Approving an Assignment and Assumption Agreement with Franklin Investments, LLC to Franklin Apartments, LLCCity of Dubuque
City Council
PUBLIC HEARINGS # 2.
Copyrighted
November 3, 2025
ITEM TITLE: Resolution Approving an Assignment and Assumption
Agreement by and between the City of Dubuque, Iowa and
Franklin Investments, LLC to Franklin Apartments, LLC
SUMMARY: Proof of publication on notice of public hearing to consider
City Council adopt the attached Resolution approving an
Assignment and Assumption Agreement by and between the
City of Dubuque, Iowa and Franklin Investments, LLC to
Franklin Apartments, LLC, and City Manager recommending
approval.
RESOLUTION Approving An Assignment And Assumption
Agreement Of The Downtown Rehabilitation Loan Agreement
By And Between The City Of Dubuque, Iowa And Franklin
Investments, LLC To Franklin Apartments, LLC For Property
At 39 Bluff Street
SUGGUESTED Receive and File; Adopt Resolution(s)
DISPOSITION:
ATTACHMENTS:
1. MVM Memo
2. Staff Memo
3. Assignment and Assumption Agreement
4. Resolution
Page 432 of 525
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TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Resolution Approving an Assignment and Assumption Agreement by and
between the City of Dubuque, Iowa and Franklin Investments, LLC to
Franklin Apartments, LLC
DATE: October 28, 2025
Economic Development Director Jill Connors is recommending City Council adopt the
attached Resolution approving an Assignment and Assumption Agreement by and
between the City of Dubuque, Iowa and Franklin Investments, LLC to Franklin
Apartments, LLC.
The City of Dubuque, Iowa (City), and Franklin Investments, LLC, operated by local
developer Gary Carner, entered into a Downtown Rehabilitation Loan Agreement dated
December 21, 2020, for a $300,000 loan related to the redevelopment of 39 Bluff Street
including the creation of 21 new residential rental units (the Loan). The terms of the
Loan were 3% interest amortized over 20 years with interest only payments for the first
five years and $2,000 forgiven against the Loan balance for each apartment created for
a total forgiveness of $42,000 ($2,000 x 21 units). As collateral for the Loan, Franklin
Investments, LLC granted to City a Mortgage recorded on March 29, 2021 as
Instrument No. 2021-00004804.
The initial rehabilitation and housing creation project at 39 Bluff Street is now complete.
Franklin Investments, LLC intends to sell the property at 39 Bluff to Franklin
Apartments, LLC, operated by local developer Jeff Manders. As part the real estate
purchase, Franklin Investments, LLC has agreed to the Loan to Franklin Apartments,
LLC and Franklin Apartments, LLC has agreed to assume the loan under the existing
terms. The Loan requires consent of the City Council of the City of Dubuque for any
assignment from Franklin Investments, LLC.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
v
Mic ael C. Van Milligen
Page 433 of 525
MCVM:sv
Attachment
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Jill Connors, Economic Development Director
Ian Hatch, Assistant Economic Development Director
2
Page 434 of 525
Dubuque Economic Development
Department
THE CITY OF 1300 (wain street
All-AM111094 Dubuque, Iowa 52001-4763
UB E vxxwi Office (563) 589-4393
1 I I TTY (563) 690-6678
I® http://www.cityofdubuque.org
2007-2012*2013
Masterpiece on the Mississippi 2017*2019
TO: Michael C. Van Milligen, City Manager
FROM: Jill M. Connors, Economic Development Director
SUBJECT: Resolution Approving an Assignment and Assumption Agreement by and
between the City of Dubuque, Iowa and Franklin Investments, LLC to
Franklin Apartments, LLC
DATE: October 27, 2025
INTRODUCTION
This memorandum is a request for the City Council to adopt the attached Resolution
approving an Assignment and Assumption Agreement by and between the City of
Dubuque, Iowa and Franklin Investments, LLC to Franklin Apartments, LLC.
BACKGROUND
The City of Dubuque, Iowa (City), and Franklin Investments, LLC, operated by local
developer Gary Carner, entered into a Downtown Rehabilitation Loan Agreement dated
December 21, 2020, for a $300,000 loan related to the redevelopment of 39 Bluff Street
including the creation of 21 new residential rental units (the Loan). The terms of the Loan
were 3% interest amortized over 20 years with interest only payments for the first five years
and $2,000 forgiven against the Loan balance for each apartment created for a total
forgiveness of $42,000 ($2,000 x 21 units). As collateral for the Loan, Franklin Investments,
LLC granted to City a Mortgage recorded on March 29, 2021 as Instrument No. 2021-
00004804.
