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2009-11-02 Resolution
as i Prepared by: Dave Panos, Civil Engineer, 410 E. Washington St., Iowa City, IA 52240 (319) 356-5415 RESOLUTION NO. 09-336 RESOLUTION SETTING A PUBLIC HEARING ON NOVEMBER 17, 2009 ON PLANS, SPECIFICATIONS, AND ESTIMATE OF COST FOR THE CONSTRUCTION OF THE NORTH DODGE STREET PEDESTRIAN BRIDGE OVER 180 PROJECT [ESIM-080-6f;285)243--OS-52], DIRECTING CITY CLERK TO PUBLISH NOTICE OF SAID HEARING, AND DIRECTING THE CITY ENGINEER TO PLACE SAID PLANS ON FILE FOR PUBLIC INSPECTION. BE IT RESOLVED BY THE COUNCIL OF THE CITY OF IOWA CITY, IOWA: That a public hearing on the plans, specifications, and estimate of cost for the construction of the above-mentioned project is to be held on the 17th day of November, 2009, at 7:00 p.m. in Emma J. Harvat Hall, City Hall, Iowa City, Iowa, or if said meeting is cancelled, at the next meeting of the City Council thereafter as posted by the City Clerk. 2. That the City Clerk is hereby authorized and directed to publish notice of the public hearing for the above-named project in a newspaper published at least once weekly and having a general circulation in the City, not less than four (4) nor more than twenty (20) days before said hearing. 3. That the copy of the plans, specifications, and estimate of cost for the construction of the above-named project is hereby ordered placed on file by the City Engineer in the office of the City Clerk for public inspection. Passed and approved this 2na ATTEST: ~ 7~ City Jerk Approved by: City Attorney's Office I~(~ ~,~~ Resolution No. 09-336 Page 2 It was moved by ct,amn; ~n and seconded by ()' Tlnnnal l the Resolution be adopted, and upon roll call there were: AYES: NAYS: ABSENT: X Bailey x Champion x Correia x Hayek x O'Donnell x Wilburn x Wright ~- Prepared by: Ronald Knoche, City Engineer, 410 E. Washington St., Iowa City, IA 52240 (319) 356-5138 RESOLUTION NO. 09-337 RESOLUTION ACCEPTING THE WORK FOR THE 2009 WATER MAIN DIRECTIONAL BORING PROJECT WHEREAS, the Engineering Division has recommended that the work for construction of the 2009 Water Main Directional Boring Project, as included in a contract between the City of Iowa City and Terrell Construction, Inc, of Swisher, Iowa, dated May 8, 2009, be accepted; and WHEREAS, the Engineer's Report and the performance and payment bond have been filed in the City Clerk's office; and WHEREAS, the final contract price is $71,360.00. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA, THAT said improvements are hereby accepted by the City of Iowa City, Iowa. Passed and approved this 2nd day of ATTEST: ~~ CIT LERK It was moved by Champion and seconded by n'n~nnel i _ the Resolution be adopted, and upon roll call there were: AYES: x X -~ x x x x NAYS: ABSENT: Bailey Champion Correia Hayek O'Donnell Wilburn Wright Pweng/res/09W MDirboring.doc 10/09 ., 1CZti:c~l7rGf" ~~~i7~ec~.. ity Attorney's Office w~x~`~7 ~7-u2-09 ~•~i--'r,®~ CITY OF IOWA CIT 4e~ ~ ~~~~~~~ rir®ia~ ~ Date: October 27, 2009 To: Dale Helling '~ From: Kim Sandberg' Re: Agenda Items The following are costs associated with the Capital Improvement Project being presented for acceptance at the November 2"d Council meeting: 1) 2009 Water Main Directional Boring Contractor: Terrell Construction • Project Estimated Cost: $ 135,000.00 • Project Bid Received: $ 110,750.00 • Project Actual Cost: $ 71,360.00 4e(2) Prepared by: Susan Dulek, Asst. City Atty., 410 E. Washington St., Iowa City, IA 319-356-5030 RESOLUTION NO. 09-338 RESOLUTION AUTHORIZING THE MAYOR TO EXECUTE AND THE CITY CLERK TO ATTEST TO A SUBORDINATION AGREEMENT FOR 962 LONGFELLOW COURT. WHEREAS, on October 20, 2007, Elizabeth C. Randall, the current owner of 962 Longfellow Court, executed a mortgage to secure a loan with the City of Iowa City as part of the Affordable Dream Home Program; and WHEREAS, the City's mortgage was inferior to the owner's primary loan to purchase the property; and WHEREAS, the owner recently obtained a loan from Bank of America NA to refinance the primary loan in order to obtain a lower interest rate; and WHEREAS, said financial institution requests that the City's mortgage be subordinated to its loan; and WHEREAS, there is sufficient equity in the property to secure the City's loan as a second lien, which is its original position. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA, THAT: The Mayor is authorized to execute and the City Clerk to attest the attached subordination agreement between the City of Iowa City and Bank of America NA . Passed and approved this 2nd day of November , 2009. c- AT~ST: / /lG~~~J 7t • ~~~ CITY CLERK Approved by City Attorney's Office Resolution No. 09-338 Page 2 It was moved by champion and seconded by n~n~nnPi~ the Resolution be adopted, and upon roll call there were: AYES: NAYS: ABSENT: x X -~ x x X ~- Bailey Champion Correia Hayek O'Donnell Wilburn Wright wpdata/glossary/resolution-ic. doc Prepared By Joey Zinsser National Real Estate 100 Beecham Drive Pittsburgh, PA 15205 SUBORDINATION AGREEMENT This agreement made this d "-° day of ~ b , 2009 Between CITY OF IOWA CITY (referred to as subordinating creditor), and BANK OF AMERICA NA hereinafter referred to as favored creditor), witnesseth: That in consideration of subordinating creditor entering into this subordination agreement, favored creditor agrees to lend not to exceed $ 110,850.00 accordance with that certain agreement dated on or about OCTOBER 20, 2009, between favored creditor and ELIZABETH C. RANDALL AT 962 LONGFELLOW COURT IOWA CITY IA 52240 (debtor). In consideration of favored creditor making aforesaid loan to debtor, subordinating creditor agrees that the lien (hereafter "lien") executed in its favor by original debtor, and recorded on AUGUST 28, 2007 held by CITY OF IOWA CITY ,VOLUME 4210 PAGE 580 with original amount of $ 37,100.00 recorded in JOHNSON COUNTY PUBLIC RECORDS, THE STATE OF IOWA be subject, inferior, junior, secondary and subordinate to a mortgage which is executed by debtor in favor of favored creditor as security for the aforesaid loan, and that said mortgage and debt in favor of favored creditor shall have priority over said mortgage and debt in favor of subordinating creditor, with respect to the property legally described in the mortgage executed in favor of subordinating creditor described above. See Exhibit A attached hereto. Provided, however, that this agreement to subordinate shall not extend to any advances made by favored creditor after the date of the loan described above (except that this subordination agreement shall extend to any future advances made for taxes and insurance to protect favored creditor's interest), and provided however, that this Agreement is based upon favored creditor's representation that subordinating creditor will not be reduced to less than a second mortgage position by virtue of executing this Agreement. Subordinating Creditor CITY OF IOWA CITY By ~ ~ Ma Attest: ~• City Clerk CITY'S ACKNOWLEDGEMENT STATE OF IOWA SS: JOHNSON COUNTY On this ~~ day of 11~o.,e,.,lx~ , 2009, before me, the undersigned, a Notary Public in and for the State of Iowa, personally appeared Regenia D. Bailey and Marian K. Karr, to me personally known, and, who, being by me duly sworn, did say that they are the Mayor and City Clerk, respectively, of the City of Iowa City, Iowa; that the seal affixed to the foregoing instrument is the corporate seal of the corporation, and that the instrument was signed and sealed on behalf of the corporation, by authority of its City Council, as contained in Resolution No. 9-- 3 3 g adopted by the City Council on the a ~ day of Na ~ e r-, b< Y 2009, and that Regenia D. Bailey and Marian K. Karr acknowledged the execution of the instrument to be their voluntary act and deed and the voluntary act and deed of the corporation, by it voluntarily executed. Srma,~ ~~ o~,wai~ S~~'DRAE FORT _ ~ Commission Number 159791 Notary Public in and for the State of Iowa My Commission Expires row 7 ao ~, EXHIBIT A LEGAL DESCRIPTION THE FOLLOWING DESCRIBED REAL ESTATE IN JOHNSON COUNTY, IOWA: UNIT 962 LONGFELLOW COURT OF LOT 11, LONGFELLOW MANOR CONDOMINIUMS, IOWA CITY, IOWA, ACCORDING TO THE DECLARATION THEREOF RECORDED IN BOOK 4195, PAGE 417, RECORDS OF THE RECORDER OF JOHNSON COUNTY, IOWA. TAX MAP OR PARCEL ID NO.: 1014290002 ADDRESS: 962 LONGFELLOW COURT; IOWA CITY, IA 52240 Prepared by: Sara Greenwood Hektoen ,Asst. City Attorney, 410 E. Washington Street, Iowa City, IA 52240; 319- 356-5030 RESOLUTION NO. 09-339 RESOLUTION AUTHORIZING CONVEYANCE OF THE VACATED PORTIONS OF COURT STREET WEST OF MADISON STREET, AND FRONT STREET SOUTH OF BURLINGTON STREET TO THE UNIVERSITY OF IOWA AND RESCINDING RESOLUTION N0.07-279. WHEREAS, in 2007, City Council has passed and adopted an ordinance vacating Court Street west of Madison Street, and Front Street south of Burlington Street to promote the construction of a recreational facility for the University of Iowa, which owns all property surrounding these streets; and WHEREAS, at that time Council also passed Resolution No. 07-279, which authorized the conveyance of this vacated land to the University of Iowa, contingent upon the City retaining a blanket utility easement over the vacated land; and WHEREAS, the University has requested that this contingency be modified; and WHEREAS, in lieu of the retention of a blanket utility easement as consideration for the conveyance, the University will convey to the City a utility easement for the existing City utilities in the vacated Front Street right-of-way and will convey to MidAmerican Energy a utility easement for the existing gas and electric utilities in the vacated Front Street and Court Street rights-of-way; and WHEREAS, following public hearing on the proposed conveyance, the City Council finds that the conveyance of the subject property is in the public interest. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA, THAT: 1. Resolution 07-279 is hereby rescinded. 2. The City Council does hereby authorize the Mayor and City Clerk to execute all documents necessary to convey interest in the portion of Court Street west of Madison Street, and the portion of Front Street south of Burlington Street to the University of Iowa via Quit Claim Deed in consideration for the University's conveyance of a blanket utility easement along these streets. 3. The City Attorney is hereby authorized to perform any actions necessary to consummate the conveyance as required by law. Passed and approved this 2na day of November , 2009. ATTEST:_ 7C~ . ~~ CITY~LERK Appro ed by /; City Attorney's Office ;u~Z, /~~`r Resolution No. 09-339 Page 3 It was moved by Wright and seconded by Cham~i nn the Resolution be adopted, and upon roll call there were: AYES: NAYS: ABSENT: -~ x x X X x x Bailey Champion Correia Hayek O'Donnell Wilburn Wright wpdata/glossary/resolution-ic.doc COPY Prepared by: Sara Greenwood Hektoen ,Asst. City Attorney, 410 E. Washington Street, Iowa City, IA 52240; 319- 356-5030 RESOLUTION NO. RESOLUTION AUTH RIZING CONVEYANCE OF THE VACATED PORTIONS OF COURT STREET WES OF MADISON STREET, AND FRONT STREET SOUTH OF BURLINGTON STR T TO THE UNIVERSITY OF IOWA AND RESCINDING RESOLUTION NO. 07-279. ~, WHEREAS, in 2007, City Cou cil has passed and adopted an dinance vacating Court Street west of Madison Stre ,and Front Street south of urlington Street to promote the construction of a recreati al facility for the Universit of Iowa, which owns all property surrounding these streets; an WHEREAS, at that time Council also pas ed Resolution N . 07-279, which authorized the conveyance of this vacated land to the iversity of to ,contingent upon the City retaining a blanket utility easement over the vac ted land; a WHEREAS, the University has requested that this co~ngency be modified; and WHEREAS, in lieu of the retention of a blanket the conveyance, the University will convey to the C City utilities in the vacated Front Street right-of- Energy autility easement for the existing gas d Street and Court Street rights-of-way; and WHEREAS, following public hearing finds that the conveyance of the subject I NOW, THEREFORE, BE IT RES IOWA CITY, IOWA, THAT: 1. Resolution 07-279 is hereby easement as consideration for utility easement for the existing ~d will convey to MdAmeri~an I~t'c utilities in the vateated Font \ ~~ ,, ._..:; _.,, _~, fhe proposed co veyance, the City, Cotmcil ', -, arty is in the publi interest. _._ , BY THE CITY CO CIL OF THj~~CITY`,~,OF ~ W 2. The City Council does reby authorize the Mayor and City erk to execute all documents necessary o convey interest in the portion of Co Street west of Madison Street, and he portion of Front Street south of Burling n Street to the University of Iowa via Quit Claim Deed in consideration for a University's conveyance of a anket utility easement along these streets. , 3. The City Attgt`ney is hereby authorized to perform any actions rl~cessary to consummate the conveyance as required by law. ~- ,~ Passed and approved this day of , 2009. MAYOR ATTEST: ~~ . _a _, .~~ ~,ra <;.~ ~-.- 52-483 CITY BUDGET AMENDMENT AND CERTIFICATION RESOLUTION To the Auditor of JOHNSON County, Iowa: The City Council of Iowa City in said County/Counties met on November 2, 2009 ,at the place and hour set in the notice, a copy of which accompanies this certificate and is certified as to publication. Upon taking up the proposed amendment, it was considered and taxpayers were heard for and against the amendment. The Council, after hearing all taxpayers wishing to be heard and considering the statements made by them, gave final consideration to the proposed amendment(s) to the budget and modifications proposed at the hearing, if any. thereupon, the following resolution was introduced. RESOLUTION No. 09-340 A RESOLUTION AMENDING THE CURRENT BUDGET FOR THE FISCAL YEAR ENDING JUNE : 2010 (AS AMENDED LAST ON .) Be it Resolved by the Council of the City of Iowa City Section 1. Following notice published October 23, 2009 and the public hearing held, November 2, 2009 the current budget (as previously amended) is amended as set out herein and in the detail by fund type and activity that supports this resolution which was considered at that hearing: Total Budget as certified or last amended Current Amendment Total Budget after Current Amendment Revenues 8 Other Financing Sources Taxes Levied on Property 1 45,393,198 0 45,393,198 Less: Uncollectled Property Taxes-Levy Year 2 0 0 0 Net Current Property Taxes 3 45,393,198 0 45,393,198 Delinquent Property Taxes 4 0 5,000 5,000 TIF Revenues 5 2,838,990 0 2,838,990 Other City Taxes 6 1,587,855 7,925,610 9,513,465 Licenses&Permits 7 1,325,023 25,000 1,350,023 Use of Money and Property 8 3,164,429 119,121 3,283,550 Intergovernmental 9 24,410,487 135,110,306 159,520,793 Charges for Services 10 39,592,426 17,622 39,610,048 Special Assessments 11 0 0 0 Miscellaneous 12 5,755,801 2,019,766 7,775,567 Other Financing Sources 13 61,547,386 50,700,479 112,247,865 Total Revenues and Other Sources 14 185,615,595 195,922,904 381,538,499 Expenditures 8 Other Financing Uses Public Safety 15 18,749,796 913,090 19,662,886 Public works 16 13,297,427 282,119 13,579,546 Health and Social Services 17 0 0 0 Culture and Recreation 18 11,722,570 132,328 11,854,898 Community and Economic Development 19 5,500,025 27,568,693 33,068,718 General Govemment 20 8,328,312 -8,777 8,319,535 Debt Service 21 13,146,244 36,300 13,182,544 Capital Projects 22 20,290,114 76,745,295 97,035,409 Total Govemment Activities Expenditures 23 91,034,488 105,669,048 196,703,536 Business Type /Enterprises 24 49,455,725 92,817,256 142,272,981 Total Gov Activities & Business Expenditures 25 140,490,213 198,486,304 338,976,517 Transfers Out 26 51,361,618 39,215,029 90,576,647 Total Expendituresn'ransfers Out 27 191,851,831 237,701,333 429,553,164 Excess Revenues & Other Sources Over (Under) Expenditures/Transfers Out Fiscal Vear 28 -6,236,236 -41,778,429 -48,014,665 Continuing Appropriation 29 0 N/A 0 Beginning Fund Balance July 1 30 152,412,538 0 152,412,538 Ending Fund Balance June 30 31 146,176,302 -41,778,429 104,397,873 Passed this Signature City Clerk/rtinenee~9fNeer 2nd (Day) day of o~rnne J c Signature Mayor ID Resolution No. 09-340 Page 2 It was moved by Wright and seconded by Correia the Resolution be adopted, and upon roll call there were: AYES: NAYS: ABSENT: X Bailey ~_ Champion X Correia ~_ Hayek g O'Donnell g Wilburn ~ Wright wpdata/glossary/resolution-ic.doc M~ November 2 ,2009 The City Council of the City of Iowa City, State of Iowa, met in r~ular session, in the Emma J. Harvat Hall, City Hall, 410 E. Washington, Iowa City, Iowa, at 7 : po o'clock P .M., on the above date. There were present Mayor Bailey , in the chair, and the following named Council Members: Bailey, Champion, Correia, Hayek, O'Donnell Wilburn. Wrir~ht Absent: None ******* -1- 11 Council Member Champion moved that the form of Tax Exemption Certificate be placed on file and approved. Council Member Hayek seconded the motion and the roll being called thereon, the vote was as follows: AYES: Bailey, Champion, Correia, Hayek, O'Donnell, Wilburn, Wright NAYS: Council Member 0' Donnell moved that the form of Continuing Disclosure Certificate be placed on file and approved. Council Member Champion seconded the motion and the roll being called thereon, the vote was as follows: AYES: Bailed, Champion, Correia, Hayek, O'Donnell, Wilburn, Wright NAYS: Council Member Wright introduced the following Resolution entitled "A RESOLUTION APPROVING AND AUTHORIZING A FORM OF LOAN AGREEMENT AND AUTHORIZING AND PROVIDING FOR THE ISSUANCE AND SECURING THE PAYMENT OF $9,110,000 PARKING SYSTEM REVENUE REFUNDING CAPITAL LOAN NOTES, SERIES 2009F, OF THE CITY OF IOWA CITY, STATE OF IOWA, UNDER THE PROVISIONS OF THE CITY CODE OF IOWA, AND PROVIDING FOR A METHOD OF PAYMENT OF THE NOTES ", and moved its adoption. Council Member Hayek seconded the motion to adopt. The roll was called and the vote was: -2- AYES: Wright, Bailey, Champion, Correia, Hayek, O'Donnell, Wilburn NAYS: Whereupon the Mayor declared the following Resolution duly adopted: Resolution No. 09-341 A RESOLUTION APPROVING AND AUTHORIZING A FORM OF LOAN AGREEMENT AND AUTHORIZING AND PROVIDING FOR THE ISSUANCE AND SECURING THE PAYMENT OF $9,110,000 PARKING SYSTEM REVENUE REFUNDING CAPITAL LOAN NOTES, SERIES 2009F, OF THE CITY OF IOWA CITY, STATE OF IOWA, UNDER THE PROVISIONS OF THE CITY CODE OF IOWA, AND PROVIDING FOR A METHOD OF PAYMENT OF THE NOTES WHEREAS, the City Council of the City of Iowa City, State of Iowa, sometimes hereinafter referred to as the "Issuer", has heretofore established charges, rates and rentals for services which are and will continue to be collected as system revenues of the Municipal Parking System, sometimes hereinafter referred to as the "System", and the revenues have not been pledged and are available for the payment of Parking System Revenue Refunding Capital Loan Notes, Series 2009F, subject to the following premises; and WHEREAS, Issuer proposes to issue its Parking System Revenue Refunding Capital Loan Notes, Series 2009F, to the extent of $9,110,000, for the purpose of defraying the costs of the project as set forth in Section 3 of this Resolution; and, it is deemed necessary and advisable and in the best interests of the City that a form of Loan Agreement be approved and authorized; and WHEREAS, the notice of intention of Issuer to take action for the issuance of not to exceed $10,000,000 Parking System Revenue Refunding Capital Loan Notes, Series 2009F, has heretofore been duly published and no objections to such proposed action have been filed; and the Issuer desires to proceed with the issuance of $9,110,000 Notes: NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IN THE COUNTY OF JOHNSON, STATE OF IOWA: Section 1. Definitions. The following terms shall have the following meanings in this Resolution unless the text expressly or by necessary implication requires otherwise: -3- • "Authorized Denominations" shall mean $5,000 or any integral multiple thereof. • "Beneficial Owner" shall mean the person in whose name such Note is recorded as the beneficial owner of a Note by a Participant on the records of such Participant or such person's subrogee. • "Call Date" shall mean November 23, 2009, on which date the Refunded Bonds shall be redeemed and paid. • "Cede & Co." shall mean Cede & Co., the nominee of DTC, and any successor nominee of DTC with respect to the Notes. • "Clerk" shall mean the City Clerk, or such other officer of the successor Governing Body as shall be charged with substantially the same duties and responsibilities. • "Continuing Disclosure Certificate" shall mean that certain Continuing Disclosure Certificate executed by the Issuer and dated the date of issuance and delivery of the Notes, as originally executed and as it may be amended from time to time in accordance with the terms thereof. • "Depository Notes" shall mean the Notes as issued in the form of one global certificate for each maturity, registered in the Registration Books maintained by the Registrar in the name of DTC or its nominee. • "DTC" shall mean The Depository Trust Company, New York, New York, a limited purpose trust company, or any successor book-entry securities depository appointed for the Notes. • "Fiscal Year" shall mean the twelve-month period beginning on July 1 of each year and ending on the last day of June of the following year, or any other consecutive twelve-month period adopted by the Governing Body or by law as the official accounting period of the System. Requirements of a Fiscal Year as expressed in this Resolution shall exclude any payment of principal or interest falling due on the first day of the Fiscal Year and include any payment of principal or interest falling due on the first day of the succeeding Fiscal Year. • "Governing Body" shall mean the City Council of the City, or its successor in function with respect to the operation and control of the System. -4- • "Independent Auditor" shall mean an independent firm of Certified Public Accountants or the Auditor of State. • "Issuer" and "City" shall mean the City of Iowa City, State of Iowa. • "Loan Agreement" shall mean a Loan Agreement between the Issuer and a lender or lenders in substantially the form attached to and approved by this Resolution. • "Net Revenues" shall mean gross earnings including rentals, lease payments, parking fees, overtime parking fees, and parking charges of any kind of the System after deduction of current expenses; "Current expenses" shall mean and include (1) for all off-street parking facilities the reasonable and necessary cost of operating, maintaining, repairing and insuring such facilities, salaries, wages, costs and materials and supplies; (2) for all on-street parking meters, and other metered parking, the repair and replacement of parking meters, salaries and wages of meter enforcement personnel, and meter repair and collection personnel; • "Notes" shall mean $9,110,000 Parking System Revenue Refunding Capital Loan Notes, Series 2009F, authorized to be issued by this Resolution. • "Original Purchaser" shall mean the purchaser of the Notes from Issuer at the time of their original issuance. • "Parity Obligations" shall mean parking system revenue notes, bonds or other obligations payable solely from the Net Revenues of the System on an equal basis with the Notes herein authorized to be issued, and shall include Additional Obligations as authorized to be issued under the terms of this Resolution. • "Participants" shall mean those broker-dealers, banks and other financial institutions for which DTC holds Notes as securities depository. • "Paying Agent" shall mean the City Controller, or such successor as may be approved by Issuer as provided herein and who shall carry out the duties prescribed herein as Issuer's agent to provide for the payment of principal of and interest on the Notes as the same shall become due. • "Permitted Investments" shall mean: ^ direct obligations of (including obligations issued or held in book entry form on the books of) the Department of the Treasury of the United States of America; -5- ^ obligations of any of the following federal agencies which obligations represent full faith and credit of the United States of America, including: - Export -Import Bank - Farm Credit System Financial Assistance Corporation - USDA Rural Development - General Services Administration - U.S. Maritime Administration - Small Business Administration - Government National Mortgage Association (GNMA) - U.S. Department of Housing & Urban Development (FHA's) - Federal Housing Administration ^ repurchase agreements whose underlying collateral consists of the investments set out above if the Issuer takes delivery of the collateral either directly or through an authorized custodian. Repurchase agreements do not include reverse repurchase agreements; ^ senior debt obligations rated "AAA" by Standard & Poor's Corporation (S&P) or "Aaa" by Moody's Investors Service Inc. (Moody's) issued by the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation; ^ U.S. dollar denominated deposit accounts, federal funds and banker's acceptances with domestic commercial banks which have a rating on their short-term certificates of deposit on the date of purchase of "A-1" or "A- 1+" by S&P or "P-1" by Moody's and maturing no more than 360 days after the date of purchase (ratings on holding companies are not considered as the rating of the bank); ^ commercial paper which is rated at the time of purchase in the single highest classification, "A-1+" by S&P or "P- I " by Moody's and which matures not more than 270 days after the date of purchase; ^ investments in a money market fund rated "AAAm" or "AAAm-G" or better by S&P, or "AAA" or "AA" by Moody's Investors Services, Inc.; ^ pre-refunded municipal obligations, defined as any bonds or other obligations of any state of the United States of America or of any agency, instrumentality or local governmental unit of any such state which are not callable at the option of the obligor prior to maturity or as to which irrevocable instructions have been given by the obligor to call on the date -6- specified in the notice; and (a) which are rated, based on an irrevocable escrow account or fund (the "escrow"), in the highest rating category of S&P or Moody's or any successors thereto; or (b)(i) which are fully secured as to principal and interest and redemption premium, if any, by an escrow consisting only of cash or direct obligations of the Department of the Treasury of the United States of America, which escrow may be applied only to the payment of such principal of and interest and redemption premium, if any, on such bonds or other obligations on the maturity date or dates thereof or the specified redemption date or dates pursuant to such irrevocable instructions, as appropriate; and (ii) which escrow is sufficient, as verified by a nationally recognized independent certified public accountant, to pay principal of and interest and redemption premium, if any, on the bonds or other obligations described in this paragraph on the maturity date or dates specified in the irrevocable instructions referred to above, as appropriate; ^ tax exempt bonds as defined and permitted by section 148 of the Internal Revenue Code and applicable regulations and only if rated within the two highest classifications as established by at least one of the standard rating services approved by the superintendent of banking by rule adopted pursuant to chapter 17A Code of Iowa; ^ an investment contract rated within the two highest classifications as established by at least one of the standard rating services approved by the superintendent of banking by rule adopted pursuant to chapter 17A Code of Iowa; and ^ Iowa Public Agency Investment Trust. • "Project Fund" shall mean the fund into which a portion of the proceeds shall be deposited. in order to pay the principal, interest and redemption premium, if any, on the Refunded Bonds. • "Refunded Bonds" shall mean $9,275,000 of the $11,350,000 Parking System Revenue Bonds, Series 1999 dated December 1, 1999. • "Registrar" shall mean the City Controller of Iowa City, Iowa, or such successor as may be approved by Issuer as provided herein and who shall carry out the duties prescribed herein with respect to maintaining a register of the owners of the Notes. Unless otherwise specified, the Registrar shall also act as Transfer Agent for the Notes. -7- • "Representation Letter" shall mean the Blanket Issuer Letter of Representations executed and delivered by the Issuer to DTC on file with DTC. • "Reserve Fund Requirement" shall mean an amount equal to the lesser of (a) the maximum annual amount of the principal and interest coming due on the Notes and Parity Obligations; (b) 10 % of the stated principal amount of the Notes and Parity Obligations or (c) 125% of the average annual principal and interest coming due on the Notes and Parity Obligations. For purposes of this definition: (1) "issue price" shall be substituted for "stated principal amount" for issues with original issue discount or original issue premium of more than a de minimus amount and (2) stated principal amount shall not include any portion of an issue refunded or advance refunded by a subsequent issue. • "Resolution" shall mean this resolution authorizing the issuance of the Notes. • "System" shall mean the parking revenue system of the City including "Off-street parking" as hereinafter described and "On-street parking" including parking meters located on and along the City's streets and all properties acquired or to be acquired from revenues of the System or made a part thereof by resolution of the Governing Body. For purposes of this Resolution and unless amended by the Governing Body, the System is presently made up and comprised of the following: Off-street parking consists of four (4) municipal parking ramps (2,486 spaces) and seven (7) parking lots (with a mix of permit and metered spaces totaling 425). On-street parking consists of 1,174 on-street parking meters. The System currently consists of 4085 parking spaces and an additiona146 spaces are expected to be added to the System before December 1, 2009 provided, however, that the City may from time to time by resolution lend or lease to the parking system for temporary use additional lands or lots which may be available for temporary use as parking. Such temporary land or lots may be withdrawn from the System by the Governing Body irrespective of the provisions of Section 19(f) of this Resolution which provisions limit and restrict the manner of disposition of property comprising the System; • "Tax Exemption Certificate" shall mean the Tax Exemption Certificate executed by the Treasurer and delivered at the time of issuance and delivery of the Notes. -8- • "Treasurer" shall mean the Finance Director or such other officer as shall succeed to the same duties and responsibilities with respect to the recording and payment of the Notes issued hereunder. • "Yield Restricted" shall mean required to be invested at a yield that is not materially higher than the yield on the Notes under section 148 (a) of the Internal Revenue Code or regulations issued thereunder. Section 2. Authority. The Loan Agreement and the Notes authorized by this Resolution shall be issued pursuant to Sections 384.24A and 384.83, of the City Code of Iowa, and in compliance with all applicable provisions of the Constitution and laws of the State of Iowa. The Loan Agreement shall be substantially in the form attached to this Resolution and is authorized to be executed and issued on behalf of the Issuer by the Mayor and attested by the City Clerk. Section 3. Authorization and Purpose. There are hereby authorized to be issued, negotiable, serial, fully registered Revenue Notes of the City of Iowa City, in the County of Johnson, State of Iowa, in the aggregate amount of $9,110,000, for the purpose of paying costs of the refunding of outstanding parking revenue indebtedness, described in this Resolution as the Refunded Bonds Section 4. Source of Payment. The Notes herein authorized and Parity Notes and Parity Obligations and the interest thereon shall be payable solely and only out of the net earnings of the System and shall be a first lien on the future Net Revenues of the System. The Notes shall not be general obligations of the Issuer nor shall they be payable in any manner by taxation and the Issuer shall be in no manner liable by reason of the failure of the net revenues to be sufficient for the payment of the Notes. Section 5. Note Details. Parking System Revenue Refunding Capital Loan Notes, Series 2009F, of the City in the amount of $9,110,000 shall be issued to evidence the obligations of the Issuer under the Loan Agreement pursuant to the provisions of Sections 384.24A and 384.83 of the City Code of Iowa for the aforesaid purpose. The Notes shall be designated "PARKING SYSTEM REVENUE REFUNDING CAPITAL LOAN NOTES, SERIES 2009F", be dated November 23, 2009, and bear interest from the date thereof, until payment thereof, at the office of the Paying Agent, such interest payable on July 1, 2010, and semiannually thereafter on the 1st day of January and July in each year until maturity at the rates hereinafter provided. The Notes shall be executed by the manual or facsimile signature of the Mayor and attested by the manual or facsimile signature of the City Clerk, and impressed or printed with the seal of the City and shall be fully registered as to both principal and interest as provided in this Resolution; principal, interest and premium, if any, shall be payable at the office of the Paying Agent by mailing of a check to the registered owner of -9- the Note. The Notes shall be in the denomination of $5,000 or multiples thereof. The Notes shall mature and bear interest as follows: Principal Amount Interest Rate Maturity July 1st $420,000 3.00% 2010 $500,000 3.00% 2011 $515,000 3.00% 2012 $530,000 3.00% 2013 $540,000 3.00% 2014 $560,000 4.00% 2015 $580,000 4.00% 2016 $605,000 4.00% 2017 $625,000 4.00% 2018 $650,000 4.00% 2019 $680,000 4.25% 2020 $705,000 4.25% 2021 $735,000 4.25% 2022 $770,000 5.00% 2023 $695,000 5.00% 2024 Section 6. Redemption. Notes maturing after July 1, 2017, may be called for redemption by the Issuer and paid before maturity on such date or any date thereafter, from any funds regardless of source, in whole or from time to time in part, in any order of maturity and within an annual maturity by lot. The terms of redemption shall be par, plus accrued interest to date of call. Thirty days' notice of redemption shall be given by ordinary mail to the registered owner of the Note. Failure to give such notice by mail to any registered owner of the Notes or any defect therein shall not affect the validity of any proceedings for the redemption of the Notes. All Notes or portions thereof called for redemption will cease to bear interest after the specified redemption date, provided funds for their redemption are on deposit at the place of payment. If selection by lot within a maturity is required, the Registrar shall designate the Notes to be redeemed by random selection of the names of the registered owners of the entire annual maturity until the total amount of Notes to be called has been reached. Section 7. Issuance of Notes in Book-Entry Form; Replacement Notes. (a) Notwithstanding the other provisions of this Resolution regarding registration, ownership, transfer, payment and exchange of the Notes, unless the Issuer -10- determines to permit the exchange of Depository Notes for Notes in the Authorized Denominations, the Notes shall be issued as Depository Notes in denominations of the entire principal amount of each maturity of Notes (or, if a portion of the principal amount is prepaid, the principal amount less the prepaid amount); and such Depository Notes shall be registered in the name of Cede & Co., as nominee of DTC. Payment of semi- annual interest for any Depository Note shall be made by wire transfer or New York Clearing House or equivalent next day funds to the account of Cede & Co. on the interest payment date for the Notes at the address indicated in or pursuant to the Representation Letter. (b) With respect to Depository Notes, neither the Issuer nor the Paying Agent shall have any responsibility or obligation to any Participant or to any Beneficial Owner. Without limiting the immediately preceding sentence, neither the Issuer nor the Paying Agent shall have any responsibility or obligation with respect to (i) the accuracy of the records of DTC or its nominee or of any Participant with respect to any ownership interest in the Notes, (ii) the delivery to any Participant, any Beneficial Owner or any other person, other than DTC or its nominee, of any notice with respect to the Notes, (iii) the payment to any Participant, any Beneficial Owner or any other person, other than DTC or its nominee, of any amount with respect to the principal of, premium, if any, or interest on the Notes, or (iv) the failure of DTC to provide any information or notification on behalf of any Participant or Beneficial Owner. The Issuer and the Paying Agent may treat DTC or its nominee as, and deem DTC or its nominee to be, the absolute owner of each Note for the purpose of payment of the principal of, premium, if any, and interest on such Note, for the purpose of all other matters with respect to such Note, for the purpose of registering transfers with respect to such Notes, and for all other purposes whatsoever (except for the giving of certain Noteholder consents, in accordance with the practices and procedures of DTC as may be applicable thereto). The Paying Agent shall pay all principal of, premium, if any, and interest on the Notes only to or upon the order of the noteholders as shown on the Registration Books, and all such payments shall be valid and effective to fully satisfy and discharge the Issuer's obligations with respect to the principal of, premium, if any, and interest on the Notes to the extent so paid. Notwithstanding the provisions of this Resolution to the contrary (including without limitation those provisions relating to the surrender of Notes, registration thereof, and issuance in Authorized Denominations), as long as the Notes are Depository Notes, full effect shall be given to the Representation Letter and the procedures and practices of DTC thereunder, and the Paying Agent shall comply therewith. (c) Upon (i) a determination by the Issuer that DTC is no longer able to carry out its functions or is otherwise determined unsatisfactory, or (ii) a determination by DTC that the Notes are no longer eligible for its depository services or (iii) a determination by the Paying Agent that DTC has resigned or discontinued its services for the Notes, if such -11- substitution is authorized by law, the Issuer shall (A) designate a satisfactory substitute depository as set forth below or, if a satisfactory substitute is not found, (B) provide for the exchange of Depository Notes for replacement Notes in Authorized Denominations. (d) To the extent authorized by law, if the Issuer determines to provide for the exchange of Depository Notes for Notes in Authorized Denominations, the Issuer shall so notify the Paying Agent and shall provide the Registrar with a supply of executed unauthenticated Notes to be so exchanged. The Registrar shall thereupon notify the owners of the Notes and provide for such exchange, and to the extent that the Beneficial Owners are designated as the transferee by the owners, the Notes will be delivered in appropriate form, content and Authorized Denominations to the Beneficial Owners, as their interests appear. (e) Any substitute depository shall be designated in writing by the Issuer to the Paying Agent. Any such substitute depository shall be a qualified and registered "clearing agency" as provided in Section 17A of the Securities Exchange Act of 1934, as amended. The substitute depository shall provide for (i) immobilization of the Depository Notes, (ii) registration and transfer of interests in Depository Notes by book entries made on records of the depository or its nominee and (iii) payment of principal of, premium, if any, and interest on the Notes in accordance with and as such interests may appear with respect to such book entries. Section 8. Registration of Notes• Appointment of Re~istrar• Transfer; Ownership; Delivery; and Cancellation. (a) Registration. The ownership of Notes may be transferred only by the making of an entry upon the books kept for the registration and transfer of ownership of the Notes, and in no other way. The City Controller is hereby appointed as Note Registrar under the terms of this Resolution. Registrar shall maintain the books of the Issuer for the registration of ownership of the Notes for the payment of principal. of and interest on the Notes as provided in this Resolution. All Notes shall be negotiable as provided in Article 8 of the Uniform Commercial Code subject to the provisions for registration and transfer contained in the Notes and in this Resolution. (b) Transfer. The ownership of any Note may be transferred only upon the Registration Books kept for the registration and transfer of Notes and only upon surrender thereof at the office of the Registrar together with an assignment duly executed by the holder or his duly authorized attorney in fact in such form as shall be satisfactory to the Registrar, along with the address and social security number or federal employer identification number of such transferee (or, if registration is to be made in the name of multiple individuals, of all such transferees). In the event that the address of the registered owner of a Note (other than a registered - 12- owner which is the nominee of the broker or dealer in question) is that of a broker or dealer, there must be disclosed on the Registration Books the information pertaining to the registered owner required above. Upon the transfer of any such Note, a new fully registered Note, of any denomination or denominations permitted by this Resolution in aggregate principal amount equal to the unmatured and unredeemed principal amount of such transferred fully registered Note, and bearing interest at the same rate and maturing on the same date or dates shall be delivered by the Registrar. (c) Registration of Transferred Notes. In all cases of the transfer of the Notes, the Registrar shall register, at the earliest practicable time, on the Registration Books, the Notes, in accordance with the provisions of this Resolution. (d) Ownership. As to any Note, the person in whose name the ownership of the same shall be registered on the Registration Books of the Registrar shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of or on account of the principal of any such Notes and the premium, if any, and interest thereon shall be made only to or upon the order of the registered owner thereof or his legal representative. