs,
to the Project have been paid or obligated, such funds shall be returned
to the Lender within thirty days. Any loan funds plus any interest
accrued on loan funds, that are not expended in a timely fashion, shall
be returned to the Lender upon request.
erves
7.5 Suspension of Payments. Thents ntorthe sBorrower heifrigttist determined
withhold, or delay loan payor
or if the Borrower is determined to be not in compliance
with any provision of this Agreement.
e orrower prior o e completion and execution of
7,6 Promissor Note and Lien Documents r wired. The Lender shall no pro -
ye a oan un s ° Security Agreement, and Financing Statement, de -
the promissory note,
scribed in Article 6.1.
7,7 Evidence of Authorization. Prior to any drawdown of the CERA loan
orrower s a provide to Lender copies, certified by its corpo
un s, aof a resolution of its Board of Directors authorizing
rate transactsecretary,
this transaction and execution of
theinstrumentsrelating thereto y
the person or persons signing on
ARTICLE 6.0 - LOAN REPAYMENT
B.1 Repayment Schedule. Repayment of the loan shall be made by thA.
e Borrower
to the Lender as specified in the Promissory Note, Attachment
j
8.2 Default. If any of the following events ("Event of Default") shall
occur and be continuing, the Lender may declare the Borrower to be in I
if
default:
8.2.1 Any representation or warranty made by the Borrower under or in
connection with this Agreement shall prove to have been incorrect
in any material respect when made; or
8.2.2 The Borrower shall fail to perform or observe any other term or
condition contained in this Agreement and any such failure shall
or thirty (30) days after written notice
remain unremedied f
iven to the Borrower by the Lender;
thereof shall have been glien
8.2.3 Execution shall have been levied 9aagainstinst o Borrowerrrower shallhave
creditor's suit to enforce a judgmentconsecutive calendar f
been brought and, in either case, shall continue c tayed and in
effect for a period of more than thirty (30) ct
days; or
ment purchased wholly or in part with funds obtained
B.2.4 The Borrower shall sell, transfer, lease or convey the Project,
or any e exce t as herein provided, without the prior written
hereunder,, P
consent of the Lender.
B,3 Actions U on a Declaration of Default. Upon declaration of default by
e en er a en er may:
notice to the Borrower, declare the CEBA Loan to be forthwith
8.3.1 due and payable, without presentment, demand, protest, or further
notice of any kind, all of which are hereby expressly waived by
the Borrower;
130
8.3.2 Take whatever action at law or in equity as may appear necessary
or desirable to collect the payments and other amounts then due
and thereafter to become due or to enforce performance and obser-
vance of any obligation, agreement or covenant of the Borrower
under this Agreement. No remedy herein conferred upon or reserved
to the Lender is intended to be exclusive of any other remedy or
remedies, and each and every such remedy shall be cumulative, and
shall be in addition to every other remedy given hereunder or now
or hereafter existing at law or in equity or by statute.
ARTICLE 9.0 - ADMINISTRATIVE REQUIREMENTS.
9.1 Administration. The Agreement shall be administered in accordance with
520 - Chapter 8, Iowa Administrative Code and all applicable state and
federal laws and regulations.
9.2 Administrative Costs. The Borrower agrees that no loan proceeds shall
e used or administrative expenses.
9.3 Accounts and Records. The Borrower shall maintain books, records,
documents, and other evidence pertaining to all costs and expenses
incurred and revenues acquired under this Agreement to the extent and in
such detail as will properly reflect all costs, direct and indirect, of
labor, materials, equipment, supplies, services and other costs and
expenses of whatever nature, for which payment is claimed under this
Agreement.
9.4 Ins ection of Records. Any time during normal business hours and as
requen y as is eemed necessary, the Borrower shall make available to
the City, the Iowa Department of Economic Development, and the State
Auditor, for their examination, all of its records pertaining to all
matters covered by this Agreement and permit these agencies to audit,
examine, make excerpts or transcripts from such records, contracts,
invoices, payrolls, personnel records, conditions of employment, and all
matters covered by this Agreement.
9.5 Monitoring by Lender. The Lender reserves the right to make scheduled
an unsc e u ea
visits to the Borrower in order to monitor Project
performance and compliance with this Agreement.
9.6 Reports Required. The Borrower is required to submit to the Lender
reports specified in Article 1.5 and such other reports or documents as
may be reasonably required by the Lender in the administration of its
agreement under the Community Economic Betterment Account.
ARTICLE 10.0 - BORROWER'S REPRESENTATIONS AND WARRANTIES Borrower represents
an warrants t at:
10.1 This Agreement is, and the Promissory Note, the Security Agreement,
Financing Statement and other documents and agreements required by the
Agreement, when delivered hereunder or pursuant thereto will be, legal,
valid and binding obligations of the Borrower enforceable against the
Borrower in accordance with their respective terms.
490
10.2 Neither the execution, delivery nor performance of this Loan Agreement,
the Promissory Note, the Security Agreement or the Financing Statement,
the consummation of the transactions contemplated hereby, nor the ful-
fillment of or compliance with the terms and conditions of this Loan
Agreement conflicts with or results in a breach of any of the terms,
conditions or provisions of any restriction in any organizational docu-
ment or any agreement or instrument to which the Borrower is now a party
or by which the Borrower is bound, or constitutes a default under any of
the foregoing, or results in the creation or imposition of any lien,
charge or encumbrance whatsoever upon any of the property or assets of
the Borrower under the terms of any instrument or agreement, other than
as provided in this Loan Agreement.
10.3 There is no litigation or proceeding pending, or to the knowledge of the
Borrower, threatened against the Borrower affecting in any manner what-
soever the right of the Borrower to execute this Agreement or the other
agreements required to be executed by the Borrower under this Agreement,
or the ability of the Borrower to make the payments required hereunder
or to otherwise comply with the Borrower's obligations contained herein
or therein.
10.4 The transaction contemplated by this Agreement is a business loan, and
none of the proceeds shall be used for personal, family, household or
agricultural purposes.
ARTICLE 11.0 - OTHER CONDITIONS
11.1 The Borrower will comply in all material respects with all applicable
laws, rules, ordinances, regulations and orders, such compliance to
include, without limitation, paying before the same become delinquent
all taxes, assessments and governmental charges imposed upon the Bor-
rower or upon the Borrower's property, except to the extent contested in
good faith.
11.2 The Borrower agrees that the Lender shall have no responsibility nor
incur any expense for maintenance or preservation of the Project, or for
the payment of any taxes, assessments or other governmental charges
assessed or levied with respect to the Project.
ARTICLE 12.0 - MISCELLANEOUS.
12.1 Agreement Coverage.
12.1.1 This instrument, and any referenced attachments hereto or docu-
ments referred to herein, contain the entire agreement between
the parties and any statements, inducements or promises not
contained herein shall not be binding upon said parties.
12.1.2 If any of the provisions herein shall be in conflict with the
laws of the State of Iowa, or shall be declared to be invalid by
any court of record of this state, such invalidity shall be
construed to affect only such portions as are declared invalid
or in conflict with the law and such remaining portion or por-
tions of the agreement shall remain in effect and shall be
construed as if such invalid or conflicting portion of such
agreement were not contained herein.
)Pmp
12.2 Term of the A reement
12
12.4
12
from the date hereof and hshallrcontinue eement hainl effect be in sollong aforce s andeffectffect
Loan is outstanding and unpaid, g CEBA
.3 Maintenance of the Project and Insurance. The Borrower covenants that,
so au as a kept
Is ou s an Ing an unpaid, the Borrower shall keep,
or cause to be kept, the Project in
same
a etmar be, or may be hereafter placed upon cood anpletion, ordir and inaryweas
arupon the Project. epIndadditishall
n althe not
Borr Borror ower shall shall�beltequ�reor d toakeep
in force againsttotherefore to be prepaid without notice or
demand
and contingencies as the Lender may required on other
Projects inaanaamount
not less than the full insurable value of the Project,
or not less than
the unpaid balance of principal on the loan with such insurance payable
to the Borrower and the Lender as their interests may appear, The
Borrower may be required to deposit such policies with proper riders
with the Lender,
Amendment of this A reement. The Lender or the Borrower may, during the
ury Ion o Is greemen , deem it necessary to make alterations to the
provisions of this Agreement. Any changes to this Agreement which are
approved by the Lender shall be incorporated into this Agreement. The
provisions of the amendment shall be in effect as of the date of the
amendment unless otherwise specified within the amendment. A waver of
any condition of this Agreement must be in writing signed by ia dul
authorized official of the Lender.
Y
Indemnity Fees and Expenses.
12.5.1
12.5.2
12.5.3
The Borrower will indemnify and save harmless the Lender and its
officers and employees from and against any and all losses, by
Out It or them while it or they are acting in good faith to carry
guard
hitsroratheirsinterestsaorascertain, dascAgreement
determine or carry
out its or their obligations under this Agreement or any law or
contract applicable to said transaction.
The Borrower
will uon demand
r the amout of
and any and all reasonable expenses, incl dringto teLtheende reasonablen
nfees
expenses
Lender their
incur sel and Of in co nectionywith erts and
exercise for
enforcement of any of the rights of the Lender hereunder, the
failure by the Borrower to perform or observe any er, the provi-
sions,th
meritand hereof,
the thercreasonable exllection of pensestofdue under the Lender trelatedeto
the Project or this financing (including reasonable attorneys'
fees) which are not otherwise expressly required to be paid by
the Borrower under the terms of this Agreement.
The Borrower agrees to pay all appraisal fees, survey fees,
filing fees, recording fees, license and permit fees and insur-
ance premiums related to Borrower's Project and the loan being
made hereunder,
dR009
Wi
It is the intention of the parties that the Lender shall not
incur pecuniary liability by reason of the terms of this Agree-
ment and the Borrower shall indemnify and hold harmless the
Lender (including any person at any time serving as an officer
or employee of the Lender) against all claims by or on behalf of
any person, firm or corporation, arising out of the same, and
all costs and expenses incurred in connection with any such
claim or in connection with any action or proceeding brought
thereon.
The obligation of the parties under this Section shall survive
the termination of this Agreement.
12.6 Successors and Assi ns: Governin Law. This Agreement shall be binding
upon an inure o e ene i o e Borrower and the Lender and their
respective successors and assigns, except that the Borrower shall not
have the right to assign its rights hereunder or any interest herein
without
reeent shall
begoverned by,oand construed sintaccordance of the nwith. the h�laws ofmthe State
of Iowa.
