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HomeMy WebLinkAbout1983-12-12 Resolutionh 1 r &_4 RESOLUTION N0. 83-390 RESOLUTION AUTHORIZING SEITLEMENr OF OLD CAPITOL HOSTS LAWSUIT WHEREAS, Old Capitol Hosts, Robert P. Thompson and Eugene H. Mueller filed a lawsuit against the City of Iowa City, Iowa, Mid -City Hotel Associ- ates -Iowa City and Harry A. Johnson, Jr. in the Iowa District Court for Johnson County, Equity No. 48170; and WHEREAS, lawyers for the parties to such suit have negotiated a settlement agreement which would result in dismissal of the suit and of all claims by the parties against each other. NOW, THEREFORE, BE IT RESOLVED,that the proposed Settlement Agreement and Mutual Release and Satisfaction of all Claims, a copy of which is attached hereto, be and hereby is approved and that the Mayor is authorized to sign such agreement and the City Clerk is authorized to attest to said agree- ment. and seconded by Dickson It was moved by Lvnch roll call there were: the Resolution be adopted, and upon AYES: NAYS: ABSENT: X Balmer Dickson R Erdahl X Lynch X McDonald X Neuhauser X Perret X Passed and approved this 12th day of December , 1963. '/ MAYOR ATTEST: Yh,�; -� 9C CITY CLERK Recoived & Approved By s The Legall De amenf 3319 ' i - MILRDEIU•IEO mY._.~�. f JORM MICR+LAE3 CEDAR AAAIDS • OEC MOINES ( � f f 1 IN THE DISTRICT COURT OF IOWA IN AND FOR JOHNSON COUNTY OLD CAPITOL HOSTS, ROBERT P. THOMPSON and EUGENE H. MUELLER, - EQUITY N0. 48170 Plaintiffs, _ V. SETTLEMENT AGREEMENT AND MUTUAL RELEASE AND SATISFACTION CITY OF IOWA CITY, IOWA, OF ALL CLAIMS MID CITY HOTEL ASSOCIATES - IOWA CITY AND HARRY A. JOHNSON, JR. Defendants. This Settlement Agreement and Mutual Release and Satisfaction of All Claims made and executed by and between Old Capitol Hosts, an unincoporated association, by and through its President Charles R. Bringle, Robert P. Thompson and Eugene H. Mueller (hereinafter collectively "plaintiffs") and the City of Iowa City, Iowa, by and through Mary Neuhauser and Marion Karr, its Mayor and its City Clerk, and Mid City Hotel Associates -Iowa City and Harry A. Johnson, Jr. (hereinafter collectively, "defendants") WITNESSETH; WHEREAS, certain disputes have arisen between plaintiffs and defendants, which disputes have been raised in that certain action venued in the District Court for Johnson County, Iowa, entitled "Old Capitol Hosts, Robert P. Thompson and Eugene H. Mueller, Plaintiffs, v. City of Iowa City, Iowa, Mid City Hotel Associates -Iowa City and Harry A. Johnson, Jr., Defendants," bearing the court file number, Equity No. 48170, and which disputes involve the planning, 4 o• _11CIVIIIED 1Y JORM MICR(�LAB 1 - -CEDAR RAPIDS - DES MOINES i 1 33c9 2 financing, construction, ultimate completion and operation of a hotel project in downtown Iowa City, Iowa at or near the vacated Dubuque Street; and WHEREAS, the parties to the aforementioned action, being desirous of settling and compromising their differences, wish to dismiss with prejudice the aforementioned action and all claims and counterclaims asserted therein; NOW, THEREFORE, in consideration of the foregoing and of the mutual promises and covenants hereinafter set forth, and specifically in further consideration of the promises contained in the Covenants Not To Sue And Agreements Not To Interfere, all of which are attached hereto as Exhibits 1 through 8 and made a part hereof by reference, the parties hereto agree as follows: 1. The aforementioned action and all claims and counterclaims asserted therein shall be dismissed with prejudice and on the merits, but without i further costs to either plaintiffs or defendants through the execution of a Stipulation of Dismissal by the attorneys representing each of the parties. 2. Plaintiffs, and each of them, hereby release and forever discharge defendants, and each of them, from any and all claims. demands, rights, actions, or causes of action of whatsoever kind or nature asserted, or which could have been asserted, in the aforementioned civil action venued in the District Court for Johnson County, Iowa. 3. Defendants, and each of them, hereby release and forever discharge Plaintiffs, and each of them, of and from any and all claims, demands, rights, actions, or causes of action of whatsoever kind or nature asserted, or which could have been asserted, in the aforementioned civil action venued in the District Court for Johnson County, Iowa. i 331 j 4 �._.•,' ___.. MICROF I LIMED .BY_ JORM MICR+LA13 {} CEDAR 11410S • MET MOINES . l + I J ..4; 3 4. The parties hereto agree that the execution of this Settlement Agreement and Mutual Release and Satisfaction of All Claims does not constitute an admission of liability, but is given in full settlement and compromise of disputed claims and counterclaims. 5. Plaintiffs, and each of them, hereby agree that, from the date of this Agreement, they shall not institute any action, claim, demand or cause of action of any kind or any nature under any law or laws, common or statutory, state or federal with respect to the planning, financing, construction and completion of the hotel at issue. For the purposes of this Agreement, "comple- tion" shall be defined as the obtaining of a Certificate of occupancy or the occupancy of hotel rooms. This Agreement is not intended n ended of prohibit claims the or causes of action which may accrue after the comp plaintiffs shall not interfere with the above referenced hotel project by any act which would have or might have the effect of harming, delaying or preventing the planning, financing, construction or completion of the hotel. This Agreement shall not prevent the Plaintiffs, or any business organizations with which they are affiliated, from competing with the hotel in any lawful manner or by any lawful means, including but not limited to advertising, marketing or other forms of business solicitation. This Agreement shall not in any way prevent or preclude normal competitive advertising or solicitation of business by Harry A. Johnson, Jr., Mid City Hotel Associates -Iowa city, and Plaintiffs with respect to matters involving and comparing location, room rentals, service, restaurant and lounge facilities, etc. but shall preclude statements criticizing or vilifying Harry A. Johnson, . ised as issues in the Jr., and the hotel project with respect to matters ra 3311 '�:'�+_cam MICROFILMFD.BY_.._.__._.I� .. JORM MICR+LA6 S CFRAR RAIDS . DF.; MDINFS 3 1 B KWJ -. 4 allegations made by Plaintiffs in the above captioned lawsuit or presented to the Iowa City City Council as an objection to public funding, building permits and the street vacation for the hotel at issue. 6. The parties hereto declare, represent and warrant that no promise, inducement or agreement not herein expressed has been made by or to any of them and that this Settlement Agreement and Mutual Release and Satisfaction of All Claims contains the entire agreement between the parties hereto, and that the terms of this Settlement Agreement and Mutual Release and Satisfaction of All Claims are contractual and not a mere recital. IN WITNESS WHEREOF, the undersigned parties have set their hands. Dated: /,/t>t:-y.:/✓.c Dated: Dated: Dated: �,j J �y l3 ROBERT P. THOMPSON By\ b rt P. Thompson f EUGENE H. MUELLER By ugene IV Muel ler CITY OF IOWA CITY, IOWA By l Mary Ne1q auser Its Mayo Attest: lld itae Marion Karr Its City Clerk ._.......MICRorILMED.aY. t JORM MICR+LA6 1 S CEDAR RAPIDS • DES MOINES 1 I 5 Dated: 12 - 17 . Sr -y MID CITY HOTEL ASSOCIATES -IOWA CITY By_ 0a ohnson, r. Sole Proprietor HARRY A JOHNSON, JR. Dated: /2 • /2 - Fs --3 B A. / Harry A. Tohnson, r. STATE OF ) COUNTY OF SS. On this �_ day of (%t rci 1983, before me personally appeared Charles R. Bringle to me personally nown, who, being by me first duly sworn, did say that he is the President of Old Capitol Hosts, the unincorporated association described in and which executed the foregoing instrument, and that said Settlement Agreement, and Mutual Release and Satisfaction of All Claims was signed on behalf of said unincorporated association by authority of its members, and he acknowledged said instrument to be the free act and deed of said association. STATE OF ) COUNTY OF SS. On this2 , day of 'h 1983, before me personally appeared Mary Neuhauser and Marion arr tK — of me personally known, who, being by me first 9 duly sworn, did say that they are the Mayor and City Clerk of the City of Iowa City,•Iowa, the entity described in and which executed the foregoing instrument, and that said Settlement Agreement and Mutual Release and Satisfaction of All Claims was signed on behalf of said entity by authority of the City Council, and they acknowledged said instrument to be the free act and deed of said entity. 