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HomeMy WebLinkAbout1986-09-09 Resolution0 VICE CF INIENII01 TO ISSIE IWErRIAL O MDRW FEWIE RES (KUM W MCLrA PMECT) Notice is hereby given that a public hearing will be conducted before the City Council of the City of Iowa City, Ice, at the Council Umbers in the Civic Center, love City, Iowa 52240, at 7:30 pm. on August 26, 1986, on the proposal to issue $4,500,000 aggregate principal amunt of the City's Industrial Developnert Revenue Bonds (Millard Warehouse Pro- tect), Series A, dated as of Septerber 1, 1986, pursuant to the provisions of Chapter 419 of the Code of Iova, for the purpose of refueling the principal and accrued interest on the City of Iowa City, Iowa, $1,400,000 Series A Industrial Develop• ment Revenue Burd (Millard Warehouse Pr:l)ect) dated September 15, 1983, the City of Io"e City, Iowa, $700,000 Series B Industrial Developnart Revenue Bond (Millard Winehmse Project) dated December 1, 1983, and the City of Iona City, Ice, $100,000 Series C, Industrial Development fevenue Bord (Millard Warehouse Project) dated Jule 15, 1985 (hereinafter referred to as "Prior Issues") and defraying the cost of acquiring, constructing, improving, and equipping land and a building and other improvements which shall be suitable for the use of any industry or cmnamial enterprise engaged in processing, storing, warehousing or distributing eceessssary expensests of lture inciden(tal "Project"), ,Tre Project consists of 49,152 square feet cold storage facility to be located at 2710 Nighway 6 Past, lova City, Iova. The proceeds fran the sale of such Bonds will be loaned to Millard Warehouse, Iove City, a Ne- braska General partnership, as the Omer and opera- tor of the Project, pursuant to a Loan Agreenent which will provide loan payments sufficient to pay the principal of and interest and promiun, if any, on such Bonds as the sale fall due. The Bonds shall never constitute an indebtedness of said City wdthin the meaning of any state consti- tutional provision or statutory linitation, and shall not constitute nor give rise to a pecuniary liability of said City or a charge against its general credit or taxing powers. All local residents who appear at said hearing shall be given an opportunity to express their viers for or against the proposal to issue said Bads, and at said hearing, or any adjourrment thereof, the City Council of said City shall adopt a resolution determining whether or not to proceed with the issuance of said Bords. By order of the City Council . Cm curac, cm OF IDA Cm, IDvA 2�J I( nli�.✓ V 'O Om /003 —1 ff,A\J , RESOLUTION NO. 86-284 I PUBLIC HEARING AND RESOLUTION TO PROCEED WITH THE ISSUANCE AND SALE OF NOT TO EXCEED $4,500,000.00 AGGREGATE PRINCIPAL i AMOUNT OF INDUSTRIAL REVENUE BONDS, (MILLARD WAREHOUSE, IOWA CITY PROJECT) SERIES A OF THE CITY OF IOWA CITY, IOWA, WHEREAS, the City of Iowa City, Iowa (hereinafter referred to as the "City"), Is a municipal corporation organized and existing under the laws and constitution of the State of Iowa, and is authorized and empowered by Chapter 419 of the Code of Iowa (hereinafter referred to as the "Act"), to issue revenue bonds for the purpose of acquiring, constructing, improving or equipping facilities which are suitable for the use of any industry or commercial enterprise engaged in processing, storing, warehousing or distributing products of agriculture which will be located within the corporate boundaries of the City and is further empowered by the Act to issue revenue bonds and loan the proceeds from the sale of said bonds to one or more parties for the purpose of refunding outstanding revenue bonds previously issued by the City for the purpose of acquiring land and constructing a building and other improvements which shall be suitable for the use of any industry or commercial enterprise engaged in Processing. storing, warehousing or distributing products of agriculture, which will be located within or near the corporate boundaries of the City (hereinafter referred to as the "Project"), and to loan the proceeds of the Bonds to Millard Warehouse, Iowa City, a Nebraska General Partnership, (hereinafter referred to as the "Company") for the purpose of constructing the Project, improving the Project and refunding Prior Issues{ and WHEREAS, the City Is authorised by the Act to issue Industrial Development Revenue Bonds secured by a mortgage on all or any part of the Project acquired, constructed, improved, or equipped, through the issuance of such revenue bonds and payable solely out of the revenues derived from of the Project= and WHEREAS, a Notice of Hearing on the proposal to issue not to exceed $4,500,000.00 aggregate principal amount of Industrial Development Revenue Bonds, (Millard Warehouse, Iowa City Project) Series A (the "Honda") of the City of Iowa City, Iowa, has been published as required by law, and WHEREAS, the City has been requested by the Company to authorize and issue its Industrial Development Revenue Bonds in an amount not to exceed $4,500,000 pursuant to the provisions of the Act for the purpose of refunding the outstanding principal and accrued interest of the City of Iowa City, Iowa, $1,400,000 Series A, Industrial Development Revenue Bond (Millard Warehouse Project) dated September 15, 1983, the City of Iowa City, Iowa, $700,000 Series B. Industrial Development Revenue Bond (Millard Warehouse Project) dated December 1, 1983 and the City of Iowa City, Iowa $400,000 Series C, Industrial Development Revenue Bond (Millard Warehouse Project) dated June 15, 1985 (hereinafter referred to as "Prior Issues") and defray the cost of the acquisition, construction, improving and equipping of the Project; and WHEREAS, the City has passed a certain Resolution No. 86-250 , authorising the issuance of certain Industrial Development Revenue Bonds (Millard Warehouse, Iowa City Project) an amount not to exceed $4,500,000; and WHEREAS, in conjunction with the aforementioned Resolution, the City entered into an Amended Memorandum of Agreement dated July 29, 1986 with the Company to document the interests of the parties; and WHEREAS, the City has determined that the amount necessary to refund the Prior Issues and to defray the cost of acquiring, constructing, improving and equipping the Project, including necessary expenses incidental thereto, will require the issuance by the City of an amount not to exceed $4,500,000 aggregate principal amount of its Industrial Development Revenue Bonds pursuant to the provision of the Act; and WHEREAS, the Bonds, whether one or more, if issued, shall be limited obligations of the City, and shall not constitute nor give rise to pecuniary liability of the City or a charge against its general credit or taxing powers, and the principal of and interest on the Bonds shall be payable solely out of the revenues derived from the Project to be financed by the Bonds; and WHEREAS, notice of intention to issue $4,500,000 Industrial Development Revenue Bonds, (Millard Warehouse, Iowa City Project) Series A, hes, as directed by the Council of the City, been duly given in compliance with the Act and Section 103(k) of the Internal Revenue Code, as amended; and WHEREAS, a public hearing hes been held on the proposal to issue such Bonds at the time and place as specified in said notice and all objections or other comments relating to the issuance of such Bonds have been heard. T "l i -I NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF IOWA CITY, IOWA, AS FOLLOWS; Section 1. That is is hereby determined that it is necessary and advisable that the City proceed with the issuance of Industrial Development Revenue Bonds, (Millard Warehouse, Iowa City Project) Series A, of the City in an amount not to exceed $4,500,000 aggregate principal amount, as authorized and permitted by the Act to finance the cost of the Project to that amount upon terms and conditions mutually acceptable to the City and the Company. Section 2. That at the public hearing conducted by this City Council as required by the Act and Section 103(k) of the Code and pursuant to published notice, all persons who appeared were given an opportunity to express their views for or against the proposal to issue said Bonds and it is hereby determined that any and all objections to the issuance of said Bonds are hereby overruled. Section 3. That it Is hereby determined (i) that a general functional description of the type and use of the Project has been provided to the City by the Company and included in said notice of hearing and is hereby approved; (ii) that the maximum aggregate face amount of the Bonds has been provided to the City by the Company and included in said notice of hearing and is hereby approved; (iii) that the initial owner, operator or manager of the Project has been provided to the City by the Company and included in said notice of hearing and is hereby approved; and (iv) that the prospective location of the Project has been provided to the City by the Company and included in said notice of hearing and is hereby approved. Section 4. That the Mayor, the Clerk and the attorneys for the City are hereby authorised and directed to do any and all things deemed necessary in order to effect the accomplishment of the Project and the issuance and the sale of the Bonds. Section 5. That the attorneys for the City shall approve all agreements to be entered into in connection with the issuance of the Bonds prior to due consideration by the City Council and execution by the Mayor and Clerk and such agreements shall be authorized and approved by this City Council after approval by the attorneys for the City and after due consideration prior to their execution by the City. Section 6. That said Bonds, if issued, and the interest thereon, will be payable solely out of the revenues derived from the financing of said Project and shall never constitute an indebtedness of the City of Iowa City, Iowa within the meaning of any state constitutional provision, or statutory limitation, and shall not constitute or give rise to a pecuniary liability of said City of Iowa City, Iowa, or a charge against its general creditor or taxing powers. Section 7. That all resolutions and parts thereof in conflict herewith are hereby repealed to the extent of such conflict. Section 8. That this Resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this 9th day of geptemher . 1986. ATTEST: CityClerklayor (S E A L) I, the undersigned, being first duly sworn, do hereby depose and certify that I am the duly appointed, qualified, and acting Clerk of the aforementioned City and that as such I have in my possession or have access to, the complete corporate records of said City and of its Council and officers; that I have carefully compared the transcript hereto attached with the aforesaid corporate records; and that said transcript hereto attached is a true, correct and complete copy of all the corporate records in relation to the Resolution to proceed with the issuance and sale of not to exceed $4,500,000 aggregate principal amount of Industrial Development Revenue Bonds, (Millard Warehouse, Iowa City Project) Series A. WITNESS my hand and the corporate seal of said City hereto affixed this 9th day of _$0ntomher a 1986. (S EA L) (mwfac) _4.�� City Clerk ... , . MO I ,y RESOLUTION NO. 8 LLS RESOLUTION AUTHORIZING THE CITY MANAGER TO SIGN AND THE CITY CLERK TO ATTEST A PURCHASE AGREEMENT WITH SAAB-SCANIA OF AMERICA FOR THREE BUSES.