12.7 Obli ations of the Borrower Hereunder Unconditional. The obligations of
e orrower o make e paymen s requir in ttachment A and other
articles hereof and to perform and observe the other agreements con-
tained herein shall be absolute and unconditional and shall not be
subject to any defense or any right of set-off, counterclaim or recoup-
ment arising out of any breach by the Lender of any obligation to the
Borrower, whether hereunder or otherwise, or out of any indebtedness or
liability at any time owing to the Borrower by the Lender and until such
time as the principal of the CEBA Loan shall have been fully paid or
provision for the payment thereof shall have been made in accordance
with this Agreement, the Borrower (i) will not suspend or discontinue
sremlded for in Attachment Aerperforin alother agreements contained in this Agreement,and(II
except as provided in Article 12.10.3 hereof, will not terminate the
term of this Agreement for any cause, it being the intention of the
parties that the payments required hereunder will be paid in full when
due without delay or diminution whatsoever.
12.8 Waivers. No waiver by the Lender of any default hereunder shall operate
Ts a waiver of any other default or of the same default on a future
occasion. No delay on the part of the Lender in exercising any right or
remedy hereunder shall operate as a waiver thereof. No single or par-
tial exercise of any right or remedy by the Lender shall preclude future
exercise thereof or the exercise of any other right or remedy.
12.9 Additional Provisions. The following items or requirements are also
agre p:
The Borrower represents that it will take all actions necessary and
required to secure the accomplishment of the following benefits to
the community:
To create 30 permanent jobs in Iowa City, State of Iowa in addition
to the current employee total.
Arg
r"y
10
12.10 Suspension and Termination of this A reement.
12.10.1 Suspension - If the Borrower fails to comply with the condi-
tions of this Agreement, the Lender may, after notice to the
Borrower, suspend the Agreement and withhold further payments
or prohibit the Borrower from incurring additional obligations
of funds on the Project, pending corrective action by the
Borrower or a decision to terminate in accordance with provi-
sions 12.10.2 and 12.10.3 hereof. The Lender may determine to
allow such necessary and proper costs which the Borrower could
not reasonably avoid during the period of suspension.
12.10.2 Termination for cause - The Lender may terminate this Agree-
ment in woe, or to part, at any time before the date of
completion, whenever it is determined that the Borrower has
failed to comply with the conditions of the Agreement. The
Lender shall promptly notify the Borrower in writing of the
determination and the reasons for the termination, together
with the effective date. Payments made to Borrower or re-
coveries by the Lender if this Agreement is terminated for
cause shall be in accord with the legal rights and liabilities
of the parties. Payments and recoveries may include, but are
not limited to, costs determined to be in compliance with
this Agreement up to the date of termination, based on ac-
cepted audits. The Borrower shall return to the Lender all
unspent funds within one week of notice of termination. Fur-
ther, any costs previously paid by the Lender which are subse-
quently determined to be unallowable through audit shall be
returned to the Lender within thirty (30) days of such deter-
mination.
12.10.3 Termination for convenience - The Lender or Borrower shall
ermina e e greemen to whole, or in part, if both parties
agree that the continuation of the Project would not produce
beneficial results commensurate with the future expenditure of
funds. The two parties shall agree upon the termination
conditions, including the effective date and, in the case of
partial terminations, the portion to be terminated. The Bor-
rower shall not incur new obligations for the terminated
portion after the effective date, and shall cancel as many
outstanding obligations as possible. The Lender shall allow
full credit to the Borrower for the Lender share of the non -
cancellable obligations, properly incurred by the Borrower
prior to termination.
12.11 Liti ation. The Borrower agrees to pay the cost of any litigation
arising rom failure of the Borrower to comply with the terms and
conditions of this Agreement or resulting from the negligence or incom-
petence of the Borrower. In carrying out the provisions of this
Agreement or in exercising any power or authority granted to the Bor-
rower thereby, there shall be no liability, personal or otherwise, upon
the Lender, it being understood that in such matters the Lender acts
for the State. Furthermore, the Borrower shall indemnify and save
harmless the Lender and the State from suits, actions or claims of any
RX
11
es
character brought roresulti g from yoperationsinjuries oof dthegBorrowervor
by any person or property
any persons working under it, tarrying out the terms of this Agree-
ment.
nt
f any
12.12 the lutiowerfandsthe Lender relating toe theotechnicalscompetencebofwthe
performed and its conformity to the require -
work and services being p
i ments of this Agreement, the decisions of the Lender shall prevail.
I INN
WITNESS
Eof THEREOF, the
parties hereto have executed this Agreement as of the
ist
7.
Lender: CITY OF IOWA CITY, IOWA
Borrower: WORLDVIEW, INC.
X -41
k
By. Dodge Fie n , President iam J. risco, Mayor '
Attest:
By'a retary
orporate.
Attest: J i y er
marTan r,. Carr,
Rccehmd 9 Ap{ m;Q
By Th: 1a:rl D1pafterd
an
—f
.4
4
ARTICLE 6.0 - SECURITY FOR THE LOAN
6.1 The obligation of the Borrower to pay the principal of and interest on
the CEBA Loan and to perform its other obligations as described in this
L reement will be secured by a Security Agreement, in the form
at ached hereto as Attachment "B," and Financing Statements (UCC -1) in
the form approved by the Iowa Secretary of State both with blanks
appro iately completed, providing a first lien in favor of lender on
the fo owing: Altos Computer system, Videocas tte Editing System,
Video Vie ing Station, and a second lien on a Xe r x copier.
ARTICLE 7.0 - CON TIONS OF PAYMENT OF LOAN FUNDS RECIPIENT.
7.1 Requisition for Pa ment.
7.1.1 Pa ments to the Borrower/roject
es to the Borrower shall be
su 3ec o receipt of requisitions for payment
as the items t cluded in re acquired. Each requisi-
tion shall be ode acte format specified by the
Lender.
7.1.2 Su ort in Evidence o Accom an Re uisition. The Borrower shall
su mt to t e en er suci suppor ing evidence as may be reasona-
bly required by the a der to substantiate all advances which are
requested and to bsta tiate all payments then made with respect
to the Project. In adds ion, and if applicable, the Lender may
require the B rower to secure and provide evidence of lien
waivers from ny contract or subcontractor for all work done
and for all aterials furni ed by them for the Project.
7.2 Time of Re uisit ons. Borrower shal request loan funds only as needed
an shall neve ave more than $500.0 in loan funds on hand for a
period longer ban 30 days.
7.3 Use of Loan Proceeds. Proceeds of the to are to be disbursed only for
uses and urposes described in Articles 1 and 2.2. Borrower under-
stands a agrees that loan proceeds shal not be spent on any other
purpose r project than that described in Art c1e 2.2.
7.4 Inves ent of Loan Proceeds. Temporarily idle loan funds held by the
Borr ger may be invested by the Borrower, provide that such investments
sha 1 be in accord with state law, shall be contr lied by the Borrower,
an that the interest accruing from such investmen s shall be credited
/and
and expended on the Project prior to the expend ure of other loan
nds. In the event that loan funds remain after p ojectcompletion,
after all charges, including audit costs or estima ed auditcosts, the Project have been paid or obligated, such funds s 11 be returned
to the Lender within thirty days. Any loan funds plu any interest
accrued on loan funds, that are not expended in a timely shion, shall
be returned to the Lender upon request.
A814
5
7.5 Suspension of Pa ments. The Lender reserves the right to suspend,
withhold, or delay loan payments to the Borrower if it is determined
t t the Borrower's Project has been changed, interrupted, or signifi-
can delayed, or if the Borrower is determin/(eSecurity
d tin c pliance
with y provision of this Agreement.
7.6 Promisso Note and Lien Documents Re !fired. hall not pro -
vi a oan un s o e Burrower prior o e cexecution of
the promiss y note, Attachment A to this Agreecurity Agree-
ment, Attach ent E to this Agreement, and ng Statement,
Attachment E1 o this Agreement.
7.7 Evidence of Aut orization. Prior to any drhe CEBA loan
funds, Borrower s all provide to Lender copi , certified by its corpo-
rate secretary, o a resolution of its Bo d of Directors authorizing
this transaction an execution of the in ruments relating thereto by
the person or persons signing on its beha f.
I ARTiCI F R _ nt _ 1 nam ncnw�.
8.1 Repament SchedulAwh
ay ent oft loan shall be made by the Borrower
to the en er as ed the anissory Note, Attachment A.
8.2 Default. If anyhe fol o ing events ("Event of Default") shall
occur and be cont, the der may declare the Borrower to be in
default:
8.2.1 Any represen o warra ty made by the Borrower under or in
connection hi Agreemen shall prove to have been incorrect
in any matepect when m e; or8.2.2 The Borrowe1 fail to perfo or observe any other term or
condition ced in this Agree ent and any such failure shall
remain unrefor thirty (30 days after written notice
thereof shal been given to the Borrower by the Lender; or
8.2.3 Execution hall have been levied ag\Or
rower or any lien
creditor' suit to enforce a judgmentorrower shall have
I been bro ght and, in either case, shaue unstayed and in
effect or a period of more than thirnsecutive calendar
r
8.2.4 rower shall sell, transfer, lonvey the Project,
he/underor ,�iexceptment pasc herein hprovided or i he fpriorobtained
written
of the Lender.
8.3 Actions Declaration of Default. Uponion of default by
e Le er, le en er may:
8.3.y
By notice to the Borrower, declare the CEBA Loan to be forthwith
due and payable, without presentment, demand, protest, or further
notice of any kind, all of which are hereby expressly waived by
the Borrower;
i
sole
Date: February _, 1987
PROMISSORY NOTE
-1
Attachment A
$100,000.00
FOR VALUE RECEIVED, WORLDVIEW, INC. (WORLDVIEW or the Maker) promises to pay to
the order of the City of Iowa City, Iowa, at 410 E. Washington Street, Iowa
City, Iowa 52240, or at such other place as may be designated from time to time
by the holder of this note, the principal
($100,000) and interest thereon, as follows:sum of One Hundred Thousand Dollars
No interest shall accrue until January 1, 1988. Thereafter, interest on the
unpaid principal shall accrue at the rate of nine percent (9%) per annum.
