HomeMy WebLinkAbout2014-11-04 Resolution11-04-14
3c(7)
Prepared by: Marian K. Kan•, 410 E. Washington St., Iowa City, IA 52240 (319) 356-5043
RESOLUTION NO. 14-303
RESOLUTION TO ISSUE DANCING PERMIT
BE IT RESOLVED BY THE CITY COUNCIL OF IOWA CITY, IOWA, that a Dancing
Permit as provided by law is hereby granted to the following named person and at the
following described locations upon his/her filing an application, having endorsed thereon
the certificates of the proper city officials as to having complied with all regulations and
ordinances, having a valid beer, liquor, or wine license/permit, to wit:
CLARION HOTEL & CONFERENCE CENTER - 2525 N. DODGE ST.
Passed and approved this 4th day of November P20 14
n
MAYOR
�// - ) Approved by
ATTEST: 7 �- ..��/
CITY—CLERK City Attorney's Office
It was moved by Throgmorton and seconded by Mims the
Resolution be adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
x Botchway
g Dickens
x Dobyns
x Hayek
g Mims
x Payne
x Throgmorton
,=I r =®raZ—
r CITY OF IOWA CITY 3-d�(=_
Pus
MEMORANDUM
Date: October 28, 2014
To:
Tom Markus, City Manager
From:
Karen Jennings, Human Resources Administrator
Re:
Blue Zones License agreement
Introduction:
The City's Employee Wellness Committee has recently been notified that both City Hall and the
Senior Center have been awarded the Blue Zones Worksite designation.
History/Background:
The City's Employee Wellness Committee has been working toward the goal of earning the Blue
Zones Worksite designation since early 2013. Earlier this month, application for the designation
was submitted on behalf of both City Hall and the Senior Center. The Wellness Committee has
been notified that both applications were successful and that final Blue Zones Worksite
designation is dependent upon a signed license agreement regarding the City's use of the Blue
Zones trademark. Upon review of the license agreement, the City Attorney's Office has
recommended a City Council resolution authorizing the City Manager to sign agreements on
behalf of the City related to Blue Zones.
Recommendation:
1 recommend that City Council adopt the resolution authorizing the City Manager to sign off on
the Blue Zones License agreement and other potential agreements of this nature to further the
City's overall employee wellness goals including potential pursuit of the Blue Zones Worksite
designation of other City worksites.
Prepared by: Eric R. Goers, Asst. City Attorney, 410 E. Washington St., Iowa City, IA 52240 (319) 356-5030
RESOLUTION NO. 14-304
RESOLUTION APPROVING BLUE ZONES LICENSE AGREEMENT AND
GRANTING THE CITY MANAGER THE AUTHORITY TO SIGN THE AGREEMENT,
AND ANY OTHER SUBSTANTIALLY SIMILAR AGREEMENTS WITH BLUE ZONES,
LLC.
WHEREAS, the City has worked with the Blue Zones Project to become a
Blue Zones worksite and will continue to support efforts toward becoming a Blue
Zones community; and
WHEREAS, Blue Zones, LLC owns the trademark Blue Zones, and controls its
licensed use by certified Blue Zone communities and organizations; and
WHEREAS, Blue Zones, LLC requires execution of a licensing agreement, a copy
of which is attached, in order for organizations such as the City of Iowa City to use the
Blue Zones marks; and
WHEREAS, the City will need to sign this agreement, and others substantially like
it, as City work sites become Blue Zones certified, in order to utilize the Blue Zones
marks, and publicize the Blue Zones certifications as they are earned; and
WHEREAS, it is in the best interests of the City to authorize the City Manager to
sign the attached licensing agreement, and substantially similar others that will follow.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY,
IOWA, THAT:
I. The attached Blue Zones License Agreement is hereby approved.
II. Council hereby delegates to the City Manager the authority to execute the attached Blue
Zones License Agreement, and other substantially similar Blue Zones Agreements as
needed to continue the advancement of Blue Zones certification for the City and its work
sites.
Passed and approved this 4th day of November , 20 14 .
ATTEST:
"'CITY CLERK M Y R
Approved by
�3
City Attorney's Office
Resoluflon No. 14-304
Mage 2
It was moved by Throgmorton and seconded by Mims the
Resolution be adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
x Botchway
x Dickens
x Dobyns
x Hayek
x Mims
x Payne
x Throgmorton
BLUE ZONES"" LICENSE AGREEMENT
Thank you for participating in the Blue Zones ProjectT" and for completing the Blue Zones Project"' Pledge and Assessment. Congratulations on successfully
completing the first step In becoming a Blue Zones'"' organization. You may now Identify yourself as a participating BLUE ZONES1° organization and may use the
BLUE ZONES711 trademark and logo according to the Project guidelines, provided you agree to all of the following terms. Please review and sign (electronkallyfelick
thru) acknowledging your acceptance of and agreement to these terms.
Your participation as a certified Blue Zones'" organization will help your community towards becoming a Blue Zones Communityt°. Congratulations again!
The Blue Zones Project Team
TERMS
Background
Blue Zones, LLC owns the trademark BLUE ZONEST" and several registrations and applications that incorporate the mark. As part of the Blue Zones Project'"', you
have demonstrated your commitment to healthier Irving and improved wellbeing by becoming certified under the Blue Zones Project'"' criteria. As part of the benefits
of the Project, you may now use the BLUE ZONES'' mark in connection with your business or organization under the following terms:
License
You may use the BLUE ZONES'"' trademark as king as you continue to maintain and comply with all of the requirements of the Blue zones Project and adhere to all
brand style and usageuq idelines established for use of the BLUE ZONES'" trademark This grant and permission is limited to you and may not be assigned or
sublicensed by you to any other individual, business or organization. This iicense will continue as long as you continue to comply with these terms and uphold the Blue
Zones Projeci"" Pledge.
Style and Use, Quality Control
You agree to use the BLUE ZONEST° trademark only in accordance with the brand style and usage guidelines established for use of the BLUE ZONES1' trademark,
as such may be modified from time to time. At least annually, and at more frequent intervals if requested as part of the Project, you must submit to us examples of how
you are using the BLUE ZONES1,' mark (online, store signs or displays, promotional material, eta).
Ownership and Reservation of Rights
You acknowledge Blue Zones, LLC's full and exclusive right in the BLUE ZONES'"' trademark and the intellectual property related to the Blue Zones Projecilm, and all
other work of Blue Zones, LLC. No right or license is granted to you for any use of the BLUE ZONES"" trademark or any other trademark, trade name, copyright, or
other intellectual property right of Blue Zones, LLC other than what Is granted herein. You agree not to use the BLUE ZONES'"' trademark in any manner not
specifically authorized by this Agreement and not contest or interfere with Blue Zones, LLC's exclusive ownership of the mark or other intellectual property rights. This
obligation shalt survive any termination of this Agreement. The license granted in this Agreement may be revoked by Blue Zones, LLC at any time for any reason on
thirty days advance notice to you, and you agree to cease all use of the BLUE ZONES"' upon such notice. All use of the BLUE ZONES'" trademark shell inure to the
benefit of Blue Zones, LLC.
Representations and Warranties
You represent and warrant that you have the right and power to enter into and perform this Agreement and have in honesty and good faith made and completed the
Blue Zones ProjectT° Pledge and Assessment. You represent and warrant that any materials you use or services you offer in connection with the Blue Zones ProjectT°,
or that otherwise utilize the BLUE ZONES'"" trademark, comply with all applicable law, and do and will not constitute an infringement on the rights of any other. You
agree to defend, indemnify and hold Blue Zones, LLC and its affiliates harmless from any and all claims, causes, and actions (including reasonable attorneys' fees)
arising directiyor indirectly from any such infringement or failure to comply, to the extent such claims, causes, or actions are not based on the use of the BLUE
ZONES'"" trademark.
Misuse of Trademark
if you become aware of any infringement by third parties of any right ficensed under this Agreement or any other use of the BLUE ZONES"' trademark or intellectual
property, you agree to promptly notify us in writing of that Infringement or use, and if requested, assist us in dealing with that infringement or use.
General Terms
This Agreement shall be deemed entered into in the State of Minnesota and shag be construed and governed solely by the laws of that state. The parties to this
Agreement shall restrict themselves exclusively to thejudsdiction of the courts within the State of Minnesota for any controversy between them and arising out of this
Agreement No amendment or modification of this Agreement shall be valid or binding unless the same shall be made in writing and signed on behalf of each party by
their respective proper officers duly authorized to do so. The headings of this Agreement are inserted for convenience only and shall not be construed as limiting in any
manner. The failure to enforce any of the terms and conditions of this Agreement by either of the parties to this Agreement shall not he deemed a waiver of any other
right or privilege under this Agreement or a waiver of the right to thereafter dawn damages for any deficiencies resulting from any misfepresental on, breach of
warranty, or nonfulfillment of any obligation of any other party to this Agreement. To be a waiver of any term or condition of this Agreement, the waiver must be in
writing and signed by the party making the waiver. in any action brought by a party to this Agreement under this Agreement the prevailing party shall be entitled to
recover its reasonable attorneys' fees, costs, and expenses of suit The partes acknowledge and agree that they are dealing with each other hereunder as independent
contractors. Nothing contained in the Agreement shag be interpreted as constituting either party the joint venture or partner of the other party or as conferring upon
either party the power of authority to bind the other party in any transaction with third parties. This Agreement may be executed in multiple counterparts, each of which
shall be deemed an original, but all of which together shall constitute one and the same document Electronic, facsimile and scanned copies shag be deemed originals
for all purposes.
NOTICE TO BIDDERS
2014 STORM SEWER
IMPROVEMENTS PROJECT
Sealed proposals will be received by the City
Clerk of the City of Iowa City, Iowa, until 3:00 P.M.
on the 28th day of October, 2014. Sealed propos-
als will be opened immediately thereafter by the
City Engineer or designee. Bids submitted by fax
machine shall not be deemed a "sealed bid" for
purposes of this Project. Proposals received after
this deadline will be returned to the bidder
unopened. Proposals will be acted upon by the
City Council at a meeting to be held in the Emma
J. Harvat Hall at 7:00 P.M. on the 4th day of
November, 2014, or at special meeting called for
that purpose.
The Project will involve the following:
Removal and replacement of storm sewer
pipe, intakes and manholes; removal and
replacement of PCC and HMA paving;
site restoration and traffic control.
All work is to be done in strict compliance with
the plans and specifications prepared by HBK
Engineering, LLC of Iowa City, Iowa, which have
heretofore been approved by the City Council, and
are on file for public examination in the Office of
the City Clerk.
Each proposal shall be completed on a form
furnished by the City and must be accompanied in
a sealed envelope, separate from the one
containing the proposal, by a bid bond executed
by a corporation authorized to contract as a surety
in the State of Iowa, in the sum of 10% of the bid.
The bid security shall be made payable to the
TREASURER OF THE CITY OF IOWA CITY,
IOWA, and shall be forfeited to the City of Iowa
City in the event the successful bidder fails to
enter into a contract within ten (10) calendar days
of the City Council's award of the contract and
post bond satisfactory to the City ensuring the
faithful performance of the contract and mainte-
nance of said Project, if required, pursuant to the
provisions of this notice and the other contract
documents. Bid bonds of the lowest two or more
bidders may be retained for a period of not to
exceed fifteen (15) calendar days following award
of the contract, or until rejection is made. Other
bid bonds will be returned after the canvass and
tabulation of bids is completed and reported to the
City Council.
The successful bidder will be required to furnish
a bond in an amount equal to one hundred
AF -1
percent (100%) of the contract price, said bond to
be issued by a responsible surety approved by the
City, and shall guarantee the prompt payment of
all materials and labor, and also protect and save
harmless the City from all claims and damages of
any kind caused directly or indirectly by the
operation of the contract, and shall also guarantee
the maintenance of the improvement for a period
of five (5) year(s) from and after its completion
and formal acceptance by the City Council.
The following limitations shall apply to this
Project:
Early Start Date: November 10, 2014
Completion Date: May 29, 2015
Liquidated Damages: $500 per day
The plans, specifications and proposed contract
documents may be examined at the office of the
City Clerk. Copies of said plans and specifications
and form of proposal blanks may be secured at
the Office of City of Iowa City Engineering
Division, Iowa City, Iowa, by bona fide bidders.
A $25 refundable fee is required for each set of
plans and specifications provided to bidders or
other interested persons. The fee shall be in the
form of a check, made payable to City of Iowa
City.
Prospective bidders are advised that the City of
Iowa City desires to employ minority contractors
and subcontractors on City projects. A listing of
minority contractors can be obtained from the
Iowa Department of Inspections and Appeals at
(515) 281-5796 and the Iowa Department of
Transportation Contracts Office at (515) 239-
1422.
Bidders shall list on the Form of Proposal the
names of persons, firms, companies or other
parties with whom the bidder intends to subcon-
tract. This list shall include the type of work and
approximate subcontract amount(s).
The Contractor awarded the contract shall
submit a list on the Form of Agreement of the
proposed subcontractors, together with quantities,
unit prices and extended dollar amounts.
By virtue of statutory authority, preference must
be given to products and provisions grown and
coal produced within the State of Iowa, and to
Iowa domestic labor, to the extent lawfully re-
quired under Iowa Statutes. The Iowa reciprocal
resident bidder preference law applies to this
Project.
The City reserves the right to reject any or all
proposals, and also reserves the right to waive
technicalities and irregularities.
Published upon order of the City Council of Iowa
City, Iowa.
MARIAN K. KARR, CITY
AF -2
Prepared by: Daniel Scott, Public Works, 410 E. Washington St., Iowa City, IA 52240 (319)356-5144
RESOLUTION NO. 14-305
RESOLUTION AWARDING CONTRACT AND AUTHORIZING THE MAYOR TO
SIGN AND THE CITY CLERK TO ATTEST A CONTRACT FOR
CONSTRUCTION OF THE 2014 STORM SEWER IMPROVEMENTS PROJECT.
WHEREAS, Dave Schmitt Construction Company of Cedar Rapids has submitted the lowest
responsible bid of $255,458.00 for construction of the above-named project; and
WHEREAS, funds for this project are available in the Stormwater Utility account #77770110.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA, THAT:
The contract for the construction of the above-named project is hereby awarded to Dave
Schmitt Construction Company, subject to the condition that awardee secure adequate
performance and payment bond, insurance certificates, and contract compliance program
statements.
2. The Mayor is hereby authorized to sign and the City Clerk to attest the contract for
construction of the above-named project, subject to the condition that awardee secure
adequate performance and payment bond, insurance certificates, and contract compliance
program statements.
3. The City Engineer is authorized to execute change orders as they may become necessary
in the construction of the above-named project.
Passed and approved this 4th day of November , 20 14
M,
,Ve .
Approved by
ATTEST:
CITY tIERK City Attorney's Office
It was moved by Throgmorton and seconded by Mims the Resolution be
adopted, and upon roll call there were:
AYES:
pweng\masters\awrdcon. doe
10/14
NAYS: ABSENT:
X Botchway
Dickens
Dobyns
Hayek
Mims
Payne
Throgmorton
3d(2)
11-0�
3d(3)
no��
Prepared by: Kumi Morris, Public Works, 410 E. Washington St., Iowa City, IA 52240 (319) 356-5044
RESOLUTION NO. 14-306
RESOLUTION ACCEPTING THE WORK FOR CITY HALL POLICE AND FIRE
DEPARTMENT HVAC REPLACEMENT PROJECT 2014
WHEREAS, the Engineering Division has recommended that the work for construction of the City
Hall Police and Fire Department HVAC Replacement Project, as included in a contract between
the City of Iowa City and Day Mechanical Systems, Inc. of Cedar Rapids, Iowa, dated March 4,
2014, 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, funds for this project are available in the City Hall Other Projects in CIP account #
G4707; and,
WHEREAS, the final contract price is $173,136.83
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 4th day of November —,20 14
ATTEST:
CITY ftERK
/-k' 4
MAYOR
Approved by
City Attorney's Office 1&1a--71(,-,
It was moved by Throgmorton and seconded by Mims the Resolution be
adopted, and upon roll call there were:
AYES:
NAYS: ABSENT:
x Botchway
x
Dickens
x
Dobyns
x
Hayek
x
Mims
x
Payne
x
Throgmorton
S:\ENGIARCHIT-1\Projects\CITYHA-1\2014CI-1\CITYHA-2\POLICE-1\CLOSED-1\Police and Fire HVAC Replacement Project with Day Mechanical -accepting project
November 4 2014.doc
10/14
ENGINEER'S REPORT
October 27, 2014
City Clerk
Iowa City, Iowa
Re: City Hall Police and Fire Department HVAC Replacement Project 2014
Dear City Clerk:
I r 1
—t.:.®4
:rlll �L
CITY OF IOWA CITY
410 East Washington Street
Iowa City, Iowa 52240-1826
(319) 356-5000
(319) 356-5009 FAX
www.icgov.org
I hereby certify that the construction of City Hall Police and Fire Department HVAC
Replacement Project 2014 has been completed by Day Mechanical Systems, Inc. of Cedar
Rapids, Iowa in substantial accordance with the plans and specifications prepared by Design
Engineers.
The project was bid as a lump sum contract and the final contract price is $ 173,136.83
There were change or extra work orders for the project as described below by project area:
1. Remove electrical work for system exhaust fans $ 1,492.46 Credit
2. Add four 2 -way valves to 3 -way valves and circuit setters $ 3,500.00 Add
3. Adding additional structure in Fire Apparatus Bay for new HVAC unit $ 5,329.17 Add
TOTAL Additional Costs to Original Contract
$ 7,336.83
I recommend that the above -referenced improvements be accepted by the City of Iowa City.
Sincerely,
�r
Ronald R. Knoche, P.E.
City Engineer
pwenglmasterslengineef s letter police and fire hvac replacement project with day mechanical- accepting project november 4 2014.doc
MIT-Tr-?Z�
3d(4)
Prepared by: Denny Gannon, 410 E. Washington St., Iowa City, IA 52240 (319) 356-5142 -
RESOLUTION NO. 14-307
RESOLUTION ACCEPTING THE WORK FOR THE STORM SEWER, SANITARY
SEWER, WATER MAIN, AND PAVING PUBLIC IMPROVEMENTS FOR
HICKORY POINTE, 2ND ADDITION, AND DECLARING PUBLIC
IMPROVEMENTS OPEN FOR PUBLIC ACCESS AND USE.
WHEREAS, the Engineering Division has certified that the following improvements have been
completed in accordance with the plans and specifications of the City of Iowa City:
Sanitary sewer, storm sewer, and water main improvements for Hickory Pointe, 2nd
Addition, as constructed by Maxwell Construction Inc. of Iowa City, Iowa.
Paving improvements for Hickory Pointe, 2nd Addition, as constructed by Streb
Construction Co., Inc. of Iowa City, Iowa.
WHEREAS, the maintenance bonds have been filed in the City Clerk's office; and
WHEREAS, the City of Iowa City has notified those contractors listed previously of the date on
which it will consider acceptance of the aforementioned public improvements; and
WHEREAS, the traffic control signs have been installed.
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 and
that all dedications and public improvements previously set aside as not being open for public
access are hereby formally accepted and declared open for public access and use.
Passed and approved this 4th day of November —120_14
ATTEST: .t aa"
CITY ERK
n
MAYOR 1.
Approved by
City Attorney's Office ,,, /0 -7/)Lt
It was moved by Throgmorton and seconded by Mims the Resolution be
adopted, and upon roll call there were:
AYES:
X
pweng\ma sters\acpt-improvements. doc
NAYS:
ABSENT:
X Botchway
Dickens
Dobyns
Hayek
Mims
Payne
Throgmorton
CITY OF IOWA CITY
410 East Washington Street
Iowa City, Iowa 52240-1826
(319) 356-5000
(319) 356-5009 FAX
www.icgov.org
ENGINEER'S REPORT
October 27, 2014
Honorable Mayor and City Council
Iowa City, Iowa
Re: Hickory Pointe, 2nd Addition
Dear Honorable Mayor and Councilpersons:
hereby certify that the construction of the sanitary sewer, storm sewer, water
main, and paving improvements for Hickory Pointe, 2nd Addition has been
completed in substantial accordance with the plans and specifications of the
Engineering Division of the City of Iowa City. The required maintenance bonds
are on file in the City Clerk's Office for the sanitary sewer, storm sewer and water
main improvements constructed by Maxwell Construction of Iowa City, Iowa and
paving improvements constructed by Streb Construction Co., Inc. of Iowa City,
Iowa.
I recommend that the above -referenced improvements be accepted by the City
of Iowa City.
Sincerely,
_;� -w~`
Ronald R. Knoche, P.E.
City Engineer
r
-*� . -4 CITY OF IOWA CITY
47 a, MEMORANDUM
Date: November 3, 2014
To: Tom Markus, City Manager
From: Dennis Bockenstedt, Finance Director
RE: 2009F Parking Revenue Bond Advanced Refunding
Introduction
In 2009, the City issued parking revenue bonds to refund the 1999 Parking Revenue bonds that
were issued for the construction of the Tower Place parking ramp. The City is in a position to be
able to refund those bonds and achieve a significant savings.
History/Background
The City issued parking revenue bonds in 2009 and is currently in the process of repaying those
bonds. As part of the 2009 parking revenue bond issuance, the City is also currently complying
with the additional reporting, financial, and operating restrictions due to the covenants that are
required. The 2009 parking revenue bonds have a final maturity of 2025 and carry interest rates
ranging from 3% to 5%. The remaining principal on the bonds is $6,605,000 with scheduled
interest payments of $1,698,438. The 2009 parking revenue bonds are not callable until July 1,
2017.
Discussion of Solution
The Parking fund had cash on hand as of June 30, 2014 of $7,594,825. By refunding the
parking revenue bonds early, the City will be able to achieve an interest savings of $995,086
over the next ten years. In addition, the city will be released from the covenants of the revenue
bonds and will no longer have to operate under those restrictions and meet the special reporting
requirements.
The required payoff for the bonds as of November 12, 2014 is $7,308,351. This will be
accomplished through the use of the parking debt service reserve balance of $1,125,533, a loan
from the landfill reserve of $2,495,350, and Parking fund operating cash of $3,687,468. These
funds will be placed with a trustee to 'defease' the bonds and guarantee their early retirement.
The loan from the landfill reserve will be for 10 years and carry an interest rate of 3%. The
interest expense over the ten year period will be $396,563.
Financial Impact
The interest savings from the early retirement is $995,086 over the next 11 years; however,
$396,563 of new interest expense will be paid to the landfill reserve rather than to an outside
creditor. The net interest savings to the parking fund will be $598,523. The landfill is able to
make the loan due to the early retirement of other internal loans to the General fund, the Airport
fund, and others.
