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Assignment of Development Agreement- Friends of St. Mary's_Steeple Square Copyright 2014 City of Dubuque Consent Items # 7. ITEM TITLE: Assignment of Development Agreement- Friends of St. Mary's d/b/a Steeple Square SUMMARY: City Manager recommending approval of the assignment of the Development Agreement with Friends of St. Mary's d/b/a Steeple Square for the property located at 1501 Jackson Street to Jackson Street School, LLC. RESOLUTION Approving the assignment of the Development Agreement between the City of Dubuque and Friends of St. Mary's d/b/a Steeple Square from Friends of St. Mary's d/b/a Steeple Square to Jackson Street School, LLC SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Adopt Resolution(s) ATTACHMENTS: Description Type Friends of St. Mary's Assignment of Development City Manager Memo Agreement-MVM Memo Staff Memo Staff Memo Assignment of DA Supporting Documentation Resolution of Assignment Resolutions THE CITY OF Dubuque UBE I erica .i Masterpiece on the Mississippi 2007-2012-2013 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Assignment of Development Agreement with Friends of St. Mary's d/b/a Steeple Square to Jackson Street School, LLC to Redevelop Property at 1501 Jackson Street DATE: July 14, 2016 Economic Development Director Maurice Jones recommends City Council approval of the assignment of the Development Agreement with Friends of St. Mary's d/b/a Steeple Square for the property located at 1501 Jackson Street to Jackson Street School, LLC. Friends of St. Mary's d/b/a Steeple Square owns several properties on the former St. Mary's Church campus, including the former church, rectory, and school. The 1501 Jackson Street rehabilitation project is bringing tax credit investors into the ownership structure, so the Developer is creating a transaction specific entity for the project that will not affect its other properties. In a Second Amendment to the Development Agreement, if authorized by City Council, Section 4.10 will allow for an assignment of the Agreement to a third party, which will accomplish this needed separation. I concur with the recommendation and respectfully request Mayor and City Council approval. Mic ael C. Van Milligen MCVM:jh Attachment cc: Barry Lindahl, City Attorney Cindy Steinhauser, Assistant City Manager Teri Goodmann, Assistant City Manager Maurice Jones, Economic Development Director Dubuque Economic Development Department THE CITY OF 50 West 13th Street All-America City Dubuque,Iowa 52001-4864 k-rtvd ' k DUB 1E1 r Office(563)589-4393 I I I TTY(563)690-6678 Masterpiece on the Mississippi I. http://www.cityofdubuque.org200.2012.2013 TO: Michael Van Milligen, City Manager FROM: Maurice Jones, Economic Development Director SUBJECT: Assignment of Development Agreement with Friends of St. Mary's d/b/a Steeple Square to Jackson Street School, LLC to redevelop property at 1501 Jackson Street DATE: July 13, 2016 INTRODUCTION This memorandum is a request for the City Council to approve the assignment of the Development Agreement with Friends of St. Mary's d/b/a Steeple Square for the property located at 1501 Jackson Street to Jackson Street School, LLC. BACKGROUND On May 2, 2016 the City Council approved a Development Agreement with Friends of St. Mary's d/b/a Steeple Square for the rehabilitation of 1501 Jackson Street into residential apartments. The property at 1501 Jackson will include 12 new residential units. The Developer is estimating the total cost of the project to be at least $3.8 million. In addition to other funding sources, the project will be using State Historic Tax Credits which are being reserved. DISCUSSION Friends of St. Mary's d/b/a Steeple Square owns several properties on the former St. Mary's Church campus, including the former church, rectory, and school. The 1501 Jackson Street rehabilitation project is bringing tax credit investors into the ownership structure, so the Developer is creating a transaction specific entity for the project that will not affect its other properties. In a Second Amendment to the Development Agreement, if authorized by City Council, Section 4.10 will allow for an assignment of the Agreement to a third party, which will accomplish this needed separation. RECOMMENDATION/ ACTION STEP Based on the critical need for downtown housing and the City's goal to invest in the Washington Neighborhood area, I recommend the City Council adopts the attached resolution to assign the Development Agreement from Friends of St. Mary's d/b/a Steeple Square to Jackson Street School, LLC. Prepared by and return to Jill M. Connors, 50 W 13th Street, Dubuque IA 52001 563 589-4393 RESOLUTION NO. 273-16 APPROVING THE ASSIGNMENT OF THE DEVELOPMENT AGREEMENT BETWEEN THE CITY OF DUBUQUE AND FRIENDS OF ST. MARY'S d/b/a STEEPLE SQUARE FROM FRIENDS OF ST. MARY'S d/b/a STEEPLE SQUARE TO JACKSON STREET SCHOOL, LLC WHEREAS, the City Council of the City of Dubuque, by Resolution No. 176-16, dated May 2, 2016 entered into