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HomeMy WebLinkAbout1983-11-28 Info PacketCity of Iowa City MEMORANDUM DATE: November 23, 1983 TO: City Council FROM: Neal G. Berlin.,/�sc RE: UDAG Agreement Attached is a copy of the Urban Development Actidn Grant Agreement with proposed text changes noted and a letter from Richard Peterson, the developer's (Dr. Johnson) attorney, outlining the reasons for the changes. Mr. Peterson's letter states that these changes had been approved by the City. The fact is that the City staff has consented to submit the changes to HUD and the City Council for approval. Mr. Peterson and Ms. Hauer will meet with HUD representatives this date. A number of agreements will have to be executed in the near future before the UDAG money can be loaned to the developer. These include a loan agreement between the City and the developer, approval of the Preliminary Case Report by the State of Iowa Historical Preservation Office, and a parking agreement between the City and the developer. It is anticipated that most of the agreements between the City and the developer will be brought before the Council for consideration before Christmas. With regard to the issue of design review, the following process is pro- posed: The Hotel Steering Committee and the Design Review Committee will meet jointly together with other interested parties to review the revised design plans and if the plans are found acceptable, then forward the Com- mittee's recommendation to the Council for final consideration of the design plans. It is anticipated that the revised plans will be ready within the next two weeks. DOHERTY, RUMBLE 6 BUTLER PROFESSIONAL ASSOCIATION JAM[E A, LwA[[ Lu[w JOXM ' ATTORNEYS AT LAW 4 YILLF [w VC[ C. /.YLFLN eilliir`I..i I500 FIRST NATIONAL BANK nU1LO1M0 pN[4 FY1Y MITA i[R 0 O. RI[MOP SAINT PAULIMINNESOTA RICM.RO M. S[MPINp w.M"'repo RDR[RT 55101M[vlM S.EwnL P[M(LOMUNI TELEPHONE InlLl aPl•p]]a =MILIIL.91I.[wICFLpN WRITER'S DIRECT DIAL NUMOCR ILLIAY LxIIPIL Y.RC r. yw[ON 0.1. I. p1LON THOMAS .L. CONNOP CLI C291-9376 7Y.-N-Vwwpw Y`.l.tT S. [ MINN CAPO LIS OFFICE FMN N.wT MEAN[ ACCEN R. ICKLUNO SR[Y1O.SOSTROM 3760 IDS TOWER FNN C. TOSIN MINNCIIP04I31MINNESOTA 55NO2 R. NVSSLLL YtlN[R C0FI0 O. NORMAN TCLEPMON[ 10131 31O•Sn53 r[SIDS. -l"LLCY TOM GbIO[Rdp CIMINIA Y. W.ITCIORp TCLcx zoo-aan OI COUNSEL November 18, 1983 =.ILIA w.CSRIE" ILLIAN E.L IRFMF 5.1.1111, Ms. Rosalynn Doggett U. S. Department of Housing and Urban Development Office of Urban Development Action Grants 451 Seventh Street S. W., Room 7258 Washington, D.C. 20410 R r- I VEL) 1- 2 11983 P.E-6 .. _,.VINMENT Re: UDAG Grant Agreement, Iowa City, Iowa Grant NO.: B -83 -AA -19-0021 Project Name: Downtown cTnrei w Dear Ms. Doggett: At the request of Andrea Hauer of the City of Iowa City, I am writing this letter to you to explain the changes proposed in -the attached pages of the Exhibits to the Grant Agreement, which was forwarded to Iowa City on September 9, 1983. I am the attorney for Dr. Johnson who is the developer of the Downtown Hotel. These changes have been agreed to by the City and Dr. Johnson. 1. Exhibit A, -Page 3 of 3 - Rider to Section 1.03. The change made here provides that the Recipient Funs s a not be treated as Developer's Equity. These funds are provided by the City and not the developer and therefore to give developer credit to—those -funds-.-would --have -an..adverse._effeet.on connection with the City's participation in the project. profits of the 2. Exhibit B, Page 1 of 1 - Rider to Section 1.03(17). The change in paragraph (1) is responsive to the same point set forth in the preceding paragraph of this letter. 3• Exhibit B, Page 1 of 1 - Rider to Section 1.03(17). The rewording of paragraph (3) clarifies the f _Ct that nota 4 0 spaces will necessarily be leased to the developer. The use will be 0.%?f4z_ DOHERTY, RUMBLE 6 BUTLER PA0FEssIONALA550CIATION Ms. Rosalynn Doggett November 18, 1983 Page 2 on an as needed basis under a parking agreement between the City and the developer. 4. Exhibit C, Page 1 of 1 - Riderto Section 1.03(11). Section II has been amended to allow the Revenue BonFS to exceed $7,693,000 by an amount necessary for debt service reserve funds not exceeding an additional $600,000. This change has been made throughout the Agreement and is responsive to the fact that the Revenue Bond financing that is available today generally requires a reserve fund or funds which contain up to one -year's interest on the bonds. While -the amount of revenue bonds issued would typically be increased by that amount, those funds are then segregated into a reserve account which generally offsets, by its earnings (which are restricted by the arbitrage rules), the cost of "borrowing" those funds. As you know, it is literally impossible to issue revenue bonds without a reserve fund. S. The changes made in Exhibit E include changes which are clarifying changes or are referred to above. Those changes shall not be specifically discussed herein, but have been underlined and marked on the enclosed document. 6. Exhibit E, Page 3 of 10. The last paragraph of subparagraph (iv) has been changed to allow for disbursements of the grant funds on a parity with private funds rather than requiring that all private funds or developer equity be invested prior to commencing disbursement of the grant funds. This is consistent with Exhibit D and with the submitted documents wherein a large portion of the Developers Equity is, to be for items which occur at the end of construction. 7. Exhibit E, Page 3 of 10. Item (v) has been amended in addition to the debt service reserve fund, to provide that the first mortgage security interest may also include an additional equal or subordinate mortgage which secures any other security device used in connection with the revenue bond financing. This -again-just-simply respcnd= to rhe_rpAlity nf :rhp rnVenue_bnnd_ market place. 8. Exhibit E, Page 4 of 10. The last paragraph of subparagraph (v) has been eliminated since all UDAG proceeds will be used to construct the building and not to purchase any equipment. 9. Exhibit E, Page 4 of 10. Item (vi) allows certain activities to take place with the prior written consent of the City, and further allows that a transfer by reason of death of the .3R f- DOHERTY, RUMBLE & BUTLER PROFESSIONAL ASSOCIATION Ms. Rosalynn Doggett November 18, 1983 Page 3 individual developer to his estate or to his heirs may be allowed, as well as refinancing of the commercial development revenue bonds. 10. Exhibit E, Page 5 of 10. Item (xi) has clarifying language added which allows operating capital loans and working capital loans made by the developer in excess of the developer's stated equity to be deducted in determining the annual cash flow for purposes of participation. Expentitures for capital improvements are also deducted. This further provides that a management fee shall be reasonable (rather than limited to 3% which may not allow us to obtain adequate management) and may be paid to a related party if consented to by their recipient. The return on the developer's verifiable cash equity is cumulative, except to the extent that that return is not cumulative during the first two years of operation. This change was made to recognize the fact that the developer had actual cash in the project, but also to not severely penalize the City during the period in which the return was least likely to be achieved (that is the first two years). 11. Exhibit E, Page 6 of 10, Item (xii). Clarifying language has been added regarding the refinancing of the first mortgage. This first mortgage is going to have a seven year maturity again, and so refinancing will be necessary. If you have any further questions on this matter, please contact me or Andrea Hauer, or arrange through me with a conference call with Andrea Hauer. I am sure that you are aware that pending tax legislation has placed revenue bond financing subsequent to January 1, 1984, in serious jeopardy. It is our understanding right now that bond counsel would not be able to issue opinions with respect to revenue bonds closed after January 1, 1984. our underwriter and bond counsel has indicated that it is necessay for them to take this project to the printer on Monday, November 28, in order to meet the time schedule necessary to have the bond sold, by December 31. -T-herefore,-4-ver-y-much-appreciate-your--expeditd'd-review-of--this-. matter so that we can have the UDAG Grant in place by the time that the official statement for the bonds goes to the printer. If it is necessary to meet with you regarding this matter, I will come to Washington at your convenience in the hopes of a quick resolution of this document. Please contact me with any questions or comments: 3a #�, DOHERTY, RUMBLE & BUTLER PROFESSIONAL ASSOCIATION Ms. Rosalynn Doggett November 18, 1983 Page 4 RBP:c cc: I. Andrea Hauer Mr. Thomas Flynn Mr. Vern Beck Very truly yours, DOHERTY, RUMBLE & BUTLER PROFESSIONAL ASSOCIATION Richard B. Peterson - r I 3.; i42' Lf UMW SM72S DWARR4Nf OF HOUSING AND WMN DEv=R427f ASSISIAY£ S0f3tE7•ARy FOR 0:*K 417y p7luN AND DEVEiORfoM Office of Urban Developesnt Act1m Grants UDAG GRANT AGREEMENT Urban ievelopnme Action Grant Under Section 119 of the Hm8in9 and Utmmzdty Developeent Act of 1974 (Public Law 93-383, as aim xW) pace of Recipient, City of Iowa City. loon (Dantwn H Dtel) A84mee t>d s.cf.++— amorable Mary Neulaoser MAY= of Ipfs city Ione City, Ise 52240 0182 Asatnt e[ feenh $2, 081, Doo um am= ME fmv Q mIG (tai Dsebert &83 -AA -19-0021 A4elitdnery Acus, Gets, July 2, 1983 Qadalml otat Asommoo t 0 l..Ltl onset A¢..et 0183 Developrent officer peon Hdhn MM Attww,, Initials � i'Pe! by, vif On 8/7/83 0181 Db. of Trwomati m 1 MOD [bltgstim Dabs SEP 9 Pm C202 Data first W1 is Due 12/1/83 C177 Vete HUD Signed SEP 9 I^93 . 0199 Q7netn ction Jobs, 134 0296 Retaind Jobs, -0- M90 NOW PaeaaeHt Jobst 178 C191 lo/hod Ret permanent Jobst 150 0392 CEM Omlified Now pummu tt Jobs,- 0193 Minority tis pane Jobs,l_ 0174 Privets 7nveeUiatt $_8.570.000 0172 Othw Public Invesbowt, y70.e0o fbae„sae,t Dabs ompleNno Data Lad ATItsition C452_9/1/83 C458 9/70/83 osetruttim . C462 10/1/B3 C46812/3y84 Capital Bluipment 0472 0478 Other Activity 0482 C4BB J 3a 44 -1 Li 1AEU OF comil15 U OAG G kA14 T A 6 R F. CF, C1,1 ENTPOLLCIUIe Iege Preamble 1 Fecitals 1 ^ ARll'ICEL I - CAMML PR MSIOIS Pace Faction 1.01 Contents of Agreement 2 ::action 1.02 Exhibits Incorporated 2 SICti,el 1.03 Ccaeral Iefinitions 2 W,WL 11 - MLW1AN: AWWRIZEL' USES OF MAT Emus Pace Section 2.01 Lrant Assistance Provided 3 Sectim 2.02 Authorize! Uses of Grant Funds 4 Lection 2.03 Edj,stments to Grant Etr:ds 4 :action 2.04 Fecipient's Lae of Program Intone 4 AMICLL III - CISLURSE24FNf OF' GPAtR' FU015 lege Section 3.01 Letter of Credit Procedures 4 lection 3.02 Incurring Cents for Project Activities 5 Sectim 3.03 Audnrization by the Secretary for the Recipient to 6 Prow Grant Ferris AJLICLL IV - QR'.PLLd.CL WI11. E'ELLP J. RULES AND ULC REULA1IOtS lege. Section 4.01 Delegation and Acceptance of Responsibilities 7 Lder Federal Rules Section 4.02 compliance with MAG Regulations 7 ARTICLE V - REPRESEMATIOIS, MRRFNIIES Am SPECIFIC OLLIGATICIS • Page Faction 5.01 Recipient's Representatima and Warranties' •• 7 Section 5.02 Obligation to CccVlete Recipient Activities 8 As Scheduled Section 5.03 Obligation to Achieve Projected Jabs B Section 5.04 Obligation to Cure Title Defects 9 Section 5.05 notification and Action fpm Default 9 AIQICL. VI - IISPLCIION ANO RLVIEH Page Section 6.01 Luty to Eaintain, and Rights to Inspect and Copy, 9 books, Records and Documents Section 6.02 Site Visits 9 Section 6.03 Luration of Inspection Rights 9 Section 6.04 lielotts y ARIICLL VII - ILFALMS A11G RLI -=LS page Section 7.01 Defaults �_ 10 Section 7.02 Remedies Llkm Default 10 ARTICLE VIII - CuaifiCATIQS EY RECIPIEM• Rule• Section B.01 Certifications L4.r.n Lraw of Furls 10 section 8.02 Certiflcatlon After Completion of AL1 11 Recipient Activities Section 8.03 Certification After Completion of All 11 . Non Pecipient Activities Fevised 6/81 1 VALE OF QM'QnS - Gmtinued ARTICli IX - 11IHD PARTY COWRAL1• ROWIpDWaS Page Section 9.01 Escrow of, Program Income 11 Section 9.02 Program Immme Applied to Costs 11 Section 9.03 Program Inome for Title I Activities 11 Section 9.04 Assurance of Governmental Approvals 12 Section 9.05 Completion of Project 12 Section 9.06 Assurances of Projected Jobe 12 Section 9.07 Mintaini`g records and Eight to Inspect 12 Section 9.08 Access to Project 12 Section 9.09 to Assignment or Succession 12 Section 9.10 Secretary Approval of Ameyrents 13 Section 9.11 ' Lisclaimer of Relationships 13 Section 9.12 Limitation of recipient Liability for Project 13 Activities Section 9.13 Conflict of Interest 13 Section 9.14 project Signs 13 ARTICLL X - LVIDf MARY MATERIALS Section 10.01 Cmmttnents of Participating Parties - General 13 Section 10.02 Form of Documentary Evidence - General 14 Section 10.03 Opinions of recipient's Counsel 14 S•.ction 10.04 Evidence of Contracts - Form 14 Section 10.05 Evidence of Loan Comitments - Eonm 14 Section 10.06 Evidence of Inane - Form 15 Section 10.07 Evidence of Liquid Assets - Fou 35 Section 10.08 Evidence of Finances Satisfacu,ry to 16 Counsel - Form Section 10.09 Anti -Speculation Provisions - Sale of 16 real Property Section 10.10 Evidence of Title to real Property - Flom 16 APQICLE XI - FISCELLVd iS Section 11.01 Intices 17 