The Parking fund's estimated cash balance at the June 30, 2015 is expected to be around $3
million, which is approximately 75% of its operating and capital expenditures. The Parking
fund's annual debt service/loan payment will decrease by an average of $528,458 per year.
Recommendation
It is staff's recommendation to approve entering into a trustee agreement with Banker's Trust for
the advanced refunding of the 2009 parking revenue bonds and the release of the funds to
accomplish this task.
�Ir=; Z4.� §Mvpk,. CITY OF IOWA CITY 3a�s
MEMORANDUM
Datg: October 29, 2014
To: Tom Markus, City Manager
From: Dennis Bockenstedt, Finance Director
RE: 2009F Parking Revenue Bond Advanced Refunding °
Introduction
/�f t
In 2009, the City issued parking revenue bonds to refund the 1999 ParkingReIna,
nue bonds that
were issued for the construction of the Tower Place parking ramp. The City i position to be
able to refund those bonds` and achieve a significant savings.
History/Background
The City issued parking revenue`t
bonds. As part of the 2009 parkir
with the additional reporting, finar
required. The 2009 parking reven
ranging from 3% to 5%. The ret
interest payments of $1,698,438.
2017.
in 2009 and is currently in the rocess of repaying those
enue bond issuance, the Cit is also currently complying
and operating restrictions in/
to the covenants that are
ends have a final maturity f 2025 and carry interest rates
i6,,principal on the bo s is $6,605,000 with scheduled
2009 parking revenu onds are not callable until July 1,
Discussion of Solution
The Parking fund had cash on hand as of`'4une,, 3 2014 of $7,594,825. By refunding the
parking revenue bonds early, the City will be 'abl ` to achieve an interest savings of $995,086
over the next ten years. In addition, the city will'' a released from the covenants of the revenue
bonds and will no longer have to operate unde hose astrictions and meet the special reporting
requirements.
The required payoff for the/ewill
November` 12, 2014 is $7,308,351. This will be
accomplished through the usrking debt service reserve balance of $1,125,533, the
parking impact fee reserve b385,583, a loan from the landfill reserve of $2,495,350,
and Parking fund operating c,301,885. These funds will be placed with a trustee to
'defease' the bonds and guarearly retirement.
The loan from the landfill resbe for 10 years and carry an interest rate of 3%. The
interest expense over the tend will be $396,563.
Financial Impact
The interest savings fro the early retirement is $995,086 over the *i'txt 1 f`. ears; however,
$396,563 of new interes expense will be paid to the landfill reserve racer tha to an outside
creditor. The net inter t savings to the parking fund will be $598,523. The Ian fill is able to
make the loan due to a early retirement of other internal loans to the GeneFl fun ,,the Airport
fund, and others. `\
The Parking fund' estimated cash balance at the June 30, 2015 is expected to a aro d $3
million, which is approximately 75% of its operating and capital expenditures. he Pa ing
fund's annual debt service/loan payment will decrease by an average of $528,458 pe year.
Recommendation
It is staff's recommendation to approve entering into a trustee agreement with Banker's Trust for
the advanced refunding of the 2009 parking revenues bonds and the release of the funds to
accomplish this task.
CITY OF IOWA CITY, COUNTY OF JOHNSON
STATE OF IOWA
TO
BANKERS TRUST COMPANY
AS TRUSTEE
FUNDING TRUST AGREEMENT
Dated as of the 12th day of November, 2014.
SECURING AS TO PRINCIPAL AND INTEREST THE FOLLOWING
OUTSTANDING NOTES OF THE CITY OF IOWA CITY, STATE OF IOWA:
$9,110,000 principal amount of Parking System Revenue Refunding Capital Loan Notes,
Series 2009F, dated November 23, 2009, of which notes are now currently outstanding in
the principal amount of $6,605,000 maturing on July 1 of the years 2015 to 2024,
inclusive, and bearing interest at the rates shown on Exhibit A.
TABLE OF CONTENTS
PREAMBLE................................................................................................................1
GRANTINGCLAUSES....................................................................................................2
HABENDUM................................................................................................................2
ARTICLE I DEFINITIONS......................................................................................3
ARTICLE II DEPOSIT OF MONEY WITH TRUSTEE AND PURCHASE OF
U.S. OBLIGATIONS........................................................................................................... 4
ARTICLE III PROCEEDS OF U.S. OBLIGATIONS; TRANSFER, CREATION
AND SOURCES OF CERTAIN FUNDS; APPLICATION OF MONEY AND U.S.
OBLIGATIONS................................................................................................................5
ARTICLE IV REINVESTMENTS; ARBITRAGE NOT PERMITTED ..................... 5
ARTICLE V COVENANTS OF THE CITY AND THE TRUSTEE ......................... 6
ARTICLE VI CONCERNING THE TRUSTEE.......................................................... 7
ARTICLE VII DEFEASANCE; UNCLAIMED MONEY ........................................... 9
ARTICLE VIII MISCELLANEOUS PROVISIONS..................................................... 9
TESTIMONIUM AND EXECUTION...........................................................................11
SCHEDULESA-C.......................................................................................................13-14
THIS FUNDING TRUST AGREEMENT made and entered into as of the 12th
day of November, 2014 by and between the City of Iowa City, County of Johnson, State
of Iowa ("City") and Bankers Trust Company ("Trustee"), as Trustee:
PREAMBLE
WITNESSETH
WHEREAS, the City has heretofore issued certain Parking System Revenue
Refunding Capital Loan Notes, Series 2009F, consisting of one issue totaling $9,110,000
of which $6,605,000 are outstanding and which notes are sometimes hereinafter referred
to as "Funded Notes" and which are more definitely described in Schedule A attached
hereto and made a part hereof by this reference; and
WHEREAS by a resolution adopted by the City Council on the 4th day of
November, 2014, the City has provided for the Funding of its outstanding notes, to the
extent described herein; and
WHEREAS accumulated cash on hand will be applied, together with other funds,
to the purchase of Investments which will mature at such times and in such amounts,
including investment income therefrom, as will be sufficient to pay principal and interest
on the Funded Notes from the date of this Agreement through July 1, 2017, and to pre-
pay all of the principal of the 2018 through 2024 maturities of the Funded Notes on
July 1, 2017; and
WHEREAS in order to provide for the proper and timely application of such
money and investment income therefrom to the payment of the Funded Notes, it is
necessary to enter into this Funding Trust Agreement and to enter into certain covenants
with the holders from time to time of the Funded Notes;
NOW, THEREFORE, the City, in consideration of the premises and of the
acceptance by the Trustee of the trusts hereby created, and of the sum of One Dollar
($1.00) lawful money of the United States of America to it duly paid by the Trustee at or
before the execution and delivery of these presents, and for other good and valuable
consideration, the receipt of which is hereby acknowledged; and in order to secure the
payment of the principal of and interest on all of the Funded Notes according to their
tenor and effect, does by these presents hereby grant, sell, warrant, remise, release,
convey, assign, transfer, alien, mortgage, pledge, set over and confirm, unto the Trustee,
and to its successors in the trusts hereby created, and to it and its assigns forever, all and
singular the property hereinafter described, to -wit:
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GRANTING CLAUSES
DIVISION I
All right, title and interest of the City in and to the Investments purchased from the
money described in Article II hereof.
DIVISION II
All right, title and interest of the City in and to all income, interest and increment
derived from or accruing to the Investments described in Article II hereof.
DIVISION III
Any and all other property of every kind and nature from time to time hereafter, by
delivery or by writing of any kind, conveyed, pledged, assigned or transferred as and for
additional security hereunder by the City or by anyone in its behalf to the Trustee, which
is hereby authorized to receive the same at any time as additional security hereunder.
DIVISION IV
All property which is by the express provisions of this Agreement required to be
subject to the pledge hereof and any additional property that may, from time to time
hereafter, by delivery or by writing of any kind, be subject to the pledge hereof, by the
City or by anyone in its behalf, and the Trustee is hereby authorized to receive the same
at any time as additional security hereunder.
HABENDUM
TO HAVE AND TO HOLD, all and singular, the trust estate, including all
additional property which by the terms hereof has or may become subject to the
encumbrances of this Agreement, unto the Trustee, and its successors and assigns,
forever.
In Trust, however, for the benefit and security of the holders from time to time of
the Funded Notes; but if the Funded Notes shall be fully and promptly paid when due in
accordance with the terms thereof and hereof, then this Agreement shall be and become
void and of no further force and effect, otherwise the same shall remain in full force and
effect, and upon the trusts and subject to the covenants and conditions hereinafter set
forth.
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ARTICLE I
DEFINITIONS
Section 1.01. In addition to words and terms elsewhere defined in this Agreement,
the following words and terms as used in this Agreement shall have the following
meanings, unless some other meaning is plainly intended:
"Agreement" shall mean this Funding Trust Agreement dated as of the 12th day of
November, 2014, between the City and the Trustee.
"City" shall mean the City of Iowa City, a municipal corporation in the County of
Johnson, State of Iowa.
"Code" shall mean the Internal Revenue Code of 1986, as amended.
"Fiscal Year" shall mean the period of time beginning July 1 of each year and
ending on the last day of June of the following year.
"Funded Notes" shall mean the outstanding notes of the City more particularly
described in Schedule A attached hereto.
"Minimum Balance" shall mean the minimum amount of money plus the face
amount of U.S. Obligations required to be maintained in the Funded Notes Trust Fund
while any of the Funded Notes shall be outstanding and unpaid, and which minimum
amount shall be not less than that which, including all income, interest and increment
derived from or accruing to the U.S. Obligations and without the need for any further
investment or reinvestment, will be sufficient to retire all of the Funded Notes on the
prepayment date of July 1, 2017.
"State" shall mean the State of Iowa.
"Trust Estate", "trust estate" or "pledged property" shall mean the property, rights
and interest of the City which are subject to the lien of this Agreement or intended to be
subject to the lien of this Agreement.
"Trustee" shall mean Bankers Trust Company of Des Moines, Iowa, a banking
association organized and existing under and by virtue of the laws of the United States of
America and being duly qualified to accept and administer the trusts hereby created, and
having its principal place of business in the City of Des Moines, Iowa, and its successors
in trust.
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"U.S. Obligations" shall mean the direct obligations of the United States
Government constituting part of the Trust Estate and any other obligations of the United
States Government substituted therefor in accordance with the provisions of Section 4.01
hereof.
"Written Request" with respect to the City shall mean a request in writing signed
by the Mayor or Clerk of the City, or by any other officer of the City satisfactory to the
Trustee.
Section 1.02. Words of the masculine gender shall be deemed and construed to
include correlative words of the feminine and neuter genders. Words importing and
singular number shall include the plural number and vice versa unless the context shall
otherwise indicate. The word "person" shall include corporations, associations, natural
persons and public bodies unless the context shall otherwise indicate. Reference to a
person other than a natural person shall include its successors.
ARTICLE II
DEPOSIT OF MONEY WITH TRUSTEE AND PURCHASE OF U.S. OBLIGATIONS
Section 2.01. The City shall deposit with the Trustee, from the sources described
below, in federal or otherwise immediately available funds $7,308,351.09.
Section 2.02. The money deposited with the Trustee pursuant to Section 2.01
hereof shall be applied by the Trustee as follows:
(a) the amount of $0.09 shall be retained in cash;
(b) the amount of $7,291,351 shall be used to purchase in the Trustee's own
name U.S. Obligations to the extent described in Exhibit B hereto, and
incorporated herein by this reference, which amount is required to satisfy
the requirements and purposes of this instrument; and
(c) the amount of $17,000 shall be used by the Trustee or returned to the City
to pay the costs of issuance.
IN
ARTICLE III
PROCEEDS OF U.S. OBLIGATIONS; TRANSFER, CREATION AND SOURCES OF
CERTAIN FUNDS; APPLICATION OF MONEY AND U.S. OBLIGATIONS
Section 3.01. The Trustee shall receive payment for the matured principal of the
U.S. Obligations, and the income, interest and increments therefrom, and the same shall
be held and disposed of by the Trustee as herein provided.
Section 3.02. There is hereby created a fund to be known as "Funded Notes Trust
Fund." There shall be deposited and held in the fund all money deposited with the
Trustee pursuant to Section 2.01 hereof, and all of the U.S. Obligations acquired pursuant
to Section 2.02 hereof, and there shall be retained in the fund all income, interest and
increment accruing from the U.S. Obligations to the extent required for the payment of
the principal of and interest on the Funded Notes, or necessary to maintain the Minimum
Balance therein. All of the money and the U.S. Obligations in the fund, except as herein
otherwise expressly provided, are hereby irrevocably pledged to the payment of the
principal of and interest on the Funded Notes. Money in the fund shall be transferred as
required to the respective Sinking Funds created for the payment of the Funded Notes,
and shall be applied to the payment of the principal and interest on the Funded Notes
from the date of this Agreement through July 1, 2017, and to pre -pay the 2018 through
the 2024 maturities of the Funded Notes, on July 1, 2017 (optional early redemption date,
of the Funded Notes), all as summarized in Schedule A attached hereto and made a part
hereof. When none of the Funded Notes and appurtenant coupons shall be outstanding,
any balance then remaining in the Funded Notes Trust Fund shall be transferred to the
City.
ARTICLE IV
REINVESTMENTS; ARBITRAGE NOT PERMITTED
Section 4.01. The Trustee shall have the power to sell, transfer, otherwise dispose
of or request the redemption of the U.S. Obligations and to substitute therefor other direct
obligations of the United States of America. The Trustee shall purchase such substitute
U.S. Obligations with the proceeds derived from the sale, transfer, disposition or
redemption of the U.S. Obligations so sold or otherwise disposed of. Any such
transaction may be effected by the Trustee only if the Trustee shall have received a
written opinion from a nationally recognized firm of certified public accountants that the
substitution will not cause the amount of money and U.S. Obligations in the Funded
Notes Trust Fund to be reduced below the Minimum Balance.
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ARTICLE V
COVENANTS OF THE CITY AND THE TRUSTEE
Section 5.01. The Trustee will keep books of record and account in which
complete and correct entries shall be made of all transactions relating to the receipts,
disbursements, allocations and application of the money and U.S. Obligations accruing to
the Trustee hereunder, and such books shall be available for inspection at reasonable
hours and under reasonable conditions by the holders of the Funded Notes.
Section 5.02. Within two months after the close of each Fiscal Year, the Trustee
will prepare a complete financial statement covering receipts, disbursements, allocation
and application of money and U.S. Obligations for such Fiscal Year accruing to the Trust
Estate and will furnish a copy thereof to the City and to each holder of the Funded Notes
requesting the same, and if requested in writing by the holders of not less than 40% of the
Funded Notes, certified as of the end of such Fiscal Year by reputable certified public
accountants.
Section 5.03. The City will not sell, transfer, assign, pledge or otherwise dispose
of or encumber all or any part of the Trust Estate, except as provided in Section 4.01
hereof.
Section 5.04. The City will, at its expense, execute, acknowledge, deliver, record,
or file this Agreement and all and every such further acts, deeds, conveyances,
mortgages, assignments, transfers, financing statements, continuation statements, and
assurances as the Trustee shall require for the better assuring, conveying, pledging,
assigning and confirming unto the Trustee the Trust Estate hereby pledged, or intended so
to be, or which the City may be or may hereafter become bound to pledge, convey or
assign to the Trustee, or for carrying out the intention or facilitating the performance of
the terms of this Agreement.
Section 5.05. The Trustee will cause due and timely notice of the call for
redemption of the Funded Notes to be given as provided in the Certificate of Mailing
attached hereto.
Notice shall be given as follows:
Type of
Notice
1 st Notice: Certified mail to Noteholders,
Original Purchaser
2nd Notice: 1 st Class Mail
Date of
Notice
Within 10
business days of
funding of
Escrow
(November 12,
2014)
Not less than 30
days prior to the
redemption on
July 1, 2017
Coincident with the initial notice as provided above, Issuer's Continuing
Disclosure Dissemination Agent shall also notify any service bureaus which seek to
inform market participants concerning note redemptions, including the MSRB by means
of electronic submission through EMMA.
ARTICLE VI
CONCERNING THE TRUSTEE
Section 6.01. The Trustee shall not be liable for any action taken or neglected to
be taken by it in good faith in any exercise of reasonable care and believed by it to be
within the discretion or power conferred upon it by this Agreement, nor shall the Trustee
be responsible for the consequences of any error of judgment; and the Trustee shall not
be answerable except for its own action, neglect or default, nor for any loss unless the
same shall have been through the negligence or want of good faith by the Trustee.
The liability of the Trustee for the payment of the principal of and interest on the
Funded Notes shall be limited to the Trust Estate.
The recitals herein shall be taken as the statements of the City and shall not be
considered as made by, or imposing any obligation or liability upon, the Trustee. The
Trustee makes no representations as to the value, conditions or sufficiency of the Funded
Notes Trust Fund, or any part hereof, or as to the title of the City thereto, or as to the
security afforded thereby or hereby, or as to the validity of this Agreement, and the
Trustee shall incur no liability or responsibility in respect of any of such matters.
-7-
Section 6.02. None of the provisions contained in this Agreement shall require the
Trustee to use or advance its own funds or otherwise incur personal financial liability in
the performance of any of its duties or the exercise of any of its rights and powers
hereunder.
Section 6.03. The Trustee acknowledges that reasonable and complete
compensation has been provided for all of its ordinary services hereunder, both initial and
annual. The Trustee hereby agrees that it shall have no claim or lien against the Trust
Estate for any of its services, either ordinary or extraordinary, or to reimburse it for any
of its expenses.
Section 6.04. The Trustee may at any time resign by giving not less than 60 days
written notice to the City. Upon receiving such notice of resignation, the City shall
promptly appoint a successor trustee in an instrument in writing executed by order of its
City Council. If no successor trustee shall have been so appointed and have accepted an
appointment within 60 days after such notice of resignation, the resigning Trustee may
petition any court of competent jurisdiction for the appointment of a successor trustee.
The court may thereupon, after such notice, if any, as it may deem proper and prescribe,
appoint a successor trustee.
Any successor trustee shall be a corporation organized and doing business under
the laws of the United States or the State authorized under such laws to exercise
corporate trust powers, having its principal office and place of business in the State,
having a combined capital and surplus of at least equal to that of Trustee, but not less
than $20,000,000, and subject to the supervision or examination by Federal or State
authority.
Any successor trustee shall execute, acknowledge and deliver to the City and to its
predecessor trustee an instrument accepting such appointment hereunder, and thereupon
the resignation of the trustee, without any further act, deed or conveyance, shall become
vested with all the rights, powers, trusts, duties and obligations of its predecessor in the
trusts hereunder, with like effect as if originally named as trustee herein; but nevertheless,
on the written request of the City or on the request of the successor trustee, the Trustee
ceasing to act shall execute and deliver an instrument transferring to such successor
trustee, upon the trusts herein expressed, all the rights, powers and trusts of the trustee so
ceasing to act. Upon the request of any such successor trustee, the City shall execute any
and all instruments in writing for more fully and certainly vesting in and confirming to
such successor trustee all such rights, powers and duties. Any predecessor trustee shall
pay over to its successor trustee any unearned portion of the Trustee's fee hereunder.
In
ARTICLE VII
DEFEASANCE; UNCLAIMED MONEY
Section 7.01. The covenants, liens and pledges entered into, created or imposed
pursuant to this Agreement shall be fully discharged and satisfied when all of the Funded
Notes shall have been paid in full, both as to principal and interest.
Section 7.02. Upon such discharge and satisfaction this Agreement shall cease,
determine and become null and void, and thereupon the Trustee shall, upon the written
request of the City, and upon receipt by the Trustee of an officer's certificate from the
City and an opinion of counsel, each stating that in the opinion of the signers all
conditions precedent to the satisfaction and discharge of this Agreement have been
complied with, forthwith execute proper instruments acknowledging satisfaction and
discharge of this Agreement.
Section 7.03. Notwithstanding any other provision of this Agreement, any money
held by the Trustee hereunder in trust for the payment of the principal of and interest on
the Funded Notes, and remaining unclaimed for five years after the principal of all the
notes shall have become due and payable, shall then be repaid to the City upon its written
request, and the holders of such notes shall thereafter be entitled to look only to the City
for the repayment thereof, and liability of the Trustee with respect to such money shall
thereupon cease. In the event of the repayment of any such money to the City as
aforesaid, the holders of the notes secured hereby with respect to which such money was
deposited shall thereafter be deemed to be unsecured creditors of the City, without
interest. Notwithstanding the foregoing the Trustee, shall, upon the written request of the
City repay such money to the City at any time earlier than five years, if failure to repay
such money to the City within such earlier period shall give rise to the operation of any
escheat statute under applicable State law.
ARTICLE VIII
MISCELLANEOUS PROVISIONS
Section 8.01. Nothing in this Agreement expressed or implied is intended or shall
be construed to give to any person other than the City, the Trustee and the holders of the
Funded Notes, any legal or equitable right, remedy or claim under or in respect to this
Agreement or any covenants, conditions or provisions therein or herein contained; and all
such covenants, conditions and provisions are and shall be held to be for the sole and
exclusive benefit of the City, the Trustee and the holders of the notes.
In
Section 8.02. Whenever in this Agreement the giving of notice by mail or
otherwise shall be required, the giving of such notice may be waived in writing by the
person entitled to receive such notice and in any such case the giving or receipt of such
notice shall not be a condition precedent to the validity of any action taken in reliance
upon such waiver.
Section 8.03. In case any one or more of the provisions contained in this
Agreement shall for any reason be held to be invalid, illegal or unenforceable in any
respect, such invalidity, illegality or unenforceability shall not affect any other provisions
of this Agreement, but this Agreement shall be construed as if such invalid or illegal or
unenforceable provision had never been contained herein.
Section 8.04. This Agreement may be executed in any number of counterparts and
each of such counterparts shall for all purposes be deemed to be an original; and such
counterparts, or as many of them as the City and the Trustee shall preserve undestroyed,
shall together constitute but one and the same instrument.
Section 8.05. This Agreement shall be governed exclusively by the provisions
hereof and by the applicable laws of the State.
Section 8.06. Whenever any act is required by this Agreement to be done on a
specified day or date, and such day or date shall be a day other than a business day, then
such act may be done on the next succeeding business day.
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TESTIMONIUM AND EXECUTION
IN WITNESS WHEREOF, the City has caused these presents to be signed in its
name and behalf by its Mayor and its seal to be impressed hereon and attested by its
Clerk and to evidence its acceptance of the trusts hereby created the Trustee has caused
these presents to be signed in its name and behalf by one of its duly authorized trust
officers, its official seal to be impressed hereon and attested by one of its authorized
officers, all as of the day of November, 2014.