Repayments of principal, plus accrued interest on the outstanding principal
balance, shall be due in accordance with the following schedule:
Due
46
Date
Payment 9
�_
Principal
Amount
Interest
Total Payment
Amount
Amount
December
31,
1987
$
December
December
27,
27,
1988
1989
1
2
21,866.86
$ 91000.00
$ 30,866.86
December
27,
1990
3
23,834.88
25 980.03
7,031.98
30,866.86
December
27,
1991
q
810.00
4,886.84
30,866.87
10,0
23,468.23 7.46
123.64 .467
In the event the Maker fails to requisition and spend the full face amount of
the loan as set out above and as set out in the Loan Agreement, the amount of
each principal and interest payment shall be reduced accordingly.
If default is made in the payment of this note, or if holder believes itself
ithout
notice
insecure,
entire the rihi at
the optionoftheolder of this nbecome
the Makeragreesto pay all costs of collection, including attorney fees. Failure to exercise
this option shall not constitute a waiver of the rightto declare the entire
principal amount of this note due and payable at once any subsequent time.
Maker represents and warrants that the extension of credit evidenced by this
note is for the purposes described in the Loan Agreement and is not for per-
sonal, family, household or agricultural purposes.
This Promissory Note is the note referred to in, and is entitled to the bene-
fits obtween the f, the Loan Agreement dated as of February 1, 1987 (the "Loan Agree-
other)things, contains eProvisionsCit
for a celerati�on of the Loan
maturiityehereofaupon
the happening of certain stated events and upon the terms and conditions
therein specified.
aA9
., r1�s
z
The indebtedness evidenced by this Note may be prepaid, in whole or in
part, at
any time without prepayment premium or penalty,
i
WORLDVIEW, INC.
By ;
° 9e ie in9 rest en
Attest:
ea
COPY
.7006
—" .rW url
SECURITY AGREEMENT - GENERAL FORM w
CONSUMER GOODS. FOUIRYENT, FZnURES. FARM RRODUCYS OR INORY GOODS
"Wag.RY LpYYI.CYt aaaVENT
I Ilcn0h EY Y1pr Y1D IDSIDYNa,
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bY"^r s,PbOPR". 'P'Yr Y.NbM1yrp
Altai Computer System, Including terminals, modems, Output Technologies
700 CPS printer, Quadram Quadlaser 1;
Sony VO -580D 3p" videocassette recorder; ten (10) Panasonic 1/2- VHS
recorders, Panasonic 13" color monitor, two (2) Sharp ph
(Models 9500 and 9550) otocopiers
Xerox 9900 Copier
Y✓W„ I Imrem N✓nr V I[ml«timrrYYPauP
rm01NPNtlMWIA",M✓mrPT MPnbs�ivON"iw,P,Pr,Yln YrublvrneP,n¢.r
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"of
w y.4142TRWIN1.
Yorldview Inc, City of Iowa City
IDrNP
_Bv
Dodge Fielding, President
-_iSO-L-CduLULteet
M...Y torn 410 F YaX7lIDDLp03t[ePt�_.
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Johnson
aa.,l Iowa Johnsan Iowa
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pMwr))PrIM Y.feYwMWr"yglaYw, m.T wYwl, NW Fhns N.lalp). Mrw+w C"er
a[CYIIT Apq IY1M1-0IMtl11l Ip11Y
ATTACHMENT B
0
RESOLUTION N0. 87-30
RESOLUTION AUTHORIZING THE MAYOR TO SIGN A CERTIFIED LOCAL GOV-
ERNMENTGREEMENBETWEEN
THE TION
CITY OF IOWA CITY AND THE STATE
OFFICE OFIC E
WHEREAS, the City of Iowa City has applied to the Office of Historic Pres-
ervation of the State Historical Society of Iowa for certified local
government status; and
WHEREAS, the Office of Historic Preservation has reviewed said application
an
and found that the Ci ySOf tateowa City
U.S. etethe qua oflificthe nInteriorifor
ria set forth by
certified local governments; and
WHEREAS, certified local government status carries with it certain oppor-
tunitiesd obligations
hereto as Exhibit in the Certified Local Government
(CLG) Agreement
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY:
That the Mayor is authorized to sign the attached Certified Local Govern-
ment Agreement on behalf of the City of Iowa City. the
It was moved by Strait and seconded by Dickson —
Resolution be adopted, and upon rol 7call there were:
6 NAYS: ABSENT:
AYES:
Y AMBRISCO
X BAKER
X COURTNEY
l X DICKSON
X MCDONALD
k X STRAIT
X ZUBER
X
Passed and approved this 24th day
Of February 1987.
ATTEST:
i
—C'Ip# CLE
i
Received 9 Afpvk*-%d
By Thv tc.pil Department
.377
Exhibit I
CLG CERTIFICATION NUMBER: 19
CERTIFIED LOCAL GOVERNMENT (CLG) AGREEMENT
This agreement is made and entered into by and between the City of
Iowa City, Iowa, hereinafter referred to as the CLG, and the Office
of Historic Preservation, State Historical Society of Iowa,
hereinafter referred to as the STATE; WITNESSETH THAT:
WHEREAS, the STATE is interested in granting Certified Local
Government status to qualified local governments; and
WHEREAS, the STATE is empowered by federal statute to institute the
Certified Local Government program in Iowa; and
WHEREAS, the CLG has met all qualifications and criteria set forth
by the STATE and the U.S. Department of the Interior, including the
passage of a historic preservation ordinance and the creation of a
historic preservation commission;
NOW, therefore, it is agreed by and between the parties hereto as
follows:
1. That the STATE will consider the CLG eligible for the
STATE's 10% pass-through funds from the Department of the
Interior; and
2. That the STATE will monitor all preservation activities of
the CLGincluding those of its historic preservation
commission; and
3. That the RECIPIENT and the STATE mutually agree to abide
by the general and specific conditions and responsibil-
ities attached hereto as Exhibits A and B and any
additional responsibilities hereto attached as Exhibit C;
and
4. The CLG will faithfully comply with all applicable Federal
and State laws as specified by the STATE; and
5. The CLG will faithfully comply with all applicable
regulations and directives issued by the STATE and the
U.S. Department of the Interior; and
6. The CLG shall hold the STATE and Federal government
harmless from damages in any action arising from the
performance of any work performed under the auspices of
this agreement or any grant.
IN WITNESS WHEREOF, the parties hereto have executed this agreement
on the day and year last specified below.
RECIPIENT
City of Iowa City
William J. Ambrisco, Mayor
Date Fc miry 24. 1987
STATE
State Historical Society of Iowa
David Crosson, Administrator
Date
EXHIBIT A
GENERAL CONDITIONS
ARTICLE I: General Responsibilities of a Certified Local
Government.
A. The CLG will enforce all appropriate state and local ordinances
for designating and protecting historic properties.
B. The CLG will organize and maintain a historic preservation
review commission which must meet at least three times per
year. The commission will be composed of community members
with a demonstrated positive interest in historic preservation,
or closely related fields, to the extent available in the
community, with consideration of at least one representative in
history and one in architecture. If an appropriate discipline
cannot be represented, the CLG shall utilize expertise in this
N area when considering nominations to the National Register of
Historic Places and other actions that will impact properties
which are normally evaluated by a professional in such
discipline. This can be accomplished by consulting with the
Office of Historic Preservation, State Historical Society of
Iowa, another CLG, or hiring a consultant on an as -needed
basis.
C. The CLG will review National Register nominations on any
property that lies in the jurisdiction of the local historic
preservation commission. After allowing for public comment,
the commission and the chief elected local official(s) shall
decide if the property meets the criteria of the National
Register. This recommendation must be submitted to the STATE
within sixty days (or sooner if mutually agreed upon) of the
commission decision. The STATE will not act on any nomination
rejected by the CLG.
D. The CLG shall provide for adequate public participation in the
local historic preservation programs, including the process of
recommending properties for nomination to the National Register
of Historic Places. This will be accomplished in a format
issued by the STATE in its program guidelines.
E. CLG Commission members will participate in STATE -sponsored or
approved historic preservation training activities.
F. The CLG shall submit an annual report of its historic
preservation activities in a format prescribed by the STATE.
G. The CLG shall maintain a system for the survey and inventory of
historic and prehistoric properties in a manner consistent with
and approved by the STATE.
H. The CLG shall not unlawfully discriminate on the basis of sex,
race, color, and/or national origin in any of its activities in
implementing its programs.
AV
ARTICLE Ii: Amendment of Agreement.
The CLG or the STATE may, during the duration of this agreement,
deem it necessary to make alterations to the provisions of this
agreement. Any changes, which shall be mutually agreed upon, shall
be incorporated into this agreement. The provisions of the
amendment shall be in effect as of the date of the amendment unless
otherwise specified within the amendment. A waiver of any
conditions of this agreement must be in writing from a duly
authorized official of the STATE.
ARTICLE III: Patent and Convright.
A. No material or product produced in whole or in part under this
agreement shall be subject to patent or copyright by either
party in the United States or in any other country.
B. The U.S. Department of the Interior reserves a royalty -free
non-exclusive and irrevocable license to reproduce, publish, or
otherwise use, and to authorize others to use, any materials
produced in whole or in part under this agreement for
government purposes.
ARTICLE IV: Accounts and Records.
A. Accounts: The CLG shall maintain books, records, documents,
all aspects of financial management and other evidence
pertaining to all activities under this agreement.
B. Audit and Inspection: At all times during normal business
hours and as frequently as is deemed necessary, the CLG shall
make available to the STATE all of its records pertaining to
all matters covered by this agreement.
C. Retention of Financial Records: All records in the possession
of the CLG pertaining to this agreement shall be retained by
the CLG for a period of three (3) years beginning with the date
upon which this agreement is issued. All records shall be
retained beyond the three (3) year period if audit findings
have not been resolved within that period.
D. The CLG shall provide the STATE copies of all audit reports
issued during the agreement period.
ARTICLE V: Termination of Agreement.
A. Termination for Cause: The STATE or the CLG may terminate this
agreement in whole or in part, at any time, whenever it is
determined that the other party has failed to comply with the
conditions of the agreement. The STATE or the CLG shall
promptly notify the other party in writing of the determination
and the reasons for the termination, together with the
effective date.
A817
B. Termination for Convenience: The STATE and the CLG may
terminate this agreement, in whole or in part, when both
parties agree that the continuation of the agreement would not
produce beneficial results. The two parties shall agree upon
the termination conditions, including the effective date and,
in the case of partial termination, the portion to be
terminated. Termination will be made without prejudice.
C. Rights in Incompleted Products: In the event the agreement is
terminated, all finished or unfinished products prepared by or
for the CLG under this agreement shall, at the option of the
STATE, become its property.
ARTICLE VI: Interest of Officials and Others.