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Note, including the interest thereon, to the extent of the sum or sums so paid. (e) Cancellation. All Notes which have been redeemed shall not be reissued but shall be cancelled by the Registrar. All Notes which are cancelled by the Registrar shall be destroyed and a Certificate of the destruction thereof shall be furnished promptly to the Issuer; provided that if the Issuer shall so direct, the Registrar shall forward the cancelled Notes to the Issuer. (f) Non-Presentment of Notes. In the event any payment check representing payment of principal of or interest on the Notes is returned to the Paying Agent or if any note is not presented for payment of principal at the maturity or redemption date, if funds sufficient to pay such principal of or interest on Notes shall have been made available to the Paying Agent for the benefit of the owner thereof, all liability of the Issuer to the owner thereof for such interest or payment of such Notes shall forthwith cease, terminate and be completely discharged, and thereupon it shall be the duty of the Paying Agent to hold such funds, without liability for interest thereon, for the benefit of the owner of such Notes who shall thereafter be restricted exclusively to such funds for any claim of whatever nature on his part under this Resolution or on, or with respect to, such interest or Notes. The Paying Agent's obligation to hold such funds shall continue for a period equal to two years and six months following the date on which such interest or principal became due, whether at maturity, or at the date fixed for redemption thereof, or otherwise, at which time the Paying Agent, shall surrender any remaining funds so -13- held to the Issuer, whereupon any claim under this Resolution by the Owners of such interest or Notes of whatever nature shall be made upon the Issuer. (g) Registration and Transfer Fees. The Registrar may furnish to each owner, at the Issuer's expense, one note for each annual maturity. The Registrar shall furnish additional Notes in lesser denominations (but not less than the minimum denomination) to an owner who so requests. Section 9. Reissuance of Mutilated Destroyed Stolen or Lost Notes. In case any outstanding Note shall become mutilated or be destroyed, stolen or lost, the Issuer shall at the request of Registrar authenticate and deliver a new Note of like tenor and amount as the Note so mutilated, destroyed, stolen or lost, in~exchange and substitution for such mutilated Note to Registrar, upon surrender of such mutilated Note, or in lieu of and substitution for the Note destroyed, stolen or lost, upon filing with the Registrar evidence satisfactory to the Registrar and Issuer that such Note has been destroyed, stolen or lost and proof of ownership thereof, and upon furnishing the Registrar and Issuer with satisfactory indemnity and complying with such other reasonable regulations as the Issuer or its agent may prescribe and paying such expenses as the Issuer may incur in connection therewith. Section 10. Record Date. Payments of principal and interest, otherwise than upon full redemption, made in respect of any Notes, shall be made to the registered holder thereof or to their designated Agent as the same appear on the books of the Registrar on the 15th day preceding the payment date. All such payments shall fully discharge the obligations of the Issuer in respect of such Notes to the extent of the payments so made. Payment of principal shall only be made upon surrender of the Notes to the Paying Agent. Section 11. Execution Authentication and Delivery of the Notes. Upon the adoption of this Resolution, the Mayor and Clerk shall execute and deliver the Notes to the Registrar, who shall authenticate the Notes and deliver the same to or upon order of the Original Purchaser. No Note shall be valid or obligatory for any purpose or shall be entitled to any right or benefit hereunder unless the Registrar shall duly endorse and execute on such Note a Certificate of Authentication substantially in the form of the Certificate herein set forth. Such Certificate upon any Note executed on behalf of the Issuer shall be conclusive evidence that the Note so authenticated has been duly issued under this Resolution and that the holder thereof is entitled to the benefits of this Resolution. Section 12. Right to Name Substitute PaYin~A~ent or Re is~ trar. Issuer reserves the right to name a substitute, successor Registrar or Paying Agent upon giving prompt written notice to each registered Noteholder. -14- Section 13. Form of Note. Notes shall be printed in substantial compliance with standards proposed by the American Standards Institute substantially in the form as follows: (6) (6) (~) (g) (1) (Z) (3) (4) ~5) (9) (9a) (10) (Continued on the back of this Note) (11)(12)(13) (14) (15) FIGURE 1 (Front) -15- (IO) (16) (Continued) FIGURE 2 (Back) - 16- The text of the Notes to be located thereon at the item numbers shown shall be as follows: Item 1, figure 1= "STATE OF IOWA" "COUNTY OF JOHNSON" "CITY OF IOWA CITY" "PARKING SYSTEM REVENUE REFUNDING CAPITAL LOAN NOTE" "SERIES 2009F" Item 2, figure Item 3, figure Item 4, figure Item 5, figure Item 6, figure Item 7, figure Item 8, figure = Rate: = Maturity: = Note Date: November 23, 2009 = CUSIP No.: _ "Registered" = Note No. = Principal Amount: $ Item 9, figure 1= The City of Iowa City, State of Iowa, a municipal corporation organized and existing under and by virtue of the Constitution and laws of the State of Iowa (the "Issuer"), for value received, promises to pay from the source and as hereinafter provided, on the maturity date indicated above, to Item 9A, figure I = (Registration panel to be completed by Registrar or Printer with name of Registered Owner). Item 10, figure 1 = or registered assigns, the principal sum of THOUSAND DOLLARS in .lawful money of the United States of America, on the maturity date shown above, only upon presentation and surrender hereof at the office of the City Controller, Paying Agent of this issue, or its successor, with interest on such sum from the date hereof until paid at the rate per annum specified above, payable on July 1, 2010, and semiannually thereafter on the 1st day of January and July in each year. Interest and principal shall be paid to the registered holder of the Note as shown on the records of ownership maintained by the Registrar as of the 15th day preceding such interest payment date. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. This Note is issued pursuant to the provisions of Sections 384.24A and 384.83 of the City Code of Iowa, for the purpose of paying costs of the refunding of outstanding parking revenue indebtedness, including the Series 1999 Parking System Revenue Bonds, (Refunded Bonds) and in order to evidence the obligations of the Issuer under a certain Loan Agreement dated , 2009, in conformity to a Resolution of the -17- City Council of the City duly passed and approved. For a complete statement of the revenues and funds from which and the conditions under which this Note is payable, a statement of the conditions under which additional Notes or Bonds of equal standing may be issued, and the general covenants and provisions pursuant to which this Note is issued, reference is made to the above described Loan Agreement and Resolution. Unless this certificate is presented by an authorized representative of The Depository Trust Company, a limited purpose trust company ("DTC"), to the Issuer or its agent for registration of transfer, exchange or payment, and any certificate issued is registered in the name of Cede & Co. or such other name as requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other Issuer as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. Notes maturing after July 1, 2017, may be called for redemption by the Issuer and paid before maturity on such date or any date thereafter, from any funds regardless of source, in whole or from time to time in part, in any order of maturity and within an annual maturity by lot. The terms of redemption shall be par, plus accrued interest to date of call. Thirty days' notice of redemption shall be given by ordinary mail to the registered owner of the Note. Failure to give such notice by mail to any registered owner of the Notes or any defect therein shall not affect the validity of any proceedings for the redemption of the Notes. All Notes or portions thereof called for redemption will cease to bear interest after the specified redemption date, provided funds for their redemption are on deposit at the place of payment. If selection by lot within a maturity is required, the Registrar shall designate the Notes to be redeemed by random selection of the names of the registered owners of the entire annual maturity until the total amount of Notes to be called has been reached. Ownership of this Note may be transferred only by transfer upon the books kept for such purpose by the City Controller, the Registrar. Such transfer on the books shall occur only upon presentation and surrender of this Note at the office of the Registrar as designated below, together with an assignment duly executed by the owner hereof or his duly authorized attorney in the form as shall be satisfactory to the Registrar. Issuer reserves the right to substitute the Registrar and Paying Agent but shall, however, promptly give notice to registered Noteholders of such change. All Notes shall be negotiable as provided in Article 8 of the Uniform Commercial Code and subject to the provisions for registration and transfer contained in the Note Resolution. -18- This Note and the series of which it forms a part and any Additional Obligations which may be hereafter issued and outstanding from time to time on a parity with the Notes, as provided in the Note Resolution and Loan Agreement of which notice is hereby given and which are hereby made a part hereof, are payable from and secured by a pledge of the net revenues of the Municipal Parking System (the "System"), as defined and provided in the Resolution. There has heretofore been established and the City covenants and agrees that it will maintain just and equitable rates or charges for the use of and service rendered by the System in each year for the payment of the proper and reasonable expenses of operation and maintenance of the System and for the establishment of a sufficient sinking fund to meet the principal of and interest on this series of Notes, and other Obligations ranking on a parity therewith, as the same become due. This Note is not payable in any manner. by taxation and under no circumstances shall the City be in any manner liable by reason of the failure of the net earnings to be sufficient for the payment hereof. And it is hereby represented and certified that all acts, conditions and things requisite, according to the laws and Constitution of the State of Iowa, to exist, to be had, to be done, or to be performed precedent to the lawful issue of this Note, have been existent, had, done and performed as required by law. IN TESTIMONY WHEREOF, the City by its City Council has caused this Note to be signed by the facsimile signature of its Mayor and attested by the facsimile signature of its Clerk, with the seal of the City printed hereon, and authenticated by the manual signature of an authorized representative of the Registrar, the City Controller, Iowa City, Iowa. Item 11, figure 1 =Date of Authentication: Item 12, figure I =This is one of the Notes described in the within mentioned Resolution, as registered by the City Controller CITY CONTROLLER, Registrar By: Authorized Signature Item 13, figure I =Registrar and Transfer Agent: City Controller Paying Agent: City Controller SEE REVERSE FOR CERTAIN DEFINITIONS Item 14, figure 1 = (Seal) Item 15, figure 1 = (Signature Block) -19- CITY OF IOWA CITY, STATE OF IOWA By: (facsimile signature) Mayor ATTEST: By: (facsimile signature) City Clerk Item 17, figure 1 = (Assignment Block) (Information Required for Registration) ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto (Social Security or Tax Identification No. the within Note and does hereby irrevocably constitute and appoint attorney in fact to transfer the said Note on the books kept for registration of the within Note, with full power of substitution in the premises. Dated this day of , 2009. (Person(s) executing this Assignment sign(s) here) SIGNATURE GUARANTEED IMPORTANT -READ CAREFULLY The signature(s) to this Power must correspond with the name(s) as written upon the face of the Certificate(s) or Note(s) in every particular without alteration or enlargement or any change whatever. Signature guarantee must be provided in accordance with the prevailing standards and procedures of the Registrar and Transfer Agent. Such standards and procedures may require signature to be guaranteed by certain eligible guarantor institutions that participate in a recognized signature guarantee program. -20- INFORMATION REQUIRED FOR REGISTRATION OF TRANSFER Name of Transferee(s) Address of Transferee(s) Social Security or Tax Identification Number of Transferee(s) Transferee is a(n): Individual* Partnership Corporation Trust If the Note is to be registered in the names of multiple individual owners, the names of all such owners and one address and social security number must be provided. The following abbreviations, when used in the inscription on the face of this Note, shall be construed as though written out in full according to applicable laws or regulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with rights of survivorship and not as tenants in common IA UNIF TRANS MIN ACT - .......... Custodian .......... (Gust) (Minor) Under Iowa Uniform Transfers to Minors Act ................... (State) ADDITIONAL ABBREVIATIONS MAY ALSO BE USED THOUGH NOT IN THE ABOVE LIST Section 14. Equality of Lien. The timely payment of principal of and interest on the Notes and Parity Obligations shall be secured equally and ratably by the Net Revenues of the System without priority by reason of number or time of sale or delivery; and the revenues of the System are hereby irrevocably pledged to the timely payment of both principal and interest as the same become due. Section 15. Application of Note Proceeds -Project Fund -Redemption and Current Refunding of Refunded Bonds. Proceeds of the Notes shall be applied as follows: • An amount equal to accrued interest shall be deposited in the Sinking Fund for application to the first payment of interest on the Notes. • An amount sufficient to meet the Reserve Fund Requirement shall be deposited in the Reserve Fund. -21 - • $9,275,000 of proceeds shall be deposited in the Project Fund which is hereby created and shall be designated as a trust fund on the books and records of the City held by the Treasurer for the payment of the Refunded Bonds and irrevocably appropriated exclusively to the payment of principal of, interest on and premium, if any, due on the redemption thereof. Said amount shall be held separately from all other moneys or accounts, in cash or direct obligations of the United States, maturing on or before the Call Date of the Refunded Bonds, and is determined to be sufficient to retire on the designated Call Date all of such obligations, together with the interest thereon to the designated redemption date and premium thereon, if any, that may be payable on the redemption date. • The remaining proceeds shall be held by the Treasurer and applied to pay the costs of issuance of the Notes. The Refunded Bonds are called and shall be redeemed as of the Call Date. The City Controller is hereby authorized and directed to cause notice of such redemption to be given in compliance with the terms of the Refunded Bonds. Any excess proceeds remaining on hand after completion of the purpose of issuance shall be used to call or otherwise retire Notes. Section 16. User Rates. There has heretofore been established and published as required by law, just and equitable rates or charges for the use of the service rendered by the System. So long as the Notes are outstanding and unpaid the rates or charges to consumers of services of the System shall be sufficient in each year for the payment of the proper and reasonable expenses of operation and maintenance of the System and for the payment of principal and interest on the Notes and Parity Notes and obligations as the same fall due, and to provide for the creation of reserves as hereinafter provided. Any revenues paid and collected for the use of the System and its services by the Issuer or any department, agency or instrumentality of the Issuer shall be used and accounted for in the same manner as any other revenues derived from the operations of the System. Section 17. Application of Revenues. From and after the delivery of any Notes, and as long as any of the Notes or Parity Obligations shall be outstanding and unpaid either as to principal or as to interest, or until all of the Notes and Parity Obligations then outstanding shall have been discharged and satisfied in the manner provided in this Resolution, the entire income and revenues of the System shall be deposited as collected in a fund to be known as the Parking System Revenue Fund (the "Revenue Fund"), and shall be disbursed only as follows: -22- (a) Operation and Maintenance Fund. Money in the Revenue Fund shall first be disbursed to make deposits into a separate and special fund to pay current expenses. The fund shall be known as the Parking System Revenue Operation and Maintenance Fund (the "Operation and Maintenance Fund"). There shall be deposited in the Operation and Maintenance Fund each month an amount sufficient to meet the current expenses of the month plus an amount equal to 1/12th of expenses payable on an annual basis such as insurance. After the first day of the month, further deposits may be made to this account from the Revenue Fund to the extent necessary to pay current expenses accrued and payable to the extent that funds are not available in the Surplus Fund. (b) Sinking Fund. Money in the Revenue Fund shall next be disbursed to make deposits into a separate and special fund to pay the principal and interest requirements of the Fiscal Year on the Notes and Parity Obligations. The fund shall be known as the Parking System Revenue Note and Interest Sinking Fund (the "Sinking Fund"). The required amount to be deposited in the Sinking Fund in any month shall be the equal monthly amount necessary to pay in full the installment of interest coming due on the next interest payment date on the then outstanding Notes and Parity Obligations, plus the equal monthly amount necessary to pay in full the installment of principal coming due on such Notes on the next succeeding principal payment date until the full amount of such installment is on hand. If for any reason the amount on hand in the Sinking Fund exceeds the required amount, the excess shall forthwith be withdrawn and paid into the Revenue Fund. Money in the Sinking Fund shall be used solely for the purpose of paying principal of and interest on the Notes and Parity Obligations as the same shall become due and payable. (c) Reserve Fund. Money in the Revenue Fund shall be disbursed to maintain a debt service reserve in an amount equal to the Reserve Fund Requirement. Such fund shall be known as the Parking System Revenue Debt Service Reserve Fund (the "Reserve Fund"). In each month there shall be deposited in the Reserve Fund an amount equal to 25 percent of the amount required by this Resolution to be deposited in such month in the Sinking Fund; provided, however, that when the amount on deposit in the Reserve Fund shall be not less than the Reserve Fund Requirement, no further deposits shall be made into the Reserve Fund except to maintain such level, and when the amount on deposit in the Reserve Fund is greater than the balance required above, such additional amounts shall be withdrawn and paid into the Revenue Fund. Money in the Reserve Fund shall be used solely for the purpose of paying principal at maturity of or interest on the Notes and Parity Obligations for the payment of which insufficient money shall be available in the Sinking Fund. Whenever it shall become necessary to so use money in the Reserve Fund, the payments required above shall be continued or -23- resumed until it shall have been restored to the required minimum amount. $846,700 shall be deposited to the Reserve Fund from available cash on hand. (d) Subordinate Obli atg ions. Money in the Revenue Fund may next be used to pay principal of and interest on (including reasonable reserves therefor) any other obligations which by their terms shall be payable from the revenues of the System, but subordinate to the Notes and Parity Obligations, and which have been issued for the purposes of extensions and improvements to the System or to retire the Notes or Parity Obligations in advance of maturity, or to pay for extraordinary repairs or replacements to the System. (e) Surplus Revenue. All money thereafter remaining in the Revenue Fund at the close of each month may be deposited in any of the funds created by this Resolution, to pay for extraordinary repairs or replacements to the System, or may be used to pay or redeem the Notes or Parity Obligations, any of them, or for any lawful purpose. Money in the Revenue Fund shall be allotted and paid into the various funds and accounts hereinbefore referred to in the order in which the funds are listed, on a cumulative basis on the 10th day of each month, or on the next succeeding business day when the 10th shall not be a business day; and if in any month the money in the Revenue Fund shall be insufficient to deposit or transfer the required amount in any of the funds or accounts, the deficiency shall be made up in the following month or months after payments into all funds and accounts enjoying a prior claim to the revenues shall have been met in full. Section 18. Investments. All of the funds provided by this Resolution may be invested only in Permitted Investments or deposited in financial institutions which are members of the Federal Deposit Insurance Corporation or its equivalent successor, and the deposits in which are insured thereby and all such deposits exceeding the maximum amount insured from time to time by FDIC or its equivalent successor in any one financial institution shall be continuously secured in compliance with the State Sinking Fund provided under Chapter 12C of the Code of Iowa, 2009, as amended or otherwise by a valid pledge of direct obligations of the United States Government having an equivalent market value. All such interim investments shall mature before the date on which the moneys are required for the purposes for which the fund was created or otherwise as herein provided but in no event maturing in more than three years in the case of the Reserve Fund. The provisions of this Section shall not be construed to require the Issuer to maintain separate bank accounts for the funds created by this Section; except the Sinking Fund and the Reserve Fund shall be maintained in a separate account but may be invested -24- in conjunction with other funds of the City but designated as a trust fund on the books and records of the City. All income derived from such investments shall be deposited in the Revenue Fund and shall be regarded as revenues of the System. Investments shall at any time necessary be liquidated and the proceeds thereof applied to the purpose for which the respective fund was created. Section 19. Covenants Re~ardin~ the Operation of the System. The Issuer hereby covenants and agrees with each and every holder of the Notes and Parity Obligations: (a) The Issuer shall maintain in good condition and continuously and efficiently operate the facilities and meters comprising the System. (b) Sufficiency of Rates. On or before the beginning of each Fiscal Year the Governing Body will adopt or continue in effect rates for all services rendered by the System determined to be sufficient to produce Net Revenues for the next succeeding Fiscal Year adequate to pay principal and interest requirements and create reserves as provided in this Resolution but not less than 125 percent of the principal and interest requirements of the Fiscal Year. Except as provided in (f) below, no free use of the System by the Issuer or any department, agency or instrumentality of the Issuer shall be permitted except upon the determination of the Governing Body that the rates and charges otherwise in effect are sufficient to provide Net Revenues at least equal to the requirements of this subsection. (c) Insurance. That the Issuer shall maintain insurance for the benefit of the Noteholders on the insurable portions of the System of a kind and in an amount which normally would be carried by private companies engaged in a similar kind of business. The proceeds of any insurance, except public liability insurance, shall be used to repair or replace the part or parts of the System damaged or destroyed, or if not so used shall be placed in the Revenue Fund. (d) Accounting and Audits. The Issuer will cause to be kept proper books and accounts adapted to the System and in accordance with generally accepted accounting practices, and will diligently act to cause the books and accounts to be audited annually and reported upon not later than 180 days after the end of each Fiscal Year by an Independent Auditor and will provide copies of the audit report to the holders of any of the Notes and Parity Obligations upon request. The holders of any of the Notes and Parity Obligations shall have at all reasonable times the right to inspect the System and the records, accounts and data of the Issuer relating thereto. -25- (e) State Laws. The Issuer will faithfully and punctually perform all duties with reference to the System required by the Constitution and laws of the State of Iowa, including the making and collecting of reasonable and sufficient rates for services rendered by the System as above provided, and will segregate the revenues of the System and apply the revenues to the funds specified in this Resolution. (f) Pro ert .The Issuer will not sell, lease, mortgage or in any manner dispose of the System, or any capital part thereof, including any and all extensions and additions that may be made thereto, until satisfaction and discharge of all of the Notes and Parity Obligations shall have been provided for in the manner provided in this Resolution; provided, however, that this covenant shall not be construed to prevent the disposal by the Issuer of property which in the judgment of its Governing Body has become inexpedient or unprofitable to use in connection with the System, or if it is to the advantage of the System that other property of equal or higher value be substituted. Nothing contained in this Resolution shall be construed to prevent the City from leasing to others or contracting with others for the operation of any of the facilities constituting a part of the System to the extent permitted by law, provided the portion of Net Revenues derived from any such leases or contracts, in combination with all other Net Revenues of the System, are found by the Governing Body to be not less than those required to be paid into the funds as in Section 17 provided. Nothing contained in this Resolution shall be construed to prevent the City from disposing by lease, or as may be permitted by law, of the air rights above any of the parking facilities constituting a part of the System or of other portions thereof not useful or intended for the parking of vehicles, provided that the revenues from any such lease shall be treated as a part of the income and revenues of the System and shall be used and applied as provided in this Resolution, but no such contract or lease may result in a reduction of the aggregate Net Revenues of the System below the amounts necessary to be paid into the funds as in Section 17 provided. Until satisfaction and discharge of all of the Notes and Parity Obligations shall have been provided for in the manner provided in this Resolution, no free service shall be afforded by such parking facilities, provided, that the Governing Body may, by resolution, authorize the use of a designated portion of the parking facilities without charge, when: (1) the Governing Body has first affirmatively determined that such use will not cause the aggregate Net Revenues then to be derived from the balance of the System to be less than 125°/a of the amounts required to be paid into the Sinking Fund during the then next succeeding fiscal year, and (2) if the facilities to be operated without charge produced over 15% of the gross revenues of the entire System in the then last preceding fiscal year, the -26- finding by the Governing Body must be predicated upon and supported by a certificate executed by a nationally recognized parking facilities consultant employed for the purpose of examining the books and records pertinent to the System and certifying to the amount of revenues which will be derived from the balance of the System. Any of the parking facilities may be withdrawn from use at any time for the purpose of erecting multiple level parking structures, garages or other parking facilities thereon which are to be incorporated in and made a part of the System of the City, but no such facilities may be so withdrawn unless the Governing Body affirmatively finds that the Net Revenues to be derived from the operation of the remainder of the System, together with interest during the construction of the additional structure, will be no less than those required to be paid into the funds in Section 17 during the period of construction. (g) The City agrees that it will take no action in relation to its parking System which would unfavorably affect the security of the Notes or Parity Obligations or the prompt payment of the principal thereof and interest thereon, but nothing in this Resolution shall be construed to prohibit appropriate changes in the location of on-street parking meters made necessary by street widening, alterations or closings, nor prohibit substitution or changes in the location of on- street parking meters in order to provide necessary traffic regulation and control. (h) Fidelity Bond. The Issuer shall maintain fidelity bond coverage in amounts which normally would be carried by private companies engaged in a similar kind of business on each officer or employee having custody of funds of the System. (i) Budget. The Governing Body of the Issuer shall approve and conduct operations pursuant to a system budget of revenues and current expenses for each Fiscal Year. Such budget shall take into account revenues and current expenses during the current and last preceding Fiscal Year. Copies of such budget and any amendments thereto shall be provided to the holders of any of the Notes upon request. Section 20. Remedies of Noteholders. Except as herein expressly limited the holder or holders of the Notes and Parity Obligations shall have and possess all the rights of action and remedies afforded by the common law, the Constitution and statutes of the State of Iowa, and of the United States of America, for the enforcement of payment of their Notes and interest thereon, and of the pledge of the revenues made hereunder, and of all covenants of the Issuer hereunder. Section 21. Prior Lien and Parity Obli atg~ ions. The Issuer will issue no other notes, bonds or obligations of any kind or nature payable from or enjoying a lien or claim on the property or revenues of the System having priority over the Notes or Parity Obligations. -27- Additional Obligations may be issued on a parity and equality of rank with the Notes with respect to the lien and claim of such Additional Obligations to the revenues of the System and the money on deposit in the funds adopted by this Resolution, for the following purposes and under the following conditions, but not otherwise: (a) For the purpose of refunding any of the Notes or Parity Obligations which shall have matured or which shall mature not later than three months after the date of delivery of such refunding obligation and for the payment of which there shall be insufficient money in the Sinking Fund and the Reserve Fund; (b) For the purpose of refunding any outstanding Notes, Parity Obligations or general obligation notes or making extensions, additions, improvements or replacements to the System, if all of the following conditions shall have been met: (i) before any such Additional Obligations ranking on a parity are issued, there will have been procured and filed with the City Clerk, a statement of an Independent Auditor, independent financial consultant or a consulting engineer, not a regular employee of the Issuer, reciting the opinion based upon necessary investigations that the Net Revenues of the System for the preceding Fiscal Year (with adjustments as hereinafter provided) were equal to at least 1.25 times the maximum amount that will be required in any Fiscal Year prior to the longest maturity of any of the Notes or Parity Obligations for both principal of and interest on all Notes and Parity Obligations then outstanding which are payable from the net earnings of the System and the Additional Obligations then proposed to be issued. For the purpose of determining the Net Revenues of the System for the preceding Fiscal Year as aforesaid, the amount of the gross revenues for such year may be adjusted by an Independent Auditor, independent financial consultant or a consulting engineer, not a regular employee of the Issuer, so as to reflect any changes in the amount of such revenues which would have resulted had any revision of the schedule of rates or charges imposed at or prior to the time of the issuance of any such Additional Obligations been in effect during all of such preceding Fiscal Year. (ii) the Additional Obligations must be payable as to principal and as to interest on the same month and day as the Notes herein authorized. -28- (iii) for the purposes of this Section, principal and interest falling due on the first day of a Fiscal Year shall be deemed a requirement of the immediately preceding Fiscal Year. (iv) for the purposes of this Section, general obligation bonds or notes shall be refunded only upon a finding of necessity by the Governing Body and only to the extent the general obligation bonds or notes were issued or the proceeds thereof were expended for the System. (v) for purposes of this Section, "preceding Fiscal Year" shall be the most recently completed Fiscal Year for which audited financial statements prepared by a certified public accountant are issued and available, but in no event a Fiscal Year which ended more than eighteen months prior to the date of issuance of Additional Obligations. Section 22. Disposition of Proceeds• Arbitrage Not Permitted. The Issuer reasonably expects and covenants that no use will be made of the proceeds from the issuance and sale of the Notes issued hereunder which will cause any of the Notes to be classified as arbitrage bonds within the meaning of Section 148(a) and (b) of the Internal Revenue Code of the United States, and that throughout the term of the Notes it will comply with the requirements of such statute and regulations issued thereunder. To the best knowledge and belief of the