HomeMy WebLinkAbout15 - Lease Agreement for a Portion of San Joaquin Hills Park Located at 1550 Crown Drive NorthQ SEW Pp�T
CITY OF
z NEWPORT BEACH
c�<,FORN'P City Council Staff Report
November 28, 2023
Agenda Item No. 15
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Sean Levin, Recreation and Senior Services Director - 949-644-
3151, slevin@newportbeachca.gov
PREPARED BY: Lauren Wooding Whitlinger, Real Property Administrator,
Iwooding@newportbeachca.gov, 949-644-3236
TITLE: Lease Agreement with Newport Harbor Lawn Bowling Association for
a Portion of San Joaquin Hills Park Located at 1550 Crown Drive
North
ABSTRACT:
The City of Newport Beach owns and leases a portion of the San Joaquin Hills Park
property to the Newport Harbor Lawn Bowling Association (Association), a non-profit
membership club dedicated to the sport of lawn bowling. The City has leased a portion of
the park property to the Association to operate lawn bowling facilities for the benefit of its
members, the City and residents since 1973. The most recent lease agreement expires
in November 2023, and a new agreement is needed to allow the Association to continue
use of the property. For the City Council's consideration is a new Lease Agreement
(Lease) (Attachment A) with the Association, for a new five-year term with options,
updated terms and conditions, and a waiver of City Council Policy F-7.
RECOMMENDATIONS:
a) Determine this action is exempt from the California Environmental Quality Act (CEQA)
pursuant to Sections 15060(c)(2) and 15060(c)(3) of the CEQA Guidelines because
this action will not result in a physical change to the environment, directly or indirectly;
b) Authorize the City Manager and City Clerk to execute the Lease Agreement by and
between the City of Newport Beach and Newport Harbor Lawn Bowling Association,
for continued use of a portion of the property known as San Joaquin Hills Park located
at 1550 Crown Drive North, in a form substantially similar to the agreement attached
to the staff report; and
c) Approve a waiver of City Council Policy F-7 — Income and Other Property based on
the findings contained in this staff report and the lease agreement, that conducting an
open bid process or changing the tenant would result in excessive vacancy, and the
use of the property provides an essential or unique service to the community and is of
a public benefit, and might not otherwise be provided where any open bid or full fair
market value rent of the property be required.
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Lease Agreement with Newport Harbor Lawn Bowling Association for a Portion of
San Joaquin Hills Park Located at 1550 Crown Drive North
November 28, 2023
Page 2
DISCUSSION:
The City acquired the land known as San Joaquin Hills Park, located at 1550 Crown Drive
North in Corona del Mar (Property) (Attachment B), from The Irvine Company in 1972.
The Property was deeded to the City as a public recreation facility as part of the Jasmine
Creek planned community development. The dedication was subject to certain
reservations and easements, and restricted use of the Property for a public park and
associated uses for 50 years from the date of the deed.
History
Originally located at a park on the Balboa Peninsula, lawn bowling first started in Newport
Beach in 1937, and the formal incorporation of the Association occurred shortly thereafter,
in 1939. With growth in its membership over the next 30 years, the Association worked
with the City and The Irvine Company to relocate to a new park site in Corona del Mar in
1972 and expanded its facilities to include two bowling greens at the Property. The
Association agreed to construct the clubhouse building at the Property and donated it to
the City under a 1973 lease agreement.
The most recent lease, executed between the City and Association in 1998 (1998 Lease)
(Attachment C), was for a term of 25 years, and allowed the Association to continue to
operate its membership club and the lawn bowling facility at the Property. The 1998 Lease
also required the City to furnish all necessary water to the site, and pay the Association
$750 per month to maintain the bowling greens. In 2005, the City and Association
amended the 1998 Lease to phase out the monthly maintenance payments from the City,
and to not charge the Association any yearly lease payments for use of the Property
(Attachment C).
With the 1998 Lease set to expire November 30, 2023, staff contacted the Association
earlier this year to discuss its current use of the Property and interest in a new lease. The
Association has made measurable strides in increasing its overall and Newport Beach
resident membership numbers, and expanding its community programming and outreach
efforts since lease negotiations began 10 months ago. Staff recommends a shorter term
than prior leases, to allow the Association time to update its public programming to be
more consistent with the requirements placed on similar nonprofit organizations utilizing
City -owned property for no rent.
Operation
Under the terms of the proposed Lease, the Association will be permitted to continue to
use approximately 45,414 square feet of the Property, improved with a clubhouse facility,
two lawn bowling greens, and two storage sheds (Premises) (Attachment B). The
Association will also have non-exclusive shared use of the public parking lot on the
Property.
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Lease Agreement with Newport Harbor Lawn Bowling Association for a Portion of
San Joaquin Hills Park Located at 1550 Crown Drive North
November 28, 2023
Page 3
City Council Policy F-7, Income and Other Property
Due to the Association's long-term use of the Premises and the unique services provided
for the community, staff did not conduct an open bid process to solicit proposals from
other operators, as typically required by City Council Policy F-7, Income and Other
Property (Attachment D) (Policy).
Staff believes the following findings can be made, as required by the Policy, when certain
sections of the Policy cannot be followed, and a waiver is requested:
1. Converting the property to another use or changing the operator of the property would
result in excessive vacancy, which would outweigh other financial benefits;
2. The Association provides an essential or unique service to the community that might
not otherwise be provided where full market value of the property be required; and
3. Use of the Property and Premises for public recreation facilities provides a public
benefit to the community and beyond and might not otherwise be provided were an
open bid or full fair market value of the property be required.
Summary of Terms
The proposed terms of the Lease are summarized below:
1. The initial term is five years, with a two-year option term, and three, one-year annual
extension options, for a total possible term of 10 years, unless terminated earlier as
provided by the Lease.
2. Rent shall be set at $1.00 per year.
3. Additional consideration under the Lease includes the Association's agreement to
provide membership activities and limited public recreation classes and events related
to lawn bowling. The Premises shall also be available for use as a community center,
when not in use by the Association.
4. The Association will be responsible for payment of all utilities furnished to or serving
the Premises, including reimbursing the City for its pro rata share of water used at the
Property.
5. The Association will accept the Premises in its current as -is condition. All landscaping,
buildings and improvements on the Premises will be maintained and repaired by the
Association at its expense.
6. Annually, the City and Association will jointly walk and inspect the Premises to
determine what maintenance and repairs are needed in the upcoming year.
7. Additionally, the Association will provide the City a written report each year detailing
the maintenance performed, and information on the membership and programming,
and tax returns for the prior year.
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Lease Agreement with Newport Harbor Lawn Bowling Association for a Portion of
San Joaquin Hills Park Located at 1550 Crown Drive North
November 28, 2023
Page 4
8. The Association shall obtain and maintain and provide certificates of insurance during
the term of the Lease to the satisfaction of the City's Risk Manager, naming the City
as additional insured.
The Lease was reviewed by the City Attorney's Office and has been approved as to form.
The Association reviewed and approved the terms and executed the Lease.
California Surplus Land Act
Assembly Bill 1486 was signed into law in 2019, went into effect in 2020, and made
significant changes to the California Surplus Land Act (SLA) (Government Code §54222).
Additional changes to the SLA were proposed in the 2023 legislative cycle, and several
bills, including Senate Bill 747 and Assembly Bill 480, were approved and signed into law.
In compliance with the updated SLA, and consistent with similar recent City transactions,
staff believes this Lease is not subject to the SLA as the total term is less than 15 years
and will not require demolition or development of the Property or Premises. These
findings have been submitted to the California Department of Housing and Community
Development (HCD) for its review and confirmation. Should HCD determine the Lease is
subject to the SLA, staff will take the steps necessary to comply, including returning to
City Council for its consideration.
;IRia_101►Vil:7_«IF
Consideration under the Lease ensures the Premises will continue to be available to
members, the public, and the community for public and club -related recreational uses
during the term, at no cost to the City.
ENVIRONMENTAL REVIEW
Staff recommends the City Council find this action is not subject to the California
Environmental Quality Act (CEQA) pursuant to Sections 15060(c)(2) (the activity will not
result in a direct or reasonably foreseeable indirect physical change in the environment)
and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA
Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no
potential for resulting in physical change to the environment, directly or indirectly.
NOTICING:
The agenda item has been noticed according to the Brown Act (72 hours in advance of
the meeting at which the City Council considers the item).
ATTACHMENTS:
Attachment A — Lease Agreement
Attachment B — Maps
Attachment C — 1998 Lease, as Amended
Attachment D — City Council Policy F-7, Income and Other Property
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Attachment A
Lease Agreement
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LEASE AGREEMENT BY AND BETWEEN
THE CITY OF NEWPORT BEACH AND
NEWPORT HARBOR LAWN BOWLING ASSOCIATION
FOR A PORTION OF SAN JOAQUIN HILLS PARK
THIS LEASE AGREEMENT ("Lease") is made and entered into this day
of , 2023 ("Effective Date"), by and between the CITY OF
NEWPORT BEACH, a California municipal corporation and charter city ("City" or
"Lessor"), and NEWPORT HARBOR LAWN BOWLING ASSOCIATION, a California
nonprofit corporation whose address on file with the California Secretary of State is 1550
Crown Dr., Corona del Mar, California 92625 ("Lessee"). Lessor and Lessee may
individually be referred to as "Party" and collectively referred to as "Parties" herein.