A. STATE: No officer or employee of the STATE shall participate
in any decisions relating to this agreement which affect his
personal interest or the interest of any corporation,
partnership, or association in which he is, directly or
indirectly interested or have any interest, direct or indirect,
in this agreement or the proceeds thereof.
B. CLG: The CLG covenants that it presently has no interest and
shall not acquire any interest, direct or indirect, which would
conflict in any manner or degree with the performance of
services required to be performed under this agreement.
ARTICLE VII: Assignment of Interest.
Neither this agreement or any interest therein nor claim thereunder
shall be assigned or transferred by the CLG to any other party or
parties.
ARTICLE VIII: Agreement Coverage.
This instrument contains the entire agreement between the parties
and any statements, inducements or promises not contained herein
shall not be binding upon said parties. This agreement shall inure
to the benefit of, and be binding upon the successors in office of,
the respective parties.
If any of the provisions herein shall be in conflict with the laws
of the State of Iowa, or shall be declared to be invalid by any
court of record in this State, such invalidity shall be construed to
affect only such portions as are declared invalid or in conflict.
ARTICLE IX: Reports.
The CLG shall submit to the STATE two (2) copies of an annual report
by October 1 of each year as specified.
ARTICLE X: Agreement Duration.
The agreement shall remain in effect until terminated by either or
both parties.
17
-1
EXHIBIT B
SPECIAL CONDITIONS
ARTICLE I: Identification of parties.
This agreement is entered into by and between the Office of Historic
Preservation, State Historical Society of Iowa
the STATE and the City of Iowa Cit hereinafter called
CLG. y, Iowa, hereinafter called the j
` ( ARTICLE II: Desia_ nam of Officials.
i
A. STATE: The Administrator of the State Historical Society of
r Iowa is the State Official authorized to execute any changes in
the terms, conditions, or amounts specified in this agreement.
He may designate a member of his staff to negotiate, on behalf
Of the STATE, any changes to this agreement.
y
B. CL(;: The Mayor of the City of Iowa Cit
a execute any changes in the termsconditions, Iowa is authorized to
specified in this agreement. He'msga or amounts as
staff to negotiate, on behalf of the designate a member of his
agreement. , any changes to this
i
EXHIBIT C
CLG SPECIAL DELEGATED RESPONSIBILITIES
i
The Iowa City Historic Preservation Commission will review all
wialocally-designatedchanges
historicpdistricts. aApproved
thin applications
will be issued a Certificate of Appropriateness by the Commission.
The Iowa City Historic Preservation Commission contains professional
members qualified to perform these duties.
C
At 7
RESOLUTION N0. 87_31
RESOLUTION AUTHORIZING THE 14AYOR TO SIGN AND THE CITY CLERK TO ATTEST
AN AGREEMENT WITH NEWTON ROAD INVESTORS AND NEWTON ROAD CONDOMINIUMS
HOMEOWNERS ASSOCIATION AUTHORIZING THE PLACEMENT OF A RETAINING WALL
ON PUBLIC RIGHT-OF-WAY AT 1050 NEWTON ROAD.
WHEREAS, Newton Road Investors, an Iowa General Partnership, and Newton Road
Condominiums Homeowners Association own property located at 1050 Newton Road,
Iowa City, Johnson County, Iowa; and
WHEREAS, a retaining wall from the building is located on public right-of-way
which may belong to the City; and
WHEREAS, the owners wish to leave the retaining wall in place; and
i'
WHEREAS, the City is willing to allow such use of the right-of-way if it is
the protected from liability which might result and if it can order removal of
and retaining wall frau the public right-of-way if needed for any purpose;
tion.
0 WHEREAS, an Agreement containing such conditions is attached to this Resolu-
@
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF IOWA CITY, IOWA, THAT:
I. The Mayor is authorized to sign and the City Clerk to attest the Agree-
ment which is attached hereto.
i
2. Prior to the issuance of a certificate of occupancy for the property at
1050 Newton Road, the owners shall record the Agreement in the Johnson
County Recorder's office, and shall return file -stamped copies of the
Agreement to the city Clerk and City
It was moved by Dickson Building Inspector.
the Resolution be a op an upon ro call second
ed by - Courtney
theAYES: NAYS: ABSENT:
X
— X— Ambrisco
�— Baker
x Courtney
—7— Dickson
x McDonald
Strait
Zuber
Passed and approved this 24th day of Febntan,
�w =040-1—
�.pAr
//.
Receive A APpreVery
Cy
E MT
-I
AGREEMENT
This Agreement is made between Newton Road Condominiums
i
Homeowner Association, an Iowa nonprofit corporation (hereinaf-
ter "Association"), Newton Road Investors, an Iowa General
Partnership (hereinafter "NRI"), and the City of Iowa City,
Iowa, a municipal corporation (hereinafter "City").
WHEREAS, NRI were the owners and developers of a certain
parcel of land located at 1050 Newton Road, Iowa City, Johnson
County, Iowa, and legally described as follows:
Beginning at a i -inch iron pin found at the
Southwesterly Corner of Lot 14, of Suburban
Heights, Iowa City, Iowa, as Recorded in
Plat Book 1, at Page 141, of the Records of
the Johnson County Recorder's Office;
Thence N48047100"W, along the Northeasterly
Right -of -Way Line of Newton Road, 15.00
feet; Thence N25000130"E, 78.34 feet, to a
Point on the Northwesterly Line of said Lot
14; Thence N15006127"E, along said North-
westerly Line of said Lot 14, 1.45 feet;
Thence S81043'51"E, 59.56 feet, to a 5/8 -
inch iron pin found; Thence S17°37155"W,
118.85 feet, to a }-inch iron pin found at
the Southeasterly Corner of said Lot 14, of
Suburban Heights; Thence N48047100"W, along
the Southerly Line of said Lot 14, and
along the Northeasterly Right -of -Way Line
of Newton Road, 60.03 feet, to the Point of
Beginning. Said tract of land being sub-
ject to easements and restrictions of re-
cord, and containing 6,353 square feet more
or less;
and
WHEREAS, NRI developed a 12 -unit multi -story condominium
building on the above-described property pursuant to a Declara-
tion of Submission to Horizontal Property Regime pursuant to
-2 -
Chapter 499B of the Code of Iowa for Newton Road Condominiums,
dated the 25th day of April, 1985 and recorded the 23rd day of
July, 1985 in Book 783, page 255, Records of Johnson County,
Iowa; and
jWHEREAS, the Association is the successor in interest to
NRI for the ownership and management of the common elements
associated with the condominium regime; and
WHEREAS, it has recently been discovered that NRI's con-
tractor built a portion of a retaining wall so that it projects
into the Newton Road right-of-way approximately seven feet; and
WHEREAS, City claims to be the owner of the Newton Road
right-of-way and claims the right to require the removal of
said retaining wall, to the extent that it extends into said
right-of-way; and
WHEREAS, all the parties agree that the retaining wall is
beneficial to the property and does not, at this time, inter-
fere with the use of Newton Road as a public right-of-way.
NOW, THEREFORE, IT IS AGREED THAT the Association and NRI
will be allowed to keep the retaining wall in place in consid-
eration of the mutual promises set forth below:
1. The retaining wall may remain in place but no further
encroachment in the right-of-way is authorized by City.
2. The Association and NRI recognize that no property
right is conferred by this grant of permission, that the City
is not empowered to grant a permanent use of its street right-
of-way for private commercial purposes, and that the City may
-3 -
order the retaining wall encroachment removed at any time if
the City Council determines that the property upon which the
encroachment is located is City right-of-way and should be
cleared of obstructions.
3. The Association agrees to maintain the retaining wall
in good repair according to City standards and to remove the
retaining wall within 30 days after being so ordered by the
City if the encroachment is found to be located on City right-
of-way.
4. The Association agrees to hold the City harmless in
connection with any liability whatsoever arising in regard to
the maintenance, use and repair of said retaining wall and to
indemnify the City in the event that the City is held liable
for any damages in connection with the maintenance, use and
repair of said retaining wall. The Association will be
required to carry liability insurance in minimum amounts of
$500,000.00-$1,000,000.00-$250,000.00 with contractual liabil-
ity coverage included as part of such insurance, and shall fur-
nish a copy of the policy to the City. The Association agrees
to thereafter maintain such insurance in force as long as the
retaining wall encroachment exists. The parties agree that the
City may require reasonable increases in the amount of insur-
ance coverage to provide comparable protection in the future.
If the required insurance is not maintained, the City shall
have the right to remove the encroachment following five days
prior written notice to the owner of the property.
ae
5. This Agreement shall be binding upon the parties and
their successors in interest and assigns.
EXECUTED at Iowa City, Iowa, upon the dates as indicated
below.
DATED: February 3, 1987
DATED: February 3, 1987
DATED: February 24, 1987
STATE OF IOWA )
) SS:
JOHNSON COUNTY )
NEWTON ROAD INVESTORS, an Iowa
General Partnership
. cruise
]NEWTON ROAD CONDOMINIUMS HOME-
OWNERS ASSO11CIATION
BY: ti�11/L
C In D. Cruise, President
YOF IOWA CITY
lliam rb issco, Mayor
BY: �,v�1.i�n�
MaYian K. Karr
City Clerk
On this 3rd day of February, 1987, before me, the
undersigned, a Notary Public in and for the State of Iowa, per-
sonally appeared John D. Cruise, to me personally known, who
being by me duly sworn, did say that he is one of the partners
of Newton Road Investors, a partnership, and that said instru-
ment was signed on behalf of the said partnership by authority
of the partners and the said partner acknowledged the execution
of said instrument to be the voluntary act and deed of said
partnership by it and by him voluntarily executed.
I�UIPIRES
7.t Notary Public in and or the
State of Iowa.
Received 8 Appm"d
Sy 7i=ftal r7epa rnsrr,
2�0f7
-1
-s -
STATE OF IOWA )
JOHNSON COUNTY � SS;
On this 3rd day of February, 1987, before me, the
undersigned, a Notary Public in and for the State of Iowa,
personally appeared John D. Cruise, to me personally known,
who,said the
being by me duly sworn, did say that he is the President
instrument oto owhich nthis islattached within and foregoing
seal has been
procured by the said corporation; that s id oinstrument was
signed on behalf of said corporation by authority of its Board
rat
of Directors; and that the said John D. Cruise as such officer
acknowledged the execution of said instrument to be the
volun-
tary act and deed of said corporation, by it and by him volun-
tarily executed.