Issuer, there are no facts or circumstances that would materially change the foregoing statements or the conclusion that it is not expected that the proceeds of the Notes will be used in a manner that would cause the Notes to be arbitrage notes. Without limiting the generality of the foregoing, the Issuer hereby agrees to comply with the provisions of the Tax Exemption Certificate and the provisions of the Tax Exemption Certificate are hereby incorporated by reference as part of this Resolution. The Treasurer is hereby directed to make and insert all calculations and determinations necessary to complete the Tax Exemption Certificate in all respects and to execute and deliver the Tax Exemption Certificate at issuance of the Notes to certify as to the reasonable expectations and covenants of the Issuer at that date. The Issuer covenants that it will treat as Yield Restricted any proceeds of the Notes remaining unexpended after three years from the issuance and any other funds required by the Tax Exemption Certificate to be so treated. If any investments are held with respect to the Notes and Parity Obligations, the Issuer shall treat the same for the purpose of restricted yield as held in proportion to the original principal amounts of each issue. -29- The Issuer covenants that it will exceed any investment yield restriction provided in this Resolution only in the event that it shall first obtain an opinion of recognized bond counsel that the proposed investment action will not cause the Notes to be classified as arbitrage bonds under Section 148(a) and (b) the Internal Revenue Code or regulations issued thereunder. The Issuer covenants that it will proceed with due diligence to spend the proceeds of the Notes for the purpose set forth in this Resolution. The Issuer further covenants that it will make no change in the use of any portion of the facilities constructed with the proceeds of the Refunded Bonds by persons other than the Issuer or the general public unless it has obtained an opinion of bond counsel or a revenue ruling that the proposed project or use will not be of such character as to cause interest on any of the Notes not to be exempt from federal income taxes in the hands of holders other than substantial users of the project, under the provisions of Section 142(a) of the Internal Revenue Code of the United States, related statutes and regulations. Section 23. Additional Covenants Representations and Warranties of the Issuer. The Issuer certifies and covenants with the purchasers and holders of the Notes from time to time outstanding that the Issuer through its officers, (a) will make such further specific covenants, representations and assurances as may be necessary or advisable; (b) comply with all representations, covenants and assurances contained in the Tax Exemption Certificate, which Tax Exemption Certificate shall constitute a part of the contract between the Issuer and the owners of the Notes; (c) consult with bond counsel (as defined in the Tax Exemption Certificate); (d) pay to the United States, as necessary, such sums of money representing required rebates of excess arbitrage profits relating to the Notes; (e) file such forms, statements and supporting documents as may be required and in a timely manner; and (f) if deemed necessary or advisable by its officers, to employ and pay fiscal agents, financial advisors, attorneys and other persons to assist the Issuer in such compliance. Section 24. Discharge and Satisfaction of Notes. The covenants, liens and pledges entered into, created or imposed pursuant to this Resolution may be fully discharged and satisfied with respect to the Notes and Parity Obligations, or any of them, in any one or more of the following ways: (a) By paying the Notes or Parity Obligations when the same shall become due and payable; and (b) By depositing in trust with the Treasurer, or with a corporate trustee designated by the Governing Body for the payment of the obligations and irrevocably appropriated exclusively to that purpose an amount in cash or direct obligations of the United States the maturities and income of which shall be sufficient to retire at maturity, or by redemption prior to maturity on a designated -30- date upon which the obligations may be redeemed, all of such obligations outstanding at the time, together with the interest thereon to maturity or to the designated redemption date, premiums thereon, if any, that may be payable on the redemption of the same; provided that proper notice of redemption of all such obligations to be redeemed shall have been previously published or provisions shall have been made for such publication. Upon such payment or deposit of money or securities, or both, in the amount and manner provided by this Section, all liability of the Issuer with respect to the Notes or Parity Obligations shall cease, determine and be completely discharged, and the holders thereof shall be entitled only to payment out of the money or securities so deposited. Section 25. Resolution a Contract. The provisions of this Resolution shall constitute a contract between the Issuer and the holder or holders of the Notes and Parity Obligations, and after the issuance of any of the Notes no change, variation or alteration of any kind in the provisions of this Resolution shall be made in ariy manner, except as provided in the next succeeding Section, until such time as all of the Notes and Parity Obligations, and interest due thereon, shall have been satisfied and discharged as provided in this Resolution. Section 26. Amendment of Resolution Without Consent. The Issuer may, without the consent of or notice to any of the holders of the Notes and Parity Obligations, amend or supplement this Resolution for any one or more of the following purposes: (a) to cure any ambiguity, defect, omission or inconsistent provision in this Resolution or in the Notes or Parity Obligations; or to comply with any application provision of law or regulation of federal or state agencies; provided, however, that such action shall not materially adversely affect the interests of the holders of the Notes or Parity Obligations; (b) to change the terms or provisions of this Resolution to the extent necessary to prevent the interest on the Notes or Parity Obligations from being includable within the gross income of the holders thereof for federal income tax purposes; (c) to grant to or confer upon the holders of the Notes or Parity Obligations any additional rights, remedies, powers or authority that may lawfully be granted to or conferred upon the holders of the Notes; (d) to add to the covenants and agreements of the Issuer contained in this Resolution other covenants and agreements of, or conditions or restrictions upon, the Issuer or to surrender or eliminate any right or power reserved to or conferred upon the Issuer in this Resolution; or -31- (e) to subject to the lien and pledge of this Resolution additional pledged revenues as may be permitted by law. Section 27. Amendment of Resolution Requiring Consent. This Resolution may be amended from time to time if such amendment shall have been consented to by holders of not less than two-thirds in principal amount of the Notes and Parity Obligations at any time outstanding (not including in any case any Notes which may then be held or owned by or for the account of the Issuer, but including such refunding obligations as may have been issued for the purpose of refunding any of such Notes if such refunding obligations shall not then be owned by the Issuer); but this Resolution may not be so amended in such manner as to: (a) Make any change in the maturity of interest rate of the Notes, or modify the terms of payment of principal of or interest on the Notes or any of them or impose any conditions with respect to such payment; (b) Materially affect the rights of the holders of less than all of the Notes and Parity Obligations then outstanding; and (c) Reduce the percentage of the principal amount of Notes, the consent of the holders of which is required to effect a further amendment. Whenever the Issuer shall propose to amend this Resolution under the provisions of this Section, it shall cause notice of the proposed amendment to be filed with the Original Purchaser and to be mailed by certified mail to each registered owner of any Note as shown by the records of the Registrar. Such notice shall set forth the nature of the proposed amendment and shall state that a copy of the proposed amendatory Resolution is on file in the office of the City Clerk. Whenever at any time within one year from the date of the mailing of the notice there shall be filed with the City Clerk an instrument or instruments executed by the holders of at least two-thirds in aggregate principal amount of the Notes then outstanding as in this Section defined, which instrument or instruments shall refer to the proposed amendatory Resolution described in the notice and shall specifically consent to and approve the adoption thereof, thereupon, but not otherwise, the Governing Body of the Issuer may adopt such amendatory Resolution and such Resolution shall become effective and binding upon the holders of all of the Notes and Parity Obligations. Any consent given by the holder of a Note pursuant to the provisions of this Section shall be irrevocable for a period of six months from the date of the instrument evidencing such consent and shall be conclusive and binding upon all future holders of the same Note during such period. Such consent may be revoked at any time after six -32- months from the date of such instrument by the holder who gave such consent or by a successor in title by filing notice of such revocation with the City Clerk. The fact and date of the execution of any instrument under the provisions of this Section may be proved by the certificate of any officer in any jurisdiction who by the laws thereof is authorized to take acknowledgments of deeds within such jurisdiction that the person signing such instrument acknowledged before him the execution thereof, or may be proved by an affidavit of a witness to such execution sworn to before such officer. The amount and numbers of the Notes held by any person executing such instrument and the date of his holding the same may be proved by an affidavit by such person or by a certificate executed by an officer of a bank or trust company showing that on the date therein mentioned such person had on deposit with such bank or trust company the Notes described in such certificate. Section 28. Severability. If any section, paragraph, or provision of this Resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions. Section 29. Continuing Disclosure. The Issuer hereby covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure Certificate, and the provisions of the Continuing Disclosure Certificate are hereby approved and incorporated by reference as part of this Resolution and made a part hereof and the Mayor and City Clerk are hereby authorized to execute and deliver the same at issuance of the Notes. Notwithstanding any other provision of this Resolution, failure of the Issuer to comply with the Continuing Disclosure Certificate shall not be considered an event of default under this Resolution; however, any holder of the Notes or Beneficial Owner may take such actions as may be necessary and appropriate, including seeking specific performance by court order, to cause the Issuer to comply with its obligations under the Continuing Disclosure Certificate. For purposes of this Section, "Beneficial Owner" means any person which (a) has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Notes (including persons holding Notes through nominees, depositories or other intermediaries), or (b) is treated as the owner of any Notes for federal income tax purposes. Section 30. Repeal of Conflictin~~Ordinances or Resolutions and Effective Date. All other ordinances, resolutions and orders, or parts thereof, in conflict with the provisions of this Resolution are, to the extent of such conflict, hereby repealed; and this Resolution shall be in effect from and after its adoption. -33- ADOPTED AND APPROVED this 2nd day of November , 2009. -~. ATTEST: City erk -34- CERTIFICATE STATE OF IOWA ) SS COUNTY OF JOHNSON ) I, the undersigned City Clerk of the City of Iowa City, State of Iowa, do hereby certify that attached is a true and complete copy of the portion of the corporate records of the City showing proceedings of the City Council, and the same is a true and complete copy of the action taken by the Council with respect to the matter at the meeting held on the date indicated in the attachment, which proceedings remain in full force and effect, and have not been amended or rescinded in any way; that meeting and all action thereat was duly and publicly held in accordance with a notice of meeting and tentative agenda, a copy of which was timely served on each member of the Council and posted on a bulletin board or other prominent place easily accessible to the public and clearly designated for that purpose at the principal office of the Council (a copy of the face sheet of the agenda being attached hereto) pursuant to the local rules of the Council and the provisions of Chapter 21, Code of Iowa, upon reasonable advance notice to the public and media at least twenty-four hours prior to the commencement of the meeting as required by law and with members of the public present in attendance; I further certify that the individuals named therein were on the date thereof duly and lawfully possessed of their respective City offices as indicated therein, that no Council vacancy existed except as may be stated in the proceedings, and that no controversy or litigation is pending, prayed or threatened involving the incorporation, organization, existence or boundaries of the City or the right of the individuals named therein as officers to their respective positions. WITNESS my hand and the seal of the City hereto affixed this 5 ~h day of NoU~M~e~ , 2009. City erk, City of Iowa City, State of Iowa (SEAL) 630711.1 /MSWord10714.097 M~ Prepared by: Linda Severson, JCCOG Human Services Coordinator, 410 E. Washington St., Iowa City, IA 52240 (319)356-5242 RESOLUTION NO. 09-342 RESOLUTION AUTHORIZING THE MAYOR TO SIGN AND THE CITY CLERK TO ATTEST TO A LEASE AGREEMENT WITH SHELTER HOUSE COMMUNITY SHELTER AND TRANSITION SERVICES, INC. FOR RENTAL OF THE MAIN LEVEL OF THE OLD ST. PATRICK'S PARISH HALL OWNED BY THE CITY AND LOCATED AT 435 S. LINN STREET FOR THE PURPOSE OF PROVIDING SPACE FOR THE OVERFLOW PROJECT DURING THE WINTER MONTHS. WHEREAS, Shelter House Community Shelter and Transition Services, Inc. is in need of space in which to operate their Overflow Project during the winter months; and WHEREAS, Iowa City owns the subject property, and intends to demolish it in anticipation of construction of a new facility, but does not intend to do so until at least spring of 2010; WHEREAS, a Lease for the main level has been negotiated providing for occupancy from December 1, 2009 to March 31, 2010 for rent in the amount of $1.00; and WHEREAS, the City of Iowa City sees the value to the community in allowing the use of the subject property as a stable base for the Overflow Project through the winter, as organized and supervised by Shelter House Community Shelter and Transition Services, Inc. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA, THAT: 1. The Lease, attached hereto and made a part hereof, is approved as to both form and content. 2. The Mayor and the City Clerk are hereby authorized to execute and attest said Lease in duplicate. 3. The Interim City Manager is hereby authorized to execute any subsequent renewal, as provided in the attached Lease. Passed and approved this 2nd day of November IVIA;~ ATTEST: ~i~~,.~ ~ CIT ERK 20 09 Appro d bye/ 1~~~~~p City Attorney's Office /mar" Resolution No. 09-342 Page 2 It was moved by Wilburn and seconded by Correia _ the Resolution be adopted, and upon roll call there were: AYES: NAYS: ABSENT: ~_ Bailey x Champion ~ Correia x Hayek ~_ O'Donnell X Wilburn g Wright wpdata/glossary/resolution-ic. doc u:\Resolution-I Cform 10.09ShelterHouse LEASE AGREEMENT This Lease Agreement is made and entered into by and between the City of Iowa City (hereinafter "Landlord") whose address is 410 E. Washington Street, Iowa City, Iowa, 52240 and Shelter House Community Shelter and Transition Services, Inc., (hereinafter called "Tenant") whose address for the purpose of this lease is 114 E. Prentiss Street, Iowa City, IA 52240. WHEREAS, Shelter House Community Shelter and Transition Services, Inc. is in need of space in which to operate their Overflow Project during the winter months; and WHEREAS, Iowa City owns the subject property, and intends to demolish it in anticipation of construction of a new facility, but does not intend to do so until at least spring of 2010; and WHEREAS, the City of Iowa City sees the value to the community in allowing the use of the subject property as a stable base for the Overflow Project through the winter, as organized and supervised by Shelter House Community Shelter and Transition Services, Inc. NOW THEREFORE, in light of the mutual consideration exchanged herein, the receipt and sufficiency of which is hereby acknowledged, the parties do hereby agree as follows: 1. Premises and Term. Landlord is the owner of certain real estate in Johnson County, Iowa, containing a building locally known as the St. Patrick's Parish Hall and an adjacent parking lot. Tenant hereby rents and leases from Landlord according to the terms and provisions herein, the upper level of the Parish Hall located upon the following described real estate, situated in Johnson County, Iowa, to wit: Lots 1, 2, 3, and 4 in Block 1 County Seat Addition, Iow City, Iowa (hereinafter "Leased Premises"), for a term commencing ~ ~ boo and terminating on March 31, 2010 (hereinafter "lease termination date"), upon the condition that the Tenant pays .rent and otherwise performs as provided in this lease. Tenant has no rights to the lower level of the Parish Hall, shall not enter the lower level of the Parish Hall, and will actively prevent any and all clients of the Overflow Project from entering the lower level of the Parish Hall. Landlord is separately leasing out the parking spaces adjoining the Leased Premises, so no parking spaces are provided as part of this lease. Furthermore, Tenant must ensure that there are no persons present in the Leased Premises between the hours of 8:00 a.m. and 8:00 p.m. This includes Tenant's employees, agents, volunteers, invitees and clients. However, Tenant's possessions may remain in the Leased Premises during this time. 2. Rent. As consideration for this lease, Tenant agrees to pay to Landlord as rent $1 for the rental term. 3. Possession. Tenant shall be entitled to possession of the upper level of the Parish Hall (hereinafter "Leased Premises") upon the commencement of the lease and shall yield possession to the Landlord at the time and date of the termination of this lease. Landlord shall retain the right to possess any and all remaining parking spaces in 2 the parking lot not otherwise rented to Tenant and to perform such maintenance and repair to the parking structure as may be necessary without prior approval from Tenant. Landlord also reserves the right to enter the leased premises between the hours of 8:00 a.m. and 8:00 p.m. for purposes of inspection or maintenance, or at any time in the event of an emergency. 4. Use of Premises. Tenant covenants and agrees during the term of this lease to use and occupy the Leased Premises solely for purposes of operating Tenant's Overflow Project. The hours during which Tenant, and their employees, agents, volunteers, invitees and clients, will have access to the Leased Premises will be 8:00 p.m. until 8:00 a.m., seven days a week for the full period of the rental term. Tenant shall ensure that no alcoholic beverages are permitted on the Leased Premises. Tenant shall further ensure that no smoking is permitted on the Leased Premises, including the parking lot. 5. Care and Maintenance of Leased Premises. a. Tenant takes the Property, Building and Leased Premises in their present condition. b. Landlord shall have no maintenance obligations with regard to the interior of the leased portion of the Parish Hall. It shall be Tenant's obligation to keep the interior of the Leased Premises in good repair at Tenant's own expense. This includes, but is not limited to, HVAC, electrical, and plumbing, all of which will be Tenant's responsibility. c. Tenant shall, after taking possession of the Leased Premises and until the termination of this lease, at Tenant's own expense, care for and maintain the Leased Premises in a reasonably safe, serviceable and habitable condition. Tenant will not permit or allow said Leased Premises to be damaged by any act of negligence of the Tenant, its employees, agents, volunteers, invitees or clients. d. Tenant shall make no unlawful use of said Leased Premises and agrees to comply with all valid regulations of the Board of Health, City ordinances, the laws of the State of Iowa and the Federal government with respect to the Property, Building and Leased Premises. This provision shall not be construed, however, as creating any duty by Tenant to members of the general public. Tenant will not allow trash of any kind to accumulate in the area or to the front, side, or rear thereof, and it will remove same from the premises at its own expense. Landlord will be responsible for snow removal. 6. Utilities and Services to Leased Premises. Landlord shall be responsible for the reasonable costs of all utilities supplied to Leased Premises, including electric, gas, water/sewage, heating services, and snow removal during the term of this lease agreement. No waste removal services shall be provided, so Tenant will be responsible for properly disposing of any trash created on site. 7. Taxes. Although the parties fully contemplate that the property will remain tax exempt, in the event that the City Assessor imposes any real estate tax or special assessment against the leased premises, Tenant shall be responsible for all such taxes and special assessments accrued during the lease term. 8. Property and Occupancy at Risk of Tenant. All property of any kind which may be brought upon or within the Leased Premises by Tenant, its employees, agents, volunteers, invitees, and clients during the term hereof, shall be at the sole risk of Tenant, and Landlord shall not be liable to Tenant or to any other person for any injury, loss or damage to any person or property in or upon the Leased Premises, and Tenant agrees to assume all liability for or on account of such injury, 2 3 9. 10. 11. 12. 13 14 15. loss or damage. The parties do not intend for this lease to create any third-party beneficiaries. Surrender of Premises and End of Term-Removal of Fixtures. Tenant agrees that upon the termination of this lease it will surrender and deliver the Leased Premises to Landlord. Tenant may, prior to the expiration of the term of this lease if not in default hereunder, remove any fixtures or equipment which Tenant has installed in the Leased Premises. Holding Over. In the event Tenant desires to continue possession beyond the lease termination date, an extension of this lease may be negotiated at that time. Tenant will not holdover unless Landlord first agrees to sign a written extension agreement. Assignment and Subletting. Tenant may not assign this lease agreement or sublet the Leased Premises without the prior written consent of Landlord. Insurance. Tenant covenants and agrees that it will, at its own expense, procure and maintain general insurance in a company or companies authorized to do business in the State of Iowa, in the following amounts: a. Comprehensive General Liability Each Occurrence A~Qregate (1) Bodily Injury & Property Damage $1,000,000 $2,000,000 b. Excess Liability $1,000,000 $1,000,000 c. Worker's Compensation Insurance as required by Chapter 85, Code of Iowa. Tenant's insurance carrier shall be A rated or better by A.M. Best. Tenant shall name the Landlord as an additional insured. Tenant shall deliver to the Landlord, within thirty (30) days of execution of this Lease, Certificates of Insurance and copies of said policies, naming the Landlord as an additional insured. Tenant shall provide fifteen (15) days' notice to the Landlord before cancellation of said insurance. Indemnity. Landlord hereby disclaims, and Tenant hereby releases the Landlord from any and all liability, whether in contract or tort (including strict liability and negligence) for any loss, damage or injury of any nature whatsoever sustained by Tenant, its employees, agents, volunteers, invitees, or clients during the term of this Lease,.including, but not limited to, loss, damage or injury to the property of Tenant that may be located or stored in the Premises, unless such loss, damage or injury is caused by the Landlord's gross negligence or intentional willful misconduct. The parties hereby agree that under no circumstances shall the Landlord be liable for indirect, consequential, special or exemplary damages, whether in contract or tort (including strict liability and negligence), such as, but not limited to, loss of revenue or anticipated profits or other damage related to the leasing of the Premises under this Lease. Mechanics' Liens. Neither Tenant nor anyone claiming by, through or under Tenant shall have the right to file any mechanic's lien against the Property, Building or Leased Premises. Tenant shall give notice in advance to all contractors and subcontractors who may furnish or agree to furnish any material, service or labor of any kind. Default, Notice of Default and Remedies. Failure to pay rent when due or failure to perform any other duty of Tenant under the terms of this lease agreement, abandonment of the tenancy by failing to engage in its usual and customary 3 4 16. 17 18 19 20 business activities on the premises for more than ten consecutive business days, and/or institution of bankruptcy proceedings by or against Tenant or any assignment for the benefit of creditors or appointment of a receiver for the property or affairs of Tenant, shall constitute default by Tenant. In the event of default by Tenant, Landlord shall give Tenant a written notice specifying the default and giving Tenant ten days in which to correct the default. In the event Tenant has not remedied a default in a timely manner following a notice of default, Landlord may proceed with all available remedies at law or in equity including but not limited to termination of this lease agreement. In the event of such termination, Landlord shall give Tenant a written notice of such termination. Tenant shall vacate the Property, Building and Leased Premises and be responsible to Landlord for all expenses of Landlord in terminating the lease and regaining possession of the premises, including attorney fees and court costs. Landlord's Lien and Security Interest. Landlord shall have in addition to the lien given by law a security interest as provided by the Uniform Commercial Code upon all personal property and all substitutions thereof kept and used on the premises by the Tenant. Landlord may proceed at law or in equity with any remedy provided by law or by this lease for the recovery of rent or for termination of this lease because of Tenant's default in its performance. Rights Cumulative. The various rights, powers and remedies of either party provided in this lease shall be construed as cumulative and no one of them as exclusive of the others. Notices and Demands. Notices as provided for in this lease shall be given to the respective parties hereto at their respective addresses designated in this lease agreement. Provisions to Bind and Benefit Successors, Assigns, Etc. Each and every covenant and agreement herein contained shall extend to and be binding upon the respective successors, heirs, administrators, executors and assigns of the parties hereto. Changes to be in Writing. This lease agreement shall be in any manner modified, waived or abandoned except by a written instrument duly signed by the parties and delivered to the Landlord and Tenant. This lease contains the whole agreement of the parties. IN WITNESS WHEREOF, the parties hereto have duly executed this lease in duplicate on this 2nd day of November , 2009. SHELTER HOUSE COMMUNITY SHELTER AND TRANSITION SERVICES, INC., TENA T Director By: ottie Persson, Board President CITY OF IOWA CITY, LANDLORD, LANDLORD By: Attest: 4 1Vlarian is. laarr, ~iLy ~,ierx Approved by: City Attorney's Office TENANT ACKNOWLEDGEMENT STATE OF IOWA ) ss: JOHNSON COUNTY ) On this ~~ ~ day of (~~rz-- , 2009, before me, the undersigned, a Notary. Public in and for the State of Iowa, personally appeared Crissy Canganelli and Dottie Persson, to me personally known and after being duly sworn by me, did say that they are the Executive Director and the Board President, respectively, of said corporation executing the within and foregoing instrument to which this is attached; that said instrument was signed on behalf of said corporation by authority of its Board; and that the said Executive Director and Board President, as such officers, acknowledged the execution of said instrument to be the volunt .~~ rporation, by it and by them voluntarily executed. of Ass SC'iNDRAE FORT _ ~ Commission Number 159791 My Commission Expires .5~,..,~..~, iow ~~ Notary Public in and for the State of Iowa LANDLORD ACKNOWLEDGEMENT STATE OF IOWA ) ss: JOHNSON COUNTY On this .1 =° day of Nailen,~.. ,2009, before me, the undersigned, a Notary Public in and for the State of Iowa, personally appeared Regenia R. Bailey and Marian K. Karr, to me personally known, and who, being by me duly sworn, did say that they are the Mayor and City Clerk, respectively, of the City of Iowa City, Iowa; that the seal affixed to the foregoing instrument is the corporate seal of the corporation, and that the instrument was signed and sealed on behalf of the corporation, by authority of its City Council; and that Regenia R. Bailey and Marian K. Karr acknowledged the execution of the instrument to be their voluntary act and deed and the voluntary act and deed of said municipal corporation, by it and them voluntarily executed. ~~Ats 5GNDRAE FORT (? ~~ z° ~~ Commission Number 159791 `-'o'+-~~- • My Commission Expires Notary Public in and for the State of Iowa iow 3 ~ aoia 5 r r~~ Date: October 26, 2009 To: City Council From: Linda Sever o ,Human Services Coordinator J~l.. is m e m o Re: Leasing St. Patrick's Parish Hall to Shelter House Community Shelter and Transition Services, Inc. for the purpose of providing space for the Overflow Project About five years ago, .the Shelter House in conjunction with the Consultation of Religious Communities (CRC) identified the lack of sleeping space for individuals seeking shelter during the winter months when the Shelter House facility was at capacity (29). The Faith community developed the Overflow Project where different congregations would offer physical space and trained volunteers to staff an overflow shelter for a week at a time. Because of lengthy litigation related to the new shelter construction, the Overflow Project will be starting their fifth winter of providing space. At several Overflow Project committee meetings, it was discussed that it would be very helpful if the project could access one location to provide this service for the upcoming winter season. The idea of using the St. Patrick's Parish Hall was discussed. The City of Iowa City currently owns the St. Patrick's Parish Hall and anticipates construction of a mixed use parking/residential/commercial facility in the future. The St. Patrick's congregation will be moving into their new building this November. A meeting was held with Shelter House staff, representatives from the faith community, and city staff (Transportation Services, Fire Department, Legal, HIS and the JCCOG Human Services Coordinator) to discuss the possibility of using the Parish Hall as an overflow shelter this winter. The Fire Department and HIS have evaluated the building for the purpose of overnight shelter and gave their approval for the use of the upper level. The lease you are considering would allow for the use of this space as overflow, overnight shelter over the winter months. A lease has been developed that would allow the Overflow Project to utilize the space from December 1, 2009 to March 31, 2010. The City of Iowa City would install several more smoke detectors (per the Fire Marshall) and would be responsible for reasonable cost of all utilities; volunteers and Shelter House staff will operate the Overflow Project. Utility cost is expected to be minimal, as the building is already heated and the primary use of space will be as sleeping quarters. I will be at the November 2 council meeting to answer any questions you may have or provide additional information. jccoghs/mem/stpatsparish 10-26-09. doc M~ Prepared by: Wendy Ford, 410 E. Washington St., Iowa City, IA 52240 (319) 356-5248 RESOLUTION NO. 09-343 RESOLUTION ADOPTING ECONOMIC DEVELOPMENT POLICIES. AND STRATEGIES FOR THE CITY OF IOWA CITY 2009-2010 WHEREAS, the City Council established the City Council Economic Development Committee in the public's best interest to guide the community's economic development activities; and WHEREAS, members of the public and community organizations have been provided the opportunity to comment on the document "Economic Development Policies and Strategies for the City of Iowa City 2009-2010"; and WHEREAS, the document "Economic Development Policies and Strategies for the City of Iowa City 2009-2010" will be used to guide the City Council's future economic development policy decisions; and WHEREAS, the City Council Economic Development Committee voted October 20, 2009 to recommend adoption of the "Economic Development Policies and Strategies for the City of Iowa City 2009-2010"; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA, THAT: "Economic Development Policies and Strategies for the City of Iowa City 2009-2010" is hereby adopted by the City Council for the City of Iowa City. Passed and approved this 2nd day of ATTEST: //"/~. ~ ~ • 9~4.~/ CIT CLERK Resolution No. 09-343 Page 2 It was moved by w, ~ bLrn and seconded by Hayek the Resolution be adopted, and upon roll call there were: AYES: X X ~_ x X X .~ NAYS: ABSENT: Bailey Champion Correia Hayek O'Donnell Wilburn Wright wpdatalglossary/resolution-ic.doc _,! r _ ~ ~~,~~ 71-02-09 CITY OF IOWA CITY 15 MEMORANDUM Date: October 28, 2009 To: City Council From: Wendy Ford, Economic Development Coordinator Re: Strategies and Policies for Economic Development, 2009-2010 At their meetings on September 15 and October 20, 2009, the City Council Economic Development Committee reviewed and discussed past strategies and policies and considered updates for 2009 and 2010. The Committee agreed that the Economic Development policies should remain as follows: 1. Diversify and increase the property tax base by a) encouraging the retention and expansion of existing industry and b) attracting industries that have growth potential and are compatible with existing businesses and industries. 2. Develop the available labor force consistent with the needs of employment opportunities. 3. Provide and protect areas suitable for future industrial and commercial development. 4. Continue to cooperate with existing local and regional organizations to promote economic development within Iowa City. 5. Improve the environmental and economic health of the community through the efficient use of resources. 6. Consider financial incentives and programs to facilitate achieving the above. Further, the committee agreed that three of the four key objectives for economic development should remain: 1. Foster the retention and expansion of primary sector existing businesses and attract new businesses to Iowa City. 2. Support the development of Downtown to ensure a healthy mix of retail, services, entertainment, office, residential, lodging, and nightlife. 3. Assist in the development of entrepreneurial businesses in Iowa City. It was suggested that Objective 4 (which had been Workforce Development) be rewritten to address an emerging workforce development issue in Iowa City: employee safety. Staff recommended a new Objective 4 read as follows: 4. Work to improve the safety of business neighborhoods to a) maintain our ability to attract and keep businesses and b) keep the workforce safe. Following are the Economic Development Policies and Strategies for achieving the above objectives for 2009 and 2010. The City Council Economic Development Committee approved this document and recommends full City Council approval. ECONOMIC DEVELOPMENT Policies and Strategies for the City of Iowa City 2009-2010 October, 2009 Council Economic Development Committee October, 2009 Council Economic Development Committee Economic Development Policies 1. Diversify and increase the property tax base by a) encouraging the retention and expansion of existing industry and b) attracting industries that have growth potential and are compatible with existing businesses and industries. 2. Develop available labor force consistent with the needs of employment opportunities. 3. Provide and protect areas suitable for future industrial and commercial development. 4. Continue to cooperate with existing local and regional organizations to promote economic development within Iowa City. 5. Improve the environmental and economic health of the community through the efficient use of resources. 