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HomeMy WebLinkAbout2016-05-19 Info PacketCITY COUNCIL INFORMATION PACKET CITY OF IOWA CITY www.icgov.org May 19, 2016 IP1 Council Tentative Meeting Schedule MISCELLANEOUS IP2 Memo from Interim City Manager and Sustainability Coordinator: Climate Change Task Force IP3 Memo from Parks and Recreation Dir.: New Recreation Skills Program for Iowa City Sudanese Community IP4 Memo from Parks and Recreation Dir.: New Summer Fun Program for Teens IPS Article from interim City Manager: Mayor backs eliminating downtown one -ways IP6 Memo from City Attorney: Chauncey Swan Park — The Chauncey Development Agreement IP7 Memo from City Clerk: KXIC Radio Show IPS Copy of Press Release Public input sought on City Council search for City Manager DRAFT MINUTES IP9 Planning and Zoning Commission: May 5 CITY OF IOWA CITY Date Monday, June 6, 2016 City Council Tentative Meeting Schedule P,,'6 Subject to change May 19, 2016 Time Meeting Location 5:00 PM Work Session Emma J. Harvat Hall 7:00 PM Special Formal Monday, June 13, 2016 6:15 PM Special Meeting Emma J. Harvat Hall Wednesday, June 15, 2016 5:30 PM Special Meeting Emma J. Harvat Hall Tuesday, June 21, 2016 5:00 PM Work Session Emma J. Harvat Hall 7:00 PM Formal Meeting Tuesday, July 5, 2016 5:00 PM Work Session Emma J. Harvat Hall 7:00 PM Formal Meeting Monday, July 18, 2016 4:00 PM Reception Coralville 4:30 PM Joint Entities Meeting Tuesday, July 19, 2016 5:00 PM Work Session Emma J. Harvat Hall 7:00 PM Formal Meeting Tuesday, August 2, 2016 5:00 PM Work Session Emma J. Harvat Hall 7:00 PM Formal Meeting Tuesday, August 16, 2016 5:00 PM Work Session Emma J. Harvat Hall 7:00 PM Formal Meeting Tuesday, September 6, 2016 5:00 PM Work Session Emma J. Harvat Hall 7:00 PM Formal Meeting Tuesday, September 20, 2016 5:00 PM Work Session Emma J. Harvat Hall 7:00 PM Formal Meeting Tuesday, October 4, 2016 5:00 PM Work Session Emma J. Harvat Hall 7:00 PM Formal Meeting Tuesday, October 18 5:00 PM Work Session Emma J. Harvat Hall 7:00 PM Formal Meeting Tuesday, November 1 5:00 PM Work Session Emma J. Harvat Hall 7:00 PM Formal Meeting r�_r .p CITY OF IOWA CITY �P2 ' ', MEMORANDUM Date: May 18, 2016 To: Mayor and Council From: Geoff Fruin, Interim City Manager Brenda Nations, Sustainability Coordinator Re: Climate Change Task Force The City's 2016-17 Strategic Plan includes the following initiative Set a substantive and achievable goal for reducing city-wide carbon emissions by 2030, and create an ad-hoc climate change task force, potentially under an umbrella STAR Communities committee, to devise a cost-effective strategy for achieving the goal Staff has discussed this internally, particularly in regards to how a Climate Change Task Force will relate to the ongoing STAR Communities effort and the Council Strategic Plan objective to undertake a project in FY 2017 that achieves a significant measurable carbon emission reduction. Our recommendation is that the City-wide carbon emissions reduction goal and the Climate Change Task Force move independently, yet concurrent, with the STAR Communities effort and FY 2017 carbon emissions reduction project. Regarding the STAR Communities effort, staff believes the metrics of that program are well defined and that an external committee is not needed to advance our efforts in those work areas. To that end, staff is hosting an internal workshop with the STAR Communities representatives this coming July that will help us prioritize actions for the next few years. We believe the Council's Strategic Plan provides sufficient guidance for us to prioritize efforts within the STAR Communities framework. Because the metrics of the program expand beyond the role of the City, we will engage key external stakeholders including, but not limited to, the County, School District and University of Iowa. This approach seems to align well with a third strategic plan objective to collaborate with community partners on sustainability efforts. Progress on the City staffs STAR Communities efforts can be shared with the future Climate Change Task Force and if opportunities for collaboration are identified those can be easily coordinated. Regarding the FY 2017 carbon emissions reduction project, staff suggests this item also move independently of the Climate Change Task Force. The primary reason for this is timing, as the formation and deliberations of the Climate Change Task Force will likely stretch into FY 2018 before concrete action plan recommendations will be forwarded to the Council. It is our belief that we can independently carry out a meaningful carbon emission reduction project in FY 2017 and allocate funds in the FY 2018 budget to carry out the action plan created by the Climate Change Task Force. Staff recommends the following steps for the City Council to consider when creating the Climate Change Task Force: 1. Selection of a facilitator: Staff believes a third party facilitator is appropriate for this committee. A knowledgeable and skilled facilitator will help focus conversations of the group and handle the organizational tasks that would otherwise take away from other May 18, 2016 Page 2 critical staff duties. The City anticipated this need in the budget and allocated $25,000 for this purpose. A Request for Proposal (RFP) process should be utilized for the selection of a facilitator. Staff recommends two Council members join staff in this selection process. It is realistic to expect the selection of a facilitator will take approximately two months. 2. Design of Committee Structure and Scope: The selected facilitator, along with the RFP review committee (two Council members and staff), should develop a recommendation on the structure of the task force, including member selection process, and overall scope of work. This recommendation can be presented to the entire City Council for adoption by resolution. This step may take an additional one to two months. 3. Establishment of a Carbon Emissions Reduction Goal: Concurrently with the RFP process and design of the committee structure the Council should set a preliminary carbon emissions reduction goal that can serve as a starting point for the task force. Staff can present goals from other communities as well as other relevant information to assist the Council in making this determination. Ideally this process is complete and the goal is incorporated into the enabling resolution that creates the Climate Change Task Force. 4. Committee Work: After the Council appoints committee members the task force will begin work. A detailed scope will be articulated by the Council's enabling resolution. However, the general work will include review of the Council established preliminary carbon emissions reduction goal and creation of an action plan with corresponding cost effective measures to achieve the established goal. Staff recommends that Council discuss this proposed process and provide staff direction on how to proceed. If Council concurs with step one noted above, then the Council will need to appoint two members to the RFP committee. CITY OF IOWA CITY in MEMORANDUM Date: May 18, 2016 To: Geoff Fruin, Interim City Manager From: Juli Seydell Johnson, Director of Parks & Recreation Re: New Recreation Skills Program for Iowa City Sudanese Community This memo provides information about a new recreation program designed and implemented in partnership with members of Iowa City's Sudanese community. Recreation staff began interacting with families from this community during roller skating times at the Robert A. Lee Recreation Center. This led to a specific request for help in teaching basic American sport skills to the Sudanese youth. Recreation staff designed a program this spring which met from 6-9 p.m. on Friday nights. During the first four weeks the program met at the Robert A. Lee Recreation Center with a focus on basketball skills. The program then moved outside to Willow Creek Park for the final four weeks with an emphasis on football and soccer skills. Three age groups were offered: preschool, elementary school and junior/senior high. The program was open to any youth who wished to attend, but was specifically marketed to members of the Sudanese community through community leadership. There was a registration fee of $10 per child which covered the cost of the instructors. Seventy seven youth participated in the program during the spring. A similar program is being developed to teach basic swimming skills during the month of June. The goal of these programs is to provide basic skills and help develop a comfort level with these sports so that the participants feel comfortable participating in existing youth sport association programs. r �pdr, CITY OF IOWA CITY IP4 MEMORANDUM Date: May 18, 2016 To: Geoff Fruin, Interim City Manager From: Juli Seydell Johnson, Director of Parks & Recreation Re: New Summer Fun Program for Teens This memo provides information about a new recreation program, "The Summer Fun Youth Program", designed in cooperation with a coalition of non -profits and community leaders to engage youth in grades 7-12 with supervised recreational activities during weekday evening hours this summer. Planning for the program has been due to the efforts of Chad Dyson, Charlie Eastham, Henri Harper, Royceann Porter, Frederick Newell, Annie Tucker and Raquishia Harrington. The objective of the program is to provide engaging and structured summer activities for youth grades 7-12 using community recreation assets and facilities with collaboration of community agencies. Program components are recreation activities, community exposure and skill building. The Summer Fun Youth Program will take place from June 6 through August 19, meeting Monday through Friday evenings at the Robert A. Lee Recreation Center. This site was chosen to maximize the availability of recreation facilities and activities. Activities will include sports, arts, swimming, outdoor activities and social activities. This program will be free to participants. Participants will be identified and invited through the schools, community organizations and general media announcements. The program is being primarily funded through the Parks & Recreation budget with funds designated for teen programming. Additional funding may also be provided by Johnson County and the Iowa City Community School District. Royceann Porter has been hired as a temporary Recreation Program Coordinator to develop and manage the program through August. Additional Recreation Program Leaders will be present at the program to lead activities and provide supervision. At least one staff will be present for every 15 program participants. Mayor backs eliminating downtown one -ways From Interim City Manager Page 1 of 2 Mayor backs eliminating downtown one -ways iP5 .loel Aschbrenncr joschbrenn@dmreg.com 2:20p.m. CDTMoy 6, 2016 Advocates have been pushing for more two-way streets to make downtown safer and more inviting for pedestrians and cyclists. Des Moines Mayor Frank Cownie emboldened pedestrian and bike advocates Wednesday night when he said the city should do away with one-way streets downtown. His comment came during a forum on walkability. He was asked how the city should make streets safer and more inviting to pedestrians and cyclists. "I would change all the downtown streets and make them two-way," he said. In a follow-up interview, Cownie said it might not be possible to eliminate all one-way streets, but those that can be changed should. "I think we should incrementally look at all of them," he said. Converting one-way streets to two -ways is one of the primary changes walkability advocates have recommended downtown. They say eliminating one-way streets would make navigating downtown easier for drivers and cyclists. And drivers generally go slower in two-way traffic, making streets safer for pedestrians and more promising for street -level businesses. The East Village is the example advocates point to most often. East Locust Street and East Grand Avenue were converted to two-way streets in the early 2000s. Instead of fast -paced thoroughfares, the streets now have slower traffic, more pedestrians and storefronts. In a small-scale pilot program, Des Moines recently converted a few blocks of 12th street to two-way. Officials at City Hall are working toward implementing a walkability plan that could convert more downtown streets to two -ways. An engineering study needed for such a plan is scheduled to begin this spring. "The fact that the mayor has embraced this idea is critically important for us to move in the direction of safer downtown streets and streets that are more conducive to economic development," said Larry James, a real estate attorney and co-founder of Urban Land Institute Iowa. Cownie's comments elicited the loudest applause of the night and had downtown advocates buzzing after the event. The thought of slowing down traffic to improve streets for pedestrians is sure to irk some drivers. Brenda Neville, president of the Iowa Motor Truck Association, said the group doesn't have an official stance on the street discussions in Des Moines but said the group will be watching them closely. The event, "Walkability: the Politics and Payoff of Putting Walkability into Action," was hosted by Urban Land Institute Iowa. It was sponsored and moderated by The Des Moines Register. Featured speakers were former Milwaukee Mayor John Norquist and former Minneapolis Mayor R.T. Rybak. An advocate for replacing urban freeways with more pedestrian -friendly surface streets and converting one-way streets to two -ways, Norquist led efforts to revitalize downtown Milwaukee. He made the economic case for such changes, noting that a street lined with storefronts and apartments generates more tax revenue than a wide freeway. While in office, Rybak helped secure a $25 million federal grant for bike lanes and other infrastructure and launched Minneapolis' bike -rental program. He said Des Moines needs to improve its connective tissue — better connections for pedestrians and cyclists between amenities like the Pappajohn Sculpture Park and the Principal Riverwalk. Rybak biked around downtown Wednesday with the Register, city officials and bike advocates. (More on that in The Sunday Des Moines Register.) He agreed with Cownie that converting downtown streets to two -ways would be a good first step. CITY OF IOWA CITY IP6 MEMORANDUM Date: May 13, 2016 To: Iowa City Parks and Recreation mission From: Eleanor M. Dilkes, City Attorne Re: Chauncey Swan Park— The Chauncey Development Agreement I have been asked to address questions that arose at your May 11, 2016 meeting regarding the terms of the Development Agreement between the City and the Developer that deal with the redevelopment of Chauncey Swan Park. The Development Agreement ("Agreement") was approved by the City Council and executed by the Mayor and the Developer on June 8, 2015. Copies of the resolution approving the Agreement, the Agreement and Exhibits D, F, G and L are attached for your information. This memo will reference the sections of the agreement that relate to the Chauncey Swan Park. While an amendment to the Agreement was executed on November 30, 2015 it merely extended the timeframes in the Agreement and did not change any of the terms concerning Chauncey Swan Park. 1. Concept Plan for Chauncey Swan Park. As with other elements of the project, the Agreement sets forth the parties' agreement on the concept plan for the park. Part 1, Section 1(a) states, in part: "The Redeveloper's construction on the Redevelopment Property will consist of a mixed-use structure described more fully on Exhibit D ("Minimum Improvements)'. The first paragraph of Exhibit D states that the Redeveloper shall complete the itemized improvements in accordance with the Agreement as detailed in Exhibit L, the April 3, 2015 concept plan. Exhibit L contains both the concept plan for the park and text describing the park: a. "The interior of the park will provide daytime recreation space and a lawn area for viewing evening movies." (p.1) b. The concept plan for the park is shown on page 3 and again on page 7. This appears to be the same concept plan that was included in your meeting materials for May 11 along with the proposed schematic design. The text on page 3 states: "The park will be reconfigured as an inviting public gathering place incorporating a configuration which will invite public use for viewing outdoor movies." The text on page 7 states: "The entertainment concept within the building will transfer to the reconfigured park to facilitate evening outdoor movie screenings and will be inviting to the public for a variety of activities and public use of the park." c. Page 5 shows a view from the Northwest of the building and the park. d. Page 6 shows a view of redesigned Chauncey Swan Park at Night from the Northwest 2. Stairs. In addition to the concept plan which shows the stairs entering the park on the north side of the Development, paragraph 8 of Exhibit D states that certain amenities must be provided and are subject to City approval. These amenities are those on public right of way or property and include "[s]tairs along the north entrance to the Project site on the Chauncey Swan Park." 3. Design Approval/Design and Construction Costs. While the parties agreed to design of the park in concept, the Agreement provides that construction plans are to be approved by the May 13, 2016 Page 2 Parks and Recreation Director prior to construction (Exhibit D, par. 10). Design costs and the first $500,000 in actual construction costs for the "improvements to Chauncey Swan Park" are to be paid by the Developer with any construction costs in excess of $500,000 to be at City expense. This does not include the cost of the stairs, which have been an integral component of the building and the Developer's proposal from the outset and are described in an earlier paragraph as an amenity the Developer must provide. Because the Parks and Recreation Director must approve the final construction plans the City has control over how much, if any, city funds it will invest in the improvements to the park. 4. Construction/Geothermal. Subsections (b) and (c) of Section 1, Part I address construction staging, the reconstruction of the park and the installation of geothermal. The Developer must obtain a temporary construction easement agreement from the City for construction staging to occur on city property, including the park, that is substantially similar to the easement attached as Exhibit F. "No construction staging shall be allowed within the paved area immediately west of the ramp, which shall remain free of obstructions at all times, except during installation of the geothermal system, reconstruction of the Chauncey Swan Park, or unless written approval is obtained from the City Manager." (1(b)) The Developer must minimize disruption to the Farmer's Market, no construction activity within the park may occur during Farmer's Market hours and the park must be reconstructed in accordance with a design and landscape plan approved by the Parks and Recreation Director prior to issuance of an occupancy permit. (Exhibit F, par. 1(c)). If the Developer chooses to install a geothermal heating system the Developer must purchase the subterranean rights at the appraised value of $10.00 per square foot and execute a utility Easement Agreement substantially similar to Exhibit G. "The geothermal system shall not prevent installation of surface improvements and landscaping in the Park, provided such installations do not interfere with the operation and maintenance of the geothermal system." (1(c)) The City may not "erect or construct any building or other obstructions; drill or operate any well; or construct any reservoirs or other obstructions' over the geothermal system but "may plant trees and shrubs..., install fences or other public amenities, such as planters, benches and public art." (par. 5, Exhibit G). If the Developer must disturb or remove any such City landscaping or amenities in order to access or repair the geothermal, the Developer must replace any such improvements