MSIM� Notary Public in and r the
State of Iowa.
STATE OF IOWA )
JOHNSON COUNTY � SS;
On this 24th day of February
me, the undersigned, a Notary Public in and far the State before Iowa, personally appeared William Ambrisco 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 in-
strument; that the seal affixed hereto is the seal of said mu-
nicipal corporation; that said instrument was signed and sealed
on behalf of said municipal corporation by authority of the
City Council of said municipal corporation, and that the said
William Ambrisco and Marian K. Karr acknowledged the execution
of said instrument to be the voluntary act and deed x said
municipal corporation, by it and by them voluntarily executed.
NotarynPubiic in and for the
02/2-05-43 State of Iowa.
P°arn� s
Vy
.•,: r,�'M1SttYj
�f
9,1
RESOLUTION NO. 87-32
RESOLUTION TEMPORARILY CLOSING A PORTION OF SLOTHOWER ROAD.
WHEREAS, Slothower Road is an unimproved roadway which is partially located
within the City of Iowa City, Iowa; and
WHEREAS, without significant improvement, public use of Slothower Road would
not be feasible or in the public interest; and
WHEREAS, the City's current long term plans do not call for the improvement
of said road until 1998; and
WHEREAS, only the northern portion of said road has been open for use during
the past ten years; and
WHEREAS, it is the recommendation of the Public Works Director that the
southern portion of Slothower Road be temporarily closed to vehicular traffic
and public use.
NOW, THEREFORE, BE, AND IT IS HEREBY RESOLVED BY THE CITY COUNCIL OF THE CITY
OF IOWA CITY, IOWA that Slothower Road be and the same is hereby declared
temporarily closed from its intersection with the corporate boundary of Iowa
City on the south, north to that point on said roadway which is 535 feet
north of said corporate boundary.
AND BE IT FURTHER RESOLVED that Slothower Road shall remain closed until such
time as all improvements necessary to bring it to an acceptable design stan-
dard have been made.
It was moved by Dickson and seconded by Strait
the Resolution be a op a an upon ro call there were:
AYES: NAYS: ABSENT:
x Ambrisco
x_ Baker
Courtney
Dickson
�-- McDonald
x— Strait
�-- Luber
Passed and approved this 24th day of February 1987•
',AD
, ,
ATTEST: Z4 Y 7e Ira U%
CIT CLERK
AIv&RWd& Approv
l D
0? r
-7
JMI JORM _ MICRROLAB
SERIES MT•B
PRECEDING
DOCUMENT
RESOLUTION NO. 89.32
RESOLUTION TEMPORARILY CLOSING A PORTION OF SLOTHOWER ROAD.
WHEREAS, Slothower Road is an unimproved roadway which is partially located
within the City of Iowa City, Iowa; and
WHE
not
RbeSfeasiblewithout
oriinithe publ cficant
interest; improvement,
r ,Public
use of Slothower Road would
WHEREAS, the City's current long term plans do not call for the improvement
of said road until 1998; and
WHE
the
the
Rpast ten years;�oand ern portion of said road has been open for use during
WHEREAS, it is the recommendation of the Public Works Director that the
southern portion of Slothower Road be temporarily closed to vehicular traffic
and public use.
NOW, THEREFORE, BE, AND IT IS HEREBY RESOLVED BY THE CITY COUNCIL OF THE CITY
OF IOWA CITY, IOWA that Slothower Road be and the same is hereby declared
temporarily closed from its intersection with the corporate boundary of Iowa
City on the south, north to that point on said roadway
north of said corporate boundary, which is 535 feet
AND BE IT FURTHER RESOLVED that Slothower Road shall remain closed until such
time as all improvements necessary to bring it to an acceptable design stan-
dard have been made.
It was moved by Dickson
ansecoed by
the Resolution b6—a op a an upon ro call there were: Strait
AYES: NAYS: ABSENT:
Ambrisco
_y Baker
_x Courtney
_y Dickson
McDonald
Strait
Zuber
Passed and approved this 24th da of
Y February 1987.
ATTEST: -A'�01i 7e �l
61TFULM
R Ived & Approv
Legal
/
O%'
01
'21 CITY OF
CIVIC CENTER 410 E. WASHNGTON ST
February 13, 1987
Gene Bane
Johnson County Engineer
Secondary Roads Department
Melrose Avenue West
Iowa City IA 52240
RE: Slothower Road
Dear Mr. Bane:
OWA
IOWA CITY, IOWA 52240
CITY
(319) 356-5000
Slothower Road within the Iowa City city limits has, for several
years, been maintained only as an access to the abutting
propfeeterties north and has of the 54eninchsed south corrugatedfpipeoapproximately
culvert crossing the
right-of-way. Barricades were not installed at the point of
Pclosure because of the natural barricade that existed with tree
overgrowth and rutting of the right-of-way surface. In addition,
Johnson County did not maintain the roadway south from the city
limits to Rohret Road.
Sometime during the week of February 9, 1987, Johnson County road
crews removed all trees within the right-of-way of Slothower Road
and performed some minor grading of the roadway surface without
City knowledge or permission. The work by the County extended
from Rohret Road (the south end of Slothower Road) to the point
of ure north of the thirty-five (535) 54inch
of thiscorrugated eroad F
oadworkwaswithin
ive
hundredthe
Iowa City city limits.
The roadwork completed by the County does not meet minimum cross
sectional design standards for rural secondary roads; does not
have an acceptable roadway surface; and does not have an
acceptable barrier at the 54 inch culvert pipe crossing.
Therefore, due to the potential hazard and risk of liability to
the City and with the advice of the City Attorney, I have
orded that thatreportion
boofrrithe eroadway s be anot maintained right-of-way
City closing
and to
insure that Slothower Road is used only as an access to the
abutting
Sections Thiswork
w23-30s ofinthe completed
Citycompliance
Code of
Ordinances.
Respectfully,
Charles J. Schmadeke
Director of Public Works
cc: Terry Timmins, City Attorney
A I9
V
CITY OF
CNIC IOWA CITY
CENTER 410E.WASHWGTONST. TY
IOWA CIN, IOWA 52240 (319) 356-5000
July 16, 1986
i
Mr. Richard Myers, Chairperson
Johnson County Board of Supervisors
P.O. Box 1350
Iowa City, Iowa 52244
F
} Dear Dick:
Enclosed please find information provided for me by the Public Works
f Director regarding improvements to Slothower Road.
if You I would be happy to have staff meet with you and with the County Engineer
either alternativeuPresented, athe t oast esti ate does nota
ainclude replaces informaon. Plese note that -
ment of the culvert which we previously discussed. It is the opinion of
the City Engineer that the existing culvert is adequate and would remain
serviceable. However, these cost estimates do include extension of the
culvert to accommodate the widening of Slothower Road.
Your are aware that several months ago the City Council passed a resolu-
tion stating, as a matter of policy, that this road would not be improved
until the late 1990's. Given that action, and in view of the significant
costs involved in improving even a portion of the road to a minimum stan-
dard, I cannot recommend that any such improvements be done at this time.
A decision by the City to the contrary would involve City Council action
to rescind the previous policy resolution and to further approve the
expenditure of the necessary funds, probably in conjunction with the
City's Capital Improvements Program.
Please let me know if you wish to meet with City staff or if I can provide
additional information regarding this matter.
Sincerely
Dale E. Helling
Acting City Manager
i
! tp3/5
c
cc: Mayor Ambrisco
Steve Atkins
Chuck Schmadeke
I
-1
ic
City of Iowa City
MEMORANDUM
DATE: July 7, 1986
TO: Dale Helling, Acting City Manager
! /p
t FROM: Chuck Schmadeke, Public Works Director L�7
RE: Slothower Road /
F
E
Y Slothower Road is located along the west edge of the City and runs
approximately 6,000 feet from Melrose Avenue to Rohret Road. Only
the northern 5,200 feet lie within the City limits.
Of the City's portion, the north 4,200 feet has a 40 foot right-of-
way with a 20 foot wide gravel surface and no ditches. The lack of
ditches combined with fences near the roadway makes snow removal
very difficult. The south 1,000 feet also has a 40 foot right-of-
way but is not open to traffic. It is used only by the farmers along
the road for transport of fans equipment.
t, If Slothower Road is opened, Public Works recommends as a minimum,
following the county design standards for Average Daily Traffic (ADT)
of 250 to 400 vehicles as shown on the attached table. The attached
drawing shows a typical cross section of this standard.
The estimated cost of these improvements for the unimproved 1,000
feet is $50,000, not including additional right-of-way acquisition.
j, The estimated costof hTroving the'entire 5,200 feet to the
recommended standard is $105,000, not including additional right-of-
way acquisition.
0; 89
C.
i. ber 159 1985
AREA SERVICE AIDS
FOR NEW OL COi!PLEIELY AE(DNSTPUCIED AURAL S[COApAIY ROADS
j Thea e!ds are Prelenifd to h11p In the dell n
(e e[enceiu lly StreetJustifs. value. Values below the the design reriter rich .
of Local
Hiahvays and Streets, CMp[er Y,• rill be considered on r set out gin el•r project ShouldASHID re/lett IAS most �I tee e...... to edition project DJ pro)rn Dns ss, of Should A t pracilesble n
Provided that each aAcep{low, Iprrl icy on Gepnttric p
II DESIGN ELfN[Mi5 rsion
Just1r td Ep'tne lora DDt;
(1) ADT -.Deafen Year (in 20 yrsALL ROADWAYS
.)
--Current Year 7000 to 1500 •1500 to 600
Over 1000 1000 to a00 4n1 to 775
(2) TERRAIN 400 to 250 I 450 to 50 under 100775 to 100 I
Flat'00111,9 Hilly fpt Ro111np N111 •'under 50
• DESIGN SPEED y flat Rolling Hilly flat R011ing 8fll --�
S70PPING SIGItT DISTAIICE Ret SS f Et a), Rolling Hilly
(J) MAXIMUM CURVATUPC degrees ssn -- 45010
/5 I
G 475 -- too 00 -.