6. Consider financial incentives and programs to facilitate achieving the above. Economic Development Strategies (Calendar Year 2009-2010) VISION Iowa City aspires to be a global community defined by the creativity, diversity and innovation of its citizens and businesses. MISSION/GOAL To achieve a vibrant local economy. OBJECTIVES 1. Foster the retention and expansion of interstate commerce' existing business and attract new business to Iowa City. Measurables: 2 expansions; 2 new businesses; 0 business losses (of those we have assisted); create/update marketing materials. STRATEGIES a. Have ability to respond as needed to infrastructure needs • Plan and budget for Economic Development infrastructure in Capital Improvement Plan, including roads, utilities, telecommunications, water and sewer. • Apply for RISE (Revitalize Iowa's Sound Economy) and other financial opportunities for assistance b. Market new and existing land for development and redevelopment • Fully utilize LOIS (Location One Info System) system to post information on the community, buildings and sites in the market • Seek Shovel Ready Sites Certification on appropriate sites c. Continue improving comprehensive marketing and presentation materials, in concert with I CAD • Community Profile • Updated "How to do Business in Iowa City" pamphlet, to market Iowa City • Financial Assistance package information ~ See list following Objectives and Strategies. October, 2009 Council Economic Development Committee • Zoning map and available land d. Develop system of regular communications about business in Iowa City • Maintain positive relationships with existing businesses with public recognition of accomplishments including long term business in Iowa City, good corporate citizens in Iowa City and stability of permanent full time employees of the labor force • Act upon ICAD's annual retention surveys and gather information to evaluate satisfaction with governmental and area support services. • Build confidence of land owners for planning of commercial/industrial and office growth • Communicate through city's Economic Development web pages e. Review use of tax and other incentives to increase tax base through construction of new facilities and/or additions to existing improvements • Continue to review, refine and improve program policies • Continue to review, refine and improve program application processes f. Work with development community on development and/or redevelopment plans in the following areas Towncrest • South Gilbert Street • Aviation Commerce Park commercial areas g. Develop local, regional and state business network by active involvement and presence with • Chamber, Chamber government affairs committee, ICAD (Iowa City Area Development Group), CVB (Iowa City/Coralville Convention and Visitors Bureau), IDED (Iowa Department of Economic Development), PDI (Professional Developers of Iowa) • Mid-American Energy 2. Support the Development of Downtown to ensure a healthy mix of retail, services, entertainment, office, residential, lodging, and nightlife Measurables: Begin implementation of program of marketing to commercial tenants; retain existing retailers, gain 5 new businesses. STRATEGIES a. Use 2007 Market Niche Analysis information as guide for implementing program of marketing available commercial property b. Create a facade renovation incentive program c. Continue exploring feasibility and development of creative technologies business incubator d. Capitalize on the Cultural district designation 3. Assist in the development of Entrepreneurial Businesses in Iowa City Measurables: support 10 new businesses STRATEGIES a. Market financial assistance programs via bankers, the web, & community outreach b. Continue exploring feasibility and development of creative technologies business incubator c. Develop relationships with Technology Innovation Center (TIC) businesses and opportunities for their expansion in Iowa City d. Use $250,000/year in CDBG funds to assist new businesses October, 2009 Council Economic Development Committee 4. Work to improve the safety and attractiveness of business neighborhoods to a) maintain our ability to attract and keep businesses and b) keep the workforce safe. (Measurables: benchmark reports of employer concerns, police calls to select areas) STRATEGIES a. Work with employers and/or business landlords to learn of specific issues and areas the city can help b. Work with employers to ensure their own safety initiatives and building code compliance strategies are optimal c. Evaluate city infrastructure such as lighting in public right of way where public safety features can be improved d. Be responsive to employer requests for increased public safety measures City of Iowa City Target Industries and Technologies Opportunity List This list identifies industries and technology groups that are compatible with the Iowa City community. The purpose of the list is to focus the City's proactive economic development activities and ICAD's efforts on behalf of the City of Iowa City. The focus of the City's proactive economic development activities will use this as its preferred industry and technology list: • to focus efforts on retention or expansion of existing businesses, • to focus efforts on attracting potential business, • and focus on locating new businesses and expanding businesses as permitted under current zoning, • as a guide for considering the offer of financial assistance, • and will not discourage other industries and companies from seeking assistance. The area development list includes these industries and technologies. Specific targets for Iowa City are in bold. 1. Biocatalysis and Bioprocessing Research and Development 2. Communications Services 3. Computer Software Development/Computer Simulations of Complex Systems 4. Creative Technology (animation, modeling, simulation, etc.) 5. Drugs/Pharmaceutical 6. Educational Services 7. Electronic and Other Electrical Equipment 8. Environmental Technologies and Energy Resource Alternatives Research and Development 9. Insurance Services 10. Human Health and Medicine (Alternative Health Care Systems) 11. Light Manufacturing 12. Medical Instruments/Instruments and Measuring Devices 13. Music Recording Studios/Audio-Visual Production 14. Printing and Publishing (Public Relations/Graphic Arts/Design) 15. Value Added Agricultural Products 16. Wind Energy Industry manufacturers rn~ 1 Prepared by: Dave Panos, Civil Engineer, 410 E. Washington St., Iowa City, IA 52240 (319) 356-5145 RESOLUTION NO. 09-344 RESOLUTION AUTHORIZING THE MAYOR TO SIGN AND THE CITY CLERK TO ATTEST AN AGREEMENT FOR A FEDERAL HIGHWAY STIMULUS PROGRAM PROJECT AGREEMENT BETWEEN THE IOWA DEPARTMENT OF TRANSPORTATION AND THE CITY OF IOWA CITY FOR THE CONSTRUCTION OF THE NORTH DODGE STREET PEDESTRIAN BRIDGE OVER 180 PROJECT [ ESIM-080- 6(285)243--OS-52]. WHEREAS, Title XII of Division A of the American Recovery and Reinvestment Act (ARRA) of 2009 provided Federal funds for a Highway Infrastructure Investment Program, referred to as "Federal Stimulus funds"; and WHEREAS, Federal regulations require Federal Stimulus funds be administered by the Department of Transportation; and WHEREAS, the Iowa Department of Transportation and the City of Iowa City desire to enter into an agreement with each other for the purpose of financing transportation improvement projects on streets and highways in Iowa with Federal Stimulus funds; and WHEREAS, the City of Iowa City is authorized to receive $1,800,000 in Federal Stimulus funds for the construction of the North Dodge Pedestrian Bridge Over 180 Project; and WHEREAS, this Agreement (No. 06-09-ESP-49) establishes the responsibilities of the City of Iowa City as the Recipient of this funding toward the North Dodge Pedestrian Bridge Over 180 Project; and WHEREAS, it is in the public interest to enter into said Agreement with the Iowa Department of Transportation. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA, THAT: The Mayor is hereby authorized to sign and the City Clerk to attest the attached Agreement No. 06-09-ESP-49 in duplicate. Passed ar ATTEST: Approved by: _ ~~ ~~~/ City Attorney's Office ~ ~/z~~a ~ Resolution No. Page 2 09-344 It was moved by Wilburn and seconded by Hayek the Resolution be adopted, and upon roll call there were: AYES: x x x x x x x NAYS: ABSENT: Bailey Champion Correia Hayek O'Donnell Wilburn Wright March 2009 IOWA DEPARTMENT OF TRANSPORTATION Agreement for a Federal Highway Stimulus Program Project Recipient: City of Iowa City Project No.: ESIM-080-6(285)243--OS-52 Iowa DOT Agreement No.: 06-09-ESP-49 This is an agreement between the City of Iowa City, Iowa (hereinafter referred to as the Recipient) and the Iowa Department of Transportation (hereinafter referred to as the Department). Iowa Code Sections 306A.7 and 307.44 provide for the Recipient and the Department to enter into agreements with each other for the purpose of financing transportation improvement projects on streets and highways in Iowa with Federal funds. Federal regulations require Federal funds to be administered by the Department. Title XII of Division A of the American Recovery and Reinvestment Act (ARRA) of 2009 provided Federal funds for a Highway Infrastructure Investment program, referred to hereinafter as "Federal stimulus funds." These funds may be used for any projects as specified by Section 133(b) of Title 23, United States Code (U.S.C.). This includes highway construction, reconstruction, rehabilitation, resurfacing, and restoration projects. It also includes transportation enhancements, operational or safety improvement projects on highways, bridges on any public road, and any other projects or activities as specified in 23 U.S.C. 133(b). Projects may not be located on roads classified as local or rural minor collector on the Federal Functional Classification system, except for transportation enhancement activities or as otherwise provided for in 23 U.S.C. 133(c). Pursuant to the terms of this agreement, applicable statutes, and administrative rules, the Department agrees to provide Federal stimulus funding to the Recipient for the authorized and approved costs for eligible items associated with the project. Under this agreement, the parties further agree as follows: 1. The Recipient shall be the lead local governmental agency for carrying out the provisions of this agreement. 2. All notices required under this agreement shall be made in writing to the appropriate contact person. The Department's contact person will be the District 6 Local Systems Engineer. The Recipient's contact person shall be the City Engineer, or their designated representative. The Recipient shall be responsible for the development and completion of the following project: New pedestrian overpass bridge along IA 1, over Interstate 80. 4. The Recipient shall receive reimbursement for costs of authorized and approved eligible project activities from Federal stimulus funds. The portion of the project costs reimbursed by Federal stimulus funds shall be limited to a maximum of either 100 percent of eligible costs or the amount stipulated in the approved Statewide Transportation Improvement Program (STIP), whichever is less. Due to the size, scope, and special purposes of the ARRA legislation, several special requirements will apply to this project, in addition to those required by Title 23 United States Code and its implementing regulations, as outlined in Exhibit 1. These special requirements include, but may not be limited to, the following: a. All construction contracts shall be let through the Department's competitive bidding process. b. The project construction must be let for bids no later than January 20, 2010. c. Once obligated, the Federal stimulus funds for this project will remain available for reimbursement of eligible project expenditures until September 30, 2015. After this date any remaining balance of obligated funds will be withdrawn and no additional reimbursements will be made from Federal stimulus funds. d. The Department will prepare and submit reports to the Federal Highway Administration (FHWA) for all projects that receive Federal stimulus funding. The Recipient shall provide data as required to the Department in order to meet these reporting requirements. Federal Highway Stimulus Project Agreement Page 2 e. The mayor, chairperson of the Board of Supervisors, or other chief executive of the Recipient shall sign the certification attached as Exhibit 2. 6. If any part of this agreement is found to be void and unenforceable, the remaining provisions of this agreement shall remain in effect. 7. It is the intent of both parties that no third party beneficiaries be created by this agreement. 8. This agreement shall be executed and delivered in two or more copies, each of which so executed and delivered shall be deemed to be an original and shall constitute but one and the same agreement. 9. This agreement and the attached Exhibits constitute the entire agreement between the Department and the Recipient concerning this project. Representations made before the signing of this agreement are not binding, and neither party has relied upon conflicting representations in entering into this agreement. Any change or alteration to the terms of this agreement shall be made in the form of an addendum to this agreement. The addendum shall become effective only upon written approval of the Department and the Recipient. 10. The costs associated with this contract will be reimbursed in whole or in part by Federal funds provided by the American Recovery and Reinvestment Act of 2009 (ARRA). In order to comply with the reporting requirements associated with ARRA funds, the Consultant shall provide monthly employment reports to the Iowa Department of Transportation. For each contract that will have some or all of its costs reimbursed with ARRA funds, the Consultant's employment data shall include, but may not be limited to, the following: the total number of employees actively working on the contract, the total number of hours charged, and the total payroll costs billed to the contract. The method of reporting and detailed instructions will be provided on the Iowa Department of Transportation's Recovery Act web site at: http~//www iowadot.gov/recovery/index.htm." IN WITNESS WHEREOF, each of the parties hereto has executed this agreement as of the date shown opposite its signature below. For C By Date ~~~~~~~i~.y , 2~~- I, Marian K Karr ,certify that I am the City Clerk of Iowa City, and that Regenia D . Bailey ,who signed said Agreement for and on behalf of the city was duly authorized to execute the same by virtue of a formal resolution duly passed and adopted by the city on the. 2nd day of November , 20 0~,_. Signed ~~A .~~C~~t~t~ City Clerk of Iowa City, Iowa Date November 2 , 2092-. For the Iowa Department of Transportation Highway Division gy Date Kent L. Ellis, P.E. District Local Systems Engineer District 6 20 March 2009 EXHIBIT 1 General Agreement Provisions for use of Federal Highway Funds on Non-primary Highways 1. General Requirements. a. The Recipient shall take the necessary actions to comply with applicable State and Federal laws and regulations. To assist the Recipient, the Department has provided guidance in the Federal-aid Project Development Guide (Guide) and the Instructional Memorandums to Local Public Agencies (I.M.s) that are referenced by the Guide. Both are available on-line at: http://www.iowadot.gov/local systems/ publications/im/Ipa_ims.htm. The Recipient shall follow the applicable procedures and guidelines contained in the Guide and I.M.s in effect at the time project activities are conducted. b. In accordance with Title VI of the Civil Rights Act of 1964 and associated subsequent nondiscrimination laws, regulations, and executive orders, the Recipient shall not discriminate against any person on the basis of race, color, national origin, sex, age, or disability. In accordance with Iowa Code Chapter 216, the Recipient shall not discriminate against any person on the basis of race, color, creed, age, sex, sexual orientation, gender identity, national origin, religion, pregnancy, or disability. c. The Recipient shall comply with the requirements of Title II of the Americans with Disabilities Act of 1990 (ADA), Section 504 of the Rehabilitation Act of 1973 (Section 504), and the associated Federal regulations that implement these laws. When pedestrian facilities are constructed, reconstructed, or altered, the Recipient shall make such facilities compliant with the ADA and Section 504. Pedestrian facilities include facilities that are designed for pedestrian use, such as pedestrian signals and push buttons, sidewalks, multi- use trails, curb ramps, and the street surface in the pedestrian crossing area. Alterations are changes to the structure, grade, function, or use of the pedestrian facility, and include such activities as: full depth pavement replacement, widening, resurfacing, signal installation, pedestrian signal installation, and other projects of similar scale and effect. In addition, by signing this agreement, if the Recipient has 50 or more employees, it certifies one of the following: it has provided ADA compliant curb ramps at all intersections of sidewalks with public streets under its jurisdiction; it has a transition plan that meets the requirements of 28 CFR 35.150(d), including provisions for installation of curb ramps at all intersections of sidewalks with public streets under its jurisdiction; or it is working to develop such a transition plan. If the Recipient does not have a transition plan or its transition plan does not include curb ramps, the Recipient shall prepare or modify its transition plan to include curb ramps in accordance with I.M. 1.080, ADA Requirements. d. The Recipient agrees to indemnify, defend, and hold the Department harmless from any action or liability arising out of the design, construction, maintenance, placement of traffic control devices, inspection, or use of this project. This agreement to indemnify, defend, and hold harmless applies to all aspects of the Department's application review and approval process, plan and construction reviews, and funding participation. e. Incase of dispute concerning the terms of this agreement, the parties shall submit the matter to arbitration pursuant to Iowa Code Chapter 679A. Either party has the right to submit the matter to arbitration after 10 days notice to the other party of their intent to seek arbitration. The written notice shall include a precise statement of the dispute. The Department and the Recipient agree to be bound by the decision of the appointed arbitrator. Neither party may seek any remedy with the State or Federal courts absent exhaustion of the provisions of this paragraph The Office of Management and Budget (OMB) Circular A-133 requires the Department to inform the Recipient of the appropriate Catalog of Federal Domestic Assistance (CFDA) number and title to be used on the Schedule of Expenditures of Federal Awards (SEFA) that is required by OMB Circular A-133. CFDA #20.205 and title, "Highway Planning and Construction" shall be used for the Federal funds awarded for this project. If the Recipient will pay initial project costs and request reimbursement from the Department, the Recipient shall report this project on its SEFA. If the Department will pay initial project costs and then credit those accounts from which initial costs were paid, the Department will report this project on its SEFA. In this case, the Recipient shall not report this project on its SEFA. 2. Federal Authorization. a. The Recipient shall be responsible for including the project in the appropriate Regional Planning Affiliation (RPA) or Metropolitan Planning Organization (MPO) Transportation Improvement Program (TIP). The Recipient shall also ensure that the appropriate RPA or MPO, through their TIP submittal to the Department, Exhibit 1 Page 2 includes the project in the Statewide Transportation Improvement Program (STIP). If the project is not included in the appropriate fiscal year of the STIP, Federal funds cannot be authorized. b. Before beginning any work for which Federal funding reimbursement will be requested, the Recipient shall contact the Department to obtain the procedures necessary to secure FHWA authorization. The Recipient shall submit a written request for FHWA authorization to the Department. After reviewing the Recipient's request, the Department will forward the request to the FHWA for authorization and obligation of Federal funds. The Department will notify the Recipient when FHWA authorization is obtained. The cost of work performed prior to FHWA authorization will not be reimbursed with Federal funds. 3. In-House Services. a. If Federal funding is requested for in-house services, the Recipient shall follow the procedure outlined in I.M. 3.310, Federal-aid Participation in In-House Services. If the Recipient desires to claim indirect costs under Federal awards, the Recipient shall prepare an indirect cost rate proposal and related documentation in accordance with the requirements of 2 CFR 225. Before incurring costs for in-house services, such an indirect cost rate proposal shall be certified by the FHWA or the Federal agency providing the largest amount of Federal funds to the Recipient. 4. Consultant Services a. If the Recipient requests Federal funds for consultant services, the Recipient and the Consultant shall prepare a contract for consultant services in accordance with Title 23, Code of Federal Regulations, Part 172 - Administration of Negotiated Contracts (23 CFR 172). These regulations require aqualifications-based selection process. The Recipient shall follow the procedures for selecting and using consultants outlined in I.M. 3.305, Federal-aid Participation in Consultant Costs. b. If preliminary engineering is Federally funded, and if the "do nothing" alternate is not selected, and if right-of- way acquisition for or actual construction of the road is not started by the close of the tenth fiscal year following the fiscal year in which the Federal funds were authorized, the Recipient shall repay to the Department an amount equal to the amount of Federal funds made available for such engineering. 5. Environmental Requirements and other Agreements or Permits. a. The Recipient shall take the appropriate actions and prepare the necessary documents to fulfill the FHWA requirements for project environmental studies including historical/cultural reviews and location approval. The Recipient shall complete any mitigation agreed upon in the FHWA approval document. b. If farmland is to be acquired, whether for use as project right-of-way or permanent easement, the Recipient shall submit the U.S. Department of Agriculture Farmland Conversion Impact Rating form, when required, to the U.S. Natural Resources Conservation Service (NRCS). c. The Recipient shall obtain agreements, as needed, from railroad and utility companies; and shall obtain project permits and approvals, when necessary, from the Iowa Department of Cultural Affairs (State Historical Society of Iowa; State Historic Preservation Officer), Iowa Department of Natural Resources, U.S. Coast Guard, U.S. Army Corps of Engineers, the Department, etc. The Recipient shall comply with the Policy for Accommodating Utilities on City and County Federal-aid Highway Right of Way, and the Policy for Accommodating Utilities on Primary Road System when on State's right of way. Certain utility relocation, alteration, adjustment, or removal costs to the Recipient for the project may be eligible for Federal funding reimbursement. If the Recipient desires Federal reimbursement of these costs, it shall submit a request for FHWA Authorization prior to beginning any utility relocation work, in accordance with the procedures outlined in I.M. 3.650, Federal-aid Participation in Utility Relocations e. In all contracts entered into by the Recipient, and all subcontracts, in connection with this project that exceed $100,000, the Recipient shall comply with the requirements of Section 114 of the Clean Air Act and Section 308 of the Federal Water Pollution Control Act, and all their regulations and guidelines. In such contracts, the Recipient shall stipulate that any facility to be utilized in performance of or to benefit from this agreement is not listed on the Environmental Protection Agency (EPA) List of Violating Facilities or is under consideration to be listed. Exhibit 1 Page 3 6. Right-of-Way. a. The Recipient shall acquire the project right-of-way, whether by lease, easement, or fee title, and shall provide relocation assistance benefits and payments in accordance with the procedures set forth in I.M. 3.605, Right-of-Way Acquisition, and the Department's Office of Right of Way Local Public Agency Manual. The Recipient shall contact the Department for assistance, as necessary, to ensure compliance with the required procedures, even if no Federal funds are used for right-of-way activities. The Recipient shall obtain environmental concurrence before acquiring any needed right-of-way. With prior approval, hardship and protective buying is possible.- If the Recipient requests Federal funding for right-of-way acquisition, the Recipient shall also obtain FHWA authorization before purchasing any needed right-of-way. b. If the project right-of-way is Federally funded and if the actual construction is not undertaken by the close of the twentieth fiscal year following the fiscal year in which the Federal funds were authorized, the Recipient shall repay the sum or sums of Federal funds in the right-of-way to the Department. 7. Letting the Project. a. The project plans, specifications, and project cost estimate (PS&E) shall be prepared and certified as appropriate by a Professional Engineer, Architect, or Landscape Architect licensed in the State of Iowa. The Recipient shall .submit the plans, specifications, and other contract documents to the Department for review and approval to let the project. b. The project shall be constructed under the Department's Standard Specifications for Highway and Bridge Construction. Prior to their use in the PS&E, specifications developed by the Recipient for individual construction items shall be approved by the Department. c. The Recipient shall forward a completed Project Development Certification (Form 730002) and final PS&E to the Department. As a condition for the Department to let the project, the Recipient agrees that the Recipient has the financial resources to proceed with the project if bids submitted are 110% of the project cost estimate or less. If the Recipient is a city, the Recipient shall comply with the public hearing requirements of the Iowa Code section 26.12. d. If the project is to be accomplished via a contract awarded by competitive bidding, the project will be let by the Department in accordance with its normal letting procedures. After bids are received and reviewed, the Department will furnish the Recipient with a tabulation of responsive bids. e. When let by the Department, the Department will prepare an Iowa DOT Staff Action identifying the lowest responsive bidder. The Department will mail three originals of the unexecuted contract to the Recipient. f. The Recipient shall take action to award a contract to the lowest responsive bidder or reject all bids. Following award of a contract, the Recipient shall forward to the Department two copies of the fully executed contract, two copies of the performance bond, and two copies of the certificate of insurance. 8. Construction. a. Traffic control devices, signing, or pavement markings installed within the limits of this project shall conform to the "Manual on Uniform Traffic Control Devices for Streets and Highways" per 761 IAC Chapter 130. The safety of the general public shall be assured through the use of proper protective measures and devices such as fences, barricades, signs, flood lighting, and warning lights as necessary. b. If Federal funding is requested for construction performed by local agency forces, the Recipient will follow the procedures outlined in I.M. 3.810, Federal-aid Construction by Local Agency Forces. c. The Recipient shall comply with the procedures and responsibilities for materials testing according to the Department's Material I.M.s. The Department will bill the Recipient for testing services according to its normal policy. The Recipient should use the Department's Construction Manual as a guide for conducting other construction inspection activities. Exhibit 1 Page 4 9. Payments. a. After costs have been incurred, the Recipient may submit to the Department periodic itemized claims for reimbursement for eligible project costs. Reimbursement claims shall include certification that all eligible project costs, for which reimbursement is requested, have been paid in full and completed in substantial compliance with the terms of this agreement. The Department will reimburse the Recipient for properly documented and certified claims for eligible project costs, less a withholding of 5% of the Federal and / or State share of construction costs. Reimbursement will be made either by State warrant or by crediting other accounts from which payment was initially made. If, upon final audit or review, the Department determines the Recipient has been overpaid, the Recipient shall reimburse the overpaid amount to the Department. After the final audit or review is complete and after the Recipient has provided all required paperwork, the Department will release the Federal or State funds withheld. c. The total funds collected by the Recipient for this project shall not exceed the total project costs. The total funds collected shall include any Federal or State funds received, and any special assessments made by the Recipient (exclusive of any associated interest or penalties), pursuant to Iowa Code Chapter 384 (cities) or Chapter 311 (counties). The total project costs shall include all costs that can be directly attributed to the project. In the event that the total funds collected by the Recipient does exceed the total project costs, the Recipient shall either: 1) refund to the assessed property owners the excess special assessments collected (including interest and penalties associated with the amount of the excess), or 2) refund to the Department all funds collected in excess of the total project costs (including interest and penalties associated with the amount of the excess) within 60 days of the receipt of any excess funds. In return, the Department will either credit reimbursement billings to the FHWA or credit the appropriate State fund account in the amount of refunds received from the Recipient. 10. Project Close-out. a. Upon completion of the project, as appropriate, a Professional Engineer, Architect, or Landscape Architect, licensed in the State of Iowa shall certify in writing to the Department that the project was completed in substantial compliance with the plans and specifications set out in this agreement. Final reimbursement of Federal funds shall be made only after the Department accepts the project as complete. b. The Recipient shall maintain all books, documents, papers, accounting records, reports, and other evidence pertaining to costs incurred for the project. The Recipient shall also make these materials available at all reasonable times for inspection by the Department, FHWA, or any authorized representatives of the Federal Government. Copies of these materials shall be furnished by the Recipient if requested. Such documents shall be retained for at least 3 years from the date of FHWA approval of the final amendment /modification to the project in the FHWA's Fiscal Management Information System (FMIS). Upon receipt of such approval by FHWA, the Department will notify the Recipient of the record retention date. c. The Recipient shall maintain, or cause to be maintained, the completed improvement in a manner acceptable to the Department and the FHWA. EXHIBIT 2 Recipient's Certification for Use of American Recovery and Reinvestment Act Funds Aaency Name: Iowa City, Iowa Project Number: ESIM-080-6(285)243-OS-52 Project Descriation: New pedestrian overpass bridge along IA 1, over Interstate 80 Estimated Total Cost: $1,800,000. Federal stimulus funds: $1,800,000. In accordance with the requirements of Section 1511 of Title XV of Division A of the American Recovery and Reinvestment Act of 2009, on behalf of the agency named above I hereby certify that the project described above has received the full review and vetting required by law and I accept responsibility that this investment is an appropriate use of taxpayer dollars. Signature Printed name Date Title of county or city official m+~ 17 Prepared by: Sarah Okerlund, Civil Engineer, 410 E. Washington St., Iowa City, IA 52240; (319) 356-5149 RESOLUTION NO. 09-345 RESOLUTION APPROVING, AUTHORIZING AND DIRECTING THE MAYOR TO EXECUTE AND THE CITY CLERK TO ATTEST AN AGREEMENT BY AND BETWEEN THE CITY OF IOWA CITY AND FOTH INFRASTRUCTURE AND ENVIRONMENT, LLC TO PROVIDE ENGINEERING CONSULTANT SERVICES FOR THE LOWER MUSCATINE ROAD RECONSTRUCTION PROJECT (KIRKWOOD AVE. TO 1sT AVE). WHEREAS, the City of Iowa City desires to reconstruct Lower Muscatine Road; and WHEREAS, this project will include new pavement, sidewalk, storm sewer, sanitary sewer and watermain; and WHEREAS, the City desires the services of a consulting firm to prepare preliminary and final design for construction of the Lower Muscatine Road Reconstruction Project; and WHEREAS, the City of Iowa City has negotiated an Agreement for said consulting services with Foth Infrastructure and Environment, LLC, to provide said services; and WHEREAS, it is in the public interest to enter into said Consultant Agreement with Foth Infrastructure and Environment, LLC. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA, THAT: 1. The Consultant's Agreement attached hereto is in the public interest, and is approved as to form and content. 2. The Mayor and City Clerk are hereby authorized and directed to execute the attached Consultant's Agreement. Passed and approved this ~„a day of ATTEST: CIT LERK City Attorney's Office pweng/res/Iwrmuscaline-reconstruct. doc Resolution No. 09-345 Page 2 It was moved by Hayek and seconded by Wilburn the Resolution be adopted, and upon roll call there were: AYES: NAYS: ABSENT: ~- x x x x X x Bailey Champion Correia Hayek O'Donnell Wilburn Wright wpdata/glossary/resolution-ic. doc v 1 CONSULTANT AGREEMENT THIS AGREEMENT, made and entered into this ~ ~D- day of /~av~,r-6~ v , 2009 , by and between the City of Iowa City, a municipal corporation, hereinafter referred to as the City and Foth Infrastructure and Environment. LLC. , of Cedar Rapids ,hereinafter referred to as the Consultant. WHEREAS, the City desires to secure the services of the Consultant to provide engineering services related to the proposed reconstruction of Lower Muscatine Road from Kirkwood Avenue to 1S` Avenue, approx. 4,100 LF in length.; WHEREAS, the final design services to be provided shall include horizontal and vertical alignment refinement, storm water analysis, utility design (storm sewer, water main, sanitary sewer, lighting, and traffic signalization), roadway geometrics, and general plan preparation. The total length of the proposed project is approximately 4,100 LF. NOW THEREFORE, it is agreed by and between the parties hereto that the City does now contract with the Consultant to provide services as set forth herein. I. SCOPE OF SERVICES Consultant agrees to perform the engineering services for the City, and to do so in a timely and satisfactory manner. Services provided under this agreement shall be as further described in Attachment A, attached and incorporated herein. The City agrees to provide the information stated in Attachment D, attached and incorporated herein. II. TIME OF COMPLETION The Consultant shall complete all phases of the Project in accordance with the schedule shown, assuming notice to proceed is issued by the City on or before November 2nd, 2009. The schedule of the work to be performed shall conform to the Schedule set forth in Attachment B, attached and incorporated herein. Any deviations from the Schedule shall be approved by the authorized City representative. III. GENERAL TERMS A. The Consultant shall not commit any of the following employment practices and agrees to prohibit the following practices in any subcontracts. 1. To discharge or refuse to hire any individual because of their race, color, religion, sex, national origin, disability, age, marital status, gender identity, or sexual orientation. 2. To discriminate against any individual in terms, conditions, or privileges of employment because of their race, color, religion, sex, national origin, disability, age, marital status, gender identity, or sexual orientation. B. Should the City terminate this Agreement, the Consultant shall be paid for all work and services performed up to the time of termination. However, such sums shall not be greater than the "Not-to-exceed" amount listed in Section IV. The City may terminate this Agreement upon seven (7) calendar days' written notice to the Consultant. -2- C. This Agreement shall be binding upon the successors and assigns of the parties hereto, provided that no assignment shall be without the written consent of all Parties to said Agreement. D. It is understood and agreed that the retention of the Consultant by the City for the purpose of the Project shall be as an independent contractor and shall be exclusive, but the Consultant shall have the right to employ such assistance as may be required for the performance of the Project. E. It is agreed by the City that all records and files pertaining to information needed by the Consultant for the project shall be available by said City upon reasonable request to the Consultant. The City agrees to furnish all reasonable assistance in the use of these records and files. F. It is further agreed that no Party to this Agreement shall perform contrary to any state, federal, or local law or any of the ordinances of the City of Iowa City, Iowa. G. At the request of the City, the Consultant shall attend meetings of the City Council relative to the work set forth in this Agreement. Any requests made by the City shall be given with reasonable notice to the Consultant to assure attendance. H. The Consultant agrees to furnish, upon termination of this Agreement and upon demand by the City, copies of all basic notes and sketches, charts, computations, and any other data prepared or obtained by the Consultant pursuant to this Agreement without cost, and without restrictions or limitation as to the use relative to specific projects covered under this Agreement. In such event, the Consultant shall not be liable for the City's use of such documents on other projects. The Consultant agrees to furnish all reports, specifications, and drawings, with the seal of a professional engineer affixed thereto or such seal as required by Iowa law. The City agrees to tender the Consultant all fees in a timely manner, excepting, however, that failure of the Consultant to satisfactorily perform in accordance with this Agreement shall constitute grounds for the City to withhold payment of the amount sufficient to properly complete the Project in accordance with this Agreement. K. Should any section of this Agreement be found invalid, it is agreed that the remaining portion shall be deemed severable from the invalid portion and continue in full force and effect. L. Original contract drawings shall become the property of the City. The Consultant shall be allowed to keep mylar reproducible copies for the Consultant's own filing use. M. Fees paid for securing approval of authorities having jurisdiction over the Project will be paid by the City. N. Upon signing this agreement, Consultant acknowledged that Section 362.5 of the Iowa Code prohibits a City officer or employee from having an interest in a contract with the City, and certifies that no employee or officer of the City, which includes members of the City Council and City boards and commissions, has an interest, -3- either direct or indirect, in this agreement, that does not fall within the exceptions to said statutory provision enumerated in Section 362.5. O. The Consultant agrees at all times material to this Agreement to have and maintain professional liability insurance covering the Consultant's liability for the Consultant's negligent acts, errors and omissions to the City in the sum of $1,000,000. IV. COMPENSATION FOR SERVICES In consideration of the services, work, equipment, supplies, or materials provided herein, the City agrees to pay the Consultant the following HOURLY NOT-TO-EXCEED FEE (Unit Cost/Time Charges), including any authorized reimbursable expenses, pursuant to the Schedule of Fees set forth in Attachment C, attached and incorporated herein. TOTAL HOURLY NOT-TO-EXCEED FEE $ 255,000 Consultant shall bill City monthly for services and reimbursable expenses. Payment shall be due and payable within thirty (30) days of City's receipt of invoice. V. MISCELLANEOUS A. All provisions of the Agreement shall be reconciled in accordance with the generally accepted standards of the Engineering Profession. B. It is further agreed that there are no other considerations or monies contingent upon or resulting from the execution of this Agreement, that it is the entire Agreement, and that no other monies or considerations have been solicited. FOR THE CITY ,... By: Title: Date (~~ G ATTEST: ~ic~~ ~. ~~~%l~% FOR THE CONSULTANT Foth Infrastructure and E vironment, LLC By: ~ Title: Senior Project Manager Date: ~Di'Z'~r'Zyo1 Approved by: City Attorney's Office ll(2IC1~ Date Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa ATTACHMENT "A" -SCOPE OF SERVICES Lower Muscatine Road Improvements Kirkwood Avenue to 15 Avenue Iowa City, Iowa The work to be performed by the Consultant under this agreement shall encompass and include all detail work, services, materials, equipment and supplies necessary to complete the roadway improvement plans for the project. The proposed project involves engineering design services regarding the reconstruction of Lower Muscatine Road from Kirkwood Avenue to 1St Avenue, approx. 