- WHEREAS, USES. WHEREAS, the City of Iowa City has a municipal transit system; and WHEREAS, the City Council of the City of Iowa City has authorized the purchase of three buses by Iowa City Transit; and WHEREAS, the U.S. Department of Transportation has provided a grant for funding to pay 80 percent of the cost of purchasing three buses for Iowa City Transit; and WHEREAS, the City of Iowa City has provided the local share amount needed for this project through a loan from the Iowa Department of Transporta- tion; and WHEREAS, the City of Iowa City has received a bid in the amount of $319,800 for the purchase of three buses from Saab-Scania of America. NOW; THEREFORE; BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA; as follows: 1. That the City Manager is authorized to execute a purchase agreement with Saab-Scania of America for this project. It was moved by McDonald and seconded by Strait the Resolution be adopted;.and upon ro 1 cal there were: AYES: NAYS: ABSENT: X X — AMBRISCO X BAKER X COURTNEY X DICKSON X MCDONALD X STRAIT ZUBER Passed and approved this 9th day of Seo-- tom_ ,�1986�j�,� ATTEST: r'�.,\ 5 . /'t-7 I 'r City of Iowa City �- MEMORANDUM Date: September 4, 1986 To: Iowa City CC�rityy Council From: Ray Helmer'`"Riverfront Commission Chairperson Re: Riverfront Commission's Views on Tributaries As chairperson of the Riverfront Commission, I would like to present our ideas concerning Ralston Creek and other major tributaries to the Iowa River system. As you are well aware and as the new Shirley Wyrick sculpture so well indicates, the river system is not limited only to the main channel, but is an entire ecosystem with many tributaries making up the flow. Our efforts have recently been concentrated on cleanup with the Mayor's Youth project, plantings and the placing of benches, etc, in strategic places along this system ement efforts and coordination feel we vof varying groups great le spending lit lee oronoamoney. We would like to implement plans in the future, such as cleanup, riprapping, site selection for benches and bike trails, but wish to make sure the grey areas of tributaries are also covered and not neglected as they are an inte- gral part of our community and life. As a citizen volunteer group of varying disciplines, we are reaching out and drawing from other community groups. We are working with the University of Iowa, Project GREEN, the Mayor's Youth Employment Program, University campus service fraternities, local retailers and local service organizations, such as the Jaycees, to accomplish our goals. Our Commission members have given freely of their time in seeking out new groups, money sources and gifts. This effort has not called for increased staff time or an increase in support services, such as printing and mailing costs. Our Mayor's Youth project this summer was a prime example of what can be accomplished. The Commission was able to select several sites along the Iowa River and Ralston Creek for cleanup and renovation of plantings. Trash was hauled, hrub trees carted was quite high during the timebanks s of this Sinced and brush removed. effort, we recommended theriverthat MYEP concentrate its efforts on the Ralston Creek site behind the Chauncey Swan parking lot. Our flexibility enabled this project to proceed. Other- wise we would have lost the state -funded Mayor's Youth to other projects. The fact that we were able to switch to a tributary during high water time on the river gave us a broader range of projects to choose from, yet cost no more in staff time or support services budget. I would welcome the opportunity to visit in depth with the Council about the Riverfront 's reasons for laws amendments in order onto include tributaries ienabling commission'sordinance nadvisory authority. tp4/14 /09i City of Iowa City MEMORANDUM Date: September 4, 1986 To:C ty n From; pon e e i c o , Department of Planning & Program Develop- ment Re: Expansion of the Riverfront Commission's Authority At the Iowa City Riverfront Commission meeting held on August 6, 1986, the Commission voted to recommend to the City Council that its authority be expanded to include the "investigation, study, review and analysis" of the floodplains of the tributaries to the Iowa River. As indicated in the minutes of the Commission meeting enclosed with this agenda, Resolution No. 73-148 was adopted in 1973 to establish a Riverfront Commission to oversee matters pertaining to the Iowa River. Expansion of this authority to include the floodplains of the tributaries to the Iowa River should be discussed in view of the following concerns: 1. The Riverfront Commission presently has available to it a quarter -time staff person to provide staff support. It is not possible to expand the Commission's authority without also increasing the staff necessary to provide it with assistance. It is anticipated that at least an addi- tional quarter -time staff person would be required. 2. There has been considerable discussion by several boards and commissions, including the Riverfront Commission, as to the consolidation of two or more of these boards. Expansion of one commission's authority should be delayed pending resolution/discussion of these consolidation efforts by the City Council. 3. Inclusion of the floodplains of the tributaries to the Iowa River within Iowa City encompasses an extensive land area and could be significant in terms of the Commission's review authority, part of which has in the past been within the purview of the Parks and Recreation Commission. While I do not wish to deter the desires of the Riverfront Commission, it is recommended that consideration of this matter be deferred and discussed later after discussion of consolidation efforts and in conjunction with the con- cerns mentioned above. cc: Ray Helmer bdw3/1 /q -w -I 1 �I RESOLUTION NO. 86-286 RESOLUTION AWARDING CONTRACT AND AUTHORIZING MAYOR TO SIGN AND CITY CLERK TO ATTEST CONTRACT FnD TUC WHEREAS, AAA Mechanical Contractors Inc. of Iona Ci I has submitted the best br of p 2i above-named project. 00 for t e cons IOWA: NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF IOWA CITY, I. That the contract for the construction of the above-named project is hereby awarded to AAA Mechanical Contractors Inc. of Towa Ci Iowa subject to the cond t on t at awar ee secure a equate performance bon , insurance certificates, and contract compliance program statementperformance b 2. That the Mayor is hereby authorized to sign and the City Clerk to attest the contract for the construction of the above-named project, subject to the condition that awardee secure adequate performance bond, insurance certificates, and contract compliance program statements. It was moved by McDonalde and seconded b the resolution as rea e a op , an upon roll call there w r— — that AYES: NAYS: ABSENT: X Ambrisco x Baker X Courtney x Dickson x MC -Donald x Strait x_ Zuber Passed and approved this 9th day of -------Le ntember 19 86 . YOR ATTEST; .[� „i/a Appro C CL tonal ,d 9���8G ,a City of Iowa City MEMORANOVM DATE: September 8, 1986 TO: City Council and City Manager FROM: Frank Farmer, City Engineer• RE: Iowa City Recreation Center Heat Recovery Project The above-mentioned project was bid on September 8, 1986, and the following bids were received: AAA Mechanical Contractors, Inc. $30,521.00 P.O. Box 805 Iowa City, IA 52244 Larew Company, Inc. $32,676.00 1900 S. Riverside Drive P.O. Box 2980 Iowa City, IA 52244 Engineer's Estimate $29,000.00 Public Works/Engineering and the Energy Coordinator recommend approval of the resolution awarding contract. cc: Jim Schoenfelder ' N X4 I '7 ADVERT1ffAZR FOR BIDS IOWA CITY RECREATION CENTER HEAT RECOVERY PROJECT Sealed proposals will be received by the City Clerk of the City of Iowa City, Iowa, until 10:30 A.M. on the 8th day of September, 1986, and opened immediately thereafter by the City Engineer. Proposals will be acted upon by the City Council at a meeting to be held in the Council Chambers at 7:30 P.M. on September 9, 1986, or at such later time and place as may then be fixed. The work will involve the following: Installation of a heat recovery piping system along with exhaust fans, electrical wiring, circulating pumps, etc. and miscellaneous associated work. All work is to be done in strict compliance with the plans and specifications prepared by Design Engineers, Cedar Rapids, Iowa, which have heretofore been approved by the City Council, and are on file for public examination in the Office of the City Clerk. Whenever reference is made to the "Standard Specifications", it shall be the "Standard Specifications for Highway and Bridge Construction", Series 1984, Iowa Department of Transportation, Ames, Iowa. Each proposal shall be completed on a form furnished by the City and must be accompanied in a sealed envelope, separate from the one containing the proposal, by either of the following forms of bid security: (1) a certified or cashier's check drawn on a solvent Iowa bank or a bank chartered under the laws of the United States or a certified share draft drawn on a credit union in Iowa or chartered under the laws of the United States, in 6ri an amount equal to 10 percent of the bid, or (2) a bid bond executed by a corporation authorized to contract as a surety in the State of Iowa, in a penal sum of 10 percent of the bid. The bid security shall be made payable to the TREASURER OF THE CITY OF IOWA CITY, IOWA, and shall be forfeited to the City of Iowa city as liquidated damages in the event the successful bidder fails to enter into a contract within ten (10) days and post bond satisfactory to the City insuring the faithful performance of the contract and maintenance of said work, if required, pursuant to the Provisions of this notice and the other contract documents. Checks of the lowest two or more bidders may be retained for a period of not to exceed fifteen (15) days until a contract is awarded or refection is made. Other checks will be returned after the canvass and tabulation of bids is completed and reported to the City Council. Payment to the contractor will be made as specified in the "Standard Specifications", Article 1109.06, The requi ed toccessful furnishbadder bondwill be in an amount equal to one hundred Percent (loo%) of the contract Price, said bond to be issued by a responsible surety approved by the City Council and shall guarantee the prompt payment of all materials and labor and protect and save harmless the City from Claims and damages of any kind caused by the operation of the contract, and shall also guarantee the maintenance of the improvement for a period of one (1) year from and after its completion and acceptance by the City. /44907- iri The following limitations shall apply to this work: Working Days: 40 Completion Date: November 7, 1986 Liquidated Damages: $100.00 per day Copies of said plans and specifications and form of proposal blanks may be secured at Design Engineer office, 706 J Avenue N.E., Cedar Rapids, Iowa, 52402, by bona fide bidders. Technical questions regarding the plans, specifications, and Proposed contract documents may be directed to John W. Bollinger, P.E., Design Engineers, Cedar Rapids, Iowa, (319) 364-1944. Return all plans and specifications to the City Engineer's office in good condition within fifteen (15) days after the opening of the bids. Prospective bidders are advised that the City of Iowa City desires to employ minority contractors and subcontractors on City projects. The Contractor awarded the contract shall submit a list of proposed subcontractors along with quantities, unit prices, and amounts before starting construction. If no. minority business enterprises (MBE) are utilized, the Contractor shall furnish documentation of all efforts to recruit MBE's. A listing of minority contractors is available and can be obtained from the Civil Rights Specialist, at the Iowa City Civic Center, by calling (319) 356-5022. By virtue of statutory authority, preference will be given to products and provisions grown and coal produced within the State of Iowa, and to Iowa domestic labor, to the extent lawfully required under Iowa /449'7- 9 I Statutes. The Iowa Reciprocal Preference Act (SF 2160) applies to the contract with respect to bidders who are not Iowa residents. The City reserves the right to reject any or all proposals and to waive technicalities and irregularities. Published upon order of the City Council of Iowa City, Iowa. MARIAN KARR, CITY CLERK 4 /���— T -1 RESOLUTION N0. 86-287 RESOLUTION AUTHORIZING THE MAYOR TO SIGN AND THE CITY CLERK TO ATTEST AN AGREEMENT AMENDING THE SEPTEMBER 1, 1985, AGREEMENT BETWEEN THE CITY OF IOWA CITY AND HOLIDAY WRECKER. WHEREAS, on September 1, 1985, the City and Holiday Wrecker executed an agreement for towing services; and WHEREAS, the City and Holiday Wrecker have negotiated the attached amendment to said agreement for the purpose of amending the Standard Tow Rate. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA: iThat the Mayor is hereby authorized to sign and the City Clerk to attest said amendment to the September 1, 1985, agreement between the City and Holiday I Wrecker. It was moved byZuber and seconded by Dickson the Resolution be adopted, and upon roll call there were: i AYES: NAYS: ABSENT: i X Ambrisco X Baker X Courtney X Dickson y_ McDonald Strait y_ Zuber i Passed and approved this 9th day day of September 1986. I I R ATTEST: %%►aa:a ,] �[ �� ) C1 IT CLERK Received & Approves By The Legal Dopa I'd 1ggS T AMENDMENT TO AGREEMENT This agreement, made and entered into this 9th day of September, 1986, by and between the City of Iowa City, Iowa, a municipal corporation, herein- after called the "City" and Holiday Wrecker, a corporation authorized to do business in the State of Iowa, hereinafter called "Agent," is an amendment to the agreement made between the parties hereto on September 1, 1985, which said agreement is hereby amended to increase Rates 8 Charges - Group 1 8 Group 2: Standard Tow, from $30 to $35 per vehicle. All other provisions of the September 1, 1985, agreement shall remain in force. CITY OF IOWA CITY HOLIDAY WRECKER payor By i Attest: ��.�,.� .� .�a Attest: Rik City Clerk 9 Received a Approvaa Y The ,(coal pe paHmcrq 1493 �kp G RESOLUTION NO.86- RESOLUTION AUTHORIZING MAYOR TO SIGN AND CITY CLERK TO ATTEST AMENDED AGREEMENT WITH LARRY SVOBODA AUTHORIZING PLACEMENT OF STEPS ON PUBLIC PROPERTY. WHEREAS, Larry Svoboda ("Svoboda") owns property at 430 Iowa Avenue in Iowa City, which he is redeveloping; and WHEREAS, the Iowa Avenue right-of-way extends approximately 13.5 feet beyond the public sidewalk; and WHEREAS, Svoboda has constructed a new building on his property which re- quires use of the public right-of-way for steps; and WHEREAS, by Resolution No. 86-149, the City Council authorized use of the right-of-way for two sets of steps and sidewalks for Svoboda's building; and it WHEREAS, Svoboda wishes to add two additional sets of steps and sidewalks, so shows the cPlansyfor the amend addi�tionalestepsreement randsto idewalk; and the ri ght-of-way to WHEREAS, the City is willing to amend the Agreement allowing such use of the right-of-way if it is protected from liability which may result from such use, and can order removal of the steps if the right-of-way is needed; and WHEREAS, an Amended Agreement containing such conditions is attached to this Resolution. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF IOWA CITY, IOWA, THAT: 1. The Mayor ist 2 au horized to sign and the City Clerk to attest the Amended Agreement attached hereto. Prior to the issuance of an occupancy certificate for the first floor of the building at 430 Iowa Avenue, Svoboda shall record the Amended Agree- ment in the Johnson County Recorder's Office and shall return file -stamped copies of the Amended Agreement to the City Building Inspector, Clerk and City It was moved by Dickson the Resolution be a op a an u on ro and P call seconded by Courtney there were: AYES: NAYS: ABSENT; x Ambrisco X —X- Baker X Courtney X Dickson X McDonald X Strait _ Zuber /V9I/- `Ad Resolution No. 86-288 Page 2 Passed and approved this 9th day of September 1986. ATTEST: A CITY CLERK ROcQiy,J s BY The LLga1 ��Wnrltrpr� /*9� I 01 L AMENDED AGREEMENT FOR USE OF PUBLIC PROPERTY This Agreement is made between Larry Svoboda, an individual, hereinafter referred to as "Svoboda," and the City of Iowa City, Iowa, a municipal corpo- ration, hereafter referred to as "City." i WHEREAS, Svoboda is the owner of certain real estate located at 430 Iowa Avenue, Iowa City, Iowa, and legally described as follows; Part of Lots 7 and 8 in Block 45 of Iowa City, Johnson County, Iowa, according to the recorded plat thereof, described as follows: Beginning at the southeast corner of Lot 8; thence north along the east line of Lot 8, 95 feet,; thence west parallel with the south line of Lot 8, 65 feet; thence south parallel with the east line of Lot 8, 5 feet; thence west parallel with the south lines of Lots 8 and 7, 35 feet; thence south parallel with the east line of Lot 7, 90 feet to the south line of Lot 7; thence east along the south line of Lots 7 and 8, 100 feet to the point of beginning. and WHEREAS, Svoboda is developing a multi -story building on the above-described property; and WHEREAS, Svoboda seeks City approval to raise the elevation of the City sidewalk in front of his building as shown on the attached drawing prepared by Builders Components, Inc. (Exhibit "A"); and /449 �I AMENDED AGREEMENT FOR USE OF PUBLIC PROPERTY This Agreement is made between Larry Svoboda, an individual, hereinafter referred to as "Svoboda," and the City of Iowa City, Iowa, a municipal corpo- ration, hereafter referred to as "City." i WHEREAS, Svoboda is the owner of certain real estate located at 430 Iowa Avenue, Iowa City, Iowa, and legally described as follows; Part of Lots 7 and 8 in Block 45 of Iowa City, Johnson County, Iowa, according to the recorded plat thereof, described as follows: Beginning at the southeast corner of Lot 8; thence north along the east line of Lot 8, 95 feet,; thence west parallel with the south line of Lot 8, 65 feet; thence south parallel with the east line of Lot 8, 5 feet; thence west parallel with the south lines of Lots 8 and 7, 35 feet; thence south parallel with the east line of Lot 7, 90 feet to the south line of Lot 7; thence east along the south line of Lots 7 and 8, 100 feet to the point of beginning. and WHEREAS, Svoboda is developing a multi -story building on the above-described property; and WHEREAS, Svoboda seeks City approval to raise the elevation of the City sidewalk in front of his building as shown on the attached drawing prepared by Builders Components, Inc. (Exhibit "A"); and /449 I 2 WHEREAS, a portion of the stairways to the building will be located on City property as shown in Exhibits "A" and "B"; and i WHEREAS, the City will agree to allow use of its property, but only subject I to the terms and conditions stated herein. I I. I NOW, THEREFORE, in consideration of the mutual promises set forth below, it 1 is agreed as follows: 1 i I 1. Svoboda shall replace the public sidewalk adjacent to the property at 430 I 1 Iowa Avenue, as shown in Exhibit "A" attached to this Agreement and according to the City specifications. IL2. Svoboda shall be allowed to install steps on City property from the public sidewalk to the building as shown on the attached Exhibits "A" and "B." Sbovoda recognizes 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 order said steps removed at any time if, for any reason, the City Council determines that the property upon which the steps are lo- cated should be cleared of obstructions. 3. Sbovoda agrees to maintain the steps in good repair according to City standards, and to remove the steps within thirty (30) days after being so ordered by the City. If Svoboda fails to remove the steps after being /44904 ■ 3 ordered to do so, the City may remove them and the cost thereof shall be charged against the property in the manner provided in Iowa Code (1985) Section 364.2(e). 4. Svoboda agreed to indemnify, defend and hold the City harmless in connec- tion with any liability whatsoever arising in regard to the installation, maintenance, use and repair of said steps. Svoboda shall be required to carry liability insurance, in minimum amounts of $500,000 - $1,000,000 -$250,000 with contractual liability coverage included as part f such insurance, and shall furnish a copy of the policy to the City before installing the steps. Svoboda agrees to thereafter maintain such insur- ance in force until the steps are removed from the City property, and failure to maintain such insurance is force shall automatically terminate the grant of permission contained herein. The parties agree that the City may require reasonable increases in the amount of coverage in order to provide comparable coverage protection in the future. If the required insurance is not maintained, the City shall have the right to remove the steps following five (5) days prior written notice to the owner of the property and the cost of removal shall be charged against the property in the manner provided in Iowa Code (1985) Section 364.2(e). 5. This Agreement shall constitute a covenant running with the land and shall be binding upon and shall inure to the benefit of the respective successors in interest and assigns of both parties. ",(z I 3 ordered to do so, the City may remove them and the cost thereof shall be charged against the property in the manner provided in Iowa Code (1985) Section 364.2(e). 4. Svoboda agreed to indemnify, defend and hold the City harmless in connec- tion with any liability whatsoever arising in regard to the installation, maintenance, use and repair of said steps. Svoboda shall be required to carry liability insurance, in minimum amounts of $500,000 - $1,000,000 -$250,000 with contractual liability coverage included as part f such insurance, and shall furnish a copy of the policy to the City before installing the steps. Svoboda agrees to thereafter maintain such insur- ance in force until the steps are removed from the City property, and failure to maintain such insurance is force shall automatically terminate the grant of permission contained herein. The parties agree that the City may require reasonable increases in the amount of coverage in order to provide comparable coverage protection in the future. If the required insurance is not maintained, the City shall have the right to remove the steps following five (5) days prior written notice to the owner of the property and the cost of removal shall be charged against the property in the manner provided in Iowa Code (1985) Section 364.2(e). 5. This Agreement shall constitute a covenant running with the land and shall be binding upon and shall inure to the benefit of the respective successors in interest and assigns of both parties. ",(z %r 4 6. This Amended Agreement for Idemnification and Maintenance of Steps on Public Property supercedes in its entirety the Agreement for Indemnifi- cation and Maintenance which is recorded in Book 846, page 120, in the Johnson County Recorder's Office. EXECUTED at Iowa City, Iowa, upon the dates as indicated below. DATED: 9-t a -8L DATE: September 9 1986 ATTEST: BY: r;zf. arry vo o a CITY OF IOWA CITY, IOWA STATE OF IOWA JOHNSON COUNTY ) SS: On this /Q4_1\ day of ,, ( 19/0 , before me, a Notary Public— perersonally appeJred Larry 3vo o a, o me known to be the person named in and who executed the foregoing instrument, and acknowledged that he executed the same as his voluntary act and deed. Notary Public in the State of Io a Noceived 8, Approved By Thu Lego) Dop nnenl ��y-" /T/ fz 5 State of Iowa ) SS: Johnson County ) On this nth day of September 19 86 before me, the undersigned, a Notary Public to and for said County, in said State, person- ally appeared William J. 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 forego- ing instrument; that the seal affixed thereto is the seal of said corporation by authority of its City Council; and that the said William J. Ambrisco and Marian K. Karr as such officers acknowledged the execution of said instruc- tion to be the voluntary act and deed of said municipal corporation, by it and by them voluntarily executed. ,At V \ Not u tc t� or The State of Iowa i 1T ?0-1 T C I<, v' -I L9dx400UILDIN 4 -1 toe rr�. PAc►rMY PROPS" 11lp�Nr �, L, �-1 LINK- _ r•r WNSFOWNO LAN! ._ . -__- .