or compensate the City for them. (par. 5, Exhibit G) _Activities in Park post construction. Following construction, the park, including the steps, will be open to the public and all planned events for gatherings of 100 or more persons in the park, including movie showings, will be subject to the same rules and permits that govern use of all city parks. The Agreement grants no rights to the Developer or occupants of the building to control those activities. Summary. It is my understanding that the concept plan for the park, as well as plans to address the impact of construction activity on the park and the Farmer's Market, were reviewed by the Parks and Recreation Commission prior to the execution of the Agreement. The City and the Developer have agreed to the Concept Plan for the park and the City may not, without the approval of the Developer, impose conditions that are inconsistent with the concept plan. The schematic designnandscape plan and construction drawings must be approved by the Parks and Recreation Director. In addition, the City has agreed to allow use of the park for construction staging on the terms reviewed above, including those regarding the Farmer's Market, and has agreed to the terms of the installation of a geothermal system which prohibit the placement of additional buildings but allow for landscaping and amenities which must be replaced by the Developer if disturbed during maintenance of the system. The steps will be constructed at the Developer's cost on City property and the park, including the steps, will continue to be a forum available to the public subject to any reasonable permitting requirements of the City. The Developer must pay the first $500,000 of actual construction costs for the park May 13, 2016 Page 3 with any excess to be paid by the City it a plan approved by the Director exceeds $500,000. Any amount contributed by the City may not exceed the public bidding threshold because the improvements will be constructed by the Developer and will not be publicly bid. Please feel free to contact me If you have any questions. Encl. Cc: Geoff Fruin, City Manager Jul! Seydell-Johnson, Parks and Recreation Director Marian Kan-, City Clerk (for next Council info. packet) 66� — 2 Prepared by. Sara Greenwood Hektoen, Assistant City Attorney, 410E Washington St Iowa City IA 52240356-5248 RESOLUTION NO. 15-193 RESOLUTION APPROVING AN AGREEMENT FOR PRIVATE REDEVELOPMENT, INCLUDING THE TRANSFER OF LAND, BY AND BETWEEN THE CITY OF IOWA CITY, IOWA, AND THE CHAUNCEY, L.L.C. WHEREAS, on October 2, 1969, the Iowa City City Council adopted Resolution No. 2157 approving the City -University Project I Urban Renewal Plan (Project No. IA R-14), which plan has been modified and amended from time to time (said plan, as amended, is hereinafter referred to as the "Plan") for the City -University Urban Renewal Area (the "Urban Renewal Area" or "Area") described therein, which is on file in the office of the Recorder of Johnson County; and, WHEREAS, among the Plan objectives for the Area are objectives to create residential living spaces for young professionals and other members of the "creative class" by offering a variety of housing options, including high-density, affordable urban apartments; to create a more livable community by supporting affordable, energy-efficient housing and the suitable reuse of idle or underutilized land; to create a vibrant, mixed-use, pedestrian -oriented neighborhood; and to increase the amount of office space available in the Area by promoting mixed-use developments that contain quality office space; and WHEREAS, following a competitive request for proposal process, the City received a proposal from The Chauncey, L.L.C. (the "Developer"), in the form of a proposed Development Agreement (the "Agreement") by and between the City and the Developer, pursuant to which, among other things, the Developer would agree to invest $49,000,000 in development costs to construct certain Minimum Improvements, as defined in the Agreement, on certain real property located within the City -University Urban Renewal Area, at the northeast intersection of College and Gilbert Streets, as legally described in the Agreement, an area that is currently underutilized as an electrical substation, surface parking, and police storage; and WHEREAS, the Developer proposes to construct a 15 -story mixed use building with Class A office space, a hotel, a bowling alley, two movie theatres, residential condominiums, and upgrades to the Chauncey Swan Park, together with related site improvements, all designed and constructed to at least LEED Silver standards, as detailed in the proposed Agreement; and WHEREAS, the City Council has adopted certain Economic Development Policies intended to a) attract new residential and commercial development, b) retain the City's existing businesses, and c) encourage business expansion, in order to a) increase economic activity, b) create jobs; c) lower unemployment, d) increase wages; e) increase property values, f) increase tax revenues, g) increase ownership and entrepreneurial opportunities, and h) revitalize underatilized or blighted areas; and WHEREAS, pursuant to said Policies, the City's consultant made a financial analysis of the proposed Development Agreement, which analysis included an examination of all financing Page 2 sources for the project, the project costs, with scrutiny of the Developer's return based largely on Developer equity and the maximization of project debt; and WHEREAS, the analysis revealed that the Developer equity in the project, not including debt, is equal to or greater than the public financing requested; and WHEREAS, in exchange for construction of the Minimum Improvements and the creation of a $30,128,234 minimum assessment value on the project once complete, the City proposes to convey land to the Developer for the appraised value of $1,870,000, to convey certain easement rights to the Developer for the appraised value of $10 per square foot, and to make certain contributions to the project, including the acquisition of five one -bedroom condominium units from the Developer for $1,000,000 once the project is complete, which the City will own and maintain for affordable housing, and to make a $14,187,250 economic development construction grant, paid through the use of tax increment financing and reinvestment of the proceeds from the Property; and WHEREAS, the City is willing to convey to the Developer that portion of the Property it currently owns and grant additional easement rights described therein at fair market value as determined by the City's appraisal without consideration of the use restrictions, subject to the use limitations provided for in the proposed Development Agreement, and certain restrictions, covenants, conditions and obligations assumed by the Redeveloper pursuant to this Agreement, all of which limit the fair market value of the Property; and WHEREAS, the minimum actual value contained in the minimum assessment agreement indicates that there will be sufficient taxable valuations to permit the collection of incremental taxes to cause the costs incurred by the City with respect to the property to be repayable as to principal within four years following the commencement of full operation of the development; and, WHEREAS, the Project will generate, when complete, a minimum of $30,128,234 of new tax base upon which taxes will be paid pursuant to the protected school debt service levy, school physical plant and equipment levy, county debt service levy, city debt service levy, community college debt service levy and school instructional support levy, and upon which the self - supported municipal improvement district taxes will be levied. WHEREAS, Iowa Code Chapters 15A and 403 (the "Urban Renewal Law") authorize cities to make grants for economic development in furtherance of the objectives of an urban renewal project and to appropriate such funds and make such expenditures as may be necessary to carry out the purposes of said Chapters, and to levy taxes and assessments for such purposes; and WHEREAS, the economic development construction grant being provided by the City will add diversity to and generate new opportunities in the downtown Iowa City economy, and the public gains and benefits of the project are warranted in comparison to the amount of the grant; and WHEREAS, the Economic Development Committee considered said application and voted to recommend approval to the City Council at their meeting on July 10, 2014; and Page 3 WHEREAS, City Staff has reviewed the application and proposed Developer's Agreement and recommends approval to the City Council; and WHEREAS, on May 28, 2015, this Council did approve a resolution of intent to consider a proposed development agreement with the Chauncey, L.L.C., which includes the transfer of land described therein, and setting a public hearing and providing for the publication of notice thereof, and WHEREAS, notice of the public hearing thereon was published on June 1, 2015, in the Iowa City Press -Citizen, and public hearing held on June 8, 2015 in accordance with said notice and in satisfaction of Section 364.6 of the City Code of Iowa; and WHEREAS, the Council has determined that the Agreement is in the best interests of the City and the residents thereof and that the performance by the City of its obligations thereunder is a public undertaking and purpose and in furtherance of the Plan and the Urban Renewal Law and, further, that the Agreement and the City s performance thereunder is in furtherance of appropriate economic development and blight remediation activities and objectives of the City within the meaning of Chapters 15A and 403 of the Iowa Code, taking into account the factors set forth therein. NOW THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY IOWA THAT 1. That the attached Agreement for Private Redevelopment by and between the City of Iowa City Iowa and The Chauncey, L.L.C. is in the public interest of the residents of Iowa City and the public purpose will be accomplished by the City's economic development construction grant to the Project. 2. That said Agreement is consistent with and authorized by the Urban Renewal Plan, all applicable State and federal laws including, but not limited to, Iowa Code Chapters 15A and 403 and the City's policies and practices,; and 3. That the Mayor is authorized and directed to execute the Agreement and the City Clerk is authorized and directed to attest the signature and to affix the seal of the City Clerk. 4. That the Mayor and City Clerk be and they are hereby authorized and directed to take all such actions and do all such things as they shall determine to be necessary or appropriate to ensure the City's performance as provided therein, including the execution of any documents necessary to effectuate the transfer of land or easement rights to the Developer in accordance with the terms of the Agreement for Private Redevelopment and in a form approved by the City Attorney. 5. That the City Clerk be directed to certify and record the resolution at the Developer's expense. 6. That the City Manager is hereby authorized to administer the terms of the Agreement for Private Redevelopment. Page 4 Passed and approved this 8th day of June 2025. ;4aq� ATTEST: y s CITY CLERIC Approved by ity Attorney's Office 4w /��� `/ /S' CORPORATE SEAL Resolution No. 15-193 ]Page 5 It was moved by Dobyns and seconded by Resolution be adopted, and upon roll call there were: Mims the AYES: NAYS: ARSE NT: ABSTAIN: x Botchway % Dickens x Dobyns x Hayek x Mims _ Payne x _ x Throgmorton AGREEMENT FOR PRIVATE REDEVELOPMENT By and Between THE CITY OF IOWA CITY, IOWA, and THE CHAUNCEY, L.L.C. Wednesday, May 27, 2015 Page 1 Exhibit A Map of Urban Renewal Area Exhibit B Legal Description of Urban Renewal Area Exhibit C Legal Description of Redevelopment Property Exhibit D Minimum Improvements and Uses Exhibit E Temporary Use of Right -of -Way Agreement Exhibit F Temporary Construction Easement Agreement Exhibit G Utility Easement Agreement for Geothermal Heating System Exhibit H Minimum Assessment Agreement Exhibit I Amendment No. 1 to the Park @201 Minimum Assessment Agreement Exhibit J Memorandum of Agreement for Private Redevelopment Exhibit K Opinion of Counsel Exhibit L April 3, 2015 Concept Plan Exhibit M Off -Site Parking Agreement Wednesday, May 27, 2015 Page 2 INTRODUCTION THIS AGREEMENT FOR PRIVATE REDEVELOPMENT is by and between the City of Iowa City, Iowa ("City"), a municipality, established pursuant to the Code of Iowa of the State of Iowa and acting under the authorization of Iowa Code Chapter 15A and 403 (2015), as amended, ("Urban Renewal Act") and The Chauncey, L.L.C. ("Redeveloper"), a limited liability company organized under the laws of the State of Iowa and having an office for the transaction of business at 221 E. College Street, Iowa City, Iowa. This agreement outlines the terms and conditions, and the relative rights and responsibilities of the City and the Redeveloper for the redevelopment of the property in Iowa City located at the northeast comer of South Gilbert Street and East College Street, Iowa City, Iowa, legally described in Exhibit C hereto, ("the Property" or "the Redevelopment Property") an urban renewal parcel. WITNESSETH: WHEREAS, in furtherance of the objectives of the Urban Renewal Act, the City has undertaken a program for the clearance and reconstruction or rehabilitation of certain areas in the City and has undertaken an economic development area in the City; and WHEREAS, on October 2, 1969, the Iowa City City Council adopted Resolution No. 2157 approving the City -University Project I Urban Renewal Plan (Project No. IA R-14), which plan has been modified and amended from time to time (said plan, as amended, is hereinafter referred to as the "Urban Renewal Plan" or "Plan"); and WHEREAS, the Plan was adopted for the urban renewal area shown on Exhibit A and legally described on Exhibit B ("Urban Renewal Area"); and WHEREAS, a copy of the Urban Renewal Plan as constituted on the date of this Agreement has been recorded among the land records in the office of the Recorder of Johnson County, Iowa; and WHEREAS, such Urban Renewal Plan permits the City to respond to development opportunities as and when they may appear; and WHEREAS, the Redeveloper responded to the City's request for proposals for development of the Property with a proposal for a mix of commercial, office, and residential uses (hereinafter, "the Project"); and WHEREAS, the City has determined the Project, as further described in Exhibit D "Minimum Improvements and Uses" and Exhibit L "April 3, 2015 Concept Plan", on the Property, is consistent with and authorized by the Urban Renewal Plan and all applicable State and federal laws, including but not limited to Iowa Code Chapters 15A and 403; and WHEREAS, the Redeveloper is willing to develop or cause the Property to be developed for and in accordance with the uses specified in the Urban Renewal Plan and in accordance with Wednesday, May 27, 2015 Page 3 this Agreement by constructing the Project and incorporating the uses outlined in this Agreement; and WHEREAS, the City is willing to convey to the Redeveloper that portion of the Property it currently owns and grant additional easement rights described herein subject to the use limitations provided for in the Plan, this Agreement, and certain restrictions, covenants, conditions and obligations assumed by the Redeveloper pursuant to this Agreement, all of which limit the fair market value of the Property; and WHEREAS, the Project will generate, when complete, a minimum of $30,128,234 of new tax base upon which taxes will be paid pursuant to the protected school debt service levy, school physical plant and equipment levy, county debt service levy, city debt service levy, community college debt service levy, school instructional support levy, and upon which the self - supported municipal improvement district taxes will be levied. NOW, THEREFORE, in consideration of the promises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as follows: PART Section 1. Construction and Uses. (a) The Redeveloper's construction on the Redevelopment Property will consist of a mixed-use structure described more fully on Exhibit D ("Minimum Improvements"). The Redeveloper hereby commits to a project that includes a minimum total of $49,000,000 in development costs, including construction costs, architectural fees, land costs, required furnishings for a hotel use, and financing costs. (b) Redeveloper shall obtain from the City the necessary temporary construction easement to allow construction staging to occur on city -owned property, including any rights necessary for the Chauncey Swan Park, Parking Ramp or the Gilbert or College Street rights-of- way. The agreement for said easement rights shall take a form substantially similar to the Temporary Construction Easement Agreement, attached hereto as Exhibit F and incorporated herein by this reference. No construction staging shall be allowed within the paved area immediately west of the parking ramp, which shall remain free of obstructions at all times, except during installation of the geothermal system, reconstruction of the Chauncey Swan Park, or unless prior written approval is obtained from the City Manager. (c) In the event that the final Construction Plans approved by the City pursuant to Part A Article Ill herein show subterranean intrusions under the Chauncey Swan Park for the purpose of installing a geothermal heating system, Redeveloper must purchase a permanent utility easement for such use of said City -owned property. The agreement for said easement rights shall take a form substantially similar to the Utility Easement Agreement, attached hereto as Exhibit G and incorporated herein by this reference. The cost of said property rights shall be $10 per square foot, based upon an appraisal obtained by the City. Redeveloper's purchase of said subterranean rights shall be a contingency of the foundation permit for construction of the Minimum Improvements on the Property and must be satisfied prior to issuance thereof. The Wednesday, May 27, 2015 Page 4 geothermal system shall not prevent installation of surface improvements and landscaping in the Park, provided such installations do not interfere with the operation and maintenance of the geothermal system. (d) Pedestrian access routes to the City -owned Chauncey Swan Parking Ramp are shown at Ramp Levels 1 and 3 on the concept plan submitted on April 3, 2015, attached hereto in Exhibit L. Vehicular access routes to the City -owned Chauncey Swan Parking Ramp are also contemplated. In the event that the final construction drawings approved by the City pursuant to Part II, Article III herein show pedestrian or vehicular access routes to the Redevelopment Property through the Chauncey Swan Parking Ramp, Redeveloper must purchase an access easement for such uses(s), the cost of said property rights shall be determined by the City based upon an appraisal obtained by the City at its sole expense. Redeveloper's purchase of said easement rights shall be a contingency of the foundation permit for construction of the Minimum Improvements on the Property and must be satisfied prior to issuance thereof. The purchase of said easement rights shall also be a condition precedent to the City's conveyance of the Property to Redeveloper. (e) In the event that the final Construction Plans approved by the City pursuant to Part II, Article III herein show awnings or other intrusions into the College Street right-of-way, Redeveloper shall obtain from the City, at no cost to Redeveloper, a temporary use of right-of-- way easement for such temporary use. The agreement for said easement rights shall take a form substantially similar to the Temporary Use of Right -of -Way Agreement, attached hereto as Exhibit E and incorporated herein by this reference. Said Agreement shall be entered into before a building pemtit is issued for any work in the proposed easement area. Section 2. Representations and Warranties of Redeveloper. The