Section 11.02 Assigment 17 Section 11.03 Successors Bond 17 Section 11.04 reeedies Hot Lrpaircd 17 Section 11.05 Clmurative Remedies 17 Section 11.06 Severability 17 Section 11.07 Entire Agreer,=t 38 Section 11.08 Execution in Counterparts 18 Section 11.09 Table of OontentsF Titles and Headings 18 Section 11.10 • Amerxtmt of this Grant Agreement 18 Section 11.11 Cisclaiser of relationships 18 Section 11.12 Governing Law 18 Section 11.13 6aiver by Secretary 18 Section 11.14 Effective Fate 1B Section 11.15 Termination of Cmnt Agrearnnt 19 SCBELULE OF MIMS ' EXHIBIT A SUPPLEMMIARY PPDVISIOM EXHIBIT 6 QBCRIPIICN OF REQIPIEN'1' ACDMTIES WSEIT C CESCRIPTIM OF DOH-PMIPIW ACTIVIT2FS LXOQBIT C FROJRCI• EII.CLT - bU hAM OF' PPDKGED EXPE2XMIURES LXHIkIT' E RLLUIPID LVIDUMARY ENTRAINS EXHIBIT F PROJECT PLRMNOHCE SULLDULE Revised 6/81 ii 3,70-2- N R P R E A M B L E 11RS CBAKT AGREEMENT is made and entered into by and between TI:E SECRETARY OF HXGING AND GFPAM CEVEI.GPYFIff, acting by and through the Assistant Secretary for Co munity Planning and Develop ant, as representative of the phited States of Merica, and the PECIPIEM R E C I 1' A L S 11 L RLCIPIUn has applied to the Secretary for grant assistance order the LWU Program to undertake activities which are wnsistant with the ixuvisions of Section 119 of the Act and the =G Regulations; and ,,HE SES MMy, in reliance upon the representations set forth in the Application, has approved the award of grant funds to the Recipient, to be esPetrlad by the Recipient in ourfo®ity with the requiremnts and provisions of this Crant Agreement; IN COMSILP MU4 of the mutual pees and tove'w'ta curtained in this Grant Agreement, the Secretary and the Recipient agree as follows' i Revised 6/81 1 r ARTICLE I GF14FRAL Pwvjslots Section 1.01 Contents of Mceenent ' This agreement shall consist of this Grant Agreement and the Application, as may, from time to tine, be amended. Section 1.02 Exhibits Incor7.orated All exhibits which are referred to in this Grant Agrexce t and are attached hereto are incorporated herein and made a part hereof. Section 1.03 General fefinitiong hatless specifically Provided otherwise or the context otherwise requires, when use: in this Grant Agreeent: (1) "Act" means the housing and I.onmtnity Developrent Act of 1974, Pub. L. Fo. 93-383, as mended. (2) "Application" means the AEPlication For Federal Assistance, and such other submittals, as are specified in Exhibit A of this Grant Agm m t. (3) "IBfault" means any default net forth in subsection (a) of Section 7.01 of this Grant Agceenent. (4) "Eligible Costs" marts costs for the activities specified in Exhibits E and C of this Grant Agreement for which grant funds are budgeted as specified in exhibit G of this Grant Pgrement, provided that such costs (i) an not incurred in connection with any activity which, under 24 C.F.R. Part 570, as may be front tine to time amended, an ineligible order the UEAG Program, and (ii) conform to the requlresents of Attadment B to Federal witheVeht stateand Iaeal74-4 CweMet ennt)),asi ysbeff= titime to rise amendlicable to Crants and ed For purposes of determining the conformity, of costs to said Attachment e, all costs set forth in Section C !Hereof except for "Prearrage cent costs" and "Proposal costs' (which ate eligible only to the extent authorized in section 570.454 of 24. C.F.P. Part 570) may be considered eligible without prior approval of the secretary. particularly C.Fl ttrO ta58Conditions-diman, the ovisions oco conditions �ed by law, podnlblt or 11mlt the coraitnent and one of grant funds until certaains Grant pro eddurawhiall requiretents have been oanpleted. (6) "lhvlrttsnental Imquitements" means the requirements described In 24 C.F.R. Part 58. Pca)uce an("envltomm� tall donmen['�ae umthat all eligible ac iviat ties necessary to of 40 C.F.A. Pus 1508, or to comply with the raquirceents of 24 C.F.R. Part 58. (8) "Grant Eurds" Leans those funds to be provided by BUC to Aeciplent Wtsuent to the terms of thin Grant Agreamt, an specified in Exhibit A of this Grant Agreement. (9) "IUD" means the United States Leparbent of Housing and Urban Devclgxrent. (10) "Letter of Credit" means the letter of credit to be issued or mended by de Icyartnent of the Iteaeury Pursuant to Section 3.01 of this Crant Agreement. Revised 6/81 ' .307 f�Z (l) •ton-Recipient Activities" means those activities of the Project to Lv carried out by Participaticxg Parties, otter than the Recipient or an agent or agency of the Recipient, which activities ace described in Exhibit C of this Crest Agreement. (12) -participating 'Party* means any person, firm, corporation or entity identities as such in Exhibit A of this Grant Agreement. Identification as a 'Participating Party" signifies that the Secretary, in selecting the Recipient for Use award of this grant, relied in material part upon a representation that the party so identified will carplem a specified portion of the Project or a .specific activity necessary for the impletion of the Pro3ect. (13) "program Inane" means the LMG percentage of. (i) any Sncane earned by Recipient, or m agent or agency of recipient, frac the disposition of real or personal property acquired in whole or in part with grant funds; (SS) the repayment Proceeds (including principal and interest) of any loan made in whole or in part with grant funds; (iii) any other revenues defined as program incase in 24 C.k.P. Fart 570, Subpart J, and (iv) any incase Fran an activity where it is specifically declared in Exhibit A of this Grant Agreement that the ince flan such activity shall be decried to be Program Incas. 'Rhe "UFAG percentage" means an anmunt trnputed by applying Ue percentage of prrticipatim of grant fads in the total cost of acquisition of property, in the total amount of a loan, or in the total coat of an activity, to the inane from the disposition of such property, the total repayment procchds of such loan, or the immse Eros such activity. (14) "pockets of poverty Project- means a Project approved !used on an application subuitted and approved pursuant to Section 119(b)(2) of the Act. (15) "pmject" mons the activities described in the Application and in INhibits E, C aid 0 of this Grant Agreement which are to be carried out to meet the objectives of the (!AG program. (16) "Iecipient" neans the local governmental entity receiving grant tunds pursuant to this Grant Agteeent, as core particularly identified at the cover page of this Crant Agreement. - (17) "Iecipient Activities" means time activities of the Project to abe ctivities are described iOut by the niExhibit a oor an fent or thisGraannt Agreensnt,ency of the FecSpient, which (18) "Secretary" means the Secretary of Iwsing and Urban pevelope ent ar setawithther respecticial of to darters9to %hin the Secretary has cWered by this Crant Agreement. authority Co Urban(19) "UAC Pmgrtun" mews the established by Ise puratuett to Section 119of rim Cram Program the Act. Fart 570, Subpart Gamregulations , as the sane may f, ton time to tise, betamerin 24 C.F.A. AMICIE II AF,Ctt.1 ANC AUIWA I2E0 IBES OF CRUIT FUNIS Section 2.01 Erant Assistance Provided . In consideration of the various obligations undertaken by the Recipient pnsomt to this Grant AyresImt, and in consideration of the obligations to be undertaken by Participatiry Fartiea, se represented by the Recipient in the Applications Ue Secretary agars, subject to the terms and conditions set forth herein, to provide the Recipient with grant funds in the amount specified in Exhibit A of this Crant AgresMsht, Revised 6/81 '? ? KL Section 2.02 Authorized Imes of Grant Funds Me grant funds provioed to the Recipient pursuant to this Grant Agrcenent shall be used only for to specific purposes described in Exhibits b and C of this Grant Agreement and in the anounts budgeted in Exhibit D of this Grant Agreement, subject to the project wenanents provisions of the UTAG Regulations. Section 2.03 Adlusbrents to (sant Funds the mount of grant funds which the Secretary has agreed to provide to the Recipient under this Grant Agreement has been deteenined by the Secretary in reliance upon the cost estimates of the Recipient with respect to the activities set forth in the Application and the investment consitments of Participating Parties. Me Secretary reserves the right to reduce the grant mount (i) to conform to any revision to which the Recipient and the Secretary may agree with respect to Exhibits C, C or C of this Grant Agresneht, (ii) if the actual costs for activities are lower than those set forth in Exhibits E. C or D of this Crant Agteement, or (iii) if the investment by Participating Parties is less than the amounts specified in Exhibits 8, C, C or E of this Grant Agreement. Section 2.04 Recipient's Use of Program Income (a) In order to provide funds to assure oanpletion of the Recipient Activities, the Secretary shall have the right to require all program Intone received Uy the recipient, or by any Participating Party, prior to the completion of all recipient Activities, to be deposited in escrow, wrier arrangements approved by the Secretary. 'the Secretary nay exercise said right either by specifying such require ant in Exhibit A of this Grant Agree cent or by separate written instructions to the Recipient delivered at any time prior to the unpletion of all Recipient Activities and the draw of grant furls to pay costs incurred for such activities. (b) Unless otherwise specifically stated in Exhibit A of this Crant Agreenent, all Program Inmos which is received by the Recipient or any Farticipating Party, prior to copletion of all Recipient Activities shall be used prior to, and in place of, any draw coder the letter of Credit to the extent adequate to pay costs so incurred. (c) Unless otherwise specifically stated in Exhibit A of this Grant Agreement or in the close-out agreehent between the Recipient and NUC, all Program Inxare received by the Recipient, or any Participating Party, after the cmpletion of all Recipient Activities shall be used by the Recipient, or the Participating Party subject to the approval of the Recipient, for cvimmity or eoononic development activities eligible for assistance under 7dtle I of the Act. (d) For rockets of Poverty Projects, all Program Income received by the recipient, or any Participating Party, after the impletion of all Recipient Activities shall be used only for activities which directly benefit low- and moderate -inane residents of the pocket. ARTICLE III CISEURSEhEtd' OF UAW FUNDS Eection 3.01 tetter of Credit Procedures (a) Prceptly after the Secretary has received from the recipient not lees than three (3) fully executed copies of this Grant Agreenett and has approved evidentiary materials required by Exhibit E of this Grant Agreement that would allow a drawdown of grant Grads rxxauant to the term of Exhibit. F of this Grant Agroenente the Secretary shall cause a tetter of Credit to be issued to the Recipient by the Deparomnt of the lreasurye or shall rause the tetter of Credit previously issued to the Recipient by the Ceparment of the Treasury with respect to the Camuniry Revised 6/81 3a f4 L Development Block Grant Program under Title I of the Act to be increased, in accordance with procedures established by the Department of the Treasury, in an amount not to exceed the amount of grant funds referenced in Section 2.01 arca specified in Exhibit A of this Grant Agreement. (b) The authorization to use the Letter of Credit and to pay costs cut of grant fords shall be governed by the provisions of this Grant Agreement and shall be subject to all conditions precedent to the Recipient's draw of grant funds which are specified in this Grant Agreement. The Recipient shall not draw upon the Letter of Credit until the Secretary has authorized the Recipient to draw pursuant to Section 3.03 of this Grant Agreement. (c) The Recipient is authorized to draw grant fords against the Letter of Credit only in accordance with the provisions of this Grant Agreement and the procedures established by the Secretary and the Department of the Treasury. Ib payment by the Department of the Treasury of an improper or unauthorized draw to the Recipient shall constitute a waiver of the right of the Secretary to challenge the validity of such draw, to enforce all riyhts and remedies set forth in this Grant Agreement, or take corrective or remedial administrative action pursuant to the UDAG Regulations, which action may include, without limitation, suspension or termination of the Recipient's funding under this Grant Agreement. (d) The disposition of any grant funds that remain available under the Letter of Credit following completion of the Project, or the termination of this Grant Agreement by the Secretary, or its termination for any cause, shall be in accordance with close-out procedures then in effect or established by the Secretary, and the Recipient shall not have any rights to such grant funds. Section 3.02 Incurring Costs for Project Activities (a) The use of grant funds is conditioned upon the Recipient incurring costs to be paid in accordance with this Grant Agreement or as otherwise approved � by the haabeincurring of costs to bepead out of funds shall goveedby the follownga (1) Except for the cost of application preparation for small cities as specified in the UAC regulations, no costs incurred Prior to the preliminary approval date may be laid out of grant funds. (2) After the preliminary approval date, eligible administrative costsincurred by PareicipatirgiPartties,00ther9of thanEavironmental the Recipientstudies, and costs its agent or funds lmaybenincurredtbefore too rbafterdthe effective datenofftthhisiGran<ant my ementa etas Wined in Section 11.14 below, and the satisfaction of (3) Except ao permitted by 24 C.F.R. part 58,,ro other wets to be paid out of grant funds mel' be incurred by the Recipient of any Partici- pating Party until all Ehvirarmntal Conditions of 24 C.F.R. Part 58 have been fully satisfied and the Secretary has issued the environmental releases required by 24 C.F.R. Part 58. (4) After the Recipient has satisfied 'all of the Environmental Conditions and the Secretary has issued the required fnvironmental�;e� , then at any time after the Preliminary Approval j Recipient and the Participating Party may incur eligible costo to be paid out of grant funds. Revised 6/01 3070'L- (b) The authorization to incur costs in subsection not an authorization to reihburse those cysts (al above is 9UCh wet3 4111 be reimbursed wt of and does not tman or imply that Parties may wlunwrily, at their owgrisk, Earc] . The Recipient and Participating en�etc5e, incur Vests as authoti$hd in subsection u(m)�, but ttown �ejrt authority to reimburse or to be reintur5ed Out of grant funds gommed provisions of this Grant Agreemnt apph icablm w the Payment of costs and the the release of funds by the Secretary. .any costs (c) Neither the Recipient for any Paxticipating Party with grant iconnection cvwith any activity to be Paid for, in wholes or inter nti hurls, unless such Vests ough such costs Will not be rp+b•--• wt ofgrant, bye � Pursuant to subsection (a) otlyis Section 3.02 if such wets were m Paid Out of grant feuds. re1PTCuv(d) Prior to the issuance by dem of the aw tal including required by 24C.