•—_ YON•A Aq NUt ftc W i SIrm PLAN ?, iC•. O• I Wi , Nlw 6uavINR ow ftom Tf LI1y —IRON YANYIIAIL P"rexO 11VIL111N4 AaY r 7h' Rul is _ IO—T� "NIsN /loon �-! fl1MX WALk Cum l.p• 4'•1 4'•Y Is•r SECTION It STEPSAN&."MDIN4S_ c BUILDERS COMPONENTS INC *(lO Irmo7s"'. M Mein Ewev mryary 1 A I IDS Financial Services Inc. Reginald D. Hahn, CLU 422 Iowa Avenue Registered Representative Iowa City, Iowa 52240 Personal Financial Planner Bus. (319) 337.5866 September 11, 1986 City Council City of Iowa City Civic Center Iowa City, Iowa 52240 ATTR: City Clerk This is letter of support for the request submitted to you by Mr. Larry Svoboda for permission to put in a sidewalk and steps on the west side of the building Mr. Svoboda recently built on the south- east corner of the 400 block of Iowa Avenue. We own the property immediately to the west of Mr. Svoboda's property, 422 Iowa Avenue. To have a sidewalk and steps to get around the side of his building would give his tennants and their quests good and immediate access to their building without walking through our yard. Because we are so close to downtown, foot traffic is a continuing problem. We would appreciate it very much if Mr. Svoboda was given permission to construct the steps and sidewalk to reduce the trespassing an our property as much as possible. Thank you for considering this request. Please contact us if there is anything further you need to know from us to facilitate the implementation of the sidewalk and steps. Since elY Yours, Regi 1d 0. Hahn, CLU ' l t&,r Dt Z- %4444V Catherine W. Hahn, Ph,O. cc: Larry Svoboda F 0 L E 0 U SEP 1 11985 MARIAN K. KARR CITY CLERK (I) /(1-95_ I 'r J� RESOLUTION NO. 86-289 RESOLUTION AUTHORIZING THE MAYOR TO EX�CUfE AND THE CITY CLERK TO ATTEST THE LICENSE AGREEMENT BETWEEN THE CITY OF IOWA CITY, IOWA, AND MULTI -MENTIONS, A SOLE PROPRIETORSHIP. WHEREAS, the City of Iowa City, Iowa, has negotiated the attached license agreement with Multi -Mentions for the use of the access system referred to as IGIV which is a system designed for use by cable TV customers to inde- pendently access central data base utilizing a telephone and a computer software/hardware package provided by Multi -Mentions, and WHEREAS, the license granted to the City under said proposed agreement is an experimental installation and, as such, the City will not be required to pay any license fees, and WHEREAS, under said proposed agreement, the consideration to be received by Multi -Mentions consists of the opportunity to install and demonstrate said system for actual use and to gain experience for future improvements of the system, and WHEREAS, under said proposed agreement, the consideration to be received by the City consists of the expanded utilization of its cable system and the results of the market analysis and market research information gath- ered by Multi -Mentions. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA: That the Mayor is hereby directed and authorized to execute and the City Clerk to attest said license agreement between the City of Iowa City, Iowa, and Multi -Mentions, a sole proprietorship. It was moved by Cg�u=rtnay and seconded by Dickson the Resolu- tion be adopted,anan upon there were: AYES: NAYS: ABSENT: X AMBRISCO X BAKER X COURTNEY _X DICKSON X MCDONALD X _ STRAIT X ZUBER Passed and approved this gth day of sep mh r , 1986. 1 ATTEST: 11,..... A. . C Rswlved a Arrvvrl By TM ts9d P+M" w r el- 9.s LICENSE AGREEMENT BEIW= THE CITY CF IOWA CITY, IOWA AND MULTI-MENPIONS Agreement made September _9 , 1986 between the City of Iowa City, Iowa, a municipal corporation organized and existing under the laws of the State of Iowa, having its principal place of business at 410 E. Washington, Iowa City, Johnson County, Iowa, 52240, herein referred to as Licensee, and Multi -Mentions, a sole proprietorship organized and existing under the laws of Iowa, having its principal place of business in Cedar Rapids, Iowa, herein referred to as Licensor. RECITALS 1. Licensor is authorized to enter into this agreement for use of the access system herein after referred to as IGIV. The system is designed for use by cable T.V. customers to indepen- dently access a central data base utilizing a telephone and the computer software/hardware package provided by Licensor. 2. IGIV is a combination of computer software designed to use specified computer hardware selected by and incorporated with the software by the developers of the system. The particular combination of hardware and software, the software "source code" and the various programs built around the "source code," were all developed, designed and authored by Drew Shaffer, J. Fatthew Johnson, Jay Priest, Scott Zimmerman, Jeffrey Kinseth and Roger Black. 3. Licensee acknowledges that Drew Shaffer has an ownership interest in the IGIV System; that he is an employee of the City of Iowa City and that Drew Shaffer receives no direct or indirect compensation from the City of Iowa City in connection with this agreement; and that he is not a party to this agreement. Licensor states that it has ro contract or agreement, direct or indirect, with Drew Shaffer respecting this agreement with the City of Iowa City involving the payment of any compensation or consideration of any kind whatsoever. 4. The Licensed Programs as defined in this agreement are the sole property of the developers and authors named above. The Licensee acknowledges that it has no ownership interest in the Licensed Programs. I. Definitions. The following terms are defined for the purpose of this Agreement as follows; a. "Ller,;nsrxl Programs" shall mean the rsmluter software programa collectively known as and incorporated into "IGIV", as provided to the Licensee, whether in the form of source code or 1 &?Ss object code, and whether fixed in printed or machine-readable media. It shall also include any additional Computer software programs or program portions provided to the Licensee at a later date as a supplement to, replacement for, or correction of the initial IGIV programs, and any works substantially derived from any of the above, whether by Licensor, Licensee, or any other person. b. "Supporting Documentation" shall mean all materials Provided to the Licensee for purposes of instruction, demonstration, operation, or maintenance, including video tapes, audio tapes, and printed manuals. c. "Designated Eguipment" shall mean a single Commodore AMIGA Model 1000 with monitor,Comspec Ram Board, keyboard and 3.5 external disc drive computer and associated peripheral devices operated by the Licensee and located at the Iowa City Civic Center, 410 E. Washington Street, Iowa City, lows, d• "Use" means the use of the Licensed programs in accordance with the provisions of this Agreement, and shall include copying any portion of the Licensed Programs from storage units or media into equipment for processing, whether by mechanical, electronic, or other means, or to other storage media for archival purposes. e. "System thhancement" means any modification, enhancement, improvement, or update of the Licensed Programs, other than error corrections, together with Supporting Documentation, furnished to the Licensee. II. Grant, Acceptance, and Assignment of License. 2.1. Licensor hereby grants to the Licensee during the term of this Agreement a non-exclusive license to use the Licensed programs, in machine-readable form only and only on the Designated Equipment. 2.2. Licensee hereby accepts the non-exclusive license granted herein and agrees to exercise the license on the terms WO coalitions set forth in this Agreement. 2.3. Obis Agreement and the license granted hereunder, or the Licensed Programs to which said license applies, may not be assigned, sublicensed, or otherwise transferred by Licensee without the prior written consent of Licensor. Any prohibited assignment shall be null and void. No right to use, in whole or in part, the Licensed Programs is granted hereby except as hereinafter expressly provided. 2.4. Licensee agrees to provide access to cable T.V. customers on channel 29 for time periods to be determined and arranged by Licensee pursuant to its programming authority for said channel 29. /09s III. Corrections and 1�nhancements under Maintenance Agreement. 3.1. Me parties hereto agree that the license granted to the City of Iowa City hereunder is an experimental installation. As such, the Licensee shall pay m license fees pursuant to this agreemeent• the parties acknowledge that the consideration opportunity Licensor for this agreement consists of the pportunity to install and demonstrate the system for actual use and to gain experience for future improvements of the system. The consideration received by Licensee consists of the expanded utilization of its cable system and of the results of the market analysis and market research information gathered by Licensor to be disclosed to Licensee. Licensor agrees to collect aPPropriate statistical data to properly evaluate the Licensed pr to disclose the results of thograms and e evaluation and the conclusions drawn therefrom to the Lice nsee• The Licensee acknowledges that the collection of statistical data with the resulting evaluation and preparation of conclusions is aportion of the consideration that it receives for entering this agreement, 3.2. Licensor agrees, during the term of this Agreement, to use their beet efforts and all errors, defects, to correct within reasonable time any and malfunctions in the Licensed programs which are brought to Licensor's attention by any means and to distribute to Licensee any error correction which applies to the Licensed programs licensed under this Agreement. , ng the term Of this Is not required to,distrib to to Licensee anyLicensor cony, but which is applicable to the Licensed programs licensed flihancement Agreement. rmAer this 3.4. My Systsam l},lancement provided by Licensor under the terga of this section of the agreement to the a Licensed Program for the purposes of this Agreement. Acceptance is the Licenses of any syMtwm enhancement from Licensor shall be deemed conclusive evidence of Licensee's agreement that the system Erhancoment for the Licensed programs is covered by this Agreement. IV, Covenants, The Licensee cuvMllnts diad it wexmvnch of the Provisions of this sect ton es followillerply with e �4.1. The Licensee may not I.copy tine Licenee,i 1?olrsme orad 1ne-rearting d gefoFt;tonLicensee whle or in Mrt, to rrtntr:n F,r reasonably calculated to e . agrees to take "stir general public lrrm arvvrre pmt tis Pnq>loycee Nal reNtnre of the Leetgratat the LtcmA^i programs or rile fquipme#k durinq the term of this avro.".ej IAr"nere sprees Hurt iu will rnt alba any of its employn+s or nMnty rn r r the cp neral pu6110 t<� r. t i thr- Lteeniud lTc qr m� t Part, in printed a nvu-hine readable form• ^ o tor"In or /O/or T 4.2. The Licensee agrees that it will not modify or permit the modification of the Licensed programs without the prior written consent of Licensor. Licensor's consent to any such modification may be conditioned upon the Licensee's agreement to completely remove the Licensed programs from the modified work upon termination of this Agreement or of the license for the Licensed programs. Any modified work incorporating, in any way, the Licensed programs, or any part thereof, shall be used only on the Designated Equipment, and shall remain subject to all the terms and conditions of this Agreement. 4.3 Licensee acknowledges that the developers and authors as named above own the sole and proprietary rights to the Licensed programs and agrees that the Licensed programs, in whole or in part, and any copies, including modified or derived works, in any form, shall bear copyright and reservation -of -rights notices specified by Licensor or its assignee. Licensee shall not provide or make available the Licensed Programs, including modified or derived works, in any form, to any person other than Licensee's employees, without prior consent from Licensor, except during the period any such person is on Licensee's premises with Licensee's permission for the purposes specifically related to Licensee's use of the Licensed Programs, The Licensee will take appropriate action by instruction, agreement, or otherwise with its employees or other persons permitted access to the Licensed Programs to satisfy its obligations under this agreement with respect to the use, copying, modification, and protection and security of the Licensed Programs. 4.4. The Licensee shall maintain records specifically identifying the Licensed Programs, the Designated Equipment, and the location as to specific media of printed and machine-readable copies of the Licensed programs, and make such records available to Licensor during regular business hours upon reasonable notice. V. Warranties. 