DISCUSSION
The initial rehabilitation and housing creation project at 39 Bluff Street is now complete.
Franklin Investments, LLC intends to sell the property at 39 Bluff to Franklin Apartments,
LLC, operated by local developer Jeff Manders. As part the real estate purchase, Franklin
Investments, LLC has agreed to transfer the Loan to Franklin Apartments, LLC and Franklin
Apartments, LLC has agreed to assume the loan under the existing terms. The Loan
Page 435 of 525
requires consent of the City Council of the City of Dubuque for any assignment from
Franklin Investments, LLC.
BUDGETIMPACT
There is no budget impact for City consent of the Assignment and Assumption Agreement.
Since the loan has already been issued, Franklin Apartments, LLC will take over
responsibility for the Loan.
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I recommend, following the public hearing, the City Council adopt the attached Resolution
approving the Assignment and Assumption Agreement by and between the City of
Dubuque, Iowa and Franklin Investments, LLC to Franklin Apartments, LLC.
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Page 436 of 525
Ian C. Hatch Assistant Economic Development Director, 1300 Main Street Dubuque IA 52001 (563) 589-4105
Return to Adrienne N. Breitfelder, City Clerk, 50 W. 13'-1 St., Dubuque, IA 52001, (563) 589-4100
RESOLUTION NO. 356-25
APPROVING AN ASSIGNMENT AND ASSUMPTION AGREEMENT OF THE DOWNTOWN
REHABILITATION LOAN AGREEMENT BY AND BETWEEN THE CITY OF DUBUQUE, IOWA
AND FRANKLIN INVESTMENTS, LLC TO FRANKLIN APARTMENTS, LLC FOR PROPERTY
AT 39 BLUFF STREET
Whereas, the City of Dubuque, Iowa (City), and Franklin Investments, LLC entered into a
Downtown Rehabilitation Loan Agreement dated December 21, 2020; and
Whereas, Franklin Investments, LLC granted to City a Mortgage recorded on March 29,
2021 as Instrument No. 2021-00004804; and
Whereas, Franklin Investments, LLC and Franklin Apartments, LLC have entered into a
certain Purchase Agreement dated October 1, 2025, pursuant to which, Franklin Investments,
LLC has agreed to assign all of its rights, title, and interests in, and Franklin Apartmetns, LLC has
agreed to assume all of Franklin Investments, LLC's duties and obligations under the Downtown
Rehabilitation Loan Agreement and Instrument No. 2021-00004804; and
Whereas, the City Council, Resolution No. 338-25, dated October 20, 2025, declared its
intent to approve the Assignment and Assumption Agreement by and between the City of
Dubuque, Iowa and Franklin Investments, LLC to Franklin Apartments, LLC; and
Whereas, pursuant to published notice, a public hearing was held on the proposed
Assignment and Assumption Agreement on November 3, 2025 at 6:30 p.m.; and
Whereas, it is the determination of the City Council that approval of the Assignment and
Assumption Agreement by and between the City of Dubuque, Iowa and Franklin Investments,
LLC to Franklin Apartments, LLC, according to the terms and conditions set out in the Assignment
and Assumption Agreement, is in the best interests of the City of Dubuque.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
DUBUQUE, IOWA THAT:
Section 1. The Assignment and Assumption Agreement by and between the City of Dubuque,
Iowa and Franklin Investments, LLC to Franklin Apartments, LLC is hereby approved.
Section 2. The Mayor is hereby authorized and directed to execute the Assignment and
Assumption Agreement on behalf of the City of Dubuque.
Section 3. The City Manager is authorized to take such actions as are necessary to comply
with the terms of the Assignment and Assumption Agreement as herein approved.
Passed, approved, and adopted this 3rd day of November, 2025.
Attest:
Adrienne N. Breitfelder, City Clerk
Assignment and Assumption Agreement
This A$signment and Assumption Agreement (the "Agreement"), effective as of
November �, 2025 (the "Effective Date"), is by and between Franklin Investments, LLC
("Seller") and Franklin Apartments, LLC, an Iowa limited liability company ("Purchaser").