Redeveloper makes the following representations and warranties: (a) The Redeveloper is a limited liability company, duly organized under the laws of the State of Iowa, has power to enter into this Agreement and to perform its obligations hereunder, and is not in violation of any provisions of its articles of organization, operating agreement, any other agreement or the laws of the State of Iowa. (b) The Redeveloper has the full power and authority to execute this Agreement and this Agreement shall constitute the legal, valid and binding obligation of the Redeveloper in accordance with its terms, and the consent of no other party is required for the execution and delivery of this Agreement by the Redeveloper or the consummation of the transaction contemplated hereby. (c) The making and performance of this Agreement by the Redeveloper and the execution and delivery of the documents to be delivered by the Redeveloper pursuant hereto, have been duly authorized by all necessary action of the Redeveloper, and this Agreement and such documents will be valid and binding obligations of the Redeveloper enforceable in accordance with their terms. (d) The Redeveloper will cause the Minimum Improvements to be constructed, operated and maintained in accordance with the terms of this Agreement, the Urban Renewal Wednesday, May 27,201S page 5 Plan, and all local, state and federal laws and regulations (including, but not limited to, environmental, zoning, energy conservation, building code and public health laws and regulations), except for minor variances necessary to construct the Minimum Improvements contained in any Construction Plans (as defined in Section 301 hereof) approved by the City. (e) The Redeveloper will use its best efforts to obtain, or cause to be obtained, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state, and federal laws and regulations which must be obtained or met before the Minimum Improvements may be lawfully constructed. The Redeveloper's Architect will work with the City's Design Review Committee on the final designs of the project. The Design Review Committee will ultimately approve or disapprove the exterior design of the building. This agreement is contingent on the Redeveloper's Architect and the City's staff Design Review Committee reaching agreement on the exterior design of the building. If the final exterior design substantially deviates from the concept plan shown in Exhibit L, it shall be subject to approval by Council. (f) The Redeveloper will use its best efforts to obtain, or cause to be obtained, permission from the United States Federal Aviation Administration (FAA) to construct the Minimum Improvements, which shall be a condition precedent to the City's conveyance of the Property to Redeveloper. (g) The execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, and the fulfillment of or compliance with the terms and conditions of this Agreement are not prevented by, limited by, in conflict with, or result in a breach of the terms, conditions or provisions of any contractual restriction, evidence of indebtedness, agreement or instrument of whatever nature to which the Redeveloper is now a party or by which it is bound, nor do they constitute a default under any of the foregoing. (h) The Redeveloper will spend enough in construction of the Minimum Improvements, when combined with the value of the Property and related site improvements, to equal or exceed the Assessor's Minimum Actual Value set forth in Section 7 of this Agreement. The Redeveloper estimates that the Assessor's Minimum Actual Value set forth in Section 7 of this Agreement is a reasonable estimate of the actual value for ad valorem tax purposes. (i) The Redeveloper has not received any notice from any local, state or federal official that the activities of the Redeveloper with respect to the Property may or will he in violation of any environmental law or regulation (other than those notices, if any, of which the City has been notified). The Redeveloper is not aware of any State or federal claim filed or planned to be filed by any party relating to any violation of any local, State or federal environmental law, regulation or review procedure, and the Redeveloper is not aware of any violation of any local, State or federal law, regulation or review procedure which would give any person a valid claim under any State or federal environmental statute. 0) The Redeveloper shall proceed with due diligence to obtain construction financing commitments, which commitments shall be sufficient to enable the Redeveloper to successfully complete the Minimum Improvements as contemplated in this Agreement. Redeveloper will obtain all financing commitments necessary for the construction of the Wednesday, May 27, 2015 page 6 Minimum Improvements prior to the issuance of a foundation permit or the City's issuance of bonds, whichever is earlier, but in no event later than one year from the date of this Agreement, and provide a copy of such commitments to the City by such date. This agreement is contingent upon Redeveloper obtaining financing upon terms and conditions satisfactory to Redeveloper and City, and shall be a condition precedent to the City's conveyance of the Property to Redeveloper in accordance with Section 6 herein. In the event such financing is not obtained by Redeveloper within one year from the date of this Agreement, Redeveloper or the City shall have the right to terminate this Agreement. (k) The Redeveloper will cooperate fully with the City in resolution of any traffic, parking, trash removal, public safety or any other problems which may arise in connection with the construction and operation of the Minimum Improvements. The Redeveloper shall submit a written construction management plan to the Director of Public Works for his approval. The Redeveloper will coordinate staging for construction of the Minimum Improvements with the Public Works Director and the Parks and Recreation Director. Redeveloper shall obtain from the City any necessary temporary construction easements in accordance with Section 1(b) herein. (I) The Redeveloper is providing on-site all parking spaces required for residential units pursuant to the Iowa City Code of Ordinances. The City acknowledges that certain residential units will be designed and constructed in a manner that would allow for them to be added to the hotel, though the units so designed shall he considered residential units for the purposes of calculating the number of required on-site parking spaces. Notwithstanding this provision, the Redeveloper may enter into an agreement with the City of Iowa City for additional parking not otherwise required by City Code pursuant to an agreement for parking in the Chauncey Swan Parking Ramp on substantially the same terms as the attached Exhibit M. Section 3. Conveyance of Property. a. Purchase Price. Subject to the terms, covenants, and conditions of this Redevelopment Agreement, the City will sell the following legally described property to Redeveloper for, and the Redeveloper will purchase from the City and pay therefor the amount of $1,870,000 ("Purchase Price"): Lot 5, the West 30' of Lot 6, and the western 160' of the 20' wide alley, all on Block 43, Original Town, Iowa City, Iowa. Said Purchase Price shall be paid to the City in immediately available funds at closing. Said property shall be sold as is. b. Form of Deed. The City shall convey to the Redeveloper title to the Property by Quit Claim Deed ("Deed"). Such conveyance and title shall be, in addition to all conditions, covenants and restrictions set forth or referred to elsewhere in this Agreement, subject to all conditions, covenants and restrictions set forth in the Urban Renewal Plan. c. Recordation of Deed. Wednesday, May 27,201S Page 7 The Redeveloper shall properly file the Deed for recordation among the land records in the office of the Johnson County, Iowa Recorder. The Redeveloper shall pay all costs for so recording the Deed, Memorandum of this Agreement, and any necessary easement agreements provided for in this Agreement. d. Abstract of Title. The City, at its expense, shall provide an Abstract of Title on the subject property continued through the date of this Agreement, for examination by the Redeveloper. The City shall deliver said Abstract to Redeveloper within 30 calendar days of the date of this Agreement, after which the Redeveloper shall have 30 calendar days to examine same and issue a preliminary title opinion. The Abstract shall become the property of the Redeveloper at the time of delivery of the Deed for the parcel, and such Abstract shall show good and merchantable title in the City in conformity with this Agreement, Iowa law and the title standards of the Iowa State Bar Association, and shall show title free and clear of all taxes, encumbrances, easements, covenants, reservations and restrictions, except as otherwise agreed to herein, which shall be subject to approval of Redeveloper after examination of the abstract of title and review of the specific terms of any easements and restrictions, including, but not limited to, zoning ordinances, existing easements, restrictions or reservations, including, but not limited to, those established by the Urban Renewal Plan. After examination of the Abstract, the Abstract shall be held by the City until delivery of the Deed to the Redeveloper for the subject parcel. Section 4. Time for Commencement and Completion of Minimum Improvements. The construction of the Project and Minimum Improvements shall commence not later than one (1) year from the date of this Agreement, and shall be substantially completed on or before December 31, 201 S. Section 5. Time for Closing and Certain Other Actions. (a) Progress Reports and Time for Submission of Construction Plans Redeveloper will keep the City informed regarding the status of the project by responding to inquiries from representatives of the City and furnishing progress reports as reasonably requested, but not less than quarterly during construction. Redeveloper agrees to provide to the City schematic design development drawings showing preliminary floor plans, elevations and related information, particularly with regard to the bowling alley and movie theatres, no later than 180 calendar days after the date of this Agreement. No formal response will be required from the City to these design development drawings. The City, however, will alert Redeveloper to any known code violations or other design issues that would impact the acceptance of the Construction Plans. The time within which the Redeveloper shall submit its initial Construction Plans to the City in any event, pursuant to Part II, Article III hereof, shall be not later than 270 calendar days from the date of this Agreement for the site preparation and foundation plans; 365 calendar days from the date of this Agreement for the structural and shell construction plans; and 480 calendar days from the date of this Agreement for the finish construction plans. Within 30 calendar days of each submittal, the City shall review and approve or reject and make recommendations for corrections to said Construction Plans. The City's review of said Construction Plans shall be Wednesday, May 27, 2015 Page 8 based on the Urban Renewal Plan, all applicable codes and any additional requirements imposed on the Redeveloper under this Agreement. (b) Time for Submission of Corrected Construction Plans. Except as provided in Paragraph (c) of this Section, the time within which the Redeveloper shall submit any new or corrected Construction Plans as provided for in Section 301 shall be not later than thirty (30) calendar days after the date the Redeveloper receives written notice from the City of the City's rejection and recommendations for corrections to the Construction Plans referred to in the latest such notice. (c) Maximum Time for Approved Construction Plans. In any event, the time within which the Redeveloper shall submit Construction Plans which conform to the requirements of Section 301 hereof and are approved by the City shall be not later than sixty (60) calendar days after the date the Redeveloper receives written notice from the City of the City's first rejection and recommendations for corrections to the original Construction Plans submitted to it by the Redeveloper. (d) Time for City Action on Change in Construction Plans The time within which the City may reject any change in the Construction Plans, as provided in Section 301 hereof, shall be thirty (30) calendar days after the date of the City's receipt of notice of such change. (e) Time for Submission of Evidence of Financia Ag bility. Prior to conveyance of the Property to Redeveloper or issuance of bonds, whichever is earlier, but in no event later than one year from the date of this Agreement, the Redeveloper shall submit to the City evidence satisfactory to the City that the Redeveloper has the financial ability and commitments for construction and mortgage financing necessary for construction of the Minimum Improvements, as provided in Sections 301 and 20) hereof. (f) Time and Place for Closing and Delivery of Deed. If the conditions precedent to closing set forth in Section 6 have been satisfied, the City shall deliver the Deed and possession of the Development Property to the Redeveloper on or before one (1) year from the date this Agreement is executed, or on such other date as the parties hereto may mutually agree in writing (the "Closing Date"); provided, however, that in the event the conditions precedent to closing have not been satisfied, either the City or Redeveloper may terminate this Agreement or waive or extend the time for satisfaction of such conditions precedent. Conveyance of the Deed shall be made at the principal office of the City on the Closing Date and the Redeveloper shall accept such conveyance and pay to the City at such time and place the Purchase Price in immediately available funds. Section 6. Conditions Precedent to Conveyance of Property The City's obligation to convey title and possession of the Property to the Redeveloper on the Closing Date, and Redeveloper's obligation to accept title and possession of the Property on the Closing Date shall be subject to satisfaction of the following conditions precedent: Wednesday, May 27, 2015 Page 9 (a) The Redeveloper and the City shall be in material compliance with all of the terms and provisions of this Agreement; (b) The Redeveloper shall have submitted to the City those Construction Plans due within 270 calendar days from the date of this Agreement pursuant to Part I, Section 5(a), and shall have been approved by the City Part IL, Article III of this Agreement. The Redeveloper shall have submitted to the City a certification that the plans are in compliance with the Urban Renewal Plan. (c) The Redeveloper shall have furnished the City with evidence in a form satisfactory to the City (such as a letter of commitment from a bank or other lending institution), that the Redeveloper has firm commitments for construction and permanent financing acceptable to Redeveloper for the Project in an amount sufficient, together with equity commitments, to complete the Project in conformance with the Construction Plans, or the City shall have received such other evidence of the Redeveloper's financial ability as in the reasonable judgment of the City is required; (d) The Redeveloper shall have fiunished the City with evidence in a form satisfactory to the City of the acquisition of performance and payment bonds for the Project; (e) The City shall have completed all steps necessary to authorize the issuance of City - issued Bonds or other funding mechanism to finance that portion of the Economic Development Construction Grant described in Part 11, Article I, Section 101(b) below, on such terms and conditions as the City shall have determined to be acceptable to it, in its sole discretion; (I) Execution of the Minimum Assessment Agreements, pursuant to Part I, Section 7 of this Agreement; (g) Execution of a Utility Easement Agreement, pursuant to Part I, Section 1(c) of this Agreement; (h) Execution of Temporary Construction Easement Agreement pursuant to Part I, Section 1(b) of this Agreement; (i) Execution of a Temporary Use of Right -of -Way Agreement pursuant to Part I, Section 1(e), if applicable; (j) Redeveloper's acquisition of title to the East 50' of Lot 6, Block 43, Iowa City, Iowa, or proof satisfactory to the City that Redeveloper has the right to acquire such rights in a timely manner; (k) Receipt of an Opinion of Counsel to Redeveloper as to the subject of and in the form of Exhibit K, attached hereto; (1) Receipt of final approval from the FAA to allow for the building height shown in the Construction Plans; Wednesday, May 27, 2015 Page 10 (m)Agreement of the Redeveloper's Architect and the City's staff Design Review Committee on the exterior design of the building pursuant to Part I, Section 2(e) of this Agreement. If such agreement is not reached, Redeveloper has the right, at its option, to terminate this Agreement; (n) Vacation of the public alley included in the Property; and (o) Rezoning of the Property to CB -10, without conditions that would make it impossible for the Redeveloper to construct the Project as contemplated herein. The City and Redeveloper acknowledge that the following conditions are reasonable and would allow construction of the Project as contemplated herein: L Any building constructed thereon shall be a mixed-use building no more than 15 stories in height and shall contain a minimum of two floors of Class A Office space; ii. The building height shall step -back at the third and the fifth floors along the Gilbert Street frontage and at least 70 feet of the College Street frontage; iii. All required parking for residential uses being provided on-site; and iv. The exterior building design shall be approved by the City's Design Review Committee prior to issuance of any building permit. Section 7. Minimum Assessment Agreements. The Redeveloper acknowledges and agrees that the grant to the Redeveloper provided for in Section 101 of this Agreement contemplates that the property tax revenues generated from the Project on the Property legally described in Exhibit C and all units currently owned by Central Park, L.L.C. within the PARK @201 Property according to the Declaration thereof recorded December 23, 2013 in Book 519, Page 481, Records of the Recorder of Johnson County, Iowa (hereinafter referred to as `the Park @201 Property"), will be sufficient to repay the cost of the Bonds referred to in Section 101 of this Agreement. In order to induce the City to make such grant and issue such Bonds, Redeveloper agrees to enter into a Minimum Assessment Agreement in a form in substantial compliance with Exhibit H attached hereto, in order to establish a Minimum Actual Value for the land and Minimum Improvements for this Project, and to enter into an Amendment to the Minimum Assessment Agreement for the Park @201 Property in a form in substantial compliance with Exhibit I attached hereto. The Redeveloper acknowledges and agrees that it, or the owners of condominium units sold, will pay when due all taxes and assessments, general or special, and all other charges whatsoever levied upon or assessed or placed against the Property and Minimum Improvements thereon and those units currently owned by Central Park, L.L.C. in the Park @201 Property. The Redeveloper further agrees that, prior to the final maturity date of all bonds, notes or other obligations issued by the City to finance its costs of the Project: (a) neither it nor the owners of condominium units sold will seek administrative or judicial review of the applicability of any tax statute determined by any official to be applicable to the Property, the Redeveloper, or the owners of condominium units sold, or raise the Wednesday, May 27, 2015 Page 11 inapplicability of any such tax statute as a defense in any proceedings, including delinquent tax proceedings; (b) neither it nor the owners of condominium units sold will seek administrative or judicial review of the