ATTEST:
By:
City Clerk
(SEAL)
CITY OF IOWA CITY, STATE OF IOWA
0
-11-
Mayor
ATTEST:
Authorized Officer
(SEAL)
01062813-1\10714-097
BANKERS TRUST COMPANY, as Trustee
0
-12-
SCHEDULE A
TO
CITY OF IOWA CITY, STATE OF IOWA FUNDING TRUST AGREEMENT
Funded Notes
$9,110,000 principal amount of Parking System Revenue Refunding Capital Loan Notes,
Series 2009F, dated November 23, 2009, of which notes are now outstanding in the
principal amount of $6,605,000 maturing on July 1 of the years 2015 to 2024, and
bearing interest at the rates set forth below:
CUSIP
Principal
Interest
Maturity
Numbers
Amount
Rate
July I st
462344 FM9
$560,000
4.00%
2015
462344FN7
$580,000
4.00%
2016
462344 FP2
$605,000
4.00%
2017
462344 FQO
$625,000
4.00%
2018
462344 FR8
$650,000
4.00%
2019
462344 FS6
$680,000
4.25%
2020
462344 FT4
$705,000
4.25%
2021
462344 FU1
$735,000
4.25%
2022
462344 FV9
$770,000
5.00%
2023
462344 FW7
$695,000
5.00%
2024
01062813-1\10714-097
SCHEDULE B
TO
IOWA CITY, STATE OF IOWA FUNDING TRUST AGREEMENT
U.S. Obligations Required to be Purchased Pursuant to Section 2.02(b):
Security
Number
Security Type
Principal Amount
Interest Rate
Maturity Date
First Interest
Pa ment Date
Security
Description
1
Certificate
$136,919
0.010000000
01/01/2015
01/01/2015
2
Certificate
$682,848
0.060000000
07/01/2015
07/01/2015
3
Note
$111908
0.120000000
01/01/2016
01/01/2015
4
Note
$691,975
0.250000000
07/01/2016
01/01/2015
5
Note
$101,239
0.440000000
01/01/2017
01/01/2015
6
Note
$5,566,462
0.640000000
07/01/2017
01/01/2015
01062813-1\10714-097
SCHEDULE C
CERTIFICATE OF MAILING NOTICE OF REDEMPTION OF
PARKING SYSTEM REVENUE REFUNDING CAPITAL LOAN NOTES, SERIES
2009F OF THE CITY OF
IOWA CITY, STATE OF IOWA
STATE OF IOWA )
) S S (1St Notice)
COUNTY OF POLK )
I certify that at the request of the City Council of the City of Iowa City, I caused to
be mailed a copy of the attached Notice of Redemption for Parking System Revenue
Refunding Capital Loan Notes, Series 2009F, of the City, to the following:
1) Registered owners of the notes (by certified mail); and
2) Purchaser of record for Series 200917: Hutchinson, Shockey Erley & Co. of
Chicago, Illinois (by certified mail).
The notice was mailed within ten (10) days after the funding of the Funding Trust
Agreement on November 12, 2014.
Dated this
(SEAL)
01062813-1\10714-097
day of , 2014.
0.
►1►-- I'A jk
By:
Its
CERTIFICATE OF MAILING NOTICE OF REDEMPTION OF
PARKING SYSTEM REVENUE REFUNDING CAPITAL LOAN NOTES, SERIES
2009F OF THE CITY OF
IOWA CITY, STATE OF IOWA
STATE OF IOWA )
) SS (2nd Notice)
COUNTY OF POLK )
I certify that at the request of the City Council of the City of Iowa City, I caused to
be mailed a copy of the attached Notice of Redemption of Parking System Revenue
Refunding Capital Loan Notes, Series 2009F, of the City, by ordinary mail to the
registered owners of the notes at least thirty (30) days prior to the date of redemption.
I further certify that a copy of the Notice of Redemption was mailed by ordinary
mail at least thirty (30) days prior to the date of redemption to the purchasers of record:
Hutchinson, Shockey Erley & Co. of Chicago, Illinois.
Dated this
(SEAL)
01062813-1\10714-097
day of , 2017.
BANKERS TRUST COMPANY
By:
Its
Governmental Body:
Date of Meeting:
Time of Meeting:
Place of Meeting:
(This Notice to be Posted)
NOTICE AND CALL OF MEETING
The City Council of Iowa City, Iowa.
November 4, 2014.
-7-'00 o'clock P, M.
Emma J. Harvat Hall, City Hall, 410 E. Washington,
Iowa City, Iowa.
PUBLIC NOTICE IS HEREBY GIVEN that the above-mentioned governmental body
will meet at the date, time and place above set out. The tentative agenda for said meeting is as
follows:
• Resolution Approving and Authorizing Execution of a Funding Trust Agreement
with respect to the $9,110,000 Parking System Revenue Refunding Capital Loan
Notes, Series 2009F.
Such additional matters as are set forth on the additional page(s) attached
hereto (attach copy of agenda).
This notice is given at the direction of the Mayor, pursuant to Chapter 21, Iowa Code, as
amended, and the local rules of said governmental body.
City Cle
November 4, 2014
The City Council of Iowa City, Iowa, met on the above date in the Emma J. Harvat Hall,
City Hall, 410 E. Washington, Iowa City, Iowa, at 7 o'clock p .M., in open regular
session, pursuant to law and the rules of said City Council.
The meeting was called to order by Hayek , presiding, and on roll
call the following members of the City Council were present:
Dickens, Dobyns, Hayek, Mims, Payne, Throgmorton
Absent: Botchway
Matters were discussed relative to the defeasance of the City's $9,110,000 Parking
System Revenue Refunding Capital Loan Notes, Series 2009F. Following a discussion of the
proposal, Council Member Throgmorton introduced the following Resolution in written
form and moved its adoption. Council Member Mims seconded the motion to
adopt. After due consideration of said motion, the roll was called and the Resolution was
adopted by the following vote:
AYES: Dickens, Dobyns, Hayek, Mims,
Payne, Throgmorton
NAYS: None
ABSENT: Botchway
The Resolution was thereupon signed by the Mayor and in evidence of approval
was attested by the City Clerk and declared to be effective. The Resolution is as follows:
[remainder of the page intentionally left blank]
2
Resolution No. 14-308
RESOLUTION APPROVING AND AUTHORIZING
EXECUTION OF A FUNDING TRUST AGREEMENT WITH
RESPECT TO THE $9,110,000 PARKING SYSTEM REVENUE
REFUNDING CAPITAL LOAN NOTES, SERIES 2009F
WHEREAS, the City of Iowa City, Iowa (the "City"), a municipal corporation organized
and existing under the Constitution and laws of the State of Iowa, has heretofore issued its
$9,110,000 Parking System Revenue Refunding Capital Loan Notes, Series 2009F (the "Notes");
and
WHEREAS, the City has determined to defease and discharge the Notes and will cause
certain Government Securities to be purchased and deposited with the Trustee, as escrow holder,
under a Funding Trust Agreement (the "Funding Trust Agreement") among the City and the
Trustee. Such Government Securities, together with an initial cash deposit held by the Trustee,
will be sufficient to retire and redeem all outstanding Notes in accordance with the provisions of
the Resolutions authorizing their issuance; and
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF IOWA CITY,
IOWA AS FOLLOWS:
Section 1. The Mayor and City Clerk are authorized to execute the Funding Trust
Agreement, in substantially the form now before this Council, and upon notification from the
Trustee that all steps have been taken and funds sufficient to redeem the Notes are on deposit
with the Trustee, and to execute the Act of Release, in substantially the form now before this
Council.
Section 2. The Mayor and the City Clerk are further authorized to execute and
deliver, for and on behalf of the Issuer, any and all additional certificates, documents, opinions or
other papers and perform all other acts necessary or appropriate in order to implement and carry
out the intent and purposes of this Resolution, including but not limited to full defeasance of the
Notes.
Section 3. The provisions of this Resolution are to be separable and if any section,
phrase or provisions shall for any reason be declared to be invalid, such declaration shall not
affect the validity of the remainder of the sections, phrases or provisions.
Section 4. All resolutions and orders or parts thereof in conflict herewith are, to the
extent of such conflict, hereby repealed and this Resolution shall be in full force and effect
immediately upon its adoption.
Section 5. Timely notice of the defeasance and call of the Notes shall be given in
accordance with the Resolution that authorized issuance of the Notes and any agreement for
continuing disclosure applicable to the Notes.
PASSED AND APPROVED this 41" day of November, 2014.
CITY OF IOWA CITY, IOWA
Mayor
ATTEST:
City Clerk
(SEAL)
CLERK'S CERTIFICATE
I, Marian Karr, being first duly sworn do hereby depose and certify that I am the duly
appointed, qualified, and acting City Clerk of the City of Iowa City, State of Iowa; that as such I
have in my possession, or have access to, the complete corporate records of said City and of its
City Council and officers; that I have carefully compared the transcript hereto attached with the
aforesaid corporate records; and that said transcript hereto attached is a true, correct and
complete copy of all the corporate records showing the action taken by the City Council of said
City at a meeting open to the public on November 4, 2014, regarding the execution of a Funding
Trust Agreement with respect to the $9,110,000 Parking System Revenue Refunding Capital
Loan Notes, Series 2009F, of the City of Iowa City, Iowa; that said proceedings remain in full
force and effect and have not been amended or rescinded in any way; that said meeting and all
action thereat was duly and publicly held, with members of the public in attendance, in
accordance with a notice of meeting and tentative agenda, a copy of which was timely served on
each member of the City 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 City
Council (a copy of the face sheet of said agenda being attached hereto) pursuant to the local rules
of the City Council and the provisions of Chapter 21, Iowa Code, and upon reasonable advance
notice to the public and media at least 24 hours prior to the commencement of the meeting as
required by said law.
Witness my hand and the Seal of said City hereto affixed this day of
2014.
City Clerk
(SEAL)
01062332-1\10714-097
CITY OF IOWA CITY, COUNTY OF JOHNSON
STATE OF IOWA
TO
BANKERS TRUST COMPANY
AS TRUSTEE
FUNDING TRUST AGREEMENT
Dated as of the 12th day of November, 2014.
SECURING AS TO PRINCIPAL AND INTEREST THE FOLLOWING
OUTSTANDING NOTES OF THE CITY OF IOWA CITY, STATE OF IOWA:
$9,110,000 principal amount of Parking System Revenue Refunding Capital Loan Notes,
Series 2009F, dated November 23, 2009, of which notes are now currently outstanding in
the principal amount of $6,605,000 maturing on July 1 of the years 2015 to 2024,
inclusive, and bearing interest at the rates shown on Exhibit A.
TABLE OF CONTENTS
PREAMBLE................................................................................................................1
GRANTINGCLAUSES.................................................................................................... 2
HABENDUM................................................................................................................2
ARTICLEI DEFINITIONS......................................................................................3
ARTICLE II DEPOSIT OF MONEY WITH TRUSTEE AND PURCHASE OF
U.S. OBLIGATIONS........................................................................................................... 4
ARTICLE III PROCEEDS OF U.S. OBLIGATIONS; TRANSFER, CREATION
AND SOURCES OF CERTAIN FUNDS; APPLICATION OF MONEY AND U.S.
OBLIGATIONS................................................................................................................5
ARTICLE IV REINVESTMENTS; ARBITRAGE NOT PERMITTED ..................... 5
ARTICLE V COVENANTS OF THE CITY AND THE TRUSTEE .........................6
ARTICLE VI CONCERNING THE TRUSTEE..........................................................7
ARTICLE VII DEFEASANCE; UNCLAIMED MONEY...........................................9
ARTICLE VIII MISCELLANEOUS PROVISIONS.....................................................9
TESTIMONIUM AND EXECUTION...........................................................................11
SCHEDULESA-C.......................................................................................................13-14
THIS FUNDING TRUST AGREEMENT made and entered into as of the 12th
day of November, 2014 by and between the City of Iowa City, County of Johnson, State
of Iowa ("City") and Bankers Trust Company ("Trustee"), as Trustee:
PREAMBLE
WITNESSETH
WHEREAS, the City has heretofore issued certain Parking System Revenue
Refunding Capital Loan Notes, Series 2009F, consisting of one issue totaling $9,110,000
of which $6,605,000 are outstanding and which notes are sometimes hereinafter referred
to as "Funded Notes" and which are more definitely described in Schedule A attached
hereto and made a part hereof by this reference; and
WHEREAS by a resolution adopted by the City Council on the 4th day of
November, 2014, the City has provided for the Funding of its outstanding notes, to the
extent described herein; and
WHEREAS accumulated cash on hand will be applied, together with other funds,
to the purchase of Investments which will mature at such times and in such amounts,
including investment income therefrom, as will be sufficient to pay principal and interest
on the Funded Notes from the date of this Agreement through July 1, 2017, and to pre-
pay all of the principal of the 2018 through 2024 maturities of the Funded Notes on
July 1, 2017; and
WHEREAS in order to provide for the proper and timely application of such
money and investment income therefrom to the payment of the Funded Notes, it is
necessary to enter into this Funding Trust Agreement and to enter into certain covenants
with the holders from time to time of the Funded Notes;
NOW, THEREFORE, the City, in consideration of the premises and of the
acceptance by the Trustee of the trusts hereby created, and of the sum of One Dollar
($1.00) lawful money of the United States of America to it duly paid by the Trustee at or
before the execution and delivery of these presents, and for other good and valuable
consideration, the receipt of which is hereby acknowledged; and in order to secure the
payment of the principal of and interest on all of the Funded Notes according to their
tenor and effect, does by these presents hereby grant, sell, warrant, remise, release,
convey, assign, transfer, alien, mortgage, pledge, set over and confirm, unto the Trustee,
and to its successors in the trusts hereby created, and to it and its assigns forever, all and
singular the property hereinafter described, to -wit:
-1-
GRANTING CLAUSES
DIVISION I
All right, title and interest of the City in and to the Investments purchased from the
money described in Article II hereof.
DIVISION II
All right, title and interest of the City in and to all income, interest and increment
derived from or accruing to the Investments described in Article II hereof.
DIVISION III
Any and all other property of every kind and nature from time to time hereafter, by
delivery or by writing of any kind, conveyed, pledged, assigned or transferred as and for
additional security hereunder by the City or by anyone in its behalf to the Trustee, which
is hereby authorized to receive the same at any time as additional security hereunder.
DIVISION IV
All property which is by the express provisions of this Agreement required to be
subject to the pledge hereof and any additional property that may, from time to time
hereafter, by delivery or by writing of any kind, be subject to the pledge hereof, by the
City or by anyone in its behalf, and the Trustee is hereby authorized to receive the same
at any time as additional security hereunder.
HABENDUM
TO HAVE AND TO HOLD, all and singular, the trust estate, including all
additional property which by the terms hereof has or may become subject to the
encumbrances of this Agreement, unto the Trustee, and its successors and assigns,
forever.
In Trust, however, for the benefit and security of the holders from time to time of
the Funded Notes; but if the Funded Notes shall be fully and promptly paid when due in
accordance with the terms thereof and hereof, then this Agreement shall be and become
void and of no further force and effect, otherwise the same shall remain in full force and
effect, and upon the trusts and subject to the covenants and conditions hereinafter set
forth.
-2-
ARTICLE I
DEFINITIONS
Section 1.01. In addition to words and terms elsewhere defined in this Agreement,
the following words and terms as used in this Agreement shall have the following
meanings, unless some other meaning is plainly intended:
"Agreement" shall mean this Funding Trust Agreement dated as of the 12th day of
November, 2014, between the City and the Trustee.
"City" shall mean the City of Iowa City, a municipal corporation in the County of
Johnson, State of Iowa.
"Code" shall mean the Internal Revenue Code of 1986, as amended.
"Fiscal Year" shall mean the period of time beginning July 1 of each year and
ending on the last day of June of the following year.
"Funded Notes" shall mean the outstanding notes of the City more particularly
described in Schedule A attached hereto.
"Minimum Balance" shall mean the minimum amount of money plus the face
amount of U.S. Obligations required to be maintained in the Funded Notes Trust Fund
while any of the Funded Notes shall be outstanding and unpaid, and which minimum
amount shall be not less than that which, including all income, interest and increment
derived from or accruing to the U.S. Obligations and without the need for any further
investment or reinvestment, will be sufficient to retire all of the Funded Notes on the
prepayment date of July 1, 2017.
"State" shall mean the State of Iowa.
"Trust Estate", "trust estate" or "pledged property" shall mean the property, rights
and interest of the City which are subject to the lien of this Agreement or intended to be
subject to the lien of this Agreement.
"Trustee" shall mean Bankers Trust Company of Des Moines, Iowa, a banking
association organized and existing under and by virtue of the laws of the United States of
America and being duly qualified to accept and administer the trusts hereby created, and
having its principal place of business in the City of Des Moines, Iowa, and its successors
in trust.
-3-
"U.S. Obligations" shall mean the direct obligations of the United States
Government constituting part of the Trust Estate and any other obligations of the United
States Government substituted therefor in accordance with the provisions of Section 4.01
hereof.
"Written Request" with respect to the City shall mean a request in writing signed
by the Mayor or Clerk of the City, or by any other officer of the City satisfactory to the
Trustee.
Section 1.02. Words of the masculine gender shall be deemed and construed to
include correlative words of the feminine and neuter genders. Words importing and
singular number shall include the plural number and vice versa unless the context shall
otherwise indicate. The word "person" shall include corporations, associations, natural
persons and public bodies unless the context shall otherwise indicate. Reference to a
person other than a natural person shall include its successors.
ARTICLE II
DEPOSIT OF MONEY WITH TRUSTEE AND PURCHASE OF U.S. OBLIGATIONS
Section 2.01. The City shall deposit with the Trustee, from the sources described
below, in federal or otherwise immediately available funds $7,283,375.40.
Section 2.02. The money deposited with the Trustee pursuant to Section 2.01
hereof shall be applied by the Trustee as follows:
(a) the amount of $0.40 shall be retained in cash;
(b) the amount of $7,268,475 shall be used to purchase in the Trustee's own
name U.S. Obligations to the extent described in Exhibit B hereto, and
incorporated herein by this reference, which amount is required to satisfy
the requirements and purposes of this instrument; and
(c) the amount of $14,900 shall be used by the Trustee or returned to the City
to pay the costs of issuance.
-4-
"U.S. Obligations" shall mean the direct obligations of the United States
Go ernment constituting part of the Trust Estate and any other obligations of e United
State Government substituted therefor in accordance with the provisions ection 4.01
"Wr en Request" with respect to the City shall mean a re st in writing signed
by the Mayor r Clerk of the City, or by any other officer of th ity satisfactory to the
Trustee.
Section 1.02ords of the masculine gender sha e deemed and construed to
include correlative wo s of the feminine and neuterders. Words importing and
singular number shall in ude the plural number an ice versa unless the context shall
otherwise indicate. The w d "person" shall inclu corporations, associations, natural
persons and public bodies u less the context sh otherwise indicate. Reference to a
person other than a natural pe on shall inclu its successors.
DEPOSIT OF MONEY WITH
Section 2.01. The City
below, in federal or otherwise
ARTICLE II
NS
the Trustee, from the sources described
able funds $7,308,351.09.
Section 2.02. The m ey deposited with t e Trustee pursuant to Section 2.01
hereof shall be applied by e Trustee as follows:
(a) the amou of $0.09 shall be retaine\in ash;
(b) the am unt of $7,291,351 shall be used top\Exhibit
Trustee's own
name S. Obligations to the extent describB hereto, and
inco orated herein by this reference, whichquired to satisfy
th equirements and purposes of this instru(c) e amount of $17,000 shall be used by the urned to the City
to pay the costs of issuance.
ME
ARTICLE III
PROCEEDS OF U.S. OBLIGATIONS• TRANSFER CREATION AND SOURCES OF
CERTAIN FUNDS; APPLICATION OF MONEY AND U.S. OBLIGATIONS
Section 3.01. The Trustee shall receive payment for the matured principal of the
U.S. Obligations, and the income, interest and increments therefrom, and the same shall
be held and disposed of by the Trustee as herein provided.
Section 3.02. There is hereby created a fund to be known as "Funded Notes Trust
Fund." There shall be deposited and held in the fund all money deposited with the
Trustee pursuant to Section 2.01 hereof, and all of the U.S. Obligations acquired pursuant
to Section 2.02 hereof, and there shall be retained in the fund all income, interest and
increment accruing from the U.S. Obligations to the extent required for the payment of
the principal of and interest on the Funded Notes, or necessary to maintain the Minimum
Balance therein. All of the money and the U.S. Obligations in the fund, except as herein
otherwise expressly provided, are hereby irrevocably pledged to the payment of the
principal of and interest on the Funded Notes. Money in the fund shall be transferred as
required to the respective Sinking Funds created for the payment of the Funded Notes,
and shall be applied to the payment of the principal and interest on the Funded Notes
from the date of this Agreement through July 1, 2017, and to pre -pay the 2018 through
the 2024 maturities of the Funded Notes, on July 1, 2017 (optional early redemption date,
of the Funded Notes), all as summarized in Schedule A attached hereto and made a part
hereof. When none of the Funded Notes and appurtenant coupons shall be outstanding,
any balance then remaining in the Funded Notes Trust Fund shall be transferred to the
City.
ARTICLE IV
REINVESTMENTS; ARBITRAGE NOT PERMITTED
Section 4.01. The Trustee shall have the power to sell, transfer, otherwise dispose
of or request the redemption of the U.S. Obligations and to substitute therefor other direct
obligations of the United States of America. The Trustee shall purchase such substitute
U.S. Obligations with the proceeds derived from the sale, transfer, disposition or
redemption of the U.S. Obligations so sold or otherwise disposed of. Any such
transaction may be effected by the Trustee only if the Trustee shall have received a
written opinion from a nationally recognized firm of certified public accountants that the
substitution will not cause the amount of money and U.S. Obligations in the Funded
Notes Trust Fund to be reduced below the Minimum Balance.
-5-
ARTICLE V
COVENANTS OF THE CITY AND THE TRUSTEE
Section 5.01. The Trustee will keep books of record and account in which
complete and correct entries shall be made of all transactions relating to the receipts,
disbursements, allocations and application of the money and U.S. Obligations accruing to
the Trustee hereunder, and such books shall be available for inspection at reasonable
hours and under reasonable conditions by the holders of the Funded Notes.
Section 5.02. Within two months after the close of each Fiscal Year, the Trustee
will prepare a complete financial statement covering receipts, disbursements, allocation
and application of money and U.S. Obligations for such Fiscal Year accruing to the Trust
Estate and will furnish a copy thereof to the City and to each holder of the Funded Notes
requesting the same, and if requested in writing by the holders of not less than 40% of the
Funded Notes, certified as of the end of such Fiscal Year by reputable certified public
accountants.
Section 5.03. The City will not sell, transfer, assign, pledge or otherwise dispose
of or encumber all or any part of the Trust Estate, except as provided in Section 4.01
hereof.