5.1. Licensor warrants that it has the legal right to grant Licensee the license as set out above and that such license does not .infringe any third party's property or personal rights. 5.2. Licensor warrants that there are no pending law suits concerning any aspect of the Licensed Programs and that the Licensed Programs have not been published in such a way as to lose any of their copyright protection. In addition, certain of the materials provided hereunder as part of or in addition to the Licensed programs may not yet have been the subject of copyright Protection and to such extent those materials have been preserved as trade secrets. Licensor warrants that there are no pending law suits concerning any aspect of the programs or materials provided hereunder which are the subject of trade secret protection. VI. Limitation of Liability. /#rr 6. 1. ?HE FOREGOING WARRANTIES ARE IN LIEU OF ALL O iIERR WARRANrIFS, EXPRESS oR IMPLIED, INCLUDING, Bur NOT LIMITED To, ANY IMPLIED WARRANTIES OF MERCIMABILITY oR FITNESS FOR A PARTICULAR PURPOSE. LICENSEE ACK WLEDGFS THAT NEITHER LICENSOR NOR ANY OF THE FIRVEMPERS AND/OR AUTHORS NAMED ABOVE HAVE MADE ANY M(PRESS WARRANTIES WHICH MQPNSID BEIMM THE FACE MZEOF. 6.2. Licensee agrees that Licensor and the developers and/or authors mined above shall not be liable for any lost profits by Licensee or Licensee's suppliers or customers or other users of the Licensed Programs, or for any claim or demand against the Licensee by any other party. In no event will Licensor or the developers and/or authors named above be liable for consequential damages even if Licensor and/or the developers and/or authors have been advised of the possibility of such damages. 6.3. No action, regardless of form, arising out of the transactions tinder this Agreement, may be brought by either party more than one year after the cause of action has accrued. 6.4. Licensor and the developers and/or authors named above accept no liability or responsibility for the content of information accessable through the use of the Licensed Programs and the government access channel 29. Those persons or entities entering information for access via the Licensed Programs and government access channel 29 are solely responsible for the content of such information. VII. Termination. 7.1. Either party shall have the right to terminate this Agreement in the event that the other party commits a material breach of its obligations. In addition, either party shall have the right to terminate this Agreement following the expiration of thirty (30) days after the transmission of a Notice of Intent to terminate this agreement. 7.2. Upon termination of this agreement, the Licensee shall immediately cease use of the Licensed Programs and, within five (5) days after the termination of the right to use the Licensed Programs tinder this Agreement, the Licensee shall return to the Licensor the original and all copies, in whole or in part, in any form, including partial copies and mWtfications, of the Licensed Programs, except that upon written approval of Licensor the Licensee may retain a copy for archival purposes only. 7.3. Notwithstanding the termination of this Agreement, the obligations and rights of the following sections of this Agreement shall remain in full forcer subsection 4.3., subsection 4.4., Faction VI, and Section VII. VIII. Miscellaneous provisions, /V fs 8.1. If any provision of this Agreement is invalid under i any applicable statute or rule of law, it is, to that extent, deemed anitted, without affecting the validity of any other term or condition hereof. 8.2. This Agreement, including all schedules and attachments made a part hereof, sets forth the entire agreement of the parties with respect to the subject matter hereof, superseding all prior communications and agreements, written or verbal; and no modifications shall be binding unless in writing and signed by the parties or their duly authorized agents. 8.3. Ibis Agreement shall be governed by and construed under the laws of the State of Iowa. 8.4. Headings as used throughout this Agreement are for the convenience of the parties and are not intended to be used to interpret any term or condition hereof. 8.5. Any communication in connection with this Agreement Shall be deemed to be delivered if it is in writing (or in the form of a telegram or telex), addressed as provided below, and if (a) it is actually delivered at said address or (b) in the case Of a letter, seven business days shall have elapsed after the same shall have been deposited in the United States mails, registered or certified, with postage prepaid. 8.6. Ihis agreement is executed on behalf of the City of Iowa City, Iowa pursuant to the resolution of the City Council adopted an the 9th day of September, 1986. 8.7. Communications to Licensor shall be sent to : Jay Priest, President Multi-Menticns P.O. Box 4516 Cedar Papids, Iowa 52401 Communications to Licensee shall be sent to: City Clerk 410 E. Washington Street Iom City, Iowa 52240 [7 /T f*V r -t In witness whereof, the parties hereto have executed this Agreement as of the day and year first written above, i Multi -Mentions City of Iowa city I � 1 � Sy: 1e •, Ovner Wil.tam risR ,Mayor By: ATTEST: city er F Received & Approved By TIVLOROI, ftmd 988 l i i i i LICENSE AmEEMERT BMWFiN THE CITY OF IOWA CITY, IOWA AND MULTI-i,=ICNS Agreement made September , 1986 between the City of Iowa City, Iowa, a municipal 65i�Eration organized and existing under the laws of the State of Iowa, having its principal place of business at 410 E. Washington, Iowa City, Johnson County, Iowa, 52240, herein referred to as Licensee, and Multi -Mentions, a sole Proprietorship organized and existing under the laws of Iowa, having its principal place of business in Cedar Rapids, Iowa, herein referred to as Licensor. 1• censor is authorized to enter into this a reement for use of the ss system herein after referred to IGIV. The system is des' for use by cable T.V. customer to indepen- dently access central data base utilizing a t ephone and the computer softwar rdware package provided by icensor. 2. IGIV is a designed to use spec'fi incorporated with the The particular canbfna source code" and the v code," were all develop J. Matthew Johnson, Jay arra Roger Black. tion of ccmpute�ftware canputer hardwar selected by and ware by the de Topers of the system. of hardware software, the software ous programs uiIt around the "source designed authored by Drew Shaffer, I t, Sco t Zimmerman, Jeffrey Kinseth 3. Licensee acknV"whahtseoever.)' s t Drew Shaffer has an ownership interest in the IGIV She is an employee of the City Of Iowa City and that fe receives nno direct or indirect compensation from the owa 'ty in connection with this agreement, and that he part to this agreement. Licensor states that icontrac or agreement, direct or indirect, with Drew Shpecting is agreement with the City of Iowa City invopayment € any compensation or consideration of any kver. \ 4. The Licens Programs as defined in \this agreement are the sole property the developers and authors named above. The Licensee acknowled es that it has no ownership i terest in the Licensed Programs I. Definitions The foil 'ng terms are defined for the purpose of 'this Agreement as follows: \ a• "Licensed Programs" shall mean the computer softward Programs collectively known as and incorporated into "IGIV", as Provided to the Licensee, whether in the form of source code ori 1 / 411pJ I Jf LICENSE AmEEMERT BMWFiN THE CITY OF IOWA CITY, IOWA AND MULTI-i,=ICNS Agreement made September , 1986 between the City of Iowa City, Iowa, a municipal 65i�Eration organized and existing under the laws of the State of Iowa, having its principal place of business at 410 E. Washington, Iowa City, Johnson County, Iowa, 52240, herein referred to as Licensee, and Multi -Mentions, a sole Proprietorship organized and existing under the laws of Iowa, having its principal place of business in Cedar Rapids, Iowa, herein referred to as Licensor. 1• censor is authorized to enter into this a reement for use of the ss system herein after referred to IGIV. The system is des' for use by cable T.V. customer to indepen- dently access central data base utilizing a t ephone and the computer softwar rdware package provided by icensor. 2. IGIV is a designed to use spec'fi incorporated with the The particular canbfna source code" and the v code," were all develop J. Matthew Johnson, Jay arra Roger Black. tion of ccmpute�ftware canputer hardwar selected by and ware by the de Topers of the system. of hardware software, the software ous programs uiIt around the "source designed authored by Drew Shaffer, I t, Sco t Zimmerman, Jeffrey Kinseth 3. Licensee acknV"whahtseoever.)' s t Drew Shaffer has an ownership interest in the IGIV She is an employee of the City Of Iowa City and that fe receives nno direct or indirect compensation from the owa 'ty in connection with this agreement, and that he part to this agreement. Licensor states that icontrac or agreement, direct or indirect, with Drew Shpecting is agreement with the City of Iowa City invopayment € any compensation or consideration of any kver. \ 4. The Licens Programs as defined in \this agreement are the sole property the developers and authors named above. The Licensee acknowled es that it has no ownership i terest in the Licensed Programs I. Definitions The foil 'ng terms are defined for the purpose of 'this Agreement as follows: \ a• "Licensed Programs" shall mean the computer softward Programs collectively known as and incorporated into "IGIV", as Provided to the Licensee, whether in the form of source code ori 1 / 411pJ Object code, and whether fixed in printed or machine-readable media. It shall also include any additional computer software programs or program portions provided to the Licensee at a later date as a supplement to, replacement for, or correction of the initial IGIV programs, and any works substantially derived from any of the above, whether by Licensor, Licensee, or any other/ person. b• 11rting Documentation" shall mean all mater' is provided to Licensee for purposes of instruction, demonstration, ration, or maintenance, including vi eo tapes, audio tapes, and rinted manuals. c. "Designat Equipment" shall mean a single mmcdore AMIGA Model 1000 wit monitor,thmspec Fam Board, k d and 3.5 external disc drive puter and associated perip ral devices operated by the Licens a and located at the Iowa ity Civic Center, 410 E. Ubshirgt Street, Iowa City, Io d. "Use" means the a of the Licensed ograms in accordance with the provisi s of this Agr t, and shall include copying any portion the Licensed ograms from storage units or media into equipment or processi , whether by mechanical, electronic, or othe means, o to other storage media for archival purposes. e. "System Fhhancement" means an modification, enhancement, improvement, or update the Licensed programs, Other than error corrections, togeth with Supporting Documentation, furnished to the Lice se . II. Grant, Acceptance, and Assig ent of icense. 2.1. Licensor hereby grant to the Lic see during the term of this Agreement a no exclusive Ii a to use the Licensed programs, in machine -r adable form o and only on the Designated Equipment. 2.2. Licensee hereby ac epts the non-exclust a license granted herein and agrees and conditions set forth in to exercise the license the terms is Agreement. 