�A' Part 58, the Reciip�t� Maynetirorman use any futds, such action might have an advecx mviramental efffsaction with att, would t to the Projelimitct where which which CORthe etngpendi alternativesng , or might alter the enviramental pranises on the amclusicmn to clearance is based in such u fashl=.that the validi reacted wild be affected. on of Sect{on J.)3 pDraw _G�ryt—uthorizationAdim Sets for tha Reel ient m by the Secretary Of the ecosts nwiotmbe mtalt of grant fads Prior m the J.... a written seatstelecom raguird by 24 C.F.A. Part 58, in Wlibits E�andd F of this Crantty oAgs ®ter t�aOty written hetarlals m specified Secretary to draw grant hada under the tetter of Credit. �a the ro) All to tcertifimhe secretary and other aeteriata regdred by this Grant Agr'e®ent to be SecSPimht's authority tri pay Vest m mnditiom Ptecdant to the the AedPimt prior to any draw of grant fgra under tetter of nt funds shall be Credidtted by Phasing (c) Unless Exhibit E or F of this Grant Agre cant at riwa the rstagging of the AaclPiwt's draw of grant fvhde hen upon afb ameptable fun ad wntvht,aall of dr evidantP4mt has �iaiy� �Y sal speaifled in Exhibit E of this Grant and if no and It hh approval Occurred the wry o£ said subsection evidentiary a) Of Sec and if ro default .01 of this nAgra, m defined in PrePtly issue al m the Aeciption 7ient a written Grant Ahrem�nt, the Secretary shall the letter aP Credit for the authcrization to draw grant funds Harder Purposes authorized by this Grant Agreement. or (d) lf Exhibit E or F of this Grant Agrac ent authorizes the b.mpt bla the the Pscipient's draw of grant hada, drh upon a finding lldhildha l Jbti E ofd mid content, all of -day , in a tearl7 nrwrr and this Grant A4rea mit to be dvldahtlary =,terials tR+ecified in Secretary for airyParticular Or whinnied m ad f grant by the approval by the Secretary of said w stage of the draw of grant Puxt and uponh the as defined in gobemPtlya..ti a (al o�[Lry aeterialst and if ro default hm maw grantt£hadeM Under the letter ot0w �Wntion .A � rltOf � auk ra to or autorizatiom described in Credit in acocdattoe with Very regnhtxmh°rhU stage of the draw Of grant ftatl t E or F xexpecting the particular Phase or and (e) Prior to the Recipient. s Payment of any mets. with grant hinds, the Recipient hall have ilea oP any grant hails Under the tatter of Cnsdit, the ch of ant'�Pient a tole arity to w granon to funds mhdv0d by the rtee tetter tary with o[ ry�dite ism �d� bn'ath of the i of Section 5.05 of this Grant Agreemnt.ro port a dofauli, pursuant to subsection (a) Asvised 6/81 ARTICLE N �a v ana•. •. i >. •ne i , Section 4.01 Delegation and Acceptance of Responsibilities Under Federal Rules By its enecutioh of this Grant Agreement, the Recipient represents and warrants that it has the legal capacity to assum the responsibilities for omnpliance with all applicable Federal rule- and agrees and undertakes to assuae and carry cut all such responsibilities in accordance with all the requirements which are or my be established pursuant thereto. Section 4.02 Conpliancs with WAG Regulations The Recipient shall comply with the WAG reguletiaa, including the certifications specified trrrein. . vir'y-C.-FM •n.> a �•ar, Section 5.01 Recipient's Represemhtrtiory and Warranties The Recipient has, by and through consultations aa:ng all appropriate ambers of the Recipient's governing body and its officers, examined into each of the following and by its execution of this Grant Agtestment the Recipient does, upon information and belief, represent and warrant to the Secretary that: (1) The Recipient is duly organized and validly existing under the Lamm of the jurisdiction of which the Recipient is a part, and has all requisite you and authority to enter into this Grant Agresesnt. (2) A resolution, motion, order or ordinance las been duly adopted, passed or enacted as an.official act of the Racipiart's 9mmming body, authorizing the execution and delivery of this Grant Agreement by the Recipient and authorizing and directing the person executing this Grant Agremt to do so for and os behalf of the Recipient. (3) 'Ais Grant Agreement has been exscutsd and delivered by the this GGrant in ennt the valcannor idfa d lleegaallyy binding be thactlla applicable a% rot of tithe Recipient. (4) E=ePt as set forth in DdLibit Aof dds Grant t is no action, proceeding, or investigation ro+pe dinxg, norany cedwrefor, known or believed to exist by the Recipient, which (i) questions the validity of this Grant Agreement, or any action taken or to be take hazer it, or (ii) is likely to result in any anterial adverse longe in the authorities, properties,the ient which would materially ad substantially fapair the Recipient's ability to perfooh any of the obligations inposed upon the Recipient by this Grant Agremmaht. (5) The repress tatiou, statmts, and otter ratters contained in the Application were true and emplate in all anterial reepscts as of the date of filing. D ceps m set forth in Exhibit A of this Grant Agreemaht, the Recipient is aware of no evert which would regaire any aCIIa 1 t to the Application (other than an ammtkim t which has bean filed with and approved by the Secretary) in order to anlcs such representational, statlmMts, std other natters true and c>Tplwm in all anterial respects and rot misleading in any aataiial respect. The Recipient is aware of no event or other fact which ahmW haw been, and has rot been, reported in the Appliratloh ae anterial infooation. (6) The Recipient has obtained, or las reasonable assurances that it will obtain, all Federal, State and local 9mmrtaent approvals and reviews required by law to be by the t for the Projecti and all Participating Parties law obtained or the he�Recipient has reasonable assurances; that such Participating Parties will obtain, all soh approvals and review required by law to be obtained by the Participating Parties for the Project. Revised 6/81 '?Roizo - (7) Insofar as the rapacity of the Recipient to carry out any obligation under this Grant Agreement is concerned, (i) the Recipient is not in material violation of its Charter, or any mortgage, indenture, agreement, instrument, judgment, decree, order, statute, rule or regulation and ITU the execution and performance of this Grant Agreement will not result in any such violation. (8) Except Edr approved eligible administrative and personnel costs, no member, officer, or employee of the Recipient, or its designees, or agents, no consultant, no mertber of the governing body of the Recipient or the locality in which the program is situated, and no other public official of the Recipient or such locality or localities, 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 decisiormaking 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 or in any activity, or benefit therefrom, which is part of this Project at any time during or after such person's tenure. This provision shall be In addition to the require- ments in Attadwents O of UID Circular A-102 and A-110. (However, upon written request of the Recipient, the secretary may agree in writing to waive a conflict otherwise prohibited by this provision whenever there has been full public disclosure of the conflict of interest, and the secretary determines that undue hardship will result either to the Recipient or the person affected by applying the prohibition and that the granting of a waiver is in the public interest. DO such request for a waiver shall be made by Recipient which world, in any way, permit a violation of state or 1ace1 law or any charter provision of the Recipient.) Section 5.02 Obligation to Complete Recipient Activities as Scheduled (a) The Recipient shall use its best efforts to assure the completion of the Recipient Activities described in Exhibit B of this Grant Agreement within the time periods specified in Exhibit F of this Grant Agreement. (b) The Recipient agrees that the foregoing undertaking and assurance imams that Recipient shall, to the maximum extent permitted by law, use and apply all of its governmental and proprietary powers for such completion, including but not limited to those powers governing taxes, other revenues, credit, eminent domain and appropriations, if necessary, for the purpose of providing any shortfall between Eurus available under this grant and funds necessary to complete all of the Recipient Activities described in Exhibit B of this Grant. Agreement. Section 5.03 Obligation to Achieve Proiected Jobs (a) In selecting the Recipient for this grant, the Secretary considered certain representations by the Recipient to the Secretary that this grant is expected to create a specific nam. r of permanent new job opportunities, including a specific number of new permanent job opportunities for minorities, CM -eligible persons, and persons who, at the time of their employment, will be person of lar or moderate -income within the meaning of Section 570.3 of 24 C.F.R. Part 570, as may be from time to time wended. (b) The Recipient acknowledges its representations in the Application pertaining to the creation of jabs and obligates itself to use Its best efforts to create, or rause to be created, the mmbete and kinds of jobs within a specifiel time period as specified in Exhibit A of this Grant Agreement as being expected to be created through this grant. (c) For Pockets of Poverty Projecta, Recipient shall ensure that at least 75 percent of all permanent jobs initially resulting from the Project are provided to low- and moderate -income persons and that at least 51 percent of all permanent jobs initially resulting from the Project are provided to lar and moderate -home residents from the pocket. Recipient stall continuously use beet efforts to ensure that at least 75 percent of all permanent jobs resulting from the Project are provided to low- and moderate-lncoe persons and that at least 51 percent of all permanent jobs resulting from the Project are provided to low - and uoderate-intoe residents from the Pocket. (d) The Recipient obligates itself to use all powers available to 0 Revised 6/81 3a �� Recipient to enforce the undertakings or assurances of Participating Parties respecting the creation of jou which are specified in Exhibit A of this Grant Agreement. Section 5.04 Obligation to Cure Title Defects (a) The Recipient shall use its best efforts to Promptly cure, or cause to be cured, any defect in the title to any real property necessary to the impletion of Recipient Activities, where such defect will or may have a material adverse effect on the use of such real property for the project. (b) The Recipient agrees that the foregoing obligation means that the Recipient shall, to the maximum extent permitted by law, use and apply all of its governmental and proprietary pavers, including but pot limited to those powers governing taxes, other revenues, credit, eminent dmaln and appropria- tions, if necessary, for the purpose of assuring the availability of all real Property, free and clear of adverse and inhibiting title defects, which is necessary to complete Recipient Activities. Section 5.05 Notification and Action Upon Default (a) The Recipient shall Promptly give written notice to the Secretary upon the discovery by the Recipient of any default. involving any Participating Party, as defined in Section 7.01 of this Grant Agreement. (b) Promptly upon the discovery of any default involving any Participating Party, the Recipient shall viyorcusly pursue, to the fullest extent possible, all rerredies available to Recipient to remove or cure such default, or to seek redress or relief iron its effects, including reimbursement for any grant