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HomeMy WebLinkAboutPA2022-0221_20221006_Property Leasing Agreement.Opp-041QS9 THE ffiVINE COMPANY RETAIL LEASE Ocean 48 Fashion Jsland PA2022-0221 RETAIL LEASE) THIS RETAIL LEASE and all exhibits attached hereto (collectively, ''Lease") is entered into by Landlord and Tenant and is effective as of Oc.tc'oei2. "2.'o, '1.0Z \ ("Lease Date"). ARTICLE I BASIC LEASE PROVIS IONS I.I Landlord: THE IRVINE COMPANY LLC, a Delaware limited liability company ("Lall(l/ort!''). 1.2 Tenant: OCEAN 48 NEWPORT BEACH. LLC. an A1izona limited liability company ("Tenant"). 1.3 Trade Name: Ocean 48 ("Trade Name"). (An. 7) J .4 Shopping Center: Fashion Island, located in the City of Newport Beach, State of California (Art. 2) ("Shopping Center"). 1.5 Premises Address: I 51 Newport Center Drive. Newport Beach, CA 92660 (" Premises"). (Art. 2) l..6 Floor ATca: Approximately 10,945 square feet, detennined in accordance with Section 2 I.I 5 r'Floor (Art. 2 I) Area"). 1.7 Lease Term (''Term"): Beginning on the date ("Commencement Date") that is the earlierof (i) the (Art. 2) date Tenant opens for business to the public in the Premises, and (ii) the expiration of2 IO days (the "Build-Out Period'') following the date that is 1he later of (a) the date of Landlord's Notice to Tenant that the Premises are vacant and Tenant is entitled to possession of the Premises upon satisfaction of the Delivery Requirements set forth in Exhibit C ("Delivery Notice''), and (b) the-earlier of (I) the date that Tenant receives the building permil for Tenant's Work (hereafter defined)·and (2) May 1, 2022 (the "Permit Outside Dute"), and ending on the last day of the month 180 months thereafter (or extended in accordance with Article 22 of this Lease) unless sooner terminated as provided in this Lease ("Expiration Date"). Provided that Tenant diligently pursues the completion of Tenant's Work based upon a construction schedule whereby completion of Tenant's Work is scheduled to occur prior to rhe expiration of the Build-Ow Period, then Tenant shall have the one-time right to extend the Build-Out Period for a period not to exceed tl1irty (30) days by providing Notice (hereafter defined) thereof to Landlord no less than sixty (60) days prior to the expiration of the 110-day Build-Out Period. For purposes of this Section 1.7, Tenant will not be deemed open for business to the public during Tenant's soft opening strictly for friends and fatnily events, not exceeding ten ( I 0) days prior to the public opening. I.IO Use of Premises: The Premises shall be used for the first-dass operation of a full-service, fine dining (Art 7) restaurant and full bar (which operates· in a man_ner substantially similar 'to the other Ocean 44/48 restaurants) specializing in the preparation and sale of seafood and steak (with the option to provide take-out service and/or delivery service), all in accordance with the menu attached hereto as Exhibit K (the "Me1111"). Tenant may make evolutionary changes to the Menu from time to time, provided that (1) the items offered on such revised menu and the original theme and concept of the restaurant remain substantially the same as that which is in existence as of the Commencement Date and as the other Ocean 44/48 restaurants, and (2) such changes do not violate any exclusive use in the Shopping Center. ln connection with Tenant's operation of a restaurant from the Premises, Tenant shall have the right to sell alcoholic beverages for on-Premises consumption and provide live entertainment, provided Tenant obtains, at Tenant's sole cost and expense, any and all necessary pem1its and/or governmental approvals required for same (copies of such permits and approvals shall be provided to Landlord) and provided further that, with respect to any live entertairunenr, Tenant complies with all -2- Opp-041059 PA2022-0221 noise resmctions·and rules required by Landlord (which-restriciions and rules shall be consistent with those administered by Lnndlord for· the .Shqpping Center regarding live entertninmcnt nt tenant spaces): The foregoing_ describ.ed use. of'the Premises is hereafter collectively referred to as, the "Perm{tted 'Use". Landlord warrari~ and represents to Tenant •thnt there are no usj!S·resfrictions in other tenants' 'leas.es affectil)g the Shppping C~nt~r:tha:t:propibit or limit the opej-ntion of the Premises for lh:e. Pennifted Use. · l .l 8 Addresses for "Not.ice" (~c.fiited u:i Articl~ 20) and Paymcuts: Opp-041959 LANDLORD Landloril's·Address fo'r Notice and Pa'vmenf otlnilial Char.ges: THElRVINE-CQMPANY LLC ~o I New1rort ce.nter Drive; S\iite A I SQ ]'lewport Be.acli, California 92660. with a copy to: The Irvine-Company LLC tl o lnrtovatiqri Irv.inc, California·92617 ,'.l.ttention: General,Coups¢1, Retail Propcrtie, with copy to: The ln'.ine:Compan_y LLC 40 I Newport Center Drive, Si..tite:.A !'50 Newport Beach, California 92660 Attention: Sales Reports salestepprtsfi@irvinccompan_y.com Tenant Pavment Portal Registration: TENANT Tenant's Addres,for Notice: OCEAN48· 8355 E, .Hartforq Drive, Suite· I 90 Scottsc!ale;.f..Z 852~5 Alfn: JeffMastr.o With an electronic copy·t~: jcff@piimesteakconccpts.com Tenant's Address for Statements /BIiiings: PA2022-0221 Email tf!utlllp1111al ;, 11·,·in::t:itillJ~!!