WITNESSETH:
Seller and Purchaser have entered into a certain Purchase Agreement dated effective as of
October 1, 2025 (the "Purchase Agreement"), pursuant to which, among other things, Seller has
agreed to assign all of its rights, title and interests in, and Purchaser has agreed to assume all of
Seller's duties and obligations under, the City Loan Documents (as defined below); and
Seller entered into a Downtown Rehabilitation Loan Agreement with the City of Dubuque,
Iowa ("City") dated December 21, 2020, in the original principal amount of $300,000.00 (the
"Downtown Rehabilitation Loan Agreement");
As security for Seller's obligations tinder the Downtown Rehabilitation Loan Agreement,
Seller granted to City a Mortgage recorded in the records of the Dubuque County Recorder on
March 29, 2021 as Instrument No. 2021-00004804 (the "City Mortgage");
The Downtown Rehabilitation Loan Agreement and the City Mortgage shall collectively
constitute the City Loan Documents;
NOW, THEREFORE, in consideration of the mutual covenants, terms, and conditions set
forth herein, and for other good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, the parties agree as follows:
1. Assignment and Assumption of City Loan Documents. Purchaser hereby assigns to
Purchaser all of Seller's right, title and interest in the City Loan Documents and Purchaser does
hereby assume all of Seller's rights and obligations under the City Loan Documents. Purchaser
agrees to fully satisfy the obligations of Seller under the City Loan Documents in accordance with
their terms. Purchaser shall defend, indemnify and hold harmless Seller from and against any
liability, damages, causes of action, expenses and attorneys' fees incurred by Seller by reason of
the failure of Purchaser to fulfill, perform, discharge and observe the liabilities under the City Loan
Documents, except that Purchaser shall have no liability for obligations accruing and payable
under the City Loan Documents prior to the Effective Date. Seller shall defend, indemnify and
hold harmless Purchaser from and against any liability, damages, causes of action, expenses, and
attorneys' fees incurred by Purchaser by reason of the failure of Seller to fulfill, perform discharge
and observe any such liability prior to the Effective Date.
2. Further Documents and Instruments. From time to time, as and when requested by
Seller, Purchaser shall execute and deliver such documents and instruments and shall take such
further actions requested to more effectively assume the City Loan Documents or to otherwise
give effect to this Agreement.
11Page
3. Governing Law. This Agreement shall be governed by and construed in accordance
with the internal laws of the State of Iowa without giving effect to any choice or conflict of law
provision or rule (whether of the State of Iowa or any other jurisdiction).
4. Counterparts. This Agreement may be executed in counterparts, each of which shall
be deemed an original, but all of which together shall be deemed to be one and the same agreement.
A signed copy of this Agreement delivered by facsimile, email or other means of electronic
transmission shall be deemed to have the same legal effect as delivery of an original signed copy
of this Agreement.
[Remainder of Page Intentionally Left Blank, Signature Pages to Follofvl
IN WITNESS WHEREOF, the parties have executed this Agreement to be effective as of
the date first above written.
SELLER:
Frai n Investme s, LC
By: Ca er
Title: President
City of Dubuque, Iowa
Consenting to Assignment and Assumption
B /
Its
PURCHASER:
Franklin Apartmetns, LLC
Z19 � �—, L—
By: JekJmders
Title: President
3 1 P a g e
Signature Page to Assignment and Assumption Agreement
STATE OF IOWA SS:
DUBUQUE COUNTY
CERTIFICATE OF PUBLICATION
I, Kathy Goetzinger, a Billing Clerk for Woodward
Communications, Inc., an Iowa corporation, publisher
of the Telegraph Herald, a newspaper of general
circulation published in the City of Dubuque, County
of Dubuque and State of Iowa; hereby certify that the
attached notice was published in said newspaper on the
following dates:
10/24/2025
and for which the charge is 94.61
(7/(4--
Subscribed to before me, a Notary Public d for
Dubuque County, Iowa,
this 24th day of October, 2025
L Tamand for
Dubuque
Notary P in C nt Io
wa.
owa.
p,IA JANET K. PAPE
o't• ; Commission Number 199659
• My Commission Expires
tow.. .. 12/11/2025
Ad text :
CITY OF DUBUQUE, IOWA
OFFICIAL NOTICE
PUBLIC NOTICE is hereby given that the Dubuque City Council
will conduct a public hearing on the 3rd day of November,
2025, at 6:30 p.m., in the Historic Federal Building, 350 W.
