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HomeMy WebLinkAbout03-10-2005 Airport Commission � 1 IOWA CITY AIRPORT COMMISSION MEETING AGENDA AIRPORT TERMINAL BUILDING 1801 S. RIVERSIDE DRIVE IOWA CITY, IOWA THURSDAY, MARCH 10, 2005 - 5:45 P.M. 1. Determine Quorum 2. Select Officers 3. Approval of Minutes from February 10, 2005 meeting and February 16, 2005 meeting 4. Public Discussion - Items not on the agenda 5. Items for Discussion/Action: A. Methodist Men's Club Fly In B. Runway 07 Project- Earth Tech C. Aviation Commerce Park D. Strategic Plan - Implementation E. Airport Budget F. Airport Management G. Obstruction Mitigation Project-Stanley Consultants H. Airport Viewing Area 6. Chairperson's Report 7. Commission Members' Reports 8. Staff Report 9. Set next regular meeting for April 14, 2005 at 5:45 p.m. 10. Adjourn p MINUTES DRAFT Iowa City Airport Commission February 10, 2005 Iowa City Airport Terminal Members Present: Randy Hartwig, Chair; John Staley, Carl Williams, Dan Clay, Michelle Robnett Staff Present: Sue Dulek Others Present: Dave Hughes, Earth Tech, Elizabeth Freiburger, Bill Flannery, Jack Young, Jr., John Yeomans Determine Quorum: Chairperson Hartwig called the meeting to order at 5:48 PM. Approval of Minutes from January 13, 2005, Meeting: Chairperson Hartwig asked if anyone had any corrections or changes. He noted that there was a misspelled name; it should be John Yeomans. Under Item 8, runway 7 project, he noted the terms "surveyor" should be "Geo Tech engineers"; "MLA" should be"MOA" for Memorandum of Agreement. In the second paragraph,Hartwig noted that what they were trying to convey was: "The next phase of the project would be grading, Earth Tech is not currently under contract for this phase (the contract is under review) although Earth Tech's Master Engineering Agreement is in effect. He also noted that instead of"in lieu of Tuesday's Council meeting" it should read February 1st Council meeting.Staley moved to accept the minutes as amended; seconded by Robnett. Motion carried 5 to 0. Public Discussion—Items not on the Agenda: None. Items for Discussion/Action: A. Methodist Men's Club Fly In—John Yeomans and Jack Young, Jr. co-chairs for the fly in event were present. Yeomans discussed the insurance requirements for the event, and stated that this is being taken care of Saturday, May 2lst is the date of the fly in, which is also Armed Forces Day. They are planning to ask local businesses to bring products in, such as motorcycles, boats, and trucks and advertise during the event, as well as be listed as sponsors of the event with a cash donation. They will plan on setting up the day before, and should be finishing up by noon on Saturday. Questions were asked of Dulek regarding the insurance, and she suggested they contact Erin Hefting with the City of Iowa City on this. Williams moved to allow the Methodist Men's Club Fly In on Saturday, May 21St; seconded by Robnett. Motion carried 5 to 0. B. Runway 07 Project—Earth Tech—Dave Hughes reported that since the last meeting, Geo Tech has made it out in the field, and they expect a report back soon. They have also done some preliminary grading on the site so they can • proceed to the storm water modeling. He stated that he met with the City Public Works, and also some engineers who do storm water modeling, as well as a representative for the Mormon Trek Project, in order to tie all of the projects together around the airport. The various procedures that will have to be followed, such as permits with D.N.R. and F.E.M.A.,were also discussed. C. Aviation Commerce Park—Dulek stated that she passed out several items to the members this evening, including the purchase agreement for an offer of about $3.1 million from Wal-Mart for airport property; and a memo from Steve Atkins, City Manager. She noted that on this Tuesday's Council meeting, there is an agenda item to set the public hearing for this issue. An actual decision will not take place until the March 1 Council meeting. Dulek then noted that the Commission needs to decide if they want to recommend to the City Council to accept the offer, or not. She noted that they should set a meeting for next week, if possible,to review this issue. Hartwig will check with Commission members to see what date works best for everyone. D. Strategic Plan—Implementation—Hartwig noted that the presentation of the Iowa City Municipal Airport Five-Year Strategic Plan was well received. Clay reported that in general, there was a lot of positive reaction and feedback to the Plan, and he felt it went very well. He thanked the various City departments for their help in the process. The discussion then turned to the next focus of the Commission,which will be deciding the management structure of the Airport. A brief discussion ensued about this issue, with members questioning if they need to do a search for a manager, or if they need to rewrite a job description for this position. Hartwig asked Bill Flannery, of Snyder and Associates, if he wanted to speak to this issue. Flannery stated that he managed the Des Moines Airport for about twenty years. Flannery discussed the various issues that need to be addressed in deciding what type of management the Commission would like to see in the Airport. Members asked Flannery some general questions in order to get an idea of where to start with this process. Robnett will continue working on her list of duties that need to be decided upon by the Commission, and will get a copy out to the members for their review. Hartwig then suggested that someone from the Commission attend at least one City Council meeting per month, in order to keep the communication going with the City and to keep the Council apprised of the Commission's decisions. Robnett volunteered to attend a March meeting. E. Airport Budget—Hartwig noted that the only thing he would add is that he did get the year-end statement from the Farm Manager, and it's around $22,000 for their cut. Clay asked if there was any more on next year's budget, as far as revisions and approvals. Hartwig noted that there wasn't anything else but the $10,000 they requested. The discussion then turned to vehicle expense, and the van that belongs to the Airport. A brief discussion ensued on whether or not they should keep this van. F. Airport Management—(1) Update: Clay stated that the two new interns started February 151' Elizabeth Freiburger and Michael Tharp, and he introduced Freiburger who was in attendance. Both are Airport Management majors at the University of Dubuque. Tharp informed the Commission on the projects that she has been involved in so far and so possible future projects. (2) Office Space for J ' Commission in Airport Terminal: Hartwig noted that a motion is needed to amend the lease with JetAir, Inc., to exchange leased office space in the terminal building for an office in Building D. The purpose of this amendment is allow the airport manager office to be moved to the terminal building. Staley moved to approve a resolution to amend the agreement with Jet Air to exchange office space in Building D for office space in the terminal; seconded by Robnett. Resolution passed 5 to 0 on a roll call vote. G. Obstruction Mitigation Project—Stanley Consultants—Hartwig noted that he could not speak to this issue, but he will contact them to get an update. H. Airport Viewing Area—Hartwig noted that Flannery's firm is making the drawings for the FAA, and noted that they need to get an exact estimate of cost. Clay noted that there are a few things to be done first, such as an estimate for fence, estimate for an architectural drawing of what the park will look like, estimates for equipment and labor. Robnett noted that they also need a list of contributors thus far, and Freiburger stated that she would work on this for the next regular meeting. Chairperson's Report: Hartwig stated that two weekends ago there was a model airplane swap meet held at the Airport, and it was reported to have gone very well. Hartwig then noted that March will be the election of officers, and he offered his reflection of the past year. Commission Members' Reports: Staley thanked the other Commission members for their input and hard work, and stated that he would like to keep Hartwig as Chairperson of the Airport Commission. Williams noted that he has been working with the DOT on a"The Airport Security Plan"and that he would like to get this on the agenda for the next meeting. Dulek noted they could add this to the agenda for the Special Meeting. Clay again welcomed the new Airport interns, and stated that he feels they are"on the right track"now and he looks forward to the upcoming year. Robnett stated that she is honored to be on the Commission again, and looks forward to working with everyone. Staff Report: None. Set next meeting—March 10,2005 at 5:45 PM (**Special Mtg. to be held: Wednesday, February 16, 2005—5:45 PM at the Airport) Adjourn: Meeting adjourned at 7:47 PM. Randall D. Hartwig Date Chairperson I MINUTES DRAFT Iowa City Airport Commission February 16, 2005 Iowa City Airport Terminal Members Present: Randy Hartwig, Chair; Carl Williams; Dan Clay (left at 6:33 PM); Michelle Robnett; and John Staley (arrived at 6:25 PM) Staff Present: Sue Dulek, Mitch Behr, Karin Franklin Others Present: Rick Mascari, Harry Wolf CALL TO ORDER: Chairperson Hartwig called the meeting to order at 5:47 PM. RECOMMENDATIONS TO COUNCIL: Accept the purchase offer by Price Properties SALE OF LAND: Chairperson Hartwig asked Realtor Harry Wolf to start the discussion regarding the offer that has been made on the 21+ acres of land being sold at the Airport. Price Properties is the company handling the sale of the land for Wal-Mart. Wal-Mart is planning to build a Super Wal-Mart on this property. Wolf stated that he feels that the process should go smoothly, as they handled much of the detail up front. He stated that he would also like to discuss the remaining land with the Commission, sometime in the near future. Williams stated that he had emailed Dulek with the questions that he had regarding this sale. He had asked if the sale of this property would cause a reconfiguration of the other lots by size and value; also, is this land the most valuable of all, and if so, is a new appraisal needed on the remaining property; and does the sale of this property and some of the easements and right-of-ways infringe on their ability to sell or give access to any of the other properties,hence giving them a limited value. He then shared Dulek's response: yes, it would be re-subdivided so the lot size will be reconfigured; as to value, she suggested they ask Wolf; and that Wolf would advise the Council and Commission on this; and thirdly, she stated she was not sure she understood the question,but that it is the City's sole decision to sell or not, not the Airport's. Wolf then discussed with the members the various land uses,with members asking questions regarding types of businesses that could use the areas available. Franklin then addressed the members' questions regarding land use plans by the City. She also discussed the rezoning of land, as well. She asked the members to give her feedback on how they want the remaining land to be developed. Mascari then shared what he knows about the FAA requirements regarding the sale of land. He stated that it was his understanding that the money from the sale of land must remain on the airport. He stated that if the Airport has a positive balance in their account,the FAA would not give them the 95% grant money that they have been receiving. He suggested leasing the remaining properties, and cautioned the Commission to go slowly and be aware of these regulations. Members continued to ask Wolf and Franklin questions concerning Wal- Mart building on this land, and if either of them knew of any reason the Commission should not recommend this sale. MOTION: Williams moved to recommend to the City Council to accept the offer by Price Properties, the company acquiring the 21.67 acres of land for Wal-Mart; seconded by Clay. Motion carried 5 to 0. AIRPORT SECURITY PLAN: Williams discussed the security plan that he worked on. He stated that the Cedar Rapids fire and emergency crews could be coming to Iowa City for training in this area. Hartwig asked for clarification on a few issues. Moved by Hartwig, seconded by Robnett,to adopt Res. A05-06, approving the Airport Security Plan. Affirmative roll call vote unanimous, 4/0, Clay absent. AIRPORT MANAGEMENT: Chairperson Hartwig noted that they needed to amend the agreement with Bill Flannery and Schneider and Associates in order to continue this work. Moved by Staley, seconded by Robnett,to adopt Res.A05-07,approving an amendment to the consultant services agreement with Snyder &Associates, Inc. for temporary management services. Affirmative roll call vote unanimous, 4/0, Clay absent. ADJOURNMENT: Meeting adjourned at 6:40 PM. Airport Commission ATTENDANCE RECORD YEAR 2005 (Meeting Date) TERM 1/13 2/10 2/16 NAME EXP. Daniel Clay 3/1/08 O/E X X Randy 3/1/09 X X X Hartwig Michelle 3/1/07 X X X Robnett John Staley 3/1/06 X X X Carl 3/1/10 X X X Williams KEY: X = Present O = Absent O/E= AbsenUExcused NM= No meeting — = Not a Member - k w 7 r .L. �, a ,.