33/9 �• _. MICROFILMED. BY JORM MICR+LA9 l 4 CEDAR RAPIDS • DE_ MOINES f tF I I/ RESOLUTION NO. 83-391 RESOLUTION AUTHORIZING GRANT OF EASEMENT FOR RELOCATION OF TELEPHONE LINES IN THE URBAN RENEWAL AREA WHEREAS, in conjunction with development of Urban Renewal Parcel 64-1b for hotel purposes, it became necessary that certain telephone lines be relocated; and WHEREAS, Northwestern Bell Telephone Company is moving those lines onto City property which, in part, is not public right-of-way and requires an easement for such relocated lines; and WHEREAS, the City Council, by Resolution No. 83-341 has previously authorized the granting of the Easement but the telephone company needs the easement before the conveyance is made pursuant to Resolution M. 83-341. NOW, THEREFORE, BE IT RESOLVED that the attached easement is hereby approved and that the Mayor is authorized to sign and the City Clerk to attest to said Easement. I 4 t It was moved by McDonaldand seconded by Perret the Resolution be adopted, and upon roll call there were: F AYES: NAYS: ABSENT: 4 i X Balmer X Dickson X Erdahl X Lynch X McDonald XNeuhauser Perret Passed and approved this 12th day of December , 1963. MAYOR "� ATTEST:SCcftcJ CITY CLERK Received 6 Approved BYT/ho Lcgal Department T /ZY PJ' s r . _ MICROFILMED .BY. l JORM MICFI+LA9 1 � CEDAR RA NOS - DEi MOINES f I 33-3o 41 8 EASEMENT THIS AGREEMENT, made and entered into by and between the City of Iowa City, an Iowa municipal corporation, of Iowa City, Iowa, First Party, which expression shall include its successors in interest and assigns and the Northwestern Bell Telephone Company, Second Party, which expression shall include its successors in interest and assigns, WITNESSETH: It is hereby agreed as follows: For the sum of $1.00 plus other valuable consideration, the receipt of which is hereby acknowledged, First Party hereby grants and conveys to Second Party a permanent, non-exclusive easement for the purposes of excavating for and the installation, replacement, maintenance and use of such telephone lines, pipes, and conduits as Second Party shall from time to time require, with all necessary appliances and fittings for use in connection with said telephone lines, together with adequate protection therefore, and also a right-of-way, with right of ingress and egress thereto, over and across all the area described as follows: Parts of Block 82 and Dubuque Street, Original Town, Iowa City, Iowa, as shown on plat recorded in Johnson County Recorder's Office, Book 1, page 116; more particularly described as follows: Easement 1: Commencing as a point of reference at the northeasterly corner of Block 82; thence south 89°47'25" east 4.50 feet to point of beginning; thence south 89047'25" east 35.50 feet to a point on centerline of Dubuque Street right-of-way; thence north 89°59120" east 29.50 feet; thence south 00000'40" east 15.00 feet; thence south 89°59'20" west 20.00 feet; thence north 00°00'40" west 5.00 feet; thence south 89°59'20" west 9.50 feet to a point on centerline of Dubuque Street i right-of-way; thence north 89°47125" west 35.50 feet; thence north 00°12'35" east 10.00 feet to point of beginning. Easement 2: Commencing as a point of reference at the northeasterly corner of Block 82; thence north 89°47'25" west 28.50 feet to point of " beginning; thence south 00104110" east 110.00 feet; thence south 48030129" east 61.48 feet; thence north 89058112" west 56.00 feet; thence north 00004'10" west 150.74 feet; thence south 89147'25" east 10.00 feet to point of beginning. First Party further grants to Second Party: 1. The right of grading said easement areas for the full width thereof and to extend the cuts and fills for such grading into and on said lands along and outside of said line to such extent as Second Party may find reasonably necessary on land then owned by the First Party. 2. The right from time to time to trim and to cut down and clear away any and all trees and brush on said easement areas and to trim and to cut down and clear away any trees on either side of said areas which now or hereafter may be a hazard to said lines or may interfere with the exercise of Second Party's right hereunder in any manner. 3. Second Party shall indemnify First Party against any loss and damage which shall be caused by the exercise of said ingress and egress, construction, or maintenance, or by any wrongful or negligent act or omission of Second Party, or of its agents or employees. First Party reserves the right to use said easement areas for purposes which will not interfere with Second Party's full enjoyment of the rights hereby granted including without limitation, the right to grant easements to others, and to use the easement areas for water lines, sanitary sewers and storm sewers; provided that First Party shall not erect or construct any building or other structure, or drill or operate any well, or construct any reservoir or other obstructions on said area, or diminish or substan- tially add to the ground cover over said pipe lines. Notwithstanding the foregoing, First Party shall have the right to pave or otherwise improve the surface of the easement areas, and if, while exercising its rights hereunder, Second Party damages or removes any of such paving or other surface covering installed by First Party, Second Party shall promptly restore such surface area to the condition it was in prior to such damage or removal. :?-� 3ao .MICROFILMEO.BY__.._�..._'. r DORM MICR+LA 9 li CEDAR RKP!DS • DU Mm NES f 1 2 4. First Party does hereby covenant with Second Party that it is lawfully seized and possessed of the real estate above described; that it has a good and lawful right to convey it, or any part thereof. 5. The provisions hereby shall inure to the benefit of and bind the successors and assigns of the respective parties hereto, and all covenants shall apply to and run with the land. DATED this 12th day of December , 1983. CITY OF IOWA CITY, IOWA BY: "tAry_wc . N`�. / Mary C. euhauser, Mayor BY: lar'an K. Karr, City Clerk NORTHWESTERN BELL TELEPHONE CO. T. D. Smith, Vice Pr sident & CEO BY: _ STATE OF IOWA ) Assis Secretary SS: POLK COUNTY ) On this 4th day of January. , 1984, before me, the undersigned, a Notary Public in and for the State of Iowa, personally appeared T. D. Smith and Kathy Bruchert to me known, who, being by me duly sworn, did say that they are the Vice President R rF@nd of said corporation executing the within and foregoing instrument to inch this is is attached, that the seal attached hereto is the seal of said corporation; that said instrument was signed and sealed on behalf of said corporation by authority of its Board of Directors; and that theVice President & CEOand Assistant Secretary as such officers acknowledged the execution of said instrument to be the voluntary act and deed of said corporation, but it and by them voluntarily executed. R=-, AEr.PI bl9e5 Notary Public in for the State of Iowa STATE OF IOWA ) ) SS: JOHNSON COUNTY ) On this 12th day of December , 1983, before me, the undersigned, a Notary Public in and for the State of Iowa, personally appeared Mary C. Neuhauser and Marian K. Karr, to me personally known, who, being by me duly sworn, did say that they are the Mayor and City Clerk, respectively, of said municipal corporation executing the within and foregoing instrument; that the seal affixed hereto is the seal of said municipal corporation; that said instrument was signed and sealed on behalf of said municipal corporation by authority of the City Council of said municipal corporation, and that the said Mary C.. Neuhauser and Marian K. Karr acknowledged the execution of said instru- ment to be the voluntary act and deed of said municipal corporation, by it and by them voluntarily executed. Notary fttblic i 'an fo the State of Iowa ,,y..:.... __,._n,Lnvu Law: a I_:.__:.._,� JORM MICR+LAO 4 CEDAR RAPIDS - DE- MOINES I i .1_.. Received R Approved By The legal DoVl arfinenf 33ao t RESOLUTION NO. 83-392 RESOLUTION AUTHORIZING MAYOR AND CITY CLERK TO EXECUTE CONTRACT REQUIRED UNDER THE TERMS OF THE UDAG GRANT AGREEMENT WHEREAS, by Resolution M. 83-386 , the City Council approved the Urban Development Action Grant Agreement between the City and the U.S. Depart- ment of Housing and Urban Development; and WHEREAS, said Grant Agreement requires that the City and the Developer of Urban Renewal Parcel 64-1b enter into a contract setting forth various understandings. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF IOWA CITY, IOWA, that: 1. The Mayor is authorized to sign, and the City Clerk to attest to the Contract, a copy of which is attached hereto. ` 2. The City Manager is authorized to execute, on behalf of the City, all. documents other than the Parking Agreement, which are attached to or described in the Contract, and which relate to the UDAG Loan to Harry A. Johnson, Jr. ' I It was moved by Perret and seconded by Mcnonald the Resolution be adopted, and upon roll call there were: AYES: NAYS: ABSENT: I X Balmer X Dickson I X Erdahl X_ Lynch _X McDonald _ X Neuhauser Perret 1 Passed and approved.this 12th day of December , 1983. Cn ATTEST: CITY CLERK I RecOived & Approved I00 By ,Thi= Legal Department 33al 7- Y - - ---11ICROFILMED BY JORM MICR+LA9 j CEDAR PAP 05 • DES MOINES I � l THIS CONPRACT, by and between the City of Iowa City, Iowa, a municipal corpora- tion (hereinafter referred to as "City" or "Recipient") and Harry A. Johnson, Jr. d/b/a Mid -City Hotel Associates -Iowa City, a sole proprietorship, (hereinafter referred to as "Developer"). RECITALS WHEREAS,in furtherance of the Urban Renewal Act (Chapter 403 of the Cede of Iowa (1983)), the City has undertaken a program for the clearance and rehabili- tation or reconstruction of slum and blighted areas of the city, and is engaged in carrying out an urban renewal project in Iowa City on a 37,560 square foot parcel of land known as Urban Renewal Parcel 64-1b, and an easement area of approximately 220 feet east and west by 20 feet north and south, both located in Blocks 64 and 82, Original 7bwn, Iowa City, Iowa (hereinafter called the "Project Area" or "Site"); and WHEREAS. Developer has been selected by the City to carry out an urban renewal project, consisting of acquisition of the Project Areal and construction of a 178 -room thereon at a total cost of not less than $12,139,000, said hotel to be _.. .___.-MIOROF. LMED. DY.. __._.._ II JORM MICR( LAB CEDAR RIFPIDS •DES MOINES 1 3341 I J I- N Page 2 operated initially by CIDCO Management Co., Inc, of Cleveland, Ohio, under a franchise from Holiday Inns, Inc. of Memphis, rrennessee (all of said activities shall hereinafter be referred to as the "Project"), and WHEREAS, the Project is to be financed by use of not less than $2,310,000 or Developer's equity, and $7,693,000 of commercial development revenue bonds to be issued by the City, $2081,000 in Urban Development Action Grant (UDAG) Funds to be obtained by the City from the United States Department of Housing and Urban Development (HUD) and loaned by City to Developer (hereinafter referred to as the "UDAG Loan"), and $55,000 of City funds; and WHEREAS, under the terms and conditions of that certain UDAG Grant Agreement between the City and HUD, which was executed on behalf of the Secretary of Housing and Urban Development (hereinafter referred to as the "Secretary") on September 9, 1983, and wilich is attached hereto as Exhibit 1, and which is in- corporated herein by reference, the parties hereto are required to enter into a contract containing certain provisions, all as set forth in said UDAG Grant Agreement. NOII, 7118REFORE, in consideration of the premises, and of the mutual convenants and agreements contained herein, the parties hereto agree as follows: AGREEMENTS SECTION 1. Developer's Covenants and Agreement 1 _ MICROFILMED. BY 1 _I ir JORM MIC:R+LAF! }t CEDAR RAPIDS • DES MOINES 1 33ai 'W Page 3 Developer covenants and agrees that he will, within the time set forth herein for each specific act.- A. ct: A. Acquire the Site, and complete construction of a 178 -room hotel thereon, at a cost of not less than $12,139,000, no later than September 1, 1985. B. Invest at least $2,310,000 cash equity in the development of the Project. C. Prior to receipt of any funds from the UDAG Loan, enter into a Commit- ment Agreement to Issue a License Agreement -New Development with ' Holiday Inns for the hotel. I I D. Prior to receipt of any funds from the UDAG Loan, enter into a manage- ment agreement with CIRCO to manage the operations of the hotel. E. Prior to receipt of any funds from the UDAG Loan, enter into a Parking Agreement with the Cit for such Y parking in municipal parking ramps, as may be required by the hotel on a daily basis. I F. Prior to transmittal to the City, deposit all Program Income received by Developer prior to completion of the City's Recipient Activities, in an interest-bearing escrow account in a bank or other financial Institution where accounts are insured by an agency of the U.S. { Government. .,.MICROFILMED BY..._.__..� ... JORM MICR+LAB CEDAR RAPIDS • DES MOINES 33d/ I 1 Page 4 G. Transmit to the City, for payment of costs incurred for Recipient Activities, all Program Income and interest thereon which is received by Developer prior to completion of Recipient Activities. t3. Erect and maintain a Project sign consistent with any criteria which may be established by the Secretary. I. Comply with all provisions of the UDAG Grant Agreement which are applicable to Developer. SECTION 2. City Covenants and Agreements. The City covenants and agrees as follows: A. It will loan up to $2,081,000 in UDAG Grant funds to Developer and expend at least $55,000 of its money to partially finance the construc— tion by Developer of a 178—room hotel on the Site. The terms and conditions of the UDAG Loan shall be as set forth in the Loan Agreement which is attached hereto as Exhibit II. A. It will convey the Project Site to Developer, pursuant to the terms of the Contract for Sale of Land for Private Redevelopment which is attached hereto as Exhibit II, and the Easement which is attached hereto as Exhibit III (hereinafter the "Land Sale Documents). _ . MICRDEILNED..BY __:.... I DORM. MICR+LAS i ( I }{ i CEDAR RAPIDS , DES MOINES 33At 1, i In. i• A q Y M Page 4 G. Transmit to the City, for payment of costs incurred for Recipient Activities, all Program Income and interest thereon which is received by Developer prior to completion of Recipient Activities. t3. Erect and maintain a Project sign consistent with any criteria which may be established by the Secretary. I. Comply with all provisions of the UDAG Grant Agreement which are applicable to Developer. SECTION 2. City Covenants and Agreements. The City covenants and agrees as follows: A. It will loan up to $2,081,000 in UDAG Grant funds to Developer and expend at least $55,000 of its money to partially finance the construc— tion by Developer of a 178—room hotel on the Site. The terms and conditions of the UDAG Loan shall be as set forth in the Loan Agreement which is attached hereto as Exhibit II. A. It will convey the Project Site to Developer, pursuant to the terms of the Contract for Sale of Land for Private Redevelopment which is attached hereto as Exhibit II, and the Easement which is attached hereto as Exhibit III (hereinafter the "Land Sale Documents). _ . MICRDEILNED..BY __:.... I DORM. MICR+LAS i ( I }{ i CEDAR RAPIDS , DES MOINES 33At N Page 5 c C. It will execute a parking agreement with Developer for such parking in municipal parking ramps, as may be required by the hotel on a daily basis. D. It will issue not less than $7,693,000 in commercial development revenue bonds for the purpose of partially financing construction of the 178 -room hotel project. E. It will use approximately $15,000 of its own money for Administrative costs related to the Project. SECTION III. Developer's Representations and Warranties Developer represents and warrants that: A. Assurances of Projected Jobs. (1) In selecting the City for the UDAG Grant, the Secretary considered certain representations by the City and Developer to the Secretary that such grant is expected to create a specific number of permanent new job opportunities, including a specific number of new permanent job opportunities for minorities, CEPA-eligible persons, and persons who, at the time of their employment, will be persons of low- or moderate -income within the meaning of Section 570.3 of 29 C.F.R. Part 570, as may be from time to time amended. .MICROFILMEDBY. •� DORM MICR+LAB I CEDAR RAPIDS • DEC MOIRES f f( I 5 I j: I I _I i I j r D. It will issue not less than $7,693,000 in commercial development revenue bonds for the purpose of partially financing construction of the 178 -room hotel project. E. It will use approximately $15,000 of its own money for Administrative costs related to the Project. SECTION III. Developer's Representations and Warranties Developer represents and warrants that: A. Assurances of Projected Jobs. (1) In selecting the City for the UDAG Grant, the Secretary considered certain representations by the City and Developer to the Secretary that such grant is expected to create a specific number of permanent new job opportunities, including a specific number of new permanent job opportunities for minorities, CEPA-eligible persons, and persons who, at the time of their employment, will be persons of low- or moderate -income within the meaning of Section 570.3 of 29 C.F.R. Part 570, as may be from time to time amended. .MICROFILMEDBY. •� DORM MICR+LAB I CEDAR RAPIDS • DEC MOIRES f f( I Page 6 (2) Developer acknowledges those representations in the initial Application pertaining to the creation of certain numbers and kinds of jobs and obligates himself to use his best effort to create, or cause to be created, the numbers and kinds of jobs within a period ending on July 1, 1987. Developer shall continu- ously use his best efforts to insure that at least 150 of the permanent jobs resulting from the Project are provided to low -and moderate -income persons; that 25 of the permanent jobs are provided to CETA-eligible persons, and that 10 of the permanent jobs are provided to minorities. B. Assurances of Governmental Approvals. He as obtained , or has reasonable assurance that he will obtain, all Federal, State and local governmental approvals and reviews required by law to be obtained by Developer for the Project, except: 1. Design has not been approved by the City as required under the terms of the rand Sale Documents. 