funds expended on the Praject, and to prevent or mitigate any adverse effects on the Project. Recipient shall keep the Secretary fully Informed as to the status of such actions. ARTICLE VI INSPECTTGN AND REVIEW Section 6.01 Duty to Maintain and Rights to Inspect and Caw, �.aa.a, recvrga and Wtlmenta (a) 'One Recipient shall keep and maintain such books, records and other documents as shall be required under rules and regulations now or hereafter applicable to grants made under the' (Ry1G Program, and as may be reasonably neenwry to reflect and disclose fully the amount and disposition of the grant funds, the Mal cost of the activities paid for, in whole or in part, with grant funds, and the ancunt and nature of all investments related to such activities which are supplied or to be supplied by other sources. (b) All such books, records and other documents shall be available at the offices of the Recipient (except that books, records and other doc%mots of a Participating Party which are subject to this section 6.01 may be maintained at the offices of such Participating Party) for inspection, copying, audit and examination at all reasonable times by any duly authorized representative of the Secretary or the Comptroller General of the United States. Section 6.02 Site Visits Any duly authorized representative of the Secretary stall, at all reasonable times, have access to all portions of the Project. Section 6.07 Duration of Inspection Rights The rights of access and inspection Provided in this Article Vi shall continue until the oonpletion of all closerout procedural respecting this grant, and until the final settlement and conclusion of all issues arising out of this grant. Section 9,04 Reports The Recipient shall promptly furnish to the Secretary all reports requited to be files in accordance with any directives of the Secretary or any statute, rule or regulation of MID, Recipient shall provide to the IND Area and Central Offices An annual report on the use of Program In=* as long as such funds are generated by the Project. Reviser! 6/61 3.?f-'Y ARTICLE VII DEFAULTS AHD REMEDIES section 7.01 Defaults A default shall consist of any use of grant funds for any purpose other than as authorized in Exhibits D, C and D of this Grant Agreement; or any breach of any covamnt, agreement, provision, or warranty of (i) the Recipient made in this Grant Agreement;, (ii) the Recipient made in any agreement entered into between the Recipient and any Participating Party relating to the Project; (iii) any Participating Party made in any agreaaent specified in Exhibit E of this Grant Agreement, or; (iv) the performance schedule specified in Exhibit F of this Grant Agreement. Section 7.02 Remedies :upon Default (a) upon occurrence of any default as described in section 7.01, the secretary nay suspend the Recipient's authority to draw any Grant Funds under the Letter of Credit at any time by notice to the Recipient. If a default is not cured within thirty (00) consecutive days frau notice of such default by the secretary to the Recipient, the secretary may continue such suspension or by delivery of notice terminate this Grant Agreement. In the event of a termination, the Recipient's authority to draw grant funds under the Letter of Credit shall have terminated at the date of the notice of termination and the Recipient shall have no right, title or interest In or to any grant furls remaining under the Letter of Credit. (b) In addition to any other rights or remedies, if a default consists of the Recipient's failure to submit the evidentiary materials described in Exhibit E of this Grant Agreement by the date specified in Exhibit F of this Grant Agreement, the secretary shall have the right to terminate this Grant Agreement and the award of grant funds to which this Grant Agreement relates by CicnefoKnotice sSGq such iall j sothe Secretary pursuant to this Agreement and suchwardshall respect to the grant funds provided under this Grannt shall neither haw nor t Agreement. rent rights ever with (c) If a default occurs, the Secretary may at any time or from time to tim proceed to protect and enforce all rights sion available to the or bre mother tary under this Grant Agreement by suit in equity,at appropriate proceedings, whether for specific performance of any oovenant or agceemnt contained in this Grant Agreement, or damages, or other relief, or proceed to take any action authorized or permitted under applicable law or regulations, including the recapture of any expended grant funds from any payments received by Recipient as a result of the default of any Participating Party. (d) The rights and raiedies available to the secretary in the event of a suspension or termination of this Grant Agreement shall survive such suspension or termination. ARTICLE VIII CERMFICATIC S BY RDCIPIE27r Section 8.01 Certification Upon Draw of Funds Execution by the Recipient of each request for a draw of grant funds under the Letter of Credit stall constitute a,certification that: (1) All of the representations and warranties of the Recipient as set forth in Section 5.01 of this Grant Agreement continue to be valid, true, and in full force and effect. (2) The Recipient is in compliance with all of the Recipient's obligations specified in this Grant Agreement which, by their term or intent, are applicable at the time of the draw of grant funds. 10 Revised 6/81 .3a fix (3) All conditions precedent to the Recipient's authority to draw the grant funds shall have been satisfied, in accordance with Section 3.03 of this Grant Agreement. (4) The grant funds to be drawn will be used for Eligible Costs actually incorrea in accordance with the provisions of Exhibits b, C and b to this Grant Agreement. (5) All F2ogram Income which has been received by tie Recipient or by a Participating Party has been deposited or used in accordance with tie Provisions of section 2.04 of this Grant Agreement. Zsection 8.02 Certification After Completion of all Recipient la:tsvrtues 6ithin thirty (30) days after the completion of all Recipient Activities, the Pocipient shall suhnit co the Secretary a written certification, executed by the chief executive officer of the Recipient, stating that all Recipient Activities, have been completed consistent with the terms of this Grant Agreement, and specifying the date of completion and the cost for each Recipient Activity. Section 8.03 Certification After Completion of All lion -Recipient Fctivrtles Y.ithin thirty (30) days after the completion of all Ibn-Recipient Activities, the Recipient shall subnit to the Secretary a written certification, executed by the chief executive officer of the Recipient, stating that all ton- Pecipient Activities, have been completed consistent with the terms of this Grant Alreerent, and specifying the date of completion and the cast for each tion -Recipient Activity. the certification shall have attached to it a statement from each Participating Party that the information in the certification with respect to the Goon -Recipient Activities carried cut by that Participating Party is complete and correct. ARIICIL Iy. YfiIRU PAMI (IInPJCI'' REC1rIR UIUrS Section 9.01 Escrow of Program Income The Recipient shall include in all contracts with Participating Parties involving Activities to be laid for with grant funds, a provision that, upon instruction by the Secretary, all Program Income received by the Participating Party, prior to the omnpletim of all Recipient Activities, shall be deposited in escrow under arrangements approved by the Secretary, in order to provide funds to assure the orcipletion of the Recipient Activities. Section 9.02 Program Income Applied to Costs (thless E:xhibit A of this Crant Agreement authorizes or requires ottarwise, the Recipient shall include in all contracts with Participating Parties involving Activities to be paid for with grant funds, a proviaim that all Program Inns received by the Participating Party, prior to the completim of all Recipient Activities, shall be transmitted to the Recipient for payment of costa incurred for Recipient Activities. Section 9.03 Program Inmre for Title i Activities Unless LAhlbit A to this (:rant Agreement authorizes or requires otherwise, the Recipient Ball includt in all contracts with participating Parties involving activities to be paid for with grant fug, a provision that all Prulram Income received by the Participating Party after the completion of all Recipient Activities shall, at the option of the Recipient, either be transmitted to the Recipient, or used by the Participating Party with Recipient ap{noval, for community ane economic development activities which would be eligibleforassistance under Title I of tie Act, unless otherwise provided in the clox-out ryroerent between Recipient and 14:. Revised 6/el 11 307 Y1� J Section 9 04 Assurance of governmental APProvals the Recipient shall include in all contracts with Participating Patties a warranty that the Recipient and each Participating Patty has obtained, or has reasonable assurance that it will obtain, all Pederal, State and local governmental approvals and reviews required by law to be obtained by the Recipient or have notParticipating the leenObtained shall be spec fied�in the contry such actls or reviews which Section 9.05 Completion of Proleet The Recipient shall cause to th included in all contracts with Particil`tting Parties a representation on the part of each Participating Party that the PartfciP.ating Party achwwledges that tie Secretary, in selecting the iecipient for the award of this grant, colied in material part upon the assured cr.a,pletion ut tI.e Project arid that the activities will be completed bytheParticipatingParty aParrys the Recipient tiat Suction 9.06 issurances of pro'ected John (a) pile incipient shall either include in all appropriate contracts with Participating Parties, or shall secure in the most legally binding enc enforceable fona for such assurance available under the thaat suGof �karticipating tate, r.ritten assurances from each Participating Parry Party will use its lest efforts to create or cause to be created, within a time specitied in ixhibit A of this Grant Agreement, a specified number of new perranent job opportunities, including a specified number of mw pemanent job Opportunities for minorities, CL9A-eligible persons, and Persons who, at the tine of their v+Joyment, will be Persons of lo'" -and moderate -horn[. (b) kor pockets of poverty�tioe 9 0t Recipient Stoll alsoAgrincludL assurances necessary to canply with All assurances shall (i) state that in order to insist and enable the Recipient to report to the Secretary, SS the Secretary may require, the assuring Partici- from tire tntingtiiseParequireerty rreon thenu berss to port othe and kinds ofnsuch jobs maas the ptednorcacaused to be created and filled, and (ii) contain such other provisions as may be required by the Recipient to enable the Pecipient to creply with any reporting require- re,ts of to the maximum and extent pertaftted by thecause the n to applicable lawbinding and Section 9.D7 faintainina records sad LRit Insist[ :Inc peeipient shall include in all contracts (heath seimch ting Partici- paring receiving grant funds provisions requiring that paring Party keep ana maintain books, records and other documents relating directly to the receipt and disbursement of such grant fundst and (it) any duly authorirae'representative of the Secretary or Comptroller General of the united States shall, at all reasonable times, have access to and tie right to lkar records and other docurents of SLI 1Pa , arrptiicipating Party until tie completion of aU closeK t procedures respecting this ..rant and tie final Settlement and conclusion of all issues arising out of this grant. Section 9,G8 Actress to Project iia Recirovisionpient stall include in all contkacts with Participating Liz rparties a epresentaad tive ve of the Secrotacythat each aShall atallareaeroble Uses, ees that havelaccaesoto any Party is UIE mwhich npletfon Off all clote_outproceduresarescp ting thin grantthwlved until Section 9 u9 ho Assignment or Succession The Recipient shall include in all mn�cts w�neartiU� tingParties receiving grant funds an acknowledgement Parti- cipating parry that no transfer of grant funds by the Recipient to the Parti- eipatirg Party stall be or be droned an assiyment of grant funds, and that such Revised 6/61 lP 30� V'L Participating Party shall neither succeed to any rights, benefits or advantages of the Recipient under this Grant Agreement, nor attain any rights, privileges, authorities or interests in or under this Grant Agreement. Section 9.10 Secretary Approval of Amendments 'me Recipient shall include, or cause to be included, in all contracts which are required to be submitted to and approved by the Secretary in accordance with Exhibit E of this Grant Agreement a provision that during the term of this Grant Agreement such contract -shall not be amended in any material respect, after such approval and acceptance, without the prior written approval of the Secretary. 