�, �.0°�„sC-. ... 4°24 « C �1�1� ^� �'^:R "m+�,' ' ��+"� �k `� 1 t. ^ ti . _ ..rte- as �.14, : ,s ��r ern z t ti _ .� as sn Iowa Mg ��® s My Show Ft In Saturday & Sunday N May 21St & 22nd Iowa City Municipal Airport 8 AM - 5 PM Free Admission /Parking ' Static Displays Pancake Breakfast - Big Toys on Display Activities — Airplanes (New, Antique, Military) — Pancake Breakfast Both Mornings! — Cars, Trucks, SUV's, ATV's, Motorcycles — Afternoon Refreshments — Hummers, Motor Coaches, Tractors, and More! — Airplane Rides For More Information-Contact the Iowa City Airport at(319)248-1200 j r `'f '¢ F AMB TIn - . h , March 2, 2005 Dear Mayor and Councilors for the City of Iowa City, o p� I hereby submit to the City of Iowa City our General Aviation AIRPORT SECURITY PLAN for the Iowa City Airport. The Iowa DOT, the FAA, Iowa DOT, and TSA requested this plan. They have now seen the document. I have also met with other Airport Commissioners on the matter. They have voted and approved the Airport Security Plan at our last meeting on February 16th, 2005. The Active plan now allows for us to request additional grant money from the State and Federal Government. Just as important, it will lend itself to a safer environment for airport users and the citizens of Iowa City. It is not the desire of anyone to restrict the use of the airport,but simply to make the use of it, safer. Unfortunately after 9/11 it is more important to add safeguards for every ones benefit. I hope you will read this document. If any member of the council wishes to talk to me about it, I will certainly do that. The use of this plan does not stop with the production of it. It is to become a useful document. As agencies, such as the fire dept, and police are made aware of it, it will help us conduct safety meetings at the airport. It will also be used to initiate training seminars for crisis situations, so that all participants can be prepared. Respectfully yours, Carl Williams Airport Commissioner Enc. Copy to: City Manager-w/enc. Police Chief-w/enc. Fire Chief-w/enc. City Clerk-w/enc. 40. r = .;.-Atas City of February 23, 2005 r` A v Gilbert Street Used Vehicle Sales 1640 Highway 1 West Iowa City, IA 52240 Dear Sir/Madam: I represent the Iowa City Airport Commission. It is my understanding that cars from your business are being parked on Airport property. I am writing to request that you cease the use of Airport property immediately. If you have any questions about where the property line is or if you would like to discuss this further,please do not hesitate to contact me. Thank you for your cooperation in this matter. Sincerely, Susan Dulek Assistant City Attorney Copy to: Airport Commission 410 EAST WASHINGTON STREET • IOWA CITY, IOWA 52240-1826 • (319) 356-5000 • FAX (319) 356-5009 t >! twat wr®r®i City Council Meeting Schedule and CITY O IOWA CITY Work Session Agendas March 1,2005 www.icgov.org TENTATIVE FUTURE MEETINGS AND AGENDAS + FRIDAY, MARCH 4 Emma J. Harvat Hall 12:OOp Luncheon Meeting with Area Legislators • MONDAY, MARCH 21 Emma J. Harvat Hall 6:30p Special Council Work Session • TUESDAY, MARCH 22 Emma J. Harvat Hall 7:OOp Special Formal Council Meeting • MONDAY, APRIL 4 Emma J. Harvat Hall 6:30p Council Work Session • TUESDAY,APRIL 5 Emma J. Harvat Hall 7:OOp Regular Formal Council Meeting ♦ MONDAY, APRIL 18 Emma J. Harvat Hall 6:30p Council Work Session' • TUESDAY, APRIL 19 Emma J. Harvat Hall 7:OOp Regular Formal Council Meeting • WEDNESDAY,APRIL 27 Coralville City Hall 4:OOp Joint Meeting • MONDAY, MAY 2 Emma J. Harvat Hall 6:30p Council Work Session ♦ TUESDAY, MAY 3 Emma J. Harvat Hall 7:00P Regular Formal Council Meeting • MONDAY, MAY 16 Emma J. Harvat Hall • 6:30p Council Work Session • TUESDAY, MAY 17 Emma J. Harvat Hall 7:OOp Regular Formal Council Meeting • MONDAY, JUNE 6 Emma J. Harvat Hall 6:30p Council Work Session • TUESDAY, JUNE 7 Emma J. Harvat Hall 7:OOp Regular Formal Council Meeting Meeting dates/times topics subject to change FUTURE WORK SESSION ITEMS Regulation of Downtown Dumpsters 96fir-"Ae - e-P-64 _ EXPE: 03.02.05 18:15:15 Page: 1 ' Iowa City General Ledger System Budget to Actuals Expenditures Summary FY 2005 Expense Reporting For the period 07.01.04 to 01.31.05 YTD Period Account Appropriated Expenditures Expenditures Encumbrance Balance % Used 7600 Airport 560100 Airport Operations PERSONNEL 411000 Perm. Full Time 94630.00 29309.52 29309.52 65320.48 30.97 413000 Temporary Employees 2315.00 2367.25 2367.25 -52.25 102.26 414100 Overtime Wages 840.00 914.27 914 .27 -74.27 108.84 414300 Term. - Vacation Pay 4719.28 4719.28 -4719.28 414400 Term. - Sick Leave 166.06 166.06 -166.06 414500 Longevity Pay 1450.00 908.34 908.34 541.66 62.64 421100 Health Insurance 14653.00 3741.64 3741.64 10911.36 25.53 421200 Dental Insurance 210.06 210.06 -210.06 421300 Life Insurance 319.00 130.09 130.09 188.91 40.78 421400 Disability Insurance 664.00 208.51 208.51 455.49 31.40 421500 Unemployment Compensation 5580.00 5580.00 -5580.00 422100 Fica 7591.00 2944.68 2944.68 4646.32 38.79 423100 Ipers 5706.00 1794.64 1794.64 3911.36 31.45 424500 Monthly Cellular/PCS 325.00 187.50 187.50 137.50 57.69 Total PERSONNEL 128493.00 53181.84 53181.84 75311.16 41.39 SERVICES 431080 Recording Fees 115.00 7.00 7.00 108.00 6.09 431111 Engineering Services 2000.00 2000.00 432060 Consultant Services 10967.55 10967.55 -10967.55 432070 Management Services 3000.00 3000.00 -3000.00 433030 Long Distance Serv. 65.00 17.43 17.43 47.57 26.82 435051 Wireless Phone Serv. 100.00 100.00 435057 Couriers 43.00 43.00 435060 Legal Publications 375.00 375.00 436030 Transportation 600.00 450.00 450.00 150.00 75.00 436050 Registration 665.00 125.00 125.00 540.00 18.80 436060 Lodging 825.00 199.80 199.80 625.20 24.22 436080 Meals 250.00 250.00 437010 Comp. Liability Ins. 10919.00 7798.00 7798.00 3121.00 71.42 437020 Fire & Casualty Ins. 13356.00 13356.00 437030 Worker's Comp Ins. 215.00 215.00 9_coudctivi ' ck4 .. EXPE: 03.02.05 18:15:16 Page: 2 Iowa City General Ledger System Budget to Actuals Expenditures Summary FY 2005 Expense Reporting For the period 07.01.04 to 01.31.05 YTD Period Account Appropriated Expenditures Expenditures Encumbrance Balance g Used 7600 Airport (CONTINUED) 560100 Airport Operations (CONTINUED) SERVICES (CONTINUED) 437200 Loss Reserve Payment 5000.00 5000.00 438010 Stormwater Utility Charges 3551.76 3551.76 -3551.76 438030 Electricity 17874.00 8623.03 8623.03 9250.97 48.24 438050 Landfill Use 246.00 246.00 438070 Heating Fuel/Gas 5551.00 1382.92 1382.92 4168.08 24.91 438080 Sewer Utility Charge 860.00 1348.32 1348.32 -488.32 156.78 438090 Water Utility Charge 993.00 827.40 827.40 165.60 83.32 439030 Testing Services 1450.00 837.20 837.20 612.80 57.74 441010 Vehicle Repairs and Maintenance 1156.00 717.38 717.38 438.62 62.06 442010 Bldg. Rep. & Maint. 1448.00 276.00 276.00 1172.00 19.06 442020 Repair Of Structure 1467.00 195.00 195.00 1272.00 13.29 442030 Repair of Heating Equip 765.00 238.00 238.00 527.00 31.11 442040 Repair of Cooling Equip 544.00 544.00 442060 Repair of Electric/Plmbg 120.00 27.61 27.61 92.39 23.01 443050 Radio Equipment Rep. 26.00 94.08 94.08 -68.08 361.85 443080 Other Repair & Maint 11225.00 1907.17 1907.17 9317.83 16.99 445060 Laundry Service 634.00 501.12 501.12 132.88 79.04 445070 Equipment Service 1093.00 444.00 444.00 649.00 40.62 445090 Hauling 500.00 283.99 283.99 216.01 56.80 445140 Outside Printing 385.00 33.97 33.97 351.03 8.82 445190 Film Processing 11.00 11.00 445230 Technical Services 2668.00 1185.00 1185.00 1483.00 44.42 445240 Word Processing 50.00 50.00 446100 City Attorney Chgbck 3874.00 2235.15 2235.15 1638.85 57.70 446130 ITS-PC/Peripheral Support 535.00 875.00 875.00 -340.00 163.55 446160 ITS-Network/Internet Charge 360.00 180.00 180.00 180.00 50.00 446200 Photocopying Chgback 371.00 162.52 162.52 208.48 43.81 446300 Phone Equipment/Line Change 1080.00 638.04 638.04 441.96 59.08 446320 Mail Chargebacks 545.00 102.74 102.74 442.26 18.85 446330 UPS Chargebacks 20.00 20.00 446350 City Vehicle Repl. 9000.00 8426.53 8426.53 573.47 93.63 449060 Dues & Memberships 361.00 361.00 9 ourk-AA4? - ceoq r EXPE: 03.02.05 18:15:16 Page: 3 • Iowa City General Ledger System Budget to Actuals Expenditures Summary FY 2005 Expense Reporting For the period 07.01.04 to 01.31.05 YTD Period Account Appropriated Expenditures Expenditures Encumbrance Balance % Used 7600 Airport (CONTINUED) 560100 Airport Operations (CONTINUED) SERVICES (CONTINUED) 449140 Tools & Equip. Rent. 1504.00 1476.00 1476.00 28;00 98.14 449280 Miscellaneous Expense 618.90 618.90 -618.90 Total SERVICES 101244.00 59753.61 59753.61 41490.39 59.02 SUPPLIES 452010 Office Supplies 139.00 106.00 106.00 33.00 76.26 452030 Minor Off Equip/Furn 25.00 25.00 454040 Books, Mag. , Newspap 196.00 196.00 455100 Misc Peripherals 29.00 29.00 461040 Ag Chemicals 480.00 480.00 462030 Sanit. & Ind. Supp. 437.00 141.90 141.90 295.10 32.47 465020 Gasoline 24.75 24.75 -24.75 465050 Other Fuels 2000.00 1192.74 1192.74 807.26 59.64 465070 Other Lubricants 43.00 31.99 31.99 11.01 74.40 465080 Fluids Gases & Other 11.00 11.00 466020 Lumber/hardware 325.00 158.18 158.18 166.82 48.67 466030 Paint & Supplies 56.00 56.00 466040 Plumbing Supplies 33.19 33.19 -33.19 466050 Electrical Supplies 210.00 210.00 466060 Bdlg. & Improv. Mat. 13.00 1050.00 1050.00 -1037.00 8076.9 466070 Bldg. & Const. Supp. 110.00 110.00 467020 Minor Equip. Rep Mat 86.00 20.00 20.00 66.00 23.26 467100 Auto & Light Truck 71.00 71.00 468010 Surfacing Materials 99.00 99.00 468020 Concrete 169.00 169.00 468030 Asphalt 76.00 1612.93 1612.93 -1536.93 2122.2 468050 Sand 40.00 44.11 44.11 -4.11 110.28 469040 Traffic Ctrl. Improv 1060.00 205.53 205.53 854.47 19.39 469190 Tools & Minor Equip. 600.00 24.69 24.69 575.31 4.12 469320 Misc Supplies 450.00 38.98 38.98 411.02 8.66 469370 Paper Supplies 54.00 54.00 EXPE: 03.02.05 18:15:16 PamAA7 � /! � �'' rPage: 4 Iowa City General Ledger System Budget to Actuals Expenditures Summary FY 2005 Expense Reporting For the period 07.01.04 to 01.31.05 YTD Period Account Appropriated Expenditures Expenditures Encumbrance Balance % Used 7600 Airport (CONTINUED) 560100 Airport Operations (CONTINUED) SUPPLIES (CONTINUED) Total SUPPLIES 6779.00 4684.99 4684.99 2094.01 69.11 CAPITAL OUTLAY 473010 Contracted Improv. 