RECITALS
A. Lessor holds title to San Joaquin Hills Park, which is approximately 176,783 square
feet and located at 1550 Crown Drive North, Corona del Mar, California 92625,
Assessor's Parcel Number 458-022-06 ("Property"). The Property is more
particularly described as set forth in the legal description in Exhibit "A," and as more
particularly depicted in Exhibit "B," both of which are attached hereto and
incorporated by reference.
B. A portion of the Property is improved with a clubhouse facility, two lawn bowling
greens, and two storage sheds consisting of approximately 45,414 square feet
(collectively "Premises") as depicted in Exhibit "C" attached hereto and incorporated
herein by this reference.
C. Lessee is a nonprofit organization that operates the Newport Harbor Lawn Bowling
Club, an independently operated member club of the Southwest Division of Bowls
USA on the Premises.
D. Lessee has continuously operated and maintained the Premises for decades
pursuant to agreements with the City, the most of recent of which expires November
30, 2023 ("Existing Lease").
E. The Parties desire to enter into a new lease subject to the terms and conditions
contained herein, and intend that execution of this Lease shall concurrently
terminate the existing Lease.
F. Pursuant to City Council Policy F-7, whenever less than the open market or
appraised value is received or when an open bid process is not conducted, the City
shall make specific findings setting forth the reasons thereof. The City Council, at a
public and open general meeting, has approved this Lease, and made the findings
as required by Council Policy F-7.
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NOW, THEREFORE, in consideration of the mutual covenants hereinafter set
forth, it is agreed as follows:
1. LEASE OF PREMISES
Lessor hereby leases the Premises to Lessee, and Lessee leases the Premises
from Lessor, for the term specified in this Lease and pursuant to the terms and conditions
contained in this Lease. Lessee agrees that no representations with respect to the
condition or improvements on the Premises have been made by Lessor except as
specifically set forth in this Lease, and that the Premises are otherwise being delivered in
an "as -is" condition. Additionally, Lessee shall have non-exclusive use of the shared
public parking lot located upon the Property.
2.1 Initial Term. Lessor hereby leases the Premises to Lessee for the purposes
only as described in this Lease, and subject to the terms and conditions contained herein,
for a term of five (5) years beginning on the Effective Date ("Initial Term").
2.2 Option Term. Provided Lessee is not then in default beyond applicable
notice and cure periods provided herein, the term of this Lease shall extend for an
additional consecutive term of two (2) years ("Option Term"), the Option Term
commencing on expiration of the Initial Term, on the same terms and conditions as
contained in this Lease as it may be amended from time to time. The Option Term shall
be subject to Lessor's approval, which shall be deemed approved, unless expressly
withheld by Lessor at any time prior to the commencement of the Option Term.
2.3 Annual Extensions. Provided Lessee is not then in default beyond
applicable notice and cure periods provided herein, the term of this Lease shall extend
annually for an additional consecutive term of one (1) year (each, a 'Renewal Term"), the
first Renewal Term commencing on expiration of the Option Term, and subsequent
Renewal Terms commencing on expiration of the immediately preceding Renewal Term,
up to a maximum of three (3) Renewal Terms, each on the same terms and conditions as
contained in this Lease as it may be amended from time to time. Each Renewal Term
shall be subject to Lessor's approval, which shall be deemed approved, unless expressly
withheld by Lessor at any time prior to the commencement of any Renewal Term.
2.4 Term of Lease. The "Term" as used throughout this Lease is defined as the
Initial Term and, as applicable, the Option Term and each Renewal Term.
2.5 Maximum Term. The maximum Term of this Lease shall not exceed an
aggregate total of ten (10) years.
2.6 Holdover. This Lease shall terminate and become null and void without
further notice upon the expiration of the Term. Any holding over by Lessee after the
expiration of the Term shall not constitute a renewal or extension and shall not give
Lessee any rights in or to the Property, or any part thereof, except as expressly provided
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 2
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in this Lease. Any holding over after the expiration of the Term with the consent of the
Lessor shall be construed to be a tenancy from month -to -month on the same terms and
conditions set forth in this Lease insofar as such terms and conditions may be applicable
to a month -to -month tenancy ("Holdover Term"). The month -to -month tenancy may be
terminated without cause by Lessee or Lessor upon thirty (30) calendar days' prior written
notice to the other Party.
3. CONSIDERATION
3.1 The consideration for this Lease shall be the payment of rent, Lessee's
agreement to provide activities for its membership association and limited recreation
classes and events related to lawn bowling, as described in Exhibit "Y attached hereto
and incorporated herein by this reference, and perform its duties as required under this
Lease.
3.2 In accordance with City Council Policy F-7, whenever an open bid process
is not conducted or fair market value rent is not received for the use of City property, the
City shall make specific findings setting forth the reasons thereof. The City Council, at a
public and open general meeting, has approved this Lease, and has made findings that
converting the Property to another use or changing the lessee of the Property would result
in excessive vacancy, relocation or severance costs, real estate commissions, tenant
improvement allowances, and expenses or rent concessions which would outweigh other
financial benefits. Accordingly, the City Council authorized waiving the open bid
requirement of Council Policy F-7. Additionally, as the rent being charged is less than fair
market value, the City Council finds this use provides a public benefit to the community
by providing recreational facilities to the public and is therefore a matter of citywide
benefit. These findings by the City are of a citywide concern in that the beneficial uses of
the Property might not otherwise be provided were full market value of the Property
required.
4. RENT
4.1 Rent. Lessee shall pay to Lessor, and Lessor shall accept as rent for the
Premises, the sum of One Dollar and 001100 ($1.00) per year ("Rent"). Rent for the entire
Initial Term shall be due and payable within thirty (30) days of the Effective Date. Rent for
the Option Term and each Renewal Term shall be due and payable on the first day of
each Term.
4.2 Payment Location. All payments of Rent shall be made in lawful money of
the United States of America and shall be paid to Lessor in person or by United States'
mail, or overnight mail service, at the Cashier's Office located at 100 Civic Center Drive,
Newport Beach, California, 92660, or to such other address as Lessor may from time to
time designate in writing to Lessee. If requested by Lessor, Lessee shall make payments
electronically (at www.newportbeachca.gov) or by wire transfer (at Lessee's cost).
Lessee assumes all risk of loss and responsibility for late charges and delinquency rates
if payments are not timely received by Lessor regardless of the method of transmittal.
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 3
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5. USE OF PREMISES
5.1 Lessee shall use the Premises, solely and exclusively, to manage and
operate a lawn bowling facility for the benefit of its members, the City and its citizens, the
general public, and to provide a public benefit to the residents of the City of Newport
Beach by providing recreation classes related to lawn bowling. Lessee shall operate
and manage the Premises in a manner which does not violate state or federal
discrimination laws. Lessee shall make all services, programs and facilities available
to the public.
5.2 Lessee shall not grant any sublease, concession, license, permit or
privilege for the conduct of any business or other operation for profit on the Premises
without the prior written approval of the City Manager.
5.3 When the Premises are not in use by Lessee, the Premises shall be
available for use as a community center by the City's Recreation and Senior Services
Department on a first -priority basis, and by youth -based community non-profit
organizations in accordance with reasonable rules and regulations to be established by
Lessee. Lessee is authorized to charge a reasonable fee to cover maintenance costs to
groups and organizations, other than Lessor, for the use of the Premises.
5.4 Lessee may reserve the Premises for private events ("Lessee Events") by
submission of a reservation request in advance, in writing, and shall obtain a Special
Event Permit ("SEP") from the City in accordance with the Newport Beach Municipal Code
("NBMC") and Council Policy B-7, as amended, and/or any other permits or approvals as
may be required for the use of any City public facility. The SEP and any other required
approvals shall be obtained prior to the commencement of any Lessee Event. The Lessee
Event shall be in compliance with the approved hours of operation of public facilities as
set forth in the NBMC. Lessee shall promptly repair any damage and remove any rubbish
resulting from a Lessee Event as its sole cost and expense.
5.5 If, at any time during the Term of the Lease, it is found that the use of the
Premises is not allowed by deed restrictions, covenants, easements, or other land use
restrictions, Lessor has the right to terminate this Lease with thirty (30) calendar days'
written notice to Lessee.
6. SHARED USE OF PREMISES
6.1. Lessee shall have non-exclusive access to the shared public parking lot.
6.2. Lessor shall have exclusive access and use of the storage closet on the
exterior of the clubhouse facility for maintenance storage.
6.3. Lessor and Lessee shall meet regularly and proactively as needed to
mutually agree on any desired classes to be offered at the Premises through the City's
Recreation and Senior Services Department ("RSS Department").
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 4
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6.4. Both Lessor and Lessee shall have access to the Premises including keys,
codes, or other means of access (collectively "locks") for entrance into the Premises.
6.5. Lessee and Lessor shall each maintain a list of authorized personnel who
have access to or possession of any locks to the Premises.
6.6. City's use of the Premises shall be for use as a community center or
recreation center by the RSS Department. However, Lessor agrees not to schedule use
by co -sponsored groups with programs that compete with Lessee's club programs without
prior written mutual agreement of the Parties.