2.3. This Agreement the Licensed programs to the license granted here der, or ich assigned, sublicensed, or said license applies, ma not be therwise transferred by Li without the prior written assignment shall be sent of Licensor. Any prohi 'ted null in part, the Licensed pr void. No right to use, in Wh is or rams is granted hereby except asl hereinafter expressly pr ided. 2.4. Licensee agr es to provide access to cable T.V. customers on channel 29 for the 24 hour periods consisting of each Saturday, Sunday, esday and Thursday of each week during the term of this agreement. In addition, the Licensee agrees to 2 Alts WI Provide access to the Licensed Programs via the use of access cable channel 24 from 10 p.m. to 6 a.m. on Fbndays, Wednesdays and FYidays during the term of this agreement. III. Corrections and Enhancements under Maintenance Agrfed t. 3.1\expe parties hereto agree that the license gr to the Citya City hereunder is an experimental ins allation. As such,censee shall gay no /gaered nse fees Aur t to this agreemenparties acknowledgt the consid ation receivednsor for this agreconsists the Opportunitystall and demonstthe syst for actual use and to ge 'enoe for future iements the system. The conson eceived by Licenonsist of the expanded utilizatits le system ande r ults of the market analysisket esearch informa erectbe disclosed to Licen ee. Licensor ladoensor to es o collect appy priate statistical data to pr rly evaluae icensed Programs and to disclose the results of the evaland the conclusions drawn therefrom to the censee. Tee acknowledges that the collection of statist caldata the resulting evaluation and preparation of conclusi ns is aion of the consideration that it receives for enteri thisment. 3.2. Licensor agrees, d to use their best efforts to and all errors, defects, and Programs which are brought to and to distribute to Licensee to the Licensed Programs lice ie term of this Agreement, within reasonable time any ions in the Licensed is attention by any means, or correction which applies er this Agreement. 3.3. During the term f this AgXan Licensor may, but is not required to, distri to to LicSystem IYihancement W is applicable to th Licensed Pricensed under this Agreement. 3.4. Any System cement provicensor under the terms of this section f the agreementdered a Licensed Program for the purpo s of this Agreeceptance by the Licensee of any Syst Ihhancenentfroshall be deemed conclusive evidence f Licensee's agret the System Ihhancement for the icensed Programs d this Agreement. IV. Covenants. The Licensee covenAnts that it will eQnply with each 'of the Provisions of thz section as follows: i4.1. The Ligensee may not copy the Licensed Programs and Supporting Dob eetttation,in whole or in part, in printed or reasonably calculated to prevent itssee employees a take measures general public from access to the Licensed Prograamsmorrtthhe of the Designated Equipment during the term of this agreement. Licensee 3 M agrees that it will not allow any of its employees or members of the general public to copy the Licensed Programs in whole or in Part, in printed or machine readable form. 4.2. The Licensee agrees that it will not modify or permit the modification of the Licensed Programs without the prior written consent of Licensor. Licensor's consent to any sur nodifi tion may be conditioned upon the Licensee's agr t to cmplet y remove the Licensed Programs from Upon term' tion of this Agreementgor of the licenselfl work Licensed °grams, Any modified work incothe the Licens pr rporating, any y�Y the Designat Programs, or any part thereof, shall used only on terms and Equipment, and shall remain subject o all the 'tions of this Agreement, 4.3 L.icens acknowledges that the devel�hhts rs as names above the sole and Proprietary and authors Licensed Pr rams ary r' to the 09 d agrees that the Licens or do part, and any copies, incltxdi Programs, in whole in any form, shall ar ng modif'ed or derived works, notices specified oo�ight and res ation-of-rights not provide or li censor or its ass' nee. Licensee shall modified or derived wor lable the Li Programs, including Licensee's enol° in any form to anY person other than duri the YeesY wit ut prior nsent from Li Licensee's period an such r permission for Licensee's use of the Licens appropriate action by instruct its employees or other persons Programs to satisfy fts oblige respect to the use, copying, my security of the Licensed Prost; 4.4, 4he Licensee identifying the License] the location as to speci copies of the Licensed p to Licensor during regu notice. V. Warranties. censor, except on Licensee's premises with .es specifically relate] to Is. The Licensee will take greement, or otherwise with tted access to the Licensed under this agreement with ation, and protection and �o.u�nin ecords specifically grams, the signated Fquipment, and media of prin ed and machine-readable ams, and make Xuch records available usiness }ours n reasonable 5.1. Licensor rrants that it has the 1 d�0e8tnotceirnifei the 'cense as set out above and t tisuchht tlicense y third party's property or ped nal rights. 5.2. Licensor warrants that there are ra concerning any asps t of the Licensed programs and thatlthesuits Licensed programa ve not been lose any is their copyright protepthction. Inlished nsuch a addition,certain of as to the materials provided hereunder as part of or in addition to the Licensed Programs may not yet have been the subject of copyright protection and to such extent those materials have been preserved as trade secrets. Licensor warrants that there are no pending law 4 /4f 9S 1 .i suits concerning any aspect of the programs or materials provided hereunder which are the subject, of trade secret protection. VI. Limitation of Liability. 6.1. THE FOREODING % A IES ARE IN LIEU OF ALL WARWINPIES, EXPRESS OR MpIaE) )NCTLDM,, gUr NOT TED To, �I�RED W MANPIES OF MEfSiIF�TlABILITY OR F FOR A NOR ANY OF �LI@ISEE ACEQiOWiEDGFS THAT NE LICENSOR ANY ECPRESS PERS AND/OR AUTHORS NAMED HAVE MACE IES MUCH EXTEID REYOWO THE F HEREJJF'. 6.2. Licensee reel and/or authors name e Profits by Licensee or 'c users of the Licensed Pr against the Licensee by Licensor or the developers for consequential damages and/or authors have been a damages. that Licensor and t e developers shall not be liable for any lost nsee's suppliersor customers or other ams, or for any claim or demand other party. n no event will /or au_. r named above be liable if Licen rand/or the developers vi ed of th possibility of such 6.3. No action, regardless of/farm, arising out of the transactions under this Agreement, may be brought by either party more than one year after the taus faction has accrued. 6.4. Licensor and the accept no liability or resp information accessable throe and the government access ci entering information for ac, government access channel 2! content of such information, VII. Termination. iev oiler and/or authors named above s' ility or the content of i the use f the Licensed Programs 29- ss the L sensor Programsandies are solely re nsible for the 7.1. Either party 1 have the right to terminate this Agreement in the event t the other petty came is a material breach of its obligati s. In addition, either ty shall have the right to terminate is Agreement following th expiration of thirty (30) days after the transmission of a Notice of Intent to terminate this agrees t. 7.2. Upon termin tion of this agreement, the Licensee shall immediately cease use f the License] Programs and, within five (5) days after the to ination of the right to use the Licensed Programs under this A3 eement, the Licensee shall return to the Licensor the original all copies, in whole or in any form, including Partial cop Part, in pies and modifications, of the Licensed Programs, except that upon written approval of Licensor the Licensee nay retain a copy for archival purposes only. 7.3. Notwithstanding the termination of this Agreement, the obligations and rights of the following sections of this 61 /�f9.s id Agreement shall remain in full force: subsection 4.3., subsection 4.4., Section VI, and Section VII. VIII. Miscellaneous Provisions. 8.1. If any provision of this Agreement i invalid under any applicable statute or rule of law, it is, o that extent, deemed anitted, without affecting the validi y of any other tens or co ition hereof. 8.2. Ibis Agreement, including all chedules and attachment made a part hereof, sets fo the entire agreement of the part s with respect to the subject matter hereof, superseding 1 prior ommnmications agreements, written or verbal, and no modifications shall binding unless in writing and signed by a parties or their my authorized agents. 8.3. This eement shall governed by and construed under the laws of a State of I 8.4. Headings used ughout this Agreement are f th convenience of the pa interpret any term or 8.5. Any commn shall be deemed to be form of a telegram or (a) it is actually de: of a letter, seven bu same shall have been m registered or certifime, 8.6. This agree Iowa City, Iowa purs adopted on the mm 8.7. Onmmi rJi r 'es are not intended to be used to e iti n hereof. icati in connection with this Agreement deli ed if it is in writing (or in the tel ), dressed as provided below, and if Liv ed at aid address or (b) in the case ,in ss days hall have elapsed after the 3e sited in a United States mails, 0 with posts prepaid. t is executed behalf of the City of t to the resoluti of the City Council day of September, 1 6. ons to Licensor shall\be sent to : P.O. Ibx 4516 Cedar Papids, Iowa 52401 COmimnicati s to Licensee shall be sent to, City Clerk ' 410 E. Washington Street Iowa City, Iowa 52240 0 /V- fs W I -f 11 RESOLUTION NO. 86-29G RESOLUTION AUTHORIZING AND DIRECTING THE MAYOR TO EXECUTE AND THE CITY DISTRI- BUTION DTOSERV CE AETW ENAGREEMENT THE FOR CITYELECTRICAL IOWAGECITY,IOIOST ATTEST IOWA, AND IOWA -ILLINOIS GAS 6 ELECTRIC COMPANY IN CONNECTION WITH A CITY PRO- JECT TO ESTABLISH A HYDRO -ELECTRIC GENERATION PLANT AT THE CORALVILLE MILLDAM SITE ON THE IOWA RIVER. WHEREAS, the City of Iowa City has undertaken to study the feasibility of constructing a hydro -electric generation plant at the Coralville milldam site on the Iowa River in order to provide electrical energy for use at the City's water treatment plant; and WHEREAS, the City's electric franchise with Iowa -Illinois Gas 8 Electric Company, ordinance No. 86- 3296 , provides at Section 14 thereof that the Company shall, if requeste3Ty-Fie City, enter into an agreement to either purchase or wheel electric energy produced at such a generating facility to other City facilities; and WHEREAS, the City and the Company have negotiated such an agreement, in the form of the "Agreement for Electrical Generation, Distribution and Service," attached hereto and made a part hereof; and WHEREAS, said Agreement by its terms is to become effective upon approval of the above -referenced franchise ordinance by the City Council and voters of the City of Iowa City, and will run concurrently with the term of said fran- chise; and WHEREAS, this City Council has been advised and does believe that it would be in the best interest of the City of Iowa City, Iowa, to execute said Agree- ment with Iowa -Illinois Gas 6 Electric Company. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF IOWA CITY, IOWA, that the "Agreement for Electrical Generation, Distribution and Service," 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 are hereby author- ized and directed to execute and attest, respectively, said Agreement for and on behalf of the City of Iowa City, Iowa. It was moved by Zuber and seconded by hk:Donald the Resolution be adopted, and upon roll call there were: AYES: NAYS: ABSENT: X Ambrisco X Baker X Courtney X Dickson X McDonald X Strait X Zuber 8 Approveo C���� Goprlm nt -I Resolution No. 86-290 Page 2 Passed and approved this 9th day of September 1986. ATTEST: A 7Y4AAJ W IT CLERK /$0 d i I -f Resolution No. 86-290 Page 2 Passed and approved this 9th day of September 1986. ATTEST: A 7Y4AAJ W IT CLERK /$0 d i AGREEMENT FOR ELECTRICAL GENERATION, DISTRIBUTION AND SERVICE This Agreement made this. Y of September 1986, by and between the City of Iowa City, Iowa (City), a municipal corporation, and Iowa -Illinois Gas and Electric Company (Company), an Illinois corporation; PART I GENERAL i A. City will construct and operate an improvement to the City Water Treat- ment Facility, being a Hydro -electric generation facility (Hydro -electric i Plant) in conjunction with the existing Coralville Milldam on the Iowa River. The Hydro -electric Plant will produce electricity for the primary purpose of furnishing the power necessary to operate the City's Water Treatment Facility. B. The Company shall provide interval recording metering equipment to deter- mine the output of the City's Hydro -electric Plant, said equipment to be the property of the Company. The City shall pay a monthly excess facili- ties charge for such metering based on Company's investment in such metering as set forth in Part II of this Agreement. The City shall pay Company for any electricity used in excess of that generated by the City's Hydro -electric Plant based on said interval recording metering and existing metering at the City's Water Treatment Facility. C. While it is anticipated that the use of electricity by the City's Water Treatment Facility will always exceed the output of the Hydro -electric Plant, the City will not limit production of electricity to agree with consumption. D. Company will continue to serve City's Water Treatment Facility and any requirements of the Hydro -electric Plant under its filed tariffs for all electricity used in excess of that produced by the Hydro -electric Plant. 