7000.00 • 7000.00 Total CAPITAL OUTLAY 7000.00 7000.00 OTHER FINANCIAL USES 490190 Interfund Transfers Out- Fu 85440.00 49840.00 49840.00 35600.00 58.33 Total OTHER FINANCIAL USES 85440.00 49840.00 49840.00 35600.00 58.33 Total Airport Operations 328956.00 167460.44 167460.44 161495.56 50.91 Total Airport 328956.00 167460.44 167460.44 161495.56 50.91 *** GRAND TOTAL *** 328956.00 167460.44 167460.44 161495.56 50.91 - eI • REVS: 03.02.05 18:15:229 ant47 Page: 1 Iowa City General Ledger System • Budget to Actuals Revenues Summary FY 2005 Revenue Reporting For the period 07.01.04 to 01.31.05 Estimated YTD Period Account Revenue Revenue Revenue Remainder 7600 Airport 560100 Airport Operations MISCELLANEOUS REV. . 369100 Reimb Of Expenses 195.00 195.00 -195.00 369200 Reimb Damages 50.00 50.00 -50.00 Total MISCELLANEOUS REV. 245.00 245.00 -245.00 USE OF MONEY & PROP. 381100 Int. On Investments 345.86 345.86 -345.86 382100 Land Rental 45049.00 2971.80 2971.80 42077.20 6.60 382200 Building/Room Rental 172106.00 109334.86 109334.86 62771.14 63.53 384200 Vending Machine Comm 32.40 32.40 -32.40 384900 Other Commissions 18000.00 13862.10 13862.10 4137.90 77.01 Total USE OF MONEY & PROP. 235155.00 126547.02 126547.02 108607.98 53.81 OTHER FINANCING SOURCES 393120 General Levy 67000.00 65333.31 65333.31 1666.69 97.51 Total OTHER FINANCING SOURCES . 67000.00 65333.31 65333.31 1666.69 97.51 Total Airport Operations 302155.00 . 192125.33 192125.33 110029.67 63.59 Total Airport 302155.00 192125.33 192125.33 110029.67 63.59 *** GRAND TOTAL *** 302155.00 192125.33 192125.33 110029.67 63.59 - IP V/// , P EXPE: 03.02.05 18:17:58 Page: 1 Iowa City General Ledger System Budget to Actuals Expenditures Summary FY 2005 Expense Reporting For the period 07.01.04 to 02.28.05 YTD Period Account Appropriated Expenditures Expenditures Encumbrance Balances Used 7600 Airport 560100 Airport Operations PERSONNEL 411000 Perm. Full Time 94630.00 31944.72 31944.72 62685.28 33.76 413000 Temporary Employees 2315.00 2534.25 2534.25 -219.25 109.47 414100 Overtime Wages 840.00 1111.95 1111.95 -271.95 132.38 414300 Term. - Vacation Pay 4719.28 4719.28 -4719.28 414400 Term. - Sick Leave 166.06 166.06 -166.06 414500 Longevity Pay 1450.00 . 908.34 908.34 541.66 62.64 421100 Health Insurance 14653.00 4039.28 4039.28 10613.72 27.57 421200 Dental Insurance 233.40 233.40 -233.40 421300 Life Insurance 319.00 130.09 130.09 188.91 40.78 421400 Disability Insurance 664.00 228.49 228.49 435.51 34.41 421500 Unemployment Compensation 5580.00 5580.00 -5580.00 422100 Fica 7591.00 3176.08 3176.08 4414.92 41.84 423100 Ipers 5706.00 1958.97 1958.97 3747.03 34.33 424500 Monthly Cellular/PCS 325.00 212.50 212.50 112.50 65.38 Total PERSONNEL 128493.00 56943.41 56943.41 71549.59 44.32 SERVICES 431080 Recording Fees 115.00 7.00 7.00 108.00 6.09 431111 Engineering Services 2000.00 2000.00 432020 Annual Audit 137.85 137.85 -137.85 432060 Consultant Services 10967.55 10967.55 -10967.55 432070 Management Services 3000.00 3000.00 -3000.00 433030 Long Distance Serv. 65.00 17.43 17.43 47.57 26.82 435051 Wireless Phone Serv. 100.00 100.00 435057 Couriers 43 .00 43.00 435060 Legal Publications 375.00 375.00 436030 Transportation 600.00 450.00 450.00 150.00 75.00 436050 Registration 665.00 125.00 125.00 540.00 18.80 436060 Lodging 825.00 199.80 199.80 625.20 24.22 436080 Meals 250.00 250.00 437010 Comp. Liability Ins. 10919.00 7798.00 7798.00 3121.00 71.42 437020 Fire & Casualty Ins. 13356.00 13356.00 EXPE: 03.02.05 18:17:58 o Page. 2 • Iowa City General Ledger System Budget to Actuals Expenditures Summary FY 2005 Expense Reporting For the period 07.01.04 to 02.28.05 YTD Period Account Appropriated Expenditures Expenditures Encumbrance Balance % Used 7600 Airport (CONTINUED) 560100 Airport Operations (CONTINUED) SERVICES (CONTINUED) 437030 Worker's Comp Ins. 215.00 215.00 437200 Loss Reserve Payment 5000.00 5000.00 438010 Stormwater Utility Charges 3551.76 3551.76 -3551.76 438030 Electricity 17874.00 10069.80 10069.80 7804.20 56.34 438050 Landfill Use 246.00 246.00 438070 Heating Fuel/Gas 5551.00 2918.65 2918.65 2632.35 52.58 438080 Sewer Utility Charge 860.00 1348.32 1348.32 -488.32 156.78 438090 Water Utility Charge 993.00 827.40 827.40 165.60 83.32 439030 Testing Services 1450.00 837.20 837.20 612.80 57.74 441010 Vehicle Repairs and Maintenance 1156.00 717.38 717.38 438.62 62.06 442010 Bldg. Rep. & Maint. 1448.00 276.00 276.00 1172.00 19.06 442020 Repair Of Structure 1467.00 195.00 195.00 1272.00 13.29 442030. Repair of Heating Equip 765.00 238.00 238.00 527.00 31.11 442040 Repair of Cooling Equip 544.00 544.00 442060 Repair of Electric/Plmbg 120.00 27.61 27.61 92.39 23.01 443050 Radio Equipment Rep. 26.00 94.08 94.08 -68.08 361.85 443080 Other Repair & Maint 11225.00 3301.58 3301.58 7923.42 29.41 445060 Laundry Service 634.00 501.12 501.12 132.88 79.04 445070 Equipment Service 1093.00 518.00 518.00 575.00 47.39 445090 Hauling 500.00 283.99 283.99 216.01 56.80 445140 Outside Printing 385.00 94.72 94.72 290.28 24.60 445190 Film Processing 11.00 11.00 445230 Technical Services 2668.00 1185.00 1185.00 1483.00 44.42 445240 Word Processing 50.00 50.00 446100 City Attorney Chgbck 3874.00 2235.15 2235.15 1638.85 57.70 446130 ITS-PC/Peripheral Support 535.00 875.00 875.00 -340.00 163.55 446160 ITS-Network/Internet Charge 360.00 210.00 210.00 150.00 58.33 446200 Photocopying Chgback 371.00 162.52 162.52 208.48 43.81 446300 Phone Equipment/Line Change 1080.00 638.04 638.04 441.96 59.08 446320 Mail Chargebacks 545.00 102.74 102.74 442.26 18.85 446330 UPS Chargebacks 20.00 20.00 446350 City Vehicle Repl. 9000.00 8426.53 8426.53 573.47 93.63 F ' 1 - _ /2, i ^ EXPE: 03.02.05 18:17:58 Page: 3 Iowa City General Ledger System Budget to Actuals Expenditures Summary FY 2005 Expense Reporting For the period 07.01.04 to 02.28.05 YTD Period Account Appropriated Expenditures Expenditures Encumbrance Balance % Used 7600 Airport (CONTINUED) 560100 Airport Operations (CONTINUED) SERVICES (CONTINUED) 449060 Dues & Memberships 361.00 361.00 449140 Tools & Equip. Rent. 1504.00 1476.00 1476.00 28.00 98.14 449280 Miscellaneous Expense 618.90 618.90 -618.90 Total SERVICES 101244.00 64433.12 64433.12 36810.88 63.64 SUPPLIES 452010 Office Supplies 139.00 106.00 106.00 33.00 76.26 452030 Minor Off Equip/Furn 25.00 25.00 454040 Books, Mag. , Newspap 196.00 196.00 455100 Misc Peripherals 29.00 29.00 461040 Ag Chemicals 480.00 480.00 462030 Sanit. & Ind. Supp. 437.00 141.90 141.90 295.10 32.47 465020 Gasoline 24.75 24.75 -24.75 465050 Other Fuels 2000.00 1192.74 1192.74 807.26 59.64 465070 Other Lubricants 43.00 31.99 31.99 11.01 74.40 465080 Fluids Gases & Other 11.00 11.00 466020 Lumber/hardware 325.00 158.18 158.18 166.82 48.67 466030 Paint & Supplies 56.00 56.00 466040 Plumbing Supplies 33 .19 33.19 -33.19 466050 Electrical Supplies 210.00 210.00 466060 Bdlg. & Improv. Mat. 13.00 1050.00 1050.00 -1037.00 8076.9 466070 Bldg. & Const. Supp. 110.00 110.00 467020 Minor Equip. Rep Mat 86.00 20.00 20.00 66.00 23.26 467100 Auto & Light Truck 71.00 71.00 468010 Surfacing Materials 99.00 99.00 468020 Concrete 169.00 169.00 468030 Asphalt 76.00 1612.93 1612.93 -1536.93 2122.2 468050 Sand 40.00 44.11 44.11 -4.11 110.28 469040 Traffic Ctrl. Improv 1060.00 205.53 205.53 854.47 19.39 469190 Tools & Minor Equip. 600.00 24.69 24.69 575.31 4.12 469320 Misc Supplies 450.00 38.98 38.98 411.02 8.66 469370 Paper Supplies 54.00 54.00 EXPE: 03.02.05 18:17:58 Page: 4 Iowa City General Ledger System Budget to Actuals Expenditures Summary FY 2005 Expense Reporting For the period 07.01.04 to 02.28.05 YTD . Period Account Appropriated Expenditures Expenditures Encumbrance Balance °s Used 7600 Airport (CONTINUED) _ 560100 Airport Operations (CONTINUED) SUPPLIES (CONTINUED) Total SUPPLIES 6779.00 4684.99 4684.99 2094.01 69.11 CAPITAL OUTLAY 473010 Contracted Improv. 7000.00 7000.00 Total CAPITAL OUTLAY 7000.00 7000.00 OTHER FINANCIAL USES 490190 Interfund Transfers Out- Fu 85440.00 56960.00 56960.00 28480.00 66.67 Total OTHER FINANCIAL USES 85440.00 56960.00 56960.00 28480.00 66.67 Total Airport Operations 328956.00 183021.52 183021.52 145934.48 55.64 Total Airport 328956.00 183021.52 183021.52 145934.48 55.64 *** GRAND TOTAL *** 328956.00 183021.52 183021.52 145934.48 55.64 REVE: 03 .02.05 18:18:04 Page: 1 Iowa City General Ledger System Budget to Actuals Revenues Summary FY 2005 Revenue Reporting For the period 07.01.04 to 02.28.05 Estimated YTD Period Account Revenue Revenue Revenue Remainder s 7600 Airport 560100 Airport Operations MISCELLANEOUS REV. 369100 Reimb Of Expenses 195.00 195.00 -195.00 369200 Reimb Damages 50.00 50.00 -50.00 Total MISCELLANEOUS REV. 245.00 245.00 -245.00 USE OF MONEY & PROP. 381100 Int. On Investments 345.86 345.86 -345.86 382100 Land Rental 45049.00 3325.72 3325.72 41723.28 7.38 382200 Building/Room Rental 172106.00 122571.86 122571.86 49534.14 71.22 384200 Vending Machine Comm 32.40 32.40 -32.40 384900 Other Commissions 18000.00 13862.10 13862.10 4137.90 77.01 Total USE OF MONEY & PROP. 1 235155.00 140137.94 140137.94 95017.06 59.59 OTHER FINANCING SOURCES 393120 General Levy 67000.00 74666.64 74666.64 -7666.64 111.44 Total OTHER FINANCING SOURCES 67000.00 74666.64 74666.64' -7666.64 111.44 Total Airport Operations 302155.00 215049.58 215049.58 87105.42 71.17 Total Airport 302155.00 215049.58 215049.58 87105.42 71.17 *** GRAND TOTAL *** 302155.00 215049.58 215049.58 87105.42 71.17 • A r _, .® CITY OF IOWA CITY `'° '-Az\ MEMORANDUM Date: March 2, 2005 To: Steve Atkins, City Manager From: Mitchel T. Behr, Assistant City Attorney Re: Sale of Airport Property to Wal-Mart As per your request, the following is a list and timeline regarding items to be accomplished prior to closing on the sale. The "effective date" of the purchase agreement is February 9, 2005, the date you signed it. Most of the deadlines in the purchase agreement are calculated from that date. Closing is to occur within 270 days after the effective date, on or before October 30, 2005. • City Council Approval. City Council is to approve the purchase agreement by April 10, 2005. City Attorney's Office (CAO) will monitor and confirm this. • Rezoning. City will apply to rezone the property as provided for by the purchase agreement by April 10, 2005 and complete the rezoning by closing. Planning will initiate and process the rezoning. • Survey. Wal-Mart is to obtain a survey of the parcel by April 25, 2005. CAO will monitor this and seek review of the survey by Public Works and Planning as necessary. • Wal-Mart Approval. Wal-Mart real estate committee is to approve the purchase agreement by May 10, 2005. CAO will monitor and confirm this. • Ruppert Road ROW Vacation. Iowa City is to apply for vacation of the portion of Ruppert Road lying within the parcel to be acquired within 30 days of the survey, and complete the vacation prior to closing. Planning will initiate and process this application. • Title Work. Wal-Mart may obtain a title insurance certificate within 45 days of the survey. CAO will monitor this and take care of related title-work and documentation, to be completed prior to closing. • • Soil Tests. Wal-Mart is to obtain soil tests of the parcel within 45 days of the survey. CAO will monitor this, likely in consultation with Public Works. • (Re)subdivision Proceedings. City is to apply for resubdivision within 60 days of the survey, and complete it by closing. Planning will initiate and process the resubdivision application. CAO will provide legal documents, including developer's agreement pursuant to which Wal-Mart will construct improvements and make $100,000 contribution. • Government Approvals. Wal-Mart is to "promptly and diligently pursue", and obtain prior to closing, all necessary government approvals for their planned development, including but not limited to the following: • Site Plan Approval. City approval of Wal-Mart site plan. HIS will process their site plan application. Sale of Airport Property to Wal-Mart March 2, 2005 Page 2 • Special Exception. Board of Adjustment special exception if necessary for any of Wal- Mart's proposed uses. Planning processes applications for special exceptions. • FAA Approval of Development. Federal Aviation Administration (FAA) approval of the Wal-Mart site plan by virtue of Form 7460-1, "Notice of Proposed Construction and Alteration." City staff may need to work through consultant Bill Flannery with Wal-Mart in this process. • FAA Approval regarding Transitional Safety Zone. FAA approval of an agreement between the City and Wal-Mart for Wal-Mart's use of portions of the "transitional safety zone" for storm water detention and driveway access. Again, City staff, through consultant Bill Flannery, may need to work with Wal-Mart through this process. • FEMA Approval. Federal Emergency Management Association (FEMA) amendment of the flood plain. Per the purchase agreement, City Staff(Public Works, presumably) is to "cooperate reasonably" in obtaining this approval, at Wal-Mart's cost. • Building Permit. HIS will review and process Wal-Mart's applications for building permits. • Feasibility Contingency. Wal-Mart is to determine if their planned development is feasible by July 2, 2005 (or September 30, 2005 if the feasibility period contingency is extended by deposit of an additional $25,000 with the escrow agent). This will likely entail an environmental study by Wal-Mart. CAO will monitor this contingency. • Amendment of Declaration of Restrictions and Covenants. An amendment to the currently applicable restrictions and covenants, in the form attached to the purchase agreement as Exhibit D, will have to executed and recorded at the time of closing. Based on resubdivision, minor modifications may have to be made to the form set forth in Exhibit D. CAO will work on this in consultation with Planning and other departments as necessary. cc: Eleanor M. Dilkes Karin Franklin Rick Fosse Doug Boothroy milchIBMaI.Martlproperrysato.doc • Prepared by: Mitchel T. Behr,Mat. City Atty.,410 E.Washington St., Iowa City, IA 52240(319)356-5030 RESOLUTION NO. 05-105 RESOLUTION APPROVING A PURCHASE AGREEMENT BETWEEN THE CITY OF IOWA CITY AND PRICE PROPERTIES FOR APPROXIMATELY 21.76 ACRES OF PROPERTY LYING WITHIN LOTS 10 THROUGH 17 OF NORTH AIRPORT DEVELOPMENT SUBDIVISION AND LOTS 2 THROUGH 4 OF NORTH AIRPORT DEVELOPMENT SUBDIVISION - PART TWO, AND THE DISPOSITION OF SAID PROPERTY IN ACCORDANCE THEREWITH. WHEREAS, The North Airport Development Subdivision and North Airport Development Part Two Subdivision include commercial lots which have been marketed for sale to the general public; and WHEREAS, City has negotiated a purchase agreement with Price Properties, a land acquisition agent for Wal-Mart, a copy of which agreement is attached hereto and requires City Council approval; and WHEREAS, following public hearing on the City Council's intent to approve said purchase agreement and to dispose of the property in accordance therewith, City Council finds that the purchase agreement should be approved and that said property should be conveyed in accordance with said purchase agreement. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF IOWA CITY, IOWA, THAT: 1. The City Council hereby approves in form and substance the attached purchase agreement between the City of Iowa City and Price Properties for approximately 21.76 acres of property lying within Lots 10 through 17 of North Airport Development Subdivision and Lots 2 through 4 of North Airport Development Subdivision Part Two, and the disposition of said property in accordance therewith. 2. Upon the direction of the City Attorney, the Mayor and City Clerk are hereby authorized to execute all documents necessary to dispose of said property in accordance with said purchase agreement. Passed and approved this 1st day of March , 20 0 • 5 • 1"4 MAYOR / Approved by ATTEST: 7'yj u circ J kS • a�/� � I/r aft vo.- CITY LERK City Attorney's Office • - Resolution No. 05-105 Page 2 It was moved by Elliott and seconded by 0'Donnel 1 the Resolution be adopted, and upon roll call there were: AYES: NAYS: ABSENT: X Bailey Champion Elliott X Lehman X O'Donnell x Vanderhoef Wilburn IOWA—Iowa City Store#1721 PURCHASE AGREEMENT • This Agreement is dated as of the 9th day of February , 2005, between THE CITY OF IOWA CITY,IOWA("Seller"), and PRICE PROPERTIES("Buyer"); WITNESSETH: 1. Sale and Purchase. Seller shall sell and Purchaser shall purchase, subject to the terms and conditions herein, an approximately 21.76 acre tract of land (the `Property") more particularly described or depicted in Exhibit A attached hereto and made a part hereof located at the intersection of Highway 6 and Ruppert Road, in or near the City of Iowa City, Johnson County,Iowa. 2. Purchase Price. The purchase price for the Property shall be Three Million One Hundred Thirty-One Thousand Seven Hundred Twenty-Four and 40/100 Dollars($3,131,724.40) (the'Purchase Price"),payable as follows: (a) Fifteen Thousand and No/100 Dollars ($15,000.00) shall be paid contemporaneously with the execution by Buyer of this Agreement to LandAmerica Financial Group, Inc., National Commercial Services, 7557 Rambler Road, Suite 1200, Dallas, Texas 75231; Attn: Ms.Stephanie Kleam,National Accounts Administrator(the 'Escrow Agent"),to be held in an interest bearing escrow account (the "Deposit"), with interest accruing to Buyer, and to be delivered to Seller at the Closing (hereinbelow defined); or, at Buyer's option, such Deposit maybe allocated pursuant to a letter of credit existing in favor of the Escrow Agent;and (b) The balance of Three Million One Hundred Sixteen Thousand Seven Hundred Twenty-Four and 40/100 Dollars($3,116,724.40)shall be paid on the date of the closing of this sale(the"Closing")by certified check or Federal wire transfer. 3. Survey. Within seventy-five (75) days after the Effective Date of this Agreement, Buyer, at its expense, shall obtain a current survey of the Property prepared by a Registered Surveyor (the "Survey"). The Survey, in form suitable to Buyer, Seller and Title Company, shall (a) locate all present and future easements, rights-of-way, wetlands, 100-year flood plain,building lines,utility lines,roadways and encroachments on or abutting the Property, (b) contain an accurate metes and bounds description of the Property; and (c) contain the certification of the surveyor as to the number of net square feet contained in the Property, 24531642.4 07-Feb.05 15:19 04339499 • exclusive of any land lying within areas in,upon,over,under and across which no improvements may be constructed by Buyer,its agents or successors. 4. Title Insurance. Within forty-five(45)days after receipt of the Survey described in Section 3 above,Buyer may order a standard form ALTA Owner's Title Commitment Policy (the"Commitment") covering the Property and issued by a National Title Insurance Company acceptable to Buyer and licensed to do business in the state in which the Property is located ("Title Company"),together with copies of all instruments,if any referred to in the Commitment as exceptions to title. The title insurance policy issued to Buyer shall have ALTA comprehensive endorsement, plus coverage for(i) access to physically open streets adjacent to the Property, (ii)any covenants, conditions and restrictions affecting the Property have not been violated nor will be violated by Buyer's intended use of the Property, (iii) contiguity of any multiple parcels which comprise the Property with no gaps nor gores, (iv) that the standard survey exception be omitted from the title policy and(v)Buyer's successors. Within thirty(30) days of receipt of the latter of the Survey and the Commitment,which Commitment must include copies of all documents constituting exceptions to title and Survey, Buyer shall give notice in writing to Seller of any defects in or objections to the title or the Survey as so evidenced. If Buyer does not either accept the conditions of the Commitment and Survey or object to the conditions of the Commitment and Survey within said thirty (30) day period, then Seller may give Buyer written notice of its failure to object to the conditions of the Commitment and Survey,and if Buyer fails to give Seller written notice of any defects in or objections of Buyer to the title or the Survey within ten(10)business days after such written notice from Seller, then Buyer shall be deemed to have approved the matters described in the Commitntent and the Survey(except for Lien and Lease Exceptions as hereinbelow defined). Additionally, except for (i)matters to which written notice of objection has been given by Buyer to Seller as hereinabove provided, and (ii) Lien and Lease Exceptions as defined below, all exceptions disclosed by the Commitment and the Survey shall be included in the term "Permitted Exceptions" as used herein. Seller shall,within forty-five(45)days after receipt of said notice,or such time as may be extended by Buyer, exert its reasonable and diligent efforts to clear the title of the defects and objections so specified. Failure to exert such effort to clear the title of defects and objections within the forty-five (45) days, or such time as may be extended by Buyer, shall constitute a 24531642.4 07-Feb-05 15:19 04339499 2 • default on the part of the Seller and be subject.to the provisions of Paragraph 10 contained herein. 5. Title and Deed. At the Closing, Seller shall convey to Buyer, by General Warranty Deed in a form acceptable to Buyer, marketable title to the Property,free and clear of any and all encumbrances except for Permitted Exceptions, as determined pursuant to the provisions of Section 4 above. In no event shall mortgages, deeds of trust, monetary liens, or leases be deemed Permitted Exceptions("Lien and Lease Exceptions"). At the Closing, Buyer also may obtain, at Buyer's expense, a standard from ALTA Owner's Title Insurance Policy(the "Policy") issued by the Title Company, insuring marketable title to Buyer in the full amount of the Purchase Price and containing no exceptions or. conditions other Than the Permitted Exceptions. If Buyer elects to obtain an extended form title insurance policy, Buyer shall be responsible for the increase in premium between a standard form policy and an extended form policy. Seller shall deliver to Buyer and Title Company copies of the deed and all other documents required for closing at least ten(10)days prior to Closing..Delay in Seller's delivery of said instruments may at Buyer's option result in a delay of the Closing equivalent to the delay in the delivery of the instruments. 6. Risk of Loss; Condemnation. Until the Closing, the risk of loss or damage to the Property by fire or other casualty or its taking or damage by condemnation shall be on Seller. If any loss or damage occurs prior to the Closing, then Buyer shall have the option of(i) Canceling and rescinding this Agreement and receiving a refund of all the Deposits, or (ii) accepting the Property with abatement of the Purchase Price in the amount of the estimated cost of replacement or repair(as agreed upon by Seller and Buyer). If,prior to the Closing,all or any • part of the Property shall be condemned by governmental or other lawful authority,Buyer shall have the option of(a) completing the purchase, in which event all condemnation proceeds or claims thereof shall be assigned to Buyer, or(b) canceling this Agreement, in which event the Deposit and any interest earned thereon shall be returned to Buyer and this Agreement shall be terminated with neither party having any rights against the other. 