'Material" shall be defined as anything which cancels or reduces any developmental, construction, job creating, or financial obligation of any Participating Party by more than ten (101) percent, changes the sites or character of any development activity, or increases any time for performance by a party by more than thirty (30) days. Section 9.11 Disclaimer of Relationships The Recipient shall include in all contracts with Participating Parties, and in all contracts with any party involving the use of grant funds, an acknowledgement that nothing contained in this Grant Agreement, or in the contract between the parties, nor any act of the Secretary, the Recipient, or any of the parties, shall be deemed or construed by any of the parties, or by the third persons, to create any relationship of third -party beneficiary, principal and agent, limited or general partnership, or joint venture, or of am association or relationship involving the Secretary. Section 9.12 Limitation of Recipient Liability for Proiect Activities Unless otherwise specified in Exhibit A of this Grant Agreement, the Recipient shall include in all contracts with Participating Parties, and in all contracts with any party involving the use of grant funds, an acknowledgement that the Recipient shall not be liable to any Participating Party, or to any party except IfUDt for completion of, or the failure to complete, any activities which are a part of the Project, except those specified in Exhibit 0 of this Grant Agreement. Section 9.13 Conflict of Interest The Recipient shall include in all contracts with Participating Parties, arid in all contracts with any party involving the use of grant funds, a conflict of interest provision consistent with Section 5.01(8) of this Grant Agreement. Section 9.14 Project Signs The Recipient shall include in all contracts with Participating Parties, and in all contracts with any party involving the use of grant funds, a project sign provision consistent with any criteria which my be established by the Secretary. Section 10.01 Commitments of Participating Parties - General (a) In selecting the Recipient for the a4ard of this grant, the Secretary has relied, in material part, upon the representatio m of the Recipient and Participating Parties that the Recipient and the Participating Parties (i) will carry Out certain activities connected with the Projecti (ii) will complete those activities# (111) have, or will have, the financial capability to assure the carrying out of the activities to their eompletieni and (iv) will invest, or cause to be invested, a specific value amount in the Project. The Secretary has also relied upon the Recipient and Participating Parties' representations that such Participating Parties will, prior to any use of grant funds for the Project, enter into legally binding agreements evidencing the commitments which were so relied upon by the Secretary. 13 Revised 6/01 3A�.�- (b) Evidentiary materials to be submitted to and approved by the Secretary as specified in Exhibit E of this Grant Agreement shall include: (i) a complete index describing the material submitted; (ii) the legally binding arc) enforceable commitment of the Participating Party, in unequivocal terms, to undertake and complete specified activities connected with the Project, and to expend on the Project a specified minirmm amount of funds or other form of investment; arca (iii) clear and convincing proof that the Participating Party has on hand, or will have available to it, any finances or other things of value necessary to carry out the promises of completing the activities and making the specified investment. (c) Evidentiary materials which have been submitted to and approved by the Secretary shall not be amended in any material respect without prior written approval of the Secretary. Section 10.02 Form of Ooomentary Evidence - General All documentary evidence of commitments submitted to the Secretary for approval shall be in the form of either (i) a duplicate original, or (ii) a photographic OOPY of the fully executed original, of the documents. Section 10.03 Opinions of Recipient's Counsel (a) Whenever, in Exhibit E to this Grant Agreement or otherwise, the opinion of an attorney is required as part of any evidentiary material to be submitted to the Secretary, the opinion shall be in writing and shall be that of counsel for the Recipient, unless otherwise specified. (b) In the formulation or rendering of an opinion, Recipient's counsel MY rely upon the certification of other persons, or the written statements or opinions of other coonseli provided, a copy of each such certi- fication, statement, or opinion is attached to the opinion of Recipient's counsel. (c) If, in the formulation and rendering of an opinion, the Recipient's counsel predicates the opinion upon 'information and belief," then in all such cases the opinion of Recipient's counsel shall contain, ar have attached thereto, a statement ar description of all of the informa- tion upon which the belief of counsel is predicated. Section 10.04 Evidence of Contracts - Form (a) Evidence of contractual commitments submitted to the secretary WWI be In the form specified in Section 10.02 abovel shall include all of the documents evidencing the contractual Comitment; and shall have attached the Opinion Of Recipient's counsel made in aeeordurce with section 10.03 above. (b) The opinion of Recipient's counsel shall certify that the documents comply with Section 10.02 above, that Recipient's counsel has examined into the authority of all parties to the doc menta, and of all persons executing the documents on behalf of the parties, and that said parties and persons were authorized to enter into and execute the documents. (c) The opinion of Recipient's counsel shall state that the documents constitute a valid and legally enforceable contract unlet the laws of the Recipient's state and that the docmmts conform to the provisions of this Grant Agreement, except as to any particulars specified in the opinion. Section 10.05 Evidence of Iran commitments - Form -- (a) Evidence of loan commitments frm private lending institutions shall be in the form specified at Section 10.02 above; shall include all of the doturcnts evidencing the loan commitment, an acceptance by the borrower, the purposes of the loan, the authorized use of loan funds, and all other term and conditions of the loan commitment, the acceptance, and the loanh and shall have attached the opinion of Recipient's counsel, made in accordance with Section 10.03. 14 Revised 6/81 ,3;? 0'.7. (b) A loan cmmitnent ray specify contingencies or conditions which must be satisf fed before the closing of the loan, or the disbursement of loan tunas, but to cmmimunt shall be an irrevocable commitment, enforceable by the borrower upon satisfaction of all contingencies or conditions. (c) lire opinion of Recipient's counsel shall certity that the documents coxply with Section 10.02; that lecipient's counsel has examined into the authority of all parties to the loan commitment and the acceptance, and of all persons executing the loan commitment and acceptance on behalf of the parties; and that said Parties and persons were authorized to make the loan conmitnent and acceptimm. (d) the opinion of Recipient's counsel shall state that, subject only to such contingencies am conditions as are expressea in the documents, the lending institution is irrevocably committed to loan, and the burrower to accept upon the tears aro conditions specified, the principal amount specified in the loan commitment; and that the loan comitnent, and the acceptance, and all of the teams and conditions of the loan ccmaitnent, and the loan, ace lawful and enforceable under the laws of the Recipient's State; and that the documents conform to the provisions of this Crant Agreement, except in any particulars specified in the opinion. (e) If, under the terms of the loan commitment, the making of the loan is contingent upon the happening of any condition precedent, then the approval of the conmitrent by the Secretary as the evidence required under this Crane Agreement ray be conditioned by the Secretary upon the submittal and acceptance of further evidence that such contingencies have been satisfied, or that the contim_encies have been otherwise reiowed, or that the loan has closed. (t) Were evidence of a loan emmitnent is required to be sutndtted to the Secretary under this Grant Agreement, evidence of the actual closing of the loan shall to acceptable, in lieu of the foregoing, provided such evidence complies with Section 10.06. Section 10.CG Lvioenco of Loans - Ebm (a) Evidence of a loan laving been rade or closed shall be in the form specified at Section 10.02; shall be an the letterhead of the lending institution; shall state the princiPal mount of the lean, its purposes (interim or permanent), and the authorized uses of loan funds; shall describe or identify the security for the loan; shall state the tem at the loan; shall identify all parties to the loan; shall be executed by an authorized officer of the lending institution; and shall have attached an opinion of recipient's counsel made in accordance with Section 10.03, certifying that the documents amply with Section 10.02, and that the officer of the lending institution was authorized to execute the documents. (b) Evidence of a loan having been made or closed may also be submitted in tie form of copies of recorded hates, deeds, bonds, indentures and Other documents which amply with Section 10.02 and which contain sufficient evidence, including evidence of recordation, to enable the Secretary to determine the matters specified above at subsection (a) of this Section 10.06 and that the loan has been rade or closed. Section 1047 Evidence of Liquid Assets - Ecrm hhenever a Participating Party is required to provide evidence of liquid assets tar an activity in an mount and manner satisfactory and acceptable to a lending institution, such evidence shall be in the form specified at Section IU.U2; shall be. on the letterhead of the lending institutions shall identify the Participating Party) as shall state that the Participating Party has on hand or immediately available to the Participating Party, liquid assets of a value and in an want satisfactory and acceptahl to the lending institution, and that the availability and use of the liquid assets for the activity to be carried Out by the Participating Party in connection with the Project is assured to the satisfaction of the lending institution. the document shall ho executed by an authorized otf icer of the lending institution; and shall lave attached an Opinion of recipient's cousel, made in accordance with Revised 6/01 15 3a VIA, Section IU. U3, that the documents amply with Section 10.62 and that the officer at the longing institution was authorized to execute the Sant. Section 10.08 Lvidence of finances SatistactorY to Counsel - Form (a) 6henever evidence is required in the form of a statement and cpinim of decipient's counsel that a Participating Party will provide a specific amount at finances for purposes of carrying alit the ca mitment of that Participating Party in connection with the Pro3ect, such evidence shall be in the form of an opinion of lecipient's counsel made in accordance with Section 10.03. (b) ale Opinion of recipient's counsel shall certify that counsel has examfied into the availability to tie Participating Party of liquid assets anU/cr of debt financing; shall state the amount and the source of liquid assets an, haxi or inmediately available to tie Participating Party for use in the project; ,nu shall state tie anount and the source of debt financing which is available, or irr vc LlY committed, to the Participating Party for use in the project. :ie evidence at these funds shall be consistent with the Provisions al Sectfaos lU.U5, 14.06 ad 10.0 above to the extent Possible. (c) ;te opinion of Pecipient's counsel stall be that the Parti- ciiatitg Party has on hand, or immediately available, or irrevocably committed to tie Participating tarty, for use In carrying out the commitments of the participating party to tie Project, liquid assets and/or debt financing in a sum uluel to the specified am, of [inane required in this Grant Agreement. (d) bubmissicns pursuant to this Section shall Le subject to HUD 4i,ra'ah as to form and content. Section 10.09 Anti Speculation provisions - Sale of Beal PcoPeriy (a) i.herever, in Exhibit L of this Grant Agreement, a document is required to contain a provision for the Prevention or discouragement of speculation in the iary rant f unless oottherwise specified, sum provision�cf shallOmlywith withthis The document shall prohibit the beneficiary of grant funds from selling or otherwise disposing of the property within a period specified in iExhibit V of n excess of thesCrant purchase primr the date at the the actual coats of afar an ft to the property Uy We beneficiary. :he prohibition against sale shall Have the We force and effect as a lie pendens, and shall specify that in the event of my attempted sale, in violation of the provision, the peciPient shall be entitled to the ex parte issomm of an injunction restrainimg such Sale. :he doo mut shall Le executed and authenticated in such manner and form as may be reeuired under State law to authorize its recordation at the Place of recordation of deeds, as if a lis pendensl and the document shall be so recorded. (c) the docuiait nay, in conjunction with the foregoing• or, in lieu thereof, describe a procedure whereaees, in the event of any sale of the property within tie Period specified in Exhibit L of this Crant Agreement, the amort of grant funds whid; henefited the beneficiarrylW a Ea repaidby Ata reduc ion of tie =lint to the lecipidmt. Such on � time y�ps� begin � date of of rte amount r be ret the based upon the initial purchase of the property and its disposition by the tereticiary. 