2. Preliminary Case Report has not been approved by State Historical Preservation Office. . 111CROFILM SY ._...... _i. _ �t JORM MICR+LAB rCEDAR RAMS •DES MOINES 1� E i O 4 D Page 7 C. D. Assurances of Repayment of UDAG Loan and Completion of Project. Developer acknowledges that the City, in selecting Developer as pre- ferred developer for the Project, and the Secretary in selecting the City for the award of the UDAG Grant, relied in material part upon the assured completion of the Project, and Developer unconditionally and irrevocably guarantees completion of the Project no later than Septem- ber 1, 1985, and repayment to the City of the UDAG Loan on or before the maturity date thereof. Maintenance of Records. Developer shall keep and maintain books, records and other documents relating directly to receipt and disbursement of UDAG Loan funds. E. Right to Inspect. In addition to duly authorized representatives of the City, any duly authorized representative of the Secretary or Canptroller General of the United States shall, at all reasonable times, have access to and the right to inspect, copy, audit, and examine all such books, records, and other documents of the Developer until the completion of all close-out procedures respecting the UDAG Grant, and the final settle- ment and conclusion of all issues arising out of such grant. uW 7 �. ._. FI LMED.BY !.. _..! MILRO jr DORM MICR+LAE t CEDAR RARI DS •DES MOINES I 33d f_ ruq Page 8 F. Access to Project. Duly authorized representatives of the City or the Secretary shall, at all reasonable times, have access to any portion of the Project in which Developer is involved until the completion of all close—out procedures respecting the UDAG Grant. G. No Assignment or Succession. No transfer of grant funds by the City to the Developer shall be or be deemed an assignment of grant funds, and Developer shall neither succeed to any rights, benefits or advantages of the City under the Grant Agreement, nor attain rights, privileges, priorities, or interest in or under the Grant Agreement. H. Limitation of City Liability for Project Activities. The City shall not be liable to developer, or to any party except [IUD, for completion of, or the failure to complete any activities which are part of the Project, except those spcified in Exhibit 8 of the Grant Agreement. I. Security Interest In Equipment. The Developer represents that it is not expected that any capital equipment will be purchased with proceeds of the UDAG loan. However, in the event any capital equipment is purchased with proceeds of the e h 33ar _. MICROFILMED. BY. DORM MICR+LA6 4 CEDAR RAPIDS • DEC MOINES " Page 9 j i p __ fs I t Y " i q i J. WAG loan, the Developer will grant a first priority security interest in such capital equipment to the City, execute appropriate security agreements in favor of the City, and cause to be recorded all appropri- ate Uniform Commercial Cade financing statements and security agree- ments in favor of the City (which security agreements and financing statements shall not contain an exculpation clause in favor of the Developer). Assurances Regarding Conflicts -of -Interest Except for approved eligible administrative and personnel costs, no member, officer, or employee of the City, or its designees, or agents, no consultant, no member of the governing body of the City, an no other public official of -the City who exercises or has exercised any functions or responsibilities with respect to the Project during his or her tenure, or who is in a position to participate in a decision-making process or gain insight or 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 the Project, at any time during or after such person's tenure. This provision shall be in addition to the requirements in Attachments 0 of OMB Circular A-102 and A-110. (However, upon written request of the City, 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 s, Y 33ar __..NICAOFILRED.BY__.-_.__� . 4 DORM MICM�LAO i I . •CEDAR RA PIOS Y DE; MOINES 1l I Page 10 interest, and the Secretary determines that undue hardship will result either to the City or the person affected by applying the prohibition and that the granting of a waiver is in the public interest. No such request for a waiver shall be made by City which would, in any way, permit a violation of State or local law or any charter provision of the City.) SECTION 4. Re resentations and Warranties. City represents and warrants that: A. B. City's Cost and Expenditures._ It has on hand, or has previously expended, at least $55,000 of its general funds for site preparation work at the Project Site, and $15,000 of its general funds for administrative costs related to the Project and the UDAG Loan. Use of Loan Proceeds and Repayments. Any repayments or other repayments received under the terms of the UDAG Loan prior to completion of the UDAG funded Recipient Activities shall be deposited in an interest-bearing account in a financial institution t Upon completion of the insured by an agency of the U.S. Governmen . UDAG funded Recipient Activities, any funds held in said escrow shall eligible under Title I of the Ho be spent for activities using and Community Development Act of 1974 as amended, and shall be spent in � .. -....,.MICR OFILMEO.DY...__-..-..�.. _. l JORM MICR+LAB E l -CEDAR RAPIDS .DCC MOINES � i ..a ■ Page 9 UDAG loan, the Developer will grant a first priority security interest a in such capital equipment to the City, execute appropriate security agreements in favor of the City, and cause to be recorded all appropri- ate Uniform Commercial Code financing statements arca security agree- ments in favor of the City (which security agreements and financing statements shall not contain an exculpation clause in favor of the Developer). J. Assurances Regarding Conflicts -of -Interest Except for approved eligible administrative and personnel costs, no member, officer, or employee of the City, or its designees, or agents, no consultant, no member of the governing body of the City, an no other public official of -the City who exercises or has exercised any functions or responsibilities with respect to the Project during his or her tenure, or who is in a position to participate in a decision-making process or gain insight or 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 the Project, at any time during or after such person's tenure. This provision shall be in addition to the requirements in Attachments 0 of OM Circular A-102 and A-110. (however, upon written request of the City, 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 1, 1 ..r.... ._111CROFILNED.BY. __._..�. ... JARM MICR+L.A6 1 j{+`I CEDAR RAPIDS DEE MOINES I Page 10 interest, and the Secretary determines that undue hardship will result y either to the City or the person affected by applying the prohibition and that the granting of a waiver is in the public interest. No such request for a waiver shall be made by City which would, in any way, permit a violation of State or local law or any charter provision of the City.) SECTION 4. Representations and Warranties City represents and warrants that: i A. City's Cost and Expenditures. I It has on hand, or has previously expended, at least $55,000 of its general funds for site preparation work at the Project Site, and $15,000 of its general funds for administrative costs related to the Project and the UDAG Loan. B. Use of Loan Proceeds and Repayments I i Any repayments or other repayments received under the terms of the UDAG Loan prior to completion of the UDAG funded Recipient Activities shall be deposited in an interest-bearing account in a financial institution insured by an agency of the U.S. Government. Upon completion of the UDAG funded Recipient Activities, any funds held in said escrow shall be spent for activities eligible under Title I of the Housing and j Community Development Act of 1974 as amended, and shall be spent in 33ai �__... .. ...._._MICROFILMED BY_. l JORM MICR+LA9 CEDAR RAPIDS DES MOINES Page 11 accordance with Part 570 of Title 24 Code of Federal Regulations. Any repayments received after completion 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. SECTION 5. General Provisions A. A. C. Definitions. Unless specifically provided otherwise or the context otherwise requires, all terms used herein shall have the same meaning as the terms contained in the UDAG Grant Agreement. Default. A default shall consist of any breach of any covenant, agreement, provision, or warranty made by either party in this Contract, or in any contract or agreement made pursuant to the terms of this Contract. Disclaimer of Relationships Nothing contained in the Grant Agreement, or in this Contract, no any act of the Secretary, the City, or any of the parties, shall be deemed or construed by any of the parties, or by any third persons, to create _-..._,MICRO .. FILMED.DY....._-._...