constitutionality of any tax statute determined by any official to be applicable to the Property, the Redeveloper, or the owners of condominium units sold, or raise the unconstitutionality of any such tax statute as a defense in any proceedings, including delinquent tax proceedings; and (c) it will not cause a reduction in the taxable valuation upon which real property taxes are paid with respect to the Project, which consists of a multi -use structure generally consistent with the Minimum Improvements and Uses shown on Exhibit D, below the amount of $16,345,771 after taking into consideration any factors such as "roll -backs" which would reduce the taxable value of the Property as of January 1, 2018, and below the amount of $30,128,234 after taking into consideration any factors such as "roll -backs" which would reduce the taxable value of the Property as of January 1, 2019 ("Assessor's Minimum Actual Value") through: (i) willful destruction of the Property or the Park @201 Property, or any part thereof; (ii) a request to the City Assessor of Iowa City, Iowa to reduce the Minimum Actual Value of the Property below the amount noted above or the Park @201 Property below the amount noted in Exhibit I; (iii) an appeal to the Board of Review of the City of Iowa City or to the Board of Review of Johnson County to reduce the Minimum Actual Value of the Property below the amount noted above or the Park @201 Property below the amount noted in Exhibit I; (iv) a petition to the Board of Review of the State of Iowa or to the Director of Revenue and Finance of the State of Iowa to reduce the Minimum Actual Value of the Property below the amount noted above or the Park @201 Property below the amount noted in Exhibit I; (v) an action in any District Court of the State of Iowa seeking a reduction in the Minimum Actual Value of the Property below the amount noted above or the Park @201 Property below the amount noted in Exhibit 1; (vi) an application to the Director of Revenue and Finance of the State of Iowa requesting an abatement of real property taxes pursuant to any present or future statute or ordinance; or (vii) any other proceedings, whether administrative, legal or equitable, with any administrative body within the City of Iowa City, Johnson County, or the State of Iowa or within any court of the State of Iowa or the federal government. Wednesday, May 27, 2015 Page 12 The Redeveloper or owners of condominium units sold shall not, prior to the final maturity date of the bonds, notes, or other obligations issued by the City to finance its costs of Contribution to the Project, as outlined in Section 101 hereof, cause or voluntarily permit the Property or the Park @201 Property to become other than taxable property (except as permitted herein); to be taxable at an amount less than the Minimum Actual Values noted above and shown on Exhibit I; to be owned by a utility or any other entity of a type where the assessed value of taxable property of such entity is not treated as located within the Urban Renewal Area in its entirety; to be owned by any entity having tax exempt status; or apply for a deferral of property tax on the Property or the Park @201 Property pursuant to any present or future statute or ordinance. Nothing contained herein is intended to, and shall not be construed to, in any way limit Redeveloper's right to sell condominium units in the Project or the Park @201 Property at any time subject to the terms of this Agreement and the applicable Minimum Assessment Agreement. The Redeveloper agrees that it and its successors in interest, including owners of condominium units sold, is bound by the applicable Minimum Assessment Agreements attached as Exhibits H and I, fixing the Minimum Actual Value of the Property and the Park @201 Property as approved by the Assessor and the City as set forth herein. The Redeveloper shall provide to the City a title opinion showing all lienholders, and all such lienholders shall consent to the Minimum Assessment Agreements. The Redeveloper recognizes that the grant to the Redeveloper pursuant to the Agreement is conditional upon sufficient property taxes being generated by this Property and the Park @201 Property to repay the costs of the Bonds issued to make such grant. The City will need property taxes from the Property and the Park @201 Property in the amounts and at the times set forth in the applicable Minimum Assessment Agreement. If for any reason the property taxes are less than the amount set forth in the applicable Minimum Assessment Agreement for any fiscal year, the assessor shall increase the assessed value of the Project for the next fiscal year in an amount to cover such property tax deficiency. If, for any reason, the assessor does not so increase the assessed value, Redeveloper shall make a payment to the City in the amount of the difference between the property tax revenue and the cost of the bonds. The Redeveloper contemplates that a portion of the Project will be residential condominium units which will be subject to the property tax "roll -back'' referred to previously. The Redeveloper agrees that at the time of the execution of the declaration required by Chapter 499B Horizontal Property (Condominiums) of the Code of Iowa, an attachment to the declaration will be executed by the Redeveloper, the City and the City Assessor allocating a portion of the Minimum Actual Value to each unit. The Redeveloper agrees that the difference between the Minimum Actual Value and the amount allocated to the residential condominium units for the Project will be allocated to the remainder of the Project. The Minimum Actual Values herein established shall be of no further force and effect and the Minimum Assessment Agreements shall terminate twenty-nine (29) years from the issuance of the Bonds or when the Bonds are paid off, whichever is earlier. The Minimum Assessment Agreements shall be certified by the Assessor for the City as provided in Iowa Code Section 403.6(19) and shall be filed for record in the office of the Wednesday, May 27, 2015 Page 13 Johnson County Recorder, and such filing shall constitute notice to any subsequent encumbrancer or purchaser of the Property (or part thereof) and the Park @201 Property (or part thereof), whether voluntary or involuntary, and such Minimum Assessment Agreement shall be binding and enforceable in its entirety against any such subsequent purchaser or encumbrancer, including the holder of any First Mortgage. If, for any reason, the Minimum Assessment Agreements are held to be invalid or unenforceable for any reason whether in whole or in part and the property tax revenue generated by the Project is insufficient to pay the cost of the Bonds as they become due, the Redeveloper agrees to make a contractual payment to the City in the amount of the difference between the amount of the property tax revenue and such cost of the Bonds. Section S. Notices and Demands A notice, demand or other communication under this Agreement by either party to the other shall be sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally, and (a) In the case of the Redeveloper, is addressed or delivered personally to the Redeveloper at 221 E. College Street, #1301, Iowa City, Iowa 52240, Attn: Marc B. Moen; and (b) In the case of the City, is addressed to or delivered personally to the City Manager at City Hall, 410 E. Washington St, Iowa City, Iowa, 52240, or at such other address with respect to either party as that party may from time to time designate in writing and forward to the other as provided in this Section. Section 9. Counteroarts. The Agreement may be executed in multiple counterparts, each of which shall constitute one and the same instrument. PART II ARTICLE I. CITY CONTRIBUTIONS TO PROJECT Section 101. Contributions by City. The City agrees to the following contributions in connection with the Project: (a) City agrees to acquire, once occupancy permits have been issued, five (5) one - bedroom units, for a total price of $1,000,000.00, with the intention that these units be leased to income -qualified tenants. Said units shall be scattered throughout the residential floors of the Project in locations and sizes acceptable to the City. (b) Subject to authorization required by state and federal law, the City agrees to issue a short-term, four-year note in an amount not less than $12,097,250 (the "Note) and to refinance the Note upon maturity with general obligation or urban renewal Wednesday, May 27, 207.5 Page 14 tax increment revenue bonds or notes (both issuance of the Note and refinance thereof are subsequently referred to herein as "Bonds") with a 25 -year repayment schedule to fund an Economic Development Construction Grant to the Redeveloper and to finance the Project as outlined below provided, however, that the City may, in its sole discretion, fund such grant in whole or in part through any other means available to the City other than the sale of Bonds. (c) Subject to authorization and sale of Bonds as set forth above, the City will make an Economic Development Construction Grant for the use by the Redeveloper in the amount of $14,187,250 ("Economic Development Construction Grant"). The grant funds shall be released to the Redeveloper on a pro rata basis with the proceeds of the construction loan for progress payments to the contractor based on Applications for Payment submitted to the Architect by the Contractor at such time as Certificates of Payment are issued by the Architect and in the amounts so certified. (d) Conditions Precedent to City Contributions. Notwithstanding any other provision of this Agreement to the contrary, the City's obligations to pay the Economic Development Construction Grant to the Redeveloper and to acquire five (5) one - bedroom units, shall be subject to satisfaction of the following conditions precedent: (1) The Redeveloper shall be in material compliance with all the terms and provisions of this Agreement; (2) The City shall have completed the issuance of the Note and sale of the Bonds or other funding mechanism at such times and on such terms and conditions as it shall deem necessary or desirable in its sole discretion; (3) Execution and recording of the Minimum Assessment Agreements by the City and Redeveloper pursuant to Part 1, Section 7 of this Agreement; (4) There has not been a substantial change for the worse in the financial resources and ability of the Redeveloper or a substantial decrease in the financing commitments secured by the Redeveloper for construction of the Minimum Improvements, which change(s) makes it likely, in the reasonable judgment of the City, that the Redeveloper will be unable to fulfill its covenants and obligations under this Agreement. ARTICLE II. RIGHTS OF ACCESS TO PROPERTY Section 201. Right of Entry for Utility Service. The City reserves for itself, and any public utility company, as may be appropriate, the unqualified right to enter upon the Property at all reasonable times for the purpose of reconstructing, maintaining, repairing, or servicing the following public utilities located within the Property bbundary lines: a. storm sewer; b. water; and c, electricity. Wednesday, May 27, 2015 Page 15 Section 202. Redeveloper Not To Construct Over Utility Easements. The Redeveloper shall not construct any building or other structure or improvement on, over, or within the boundary lines of any easement for public utilities unless such construction is provided for in such easement or has been approved by the City. If approval for such construction is requested by the Redeveloper, the City shall use its best efforts to assure that such approval shall not be withheld unreasonably. If relocation of such utilities is reasonable, Redeveloper shall pay all costs of such relocation. Section 203. Access to Property. The Redeveloper shall permit the representatives of the City access to the Property at all reasonable times which it deems necessary for the purposes of this Agreement including, but not limited to, inspection of all work being performed in connection with the construction of the Minimum Improvements. No compensation shall be payable nor shall any charge be made in any form by any party for the access provided for in this Section. ARTICLE III. CONSTRUCTION PLANS; CONSTRUCTION OF IMPROVEMENTS; CERTIFICATE OF COMPLETION Section 301. Plans for Construction of Improvements. Plans and specifications with respect to redevelopment of the Property and the construction of certain improvements thereon, to consist of the Minimum Improvements shown on Exhibit D and as outlined in Part I, Section 1 above, shall be in conformity with the Urban Renewal Plan and this Agreement, and all applicable federal, State and local laws and regulations. As promptly as possible after the date of this Agreement, and, in any event, no later than the time specified therefore in Part I, Section 5(a) above, the Redeveloper shall submit to the City for design review and approval plans, drawings, specifications, and related documents, and the proposed construction schedule in sufficient completeness and detail to show that such Minimum Improvements and construction thereof will be in accordance with the provisions of the Urban Renewal Plan, this Agreement, and all applicable codes. Said plans, drawings, specifications, related documents, and progress schedule, together with any and all changes therein approved in writing by the City in accordance with Section 302 hereof, except as otherwise clearly indicated by the context, are collectively defined as "Construction Plans" with respect to the Minimum Improvements to be constructed. If the Construction Plans conform to the provisions of the Urban Renewal Plan, this Agreement, and all applicable codes, the City shall approve in writing such Construction Plans and no further filing by the Redeveloper or approval by the City thereof shall be required except with respect to any material change. The City will then, upon appropriate showing of compliance with the requirements of the previous sentence, issue the appropriate building permit(s). Failure by the City to identify a code deficiency during plan review does not, however, relieve the Redeveloper from any obligation to comply with all applicable code provisions. Such Construction Plans shall, in any event, be deemed approved unless rejection thereof in writing by the City, in whole or in part, setting forth in detail the reasons therefore, shall be made within the time specified in Part 1, Section 5 hereto. If the City so rejects the Construction Plans in whole or in part as not being in conformity with the Urban Renewal Plan, this Agreement, or all applicable codes, the Redeveloper shall submit new or corrected Construction Plans which are in conformity with the Urban Renewal Plan, this Agreement, and all applicable codes within the Wednesday, May 27, 2015 Page 16 time specified in Paragraph (b), Section 5 hereof, after written notification to the Redeveloper of the rejection. The provisions of this Section relating to approval, rejection, and resubmission of corrected Construction Plans herein above provided with respect to the Construction Plans shall continue to apply until the Construction Plans have been approved by the City: Provided that in any event the Redeveloper shall submit Construction Plans which are in conformity with the requirements of the Urban Renewal Plan for the Project, this Agreement and all applicable codes, as determined by the City, no later than the time specified therefore in Paragraph c, Section 5 of Part I hereof. All work with respect to the Minimum Improvements to be constructed or provided by the Redeveloper on the Property shall be in conformity with the Construction Plans as approved by the City. The tern Minimum Improvements, as used in this Agreement, shall be deemed to have reference to the Minimum Improvements as provided and specified in the Construction Plans as so approved and incorporated herein by Exhibit D. Approval of the Construction Plans by the City shall not relieve any obligation to comply with the terms and provisions of this Agreement, or the provision of applicable federal, State and local laws, ordinances and regulations, nor shall approval of the Construction Plans by the City be deemed to constitute a waiver of any Event of Default. Approval of Construction Plans hereunder is solely for purposes of this Agreement, and shall not constitute approval for any other City purpose nor subject the City to any liability for the Minimum Improvements as constructed. Section 302. Chances in Construction Plans. If the Redeveloper desires to make any substantial change in the Construction Plans after their approval by the City, the Redeveloper shall submit the proposed change to the City for its approval. Pursuant to Part I, Section 2(e), if the final exterior design substantially deviates from the concept plan shown in Exhibit L, it shall be subject to approval by Council. If the Construction Plans, as modified by the proposed change, conform to the requirements of Section 301 hereof with respect to such previously approved Construction Plans, the City shall approve the proposed change and notify the Redeveloper in writing of its approval. Such change in the Construction Plans shall, in any event, be deemed approved by the City unless rejection thereof, in whole or in part, by written notice thereof by the City to the Redeveloper, setting forth in detail the reasons therefore, shall be made within the period specified therefore in Paragraph d, Section 5 of Part I hereof. Section 303. Evidence of Equity Capital and Mortgage Financing. As promptly as possible and, in any event, no later than the time specified therefore in Part I, Section 5(e) hereof, the Redeveloper shall submit to the City evidence satisfactory to the City that the Redeveloper has the financial ability to construct the Minimum Improvements. Section 304. Commencement and Completion of Construction of Minimum Improvements. The Redeveloper agrees for itself, its successors and assigns, and every successor in interest to the Property, or any part thereof, and each deed or other conveyance shall contain covenants on the part of the Redeveloper for itself and such successors and assigns, that the Redeveloper, and such successors and assigns, shall promptly begin and diligently prosecute to completion the redevelopment of the Property through the construction of the Minimum Improvements thereon, and that such construction shall in any event begin within the period Wednesday, May 27, 2015 Page 17 specified in Part I, Section 4 hereof and be completed within the period specified in such Section 4. It is intended and agreed, and each deed or other conveyance of the Property or any portion thereof shall so expressly provide, that the construction of the Minimum hnprovements shall be covenants running with the land and they shall, in any event, and without regard to technical classification or designation, legal or otherwise, and except only as otherwise specifically provided in this Agreement itself, be, to the fullest extent permitted by law and equity, binding for the benefit of the community and the City and enforceable by the City against the Redeveloper and its successors and assigns to or of the Property or any part thereof or any interest therein. Section 305. Notice of Delays. Until construction of the Minimum Improvements has been completed, the Redeveloper shall give prompt notice in writing to the City of any adverse development which would materially affect or delay the completion of such construction. Upon such notification and subject to a written agreement with the City Manager, the completion date will be extended accordingly. Section 306. Certificate of Completion. (a) Promptly after completion of the Minimum Improvements in accordance with those provisions of this Agreement relating solely to the obligations of the Redeveloper to construct the Minimum Improvements (including the dates for beginning and completion thereof), the City will furnish the Redeveloper with an appropriate instrument so certifying. Such certification by the