7ha document most either specify the amount of grant bads whiddu teneElted the beneficiary, or set forth a formula or agreed matted for detemining such armunt. IN document shall be executed and authenticated in such manner and form as may be required to authorize its recordation, as if's 1!s petxlered and the document shall to so recorded. Section 10.10 Lvidx.nce of Title to teal PropartY -Form ing MlleRecipi in Exhibit E d to is a�retfee efnpinelor leaseebo dttitle to real or the peandlmt is required rel propectY. and Proof of such acquisition is requltai, evidence sre11 ce In 10.03. Tic piniiohnion of shall rtifynthat�especi�fiedndate,eitherrdancem ortn iginal ALTA Policy of land or mortgage title insurance, or other records identfEied in 16 Revised 6/81 3;kv,2- the opinion, were erandnxd by Recipient's cocounsel; and that said policy or other records identified the Participating party, car a wholly-owned subsidiary of the Participating Party, or the Recipient or its agent or agency, as required, as the weer or lessee of record, in fee simple or leasehald, of said property. Tine opinion shall further state that on the date specified by Recipient's Counsel, the record fee simple or leasehold title to said real property was vested, in the Participating Party, or such subsidiary thereof, or in the Recipient or its.agent or agency as required. In lieu thereof, evidence nay be in the conn of docs mats which orply with Section 10.02 and which contain sufficient evidence, including evidence of recordation, to enable the Secretary to determine, to the satisfaction of the Secretary, that the Participating Party or the Recipient did aoquire the title, as required. ARTICLE kI MISCELLANEOUS Ueetiut 11.01 Intices (a) All mendnents, notices, requests, objections, waivers, re3ections, agreements, approvals, disclosures ami consents of any kind rade pursuant to this Crant Agreement shall be in writing. (b) Any such communication shall be deemed effective for all pur- poses as of the date such coamu,ication is nailed, postage prepaid, by registered or certified mail, return receipt requested, to be delivered only to the office of the addressee, addressed as follower (1) Cortmaiwtione to the Secretary shall be mailed simultaneously to: (A) The Director, Office of Urban Deve cplent Action arants, U.S. Department of Fbsing and Urban Development, 451 7th'Street, S.W., Rom 7255, Washington, D.C. 20410, and (D) The Area Office Manager of the FUD Area Office authorized to revive the Appliwtion of the Recipient for the grant hereunder; and (C) such other persons or at such other addresses as may be furnished by the Secretary to the Recipient. (2) Comnuniwtfans to the Fecipient shall be addressed to the Recipient, at the address set forth n Exhu b t A o this Grant Agreement, or such other address as nay be furnished by the Recipient to the Secretary. Section 11.U2 Assignrent to right, benefit, or advantage inuring to the Recipient under this Grant Agreement aid no burden imposed on the Recipient hereunder may be assigned without the prior written approval of the Secretary. An authorization by the Secretary for the transter of grant funds by Recipient to a Participating Party doll not he deemed an authorization for an assignment, and such Participating Party doll not succeed to any rights, benefits or advantages of the Recipient hereunder. Section 11.03 Successors found This Chant Agreement shall bird, and the rights, benefits and advan- tages shall inure to, the Recipient's successors. Section 11.04 Reredies IM URaired to delay or emission of the Secretary in exercising any right or remedy available coder this Grant Agreement doll impair any such right or remedy or constitute a waiver of any Default, or an acquiescence therein. Section 11.05 Cumulative Fenedies All rights and tenedis, of the Secretary under this Ccant Agreement doll be emulative. Section 11.06 Severability The invalidity of any article, section, subaection, clause or pro- vision of this Lrant Agreement shall not aftect the validity of the remaining RaVisod 6/81 17 307 A2. 7A2. articles, sections, subsections, clauses or provisions hereof. Section 11.07 Entire Agreement This Crane Agreement constitutes the entire agreement between the Secretary and the Recipient and superseces all prior oral and written agreements between the parties Hereto with respect to the subject grant. tbtwithstanding the provisions of Section 1.01 of this Grant Agreawnte in the event of any inconsistency between the provisions of this Grant Agreement and anything contained in the Application, then the provisions of this Grant Agreement shall prevail. ' Section 11.08 Execution in Counterparts ibis cant Agreement may be executed in any number of counterparts. All such counterparts shall be deemed to be originals and together shall con- stitute but me and the sane instrumeM. Section 11.09 Table of Contents; Titles and Headings Any table of contents, the title of the Articles, and the headings of the sections and subsections set forth herein ere rot a part of this Crant Agreement and shall not be deemed to affect the meaning or construction of any of its provisions. Section 11.10 Amendment of this CMMt Agreement ,his Crant Agreement, or any part hereof, may be amended from tine to time hereafter only in writing executed by the Secretary and the Recipient. Section 11.11 Lisclaimer of Relationships 'Re Recipient acknowledges that the ebligatim of the Secretary is limited to providing grant Luis in the manner and on the terns set forth in this Grant Agreement. Wthing in this Crant Agreement, nor any act of either the Secretary or of the recipient, shall be deemed or ma trued by either of them, or by third persons, to mate any relationship of third -party beneficiary, principal and agent, limited or general partnership, or joint venture, or of any asexiation or relationship whatsoever inwlvinng the Secretary. Section 11.12 Covereing law This Gran Agreement as it may affect the rightst remedies, duties, and obligations of the Secretary shall be governed by and construed in accordance with Federal law. Insofar as Federal law does Ent apply, the provlsimS of this Gran Agreement shall be governed by and construed in accordance with the lava of the Recipient's State. Section 11.13 WaLwr by Secretary 're Secretary reserves and shall have the exclusive right to waive, at the role discretion of the Secretary, and to the extant permitted by law, any requirement or provision under this Crant Agreauent. No act by or on behalf of the Secretary shall be, or be deemed oc eonetre d to be, ani' waiver of any sunt requirement or provision, unless the aims, be in writing, signed by the Secretary, and expressly stated to constitute such waiver. Section 11.14 Lffectiva rate (a) This Grant Agreement shall, when executed and dated by the Secretary, constitute an of ter by the Secretary to the Recipient to make the within grant and to enter into this trent Agreement. Wen delivered to the Recipient so executed and dated, the area Null constitute a tender of said otter, 4tich shall be promptly accepted, if at all, by the Recipient andWhich shall not be altered withwt the Secretary's approval. 7be Secretary may revoke the tender and rescind the otfer at any time prior to its acceptance by the Recipient, by written notice of the Secretary to the Recipient, given as specified at Section ll.ul of thio Grant Alreenent. Revised 6/81 18 3.70.2. 1 v (b) This Grant Agreement shall be deemed to have been accepted, and .shall bbeccre effective, as of the date this Grant Agreement is executed and dated Section 11-15 Termination of Grant Agreement ' Unless otherwise terminated by the Secretary pursuant to Article VII of this Grant Agreement, or by the mutual consent of Recipient and the Secretary, this Grant Agreement shall terminate upon the completion of all close-out procedures respecting this grant and the final settlement and conclusion between Recipient and the Secretary of all issues arising out of this grant, unless othemiaae provided in the clase�ut agreement between Recipient and the Secretary. 1 2, 3, 4 Si 6 7 9 10 11 t2 13 14 is 16 17 is 19 20 21 22 23 24 2s 26 27 2a 29 30 31 32 SIQATURE PAGE THIS GRANT AGREEMENT is hereby executed and delivered by the Parties hereto on the dates set forth held their respective signatures, as follows: ME CLr•0[.1'aw OF FZUS13G AND IABAN WMAH= By: im"Fati w Deputy Assistant Secretary for Progress MMzgff ant Office of Oamsnity Planning and Drvelopmt Data: SEP 91983 THE CT1Y OF IOM CITY, IOVA 8.83 -AA -19-0021 By: Mary Neuhauar Titles Mawr Data: IMPORTANT One (1) fully executed copy of this Grant Agceamant not be mailed to the Director, Office of Orbe Dsvelop:ent Action: Crams, and twe (2) fully axac- uted copies; of this tia:t lgrannt mme be mailed to the IIID Area Office Mmugsr, in arceedanca with Section 31.01, on the assess data executed by DaeiPient. -20- Ci 1 2 3 A 5 6 7 e 9 10 11 12 13 1m 15 16 17 Is 19 2D 21 22 23 26 25 26 27 2e 29 30 31 32 Recipient: Iowa City, Iowa Grant Number: B -83 -AA -19-0021 E)MBIT A SUPPLMOCARY PROVISIQE Rider m Section 1.03(2). In addition to Recipient's Application for Federal Assistance (SF 424), the "Application, shall include the following submittals: Letters dated: (1) June 24, 1983 to Ms. Rosalyn Doggett, UDAG, from Harry A. Johnson, Jr., stating terms of repayment of UDAO Loan. (2) June 22, 1983, to Dawn Kuhn, UDAG, from NCTwest Beek, Minneapolis, Minnesota, confirming secured working capital line of $15,000,000 available to Irvin Bosworth. (3) June 21, 1983, to Dawn RUM, UDAG, from the Northern Trust Cmpany, Chicago, Illinois, confirming the $15,000,000 borrowing line available to Iain Bosworth. (4) June 20, 1983 to Ms. Rosalyn Doggett, UDAG, from John Hayek, Iowa City's attorney, regarding bond purchase agreement between City and Developer. (5) June 20, 1983, to Ms. Roselyn Doggett, UDM, from Thaws J. Flynn, Zuehelli, Hunter and Associates, Inc., Annapolis, Maryland, enclosing the following letter from State Historic Preservation office, draft agreement between City and Developer regarding parking spaces for Inject and an agreement between Developer and Vern Beck and Associates on development management responsibilities. (6) June 17, 1983, to Rosalyn Doggett, ODAG, from Vernon R. Beck concerning set back of Project building required by State Historic office. (7) Jura 17, 1983, to Down Rule, UDPG, from Wayne Heater, Dain Bosworth, Inc., as addendum to letter of Jame 16, 1983, stating their coamitment to purchase bads for poposd project is not conditioned upon signed franchise agreement. (8) Jame 16, 1983, to Rosalyn Doggett, from Adrian Anderson, State Historic Preservation Officer, stating design agreement. (9) Jura 16, 1983 to Rosalyn Doggett, UDAG, from Andres Hauer, Drmlo Coordinator, City of Iowa City, enclosing revised job Projections acrd proposed hotel management agreement between cmco and Developer. (10) Jam 16, 1983, to Mayor Mary Neuhauser, City of Iowa City, from Wayne Hester, Vice President, Dein Bosworth, Inc., cosdtting to purchase bonds to finenca project and enclosing financial report. (11) Jane 15, 1983, to Rosalyn Doggett, UDAG, from Thomas J. Flynn, Zuchelll, Hunter and Assoc tea (ZH R), enclosing supplementary doaments including revised Developer oosLLtmset letter. (12) Jure 14, 1983, to Thms Flynn, ZHA, from Wayne A. Heater, Dain BDeWrth,* Inc., -stating terms and conditions of bad LLannLg. (13) June 13, 1983, to Dawn Kuhn, DOW, from 71pMe J. Flynn, ZHA, enclosing the following materlalsr (a) latter of cawib=b—Midwest Federal Savings and Roam (b) Financials on Midwest Federal, (c) utter to Developer frac Holiday Inn regarding franchise agreesntl (d) estimated total development costal (e) ten-yeAr cash flaw projection; (f) construction ants estimates, (g) detailed budget for fixtures, furnishings, and equipment, and (h) UDAG FO m 3. EXHIBIT A Page 1 of 3 3171 _l Ci 1 2 3 ,.4 5 6 7 6 9 10 11 12 13 14 13 J6 77 1e I 2D 21 22 23 24 23 16 27 2e 29 30 31 32 1 Recipient: Iowa City, Iowa Grant Nanber: 8 -83 -AA -19-0021 Continuation Sheet—Exhibit A (14) June 13, 1983, to Rosalyn Doggett, UDAG Econ Neal G. Berlin, City Manager, City of Iowa City, enclosing infornatico on public hearings, envirormntal and historical review, inning of site and other supplemental material to the application. (15) May 19, 1983, to Rosalyn Doggett, UDAG, f= Tharas J. E1 ZHA reg average hotel developrcnt costs per roan,'' arding Rider to Section 1.03(12). The term "participating Party" consists of the following persons, firms, corporations and entities: -Developer- shall mean Dr, Harry Johnson d/b/a Mid -City Hotel Associates - Iowa City, with an address of 825 Nicollet Mall, Minneapolis, Minnesota 55416. 'Guarantor' gall mean Q, Harry Johnson with an address of 825 Nicollett Mall, Minneapolis, Minnesota 55416. *90d Purchaser• shell mean pain Bosworth, Inc., with an address of 112 South Dubuque Playa, Iowa City, Iowa 52240. 'Holiday Inns- stall mean Holiday Inne, Int„ with an address of 3742 Lour Avenue, Menphis, Tennessee 38195. 