7. Taxes and Assessments. Real estate taxes,if any, for the fiscal year in which the Closing occurs shall be prorated to the date of Closing, Seller to have the last day, to and including the date of Closing. Real estate taxes for all prior years shall be paid by Seller. If the Closing shall occur before the tax rate is fixed for the then-current fiscal year,the apportionment • 24531642.4 07-Feb-05 15:19 04339499 3 of taxes shall be upon the basis of the tax rate for the preceding fiscal year applied to the latest assessed valuation,with the proration to be adjusted between the parties based on actual taxes for the fiscal year in which Closing occurs at the time such actual taxes are determined. Assessments, either general or special,for improvements completed prior to the date of Closing, whether matured or unmatured,shall be paid in full by Seller. All charges for water,sewer,rents and solid waste removal and maintenance attributable to Seller's ownership,possession or use of the Property, including those for which assessments arise after Closing, shall be paid by Seller. All other assessments shall be paid by Buyer. The Escrow Agent shall cause to be completed the Real Property Tax Guidelines For Buyer Built Stores attached hereto as Exhibit B and shall provide to Buyer at closing. S. Transfer and Sales Taxes. The expense and cost of all Federal, state and local documentary or revenue stamps,transfer,sales and similar taxes,if any,relating to the sale of the Property and imposed on or calculated on the basis of the Purchase Price,shall be paid by Seller on the date of Closing. Both parties agree to execute any tax returns required to be filed in connection with any such taxes. Rollback taxes payable as a result of the sale of the Property(if any)shall be paid by Seller. , 9. Default by Buver. If Buyer shall default in the performance of any of the terms • and conditions of this Agreement, or if the Closing shall not occur through the fault of Buyer, Seller shall, as its sole remedy at law, in equity or otherwise, retain the Deposit as liquidated damages,and this Agreement shall be canceled. If the Deposit is not promptly tendered to Seller following written demand from Seller to Buyer and the Escrow Agent, Seller shall not be obligated to file suit against the Escrow Agent to recover the Deposit and may,in the alternative and at its election,file suit against Buyer in the.appropriate court in the State of Iowa to recover an amount equal to the Deposit directly from Buyer. 10.. Default by Seller. If Seller fails or refuses to fully comply with the terms of this • Agreement,for any cause other than Buyer's default hereunder,Buyer shall, at its option and as • its sole remedy, either(a)rescind this Agreement and recover from Seller the Deposit, as well as any and all reasonable expenses, not to exceed $50,000.00, paid or incurred by Buyer in • connection with this Agreement,or(b)proceed with this Agreement and take the Property as is, or(c)pursue a suit for specific performance of Seller's obligations under this Agreement. • 24531642.4 07-96.05 15:19 04339499 4 • 11. Right of Entry. At any time prior to the Closing, and at Buyer's sole expense, Buyer or its authorized agents shall have the right to enter upon the Property for any lawful purpose, including without limitation making such surveys and site analysis, test borings and engineering studies as Buyer may deem necessary. Except for any preexisting conditions on the Property, Buyer shall indemnify and hold Seller harmless from and against any and all claims and liens arising out of any act or failure to act of Buyer or its authorized agents as a result of their respective activities on the Property. If Closing does not occur within the time period provided for in this Agreement, and if requested to do so by Seller, Buyer shall restore the Property to the condition in which it existed prior to Buyer's entry thereon. 12. Brokerage Fees. Seller shall be responsible for the payment of the brokerage fee or commission(the"Commission"), payable only as and when the Closing actually occurs, and not otherwise,to NM Iowa Realty Commercial(Harry Wolf)("Seller's Broker")and Jason Price("Buyer's Broker")(together,the"Brokers"),in an amount equal to seven percent(7%)of the first $500,000.00 of the Purchase Price for the Property, plus six percent (6%) of the next $500,000.00 of the Purchase Price for the Property, plus five percent (5%) of the next $1,000,000.00 of the Purchase Price, plus three percent (3%) of that portion of the Purchase Price in excess of$2,000,000.00 (thus, a Purchase Price of$3,131,724.40 would result in a calculated Commission of$148,951.73);such Commission to be divided evenly between Seller's Broker and Buyer's Broker. Both parties represent that no other broker is involved in this Agreement and each party indemnifies the other against brokerage or commission claims arising out of the indemnifying party's actions. 13. Utilities. Seller, at the time of Closing, warrants that water, gas, electrical, sanitary sewer and storm sewer utility services are available to the property line of the Property. 14. Contingencies. The purchase contemplated by this Agreement between the parties is subject to the following contingencies: A. Feasibility Period. Buyer shall have a one hundred fifty (150) day period from and after the date of this Agreement(the"Feasibility Period")to determine the feasibility of Buyer's planned development of the Property. Buyer may,at its option, extend the Feasibility Period for one(1)additional period of ninety(90)-days by depositing with the Title Company an additional Twenty-Five Thousand and No/100 Dollars ($25,000.00) for such extension. At Buyer's election, such additional amount may be allocated pursuant to an irrevocable letter of 24531642.4 07-Feb415 15:19 04339499 5 credit existing in favor of Escrow Agent. Said deposit shall increase the amount of the Deposit and be applied to the Purchase Price. In the event Buyer fails to timely make such additional deposit, Buyer shall be deemed to be in default hereunder, and Seller shall be entitled to give Buyer notice of same in accordance with Section 9 above. At any time,prior to the end of the Feasibility Period (as extended, if extended), the Buyer may, for any reason in its sole and absolute discretion, cancel this Agreement and receive a refund of the Deposit; provided, however, that if such cancellation by Buyer occurs after the end of the original 150-day Feasibility Period, then the entirety of the Deposit (the original$15,000.00 Deposit and the additional$25,000.00 Deposit for extension of the Feasibility Period)shall be non-refundable to Buyer and shall be paid to Seller. B. Zoning. This Agreement is expressly conditioned on rezoning of the Property to Community Commercial (CC-2), pursuant to Iowa City Code Section 14-6E-5, for business retail usage. Seller shall, at its expense and within sixty (60) days after the Effective Date hereof, file an application to have the Property rezoned to Community Commercial (CC-2), pursuant to Iowa City Code Section 14-6E-5, for business retail usage. Seller and Buyer shall pursue the zoning application and processing to completion and shall execute all necessary and appropriate instruments. It is acknowledged and agreed, however,that the final reading and the effective date of the ordinance to rezone the Property may be delayed until a date on or before Closing, after all other contingencies contained herein have been waived or satisfied. Application shall be made in the name of either Seller or Buyer or other parties as may be required or appropriate under the governing zoning ordinances. If the rezoning described above is not obtained on or before the Closing, this Agreement shall, at Buyer's option, terminate and be of no further force or effect, and the Deposit and any interest earned thereon shall be returned to Buyer, or Buyer shall waive this contingency and proceed with the Closing. Once the rezoning described above is completed, Seller agrees to provide a letter from the appropriate zoning entity stating such zoning and this contingency shall have been satisfied. C. Soils Tests. This Agreement is expressly conditioned upon soils test results, which, in the sole judgment of Buyer,evidences that the property is suitable for Buyer's intended use. Buyer shall obtain soils test borings to be taken on the property within thirty(30) days of receipt of the Survey,provided for in Section 3 hereof. If Buyer determines soils are unsuitable 24531642.4 07-Feb-03 15;19 04339499 6 for its use,then this Agreement shall, at Buyer's option,terminate and be of no further force or effect. Should Buyer elect to terminate this Agreement, the Deposit and any interest earned thereon shall be returned to Buyer, or Buyer shall waive this contingency and proceed with the Closing. D. Real Estate Committee Approval. This Agreement and purchase is wholly . contingent upon Buyer being able to obtain approval, from the Real Estate Committee for Wal- Mart Real Estate Business Trust, of the placement of a store on the Property. It is understood that Buyer shall notify Seller within ninety(90)days after the Effective Date of this Agreement of the decision of the Committee. If the decision is"yes"this Agreement shall continue in full force and effect. If the decision is "no" the Deposit and any interest earned thereon shall be returned to Buyer and this Agreement shall terminate and neither party shall have any further obligations under the terms thereof. E. Governmental Approvals. This Agreement is expressly conditioned upon Buyer receiving from all appropriate and applicable private and/or governmental agencies and entities including but not limited to city and/or county planning authorities, Department of Environmental Regulations,Department of Transportation and Water Management District,any written approvals, permits, and licenses as may be required for the construction of its facilities upon the Property, including without limitation, site plan approval by the City of Iowa City(the attachment and use of a preliminary site plan as Exhibit A to this Agreement is not intended to be and does not constitute site plan review or approval by the City of Iowa City), a special exception approved by the Iowa City Board of Adjustment, if necessary, for Buyer's proposed use of the Property, and submission and approval of a Federal Aviation Administration (the "FAA") Form 7460-1 "Notice of Proposed Construction and Alteration," including (without limitation) approval by the FAA of the use of that portion of the"Transitional Safety Zone" (as shown on Exhibit A attached hereto) abutting the southeast boundary of the Property for the purposes described in Section 14I.below,but excluding any occupancy permits from.the City of Iowa City. Buyer agrees to diligently pursue the acquisition of said approvals, permits and licenses promptly after the Effective Date of this Agreement;however, it is expressly understood that Buyer shall not be obligated to close until all necessary approvals,permits and licenses are obtained. If Buyer determines it is unable to obtain the necessary permits and approvals for its use,then this Agreement shall, at Buyer's option,terminate and be of no further force or effect, 24531642.4 07.Feb-05 15:19 04339499 7 • and the Deposit and any interest earned thereon shall be returned to Buyer,or Buyer shall waive this contingency