a Development Agreement with Friends of St. Mary's d/b/a Steeple Square (Developer), as amended, and; WHEREAS, pursuant to the Development Agreement Developer is required to provide certain improvements to real estate owned by Friends of St. Mary's d/b/a Steeple Square, known locally as 1501 Jackson Street, Dubuque, Iowa (the Property); and WHEREAS, in order to facilitate rehabilitation of the Property, and in particular to accommodate the use of historic tax credits, the Property will be or has been deeded to Jackson Street School, LLC, an Iowa limited liability company; and WHEREAS, Developer desires to assign the Development Agreement to Jackson Street School, LLC pursuant to the Assignment attached hereto in order to facilitate the rehabilitation of the Property; and WHEREAS, in the Second Amendment to Development Agreement the proposed assignment is authorized subject to City Council approval; and WHEREAS, the City Council finds that it is in the best interests of the City of Dubuque to approve the Assignment. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DUBUQUE, IOWA: Section 1. The Assignment is hereby approved. Section 2. The Mayor is hereby authorized and directed to execute the Assignment on behalf of the City of Dubuque. Passed, approved and adopted the 18th day of July'/ 2016. Roy D. ioi, Mayor Attest: Kevin(`S.`Firnstahl,,City Perk Prepared by and Return to: Flint Drake and Samuel M. DeGree, Drake Law Firm, PC 300 Main St., Suite 323, Dubuque, Iowa 52001 ASSIGNMENT OF DEVELOPMENT AGREEMENT BETWEEN FRIENDS OF ST. MARY'S d/b/a STEEPLE SQUARE AND JACKSON STREET SCHOOL, LLC This Assignment of Development Agreement, dated for reference purposes the day of r, , 2016, is made and entered into by and between Friends of St. Mary's if/b/a Steeple Square and Jackson Street School, LLC for the following property, situated in Dubuque, Iowa: Lot 1 of City Lot 493, in the City of Dubuque, Iowa, according to the recorded Plat thereof; WHEREAS, Assignor is the Developer under a Development Agreement with the City of Dubuque, Iowa dated May 2, 2016, as amended (the "Development Agreement"); and WHEREAS, the Development Agreement specifies various rights and obligations of the Assignor and the City of Dubuque related to the development of the former school building located on the land described above, known locally as 1501 Jackson Street, Dubuque, Iowa; and WHEREAS, Assignor desires to assign all of its interest in and to the Development Agreement to Assignee and Assignee desires to accept such assignment and agrees to be bound by the terms thereof; and WHEREAS, the assignment by Assignor to Assignee hereunder is permanent and complete and Assignor retains no rights under the Development Agreement whatsoever as of the date hereof; and WHEREAS, The City of Dubuque, Iowa has authorized this Assignment in the Development Agreement, as amended; and WHEREAS, the parties desire to reduce this Assignment to writing. 071216ba1 THEREFORE, Assignor hereby assigns to Assignee the Development Agreement pursuant to the following terms and conditions: 1. Assignment. Assignor hereby assigns to Assignee, and Assignee hereby accepts from Assignor, this assignment of the Development Agreement, which assignment includes all rights and obligations of any sort whatsoever of Assignor thereunder such that, upon acceptance hereof by Assignee, Assignor shall have no right or interest whatsoever in and to the Development Agreement as of the date hereof and Assignee agrees to be fully bound by the Development Agreement and shall carry out all obligations of, and be entitled to all rights of, Assignor thereunder. 2. Law/Binding Effect. This Assignment shall be governed by and construed in accordance with the laws of the State of Iowa. This Assignment shall be binding upon the parties hereto and their respective successors in interest and assigns. In the event of a breach of this Assignment the non -breaching party shall be entitled to all rights and remedies at law or equity and shall be entitled to recover reasonable attorneys' fees incurred due to the breach. 3. Affirmation. The parties hereby affirm the Development Agreement in all respects, except that hereafter the Developer thereunder shall be the Assignee; in all other respects, the Development Agreement shall remain in full force and effect according to its terms. FRIENDS OF ST. MARY'S JACKSON STREET SCHOOL, LLC d/b/a STEEPLE SQUARE By: By: Jack McCullough, President (Printed Name) 2 APPROVAL OF ASSIGNMENT BY THE CITY OF DUBUQUE, IOWA The City of I ubuque hereby approves the foregoing Assignment. By: 1 Roy D. B 61, Mayor Attest: Keen S. Firnstahl, CI'tsi Clerk 3 STATE OF IOWA ) COUNTY OF ) ss: This instrument was acknowledged before me on by Jack McCullough as President of Friends of St. Mary's d/b/a Steeple Square Notary Public in and for State of Iowa By: STATE OF IOWA ) COUNTY OF ) ss: This instrument was acknowledged before me on by as of Jackson Street School, LLC. Notary Public in and for State of Iowa