6th Street, 2nd floor, Dubuque, Iowa, at which meeting the
City Council proposes to approve an Assignment and Assumption
Agreement of the Downtown Rehabilitation Loan Agreement by and
between the City of Dubuque, Iowa and Franklin Investments,
LLC to Franklin Apartments, LLC, for the property located at
39 Bluff Street.
At the meeting, the City Council will receive oral and
written comments from any resident or property owner of said
City to the above action. The official City Council agenda
will be posted the Friday before the meeting and will contain
public input options. The agenda can be accessed at
https://dubuqueia.portal.civicclerk.com/ or by contacting the
City Clerk's Office at 563-589-4100,
ctyclerk@cityofdubuque.org.
Written comments on the public hearing may be submitted to
the City Clerk's Office by email at ctyclerk@cityofdubuque.org
or by mail to City Hall, 50 W. 13th St., Dubuque, IA 52001,
before the scheduled hearing. The City Council will review all
written comments at the time of the hearing.
Documents related to the public hearing are on file in the
City Clerk's Office and may be viewed Monday through Friday
between 8:00 a.m. and 5:00 p.m.
Individuals requiring special assistance should contact the
City Clerk's Office as soon as feasible. Deaf or
hard -of -hearing individuals can use Relay Iowa by dialing 711
or (800) 735-2942.
Published by order of the City Council given on the 20th day
of October 2025.
Adrienne N. Breitfelder,
CMC, City Clerk
RESOLUTION NO. 338-25
FIXING THE DATE FOR A PUBLIC HEARING OF THE CITY COUNCIL OF
THE CITY OF DUBUQUE, IOWA ON AN ASSIGNMENT AND ASSUMPTION
AGREEMENT OF THE DOWNTOWN REHABILITATION LOAN AGREEMENT BY AND
BETWEEN THE CITY OF DUBUQUE, IOWA AND FRANKLIN INVESTMENTS,
LLC TO FRANKLIN APARTMENTS, LLC FOR PROPERTY AT 39 BLUFF
STREET
Whereas, the City of Dubuque, Iowa (City), and Franklin
Investments, LLC entered into a Downtown Rehabilitation Loan
Agreement dated December 21, 2020; and
Whereas, Franklin Investments, LLC granted to City a
Mortgage recorded on March 29, 2021 as Instrument No.
2021-00004804; and
Whereas, Franklin Investments, LLC and Franklin Apartments,
LLC have entered into a certain Purchase Agreement dated
October 1, 2025, pursuant to which, Franklin Investments, LLC
has agreed to assign all of its rights, title, and interests
in, and Franklin Apartmetns, LLC has agreed to assume all of
Franklin Investments, LLCs duties and obligations under the
Downtown Rehabilitation Loan Agreement and Instrument No.
2021-00004804; and
Whereas, the City Council of the City of Dubuque finds that
consent to the Assignment and Assumtion Agreement is in the
best interests of the City of Dubuque; and
Whereas, before said consent may be given, Iowa Code Section
364.7 requires that the City Clerk publish a notice of the
City's intent to consent and of the time and place of the
meeting at which the City Council proposes to take action
thereon and at which meeting the City Council shall receive
oral and/or written objections from any resident or property
owner of said City to such proposed action.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF DUBUQUE, IOWA THAT:
Section 1. The City Clerk is hereby authorized and directed
to cause a notice to be published as prescribed by Iowa Code
Section 364.7 of a public hearing on the City's intent to
approve the Assignment and Assumtion Agreement by and between
Franklin Investments, LLC and Franklin Apartments, LLC, to be
held on the 3rd day of November, 2025 at 6:30 p.m. The
official agenda will be posted the Friday before the meeting
and will contain listening, viewing, and public input options.
The City Council agenda may be accessed at
https://dubuqueia.portal.civicclerk.com/ or by contacting the
City Clerk's Office at 563-589-4100,
ctyclerk@cityofdubuque.org.
Section 2. The City Council will meet at said time and place
for the purpose of taking action on the matter of approving
the Assignment and Assumtion Agreement by and between Franklin
Investments, LLC and Franklin Apartments, LLC
Section 3. The City Clerk is hereby directed to cause at
least one publication to be made of a notice of said meeting,
in a newspaper, printed wholly in the English language,
published at least once weekly, and having general circulation
in said City, said publication to be not less than four days
nor more than twenty days before the date of said meeting on
the issuance of said Obligations.
Section 4. That the notice of the meeting shall be in
substantially the form attached hereto.
Passed, approved, and adopted this 20th day of October,
2025.
/s/Brad M. Cavanagh, Mayor
Attest: /s/ Adrienne N. Breitfelder, City Clerk
It 10/24