14) HASIHIIN bgAD1CNT 1 775 7A y 7) 725 •- 775
PAYENCNf;SURfAC7Ufi WIDTH /t 5 -- 7 6 91 17 :CA
r 74 ) 6 8 J A 27
SHOULDER WIDTH it 7q --
A e
n RORL1'AY TDP WIDTH 20
;I
(S) ERIC3C WIDIN--BIn
ft 6 20 fW 0 t0 / 20 II
ft 7/ 26 2
s (6) 6RIM,E WIDTH--EAISTING ft JO 70 2f 'I
! FORESIOPC II 24 2/
24
72
O) CLEAR LONE
ft 4
:1 27 2:1 7:1 20 2D
• 10 10 2:1
SVill. 10 2:1 I
U) /, Oser 7000 ADT (Design Tar,Use M 10 10
b. Design Year ADT governs. ) SH10 ONY 'over 4D0• values
(2) a, PrevAlling (over SOS) slopes of natural ground are: fgt•Jl or 1
Ir MSHiO 'Hounulnous• tern)" des fan guides my be used onl
I7) Horisontil Curves Should hsve 4 Pin )num Ien D an, Colllny--FeMeIo JC and 91, Hilly--gs or Pore
y 'upon concurrrnca Dv the lova )NIT.•
(I) WAlawn Gradient way be steepened b 9t of SOp feet,
y ant percent for short dlstan[e IIesS than 500 feet).
(5) a, Over ld 7000 AOT (Design Tear), un 4PDra[h roadway width,
b, For bridges
Should have n pet len Load Ing OI HS -20,
(6) s, for pridges Its,T(D ll 100 It'In ufe length. Over 100 ft. will be ora tyaed Individually.
C- Detr 7000 Ann (Desi n Year
[.,Design Lading shnutd be H•15. N-10 acceptable under 5A ADI,
d, pis ting brldpe width Is considered to be at lnct weast pavement width.
e 01 the
I (7) b. O!structlont swithinrChArgZone Ihouldrbepreviewdcfar t;Affie barriers Affording
Traffic Barrinr,•
Q to ALSNIO 'bu sft for $111911"9, Locating. pnd ht,prin:
7
aP9
TYPICAL CROSS SECTION
SLOTHOWER ROAD
0
n
RESOLUTION NO. 86-101
RESOLUTION TO RESTATE THE POLICY THAT NO PUBLIC IMPROVEMENTS BE MADE TO
ROHRET ROAD WEST OF FREEWAY 218 OR SLOTHOWER ROAD BEFORE 1998.
WHEREAS, the 1983 Comprehensive Plan Update for the City of Iowa City is a guide
to the development of Iowa City; and
WHEREAS, the Plan projects that compact and contiguous development of the City
will not extend to the southwest area until approximately 1998; and
WHEREAS, the City of Iowa City bases its Capital Improvements Program on the de-
velopment phases and sequences of growth set forth in the Comprehensive Plan; and
WHEREAS, based upon its projections for growth in the southwest area, no capital
improvements are planned for the southwest area until 1998 or later; and
WHEREAS, some rural residential development exists in the southwest area and more
may take•place before 1998; and
WHEREAS, the City's intentions regarding the improvement of Rohret Road and
Slothower Road should be clearly stated for the residents, who may be assessed for
a portion of the cost of paving these roads when they are improved.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY:
That other than routine maintenance, the City of Iowa City will make no public
improvements to Rohret Road west of Freeway 218 or to Slothower Road before 1998.
It was moved byMcDonald and seconded by Dickson the Resolution be
adopted, and upon roll c� there were:
AYES: NAYS: ABSENT:
X AMBRISCO
X BAKER
X COURTNEY
X DICKSON
X MCDONALD
X STRAIT
—� ZUBER
Passed and approved this 8th day of April 1986.
MA R `
ATTEST:
Z%%a�•r�yeJ -�f� �a.I.y
Reoelved A Approved
By Pw Legal Dalw'/Nment
In
-I
RESOLUTION NO. "
RESOLUTION CERTIFYING UNPAID SIDEWALK REPAIR CHARGES TO COUNTY
AUDITOR FOR COLLECTION IN THE SAME MANNER AS A PROPERTY TAX.
WHEREAS, Section 364.12 of the Code of Iowa provides that the City Council
may certify unpaid sidewalk repair charges to the County Auditor for col.
lection in the same manner as a property tax; and
WHEREAS, there exist unpaid sidewalk repair charges
properties, and in the amounts specified for the owners and A, attached to this
in Exhibit
Resolution and by this reference made a part hereof; and
WHEREAS, the Council finds that each property
C�owner has received a written
nfor the otice by certified mail, return receipt reested, of the date and time
property owCouncil's
consideration
qu which time the
the Councr and be solution, at concerning the
unpaid charges.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA,
That the City Clerk is hereby authorized to certify to the auditor of
Johnson County, Iowa, for collection in the same manner as a property tax,
unpaid sidewalk repair charges as stated in Exhibit A attached.
It was moved by
ed
be adopted, and upon ro 1 callathereconwere: by
—� the Resolution
AYES: NAYS: ABSENT:
AMBRISCO
BAKER
COURTNEY
DICKSON
MCDONALD
STRAIT
ZUBER
Passed and approved this _ day of
—�, 1987.
A NOR
ATTEST:
CITY CLERK
Tf! LC gB! - ,.tint
-99%d
�r
i
EXHIBIT A DEPARTMENT OF PUBLIC WORKS
CITY OF IOWA CITY
1986 SIDEWALK REPLACEMENT ASSESSMENTS
Parcel 54443000 322 E. Bloomington Street, owner Howard Carroll
Notice sent 05/16/86 Work done 10/27/86
101.2 sq. ft. @ $3.00/sq.ft. $303.60
Unpaid amount proposed for assessment - $303.60
Parcel 5 48000 526 N. Linn Street, owner Raymond A. Helmer
Notice ent 06/12/86 Work done 10/27/86
12 .4 sq, ft. @ $3.00/sq.ft. $385.20
Unpaid amount propos/.Partnership
assessment - $385.20
Parcel 61072000 009 E. College Strener S.R.K. artnership
Notice sent 0 29/86 Work done7/86
48 sq. ft. @ $3.00/sq.f4.00
Unpa d amount proposasse meet - $144.00
Parcel 62646000 200 Su it Street, o.R. . Partnership
Notice sent 05/29/8 Work done7/ 6177.2 sq. ft. $3.00/sq.f.60Unpaid am nt proposassessment - $531.60
Parcel 53764000 1416 Cresce t Street, Curtis J. & Nancy Skay
Notice sent 06/12/86 W k done/86
d. $36.00
bal. $108.00
Unpaid amount ro osed for assessment - $108.00
owner William & Judith Terry
n 10/27/86
f $337.50
ose for assessment - $337.50
Parcel 54349000 628 N Linn Street, own r William & Judith Terry
Notice sent O6/ /86 Work done 10 27/86
24 sq ft. @ $3.00/sq.ft. 72.00
U aid amount proposed fo assessment - $72.00
Parcel 54591000 530 E. Washington Street, o ner Ravinder Tikoo
Notice se 06/30/86 Work done 10/27 6
4 sq, ft. @ $3.00/sq.ft. $72.
Unpaid amount proposed for as es
Parcel 54 56000 2809 Wayne Avenue, owner Donna
Noti a sent 05/29/86 Work done 10/27/86
64.4 sq, ft. @ $3.00/sq.ft. $193.20
Unpaid amount proposed for asses
Parce 53767000 1402 Crescent St., owner Francis
Notice sent 06/12/86 Work done 10/27/86
48 sq. ft. @ $3.00/sq.ft. $144.00
Unpaid amount proposed for asses.
Parcel 59921000 221 N. Linn treat
Notice sent 06/12/86 oxk do
112.5 sq. ft. $3.00/sq
Unpaid -un
t prop
ant - $72.00
Winter
ent - $193.20
�
rig/Irene Robertson
snt - $144.00
�
90
CITY OF IOWA CITY
CNIC CENTER e' O E. WASHNGTON ST. IOWA CV, IOWA 52240 (319) 356-5000
February 11, 1937 ASSESSMENT NOTICE
Howard Carroll
322 E. Bloomincton Street
Iowa City, IA 52240
Dear Howard Carroll:
You are hereby notified that a resolution concerning the assessment of un-
paid sidewalk repair charges to your property will be considered by the
City Council of the City of Iowa City, Iowa on the 24th day of February,
1987, at 7:30 PM in the Council Chambers, Civic Center, 410 E. Washington
Street, Iowa City, Johnson County, Iowa. The question before the City Coun-
cil will be whether the delinquent amount stated below will be assessed
against your property and certified to the Auditor of Johnson County, Iowa,
for collecticr„ in the same manner as a property tax pursuant to Section
364.12 of the Code of Iowa.
According to City records, sidewalks were replaced at the address shown
below in the square footage indicated. Payment in full has not been
received to daie. If payment is received prior to the date of the Council
hearing, the a.=count will be removed from the Council listings.
Persons desiring to be heard on this matter should appear before the Coun-
cil at the time stated above.
If you have ar,2, questions, please call 356-5088.
Thank you,
Kevin Vogel
Senior Accountant
Parcel 54443000 322 E. Bloomington Street, owner Howard Carroll
Notice sent 05/16/86 Work done 10/27/86
1Ci.2 sq. ft. @ 53.00/sq.ft. $303.60
Unpaid amount proposed for assessment - $303.60
A90
-1
CITY OF IOWACMCCENFER /-1CITY
0 E. WASHINGTON ST. IOWA CITY, IOWA 52240 (319) 356-5a)D
February 11, 1987 ASSESSMENT NOTICE
Raymond A. Helmer
526 N. Linn St.
Iowa City, IA 52240
Dear Raymond A. Helmer:
You are hereby notified that a resolution concerning the assessment of un-
paid sidewalk repair charges to your property will be considered by the
City Council o; the City of Iowa City, Iowa on the 24th day of February,
1987, at 7:30 PM in the Council Chambers, Civic Center, 410 E. Washington
Street, Iowa City, Johnson County, Iowa. The question before the City Coun-
cil will be wh=ether the delinquent amount stated below will be assessed
against your property and certified to the Auditor of Johnson County, Iowa,
for collection in the same manner as a property tax pursuant to Section
364.12 of the Code of Iowa.
According to City records, sidewalks were replaced at the address shown
f below in the square footage indicated. Payment in full has not been
! received to date. If payment is received prior to the date of the Council
hearing, the account will be removed from the Council listings.
f Persons desiring to be heard on this matter should appear before the Coun-
cil at the tim=- stated above.
If you have ary questions, please call 356-5088.