and proceed with the Closing. F. Vacation of Ruppert Road Rightof-Wav/Utility Easements. This Agreement is expressly conditioned upon(i)vacation of the portion of the existing Ruppert Road right-of- way contained within the Property, (ii) Buyer granting to Seller any and all necessary utility easements within the relocated Ruppert Road right-of-way for the utilities located with the existing Ruppert Road right-of-way to be vacated,without compensation,and(iii)Buyer paying the cost of relocation of any such utilities from the existing Ruppert Road right-of-way to the relocated Ruppoert Road right-of-way. Seller shall, at its expense and within thirty(30) days after receipt of the Survey provided for in Section 3 hereof file an application to have said right- of-way vacated. Seller and Buyer shall pursue the vacation application and processing to completion and shall execute all necessary and appropriate instruments. Application shall be made in the name of either.Seller or Buyer or other parties as may be required or appropriate. If the above vacation and grant of utility easements are not obtained on or before the Closing,this Agreement shall, at Buyer's option, terminate and be of no further force or effect, and the Deposit and any interest earned thereon shall be returned to Buyer, or Buyer shall waive this contingency and proceed with the Closing. G. Subdivision Proceedings. This Agreement is expressly conditioned upon approval of all resubdivision proceedings required for conveyance of the Property as described on Exhibit A hereto. Seller shall, at its expense, and within sixty(60) days after receipt of the Survey provided for in Section 3 hereof file any necessary application(s) for necessary resubdivision proceedings. In connection with and prior to approval of said resubdivision • proceedings, which shall include the re-platting and relocation of Ruppert Road to the location along the north line of the Property as depicted on Exhibit A hereto, with final intersection configuration and design to be determined,Buyer shall enter into a'Development Agreement" with Seller,pursuant to which Buyer shall agree to: (i)reconstruct and relocate Ruppert Road as generally depicted on Exhibit A hereto, at Buyer's cost, in compliance with City standards and specifications;(ii)construct a left turn lane for north bound traffic on Ruppert Road turning west on to Iowa Highway 1, at Buyer's cost, with final intersection configuration and design to be determined,in compliance with City standards and specifications;and(iii)pay Seller the sum of $100,000.00, as Buyer's total contribution towards .the cost of all other 'off-site public 14331642.4 07-Feb-05 15:19 04339499 8 • • improvements necessary as a result of Buyer's proposed use and development of the Property; and pursuant to which the Seller shall agree to cooperate reasonably with Buyer, upon written request but at Buyer's cost, in having the flood plain boundary on the Property modified and relocated through the letter of map amendment("LOMA")process with the Federal Emergency Management Agency("FEMA"). If the above resubdivision proceedings are not obtained on or before the Closing;or if the above-described Development.Agreement is not agreed upon before Closing, then in either event this Agreement shall, at Buyer's option, terminate andbe of no • further force or effect, and the Deposit and any interest earned thereon shall be returned to Buyer,or Buyer shall waive this contingency and proceed with the Closing. H. Iowa City Council Approval. This Agreement is also contingent upon formal approval by the City Council for Iowa City, pursuant to Section 364.7 of the Code of Iowa. Seller shall obtain said approval within sixty (60) days after the Effective Date of this Agreement. If'said approval is not obtained within said sixty(60) day period, this Agreement shall terminate and be of no further force or effect, and the Deposit and any interest earned thereon shall be returned to Buyer. I. Use of Transitional Safety Zone. This Agreement is expressly conditioned upon(i) Seller and Buyer entering into, at Closing, a mutually acceptable form of appurtenant, perpetual easement agreement,lease or other recordable document evidencing the right of Buyer, as the owner of the Property,to use that portion of the"Transitional Safety Zone"(as depicted on Exhibit A attached hereto)abutting the southeast boundary of the Property for access driveway purposes(as to the thirty(30)foot wide poition thereof depicted on Exhibit A hereto), and for the construction, maintenance and use of a "dry detention" storm water detention facility thereon, and (ii) the approval of the terms and provisions of said use agreement by the FAA • and/or any other governmental entities or agencies having control over the use of the Transitional Safety Zone. If said use agreement is not agreed upon and approved by Closing, then this Agreement shall,' at Buyer's option, terminate and be of no further force or effect, and the Deposit and anyinterest earned thereon shall be returned to Buyer, or Buyer shall waive this contingency and proceed with Closing. 15. Notices. All notices and other communications required or permitted to be given hereunder shall be in writing and shall be mailed by certified or registered mail,postage prepaid, or by a nationally recognized overnight carrier,addressed as follows: 24531642.4 074,41605 15:19 04339499 9 • • If to Seller: If to Buyer: • The City of Iowa City,Iowa Price Properties Attn: City Manager 2302 Summit Place 410 East Washington Street Birmingham,AL 35243 Iowa City,Iowa 52246 Attention Jason Price With g on Io: • Wal-Mart Real Estate Business Trust 2001 S.E.10th Street Bentonville,AR 72716-0550 • Attention: Richard Ii Martin,Corporate Counsel . with copy: Karyn Whorton,Real Estate Mgr. Notice shall be deemed to have been given upon evidence of receipt or refusal. 16. Closing. (a) The Closing shall take place at a place and time mutually agreed ' upon by the parties, within ten (10) days following the date upon which all conditions and contingencies set forth in Sections 3, 4, 14A, 14B, 14C, 14D, 14E, 14F, 14G, 1411 and 14I contained herein are satisfied. It is mutually agreed by the parties that the closing date will be no • later than two hundred seventy (270) days after the date of this Agreement, unless mutually agreed to in writing by the Seller and Buyer. • (b) At the Closing, Seller and Buyer also shall execute and deliver for filing pursuant to applicable provisions of Chapter 614 of the Iowa Code a"claim"to extend the term of the Declaration described in Exhibit D to this Agreement for a period of twenty-one(21)years from and after the date of Closing and the filing of such claim. The form of such claim shall be prepared by counsel to Buyer and shall be subject to the review and approval of counsel to Seller. 17. Closing Costa. Not withstanding anything to the contrary contained herein,the Closing costs shall be paid as follows: By Seller: (a) Expenses of placing title in proper condition; (b) Preparation of General Warranty Deed; • (c) Revenue stamps or transfer tax; (d) Recording fees;and • (e) Brokerage Fee. • By Buyer: (a) Preparation of Mortgage,Deed of Trust or other applicable financing instruments; (b) The cost of Buyer's title insurance policy obtained pursuant to Paragraph 4 of this Agreement; (c) The escrow fee,if'any,payable to Escrow Agent;and (d) All costs and fees related to any letter of credit used by Buyer for the • Deposit or any portion thereof. 24531642.4 07-Feb4515:19 04339499 • 10 • • 18. Time of Essence:Acceptance. Time is expressly declared to be of the essence of • this Agreement. Seller shall have ten (10) business days from the date of receipt of this Agreement to accept and agree to the temis and conditions herein. • 19. Entire Agreement. This Agreement contains the entire agreement between Seller and Buyer,and there are no other terms,conditions,promises,undertakings, statements or ' representations,expressed or implied,concerning the sale contemplated by this Agreement. • . 20. Headings. The headings to the Sections hereof have been inserted for convenience of reference only and shall in no way modify or restrict any provisions hereof or be used to construe any such provisions. 21. Modifications. The terms of this Agreement may not be amended, waived or terminated orally,but only by an instrument in writing signed by both Seller and Buyer. 22. Successors. This Agreement shall inure to the benefit of and bind the parties hereto and their respective successors and assigns. 23. Non Foreign Affidavit. Seller agrees to execute, at the Closing, the Transferor Form attached hereto as Exhibit Cand made a part hereof in compliance with Section 1445 of the Internal Revenue Code. It is understood that if there are multiple Sellers, each Seller shall execute a Transferor Form at the Closing. 24. Effective Date. The Effective Date of this Agreement shall be the last date on which all parties hereto have executed this Agreement. 25. Additional Representations by Seller. (a) Seller hereby represents to Buyer that, to the best of Seller's knowledge and belief the Property is not contaminated with, nor .threatened with contamination from outside sources by, any solid, gaseous or liquid chemical, material or substance to which exposure is prohibited, limited or regulated by any federal, state, county, local or regional authority or which is known to pose a hazard to health and safety (collectively, "Hazardous Substances"), and that the Property has never been used for a landfill,. dump site, storage of Hazardous Substances, or by a manufacturer of any product or for any other industrial use.This representation shall survive the Closing for a period of one(1)year. In. the event,but only in the event,it is determined(either before or after the Closing)that Seller has • breached the representation set forth in this Paragraph 25(a), then Seller agrees, at its sole cost • and expense,to perform such acts as may.be necessary to cause the Property to be in compliance • with all federal, state and local environmental laws, rules and regulations: In the event that 24331642.4 074cb-05 15:19 04339499 11 1 . Seller fails to perform such acts,then Buyer may undertake such actions as may be necessary to fulfill Seller's obligations hereunder and recover from Seller the'expenses incurred by Buyer in. so fulfilling Seller's duties hereunder. Further, if Buyer determines that Hazardous Substances are present in, on or under the Property, but Seller had no knowledge of such Hazardous Substances, and thus Seller did not breach the representation set forth in this Paragraph 25(a), then the Seller shall not be obligated(either before or after Closing)to pay any of the costs and expenses of remediating such Hazardous Substances, but in the event such Hazardous Substances are discovered before Closing and Seller is unwilling to conunit in writing to pay the costs and expenses of such remediation,then Buyer shall have the right and option to terminate this Agreement,in which event the Deposit and any interest earned thereon shall be returned to Buyer and this Agreement shall be of no further force or effect. (b) The following shall constitute an"Environmental Condition":the Property,or any part thereof is designated or defined as, or may be subject.to designation or definition as, wetland,woodland,wild life sanctuary,critical or other habitat for any threatened or endangered species of plant or animal, a site or location of archeological or historical interest or of artifacts or antiquities or another area protected by or subject to environmental regulation, under any federal, state or local law, regulation or ordinance (including, but not limited to, those dealing with historical or archeological sites,artifacts or antiquities,or which serve to protect or preserve the characteristics or features of all things in or on property). Seller has not made and hereby disclaims any representation or warranty,express or implied,as to the existence or non-existence • of any Environmental Condition on the Property. However,if Buyer determines before Closing that an Environmental Condition exists on the Property,Buyer shall have the right and option to terminate this Agreement, in which event the Deposit and any interest earned thereon shall be returned to Buyer and this Agreement shall be of no further force or effect. (c) Buyer shall deliver to Seller a copy of the final version of any environmental assessment report prepared for Buyer by outside consultants; such report shall be provided to Seller for informational purposes only, and shall not constitute an assignment or conveyance by Buyer to Seller of any rights or interests in, or right to rely upon, such reports or their contacts other than as specifically provided in this Agreement. Seller shall not disclose the results of such environmental assessment report to any third party, other than Seller's engineering consultants, unless required by law(including statutory requirements related to Seller's sale of other parcels 24531642.4 074,06-05 15:19 04339499 12 in the North Airport Development or North Airport Development Part Two subdivisions) or court order,or consented to in writing by Buyer.This Section 25(c)shall survive the Closing. 