6.7. The Parties shall communicate and cooperate, acting reasonably and in
good faith, in scheduling the use of the Premises in a manner which:
6.7.1. Maximizes the use of the Premises;
6.7.2. Promotes community outreach;
6.7.3. Does not cause any undue noise between the hours of 10:00 p.m.
and 7:00 a.m. (i.e., deliveries, facilities or landscape maintenance); and
6.7.4. Does not violate any law.
6.8. Notwithstanding any exclusive access to the Premises reserved to either
Party by the terms of this Lease, all conflicts in scheduling for use of the Premises which
are not resolved by staff, shall be discussed between Lessor's Recreation and Senior
Services Director ("RSS Director") or designee and Lessee's Chief Executive Officer. In
the event a conflict in scheduling for use of the Premises cannot be mutually resolved
following good faith and reasonable efforts, the decision of the RSS Director or designee
shall be final.
7. CAPITAL IMPROVEMENTS
7.1 The improvements on the Premises currently consist of a clubhouse facility,
two (2) lawn bowling greens, and two (2) storage sheds ("improvements"). Lessee shall
maintain the Premises and Improvements in compliance with the terms of this Lease.
7.2 Lessee may make additional improvements to the Premises throughout the
Term ("Additional Improvements"), with the prior written consent of Lessor. Improvements
and Additional Improvements are collectively referred to as "Improvements" herein.
Additional improvements may require revision to the insurance required from Lessee
under this Lease.
7.3 Lessee shall be required to obtain, prior to commencing the construction of
any improvements, all permits, licenses or approvals that may be required from any local,
state or federal entities.
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 5
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7.4 No improvements shall be erected or maintained on the Premises unless
and until plans and specifications for the proposed scope of work have first been
submitted to and approved, in writing, by Lessor.
7.5 Lessee shall, at all times, indemnify and hold Lessor harmless from any and
all claims for labor or materials in connection with the construction, repair, or installation
of any structure, capital improvement, equipment or facilities on the Premises and from
the costs of defending such claims, including reasonable attorney's fees. Lessee shall not
suffer or permit to be enforced against the Premises, or any part thereof, any mechanic's,
materialmen's, contractor's or subcontractor's liens arising from, or any claim for damage
growing out of, the work of any construction, repair, restoration, replacement or
improvement or any other claim or demand arising from Lessee's operations under this
Lease. In the event any lien or stop notices imposed or recorded on the Premises as a
result of the construction, repair or alteration of the facility, Lessee shall pay or cause to
be paid all such liens, claims or demands before any action is brought to enforce the
same against the leased Premises. Notwithstanding anything to the contrary contained in
this Section, if Lessee shall in good faith contest the validity of such lien, claim or demand,
then Lessee shall, at its expense, defend itself and Lessor against the same and shall
pay and satisfy any adverse judgment that may be rendered thereon, before the
enforcement thereof against Lessor or the Premises upon the condition that if Lessor shall
require, Lessee shall furnish to Lessor a surety bond satisfactory to Lessor in an amount
equal to such contested lien, claim or demand indemnify Lessor against liability for the
same and holding the leased Premises free from the effect of such lien or claim.
7.6 Before the commencement of any work or construction of any building
structure or other improvement on the Premises, or of any substantial repairs, alterations,
additions, replacement or restoration, in or about the Premises, Lessee shall give Lessor
advanced written notice which specifies the nature and location of the intended work.
Lessee shall coordinate with Lessor for the scheduling of any work so that the work does
not excessively burden Lessor's use of the Premises.
7.7 Lessor reserves the right to require Lessee to obtain performance and/or
labor and materials bonds for Improvements. Lessor shall have the right, in its sole
discretion, to require Lessee to furnish a surety bond satisfactory to Lessor to fully protect
the Premises and Lessor from the effect or enforcement of any lien, claim or demand.
8. OPERATIONS
8.1 Hours of Operation. Lessee shall keep the Premises open for use during
the periods of time as may be mutually agreed upon by Lessee and Lessor and shall not
close said Premises from use or substantially alter the type of services provided or
facilities offered, without first obtaining the written approval of the RSS Director.
8.1.1 Minimum Hours of Operation. Weather permitting, hours of
operation of the Premises shall be agreed upon by the Parties each
year as part of the annual site walk described in Section 14 below.
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 6
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The hours will include a minimum number of days per week, ands
minimum of number of hours per week for "drop in" play.
8.1.2 Notice to Public. Hours of operation of the Premises shall be
posted at conspicuous places on the Premises (e.g.: entrances), on
Lessee's website, and on Lessee's social media pages, and shall
state that the Premises are "Open to the Public."
8.1.3 Notice to Public Temporary Change in Operation. Lessee shall, at
least thirty (30) calendar days in advance of any closures for
construction, or change in hours of operation, notify City in writing
and post notices in and upon the Premises, and to Lessee's website
and social media pages, informing the public of the changes. Lessee
shall immediately, or whenever reasonable at least forty-eight (48)
hours in advance, post notices in and upon the Premises, and to its
website and social media pages informing the public of any
temporary change in hours of operation due to inclement weather.
8.2 Lighting. Lessee shall ensure that exterior lighting on the Premises,
specifically on the lawn bowling greens which allow play after dark, may be used no later
than 9.00 p.m. Tuesday through Sunday, and until 9.30 p.m. on Mondays. All lighting shall
comply with the NBMC.
8.3 Special Events. Lessee shall comply with the terms of this Lease, the
Newport Beach Municipal Code ("NBMC"), and obtain a special event permit for use
outside of the Lessee's typical lawn bowling club use, including obtaining the necessary
alcohol catering permits, if required.
9. MANAGEMENT
Lessee agrees that at all times during the Term, Lessee will be managed by
Lessee's Club President and/or a designated liaison and operated by Lessee. Lessee's
Club President and/or the designated liaison shall have a good reputation for honesty and
integrity and experience in the operation and management of recreational clubs.
10. UTILITIES AND TAXES
10.1 Utilities. Lessee shall make arrangements for and be responsible for
payment, prior to the delinquency date, all charges for utilities furnished to or used on the
Premises including, without limitation, gas, electricity, sewer, water, refuse collection,
telephone service, and cable TV. Satisfactory evidence of such payments shall be
delivered to Lessor within seventy-two (72) hours of a written request for such information.
installation or modification of utility facilities shall require prior written approval of Lessor
and shall be done in accordance with all applicable law, including but not limited to, City
permits where applicable.
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10.2 Refuse Collection. Refuse collection may occur between 7:00 a.m. and 6:00
p.m. on non -holiday weekdays.
10.3 Payment of Taxes. Lessee shall pay directly to the appropriate taxing
authorities all taxes applicable to this Lease, fixtures and Lessee's personal property on
the Premises, that are levied or assessed against Lessee during the Term. Taxes shall
be paid before delinquency and before any fine, interest or penalty is due or imposed by
operation of law. Lessee shall, upon request, promptly furnish to Lessor satisfactory
evidence of payment. Lessor hereby gives notice to Lessee, pursuant to Revenue and
Tax Code Section 107.6 that this Lease may create a possessory interest that is the
subject of property taxes levied on such interest, the: payment of which taxes shall be the
sole obligation of Lessee. Lessee shall advise in writing any subtenant, licensee,
concessionaire or third party using the Premises of the requirements of Section 107.6.
Lessee shall pay, before delinquency all taxes, assessments, license fees and other
charges ("Taxes") that are levied or assessed against Lessee's interest in the Premises
or any personal property installed on the Premises.
10.4 Payment of Obligations. Lessee shall promptly pay, when due, any and all
bills, debts, liabilities and obligations incurred by Lessee in connection with Lessee's
occupation and use of the Premises including the construction and/or maintenance of the
Improvements.
10.5 No Rent Offset. Any payments under this Section 10 shall not reduce or
offset Rent payments. Lessor has no liability for such payments.
11. INSURANCE
Without limiting Lessee's indemnification of Lessor, Lessee shall provide and
maintain at its own expense during the term of this Lease policies of liability insurance
of the type and amounts described in Exhibit "E," which is attached hereto and
incorporated herein by reference.
12. HOLD HARMLESS
12.1 Lessee agrees to indemnify, defend and hold harmless District, and Lessor
and its elected and appointed officers, agents, officials, volunteers, employees and any
person or entity owning or otherwise in legal control of the Property (collectively, the
"Indemnified Parties") from and against any and all claims (including, without limitation,
claims for bodily injury, death or damage to property), demands, obligations, damages,
actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and
expenses (including, without limitation, attorney's fees, disbursements and court costs)
of every kind and nature whatsoever (individually, a °Claim;" collectively, "Claims"), which
may arise from or in any manner relate (directly or indirectly) to Lessee's, Lessee's
employees, contractor, subcontractor, agents, guests, invitees, sublessee's possession,
occupation or use of the Premises, specifically including, without limitation, any claim,
liability, loss, or damage arising by reason of:
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121.1 The death or injury of any person or damage to personal property
related to a condition of the Premises or an act or omission of Lessee or an
agent, contractor, subcontractor, supplier, employee, servant, or sublessee
of Lessee;
12.1.2 Any work performed on the Premises including the construction
and/or maintenance of the Improvements, or materials furnished to the
Premises at the request of Lessee or any agent or employee of Lessee;
and/or
12.1.3 Lessee's failure to perform any provision of this Lease or to comply
with any requirement of law or any requirement imposed on the Premises
by any duly authorized governmental agency or political subdivision.