~~£l!!ll to request an account for the Tenant. Payment Portal Ocean 48 8355 E. Hattford Drive, Suite I 00 Sconsdale, AZ 85255 Attn: CFO With an c lectronic copy 10: jelT@prirnesteakconcept~.com ARTICLE2 LEASE OF PREMISES; RESERVATIONS 2.1 LEASE OF PREMISES. Landlord hereby leases.IP Tenant, and Tenant hereby leases from Landlord, for the Term described herein, the Premises identified in Section 1.5 and located in the Shopping Center depicted on the Shopping Center Site Plan anached as Exhibit A. The Premises are deemed to contain the Floor Area se't fonh in Section 1.6 (subject to the remeasurement right set forth in Section 21 .15), are generally depicted on the Premises Site Plan attached as Exhibit B and are being delivered to Tenant in accordance with Exhibit C. All of Tenant's Work and any other construction by Tenant on the Premises must be performed in accordance with Exhibit C. Landlord has no obligation to deliver physical possession of the -Pr:emises to Tenant until Tenant has satisfied the Delivery Requirements specified in Exhibit C. Tenant's failure to satisfy the Delivery Requirements shall not delay the detenniriation of the Commencement Date. 2.2 RESERVATIONS. Exhibit A sets forth an approxill)ate general layout of the Sliopping Center and shall noc be deemed a (epresentation by Landlord that the Shopping Cenrer is or will be constructed as indicated thereon, nor as a representation or warranty as to the current or future occupancy of an)' particular tenant in the Shopping Center, or that the.Shopping. Center will not be expanded, reduced or otherwise modified. Landlord reserves the right al any time to (i) make alteratio.ns or additions to the building in which the Premises are contained ("Building") if required by Law; (ii) subject to Section 9.5 of this Leilse, construct other buildings or improvements in the Shopping Center and 10 make alterations or additions thereto; and ('iii) access and use the exterior walls, floor, roof and plenwn in, above and below the Premises for the purpose of effecting certain items of repair and maintenance for the benefit of the Premises, as provided in this Lease. 2.-3 LIQUOR LICENSE CONTINGENCY. Tenant's ob.ligations under this Lea.se are contingent upon Tenant obtaining a liquor license required to permit the sale of alcohol from the Premises for on-premises. consumption (the "liquor License'"). Tenant agrees to immediately commence application for and file completed applications within thirty (30) days of the Lease Date and µse its reasonable effons to diligently pursue Jhe obtaining of such Liquor License. If despite Tenant's reasonable eff<ins, Tenant is unable to obtain the Liquor License on or before the date which is one hundred eighty ( 180) days after the Lease Date (the "L'lqunr L/ce11se Dute"), and provided that such failure is not relaled to the costs to obtain the Liquor License andior the applicant failing to meet the requirements _or standards of the Department of Alcoholic Beverage Control ("'DABC'), then Tenant shall have the right to tenninate this Lease upon written notice to Landlord within 1en ( I 0) days after the Liquor License Date, and if Tenant fails to tenninale this Lease priorto the expiration of said ten (I 0) day period, said contingency shall be deemed to have been waived (and the Lease shall remain in full force and effecl). Landlord and Tenant acknowledge and agree that Tenant shall not be deemed to be unable to obtain the Liquor License (and shall have no right to terminate the Lease), if any such failure 10 obtain lhe Liquor License is based upon the cosr to obtain the Liquor License or the applicant, or th~ application filed by Tenant with the DABC, not meeting the requirements and standards of the DABC that are within Tenant"s reasonable control to satisfy. A!'eny time during the period described ,above wherein T~nant is pursing the Liquor License, Landlord shall have the right to request from Tenant evidence that Tenant has made prompt application for and is diligently pursuing the Liquor License, and Tenant shall provide such evidence within ten (JO) days ofter Landlord's request therefor. Should Tenant fail to provide such evidence to Landlord within such JO-day period, then Tenant's termination right shall automatically be deemed null and void. Landlord shall have lhe right to review and approve any conditions that may be pan of Tenant's liquor license process. -4- Opp-041059 PA2022-0221 IN WITNESS WHEREOF, Landlord and Tennnl have duly executed this Lease on (he day and year first above written. LANDLORD: THE·IRVINE COMPANY LLC a Delaware limited liability compnny ~~~c: K6ttf• ~ Title: Senior Vice President, Operations 0y: Name: TiUc: -~-"~crR. forwood Assistant Secretary TENANT: OCEAN 48 NEWPORT BEACH, LLC an Arizona limited liability company By: Team 44 ReslUurnnls. LLC, an Arizona limited liability company. its Mpnager By: Rcstauran\.44. LLC. an Arizona limited liability company Its: Manager If Tenant is a corporation. limited liability company, panncrship or OlherenUty. or is comprised of any of them. each individual executing this Lease for such entity represents that he or she is duly nuthorized to execute and deliver this Lease on behalf.·ofsuch cntily and that this Lease is binding upon such entity in accordance wW1 its terms. -24- 0pp-04t059 PA2022-0221 EXHIDI'f A- SHOPPING CENTER SITE PLAN This· drawing is a general representation only and may not accWqtely reflect the-status of building improvcm~rits on the Shopping Center or.be-a fiill depiction oftlie entire Shoppin_g Center. Opp-041059 ,-! f I : i J " i EXHIBIT A E:XHIB!T A al- PA2022-0221 EXHLB)T 13 PREMISES SI.TE-PLAN This drawing· is a general representation of (he· proposed Premises and should not be reiied upon for the preparation c;ifplaris and speciJications. Tenant· and/or its representatives snould fie!~ verify.a.II me·as.tH:em·erits. ,.. ,. f I Opp-041059 ,. ; EXHIBIT B EXHIBIT B -1- PA2022-0221