'CID((' shall mean CMCo mNage ant o mpany, Inc., with an address of 1250 Superior Avenue, The Park Mail, Cleveland, Ohio 44114. Rider to Section 1.03(13). The phrase 'the UDAr percentage of contained on tho first line of paragraph (13) and the last sentence thereof are deleted in their entirety. Rider to Section 2.01. The a 1O nt of this DDM, grant is Two Million Eighty One Thousand D011ars ($2,081,000). Rider to Sections 5.03 and 9.06. The jobs referenced at Section 5.03 and the aeamancos required at Section 9.06 shell aggregates Total Peomnent Jobst 178 Total )emanon! Jobs for par. and Ituderata_DxxM Persons: 150 Total Pen anent Jobs for CEM -Eligible Percent 25 Total Permnent Jobe for Mitnritiest 10 Total Permanent Jobs for paw. and Moderate-In=w Residents of the Pocket of Iovsrtys WA , Job 1lquirements shall be oaopleted within 48 rtmthe fres the Date of Preliminary Approval, EXHIBIT A Page 2 of 3 30? �l Hece)vED NOV 2 11983 P.P.D. DEPARTMENT Recipient: Iowa City, Iowa Grant Number: B -83 -AA -19-0021 Continuation Sheet ---Exhibit A Rider to Section 11.01. The address of.the Recipient for the purposes of communications relating to this Grant Agreement shall be the following: Honorable Mary Neuhauser Mayor of Iowa City j Iowa City 52240 Contact Person: Andrea Hauer city of Iowa City Civic Center 410 E. Washington Street Iowa City, Iowa 52240 Rider to Section 1.03..(21) "Developer's Equity" shall mean all funds to complete the Project, less the UDAG Loan Athe first I mortgage loan Ana RcGigir..r Rider to Sections 2.04, 9.01. 9.02 and 9.03. Any repayment ' or other payments received pursuant to Paragraph III of Exhibit E ' of this Grant Agreement and received prior to completion of the, WAC funded Recipient Activities shall be held in escrow pursuant to section 2.04(a) of this Grant Agreement until completion of the WAG funded Recipient Activities. All escrowed funds shall bear interest with the accounts insured by an agency of the U.S. Government. Upon completion of the WAG funded Recipient Activities, any funds held in said escrow shall be spent for activities eligible under Title I of the Housing and Community Development Act of 1974, as amended, and shall be spent in accordance with Part 570 of Title 24 Code of Federal Regulations. Any repayments received after complaticn of the UDAG funded Recipient Activities shall be deemed miscellaneous revenues and shall be spent for activities eligible under Title I of the Housing and Community Development Act of 1974, as amended, and shall not be governed by Part 570. E)MIBIT A Page 3 of 3 1 RECEIVE U I40V 21 1983 P M DEPARTMENT Recipient: Iowa City, Iowa Grant Number: B -83 -AA -19-0021 EXHIBIT B DESCRIPTION OF RECIPIENT ACTIVITIES Rider to Section 1.03(17). The "Recipient Activities" for the Project shall consist of the following: (1) Recipient shall loan up to $2,081,000 in UDAG Funds and $55,000 in Recipient Funds^to partially finance the construction by the Developer of a 178 -xoom hotel as described in Paragraph I of Exhibit C. i (2) Recipient shall convey the 37,650 square foot parcel known as Urban Renewal 64-1b in Iowa City, Iowa (the "Site") and easement area of approximately 222 feet east and west by 20 feet north and south in block 64 to Developer, at a cost of not less than $210,000. Ili (3) ^Rea'alenh -hall PZAn tO A D 4i A Pmgnt•{� 1 ,L fmr nankinn in miinininal A W Ramn A Inestoff on Alnek FAO in -Iowa City. Iowa. (4) Recipient shall issue not lees than $7,693,000 in commercial development revenue bonds for the purpose of financing the construction of the 178 -room hotel project. (5) Recipient shall use approximtely $15,000 in Recipient Funds for Administrative Costs. EXHIBIT B Page 1 of 1 f Ci R E c H (y E D IJO p 1 1983 P•P•D• DEPARTMENT Recipient: Iowa City, Iowa Grant Number: B -83 -AA -19-0021 EXHIBIT C DESCRIPTION OF NON -RECIPIENT ACTIVITIES Rider to Section 1.03(11). The "Non -Recipient Activities" for the Project shall consist of the following: I Developer shall acquire the Site and construct a 178 -room hotel thereon, at a cost of not less than $12,139,000, of which 67,693,000 shall be bond proceeds, $2,310,000 shall be from Developer's equity, up to 62,081,000 shall be UDAG funds, and 655,000 shall be Recipient funds. II • Bond Purchaser shall purchase commercial development revenue bonds in any amount not to exceed 67,693,000 for use in financing the development of the Project, provided -however, the amount of the revenue bonds may exceed $7,693.000 by an amount necessary for ,,debt service reserve funds not to exceed an additional $600,000. III Developer shall invest at least 62,310.,000 cash equity in the development of the Project. IV Developer shall enter into a franchise agreement with Holiday Irma covering the operation of the Hotel. Developer shall enter into a management agreement with CIDCO to manage the operations of the Hotel Pro4ect. VI _ Guarantor and Developer shall jointly and severally unconditionally and irrevocably guarantee the completion of the Project and the repayment of the UDAG Loan to the Recipient within the timeframe hereinafter not forth in Exhibit F to this Grant Agreement. EXHIBIT C Page 1 of 1 z Prxipienc: r�•T�-- G,,^t est B-87-M-19-0021 HQi BV 0 Project Budget - s:anruy of Projected Dgxnditorea J RecEivtU NOV 21 1983 P,P,D, OEPARDWEN7 Recipient: Iowa City, Iowa Grant Number: B -83 -AA -19-0021 EXHIBIT E REQUIRED EVIDENTIARY MATERIALS The evidentiary materials to be submitted by the Recipient for the approval of the secretary shall include the applicable provisions of Article IX of this Grant Agreement and shall consist of the following: I (a) All governmental approvals and permits necessary for the commencement of the Recipient and Non -Recipient Activities shall have been obtained. i (b) Evidence of this commitment shall be a written icertification from Recipient, signed by the chief executive officer, in accordance with Section 10.02 0£ this Grant Agreement, that all such governmental approvals and permits have been obtained. I II (a) Title to all land necessary for the Project, except land to be acquired with Grant fluids, shall be held by Recipient or the appropriate Participating Party. (b) Evidence of this commitment shall be in accordance with Section 10.10 of this Grant Agreement. III ----(a) -Recipient -and' Developer -shall -anter -intoe -contract which shall include provisions consistent with the following: (1) Recipient shall agree to, carry out all Recipient Activities set forth in Exhibit B to this Grant Agreement. — (2), Developer shall agree to carry out all activities set forth in Paragraphs I, III, IV, V and VI of Exhibit C to this Grant Agreement. (3) Recipient shall be obligated to make a loan to Developer in the amount of up to $2,081,000 in Grant Funds (the E)BIBIT E Page 1 of 10 3o?� Gi 1 R E c E I V E" -JL) - 2 V2 1 1993 P.P.O. DEPARTMENT Recipient: Iowa City, Iowa Grant Number: B -83 -AA -19-0021 "UDAG Loan"), which shall be used for the construction of the hotel. The terms and: conditions of the UDAG Loan shall be consistent with the following: (i) Term - 25 years commencing upon the first disbursement of Grant Funds. (ii) Interest Rate - 8% per annum base rate of interest. (iii) Repayment - Interest shall be forgiven during construction and the first two years of operation or until December 31, 1986, whichever is earlier. Operating years three and four, principal and interest shall be deferred and gnrh +ntnre=t ehAlt he compounded at 9% interest annually, added to the principal balance. and llcdue and payable at the end of the loan term. Operating years five through twenty -fix^. principal and interest payments at 8% per annum shall be payable monthly in amounts sufficient to fully amortize the loan in full prior to the end of the term thereof, (iv) Disbursement/Ratio - Loan disbursements shall be based on vouchers submitted by Developer, verified by Recipient, and certified by the architect, construction manager, or other certifying official as shall be acceptable to Recipient. Al2 submissions by contractors of monthly requisitions shall be on AIA Forms 702 and 703 or their equivalent. No-AipbArsement-of the l oan of r..apt-Z7ulds-4hall= be -made- unless and until Developer has furnished to Recipient an ALTA policy for mortgage title insurance, in thp full amount of the aggregate loan, insuring that Recipient will be the holder of a subordinated first lien on land, buildings, fixtures, free of encumbrances and other exceptions to title other than those approved in advance by Recipient, and not subordinated to any interest except the aforesaid first lien in an aggregate amount not to exceed 67,693,000 nine the nanxnt of any nereavar; Aeht service reserve funds in an amount not in exc as of 860n non. E1(RIBIT E Page 2 of 10 A Ci R e c e'-- �we'u f10Y 2 1 1983 RP.D, OEPARiMENi Recipient: Iowa City, Iowa Grant Number: B -03 -AA -19-0021 No disbursement of the loan of Grant Funds shall be made unless and until Developer shall have furnished to Recipient a Builder's Risk and Fire Insurance policy or policies duly endorsed to indicate Recipient as insured mortgagee. ' No disbursement of loan funds shall be made until all of the evidentiary materials required by this Exhibit E have been submitted to and approved by the Secretary and the Secretary has authorized the Recipient to draw down such funds from its Letter of Credit. No loan disbursements shall be made in an amount which together with previous disbursements would exceed the ratio of $1.00 of Grant Funds for every $4.80 of private funds expended by Developer for the Projec/A. fav) Security - The loan shall be secured by a deed of trust or mortgage in favor of Recipient upon all buildings, fixtures, equipment and other assets of the developer comprising the Project. The security position of the Recipient may be subordinated to the first mortgage security interest aeeur+ng the co m r ja] re enue hnndshin an amount not to exceed $7,693,000 nl,s the Amount of any necessary debt service reserve funds in an amount not in excess of $600,000..The first mortgage security .interest may also include e mortgage wbich is 'i tv with or secondary to the first mortgage which secures a letter of credit ..or any other security devidditional security for tho omear ial revenue bonds The deed of trust or mortgage shall .also contain standard Provisions to protect the interest of a subordinated first mortgage; including, for example, a provision that a Aerlsr,.A default under the first mortgage which could permit a foreclosure by the first mortgagee shall constitute a default under the subordinated first mortgage and the unpaid principal balance and interest shall be due and payable. EXHIBIT E Page 3 of 10 REce(V-tu ( 01V 21 1983 Pt2 DEPARTMENT Recipient: Iowa City, Iowa Grant Number: B -83 -AA -19-0021 The deed of trust or mortgage shall not contain an exculpation clause in favor of Developer. To the extent permitted by law, all of the personal property described in the mortgage shall be deemed to be fixtures and part of the property. As to any part of such personal property not deemed or permitted by law to be fixtures, the mortgage shall constitute a security agreement under the Uniform commercial Code. N(vim Sale/Refinancing - The entire balance of the outstanding principal of the UDAG loan and all accrued unpaid interest thereon, shall become immediately due and payable At..th- ootion of ti Recipient upon All the bankruptcy, reorganization,A dissolution or liquidation of the Developer, or upon the sale^ under £oreclosure(ff the Project Site, improvements and/or capital equipment situated thereon, or (2) upon the sale partial sa�- re�"n transfer or other dispoeiti on. of the Project Site, is and/or capital epuipmant it the o for written consent aL_= . Recipient provided however that this provision dose nor appj.. to a transfer by reason of the death o •the Developer to his estate to a trust created under his estate or to his heirs: and further rovided that the commercial 'evelopment revenue bonds mnv be refinanced as provided in III Is) (3) (xii) hereof. (vii) Guarantee - The repayment of the UDAG Loan ._.and . the. completion_of -.Non-Recipient-Activities -shall---be•_•-----• unconditionally and irrevocably guaranteed by Develops* (viii) U avment - Prep4yment may not occur until after the fifth year of the loan Lara and thereafter prepayment may occur, provided Developer pays the full amount of the UDAG Loan plus any accrued interest as specified in paragraph III (a)(3)(iii) and the Developer buys out the Recipient's participation in the Project by imputing a gale at fair market value as determined by an^MAIt e forth in Iii ERRIBIT E Page 4 of 10 Ci J R E C E I V E D fd0'c 2 11983 P.P.D. UEPARTMtNT Recipient: Iowa City, Iowa Grant Number: B -03 -AA -19-0021 (aU1Uz1iil h rrop and using the formula for distribution of Net Proceeds upon sale or refinancing. (ix) Reduction of UDAG Loan - In the event that the cost of the Project (exclusive of working capital) is less than $12,139,000, the UDAG Loan shall be reduced by s. so for each $1. OD of such shortfall and such UDAG Funds shall not be drawn down under the Letter of Credit. (x) Annual Accounting - Developer shall deliver a statement to Recipient from an independent Certified Public Accountant, within 60 days of the close of each calendar year during the term of the loan certifying: (1) Gross Income; (2) Operating Expenses; (3) Net Annual Cash Flow; (4) Developer Equity; (5) Net Proceeds, if applicable; and ., (6) The amount of participation in Net Annual Cash Flow and Net Proceeds due Recipient. (xi) Participation - Developer shall pay to Recipient for a period of time equal to the term of the UDAG Loan, 25% of the proceeds from