12.2 Lessor shall not be liable to Lessee for any Damage to Lessee or Lessee's
property, goodwill, increased Lessee operating costs, or loss of business or income by
Lessee from any cause other than the gross negligent, intentional or willful acts of City or
its elected and appointed officers, agents, officials, volunteers, employees. Except as
otherwise expressly provided in this Lease, the Lessee releases and also waives all
claims against City for damages arising for any reason other than the gross negligent,
intentional or willful acts of City or its elected and appointed officers, agents, officials,
volunteers, employees. City shall not be liable to Lessee for any damage to the Premises,
Lessee's property, Lessee's goodwill, or Lessee's business income, caused in whole or
in part by acts of nature including, without limitation, waves, wind and tidal flows.
12.3 This defense and indemnity shall apply to all claims and liability regardless
of whether any insurance policies are applicable.
13. HAZARDOUS SUBSTANCE
13.1 Hazardous Substance means: (i) any substance, product, waste or other
material of any nature whatsoever which is or becomes listed, regulated, or addressed
pursuant to the Comprehensive Environmental Response, Compensation and Liability
Act, 42 U.S.C. Section 9601 et seq. (°CERLCA"); the Hazardous Materials Transportation
Act, 49 U.S.C. Section 1801, et seq.; the Resource Conversation and Recovery Act, 42
U.S.C. Section 6901 et seq. "RCRA"); the Toxic Substances Control Act, 15 U.S.C.
Section 2601 et seq.; the Clean Water Act, 33 U.S.C. Section 1251 et seq.; the California
Hazardous Waste Control Act, Health and Safety Code Section 25100 et seq.; the
California Hazardous Substance Account Act, Health and Safety Code Sections 25330
et seq.; the California Safe Drinking Water and Toxic Enforcement Act, Health and Safety
Code Sections 25249.5 et seq.; California Health and Safety Code Sections 25280
et seq. (Underground Storage of Hazardous Substances); the California Hazardous
Waste of Concern and Public Safety Act, Health and Safety Code Sections 25169.5 et
seq.; California Health and Safety Code Sections 25501 et seq. (Hazardous Materials
Response Plans and Inventory); or the Porter -Cologne Water Quality Control Act, Water
Code Sections 13000 et seq., all as they, from time -to -time may be amended or re -
codified, (the above -cited statutes are here collectively referred to as the "Hazardous
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 9
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Substances Laws") or any other Federal, State or local statute, law, ordinance, resolution,
code, rule, regulation, order or decree regulating, relating to, or imposing liability or
standards of conduct concerning, any hazardous, toxic or dangerous waste, substance
or material, as now or at any time hereafter in effect; (ii) any substance, product, waste
or other material of any nature whatsoever which may give rise to liability under any of
the above statutes or under any statutory or common law theory, including but not limited
to negligence, trespass, intentional tort, nuisance, waste or strict liability or under any
reported decisions of a state or federal court; (iii) petroleum or crude oil; and (iv) asbestos.
13.2 From the Effective Date and throughout the Term, Lessee shall not use,
occupy, or permit any portion of the Premises to be used or occupied in violation of any
Hazardous Substance laws.
13.3 Notwithstanding any contrary provision of this Lease, and in addition to the
indemnification duties of Lessee set forth elsewhere in this Lease, Lessee indemnifies,
defends with counsel reasonably acceptable to Lessor, protects, and holds harmless
Lessor and its elected officials, officers, employees, agents, attorneys, volunteers and
representatives from and against any and all losses, fines, penalties, claims, demands,
obligations, actions, causes of action, suits, costs and expenses (including, without
limitation, attorneys' fees, disbursements and court costs), damages, judgments, or
liabilities, including, but not limited to, any repair, cleanup, detoxification, or preparation
and implementation of any remedial, response, closure or other plan of any kind or nature
which the Lessor and its officials, officers, employees, agents, attorneys, volunteers or
assigns may sustain or incur, or which may be imposed upon them, in connection with
any breach of Lessee's obligations or representations in this Lease or the use of the
Premises under this Lease, arising from or attributable to the Lessee Parties (defined
below) storage or deposit of Hazardous Substances in violation of applicable laws. This
section is intended to operate as an agreement pursuant to Section 107(e) of CERCLA,
42 USC Section 9607(e), and California Health and Safety Code Section 25364, to
insure, protect, hold harmless, and indemnify Lessor for any claim pursuant to the
Hazardous Substance laws or the common law.
13.4 Lessee does not, and shall not, authorize any third party to use, generate,
manufacture, maintain, permit, store, or dispose of any Hazardous Substances in
violation of applicable laws on, under, about or within the Premises.
13.5 Upon expiration or earlier termination of this Lease, Lessee shall deliver
possession of the Premises in compliance with Hazardous Substance laws subject to the
last sentence of Section 13.2 above.
13.6 if during the Term of this Lease, Lessee becomes aware of (i) any actual or
threatened release of any Hazardous Substances on, in, under, from, or about the
Premises in violation of Hazardous Substance laws; or (ii) any inquiry, investigation,
proceeding, or claim by any government agency or other person regarding the presence
of any Hazardous Substances in violation of Hazardous Substance laws on, in, under,
from or about the Premises, Lessee shall give Lessor written notice of the release or
inquiry within five (5) calendar days after Lessee becomes aware or first has reason to
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 10
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believe there has been a release or inquiry and shall simultaneously furnish to Lessor
copies of any claims, notices of violation, reports, warning or other writings received by
Lessee that concern the release or inquiry.
13.7 If the presence of any Hazardous Substances brought onto the Premises
by Lessee or Lessee's employees, agents, sublessees, licensees, concessionaires,
contractors, or invitees ("Lessee Parties"), or generated by same during the Term of this
Lease, results in contamination of the Premises or adjacent properties in violation of
Hazardous Substance laws, Lessee shall promptly take all necessary actions, at Lessee's
sole expense, to remove or remediate such Hazardous Substances in full compliance
with applicable laws. Lessee shall provide notice to Lessor prior to performing any
removal or remedial action. Lessee shall not propose nor agree to any covenant of use
restriction as part of any removal or remediation required as a result of this provision
without Lessor's written consent. Lessee shall pay any costs Lessor incurs in performing
Lessee's obligation to clean-up contamination resulting from Lessee's operations or use
of the Premises.
13.8 Should any clean-up of Hazardous Substances for which Lessee is
responsible not be completed prior to the expiration or sooner termination of the Lease,
including any extensions thereof, then Lessee shall transfer the amounts required to
complete clean-up into an escrow account, together with Lessor -approved instructions
for the disbursement of such amount in payment of the costs of any remaining clean-up
as it is completed, and (ii) if the nature of the contamination or clean-up required of Lessee
is of such a nature as to make the Premises untenable or unleasable, then Lessee shall
be liable to Lessor as a holdover lessee until the clean-up has been sufficiently completed
to make the Premises suitable for lease to third parties. The estimated cost of the clean-
up shall require approval of the Lessor.
13.9 If Lessor determines, in its reasonable discretion, that Lessee does not have
insurance or other financial resources sufficient to enable Lessee to fulfill its obligations
under this provision, whether or not accrued, liquidated, conditional, or contingent, then
Lessee shall, at the request of Lessor, procure and thereafter maintain in full force and
effect such environmental impairment liability and/or pollution liability insurance policies
and endorsements, or shall otherwise provide such collateral or security reasonably
acceptable to Lessor as is appropriate to assure that Lessee will be able to perform its
duties and obligations hereunder.
13.10 Lessee's obligations in this Section 13 shall survive the expiration or earlier
termination of this Lease.
14. MAINTENANCE OF LANDSCAPING, BUILDINGS AND IMPROVEMENTS
14.1 Maintenance. Lessee to maintain all landscaping, buildings and
Improvements on the Premises.
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 11
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14.2 Standard of Care. Lessee covenants and agrees that during the Term of
this Lease it will, at its sole cost and expense, maintain the Improvements, in good order
and repair and in clean, orderly, safe and sanitary condition.
14.3 Damage. Lessee shall be responsible for the repair of any damage caused
by its members or their invitees.
14.4 Costs. Lessee shall be responsible for all costs for repairs and
maintenance, including replacement as necessary, of:
14.4.1 the interior and exterior of the clubhouse building;
14.4.2 the bowling greens; and
14.4.3 all other improvements within the fenced area, including but not
limited to, benches, tables, chairs, and storage shed.
14.5 Exceptions. The City shall maintain and service the public restroom
adjacent to the Premises, as depicted within Exhibit C.
14.6 Lessor May Elect to Repair and Maintain at Expense of Lessee. If, in the
judgment of the Lessor, such standards of maintenance and repair are not being
maintained, it may at its option, after not less than thirty (30) calendar days prior written
notice thereof to the Lessee and Lessee's failure to commence in good faith to remedy
the same within the time herein provided and thereafter diligently prosecute the same to
completion, elect to correct any deficiency, whether it be in reference to grounds,
landscaping, building or improvements. Lessee covenants and agrees to pay to Lessor
on demand any and all sums expended by it in correcting any such deficiency, together
with interest at the legal rate. If, in the judgment of Lessor, the disrepair or lack of
maintenance constitutes an emergency, the notice herein provided shall be a 24-hour
notice to remedy.
14.7 Lessor's Right of Inspection. In addition to Lessor's rights to use the
Premises as provided in this Lease, Lessor reserves the right by its authorized agents,
employees or representatives to enter the Premises at any time, without notice, to inspect
the Premises in order to attend to or protect the Lessor's interest under this Lease.