2 E. City shall submit electrical plans and specifications of the Hydroelec- tric Plant to Company for review, comments, and recommendations. City's generating facilities will have electrical qualities compatible with the Company's electrical system and City will make any future corrections required to maintain compatibility. F. City and Company will enter into an Operating Agreement to assure optimum utilization of facilities of both parties. Upon execution, such Operat- ing Agreement shall be incorporated by reference and made a part of this Agreement. i G. Terms and conditions of this Agreement shall be subject to the Rules and Regulations of the Utilities Division of the Iowa Department of Commerce, or such regulatory authorities having jurisdiction and the approved filed tariffs of the Company. H. The terms and conditions of this Agreement may be modified by letter of agreement. I. Any provision found to be invalid shall not invalidate the entire agree- ment or release either party from its obligations under this Agreement. PART II GENERATION CREDITS AND DELIVERY CHARGES A. Company will deduct from the City Water Treatment Facility billings a credit for the electric output of the Hydro -electric Plant, as measured by interval recording metering. The amount of the credit per Kwh for energy generated by the Hydro -electric Plant will be determined as the average price per Kwh, including energy adjustment clause charges, but excluding excess facilities charges, taxes, and other charges not di- rectly related to demand and energy uses, paid by the City for the Water Treatment Facility retail electric uses during the same time period, as adjusted for minimum load factor. This average price will be adjusted to reflect a minimum of a sixty percent monthly load factor if the load 3 factor at the Water Treatment Facility for billing purposes is less than sixty percent. Such credit shall not exceed the amount paid by City, during the same time period, for electric use at the Water Treatment Facility. B. City will pay a delivery charge to Company for the delivery of electric generated demand and energy thru the Company's system to the City's Water Treatment Facility. This charge shall be based on the maximum monthly amount of generated demand output of the Hydro -electric Plant, as meas- ured on`a 30 -minute interval basis using interval recording metering. The j monthly delivery charge rate shall be $2.77 per kilowatt of maximum generated demand per month, initially, and shall change as appropriate subject to approval of regulatory commissions having jurisdiction. C. City will pay to Company excess facilities charges for any excess facili- ties required to connect the City's Hydro -electric generating facility to t the Company's electric distribution system in excess of that permitted under the Company's Rules and Regulations. These charges shall be a monthly charge of 2% of the Company's investment in such facilities, including, but not limited to, interval recording metering. PART III PROTECTION OF THE PARTIES A. Company will endeavor to supply, but does not guarantee, uninterrupted service of generally acceptable standards in the industry. Interruptions of service for scheduled and forced outages, repairs and maintenance, interruption of purchased power, and force majeure; conditions on a customer's premises dangerous to persons, property or service to the City or others; and regulatory requirements, shall not be a breach of Company on its part of the Agreement. B. For the equipment and use of electricity on the City's side of the point of connection with Company's distribution system, the City shall defend, hold harmless, and indemnify Company, its officers, agents and employees against any loss, damage, expense and liability resulting from property damage, injury or death of any person or persons including but not lim- ASO d 4 I ited to employees of Company or City, or damage to property of Company or City, resulting from or arising out of or in any way connected with the installation, inspection, maintenance, testing and use of the City's generator, except for claims caused by the Company or the percentage of comparative negligence and fault of the Company. The Company has the right to participate in its own defense at its own expense. C. For the equipment, distribution and use of electricity on the Company's side of the point of connection with Company's distribution system, the Company shall defend, hold harmless, and indemnify City, its officials, i agents, and employees against any loss, damage, expense and liability resulting from property damage, injury, or death of any person or per- sons , er- sons, including but not limited to employees of the City or Company resulting from or arising out of or in any way connected with the instal- lation, inspection, testing and use of any generation facility, sub- station, transmission system or any other system or device owned or i operated by the Company, except for claims caused by the City or the percentage of comparative negligence and fault of the City. The City has the right to participate in its own defense at the expense of the City. D. Nothing contained herein shall be construed as affecting in any way the right of the Company to make unilateral application to the Utilities Division of the Iowa Department of Commerce or any successor agency for changes in rates, rules and regulations under Chapter 476, Code of Iowa, 1985 and pursuant to the Division's Rules and Regulations promulgated thereunder. E. This Agreement shall be subject to all rules and regulations of regula- tory authorities having jurisdiction as they may be changed from time to time. Sod T E F. Company is granted the right to install, repair, maintain, and inspect supplemental metering equipment, at its expense, in order to gather data about this system. Such data may be used in proceedings before the Utilities Division of the Iowa Department of Commerce and other appropri- ate authorities. All data will be made available to the City upon re- quest. G. Company will not interconnect with the City's facility prior to review of the facility's equipment to ensure appropriate safety equipment has been installed to protect both Company's distribution system and the City facility from abnormalities or component failures that may occur within either the City facility or Company's distribution system. PART IV TERM OF AGREEMENT A. It is understood and agreed by both parties that the Company's obliga- tions under this Agreement are expressly conditioned upon the granting of a franchise for the furnishing of electric service in the City of Iowa City. This Agreement shall be for an initial term of fifteen years, and shall commence upon the effective date of the Company's electric fran- chise with the City of Iowa City (Ordinance No. 86-3296). If, within one year prior to the expiration of said franchise, the voters and City Council of the City grant to the Company, and the Company accepts, an. electric franchise for an additional term of years, then in that event this Agreement shall be renewed and shall continue in effect for the term of said additional franchise, or for an additional term of ten years, whichever is less. Thereafter, this Agreement shall continue in effect from year to year unless terminated by either party upon six months notice in writing. In the event the Company no longer furnishes electric service in the City of Iowa City, then it is mutually agreed that either of the parties may terminate this Agreement. S00 I T A B. It is also understood and agreed by both parties that the City's obliga- tions under this Agreement are expressly conditioned upon the construc- tion and operation of the Hydro -electric Plant by the City. Should the Plant not be constructed and placed in operation for any reason, then it is mutually agreed that this Agreement is null and void. C. This Agreement may be terminated at any time by mutual agreement of the parties. IN WITNESS WHEREOF, the ,parties hereto have caused this Agreement to be signed in duplicate by their duly constituted and authorized officers and their respective corporate seals thereto affixed on this 9th day of ember , 1986. CITY OF IOWA CITY IOWA -ILLINOIS GAS AND ELECTRIC COMPANY ` By: r� Mayor President ATTEST: ATTEST: City Clerk S oretary C1� o kye� novel I sea -I AGREEMENT FOR ELECTRICAL GENERATION, DISTRIBUTION AND SERVICE This Agreement made this day of , 1986, by and between the City of Iowa City, Iowa (City), a municipal corporation, and Iowa -Illinois Gas and Electric Company (Company), an Illinois corporation: PART t�. I GENERAL A. ity will construct and operate an improv ment to the City Water Treat - men Facility, being a Hydro -electric g neration facility (Hydro -electric Plant) in conjunction with the exis ing Coralville Milldam on the Iowa River. a Hydro -electric Plant w' 1 produce electricity for the primary purpose of urnishing the power necessary to operate the City's Water Treatment Fac ity. B. The Company shall rovide Interval recording metering equipment to deter- mine the outputof t e ity's Hydro -electric Plant, said equipment to be i the property of the C any. The City shall pay a monthly excess facili- ties charge for s h m ering based on Company's investment in such metering as set f rth in P t II of this Agreement. The City shall pay Company for any electricity sed in excess of that generated by the City's Hydro -e1 ctric Plant base on said interval recording metering and existing mete ing at the City's We r Treatment Facility. C. i While it is anticipated that the use o electricity by the City's Water Ijl Treatment acility will always exceed the output of the Hydro -electric 1 Plant, th City will not limit production of\@l\ectricity to agree with consumpti n. \ I D. Company will continue to serve City's Water Treatment Facility and any requirements of the Hydro -electric Plant under its filed tariffs for all electricity used in excess of that produced by the Hydro -electric Plant. 