City shall be a conclusive determination of satisfaction and termination of the agreements and covenants in this Agreement and in the deed with respect to the obligations of the Redeveloper, and its successors and assigns, to construct the Minimum Improvements and the dates for the beginning and completion thereof. Such certification and such determination shall not constitute evidence of compliance with or satisfaction of any obligation of the Redeveloper to any holder of a mortgage, or any insurer of a mortgage, securing money loaned to finance the Minimum Improvements, or any part thereof. (b) The certification provided for in this Section 306 shall be in such form as will enable it to be recorded in the proper office for the recordation of deeds and other instruments pertaining to the Property. If the City shall refuse or fail to provide any certification in accordance with the provisions of this Section, the City shall, within thirty (30) calendar days after written request by the Redeveloper, provide the Redeveloper with a written statement indicating in adequate detail in what respects the Redeveloper has failed to complete the Minimum hnprovements in accordance with the provisions of this Agreement, or is otherwise in default, and what measures or acts will be necessary, in the opinion of the City, for the Redeveloper to take or perform in order to obtain such certification. ARTICLE IV. RESTRICTIONS UPON USE OF PROPERTY Section 401. Restrictions on Use. The Redeveloper agrees for itself, its successors and assigns, that each deed or other conveyance shall contain covenants on the part of the Redeveloper for itself, such successors and assigns, that the Redeveloper and such successors and assigns, shall: Wednesday, May 27, 2015 Page 18 (a) devote the Property only to, and in accordance with, the uses specified in the Urban Renewal Plan, to construct the uses specified in Part I, Section 1 of the Agreement, including Exhibits D and L, and to use best efforts to continue to use the property for said uses; and (b) not discriminate upon the basis of age, rare, creed, color, disability, gender identity, marital status, sex, sexual orientation, religion, national origin, familial status, or the presence or absence of dependents or public assistance source of income in the sale, lease, or rental or in the use or occupancy of the Property or any Minimum hnprovements erected or to be erected thereon, or any part thereof. Section 402. Covenants, Binding Upon Successors in Interest; Period of Duration. It is intended and agreed, and each deed or other conveyance shall so expressly provide, that the agreements and covenants provided in Section 401 hereof shall be covenants running with the land and that they shall, in any event, and without regard to technical classification or designation, legal or otherwise, and except only as otherwise specifically provided in this Agreement, be binding, to the fullest extent permitted by law and equity, for the benefit and in favor of, and enforceable by, the City, its successors and assigns, and any successor in interest to the Property, or any part thereof, against the Redeveloper, its successors and assigns, and any party in possession or occupancy of the Property or any part thereof. It is further intended and agreed that the agreements and covenants provided in Section 401 hereof shall remain in effect until twenty-nine years from the issuance of the Bonds or when the Bonds are paid off, whichever is earlier. Provided, That such agreements and covenants shall be binding on the Redeveloper itself, each successor in interest to the Property, and every part thereof, and each party in possession or occupancy, respectively, only for such period as such successor or party shall have title to, or an interest in, or possession or occupancy of the Property or any part thereof. The terms "uses specified in the Urban Renewal Plan" and "land use" referring to the provisions of the Urban Renewal Plan, or similar language, in this Agreement shall include the land and all building, housing, and other requirements or restrictions of the Urban Renewal Plan pertaining to such land. Section 403, City Rights To Enforce. In amplification, and not in restriction, of the provisions of the preceding Section, it is intended and agreed that the City and its successors and assigns shall be deemed beneficiaries of the agreements and covenants provided in Section 401 hereof, both for and in its own right and also for the purposes of protecting the interests of the community and other parties, public or private, in whose favor or for whose benefit such agreements and covenants have been provided. Such agreements and covenants shall (and each deed shall so state) run in favor of the City, until shall terminate twenty-nine years from the issuance of the Bonds or when the Bonds are paid off, whichever is earlier, during which time such agreements and covenants shall be in force and effect, without regard to whether the City has at any time been, remains, or is an owner of any land or interest therein to or in favor of which such agreements and covenants relate. The City shall have the right in the event of any breach of any such agreement or covenant to exercise all the rights and remedies, and to maintain any actions or suits at law or in equity or other proper proceedings to enforce the curing of such breach of agreement or covenant, to which it or any other beneficiaries of such agreement or covenant may be entitled, and shall be entitled to recover, in addition to its court costs, a Wednesday, May 27, 2015 Page 19 reasonable attorney's fee to be fixed by the court, and such recovery shall include court costs and attorney's fees on appeal, if any, ARTICLE V. PROHIBITIONS AGAINST ASSIGNMENT, TRANSFER Section 501. Representation as to Redevelopment. The Redeveloper represents and agrees that its undertakings pursuant to this Agreement are and will be used for the purpose of redevelopment of the Property and not for speculation in land holding. The Redeveloper further recognizes: (a) the importance of the redevelopment of the Property to the general welfare of the community; (b) the substantial financing and other public aids that have been made available by law and by the City for the purpose of making such redevelopment possible; and (c) the fact that any act or transaction involving or resulting in a significant change in the ownership or with respect to the identity of the parties in control of the Redeveloper or the degree thereof, is for practical purposes a transfer or disposition of the Property then owned by the Redeveloper, and that the qualifications and identity of the Redeveloper are of particular concern to the community and the City. The Redeveloper recognizes that it is because of such qualifications and identity that the City is entering into this Agreement with the Redeveloper. Section 502. Prohibition Against Transfer of Property and Assignment of Asreement. For the foregoing reasons, the Redeveloper represents and agrees for itself, and its successors and assigns, that: (a) the Redeveloper has not made or created, and that it will not, before completion of the Minimum Improvements and receipt of a Certificate of Completion pursuant to Section 306, make or create, or suffer to be made or created, any total or partial sale, assignment, conveyance, or lease, or any trust or power, or transfer in any other mode or form of or with respect to this Agreement or the Property, or any part thereof or any interest therein, or any contract or agreement to do any of the same, without the prior written approval of the City. (b) Notwithstanding the restrictions set forth in Section 502(a), the Redeveloper may: 1. make such transfer or assignment only by way of security only for the purpose of obtaining financing necessary to enable the Redeveloper or and successor in interest to the Property, or any part thereof, to perform its obligations with respect to constructing the Minimum Improvements under this Agreement; 2. lease space in the ordinary course of business for the purposes set forth in Exhibit D; and 3. sell commercial and residential condominium units in the Project at any time subject to the terms of the Minimum Assessment Agreement and the restrictions on use described in Section 401 herein. Wednesday, May 27, 2015 Page 20 (c) The City shall be entitled to require, except for such transfers, assignments, leases, conveyances or sales provided for in Section 502(b), as conditions to any such approval that: Any proposed transferee shall have the qualifications and financial responsibility, as determined by the City, necessary and adequate to fulfill the obligations undertaken in this Agreement by the Redeveloper (or, in the event the transfer is of or relates to part of the Property, such obligations that relate to such part); 2. Any proposed transferee shall expressly assume, by instrument in writing satisfactory to the City and in form recordable among the land records, for itself, its successors and assigns, and expressly for the benefit of the City, all of the obligations of the Redeveloper under this Agreement and agree to be subject to all the conditions and restrictions to which the Redeveloper is subject (or, in the event the transfer is of or relates to part of the Property, such obligations, conditions, and restrictions that relate to such part), Provided that in the event any transferee or successor in interest to the Property, or any part thereof, does not, for whatever reason, expressly assume or agree to such obligations, conditions and restrictions, such lack of assumption or agreement shall not relieve or except such transferee or successor of such obligations, conditions, or restrictions; nor shall it deprive or limit the City of any rights, remedies or controls with respect to the Property or the construction of the Minimum Improvements unless and only to the extent otherwise specifically provided in this Agreement or agreed to in writing by the City. It being the intent that, to the fullest extent permitted by law and equity and excepting only in the manner and to the extent specifically provided otherwise in this Agreement, no transfer of or change of ownership in the Property, any pari thereof, or any interest therein, however consummated or occurring, and whether voluntary or involuntary, shall operate, legally or practically, to deprive or limit the City of or with respect to any rights, remedies or controls provided in or resulting from this Agreement that the City would have had, had there been no such transfer or change; 3. There shall be submitted to the City for review all instruments and other legal documents involved in effecting transfer; and if approved by the City, its approval shall be indicated to the Redeveloper in writing; 4. The consideration payable for the transfer by the transferee or on its behalf shall not exceed an amount representing the actual cost (including carrying charges) to the Redeveloper of the Property (or allocable to the part thereof or interest therein transferred) and the Minimum Improvements, if any, theretofore made thereon by it; it being the intent of this provision to preclude assignment of this Agreement or transfer of the Property (or any Wednesday, May 27, 2015 Page 21 parts thereof) for profit prior to the completion of the Minimum Improvements: and 5. The Redeveloper and its transferee or successor shall comply with such other conditions as the City may find desirable in order to achieve and safeguard the purposes of the Urban Renewal Act and the Urban Renewal Plan. Provided, That in the absence of a specific written agreement by the City to the contrary, no such transfer or approval by the City thereof shall be deemed to relieve the Redeveloper, or any other party bound in any way by this Agreement or otherwise, of its obligations with respect to the construction of the Minimum Improvements, or from any of its other obligations under this Agreement. Section 503. Information as to Parties in Control. In order to assist in the effectuation of the purposes of this Article V and the statutory objectives generally, the Redeveloper agrees that during the period between execution of this Agreement and completion of the Minimum Improvements as certified by the City, the Redeveloper will promptly notify the City of any and all changes whatsoever with respect to the identity of the parties in control of the Redeveloper or, the degree thereof, of which it or any of its officers or members have been notified or otherwise have knowledge or information. Section 504. Status of Redeveloper: Transfer of Substantially All Assets. As security for the obligations of the Redeveloper under this Agreement, the Redeveloper represents and agrees that prior to January 1, 2043, the Redeveloper will maintain its existence as a limited liability company and will not wind up or otherwise dispose of all or substantially all of its assets or assign its interest in this Agreement to any other party, Provided, That the Redeveloper may sell or otherwise transfer to a partnership, corporation or limited liability company organized under the laws of one of the United States, or an individual, all or substantially all of its assets as an entirety or assign its interest in this Agreement to any other party and thereafter wind up and be discharged from liability hereunder if (i) the transferee partnership, corporation, limited liability company or individual assumes in writing all of the obligations of the Redeveloper under this Agreement and the Minimum Assessment Agreement; (ii) the City receives such new security from the successor Redeveloper to assure completion and operation of the Minimum Improvements during the term of this Agreement as the City deems necessary or desirable; and (iii) the City receives such evidence as the City shall reasonably require, including an opinion of counsel, that the existing performance and payment bonds and security provided pursuant to this Agreement will remain in effect and will be enforceable against the existing Redeveloper and issuer of such bonds upon a default by the successor Redeveloper with respect to completion or operation of the Minimum Improvements. ARTICLE VI. MORTGAGE FINANCING; RIGHTS OF MORTGAGEES Section 601. Limitation Upon Encumbrance of Property. Prior to the completion of the Minimum Improvements, as certified by the City, neither the Redeveloper nor any successor in interest to the Property or any part thereof shall engage in any financing or any other transaction creating any mortgage, encumbrance or lien upon the Property, whether by express agreement or Wednesday, May 27, 2015 Page 22 operation of law, or suffer any encumbrance or lien to be made on or attach to the Property, except for the purposes of obtaining funds only to the extent necessary for making the Minimum Improvements, including, but not limited to, engineering, development, legal and related Project costs (including costs of interior improvements, furnishings and fixtures). The Redeveloper (or successor in interest) shall notify the City in advance of any financing, secured by mortgage or other similar lien instrument, it proposes to enter into with respect to the Property, or any part thereof, and in any event it shall promptly notify the City of any encumbrance or lien that has been created on or attached to the Property, whether by voluntary act of the Redeveloper or otherwise. Nothing herein is intended to, and should not he construed to, in any way limit Redeveloper from selling condominium units in the Project at any time or limit purchasers from placing mortgages on the condominium units subject to the terms of this Agreement and the Minimum Assessment Agreement. Section 602. Mortgage Holder Not Obligated To Construct. Notwithstanding any of the provisions of this Agreement, the holder of any mortgage authorized by this Agreement (including any such holder who obtains title to the Property or any part thereof as a result of foreclosure proceedings, or action in lieu thereof, but not including (a) any other party who thereafter obtains title to the Property or such part from or through such holder or (b) any other purchaser at foreclosure sale other than the holder of the mortgage itself) shall not be obligated by the provisions of this Agreement to construct or complete the Minimum Improvements or to guarantee such construction or completion; nor shall any covenant or any other provision in the deed be construed to so obligate such holder Provided. That nothing in this Section or any other Section or provision of this Agreement shall be deemed or construed to permit or authorize any such holder to devote the Property or any part thereof to any uses, or to construct any Minimum Improvements thereon, other than those uses or improvements provided or permitted in the Urban Renewal Plan and in this Agreement. Section 603. Copy of Notice of Default to Mortgagee. Whenever the City shall deliver any notice or demand to the Redeveloper with respect to any breach or default by the Redeveloper in its obligations or covenants under this Agreement, the City shall at the same time forward a copy of such notice or demand to each known holder of any mortgage authorized by this Agreement at the last address of such holder shown in the records of the City. Section 604. Mortgagee's Option To Cure Defaults. After any breach or default, each such holder shall (insofar as the rights of the City are concerned) have the right, at its option, to cure or remedy such breach or default (or such breach or default to the extent that it relates to the part of the Property covered by its mortgage) and to add the cost thereof to the mortgage debt and the lien of its mortgage Provide That if the breach or default is with respect to construction of the Minimum Improvements, nothing contained in this Section or any other Section of this Agreement shall be deemed to permit or authorize such holder, either before or after foreclosure or action in lieu thereof, to undertake or continue the construction or completion of the Minimum Improvements (beyond the extent necessary to conserve or protect Minimum Improvements or construction already made) without first having expressly assumed the obligation to the City, by written agreement satisfactory to the City, to complete, in the manner provided in this Agreement, the Minimum Improvements on the Property or the part thereof to which the lien or title of such holder relates. Any such holder who shall properly complete the Minimum Improvements relating to the Property or applicable part thereof shall be entitled, upon written Wednesday, May 27, 2015 Page 23 request made to the City, to a certification or certifications by the City to such effect in the manner provided in Section 306 of this Agreement. Section 605. City's Option To Pay Mortgage Debt or Purchase Property. Subsequent to default or breach of this Agreement by the Redeveloper or successor in interest, in any case where the holder of any mortgage on the Property or part thereof (a) has, but does not exercise, the option to construct or complete the Minimum Improvements to the Property or part thereof covered by its mortgage or to which it has obtained title, and such failure continues for a period of sixty (60) days after the holder has been notified or informed of the default or breach; or (b) exercises the option to construct or complete the Minimum Improvements but does not complete such Minimum Improvements within the period agreed upon by the City and such holder (which period shall in any event be at least as long as the period prescribed for such completion in this Agreement), and such default shall not have been cured within sixty (60) days after written demand by the City so to do, the City shall: (a) have the option to pay to the holder the amount of the mortgage debt and securing an assignment of the mortgage and the debt secured thereby; or (b) in the event ownership of the Property (or part thereof) has vested in such holder by way of foreclosure or action in lieu thereof, the City