14.8 Compliance with Laws, Ordinances and Regulations. Lessor and Lessee
covenant and agree to comply with all rules, regulations, statutes, ordinances and laws
of the State of California, County of Orange, the City of Newport Beach, or any other
governmental body or agency having lawful jurisdiction over the Premises or the
business, enterprises, or activities conducted thereon.
14.9 Site Walk/Inspection. Lessor and Lessee shall annually perform a joint
inspection of the Premises between January 20th and March 20th, or as may be mutually
agreed to by the Parties, each year to determine what repairs and maintenance are
needed and shall be scheduled for the following year.
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 12
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14.10 Annual Report. Lessee shall provide a written report to Lessor on or before
January 31 st of every calendar year during the Term, a list of any and all maintenance,
repairs, or other work completed, including the costs incurred thereof, for the prior
calendar year. Additionally, said annual report shall include Lessee's total membership
(resident and non-resident), program statistics, and most recently filed federal and state
tax returns, as applicable.
14.11 Audit. City shall, once per year and at its cost, be entitled to conduct an
audit of all records and books of account required to be maintained pursuant to this Lease
or State law, and shall include the following:
14.11.1 The nature of any membership program pursuant to which
any dues or fees are charged by Lessee; and
14,11.2 Attendance and registration data for recreation classes,
programs, tournaments and special events held on the premises.
15. ASSIGNMENT
Lessee shall not assign, transfer, sublease, mortgage, hypothecate or give any
grant of control of this Lease or the Premises, or any part hereof, either voluntarily or
involuntarily, unless first approved by the City Council.
16. RESTORATION
If during the Term the Premises are totally or partially destroyed, rendering the
Premises or any portion thereof totally or partially inaccessible or unusable, Lessee shall,
at its sole cost and expense, repair or restore the Premises to substantially the same
condition as immediately prior to such destruction (including all trade fixtures, personal
property, improvements and alterations as are installed by Lessee, which shall be
replaced by Lessee at its expense). Any such work of repair, restoration or replacement
shall be commenced within one hundred and eighty (180) days after the damage or loss
occurs and shall be completed with due diligence, but not longer than one (1) year after
such work is commenced unless delay is caused by events beyond the control of Lessee.
Alternatively, Lessee may elect to terminate this Lease by giving written notice of such
election to Lessor within sixty (60) calendar days after the date of the occurrence of any
casualty if the cost of the restoration exceeds the amount of any available insurance
proceeds, if the damage has been caused by an uninsured casualty or event, or if Lessee
reasonably estimates that repairs of the Premises will take more than six (6) months.
Upon such termination, insurance proceeds applicable to reconstruction of the Premises
(excluding Lessee's personal property therein) shall be paid to Lessor, and Lessee shall
have no further liability or obligations under this Lease.
17. DEFAULT AND TERMINATION OF LEASE
17.1 Material Conditions. Material terms of this Lease shall include, but are not
limited to:
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17.1.1 Failure of Lessee to keep current on all payments;
17.1.2 Failure of Lessee to keep the Premises or Improvements in good
order and repair, and in a neat, clean, orderly, safe and sanitary
condition;
17.1.3 Failure of Lessee to maintain the Premises or Improvements in
compliance with any applicable provisions of the City's charter,
municipal code and zoning code, state or federal law;
17.1.4 Failure of Lessee to make payment of Rent at the time and in the
amount herein required;
17.1.5 Violation of the shared use provisions, management provisions,
maintenance provisions, restoration duties, or unlawful use
provisions of this lease; and
17.1.6 Failure to provide and maintain valid proof of insurance coverage as
required by this Lease.
17.2 Default and Termination for Cause. Lessor may, at its option and without
further notice or demand, terminate this Lease and enter upon the Premises and take
possession thereof and remove any and all persons therefrom in the appropriate manner
provided by law, if Lessee fails to: (1) within fourteen (14) calendar days after service of
a written notice from Lessor to do so, remedy any default if the default may be cured by
the payment of money; (2) within fourteen (14) calendar days, remedy any default of the
terms of this Lease regarding surrender of possession upon expiration or termination that
presents a life safety issue; (3) within thirty (30) calendar days, commence in good faith
to remedy any other default and thereafter diligently prosecute the same to completion;
or, (4) without prior approval of Lessor, if Lessee shall abandon or vacate the Premises
for more than thirty (30) calendar days other than for periods of repair or remodel.
17.3 Surrender of Possession upon Expiration or Termination. Lessee covenants
and agrees that upon the expiration or sooner termination of this Lease, the Lessee will
peaceably surrender the Premises with all buildings and improvements, in the same
condition as when received or constructed, excepting reasonable use and wear thereof,
and damage by fire, act of God, or by the elements. The Recreation Facilities and all other
improvements built, constructed or placed upon the Premises by the Lessee (excluding
Lessee's fixtures, equipment, furniture, and moveable decorations), or anyone holding
by, under, or through it, shall remain on the Premises and become the property of the
Lessor without any cost to Lessor upon the expiration or termination of this Lease,
whether by lapse of time or by reason of default, unless, at its sole and absolute
discretion, Lessor requires Lessee to remove some or all improvements on the Premises
within sixty (60) days following the expiration or termination of this Lease. The provisions
of this section shall be effective upon expiration or termination of this Lease regardless of
whether Lessee holds over under the provisions this Lease.
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 14
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17.4 Remedies Cumulative. The rights, powers, elections and remedies of the
Lessor contained in this Lease shall be construed as cumulative and no one of them shall
be considered exclusive of the other or exclusive of any rights or remedies allowed by
law, and the exercise of one or more rights, powers, elections or remedies shall not impair
or be deemed a waiver of Lessor's right to exercise any other.
17.5 No Waiver
17.5.1 No delay or omission of the Lessor to exercise any right or power
arising from any omission, neglect or default of the Lessee shall impair any such right: or
power or shall be construed as a waiver of any such omission, neglect or default on the
part of the Lessee or any acquiescence therein.
17.5.2 No waiver of any breach of any of the terms, covenants,
agreements, restrictions or conditions of this Lease shall be construed as a waiver of any
succeeding breach of the same or of any of the terms, covenants, agreements,
restrictions or conditions of this Lease.
18. EMINENT DOMAIN
18.1 In the event the whole or part of the Premises or improvements is
condemned by a public entity in the lawful exercise of the power of eminent domain, this
Lease shall cease as to the part condemned upon the date possession of that part is
taken by the public entity.
18.2 If only a part is condemned and the taking of that part does not substantially
impair the capacity of the remainder to be used for the purposes required in this Lease,
Lessee shall continue to be bound by the terms, covenants and conditions of this Lease.
18.3 If only a part is condemned and the taking of that part substantially impairs
the capacity of the remainder to be used for the purposes required in this Lease, Lessee
shall have the election of:
18.3.1 Terminating this Lease and being absolved of obligations hereunder
which have not accrued at the date possession is taken by the public
entity; or
18.3.2 Continuing to occupy the remainder of the Premises and remaining
bound by the terms, covenants and conditions of this Lease.
18.4 Lessee shall give notice in writing of his election hereunder, within thirty (30)
days of the date possession of the part is taken by the public entity.
18.5 Lessor shall be entitled to receive and shall receive all compensation for the
condemnation of all or any portion of the Premises by exercise of eminent domain.
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 15
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18.6 Lessee shall be entitled to receive and shall receive all compensation for
the condemnation of all or any portion of the improvements constructed by Lessee on
the Premises by the exercise of eminent domain.
19. UNLAWFUL USE
Lessee agrees that no improvement shall be erected, constructed or operated on
the Premises, nor any business conducted on the Premises, in violation of the terms of
this Lease or of any regulation, order, law, statute, bylaw, charier provision, or ordinance
of any governmental agency having jurisdiction. Lessee shall not construct, maintain, or
allow any sign upon the Premises or Property, or improvements thereon, except as
approved in writing by Lessor, and further, such sign must be in compliance with the
provisions of the Newport Beach Municipal Code. Lessee shall not discriminate against
any person or class of persons by reason of race, religious creed, color, national origin,
ancestry, age, physical disability, mental disability, medical condition, including the
medical condition of Acquired Immune Deficiency Syndrome (AIDS) or any condition
related thereto, marital status, sex, sexual orientation or any other impermissible basis
under the law. Lessee shall make all of its services, programs and facilities available to
the public on fair and reasonable terms.
20. TERMINATION OF EXISTING LEASE
Concurrently with execution of this Lease by the Parties, the Existing Lease is
hereby terminated.
21. NOTICES
All notices pursuant to this Lease shall be deemed given when personally delivered or
deposited in the United States mail, first class postage prepaid, and addressed as follows:
Lessor: City of Newport Beach
Attention: Real Property Administrator
100 Civic Center Drive
Newport Beach, CA 92660
Lessee: Newport Harbor Lawn Bowling Association
Attn: Board President
1550 Crown Drive North
Corona del Mar, CA 92625
22. MEMORANDUM OF LEASE
A Memorandum of Lease Agreement ("Memorandum"), in a form and content
similar to that contained in Exhibit "F," which is attached hereto and incorporated by
reference, shall be recorded by the parties promptly upon execution of this Lease. Upon
execution by both Parties, the Memorandum shall be recorded against the Property in the
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 16
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office of the Orange County Clerk -Recorder, as required by Government Code
Section 37393.