Section 5.04. The City will, at its expense, execute, acknowledge, deliver, record,
or file this Agreement and all and every such further acts, deeds, conveyances,
mortgages, assignments, transfers, financing statements, continuation statements, and
assurances as the Trustee shall require for the better assuring, conveying, pledging,
assigning and confirming unto the Trustee the Trust Estate hereby pledged, or intended so
to be, or which the City may be or may hereafter become bound to pledge, convey or
assign to the Trustee, or for carrying out the intention or facilitating the performance of
the terms of this Agreement.
Section 5.05. The Trustee will cause due and timely notice of the call for
redemption of the Funded Notes to be given as provided in the Certificate of Mailing
attached hereto.
Fes
Notice shall be given as follows:
Type of
Notice
1st Notice: Certified mail to Noteholders,
Original Purchaser
2nd Notice: 1st Class Mail
Date of
Notice
Within 10
business days of
funding of
Escrow
(November 12,
2014)
Not less than 30
days prior to the
redemption on
July 1, 2017
Coincident with the initial notice as provided above, Issuer's Continuing
Disclosure Dissemination Agent shall also notify any service bureaus which seek to
inform market participants concerning note redemptions, including the MSRB by means
of electronic submission through EMMA.
ARTICLE VI
CONCERNING THE TRUSTEE
Section 6.01. The Trustee shall not be liable for any action taken or neglected to
be taken by it in good faith in any exercise of reasonable care and believed by it to be
within the discretion or power conferred upon it by this Agreement, nor shall the Trustee
be responsible for the consequences of any error of judgment; and the Trustee shall not
be answerable except for its own action, neglect or default, nor for any loss unless the
same shall have been through the negligence or want of good faith by the Trustee.
The liability of the Trustee for the payment of the principal of and interest on the
Funded Notes shall be limited to the Trust Estate.
The recitals herein shall be taken as the statements of the City and shall not be
considered as made by, or imposing any obligation or liability upon, the Trustee. The
Trustee makes no representations as to the value, conditions or sufficiency of the Funded
Notes Trust Fund, or any part hereof, or as to the title of the City thereto, or as to the
security afforded thereby or hereby, or as to the validity of this Agreement, and the
Trustee shall incur no liability or responsibility in respect of any of such matters.
-7-
Section 6.02. None of the provisions contained in this Agreement shall require the
Trustee to use or advance its own funds or otherwise incur personal financial liability in
the performance of any of its duties or the exercise of any of its rights and powers
hereunder.
Section 6.03. The Trustee acknowledges that reasonable and complete
compensation has been provided for all of its ordinary services hereunder, both initial and
annual. The Trustee hereby agrees that it shall have no claim or lien against the Trust
Estate for any of its services, either ordinary or extraordinary, or to reimburse it for any
of its expenses.
Section 6.04. The Trustee may at any time resign by giving not less than 60 days
written notice to the City. Upon receiving such notice of resignation, the City shall
promptly appoint a successor trustee in an instrument in writing executed by order of its
City Council. If no successor trustee shall have been so appointed and have accepted an
appointment within 60 days after such notice of resignation, the resigning Trustee may
petition any court of competent jurisdiction for the appointment of a successor trustee.
The court may thereupon, after such notice, if any, as it may deem proper and prescribe,
appoint a successor trustee.
Any successor trustee shall be a corporation organized and doing business under
the laws of the United States or the State authorized under such laws to exercise
corporate trust powers, having its principal office and place of business in the State,
having a combined capital and surplus of at least equal to that of Trustee, but not less
than $20,000,000, and subject to the supervision or examination by Federal or State
authority.
Any successor trustee shall execute, acknowledge and deliver to the City and to its
predecessor trustee an instrument accepting such appointment hereunder, and thereupon
the resignation of the trustee, without any further act, deed or conveyance, shall become
vested with all the rights, powers, trusts, duties and obligations of its predecessor in the
trusts hereunder, with like effect as if originally named as trustee herein; but nevertheless,
on the written request of the City or on the request of the successor trustee, the Trustee
ceasing to act shall execute and deliver an instrument transferring to such successor
trustee, upon the trusts herein expressed, all the rights, powers and trusts of the trustee so
ceasing to act. Upon the request of any such successor trustee, the City shall execute any
and all instruments in writing for more fully and certainly vesting in and confirming to
such successor trustee all such rights, powers and duties. Any predecessor trustee shall
pay over to its successor trustee any unearned portion of the Trustee's fee hereunder.
ARTICLE VII
DEFEASANCE; UNCLAIMED MONEY
Section 7.01. The covenants, liens and pledges entered into, created or imposed
pursuant to this Agreement shall be fully discharged and satisfied when all of the Funded
Notes shall have been paid in full, both as to principal and interest.
Section 7.02. Upon such discharge and satisfaction this Agreement shall cease,
determine and become null and void, and thereupon the Trustee shall, upon the written
request of the City, and upon receipt by the Trustee of an officer's certificate from the
City and an opinion of counsel, each stating that in the opinion of the signers all
conditions precedent to the satisfaction and discharge of this Agreement have been
complied with, forthwith execute proper instruments acknowledging satisfaction and
discharge of this Agreement.
Section 7.03. Notwithstanding any other provision of this Agreement, any money
held by the Trustee hereunder in trust for the payment of the principal of and interest on
the Funded Notes, and remaining unclaimed for five years after the principal of all the
notes shall have become due and payable, shall then be repaid to the City upon its written
request, and the holders of such notes shall thereafter be entitled to look only to the City
for the repayment thereof, and liability of the Trustee with respect to such money shall
thereupon cease. In the event of the repayment of any such money to the City as
aforesaid, the holders of the notes secured hereby with respect to which such money was
deposited shall thereafter be deemed to be unsecured creditors of the City, without
interest. Notwithstanding the foregoing the Trustee, shall, upon the written request of the
City repay such money to the City at any time earlier than five years, if failure to repay
such money to the City within such earlier period shall give rise to the operation of any
escheat statute under applicable State law.
ARTICLE VIII
MISCELLANEOUS PROVISIONS
Section 8.01. Nothing in this Agreement expressed or implied is intended or shall
be construed to give to any person other than the City, the Trustee and the holders of the
Funded Notes, any legal or equitable right, remedy or claim under or in respect to this
Agreement or any covenants, conditions or provisions therein or herein contained; and all
such covenants, conditions and provisions are and shall be held to be for the sole and
exclusive benefit of the City, the Trustee and the holders of the notes.
0
Section 8.02. Whenever in this Agreement the giving of notice by mail or
otherwise shall be required, the giving of such notice may be waived in writing by the
person entitled to receive such notice and in any such case the giving or receipt of such
notice shall not be a condition precedent to the validity of any action taken in reliance
upon such waiver.
Section 8.03. In case any one or more of the provisions contained in this
Agreement shall for any reason be held to be invalid, illegal or unenforceable in any
respect, such invalidity, illegality or unenforceability shall not affect any other provisions
of this Agreement, but this Agreement shall be construed as if such invalid or illegal or
unenforceable provision had never been contained herein.
Section 8.04. This Agreement may be executed in any number of counterparts and
each of such counterparts shall for all purposes be deemed to be an original; and such
counterparts, or as many of them as the City and the Trustee shall preserve undestroyed,
shall together constitute but one and the same instrument.
Section 8.05. This Agreement shall be governed exclusively by the provisions
hereof and by the applicable laws of the State.
Section 8.06. Whenever any act is required by this Agreement to be done on a
specified day or date, and such day or date shall be a day other than a business day, then
such act may be done on the next succeeding business day.
-10-
TESTIMONIUM AND EXECUTION
IN WITNESS WHEREOF, the City has caused these presents to be signed in its
name and behalf by its Mayor and its seal to be impressed hereon and attested by its
Clerk and to evidence its acceptance of the trusts hereby created the Trustee has caused
these presents to be signed in its name and behalf by one of its duly authorized trust
officers, its official seal to be impressed hereon and attested by one of its authorized
officers, all as of the day of November, 2014.
ATTEST:
By: 9(; �
City C erk
(SEAL)
CITY OF IOWA CITY, STATE OF IOWA
By: ,�
Mayor
-11-
ATTEST:
Authorized Officer
(SEAL)
01062813-1\10714-097
BANKERS TRUST COMPANY, as Trustee
La
-12-
SCHEDULE A
TO
CITY OF IOWA CITY, STATE OF IOWA FUNDING TRUST AGREEMENT
Funded Notes
$9,110,000 principal amount of Parking System Revenue Refunding Capital Loan Notes,
Series 2009F, dated November 23, 2009, of which notes are now outstanding in the
principal amount of $6,605,000 maturing on July 1 of the years 2015 to 2024, and
bearing interest at the rates set forth below:
CUSIP
Principal
Interest
Maturity
Numbers
Amount
Rate
July 1st
462344 FM9
$560,000
4.00%
2015
462344FN7
$580,000
4.00%
2016
462344 FP2
$605,000
4.00%
2017
462344 FQO
$625,000
4.00%
2018
462344 FR8
$650,000
4.00%
2019
462344 FS6
$680,000
4.25%
2020
462344 FT4
$705,000
4.25%
2021
462344 FU
$735,000
4.25%
2022
462344 FV9
$770,000
5.00%
2023
462344 FW7
$695,000
5.00%
2024
01062813-1\10714-097
SCHEDULE B
TO
IOWA CITY, STATE OF IOWA FUNDING TRUST AGREEMENT
U.S. Obligations Required to be Purchased Pursuant to Section 2.02(b):
Security
Number
Security Type
Principal Amount
Interest Rate
Maturity Date
First Interest Security
Payment Date Description
1
Certificate
$135,710
0.030000000
01/01/2015
01/01/2015
2
Certificate
$678,415
0.060000000
07/01/2015
07/01/2015
3
Note
$107,473
0.120000000
01/01/2016
01/01/2015
4
Note
$687,537
0.320000000
07/01/2016
01/01/2015
5
Note
$97,037
0.550000000
01/01/2017
01/01/2015
6
Note
$5,562,303
0.790000000
07/01/2017
01/01/2015
01062813-1\10714-097
SCHEDULE B
TO
IOWA CITY, STATE OF IOWA FUNDING TRUST
U.S. Obligations Requirkd to be Purchased Pursuant to SecXon 2.02(b):
Security
Number
Security Type
Principal Am nt InterestR e
Maturity Date
First Interest
Payment Date
Security
Description
1
Certificate
$136,919 0.010 0000
01/01/2015
01/01/2015
2
Certificate
$682,848 0.0 000000
07/01/2015
07/01/2015
3
Note
$111908 20000000
01/01/2016
01/01/2015
4
Note
$691975 0.2 000000
07/01/2016
01/01/2015
5
Note
$101239 0.440 0000
01/01/2017
01/01/2015
6
Note
$5,566,462 0.6400 000
07/01/2017
01/01/2015
01
SCHEDULE C
CERTIFICATE OF MAILING NOTICE OF REDEMPTION OF
PARKING SYSTEM REVENUE REFUNDING CAPITAL LOAN NOTES, SERIES
2009F OF THE CITY OF
IOWA CITY, STATE OF IOWA
STATE OF IOWA )
) S S (1St Notice)
COUNTY OF POLK )
I certify that at the request of the City Council of the City of Iowa City, I caused to
be mailed a copy of the attached Notice of Redemption for Parking System Revenue
Refunding Capital Loan Notes, Series 2009F, of the City, to the following:
1) Registered owners of the notes (by certified mail); and
2) Purchaser of record for Series 200917: Hutchinson, Shockey Erley & Co. of
Chicago, Illinois (by certified mail).
The notice was mailed within ten (10) days after the funding of the Funding Trust
Agreement on November 12, 2014.
Dated this day of
(SEAL)
01062813-1\10714-097
2014.
BANKERS TRUST COMPANY
By:
Its
CERTIFICATE OF MAILING NOTICE OF REDEMPTION OF
PARKING SYSTEM REVENUE REFUNDING CAPITAL LOAN NOTES, SERIES
2009F OF THE CITY OF
IOWA CITY, STATE OF IOWA
STATE OF IOWA )
) SS (2nd Notice)
COUNTY OF POLK )
I certify that at the request of the City Council of the City of Iowa City, I caused to
be mailed a copy of the attached Notice of Redemption of Parking System Revenue
Refunding Capital Loan Notes, Series 2009F, of the City, by ordinary mail to the
registered owners of the notes at least thirty (30) days prior to the date of redemption.
I further certify that a copy of the Notice of Redemption was mailed by ordinary
mail at least thirty (30) days prior to the date of redemption to the purchasers of record:
Hutchinson, Shockey Erley & Co. of Chicago, Illinois.
Dated this day of
(SEAL)
01062813-1\10714-097
2017.
BANKERS TRUST COMPANY
By:
Its
11-04-14
3e(1)
Prepared by: Susan Dulek, Asst. City Atty., 410 E. Washington St., Iowa City, IA 52240 (319) 356-5030
RESOLUTION NO
14-309
RESOLUTION SETTING A PUBLIC HEARING FOR NOVEMBER 18, 2014 TO
APPROVE A PURCHASE AGREEMENT BETWEEN THE CITY OF IOWA CITY
AND TAMARACK MATERIALS, INC. FOR LOTS 11, 12, AND 13 OF THE
NORTH AIRPORT DEVELOPMENT SUBDIVISION AND TO CONSIDER A
PROPOSAL TO CONVEY SAID PROPERTY.
WHEREAS, The North Airport Development Subdivision includes commercial lots which have been
marketed for sale to the general public;
WHEREAS, City has negotiated a purchase agreement with Tamarack Materials, Inc. to sell Lots 11, 12,
and 13 for $585,000, which requires City Council approval; and
WHEREAS, Council should hold a public hearing on the proposed conveyance.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA, THAT:
1. The City Council does hereby declare its intent to approve the purchase agreement
between the City of Iowa City and Tamarack Materials, Inc. for the above -referenced
property and to convey said property in accordance with said agreement.
2. A public hearing on said proposed agreement should be and is hereby set for November
18, 2014 at 7:00 p.m. in Emma J. Harvat Hall of City Hall, 410 E. Washington Street, Iowa
City, IA or if said meeting is cancelled, at the next meeting of the City Council thereafter as
posted by the City Clerk. The City Clerk is hereby directed to cause notice of public
hearing to be published as provided by law.
Passed and approved this 4th day of November , 2014.
A6AA-�
MAYOR
Approved by
ATTEST: ��� `�C 1
CITY CLERK City Attorney's Office
Resolution No.
Page 2
14-309
It was moved by Throgmorton and seconded by Mims the
Resolution be adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
x Botchway
x Dickens
x Dobyns
x Hayek
x Mims
x Payne
x Throgmorton
3e(2)
Prepared by: Susan Dulek, Asst. City Atty., 410 E. Washington St., Iowa City, IA 52240 (319) 356-5030
RESOLUTION NO. 14-310
RESOLUTION SETTING A PUBLIC HEARING FOR NOVEMBER 18, 2014 TO
APPROVE A PURCHASE AGREEMENT BETWEEN THE CITY OF IOWA CITY
AND QCI THERMAL SYSTEMS, INC. FOR LOT 7 OF THE NORTH AIRPORT
DEVELOPMENT SUBDIVISION AND TO CONSIDER A PROPOSAL TO
CONVEY SAID PROPERTY.
WHEREAS, The North Airport Development Subdivision includes commercial lots which have been
marketed for sale to the general public;
WHEREAS, City has negotiated a purchase agreement with QCI Thermal Systems, Inc. to sell Lot 7 for
$179,575, which requires City Council approval; and
WHEREAS, Council should hold a public hearing on the proposed conveyance.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA, THAT:
The City Council does hereby declare its intent to approve the purchase agreement
between the City of Iowa City and QCI Thermal Systems, Inc. for the above -referenced
property and to convey said property in accordance with said agreement.
2. A public hearing on said proposed agreement should be and is hereby set for November
18, 2014 at 7:00 p.m. in Emma J. Harvat Hall of City Hall, 410 E. Washington Street, Iowa
City, IA or if said meeting is cancelled, at the next meeting of the City Council thereafter as
posted by the City Clerk. The City Clerk is hereby directed to cause notice of public
hearing to be published as provided by law.
Passed and approved this 4th day of November , 2014.
MAYOR
ATTEST: �A� A) • - �t.�/
CITY CLERK
Approved by
J
City Attorney's Office
(o`d)-1T
Resolution No.
Page 2
14-310
It was moved by Throgmorton and seconded by
Resolution be adopted, and upon roll call there were:
Mims the
AYES: HAYS: ABSENT:
i5
x Botchway
Dickens
x Dobyns
x Hayek
x Mims
x Payne
x Throgmorton
Prepared by: John Yapp, Development Services, 410 E. Washington St, Iowa City, IA 52240; 319-356-5252(SUB14-
00017)
RESOLUTION NO. 14-311
RESOLUTION APPROVING THE PRELIMINARY PLAT OF CARTER ESTATE, IOWA CITY,
IOWA.
WHEREAS, the applicant, Carter Holding LLC, filed with the City Clerk, an application for approval
of the preliminary plat of Carter Estate, Iowa City, Iowa; and
WHEREAS, the Department of Neighborhood and Development Services and the Public Works
Department examined the preliminary plat and recommended approval; and
WHEREAS, the Planning and Zoning Commission examined the preliminary plat and, after due
deliberation, recommended acceptance and approval of the plat; and
WHEREAS, the preliminary plat conforms with all of the requirements of the City Ordinances of
the City of Iowa City, Iowa.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA THAT:
1. The preliminary plat of Carter Estate, Iowa City, Iowa, is hereby approved.
2. The Mayor and City Clerk of the City of Iowa City, Iowa are hereby authorized and directed
to certify this resolution, which shall be affixed to the plat after passage and approval by
law.
Passed and approved this 4th day of November, 2014.
ATTEST: ivlGGfw 9'�
CITY CTERK
MAYOR �'
Approved by
City Attorney's Office
It was moved by trims and seconded by Payne the Resolution be
adopted, and upon roll call there were:
AYES:
s\pcd\carter estate prelim resolution.docx
NAYS: ABSENT:
X Botchway
Dickens
Dobyns
Hayek
Mims
Payne
Throgmorton
To: Planning & Zoning Commission
Item: SUB14-00017 Carter Estate
GENERAL INFORMATION:
STAFF REPORT
Prepared by: John Yapp
Date: October 16, 2014
Applicant: Carter Holdings, LLC
395 Westcor Drive
Coralville, IA 52241
Phone: 545-4140
Contact Person:
Requested Action:
Purpose:
Location:
Size:
Existing Land Use and Zoning:
Surrounding Land Use and Zoning:
Comprehensive Plan:
File Date:
45 Day Limitation Period:
BACKGROUND INFORMATION:
Chris Carter
ccarter@carterandassociates.net
Preliminary plat and Sensitive Areas Development
Plan (Level I Review)
A two -lot residential subdivision with one outlot
East side of Camp Cardinal Road, north of Eagle
Place
19.10 acres
Vacant; Single Family Residential (RS -5)
North:
Residential; ID -RS
South:
Residential; OPD -5
East:
Residential; OPD-RR1
West:
Residential; ID -RS
Residential; 2-8 du/acre
September 24, 2014
November 8, 2014
The applicant, Carter Holdings LLC, is proposing a two -lot residential subdivision with one outlot
on the east side of Camp Cardinal Road, north of Eagle Place. The property is Outlot G of the
Cardinal Ridge Subdivision, and is designated as 'For Future Development.' The property
contains steep, critical, and protected slopes, and woodlands. The applicant's proposed
subdivision would make use of the flatter portions of the property for two lots and two single family
structures, with a shared private access drive, avoiding a majority of the sensitive environmental
areas.
The applicant has indicated that they do not intend to use hold a Good Neighbor meeting for this
application.
2
ANALYSIS:
Current Zoning: The current zoning is OPD -5; the planned development overlay was required as
part of the Cardinal Ridge development due to the sensitive areas in Cardinal Ridge (this property
is Outlot G of Cardinal Ridge Part 3, which was identified as an outlot for future development).
The underlying zoning designation is RS -5, Single Family Residential. The proposed subdivision
of two lots with one outlot is consistent with the RS -5 zone.
Environmentally Sensitive Areas: The property contains steep, critical and protected slopes
and woodlands. The applicant has identified proposed building sites for two single family
structures which would be accessed via a shared access drive. A construction limits / tree
removal line is shown on the plat, which leaves a majority of the sensitive areas on the property
undisturbed.
Carter Estate Sensitive Areas Disturbance
The level of disturbance does not rise to the amount that a Level II Sensitive Areas Rezoning
would be required. In staff's view the applicant has minimized disturbance to the sensitive
areas by utilizing a shared driveway in lieu of the public street to provide access to two large
residential lots, with building sites which take advantage of the flatter portions of the topography.
The remainder of the property, outside of the two residential lots, is proposed to be designated
as private open space to be deeded to the Cardinal Ridge Homeowners Association.
A portion of the existing sewer easement on the property does impact a small area of protected
slope buffer. The location of this sewer easement was approved as part of the Cardinal Ridge
Sensitive Areas rezoning, and essential utilities such as sanitary sewers are permitted to impact
protected sensitive areas.
Subdivision Design: Two large residential lots are proposed (a 4.0 acre, and a 6.5 acre lot),
with access via a 16 -foot wide shared driveway to Camp Cardinal Road. Normally each
structure would be required to be within 200 feet of a fire hydrant; in this case however the Fire
Department has agreed to waive this requirement if a residential sprinkler system is installed in
each structure, and a Fire Department -accessible turn -around is provided at the end of the
shared driveway. A sidewalk is shown along the Camp Cardinal Road frontage of the two lots
and outlot. The legal papers for the development will need to reflect these requirements.
As part of Cardinal Ridge Part 3, a sanitary sewer easement was platted which extends to the
north property line. The applicant is required to extend the sewer to the north property line in
conjunction with development of this property. This allows for sewer service to be extended to
the properties to the north when they redevelop.
The Subdivision Design Standards state Residential lots shall not be designed with irregular
shapes such as a flag or panhandle shape where the structure on the lot may be hidden behind
another structure. While the proposed lots are irregular in shape, staff has requested the
applicant identify building sites so that one structure is not hidden behind another, and that
addresses be posted at the head of the access drive at Camp Cardinal Road. In staff's view,
the large lots are appropriate for this property in order to allow limited development while
minimizing disturbance to sensitive areas.
PCD\Staff Reports\carter estate prelim staff report.dotx
Area
Impacted Area
Impacted %
Steep sloe
186,541 SF
46,493 SF
25%
Critical sloe
269,652 SF
23,491 SF
9%
Protected sloe
146,531 SF
0
0%
Woodland
774,342 SF
202,314 SF
26%
The level of disturbance does not rise to the amount that a Level II Sensitive Areas Rezoning
would be required. In staff's view the applicant has minimized disturbance to the sensitive
areas by utilizing a shared driveway in lieu of the public street to provide access to two large
residential lots, with building sites which take advantage of the flatter portions of the topography.