shall be entitled, at its option, to receive conveyance of title to the Property or part thereof (as the case may be) upon payment to such holder of an amount equal to the sum total of: (i) the mortgage debt at the time of foreclosure or action in lieu thereof (less all appropriate credits, including those resulting from collection and application of rentals and other income received during foreclosure proceedings); (ii) all expenses with respect to the foreclosure; (iii) the net expense, if any (exclusive of general overhead), incurred by such holder in and as a direct result of the subsequent management of the Property; (iv) the costs of any Minimum Improvements made by such holder; and (v) an amount equivalent to the interest that would have accrued on the aggregate of such amounts had all such amounts become part of the mortgage debt and such debt had continued in existence. Every mortgage instrument made prior to completion of the Minimum Improvements with respect to the Property or any part thereof shall so provide. Section 606. City's Option To Cure Mortgage Default. hi the event the Redeveloper, or any successor in interest defaults or breaches its obligations under, and to the holder of, any mortgage or other instrument creating an encumbrance or lien upon the Property or part thereof Wednesday, May 27, 2015 Page 24 prior to the completion of the Minimum Improvements, the City may, at its option, cure such default or breach, in which case the City shall be entitled, to reimbursement from the Redeveloper or successor in interest of all costs and expenses incurred by the City including reasonable attorney's fees in curing such default or breach and to a lien upon the Property (or the part thereof to which the mortgage, encumbrance, or lien relates) for such reimbursement, in addition to and without limitation upon any other rights or remedies to which it shall be entitled by this Agreement, operation of law, or otherwise: Provid That any such lien shall be subject always to the lien of (and any lien contemplated by, because of advances yet to be made,) any then -existing mortgages on the Property authorized by this Agreement. Section 607. Mortgage and Holder. For the purposes of this Agreement: The term "mortgage" shall include a deed of trust or other instrument creating an encumbrance or lien upon the Property, or any part thereof, as security for a loan. The term "holder" in reference to a mortgage shall include a deed of trust. Section 608. Subordination and Modification for the Benefit of Mortgagees. (a) In order to facilitate obtaining financing for the construction of the Minimum Improvements by the Redeveloper, the City agrees to subordinate its rights under this Agreement to the holder of the First Mortgage for the purposes described in Section 601 of this Agreement, but only Provided, That the First Mortgage or a subordination agreement provides that if the holder of the First Mortgage shall foreclose on the Redevelopment Property, the improvements thereon, or any portion thereof; or accept a deed to the Redevelopment Property in lieu of foreclosure, it shall consent to the Assessor's Minimum Actual Value set forth in the Minimum Assessment Agreement and all the provisions of the Minimum Assessment Agreement. (b) In order to facilitate obtaining financing for the construction of the Minimum Improvements, the City agrees that it shall agree to any reasonable modification of this Article VI or waiver of its rights hereunder to accommodate the interests of the holder of the First Mortgage, provided, however, that the City determines, in its reasonable judgment, that any such modification(s) will adequately protect the legitimate interests and security of the City with respect to the Project and the Urban Renewal Plan. The City also agrees to consider such modification(s) of this Article VI with respect to other holders, and to agree to such modifications if the City deems such modification(s) necessary and reasonable. ARTICLE VII. REMEDIES Section 701. In General. Except as otherwise provided in this Agreement, in the event of any default or breach of this Agreement, or any of its terms or conditions, by either party herein, or any successor to such party, such party (or successor) shall, upon written notice from the other, proceed immediately to commence to cure or remedy such default or breach and shall complete such cure or remedy within ninety (90) days after receipt of such notice. In case such action is not taken or diligently pursued, or the default or breach cannot be cured or remedied within a reasonable time, the aggrieved party may institute such proceedings as may be necessary or desirable in its opinion to cure and remedy such default or breach, including, but not limited to, proceedings to compel specific performance by the party in default or breach of its obligations. Wednesday, May 27, 2015 Page 25 Section 702. Other Rights and Remedies of City: No Waiver by Delay. The City shall have the right to institute such actions or proceedings as may be necessary to enforce the Redeveloper's covenants and obligations under this Agreement and to seek damages caused by a breach or default by the Redeveloper. The City may also institute such actions or proceedings it may deem desirable for effectuating the purposes of this Article VII, Provided That any delay by the City in instituting or prosecuting any such actions or proceedings or otherwise asserting its rights under this Article VII shall not operate as a waiver of such rights or to deprive it of or limit such rights in any way (it being the intent of this provision that the City should not be constrained (so as to avoid the risk of being deprived of or limited in the exercise of the remedy provided in this Section because of concepts of waiver, laches, or otherwise) to exercise such remedy at a time when it may still hope otherwise to resolve the problems created by the default involved); nor shall any waiver in fact made by the City with respect to any specific default by the Redeveloper under this Section be considered or treated as a waiver of the City's rights with respect to any other defaults by the Redeveloper under this Section or with respect to the particular default except to the extent specifically waived in writing. Section 703. Enforced Delay in Performance for Causes Beyond Control of Party. Performance by any party under this Agreement may be subject to unavoidable delays outside the control of the party claiming its occurrence, which are the direct result of strikes, other labor troubles, unusually severe or prolonged bad weather, acts of God, fire or other casualty to the Minimum Improvements, litigation commenced by third parties, or acts of any federal, State or local governmental unit (other than the City) which directly result in such delays. Such delays shall constitute sufficient legal excuse for delayed performance under the terms of this Agreement. Section 704. Rights and Remedies Cumulative. The rights and remedies of the parties to this Agreement, whether provided by law or by this Agreement, shall be cumulative, and the exercise by either party of any one or more of such remedies shall not preclude the exercise by it, at the same or different times, of any other such remedies for the same default or breach or of any of its remedies for any other default or breach by the other party. No waiver made by either such party with respect to the performance, or manner or time thereof, or any obligation of the other party or any condition to its obligations under this Agreement shall be considered a waiver of any rights of the party making the waiver with respect to the particular obligation of the other parry or condition to its own obligation beyond those expressly waived in writing and to the extent thereof, or a waiver in any respect in regard to any other rights of the party making the waiver or any other obligations of the other party. ARTICLE VIII. MISCELLANEOUS Section 801. Conflict of Interest. Redeveloper agrees that, to its best knowledge and belief, no member, officer or employee of the City, or its designees or agents, nor any consultant or member of the governing body of the City, and no other public official of the City who exercises or has exercised any functions or responsibilities with respect to the Project during his or her tenure, or who is in a position to participate in a decision-making process or gain insider information with regard to the Project, shall have any interest, direct or indirect, in any contract or subcontract, or the proceeds thereof, for work to be performed in connection with the Project, Wednesday, May 27, 2015 Page 26 or in any activity, or benefit therefrom, which is pari of this Project at any time during or after such persons' tenure. Section 802. Non -Discrimination. In carrying out the Project, the Redeveloper shall not discriminate against any employee or applicant for employment because of race, creed, color, sex, national origin, gender identity, marital status, sexual orientation, religion, age, disability, familial status, presence or absence of dependents or public assistance source of income. The Redeveloper shall ensure that applicants for employment are granted employment, and the employees are treated during employment, without regard to their age, race, creed, color, disability, gender identity, marital status, sex, sexual orientation, religion or national origin. Section 803. Titles of Articles and Sections. Any titles of the several parts, Articles, and Sections of this Agreement are inserted for convenience of reference only and shall be disregarded in construing or interpreting any of its provisions. Section 804. Memorandum of Agreement. The parties agree to execute and record a Memorandum of Agreement, in substantially the form attached as Exhibit J to serve as notice to the public of the existence and provisions of this Agreement, and the rights and interests held by the City by virtue hereof. The Redeveloper shall pay all costs of recording. Section 805. Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of Iowa. Section 806. Administration of Ameement by City. The City Manager or designee shall administer the rights and obligations of the City hereunder. Section 807. Entire Agreement. This Agreement and the exhibits hereto reflect the entire agreement between the parties regarding the subject matter hereof, and supersedes and replaces all prior agreements, negotiations or discussions, whether oral or written. This Agreement may not be amended except by a subsequent writing signed by all parties hereto. Section 807. Binding on Successors. This Agreement shall inure to the benefit of and be binding upon the parties' successors in interest. IN WITNESS WHEREOF, the City has caused this Agreement to be duly executed in its name and behalf by its Mayor and its seal to be hereunto duly affixed and attested by its City Clerk, and the Redeveloper has caused this Agreement to be duly executed in its name and behalf by its authorized representative, on or as of the day first above written. (SEAL) C= OF IOWA CITY, IOWA By: 4—r n Matthew J. Hayek Mayor ATTEST: Wednesday, May 27, 2015 Page 27 By. A/ Marian -K. Karr, City Clerk THE CHA EY L.C. �� -Marc B. ber STATE OF IOW�ORPORATE SEAM COUNTY OF JOHNSON ) On this 944' day of L�v..e_ 20is before me a Notary Public in and for said County, personally appeared Matthew J. Hayek and Marian K. Karr, to me personally known, who being duly sworn, did say that they are the Mayor and City Clerk, respectively of the City of Iowa City, Iowa, a Municipal Corporation, created and existing under the laws of the State of Iowa, and that the seal affixed to the foregoing instrument is the seal of said Municipal Corporation, and that said instrument was signed and sealed on behalf of said Municipal Corporation by authority and resolution of its City Council and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said Municipal Corporation by it voluntarily executed KELLIE K. TUTTI.E Commfss?:,n Humber221Bi9 1;..: h1y Co 'is ian Expires IOH'p STATE OF IOWA COUNTY OF JOHNSON Notary Public in and for the State of Iowa ) )SS This instrument was acknowledged before me on this 13A day of J , 20 i5, by Marc B. Moen and , as members of The Chauncey, L.L.C. tr — %- l i44-4,, c KELIIE K. TUTTLE Notaz Public in and for the State of Iowa o bi Cammise'an humber 221eai9 y �Ay a ml s on Exp `f8w1'' Wednesday, May 27, 2015 Page 28 EXHIBIT D MINIMUM IMPROVEMENTS AND USES Redeveloper shall complete the following minimum improvements and uses on the Redevelopment Properly in accordance with the Redevelopment Agreement to which this Exhibit D is attached and as detailed in the "Exhibit L- Revised Section 8," dated April 3, 2015, attached hereto and incorporated herein. The project will consist of a fifteen story mixed-use building with the following components: 1. A 52 -space parking garage on the lower level, or as close to that number as reasonably feasible, to be accessed through the Chauncey Swan Parking Ramp. In no event shall the number of parking spaces provided on-site be less than the number required pursuant to the Iowa City Code of Ordinances for the Project's residential uses. 2. A minimum of 40,000 gross square feet of commercial space and common areas, which shall include the build -out of a 12 -lane bowling alley (or the maximum lanes achievable) and two movie theatres (one approximate 100 -seat and one approximate 150 -seat); and the provision of space for a cafe and an outdoor patio, which shall not intrude on to the Chauncey Swan Park. Open art and sculpture galleries shall also be provided in general conformity with Exhibit L. 3. Two fall floors of Class A Office Space (levels 3-4), which may have private patios, but in no event shall these patios intrude upon the Chauncey Swan Park. 4. The build out of at least a 35 -unit hotel use, with a fitness room, business lounge, and lobby. These hotel units shall be constructed according to the Iowa City building code for apartments so that such units may be converted to apartments for lease or sale. The hotel use shall also contain a roof patio terrace. 5. A minimum of 60,000 SF of residential units with a condominium mix of studio, 1 bedroom and 2 bedroom units. Private balconies may be provided for the residential units, though in no case shall any said balcony intrude on to the adjacent City -owned property. The City acknowledges that certain residential units will be designed and constructed in a manner that would allow for them to be added to the hotel, though the units so designed shall be considered residential units for the purposes of calculating the number of required on-site parking spaces. 6. The building will be designed and constructed to at least LEED Silver standards, with the aspiration to achieve LEED Gold standard. The Redeveloper's registered and LEED- accredited architect must verify that the building has been constructed to meet the LEED Silver standards (or Gold, if Gold is achieved), and said verification must be satisfactory to City prior to issuance of an occupancy permit. LEED certification, however, shall not be required. A list of the point calculation based on actual on-site achievements will be submitted for City review. Wednesday, May 27, 2015 Page 33 7. Parking for the hotel use may be provided in a City -owned parking facility by purchasing parking from the City for parking in the Chauncey Swan Parking Ramp on terms substantially similar to the terms set forth in the attached Exhibit M. 8. Subject to the City's approval in accordance with this Redeveloper's Agreement, the following amenities shall be provided: a. Stairs along the north entrance to the Project site on the Chauncey Swan Park; b. A covered drop-off within the College Street right -0f --way; c. A valet parking lane within the College Street right-of-way, to be constructed by Redeveloper contemporaneous with the reconstruction of the adjacent sidewalk on College Street; d. Up to two pedestrian connections to the Chauncey Swan parking ramp, to be constructed by Redeveloper in accordance with any temporary construction easement or access easement agreement entered into between the City and Redeveloper. 9. Redeveloper agrees to negotiate in good faith with the Bike Library to locate the Bike Library on the parking level of the Development. 10. Redeveloper shall design and construct improvements to the Chauncey Swan Park. Approval of the construction plans for said improvements shall be approved by the Parks and Recreation Director prior to construction thereof. Redeveloper hereby commits to spending up to $500,000 in actual construction costs for such improvements. Any construction costs above $500,000 shall be at the City's expense. Wednesday, May 27, 2015 Page 34 EXHIBIT F TEMPORARY CONSTRUCTION EASEMENT AGREEMENT BETWEEN THE CITY OF IOWA CITY, IOWA AND THE CHAUNCEY, L.L.C. FOR THE USE OF THE CHAUNCEY SWAN PARK, THE CHAUNCEY SWAN PARKING RAMP, AND CERTAIN RIGHTS-OF-WAY This Agreement is made by and between The Chauncey, L.L.C., hereinafter "Redeveloper" and the City of Iowa City, Iowa, a municipal corporation, hereinafter referred to as "City" WHEREAS, The Chauncey, L.L.C. is the fee owner of certain real estate addressed as 406 E. College Street, Iowa City, Iowa, and legally described as Lots 5, 6, and the west 160' of the alley in Block 43, Original Town, Iowa City, Iowa ("Redevelopment Property"); and WHEREAS, Redeveloper desires to develop the Redevelopment Property with an in -fill construction project informally called "The Chauncey" adjacent to the Chauncey Swan Park, in Iowa City; and WHEREAS, Redeveloper and the City have entered into an Agreement for the Private Redevelopment of said property, with a memorandum of said agreement having been recorded with the Johnson County Recorder in Book_, Page_ on 20_; WHEREAS, this reconstruction will necessitate the closure of a portion of the public right-of-way in order to facilitate the safe execution of said construction and to secure the construction site from pedestrian traffic to assure safe passage of such traffic in the area; and WHEREAS, Redeveloper has requested the City permit the temporary closure of the certain portions of the City -owned Chauncey Swan Park, Chauncey Swan Parking Ramp, and rights-of- way, all as shown on the Exhibit A, attached hereto and incorporated herein by this reference; and WHEREAS, the City of Iowa City, Iowa, is responsible for the care, supervision, and control of public property; and WHEREAS, the Public Works Director has reviewed the requested closure, and finds that the temporary closure to be a manageable intrusion into the right-of-way and also finds that such temporary closure is in the public interest; and WHEREAS, the Parks and Recreation Commission has reviewed the requested closure, and finds that with certain conditions to mitigate the effects on the seasonal Farmer's Market, such request is reasonable; and WHEREAS, the Director of Transportation Services has reviewed the requested closure, and finds that with certain conditions to mitigate the loss of parking spaces in the Chauncey Swan Parking Ramp and rights-of-way, such request is reasonable. NOW, THEREFORE, IN MUTUAL CONSIDERATION OF THE PROMISES HEREIN, THE CHAUNCEY, L.L.C. AND THE CITY AGREE AS FOLLOWS: Wednesday, May 27, 2015 Page 38 1. In consideration of the City's percussion herein to temporarily close a portion of a City property during construction of The Chauncey, as described above and pursuant to the Redeveloper's Agreement, The Chauncey, L.L.C. agrees to: a. secure the temporary easement area shown in Exhibit A against vehicular or pedestrian traffic by providing adequate pedestrian passage, adequate traffic control, by providing adequate signage, and by securing all open excavations from pedestrians, thereby ensuring public safety; and b. Reconstruct the Chauncey Swan Park according to a design and landscape plan approved by the City Parks and Recreation Director prior to the issuance of an occupancy permit for any portion of the Redevelopment Property, as defined in the Redeveloper's Agreement described above; and c. Redeveloper will use its best efforts to minimise the disruption to the Iowa City Farmer's Market. To that end, no construction activity shall occur within the easement area on Saturdays bctween the hours of 5:30 a.m and noon during the months of May through October, or on Wednesdays after 3 p.m. Furthermore, in order to mitigate disturbance to the neighborhood, no construction activity within the easement area shall occur on Sundays, except in case of an emergency and with prior approval from the City. Nothing in this agreement shall be interpreted as limiting the Redeveloper's right to perform construction activities occurring entirely on the Redevelopment Property. 