23. COMPLIANCE WITH ALL LAWS
Lessee shall at its own cost and expense comply with all statutes, ordinances,
regulations and requirements of all governmental entities, including federal, state, county
or municipal, whether now in force or hereinafter enacted. In addition, all work prepared
by Lessee shall conform to applicable city, county, state and federal laws, rules,
regulations and permit requirements and be subject to approval of the City Manager or
their designee.
24. WAIVER
The waiver by Lessor or Lessee of any breach of this Lease by the other shall not
be deemed to be a waiver of any term, covenant, or condition or any subsequent breach.
The acceptance of Rent by Lessor shall not be deemed a waiver of any breach by Lessee
other than the failure to pay the particular rent accepted.
25. PARTIAL INVALIDITY
If any term or provision of this Lease is declared invalid or unenforceable, the
remainder of this Lease shall not be affected.
26. GOVERNING LAW
The laws of the State of California shall govern this Lease and all matters relating
to it and any action brought relating to this Lease shall be adjudicated in a court of
competent jurisdiction in the County of Orange, State of California. Neither Lessor's
execution of this Lease nor any consent or approval given by the City of Newport Beach
in its capacity as landlord shall affect the City of Newport Beach's powers and duties as
a governmental body. Any consent or approval Lessee is required to obtain from Lessor
pursuant to this Lease is in addition to any permits or approvals Lessee is required to
obtain pursuant to law or ordinance. However, Lessor shall attempt to coordinate its
procedures for giving contractual and governmental approvals so that Lessee's requests
and applications are not unreasonable denied or delayed.
27. ENTIRE AGREEMENT; MODIFICATION
This Lease contains the entire agreement between the Parties. No verbal
agreement or implied covenant shall be held to vary the provisions of this Lease. Each
Party has relied on its own investigation of the Premises and examination of this Lease,
the counsel of its own attorney or other advisors, and has a complete understanding of
the overall warranties, representations, and covenants in this Lease. The failure or refusal
of either Party to inspect the Premises, to read this Lease or other documents, or to obtain
legal or other advice relevant to this transaction shall not be the basis for later claim that
all or part of this Lease is not enforceable or was not understood by a Party when this
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 17
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Lease was signed. No provision of this Lease may be amended or varied except by an
agreement in writing signed by the Parties or their respective successors.
28. TIME IS OF THE ESSENCE
Time is of the essence with respect to the performance of every provision of this
Lease in which time of performance is a factor. All time deadlines are meant to be strictly
construed. A "day" means a calendar day, with extension if a deadline occurs on a
weekend or day when banks are not open in California.
Subject to the provisions of this Lease on assignment and subletting, each and all
of the covenants and conditions of this Lease shall be binding on and shall inure to the
benefit of the heirs, successors, executors, administrators, assigns, and personal
representatives of the respective parties.
30. INTERPRETATION
The terms of this Lease shall be construed in accordance with the meaning of the
language used and shall not be construed for or against either party by reason of the
authorship of this Lease or any other rule of construction which might otherwise apply.
31. HEADINGS
The captions of the various sections of this Lease are for convenience and ease
of reference only and do not define, limit augment, or describe the scope, content, or
intent of this Lease.
32. NO BROKERS
Each party warrants to and for the benefit of the other than it has had no dealings
with any real estate broker or other agent (attorneys excepted) in connection with the
negotiation or making of this Lease, and that no commission, fee or other compensation
is owed regarding this Lease by such other Party.
33. GENDER; NUMBER
The neuter gender includes the feminine and masculine, the masculine includes
the feminine and neuter, and the feminine includes the neuter, and each includes
corporation, partnership, or other legal entity whenever the context requires. The singular
number includes the plural whenever the context so requires.
34. EXHIBITS
All exhibits to which reference is made in this Lease are incorporated by reference.
Any reference to "this Lease" includes matters incorporated by reference.
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 18
15-23
35. CITY BUSINESS LICENSE
Lessee shall obtain and maintain during the duration of this Lease, a City
business license as required by the Newport Beach Municipal Code
36. NO ATTORNEY'S FEES
The prevailing party in any action brought to enforce the terms and conditions of
this Lease, or arising out of the performance of this Lease, shall not be entitled to recover
its attorneys' fees.
37. NONDISCRIMINATION
Lessee, for itself and its successors, agrees that in the performance under this
Lease, Lessee shall not discriminate against any person because of the marital status or
ancestry of that person or any characteristic listed or defined in Section 11135 of the
Government Code.
38. NO THIRD -PARTY BENEFICIARIES
City of Newport Beach (both as a lessor and as the City of Newport Beach) and
Lessee do not intend, by any provision of this Lease, to create in any third party, any
benefit or right owed by one party, under the terms and conditions of this Lease, to the
other party.
39. CALIFORNIA LABOR LAWS
It shall be the obligation of Lessee to comply with all laws, including, but not limited
to, State of California labor laws, rules and regulations and the Parties agree that the
Lessor shall not be liable for any violation by Lessee (or Lessee's agent, sublessee or
any party affiliated with Lessee) thereof.
40. NO DAMAGES
Lessee acknowledges that Lessor would not enter this Lease if it were to be liable
for damages (including, but not limited to, actual damages, economic damages,
consequential damages, lost profits, loss of rents or other revenues, loss of business
opportunity, loss of goodwill or loss of use) under, or relating to, this Lease or any of the
matters referred to in this Lease, including, without limitation, any and all plans, permits,
licenses or regulatory approvals, and CEQA documents. Accordingly, Lessee covenants
and agrees on behalf of itself and its successors and assigns, not to sue the City of
Newport Beach (either in its capacity as lessor in this Lease or in its capacity as the City
of Newport Beach) for damages (including, but not limited to, actual damages, economic
damages, consequential damages, lost profits, loss of rents or other revenues, loss of
business opportunity, loss of goodwill or loss of use) or monetary relief for any breach of
this Lease by Lessor or for any dispute, controversy, or issue between Lessor and Lessee
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 19
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arising out of or connected with this Lease or any of the matters referred to in this Lease,
including, without limitation, any and all plans, permits, licenses or regulatory approvals,
CEQA documents, or any future amendments or enactments thereto, the parties agreeing
that declaratory relief, injunctive relief, mandate and specific performance shall be
Lessee's sole and exclusive judicial remedies.
41. GOVERNMENT CLAIMS ACT
Lessee and Lessor agree that in addition to any claims filing or notice requirements
in this Lease, Lessee shall file any claim that Lessee may have against Lessor in strict
conformance with the Government Claims Act (Government Code sections 900 et seq.),
or any successor statute.
42. COUNTERPARTS
This Lease may be executed in two (2) or more counterparts, each of which shall
be deemed an original and all of which together shall constitute one (1) and the same
instrument.
(SIGNATURES ON NEXT PAGE]
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 20
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IN WITNESS WHEREOF, we have executed this Lease as of the day and year
written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: I111 Z�
f'
By:
ron C. Harp
City Attorney
ATTEST:
Date:
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
Bv:
Grace K. Leung
City Manager
LESSEE: NEWPORT HARBOR LAWN
BOWLING ASSOCIATION, a California
nonprofit corporation
Date:
By:
Leilani I. Brown
City Clerk By:
Andrew Dufresne
President
Date:
Bv:
Norma Goodhart
Treasurer
[END OF SIGNATURES]
Attachments: Exhibit A:
Legal Description of Property
Exhibit B:
Depiction of Property
Exhibit C:
Depiction of Premises
Exhibit D:
Scope and Schedule of Public Activities
Exhibit E:
Insurance Requirements
Exhibit F:
Memorandum of Lease
NEWPORT HARBOR LAWN BOWLING ASSOCIATION
Page 21
15-26
IN WITNESS WHEREOF, we have executed this Lease as of
written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: kk / 1 S
By:
ron C. Harp
ty Attorney
ATTEST:
Date:
By:
Leilani I. Brown
City Clerk
the day and year
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
k ) W&UNUML By: MENEMEM
V% I IN 1);15 V,
Grace K. Leung
City Manager
LESSEE: NEWPORT HARBOR LAWN
BOWLING ASSOCIATION, a California
nonprofit corporation
Date: rf r
2 �
B
Anarew UUTresne
President
Date:
By:
Norma Goodhart
Treasurer
[END OF SIGNATURES]
Attachments: Exhibit A., Legal Description of Property
Exhibit B. Depiction of Property
Exhibit C: Depiction of Premises
Exhibit D. Scope and S13hedule Df Public Activities
Exhibit E-1is Insurance Requirements
Exhibit F.. Memorandum of Lease
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page 21
15-27
IN WITNESS WHEREOF, we have executed this Lease as of the day and year
written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: V4 % ice'
By: J
ron C. Harp ►��g�s
40tyyAttorney
ATTEST:
Date:
By:
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
0
Grace K. Leung
City Manager
LESSEE: NEWPORT HARBOR LAWN
BOWLING ASSOCIATION, a California
nonprofit corporation
Date:
By: -
Andrew Dufresne
President
Date: 6 /4' / ,3
By: bl
Nor Goodhart
Trea urer
[END OF SIGNATURES]
Attachments: Exhibit A:
Legal Description of Property
Exhibit B:
Depiction of Property
Exhibit C:
Depiction of Premises
Exhibit D:
Scope and Schedule of Public Activities
Exhibit E:
Insurance Requirements
Exhibit F:
Memorandum of Lease
NEWPORT HARBOR LAWN BOWLING ASSOCIATION page 21
15-28
FXHIRIT A
LEGAL DESCRIPTION OF PROPERTY
That portion of Block 93, Irvine's Subdivision, in the City of Newport Beach, County of
Orange, State of California, as per map filed in Book 1, page 88, Miscellaneous Record
Maps in the office of the County Recorder of said County, described as follows:
Beginning at the most Northerly corner of the Land described in a deed to the Southern
California Edison Company recorded in Book 8186, page 163, Official Records of said
County; thence South 490 26' 1" East 380.90 feet along the Northeasterly line of said land;
thence East 151.35 feet; thence North 4° 33' 01" East 284.02 feet to a point on the
Southwesterly line of San Joaquin Hills Road as described in a deed recorded in Book
8187, page 566, said Official Records, said point being on a curve concave Northeasterly
having a radius of 2264.00 feet, a radial to said point bears South 42' 37' 04" West; thence
Northwesterly 380.20 feet along said curve through an angle of 9° 37' 18" to an angle
point in the boundary of Tract No. 6113, as per map filed in Book 226, pages 20 through
22, Miscellaneous Maps in the office of said County Recorder, said point being the
beginning of a reverse curve concave Southerly having a radius of 25.00 feet; thence,
Westerly 38.60 feet along said curve and boundary through an angle of 88' 28' 06";
thence South 53" 46' 17" West 258.75 feet along said boundary to the beginning of a
curve therein concave Southeasterly having a radius of 1970.00 feet; thence
Southwesterly 146.75 feet along said curve through an angle of 4" 16' 05"; thence South
490 30' 12" West 13.43 feet along said boundary to the point of beginning.
