Dbq Screw Products Devel. Agree Assigned
THE CITY OF ~
DUB E
~YN--~
MEMORANDUM
November 30, 2006
TO:
The Honorable Mayor and City Council Members
FROM:
Michael C. Van Milligen, City Manager
SUBJECT: Dubuque Screw Products, Inc.
City Attorney Barry Lindahl recommends City Council approval of Dubuque Screw
Products' Assignment of Development Agreement to Michael R. Scherr, President of
Dubuque Screw Products Inc.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
{21z;/ {:irv!ltL
Michael C. Van Milligen
MCVM/jh
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
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Barry A. Lindahl, Esq.
Corporation COWlSel
Suite 330, Harbor View Place
300 Main Street
Dubuque, Iowa 52001-6944
balesq@mwci.net
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November 29, 2006
Michael C. Van Milligen, City Manager
City Hall - City Manager's Office
50 West 13th Street
Dubuque, IA 52001
RE: Dubuque Screw Products, Inc.
Dear Mike:
At the August 7, 2006 City Council meeting, the City Council approved an assignment of
the rights to purchase the property which is the subject of the Development Agreement
from Dubuque Screw Products, Inc. to Beck Construction, Inc. The Development
Agreement permits an assignment of the rights to purchase the property for certain
business reasons.
Dubuque Screw Products, Inc. has instead elected to assign its rights under the
Development Agreement to Michael R. Scherr, President of Dubuque Screw Products,
Inc., rather than to Beck Construction, Inc. Enclosed is a letter from Attorney James E.
Goodman, Jr., representing Dubuque Screw Products, Inc., requesting approval of the
assignment.
Once Mr. Scherr acquires the property, he will contract with Beck Construction, Inc. for
the construction of the required improvements. Once the improvements are completed,
Mr. Scherr will then transfer the property back to Dubuque Screw Products, Inc.
The Assignment of Development Agreement, which is enclosed, has been reviewed and
approved by Bill Noth and me.
I recommend that the Assignment be submitted to the City Council for its consideration.
B rry A. Lindahl, Esq.
ity Attorney
BAUls
Enclosure
cc: James E. Goodman, Jr.
Service
People
Integrity
Responsibility
Innovation
Teamwork
E. Marshall Thomas, 1907-1989
O'CONNOR
&
THOMAS.I'c
Francis J. O'Connor, 1916-1990
ATTORNEYS AT LAW
0t.I840
WI.VW.octhomaslaw.com
November 28, 2006
Mr. Barry Lindahl
City of Dubuque
Harbor View Place
300 Main Street, Suite 330
Dubuque, IA 52001
RE: Dubuque Screw Products, Inc.
Dear Barry:
Enclosed please find the revised original Assignment of Development Agreement that has been executed
by Michael R. Scherr as Manager of Scherr Real Estate, L.L.C. and Michael R. Scherr as President of
Dubuque Screw Products, Inc.
Please forward to us a fully executed copy.
If you have any questions, please do not hesitate to contact us. Thank you.
Sincerely,
JEG/en
Enclosure
James E. Goodman, Jr. I ext. 247
jgoodman@octhomaslaw.com
Dubuque Building I 700 Locust Street, Suite 200 P.O. Box 599 I Dubuque, Iowa 52004~0599 ! Phone 563.557.8400 I Fax 563.556.1867
JOHN C. O'CONNOR CHAD C. UITOi'" JAMES E. GOODMAN, JR. '" PETER D. ARuNO*St EMILY E. REINERS
BRENDANT. QUANN RICHARD K. WHI1TY DAVINC. CURTISS *t JOSHUA P. WEIDEMANN THOMAS S. COUJNS, OF COUNSEL
A. JOHN ARENZ t:t: STEPHEN C. KRUMPE *t PAUL]. SIGWARTI-I t CHRISTOPHER C. FRY
All attorneys licensed in Iowa I '" Also licensed in Illinois I t Also licensed in Wisconsin I ~ Also licensed in Minnesota
:t: Certified in Civil Trial Advocacy by National Board of Trial Advocacy
ASSIGNMENT OF DEVELOPMENT AGREEMENT
THIS AGREEMENT is entered into by and between SCHERR REAL ESTATE, L.L.c.
(hereinafter called Assignee) and DUBUQUE SCREW PRODUCTS, INC. (hereinafter called
Assignor).
WITNESSETH:
WHEREAS, Assignor, as Buyer, entered into that certain Development Agreement with
the City of Dubuque (hereinafter called "Development Agreement"), a copy of which is attached
hereto as Exhibit A and is incorporated herein by this reference; and
WHEREAS, Assi!,'llor has purchased thekeal Estate identified in the Development
Agreement from the City of Dubuque on August 15,2006.
WHEREAS, Assignor and Assignee have agreed for Assignee to purchase the Real
Estate identified in the Development Agreement, subject to the terms of the Development
Agreement.
NOW, THEREFORE, the parties agree:
(1) Assignor hereby assigns to Assignee Assignor's rights and obligations under the
Development Agreement.
(2) Assignee hereby assumes Assignor's rights and obligations under the
Development Agreement.
(3) Assignor hereby requests the City of Dubuque to approve the transfer of
ownership for an Assignor to Assignee of the Real Estate subject to the
Development Agreement.
(4) The Ciry of Dubuque shall be considered a third-parry beneficiary under this
Agreement and shall have the same rights as Assignor to enforce Assignor's
rights under this Assignment against Assignee.
(5) The City of Dubuque approves the foregoing Assignment on the condition that
Assignor and Assignee agree as follows: During the period in which title to the
Property is held by the Assignee, the City's right of reverter under Sections 5.3
and 5.4 of the Development Agreement shall be enforceable by the City directly
against the Assignee in the same manner and to the same extent as such
provisions would otherwise be enforceable against the Assignor.
Assignor and Assignee hereby agree to the foregoing condition.
.
IN WITNESS WHEREOF, the parties have executed this agreement as their free and
voluntary act and deed.
Dated this..l.z..c, day of AI'V'#_~
,2006.
DUBUQUE SCREW PRODUCTS, INC.,
ASSIGNOR
SCHERR REAL ESTATE, L.L.C.,
ASSIGNEE
ByA.:.....J JfJ../.Lu~ ~......~...
Michael R. Scherr, President
By: ~:~ .c .4'./~~- a'f'~? ,-
Michael R. Scherr, Manag~r
APPROVAL OF ASSIGNMENT BY
CITY OF DUB~QUE, IOWA
By:
Roy D. Buol, Mayor
By:
Jeanne Schneider, City Clerk
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