�. .-. . JORM MICR+LA6 - • CEDAR RFPIDS . DE, MOINFS i 33aL i i i y 'I I I - i f f. M j j r y, q n Page 11 accordance with Part 570 of Title 24 Code of Federal Regulations. Any repayments received after completion 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. SECTION 5. General Provisions A. A. C. Definitions. Unless specifically provided otherwise or the context otherwise requires, all terms used herein shall have the same meaning as the terms contained in the UDAG Grant Agreement. Default. A default shall consist of any breach of any covenant, agreement, provision, or warranty made by either party in this Contract, or in any contract or agreement made pursuant to the terms of this Contract. Disclaimer of Relationships Nothing contained in the Grant Agreement, or in this Contract, no any act of the Secretary, the City, or any of the parties, shall be deemed or construed by any of the parties, or by any third persons, to create _-..._,MICRO .. FILMED.DY....._-._...�. .-. . JORM MICR+LA6 - • CEDAR RFPIDS . DE, MOINFS i 33aL 1 " Page 12 any relationship of third -party beneficiary, principal and agent, d limited or general partnership, or joint venture, or of any association or relationship involving the secretary or the City. D. Governing law, 0 ,his Contract as it may effect the rights, remedies, duties and obligations of the parties hereto, shall be governed by and construed in accordance with the laws of the State of Iowa. However, as provided in the UDAG Grant Agreement, and to the extent provided therein, Federal law shall apply to the provisions of the Grant Agreement. E. Amendment of this Contract. This Contract, or any part hereof, may be amended from time to time hereafter only in writing executed by the Developer and the City, but any such amendment which constitutes a material change shall be subject to approval by the Secretary. "Material" shall be defined as anything which cancels or reduces any developmental, construction, job creating or financial obligation of developer by more than ten (108) percent, changes the site or character of any development activity, or increases any time for performance by a party by more than thirty (30) days. l` 1 i 1 i -33,R/ 1 JORM MICR¢LAE3 M CEDAR WPM - DEL MOINES Mru "SG.�3 M Page 13 F. G. H. Entire Agreement. This Contract, and the agreements to be entered into pursuant to the terms hereof constitutes the entire agreement between the parties, and supercedes all prior oral and written agreements between the parties here to with respect to the Project. Execution in Counterparts. This Contract may be executed in any number of counterparts. All such counterparts shall be deemed to be originals and together shall constitute but one in the same instrument. Waivers. Either party hereto may, to the extent permitted by law, and the UDAG Grant Agreement, waive any requirement or provision of this Contract. No act by or on behalf of either party shall be, or be deemed or construed to be, a waiver of any such requirement or provision, unless the same be in writing, signed by or on behalf of the party making the waiver, and expressly stated to constitute such waiver. No waiver shall be deemed or construed to be a waiver of any other provision or requirement of this Contract. . _"'.._.......MICRON LRED.DY.._._,._...� JORM MICR+LAB • CEDAR RANDS DE: MINES Q LWJ Page 14 I. Effective Date. 'This Contract shall be effective on the date on which it has been executed by both parties hereto. 1 j i I IN WITNESS WHEREOF the parties hereto have caused this Contract to be executed individually by developer and on behalf of the City by its Mayor and City Clerk. a s ; i Harry A. Johnson, Jr. d/b/a Mid -City Hotel Associates -Iowa City f � I " t I Harry A. Johnson, Jr., Sole Proprietor Date: )? -.2343 } I N CITY OF IOWA CITY .I BY: �UIIllUtr�liaof Mayor Raroh ed i Approved g Y the Legal Daporfi mt 33at _ _MICRDEIUiED at JORM MICR+LA6 i CEDAR RAPIDS DES MOIRES I • Page 15 BY: City Clerk Date: December 12,1983 COO MICR OFILHE D -ay- ------- JORM M CEDAR dPIDS 7 33a I I RESOLUTION NO. 83- 393 RESOLUTION AUTHORIZING EXECUTION OF AN ACCESS EASEMENT FOR THE INTERIOR PEDESTRIAN WALKWAY PUBLIC RIGHT-OF-14AY AND AN EXTERIOR PEDESTRIAN PUBLIC RIGHT-OF- IdAY ON URBAN RENEWAL PARCEL 64-1b (HOTEL SITE) BET14EEN THE CITY OF IOWA CITY AND DR. HARRY A. JOHNSON, JR. DOING BUSINESS AS MID -CITY HOTEL ASSOCIATES -IOWA CITY. WHEREAS, the City of Iowa City, Iowa acting as the Local Public Agency, did by Resolution 83-341 authorize execution of the Contract fcr Sale of Land for Private Redevelopment for Urban Renewal Parcel 64-1b to Dr. Harry A. Johnson, Jr. dba Mid -City Hotel Associates -Iowa City hereinafter referred to as Hotel Associates; and WHEREAS, said contract for the sale of land referenced above stated in Part I, Section 12 that a separate written agreement for pedestrian easements would be entered into by the City of Iowa City and Hotel Associates. NOW, THEREFORE, BE IT RESOLVED that a pedestrianeasement agreement (Attachment 1) be approved by the City Council of the City of Iowa City and that the Mayor of the City of Iwoa City be authorized to sign the easement agreement and that the City Clerk is authorized to attest to said agreement. It was moved by Perret and seconded b the Resolution be adopted and upon roll call there were'. AYES: NAYS: ABSENT: X X Balmer Dickson —R ' Erdahl Lynch X McDonald —R— Neuhauser Perret Passed and approved this 12th day of December 1983. ATTEST: % CITY CLERK rr-- - �.... _ _ __14ICROFILIdEO aY. JORM MICR+LAES l I jf{ CEDAR R01DS • OE: MOINES f Received & Approved By Th gal Deprhmnt iz�f3 33a73 i PEDESTRIAN ACCESS EASEMENT AGREEMENT This Easement Agreement is entered into this 12th day of December , 1983, between the City of Iowa City, Iowa, a municipal corporation, hereinafter referred to as the "City," and Harry A. Johnson, Jr. doing business as Mid -City Hotel Associates - Iowa City, hereinafter referred to as "Hotel Associates"; and WHEREAS, concurrently with the execution and delivery of this Easement Agreement, Hotel Associates is acquiring certain land from the City, which land is located in Urban Renewal Parcel 64-1b in the City; and WHEREAS, Hotel Associates will acquire and construct a hotel facility on such land; and WHEREAS, in connection with the sale of such land from the City to Hotel Associates, the City has required the execution and delivery of this Easement Agreement in order to provide public pedestrian access through such hotel facility; and WHEREAS, the parties to this agreement wish to set out the specific terms and conditions of their agreement concerning such pedestrian access. NOW, THEREFORE, IT IS AGREED as follows: 1. Easement Area. The easement area shall be those two areas in Block 64, Iowa City, Iowa, as particularly shown and described in the attached plat of survey, marked as Exhibit A, and by this reference made a part hereof. 5{ .tel ..MICROFILMED.BY. JORM MICR,LA9 i CEDAR RAPT OS - DE: MOINES 1 3 3a'3 0 2. Nature and Extent of Easement. Hotel Associates hereby grants to the City, for the benefit of the City and the parcels identified on Exhibit B attached hereto and hereby made a part hereof, a permanent nonexclusive easement for pedestrian access over and across the easement area. Such easement shall be perpetual, nonexclusive and provide 24-hour access for pedestrian traffic. 3. Maintenance. Hotel Associates agrees to maintain the westerly most portion of the easement area which is located adjacent to the exterior of the hotel facility and Hotel Associates agrees to maintain the easterly most portion of the easement area which is located in the interior of the hotel facility. 