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Home My WebLink AboutC-5454(A) - Assignment and Assumption Agreement and Consent, 1000 Avocado (Inside Library)Document-1672462-Page-1 .i) Page 1 of 1 RECORDING REQUESTED AND WHEN RECORDED RETURN TO: CITY OF NEWPORT BEACH Attn: City Clerk's Office 100 Civic Center Drive PO Box 1768 Newport Beach, CA 92660 WITH A COPY TO: 24 CARROTS, LLC Attn: Jon Brown 17851 Sky Park Circle, Suite F Irvine, CA 92614 Recorded in Official Records, Orange County Hugh Nguyen Clerk -Recorder 1111 111111111�111111111 I11111 IN II NO FEE *$ R 0 0 0 8 5 4 5 6 3 2$* 2016000377357 2:51 pm 08110116 63 406 A30 A38 C34 F15 8 0.00 0.00 0.00 0.00 21.00 0.00 0.00 0.00 [Exempt from Recordation Fee - Govt. Code Sec. 6103] ASSIGNMENT AND ASSUMPTION OF CONCESSION AGREEMENT AND CONSENT This ASSIGNMENT AND ASSUMPTION OF CONCESSION AGREEMENT AND CONSENT ("Assignment") is made and entered into this .1, day of P 2016 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), 24 CARROTS, LLC, a California limited liability company ("Assignor") and FOOD MASTERS, INC., a California corporation ("Assignee"). City, Assignor, and Assignee may be individually referred to herein as a "Party," and collectively referred to herein as the "Parties." RECITALS A. On July 11, 2013, the City entered into that certain Concession Agreement with Assignor, concerning the seven hundred fifty-seven (757) square foot concession facility located at 1000 Avocado Avenue, Newport Beach, California 92660, which is depicted on Exhibit "A" attached hereto and incorporated by reference ("Premises"), that was recorded on July 17, 2013 as Instrument No. 2013000429412 in the Official Records of Orange County ("Agreement"); B. On May 24, 2016, Assignor and Assignee entered into a Business Purchase Agreement and Joint Escrow Instructions ("Business Purchase Agreement") for the acquisition of the Premises, which contemplates the assignment of Assignor's Agreement to Assignee, and City's approval of same; and about:blank 08/ 10/2016 RECORDING REQUESTED AND WHEN RECORDED RETURN TO: CITY OF NEWPORT BEACH Attn: City Clerk's Office 100 Civic Center Drive PO Box 1768 Newport Beach, CA 92660 WITH A COPY TO: 24 CARROTS, LLC Attn: Jon Brown 17851 Sky Park Circle, Suite F Irvine, CA 92614 [Exempt from Recordation Fee - Govt. Code Sec. 6103] ASSIGNMENT AND ASSUMPTION OF CONCESSION AGREEMENT AND CONSENT This ASSIGNMENT AND ASSUMPTION OF CONCESSION AGREEMENT AND CONSENT ("Assignment") is made and entered into this _ day of _a 1.a1vSk , 2016 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), 24 CARROTS, LLC, a California limited liability company ("Assignor") and FOOD MASTERS, INC., a California corporation ("Assignee"). City, Assignor, and Assignee may be individually referred to herein as a "Party," and collectively referred to herein as the "Parties." RECITALS A. On July 11, 2013, the City entered into that certain Concession Agreement with Assignor, concerning the seven hundred fifty-seven (757) square foot concession facility located at 1000 Avocado Avenue, Newport Beach, California 92660, which is depicted on Exhibit "A" attached hereto and incorporated by reference ("Premises"), that was recorded on July 17, 2013 as Instrument No. 2013000429412 in the Official Records of Orange County ("Agreement"); B On May 24, 2016, Assignor and Assignee entered into a Business Purchase Agreement and Joint Escrow Instructions ("Business Purchase Agreement") for the acquisition of the Premises, which contemplates the assignment of Assignor's Agreement to Assignee, and City's approval of same; and C. Assignor desires to assign all of its right, title and interest in, duties, and obligations under the Agreement to Assignee, with the prior written consent of the City, and Assignee wishes to accept such assignment. NOW, THEREFORE, the Parties hereby agree as follows: 1, The Parties acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 2. The City hereby consents to the assignment of Assignor's interest in and to the Agreement, to Food Masters, Inc. 3. Assignor hereby assigns as of the Effective Date, all of its rights, title and interest, duties, and obligations under the Agreement to Assignee and Assignee accepts such assignment. 