the cumulative Net Annual Cash Flow of the Project as specified below. "Net Annual Cash Flow-, is defined as all annual operating income less debt service on the first ---. rtgagt.Athe UDAG Loan, .. aenrwtine n...iLAI leans wade by -third .. parties and working capital loa_na made by the Developer in excess of "a nevelenwrls .49.910.Onn wm+ity-^ntrih however, the interest rate on loos made by the developer shell not exceed the Published prime rate charged by the First National Sank. of M{nneanelle nl+s twn narrantl real estate taxes, and reasonable operating expenses allowable for Federal income tax purposes,^and a anditnras for capital improvement, excl+ awn depreciation and other non-cash items and shall Angel f1ca Tly E%NIBIT E Page 5 of 10 _/1 I R E C E I V E D I40V 2 1 1983 P.P.D. UEPARTMtMT Recipient: Iowa City, Iowa Grant Number: B -83 -AA -19-0021 include a rpA=nnAhlft management £ee,\taid under any bona -fide manaaement contract to an independent third Party for to a related arty rnneented to by 'the Recipient) and afFumulative return of 13.5% on Developer's verifiable cash equity *(Developer's equity) invested in the Project (provided, that Developer's return on equity shall be non -cumulative during the first two Years of operation of the hotel). Participation payments shall be due within 90 days from the end of each operating year.of the facility. (xii) Participation in Sale or Refinancing - Developer shall pay to Recipient 25% of the Net Proceeds from any sale or disposition in whole or part of the Project or from any syndication or refinancing, except refinancing^;n an amount egual "the first mortgage j,Dgludina anv reserve where the earnings of h ae .,. ."ff'r' t tn nffaat the interest cost therenf "Net Proceeds" shall be defined as all proceeds received lees (1) repayment of the first mortgage (if applicable), (2) repayment of .the UDAG loan, (a1 nnerar;ne capital loans made by third party or the nev,.lnner. (,g,) Developer's documented reasonable costs of sale or refinancing, and (51 repayment of documented Developer's equity contributed to the Projeet•A 'M'e eeri ni en mv� aeras in wri ti IL t, tp any chance in the amount of the first loan. In the event Developer shall refinance or sell a partial interest in the Project at any time, the Recipient shall continue to receive the __--participation in Net .Annual-Cash-Plow-and-Net-Psoceeds .ft -the original r the original term of the UDAG Loan or until Developer sells 100% of the Project, whichever occurs first, at which time Developer shall purchase Recipient's participation in the Project as provided in subparagraph (viii) above. (xiii) At the and of the loan term, in addition to paying the principal balance of the UDAG Loan, Developer shall pay to Recipient 25% of the value of the Project defined as the appraised value of the Project less outstanding first mortgagt h EXHIBIT E Page 6 of 10 30? 410L 1 A 77!7 E C E I V E D 1101 2 1 1983 P.P.O, UEPARTMEMT Recipient: Iowa City, Iowa Grant Number: B -83 -AA -19-0021 UDAG Loan (principal and accrued interest) and dnr,,mented Developer's equity capital loans madby third pArtiAg or theThe appraisal value shall reflect the opinion of a MAI appraiser selected jointly by Recipient and Developer. If Developer and Recipient cannot agree upon one appraiser, then each shall, in turn, select one AMAI appraiser and those two shall select a third MAT Annrai=Ar, The majority decision as to Project value of the three appraisers shall be binding upon the Recipient and Developer. (xiv) In the event Of re F;nancina of Developer's private Lender first mortgage and if the r =,1 ;na constant on annual debt service is lower than 10.4%, 100% of theAannual decrease from a 10.4% constant in debt service shall be used to reduce the principal amount of the UDAG Loan. .(xv) If private mortgage debt is increased above $7,693,000 excludina any amount tot i 00 000 �itrihuted for ec. saXY debt reserve -flings for the financing of the development of the Project, then the principal amount of the UDAG Loan shall be reduced by 6.80 for each additional $1.00 of private debt. (xvi) All applicable terms and conditions of this Grant Agreement, including Article IX provisions and job --assurances.specified-da_Sactioaa 5..43_and-R-U •••T1_be sat forth in the agreement. (xvii) The agreement ahall,specify a timeframe for performance consistent with Exhibit F to this Grant Agreement. (xviii) The agreement shall contain a provision that nothing contained in the agreements between the parties, or by third persona, creates any relationship of third -party beneficiary, principal and agent, limited or general partnership, Joint venture or any association or relationship involving Recipient. EXHIBIT E Page 7 of 10 gv7 �. Gi R E C E JE U NOV 2 11983 P.P.D. DEPARTMENT Recipient: Iowa City, Iowa Grant Number: B -83 -AA -19-0021 (5) Recipient shall agree to issue and sell at least $7,693,000 of Industrial Revenue Bonds for use by the Developer in financing the construction and development of the Project. (6) Recipient shall agree to lease parking to Developer situated on Parking Ramp B located on Block 640T in Iowa City, Iowa, as required by Hotel on a daily basis. (7) Recipient shall convey the Site and easement area to Developer at a cost of $210,000. (b) Evidence of this commitment shall be in accordance with Section 10.04 of this Grant Agreement. IV (a) Recipient's attorney or an acceptable banking institution shall certify that cash or liquid assets of not less than $2,310,000 are available or irrevocably committed to Developer and is sufficient to complete the Project. Such certification shall identify the kinds of assets and the nature of the irrevocable commitment. (b) Evidence of this commitment shall be in accordance with Section 10.07 or 10.08 of this Grant Agreement. V (a) Recipient shall issue and sell and Bond Purchaser shall purchase at least $7,693,000 in Industrial Revenue Bonds for use by the Developer in the construction and development of the __fr9Jp9t.an4 the_bopd._2rocae4 the;1f;�9m"lhal1be^available., to Developer n , (b) Evidence of this conedtment shell be in the form of a certification from the trustee and/or depository of the proceeds of the bond sale stating that said trustee and/or depository has on hand and^available to Developer, an aforesaid, not less than $7,693,000 for financing the construction and development of the Project and in accordance with Section 10.02 of this Grant Agreement. EXHIBIT E Page 8 of 10 4 Li l R E(:EI VE -D' 21 1983 P.P.D. viPAM, f Recipient: Iowa city, Iowa Grant Number: B -83 -AA -19-0021 VI (a) Developer^shall irrevocably and unconditionally guarantee the repayment of the MAD Loan and the completion of the Project within the timeframe hereafter set forth in Exhibit F to this Grant Agreement. (b) Evidence of this commitment shall be in accordance with Section 10.04 of this Grant Agreement. VII (a) In the event Developer shall syndicate the Project or the Project shall be transferred to a partnership (subject to approval by Recipient), then in any such event, each general partner of such partnership shall covenant and agree with Recipient not to sell, transfer, assign, pledge, hypothecate or in anywise dispose of his or her partnership interest in the partnership without the prior written consent of Recipient. In the event Recipient shall consent to any such transaction during the first five loan years, then such partner shall pay to Recipient 80% of the excess proceeds which such partner shall receive or be entitled to receive arising from or out of any such transaction and 25% of excess proceeds after the said first five loan years. "Excess Proceeds" shall mean the difference between the original equity investment by such partner in the partnership and the total proceeds of the transaction for the benefit of such ---_.. partner. -- (b) Evidence of this commitment shall be in accordance with Section 10.04 of this Grant Agreement. VIII (a) Developer shall enter into a franchise agreement with Holiday Inns covering the operations of the Hotel as net forth in the Application. (b) Evidence of this commitment shall be in accordance with Section 10.04 of this Grant Agreement. EXHIBIT E Page 9 of 10 3-?f�z- 1 I 1 RECE:1 VE D NOV 211983 P•P•D. UEPARTMENT Recipient: Iowa City, Iowa Grant Number: B -83 -AA -19-0021 IX (a) Developer shall enter into a management agreement with CIDCO covering the management of the Rotel as set forth in the Application. (b) Evidence of this commitment shall be in accordance with Section 10.04 of this Grant Agreement. X (a) Recipient's attorney shall certify that Recipient has on hand or has previously expended ^570,000 in Recipient general revenue funds to carry out the activities in Paragraphs (1) and (5) of Exhibit B to this Grant Agreement. (b) Evidence of this commitment shall be in accordance with Section 10.03 of this Grant Agreement. L EXHIBIT E Page 10 of 10 1 0 ■ Gi R J 211983p•p0,DEPARTMEN Recipient: Iowa City, Iowa Grant Number: B -83 -AA -19-0021 EXHIBIT F PROJECT PERFORMANCE SCHEDULE I (a) Evidentiary Materials described in Exhibit E of this Grant Agreement must be submitted to the Secretary by Recipient not later than December 1, 1983. (b) Upon notification of the acceptance of these Evidentiary Materials by the SecretarA Recipient may draw Grant Funds against its Letter of Credit for the purposes set forth in Exhibit B to this Grant Agreement on the basis of $1.00 0£ UDAG Funds for every $4.80 of Private Funds expended by Developer into the acquisition and development of the Project and in accordance with Letter of Credit procedures and the terms of this Grant Agreement. II The Recipient and Non -Recipient Activities as more particularly set forth in Exhibits B and C of this Grant Agreement shall be commenced and completed in accordance with the following schedule: Activity Commencement Date Completion Date Acquisition of Site October 1, 1983 October 31, 1983 Construction of Hotel ...h.n I ions AU=Mher t. :oRs EXHIBIT F Page 1 of 1 3.? 544 Ci WILLIAM L. MEARDON WILLIAM P. SUEPPEL ROBERT N. DOWNER JAMES P. HAYES JAMES 0. MCCARRAGHER THOMAS J. CILEK MARK T. HAMER THOMAS D. HOBART MARGARET T. LAINSON ANGELA M. RYAN DOUGLAS D. RUPPERT MEARDON, SUEPPEL, DOWNER & HAYES LAWYERS 122 SOUTH LINN STREET IOWA CITY, IOWA 52240 Mary Neuhauser Mayor of Iowa City Civic Center Iona City, Iowa 52240 Dear Mary: November 18, 1983 TELEPHONE ]]8.9222 AREA CODE 019 Pe: Proposed New Zoning Ordinance I have been asked to write to you Concerning the Proposed new zoning o=Unance by Iercy Butler, the president of Butler Plumbing. Butler Plumbing is located west of Miller Avenue on the south side of Hwy. 1 west. He has just discovered that the new zoning would make his property non- conforming. He operates a plumbing and heating business at that loca- tion. It is my understanding that this business would be conforming if the area where his property is located were in a CI -1 zone rather than in a CC -2 zone. I understand that there are several properties in the area which world became non-conforning unless the zoning Is changed. I would be happy to sit down with the council or with staff to discuss this matter if you wish us to do so. WFS:gb Very' truely yours,. 3as43 Ir City of Iowa City MEMORANDUM DATE: November 22, 1983 TO: City Council FROM: Phyllis A. Williams, Civil Rights specialist - RE: Human Rights Commission's Vacancies The following information should answer the questions you have concerning the background of the existing Human Rights Commissioners: -of the six remaining as of January 1984, all are female and four are University affiliated. We too have been concerned about the Commission being reflective of our diverse community, so we therefore mailed 27 memos to various organizations and between 30-40 memos to local businesses apprising them of the vacancies and urging consider epanThe response not o but perhasre-advertisingthvcacieswillgeneratemore applications. 3,;� 0�4 ,J C� Chicago, Milwaukee, St. Paul and Pacific Railroad Company Office of Division Engineer P. 0. Box 650 r� Franklin Park, I1 60131 1� November 14, L File: Iowa Cityty,, Iowa (0/v ./" Dennis S. Cannon, P.E. n �/ Asst. City Engineer ( r City of Iowa City Civic Center Y 410 E. Washington Street Iowa City, Iowa 52240 J Dear Mr. Cannon: Reference your letter of October 31, 1983 concerning the Capitol Street underpass in Iowa City. As you are aware, we inspected this structure on November 10, 1983. There should be no problem with loose concrete dropping to the roadway. We will be reinspecting this structure again in the spring of 1984 and will check to see if there has been any further deterioration. Very truly Yours, R. J. Br eUke A Division Engineer cc: R. R. Davis RJB/bg ca .J .�1 You are cordially imrited toamendthe Pre -Opening Dinner Party ofthe Bonanza Famiy Restaurant Hiway6 West ComhiQe, Iowa Friday, Novcmba25,1983 Corktai6at6:00p.m.-Dinnasavedat8:00p.m. We are loofii ng fmward to "you )mots Crotty .0,2V4 Y L s m T 8AM-Magistrate 8 -Magistrate Court (Chambers) Court (Chambers) IPM -First Aid Training (Chamb) 7:30PM-Informal • Council (Conf Rm) 7:30PM-Council (Chambers) I&M-Magistrate BAH -Magistrate Court (Chambers)II Court (Chambers) 8:30AM-Housing of Appeals 7:30PH-Informal (Conf Room) (C Council (Conf Rm) 7:30PM-Informal PBZ (Law Library) �i q � AM O -Magistrate' Court (Chambers) 7:30PM-Informal 7:30PM-Council Council(Conf Rm) (Chambers) HOLIDAY f