4. Binding Effect. The provisions stated herein shall be for the benefit of and bind the personal representatives, heirs, successors and assigns of the City and Hotel Associates, and the parcels identified on Exhibit B hereto, and the terms and conditions set forth above shall constitute covenants running with the land. MID -CITY HOTEL ASSOCIATES - IOWA CITY Harry . Johnson, Jr. 2. i ...___....MICRUIVED.BY.. JORMMICR+LAE I CEDAR RA HIS • DES 1101NES r i i 33x3 a { ■ CITY OF IOWA CITY, IOWA By -W�r. I kuJ&uji4Lr- Mary Jleuhauser, Mayor ATTEST: Cit Clerk STATE OFf� ) �/,SS. COUNTY OF ) On this day of 1983, before me, the undersigned, a Notary Public in and for said State, personally appeared Harry A. Johnson, Jr., to me known to be the identical person named in and who executed the foregoing instrument, and acknowledged that he executed the same as his voluntary act and deed. �.,^„rte • � „w� aeoavu RICHARD S. PETERSON "ylN .�a 110TA!;V `y�t'i Aly CommAss.an ExCiralan l5, 19BB G STATE OF IOWA ) SS. JOHNSON COUNTY ) On this 12th day of December 1983, before me, a Notary Public duly commissioned and qualified in and for said County and State, personally appeared Mary C. Neuhauser, Mayor of the City of Iowa City, Iowa, and Marian Karr, City Clerk of said City, each being to me personally known to be the identical persons and officers named in the foregoing instrument, who executed the same under and by virtue of the authority vested in them by the City Council of said City, and each for himself/herself acknowledged the execution thereof to be his/her voluntary act and deed for purposes herein expressed. Not,ry Vublic1j- 3. �.... .. __, MICROFILMED BY 1 JORM MICR+L-A6 I CEDAR RAPIDS • DEC MOIRES f � M E 0 EXHIBIT A --PEDESTRIAN ACCESS EASEMENT FOR URBAN RENEWAL PARCEL 54-3b. The exact dimensions of the exterior and interior pedestrian easements are to be determined by legal survey. For illustrative purposes, locations of interior and exterior walkways: Interior 10 Walkway Exterior Walkway HICROFILNED BY. 1 l DORM MICR�LAB CEDAR RiP!DS • DES MOINES 2 1 1. ._ .. .. 3323 11 '41.4 Exact legal descriptions of the adjacement properties to be provided. For the purposes of description, those adjacent properties are as follows: 1. Urban Renewal Parcel 64-1a 2, Urban Renewal Parcel 82-1 3. Urban Renewal Parcel 81-7a8 (Plaza Centre One) (College Block Building) 4. Block 65 OT, Lot 5 (Lenoch & Cilek True Value Hardware Store) 33x3 MICkOFILNED BY JOMM MICi4+LA13 CEDAR RAIPIDS - DES MOINES ' J I f RESOLUTION N0. 83-,o4 r RESOLUTION APPROVING PRELIMINARY DESIGN PLANS FOR URBAN RENEWAL PARCEL 64-1b (HOTEL SITE) WHEREAS, the City Council of the City of Iowa City, Iowa, has solicited Offers to Purchase and Redevelop Urban Renewal Parcel 64-1b; and WHEREAS, the City Council has under the terms of the land disposition agreement reserved the right to approve Preliminary Design Plans of the development to occur on Urban Renewal Parcel 64-1b; and WHEREAS, Dr. Harry A. Johnson, Jr. doing business as Mid-City Hotel Associ- ates- Iowa City has submitted preliminary design plans for the redevelopment of Parcel 64-1b in the Iowa City Urban Renewal Project area; and WHEREAS, said Preliminary Design Plans have been reviewed by the Design Review Committee at its December 7, 1983, meeting and a recommendation from the Design Review Committee has been received by the City Council, NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF IOWA CITY, IOWA, that ` the Preliminary Design Plans submitted by Dr. Harry A. Johnson, Jr. doing I business as Mid-City Hotel Associates - Iowa City are hereby approved subject to the conditions and reservations set forth in Attachment A to this Resolu- tions which attachment is by this reference hereby incorporated. It was moved by Perret and seconded by Dickson the Resolution be adopted, and upon roll call there were: i AYES: NAYS: ABSENT: X Balmer j X Dickson X Erdahl X Lynch X McDonald b X Neuhauser X Ferret Passed and approved this 12th day of December 1983. , �/1 I , 1 IYAHlL2�GA� MAYOR � QQ ATTEST: /AA� �2 &d . CITY CLERK Received & Approved By The Legal Deparimonf 3 3�� ti _ ..I11CROFILNED-BY........_..b _ JORM MICR+LAB CEDAR RAPIDS - DEC MOINES ((( 1 � ATTACHMENT A TO RESOLUTION No. 83- 394 The approval of the Preliminary Design Plans for the redevelopment of Urban Renewal parcel 69-1b subnitted by Dr. Harry A. Johnson, Jr. doing business as Mid -City Hotel Associates - lowa City is hereby made subject to the following conditions or reservations: 1. The City reserves the right to review and approve signage. 2. The City reserves the right to review and approve landscaping plans. 3. The City reserves the right to review and approve design plans for the exterior walkway between the College Block Building (Urban Renewal Parcel 82-1a) and the interior walkway. MIC ROF.I LMER_DY-.._ 1 JORM MICR+LAE ffjJ CEDAR R410S DE$ MOINES B City of Iowa Cit' MEMORANDUM Date: December 12, 1983 To: Neal Berlin, City Manager City Council From:j�,,rAndrea Hauer Re: Urban Renewal Development Chronology for Block 64 Date Event October 1969 Adoption of Urban Renewal Plan which included development of a downtown hotel with extensive conference facilities. November 1974 old Capitol Associates' single developer bid. May 1976 Court decision nullifying Old Capitol Associates' single developer bid. July 1977 Marketing of site for hotel. October 1977 Designation of Dey Building Corporation as preferred developer for hotel and Block 64. July 1979 Recision of Dey Building Corporation as preferred developer. January 1980 Marketing of site for a joint hotel -department store development. May 1980 Designation of College Plaza Development Corporation and High Country Corporation as preferred developer. July 1980 Recision of College Plaza Development Corporation and High Country Corporation as preferred developer. July 1980 Designation of Plaza Towers Associates as preferred developer. January 1982 Recision of Plaza Towers Associates as preferred developer. March 1982 City Council decision to reconfigure urban renewal property. Parcel 64-1a, the department store site, is composed of the eastern portion of Block 64. Parcel 64-1b, the hotel site, is composed of the western portion of Block 64, the Dubuque Sreet right-of-way, and Urban Renewal Parcel 82-1b. April 1982 Marketing of department store site (Parcel 64-1a). _.. .141CRO[ILNED OY...__....._' ... JORM MICR +LAB � CEDAR RAPIDS • DE: MOINES Rpm" ■ 2 May 1982 Designation of Armstrong's, Inc. as preferred department store site developer. September 1982 Marketing of hotel site (parcel 64-1b). November 1982 Receipt of hotel bid proposals. January 1983 Designation of Dr. Harry A. Johnson, Jr. as preferred developer for hotel site. February 1983 Recision of Armstrong's, Inc. as preferred developer for Department Store site. Chronology of Parcel 64-1b Work, Johnson Bid Hotel Steering Committee Discussion January 5, 1983 Recommendation of Johnson as hotel developer. March 22, 1983 Discussion of UDAG application with City Council and discussion of pedestrian passageways' configuration. March 30, 1983 Approval of general design concepts (including interior and exterior walkways). Reyaested hotel elevations from developer. Requested information on exterior facade materials from developer. June 16, 1983 Second request to developer for information on exterior facade materials. Second request to developer for elevations. Recommendation to approve changing meetings roans from second floor level to basement level. July 7, 1983 Discussion of exterior facade materials. September 14, 1983 Preliminary approval of portland cement stucco as exterior material. Request for additional information on facade appear— ance and other design elements. December 2, 1983 Consider design alterations to pedestrian walkways. Redesign of various exterior design elements for walkway. Work with College Block Building owners regarding treatment of College Block east exterior wall. Request information on texture and color of exterior facade materials. December 7, 1983 Forward Hotel Steering Committee recommendation accepting hotel design, subject to five restrictions (see December 12, 1983, agenda for those items). Forward Design Review Committee recommendations accepting design (see December 12, 1983, agenda). .. .. __111CROFILIIED. BY __._._...�. JORM MICR+LAIR j({ -CEDAR RAPIDS • DES MOINES L. 1 1 t-.. •;.. ._....... MIL ROFI LMED.BY_.. __...._ . �. 