The remainder of the property, outside of the two residential lots, is proposed to be designated
as private open space to be deeded to the Cardinal Ridge Homeowners Association.
A portion of the existing sewer easement on the property does impact a small area of protected
slope buffer. The location of this sewer easement was approved as part of the Cardinal Ridge
Sensitive Areas rezoning, and essential utilities such as sanitary sewers are permitted to impact
protected sensitive areas.
Subdivision Design: Two large residential lots are proposed (a 4.0 acre, and a 6.5 acre lot),
with access via a 16 -foot wide shared driveway to Camp Cardinal Road. Normally each
structure would be required to be within 200 feet of a fire hydrant; in this case however the Fire
Department has agreed to waive this requirement if a residential sprinkler system is installed in
each structure, and a Fire Department -accessible turn -around is provided at the end of the
shared driveway. A sidewalk is shown along the Camp Cardinal Road frontage of the two lots
and outlot. The legal papers for the development will need to reflect these requirements.
As part of Cardinal Ridge Part 3, a sanitary sewer easement was platted which extends to the
north property line. The applicant is required to extend the sewer to the north property line in
conjunction with development of this property. This allows for sewer service to be extended to
the properties to the north when they redevelop.
The Subdivision Design Standards state Residential lots shall not be designed with irregular
shapes such as a flag or panhandle shape where the structure on the lot may be hidden behind
another structure. While the proposed lots are irregular in shape, staff has requested the
applicant identify building sites so that one structure is not hidden behind another, and that
addresses be posted at the head of the access drive at Camp Cardinal Road. In staff's view,
the large lots are appropriate for this property in order to allow limited development while
minimizing disturbance to sensitive areas.
PCD\Staff Reports\carter estate prelim staff report.dotx
3
Neighborhood Open Space: Neighborhood Open Space Fees were paid with Cardinal Ridge
Part 3, and no additional fees or dedication are required.
Storm water management: Storm water management is accommodated in the existing storm
water management facility for Cardinal Ridge, and the existing storm water facility easement is
shown on the Carter Estate plat.
Infrastructure fees: Water main extension and sanitary sewer tap -on fees were paid with the
development of Cardinal Ridge Part 3, and no additional fees are required.
STAFF RECOMMENDATION:
Staff recommends approval of SUB14-00017, an application submitted by Carter Holdings, LLC
for a preliminary plat of Carter Estate, a two -lot with one outlot residential subdivision located east
of Camp Cardinal Road and north of Eagle Place.
ATTACHMENTS:
1. Location Man
2. Plan of
Approved
Doug Booi
Departmei
PCD\Staff Reports\carter estate prelim staff report.dotx
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d,
Planning and Zoning Commission
October 16, 2014 - Formal
Page 15 of 18
Additionally Martin moves to approve VAC14-00018, a right-of-way vacation for Old West
Benton Street right-of-way adjacent to property, subject to the following conditions:
• Rezoning of the property at 708 S. Riverside Drive to Riverfront Crossings West
Riverbank Subdistrict;
• Conveyance of the 4,665 square foot portion of ROW is concurrent with the
redevelopment of the corner property; and
• Establishment of a 22 foot public easement.
Eastham seconded.
Freerks noted this lot has been vacant for almost a decade it will be nice to see something
established there.
Theobald stated this improvement will also create a view corridor to the river which is another
positive.
A vote was taken and the motion carried 7-0.
Development Item
S U B14-00017
Discussion of an application submitted by Carter Holding, LLC for a preliminary plat of Carter
Estate, a Not and 1 outlot, 19.10 acre residential subdivision located east of Camp Cardinal
Road, north of Eagle Place and Meadow Lark Drive.
Hektoen recused herself as her husband is working for the developer on this subdivision.
Hektoen stated if the Commission needs legal counsel on this item, please defer until the next
meeting and another city attorney will be present to assist at that meeting.
Miklo presented the staff report. This area was set aside as an outlet for future development at
the time of the development of Cardinal Ridge Subdivision. He showed an aerial photo showing
the relationship of the outlot to the Cardinal Ridge Subdivision. It is a heavily wooded lot with a
pond and fairly steep slopes. What is proposed is a two lot subdivision that would allow two
houses to be built. The majority of the sensitive areas, the woodlands and steep slopes and
pond, would be set aside and preserved. There is a no build area identified on the subdivision
plat and a portion of that would be set aside as an outlot to be dedicated to the larger
homeowners association. The two house lots would share a common drive back to Camp
Cardinal Road. They are odd shape lots, the subdivision code discourages this however given
the sensitive areas of this plat, staff feel a justification can be made. The subdivision fees, the
open neighborhood fees and stormwater management were all addressed when the larger
subdivision was approved years ago.
Staff recommends approval of SUB14-00017; an application submitted by Carter Holdings, LLC
for a preliminary plat of Carter Estate, a two -lot with one outlot residential subdivision located
east of Camp Cardinal Road and north of Eagle Place.
Eastham asked about the emergency vehicle turnaround only for one of the houses, but not the
other. Miklo confirmed that the Fire Department review turn around and found that it will be
adequate to serve both lots.
Freerks opened public discussion.
Planning and Zoning Commission
October 16, 2014 - Formal
Page 16 of 18
Duane Musser, MMS Consultants representing the applicant stepped forward. There were no
questions for Musser.
Lisa Roberts (878 Kennedy Pkwy) stated her family bought their property in July and the draw
for their new home was the wooded area. She was shocked and worried when she received
notice a week ago of this new proposed subdivision as her house is one of the ones the outlot
backs up to. Roberts wants to clarify the tree lines will be protected and wants assurances that
trees will be preserved on both sides of the ravine. Additionally wants assurance that
waterways and drainage will be protected. Roberts would also like to know who owns the
property now and what are the future plans for development and whether that would infringe the
area and are more houses to be built in the area.
Russell Gamin (878 Kennedy Pkwy) asked why there was no good neighbor meeting held with
respect to this initiative.
Freerks answered that some time ago the Commission requested that the good neighbor
meetings be a requirement for rezonings rather than just a policy, but it was not passed by City
Council so it's just an option for the applicant, but not a requirement, but it is put in the staff
report so the Commission knows if it was held or not.
Miklo answered the questions on the future plans for development and showed areas on the
aerial plat of future developments. He showed the area that would be maintained as a private
outlot area maintained by the homeowners association and there would be no further
development other than the two houses proposed. In terms of the steep slopes and woodlands,
the vast majority would be set aside in Outlot A and even a large portion on the two buildable
lots will be set aside as a no build area.
Freerks closed public discussion.
Eastham moved to approve SUB14-00017, an application submitted by Carter Holdings, LLC
for a preliminary plat of Carter Estate, a two -lot with one outlot residential subdivision located
east of Camp Cardinal Road and north of Eagle Place.
Dyer seconded the motion.
The motion carried 7-0.
Consideration of Meeting Minutes: October 2, 2014
Swygard moved to approve the meeting minutes with corrections, Eastham seconded and the
motion carried 7-0.
PLANNING AND ZONING INFORMATION:
Miklo reported on the success of the South District community meeting with about 80 attending.
Eastham stated that they talked about revising the exemption part of the sensitive area
ordinance.
Miklo stated that the Council has put that on the list as well and it will be reviewed sometime
Prepared by: Jason Reichart, Public Works / Engineering, 410 E. Washington St., Iowa City, IA 52240, (319)356-5416
RESOLUTION NO. 14-312
RESOLUTION APPROVING PLANS, SPECIFICATIONS, FORM OF COW
TRACT, AND ESTIMATE OF COST FOR THE CONSTRUCTION OF THE
RALSTON CREEK IMPROVEMENTS PROJECT - PHASE 1, ESTABLISHING
AMOUNT OF BID SECURITY TO ACCOMPANY EACH BID, DIRECTING CITY
CLERK TO PUBLISH NOTICE TO BIDDERS, AND FIXING TIME AND PLACE
FOR RECEIPT OF BIDS.
WHEREAS, notice of public hearing on the plans, specifications, form of contract and estimate of
cost for the above-named project was published as required by law, and the hearing thereon held;
and
WHEREAS, funds for this project are available in the 04/13 Flooding - Stormwater account #
M3627.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA THAT:
1. The plans, specifications, form of contract and estimate of cost for the above-named
project are hereby approved.
2. The amount of bid security to accompany each bid for the construction of the above-
named project shall be in the amount of 10% (ten percent) of bid payable to Treasurer,
City of Iowa City, Iowa.
3. The City Clerk is hereby authorized and directed to publish notice, not less than 4 and not
more than 45 days before the date for filing the bids, for the receipt of bids for the
construction of the above-named project in a newspaper published at least once weekly
and having a general circulation in the city.
4. Sealed bids for the above-named project are to be received by the City of Iowa City, Iowa,
at the Office of the City Clerk, at the City Hall, before 3:00 P.M. on the 26th day of
November, 2014. At that time, the bids will be opened by the City Engineer or his
designee, and thereupon referred to the City Council of the City of Iowa City, Iowa, for
action upon said bids at its next regular meeting, to be held at the Emma J. Harvat Hall,
City Hall, Iowa City, Iowa, at 7:00 p.m. on the 2nd day of December, 2014, or at a special
meeting called for that purpose.
Passed and approved this 4th day of November , 20 14
MAYOR
ATTEST:Gritti
CITY tERK
pwenghnasters\res appp&sAoc 10/14
Approved by
�, /
City Attorney's Office /c)/ a-7/C�
r_
6
Resolution No.
]Page 2
14-312
It was moved by Mims and seconded by Payne the
Resolution be adopted, and upon roll call there were:
AYES: NAYS: ABSENT:
x Botchway
x Dickens
x Dobyns
x Hayek
x Mims
x Payne
x Throgmorton
Marian Karr
From: Jason Reichart
Sent: Tuesday, November 04, 2014 2:51 PM
To: 'Suzanne E.B. Eckhardt'; Council
Cc: Marcia Bollinger; marcuseck@gmail.com; Marcus. Eckhardt@nara.gov; Ron Knoche; Brian
Boelk (bboelk@hbkengineering.com)
Subject: RE: for council meeting -- Re: Ralston Creek project
Dear Mrs. Eckhardt,
I am sending you this email as a follow up to our phone conversation earlier this morning.
In your email below you presented concerns destroying a large amount of wooded area and wildlife habitat. As we
discussed on the phone this project is maintenance and repair and not a total reconstruction of the creek. The design
engineer has identified critical areas on the plans that need to be repaired and areas that should be protected. The
clearing and grubbing item includes removing downed trees, stumps, and debris within the creek right of way. The
intent is not to clear cut the area, it is to clean up severely eroded areas of the stream bank so repairs can be made.
You also presented concerns about placing "street -to -street" rip -rap along the creek. Again, this is not the intent of the
project. Rip -rap will only be placed on the stream bank in the areas identified on the plans within the creek right of way.
This rip -rap armoring will then be backfilled with soil and seeded to give it a more natural look. At one location along this
stretch of the creek, rip -rap will be placed across the stream bed to construct a rocked riffle. The purpose of this riffle is
to maintain the streambed elevation.
It is important to note that all work on the creek will be within the right of way. There is no work on private property,
however, we will have a pre -construction meeting with the neighborhood before the project starts to discuss what will
be done and what to expect during construction.
If you have any questions about the Ralston Creek Project, please let me know.
Thanks,
Jason Reichart
Special Projects Engineer
City of Iowa City
410 East Washington Street
Iowa City, Iowa 52240
Office 319.356.5416
iason-reichart@iowa-city.ore
From: Suzanne E.B. Eckhardt [mailto:sebe1234@netscape.net]
Sent: Monday, November 03, 2014 10:40 PM
To: Council; Ron Knoche
Cc: Marcia Bollinger; Jason Reichart; marcuseck@gmail.com; Marcus. Eckhardt@nara.gov
Subject: for council meeting -- Re: Ralston Creek project
Dear Iowa City Council,
In the past few days we were informed of the proposed project for Ralston Creek behind our house (we are at 426 Grant
Street). We think it is a good idea to stabilize the creek bank; however, we have a few questions and possible concerns
about some details of the project. We request that more communications occur with the neighborhood and landowners
about this project before it is approved -- particularly since there has not been adequate time for city officials to respond to
our request for further clarification. We have been in touch with Marcia Bollinger, who encouraged us to send these
comments to the council for tomorrow's council meeting.
Our main concern is that trees and brush alongside the creekbanks for the most part not be removed. It is not clear from
the plans to what extent removal is proposed and where. The process of "clearing and grubbing" is mentioned and
described, and certain arrows on the maps point to particular trees to "protect," but is riprap going to replace all other
wooded areas? This would be devastating to the yards and wildlife in the creek, so we're hoping that is not the plan.
Also, there is a lot of bird and other wildlife activity in the crevices and nooks of the creekbanks that may be severely
disturbed if it is all filled in with riprap.
We used to live on Arbor Drive (near Scott Park, downstream), and a few years ago the city did work on the creekbank a
few houses downstream from us that involved taking out entire areas of woodland and replacing it with solid riprap --- the
effect was very stark and unfavorable.
We do like the idea of filling in the riprap with dirt and native/floodplain plants (as the plan mentions), though keeping as
much woodland intact as possible should also be preferred/favored. For the most part there should be no need to disturb
the trees or brush along the creekbank we are hoping, and we are looking for verification/assurance of that for our
property at minimum and also for the entire project, if possible.
Again, we do think it is good to attend to stabilizing the creekbank, but are wary of solid street -to -street riprap, and we
definitely are not in favor of taking out wooded areas in the process. We hope that is not in the plans! (since this did
happen very starkly this way in our previous neighborhood on Arbor Drive).
If the council could defer approval of the plan specs. until these matters are clarified, then perhaps many of the
neighborhood concerns could be allayed --- i.e., if it turns out that our concerns are not actually going to be issues (if the
details of the plan seem alright), then there may be no objection to passing the plan specifications. Otherwise,
appropriate modifications to the plans can be considered.
Thank you for considering our requests and for your service to our community,
- Suzanne & Marcus Eckhardt
354-4549
Suzanne E.B. Eckhardt
sebe 1234Ca)-netscape. net
CITY 4F IOWA CITY 7
n--102 Ut M E M 0 R A N D U M
%alfibm _--om"M
CITY OF IOWA CITY
Date: October 8, 2014
To: City Council Economic Development Committee
From: Jeff Davidson, Economic Development Administrator
Re: Consider a request for financial assistance for Iowa City Marketplace
CORE Sycamore Town Center LLC is owner of the former Sycamore Mall property now
rebranded as Iowa City Marketplace. They have successfully negotiated leases that will fill the
vacant Von Maur anchor store space with Lucky's Market, a fresh food organic grocery store, and
Planet Fitness, a personal fitness center. As shown in the attached letter, CORE has requested
financial assistance from the City to assist in funding the improvements necessary to get the new
tenants in the space. A $4.4 million renovation budget for Phase I improvements that will get
Lucky's and Planet Fitness into the Von Maur space has been reviewed and approved by City
Engineering Division staff. It includes parking lot and pedestrian accessibility improvements.
The request for financial assistance has been subjected to the City's standard financial gap
analysis process, using our financial analyst the National Development Council (NDC). NDC
evaluated the total mall renovation budget of $9.1 million and substantiated a financial gap of
$4.7 million. The City has negotiated a Phase I improvements project which would provide $1.75
million in Tax Increment Financing assistance for the $4.4 million in improvements necessary to
get the anchor store space reoccupied. This is what is before you for consideration of approval at
your October 13 meeting.
The proposed financial assistance will be structured as a six year TIF rebate which is predicated
on the taxable value of the property increasing from the current $10.2 million to approximately
$16.0 million once the mall is fully reoccupied. These figures and the associated assumptions
have been reviewed with the City Assessor. We are limited to a 6 year TIF because that is the
number of years remaining in the Sycamore and First Avenue Urban Renewal Area which was
established under the economic development provisions of State TIF law. The TIF district expires
in FY21.
Because of the short term remaining in the TIF district, we are proposing using the taxable value
increase from the entire Sycamore/First Avenue TIF District to fund the $1.75 million. The
assessor has indicated that Iowa City Marketplace is such a dominant component of the Urban
Renewal Area that increases and decreases in the mall's assessed valuation are mirrored in the
entire district. By capturing the TIF increment from the entire district we believe the $1.75 million
can be fully funded in the six year timeframe. Because it is structured as a rebate, it is predicated
on the actual taxes paid and there is no exposure for the City if assessed valuations do not hit the
estimated targets. In that case the mall owner may not receive the full $1.75 million.
About the project
The rebranding of Sycamore Mall as Iowa City Marketplace, and establishment of Lucky's Market
as the anchor tenant is the foundation for the revitalization of the mall property. The rear of the
anchor space, which is not a prime retail location, will be renovated for Planet Fitness with a more
formalized entrance facing US Highway 6. Attached are renderings showing the proposed
exterior renovation design and site plan layout.
October 9, 2014
Page 2
The mall owner has explained that getting the anchor space reoccupied is the key component of
getting the remainder of the mall leased up. The mall is currently 40% vacant, and after Lucky's
and Planet Fitness are in place it will be 25% vacant. The mall owner has indicated that having
the anchor space occupied is a huge catalyst in getting the lights on in the remaining spaces in
short order. This is reflected in the taxable value estimations that have been made with the City
Assessor.
There is additional benefit to having the mall space occupied by an entity like Lucky's Market
because of the hours of operation. A typical retail store in the anchor space would bring people
to the property between conventional mall retail hours of 10:00 am to 9:00 pm. Lucky's operating
hours will be approximately 7:00 am to 11:00 pm. It is estimated that Lucky's will attract 7500 to
10,000 people to the mall each week.
The center of the mall will be reconfigured with individual storefronts onto the parking lot. This
will occur for Lucky's Market in the phase one project that is before you, and is intended to
include additional retail spaces in subsequent phases. According to the mall owner this is a
deliberate strategy that is being implemented nationally to "demallify" old mall properties. For the
time being the Panera and movie theatre ends of the building will remain in the mall format.
The City has indicated to the mall owner that a condition of our financial involvement will be
pedestrian and landscaping improvements to the parking area. We intend for the mall renovation
to be a significant enhancement to the adjacent neighborhoods and the mall owner has indicated
they embrace this philosophy. Sidewalk connections to the mall entrances will be constructed
from Sycamore Street, Mall Drive, and the proposed new right -in entrance on First Avenue.
These sidewalks are shown on the attached site plan layout. These enhancements will be
memorialized in the development agreement.
Sustainability initiatives
A press release was issued by the mall highlighting the "green -friendly" features that will be part
of the mall renovation. The specific initiatives include:
1. Replacement of HVAC refrigerant with R-22 refrigerant. This refrigerant has zero ozone
depleting potential, low global warming potential and is expected to produce energy
savings of 15-20%
2. Recycling of ceiling tiles, aluminum ductwork, miscellaneous metals, concrete and lighting
fixtures from the Von Maur space
3. Donation of old furniture for reuse or resale
4. Creating a "Go Green" area within Iowa City Marketplace where customers and tenants
can recycle cans, bottles, and other containers
5. The renovated spaces will include LED light fixtures which use substantially less energy
6. The parking lot lighting will be renovated to LED fixtures
October 8, 2014
Page 4
The City Council adopted Strategic Pian
The April 2014 revisions to our adopted economic development policies were intended to more
closely align with the adopted City Council Strategic Plan. A principle goal is to attract and retain
commercial businesses that will grow the property tax base. Financial incentives offered by the
City, specifically TIF, should implement the goals and strategies of the Strategic Plan. The
following goals and strategies are achieved by this project:
• High quality architectural and site design. The Iowa City Marketplace Phase I
renovations are being designed by local architect Shive Hattery Engineers and Architects.
Design standards will be memorialized in the development agreement which will be
adopted by the City Council.
• Energy efficiency and sustainability features beyond what is required through
adopted building codes. The items highlighted above go beyond building code
requirements.
• Developer equity equal or greater to public financing requested. The proposed
funding split based on the $4.4 million Phase I cost estimate is 60% developer/40% City.
This financing will deplete the resources of the Sycamore and First Avenue TIF District for
the remaining life of the district, meaning there will be no City funding through TIF of
subsequent renovation phases.
• Redevelopment of underutilized or blighted properties. The mall owner has kept the
property in good condition. However, at 40% vacancy it is considered a blighted
property. This is reflected in the assessed valuation.
• Projects achieving public purposes as detailed in the Comprehensive Plan.
Comprehensive Plan guidance for the Iowa City Marketplace property is included in the
adopted Southeast District Plan. That document includes a section on page 30
establishing goals for "encouraging activities and physical improvements that create a
sense of identity and improve the economic vitality for the Sycamore Mall/First Avenue
Commercial Corridor."
It is estimated that the reoccupancy of the vacant mall spaces will create approximately 200 new
jobs. However, because employment is not controlled by the mall owner, there are no specific
employment requirements in the development agreement.
Summary
CORE Sycamore Town Center LLC has requested City financial assistance to establish Lucky's
Market and Planet Fitness in the former Von Maur space. This is Phase I of the larger project that
will fully lease the mall as the rebranded Iowa City Marketplace, and raise the taxable value of the
property from $10.2 million to $16.0 million. Actual annual property taxes paid will increase from
approximately $347,000 to $566,000. Following expiration of the TIF district in 2021, the full
property taxes will flow to the taxing entities.
In exchange for the recommended $1.75 million TIF funding, the mall owner has agreed:
1. To fund 60% of the estimated $4.4 million in Phase I improvements.
2. That the exterior building renovations will be generally consistent with the architectural
renderings provided but subject to approval of the Staff Design Review Committee.
October 8, 2014
Page 5
3. To make pedestrian and landscaping improvements to the parking area generally
consistent with the site plan layouts provided however final designs are subject to
approval from the City Manager or his designee.
4. To implement environmental sustainability features as enumerated.
The proposed project is consistent with the adopted City Council Strategic Plan, and the
Southeast District Plan which is the Comprehensive Plan for this area. According to the City
Assessor the recent decline in property value and anticipated increase in property value after
improvements are completed on the mall property will be mirrored in the property values in the
entire Sycamore/First Avenue Urban Renewal area.
Recommendation
Approval of a six year TIF rebate using the incremental value of the entire Sycamore/First Avenue
TIF District, not to exceed $1.75 million.
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August 14`h, 2014
Mr. Tom Markus
City Manager
City of Iowa City
410 E. Washington St.
Iowa City, IA 52240
Re: Sycamore Mall — Iowa City Marketplace
Request for Development Assistance
Dear Ms. Ford:
On behalf of the owners, I am pleased to announce exciting new possibilities at Sycamore Mall —
including a dynamic tenant mix, job creation and enhanced retail sales. We are now formally
requesting financial assistance for the development of this new tenancy and associated capital
improvement requirements, in order to bring these benefits to Iowa City. The advantages are
substantial in so many ways, such that we are requesting a 50150 partnership for this to help not
only the area surrounding the shopping center, but the entire local community.