4,100 LF in length. The gna/ design services to be provided shall include horizontal and vertical alignment refinement, storm water analysis, utility design (storm sewer, water main, sanitary sewer, lighting, and traffic signalization), roadway geometrics, and general plan preparation. The total length of the project plans for Lower Muscatine Road is approximately 4,100 LF. The scope of services to be performed by the Consultant shall be completed in accordance with generally accepted standards of practice and shall include the services to complete the following tasks: TASK A -Contract Management 1.0 Project Administration 1.1 Project Management The project manager will be responsible for the development and tracking of the project plan for the project development. This includes task identification, staff scheduling and coordination, project communications, monthly progress reporting and invoicing and other important elements of the project. The project duration is assumed to be twelve (12) months. 1.2 Project Development Team Meetings. Maintain communications with the Project Development Team and various other designated representatives. The project development team will include the City of Iowa City Engineering Department and Foth Companies. Meet to review progress and to discuss specific elements of the project design (assume five (5) meetings in Iowa City). The meetings will also serve to establish schedules, develop project goals, establish design parameters, promote a dialog between the various entities, improve the decision-making process, and expedite design development. Prepare minutes of meetings and keep documentation of other communications. For budget purposes, it is assumed that the meetings will be attended by one (1) staff member of the Consultant. The following project meetings are included with the scope of work: Project Review Meetings -four (4) meetings Note: there is one (1) additional meeting included for miscellaneous purposes. 1.3 Public Information The Consultant will conduct one (1) public informational meeting that will be attended by two (2) staff members of the Consultant. The purpose of this meeting will be to present the final project design and anticipated construction schedule to the adjacent property owners and other affected parties. This task includes preparation of the public notification letters, display materials and pertinent hand out information for the meeting. Also includes reviewing the results of the meeting with the Project Development Team. X:\CR\IE\2009\091023\1000 Budget\Contractlsos-102709-ICRdwyDsgn.doc Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa The reserving of the meeting facility and a public notification will be completed by the CITY. 1.4 Individual Property Owner Meetings The Consultant will conduct meetings with individual property owners to address issues of specific concern to adjacent properties. These meetings will be held in concert with the Project Development Team meetings. This will include specific discussions about access issues, changes in circulation, potential right-of-way needs, and other issues related to specific parcels. During the scheduled individual property owner meeting times, the Consultant's project manager will meet with the affected property owner to discuss the specifics of the project as it relates to their property, obtain information regarding any issues the property owner feels is important, and get input regarding their expectations. For budget purposes, it is assumed that the Consultant will conduct one (1) meeting for approximately half of the adjacent properties (estimated a total of 20 meetings) and will be attended by one (1) staff member of the Consultant. 1.5 Utility Coordination Meetings The Consultant will conduct meetings with individual utility companies to address specific conflicts. It is anticipated that there will be two (2) meetings for each utility company. The first will be to advise of the nature and extent of the improvements and any potential conflicts with existing or proposed utility systems, and the second will be preliminary/final design review and coordination meetings. 1.6 Quality Control Plan Establish review and checking procedures for project deliverables. Designate responsibility for implementation of the plan. 1.7 Sub-consultant Management Prepare subcontracts and work orders for Sub-consultants. Monitor Sub-consultant activities. Review invoices and submit to the CITY for payment. Coordinate Sub-consultant activities with Terracon (Geotechnical Investigation). 1.8 Design Coordination w/ Iowa DOT District 6 Local Office The Consultant will conduct individual meetings with the Iowa DOT to coordinate improvements as required by State/federal funding. For budgeting purposes, it is assumed that two (2) meetings will be attended by one (1) staff member of the Consultant. Meeting minutes along with documentation of other communications shall be prepared by the Consultant and included in the project file. TASK B -Survey and Mapping 1.0 Preliminary Design Surveys . The Consultant shall perform field and office tasks required to collect supplemental topographic information deemed necessary to complete the project. The specific supplemental survey tasks to be performed include the following: 1.1 Control Surveys- (Task not required) 1.2 Supplemental Topographic Survey The Consultant shall perform minimal topographic surveys required for the development of the project and to supplement the topographic survey as originally performed by Foth Companies. Verification of existing roadway horizontal and vertical locations at proposed mainline, side road and driveway tie-in points shall be included in this item. For budgeting purposes, it is assumed that aone-person survey crew w/ robotic total station shall spend a maximum of 3 days surveying. 1.3 Supplemental Utility Surveys The Consultant shall perform minimal utility surveys required for the development of the project and to supplement the utility survey as original performed by Foth Companies. Verification of existing utilities that were not marked in the original survey shall be included in this item. The Consultant shall X:\CR\IE\2009\091023\1000 Budget\Contract\sos-102709-ICRdwyDsgn.doc Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa contact utility owners of record or the "one call" representative and request that buried utilities be marked in the field. Establish coordinates and elevations (if possible) for utilities that fall within the limits of the project and are visible or have been marked on the ground by the utility owner. For budgeting purposes, it is assumed that cone-person survey crew w/ robotic total station shall spend a maximum of 2 days surveying existing utilities. 1.4 Right-of-Way Surveys- (Task not required) 1.5 Plat Preparation of Acquisition Plats and Legal Descriptions Utilizing the boundary survey and right-of-way retracement plat (as previously performed/developed by Foth Companies) the Consultant shall prepare acquisition plats and legal descriptions as required for the project. For estimating purposes, the following numbers of acquisition plats are assumed for this agreement: Permanent Acquisition Plats - 23 Permanent Utility Easement Plats (for roadway light poles) - 12 Temporary Construction Easement plats - 35 Individual plats and legal descriptions will be prepared for each parcel with permanent and temporary acquisitions. The plats and legal descriptions shall comply with requirements of the Iowa Code and shall be prepared by or under the direct supervision of a duly licensed land surveyor under the laws of the State of Iowa. The plats shall also be completed in accordance with the CITY of Iowa City requirements. This task also consists of staking the easement locations for purposes of right-of-way negotiations. The staking survey includes the marking of key easement location points in order to visualize the locations in the field and shall also include marking of existing property lines locations. For the purpose of this agreement, all permanent and temporary easements will be staked one (1) time. 1.6 Monumentation of Permanent Right-of-Way Acquisitions This task consists of monumentation of the permanent right-of-way acquired as a part of this project, which will be performed upon completion of construction of the proposed improvements. The monumentation shall comply with requirements of the Iowa Code and shall be performed by or under the direct supervision of a duly licensed land surveyor under the laws of the State of Iowa. This task does not include monumentation of any existing right-of-way pins that are disturbed during construction activities. 1.7 Wetland Delineation Survey - (Task not required) 1.8 Drainage Surveys - (Task not required) 1.9 Soil-Boring Location Surveys Perform soil-boring location surveys to establish location and elevation of proposed geotechnical investigations consisting of 15 soil borings. The Sub-Consultant shall field locate boring locations. 1.10 Report of Record Ownership and Liens (Title Searches) The Consultant shall obtain the services from an abstract company for the purpose of determining ownership interest(s) and instruments affecting title of land to be acquired in the name of the City. For land surveying purposes, the abstract company shall deliver a title report for each parcel affected by the project to provide reasonable assurance of property ownership/interests of the real estate. This title report shall identify all mortgages, the last deed and easements of record, real estate tax assessment and payment information, and liens and claims pending in probate or other proceedings. For land acquisition purposes, a report of record ownership and liens will be obtained for 35 parcels in accordance with standard Iowa City requirements. X:\CR\IE\2009\091023\1000 Budget\Contract\sos-102709-ICRdwyDsgn.doc 3 Foth Infrastructure and Environment Lower Muscatine Road Improvements Project No. 00091023.00 Iowa City, Iowa TASK C -Geotechnical Investigation 1.0 Geotechnical 1.1 Geotechnical Exploration Analyses (Sub-Consultant) The Sub-Consultant, Terracon shall complete geotechnical exploration for the project corridor. These services will be in general accordance with the Iowa DOT's specification for subsurface investigations and design. This task includes completing approximately 15 roadway borings averaging between 10 to 25ft deep, laboratory testing, engineering analysis and a written report. Engineering analysis will include subgrade preparation, settlement analysis, slope stability, culvert foundation design, subsurface drainage, site grading, excavation stability and backfill, and pavement thickness design TASK D - Utility Design 1.0 Sanitary Sewer Included in this task is the design of a new 12" dia. sanitary sewer that will replace the existing deficient line from 1St Avenue to Mall Drive. Also included in this task is the inspection of all other existing manholes within the project corridor and repair/replacement of ones that are damaged or deemed structurally inadequate. The Consultant shall coordinate the sanitary sewer design with the City of Iowa City Wastewater Division. 2.0 Water main This task consists of designing the following water mains: • 12" dia. water main from Sycamore St. to Deforest Ave. • 8" dia. water main from Sycamore St. to Kirkwood Ave. • Replacement of existing 6" water main along Deforest Ave. from Sycamore St to Lower Muscatine Rd. Determining locations of hydrants, valves, water services and other key connections is included in this task. The Consultant shall coordinate the water main design with the City of Iowa City Water Division. TASK E -Roadway Design 1.0 Preliminary Plans Utilizing the preliminary geometrics as developed by the City of Iowa City, the Consultant shall provide preliminary plans for Lower Muscatine Road, from Kirkwood Avenue to 1St Avenue. The level of detail for this task shall be in accordance to The Iowa Department of Transportation Federal-Aid Project Development Guide for Local Public Agencies. Upon completion, the design plans will be approximately 45 percent complete. The submittal of preliminary plans shall be completed on or before the date established in the "Critical Path for Project Development" schedule. 1.1 Plan Preparation -Title Sheet and Typical Sections (A and B Sheets) Prepare title and typical section sheets for Lower Muscatine Road and all connecting side roads within the project limits. This task shall also include miscellaneous details such as special paving details, grading details and other required details. 1.2 Plan Preparation -Estimate of Quantities (C Sheets) This task consists of a preliminary determination of the bid items to be included in the project, along with their appropriate tabulations. X:\CR\IE\2009\091023\1000 Budget\Contract\sos-102709-ICRdwyDsgn.doc Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa 1.3 Plan Preparation -Plan and Profile (D and E Sheets) Prepare preliminary plan and profile drawings at a scale of 1 "=20' horizontal and 1 "=5' vertical. These drawings will show base mapping and proposed roadway alignments. Include slope intercepts, side road intersections, ditch locations, cross drainage, erosion containment, existing and proposed drainage structures (including flow line, drainage area, and topography), existing and proposed right-of-way, easements, and entrance profiles. Intersecting angles and station equation between mainline and side road reference line will also be shown. Profiles will show proposed elevations, grades, vertical curve length and "K" value, elevations for PVC, PVI, and PVT, ditch profiles and ditch elevations. These drawings will also show existing contours and proposed grading information along the corridor. 1.4 Plan Preparation -Right-of-way Sheets (H Sheets) This task consist of the development of right-of-way and easement plan sheets in accordance with the Iowa DOT Right-of-Way Design Manual. The preliminary right-of-way needs for the proposed roadway improvements including permanent and temporary easements for construction purposes, and erosion control features will be determined. Right-of-way features such as existing and proposed right-of-way, access rights, property ownerships and parcel information shall be plotted on these sheets. Right-of-way and easement lines will be shown with station/offset labeling. 1.5 Plan Preparation -Staging and Traffic Control (J Sheets) This task consists of the developing a suitable plan for construction staging and traffic control measures to be implemented during construction. The plan will include provisions for through traffic and temporary access to adjacent properties during construction. The traffic control devices, procedures, and layouts shall be as per the Manual on Uniform Traffic Control Devices (MUTCD). 1.6 Plan Preparation -Pavement Markings and Traffic Signing (K Sheets) This task consists of the development of pavement marking and traffic signing plans to be placed into service following construction. The traffic control devices, procedures, and layouts shall be as per the Manual on Uniform Traffic Control Devices (MUTCD). 1.7 Plan Preparation -Intersections and Mainline Geometrics (L Sheets) Prepare a 1"=20' scale preliminary plan for each intersection and mainline in areas where special pavement transitioning is required to maintain positive drainage. Basic horizontal information shall be presented showing design vehicle turning radii, turning movements, design vehicle turning paths. 1.8 Plan Preparation -Storm Sewer, Water Main and Subdrain (M Sheets) Complete hydrologic and hydraulic investigations will be completed in accordance with Chapter 2 of Iowa Statewide Urban Design Standards for Public Improvements (SODAS) for proposed storm sewer along mainline and at side roads or in areas where new low points are created due to new roadway geometrics. This task consists of developing a "Storm Water Management Plan" for the areas surrounding the proposed improvements. This plan will inventory the existing hydrologic and hydraulic conditions and analyze the impacts the proposed improvements will have on the area wide drainage patterns. Once the impacts have been quantified alternatives will be developed to support the proposed improvements. Preliminary design and layout of the storm sewer, water main, and subdrain will be included on these sheets. 1.9 Plan Preparation -Traffic Signal Improvement Plans (N Sheets) This task consists of the development of preliminary traffic signal modification plans for two (2) intersections (Lower Muscatine Road & Mall Drive, Lower Muscatine Road & 1St Avenue) and preliminary plans for one (1) new signal installation (Lower Muscatine Road & Sycamore Street) using available design standards of the City and the Manual on Uniform Traffic Control Devices (MUTCD). It is anticipated that the existing equipment (poles & mast arms, signal heads and controller) will be relocated and utilized in the proposed project. X:\CR\IE\2009\091023\1000 Budget)Contract\sos-102709-ICRdwyDsgn.doc 5 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa Ciry, Iowa 1.10 Plan Preparation -Roadway Lighting Plans (P Sheets) This task consists includes finalizing the selection of lighting poles and fixture types, design and drawing preparation of a preliminary layout, preparation of photometric analysis and reports, and preliminary electrical design. The Consultant will work closely with the City to ensure that the proposed lighting system is compatible with the overall project design, and that it will meet the needs of the City. 1.11 Plan Preparation -Landscaping Plans (R Sheets) -This task consists of the development of preliminary streetscape plans as determined from the preliminary design phase. Included are the following surface plan items: delineate the location, dimensions of all landscape features such as tree plantings and planting areas. Also includes typical details that show depth, materials and method of installation. 1.12 Plan Preparation -Sanitary Sewer Plan and Profile (S Sheets) Prepare preliminary sanitary sewer plan and profile drawings at a scale of 1"=20' horizontal and 1"=5' vertical. These drawings will illustrate the proposed sanitary sewer alignment, pipe size & slope, manhole locations, existing road right-of-way & property lines, proposed permanent utility easements, existing contours, existing utilities, and all other existing features as located during the topographic survey of the proposed corridor. Plans will also include sanitary sewer manhole repair and or replacements as identified during inspection. 1.13 Plan Preparation -Special Construction Details (U Sheets) This task consists of the design and drafting associated with the preliminary assembly of modified standards and special details. This item also includes design and drafting services necessary for the implementation of a two (2) modular block retaining walls located on Lower Muscatine Road at 1320 Kirkwood Ave and Sycamore Mall Properties. 1.14 Plan Preparation -Cross Sections (W, X, Y, and Z sheets) Generate preliminary cross sections at 1"=10' horizontal and 1"=5' vertical scale at key locations for Lower Muscatine Road and at all connecting side roads. Cross sections will generally be developed at storm sewer cross-runs, terrain breaks, and at 50' intervals. Include finished grade line elevation and calculated earthwork volumes, indicating estimated earthwork volume for each proposed construction stage. 1.15 Preliminary Opinion of Probable Construction Cost Prepare a preliminary opinion of probable construction cost for the .project. Preliminary cost estimates shall be based on representative major project elements and based on recent bid information. Detailed quantity takeoffs will not be developed for the preliminary cost estimate. 1.16 Preliminary Plan Review by Design Team The Consultant shall submit preliminary plans and budget to the City for review and comment. A Field Review will be held by the Project Development Team to discuss key issues and design concepts, including drainage, access control, traffic control/staged construction and right-of-way. The review will determine the completion of the plan design, identify needed adjustments to minimize potential property impacts and confirm the proposed staging plans. Revisions will be noted for preparation of check plans. 2.0 Check Plans The level of detail for this task shall be in accordance to The Iowa Department of Transportation Federal-Aid Project Development Guide for Local Public Agencies. Upon completion, the design plans will be approximately 90 percent complete. The submittal of check plans shall be completed on or before the date established in the "Critical Path for Project Development" schedule. 2.1 Incorporate Comments from Preliminary Ptan Review The Consultant will respond to comments resulting from the Iowa DOT Preliminary Plan Review and Field Exam. Recommended modifications will be incorporated into the plan set. X:\CR\IE\2009\091023\1000 Budget\Contract\sos-102709-ICRdwyDsgn.doc 6 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa 2.2 Check Plan Preparation The Consultant will prepare check plans, which will generally include the following tasks for this project: Title Sheets (A Sheets) -This item consists of finalizing the title sheet. The title sheets will include the following: Index of Sheets, Index of Standard Road Plans, Mileage Summary, Legend, Location Map, Project Number, Letting Date and Design Designation. Typical Sections (B Sheets) -This item consists of final design and drafting of typical cross-sections and standard details to be utilized for the improvements. Estimate of Quantities (C Sheets) -This item consists of final bid items to be included in the Project as well as final quantity tabulations and the development of the general notes and estimate reference information. This item also includes the final design and tabulation of the erosion control measures to be provided on the Project. Plan and Profiles (D and ESheets) -This item consists of the final design and drafting of roadway plan and profile sheets, including the detail information required for plan approvals, and construction of the proposed roadway improvements including grading limits and necessary storm sewer improvements. Erosion Control Plans (F Sheets) This item consists of design and drafting of the proposed erosion control measures required for the project. Erosion control measures shall include but not limited to items such as silt fencing, wood excelsior mat, filter socks, rock outlet protection, storm sewer inlet protection and sediment traps. This item also includes the incorporation of existing and proposed contours for grading information. Reference Ties and Bench Marks (G Sheets) -This item consists of assembling reference ties to the plan control points and the bench mark data used to develop the plans and to be preserved though out construction of the project. This also includes preserving any Government Corners, which are found in the vicinity of the proposed construction. Right-of-way Sheets (H Sheets) -This item consists of final design and drafting of the right-of-way plans. Staging and Traffic Control (J Sheets) -This item consists of final design and drafting of the construction traffic control plans. Pavement Markings and Traffic Signing (K Sheets) -This item consists of final design and drafting of the permanent pavement marking and traffic signing plans. Geometric Staking Details (L Sheets) -This item consists of the final design and drafting of jointing details, spot elevations, and geometric layouts for all non-typical pavement areas. Includes design for entrance modifications. And also includes analyzing the effects proposed improvements will have on drainage, grades and on-site traffic circulation patterns. Storm Sewer and Water Main Profiles and Details (M Sheets) -This item consists of final design and drafting of storm sewers, storm sewer inlets, manholes, open ditches, subdrain, and water main and other related utility features on the project. Traffic Signal Improvement Plans (N Sheets) -This task consists of the final design and drafting of the proposed traffic signal modifications at Lower Muscatine Road & Mall Drive and Lower Muscatine Road & 1St Avenue intersections. Roadway Lighting Plans (P Sheets) -Show final locations for poles and other equipment on project plan drawings. Indicate orientation of all fixtures, including those to be installed on traffic signal or X:\CR\IE\2009\091023\1000 Budget\Contract\sos-102709-ICRdwyDsgn.doc 7 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa other foreign system poles. Show utility service locations will be required, and identify expected service characteristics. Provide final bills of material and schedule of work units, with construction cost estimates. Landscaping Plans (R Sheets) -This task consists of final design, plan preparation and drafting of streetscape features. Also includes detailed quantity takeoffs, preparation of special provisions, and final cost estimate. Included will be the following surface plan items: Finalize the location, dimensions, elevations of all landscape features such as tree planting areas, planting areas and other features. Provide typical cross-sections through various areas showing the depth, materials, and method of installation to be used. Prepare special details to illustrate the desired intent wherever plans and typical details do not adequately convey the design intent of a particular element. Sanitary Sewer Plan and Profiles (S Sheets) -This item consists of the final design and drafting of sanitary sewer plan and profile sheets and manhole repairs/replacements, including the detail information required for plan approvals, and construction of the proposed improvements. Tabulations of Earthwork Quantities (T Sheets) -This item consists of final design and tabulation of the earthwork quantities. Special Construction Details (U Sheets) -This item consists of the final design and drafting of miscellaneous details not included in the other items. Included are such items as special grading details, special storm sewer or manhole details not included in the standard drawings, special paving details, retaining wall design details and other required details. Design Cross-Sections (W, X, Y, Z Sheets) -This item consists of the final design and drafting of individual cross-sections for the Project. Cross-sections will be designed and drawn at 50-foot maximum intervals, with additional cross-sections included as necessary. Cross-sections will show the existing ground elevations as well as the final project grading, including foreslope and backslope information, special subgrade treatment, ditches, pavement replacement, and other pertinent information. 2.3 Preparation of Special Provisions The Consultant will prepare special provisions for the project for an additions and/or revisions to the standard and supplemental specifications. 2.4 Opinion of Probable Construction Cost Prepare opinion of probable construction cost for the project. Final cost estimates shall be based on representative all project elements and based on recent bid information. Detailed quantity takeoffs will be developed for the final cost estimate. 3.0 Final Plans The level of detail for this task shall be in accordance to The Iowa Department of Transportation Federal-Aid Project Development Guide for Local Public Agencies. The submittal of final plans shall be completed on or before the date established in the "Critical Path for Project Development" schedule. 3.1 Incorporate Comments from Check Plan Review The Consultant will respond to comments resulting from the Iowa DOT Check Plan Review. Recommended modifications will be incorporated into the final plan set. This task also includes final modifications of Special Provisions and the preparation of BIAS 2000 information for the Iowa DOT. X:\CR\IE\2009\091023\1000 Budget\Contract\sos-102709-ICRdwyDsgn.doc 8 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa 3.2 Opinion of Probable Construction Cost Prepare opinion of probable construction cost for the project. Final cost estimates shall be based on representative all project elements and based on recent bid information. Detailed quantity takeoffs will be developed and for this estimate. 3.3 Project Permitting The Consultant will assist the City in preparing applications for permits from governmental authorities that have jurisdiction to approve the design of the project and participate in consultations with such authorities, as necessary. The Consultant shall prepare the following documents for the project: • Pollution Prevention Plan • NPDES storm water discharge permit • Applicable IDNR Public Water Supply Construction Permits • Applicable IDNR Wastewater Construction Permits Any fees for construction permits, licenses or other costs associated with permits and approvals shall be the responsibility of the City. The Consultant shall provide technical criteria, written descriptions and design data for the City's use in filing the applications for permits. The Consultant shall prepare the permit applications and other documentation. 3.4 Prepare and Submit the Project Development Certification The Consultant shall provide the services required, except for those specifically identified to be performed by the Iowa DOT, to provide the Project Development Certification. This submittal shall be completed on or before the date established in the "Critical Path for Project Development" schedule. TASK F -Bid and Construction Period Services The work tasks to be performed or coordinated by the Consultant during the bid and Construction Period Services shall include the following: 1.0 Plan Clarification and Addenda The bid letting shall be administered by the Iowa DOT. The Consultant shall assist the City and Iowa DOT during the bid periods in answering questions regarding the design intent. The Consultant shall prepare addenda as appropriate to interpret, clarify or expand the bidding documents. Plan clarification information and addenda will be distributed to the project plan holders by the Iowa DOT. Plan interpretation during construction of the project is included in this task. 2.0 Pre-Construction Meeting The Consultant shall attend a preconstr'uction meeting for the project with contractors, suppliers, utility companies and City staff. It is anticipated that the City will perform construction administration and observation services. TASK G -Project Deliverables The scope of services shall be considered complete upon completion and delivery of the following items to the satisfaction of the City Engineer: Iowa Department of Transportation All project submittals as established in The Iowa Department of Transportation Federal-Aid Project Development Guide for Local Public Agencies, including Preliminary Plans, Check Plans, and Final Plans. Other required information includes BIAS 2000 information file, special provisions, and engineer's opinion of probable construction cost all in PDF format. City of Iowa City • Eight (8) sets of Preliminary Plans (half-size 11"x17") X:\CR\IE\2009\091023\1000 Budget\Contract\sos-102709-ICRdwyDsgn.doc 9 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa • Eight (8) sets of Check Plans (half-size 11"x17") • Eight (8) original final review drawings (half-size 11"x17") and special provisions • One (1) original final unbound drawing set and special provisions • Two (2) sets of full size final drawings (22"x34") • Electronic files in AutoCAD format, including design base maps and sheet files ADDITIONAL SERVICES: Additional Services are not included in this Agreement. If authorized under a Supplemental Agreement the Consultant shall furnish or obtain from others the following services: 1.) Traffic counts and traffic projections. 2.) Traffic modeling and analysis. 3.) Right-of-way negotiation and acquisitions. 4.) Right-of-way appraisals. 5.) Cultural resource evaluation (for categorical exclusion determination). 6.) Preparation of environmental evaluation and documentation. 7.) Wetlands Delineation, Permitting and Mitigation. 8.) Eminent domain proceedings. 9.) Relocation assistance. 10.) Right-of-way closing/recording services. 11.) Project Letting Services (Iowa Department of Transportation). 12.) Construction period services (administration, observation, and survey). 13.) Construction testing services. 14.) Review of construction shop drawings. 15.) Record construction drawings. X:\CR11E\2009\091023\1000 Budget\Contract\sos-102709-ICRdwyDsgn.doc 1 ~ Foth Infrastructure and Environment Project No. 00091023.00 lower Muscatine Road Improvements Iowa City, Iowa ATTACHMENT "B" -SCHEDULE Lower Muscatine Road Improvements Kirkwood Avenue to 15 Avenue Iowa City, Iowa The Consultant shall complete the following phases of the Project in accordance with the schedule shown, assuming notice to proceed is issued by the City on or before November 2, 2009. Consultant Contract approval Preliminary Plan Submittal Acquisition Plats Check Plan Submittal Property Acquisitions (6 months) Final Plans Project Letting November 2, 2009 March 16, 2010 January 1 -January 31, 2010 May 25, 2010 February 1 thru July 31, 2009 June 22, 2010 September 21, 2010 If notice to proceed is given at a later date, time of completion shall be extended accordingly. X:\CR\IE\2009\091023\1000 Budget\Contract\sos-102709-ICRdwyDsgn.doc 11 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa ATTACHMENT "C" -STANDARD RATES Lower Muscatine Road Improvements Kirkwood Avenue to 15 Avenue Iowa City, Iowa Foth Infrastructure and Environment, L.L.C. 2009 Standard Hourly Rate Schedule CLASSIFICATION HOURLY RATE Project Manager III $137.00 Project Manager II $127.00 Project Manager I $117.00 Project Scientist $123.00 Project Engineer III $117.00 Project Engineer II $107.00 Project Engineer I $97.00 Staff Engineer III $95.00 Staff Engineer II $91.00 Staff Engineer I $86.00 Engineering Technician III $91.00 Engineering Technician II $87.00 Engineering Technician I $79.00 Field Technician III $90.00 Field Technician II $80.00 Field Technician I $54.00 Land Surveyor $97.00 1-Person Survey Crew w/ Robotic or GPS $96.00 2-Person Survey Crew $128.00 2-Person Survey Crew w/ Robotic or GPS $137.00 Administrative Assistant $58.00 REIMBURSABLE EXPENSES 1. All materials and supplies used in the performance of work on this project will be billed at cost plus 10%. 2. Auto mileage will be reimbursed per the standard mileage reimbursement established by the Internal Revenue Service. Service vehicle mileage will be reimbursed on the basis of $0.72 per mile. 3. Charges for outside services such as soils and materials testing, fiscal, legal will be billed at their invoice cost plus 15%. 4. All other direct expenses will be invoiced at cost plus 10%. ADJUSTMENTS TO FEE SCHEDULE 1. Fee schedule effective January 1, 2009. Rates subject to change upon 30 days' written notice. X:\CR\IE\20091091023\1000 Budget\Contract\sos-102709-ICRdwyDsgn.doc ~ 2 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa ATTACHMENT "D" -CITY'S RESPONSIBILITIES Lower Muscatine Road Improvements Kirkwood Avenue to 1S Avenue Iowa City, Iowa The City shall provide the following: 1. Any available AutoCAD formatted preliminary roadway geometrics (plan and profile) for Lower Muscatine Road and connecting side roads. 2. Supplemental topographic survey points (as taken by City of Iowa City). 3. Pertinent Property Owner Correspondence 4. Available record drawings for traffic signals located at Lower Muscatine Road/Mall Drive and Lower Muscatine Road/1St Avenue Intersections. 5. Lower Muscatine Road Traffic Study (as prepared by Shive-Hattery) X:\CR11E\2009\091023\1000 Budget\Contract\sos-102709-ICRdwyDsgn.doc 13 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa ATTACHMENT "E" -INSURANCE CERTIFICATES Lower Muscatine Road Improvements Kirkwood Avenue to 15 Avenue Iowa City, Iowa The pertinent insurance certificates to be submitted upon acceptance of Engineering Proposal. X:\CR\IE\2009\091023\1000 Budget\Contract\sos-102709-ICRdwyDsgn.doc 14 TN u ~ A CORD ~ ~ ~ ~~ ~. ". , ~ ~`, ~ 1 '~-~-~ ~ DATE(MM/DD/YY) ~. ~ ~ ~ F w ~ ~ ~ ' ' ` ` ~ t ~' ' . ~ .: 10 19/09 ~: . ;, xe ?; '~ y' ::~" ~ .c ~... ~_ ~: , . - _a .. rr. Y °.~..:.<~ ~ ~~ ~a~~.x ~ >.~ ~# 3 , - _, .: _. , : , . .