Th,ak yo u,
yJh ,V
Kevin Voge
Senior Accountant
Parcel 58746000 526 N. Linn Street, owner Raymond
Notice sent 06/12/86 Work done 10/27/86 A. Helmer
128.4 sq. ft. @ §3.00/sq.ft. $385.20
Unpaid amount proposed for assessment - $385.20
OT90
CITY OF IOWA CITYCD,,
CMC CENTER G 10 E. W
ASI-BVGTON ST. IOWA CITY, I.,,�A 52240 (3.9) 3,56-5ccc
February 11, 1487 ASSESSMENT NOTICE
William 8 Judith Terry
415 N. 7th Avenue
Iowa City, IA 52240
Dear William 8 Judith Terry:
You are hereby notified that a resolution concerning the assessment of un-
paid sidewalk repair charges to your property will be considered bi the
City Council of the City of Iowa City, Iowa on the 24th day of February,
1987, at 7:30 PM in the Council Chambers, Civic Center, 410 E. Washington
Street, Iowa City, Johnson County, Iowa. The question before the City Coun-
cil will be whether the delinquent amount stated beloK will be assessed
against your property and certified to the Auditor of Johnson County, Iowa,
for collectio-. in the same manner as a property tar pursuant to Section
364.12 of the Code of Iowa.
According to City records, sidewalks were replaced at the address shown
below in the square footage indicated. Payment in full has not been
received to date. If payment is received prior to the date of the Council
hearing, the account will be removed from the Council listings.
Persons desiring to be heard on this matter should appear before the Coun-
cil at the tir_ stated above.
If you have ary questions, please call 356-5088.
Thank you r
Kevin Vogel
Senior Accountant
Parcel 59921000 221 N. Linn Street, owner William 8 Judith Terry
Notice sent 06/12/86 Work done 10/27/86
112.5 sq. ft. 6 $3.00/sq.ft. $337.50
Unpaid amount proposed for assessment - $337.50
a9�
CITY OF IOWA CITY
CNIC CENTER ZIO E. WASHNGTON ST. IOWA UY, IOWA 52240 (.'?) 355-5000
February 11, 1987 ASSESSMENT NOTICE
William & Judith Terry
415 N. 7th Avenue
Iowa City, IA 52240
Dear William & Judith Terry:
You are hereby notified that a resolution concerning the assessment of un-
paid sidewalk repair charges to your property will be considered b: the
City Council of the City of Iowa City, Iowa on the 24th day of February,
1987, at 7:30 PM in the Council Chambers, Civic Center, 410 E. Washirgton
Street, Iowa City, Johnson County, Iowa. The question before the City Coun-
cil will be whether the delinquent amount stated below will be assessed
against your property and certified to the Auditor of Johnson County, Iowa,
for collection in the same manner as a property tax pursuant to Se:tion
364.12 of the Code of Iowa.
According to City records, sidewalks were placed at the address shown
below in the square footage indicated. Payment in full has not
rebeen
received to date. If payment is received prior to the date of the Co:ncil
hearing, the account will be removed from the Council listings.
Persons desiring to be heard on this matter should appear before the Coun-
cil at the ti¢= stated above.
If you have are questions, please call 356-5088.
Thank you,
Kevin Vogel
Senior Accountant
Parcel 54349000 628 N. Linn Street, owner William & Judith Terry
Notice s'86
24 Oqft00/sgn10$72/
. . @ $ Work done
00
Unpaid amount proposed for assessment - $72.00
age
CITY OF
CMC CENTER II O WA C
O E. WASHNGTON ST. IOWA Cf1Y. IOW I T Y
A 52240 (319) 356-50M
February 11, 1937
ASSESSMENT NOTICE
i
S.R.K. Partnership
7908 MississiF:i Blvd,
Bettendorf, IF 52722
Dear S.R.K. Pa-tnership:
You are hereb_ notified that a resolution concerning the assessment of un -
City Council lc= repair charges Of to Your property will be considered b
1987, at 7:3: PM in the Council Chambers, CIowa ivichCenter d410 E n the
Street, Iowa Ciiy, Johnson Count y of February,
cil will be v' ether the delinquent amountTstatedstbelowion efwillthbeCiasses nn
against your F'operty and certified to the Auditor of Johnson countyassessed
for collectic- in the same manner as a property tax pursuant to Section
364.12 of the Code of Iowa, , Iowa,
According to City records, sidewalks were replaced at the
below in the square footage indicated. Payment in full has not been
received to dare, address shown
hearing, the a=countfwill� betremovedis efrom ived theoCouncilr to elistin95,the Council
Persons desiring to be heard on this matter should appear before the Coun-
cil at the tir= stated above.
If you have a-: questions, please call 356-5088.
Thank you,
evin Vogel 1 l
Senior Accoun:ent
Parcel 61072=00 1009 E. College Street, owner S.R.K. Partnership
Notice s= -"'t 05/29/86 Work done 10/27/86
48 sq. ft. @ 33.00/sq.ft. $144.00
Unpaid amount proposed for assessment - $144.00
A90
'�O^%
CITY OF IOWA CITY
CNIC CENTER e 10 E. WASHNGTON S IOWA CITY, IOWA 52240 (359) 356-5000
February 11, 1987 ASSESSMENT NOTICE
S.R.K. Partnership
1908 Mississippi Blvd.
Bettendorf, IA 52722
Dear S.R.K. Partnership:
You are hereby notified that a resolction concerning the assessment of un-
paid sidewalk repair charges to your property will be considered by the
City Council c the City of Iowa City, Iowa on the 24th day of February,
1987, at 7:3C PM in the Council Charbers, Civic Center, 410 E. Washington
Street, Iowa City, Johnson County, Iowa. The question before the City Coun-
cil will be wh-zther the delinquent a -.punt stated below will be assessed
against your property and certified to the Auditor of Johnson County, Iowa,
for collecticn in the same manne- as a property tax pursuant to Section
364.12 of the Code of Iowa.
According to City records, sidewalks were replaced at the address shown
below in the square footage insicated. Payment in full has not been
received to date. If payment is received prior to the date of the Council
hearing, the account will be removes from the Council listings.
Persons desiring to be heard on this matter should appear before the Coun-
cil at the time stated above.
If you have ary questions, please ca'l 356-5088.
T an � y oy�'y/�
Kevin VorogeT
Senior Accountant
Parcel 6264E.D00 200 Summit Street. owner S.R.K. Partnership
Notice sent 05/29/86 Work de -.e 10/27/86
117.2 sq. ft. @ $3.00/sc,.ft. $531.60
Unpaid amount prop:sed for assessment - $531.60
079e
A
CITY OF IOWA
CNIC CENTER 410 E. WASHINGTON ST. IOWA CITY, IOWA 52240
February 11, 137 ASSESSMENT NOTICE
Curtis J. & Nancy Skay
1416 Crescent St.
Iowa City, IA 52240
Dear Curtis J. A Nancy Skay:
CITY
) 356-5000
You are hereby notified that a resolution concerning the assessment of un-
paid sidewalk repair charges to your property will be considered by the
City Council of the City of Iowa City, Iowa on the 24th day of February,
1987, at 7:30 1'M in the Council Chambers, Civic Center, 410 E. Washington
Street, Iowa City, Johnson County, Iowa. The question before the City Coun-
cil will be whether the delinquent amount stated below will be assessed
against your property and certified to the Auditor of Johnson County, Iowa,
for collectior in the same manner as a property tax pursuant to Section
364.12 of the Code of Iowa.
According to City records, sidewalks were replaced at the address shown
below in the square footage indicated. Payment in full has not been
received to date. If payment is received prior to the date of the Council
hearing, the account will be removed from the Council listings.
Persons desiring to be heard on this matter should appear before the Coun-
cil at the time stated above.
If you have an_ questions, please call 356-5088.
TVhca1nnk--yo ,
Kevin Vogel
Senior Accountant
Parcel 53764GDO 1416 Crescent Street, owner Curtis J. & Nancy Skay
Notice sent 06/12/86 Work done 10/27/86
48 sq. ft. @ $3.00/sq.ft. $144.00
pd. $36.00
bal. $108.00
Unpaid amount proposed for assessment - $108.00
09914
CITY OF IOWA CITY
CHIC CENTER /_' O E. WASHNGTON ST. IOWA CV, IOWA 52240 (3 i?) 356-5000
February 11, 1937 ASSESSMENT NOTICE
Ravinder Tikoo
530 E. Washington St.
Iowa City, IA 52240
Dear Ravinder Tikoo:
You are hereby notified that a resolution concerning the assessment of un-
paid sidewalk repair charges to your property will be considered by the
City Council of the City of Iowa City, Iowa on the 24th day of February,
1987, at 7:30 FM in the Council Chambers, Civic Center, 410 E. Washington
Street, Iowa City, Johnson County, Iowa. The question before the City Coun-
cil will be whether the delinquent amount stated below will be assessed
against your property and certified to the Auditor of Johnson County, Iowa,
for collectior in the same manner as a property tax pursuant to Section
364.12 of the Code of Iowa.
According to City records, sidewalks were replaced at the address shown
below in the square footage indicated. Payment in full has not been
received to date. If payment is received prior to the date of the Council
hearing, the account will be removed from the Council listings.
Persons desiring to be heard on this matter should appear before the Coun-
cil at the time stated above.
If you have an.. questions, please call 356-5088.
Tha, nk you,
` VU
Kevin Vogel
Senior Accountant
Parcel 54591000 530 E. Washington Street, owner Ravinder Tikoo
Notice sent 06/30/86 Work done 10/27/86
24 sq. ft. @ 33.00/sq.ft. $72.00
Unpaid amount proposed for assessment - $72.00
CITY OF
IOWA CITY
CHIC CEN[ER 4 ' O E. WASHNGTON ST. IOWA Cf1Y, IOWA 52240 W a) 356-5000
February 11, 1937 ASSESSMENT NOTICE
Donna D. Winter
2809 Wayne Avenue
Iowa City, IA 52240
Dear Donna D. Winter:
You are
that a
Paidsidewalk notified
charges retolYour nproperty �willhbeaconsideredssessmentoby the
City Council of the City of Iowa City
1987, at 7:30 .9'M i , Iowa on the 24th day of February,
n the Council Chambers, Civic Center, 410 E. Washin:ton
Street, Iowa City, Johnson County, Iowa. The question before the City Coun-
cil will be whether the delinquent amount stated below will be assessed
against your property and certified to the Auditor of Johnson County, Iowa,
for 2 of the r in the same manner as a property tax pursuant to Section
364.12 of the Gode of Iowa.
According to Cfty records, sidewalks were replaced at the address shown
below in the square footage indicated. Payment in full has not been
received to date. If payment is received prior to the date of the COniCil
hearing, the account will be removed from the Council listings.