1 JORM MICR+LA6 \f CEDAR APP.iOS • DEi MOINES I j eve, Td r 3 Other Work 1 i January -April 1983 Preparation of Preliminary Urban Development Action Grant application. January -Present Hotel design work. April 1983 Council approval of preliminary grant application. May -June 1983 Consultation and negotiation with HELD on changes to grant application. July 1983 Informal notification of UDAG award, September 1983 Receipt of UDAG contract agreement. Sept. -December 1983 Preparation of amendments and changes to contract agreement. UDAG � I December 1983 Council approval of UDAG contract agreement. Nov. -December 1983 Work on hotel -related agreements (i.e. easements, parking, City -developer loan contract, ! etc.). mortgage note, bjl/7 i i I I i I i I t-.. •;.. ._....... MIL ROFI LMED.BY_.. __...._ . �. 1 JORM MICR+LA6 \f CEDAR APP.iOS • DEi MOINES I CONTRACT THIS CONTRACT, by and between the City of Iowa C tion (hereinafter,�Imferred to as "City" or "Rec d/b/a Mid -City Hotel )kssociates-Iowa City, a s referred to as "Develop"). i WHEREAS,in furtherance of the Urban Iowa (1983)), the City has unde takes tation or reconstruction of slum nd in carrying out an urban renewal parcel of land known as Urban Rent' approximately 220 feet east and west in Blocks 64 and 82, Original TLn , "Project Area" or "Site"); and / Iowa, a municipal corpora- ent") and Dr. Harry Johnson, proprietorship, (hereinafter riewal Act (Chapter 403 of the Code of program for the clearance and rehabili- ghted areas of the city, and is engaged ;t in Iowa City on a 37,560 square foot Parcel 64-1b, and an easement area of 20 feet north and south, both located 4 City, Iowa (hereinafter called the WIIRREhS, Developer has beenlost. ected by the project, consisting of acquiion of the PI 178 -room thereon at a total of not less to carry out an urban renewal Area, and construction of a $12,139,000, said hotel to be �.............__...MICROEILMED.BY....___ JORM MICR+LA9 f i CEDAR RAP10S DE: MINES t I B 1 P•�v Draft 12/6/83 Page 2 operated initially by CIDOD Management Co., Inc. of Cleveland, Ohio, under a franchise from Holiday Inns, Inc, of Memphis, Tennessee (all of said activities shall hereinafter be referred to as the "Project"); and WHEREAS, the Project is to financed by use of not less than $2,310,000 of Developer's equity, and $7,699 000 of commercial develo pment revenue bonds to be issued by the City, $2,081, 00 in Urban Development Action Grant (UDAG) Funds to be obtained by the City rom the U ited States Department of Housing and Urban Development (HUD) and oaned y City to Developer (hereinafter referred to as the "UDAG Loan"), and 55, 00 of City funds, and WHEREAS, under the terms /ee itio s of that certain MAG Grant Agreement between the City and HUDwa exe•uted on behalf of the Secretary of Housing and Urban Developinafter referred to as the "Secretary") on September 9, 1983, and whitached her to as Exhibit I, and which is in- corporated herein by referparties h eto are required to enter into a contract containing certasions, all set forth in said UDAG Grant Agreement. MOP7, THEREFORE, in considethe premises, and of the mutual convenants and agreements contained hee parties hereto agree as follows: _1111111 L11D II_ JORM MICR+LAB CEDAR RAPIDS - DES MOINES �I M -w; Draft 12/6/83 Page 3 f:T t�3Z �1`�IWCR SECTION 1. Developer's Covenants and Agreement Developer covenanted agrees that he will, within the time set forth herein for each specific act:\\ A. Acquire the Site, 'and complet construction of a 178 -room hotel thereon, at a cost hof not ss than $12,139,000, no later than September 1, 1985, if B. Invest at least $2,310.0 cash equity in the development of .the � Project. I C. Prior to receipt of any funds f om the UDAG Loan, enter into a Commit- ment Agreement to Is ue a Licn a Agreement -New Development with ' Holiday Inns of the h tel. D. Prior to receipt o any funds from the AG Loan, enter into a manage- ment agreement wi CIDCO to manage the o ations of the hotel. i E. Prior to receip of any funds from the UDAG n, enter into a Parking Agreement with he City for such parking in municipal parking ramps, as may be require by the hotel on a daily basis. \ < _.-._.,MICROFILMED BY .� t JORM MICR+LA9 CEDAR A�P!DS • DEC .MOINES I i I' i i -w; Draft 12/6/83 Page 3 f:T t�3Z �1`�IWCR SECTION 1. Developer's Covenants and Agreement Developer covenanted agrees that he will, within the time set forth herein for each specific act:\\ A. Acquire the Site, 'and complet construction of a 178 -room hotel thereon, at a cost hof not ss than $12,139,000, no later than September 1, 1985, if B. Invest at least $2,310.0 cash equity in the development of .the � Project. I C. Prior to receipt of any funds f om the UDAG Loan, enter into a Commit- ment Agreement to Is ue a Licn a Agreement -New Development with ' Holiday Inns of the h tel. D. Prior to receipt o any funds from the AG Loan, enter into a manage- ment agreement wi CIDCO to manage the o ations of the hotel. i E. Prior to receip of any funds from the UDAG n, enter into a Parking Agreement with he City for such parking in municipal parking ramps, as may be require by the hotel on a daily basis. \ < _.-._.,MICROFILMED BY .� t JORM MICR+LA9 CEDAR A�P!DS • DEC .MOINES I Draft 12/6/83 Page 4 G. Prior to transmittal to the City, deposit all Program Income received by Developer prior to completion of the City's Recipient Activities, in an interest-bearing escrow account in a bank or other financial institution where accounts are insured by an agency of the U.S. Government. b H. Transmit to the Cit „ for payment of costs incurred for Recipient Activities, all Program\Income and interes /thereon which is received by Developer prior to co'et of Recip'ent Activities. I. Erect and maintain a Project sign co istent with any criteria which may be established by the Secretary. J. Comply with all provisions of t ee UDAG Grant Agreement which are V applicable to Developer. / The City covenants and agrees as A. It will loan up to $2,081 000 in UDAG Gra t funds to Developer and expend at least $55,000 of 'ts money to partia ly finance the construc- tion by Developer of a 78 -room hotel on th Site. The terms and conditions of the UDAG Lo n shall be as set forth in the Loan Agreement which is attached hereto as Exhibit II. [CEDAR MICROFILMED.BY..._ —RM MICR¢LAB RAPIDS • DES MOINES Draft 12/6/83 Page 5 B. It will convey the Project Site to Developer, Pe , pursuant to the terms of the Contract for Sale of Land for Private Redevelopment which is attached hereto as Exhibit II, and the Easement which is attached hereto as Exhibit III (hereinafter the "Land Sale Documents). C. It will execute a\parking agreement with Developer for such parking in municipal parking ramps, as may be required by the hotel on a daily basis. D. It will issue not less an $7,693,000 in commercial development revenue bonds for the purpos o partially financing construction of the 178—room hotel project. S. It will use approximately $15 000 its own money for Administrative costs related to the Project. B Developer represents and warrants that: A. (1) In selecting the certain represent that such grant Permanent new jo new permanent ill ity for the UDAG Grant, the Secretary considered Lions by the City and Developer to the Secretary is expected to create a specific number of Opportunities, including a specific number of opportunities for minorities, CETA—eligible MICROF I I -MED BY. 'L JORM MICFt+LAB CEDAR RAPIDS • OE- MOINES 1 I s i i Draft 12/6/83 Page 6 persons, and persons who, at the time of their employment, will be persons of low- or moderate -income within the meaning of Section 570.3 of 24 C.F.R. Part 570, as may be from time to time amended. (2) Developer knowledges those representations in the initial Application rtaining to the creation of certain numbers and kinds of jobs a d obligates himself to use his best effort to create, or cause o be created, the numbers and kinds of jobs within a period endi n July 1, 1987. Developer shall continu- ously use his best a orts to insure that at least 150 of the permanent jobs resul ing from the Project are provided to low -and moderate -income pe sons; that 25 of the permanent jobs are provided to CETA- ligible persons, and that 10 of the permanent jobs are provid to minorities. B. Assurances of Gove ental Approvals. \ He as obtained , or has reasonable assuranc that he will obtain, all Federal, State a d local governmental approval and reviews required by law to be obtai ed by Developer for the Project, except: 1. Design has' not been approved by the City asl required under the terms of I Land Sale Documents. 