~• ~ xs~ PRODUCER r THIS CERTIFICATE IS ISSi.7ED AS A MATTER OF fNFORMATION Aon Risk services Central, inc. ONLY ANp CONFERS NO RIGFITS UPON THE CERTIFICATE Green say MII office FOLDER, THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 111 N. Washington Street, Suite 300 ALTER THE COVERAGE AFFORDED BY THE pOLlC1E5 BELOW. P. 0. Bqx 23004 3004 COMPANIES AFFORDING COVERAGE Green Bay wI 54305- coMPANV Continental Insurance Company PHONE . (920) 437-7123 FAX - (920) 431-6345 A INSURED con+~aNY Twin city Fire Insurance Company FOTH INFRASTRUCTURE & ENVIRONMENT, LLC 6 P o Box 12326 conePANY Transportation Insurance Co. GREEN BAY wi 54307-2326 USA C coMPANY a _ . •YK ~ TIi1S IS TO CERTIFY THAT THE POLICIES OF ~lSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED A80VE FOR THE POLICY PERIOD NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS INDICATED , CERTIFICATE MAY BE ISSUED OR MAY PERTAW, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOW N MAY HAVE BEEN REDUCED BY PAID CLAIMS. L1Af1TS SHOWN ARE AS kE UESTED C'O TYPE OP 1NSURAICE POLICY rAU!NB£R POLCY EFFECTIVE DATE(lNM/DD/YY) POLICY EXPl1tAT10~ DnT1F(M:MlDp/Yl() Ll?N11'S L A 6ENERALLiABIUTY C 2082968608 Ol/Ul/09 01/01/10 Gp~E~ AGOREGATE Y2,000, COMMERCIAL GENERAL LIABILITY PACKAGE -COMMERCIAL PRODUCYS-COMPlOPAGO 52,000,00 )( ADE a OCCUR C A S PERSONAL E ADY INJURY S 1, 000,00 IM M L R58CONTRACTOR'S PROT N EACH OCCURRENCE 41,000,00 OW E FIRE DAMAGEIAnY one fire) 5100, D00 MEO EXP (Any ane person) 510.000 q AUTOMOBILE LIABILITY c 2082849649 01/01/09 D1/O1/10 COMBINED SINGLE LIMIT 51, 000,000 x ANY AUTO BUSINESS AUTO ALL OWNED AUTOS BODILY ItJJVRY ( Per person) SCHEDULED AUTOS X HIRED AUT05 BODILY INJURY TOS (Perecadenq X HON-OWNED AU PROPERTY DAMAGE GARAGE LIABILITY AUTO ONLY - E:4 ACGD£NT ANY AUTO OTHER THAN AUTO ONLY: ~" ~' r~a~;..,:.., EACH ACCT DENT ATE AGGREG C EXCESSLiABILnY G 2086948031 01/01/09 O1/01/10 EACH OCCURRENCE 51,000,00 X tnweRELLRFORM Umbrella AGGREGATE 51,000,00 OTHER THAN UMBRELLA FORM Retained Liaic rvroun 510,00 X WC STATU• ATN_ ~''Y~' ~ ~ B WORKER'S COMPENSATION AND 83WBPM3841 41/0],/09 D1/O1/10 TORY LIMITS y E~IPLOYEtiS' LIA8IUTY YIORiCE0.S' COMPENSATION EL EACH ACCIDENT ~i THEPROPRIETORI If~CI. ELDISFASE-POUCYLM~6n' 51,000,000 FARTNERS~EXEGITIVE OFFICERS ARE: ¢J(C.l EL DISEASE•EA EMPLOYEE 51, 000,000 , 1 DESCRIPTION OF OPERATIONS/LOCATIONSIVEHICLESfSPECfAI. ITEMS RE: LOWER MUSCATINE ROAD IMPROVEMENTS PR07ECT IOWA CITY, IA. _, _ ,,., . :~~i~JF.3~A~;~l~afl~l3,~ 'k""~ "'~~~.~~'.::~<~~..x:~i~.:,~'~,~:'~;~r.~r~~,t~t~tt.`L'IQllt. ,ua~~,:<~"r ~~' ~~` SHOULD ANY OF THE A80VE OESCRI6ED POLICIES 8E CANCELLED BEFORE THE THE CITY OF IOWA CITY EXPIRATION DATE THEREOF, YHE ISSUING COMPANY WILL ENDEAVOR TO MFUL 410 E WASNXNGTON STREET 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED YO THE LEFY, IOIa(A CITY IA 52240 USA BLITFAtt11RE TO MAIL SUCH ~OTICESHAL(,IAkPO,SE NO OBLIGATION OR LU$IUTY OF ANY KWD UPON THE COMPANY. ITS AGENTS OR REPRESENTAT}VES. AUTHORIZED REPRESENTATNE ^~~~// ~~pp ~^~ al~a G~~.~. r o ~~* JH 7 t - ~r.~ x o ~ c n "~ yY~y? ;); 4A .. "T t-'d'iY .. s ~ ` ' ~ ~ ~ ` 't S e Q~ i:-:va~~~~~:'mFin •l~ A4~ (~T'T~~NM'~18U' ` . S. ~~ N 3v4: r.. ,7 ~.: ~, a ' ,I,1UV6~~2~~•r il>l.. R . L d a m tv O N rA 0 0 0 z u .. N u .~ u ~.) ~_ '.'-~ t~ ..~ ~i.~ a4m [' ~:. ~ A~ R° CERTIFICATE OF LIABILITY INSURANCE Page 1 of 2 ~o%i6%2oo PRODUCER 877-945-7378 THIS CERTIFICATE 1S ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR Willie of Wisconsin, inc. Bl d ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. v . 26 Century P. O. Box 305191 xashville, TN 37230-5191 INSURERS AFFORDING COVERAGE NAIC# INSURED F LLC th Infrastructure ~ environment INSURER A:J:mericaa International S e cialty Lines In 26883-DOl , o 2737 8ovth Ridge Road INSURER B: Suite 900 PO Box 19012 INSURER C: Green Bay, WI 54307-9012 INSURER D: I INSURER E: nA\lCA ~/'~Cr VVYGRMV GJ F INSURANCE LISTED BELOW HAVE BEEN ISSUED 70 THE- INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING E THE POLICI S O TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY 8E ISSUED OR REMENT , ANY REQUI THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN !S SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH MAY PERTAIN . POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR DD' NSR TYPEOFINSURANCE POUCYNUMBER DATE EFFE E t~ATEMAIIDRATION OMITS LUU3IUTY EACHOCCURRENGE S _ _ GE NERAL OMMERCIAL GENERAL LIABILITY DAMA~E7 RENTED PREMISES Ea occurence f C IMS MADE ~ OCCUR MED EXP (Any one person) f CLA PERSONALSADVINJURY f GENERAL AGGREGATE f REGATEL1MiTAPPLIESPER ' PRODUCTS-COMPlOPAGG f GEN LAGG POLICY JEC LOC AU TOMOBILEUA81LnY COMBINED SINGLE LIMIT f T (Ea aa3deni) --- ANY AU O ALLOWNEDAUTOS BODILY INJURY ~ f T (Perperson) SCHEDULEDAU OS HIRED AUTOS 80DILYINJURY f UTOS O (Peracddent) A NON-0W N E PROPERTY DAMAGE f (Per accident) I TY AUTO ONLY-EA ACCIDENT f GA RAGE LIAB LI THAN EA ACC f ANYAUTO OTHER AUTO ONLY: AGG S EACH OCOURRENCE f EXCESS 1 UMBRELLA LIABlLn7 UMS MADE ~ AGGREGATE $ CU OCCUR S f DEDUCTIBLE f RETENTION f C _ OER Y WORKERS COMPENSATION ORYLIMITS T AND EMPLOYERS' LIABILITY VE Y T E.L. EACH ACCIDENT f a t ANY PROPRIETORIPARTNERlEXECU OFFICER/MEMBER EXCLUDED? E.L. DISEASE - EA EMPi.OYE£ $ (Msndatory in NH) Ifyes, descrbe under E.L. DISEASE - POLICY UMR f SP IAL PROVISKNS 4761716 3 1 2009 3 1 2011 51,000,000 Bach Claim A OTHERCoatractora 51,000,000 Aggregate Operations and Professional Services COP DESCRIPTION OF pPERAT10N51 LOCATIONS! VEHICLES l EXCLUSlONSADDED BYENDORSEMENT/ SPECIAL PROVISIONS RE: Lower Muscatine Road Improvements Project Iowa City, IA City of Iowa City 410 E. Washington Street Iowa City, TA 52240 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAII 3 0 DAYS WRITTEN NOTICE TO THE CERTIFlCATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBUGATK)N OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR AUTHORIZED REPRESENTATNE ACORD25(2009101} Co11:2837149 Tp1:898491 Cert:l 271903 ©198$-2009ACORD CORPORATION. All rightsreservec The ACORD name and logo are registered marks of ACORD CONSULTANT AGREEMENT THIS AGREEMENT, made and entered into this day of 2009 , by and between the City of Iowa City, a municipal corporation, hereinafter referred to as the City and Foth Infrastructure and Environment. LLC. , of Cedar Rapids ,hereinafter referred to as the Consultant. WHEREAS, the City desires to secure the services of the Consultant to provide engineering services related to the proposed reconstruction of Lower Mu catine Road from Kirkwood Avenue to 151 Avenue, approx. 4,100 LF in length.; WHEREAS, the final design services to be provided shall i lude horizontal and vertical alignment refine nt, storm water analysis, utility design (stor sewer, water main, sanitary sewer, lighting, an traffic signalization), roadway geometrics, and general plan preparation. The total length of the roposed project is approximately 4,100 F. NOW THEREFORE, it is greed by and between the parti s hereto that the City does now contract with the Consultant provide services as set forth he ein. I. SCOPE OF SERVICES Consultant agrees to perform the en ~neering services f the City, and to do so in a timely and satisfactory manner. Services provid under this agr ement shall be as further described in Attachment A, attached and incorporat d herein. T e City agrees to provide the information stated in Attachment D, attached and inc orated h rein. II. TIME OF COMPLETION The Consultant shall complete all phases of the ject in accordance with the schedule shown, assuming notice to proceed is issued by the City n before November 2nd, 2009. The schedule of the work to be performed sh I confor to the Schedule set forth in Attachment B, attached and incorporated h ein. Any viations from the Schedule shall be approved by the authorized City representa ve. III. GENERAL TERMS A. The Consultant shall nod/commit any of the folio ing employment practices and agrees to prohibit the following practices in any subc ntracts. To discharge o refuse to hire any individual b cause of their race, color, religion, sex, tional origin, disability, age, marl I status, gender identity, or sexual orie tation. 2. To discrimi to against any individual in terms, con 'tions, or privileges of employme because of their race, color, religion, ex, national origin, disability, ge, marital status, gender identity, or sexual rientation. B. Should the Cit terminate this Agreement, the Consultant shall b~ paid for all work and services erformed up to the time of termination. However, such sums shall not be gre er than the "Not-to-exceed" amount listed in Section IV. The City may terminate this Agreement upon seven (7) calendar days' written notice to the Consultant. -2- C. This Agreement shall be binding upon the successors and assigns of the parties hereto, provided that no assignment shall be without the written consent of all Parties to said Agreement. D. It is understood and agreed that the retention of the Consultant by the City for the purpose of the Project shall be as an independent contractor and shall be exclusive, but the Consultant shall have the right to employ such assistance as may be required for the performance of the Project. E. It is agreed by the City that all records and files pertain ng to information needed by the Consultant for the project shall be available b said City upon reasonable request to the Consultant. The City agrees to furnis all reasonable assistance in the use of these records and files. It is further agreed that no Party to this Agreeme~lt shall perform contrary to any state, federal, or local law or any of the ordinances f the City of Iowa City, Iowa. G. At the re est of the City, the Consultant shall a end meetings of the City Council relative to a work set forth in this Agreement Any requests made by the City shall be given ith reasonable notice to the Con ultant to assure attendance. H. The Consultant rees to furnish, upon term nation of this Agreement and upon demand by the Cit copies of all basic note and sketches, charts, computations, and any other data repared or obtained by the Consultant pursuant to this Agreement without cos and without restric ons or limitation as to the use relative to specific projects cove d under this Agr ement. In such event, the Consultant shall not be liable for the C 's use of such ocuments on other projects. The Consultant agrees to furn hall rep s, specifications, and drawings, with the seal of a professional engineer ffixed hereto or such seal as required by Iowa law. J. The City agrees to tender the Cons tant all fees in a timely manner, excepting, however, that failure of the Consulta t o satisfactorily perform in accordance with this Agreement shall constitute gro nd for the City to withhold payment of the amount sufficient to properly co plete the Project in accordance with this Agreement. K. Should any section of this Agr ement be and invalid, it is agreed that the remaining portion shall be deem d severable fr the invalid portion and continue in full force and effect. L. Original contract drawings sh II become the prope of the City. The Consultant shall be allowed to keep my r reproducible copies f r the Consultant's own filing use. M. Fees paid for securing a royal of authorities having jur diction over the Project will be paid by the City. N. Upon signing this agr ment, Consultant acknowledged that Section 362.5 of the Iowa Code prohibits City officer or employee from having an terest in a contract with the City, and ertifies that no employee or officer of the ' y, which includes members of the; ity Council and City boards and commissions, has an interest, either direct or indirect, in this agreement, that does not fall within t exceptions to said statutory provision enumerated in Section 362.5. -3- O. The Consultant agrees at all times material to this Agreement to have and maintain professional liability insurance covering the Consultant's liability for the Consultant's negligent acts, errors and omissions to the City in the sum of $1,000,000. IV. COMPENSATION FOR SERVICES In consideration of the services, work, equipment, supplies, or materi Is provided herein, the City agrees to pay the Consultant the following HOURLY NOT-TO-EX EED FEE (Unit Cost/Time Charges), inclu ing any authorized reimbursable expenses, pursua to the Schedule of Fees set forth in Attachm t C, attached and incorporated herein. TOTAL HOURL`1~ NOT-TO-EXCEED FEE / $ 255,000 Consultant shall bill City montl~,~y for services and reimbursa~e expenses. Payment shall be due and payable within thirty (30) da of City's receipt of invoice V. MISCELLANEOUS A. All provisions of the reement shall a reconciled in accordance with the generally accepted standa s of the Engi Bering Profession. B. It is further agreed that ther are no ther considerations or monies contingent upon or resulting from the a cutio of this Agreement, that it is the entire Agreement, and that no other mo ~es r considerations have been solicited. FOR THE CITY By: Title: Date: ATTEST: By: Date: FOR THE CONSULTANT Foth Infrastructure and Environment, LLC App (.K,k,. Nast City Attorney's ffice ~ 0 ~ $"l a Date Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa ATTACHMENT "A" -SCOPE OF SERVICES Lower Muscatine Road Improvements Kirkwood Avenue to 1S Avenue Iowa City, Iowa The work to be performed by the Consultant under this agreement shall enc pass and include all detail work, services, materials, equipment and supplies necessary to complete th roadway improvement plans for the project. The proposed project involves engineering design services regardin the reconstruction of Lower Muscatine Road from Ki wood Avenue to 1S' Avenue, approx. 4,100 LF ' length. The final design services be provided shall include horizontal d vertical alignment refinement, storm water analysis, utility sign (storm sewer, water main, s nitary sewer, lighting, and traffic signalization), roadway geometric and general plan preparation. T e total length of the project plans for Lower Muscatine Road is approxim ly 4,100 LF. The scope of services to be performed the Consultant shall be ompleted in accordance with generally accepted standards of practice and shall i lude the services to mplete the following tasks: TASK A -Contract Management 1.0 Project Administration 1.1 Project Management The project manager will be responsible for the dev t pment and tracking of the project plan for the project development. This includes task identificatio staff scheduling and coordination, project communications, monthly progress reporting and i of ~ng and other important elements of the project. The project duration is assumed to be tw ve (1 )months. 1.2 Project Development Team Meetings. Maintain communications with the Project Dev opment Tea and various other designated representatives. The project development tea will include th City of Iowa City Engineering Department and Foth Companies. Meet to r iew progress an to discuss specific elements of the project design (assume five (5) meetings in wa City). The mee 'ngs will also serve to establish schedules, develop project goals, establish esign parameters, pr mote a dialog between the various entities, improve the decision-making pro ss, and expedite design evelopment. Prepare minutes of meetings and keep documentation of her communications. For udget purposes, it is assumed that the meetings will be attended by o (1) staff member of the Con ultant. The following project meetings are Project Review Meetings -four (4) Note: there is one (1) additional m~ with the scope of work: ngs included for miscellaneous pu 1.3 Public Information The Consultant will conduct o e (1) public informational meeting that will be a ended by two (2) staff members of the Consultant. he purpose of this meeting will be to present the Inal project design and anticipated constructio schedule to the adjacent property owners and oth affected parties. This task includes preparation of the public notification letters, display materials and pertinent hand out information for the meeting. Also includes reviewing the results of the meeting with the Project Development Team. X:1CR\IE\2009109102311000 Budget\Contract\sos-101509-ICRdwyDsgn.doc Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa The reserving of the meeting facility and a public notification will be completed by the CITY. 1.4 Individual Property Owner Meetings The Consultant will conduct meetings with individual property owners to address issues of specific concern to adjacent properties. These meetings will be held in concert with the Project Development Team meetings. This will include specific discussions about access issues, changes in circulation, potential right-of-way needs, and other issues related to specific parcels. During the scheduled individual property owner meeting times, the Cons ItanYs project manager will meet with the affected property owner to discuss the specifics of the proj ct as it relates to their property, obtain information regarding any issues the property owner fe Is is important, and get input regarding their expectations. For budget purposes, it is assumed that a Consultant will conduct one (1) meeting for approximately half of the adjacent properties (estimate a total of 20 meetings) and will be attended by die (1) staff member of the Consultant. 1.5 Utility Coordinatio eetings The Consultant will condu meetings with individual utility compa es to address specific conflicts. It is anticipated that there will two (2) meetings for each utility c pany. The first will be to advise of the nature and extent of the i rovements and any potential co flicts with existing or proposed utility systems, and the second will be reliminary/final design revie and coordination meetings. 1.6 Quality Control Plan Establish review and checking proce res for project deliv ables. Designate responsibility for implementation of the plan. 1.7 Sub-consultant Management Prepare subcontracts and work orders for b-consult nts. Monitor Sub-consultant activities. Review invoices and submit to the CITY for p yment. Coordinate Sub-consultant activities with Terracon (Geotechnical Investigation). 1.8 Design Coordination w/ Iowa DOT District Local Office The Consultant will conduct individual meetings it the Iowa DOT to coordinate improvements as required by State/federal funding. For budgetin pur oses, it is assumed that two (2) meetings will be attended by one (1) staff member of the Cons taut. eting minutes along with documentation of other communications shall be prepared by t Consult t and included in the project file. TASK B -Survey and Mapping 1.0 Preliminary Design Surveys The Consultant shalt perform field an office tasks required to collect supplemental topographic information deemed necessary to co plete the project. The specific supplemental survey tasks to be performed include the following: 1.1 Control Surveys- (Task not required) 1.2 Supplemental Topograp c Survey The Consultant shall perform inimal topographic surveys required for the velopment of the project and to supplement the topo aphic survey as originally performed by Foth Co panies. Verification of existing roadway horizont and vertical locations at proposed mainline, side ro d and driveway tie-in points shall be included i this item. For budgeting purposes, it is assumed that one-person survey crew w/ robotic total st Ion shall spend a maximum of 3 days surveying. 1.3 Supplemental ility Surveys The Consultant sh I perform minimal utility surveys required for the development of the project and to supplement the utility survey as original performed by Foth Companies. Verification of existing utilities that were not marked in the original survey shall be included in this item. The Consultant shall X:\CR\IE\2009\091023\1000 Budget\Contract\sos-101509-ICRdwyDsgn.doc 2 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa contact utility owners of record or the "one call" representative and request that buried utilities be marked in the field. Establish coordinates and elevations (if possible) for utilities that fall within the limits of the project and are visible or have been marked on the ground by the utility owner. For budgeting purposes, it is assumed that aone-person survey crew w/ robotic total station shall spend a maximum of 2 days surveying existing utilities. 1.4 Right-of-Way Surveys- (Task not required) 1.5 Plat Preparation of Acquisition Plats and Legal Descriptions Utilizing the boundary survey and right-of-way retracement plat (as previously perfor ed/developed by Foth Companies) the Consultant shall prepare acquisition plats and legal descri tions as required for the project. For estimating purposes, the following numbers of acquisition pla are assumed for this agreement: Permanent Acqui ~ ion Plats - 23 Permanent Utility sement Plats (for roadway light poles) - 12 Temporary Constru tion Easement plats - 35 Individual plats and I gal descriptions will be prepared for each parcel w' h permanent and temporary acquisitions. The plat and legal descriptions shall comply with requir ents of the Iowa Code and shall be prepared by or -der the direct supervision of a duly license land surveyor under the laws of the State of Iowa. The pl shall also be completed in accordance ith the CITY of Iowa City requirements. This task also consists of stakin the easement locations for pu oses of right-of-way negotiations. The staking survey includes them king of key easement loc Ion points in order to visualize the locations in the field and shall also in ude marking of existin property lines locations. For the purpose of this agreement, all perman t and temporary a ements will be staked one (1) time. 1.6 Monumentation of Permanent Right- f-Way Acqu' itions This task consists of monumentation of the p manent r' ht-of-way acquired as a part of this project, which will be performed upon completion of co tructi of the proposed improvements. The monumentation shall comply with requirements o th owa Code and shall be performed by or under the direct supervision of a duly licensed land surve r under the laws of the State of Iowa. This task does not include monumentation of a construction activities. right-of--way pins that are disturbed during 1.7 Wetland Delineation Survey - (Task 1.8 Drainage Surveys - (Task not 1.9 Soil-Boring Location Surveys Perform soil-boring location surveys establish location and el vation of proposed geotechnical investigations consisting of 15 soil orings. The Sub-Consultant hall field locate boring locations. 1.10 Report of Record Owne ip and Liens (Title Searches) The Consultant shall obtain th services from an abstract compan for the purpose of determining ownership interest(s) and in ruments affecting title of land to be a quired in the name of the City. For land surveying purp es, the abstract company shall deliver a title report for each parcel affected by the project to provid reasonable assurance of property ownership/interests of the real estate. This title report shall i entify all mortgages, the last deed and easements of record, real estate tax assessment and payment information, and liens and claims pending in probate or other proceedings. X:\CR\IE\2009\091023\1000 Budget\Contract\sos-101509-ICRdwyDsgn.doc 3 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa For land acquisition purposes, a report of record ownership and liens will be obtained for 42 parcels in accordance with standard Iowa City requirements. TASK C -Geotechnical Investigation 1.0 Geotechnical 1.1 Geotechnical Exploration Analyses (Sub-Consultant) The Sub-Consultant, Terracon shall complete geotechnical exploration for the project corridor. These services will be in general accordance with the Iowa DOT's spe fication for subsurface investigations and design. This task includes completing approximate 15 roadway borings averaging betwee 10 to 25tt deep, laboratory testing, engineering a alysis and a written report. Engineering analys will include subgrade preparation, settlement a alysis, slope stability, culvert foundation design, s surface drainage, site grading, excavation st bility and backfill, and pavement thickness design D- 1.0 Sanitary Sewer Included in this task is the desig of a new 12" dia. sanitary se er that will replace the existing deficient line from 1 S` Avenue to II Drive. Also included in t is task is the inspection of all other existing manholes within the projec orridor and repair/repla ement of ones that are damaged or deemed structurally inadequate. Th Consultant shall coor Hate the sanitary sewer design with the City of Iowa City Wastewater Division. 2.0 Water main ` This task consists of designing the following mai • 12" dia. water main from Sycamore St. tZ • 8" dia. water main from Sycamore St. to I • Replacement of existing 6" water main al Muscatine Rd. Determining locations of hydrants, valves, water this task. The Consultant shall coordinate the yl Division. / TASK E - Roadway Design Ave. Ave. rest Ave. from Sycamore St to Lower ices nd other key connections is included in main sign with the City of Iowa City Water 1.0 Preliminary Plans Utilizing the preliminary geometrics as eveloped by the City of Iowa C ,the Consultant shall provide preliminary plans for Lower M scatine Road, from Kirkwood Ave ue to 15S Avenue. The level of detail for this task shall be in accor ance to The Iowa Department of T nsportation Federal-Aid Project Development Guide for Loc Public Agencies. Upon completion, t e design plans will be approximately 45 percent complet .The submittal of preliminary plans shall a completed on or before the date established in th 'Critical Path for Project Development" sch ule. 1.1 Plan Preparation -Title S,~ieet and Typical Sections (A and B Sheets) Prepare title and typical secti n sheets for Lower Muscatine Road and all connec 'ng side roads within the project limits. This task shall also include miscellaneous details such as special paving details, grading details and other required details. X:\CR\IE\2009\091023\1000 Budget\Contractlsos-101509-ICRdwyDsgn.doc 4 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa 1.2 Plan Preparation -Estimate of Quantities (C Sheets) This task consists of a preliminary determination of the bid items to be included in the project, along with their appropriate tabulations. 1.3 Plan Preparation -Plan and Profile (D and E Sheets) Prepare preliminary plan and profile drawings at a scale of 1 "=20' horizontal and 1 "=5' vertical. These drawings will show base mapping and proposed roadway alignments. Include slope intercepts, side road intersections, ditch locations, cross drainage, erosion containment, existing and proposed drainage structures (including flow line, drainage area, and topography), existing and proposed right-of-way, easements, and entrance profiles. Intersecting angl sand station equation between mainline and side road reference line will also be shown. Profiles ill show proposed elevations, grades, vertical curve length and "K" value, elevations for PVC, I, and PVT, ditch profiles and ditch elevations. These drawings will also show existing contours an proposed grading information along the corridor. 1.4 Plan Preparation Right-of-way Sheets (H Sheets) This task consist of the evelopment of right-of-way and ease ent plan sheets in accordance with the Iowa DOT Right-of- y Design Manual. The preliminary ght-of-way needs for the proposed roadway improvements in ding permanent and temporary a sements for construction purposes, and erosion control features ill be determined. Right-of-wa features such as existing and proposed right-of-way, access rights, pro erty ownerships and parcel i formation shall be plotted on these sheets. Right-of-way and ease nt lines will be shown wit station/offset labeling. 1.5 Plan Preparation -Staging an raffic Control (J S eets) This task consists of the developing a s table plan for co struction staging and traffic control measures to be implemented during cons uction. The p an will include provisions for through traffic and temporary access to adjacent propertie during co truction. The traffic control devices, procedures, and layouts shall be as per the nual on niform Traffic Control Devices (MUTCD). 1.6 Plan Preparation -Pavement Markings ancN This task consists of the development of pavement service following construction. The traffic control d Manual on Uniform Traffic Control Devices (MUT~ Signing (K Sheets) ng and traffic signing plans to be placed into procedures, and layouts shall be as per the 1.7 Plan Preparation -Intersections and Mai ine Geom rics (L Sheets) Prepare a 1 "=20' scale preliminary plan for ea intersection nd mainline in areas where special pavement transitioning is required to maintai positive drainag Basic horizontal information shall be presented showing design vehicle turning ra ii, turning moveme s, design vehicle turning paths. 1.8 Plan Preparation -Storm Sewer, W ter Main and Subdrain ( Sheets) Complete hydrologic and hydraulic inve Igations will be completed in ccordance with Chapter 2 of Iowa Statewide Urban Design Standar for Public Improvements (SU S) for proposed storm sewer along mainline and at side roa or in areas where new low points re created due to new roadway geometrics. This task cons' is of developing a "Storm Water Ma Bement Plan" for the areas surrounding the proposed im rovements. This plan will inventory the xisting hydrologic and hydraulic conditions and analyze a impacts the proposed improvements wil ave on the area wide drainage patterns. Once the im cts have been quantified alternatives will be eveloped to support the proposed improvements. Preliminary design and layoyf4 of the storm sewer, water main, and subdrain will be`~cluded on these sheets. ~ \ 1.9 Plan Preparation - raffic Signal Improvement Plans (N Sheets) This task consists oft a development of preliminary traffic signal modification plans for o (2) intersections (Lower uscatine Road & Mall Drive, Lower Muscatine Road & 15' Avenue) d preliminary plans for one (1) new signal installation (Lower Muscatine Road & Sycamore St eet) using available design standards of the City and the Manual on Uniform Traffic Control Devices (MUTCD). X:\CR\IE\2009\091023\1000 Budget\Contract\sos-101509-ICRdwyDsgn.doc 5 Foth Infrastructure and Environment Lower Muscatine Road Improvements Project No. 00091023.00 Iowa City, Iowa It is anticipated that the existing equipment (poles & mast arms, signal heads and controller) will be relocated and utilized in the proposed project. 1.10 Plan Preparation -Roadway Lighting Plans (P Sheets) This task consists includes finalizing the selection of lighting poles and fixture types, design and drawing preparation of a preliminary layout, preparation of photometric analysis and reports, and preliminary electrical design. The Consultant will work closely with the City to ensure that the proposed lighting system is compatible with the overall project design, and that it will meet the needs of the City. 1.11 Plan Preparation -Landscaping Plans (R Sheets) -This task consists of the development of preliminary streetscape plans as determined from the prelimi ary design phase. Included are the following surface plan items: delineate the location, dimensi ns of all landscape features such as tree plantings and planting areas. Also includes typical details t at show depth, materials and method of installation. 1.12 Plan Preparation -Sanitary Sewer Plan and Profi (S Sheets) Prepare preliminary sanitary sewer plan and profile drawl gs at a scale of 1"=20' horizontal and 1"=5' vertical. These drawings will illustrate the proposed sani ry sewer alignment, pipe size & slope, manhole loca I ,existing road right-of-way & property Ines, proposed permanent utility easements, existing contours, 'sting utilities, and all other existin features as located during the topographic survey of the propose orridor. Plans will also includ sanitary sewer manhole repair and or replacements as identifie uring inspection. 1.13 Plan Preparation -Spec I Construction Det ils (U Sheets) This task consists of the design d drafting associ ted with the preliminary assembly of modified standards and special details. This item also includes design and dra ~ g servi es necessary for the implementation of a two (2) modular block retaining walls located on L wer uscatine Road at 1320 Kirkwood Ave and Sycamore Mall Properties. 1.14 Plan Preparation -Cross Sections ( Y, and Z sheets) Generate preliminary cross sections at 1 "= 0' ho ontal and 1 "=5' vertical scale at key locations for Lower Muscatine Road and at all connec ' g side r ds. Cross sections will generally be developed at storm sewer cross-runs, terrain break ,and at 50' I tervals. Include finished grade line elevation and calculated earthwork volumes, ind~ ating estimate arthwork volume for each proposed construction stage. 1.15 Preliminary Opinion of Pro able Construction Cost Prepare a preliminary opinion of robable construction cost for a project. Preliminary cost estimates shall be based on re esentative major project elemen and based on recent bid information. Detailed quantity akeoffs will not be developed forth reliminary cost estimate. 1.16 Preliminary Plan Re tew by Design Team The Consultant shall sub it preliminary plans and budget to the City for view and comment. A Field Review will be hel by the Project Development Team to discuss ke 'ssues and design concepts, including dr Wage, access control, traffic control/staged construct nand right-of-way. The review will determine he completion of the plan design, identify needed adjus ents to minimize potential property i pacts and confirm the proposed staging plans. Revisions ill be noted for preparation of the k plans. The level of detail for this task shall be in accordance to The Iowa Department of Transportation Federal-Aid Project Development Guide for Local Public Agencies. Upon completion, the design plans will be approximately 90 percent complete. The submittal of check plans shall be completed on or before the date established in the "Critical Path for Project Development" schedule. X:\CR\IE\2009\091023\1000 Budget\Contract\sos-101509-ICRdwyDsgn.doc 6 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa 2.1 Incorporate Comments from Preliminary Plan Review The Consultant will respond to comments resulting from the Iowa DOT Preliminary Plan Review and Field Exam. Recommended modifications will be incorporated into the plan set. 2.2 Check Plan Preparation The Consultant will prepare check plans, which will generally include the following tasks for this project: Title Sheets (A Sheets) -This item consists of finalizing the title sheet. The title sheets will include the following: Index of Sheets, Index of Standard Road Plans, Mileage Summary, Legend, Location Map, Project Number, Letting Date and Design Designation. Typical Sections (B Sheets) -This item consists of final design and drafting of typical cross-sections and standard details to be utilized for the improvements. Estimate of Quantities C Sl eets -This item consists of final bid i ems to be included in the Project as well as final quantity tabu tions and the development of the g neral notes and estimate reference information. This item also in des the final design and tabulat' n of the erosion control measures to be provided on the Project. Plan and Profiles (D and E Sheets) This item consists of th final design and drafting of roadway plan and profile sheets, including the etail information req red for plan approvals, and construction of the proposed roadway improvemen including grading mits and necessary storm sewer improvements. ~ Erosion Control Plans (F Sheets) This item consists of design and drafting of tP1e propo d erosion control measures required for the project. Erosion control measures shall incluc~~but t limited to items such as silt fencing, wood excelsior mat, filter socks, rock outlet protection, Est m sewer inlet protection and sediment traps. This item also includes the incorporation of exist~~and proposed contours for grading information. Reference Ties and Bench Marks lG Sheets) - This i m consists of assembling reference ties to the plan control points and the bench mark data sed to de elop the plans and to be preserved though out construction of the project. This also i ludes prese ing any Government Corners, which are found in the vicinity of the proposed con ruction. Right-of-way Sheets (H Sheets) - Thi item consists of final sign and drafting of the right-of-way plans. Staging and Traffic Control (J Sheets) -This item consists of fina}~design and drafting of the construction traffic control Pavement Markin sand Tr Ic Si nin K Sheets -This item consi§,ts of final design and drafting of the permanent pavement arking and traffic signing plans. Geometric Stakin Det Its L Sheets -This item consists of the final destign and drafting of jointing details, spot elevatio ,and geometric layouts for all non-typical pavement areas. Includes design for entrance modifica ' ns. And also includes analyzing the effects proposed improvements will have on drainage, grade and on-site traffic circulation patterns. Storm Sewer and Water Main Profiles and Details (M Sheets) -This item consists of final design and drafting of storm sewers, storm sewer inlets, manholes, open ditches, subdrain, and water main and other related utility features on the project. Traffic Signal Improvement Plans (N Sheets) -This task consists of the final design and drafting of the proposed traffic signal modifications at Lower Muscatine Road & Mall Drive and Lower Muscatine Road & 15f Avenue intersections. X:\CR\IE\2009\091023\1000 Budget\Contract\sos-101509-ICRdwyDsgn.doc Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa Roadway Lighting Plans (P Sheets) -Show final locations for poles and other equipment on project plan drawings. Indicate orientation of all fixtures, including those to be installed on traffic signal or other foreign system poles. Show utility service locations will be required, and identify expected service characteristics. Provide final bills of material and schedule of work units, with construction cost estimates. Landscaoina Plans lR Sheets) -This task consists of final design, plan preparation and drafting of streetscape features. Also includes detailed quantity takeoffs, preparation of special provisions, and final cost estimate. Included will be the following surface plan items: • Finalize the location, dimensions, elevations of all landscape features such as tree planting areas, planting areas and other features. • Provide typical cross-sections through various areas showing the depth, materials, and method of installation to be used. • Prepare special details to illustrate the desired intent wherever plans and typical details do not adequately convey the design intent of a particular element. Sanita Sewer Plan ~ d Profiles S Sheets -This item consist of the final design and drafting of sanitary sewer plan and ofile sheets and manhole repairs/repl cements, including the detail information required for pla approvals, and construction of the proposed improvements. Tabulations of Earthwork Quant 'es T Sheets -This item co sists of final design and tabulation of the earthwork quantities. S ecial Construction Details U Sheet -This item consis of the final design and drafting of miscellaneous details not included in the they items. In uded are such items as special grading details, special storm sewer or manhole d ails not incl ed in the standard drawings, special paving details, retaining wall design details and oth required etails. Design Cross-Sections (W, X, Y, Z Sheets) - T 's it consists of the final design and drafting of individual cross-sections for the Project. Cross-s ions will be designed and drawn at 50-foot maximum intervals, with additional cross-sections cluded as necessary. Cross-sections will show the existing ground elevations as well as the fin pr 'ect grading, including foreslope and backslope information, special subgrade treatment, ditche , pay ent replacement, and other pertinent information. 2.3 Preparation of Special Provisions The Consultant will prepare special provi ons for the proje for an additions and/or revisions to the standard and supplemental specification . 2.4 Opinion of Probable Constructi Cost Prepare opinion of probable construc on cost for the project. Fin I cost estimates shall be based on representative all project elements d based on recent bid inform tion. Detailed quantity takeoffs will be developed for the final cost stimate. 