This project is no longer a dream or mere vision, as we have already secured the tenants to make
this a reality. No guess work is needed, as this project will bring in excess of 200 jobs and boost
retail sales to a level in excess of $20,000,000 per year initially. Both the jobs and the retail sales
numbers represent new benchmarks for Iowa City, providing positive economic growth for
everyone well into the future.
We have worked on our budget with assistance from our architects and engineers, Shive-Hattery,
located in Iowa City and have developed a comprehensive budget of $4,400,000. In order for the
project to move forward we will need the assistance of the City of Iowa City in the amount of
$1,750,000. These funds will be used for tenant improvements, redesign and remodeling of
specific areas of the center, including infrastructure work that will be necessary to complete the
transformation of the property to a degree required for a change of this magnitude.
The anticipated change in the property's taxable valuation will represent a considerable increase.
The present valuation is $10,150,000; and, we are quite confident, this amount will increase to
$16,000,000 in the near future, and even higher as the center continues to grow. The addition of
these types of tenants and the changes planned for the destination shopping and entertainment
center will increase taxable property value and retail sales volume for the entire geographic area.
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Non -monetary improvements are also very important and can be so valuable for the people
within the trade area. The center is being designed to be a social gathering place, a place to shop,
a place to dine and a place for family activities and entertainment — but represents so much more.
Careful attention has been paid to the public spaces with children's play areas and dedicated
places and a variety of options to cater to entertainment for all ages. We are tying together the
vibrant tenants we currently have and bringing in new ones to complete a desired balanced mix.
Sycamore Mall soon to be branded the "Iowa City Marketplace" will be the place local and
regional residents will shop and frequent as an exciting entertainment and social meeting place.
We have incorporated the best qualities of a power center and have kept a social area within part
of the enclosed mall. The City, local community and businesses that have been located in
Sycamore Mall will all benefit.
Everyone has worked very hard to make this happen and we would like to express our sincere
thanks to all of those in the City that have generously given of their time and talents to extend
efforts for us that will ultimately benefit of the entire Eastside community.
FINANCIAL ASSISTANCE REQUESTED:
A financial analysis of the project shows that the project is not financially feasible without
assistance. The Owner, CORE Sycamore Town Center LLC, a Delaware limited Liability
Company hereby requests assistance in the amount of $1,750,000. We know the City expects
certain performance standards such as occupancy levels, employment levels, landscaping and/or
other aesthetic requirements and we look forward to working these into the development.
rohn Arlotti
Developer Representative for Ownership
CORE Sycamore Town Center LLC
b
Prepared by: Wendy Ford, 410 E. Washington St., Iowa City, IA 52240 (319) 356-5248
RESOLUTION NO.
RESOLUTION APPROVING AN AGREEMENT FOR PRIVATE
REDEVELOPMENT BY AND BETWEEN THE CITY OF IOWA CITY, IOWA, AND
CORE SYCAMORE TOWN CENTER, LLC
WHEREAS, CORE Sycamore Town Center ("Developer") submitted a private redevelopment
proposal for the Iowa City Marketplace, which proposal consists of improvements to the building
and parking lot, (hereinafter, the "Project"); and
WHEREAS, this property is located within the Sycamore and First Avenue Urban Renewal Area,
and subject to the Sycamore and First Avenue Urban Renewal Plan ("Plan"), approved by City
Council on October 21, 2014 (Resolution # 14-301); and
WHEREAS, the Economic Development Committee considered said application and voted to
recommend approval to the City Council; and
WHEREAS, City Staff has reviewed the application and proposed Developer's Agreement and
recommends approval to the City Council; and
WHEREAS, in exchange for grant funds, the Developer has agreed to requirements stipulating
the use of the property and minimum improvements to be made; and
WHEREAS, it is the determination of the City Council that acceptance of the proposal of the
Developer and approval of the Agreement for Private Redevelopment is in the public interest of
the residents of the City and is consistent with the purposes and objectives of the Plan,
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA
CITY, IOWA, THAT:
1. That the attached Agreement for Private Redevelopment by and between the City of Iowa
City, Iowa and CORE Sycamore Town Center, L.L.C., is in the public interest of the
residents of Iowa City, and
2. That said Agreement is consistent with and authorized by the Urban Renewal Plan and all
applicable State and Federal Laws, including but not limited to Iowa Code Chapters 15A
and 403, and
3. That the Mayor is authorized and directed to execute the Agreement and the City Clerk is
authorized and directed to attest his signature and to affix the seal of the City Clerk; and
4. That the Mayor and City Clerk be and they are hereby authorized and directed to take all
such actions and do all such things as they shall determine to be necessary or appropriate
to ensure the City's performance as provided therein, and
5. That the City Clerk is hereby authorized to record said Agreement in the Office of the
Recorder, Johnson County, Iowa, at Developer's expense, and
6. That the City Manager is hereby authorized to administer the terms of the Agreement for
Private Redevelopment.
Resolution No.
Page 2
Passed and approved this day of , 2014.
ATTEST:
CITY CLERK
MAYOR
Ap roved by
cctct .Aa_wcti7;v�/1
City Attorney's Office
By and Between "
THE CITY OF IOWA CITY, IOWA,
enter L.L.C.
AGREEMENT FOR
PRIVATE REDEVELOPMENT
THIS AGREEMENT FOR PRIVATE REDEVELOPMENT (hereinafter called
"Agreement"), is made on or as of the day of , 2014;= by and among
the CITY OF IOWA CITY, IOWA, a municipality (hereinafter called "City"), established pursuant to
the Code of Iowa of the State of Iowa and acting under the authorization of Ch4pter 40,of the Code
of Iowa, 2013, as amended (hereinafter called "Urban Renewal Act") andCORE Sycamore,Town
Center, L.L.C., a Delaware limited liability company, registered to do business in Iowa, having an
office for the transaction of business at 1600 Sycamore Street, Iowa City, Iowa 52240 (the
'Developer").
WITNESSETH:
WHEREAS, in furtherance of the objecti
undertaken a program for the revitalization of an
this connection, is engaged in carrying out urban
the Sycamore and First Avenue Urban Renewal?
Renewal Plan approved for such area by Resolution
most recently amended by Resolution 44- , on
WHEREAS, a copy of
among the land records in the'"
WHEREAS,
Renewal Area as me
(which property as s
the
ce Urban Renewal Act, the City has
ic' development area in the City and, in
project activities in an area known as
which area is described in the Urban
)0-295, dated August 15, 2000, and
Ey
ber 22, 2014; and
renewal Plan, as amended, has been recorded
of Johnson County, Iowa; and
ger Iowns certain real property located in the foregoing Urban
lydescribed in Exhibit A attached hereto and made a part hereof
s'hereinafter referred to as the 'Development Property"); and
WHEREAS,, the. Developer will cause certain improvements to be constructed on the
Development Properiy.and will cause the same to be operated in accordance with this Agreement;
and
WHEREAS, the City believes that the development and continued operation of the
Development Property pursuant to this Agreement and the fulfillment generally of this Agreement,
are in the vital and best interests of the City and in accord with the public purposes and provisions of
the applicable State and local laws and requirements under which the foregoing project has been
undertaken and is being assisted.
NOW, THEREFORE, in consideration of the promises and the mutual obligations of the
parties hereto, each of them does hereby covenant and agree with the other as follows:
HE
ARTICLE I. DEFINITIONS
Section 1.1. Definitions. In addition to other definitions set forth in this Agreement, all
capitalized terms used and not otherwise defined herein shall have the following meanings unless a
different meaning clearly appears from the context:
Active Tenant is defined as a use generating business invitee and/or employee traffic to and
from the premises on a basis consistent with the regular and ongoing conduct of business activities.
"Occupied by an Active Tenant" does not include uses generating only random or intermittent traffic,
storage uses, purely seasonal (e.g. holidays) or temporary uses, or owner -occupied space;
notwithstanding the receipt of rental payment under an existing lease oftental agreement.
Agreement means this Agreement and all attachments hereto, as the same maybe from time to
time modified, amended or supplemented.
Certificate of Completion means a certification in the form of the certificate attached hereto as
Exhibit D and hereby made a part of this Agreement, provided to the Developer pursuant to Section
3.2 of this Agreement.
C� means the City of Iowa City, Io v , or any successor to its functions.
t
Code means the Code of Iowa, 2013; as amended. �
Construction Plans means the plans, specifications, drawings and related documents reflecting
the construction work to be performed by the Developer on the Development Property and the other
properties upon which the Public Improvements will be located; the Construction Plans shall be as
detailed as the plans, specifications, drawings and related documents which are submitted to the
building inspector of the City, as required by applicable City codes.
Coun , means the County,of'Johnson, Iowa.
Developer means CORE Sycamore Town Center, L.L.C..
Development'Pf6perty means that portion of the Sycamore and First Avenue Urban Renewal
Plan Area of the City described in Exhibit A hereto.
Economic Development Grants mean the Tax Increment payments to be made by the City to
the Developer under Article VIII of this Agreement.
Event of Default means any of the events described in Section 10.1 of this Agreement.
First Mortgage means any Mortgage granted to secure any loan made pursuant to either a
mortgage commitment obtained by the Developer from a commercial lender or other financial
C-2
institution to fund any portion of the construction costs and initial operating capital requirements of
the Minimum Improvements, or all such Mortgages as appropriate.
CORE Sycamore Town Center TIF Account means a separate account within the Sycamore
and First Avenue Urban Renewal Tax Increment Fund of the City, in which there shall be deposited
those Tax Increments received by the City with respect to the Sycamore and First Avenue Urban
Renewal Area pursuant to this agreement.
Minimum Improvements shall mean the construction of improvements `to the existing
structures, together with all related site improvements, as outlined in Exhibit -8 hereto. 'Minimum
Improvements shall not include increases in assessed or actual value due to market factors.`
Mortga&e means any mortgage or security agreement in which the Developer hasgranted a
mortgage or other security interest in the Development Properly, or any portion or parcel thereof, or
any improvements constructed thereon.
f,.
Net Proceeds means any proceeds paid by an `insurer to the Developer under a policy or
policies of insurance required to be provided andjiaintamed by the Developer, as the case may be,
pursuant to Article V of this Agreement and remaining afftdf duct ng all expenses (including fees
and disbursements of counsel) incurred in the collection of" 1 h proceeds.
Ordinance means Ordinance N6.'03 3947 of the City, under which the taxes levied on the
taxable property in the Sycamore and First °Avenue -Urban Renewal Area shall be divided and a
portion paid into the Sycamore and First Avenue Urban Renewal Tax Increment Fund.
Project shall mean the construction and operation of the Minimum Improvements on the
Development Property; as described in this Agreement.
State means the State
Sycamore `and -First Avenue Urban Renewal Tax Increment Fund means the special fund of the
City created under the 'authority of Section 403.19(2) of the Code and the Ordinance, which fund was
created in orderto pay, he principal of and interest on loans, monies advanced to or indebtedness,
whether funded,`r`efunded, assumed or otherwise, including bonds or other obligations issued under
the authority of Section 403.9 or 403.12 of the Code, incurred by the City to finance or refinance in
whole or in part'proj ects undertaken pursuant to the Urban Renewal Plan for the Sycamore and First
Avenue Urban Renewal Area.
Tax Increments means those property tax revenues that are divided and made available to the
City for deposit in the Sycamore and First Avenue Urban Renewal Tax Increment Fund under the
provisions of Section 403.19 of the Code and the Ordinance.
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Termination Date means the date of termination of this Agreement, as established in
Section 12.8 of this Agreement.
Unavoidable Delays means delays resulting from acts or occurrences outside the reasonable
control of the parry claiming the delay including but not limited to storms, floods, fires, explosions or
other casualty losses, unusual weather conditions, strikes, boycotts, lockouts or other labor disputes,
delays in transportation or delivery of material or equipment, litigation commenced by third parties,
or the acts of any federal, State or local governmental unit (other than the City),."."
Urban Renewal Plan means the Sycamore and First Avenue i
amended, approved with respect to the Sycamore and First Avenue
described in the preambles hereof.
ARTICLE II. REPRESENTATIONS AND"'
Section 2.1. Representati
representations and warranties:
(a) The City is a municipal corporation
provisions of the Constitution and the lawn of t:
Agreement and carry out its obligations, hereunder.
tymakes the following
,subdivision organized under the
has the power to enter into this
(b) The execution and delivery of thus Agreement, the consummation of the transactions
contemplated hereby, and the fulfillment of or" compliance with the terms and conditions of this
Agreement are not prevented,- by, limited by, in conflict with, or result in a breach of, the terms,
conditions or provisions of any, contractual restriction, evidence of indebtedness, agreement or
instrument of whatever nature to which the City is now a party or by which it is bound, nor do they
constitute a default under any, 'of the foregoing.
. The Developer makes the
following representations and
(a) lhe. Developer has all requisite power and authority to own and operate its properties,
to carry, on its business as now conducted and as presently proposed to be conducted, and to enter
into and perform its obligations under the Agreement.
(b) This Agreement has been duly and validly authorized, executed and delivered by the
Developer and, assuming due authorization, execution and delivery by the City, is in full force and
effect and is a valid and legally binding instrument of the Developer enforceable in accordance with
its terms, except as the same may be limited by bankruptcy, insolvency, reorganization or other laws
relating to or affecting creditors' rights generally.
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(c) The execution and delivery of this Agreement, the consummation of the, transactions
contemplated hereby, and the fulfillment of or compliance with the terms and conditions of this
Agreement are not prevented by, limited by, in conflict with, or result in a violation or breach of, the
terms, conditions or provisions of any contractual restriction on the Developer, evidence of
indebtedness, agreement or instrument of whatever nature to which the Developer is now a party or
by which it or its property is bound, nor do they constitute a default under any of the foregoing.
(d) There are no actions, suits or proceedings pending or threatened against or affecting the
Developer in any court or before any arbitrator or before or by any governmental body in.which there
is a reasonable possibility of an adverse decision which could materially adversely affect the business
(present or prospective), financial position or results of operations of the Developer or which in any
manner raises any questions affecting the validity of the Agreement or the Developer's ability to
perform its obligations under this Agreement.
(e) The Developer will cause the Minimum Improvements to be constructed in accordance
with the terms of this Agreement, the Urban Renewal Plan, and all,local, State and federal laws and
regulations
(f) The Developer will use its best efforts`to obtain, or cause to be obtained, in a timely
manner, all required permits, licenses and approvals; and will meet, in a timely manner, all
requirements of all applicable local, State, and federal laws grid regulations which must be obtained
or met in connection with the Project.-
(g)
roject.-
(g) The Developer has not received any notice from any local, State or federal official that
the activities of the Developerwith`respect to the Development Property may or will be in violation
of any environmental law or regulation; The Developer is not currently aware of any State or federal
claim filed or planned jto be.filed by- any party relating to any violation of any local, State or federal
environmental law, regulation or review' procedure applicable to the Development Property, and the
Developer is not currently aware ofanyviolation of any local, State or federal environmental law,
regulation or review procedure which would give any person a valid claim under any State or federal
environmental statute with respect thereto.
`(h) The,Developer will cooperate fully with the City in resolution of any traffic, parking,
and trash -removal or public safety problems that may arise in connection with the construction and
operation"of the Minimum Improvements.
(i) The Developer would not undertake its obligations under this Agreement without the
payment by the City of the Economic Development Grants being made to the Developer pursuant to
this Agreement.
ARTICLE III. DEVELOPMENT AND OCCUPANCY REQUIREMENT
Section 3.1. Minimum Improvements.
The Developer agrees to complete Minimum Improvements generally consisting of interior
remodeling, exterior fagade renovations, and related parking lot, signage, landscaping, and
streetscape elements on certain portions of the Development Property, all as more fully described on
Exhibit B hereto. The Minimum Improvements must increase the assessed value of the
Development Property by at least 15% over the current assessed value by January 1, 2016. (The
current assessed value of the Development Property as of January 1, 2014, is $10,615,520, so the
January 1, 2016 assessed value must be at least $11,527,848.) The Developer's investment in the
Minimum Improvements shall be at least $4,400,000. Developer shall provide to the City an
engineer's certificate documenting these expenses, and any other documentation as may be requested
by the City to demonstrate compliance with this investment requirement.
Any new signage installed on the Development Property shall comply ,wit h^'Exhibit C, attached
hereto and incorporated herein by this reference.
Pursuant to this Development Agreement, the Developer shall submit a site:plan for approval
by the City Manager, or designee, which provides enhanced landscaping and defines the entryways
and other related traffic patterns through the use of landscaping and otherappropriate streetscape
elements.
The Developer shall submit all exterior changes or new construction requiring a building
permit for review and approval by the City Staff Design ReVi6W Com mittee, prior to the issuance of
the necessary building permit. The Committee shall pay particular attention to the installation of
curbed and landscaped end -islands, the provision of a sidewalk connection from Lower Muscatine
Road, Sycamore Street and 1 st Avenue to a mall entrance, and compliance with the parking area tree
coverage standards of the zoning code. Committee shall further review the plans for conformance
with the Iowa City Code of Ordinances and the following particular standards:
Parking Areas
1. Improvements to the parking lot shall be in compliance with the design and layout standards
for surface parking areas, as set forth in Iowa City Code of Ordinances 14 -5A -5H. Particular
attention shall, be made'to enhanced pedestrian routes between the public streets and the mall,
and within the parking lot in accordance with 14 -5A -5H-5.
2. Pedestrian scaled lighting shall be maintained or improved along the north side of the mall
3 F' Improvements`Io the parking lot shall also be in compliance with the landscaping, tree,
screening; and bicycle parking standards as specified in 14 -5A -5I,14 -5A -5J, and 14 -5A -5K.
4. These improvements shall include those improvements conceptually shown on the attached
Exhibit B.
Building Design Standards
1. Improvements to the building fagades shall be predominantly constructed of high quality
exterior building materials, including window systems, brick, masonry, stone, stucco, high
quality architectural concrete masonry units, such as burnished, split -face, ground face, and
similar, architectural pre -cast panels, and architectural metal panels. Concrete panels with a
veneer of brick or masonry may be approved provided the material gives the appearance of
one or more of the high quality building materials listed above. Predominately is defined as
at least 75 percent of the exterior of the entire building, but not necessarily of each building
wall. Use of high quality building materials should be concentrated along building walls that
are visible from public streets and public areas or that contain public entrances. Wood or
cement board may be used as accent materials provided they are durable and of a high
quality.
2. Other lower -quality or less durable exterior building materials, such as unadorned concrete
block, unadorned tilt -up concrete panels, low quality cement board, and,EIFS do not qualify
as quality building materials and should be limited. Vinyl siding and lowquality metal
siding, such as that used for metal pole buildings, are not allowed.`
3. Material and color changes should generally occur at a change ,of plane and at an inside
corner. Material or color changes at the outside corners of structures that give the impression
of veneer or artificiality of the material are not allowed.
4. Building improvements must include details and features that provide vi;sual interest, reduce
w
the perception of the mass of the building, and provide a cohesive appearance to the building.
Building facades shall be articulated by using color, window "arrangement, change in
materials, and change in plane to vary the , height, depth,` or direction of exterior walls.
Stretches of blank wall with no windows or other architectural features are discouraged along
the primary public facades.
5. The faeade maybe divided into separate storefront modules that have distinct characteristics.
However, design linkages between storefront modules and other portions of the mall faeade
are required through the alignment- and placemein of windows, belt courses, and other
horizontal elements in a cohesive pattern.
6. Building awnings or canopies that prow' d, e`a generally consistent cover along pedestrian
walkways are encouraged."A functional awning or canopy (minimum 6 feet in depth) is
required at entranceways., Arcades (canopies supported by columns) may also be used to
provide weather.protection for pedestrians and shall be supported by substantial columns or
posts that are designed and integrated with the design of the storefront. Columns or posts
must be supported by'a durable base. So pedestrian movement next to the building is not
Led to encompass the full width of the sidewalk to within 2
feet
7. Transparent entries and large ground -level storefront windows are required along primary
facades'of all storefront modules that are not oriented to the interior mall corridor. "Primary
facades" are those facades that are highly visible from public streets and public areas or
contain public entrances. On the mall building, the primary facades are the north, east and
southeast corner facades and/or contain a primary public entrance to the mall or to a tenant
space: Such windows and doors must be vertically-oriented in a standard storefront
configuration (tall vertical window panels with transom above) that allow views into the
interior space or be designed as storefront display windows that are set into the wall. Display
cases attached to the outside building wall do not qualify.
8. Rooflines shall be delineated with some form of cornice expression that distinguishes the top
of the building from the lower faeade.
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Section 3.2. Certificate of Completion.
Upon written request of the Developer after issuance of an occupancy permit for those
commercial spaces described in the Minimum Improvements set forth in Exhibit B, the City will
furnish the Developer with a Certificate of Completion for such portion in recordable form, in
substantially the form set forth in Exhibit D attached hereto. Such Certificate of Completion shall be
a conclusive determination of satisfactory completion of this Agreement with>rIespect to the
obligations of the Developer to construct the Minimum Improvements, but`idoes not release
Developer from on-going compliance with this Agreement.
A Certificate of Completion may be recorded in the Johnson County Recorder's Office at the
Developer's sole expense. If the City shall refuse or fail to provide a Certific`ate"of Completion in
accordance with the provisions of this Section 3.2, the City shall, within (twenty (20) days after
written request to the Developer, provide the Developer with'a written statemenf indicating with
adequate detail, in what respects the Developer has failed to complete, the applicable Minimum
Improvements in accordance with the provisions of this Agreement, or is otherwise in default under
the terms of this Agreement, and what measures or acts will be necessary in the opinion of the City,
to obtain such Certificate of Completion. b `
Section 3.3. Occupancy.
Along with the certifications required, under 6.7 hereto, the Developer will certify that by
November 1, 2015, at least 65% of the gross leasableFfloor space is occupied by an Active Tenant.