SUBJECT TO easements, rights of way, and other matters of record or apparent.
1. Reserving to Grantor, its successors and assigns, all oil, gas, petroleum and
other hydrocarbon substances in and under the hereinabove described property, together
with all necessary and convenient rights to explore for, develop, produce and extract and
take the same, subject to the express limitation that any and all operations for the
exploration, development, production, extraction, and taking of any of said substances
shall be carried on at levels below the depth of five hundred (500) feet from the surface
of said land by means of wells, derrick and/or other equipment from surface locations on
adjoining or neighboring land, and subject further to the express limitation that the
foregoing reservation shall in no way be interpreted to include any right of entry in and
upon the surface of the land hereinabove described. It is understood by the parties that
the above stated reservation is expressly subject to all restrictions and regulations
concerning the drilling for and production of oil, gas, petroleum and other hydro -carbon
substances, which are contained in the City Charter or the municipal ordinances of the
City of Newport Beach.
2. Grantor, its successors and assigns, for a period of fifty (50) years from the
date of the Deed shall have the right to approve the exterior design of all improvements
to be constructed upon the premises. Grantee shall supply to Grantor for its approval two
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page A-1
15-29
complete sets of construction plans and specifications for the exterior of said
improvements and adjoining areas to be landscaped, prepared by a licensed architect or
licensed engineer, including but not limited to grading and drainage plans and soils report,
a plot plan showing the proposed location of said improvements, all utilities and service
connections and all places of ingress and egress to public streets and roads and plans
for outdoor signs and lighting. Grantor shall approve said plans within thirty (30) days
from the receipt thereof by returning one set of plans to Grantee with its approval indicated
thereon, or shall notify Grantor within thirty (30) days from receipt of said plans of the
reasons for its disapproval. However, Grantor shall not unreasonably withhold its consent.
Upon completion said improvements and within one hundred eighty (180) days from the
final inspection by the local municipality, all landscaping proposed with the approved
construction plans must be completed.
During said fifty (50) year period no structure or other improvement, the plans,
specifications and proposed location of which have not first received the written approval
of Grantor or which does not comply with such plans, specifications and locations, shall
be constructed and maintained on the land. No material addition to or alteration of any
building or structure erected on the premises shall be commenced unless and until plans
and specifications covering the exterior of the proposed addition or alteration shall have
been first submitted to and approved by Grantor in the manner above provided. The
approval of Grantor of any plans and specifications refers only to the conformity of such
plans and specifications to the general architectural plan for the premises and the
neighboring lands. Approval of plans and specifications assumes no liability or
responsibility therefor or for any defect in any structure constructed from such plans and
specifications.
3. Should Grantee not have completed construction of a public park as
delineated on Exhibit "B" within a period of five (5) years from the date Grantee shall
record title to the premises, or should the Grantee or its successors and assigns at any
time within fifty (50) years from the date Grantee shall record title to the premises cease
to use said property or any part thereof for a public park and uses reasonably associated
therewith, or should attempt to use said property or any part thereof for any other purpose
except by and with the prior written consent and approval of the Grantor or its successors
and assigns, then said property and the whole thereof shall revert to the Grantor, its
successors and assigns, each and any of whom shall have the right in any such event to
reenter and take possession of said property and the whole thereof, and oust all persons
therefrom. The foregoing condition shall operate as a condition subsequent and shall
apply to and bind the Grantee and its successors and assigns and all other persons
acquiring any interest in said property.
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page A-2
15-30
EXHIBIT B
DEPICTION OF PROPERTY
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page B-1
15-31
'N
s\
UVjjiW
0N
ra q
N�A M 1 4-2 Disclaimer:
N E W P O FIT B EACH Every reasonable effort has been made to assure the
accuracy of the data provided, however, The City of
4P� Newport Beach and its employees and agents
e 0 100 200 disclaim any and all responsibility from or relating to
any results obtained in its use.
u
Feet
15-32
EXHIBIT C
DEPICTION OF PREMISES
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page C-1
15-33
w -
Oro ..
Approximate Area
of Agreement
45,414 sgFt
San Joaquin Hills Park & Lawn
Bowling Center
Lease Agreement Areal Assessment
City of Newport Beach
GIS Division
June 06, 2023
Lo—+grn.ly4�oera.'o.�ai-•a'.a P,
15
IW4:I1.1kaV,
ASSOCIATION MEMBERSHIP SCOPE AND SCHEDULE OF ACTIVITIES
The Newport Harbor Lawn Bowling Association is a membership -based association
whose purpose is to promote the game of lawn bowling within the City of Newport Beach
and its environs. Membership is open to the public. Annual dues are required for
membership into the association and allow for voting rights within the association. Listed
activities are open to the association's members to participate in:
• Drop -in play
• Member Social Bowls
• Member Tournaments
• Professional and semi-professionally sanctioned tournaments (e.g.: Bowls USA)
including but not limited to the US Open, National Championship
SCOPE AND SCHEDULE OF PUBLIC ACTIVITIES
The following is a list of possible offerings to the Newport Beach community to enhance
the public benefit of the Newport Harbor Lawn Bowling Club. The primary focus of each
scheduled activity should be to allow individuals and groups the opportunity to participate
in the sport of lawn bowling. Newport Harbor Lawn Bowling Association membership shall
not be required to participate in the list of scheduled activities. Non-members and Newport
Beach residents should be the majority of participants for scheduled activities to broaden
the public benefit of the facility and promote open access. Any offering by Newport Harbor
Lawn Bowling Club that has a primary function to generate new members, serves current
members and/or requires other affiliated memberships to participate (e.g., BowlsUSA) is
not considered a benefit to Newport Beach residents. Listed activities may limit capacity
and charge a fee to participate or be free to participate and open to the general public:
• Instructional classes
• Open House events
• Skill demonstration events i.e., Lawn Bowling 101
• Private events for Newport Beach schools, youth serving organizations, non-profit
organizations, Homeowners Associations and other community -based
organizations
• Instructional classes
• Private, semi -private and group lessons
• Drop -in Play accompanied by member(s)Competitive play for non-members i.e.,
leagues and tournament
• Other activities approved by the Recreation and Senior Services Director deemed
to provide a benefit to the general public.
NEWPORT HARBOR LAWN BOWLING ASSOCIATION
Page D-1
15-35
EXHIBIT E
INSURANCE REQUIREMENTS
Without limiting Lessee's indemnification of Lessor, Lessee will obtain, provide and
maintain at its own expense during the Term of this Lease, a policy or policies of
insurance of the type, amounts and form acceptable to Lessor. The policy or policies
shall provide, at a minimum, those items described below.
1. Provision of Insurance. Without limiting Lessee's indemnification of Lessor, and
prior to the Effective Date and commencement of any activities or work on Property
by Lessee or Lessee's agents, representatives, consultants, contractors and/or
subcontractors pursuant to this Lease, Lessee shall obtain, provide and maintain
at its own expense during the Term of this Lease policies of insurance of the type
and amounts described below and in a form satisfactory to Lessor. Lessee agrees
to provide insurance in accordance with requirements set forth herein. If Lessee
uses existing coverage to comply and that coverage does not meet these
requirements, Lessee agrees to amend, supplement or endorse the existing
coverage.
2. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the insurance commissioner to transact business
of insurance in the State of California, with an assigned policyholders' rating of A -
(or higher) and financial size category class VII (or larger) in accordance with the
latest edition of best's key rating guide, unless otherwise approved by the City's
Risk Manager.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Lessee and Lessee's agents,
representatives, consultants, contractors and/or subcontractors, shall
maintain Workers' Compensation Insurance, statutory limits, and
Employer's Liability Insurance with limits of at least one million dollars
($1,000,000) each accident for bodily injury by accident and each employee
for bodily injury by disease in accordance with the laws of the State of
California.