2. In consideration of Redeveloper's promises herein, the City agrees to allow Redeveloper to temporarily fence and close that area shown on Exhibit A pursuant to the limitations set forth in this easement agreement and the Agreement for Redevelopment. 3. Redeveloper agrees to provide, keep in place, and maintain in good working condition certain fencing and signage necessary to do the following: a. route pedestrians through or around the closed area as approved by the City during construction; b. provide adequate advance warning of such closure; and c. provide for the orderly and predictable movement of traffic. All signage shall be in accordance with the Federal Highway Administration Manual on Uniform Traffic Control Devices. 4. Redeveloper shall be responsible for the removal, storage, and replacement of items located within the easement which could be damaged during the construction. Items include, but are not limited to, benches, gazebos, bricks, planters, public art, downspouts, lighting and electrical services. Wednesday, May 27, 2015 Page 39 5. Redeveloper agrees to indemnify, defend and hold the City harmless against any and all claims for bodily injury, death or property damage arising out of its actions and use of the public right-of-way under this Agreement, and those of its contractors, subcontractors, agents, employees and assigns specifically including any and all claims and/or liabilities which may be alleged against the City as a result of its decision to allow Redeveloper to temporarily close a portion of right-of-way adjacent to its property as described herein. Redeveloper further agrees to cavy Class 11 liability insurance in the minimum amounts of $500,000 each occurrence, $1 million aggregate bodily injury, and $250,000 aggregate property damage with contractual liability coverage included. Redeveloper shall furnish a certificate of insurance evidencing said valid insurance coverage to City, which certificate must be satisfactory to the City. Redeveloper shall submit a certificate of insurance to the City prior to the commencement of construction. 6. As soon as reasonably feasible, Redeveloper agrees to restore any and all portions of the easement area in accordance with the design and landscape plan approved by the City Parks and Recreation Director, and, for those portions of the easement area within the Chauncey Swan Parking Ramp, to the satisfaction of the City Transportation Director. If Redeveloper fails to restore the easement area to the City's satisfaction as required in this paragraph, the City may restore the easement area, and the cost thereof shall be billed to Redeveloper for payment to City. Upon Redeveloper's failure to pay said billing, the removal costs shall be certified to Johnson County as a statutory lien and assessed against the property and collected in the same manner as a property tax, as provided in Section 364.12(2)(e), Iowa Code (2015). 7. City and Redeveloper agree this Temporary Agreement shall remain in effect until completion of the Project and restoration of the easement area pursuant to Section 6 herein, with an anticipated commencement and completion date as set forth in Part 2, Section 4 of the Redevelopment Agreement described above. 8. Notwithstanding the above, Redeveloper agrees to cease and desist its temporary use and closure of the easement area and to remove any and all obstructions from said easement area when any one of the following events occur. a) breach of this Agreement; b) the use of the property changes and/or the temporary use of the easement arca is no longer needed or appropriate, as determined by the City; c) within thirty (30) calendar days after the City gives written notice of removal to Redeveloper. 9. Redeveloper acknowledges and agrees that no property right is conferred by this grant of permission to use the easement area; and, notwithstanding Paragraph eight (8), that the City may order the said temporary use terminated at any time if, for any reason, the Public Works Director determines that the property is needed for a public use and should be cleared of any and all obstructions. 10. This Agreement shall constitute a covenant running with the land, and shall be binding upon and shall inure to the benefit of the respective heirs, successors in interest, and assigns of both parties. 11. This Agreement for Temporary Construction Easement shall be recorded in the Johnson County Recorder's Office, at Redeveloper's expense. Wednesday, May 27,201S Page 40 Dated this _ day of CITY OF IOWA CITY 20 The Chauncey, L.L.C. By: Matthew J. Hayek, Mayor Approved by: City Attorney's Office STATE OF IOWA COUNTY OF JOHNSON Marc B. Moen, Member On this day of , 20. before me a Notary Public in and for said County, personally appeared Matthew J. Hayek and Marian K. Karr, to me personally known, who being duly sworn, did say that they are the Mayor and City Clerk, respectively of the City of Iowa City, Iowa, a Municipal Corporation, created and existing under the laws of the State of Iowa, and that the seal affixed to the foregoing instrument is the seal of said Municipal Corporation, and that said instrument was signed and sealed on behalf of said Municipal Corporation by authority and resolution of its City Council and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said Municipal Corporation by it voluntarily executed. Notary Public in and for the State of Iowa STATE OF IOWA ) )SS COUNTY OF JOHNSON ) This instrument was acknowledged before me on this day of 20, by Marc B. Moen and , as members of The Chauncey, L.L.C. Notary Public in and for the State of Iowa Wednesday, May 27, 2015 Page 41 EXHIBIT G UTILrFY EASEMENT AGREEMENT FOR GEOTHERMAL HEATING SYSTEM THIS AGREEMENT, made and entered into by and between The Chauncey, L.L.C., hereinafter "Redeveloper," and the City of Iowa City, Iowa, a municipal corporation, hereinafter "CITY." In consideration of their mutual promises herein, OWNER and CITY agree as follows: 1. CITY hereby grants and conveys to Redeveloper a permanent easement and a right-of-way with right of ingress and egress thereto, over, through and across the permanent easement area as shown and described in Exhibit "A", attached hereto and by this reference made a part hereof (hereafter "Easement Area") for the purpose of the following: constructing, reconstructing, operating, maintaining and removing existing and future underground wires and cables for the transmission and distribution of electric energy and for communication and electrical controls, including the necessary appurtenances under and on the surface of the ground; existing and future pipe lines for the transportation of natural gas and all appurtenances and equipment used and useful in the transportation of such substances; and, to permit the inclusion of and/or attachment thereto of existing and future telephone, cable television, or other public utility facilities owned by others, as the City or public utility providers shall from time to time elect for the provision of services together with all necessary appliances and fittings for use in connection with said utilities and adequate protection thereof. 2. CITY farther grants to Redeveloper the following rights in connection with the above uses: a. The right of grading said Easement Area for the full width thereof, and the right to extend the cuts and fills for such grading into and on said Easement Area. b. The right, from time to time, to trim and cut down and clear away all trees and brush on the Easement Area which now or hereafter, in the opinion of Redeveloper, may be a hazard to said Easement Area, or which may interfere in any manner with Redeveloper's exercise of its rights herein. C. The right to enter onto land beyond the Easement Area and conduct emergency repair which may extend minimally beyond the Easement Area, without obtaining a separate temporary easement. Redeveloper's right to do such work shall be effective only upon Redeveloper's prior notice to CITY, and with minimal disruption of area. In the event of such emergency repair, Redeveloper agrees to restore said area substantially to its prior condition, as set forth in Paragraphs 3 and 4 below. 3. Redeveloper shall promptly backfill any trench made by it, and repair any damages caused by Redeveloper within the Easement Area, including any damages by virtue of future excavation or use of the Easement Area, excluding the replacement of trees, shrubs and brash on the Easement Area. CITY shall indemnify OWNER against loss or damage which occurs as a result of CITY's negligent acts or omissions in the exercise of its Wednesday, May 27, 2 o 1 S Page 42 easement rights herein. Once the Easement Area has been completely restored as set forth above and except as expressly provided in this Easement Agreement, CITY shall have no responsibility for maintaining the Easement Area. 4. Redeveloper acknowledges and agrees to remove and stockpile existing topsoil from areas to be excavated; and that following installation of the public improvement, all areas within the Easement Area which are disturbed shall have stockpiled topsoil respread and seeded within a reasonable time after construction is complete and the Easement Area restored substantially to its original condition, with the exception of the replacement of trees, shrubs and brush. 5. Redeveloper and CITY acknowledge that CITY reserves the right to use said Easement Area for purposes which will not interfere with Redeveloper's full enjoyment of its rights hereby granted; provided that CITY shall not erect or construct any building or other structures; drill or operate any well; or construct any reservoirs or other obstructions on said Easement Area. CITY shall not permit any other utility to be put in longitudinally in the Easement Area. CITY may plant trees and shrubs on the Easement Area, install fences or other public amenities, such as planters, benches and public art. Redeveloper shall be obligated to replace any such improvements in the event Redeveloper must disturb or remove said improvements pursuant to its easement rights described above or compensate CITY for the same. Redeveloper further agrees that nothing in this Easement Agreement shall in any way preclude CITY from causing, allowing or permitting utilities to cross the Easement Area 6. CITY hereby covenants with Redeveloper that it is lawfully seized and possessed of the real estate above described by virtue of legal and/or equitable title, and that it has good and lawful right to convey the Easement herein. The provisions hereof shall inure to the benefit of and bind the successors and assigns of the respective parties hereto; shall be deemed to apply to and run with the land and with the title to the land; and shall be recorded in the Johnson County Recorder's Office, at CITY expense. SIGNED this day of CITY OF IOWA CITY, IOWA Matthew J. Hayek, Mayor Marian K. Karr, City Cleric 2015. THE CHAUNCEY, L.L.C. Name & Name & REDEVELOPER'S ACKNOWLEDGEMENT Wednesday, May 27, 2015 Page 43 STATE OF IOWA ) )SS COUNTY OF JOHNSON ) This instrument was acknowledged before me on this _ day of . 2015, by Marc B. Moen and , as members of The Chauncey, L.L.C,. Notary Public in and for the State of Iowa CITY'S ACKNOWLEDGEMENT STATE OF IOWA ) )ss: JOHNSON COUNTY) On this day of 2015, before me, the undersigned, a Notary Public in and for said County, in said State, personally appeared Matthew J. Hayek and Marian K. Karr, to me personally known, who being by me duly sworn, did say that they are the Mayor and City Clerk, respectively, of said municipal corporation executing the within and foregoing instrument; that the seal affixed thereto is the seal of said municipal corporation; that said instrument was signed and sealed on behalf of said municipal corporation by authority of City Council of said municipal corporation; and that the said Matthew J. Hayek and Marian K. Karr acknowledged the execution of said instrument to be the voluntary act and deed and said municipal corporation, by it and by them voluntarily executed. Notary Public in and for the State of Iowa Wednesday, May 27, 2015 page 44 Exhibit L • Revised Section 8 April 3, 2015 The Chauncey, L.L.C. College St. l Gilbert St Northeast Corner Project Iowa City, Iowa A visual description of the proposed Project, including: a. conceptual drawing or schematic b. conceptual square footage of commercial and/or office space c. conceptual square footage and size of residential units d. schematic of the pedestrian -level fagade Executive Summary The Chauncey The Chauncey is a dynamic fifteen (15) story urban building which will include first floor eommerclatfretall space, class A office space, hotel guest rooms and residential units. The facility will connect to Chauncey Swan Park and Chauncey Swan Parking Facility. The overall theme for the project is arts and entertainment including two movie theaters operated by FilmScene, art and sculpture gallery areas, bowling facility and a restaurant which opens onto Chauncey Swan Park. The mixture of arts and entertainment will create a destination location for people of all ages. The commercial/retail public levels on the fret and second floors are surrounded by a transparent perimeter exterior wall system, exposing the theaters within. Curved sculptural theater forms contrast with the rectilinear lines of the building. A north -south lobby and gallery area connect the building's main entrances. The Site The proposed site is the quarter block parcel located on the northeast comer of the intersection of Gilbert and College streets. Additionally, this proposal includes the redevelopment of Chauncey Swan Park to reach its full potential as a city park, and to better support the overall project theme of an arts and entertainment complex. An existing, mid -block alley between College Street and Washington Street, will be incorporated into the development and will provide transition space between the park and the new building. The interior of the park will provide daytime recreation space and a lawn area for viewing evening movies. This proposal also incorporates the MidAmericen site and will require the removal and relocation of the existing MldAmercan equipment. The Chauncey, L.L.C. Iowa City, Iowa r� College St. l Gilbert St Northeast Corner Project The Architecture The Chauncey is clad mostly with glass and metal. The vertical planes are clad in a warts color material and the vertical planes on the office levels are dad in darker material. These exterior design elements dearly delineate the functional areas within the building. The use of warm colored material and darker metal panels will allow the building to transition from the 'cool" central business district on the west, to the "warm" residential areas to the east. The darker Gadding, and large loft warehouse style punched openings, identify the commercial levels, The darker material at these levels create a simple form in contrast with the building's lighter materials and colors. The building continues vertically with the use of a curtain wall system to create light filled hotel rooms and residential condominiums with panoramic views. Hotel and residential levels are tied together vertically by continuous metal screen walls which also separate the different portions of the balconies. The warm color and texture of the vertical circulation core tie these elements together with a grid that extends from grade level to the roof coping. Patio gardens soften the strong contemporary lines of the V shaped tower. The top of the tower terminates in a ranted roof. The Chauncey will serve as a landmark that Identifies the eastern edge of the downtown area and transitions to the east residential area of Iowa City while adding Interest and texture to the skyline. The Parking The Chauncey will provide on-site parking spaces which will meet the residential required parking. This proposal requests the utilization of the existing Chauncey Swan parking ramp to accommodate the needs of the hotel, commercial and retail components of the project. The Building Height The Chauncey is planned to maximize the site for commercial, Gass A office, retail, hotel and residential uses. This addresses the present and future needs of Iowa City and represents smart growth. The Chauncey, L.L.C. College St. I Gilbert St Northeast Corner Project Iowa city, Iowa Site Location Plan Site The building site is a quarter block area and the development project also includes upgrading of Chauncey Swan Park. The park will be reconfigured as an inviting public gathering place incorporating a configuration which will invite public use for viewing outdoor movies. The Chauncey. L.L.C. College St. l Gilbert St Northeast Corner Project Iowa City, Iowa Exterior Images Exterior y p' View from the Southwest The exterior of the building will be dad with a combination of warm colored material, darker panels and aluminum and glass curtain wall systems. Twenty-eight foot (28') tall glass walls dramatically enclose the FilmScene theaters. The Chauncey, L.L.C. College St./ Gilbert St Northeast Corner Project Iowa City, Iowa Exterior Images Vrew from the Northwest Exterior A richly colored material will be used to Gad the vertical stair and elevator components as they run continuously up the exterior walls of the north and south side of the building. Dark panels surround the large windows on the office levels which provide natural daylight into the office floors. The hotel and residential floors will be an aluminum and glass curtain wall system, maximizing light and views. 