On November 1, 2016, the Developer will certify'_that 75% of the gross leasable floor space of the
Development Property is occupied by an Active Tenant. Beginning on November 1, 2017, and until
the Termination Date, the Developer will certify that by November 1 of each year or during ten of the
twelve previous months, 80% of the gross leasable floor space of the Development Property has been
occupied by an Active Tenant'The Developer shall further certify that it remains in compliance the
Minimum Improvements described in exhibit B, and to timely provide reasonable documentation to
(a) Upon completion of construction of the Minimum Improvements and at all times prior
to the Termination Date, the Developer shall maintain, or cause to be maintained, at its cost and
expense (and from time to time at the request of the City shall furnish proof of the payment of
premiums on), insurance as follows:
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(i) Insurance against loss and/or damage to the Minimum Improvements under a
policy or policies covering such risks as are ordinarily insured through property policies by similar
businesses, including (without limitation the generality of the foregoing) fire, extended coverage,
vandalism and malicious mischief, explosion, water damage, demolition cost, debris removal, and
collapse in an amount not less than the full insurable replacement value of the Minimum
Improvements, but any such policy may have a deductible amount of not more than $100,000. No
policy of insurance shall be so written that the proceeds thereof will produce less than`the minimum
coverage required by the preceding sentence, by reason of co-insurance provisions or otherwise,
without the prior consent thereto in writing by the City. The term "full insurable replacement value"
shall mean the actual replacement cost of the Minimum Improvements (excluding foundation and
excavation costs and costs of underground flues, pipes, drains and other uninsurable items) and
equipment, and shall be determined from time to time at the request of th&'City, but not more
frequently than once every three years, by an insurance consultant or insurer's elected and paid for by
the Developer and approved by the City.
(ii) Comprehensive general public liability insurance, including personal injury
liability for injuries to persons and/or property, including any injuries resulting from the operation of
automobiles or other motorized vehicles on or about, the bevelopm6it Property, in the minimum
amount for each occurrence and for each year of $1,00000 with deductible of $500,000.
(iii) Such other insurance, including worker's compensation insurance respecting all
employees of the Developer, in such amount as is customarily carried by like organizations engaged
in like activities of comparable size and liability -exposure; provided that the Developer may be self-
insured with respect to all or any part of its liability`for worker's compensation.
F'
(b) All insurance required Uy,this Article V to be provided prior to the Termination Date
shall be taken out and main tamed`inresponsible insurance companies which are authorized under the
laws of the State to assume the risks covered thereby. The Developer will deposit annually with the
City copies of policies eviden6mg all such insurance, or a certificate or certificates or binders of the
respective insurers stating that such insurance is in force and effect. Unless otherwise provided in
this Article'V, each policy shall contain a provision that the insurer shall not cancel or modify it
without giving writ tennotice to the Developer and the City at least thirty (30) days before the
cancellation or modification becomes effective. Not less than fifteen (15) days prior to the expiration
Developer shall furnish the City evidence satisfactory to the City that the policy
of any policy, the
has been renewed or replaced by another policy conforming to the provisions of this Article V, or
that there is no necessity therefor under the terms hereof. In lieu of separate policies, the Developer
may maintain a single policy, or blanket or umbrella policies, or a combination thereof, which
provide the total coverage required herein, in which event the Developer shall deposit with the City a
certificate or certificates of the respective insurers as to the amount of coverage in force upon the
Minimum Improvements.
(c) The Developer agrees to notify the City immediately in the case of damage exceeding
$25,000 in amount to, or destruction of, the Minimum Improvements or any portion thereof resulting
CE
from fire or other casualty. Net Proceeds of any such insurance shall be paid directly to the
Developer, and the Developer will forthwith repair, reconstruct and restore the Minimum
Improvements to substantially the same or an improved condition or value as they existed prior to the
event causing such damage and, to the extent necessary to accomplish such repair, reconstruction and
restoration, the Developer will apply the Net Proceeds of any insurance relating to such damage
received by the Developer to the payment or reimbursement of the costs thereof.
(d) The Developer shall complete the repair, reconstruction and /restoration of the
Minimum Improvements, whether or not the Net Proceeds of insurance received by the Developer
for such purposes are sufficient.
ARTICLE VI. COVENANTS OF THE DEVELOPER,
Section 6.1. Maintenance of Properties. The Developer will maintain; preserve and keep
the Development Property, including but not limited to the Minirfitith Improvements, in good repair
and working order, and from time to time will make all necessary,r�pairs;`replacements, renewals
and additions.
r`
Section 6.2. Maintenance of Records. The Developer wMltkeep at all times proper books of
record and account in which full, true and correct entries will be made of all dealings and
transactions of or in relation to the business and affairs, of the Developer in accordance with
generally accepted accounting principles;consistently applied throughout the period involved, and
the Developer will provide reasonable protection against loss or damage to such books of record and
account.
Section 6.3. Compliance with Laws. The Developer will comply with all laws, rules and
regulations relating to the Minimum Improvements, other than laws, rules and regulations the failure
to comply with which or the sanctions and penalties resulting therefrom, would not have a material
adverse effect on the business, property, operations, or condition, financial or otherwise, of the
Developer.
Section 6.4. `• Nari=Discrimination. In operating the Minimum Improvements, the Developer
shall, not discriminate"against any applicant, employee or tenant because of race, creed, color,
religion;sex, national origin, sexual orientation, age, disability, marital status or gender identity. The
Developer shall ensure that applicants, employees and tenants are considered and are treated without
regard to their race, creed, color, religion, sex, national origin, sexual orientation, age, disability,
marital status `or gender identity.
Section 6.5. Available Information. The Developer shall upon request provide the City with
a letter of an independent public accountant selected by the Developer to the effect that a Certified
Public Accountant has reviewed the financial statements of the Developer which have been prepared
in conformity with the federal income tax fair market basis, that the examination of such financial
statements by such accountant has been undertaken in accordance with generally accepted auditing
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standards, and that the Developer is financially capable of fulfilling its obligations under this
Agreement.
Section 6.6. Continued Operation. Commencing upon the signing of the Agreement, the
Developer agrees that it will operate a retail/commercial center at the Development Property and will
continue operation until at least the Termination Date set forth in Section 12.8 hereof. The Developer
further agrees that it will make $4,400,000 in investments to the Development,�Property in the
construction of the Minimum Improvements; and result in at least a 15% increase in the assessed
value of the Development Property by January 1, 2016 (the current assessed :value of the
Development Property is $10,015,520, so the January 1, 2016 assessed,'value must be at least
$11,527,848).
Section 6.7. Annual Certification. To assist thf
Developer hereunder, a duly authorized officer of the I
(a) proof that all ad valorem taxes on the Development
year; and (b) certification that such officer has re -e
Agreement and that at the date of such certificate, and c
Developer is not, or was not, in default in the fulflline
Agreement (including but not limited to the occupancy;
no Event of Default (or event which, with the lapse of
become an Event of Default) is occurring or has occurn
such period, or if the signer is aware of uny uch default
disclose in such statement the nature thereof, its;period'`
City in monitoring'the„performance of the
-vel
oper shall annuallyprovide to the City:
Property have been paid for the prior fiscal
amined the <<terms'`and provisions of this
iring the preceding twelve (12) months, the
t of any of 4 terms and conditions of this
A 111—e, 4i re nehts of Section 3.3 hereto) and that
ime,or the giving of notice, or both, would
J as of the date of such certificate or during
µ,
event or Event of Default, said officer shall
f existence and what action, if any, has been
taken or is proposed to be taken with respect thereto.
Such statement, proof and certificate shall be in a form generally consistent with that attached
hereto as Exhibit E, and shall be provided no later than November 1 of each year, commencing
November 1, 2015, and lending on November 1, 2021, both dates inclusive. Prior to November 1,
2015, the Developer shall submit the,lease plan for the Development Property, with the gross
leasable floor space calculatiori, current occupancy status, and a current certificate of insurance to the
F^ i
City.
CLE VII. ASSIGNMENT AND TRANSFER
Section 7.1 =Status of the Developer; Transfer of Substantially All Assets. As security for the
obligations'of the Developer under this Agreement, the Developer represents and agrees that, prior to
the issuance of;tle Certificate of Completion and prior to the Termination Date, the Developer will
not dispose ofall or substantially all of its assets or assign its interest in this Agreement to any other
party unless (i) the transferee partnership, corporation, limited liability company or individual
assumes in writing all of the obligations of the Developer under this Agreement and (ii) the City
consents thereto in writing in advance thereof. Notwithstanding the foregoing, however, or any other
provisions of this Agreement, the Developer may pledge any and/or all of its assets as security for
any financing of the Minimum Improvements, and the City agrees that Developer may assign its
interest under this Agreement for such purpose.
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ARTICLE VIII. ECONOMIC DEVELOPMENT GRANTS
Section 8.1. Economic Development Grants.
(a) For and in consideration of the obligations being assumed by the Developer hereunder, and
in furtherance of the goals and objectives of the Urban Renewal Plan and the Urban Renewal Act,
the City agrees, subject to the Developer having received a Certificate of _,.Completion for
construction of the Minimum Improvements by December 31, 2015, and being and remaining in
compliance with the terms of this Agreement, to assume an obligation to ni'ake upto seven (7)
consecutive annual payments to the Developer commencing on June 1, 2018'and endi'ni ; n June 1,
2024, pursuant to Section 403.9 of the Urban Renewal Act, equal in amounts to one hundred percent
(100%) per fiscal year of the Tax Increments collected by the City with respect to the Minimum
Improvements on Development Property under the terms of the Ordinance (without regard to any
averaging that may otherwise be utilized under Section 403.19(6) and excluding any interest that
may accrue thereon prior to payment to the Developer), but subject to adjustnient and conditions
precedent as provided in this Article.
(b) To the extent that the payment described in paragraph (a),�,above does not amount to an
annual payment of $250,000, the City further agrees, asubject to the Developer having received a
Certificate of Completion and being and remaining in compliance with the terms of this Agreement,
to assume an obligation to make up to seven (7) consecutive annual payments to the Developer
commencing on June 1, 2018 and ending on June 1, 2024,"pursuant to Section 403.9 of the Urban
Renewal Act, the Tax Increments collected by" the City with respect to the Urban Renewal Area
under the terms of the Ordinance, in an amount constituting the difference between $250,000 less the
payment made under paragraph (a) above, but subject to adjustment and conditions precedent as
provided in this Article. In no event shall the amounts paid to Developer under paragraph (a) and (b)
result in an annual payrient,in ekcess of $250,000.
Such a ents described m ara `ra h a and b above shall be referred to collective) as the
pYm p g p () () Y
'Economic Development Grants For purposes of calculating that portion of the taxes allocated to
and when collected; be paid into the Sycamore and First Avenue TIF Fund, the City first certified
debt for the original Urban Renewal Area on December 1, 2001, setting the base value on the
M1 t-+ ki
original area atn$23,243,580, the assessed value as of January 1, 2000. On June 24, 2003, the City
added land tothe Urban Renewal Area, thereby setting the base value of this amended area at
ti. .
$9,496,280,1 the assessed value as of January 1, 2002. Therefore, the base value of the Urban
Renewal Area;as amended is $32,739,860. The taxes levied each year upon the assessed value of the
taxable property in this Urban Renewal Area, as amended, in excess of this base value shall be
allocated to and when collected be paid into the Sycamore and First Avenue TIF Fund, or other fund
established by the County Auditor for payment of loans, advances, indebtedness or bonds payable
from the division of property tax revenue pursuant to the Ordinance.
(c) The obligation of the City to make an Economic Development Grant to the Developer
in any year as specified above shall be subject to and conditioned upon the timely filing by the
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Developer of all previous annual statements, proofs and certifications required herein and the City
Manager's approval thereof. Beginning with the November 1, 2016, certification, if the Developer's
annual statement, proof and certification is timely filed and contains the information required
pursuant to this agreement, and the City Manager approves of the same, the City shall certify to the
County prior to December 1 of that year its request for the available Tax Increments resulting from
the assessments imposed by the County as of January 1 of that year, to be collected by the City as
taxes are paid during the following fiscal year and which shall thereafter be disbursed to the
Developer on June 1 of the following fiscal year, subject to the terms, conditions`and limitations of
f .
this Agreement. (For example, if the Developer and the City each so certifyr- on November and
December of 2016, respectively, the 2016 taxes are due and payable in 2017; and the first Ecoilomic
Development Grants would be paid to the Developer on June 1, 2018). 'y
(d) In the event that the annual statement, proof or certificate required to be delivered by
the Developer is not delivered to the City by November 1 of any year, the Developer recognizes and
agrees that the City may have insufficient time to review and approve`the same and certify its request
for Tax Increments to the County and that, as a result, no Economic Development Grants may be
made to the Developer in respect thereof. The City c,ovenwants to act _ ingood faith to appropriately
review and consider any late certification on the part of the Developer, but the City shall not be
obligated to make any certification to the County for the available Tax Increments or make any
corresponding payment of the Economic Development Grants to the Developer if, in the reasonable
41
judgment of the City, it is not able to give appropriate consideration to the Developer's certification
due to its late filing.
(e) The total, aggregate . amount of all` Economic Development Grants under this
Agreement shall not exceed $1,750,000. If a final grant based upon one hundred percent of Tax
Increments would result in total, aggregate Economic Development Grants in an amount exceeding
$1,750,000, the final E6 6thic Development Grant shall be reduced accordingly. Such Economic
Development Grants shall at all times be subject to termination in accordance with the terms of this
Article VIII. Thereafter the taxes levied on the Minimum Improvements shall be divided and applied
in accordance the Urban Renewal Act and the Ordinance.
(f) -a In the'eventAhat any certificate filed by the Developer pursuant to this Agreement or
othendnformation, available to the City discloses the existence or prior occurrence of an Event of
Defauil that was not ci red or cannot reasonably be cured under the provisions of Section 10.2 (or an
event that, with the passage of time or giving of notice, or both, would become an Event of Default
that cannot `reasonably be cured under the provisions of Section 10.2), the City shall have no
obligation thereafter to make any further payments to the Developer in respect of the Economic
Development Grants and may proceed to take one or more of the actions described in Section 10.2
hereof.
(g) Conditions Precedent to Economic Development Grants. The obligation of the City to
make an Economic Development Grant to the Developer in any year as specified above shall be
subject to and conditioned upon satisfactory evidence that the following has occurred: l) the assessed
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value of the Development Property has increased by at least 15% by January 1, 2016; 2) a certificate
of completion has been issued for the Minimum Improvements; 3) the occupancy thresholds set forth
in 6.6 above have been met; 4) an engineer's certificate has been filed as evidence of the Developer's
investment of over $4,400,000 toward the Minimum Improvements, as required by 6.6 above; 5) all
ad valorum taxes on the Development Property have been paid for the prior year; 6) the annual
certificate required pursuant to 6.7 herein has been timely filed; 7) satisfactory compliance with all
other terms and conditions of this Agreement.
Section 8.2. Source of Grant Funds Limited. (a) The Economic Development Grants shall be
payable from and secured solely by amounts deposited and held in the CORE Sycamore TIF Account
of the City. The City hereby covenants and agrees to maintain the Ordinance in force for as' long as
allowable under Iowa Code Chapter 403 and to apply the incremental taxes collected allocated to the
CORE Sycamore TIF Account to pay the Economic Development Grants, as and to the extent set
forth in Section 8.1 hereof. The City and Developer hereby acknowledge that the Ordinance sunsets
in fiscal year 2021-2022 by operation of Iowa Code Chapter 403, and that the City will no longer be
able to capture the tax increment for the Sycamore and First Avenue Urba Renewal Area after that
time. However, payment of any eligible Economic Development Grants shall continue until June 1,
2024 based upon the availability of funds previously deposited in the`CORE Sycamore TIF Account
with respect to the Urban Renewal Area. The Economic Development Grants shall not be payable in
any manner by other tax increment revenues or by general taxation or from any other City funds.
(b) Notwithstanding the proVisioiis of Section 8. thereof, the City shall have no obligation
to make an Economic Development Grant to the,Developer if at any time during the term hereof the
City receives an opinion of its legal_counsel to the effect that the use of Tax Increments to fund an
Economic Development Grant to the _Developer, as contemplated under said Section 8.1, is not
authorized or otherwise an appropriate proj ect activity permitted to be undertaken by the City under
the Urban Renewal Actor other-dpplic`able provisions of the Code, as then constituted, or under a
controlling decision of an Iowa court ;having jurisdiction over the subject matter hereof. Upon
receipt of such an opinion, the Crty',shall promptly forward a copy of the same to the Developer. If
the circumstances or legal constf_aints giving rise to the opinion continue for a period during which
two (2) Economic Development Grants would otherwise have been paid to the Developer under the
terms of Section 8 1; the City may terminate this Agreement, without penalty or other liability to the
Developer, by.written notice to the Developer.
LL
(c) The, City makes no representation with respect to the amounts that may finally be paid to
the Developer as the Economic Development Grants, and under no circumstances shall the City in
any manner be liable to the Developer so long as the City timely applies the Tax Increments actually
collected and held in the CORE Sycamore TIF Account (regardless of the amounts thereof) to the
payment of the Economic Development Grants to the Developer, as and to the extent described in
this Article.
Section 8.3. Use of Other Tax Increments. Subject to this Article VIII, the City shall be free to
use any and all Tax Increments collected in respect of increases in valuation on the Development
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Property or other property within the Urban Renewal Area unrelated to construction of the Minimum
Improvements (i.e. increases in assessed or actual value due to market factors), or any available Tax
Increments resulting from the suspension or termination of the Economic Development Grants under
Section 8.1 hereof, for any purpose for which the Tax Increments may lawfully be used pursuant to
the provisions of the Urban Renewal Act, and the City shall have no obligations to the Developer
with respect to the use thereof.
ARTICLE IX. INDEMNIFICATION
Section 9.1. Release and Indemnification Covenants.
(a) The Developer releases the City and the governing body membets officers, agents,
servants and employees thereof (hereinafter, for purposes of this Article IX,, the "indemnified
parties") from, covenants and agrees that the indemnified parties shall not be liable for, and
agrees to indemnify, defend and hold harmless the indemnified pafties against;"any loss or
damage to property or any injury to or death of any person occurring at or about or resulting from
any defect in the Minimum Improvements. ``
(b) Except for any willful misrepresentation'or,'any'willful or wanton misconduct or any
unlawful act of the indemnified parties, the�Developer agrees to protect and defend the indemnified
11",parties, now or forever, and further agree,flhold the m
"indenf ed parties harmless, from any claim,
demand, suit, action or other proceedings whatsoever by any person or entity whatsoever arising or
purportedly arising from (i) any violation of any agreement or condition of this Agreement (except
with respect to any suit, action, demand or other'proceeding brought by the Developer against the
City to enforce its rights under this Agreement), (ii) the acquisition and condition of the
Development Property and the ;4construction, installation, ownership, and operation of the Minimum
Improvements or (iii) any hazardous substance or environmental contamination located in or on the
Development Property.
(c) The indemnified p6rties shall not be liable for any damage or injury to the persons or
property of the Developer or its officers, agents, servants or employees or any other person who may
be about the Minimum Improvements due to any act of negligence of any person, other than any act
of negligence on the part of any such indemnified party or its officers, agents, servants or employees.
(d)All covenants, stipulations, promises, agreements and obligations of the City contained
herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations of the
City, and not of any governing body member, officer, agent, servant or employee of the City in the
individual capacity thereof.
(e) The provisions of this Article IX shall survive the termination of this Agreement.
ARTICLE X. DEFAULT AND REMEDIES
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Section 10.1. Events of Default Defined. The following shall be "Events of Default" under
this Agreement and the term "Event of Default" shall mean, whenever it is used in this Agreement,
any one or more of the following events:
(a) Failure by the Developer to cause the construction of the Minimum Improvements to be
commenced and completed pursuant to the terms, conditions and limitations of Article III of this
Agreement; F
(b) Transfer of any interest in this Agreement or the assets of the Developer in violation of
the provisions of Article VII of this Agreement;
6
(c) Failure by the Developer to substantially observe or perform any .covenant, condition,
obligation or agreement on its part to be observed or performed under this Agreement;
d The holder of an Mortgage on the Development e ,'or an improvements
O Yp prtY� Y p
thereon, or any portion thereof, commences foreclosure proceedings as a result of any default under
the applicable Mortgage documents; i
(e) The Developer shall:
(i) file any petitionin!. bankruptcy; or" for any reorganization, arrangement,
composition, readjustment, liquidation, dissolution, yor similar relief under the United States
Bankruptcy Act of 1978, as amended, or under any similar federal or state law; or
F,
(ii) make an assignment for the benefit of its creditors; or
(iii) admit in writing its inability to pay its debts generally as they become due; or
(iv) be adjudicated a bankrupt or insolvent; or if a petition or answer proposing the
adjudication "of the Developer as a bankrupt or its reorganization under any present or future federal
bankruptcy act or any similar federal or state law shall be filed in any court and such petition or
answer shall not be discharged or denied within ninety (90) days after the filing thereof; or a receiver,
trustee "or -,liquidator -6f the Developer or the Minimum Improvements, or part thereof, shall be
appointed iri any proceedings brought against the Developer, and shall not be discharged within
ninety (90) days after such appointment, or if the Developer shall consent to or acquiesce in such
appointment; or
(f) Any representation or warranty made by the Developer in this Agreement, or made by
the Developer in any written statement or certificate furnished by the Developer pursuant to this
Agreement, shall prove to have been incorrect, incomplete or misleading in any material respect on
or as of the date of the issuance or making thereof.
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Section 10.2. Remedies on Default. Whenever any Event of Default referred to in Section
10.1 of this Agreement occurs and is continuing, the City, as specified below, may take any one or
more of the following actions after (except in the case of an Event of Default under subsections (e) or
(f) of said Section 10.1 in which case action may be taken immediately) the giving ofthirty (3 0) days'
written notice by the City to the Developer and the holder of the First Mortgage (but only to the
extent the City has been informed in writing of the existence of a First Mortgage and been provided
with the address of the holder thereof) of the Event of Default, but only if the Event-of.Default has
not been cured within said thirty (30) days, or if the Event of Default cannot reasonably be cured
within thirty (3 0) days and the Developer does not provide assurances reasonably satisfactory to the
City that the Event of Default will be cured as soon as reasonably possible:'
(a) The City may suspend its performance under this Agreement until it receives assurances
from the Developer, deemed adequate by the City, that the Developer will cure its default and
continue its performance under this Agreement;
(b) The City may terminate this Agreement;
(c) The City may withhold the
(d) The City may take any actic
may appear necessary or desirable to
agreement, or covenant of the Developer
(e) The City shall be entitled to
to the City, an amount equal to the most r
Developer under Article VIII hereof, and
deems necessary, to recover such amour.
citable or administrative action, which
and observance of any obligation,
under this Agreement; or
the Developer, and the Developer shall re -pay
scent Economic Development Grant previously made to the
the City may take any action, including any legal action it
from the Developer.
Section 10.3. No Remedy Exclusive. No remedy herein conferred upon or reserved to the City
is intended to be exclusive of `an`y other available remedy or remedies, but each and every remedy
shall be curiiulative and shall be in addition to every other remedy given under this Agreement or
now or hereafter existing"at law or in equity or by statute. No delay or omission to exercise any right
or power accruing upon any default shall impair any such right or power or shall be construed to be a
waiver thereof, but any such right and power may be exercised from time to time and as often as may
be deemed expedient.