2. Preliminary Case Report has not been approved by State Historical Preservation Office. �• _MICROFILMED DY _ 1I JORM MICR+LAE3 y CEDAR RAPIDS • DE; MOINES ' _j Draft 12/6/83 Page 7 C. Assurances of Repayment of UDAG Loan and Completion of Project. Developer acknowledges that th City, in selecting Developer as pre- ferred developer for the Proje t, and the Secretary in selecting the City for the award of the UDAG rant, relied/ in material part upon the assured completion of the Proj ct, and Developer unconditionally and irrevocably guarantees completio of t e Project no later than Septen-r bar 1, 1985, and repayment to th C ty of the UDAG Loan on or before the maturity date thereof. D. Maintenance of Records. Developer shall keep and intain books, records and other documents relating directly to rete' t and disbursement of UDAG Loan funds. E. Right to Inspect. In addition to du authorized represent tives of the City, any duly authorized repre ntative of the Secretar or Comptroller General of the United Sta s shall, at all reasonabl times, have access to and the right to spect, copy, audit, and exam ne all such books, records, and other d uments of the Developer un it the completion of all close-out ocedures respecting the WAG G ant, and the final settle- ment and c nclusion of all issues arising o t of such grant. F. Access to Project. MICROTILME6 By. JORM MOCR+LAIB CEDAR RAPIDS - DE.' MOINES 4 i I i I j i i i Draft 12/6/83 Page 8 Duly authorized representatives of the City or the Secretary shall, at all reasonable times, have access to any portion of the Project in which Developer is involved until the completion of all close-out procedures respecting the UDAG Grant. G. No Assignment or Succession. / No transfer of grant funds by the City to the Developer shall be or be deemed an Aaf grant funds, and Developer shall neither succeed tobenefits or advantages of the City under the Grant Agreein rights, privileges, priorities, or interest in or undereement. H. Limitation it Ifor Project Activities. The City shall not be li ble td developer, or to any party except HUD, for completion of, or a failur to complete any activities which are part of the Project, xcept those pecified in Exhibit 8 of the Grant Agreement. In the event thDeveloper shall syndidaate the Project or the Project shall be transferred to a partnership (h\ ject to the prior written consent of City) then in any such event, each general partner of such partnership shall covenant and agree with City to not to sell, trans- fer, assign, pledge, hypothecate, or in any way dispose of his or her partnership interest in the partnership without the prior written .__.__..MICROFILMED. BY. _.. �..._..I�. .- �1 rl+. JORM MICR¢LA9 7 CEDAR RAPIDS • DES MOVIES r•. Draft 12/6/83 Page 9 consent of the City. In the event City shall consent to any such transaction during the first five years of the uDAG Loan, then such partner shall pay to City 808 of the excess proceeds which such partner shall receive or be entitled to receive arising from or out of any such transaction, and 258 of excess proceedsZthe ter the first five years of said Loan. "Excess Proceeds" shall In difference between the original equity investment by such pa tner in the partnership and the i total proceeds of the transaction fo the benefit of such partner. I• Assurances ardinl Confl' F ' acts -o -Interest L _ I Except for approved eligib administrative and personnel costs, no member, officer, or a lo y of the City, or its designees, or agents, no consultant, no membe of the governing body of the City, an no other i public official of th t j Y who exercises or has exercised any func- tions or responsibil ies ith respect to the Project during his or her i tenure, or who is in a po 'tion to participate in a decision-making process or gain insight or formation with regard to the Project, shall have any interest, dir t or indirect, in any contract or subcontract, r the proceeds th reof, for work to be performed in connection w th the Project, or in y activity, or benefit therefrom, which is p rt of the Project, at any time during or after such person's tenure. Thisn to the rovision shall be in addition requirements in Attachments 0 of CMB Circular A-102 and A-110. i _-_.....MICROF LMED..BY. .._.... .DORM MICR+L-AB .CEDAR R/I'IDS • DE= MOINES 0 Draft 12/6/83 Page 10 (However, upon written request of the City, 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 City or the person affe ted b applying Y the prohibition and that the granting of a waiver i in the public interest. No such request for a waiver shall be ma by City which would, in any way, Permit a viola on of State or cal law or any charter provision of the City. ) 4. City represents and warrants that A. B. It has on hand, general funds f $15,000 of its %C Project and the/C has Previous l expended, at least $55,000 of its site preparatio work at the Project Site, and cal funds for administrative costs related to the Loan. Any repayments or other repayments received unde\the terns of the UDAG Loan prior to completion of the UDAG funded Recipient Activities shall be deposited in an interest-bearing account in a financial institution insured by an agency of the U.S. Government. Upon completion of the '• MICROFILMED.BY_.._ JORM MICR+LAB -CEDAR RAPIDS - BE: MOINES �+1 + ' 1 ■ ........I4ICROFW4EDAY __,.....,..�..._ JORM MICR+LAB 1 CEDAR RAPIDS • DE.'. MOVIES I YI Draft 12/6/83 Page 11 UDAG 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 C of Federal Regulations. Any repayments received after completion of the UDAG funded Recipient Activities shall be deemed miscellane us 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. I SECTION 5. General Provisions i _ 1 A. Definitions. i Unless specifically prov ded otherwise or the context otherwise ; i requires, all terns used herei shall have the same meaning as the terms contained in the UD G Grant greement. B. Default. i A default shall cons st of any breach o any covenant, agreement, provision, or warrant made by either party i this Contract, or in any contract or agreemen made pursuant to the terms of this Contract. i i ........I4ICROFW4EDAY __,.....,..�..._ JORM MICR+LAB 1 CEDAR RAPIDS • DE.'. MOVIES I Draft 12/6/83 Page 12 C. Disclaimer of Relationships E. Nothing contained in the Grant Agreement, or in this Contract, no any act of the Secretary, the City, or any of the parties, shall be deemed or construed by any of the parties, or by any third persons, to create any relationship of third -party benefic;nary, principal and agent, limited or general partnership, or joint venture, or of any association or relationship involving the secretary or the City. 14 This Contract as t may obligations of the ties in accordance with the a in the QDAG Grant Agr Federal law shall apply eff t the rights, remedies, duties and h eto, shall be governed by and construed ws f the State of Iowa. However, as provided ent, and to the extent provided therein, the provisions of the Grant Agreement. This Contract, or ny part her of, may be amended from time to time hereafter only in iting execut by the Developer and the City, but any such amendmen which constitutes a material change shall be subject to approval by t e Secretary. "'Materi 1" shall be defined as anything which cancels o reduces any developmen 1, construction, job creating or financial o ligation of developer by mo e than ten (108) percent, changes the si a or character of any developmeactivity, or increases any time for performance by a party by more than. (30) days. _.,.,_...141CROFILMED BY _.....__� JORM MICR¢LAB E $ CEDAR RAPIDS - 014 MOINES f Draft 12/6/83 Page 13 F. G. H Entire Agreement. This Contract, and the agreements to be entered into pursuant to the terms hereof constitutes the entire agreement between the parties, and supercedes all prior oral and written agreements between the parties here to with respect to the Project. Execution in Counterparts. This Contract may executed in/annumber of counterparts. All such counterparts shall be deemedbe originals and together shall constitute but one in a same ment. Waivers. Either party her/wa*ver o the extent permitted by law, and the UDAG Grant Agreement, y requir ent or provision of this Contract. No act by or onof either party rty shall be, or be deemed or construed to be, of any such requirement or provision, unless the same be in wrigned by or on \ half of the party making the waiver, and expreted to constitute such waiver. No waiver shall be deemed oued to be a waiver of any other provision or requirement of thact. .�., -. ..,. MICRDFI LMED BY ....... ......' JORM MICR+LAB R CEDAR R6 IDS • DES MDINES I 0 Draft 12/6/83 Page 14 I. Effective Date. This Contract shall be effective on the date on which it has been executed by both parties hereto. IN WPPNESS WHEREOF the parties hereto have caused this Contract to be executed individually by developer and on behalf of the City by its Mayor and City Clerk. � I Dr. Harry Johnson d/b/a Mid -City Hotel Associates -Iowa Dr. Harry Johnson, Sole Proprietor Date t.. ....._:.._,__MICROF.ILMED.a1L__,__.... ._ JORM MICR#L.AB CEDAR RASP?DS DEG MOIRES I j i i Ii I i i i ;o Draft 12/6/83 Page 15 CITY OF IOWA CITY 8Y: Mayor �1 JORM MICR#LAB ! •CEDAR RAPIDS • DES MOINES # 1 ' ■ JORM 41