301 East Fourth Street, Suite 3500

v
Vorys, Sater, Seymour and Pease LLP
Great American Tower
Cincinnati, Ohio 45202

513.723.4000 | www.vorys.com
Legal Counsel Founded 1909

Katie G. Barnes
Direct Dial (513) 723-4483
Direct Fax (513) 852-7878
Email kgbarnes@vorys.com

March 28, 2017

VIA E-MAIL

Daniel J. Hoying, Esq.

Cincinnati Public Schools
Office of General Counsel
2651 Burnet Avenue
Cincinnati, OH 45219
hoyingd@cps-k12.org

Eric Landen, Esq.

Frost Brown Todd LLC
301 East Fourth Street
Great American Tower Suite 3300
Cincinnati, OH 45202
elanden@fbtlaw.com

Re: Rawson House at 3737 Clifton Avenue

Dear Dan and Eric:

This letter will respond to the request by the Board of Education of the Cincinnati
City School District (the District) to Clifton Cultural Art Center (CCAC) to consider
CCACs use of the Rawson House, located at 3737 Clifton Avenue. This letter does not address
the Districts termination notice, dated March 20, 2017, and delivered to CCAC on March 21,
2017. CCAC will respond to the termination notice on or before April 20, 2017, the response
deadline established under the terms of the Lease between the District and CCAC.

At the meeting on March 21, the District offered to consider deeding the Rawson
House to CCAC at the value listed on the Hamilton County auditors website for CCAC to use as
its new home, on terms to be determined. The District also offered to consider leasing CCAC
space in the Clifton School, Fairview and Clifton Recreation Center. The District required
CCAC to consider and potentially document a deal within less than 30 days, due to the short due

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Legal Counsel

Daniel J. Hoying, Esq.

March 28, 2017
Page 2

diligence time period associated with the Districts contract to purchase the Rawson House.
CCAC is responding quickly to be responsive to the accelerated timetable imposed by the
District.

After considering the information shared by the District at the meeting on March
21, touring the Rawson House on March 23, and discussing the opportunity with its board,
CCAC has determined that the Rawson House is not a suitable location for CCAC.

At 5,000 square feeta mere one-fifth of the space used for programming in the
1906 Buildingthe Rawson House is simply not large enough to accommodate CCACs
visitors and programming. CCAC has grown by more than four times its original size since it
opened its doors. In 2009, CCAC had 9,675 visitors with 44 classes. In 2016, there were 40,282
visitors and CCAC offered 272 classes. The Rawson House is simply not physically large
enough to accommodate this growth. In addition, the rooms in the Rawson House are
significantly smaller than those currently used by CCAC.

Moreover, use of the Rawson House would trigger a change in occupancy under
the City of Cincinnatis zoning and building code and thus require extensive external and internal
renovation of a historic Clifton residence. Absent significant renovation, the Rawson House is
not accessible to many members of our community. For example, there are no wheelchair ramps
to enter the house and no elevator to the second floor. CCAC strives to have a facility that is
accommodating to all persons; thus, the Rawson House is unsuitable for this reason, as well.

There are also safety issues at the Rawson House that would need to be addressed.
There is only one staircase to the second floor and to the loft over the garage. This would limit
the number of occupants CCAC could put in these areas or require CCAC to install additional
fire-rated staircases or fire escapes to meet code on the required number of points of egress.

Furthermore, because the Rawson House is located within the designated State of
Ohio Clifton Avenue Historic District, CCAC is sensitive to the communitys concerns about the
effects on Clifton Avenues traffic patterns, the loss of greenspace and the potential historic
degradation associated with repurposing the Rawson House from its current residential use.

Finally, leasing space on an ad hoc basis at other structures, including the Clifton
School, Fairview and Clifton Recreation Center, is not a viable option for CCAC. In light of
CCACs growing number of visitors and programming and the logistical and emotional
disruption caused by the Districts decision to expel CCAC from the 1906 Building, CCAC
needs a stable, permanent home to serve the community and honor the trust placed in CCAC by
its donors and supporters.
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Legal Counsel

Daniel J. Hoying, Esq.

March 28, 2017
Page 3

CCAC, therefore, believes it is in the best interests of CCAC, its patrons and the
community to pursue a new home elsewhere.

Very truly yours,

Katie G. Barnes

cc: Cindy Herrick

Leslie Mooney
Kristin Woeste, Esq.