4. All of the covenants, conditions, and restrictions of the Agreement and set forth herein shall be binding upon and shall inure to the benefit of the Parties hereto and their respective heirs, successors, and beneficiaries. 5. Pursuant to Section 13.3 of the Agreement, City's consent to this Assignment shall not relieve Assignor from its obligations or liabilities under the Agreement, nor act as a waiver of the requirement that such consent be obtained to any subsequent assignment or encumbrance. 6. To the best of City's knowledge, Assignor is not in default in the payment of rent or any other amount under the Agreement through and including May 24, 2016, or, to the knowledge of City, of any other covenant or condition to be observed or performed by the Assignor under the Agreement. Assignor has provided City with evidence reasonably satisfactory to City to satisfy the assignment conditions provided in the Agreement Section 13.1. 7. Any notice required under the Agreement shall be made in accordance with Section 19 of the Agreement, except notice to Concessionaire, as referenced in the Agreement, shall from and after the Effective Date, be made to the following address: Food Masters, Inc. 270 Bristol Street, Suite 114 Costa Mesa, CA 92626 8. This Assignment shall become effective upon recording. [SIGNATURES ON NEXT PAGE] Assignment and Assumption of Concession Agreement Page 2 7. This Assignment shall become effective upon recording. [SIGNATURES ON NEXT PAGE] Assignment and Assumption of Concession Agreement Page 3 IN WITNESS HEREOF, the Parties hereto have executed this Assignment as of the day and year first above written. ASSIGNOR: 24 CARROTS, LLC, a ASSIGNEE: FOOD MASTERS, INC., a California corporation California limited liability company By: Norman R. Bennett Managing Member CITY: CITY OF NEWPORT BEACH, a California municipal corporation By: Dave Kiff City Manager APPROVED AS TO FORM: CITY ATTO) S OFFICE By: Aaron C. Harp City Attorney ATTEST: By: Leilani I. Brown City Clerk K alida Rashid Chief Executive Officer, Secretary, and Chief Financial Officer [END OF SIGNATURES] Owners must sign in the presence of notary public ATTACHMENT: Exhibit A — Premises Depiction Assignment and Assumption of Concession Agreement Page 4 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of 0,'u Kff -- } ss. j "1uh On `� l y �-St�— , 20 /& before me, (-.G^'rY a Notary Public, personally appeared Now «r '13-nn.c:7/ — , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature LAURIE J. MORS COMMISSION a 2069569 0 Notary Public - California ORANGE COUNTY My Comm Expires Jun 25. 2078J (seal) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of'"d" } ss. On `� �(y 5 , 20 1 L before me, LG`u rz S o 5 Notary Public, personally appearedIc- - - proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS m hand and official seal. Signature r LAURIE J SNORB 41 COMMISSION a 2069569 n, Notary Public - California J ORANGE COUNTY 3 M=Comm Expires Jun 25 20 81 (seal) Assignment and Assumption of Concession Agreement Page 5 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange On t U('UST 2 17o1J } before me, Jennifer Ann Mulvey, Notary Public (insert name and title of the officer) personally appeared DAV C who proved to me on the basis of satisfactory evidence to be the person(s)-whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/sheftheyexecuted the same in his/kter/their authorized capacity(ies), and that by his/her/thei-r signatures) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature a (Seal) JENNiFER ANN MULVEY Commission # 2045022 Notary Public • California I Orange County M Comm. 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