26. Succession and Assignment. This Agreement shall inure to the benefit of and bind the parties hereto and their respective successors and assigns. Buyer's rights hereunder may be assigned without restriction to Wal-Mart Real Estate Business Trust or any other affiliate of Wal-Mart Stores,Inc.,provided that notice of each assignment shall be given in writing to Seller. • 27. Amendment to Declaration of Restrictions and Covenants. Buyer and Seller agree to record at Closing a form of First Amendment to Declaration of Restrictions and Covenants(the`Declaration")substantially in the form attached hereto as)✓xhibit D modifying certain existing restrictions encumbering the subdivision in which the Property is situated. 28. Tax Free Exchange. Seller acknowledges that Buyer may elect to effect the purchase of the Property as an exchange pursuant to Section 1031 of the Internal Revenue Code, provided Buyer utilizes the services of a "qualified intermediary" as defined in Treasury Regulation§1.1031(k)-(g)(4)(iii)("Intermediary'')to effectuate such Section 1031 exchange and will cooperate in the accomplishment of that purpose provided only that (i) Seller shall not be required to be vested in title to any property other than the Property, (ii) Seller shall incur no liability or expense beyond those inherent in an acquisition of the Property for a cash payment nor be delayed in the Closing, (iii)Buyer shall have given Seller notice of its intentions to close this transaction as an exchange not less than 48 hours prior to the Closing; such notice shall be given by either certified mail, postage prepaid, return receipt requested, facsimile or overnight delivery by a nationally recognized service. Buyer may assign this Agreement to an Intermediary without Seller's consent for purposes of effectuating a 1031 exchange. Notwithstanding an assignment to or substitution of the Intermediary to act in place of Buyer, Buyer agrees to unconditionally guarantee the full and timely performance by the Intermediary of the representations, warranties, obligations and undertakings of the Intermediary regarding a Section 1031 exchange, and in the event of breach, Seller may proceed directly against Buyer without the need to join the Intermediary. Seller agrees to execute such documents as are reasonably necessary or appropriate and to otherwise cooperate with Buyer to effectuate a Section 1031 exchange, and Buyer hereby holds Seller free and harmless of any tax liability to Buyer of such Section 1031 exchange except insofar as such liability is attributable to the failure • of Seller to perform as required hereunder. 24531643.4 07-Feb-0515:19 04339499 13 • IN WITNESS WHEREOF,the parties have executed this Agreement in quadruplicate as of the day and year first above written. WITNESS OR ATTEST: THE THE CITY OF IOWA CITY,IOWA ,.; e7 7e. _ 7e4 A) By: �� �ii� ' Name: Stepheif. • Its: City Manager . Date: February 9 2005 WITNESS OR AI LEST: PRICE PROPERTIES By: _S __ � Name: Jasoiste Its: Sol °roprietor Date: February ff,2005 24531642.4 07-Peb-0515:19 04339499 14 • EXBTBIT A • Legal Description/Depiction of the Property � is Io i�� � ' �iiiimrmmi �i ifI ilsj 3 u II' e 3 o u. 1--i1—`. Iii '\\, \ ` o �-1 s::,�--i:;Ih:4 1I \ nib,. CJ il I11 ic\ \1 I/ r%\\ i. �d iia �i if'i >1 \ \ • \ I X11 i `>,, - 1 7.1L__ 1 \ y _� I" mmi —\�\ \\ I ; r' \`6 \\1 1 f 1 \d, '`�� • 9- ���\\ � '\\ ` III § �` III \�, @ Ij`a\\"•\ § k \ \\\ I I \ i6 F \\\ a\ Lk' I lii ��x \gip 'a r � \ !1\ a SII 9 i�Il ' \ , I ! A -�Yn'al I- —iii *N'et- • n—O,, h�a § 6 \ IHY - \ 1 \ 1 yy s \ iit foorri r- - ��=v�JJ �' 1 e _i:le x -- � Tt-- 24431642.4 07-Feb-05 15:19 04339499 Exh A- I • EXIBBIT B Real Property Tax Guidelines The following items are to be completed by the Closing Agent shottlj+after the closing date for the property located at: (Address) 1. File the deed with the County Clerk and the Tax Assessor. 2. Notify the tax assessor of the change of ownership of the property and file a plat, if the jurisdiction requires,or file a certified survey with the assessor that outlines and describes Buyer's parcel. The Real Estate Manager will provide you with a plat if the jurisdiction requires a plat for taxing purposes. Additionally, indicate the tax identification number, if available, for Buyer's parcel. If the tax identification number is not available at this time,then specify a future date when it will be available. Tax ID#: . Future date: 3. Notify the tax assessor that the tax statements are to be sent to: • Note: Make sure that our deed reflects this same address and accounting format. 4. Is this property located within the city limits? Yes: : No: If no,will this property be annexed into the city limits prior to the opening for business of the • building to be constructed on the property? Yes: • No: 5. Obtain details of any special assessments that may encumber the property and record . below including assessment start and assessment end dates,yearly assessments,and total special assessments due. 6. Please provide the following information on the taxing authorities which may tax Buyer's parcel. COUNTY: CITY: SCHOOL DISTRICT: OTHER: Name: • Address: • 24531642.4 074c6-05 15:19 04339499 Exh B- 1 • Phone#: Tax Yr. Begins: Tax Yr Ends. • • Tax Billing Date(s): Tax Delinquency Date: 7. Execute this document and return it to the Real Estate Manager upon completion of items #1-6. Thank you for your cooperation in this matter. By signing below, you are indicating that you have accurately and completely fulfilled the above requests. Date: By: (Closing Agent) Address: Phone#:. • • 24531642.4 074,46-05 15:19 04339499 Exh B-2 • • EXIT C • ENTITY TRANSFEROR Section 1445 of the Internal Revenue Code provides that a transferee of a US real property interest must withhold tax if the transferor is a foreign person. To inform the transferee that • withholding of tax is not required upon the disposition of a US real property interest by • the undersigned hereby certifies the following on behalf of 1. is not a foreign corporation, foreign partnership, foreign trust, or foreign estate (as those terms are defined in the Internal Revenue Code and Income Tax Regulations); 2. . 's US employer identification number is •and • 3. 's office address is understands that this certification may be disclosed to the Internal Revenue.Service by the transferee and that any false statement contained herein could be punished by fine,imprisonment,or both. Under penalties of perjury I declare that I have examined this certification and to the best of my knowledge and belief it is true, correct, and complete, and I further declare that I have authority to sign this document on behalf of Date: By: Its: • 24531642.4 07-Feb-05 15:19 04339499 Exh C-1 , • EXHIBIT D IOWA—Iowa City Store#1721 FIRST AMENDMENT TO DECLARATION OF RESTRICTIONS AND COVENANTS THE STATE OF IOWA § COUNTY OF JOHNSON § This FIRST AMENDMENT TO DECLARATION OF RESTRICTIONS AND COVENANTS (this "Amendment") is made, and entered into effective as of • 200,by and between THE CITY OF IOWA CITY,IOWA,a municipal corporation(the"City"), and WAL-MART REAL ESTATE BUSINESS TRUST,a Delaware statutory trust("Wal-Mart"). . Recitals: A. The City has heretofore executed and caused to be recorded in Book Page_in the Office of the County Recorder of Johnson County,Iowa,that certain`North Airport Development Subdivision and North Airport.Development Subdivision Part Two, a Resubdivision of Lots '1-4 of North Airport Development Subdivision, Declaration of Restrictions and Covenants" (the"Declaration"), covering approximately acres of land located in Johnson County, Iowa (in the Declaration and herein referred to as the "Subdivision"), as such Subdivision is described on Exhibit A attached hereto and made a part hereof for all purposes; said Declaration being incorporated herein by this reference for all purposes. Any capitalized terms used but not defined in this Amendment shall have the respective meanings provided for such defined terms in the Declaration. • B. By deed of even effective date with this Amendment, the City has conveyed to Wal-Mart that portion of the Subdivision described in Exhibit B attached hereto and made a part hereof for all purposes(the"Wal-Mart Property"). C. Pursuant to Section 16 of the Declaration,the Declaration may be amended by a written instrument executed by the City, as Developer,and the Lot Owners of not less than two- thirds(66.67%)of the Lots in the Subdivision. D. The City and Wal-Mart together are the Lot Owners of the entirety of the, Subdivision,and have agreed to amend the Declaration as herein provided. Agreements: NOW, THEREFORE, for good and valuable considerations, the receipt and sufficiency of which are hereby acknowledged,the City and Wal-Mart hereby agree that the Declaration is amended as follows: 1. Section I.A. of the Declaration isamended by adding the following additional provision to the end of the first grammatical paragraph thereof "The preceding provisions of this Section 1.A. shall not prohibit or restrict the operation on the Wal-Mart Property of any of the customary uses included in or associated with the customary operation of a Wal-Mart SuperCenter store, including (without limitation)a garden center, a tire and lubrication facility, a fuel station facility, and/or a photo-processing facility; and none of the customary types or levels of odors, fumes, noises or activities associated with or generated by such operations or uses shall constitute a nuisance or otherwise be a violation of the provisions of this Section 1.A. or any other provisions of this D'eclaration." 2. Sections 1.B. 1. and 1B. 2. of the Declaration are amended by adding the following provision to the end of each of such Subsections: • 24335614.3 01-176-05 09:24 04339499 D-1 • "The preceding provisions shall not prohibit or restrict the operation of a gas station or other vehicle motor fuel station facility on the Wal-Mart Property(including, without limitation, the installation and/or operation of fuel storage tanks thereon or thereunder in accordance with applicable requirements of law)for the dispensing and sale to the public of motor fuels and other petroleum products or byproducts, nor the • operation thereon of a photo-processing facility." 