3.0 Final Plans The level of detail for this task all be in accordance to The Iowa Dep meet of Transportation Federal-Aid Project Deve/opm nt Guide for Local Public Agencies. The ubmittal of final plans shall be completed on or before t date established in the "Critical Path for Pr ject Development" schedule. 3.1 Incorporate Comm nts from Check Plan Review The Consultant will re and to comments resulting from the Iowa DOT Check Plan Review. Recommended mod' lcations will be incorporated into the final plan set. This task also includes final modifications of Special Provisions and the preparation of BIAS 2000 information for the Iowa DOT. X \CR\IE\2009\091023\1000 Budget\Contract\sos-101509-ICRdwyDsgn.doc Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa 3.2 Opinion of Probable Construction Cost Prepare opinion of probable construction cost for the project. Final cost estimates shall be based on representative all project elements and based on recent bid information. Detailed quantity takeoffs will be developed and for this estimate. 3.3 Project Permitting The Consultant will assist the City in preparing applications for permits from governmental authorities that have jurisdiction to approve the design of the project and participate in consultations with such authorities, as necessary. The Consultant shall prepare the following documents for the project: • Pollution Prevention Plan • NPDES storm water discharge permit • Applicable IDNR P blic Water Supply Construction Permits • Applicable IDNR W tewater Construction Permits ~ Any fees for construction per 'ts, licenses or other costs associat d with permits and approvals shall be the responsibility of the City. The Consultant shall provide tec nical criteria, written descriptions and design data for the City's us in filing the applications for pe its. The Consultant shall prepare the permit applications and other ocumentation. 3.4 Prepare and Submit the Proje t Development Certific ion The Consultant shall provide the se ices required, except fo those specifically identified to be performed by the Iowa DOT, to provi the Project Develop ent Certification. This submittal shall be completed on or before the date estab shed in the "Critical ath for Project Development" schedule. 5K F -Bid and Construction Peri d Service The work tasks to be performed or coordl ated by th Consultant during the bid and Construction Period Services shall include the following: 1.0 Plan Clarification and Addenda The bid letting shall be administered by the low D .The Consultant shall assist the City and Iowa DOT during the bid periods in answering questio s regarding the design intent. The Consultant shall prepare addenda as appropriate to interpret, clari or expand the bidding documents. Plan clarification information and addenda will be distr' ted to the project plan holders by the Iowa DOT. Plan interpretation during construction of the p oject i included in this task. 2.0 Pre-Construction Meeting ' The Consultant shall attend a preconstr tion meeting for the project with contractors, suppliers, utility companies and City staff. It is anti Ipated that the ity will perform construction administration and observation services. TASK G - Project Deliverables The scope of services shall be c sidered complete upon com letion and delivery of the following items to the satisfaction of the Cit Engineer: Iowa Department of Transpo ation All project submittals as est lished in The Iowa Department of Tr sportation Federal-Aid Project Development Guide for Lo 1 Public Agencies, including Preliminary lans, Check Plans, and Final Plans. Other required i formation includes BIAS 2000 information file, special provisions, and engineer's opinion of pr able construction cost all in PDF format. City of Iowa City / • Eight (8) setsdf Preliminary Plans (half-size 11 "x17"). X:\CR\IE\2009\091023\1000 Budget\Contract\sos-101509-ICRdwyDsgn.doc Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa • Eight (8) sets of Check Plans (half-size 11 "x17") • Eight (8) original final review drawings (half-size 11 "x17") and special provisions • One (1) original final unbound drawing set and special provisions • Two (2) sets of full size final drawings (22"x34") • Electronic files in AutoCAD format, including design base maps and sheet files ADDITIONAL SERVICES: Additional Services are no included in this Agreement. If aut orized under a Supplemental Agreement the Consultants all furnish or obtain from others he following services: 1.) 2.) 3.) 4.) 5.) 6.) 7.) 8.) 9.) 10.) 11.) 12.) 13.) 14.) 15.) Traffic counts and traffic rojections. Traffic modeling and anal sis. Right-of-way negotiation a acquisitions. Right-of-way appraisals. Cultural resource evaluation or categorical Preparation of environmental a aluation and Wetlands Delineation, Permittin and Mitigat Eminent domain proceedings. Relocation assistance. Right-of-way closing/recording serve e: Project Letting Services (Iowa Depa Construction period services (administ Construction testing services. Review of construction shop drawings. Record construction drawings. lion determination). mentation. f Transportation). ,observation, and survey). X:\CR\IE\2009\091023\1000 Budget\Contract\sos-101509-ICRdwyDsgn.doc 1 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa ATTACHMENT "B" -SCHEDULE Lower Muscatine Road Improvements Kirkwood Avenue to 1$ Avenue J Iowa City, Iowa / The Consultant shall complete the foll shown, assuming notice to proceed is Consultant Contract approval Preliminary Plan Submittal Acquisition Plats Check Plan Submittal Property Acquisitions (6 months) Final Plans Project Letting phases of the Project i accordance with the schedule i by the City on or bef a November 2, 2009. If notice to proceed is given at a later date, time of com Novem r 2, 2009 March 6, 2010 Janu 1 -January 31, 2010 May 5, 2010 Feb uary 1 thru July 31, 2009 Ju e 22, 2010 S ptember 21, 2010 shall be extended accordingly. X:\CR\IE12009\091023\1000 Budget\Contract\sos-101509-ICRdwyDsgn.doc 11 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa ATTACHMENT "C" -STANDARD RATES Lower Muscatine Road Improvements Kirkwood Avenue to 1g Avenue Iowa City, Iowa Foth Infrastructure and Environment, L.L.C. 2009 Standard Hourly Rate Schedule CLASSIFICATION HOURLY RATE Project Manager III $137.00 Project Manager II $127.00 Project Manager I $117.00 Project Scientist $123.00 Project Engineer III ~ $117.00 Project Engineer II \ $107.00 Project Engineer I $97.00 Staff Engineer III $95.00 Staff Engineer II $91.00 Staff Engineer I $86. Engineering Technician III $9 .00 Engineering Technician II 7.00 Engineering Technician I $79.00 Field Technician III $90.00 Field Technician II $80.00 Field Technician I $54.00 Land Surveyor $97.00 1-Person Survey Crew w/ Robotic or GPS $96.00 2-Person Survey Crew $128.00 2-Person Survey Crew w/ Robotic or GPS $137.00 Administrative Assistant $58.00 REIMBURSABLE EXPENSES 1. All materials and supplies used in the perform nce of work on this project I be billed at cost plus 10%. 2. Auto mileage will be reimbursed per the st dard mileage reimbursement est lished by the Internal Revenue Service. Service vehicle mileage will be imbursed on the basis of $0.72 per ile. 3. Charges for outside services such as oils and materials testing, fiscal, legal will b billed at their invoice cost plus 15%. 4. All other direct expenses will be i oiced at cost plus 10%. ADJUSTMENTS TO FEE SCH 1. Fee schedule effective January 1, 2009. Rates subject to change upon 30 days' written notice. X:\CR\IE\2009\091023\1000 Budget\Contract\sos-101509-ICRdwyDsgn.doc 12 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa ATTACHMENT "D" -CITY'S RESPONSIBILITIES Lower Muscatine Road Improvements Kirkwood Avenue to 1$ Avenue Iowa City, Iowa The City shall provide the followin 1. Any available AutoCAD formatted liminary roadway geometrics (pl and profile) for Lower Muscatine Road and connecting side ads. 2. Supplemental topographic survey points ( taken by City owa City). 3. Pertinent Property Owner Correspondence 4. Available record drawings for traffic signals Gated Lower Muscatine Road/Mall Drive and Lower Muscatine Road/15' Avenue Intersection . 5. Lower Muscatine Road Traffic Stuyi~i (as prepared by Shive-`I~-lattery) X:\CR\IE\2009\091023\1000 Budget\Contract\sos-101509-ICRdwyDsgn.doc 13 Foth Infrastructure and Environment Project No. 00091023.00 Lower Muscatine Road Improvements Iowa City, Iowa ATTACHMENT "E" -INSURANCE CERTIFICATES X:\CR\IE\2009\091023\1000 Budget\Contract\sos-101509-ICRdwyDsgn.doc 14 Lower Muscatine Road Improvements Kirirwnnrl Avonua 4n 1s Ovannra ~1i~j, 18 Prepared by: Kimberly Sandberg, 410 E. Washington St., Iowa City, IA 52240 (319) 356-5139 RESOLUTION NO. 09-346 RESOLUTION AUTHORIZING THE MAYOR TO SIGN AND THE CITY CLERK TO ATTEST AN AGREEMENT BETWEEN THE CITY OF IOWA CITY AND MID EASTERN IOWA COMMUNITY MENTAL HEALTH CENTER TO USE A PORTION OF CITY STREETS AND PUBLIC RIGHTS-OF-WAY FOR THE INSTALLATION, OPERATION AND MAINTENANCE OF A FIBER OPTIC NETWORK. WHEREAS, Mid Eastern Iowa Community Mental Health Center desires to install a buried conduit system containing a fiber optic telecommunications cable within City of Iowa City public rights-of- way; and WHEREAS, it is in the public interest to enter into an agreement with Mid Eastern Iowa Community Mental Health Center concerning the construction work and the responsibility for the installation and maintenance of the fiber optic cable. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA, THAT: The attached agreement between the City of Iowa City and Mid Eastern Iowa Community Mental Health Center to use certain streets and public rights-of-way as set out in said agreement for the placement of fiber optic cable is in the public interest, and is hereby approved as to form and substance. 2. The Mayor is authorized to execute and the City Clerk to attest the attached agreement, on behalf of the City of Iowa City, Iowa, and the City Clerk is hereby directed to record the resolution and agreement in the Johnson County Recorder's Office, at Mid Eastern Iowa Community Mental Health Center's expense. Passed and approved this 2nd day of ATTEST: CIT RK /1(/J//~.,7pI~V~VCVC/~gUjy/O~ ~~~y~// I~~ ~ City Attorney's Office ~pla8~o~ Resolution No. 09-346 Page 2 It was moved by Wilburn and seconded by 0' Donnell the Resolution be adopted, and upon roll call there were: AYES: NAYS: ABSENT: ~_ Bailey ~_ Champion X Correia x Hayek X O'Donnell g Wilburn X Wright wpd ata/glossary/resolution-ic. d oc AN AGREEMENT BETWEEN THE CITY OF IOWA CITY, IOWA AND MID EASTERN IOWA COMMUNITY MENTAL HEALTH CENTER FOR USE OF PUBLIC RIGHTS-OF-WAY FOR THE INSTALLATION, OPERATION AND MAINTENANCE OF A FIBER OPTIC NETWORK BETWEEN 214 AND 220 SOUTH VAN BUREN STREET. SECTION I. DEFINITIONS a. "City" shall mean the City of Iowa City, Iowa and, where appropriate, shall include its officers, employees and agents. b. "Public Improvements" shall mean any publicly owned improvements on public property, including but not limited to paving, sidewalks, grass, vegetation, trees, street lights, traffic signals, water mains, sewers, electrical transmission lines and equipment related thereto, cable and telephone lines and equipment related thereto. c. "Public Property" shall mean public-owned or controlled public land and rights-of-way, easements, bridges, parks squares and commons. d. "Network" shall mean Mid Eastern Iowa Community Mental Health Center and shall include equipment owned, operated, leased, or subleased in connection with the operation of the network, and shall include cables, underground conduits, handholes, vaults, fiber optic cables, overhead transmission lines and other overhead cable and lines. SECTION 2. BASIC GRANT Network is hereby granted a license to construct, maintain, inspect, protect, repair, replace and retain communications system in, under, upon, along and across the public property shown and identified in Exhibit A hereto, subject to the regulatory powers of the City and subject to the conditions herinafter set forth. SECTION 3. INSTALLATION, REPAIR, EXTENSION OR EXPANSION OF THE NETWORK Before commencing any extension or expansion of its system, or any major repair work or the installation of any new system in the City, the Network shall file with the Public Works Department of the City a written statement verifying the public property under which or upon which the Network proposes to extend, expand, install or repair its system. The Director of Public Works may require the statement be accompanied by a map, plan or specifications showing the proposed location of the system components with references to streets and alleys, existing public utilities, the size and dimensions of all facilities, and the distance above or beneath the surface of the ground proposed for repair or installation. If the proposed locations of any facilities shall interfere with the reasonable and proper use, construction, reconstruction and maintenance of any public improvements or any existing City-owned public utility system component, or other structure upon or under public property, the Director of Public Works shall, within reasonable time after the filing of such plan, map or specifications, note the changes necessary to eliminate interference with a public improvement or existing City-owned public utility system facility and refer the same back to the Network for amendment. Any such review, approval or amendment shall remain subject to the provisions in Section 8 herein. Such map, plan, or specifications, when properly changed and corrected, shall be filed in the Public Works Department; and after the approval of same by the Director of Public Works, a permit shall be issued authorizing the Network to proceed in accordance with the approved maps, plans, or specifications. No such excavation, construction or erection shall be commenced before the issuance of the permit herein provided for unless it is an emergency as described in Section 5. All work performed by Network shall be in accordance with the approved maps, plans or specifications. SECTION 4. CONSTRUCTION AND REPAIR OF NETWORK In the process of location, construction, reconstruction, replacement, or repair of any system component, the excavation or obstruction made or placed in public property at any time or for any purpose by the Network shall, to protect the public and assure the safe and efficient movement of traffic, be properly barricaded to comply, at a minimum, with requirements set forth in the Manual on Uniform Traffic Control Devices. All pavement taken up or damaged shall be properly and speedily replaced in accordance with the City's regulations, City's Municipal Design Standards and Standard Construction Specifications, and warranted for a period of five (5) years. As a condition to the use of public property, the Network shall, at its own expense, repair or cause repair to any private property public utility system component, public improvement or public property damaged by such location, construction, reconstruction, replacement or repair work. If the Network fails to repair or arrange with the City for the proper repair of any public property after excavations have been made, and after thirty days notice in writing to do so given to its designated representative, then the City may make such repairs at the expense of the Network. SECTION 5. EXCAVATIONS The Network is authorized to make excavations in City streets, avenues, alleys and public property for purposes of routine repair, replacement, and maintenance of wires, lines or other system components associated with the Network. In making such excavations, the Network shall obtain a permit pursuant to City Ordinances and Regulations, shall not unnecessarily obstruct the use of streets, avenues, alleys or public places, shall provide the Public Works Director with twenty-four (24) hours notice prior to the actual commencement of the work, and shall comply with all City provisions, requirements and regulations in performing such work. However, three (3) day notice shall be provided to the Public Works Director for any work requiring a street closure or detour. In emergencies which require immediate excavation, the Network may proceed with the work without first applying for or obtaining the permit, provided, however, that the Network shall apply for and obtain the permit as soon as possible after commencing such emergency work. Excavations shall not remain open for more than five (5) working days without prior City approval. Failure to Comply; Remedies. If the Network fails to comply with the provisions of this Section, the City may repair or restore the public property to a condition as good as the condition of the property prior to the disturbance by the Network. The Network shall pay the costs of such repair or restoration. The. Network shall pay to the City its costs and charges for such work within sixty (60) days after receipt of the City's billing. SECTION 6. WORK BY OTHERS, CONSTRUCTION BY ABUTTING OWNERS, ALTERATION TO CONFORM WITH PUBLIC IMPROVEMENTS The City reserves the right to lay, and permit to be laid, wires, pipes, cables, conduits, ducts, manholes and other appurtenances, and to do, or permit to be done, any underground and overhead installation of improvement that may be deemed necessary or proper by the City in, 2 across, along, over or under any public property occupied by the Network, and to change any curb or sidewalk or the grade of any street. In permitting others to do such work, the City shall not be liable to the Network for any damages arising out of the performance of such work by other parties. Nothing in this agreement shall be construed to relieve other persons or corporations from liability for damage to the Network's facilities. SECTION 7. NETWORK CONTRACTORS The requirements of this agreement shall apply to all persons, firms or corporations performing work for the Network under a contract, subcontract, time and materials arrangement or other type of work order. SECTION 8. CONDITIONS OF STREET OCCUPANCY The fiber optic cable systems and other components of the facilities erected by the Network within the City shall conform to established grades of streets, alleys and sidewalks, and be so located as to cause minimum interference with the rights or reasonable convenience of property owners who adjoin public property. The Network shall conduct its work hereunder in such manner as to cause as little interference as possible with pedestrian and vehicular traffic, and shall abide by scheduling directions, if any, given by the Director of Public Works. The Network shall, upon reasonable notice and at its sole cost and expense, remove, locate and relocate its facilities in, on, over or under public property in such manner as the City may at any time require for the purpose of facilitating the construction, reconstruction, maintenance, repair or change in grade of any public improvement on, in or about any such public property, for the purposes of facilitating the vacation and/or redevelopment of public property or public right-of- way by the City. In the event the Network fails to act within a reasonably allocated time, the City may cause the Network facilities to be relocated, and the costs thereof shall be to the Network and shall be paid as provided in Section 5 hereof. Claims for delay of work from contractors employed by the City that are a result of Network's failure to act within a reasonable time shall be the responsibility of the Network. In the case of Public Works projects, reasonable time shall be defined as the six week period from the date of the public hearing. The Network shall not place its facilities in the public property where the same will interfere with the normal use or maintenance of any public improvement, including but not limited to streets, alleys sidewalks, traffic control devices, sanitary sewers, storm sewers, storm drains or water mains, electrical transmission lines or any public utility facility. Network shall maintain a five (5) foot minimum horizontal clearance from any public utility, including water mains, storm sewers, sanitary sewers, and storm drains. The Network shall not place identification signs within the public right-of-way. Upon request, the Network agrees to assist in locating underground facilities which are part of its system. Such assistance will be provided in a timely manner, but not more than forty-eight (48) hours after the time of request. It is understood by the Parties that this service line is an underground facility for the sole use and benefit of the owner or occupant of 214 AND 220 South Van Buren Street, Iowa City, Iowa. It is further understood that if the Network fails to enroll in the Iowa One Call System, the Network does so at its own risk and the City, its successors in interest, assigns, or agents, including those parties with which the City has 3 entered into a franchise agreement, shall not be liable for any damage to or loss of service to the Network, nor shall the City be liable for any violation by the Network of Iowa Code Chapter 480 (2009). Installation, repair, or replacement work completed by the Network or any facilities requiring excavation of public property or public right-of-way shall require Network to restore and replace surface vegetation with sod and conformance with City ordinances and in accordance with standard local practices for placing sod. SECTION 9. ABANDONED FACILITIES The Network shall notify the City when facilities are to be abandoned. The Network shall remove manholes, hndholes, vaults, overhead facilities and equipment related hereto from the right-of-way as required in conjunction with other right-of-way repair, excavation or construction unless this requirement is waived by the Director of Public Works. SECTION 10. POWERS OF City of Iowa City Nothing in this agreement shall be construed to abridge the right or power of the City to make further regulations relative to the use of the streets, alleys and public property by anyone using the same for the installation and maintenance of utility systems, including, but not limited to, fees for use of public property. Any such further regulations shall apply to Network and to this agreement. SECTION 11. PLANS AND COORDINATION Upon completion of the work, the Network shall promptly furnish to the City copies of "as-built" plans related to its facilities located on public property. The Network shall keep complete and accurate maps and records of the locations and operations of its facilities including buried abandoned facilities, in connection with this agreement. SECTION 12. VIOLATIONS OF AGREEMENT Upon evidence being received by the City that a violation or breach of this agreement is occurring or has occurred or that a violation of codes or ordinances lawfully regulating the Network in the operation of its facilities or the manner of use of public property either is occurring or has occurred (hereinafter referred to as a "default', the City shall cause an investigation to be made. If the City finds that a default exists or has occurred, the City may take appropriate steps to secure compliance with the terms of this agreement or the codes or ordinances. The City shall give written notice to the Network of the default, and the Network shall cure such default within thirty (30) calendar days after receipt of such notice; provided, however, where any such default cannot reasonably be cured within such thirty (30) day period, and Network shall proceed promptly to cure the same and prosecute such cure with due diligence, the time for curing such default shall reasonably be extended for such period of time as may be necessary to complete such cure. 4 If the City determines that a violation or breach of this agreement or codes or ordinances lawfully regulating the Network in the operation of its facilities is an immediate danger to public health, safety or welfare and requires immediate action, the City may provide written notice of said determination to Network and immediately remedy the default by doing the act itself, or through a contractor, and charge the costs of such work to the Network. If the Network fails to cure a default within the time allowed, the City shall have the right to: seek specific performance; or ii. remedy the default by doing the act itself, or through a contractor, and charge the costs of such work to the Network; or iii. seek damages of such default; or iv. any combination of (i), (ii) and (iii). SECTION 13. LIABILITY, INDEMNIFICATION AND INSURANCE The Network covenants to indemnify, defend and save the City and its officers, agents and employees, harmless from any and all damages arising directly from the exercise of the rights granted herein. The Network agrees to require contractors and subcontractors engaged in work for the Network within the public right-of-way or public property to maintain insurance coverage during the term of their work and to provide the City with certificates of insurance satisfactory to City. SECTION 14. SEVERABILITY In the event a court of competent jurisdiction shall adjudge any provision or provisions hereof invalid or illegal, or direct a change by the Network in any matter or thing herein contained, such invalidity, illegality or change shall be deemed severable and shall in no way affect the remaining provisions of this agreement or their validity or legality and this agreement in all other respects shall continue in full force and effect as if said provision or provisions had not been so adjudged invalid or illegal, or such change had not been directed. At the City's option, and upon a court's ruling of invalidity or illegality, the City may cause this agreement to be terminated. SECTION 15. ASSIGNMENT Neither party shall assign or otherwise transfer this agreement or any of its rights and interest to any firm, corporation or individual, without the prior written consent of the other party. SECTION 16. TERMINATION OF AGREEMENT AND VACATION OF STREETS AND ALLEYS The City may terminate this Agreement at any time upon thirty (30) days notice provided to Network, if the City determines that the property or public right-of-way is needed for a public purpose and should be cleared of any and all obstructions. When. not in conflict with other City purpose, need or use, as long as the Network exercises the rights granted to it hereunder, the City will not, by ordinance or otherwise, vacate any street, alley or public property in which the Network has installed its facilities without reserving such rights as necessary to allow continued 5 use of such property for the said facilities in accordance with the terms of this agreement, provided that nothing herein shall limit the City's right to require the Network to relocate its facilities as provided in Section 8 hereof. SECTION 17. DELIVERY OF NOTICES Except as may be expressly provided herein, any notices hereunder shall be in writing and shall be delivered via certified mail and addressed as follows, unless indicated otherwise in the future: If to City: Public Works Director City of Iowa City 410 E. Washington Street Iowa City, IA 52240 If to Network: Operations Director Mid Eastern Iowa Community Mental Health Center 507 College Street Iowa City, IA 52240 Provided, however, that in case of an emergency, notices may be given verbally to the above- named persons. In such case, written confirmation should be provided. Nothing contained herein shall prevent other forms of notice if actually received by addressee. Notice shall be deemed given on date of mailing in case of certified mail, or otherwise on the date actual notice is received. SECTION 18. RECORDATION This agreement shall be recorded in the Johnson County Recorder's Office, at Network expense. SECTION 19. COUNCIL APPROVAL This agreement is contingent upon the approval of the Iowa City City Council. Dated this a N° day of NovrR , 2009. MID EASTERN IOWA COMMUNITY MENTAL HEALTH CENTER By: Print Name: Sl~~ 1 ~^ ~i~y ~ierK ~~ Richard .Fosse, Public Works Director i ;, Approved by:~~~~ v 7~u'-f~ ~~ ? z~;1~/~~-~ ;° City Attorney's Office ~~>fj.=-~~> 6 CITY OF IOWA CITY ACKNOWLEDGMENT STATE OF IOWA ) ss: JOHNSON COUNTY ) On this L1~ day of ~( .6~ ,. 2009, before me the undersigned, a Notary Public in and for the State of Iowa, personally appeared Richard A. Fosse, to me personally known and who, being by me duly sworn, did say that he is the Public Works Director of the City of Iowa City, Iowa; and that the instrument was signed on behalf of the corporation, by authority of its City Council, as contained in Resolution No. 00-255 passed by the City Council, on the 18th day of July, 2000, and that Richard A. Fosse acknowledged the execution of the instrument to be his voluntary act and deed and the voluntary act and deed of the corporation, by it voluntarily executed. Notary Pu nd for the Sta of Iowa My commission expires: STATE OF IOWA ) SS: JOHNSON COUNTY ) ~~ On this ~"-Q-day of Nov~r„b;„ , 2009, before me, the undersigned, a Notary Public in and for the State of Iowa, personally appeared Regenia D. Bailey and Marian K. Karr, to me personally known, and, who, being by me duly sworn, did say that they are the Mayor and City Clerk, respectively, of said municipal corporation executing the within and foregoing instrument; that the seal affixed thereto is the seal of said municipal corporation; that said instrument was signed and sealed on behalf of said corporation by authority of its City Council, as contained in Resolution No. oq- 31F(s and passed by the City Council, on the .~ ^'-9 day of Novi.,, bt ~ , 2009, and that Regenia D. Bailey and Marian K. Karr acknowledged the execution said instrument to be the voluntary act and deed and the voluntary act and deed of said corporation, by it and by them voluntarily executed. o~~A~s SQNDEiAE FORT UD-Y/ike. ~t~~ z ~ Commission, Number 159791 Notary Public in and for the State of Iowa My Commission Expires iow ~/3. My commission expires: 3 ~ aria 7 NETWORK ACKNOWLEDGMENT STATE OF IOWA ) ss: JOHNSON COUNTY ) This instrument w s acknowledged before me on this ~ day of - 2009, by ~--~~.~~ ~sc.~a. as ,.. ~,r~of~p, r of Mid Eastern Iowa Community Mental Health Center. ~~v,,~,~~ Sherri Zastrow Iowa Notary Seal Notary Public in and for State/of Iowa Commission #704809 My commission expires: ~l~.a'1~~~.. Commission Expires 8/28/2012 U:\PW\STAFF\Kim J\ROW Agreements\Temporary -Fixed\Fiber Optic\Community Mental Health .doc 8 m 0 0 ~~,s`` b hC., ~ i n L ~~ #~/ ~~_,_--r,®~ CITY CAF ICJINA CITY -~a.at~ TO: Rick Fosse, Public Works Director FROM: Ed Moreno, Water Superintendent Dave Elias, Wastewater Superintendent SUBJECT: Mutual Aid and Assistance Agreement for the Iowa Water/WastewaterRgency Response Network (IOWARN) DATE: October 16, 2009 The purpose of the attached IOWARN -Mutual Aid Agreement throughout Iowa is to support water and waste water utilities during times of emergencies. As you are aware, in recent years disasters have taken place throughout the state of Iowa. The Iowa Department of Natural resources has indicated multiple utilities struggle with problems related to who to contact to receive support from other utilities during emergency situations. In recognizing that these emergencies may require aid or assistance in the form of personnel, equipment and supplies from outside the area of impact, the Iowa Water/Wastewater Agency Response Network (IOWARN) was created. Through the IOWARN Mutual Aid and Assistance Program, members coordinate response activities and share resources during emergencies, with the support and assistance of the associated agencies. This agreement sets forth the procedures and standards for the administration of the IOWARN Mutual Aid and Assistance Program. Participation in this agreement does not require mandatory involvement at a time of an emergency. It is strictly a volunteer program. This is an agreement of understanding in providing guidance to the utilities who wish to participate as to how to conduct business at such time a request is made. Many states have already created, adopted and have implemented this program. This program is strongly supported for implementation by the Iowa Department of Natural Resources and by the Department of Homeland Security. Water utilities in Iowa who are members of IOWARN include: Dubuque, Davenport, Des Moines, Sioux City, Farragut, Southern Iowa Rural Water Association, Atlantic, Parkersburg and Ankeny This proposed mutual aid agreement has been reviewed by Assistant City Attorney Sara Greenwood Hektoen. Sara has indicated she finds its language to be acceptable. In addition, ICFD Chief, Andy Rocca, and Johnson County Emergency Management Coordinator Dave Wilson have reviewed and support the City's utilities signing on to the IOWARN Agreement.. I am recommending with your support and approval and with City Council's authorization to sign on to the attached Mutual Aid Agreement. Attachments cc: Andy Rocca, ICFD Chief Sara Greenwood Hektoen, Assistant City Attorney Dave Wilson, JCEM Coordinator '~~9 19 Prepared by: Ed Moreno, Water Supt., 410 E. Washington St., Iowa City, IA 52240 (319) 356-5160 RESOLUTION NO. 09-347 RESOLUTION APPROVING, AUTHORIZING AND DIRECTING THE MAYOR TO EXECUTE AND THE CITY CLERK TO ATTEST A MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN THE CITY OF IOWA CITY AND THE WATER/WASTEWATER AGENCY RESPONSE NETWORK ("IOWARN"). WHEREAS, in recent years disasters have taken place throughout the state of Iowa; and WHEREAS, the Iowa Department of Natural Resources has indicated that many utilities struggle with problems related to whom to contact to receive support from other utilities during emergency situations; and WHEREAS, in recognizing that emergencies may arise that require aid or assistance in the form of personnel, equipment and supplies from outside the area of impact; and WHEREAS, the Iowa Water/Wastewater Agency Response Network (IOWARN) has been created to form a mutual support network; and WHEREAS, through the IOWARN Mutual Aid and Assistance Program, members coordinate response activities and share resources during emergencies, with the support and assistance of the associated agencies; and WHEREAS, the attached agreement sets forth the procedures and standards for the administration of the IOWARN Mutual Aid and Assistance Program; and WHEREAS, it is in the public interest to enter into said Mutual Aid and Assistance Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA, THAT: 1. The Mutual Aid and Assistance Agreement attached hereto is approved as to form and content. 2. The Mayor and City Clerk are hereby authorized and directed to execute the attached Agreement. Passed and approved this 2nd day of ATTEST: • _~~~ CITY ERK 20~_ ~ ~ I ~l ~- Approved byv City Attorney's Office ~~ a.71,7 PW WATE R/RES/I OWARN. DOC Resolution No. 09-347 Page 2 It was moved by Wright and seconded by O'Donnell the Resolution be adopted, and upon roll call there were: AYES: NAYS: ABSENT: x Bailey X Champion x Correia X Hayek x O'Donnell x Wilburn X Wright wpdata/glossary/resolution-ic. doc Mutual Aid and Assistance Agreement for the Iowa Water/Wastewater Agency Response Network (IOWARN) AGREEMENT This Agreement is made and entered into by public and private water and wastewater utilities and emergency management commissions and agencies that have, by executing this Agreement, manifested their intent to participate in an intrastate program for Mutual Aid and Assistance among Iowa Water and Wastewater Utilities known as the IOWARN Mutual Aid and Assistance Program. This Agreement is authorized under Chapter 29C, Iowa Code, which authorizes mutual aid arrangements for reciprocal disaster services and recovery. This Agreement is further authorized as to the public agencies' utility parties hereto by the respective authority of 357, 357A, 358, 364, 384, 386, 388, 389 and 504A Iowa Code, which authorize Water and Wastewater Utilities that are public agencies to contract to provide services. This Agreement is further authorized by Section 28E.12 Iowa Code, but this Agreement is not otherwise adopted pursuant to Chapter 28E, Iowa Code, and is not intended to be a 28E Agreement. ARTICLE I. PURPOSE Recognizing that emergencies may require aid or assistance in the form of personnel, equipment, and supplies from outside the area of impact, the signatory utilities hereby establish a program for Mutual Aid and Assistance for Iowa Water and Wastewater Utilities known as the "IOWARN Mutual Aid and Assistance Program". Through the IOWARN Mutual Aid and Assistance Program, Members coordinate response activities and share resources during emergencies, with the support and assistance of the Associated Agencies. This Agreement sets forth the procedures and standards for the administration of the IOWARN Mutual Aid and Assistance Program. ARTICLE II. DEFINITIONS A. Authorized Official - An employee or officer of a Member that is authorized to: 1. Request assistance; 2. Offer assistance; 3. Refuse to offer assistance; or 4. Withdraw assistance under this Agreement. B. Emergency - A natural or human caused event or circumstance causing, or imminently threatening to cause, loss of life, injury to person or property, human suffering or financial loss, and includes, but is not limited to, fire, explosion, flood, severe weather, drought, earthquake, volcanic activity, spills or releases of oil or hazardous material, contamination, utility or transportation emergencies, disease, blight, infestation, civil disturbance, riot, war and terrorism, sabotage or other intentional acts, that are, or could reasonably be, beyond the capability of the services, personnel, equipment, and facilities of a IOWARN Mutual Aid and Assistance Program Member to fully manage and mitigate internally. C. Members -Any public or private Water or Wastewater Utility that manifests intent to participate in the IOWARN Mutual Aid and Assistance Program by executing this Agreement. Members are primarily Iowa Water or Wastewater Utilities, but membership is open to water and wastewater utilities outside the State of Iowa that operate in areas contiguous to an Iowa utility Member. Requesting Member - A Member who makes a Request far Assistance under the IOWARN Mutual Aid and Assistance Program. 2. Responding Member - A Member that responds to a Request for Assistance under the IOWARN Mutual Aid and Assistance Program. 