5 x r r The Chauncey, L.L.C. College St. / Gilbert St Northeast Corner Project Iowa City, Iowa Site Plan The Site The south entrance on College Street incorporates a covered drop-off lane for hotel guests. This entrance and a north entrance off the park provide convenient pedestrian access for the public and for building occupants. An interior connection through the building core promotes easy navigation to all building areas from the north or south entrances. A signature feature of The Chauncey is the integration of the site into the arts and entertainment theme. The entertainment concept within the building will transfer to the reconfigured park to facilitate evening outdoor movie screenings and will be inviting to the public for a variety of activities and public use of the park. The Chauncey, L.L.C. College St. I Gilbert St Northeast Corner Project Iowa City, Iowa Architectural Building Sections Sectional view through the FilmScene theaters and the Commercial Class A office floors above and parking level below. The Chauncey, L.L.C. College St. l Gilbert St Northeast Corner Project Iowa City, Iowa Conceptual Square Footages -15 Floors with Two office Levels The conceptual building areas are as follows: Basement Floor - Parking 24,000 GSF First Floor - Retail 24,000 GSF Second Floor- Retail 19,000 GSF Floors Three thru Four - Commercial Class A Office Space 38,000 GSF Floors Five thru Seven - 35 Hotel Units 33,750 GSF Floors Eight thru Fifteen Loft - Residential Units 87,382 GSF Level 8: 14 Studios (potential hotel expansion) Levels 9 - 14: - 8 units per floor (studio, 1 & 2 bedroom) Level 15: 4 units (2 bedroom) Total Building Gross Square Feet 228,132 GSF 0 r mj '` 4 CITY OF IOWA CITY 1P7 =,,lN MEMORANDUM Date: May 18, 2016 To: Mayor and City Council `l From: Marian K. Karr, City Clerk 1�` Re: KXIC Radio Show At your May 17 work session, and follow-ups conversations, Council Members agreed to the following schedule for the Wednesday 8AM radio show. June 1 —Throgmorton June 8 — Botchway June 15 —Cole June 22 — Taylor June 29 — Mims July 6 — Thomas July 13 — Throgmorton July 20 - Mims In addition we are adding a 7:15 — 7:45 AM the First and third Friday of each month: Friday June 3 - Mims June 17 — Dickens July 1 — Cole July 15 — Simpson ** Please remember that KXIC is very flexible with taping the Wednesday sessions ahead of the show. It is the intent of the Friday interviews to be live. Uxadioshowappts.doc Public input sought on City Council search for City Manager Receive Updates jEnter Email Address Go T Page 1 of 2 IP8 mmj Public input sought on City Council search for City Manager City of Iowa City sent this bulletin at 05/18/2016 04:51 PM CDT SMnRE Having trouble viewing this email? View it as a Web page. City IOWA CITY FOR IMMEDIATE RELEASE Date: May 18, 2016 Contact: Marian Karr Phone: 319-356-5041 Public input sought on City Council search for City Manager Mayor Jim Throgmorton released the following information regarding the City Manager search. The City Council appointed Assistant City Manager Geoff Fruin as Interim City Manager effective March 19, 2016. The City Council hopes to have a meeting by the end of June to make a decision on whether to appoint Geoff Fruin as City Manager or do a national search seeking applications from all qualified persons, including Interim City Manager Fruin should he choose to apply. The Council welcomes any comments from the public on this issue. Comments may be emailed to CitvManagerSearch gniowa-citv.org. Written correspondence may be directed to: City Manager Search c/o City Clerk City of Iowa City 410 East Washington Street Iowa City, IA 52240 All written and electronic correspondence is a public record and will be distributed to the City Council and permanently archived as a public record. Deadline for comments is Friday, June 10, at 4:30 p.m. Per Council policy anonymous correspondence will not be accepted; your name is required. Comments received without a name will not be forwarded to the City Council. You may also contact individual Council Members directly to provide your input. https://content.govdelivery.com/accounts/IAIOWA/bulletins/I4aOccd 5/18/2016 MINUTES PRELIMINARY PLANNING AND ZONING COMMISSION MAY 5, 2016 — 7:00 PM — FORMAL EMMA HARVAT HALL — CITY HALL MEMBERS PRESENT: Carolyn Dyer, Ann Freerks, Mike Hensch, Phoebe Martin, Max Parsons, Mark Signs, Jodie Theobald MEMBERS ABSENT: STAFF PRESENT: Sara Hektoen, Bob Miklo OTHERS PRESENT: Mark Seabold, Ken Raw, Paula Swygard, Howard Field CALL TO ORDER: Freerks called the meeting to order at 7:00 PM. PUBLIC DISCUSSION OF ANY ITEM NOT ON THE AGENDA: There were none COMPREHENSIVE PLAN ITEM: A public hearing for discussion of an amendment to the Comprehensive Plan for property located north of Benton Street and west of Orchard Street to be included in the Downtown and Riverfront Crossings Master Plan. Miklo began the presentation showing illustrations to put the proposal into context. The property in question is on the west side of Orchard Street, it abuts the current district line for the Downtown and Riverfront Crossings area, and the proposal is to add the Orchard Street properties to the Downtown and Riverfront Crossings Master Plan. Miklo explained there is a transition from the more intense commercial uses on Riverside Drive to the residential uses on Orchard Street. Miklo noted some of the new developments in process in the area. First being the 90 unit apartment complex being built on Riverside Drive, second is the plans for a convenience store with gas pumps to be built on the corner of Riverside Drive and Benton Street. The current Comprehensive Plan for this area is the Southwest District Plan, which was adopted in 2002, and it addressed this part of the neighborhood specifically and showed the properties on the west side of Orchard Street as appropriate for mixed-use development similar to what is proposed for Riverfront Crossings. The Southwest District Plan indicates that there are small apartment buildings and one single-family house at the end of Orchard Street which is appropriate for low-density multifamily. There are also some other single-family or duplex properties in this area. Two of the single family homes to be included in this amendment area are owned by the applicant. There are a few buildings that were moved into the area in the 1960's and they do not have street frontage, the only access to those buildings are from a gravel lane to the rear. Planning and Zoning Commission May 5, 2016 — Formal Meeting Page 2 of 7 Miklo stated the zoning ordinance specifies items to consider when a comprehensive plan amendment is being proposed. One is that since the current plan was adopted that circumstances have changed or new information or factors have come to light that would indicate that an amendment is warranted or in the public interest. Staff believes that is the case here, since this plan was adopted showing this area as mixed-use the Riverfront Crossings Plan has been developed directly to the east and there is extensive redevelopment in that area. Next, the proposed amendment must be compatible with the policies or provisions of the larger Comprehensive Plan including the District Plans. Miklo noted the Southwest District Plan does have some policies that Staff believes apply and are compatible. One policy is to encourage better quality of development and design and that could be achieved with the form-based code that is part of the Riverfront Crossings Master Plan. However that must also be balanced with other goals of the Southwest District Plan, so that is why it is important to note where the boundary should be drawn. The District Plan recognizes that this neighborhood provides affordable smaller single family housing, both rental and owner-occupied. That form of housing is rare this close to downtown and the University. Because of that concern, the boundary line is drawn as shown so that the potential redevelopment area does not move farther west into the neighborhood. Miklo explained that the applicant has submitted some concepts of how this area might develop if the amendment is approved and the area is rezoned. Staff has addressed some concerns, noting that the scale should be appropriate to the neighborhood, and the applicant has answered those concerns with appropriate third floor setbacks and pedestrian streets. Miklo shared the text Staff drafted based on some of the other subdistricts in the Riverfront Crossings Plan. Staff is recommending approval of CPA16-0002 an amendment to the Comprehensive Plan to include the area north of Benton Street and west of Orchard Street in the Riverfront Crossing Plan and the addition of the attached text describing the desired character of development to be approved, that may need to be edited. Parsons asked about the Metropolitan Planning Organization traffic study and if that has been completed yet. Miklo replied that they did complete a study of the area, both with the existing conditions and what might occur if this develops at a higher density. The preliminary conclusions are that there may need to be some improvements to the intersection of Orchard Street and Benton Street, perhaps adding turn lanes, and that would need to be negotiated in the future with a possible rezoning. Parson shared concern about the history of the area, and the three houses with no street frontage. Miklo confirmed that would not be allowed today in the city. It is something that would need to be resolved and need to find some mechanism for access if that area is not all completely redeveloped. Freerks opened the public hearing. Mark Seabold (Shive Hattery Engineering) is working with M&W Properties who is the applicant of this proposal. Seabold mentioned that while going through this process they worked very closely with City Staff on what is appropriate for this zone and feels this comprehensive plan amendment will create a buffer zone from the commercial properties to the smaller scale residential. Seabold noted they did hold a neighborhood meeting last February and had four Planning and Zoning Commission May 5, 2016 — Formal Meeting Page 3 of 7 people show up. The comments in general were very positive about the project, the biggest concern was the traffic study. Seabold believes this project will give Riverfront Crossings another type of housing, a smaller townhome style of housing. The concept also has a lot of pedestrian traffic built into it, and Seabold recognizes there is more work that needs to go into the concept. Ken Rew (302 West Benton Street) stated he has lived in this location for almost 40 years. His concern is while they say they are creating a buffer zone from the commercial to the residential on Orchard Street, where is his buffer from this development of multi -family high-density units. This development will be directly in his backyard. It feels like this project is just to tear down the older homes so big massive new structures can be built and more money can be made on the new units. Rew noted he was not aware of the good neighbor meeting that was held in February. He questions how it will really be a buffer, when these new townhomes will not be seen by Riverside Drive, nor by Benton Street, so what is it buffering. Paula Swyqard (426 Douglass Street) lives in the neighborhood, but is not directly affected by this amendment, but it does affect the area she lives in. She did attend the neighborhood meeting, and one of her biggest concerns is the traffic. She is aware they have done a traffic study of that little area, but to get the whole picture they need to understand how the traffic flows through the whole neighborhood. Swygard shared a map of the area that highlighted the traffic "cut throughs" of the area. There won't just be the congestion on Benton Street and Orchard Street with an increase in density, but people will continue through on Orchard Street to the highway, and also cut through Hudson Street or Miller Avenue to get to the highway. There was a traffic study done on those two streets several years ago which showed they already had high traffic at that time. In addition Swygard noted that along Orchard Street, to the south of this proposed area, is included in Riverfront Crossings, so there is potential for dense development there (up to four stories) which will also add to the increased traffic of the area. Swygard questioned when Miklo said that Orchard Court would probably be a pedestrian walkway, so how would anyone who lived in that separate apartment building to the back have access. Miklo noted that the concept plan shows a driveway that goes up to parking lot of that apartment building. Swygard asked how many units would be in the new development, Miklo was not sure and the applicant would have to address that. Swygard noted the design is a very upscale design and is concerned if the design is fitting for this neighborhood and the transition to the older homes in the area. Additionally this new building would overlook a Kum & Go and those lights and that could affect any buyers or potential residents of the building. Also Swygard wanted to mention that since Kum & Go will only be one story, this building is not needed to create a buffer, maybe for the 90 unit building to the north. Finally Swygard noted she was pleased with the mention of affordable housing for this area as that is so necessary in Iowa City, but when people see this type of development encroaching into neighborhoods they feel very threatened. In her neighborhood, which is adjacent to this neighborhood, feel threatened by the power of the developers over the smaller areas. Howard Field (614 & 630 Orchard Court) noted that there are four four -unit apartments plus the single family homes on Orchard Court. Field noted his concern is the development of 90 units on the east side of Orchard Street and the ingress and egress of vehicles from that complex. Miklo replied there will be an entrance on Orchard Street as well as one on Riverside Drive. Field asked about the traffic flow to the new concept being proposed and Miklo said that would Planning and Zoning Commission May 5, 2016 — Formal Meeting Page 4 of 7 be off Orchard Street, and also directly to Benton Street. Freerks noted that this concept is just preliminary at this time, when a change is proposed for a comprehensive plan, the Commission likes to see why and what the change could allow for in the future. Field stated the issue will be the number of cars and traffic with all these new units on Orchard Street. Field asked about the area his four unit apartment building is in. Miklo said it is currently zoned low-density single-family with a planned development overlay which allowed the clustering of units into buildings of four. If this comprehensive plan amendment is approved and then there is a later zoning change, it is possible those buildings could be removed and redeveloped at a higher density. Field also noted he was not informed of the meeting that was held in February. Seabold stated they used the City Assessor's listing of all the addresses in a 300 foot radius to send letters out for the good neighbor meeting. With regards to the proposed concept and the number of units in the concept they are thinking 60 units between the two buildings. 34 in one building and 26 in the other. With regards to the scale of the building, in comparison to the four story building going up on Riverside Drive, the scale of this building would be two story with a step -back third story which makes the building not much taller than some of the other rooftops along Benton Street. Perhaps buffer is not the right word, but it is to help the transition from the commercial properties to the neighborhood. Rew reiterated whether you call it a buffer or transition it is an infringement on the neighborhood. Rew asked if the City would just take the houses so this new development could be built. Hektoen said that is not what happens, it would all be a private transaction that the City would not be involved in. Rew also noted concern about traffic in the area, and the increased concern with these developments. Freerks closed the public hearing. Dyer moved to defer CPA16-0002 an amendment to the Comprehensive Plan to include the area north of Benton Street and west of Orchard Street in the Riverfront Crossing Plan to the next formal meeting on May 19. Theobald seconded the motion. Freerks noted it is not uncommon for the Commission to take two or more meetings when deciding on a comprehensive plan amendment. Hensch said the reasons for the deferral and the issues that need to be addressed should be noted. Freerks noted the rationale that this is a buffer or transition, the new concept building appears to be very nice but the scale of that concept questions the buffer or transition. In addition to scale there needs to be discussion on setback, green space, landscaping, and the true transition or buffer and if a building of this size addresses those concerns. Theobald shared those concerns stating that in the proposed text for the amendment it discusses "cottage clusters, townhomes, live -work townhomes..." and that does not translate into a building of this scale. She also noted that perhaps there needs to be a buffer between the Kum & Go and this project as well. It doesn't seem to be enough of a transition to the single family neighborhood. Planning and Zoning Commission May 5, 2016 — Formal Meeting Page 5 of 7 Martin asked if in the Riverfront Crossings it mandates any development to have affordable housing. Miklo noted that not currently, but there is a proposal that Staff will be presenting in the future to discuss inclusionary zoning in Riverfront Crossings. Freerks stated another concern is the large parking lot and how it will be viewed from neighboring areas. There will need to be good solutions to lighting and screening. Hensch stated since this is a comprehensive plan amendment and not a rezoning and since this is a conceptual plan and not an actual plan, it appears all the language to cover the concerns mentioned is in the proposed text. Freerks stated that she feels the proposed language needs to be more specific and she is not comfortable approving it as is. Miklo said something to consider is when looking at the Riverfront Crossings Plan it has illustrations and perhaps the illustrations in this amendment could be updated to reflect the concerns and show more detail. Signs asked if a sign was posted for this amendment. Miklo said that signs are not posted for comprehensive plan amendments, but they did notify all property owners within 300 feet. Signs commented that he expected a larger neighborhood turnout given some of the other developments that have previously been approved in that area, and the traffic issue keeps coming up. Signs also noted he is troubled with the buffer/transition concept, he feels what is already there is a perfect buffer/transition. It is a street full of two-story multi -family units, and then everything to the west is one story houses. The Comprehensive Plan speaks to possible mixed-use in this area, but the concept proposed is not mixed-use. Additionally to the south of Benton Street there have been new homes built and others remodeled so one would not anticipate any change in that area in the future as well. This proposal appears to be taking an area that now houses 10 units and constructing 60 units, but is unclear of the logic for that. Martin stated that even if the amendment is adopted, nothing has to happen to the area. Freerks confirmed that however it becomes a green light for redevelopment. Dyer noted that although they are not approving the concept, the shown concept does not have much green space for the tenants and in Riverfront Crossings the townhomes should face a pedestrian walkway with green space in the middle. There is also no other public parks nearby. Signs stated he did like the idea of putting the parking in the buildings, and agrees with the concern of lack of green space. Parsons agreed and would be interested to see if some of the parking for the western building could be underground and that area turned into green space. Dyer also shared concern about this concept and keeping affordable housing in this area. A vote was taken and the motion carried 7.0. CONSIDERATION OF MEETING MINUTES: APRIL 27, 2016 Hensch moved to approve the meeting minutes of April 21, 2016. Martin seconded the motion. A vote was taken and the motion passed 7-0. Planning and Zoning Commission May 5, 2016 — Formal Meeting Page 6 of 7 PLANNING AND ZONING INFORMATION: Miklo shared a memo that went to City Council explaining the topsoil policy. Staff does have a draft proposal for consideration for inclusionary zoning for the Riverfront Crossings area and would like to schedule an informal meeting to present the proposal and start the discussion. They would like to have the meeting on May 16 at 5:00 pm or 5:30 pm. It was decided to meet at 5:00 pm on Monday, May 16. ADJOURNMENT: Martin moved to adjourn. Parsons seconded. A vote was taken and motion carried 7-0. PLANNING & ZONING COMMISSION ATTENDANCE RECORD 2015-2016 FORMAL MEETING INFORMAL MEETING NAME 614 712 7/16 8/6 8/20 913 9/17 10/1 10/15 11/5 11/19112/3 HENSCH, MIKE 1/7 1/21 12119:3:13:[W417 05/17 X PARSONS, MAX 4121 515 DYER, CAROLYN X X X X X X X X X X X I X X X I X X I X X X X EASTHAM, CHARLIE X O/E X X X X X X X X X X X X X XVOO/E X X X FREERKS, ANN X X O/E X X X X X X O/E X X X O/E X X X X X HENSCH, MIKE X X X X X X X X X X X X X X X X X X X MARTIN, PHOEBE X X X X X X O/E O/E X O/E X X X X X X X X X PARSONS, MAX X X X X X X X X X X O/E X X X X X X X X THEOBALD, JODIE X X X O/E X X X X X X X X X X X X X X X INFORMAL MEETING NAME TERM EXPIRES 5/18 DYER, CAROLYN 05/16 X EASTHAM, CHARLIE 05/16 X FREERKS, ANN 05/18 X HENSCH, MIKE 05/19 X MARTIN, PHOEBE 05/17 X PARSONS, MAX 05/19 X THEOBALD, JODIE 05/18 X KEY: X = Present O = Absent O/E = Absent/Excused --- = Not a Member