1S766 z E. City shall submit electrical plans and specifications of the Hydroelec- tric Plant to company for review, comments, and recommendations. City's generating facilities will have electrical qualities compatible with the Company's electrical system and City will make any future corrections required to maintain compatibility. F. Ci and Company will enter into an Operating reement to assure optimum utiliz ion of facilities of both parties, pon execution, such Operat- ing Agreem t shall be incorporated by ref rence and made a part of this Agreement. G. Terms and conditions f this Regulations of the Iowa Ste authorities having jurisdi Company. ; shall be subject to the Rules and ce Commission, or such regulatory the approved filed tariffs of the H. The terms and conditions of th s A eement may be modified by letter of agreement. I. Any provision found to be in olid shall not invalidate the entire agree- ment or release either party from its obligati qs under this Agreement. PART II GENERATION CREDITS ANq DELIVERY CHARGES A. Company will deduct froLHydro-electric ity Water Treatmen)ecredit acility billings a credit for the electricof the Hydro-electPlant, as measured by interval recording m The amount of t per Kwh for energy generated by the Plat Will be determined as the average price per Kwh, g energy "adjustment clause charges, but excluding excess facilirges; taxes, and other charges not di- rectly related to demand/gy uses, paid by the City for the Water Treatment Facility retail electric uses during the same time period, as adjusted for minimum load factor. This average price will be adjusted to reflect a minimum of a sixty percent monthly load factor if the load /Soo 3 factor at the Water Treatment Facility for billing purposes is less than sixty percent. Such credit shall not exceed the amount paid by City, during the same time period, for electric use at the Water Treatment Facility. B. City will pay a delivery charge to Compa'ea the delivery of electric generated demand and energy thru the Compstem to the City's Water Treatment Facility. This charge shall ba on the maximum monthly amo\deman ted demand output of theelectric Plant, as meas- urete interval basis using nterval recording metering. The moncharge rate shall b $2.77 per kilowatt of maximum genper month, initiall , and shall change as appropriate subva of regulatory cc�issions having jurisdiction. C. City will pay to Compan excess f cilities charges for any excess facili- ties required to connect t e Ci 's Hydro -electric generating facility to the Company's electric dist i ution system in excess of that permitted I under the Company's Rules a Regulations. These charges shall be a monthly charge of 2% of t Co any's investment in such facilities, I including, but not limited o, inter 1 recording metering. PART III PROTECTION OF THE A. Company will endeavor service of generally e of service for sched interruption of purcl customer's premises d' or others; and regu1 on its part of the A i supply, but does no guarantee, uninterrupted table standards in the industry. Interruptions and forced outages, r pairs and maintenance, power,and force majeure; conditions on a ous to persons, propert, or service to the City requirements, shall not be a breach of Company B. For the equipment an use of electricity on the City's side of the point of connection with C pany's distribution system, the City shall defend, hold harmless, and indemnify Company, its officers, agents and employees against any loss, damage, expense and liability resulting from property damage, injury or death of any person or persons including but not lim- /Soo I 4 ited to employees of Company or City, or damage to property of Company or City, resulting from or arising out of or in any way connected with the installation, inspection, maintenance, testing and use of the City's generator, except for claims caused by the Company or the percentage of comparative negligence and fault of the Company. The Company has the right to participate in its own defense at its own expense. ,. C. For the a ipment, distribution and use of ectricity on the Company's I side of the oint of connection with Comp ny's distribution system, the Company shall fend, hold harmless, an indemnify City, its officials, agents, and empl ees against any to s, damage, expense and liability resulting from prop rty damage, inj y, or death of any person or per- sons, including but of limited o employees of the City or Company resulting from or arisin out of r in any way connected with the instal- lation, inspection, testi an use of any generation facility, sub- I istation, transmission system or any other system or device owned or operated by the Company, ex ep for claims caused by the City or the percentage of comparative n gligenc and fault of the City. The City has - the right to participate i its own d ense at the expense of the City. i D. Nothing contained herei shall be constru as affecting in any way the right of the Company o make unilateral ap lication to the Iowa State Commerce Commission o any successor agency f changes in rates, rules and regulations unde Chapter 476, Code of Iowa, 1985 and pursuant to the Commission's Rules nd Regulations promulgated the eunder. I. E. This Agreement sh 1 be subject to all rules and regulations of regula- tory authorities aving jurisdiction as they may be changed from time to time. F. Company is granted the right to install, repair, maintain, and inspect supplemental metering equipment, at its expense, in order to gather data about this system. Such data may be used in proceedings before the Iowa State Commerce Commission and other appropriate authorities. All data f I� will be made available to the City upon request. E_ 5 G. Company will not interconnect with the City's facility prior to review of the facility's equipment to ensure appropriate safety equipment has been installed to protect both Company's distribution system and the City facility from abnormalities or component failures that may occur within either the City facility or Company's distribution system. PART IV TERM OF AGREEMENT A. It is under ood and agreed by both partes that the Company's obliga- tions under thi Agreement are expressly conditioned upon the granting of a franchise for th furnishing of el ctric service in the City of Iowa City. This Agreement hall be for initial term of fifteen years, and shall commence upon the ffective date of the Company's electric fran- chise with the City of Iowa ity Ordinance No. 86-_). If, within one I year prior to the expiration f said franchise, the voters and City Council of the City grant to th Company, and the Company accepts, an electric franchise for an ad itiona term of years, then in that event this Agreement shall be ren ed and sha continue in effect for the term of said additional franch'se, or for an dditional term of ten years, whichever is less. Ther after, this Agreeme t shall continue in effect from year to year unle s terminated by eithe party upon six months notice in writing. In he event the Company no ton er furnishes electric service in the City of Iowa City, then it is mutually' agreed that either of the parties may to minate this Agreement. i B. It is also understoo and agreed by both parties that the City's obliga- tions under this A reement are expressly conditioned upon the construc- tion and operation of the Hydro -electric Plant by the City. Should the Plant not be const ucted and placed in operation for any reason, then it is mutually agreed that this Agreement is null and void. C. This Agreement may be terminated at any time by mutual agreement of the parties. /S00 6 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be signed in duplicate by their duly constituted and authorized officers and their respective corporate seals thereto affixed on this day of 1986. BY: Mayor ATTEST: City Clerk CITY OF IOWA CITY ILLINOIS GAS 8 ELECTRIC COMPANY By: ATTEST: /rod n'S RESOLUTION NO. 86-291 RESOLUTION CALLING A SPECIAL ELECTION ON PROPOSITIONS TO GRANT GAS AND ELECTRIC FRANCHISES TO IOWA -ILLINOIS GAS AND ELECTRIC COMPANY. WHEREAS, Iowa -Illinois Gas and Electric Company did, on the 25th day of June, 1986, present to the City Council of the City of Iowa City, Iowa, proposed ordinances granting it gas and electric franchises in Iowa City for a period of fifteen years, and did petition the City Council to pass and approve said ordinances; and WHEREAS, the said franchise ordinances, entitled: AN ORDINANCE GRANTING TO IOWA -ILLINOIS GAS AND ELECTRIC COMPANY, ITS SUCCESSORS AND ASSIGNS,THE RIGHT AND FRANCHISE TO ACQUIRE, CONSTRUCT, ERECT, MAINTAIN AND OPERATE IN THE CITY OF IOWA CITY, IOWA, A GAS PLANT OR PLANTS FOR A PERIOD OF FIFTEEN YEARS AND TO FURNISH AND SELL GAS FOR PUBLIC AND PRIVATE USE IN THE CITY OF IOWA CITY AND ELSE- WHERE and an ordinance entitled: AN ORDINANCE GRANTING TO IOWA -ILLINOIS GAS AND ELECTRIC COMPANY, ITS SUCCESSORS AND ASSIGNS, THE RIGHT AND FRANCHISE TO ACQUIRE, CONSTRUCT, ERECT, MAINTAIN AND OPERATE IN THE CITY OF IOWA CITY, IOWA, AN ELECTRIC LIGHT AND POWER SYSTEM FOR A PERIOD OF FIFTEEN YEARS AND TO FURNISH AND SELL ELECTRIC ENERGY TO SAID CITY AND ITS INHABITANTS designated respectively as Ordinance Nos. 86-3296 and 86-3297 of the City of Iowa City, Iowa, were duly passed by the City ounc o e City of Iowa City, Iowa, at the regular meeting of said City Council held on the 9th day of September , 1986; and WHEREAS, pursuant to Section 364.2 of the Code, said franchise ordinances will not become effective unless approved at an election; and WHEREAS, the said franchise ordinances submitted by Iowa -Illinois Gas and Electric Company provide that they shall not become effective or binding until they shall have been submitted to and approved by a majority of the electors of the City of Iowa City, Iowa, voting at the next general or mu- nicipal election or at a special election called for that purpose. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA: Section 1. That a special election is hereby called to be held in the City of Iowa City, Iowa, on the 4th day of November, 1986, from 7:00 a.m. in the morning until 8:00 p.m. o'clock in the evening for the purpose of submitting to the qualified voters of said City, to be by them voted upon, proposals for the granting of gas and electric franchises to Iowa -Illinois Gas and Electric Company and its successors and assigns, which proposals shall be submitted to the qualified electors in question form as follows: So/ Resolution No. 86-291 Page 2 Shall the following public measure be adopted? _ Yes — No i Shall the City of Iowa City, Iowa, grant to Iowa -Illinois Gas and Electric Company a non-exclusive gas franchise in Iowa City for a period of fifteen years in the form of the ordinance as posted on the voting booth? Shall the following public measure be adopted? _ Yes No Shall the City of Iowa City, Iowa, grant to Iowa -Illinois Gas and Electric Company a non-exclusive electric franchise in Iowa City for a period of fifteen years in the form of the ordinance as posted on the voting booth? Section on and the hors the polls shall tbehope ed nandlclosed shallsberasaset id eout t�in the Noticeuof Election, said Notice to be prepared and approved by the County Commissioner of Elections. Section 3. That the form of ballot to be used at said election shall be -of the type authorized by the Code of Iowa that will permit the use of elec- tronic counters and will be in substantially the form set forth in the Notice of Election. That, if more than one public measure shall be submitted to the electors at the time of the said election, all such measures shall be printed upon one ballot. Section 4. That the Election Board for the voting precinct or precincts shall be ess than 15 days before pthe date ofhsaiduelection,saicertifiedlc copy of'whichnotlappointment shall be officially placed on file in the office of the Clerk of said City. Section 5. That the Auditor of Johnson County, Iowa, being the County Com- missioner of Elections, is hereby directed to publish the notice of election once in the Iowa City Press -Citizen, being a legal newspaper, printed wholly in the published niinssaid Cityeand as of general circulationSection ltherein,he Ce of aidodpublicatioIowa, to be not less than four days nor more than twenty days prior to the date of said election. Section 6. That the County Commissioner of Elections shall cause to be e prepared all such ballots, election registers and other supplies as may be necessary for the proper and legal conduct of said election. The Clerk is hereby authorized and directed to cooperate with said Commissioner of Elec- tions and to do and prepare all necessary matters in order to make said ! election legal and valid. Section 7. That the Clerk is hereby directed to file a certified copy of this resolution in the office of the County Commissioner of Elections, which filing shall also constitute the "written notice" to the County Commissioner of Elections of the election date required to be given by the governing body under the provisions of Chapter 47 of the Code of Iowa. 6 ived & Ap raven ,,"0 Lepel D arhnenj 196t WA Resolution No. 86-291 Page 3 It was moved by McDonald and seconded b the Resolution be adopted, and upon roll call there were: AYES: NAYS: ABSENT: X X Ambrisco Baker XCourtney X Dickson I