3. Non-Responding Member - A Member that does not provide aid or assistance during a Period of Assistance under the IOWARN Mutual Aid and Assistance Program. D. Associated Agencies -The Iowa Emergency Management Commissions and Agencies and other non utility participants that agree to provide a support role for the IOWARN Mutual Aid and Assistance Program by separate agreement or other undertaking approved by the Statewide Steering Committee. Associated Agencies are not parties to this Agreement and do not provide or receive emergency services under this Agreement. To the extent Associated Agencies do provide any emergency services to any Member the terms under which such services are provided shall be as the provider and recipient shall separately agree. The initial Associated Agencies include: (1) the Iowa Section of the American Water Works Association; (2) the Iowa Rural Water Association; (3) the Iowa Department of Natural Resources, and (4) the Homeland Security and Emergency Management Division of the Iowa Department of Public Defense. Additional Associated Agencies may be added by vote of the Statewide Committee. E. Confidential Information -Any document shared with any signatory of this Agreement that is marked confidential and that is confidential under Section 22.7 Iowa Code or other exemption from disclosure under Ch. 22, Code of Iowa. F. Request for Assistance. A request by a Requesting Member to any one or more other Members for mutual aid or assistance in the event of an Emergency under the IOWARN Mutual Aid and Assistance Program. F. Period of Assistance - A specified period of time when a Responding Member assists a Requesting Member. The period commences when personnel, equipment, or supplies depart from Responding Member's facility and ends when the resources return to their facility (portal to portal). All protections identified in this Agreement apply during this period. The specified Period of Assistance may occur during response to or recovery from an emergency, as previously defined. G. Statewide Committee -The Statewide Committee established under Article III. H. Statewide Chair -The chair of the Statewide Committee selected under Article III. Statewide Coordinator -The person appointed to such position by the Statewide Committee as provided under Article III. National Incident Management System (NIMS): A national, standardized approach to incident management and response that sets uniform processes and procedures for emergency response operations. ARTICLE III. ADMINISTRATION The IOWARN Mutual Aid and Assistance Program shall be administered through a Statewide Committee, a Statewide Chair and a Statewide Coordinator. The Statewide Committee shall provide coordination of the IOWARN Mutual Aid and Assistance Program before, during, and after an emergency and shall include regional representatives from across the state. The designated regions shall be consistent with the regions established by the Iowa Department of Natural Resources. The Statewide Committee shall consist of one Member representative from each region selected by the Members in such region by written ballot and a Statewide Chair selected by the Members annually by written ballot, plus one non-voting representative of each Associate Agency. The Statewide Committee shall meet at least annually and shall plan and coordinate emergency planning and response activities for the IOWARN Mutual Aid and Assistance Program under the leadership of the Statewide Chair. The Statewide Committee shall appoint a Statewide Coordinator from among the employees of the Members or Associated Agencies who shall facilitate, coordinate, and administer the activities of the IOWARN Mutual Aid and Assistance Program under the direction of the Statewide Committee. The Statewide Committee shall establish rules of procedure for the conduct of committee business. Meetings of the Statewide Committee shall be conducted in accordance with the Iowa Open Meetings Law, Chapter 21, Iowa Code. ARTICLE IV. PROCEDURES In coordination with the emergency management and public health system of the state, the Statewide Committee shall develop operational and planning procedures for the IOWARN Mutual Aid and Assistance Program. These procedures shall be reviewed at least annually and updated as needed by the Statewide Committee and shall be set forth in an IOWARN Mutual Aid and Assistance Program Manual and an IOWARN Mutual Aid and Assistance Handbook. ARTICLE V. REQUESTS FOR ASSISTANCE A. Member Responsibility: Members shall: (1) identify an Authorized Official and alternates; (2) provide contact information, including 24-hour access; and (3) provide information on resources that may be available from the utility for mutual aid and assistance response. Such contact information shall be updated annually or when changes occur, shall be provided to the State Committee for inclusion in the IOWARN Mutual Aid and Assistance Program Manual and the IOWARN Mutual Aid and Assistance Handbook. In the event of an Emergency, a Member's Authorized Official may request mutual aid and assistance directly from a specific Member by making a Request for Assistance to such Member or may make a general Request for Assistance to the Statewide Coordinator. Requests for Assistance can be made orally or in writing. When made orally, the specific request for personnel, equipment, and supplies shall be subsequently confirmed in writing as soon as practicable. Requests for Assistance to a Member shall be directed to the Authorized Official of any Member. If a Request for Assistance is made to the Statewide Coordinator, the Statewide Coordinator shall forward the Request for Assistance to one or more Authorized Officials of Members for direct response to the Requesting Member. Specific detailed protocols for making and responding to Requests for Assistance shall be set forth in the IOWARN Mutual Aid and Assistance Program Manual and the IOWARN Mutual Aid and Assistance Handbook. B. Response to a Request for Assistance -Members are not obligated to respond to a request. After a Member receives a Request for Assistance, the Authorized Official shall evaluate whether or not to respond, whether resources are available to respond, or if other circumstances would hinder response. Following the evaluation, the Authorized Official shall, as soon as possible, inform the Requesting Member whether it will respond. If the Member is willing and able to provide assistance, the Member shall inform the Requesting Member about the type of available resources and the approximate arrival time of such assistance. C. Discretion of Responding Member's Authorized Official -Execution of this Agreement does not create any duty to respond to a Request for Assistance. When a Member receives a Request for Assistance, the Authorized Official shall have sole and absolute discretion as to whether or not to respond, or the availability of resources to be used in such response. An Authorized Member's decisions on the availability of resources shall be final. ARTICLE VI. RESPONDING MEMBER PERSONNEL A. National Incident Management System -When providing assistance under this Agreement, the Requesting Member and Responding Member shall be organized and shall function under the National Incident Management System. B. Control -While employees so provided may be under the supervision of the Responding Member, the Responding Member's employees come under the direction and control of the Requesting Member, consistent with the NIMS Incident Command System to address the needs identified by the Requesting Member. The Requesting Member's Authorized Official shall coordinate response activities with the designated supervisors of the Responding Member. The Responding Member's designated supervisors must keep accurate records of work performed by personnel during the specified Period of Assistance. C. Food and Shelter -Whenever practical, Responding Member personnel must be self sufficient for up to 72 hours. When possible, the Requesting Member shall supply reasonable food and shelter for Responding Member personnel. If the Requesting Member is unable to provide food and shelter for Responding Member personnel, the Responding Member's designated supervisor is authorized to secure the resources necessary to meet the needs of its personnel. Except as provided below, the cost for such resources must not exceed the normal cost for such resources for that area. To the extent Food and Shelter costs exceed the normal costs for the area, the Responding Member must demonstrate that the additional costs were reasonable and necessary under the circumstances. Unless otherwise agreed to in writing, the Requesting Member remains responsible for reimbursing the Responding Member for all reasonable and necessary costs associated with providing food and shelter, if such resources are not otherwise provided by the Requesting Member. D. Communication -The Requesting Member shall provide Responding Member personnel with radio equipment as available, or radio frequency information to program existing radio equipment, in order to facilitate communications with local responders and utility personnel. E. Status - Unless otherwise provided by law, the Responding Member's officers and employees retain the same privileges, immunities, rights, duties and benefits as provided in their respective jurisdictions. F. Licenses and Permits - To the extent permitted by law, Responding Member personnel that hold licenses, certificates, or permits evidencing professional, mechanical, or other skills shall be allowed to carry out activities and tasks relevant and related to their respective credentials during the specified Period of Assistance. G. Right to Withdraw -The Responding Member's Authorized Official retains the right to withdraw some or all of its resources at any time for any reason in the Responding Member's sole and absolute discretion. Notice of intention to withdraw must be communicated to the Requesting Member's Authorized Official as soon as is practicable under the circumstances. ARTICLE VII. COST- REIMBURSEMENT The Requesting Member shall reimburse the Responding Member for each of the following categories of costs incurred during the specified Period of Assistance as agreed in whole or in part by both parties; provided, that any Responding Member may, if it so elects, assume in whole or in part such loss, damage, expense, or other cost, or may loan such equipment or donate such services to the Requesting Member without charge or cost. A. Personnel -The Responding Member shall be reimbursed by the Requesting Member for personnel costs incurred for work performed during the specified Period of Assistance. Responding Member personnel costs shall be calculated according to the terms provided in their employment contracts or other conditions of employment. The Responding Member's designated supervisors must keep accurate records of work performed by personnel during the specified Period of Assistance. Requesting Member reimbursement to the Responding Member may consider all personnel costs, including salaries or hourly wages, costs for fringe benefits, and indirect costs. B. Equipment -The Requesting Member shall reimburse the Responding Member for the use of equipment during the specified Period of Assistance, including, but not limited to, reasonable rental rates, all fuel, lubrication, maintenance, transportation, and loading/unloading of loaned equipment. All equipment shall be returned to the Responding Member in substantially the same condition the equipment was in at the time it was supplied to the Requesting Member as soon as is practicable and reasonable under the circumstances. At a minimum, rates for equipment use must be based on the Federal Emergency Management Agency's (FEMA) Schedule of Equipment Rates. If a Responding Member uses rates different from those in the FEMA Schedule of Equipment Rates, the Responding Member must provide such rates orally or in writing to the Requesting Member prior to supplying the equipment. Mutual agreement on which rates are used must be reached in writing prior to dispatch of the equipment. Reimbursement for equipment not referenced on the FEMA Schedule of Equipment Rates must be developed based on actual recovery of costs. If Responding Member must lease a piece of equipment while its equipment is being repaired, Requesting Member shall reimburse Responding Member for such rental costs. C. Materials and Supplies -The Requesting Member must reimburse the Responding Member in kind or at actual replacement cost, plus handling charges, for use of expendable or non- returnable supplies. The Responding Member must not charge direct fees or rental charges to the Requesting Member for other supplies and reusable items that are returned to the Responding Member in a clean, damage-free condition. Reusable supplies that are returned to the Responding Member with damage that renders them unusable must be treated as expendable supplies for purposes of cost reimbursement. D. Payment Period -The Responding Member must provide an itemized bill to the Requesting Member for all expenses incurred by the Responding Member while providing assistance under this Agreement. The Requesting Member must send the itemized bill not later than (90) ninety days following the end of the Period of Assistance. The Responding Member may request additional periods of time within which to submit the itemized bill, and Requesting Member shall not unreasonably withhold consent to such request. The Requesting Member must pay the bill in full on or before the forty-fifth (45~h) day following the billing date. The Requesting Member may request additional periods of time within which to pay the itemized bill, and Responding Member shall not unreasonably withhold consent to such request, provided, however, that all payment shall occur not later than one- year after the date a final itemized bill is submitted to the Requesting Member. E. Records -Each Responding Member and their duly authorized representatives shall have access to a Requesting Member's books, documents, notes, reports, papers and records which are directly pertinent to the Request for Assistance made pursuant to this Agreement for the purposes of reviewing the accuracy of a cost bill or making a financial, maintenance or regulatory audit. Each Requesting Member and their duly authorized representatives shall have access to a Responding Member's books, documents, notes, reports, papers and records which are directly pertinent to a Response to a Request for Assistance made pursuant to this Agreement for the purposes of reviewing the accuracy of a cost bill or making a financial, maintenance or regulatory audit. Such records shall be maintained for at least three (3) years or longer where required by law. ARTICLE VIII. DISPUTES If any controversy or claim arises out of, or relates to, the execution of the Agreement, including, but not limited to, alleged breach of the Agreement, the disputing Members shall first attempt to resolve the dispute by negotiation, followed by mediation and finally shall be settled by arbitration in accordance with the Rules of the American Arbitration Association. Any court of competent jurisdiction may enter the judgment rendered by the arbitrators as final judgment that is binding on the parties. ARTICLE IX. REQUESTING MEMBER'S DUTY TO INDEMNIFY Except as provided in Article XIII pertaining to Insurance, the Requesting Member shall assume the defense of, fully indemnify and hold harmless, the Responding Member, its officers and employees, from all claims, loss, damage, injury and liability of every kind, nature and description, directly or indirectly arising from Responding Member's work during a specified Period of Assistance. The scope of the Requesting Member's duty to indemnify includes, but is not limited to, suits arising from, or related to, negligent or wrongful use of equipment or supplies on loan to the Requesting Member, or faulty workmanship or other negligent acts, errors or omissions by Requesting Member or the Responding Member personnel. The Requesting Member's duty to indemnify is subject to, and shall be applied consistent with, the conditions set forth in Article X. ARTICLE X. SIGNATORY INDEMNIFICATION In the event of a liability, claim, demand, action, or proceeding of whatever kind or nature arising out of a specified Period of Assistance, the Requesting Member shall have a duty to defend, indemnify, save and hold harmless all Non-Responding Members, their officers, agents and employees from any liability, claim, demand, action, or proceeding of whatever kind or nature arising out of a Period of Assistance. ARTICLE XI. WORKER'S COMPENSATION CLAIMS The Responding Member is responsible for providing worker's compensation and other injury and death benefits for its employees and for administering worker's compensation for its employees. The Requesting Member is responsible for providing worker's compensation and other injury and death benefits for its employees and for administering worker's compensation for its employees. ARTICLE XII. NOTICE A Member who becomes aware of a claim or suit that in anyway, directly or indirectly, contingently or otherwise, affects or might affect other Members of this Agreement shall provide prompt .and timely notice to the Members who may be affected by the suit or claim. Each Member reserves the right to participate in the defense of such claims or suits as necessary to protect its own interests. ARTICLE XIII. INSURANCE Members of this Agreement shall maintain an insurance policy or maintain a self insurance program that covers activities that it may undertake by virtue of membership in the IOWARN Mutual Aid and Assistance Program. Each Member waives subrogation for any injury or damage covered by its own insurance against any other member. ARTICLE XIV. CONFIDENTIAL INFORMATION To the fullest extent allowed by Chapter 22, Iowa Code or other applicable law, each Member and Associated Agency shall maintain in the strictest confidence and shall take all reasonable steps necessary to prevent the disclosure of any Confidential Information disclosed under this Agreement. If any Member, Associated Participant, third party or other entity requests or demands, by subpoena or otherwise, that a Member or Associated Participant disclose any Confidential Information disclosed under this Agreement, the Member or Associated Participant shall immediately notify the owner of the Confidential Information and shall take all reasonable steps necessary to prevent the disclosure of any Confidential Information by asserting all applicable rights and privileges with respect to such information and shall cooperate fully in any judicial or administrative proceeding relating thereto. ARTICLE XV. EFFECTIVE DATE This Agreement shall be effective after the Water and Wastewater Utility's authorized representative executes the Agreement and the Statewide Committee Chair receives the Agreement. The Statewide Committee Chair shall maintain a master list of all Members and Associated Agencies in the IOWARN Mutual Aid and Assistance Program. ARTICLE XVI. WITHDRAWAL A Member may withdraw from this Agreement by providing written notice of its intent to withdraw to the Statewide Chair. Withdrawal takes effect 60 days after the appropriate officials receive notice. Withdrawal from this Agreement shall in no way affect a Requesting Member's duty to reimburse a Responding Member for cost incurred during a Period of Assistance, which duty shall survive such withdrawal. ARTICLE XVII. MODIFICATION No provision of this Agreement may be modified, altered or rescinded by individual parties to the Agreement. Modifications to this Agreement may be due to programmatic operational changes to support the agreement, legislative action, creation of an interstate aid and assistance agreement, or other developments. Modifications to this Agreement may be proposed by the Statewide Committee. The Statewide Committee Chair shall provide written notice to all Members of proposed modifications to this Agreement together with a written ballot allowing Members to vote for or against the proposed modification. A proposed modification shall become effective only if it is approved by written vote of at least a majority of the Members. Approved modifications shall take effect 60 days after the date upon which notice of the approved modification is sent to the Members. ARTICLE XVIII. SEVERABILITY The parties agree that if any term or provision of this Agreement is declared by a court of competent jurisdiction to be illegal or in conflict with any law, the validity of the remaining terms and provisions shall not be affected, and the rights and obligations of the parties shall be construed and enforced as if the Agreement did not contain the particular term or provision held to be invalid. ARTICLE XIX. PRIOR AGREEMENTS This Agreement supersedes all prior Agreements between Members to the extent that such prior Agreements are inconsistent with this Agreement. ARTICLE XX. PROHIBITION ON THIRD PARTIES AND ASSIGNMENT OF RIGHTS/DUTIES This Agreement is for the sole benefit of the Members and no person or entity shall have any rights under this Agreement as a third party beneficiary. Assignments of benefits and delegations of duties created by this Agreement are prohibited and shall be without effect. ARTICLE XXI. INTRASTATE AND INTERSTATE IOWARN MUTUAL AID AND ASSISTANCE PROGRAMS To the extent practicable, Members shall participate in Mutual Aid and Assistance activities conducted under the State of Iowa Mutual Aid and Assistance Program and the Interstate Emergency Management Assistance Compact (EMAC) as set forth in Chapter 29C, Iowa Code. Members may voluntarily agree to participate in an interstate mutual aid and assistance program for water and wastewater utilities through this Agreement if such a program is established. Now, therefore, in consideration of the covenants and obligations set forth in this Agreement, the Water and Wastewater Utility or other Agency listed here manifests its intent to be a Member of the IOWARN Mutual Aid and Assistance Program by executing this Agreement on this ~ N0 day of 2009. Water/Wastewater Utility or Agency: CITY OF IOWA CITY, IOWA CITY OF IOWA CITY i D. Bailey, Mayor Attest: ~~J 7~ ~~'~~J Cit erk Approved by: City Attorney's Office rv/~,~lv~ CITY OF IOWA CITY ACKNOWLEDGMENT STATE OF IOWA ) SS: JOHNSON COUNTY ) On this ~"'a day of ~o~.~,.6.~•-- , 2009, before me, the undersigned, a Notary Public in and for the State of Iowa, personally appeared Regenia D. Bailey and Marian K. Karr, to me personally known, and, who, being by me duly sworn, did say that they are the Mayor and City Clerk, respectively, of said municipal corporation executing the within and foregoing instrument; that the seal affixed thereto is the seal of said municipal corporation; that said instrument was signed and sealed on behalf of said corporation by authority of its City Council, as contained in Resolution No. ~9f 3¢~ and passed by the City Council, on the ~"° day of l~a~e~.6~r , 2009, and that Regenia D. Bailey and Marian K. Karr acknowledged the execution said instrument to be the voluntary act and deed and the voluntary act and deed of said corporation, by it and by them voluntarily executed. ~~q~s~ SONDRAE FORT J~'~ rer~ Commission Number 159791 Notary Public in and for the State of Iowa nny Commission Expires iow 3 ~ acia My commission expires: 3^~7/,~a~~ da, Prepared by: Susan Dulek, Assistant City Attorney, 410 E. Washington St., Iowa City, IA 52240 (319) 356-5030 RESOLUTION NO. 09-348 RESOLUTION APPROVING AN AGREEMENT TO PURCHASE 321 DAVENPORT STREET. WHEREAS, City staff have negotiated a purchase agreement with the owner of 321 Davenport Street that requires City Council approval; WHEREAS, attached to this resolution are copies of the City's offer and the owner's acceptance; WHEREAS, the property was substantially damaged by a fire, has been placarded by the City as a dangerous building, and needs to be demolished; WHEREAS, by purchasing the property, the City can both address a public nuisance and construct a home or homes for affordable homeownership; and WHEREAS, the City finds that said purchase agreement should be approved. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA, THAT: 1. The attached purchase agreement is approved. 2. Upon the direction of the City Attorney, the City Manager is authorized to execute all documents necessary to purchase the property in accordance with said purchase agreement. Passed and approved this 2nd day of November , 2009. ATTEST: ~ ~dl~.r~ CIT ERK ~~-a-o~ City Attorney's Office Resolution No. 09-348 Page 2 It was moved by O'Donnell and seconded by Correia the Resolution be adopted, and upon roll call there were: AYES: x X ~- NAYS: ABSENT: Bailey Champion Correia Hayek O'Donnell Wilburn Wright ABSTAIN: x wpd ata/glossa rylresol ution-ic. doc CONDITIONAL ACCEPTANCE OF OFFER TO BUY REAL ESTATE The undersigned, Frank G. Person, single, as seller, hereby accepts the offer by the City of Iowa City to buy the undersigned's property on East Davenport Street in Iowa City dated October 7, 2009, subject to the following: Property Convey The seller will convey to the City fee simple title to the east half of Lot 2, Block 57, Iowa City. Seller acquired the undivided interest previously owned by Robert E. Person by deed recorded June 30, 2009. 2. Removal of seller's personal propert fy rom premises. This agreement is conditioned upon seller and buyer entering into an agreement acceptable to seller to allow seller to remove family mementoes and other personal property belonging to seller from the premises in a safe and appropriate fashion so that seller can retain these important items of his and salvage the same from the property. 3. Environmental matters. Seller is not able to make the environmental warranties described in paragraph 7(a) of the offer to buy real estate dated October 7, 2009. First of all, seller believes that there is an abandoned water well that was previously located under the back porch of the house on the premises. In addition, seller advises buyer that there is a water cistern located immediately east of the previous back porch on the premises. Further, seller believes that the premises does contain asbestos, possibly lead paint residue, and may well have radon gas present. Further, due to the fire that occurred in the summer of 2009 seller is not in a position to make any other environmental warranties about the premises. Seller is not aware of any solid waste deposal sites or other hazardous wastes or substances that existed prior to the fire except that seller does believe that asbestos was present in the house and that lead-based paint may have been present in the house and that radon may have been present in or around the house. The ground water hazard statement to be executed by the seller will have to be consistent with the above. 4. Property sold as is. The property which is the subject of this contract is being sold in its present condition and seller makes no warranties concerning the condition of the property except as specifically outlined above. Buyer acknowledges that the property has been extensively damaged by a fire in the summer of 2009 and buyer agrees that it will be responsible for any necessary demolition and restoration of the property going forward. 5. Threat of condemnation. Buyer represents that had seller not accepted its offer for this property Buyer would have commenced condemnation proceedings to acquire the same pursuant to the provisions of chapter 6A Code of Iowa. Subject to the above conditions seller accepts the offer of the City of Iowa City dated October 7, 2009. Seller reserves the right to rescind this counteroffer before acceptance by the City by written notice to Assistant City Attorney Susan Dulek. o ~~ ~~~ Frank G. Person OFFER TO BUY REAL ESTATE AND ACCEPTANCE TO: Frank G. Person, Seller 1. REAL ESTATE DESCRIPTION. The Buyer offers to buy real estate in Johnson County, Iowa, and legally described as follows: An undivided one-half interest in and to: The East One-half of Lot Two (2), Block Fifty- seven (57), Iowa City, Iowa, according to the recorded plat thereof, with any easements and appurtenant servient estates, but subject to the following: a. any zoning and other ordinances; b. any covenants of record; c. any easements. of record for public utilities, roads and highways; and d. (consider: liens, mineral rights; other easements; interests of others.) provided Buyer, on possession, is permitted to make the following use of the Real Estate: 2. PRICE. The purchase price shalt be $40,400.00, payable at JOHNSON County, Iowa, as follows: purchase price to be paid in full upon possession and closing. 3. REAL ESTATE TAXES. a. Seller shall pay alI real estate taxes that are due and payable as of the date of possession and constitute a lien against the property, including any unpaid real estate taxes for any prior years. a b. Seller shall pay his prorated share, based upon the date of possession, of the real estate taxes for the fiscal year in which possession is given due and payable in the subsequent -fiscal year. Buyer shall be given a credit for such proration at closing (unless this agreement is for an installment contract) based upon the last known actual net real estate taxes payable according to the public record. However, if such taxes are based upon a partial assessment of the present property improvements or a changed tax classification as of the date of possession, such proration shall be based on the current millage rate, the assessed value, legislative tax rollbacks and real estate tax exemptions that will actually 6e applicable as shown by the Assessor's records on the date of possession. c. Buyer shall pay all subsequent real estate taxes. 4. SPECIAL ASSESSMENTS. Seller shall pay all special assessments which are a lien on the Real Estate as of the date of closing. b. IF a. IS STRICKEN, then Seller shalt pay all installments of special assessments which are a lien ou the Real Estate and, if not paid, would become delinquent during the calendar year this offer is accepted, and all prior installments thereof. -2- c. All other special assessments shall be paid by Buyer. 5. RISK OF LOSS AND INSURANCE. Risk of toss prior to Seller's delivery of possession of the Real Estate to Buyer shall be as follows: a. All risk of loss shall remain with Seller until possession of the Real Estate shall be delivered to Buyer. b. 1F a. IS STRICKEN, Seller shall maintain $ of fire, windstorm, and extended coverage insurance on the Real Estate until possession is given to Buyer and shall promptly secure endorsements to the appropriate insurance policies naming Buyer as additional insureds as their interests may appear. Risk of loss from such insured hazards shall be on Buyer after Seller has performed under this paragraph and notified Buyer of such performance. Buyer, if it desires, may obtain additional insurance to cover such risk. 6. CONDITION OF PROPERTY. a. The Real Estate shall be preserved in its present condition and delivered intact at the time possession is delivered to Buyer, provided, however, if S.a. is stricken and there is loss or destruction of all or any part of the Real Estate from causes covered by the insurance maintained by Seller, Buyer agrees to accept such damaged or destroyed Real Estate together with such insurance proceeds in lieu of the Real Estate in its present condition and Seller shall not be required to repair or replace same. b. Within 60 days after the acceptance of this Agreement Buyer may, at its sole expense, have the property inspected by a person of its choice to determine if there are any structural, mechanical plumbing, electrical, or other deficiencies. Within this same period, Buyer may notify in writing the Seller of any deficiency. Seller shall immediately notify Buyer in writing of what steps, if any, Seller will take to correct any deficiencies before closing. Buyer shall then immediately in writing notify Seller that (1) such steps are acceptable, in which case this Agreement, as so modified, shall be binding upon all parties; or (2) that such steps are not acceptable, in which case this Agreement shall be null and void, and any earnest money shall be returned to Buyer. c. If "b" is deleted, Buyer acknowledges that it has made a satisfactory inspection of the Properly and is purchasing the real estate in its existing condition. 7. ENVIRONMENTAL MATTERS. a. Seller warrants, to the best of his knowledge and belief that there are no abandoned wells, solid waste disposal sites, hazardous wastes or substances or underground storage tanks located on the property, the properly does not contain levels of radon gas, asbestos or urea- formaldehyde foam insulation which require remediation under current environmental standards, and Seller has done nothing to contaminate the property with hazardous wastes or substances. Seller warrants that the property is not subject to any local, state, or federal judicial or administrative action, investigation or order, as the case may be, regazding wells, solid waste disposal sites, hazardous wastes or substances or underground storage tanks. Seller also shall provide Buyer with a properly executed GROUNDWATER -3- HAZARD STATEMENT showing no wells, solid waste disposal sites, hazardous waste or underground storage tanks on the Property, unless disclosed here: b. Buyer may, at its expense, within 60 days after the date of acceptance, obtain a report from a qualified engineer or other person qualified to analyze the existence or nature of any hazardous materials, substances, conditions or wastes located on the Property. In the event any hazardous materials, substances, conditions or wastes are discovered on the Property, Buyer's obligation hereunder shall be contingent on the removal of such materials, substances, conditions or wastes or other resolution of the matter reasonably satisfactory to Buyer. However, in the event Seller is required by Buyer pursuant to the foregoing sentence, to expend any sum in excess of $ .00 to remove any hazardous materials, substances, conditions or wastes, Seller shall have the option to cancel this transaction and refund to Buyer all earnest money paid and declare this Agreement null and void. The expense of any inspection shall be paid by Buyer. The expense of any action necessary to remove or otherwise make safe any hazardous material, substance, conditions or waste shall be paid by Seller, subject to Seller's right to cancel this transaction as provided above. $. POSSESSION AND CLOSING. Subject to Buyer's approval of title and both parties' timely performance of all obligations herein, closing shall be held on the date 90 days after acceptance of this offer by Seller and possession of the Real Estate shall be delivered to Buyer on the date of closing with any adjustments of rent, insurance, and interest to be made as of the date of transfer of possession. 9. FIXTURES. All property that integrally belongs to or is part of the Real Estate, whether attached or detached, such as light fixtures, shades, rods, blinds, awnings, windows, storm doors, screens, plumbing fixtures, water heaters, water softeners, automatic heating equipment, air conditioning equipment, wall to wall carpeting, built-in items and electrical service cable, outside television towers and antenna, fencing, gates and landscaping shall be considered a part of Real Estate and included in the sale except: (consider: rental items) 10. USE OF PURCHASE PRICE. At time of settlement, funds of the purchase price may be used to pay taxes and other liens and to acquire outstanding interests, if any, of others. 1 I. ABSTRACT AND TITLE. Seller, at his expense, shall obtain an abstract of title to the Real Estate.. It shall show merchantable title in Seller in conformity with this agreement, Iowa taw and Title Standards of the Iowa State Bar Association. 12. DEED. Upon payment of the purchase price, Seller shall convey the Real Estate to Buyer or its assignees, by WARRANTY deed, free and clear of all liens, restrictions, and encumbrances except as provided in l .a. through l .d. Any general warranties of title shall extend only to the time of acceptance of this offer, with special warranties as to acts of Seller continuing up to time of delivery of the deed. -4- 13. JOINT TENANCY IN PROCEF,DS AND IN REAL ESTATE. If Seller, immediately preceding acceptance of this offer, holds title to the Real Estate in joint tenancy with full right of survivorship, and the joint tenancy is not later destroyed by operation of law or by acts of the Seller, then the proceeds of this sale, and any continuing or recaptured riglrts of Seller in the Reat Estate, shalt belong to Seller as joint tenants with full rights of survivorship and not as tenants in common; and Buyer, in the event of the death of either Seller, agrees to pay any balance of the price due Seller under this contract to the surviving Seller and to accept a deed from the surviving Seller consistent with Paragraph 11. l4. JOINDER BY SELLER'S SPOUSE. Seller's spouse, if not a titleholder immediately preceding acceptance of this offer, execute this contract only for the purpose of relinquishing all rights of dower, homestead and distributive shares or in compliance with Section 561.13 of the Iowa Code and agrees to execute the deed or real estate contract for this purpose. 15. TIME IS OF THE ESSENCE. Time is of the essence in this contract. 16. REMEDIES OF TIIE PARTIES. a. If Buyer fails to timely perform this contract, Seller may forfeit it as provided in the Iowa Code, and all payments made shall be forfeited or, at Seller's option, upon thirty days written notice of intention to accelerate the payment of the entire balance because of such failure (during which thirty days such failure is not corrected} Seller may declare the entire balance immediately due and payable. Thereafter this contract may be foreclosed in equity and the Court may appoint a receiver. b. If. Seller fails to timely perform this contract, Buyer has the right to have all payments made returned to it. c. Buyer and Seller also are entitled to utilize any and all other remedies or actions at law or in equity available to them and shall be entitled to obtain judgment for costs and attorney fees as permitted by law. 17. STATEMENT AS TO LIENS. If Buyer intends to assume or take subject to a lien on the Real Estate, Seller shall furnish Buyer with a written statement from the holder of such lien, showing the correct balance due. 18. SUBSEQUENT CONTRACT. Any real estate contract executed in performance of this contract shall be on a form of the Iowa State Bar Association. 19. APPROVAL OF COURT. If the sale of the Real Estate is subject to Court approval, the fiduciary shall promptly submit this contract for such approval. If this contract is not so approved, it shall be void. -5- 20. CONTRACT BINDING ON SUCCESSORS 1N INTEREST. This contract shall apply to and bind the successors in interest of the parties. 21. CONSTRUCTION. Words and phrases shall be construed as in the singular or plural number, and as masculine, feminine or neuter gender, according to the context. 22. TIME FOR ACCEPTANCE. If this offer is not accepted by Seller on the date 10 days after delivery of this offer to Seller, it shall become void and all payments shall be repaid to the Buyer. 23. OTHER PROVISIONS. a. This Offer is subject to City Council approval. b. This offer is subject to the release of the environmental review pursuant to 24 CFR Part 58. DATED: Q Z ~ f CITY OF IOWA CITY, IOWA, Buyer ,~ ~ By: Dale E. He[ling Interim City Ma er This offer is accepted SELLER Frank G. Person Taxpayer ID No. 2009.