Section '10.4. No Implied Waiver. In the event any agreement contained in this Agreement
should be breached by any party and thereafter waived by any other party, such waiver shall be
limited to the particular breach so waived and shall not be deemed to waive any other concurrent,
previous or subsequent breach hereunder.
Section 10.5. Agreement to Pay Attorneys' Fees and Expenses. Whenever any Event of
Default occurs and the party who is not in default shall employ attorneys or incur other expenses for
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the collection of payments due or to become due or for the enforcement or performance or
observance of any obligation or agreement on the part of the party in default herein contained, the
party in default agrees that it shall, on demand therefor, pay to the part not in default the reasonable
fees of such attorneys and such other expenses as may be reasonably and appropriately incurred by
the party not in default in connection therewith.
ARTICLE XI. OPTION TO TERMINATE AGREEMENT<
Section 11.1. Option to Terminate. This Agreement may be terminated by the Developer if (i)
the Developer is in compliance with all material terms of this Agreement incl no Event, of Default
has occurred which has not been cured in accordance with the provisions;of Section 10.2 hereof; and
(ii) the City fails to comply with any material term of this Agreement, and, after "written notice by the
Developer of such failure, the City has failed to cure such noncompliance within ninety (90) days of
receipt of such notice, or, if such noncompliance cannot reasonably be cured by` the City within
ninety (90) days of receipt of such notice, the City has not provided assurances reasonably
satisfactory to the Developer that such noncompliance will be cured as soonas reasonably possible.
Section 11.2. Effect of Termination. If this Agreement is terminated pursuant to this Article
il
XI, this Agreement shall be from such date forward null;aA -void 'and of no further effect; provided,
tik
however, that the City's rights to indemnif, ion under Article IX hereof shall in all events survive
and provided further that the termination of this Agreementshall not affect the rights of any party to
institute any action, claim or demand for- damages suffered as a result of breach or default of the
terms of this Agreement by another party, or torecover'amounts which had accrued and become due
and payable as of the date of such terminatioin Iri"any such action, the prevailing party shall be
entitled to recover its reasonable attorneys fees and related expenses incurred in connection therewith
(but only, in the case of the City, to the` extent permitted by applicable law). Upon termination of
this Agreement pursuant to ; this °Article XI, the Developer shall be free to proceed with the
construction and operation of the Minimum Improvements at its own expense and without regard to
the provisions of this Agreement.'..'s
TICLE XII. MISCELLANEOUS
,_Section 12.1. Conflict of Interest. The Developer represents and warrants that, to its best
knowledge, and belief after due inquiry, no officer or employee of the City, or its designees or agents,
nor any consultant or member of the governing body of the City, and no other public official of the
City who exercises or has exercised any functions or responsibilities with respect to the Project
during his or her tenure, or who is in a position to participate in a decision-making process or gain
insider information with regard to the Project, has had or shall have any interest, direct or indirect, in
any contract or subcontract, or the proceeds thereof, for work or services to be performed in
connection with the Project, or in any activity, or benefit therefrom, which is part of the Project at
any time during or after such person's tenure.
C-18
Section 12.2. Notices and Demands. A notice, demand or other communication under this
Agreement by any parry to the other shall be sufficiently given or delivered if it is dispatched by
registered or certified mail, postage prepaid, return receipt requested, or delivered personally, and
(a) In the case of the Developer, is addressed or delivered personally to the
Developer at 1600 Sycamore Street, Iowa City, Iowa 52240.
(b) In the case of the City, is addressed to or delivered personally,to the City at City
Hall, 410 E. Washington Street, Iowa City, Iowa, 52240, Attn: City Manager, or to such other
designated individual or to such other address as any party shall have 'furriished to the other in
writing in accordance herewith.
Section 12.3. Titles of Articles and Sections. Any titles of the several_parts, Articles, and
Sections of this Agreement are inserted for convenience of reference only and shall be disregarded in
E.
construing or interpreting any of its provisions.
Section 12.4. Counterparts. This Agreement
each of which shall constitute one and the same is
any number of counterparts,
Section 12.5. Governing Law. This Agreement shall be governed and construed in accordance
with the laws of the State of Iowa.
a
Section 12.6. Entire Agreement. This -Agreement and the exhibits hereto reflect the entire
agreement between the parties regarding the subject matter hereof, and supersedes and replaces all
prior agreements, negotiations;or discussions, whether oral or written. This Agreement may not be
amended except by a subsequent writing signed by all parties hereto.
Section 12.7Successors and Assigns. This Agreement is intended to and shall inure to the
benefit of and be binding upon the parties hereto and their respective successors and assigns.
Section 12 8."�_Tennination Date. This Agreement shall terminate and be of no further force or
effect on and'after June 1, 2023.
Section 12.9 -Recording. This Agreement shall be recorded at the Johnson County Recorder's
Office, Iowa City, within 30 days of execution at the expense of the Developer.
IN WITNESS WHEREOF, the City has caused this Agreement to be duly executed in its name
and behalf by its Mayor and its seal to be hereunto duly affixed and attested by its City Clerk, the
Developer has caused this Agreement to be duly executed in its name and behalf by CORE Sycamore
Town Center, L.L.C..
(SEAL) CITY OF IOWA CITY, IOWA
C-19
iM
ATTEST:
STA
COL
for s
kno,v
City
Iowa
and
and z
the f
STA
City Clerk
Mayor
CORE Sycamore Town
Developer\Owner
baa
COUNTY OF
.L.C..
Votary Public in and
rr, to me personally
respectively of the
Le laws of the State of
nicipal Corporation,
poration by authority
said instrument to be
e of Iowa
This instrument was acknowledged before me on this day of , 20_, by
(NAME), as (TITLE) of CORE Sycamore Town
Center, L.L.C.
C-20
Notary Public in and for the State of Iowa
C-21
EXHIBIT A
DEVELOPMENT PROPERTY
The Development Property is described as consisting of all that certain parcel or parcels of
land located in the City of Iowa City, County of Johnson, State of Iowa, more particularly
described as follows:
PARCEL NUMBER 1014457007
f..0 ffS 2, 3. 4, 7 and a pmt o&1mta 5 and 6 of hall First AddWon Ia Iowa
iW, jgVv • as peg .phn thcrea'f recarded in plot Book 9., ire -41 records of
ie as Cauoy, Iawws MW a pan of Ch.-.SonihwArm 'of die EkiwMhe"t
Quneine Sacdon_ 14 raW PWt of the NG%tb 1WE Ofti"c Nof tinn
23, Township 79 HOWL RZOW C WM Of the 5L" PriadFal hrlinsrWba' ,1Eawss C"Y-
}oianeon manly, ice, mom pw0caularly 'described as fnl7 wm!
iCrmanwncing at the nortImut -cat.wt of 'd2a intersection of sycamore '. bee and
7U.S. I3ighway $sdd poix 1a1ngthis P0134 T OF DEGE 1t*lit G tbcnao
ikalle "Ing the as tmaiy -xioln of VMyr "nag of maid -97aw'"V Ste.. North 0 degrees
26 a-4mucec 00sseconfs Lest, .a. distwun of =5.05 f lbnmc+s WCOh 4 d4 09
mimates 01) sods West, n didance of 212,58 Amt, thrimm Workh a Asoffles 26
minutes Go seccond& Wit„ a die tune of 16agg feet- to tbo southwest c a aam -aMOT
1 in s Ad A U Mrst , eq 44 tkm.- tbenca Siauft 84' dgeaes 34
e;Tong the eartcth hiss Of aid L Yr 1P a di*mce of 2'3&80 UL4 to the svudray.- :
comer ot= ,said LM* 2,` the North 42 dcgrewx 06 watts iia =ccmcls West a
,distwae of 194M :Fect to tba =HM4 W=Wdy cDMOr of said LOT' 2.;: thence N06
47 degas 27 mim Lm 49 aeceadW East Wens ifte VxntbWeGtV4Y rmc or sda z:y`
2, s rdE` 4i3 �7� 1Beett thbnoe Nc>dth. tq +i9 mexphea i5 Eaa�t
a1mg tip 'r+ ext Una -of fetid WT Z. a dis -ft of 57.31.6ect to tha user WWh
'the qoqdhvmgtarjy zight away 11ne. or Lau ar Muecaiiuc Rede thcace %bluer, -*W,
Sabel rr& of way 1%c, Sou& 42 degcerq 33 w0nu ttx 45 x wmiLds East a diabase a+f
-92 flask 1homwo Soidb 42 drgmcs '43 asinut= 30 sods Evest. a shoe of
6tlS.79 1aeot; tbmx;e South 2 deg aim 31 mhxwms Co scented+ West, a distan*e of
2AL51 That to the kW=WeCtu= with the notlhwc-alteAy s1girt of way zw a F-Imt
+i.+KVM00 at a ohd of cmVotma of a pmo-unafta CkWW041 coocava to the .Southeast,
hevhmg a rAdjus *jr:MA.,00 DIY s ecorma emglc or 23 dogrem 01 minute 26
Winds, and a chord air 3'20.9 1 iet beadag Sas,tb 34 dempma U tir> 3a
socoods West; a Sduffrwast sUms said mrva. a distemae of.323AS [vest to the
1.nt=rmtr don wtthe the noeffiGrly agm of way bnr- of ,Wd 1 TZ. Highway #6 at a
poigt of'curvatum vFa. Mon-lWWA 1 Curve„ concave to If= somtb6 hWVing a urx of
3015.00 feet, a ,con" mWJIP of 16 degrees 58 lrktnutcs 18 ocoonds. and a chowd of
88% 81 feat bearing 1+1'orth. 81 daMmum 36 minutes 44 epeoonds West; thence West
curve. a distamc of M-07 fent; tluwOO 14OV& 89 401010cs 50 ngnutfs
09scoorufs'4 eA, a di crf 227-53 f=t to fisc is't3WT OF'.g8C304MI140,
TCK3ETTTM aWi IM a non-exxhw�" aftSMant For .ing , egnr zs and
,pig aver pottloc as of Lott 1 In ltrtall. Fist .i d&IiDnal to 7awa City, Tawe. as Fe"
plot dw x Wrecorded in 1':lst B9sradt. 9. page 41 of eanordx of]thnsdn C4unc3r. 10wm4
as sat forth in tbot ccitsin •`13ecismtion of ML*ftW Emeemei>#" 4iatc d Septembar 4,
20o6WoreeaxxL-Cl in the records nT 3ahnson eC'nau ty. jamm at Book 4332, 1
282.
C-22
EXHIBIT B
MINIMUM IMPROVEMENTS
The Minimum Improvements shall consist of the constructing certain
portions of the existing parking lot, building fagade and interior, which improven
a) the installation of certain parking lot and pedestrian access improv
Development Property, as generally shown on the conceptual site plan shown b
b) in conjunction with the installation of certain parking lqt; a" "
improvements as described in a) above, Developer shall provide enhanced;landspa
with a landscaping site plan approved by the City Manager, or designee
c) the interior remodeling of the Lucky's Market space, the Planet Fitnes
spaces indicated on the attached site plan as the "Future New Retail". spaces Th
shall include the elimination of the existing common hallway currently bisectini
creation of new common areas intended to foster entertainmentand'social gathf
cements to
all include:
within the
in
space, and those
;interior remodel
these spaces, and
d) fagade improvements to the Lucky's Market Space; .the 25,900 SF Future New Retail space,
and the southeast fagade more particularly shown `on the attached site plan.
These Minimum Improvements shall be approvedby the City pursuant to Section 3.1 of the
Agreement. The Developer shall pay particular attention to the installation of curbed and landscaped
end -islands, the provision of a sidewalk connection from Lower Muscatine Road, Sycamore Street
and 1 st Avenue to a mall entrance, and compliance with the parking area tree coverage standards of
the zoning code, as well as the obligationsee forth in-. this Agreement for Private Redevelopment.
The total cost of the Minimum Improvements`? to Developer shall be at least $4,400,000. The
Minimum Improvements must resuk2 in an increase in actual assessed value of the Development
Property of at least fifteen (15) ercerit by January 1, 2016 (current assessed value is $10,015,520),
as more fully set forthr.in the:Agreemerit"" for Private Redevelopment.
Developer shall enter into lease agreements, and maintain those agreements for as long as this
Agreement for Private Redevelopment remains in effect, with retailers for a 40,000 SF grocery store,
a SF fitness facility, and x,25;900 SF retail clothing store.
C-24
EXHIBIT C
SIGNAGE DESIGN STANDARDS
All new signs installed on the Development Property shall comply with Iowa City Code of
Ordinances 14-513, "Sign Regulations", and the following standards:
Fascia Signs:
1. For purposes of calculating the percentage of sign wall coverage, the
based on the tenant's store front only. If current tenant signage is dis
front facade improvement, the Developer shall submit a sign plan`fo
prior to the issuance of any sign permit. This sign plan shall setfori
intends to accommodate signage for those tenants without exteriors fr
2. Cabinet -style signs (i.e. internally lit cabinets with applied vinyl copy)
as allowed herein.
3. For tenant spaces with exterior storefronts, classic storefr
awning, canopy roof, or projecting signs are encouraged.
4. A minimum of 75% of the sign must be comprised of indili
be externally or internally illuminated or nth halo Uack li
meet this requirement. Letters cut out from a metal p"anel
also allowed. Externally lit signs should)complement the
and not produce excessive glare AV
wall size will be
-a-by, a new store
City for approval
►w the Developer
prohibited, except
such as canopy,
idual channel letters which could
htug. Neon channel letters would
td illuminated from the back are
Minimum Improvements design
5. A graphic logo maybe an inteally illuminated,cabi
rnnet-style sign if used in conjunction with
channel letters and comprises no more than 25% of the sign. Logos shall generally be
constructed in the same manner as individual letters including contouring to follow the shape
of the logo. In situations m which the logo cannot be contoured, a panel sign may be allowed
if the panel is sized and constructed in a manner that minimizes the overall sign size and
limits the portion illuminated to just the logo.
6. Directional signage mounted to the building fagade may be a cabinet -style sign, but cannot
exceed 4 sf in area.
7. Letterinv. and graphic styles should be consistent with the approved design for the Minimum
Improvements to the exfent possible.
8. Parapet walls buikfor the sole purpose of providing for larger tenant signage are prohibited,
except as approved for large anchor tenants.
9. 4A11. signage shall comply with the above criteria unless the tenant requires an alternate style
of signage. In this circumstance, the tenant must provide staff with a letter explaining why
the approved signage criteria cannot be met.
Free Standing & Monument Signs:
1. The number of tenant panels on a common sign is limited to no more than six (6) except for
internal monument type signs acting as directional signage.
2. All non -building signs must have a unifying theme or logo so that they relate to one another.
C-25
EXHIBIT D
CERTIFICATE OF COMPLETION
WHEREAS, the City of Iowa City, Iowa (the "City") and CORE Sycamore Town Center,
L.L.C.., having an office for the transaction of business at 1600 Sycamore Street, Iowa City, Iowa,
52240 (the "Developer"), did on or about the day of , 201 , make, execute
and deliver, each to the other, an Agreement for Private Redevelopment (the"Agreement"), wherein
and whereby the Developer agreed, in accordance with the terms of the Agreement, to`deyelop and
maintain certain real property located within the City and as more particularly described on the
attached Exhibit 1; and f "�
WHEREAS, the Agreement incorporated and contained certaincovenants and' restrictions with
b
respect to the development of the Development Property, and obligated the Developer to construct
certain Minimum Improvements (as defined therein) in accord ancewrth the"greement; and
WHEREAS, the Developer has to the preserft date performed'sad covenants and conditions
insofar as they relate to the construction of said Minimum Tiiiproverments in a manner deemed by the
City to be in conformance with the approved building plans to permit the execution and recording of
this certification. ,
NOW, THEREFORE, pursuant to
covenants and conditions of the Agreem
successors and assigns, to
been completed and perfi
terminated insofar as the
County is hereby
conclusive deter.
Agreement with.
F,
Property. ; E
'All other„p
terminatN"nion as pr
(SEAL){
N
ATTEST:
LI -A
City Clerk
i of
to tl
Section 3.2' of the Agreement, this is to certify that all
ent withrespect to the obligations of the Developer, and its
linimum Improvements on the Development Property have
)eveloper and are hereby released absolutely and forever
and described herein. The County Recorder of Johnson
recording and to record the filing of this instrument, to be a
tory termination of the covenants and conditions of said
ion of the Minimum Improvements on the Development
:is'of the Agreement shall otherwise remain in full force and effect until
therein.
CITY OF IOWA CITY, IOWA
Un
Mayor
C-26
STATE OF IOWA
COUNTY OF JOHNSON
On this day of , 20before me a Notary Public in and
for said County, personally appeared Matthew J. Hayek and Marian K. Karr, to me personally
known, who being duly sworn, did say that they are the Mayor and City ,Clerk; respectively of the
City of Iowa City, Iowa, a Municipal Corporation, created and existing under the laws of the State of
Iowa, and that the seal affixed to the foregoing instrument is the seal of said; M�'Al6pal Corporation,
and that said instrument was signed and sealed on behalf of said Municipal Corporation by authority
and resolution of its City Council and said Mayor and City Clerk acknowledged said`instrument to be
the free act and deed of said Municipal Corporation by it voluntarily executed
N
C-27
the State of Iowa
EXHIBIT 1
OTS 2, 3, 4, 7 mad a pad of dols 5 6 of Man
First Addiliall to IgWai
Ow, tovea, as Pef Pts# dlmerof sewr&d in Flat Book 9, PVC 41 rwaids of
lOhOM CDUag', IOWG and a pad of the &%Ahvftst Qumtw of " SM&W
Qmorb= Sealon 14 and pwt of the North IM ofthe NoWicad Quer ofSpejbao
, TowaIMp 79 NOM, Rup 6 WeM of the P Pdricip l Maidil9% tam City,
.hit hwon Can*, Mom parfieatarly dexre"d M 1 .
Commeo g at the nw4mt �nw or the i han of $ycamexe Soot Brad
1U.S. RWmay N4 said pant halng do POW OF OMMO;
fallwbS tb owe dy A& edfWay firm of RRW SYWW* SOCO. North 0 deem
26 MjMnLeg 00 man& East, a distance oft _05 O=oe WbA 4 dog 09
minutes 0 Nowb& West. it didazvx of 212.68 fact; dwam Nw1h. 0 depea 26
Mia dGes 00 vx omei. Eut, a dtaat a of 168.9E featto the southa t comer oft Ate'
m,laid 1Mad M"a; tbmw Sowh89'dogma 34 mkadm tit# px=d EA.Vt
Rkme th; sDA lbw of wW LOT 1, a disuse of 278.90 feet go the w0fi cd
air 13f said JQ3' oc Wood 42 dcvm air n9awas 03 wcoulm ett a
dim of 194.06 feat to the mcd minty MW of wdd, LOT 2;, tbenc I+ wffi
dT deg ew 27 lutea 49 ww& Rust WMS t1to wrffiwadvAy fine of add LOT
2, a dWr M of 413,72 Eater; i wim Nor .0 49 =qW, 154own& But
MIM9 die rep tw +sfpld EDT 2, a diets of 57.3 t feet to &a fiAdiem wM
the Sm6wask_dy A& of way 1hm or Lower Muwatiue Rased* 6cnm for[ .
mW 4& r f moray Imes, Sou& 42 dame 33 W_=w 45 se nds lit, a disnae of
6402 f ; ( too south 42 degiwa 43 m mt m 30 a &Imm of
SMW f ttm Som 2 dna 31 antmr= 0 mw& Wev, a &dwe of
28.51 feet ' 4 tM motion: with the awfimmudy Gf way lies of Vim
Aviemt,At a aIM otemvatum of a n= -tom ont emie. *Drio t to the 5a *st,
a nuf us of U4.00 foci, a ccahW on& of 23 dgpm 01 minute 26
aodonds, and: a dKwd of 320.91 fed I IoR gaesth 34 dogroca V iosCO
scadsWe.9; theme Sauthmpt n off. Wd auv% a Mftm of 323 O$ Ecat to the
lukawUGG with arta nordhW " of May 1m of Sid U3. wSY #6 at a
tsoigd of MxVMM Ora moo-iangew curve, ooiahaw to Ific SsE dk having a r4dfix of
3015.00 i6e4 a MnW am& of 16 deg m 58 Mts9es 18 wcoMA and a dwi d of
889.81 feet beaft Ne dh g t deamm 36 minata 44 Mads Mast; tbfnw West
alaAg uM awe a dktmw of 893.07 fad tlemm Now* $O �6 wm 5o mew
09 Oftm-4 WVA a dim of 227.53 foot to the POIC+ T OF BE(iJt+fN NO,
TOGE= VaTJl, a a Ana emmut for iopem egg and
gas' iall &M PAM of Lot 1 in MaR First Mdfifand to [Ym t , Tawi6 a per
pfdt #%fre+eardc d lA'PJW'DMk 9, pqe 41 ofrorat & of Johnum County, Iow,,
$3 sat feritl in thhit certain "l7imetmaiion of MuaW ERse&=Wdated SqAcmhcr,4,,
2M NO in rho rocarda of Johnson crosmty, ria At lloA 43A pW
282.
C-28
EXHBIIT E
ANNUAL CERTIFICATION
Date:
(due annually no later than November 1)
I, , the undersigned, having knowledge of the Developer's Agreement between the
City of Iowa City and CORE Sycamore Town Center, LLC, dated - aK and the
operations of the Development Property, hereby certify the following;
1. All ad valorem taxes on the Development Property have been paid for the prior f scal year,
as evidenced by the attached documentation; and
2. (A) I have re-examined the terms and provisions of the Development Agreement and can
affirm that during the preceding twelve (12) months, the Developer is not,``or was not, in default in
the fulfillment of any of the terms and conditions of said Agreement (including blit not limited to the
occupancy requirements of Section 3.3 thereto) and that no Event. .of Default (,or'eventwhich, with
the lapse of time or the giving of notice, or both, would become an E' nt of Default) is occurring or
has occurred as of the date of this certificate.
OR
(B) the undersigned has re-examined the terms and provisions'of the Development Agreement
and that at the date of this certificate, the undersigned is aware that the Developer is in default of the
Agreement for the following reasons
that the default
has existed since
following
3. Deve
evidenced by
Q
and that,_tho` Developer is taking or proposes to take the
respect
thereto:
in completing the Minimum Improvements, as
taken all reasonably necessary action to maintain said
of square footage occupied by an Active Tenant within the
.1
By:
(Name, title)
Date:
1 Pursuant to Paragraph 3.3 of the Developer's Agreement, at least 65% of the gross leasable floor space shall be
occupied by an Active Tenant by November 1, 2015. By November 1, 2016, at least 75% of the gross leasable floor
space of the Development Property shall occupied by an Active Tenant. Beginning on November 1, 2017, and until
the Termination Date, by November 1 of each year or during ten of the twelve previous months, 80% of the gross
leasable floor space of the Development Property was occupied by an Active Tenant.
C-29