3. The following provisions are hereby added as Section 1.D.of the Declaration: "D. The City covenants and agrees that no portion of the"Restricted Use Area" (as hereinbelow defined) shall be used for: (i) any purpose other than commercialmdustrial purposes of the type permitted by zoning ordinances applicable to the Subdivision;or(ii)the operation of a cafeteria,theater,bowling alley,billiard parlor, night club, other place of recreation or amusement, or business selling or serving alcoholic beverages for on-premises consumption(other than restaurants selling alcoholic beverages for on-premises consumption incidental to the retail serving of food,so long as the annual sales from alcoholic beverages of any such restaurant do not exceed 50% of the total annual sales of such restaurant, and so long as parking is provided for such restaurant uses at the ratio of not less than ten (10) parking spaces per thousand gross square feet of restaurant space for restaurants of five thousand(5,000)square feet or less, and fifteen (15) parking spaces per thousand gross square feet of restaurant space for restaurants of more than five thousand (5,000) square feet); or (iii)the operation of a school; or(iv) the operation of any adult-type bookstore, massage parlor, movie theater or other establishment selling, renting, displaying or exhibiting pornographic or sexually explicit material or live nudity. Additionally, no building situated within the Restricted Use Area shall exceed a height of forty-two(42)feet above finished grade, inclusive of parapets, architectural embellishment and roof-top equipment. As used herein, the "Restricted Use Area"shall mean and refer to that portion(and only that portion)of the Subdivision that is situated east of the eastern boundary line of the Wal-Mart Property and west of the existing east boundary line(as of the date of this Amendment)of Lot 10 of the Subdivision and the extension of said existing east boundary line of Lot 10 southward across Ruppert Road and Lot 2 of the Subdivision, said Restricted Use Area being depicted and labeled on the Site Plan attached as Exhibit C to this Amendment and made a part hereof for all purposes. 4. The following provisions are hereby added as Section 12.of the Declaration: "E. The City covenants and agrees that as long as Wal-Mart,or any affiliate of Wal-Mart, is the owner or user of the Wal-Mart Property, no space in or portion of the remainder of the Subdivision, and no space in or portion of any other real property - adjacent to the Subdivision which may subsequently be acquired by the City, shall be leased or occupied by or conveyed to any other party for use as (i) a grocery store or supermarket, as hereinafter defined below, (h')a wholesale club operation similar to that' of a Sam's Club owned and operated by Wal-Mart, (iii) a discount department store or • other discount store, as hereinafter defined, (iv) a pharmacy, (v)a variety, general or "drilla?' store containing more than 8,000 square feet of gross leasable area, (vi)a gas station,vehicle fueling station or oil change/quick lube facility, or(vii)any combination of the foregoing uses. In the event of a breach of this covenant,Wal-Mart shall have the right, to terminate this Declaration and to seek any and all remedies afforded by either law or equity, including, without limitation, the right to injunctive relief, without any requirement of proving immediate or irreparable harm and/or the lack of an adequate or available remedy of law for damages or other relief. "Grocery store"and"supermarket", as those terms are used herein, shall mean a food store or a food department containing more than 10,000 square feet of gross leasable area for the purpose of selling food for consumption off the premises, which shall include but not be limited to the sale of dry, refrigerated or frozen groceries, meat, seafood, poultry, produce, delicatessen or bakery products,refrigerated or frozen dairy products, or any grocery products normally sold in such stores or departments. A "discount department store" and/or discount store", as those terms are used herein, shall mean a discount department store or discount store containing more than 35,000 square feet of gross leasable area for the purpose of selling a • full line of hard goods and soft goods (e.g. clothing, cards, gifts, electronics, garden supplies,furniture,pharmacy,lawnmowers,toys,health and beauty aids,hardware items, 14535614.3 01-Feb-05 0924 04339499 D-2 • bath accessories and auto accessories)at a discount in a retail operation similar to that of Wal-Mart." 5. The City and Wal-Mart agree that the provisions of Section 4.of the Declaration hereafter shall not apply to the Wal-Mart Property or any portion thereof. It is expressly agreed that nothing contained in the Declaration or this Amendment shall he construed to contain or be a covenant by Wal-Mart,either express or implied,to either commence the operation of a business or thereafter continuously to operate a business on the Wal-Mart Property;and the City hereby waives any legal action for damages or equitable relief which might be available to the City' because of cessation of business activities by Wal-Mart. 6. Section 9.of the Declaration is amended by adding the following provisions to the end of the last grammatical paragraph thereof: "Notwithstanding the preceding provisions of this Section 9., and subject to all.. applicable legal requirements, Wal-Mart shall have the right to (i) display merchandise on the sidewalk in front of the store building constructed on the Wal-Mart Property, (ii)operate a garden center facility with outdoor storage, (iii) operate a gas station pr motor fuel facility with outdoor display and storage, (iv) temporarily store trailers or. . storage containers from time to time on the Wal-Mart Property, in a screened storage. area, and(v)periodically use a portion of the parking areas on the Wal-Mart Property as a seasonal display or sales area,such as(but not limited to)a Christmas tree sales area." , • 7. Section 10.of the Declaration is amended as follows: (a) The self-help curative rights provided to the City in Section 10. also shall extend to and be exercisable by the Owner of any lot or tract within the Subdivision that contains at least fifteen(15)contiguous acres of land; (b) The ten (10) day curative period provided in Section 10. shall be subject to extension for a reasonable period of time, so long as the defaulting party commences to cure such default within the stated ten(10)day curative period and thereafter diligently pursues such cure to completion; . (c) Any notice of default provided pursuant to the provisions of said Section 10.must specify the nature of the alleged default and describe the specific curative action to be taken; (d) Any billing for costs incurred in exercising the self-help remedy provided in said . Section 10.must be for reasonable costs and must be accompanied by supporting documentation for the costs incurred;and (e) With respect to the Wal-Mart Property, the last sentence of said Section 10. • (which provides a lien to secure collection of costs incurred in the exercise of self-help curative rights)shall be without further forte or effect. 8. Section 13. of the Declaration is hereby amended to provide that the rights, powers,privileges, authorities or reservations given or reserved to the City, as the Developer, pursuant to the Declaration as therein described, are personal to the City, and such rights, powers, privileges, authorities or reservations of the City shall not be assignable or transferable to any subsequent Owner, Owner's organization, or other third party (and any purported or asserted assignment or transfer of such rights,powers,privileges,authorities or reservations shall be void and of no force or effect). 9. Section 14. of the Declaration is hereby amended to provide that the enforcement rights provided to the City, as Developer, in Subsections 14.A. and 14.B. thereof; also shall be • provided to and enforceable by the Owner of any lot or tract within the Subdivision that contains • at least fifteen(15)contiguous acres of land. • 10. With respect to Section 20. of the Declaration, the City and Wal-Mart hereby acknowledge and agree that the Owner of any lot or tract in the Subdivision shall be a"claimant" entitled to file from time to time the necessary claim to extend the term of the Declaration as provided for in said Section 20 and applicable provisions of Chapter 614 of the Iowa Code(or any successor statute). . 245356/43 01-Feb-0509:24 04339499 D-3 11. Except as hereby amended,all terms and provisions of the Declaration are hereby ratified and confirmed by the City and Wal-Mart and shall continue in full force and effect. In the event and to the extent of any conflict between the provisions of the Declaration and the provisions of this Amendment,the provisions of this Amendment shall supersede and control. 12. This Amendment shall be governed by and construed in accordance with the laws of the State of Iowa;and shall be for the sole and exclusive,benefit oi;and shall be enforceable by, any one or more of the Lot Owners and their respective successors and assigns as provided for in the Declaration. Executed effective as of the date first written above. ATTEST: THE CITY(DEVELOPER): THE CITY OF IOWA CITY,IOWA, a municipal corporation CITY CLERK By: Name: - Title: Approved By: City Attorney's Office ATTEST: WAL-MART: •. WAL-MART REAL ESTATE BUSINESS TRUST,a Delaware statutory trust • • By. Name: Title: List of Exhibits: Exhibit A-Description of the Subdivision Exhibit B—Description of the Wal-Mart Property Exhibit C—Site Plan Depicting Restricted Use Area • 245336143 01-Feb-05 09:24 04339499 - D-4 STATE OF IOWA § § ss: COUNTY OF JOHNSON § On this day of A.D. 200, before me, the undersigned, a notary public in and for the State of Iowa, personally appeared and to me personally known, who being by me duly sworn, did say that they are the Mayor and City Clerk, respectively, of IOWA CITY, IOWA, the said municipal. corporation executing the within and foregoing instrument;that the seal affixed thereto is the seal • of said municipal corporation; that said instrument was signed and sealed on behalf of said municipal corporation; that said instrument was signed and sealed on behalf of said municipal corporation by authority of its City Council; and that the said Mayor and City Clerk as such officers acknowledged the execution of said instrument to be the voluntary act and deed of said municipal corporation,by it and by them voluntarily executed. • Notary Public in and for the State of Iowa My commission expires: STATE OF ARKANSAS § § ss: COUNTY OF BENTON § • On this day of AD. 200, before me, the undersigned, a notary public in and for the State of Arkansas, personally appeared Michael E. Gardner, to me personally known,who being by me duly sworn,did say that he is an Assistant Vice President of WAL-MART REAL ESTATE BUSINESS TRUST,the Delaware statutory trust executing the within and foregoing instrument;that said instrument was signed on behalf of said statutory trust; ' that said instrument was signed on behalf of said statutory trust by authority of its Board of Directors; and that the said Michael E. Gardner as such officer acknowledged the execution of said instrument to be the voluntary act and deed of said statutory trust, by it and by him voluntarily executed. Notary Public in and for the State of Arkansas My commission expires: 245356143 01-Feb-05 09:24 04339499 D-5