Persons desiring to be heard on this matter should appear before the Coun-
cil at the time stated above.
If you have an} questions, please call 356-5088.
T ank, you
Kevin Vogel
Senior Accountant
Parcel 548566DO 2809 Wayne Avenue, owner Donna D. Winter
Notice sent 05/29/86 Work done 10/27/86
64.4 sq. ft. @ 53.00/sq.ft. $193.20
Unpaid amount proposed for assessment - $193.20
4190
CITY OF IOWA CITY
CHIC CENTER 410 E. WASHINGTON ST. IOWA CITY, IOWA 52240 (319)356-500D
February 11, 1987 ASSESSMENT NOTICE
Francis Ihrig and/or Irene Robertson
1402 Crescent St.
Iowa City, IA 52240
Dear Francis Ihrig and/or Irene Robertson:
You are hereby notified that a resolution concerning the assessment of un-
paid sidewalk repair charges to your property will be considered by the
City Council of the City of Iowa City, Iowa on the 24th day of February,
1987, at 7:30 PM in the Council Chambers, Civic Center, 410 E. Washington
Street, Iowa City, Johnson County, Iowa. The question before the City Coun-
cil will be whether the delinquent amount stated below will be assessed
against your property and certified to the Auditor of Johnson County, Iowa,
for collection in the same manner as a property tax pursuant to Section
364.12 of the Code of Iowa.
According to City records, sidewalks were replaced at the address shown
below in the square footage indicated. Payment in full has not been
received to date. If payment is received prior to the date of the Council
hearing, the account will be removed from the Council listings.
Persons desiring to be heard on this matter should appear before the Coun-
cil at the time stated above.
If you have any questions, please call 356-5088.
Thank you,
Kevin Voge14
Senior Accountant
Parcel 53767000 1402 Crescent St., owner Francis Ihrig/Irene Robertson
Notice sent 06/12/86 Work done 10/27/86
48 sq. ft. @ $3.00/sq.ft. $144.00
Unpaid amount proposed for assessment - $144.00
07*
322 E. Bloomington St.
Iowa City, IA 52240
February 24, 1957
Members of the City Council
City of Iowa City, Iowa
410 E. Washington St.
Iowa City Iowa 52240
Dear Council Members:
I
Reference the sidewalks put in at 322 E Bloomington St I find
that my measurements do not coincide with that of the city.
I have included a scale drawing of my sidewalk. With this
are the city's calculations as well as figures that I have
made.
Initially I was told by a city employee me that all of the
sidewalks were to be upgraded in my area. Some time later
the city replaced some of my walk and I was billed. After my
observance of sidewalks in the immediate area of my home it
seems to me that I have been singled out. For example the
sidewalks across the street are in far worse condition than
mine ever were. I would also like to refer you to the
sidewalks on the west side of the 200 block of north Gilbert.
Siiin`cceerrre�ly yours,
H.E.Carroll
1 -1 2 4 1987
MARIAN K. KARR
CITY CLERK (3)
OW
W
_HOWARD_GARROLL
-321 E 131-OOMINGTO1v
--- OLD
-SCALE: yy•�' L�__._ .__ _.
NEW
— —
1311
yon -------------
_SIDEwALK_RePLMED —
_�53' tEN4TH._X. y' WIoTH
S8. FT.
-WE MCASUREO:_
_.
SIDEWALK R7=PL �C Eb
XO.33
OR 81,3 Sa.Fr
tt
ts
� D
2 4 1987
MARIAN K. {CARR
CITY CLERK (3)
I
zr
I
ui I Y CLERK (3)
RESOLUTION N0. 8y_g-_
RESOLUTION APPROVING AND AUTHORIZING EXECUTION OF A BUS ADVERTISING
MARKETING AGREEMENT BETWEEN THE CITY OF IOWA CITY, IOWA, AND ED
SNUFFIN.
WHEREAS, the buses operated by the Iowa City Transit System have advertising
spaces available inside, which the City has determined should be marketed to
generate additional revenues; and
WHEREAS, it has been determined that the most effective means of marketing
said advertising space is to contract with an outside person or entity active
in the advertising business; and
WHEREAS, Ed Snuffin has been marketing such bus advertising for the City
since September of 1986 and is now desirous of formalizing his
arrangement with the City in a written agreement; and
WHEREAS, a Bus Advertising Marketing Agreement has been prepared for execu-
tion by the City and Ed Snuffin; and
WHEREAS, the City Council has been advised and does believe that it would be
in the best interests of the City of Iowa City to enter into said Agreement.
NOW, THEREFORE, BE AND IT IS HEREBY RESOLVED BY THE CITY COUNCIL OF THE CITY
OF IOWA CITY, IOWA, that the Bus Advertising Marketing Agreement attached
hereto and made a part hereof is hereby approved as to form and content.
AND BE IT FURTHER RESOLVED that the Mayor and City Clerk be
hereby authorized and directed to exand they are
ecute and attest, said
respectively,
Agreement for and on behalf of the City of Iowa City, Iowa.
It was moved by Baker
i the Resolution be adopted, and upon roll call there werey Courtney
AYES: NAYS:
� ABSENT:
Ambrisco
X Baker
X Courtney
X Dickson
X McDonald
X Strait
Zuber
Passed and approved this
24th day of _February
---�_, 1987,
A •.
ATTEST:
CITCLERK
I
BUS ADVERTISING MARKETING AGREEMENT
THE CITY OF E 011ANCITY, IOWA
AND
EO SNUFFIN
THE PARTIES
The parties to this Agreement are
Wash-
ington Street, Iowa Cit the City of Iowa Cit
Snuffin, re 12th Avenue ' Iowa (hereinafter referred to' as y" E. , Coralville, Iowa, "City"), and Ed
PURPOSE
The purpose of this Agreement is
parties for the sales and p to Provide a workin
lacement of transit cards for advertisinetween the
Con the inside of the buses operated by the City's Transit System,
?
TRANSIT 9 purposes
I. The transit cards to be placed in the Iowa Cit
be 11"x17" in size, placed horizontally, y Transit System buses
1, 2• The Cit will
y reserves the right to reject advertising which it considers
o public safety libelous, obscene, or otherwise injurious to Y or welfare,
i
I. Ed Snuffin shall be the sole and
tion, sale, and replacement of transit scards ive gfor busesent for operated b
Cityss Transit System (currentlyY in Promo -
2• The Cit 29 buses), y the
Y will allow Ed Snuffin to sell space for up to twenty
for each of the buses operated by the City's Transit System,
3• The (20) cards
City shall be permittedtouse any advertising spaces on the buses
not used by Ed Snuffin
4• Advertisin y purpose it deems appropriate,
basis withoutarebe Placed
acedace all advertisers on a
on , creed, color, age sezirst-come first -serve
a non-discriminatory basis. No g ' or
accepted, political advertisi�onal origin
5• Advertising may be O will 6e
basis, but not so as Purchased
orextend beyond vJunes30, °n a weekly
ADVERTISING 1988, Y or extended
I. The attached fee schedule will be charged to each advertiser for the
Placement
lac ment Ofent se advertisement. For purposes of
advertiser into each mean the t paragraph, one
y bus operated by the City, card for each
2
2.
Ed Snuffin shall be responsible to the City for the collection of the
placement fee from the advertisers and shall be entitled to a commission
of 25% on each placement fee paid to the City on account of each adver-
tisement marketed by him. Payment shall be remitted by the City on the
thirteenth day and again on the twenty-third day of each month for bills
submitted by Ed Snuffin no later than the sixth and sixteenth days,
respectively.
3.
For any of the twenty (20) spaces that remain unused during any calendar
month, neither Ed Snuffin nor the City shall be entitled to a fee or any
percentage thereof.
4.
The transit cards will be placed and replaced during the hours of
6:30-10:30 p.m. by the personnel of the City's Transit System. Ed
Snuffin shall be obligated to informed advertisers of any transit cards
that are damaged or need replacement for any reason.
5.
The City shall retain the use of spaces immediately behind the front door
for its own use and shall be permitted to use any other unsold spaces.
6.
Public service announcements may be placed by the City free of charge in
any space not used by Ed Snuffin or the City's Transit System.
TERM
1.
The term of this agreement shall be retroactively effective from November
1, 1986,
to June 31, 1987.
2.
This contract shall renew automatically for successive calendar terms,
and shall remain in effect until termination by either party upon thirty
(30) days written notification.
3.
In the event that this contract is terminated by either party, Ed Snuffin
shall nevertheless have the right to complete any advertising contract
that
he has entered into, provided, however, that no such contract will
be allowed to extend beyond June 30, 1988.
THE CITY OF IOWA CITY
Oy Cl�J7
ayo William Am risco
Attest:. ,e � )
Marian Karr, City ?4r,)
lerk n n
R
On this 'o4_ day of�19 IV before me, the
undersigned a Notary Public to and for the State of Iowa, personally ap-
peared to me known to be the
ident ica person name n who exec u e e wt to and foregoing instru-
ment, and acknowledged that (he) (she) executed the instrument as (his) (her)
voluntary act and deed.
1J-ot'atPublic to an or —e a e o T
IL
I
ehrod R A roved
C*'
Inial D nr}menf
INSIDE ADVERTISING RATES
S
January
1 1987
July 1, 1987*
2
Weeks
Separate
$ 60.00
Package
Separate Package
`
t 3
Weeks
70.00
$ 56.00
65.00
$ 71.00
$ 65.00
j 4
Weeks
80.00
74.00
83.00
95.00
76.00
87.00
5
6
Weeks
88.00
82.00
104.00
96.00
7
Weeks
96.00
89.00
113.00
104.00
Weeks
102.00
95.00
121.00
111.00
2
Months
110.00
102.00
130.00
120.00
3
Months
165.00
153.00
195.00
180.00
4
Months
220.00
204.00
260.00
240.00
5
Months
275.00
255.00
325.00
300.00
6
Months
306.00
282.00
360.00
330.00
7
Months
357.00
329.00
420.00
385.00
8
Months
408.00
376.00
480.00
440.00
9
10
Months
459.00
423.00
540.00
495.00
11
Months
510.00
470.00
600.00
550.00
Months
561.00
517.00
660.00
605.00
S
° 12
Months
585.00
510.00
700.00
600.00
*
July 1987
CAMBUS
increase
is designed
to establish
parity with current
alter
rates. The
their rates.
above may be
subject to change should CAMBUS
6
i
I
I
i
Q91