Lessee and Lessee's agents, representatives, consultants, contractors
and/or subcontractors, shall submit to Lessor, along with the certificate of
insurance, a Waiver of Subrogation endorsement in favor of Lessor, its
officers, agents, employees and volunteers.
B. General Liability Insurance. Lessee and Lessee's agents, representatives,
consultants, contractors and/or subcontractors, shall maintain commercial
general liability insurance, and if necessary excess/umbrella liability
insurance in an amount not less than five million dollars ($5,000,000) per
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page E-1
15-36
occurrence, six million dollars ($6,000,000) in the general aggregate for
bodily injury, personal and advertising injury, property damage, and
completed operations which amount shall be subject to periodic adjustment
in accordance with Subsection 5 (A) below. Coverage shall be at least as
broad as that provided by Insurance Services Office form CG 00 01 and
may be arranged through any combination of primary and excess insurance
as required to achieve the limits specified provided that any excess liability
policy does not restrict coverage provided in the primary policy. Other policy
forms may be acceptable if more appropriate to the exposures. None of the
policies required herein shall be in compliance with these requirements if
they include any limiting endorsement that has not been first submitted to
Lessor and approved in writing.
C. Automobile Liability Insurance. Lessee and Lessee's agents,
representatives, consultants, contractors and/or subcontractors, shall
maintain automobile insurance at least as broad as Insurance Services
Office form CA 00 01 covering bodily injury and property damage, including
coverage for any owned, hired, non -owned or rented vehicles, in an amount
not less than two million dollars ($2,000,000) combined single limit each
accident.
4. Endorsements: Policies shall contain or be endorsed to contain the following
provisions:
A. Additional Insured Status. Lessor, its elected or appointed officers, officials,
employees, agents and volunteers are to be covered as an additional
insured under all liability policies, including excess/umbrella liability policies
with respect to liability arising out of Lessee's activities related to this Lease
and use or occupancy of the Premises.
B. Primary and Non Contributory. Policies shall be considered primary
insurance as respects to Lessor, its elected or appointed officers, officials,
employees, agents and volunteers as respects to all claims, losses, or
liability arising directly or indirectly from Lessee's operations. Any insurance
maintained by Lessor, including any self -insured retention Lessor may
have, shall be considered excess insurance only and not contributory with
the insurance provided hereunder.
C. Liability Insurance. Liability insurance shall act for each insured and
additional insured as though a separate policy had been written for each,
except with respect to the limits of liability of the insuring company.
D. Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this Lease shall be endorsed to waive subrogation against
Lessor, its elected or appointed officers, agents, officials, employees and
volunteers or shall specifically allow Lessee or others providing insurance
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page E-2
15-37
evidence in compliance with these requirements to waive their right of
recovery prior to a loss. Lessee hereby waives its own right of recovery
against Lessor, and shall require similar written express waivers from each
of its consultants, contractors or subcontractors. This provision applies
regardless of whether the Landlord has received a waiver of subrogation
endorsement from the insurer.
E. Reporting Provisions. Any failure to comply with reporting provisions of the
policies shall not affect coverage provided to Lessor, its elected or
appointed officers, officials, employees, agents or volunteers.
F. Notice of Cancellation. The insurance required by this Lease shall not be
suspended, voided, canceled, or reduced in coverage or in limits except
after thirty (30) calendar days (ten (10) calendar days written notice of non-
payment of premium) written notice has been received by Lessor. It is
Lessee's obligation to ensure that provisions for such notice have been
established,
5. Additional Requirements.
A. In the event Lessor determines that (i) the Lessee's activities on the
Property creates an increased or decreased risk of loss to the Lessor, (ii)
greater insurance coverage is required due to the passage of time, or (iii)
changes in the industry require different coverage be obtained, Lessee
agrees that the minimum limits of any insurance policy required to be
obtained by Lessee or Lessee's consultants, contractors or subcontractors,
may be changed accordingly upon receipt of written notice from Lessor.
With respect to changes in insurance requirements that are available from
Lessee's then -existing insurance carrier, Lessee shall deposit certificates
and endorsements evidencing acceptable insurance policies with Lessor
incorporating such changes within thirty (30) calendar days of receipt of
such notice. With respect to changes in insurance requirements that are
not available from Lessee's then- existing insurance carrier, Lessee shall
deposit certificates and endorsements evidencing acceptable insurance
policies with Lessor, incorporating such changes, within ninety (90)
calendar days of receipt of such notice.
B. Any self -insured retention must be approved in writing by the Lessor and
shall protect the indemnified parties in the same manner and to the same
extent as they would have been protected had the policy or policies not
contained a self -insured retention. The Lessor may require the Lessee to
purchase coverage with a lower retention or provide proof of ability to pay
losses and related investigations, claim administration and defense
expenses within the retention. The policy language shall provide, or be
endorsed to provide, that the self -insured retention may be satisfied by
either the Lessee or the Lessor.
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page E-3
15-38
C. Lessee and Lessee's consultants, contractors and/or subcontractors shall
be subject to the insurance requirements contained herein unless otherwise
specified in the provisions above or written approval is granted by Lessor.
Lessee shall be responsible for causing all consultants, contractors and/or
subcontractors purchase the same types and limits of insurance in
compliance with the terms of this Lease, including adding the Lessor as an
Additional insured, providing Primary and Non -Contributory coverage and
Waiver of Subrogation to applicable policies.
D. For general liability coverage, contractors, consultants and/or
subcontractors shall provide coverage with a format at least as broad as
provided by Insurance Services Office form CG 20 38 04 13. Unless written
approval is granted by Lessor, contractors and/or subcontractors shall also
provide an additional insured endorsement at least as broad as ISO Form
CG 20 37.
E. Lessee's insurance obligations under this Lease shall be: (1) all the
insurance coverage and/or limits carried by or available to Lessee; or (2)
the minimum insurance coverage requirements and/or limits shown in this
Lease, whichever is greater. Any insurance proceeds in excess of or
broader than the minimum required coverage and/or minimum required
limits, which are applicable to a given loss, shall be available to the Lessor.
No representation is made that the minimum insurance requirements of this
Lease are sufficient to cover the obligations of the Lessee under this Lease.
F. Lessee shall give Lessor prompt and timely notice of any claim made or suit
instituted arising out of or resulting from Lessee or Lessee's agents,
representatives, consultants, contractors or subcontractors performance
under this Lease.
G. Lessee shall provide certificates of insurance, with original endorsements
as required above, to Lessor as evidence of the insurance coverage
required herein. insurance certificates must be approved by Lessor prior to
commencement of work or issuance of any permit. Current certification of
insurance shall be kept on file with Lessor at all times during the term of this
Lease.
H. All required insurance shall be in force on the Effective Date, and shall be
maintained continuously in force throughout the term of this Lease. In
addition, the cost of all required insurance shall be borne by Lessee or by
Lessee's consultants, contractors or subcontractors.
If Lessee or Lessee's consultants, contractors or subcontractors fail or
refuse to maintain insurance as required in this Lease, or fail to provide
proof of insurance, Lessor has the right to declare this Lease in default
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page E-4
15-39
without further notice to Lessee, and Lessor shall be entitled to exercise all
available remedies.
J. Lessee agrees not to use the Property in any manner, even if use is for
purposes stated herein, that will result in the cancellation of any insurance
Lessor may have on the Property or on adjacent Property, or that will cause
cancellation of any other insurance coverage for the Property or adjoining
Property. Lessee further agrees not to keep on the Property or permit to be
kept, used, or sold thereon, anything prohibited by any fire or other
insurance policy covering the Property. Lessee shall, at its sole expense,
comply with all reasonable requirements for maintaining fire and other
insurance coverage on the Property.
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page E-5
15-40
EXHIBIT F
MEMORANDUM OF LEASE
RECORDING REQUESTED AND
WHEN RECORDED RETURN TO:
City Clerk's Office
City of Newport Beach
100 Civic Center Drive
Newport Beach, CA 92660
[Exempt from Recordation Fee - Govt. Code §§ 6103 & 27383]
Assessor's Parcel Number 458-022-06.
MEMORANDUM OF LEASE AGREEMENT
This Memorandum of Lease Agreement ("Memorandum") is dated ,
2023, and is made between City of Newport Beach, a California municipal corporation
and charter city ("Lessor" or "City") and Newport Harbor Lawn Bowling Association, a
California nonprofit corporation ("Lessee"), concerning the real property as legally
described in Exhibit 'A," attached hereto and incorporated herein by this reference
("Property"), for the lease of that portion of the Property as depicted in Exhibit "B,"
attached hereto and incorporated herein by this reference ("Premises").
For good and adequate consideration, Lessor leases the Premises to Lessee, and Lessee
hires them from Lessor, for the term and on the provisions contained in the Lease
Agreement dated , 2023 ("Agreement"), including without limitation
provisions prohibiting assignment, subleasing, and encumbering said leasehold without
the express written consent of Lessor in each instance, all as more specifically set forth
in said Agreement, which said Agreement is incorporated in this Memorandum by this
reference.
The initial term is five (5) years, beginning , 2023, and ending
, 2028 ("Initial Term"), followed by a two (2) year "Option
Term", and three (3) annual consecutive one (1) year extensions (each a "Renewal
Term"), subject to approval of Lessor, on the same terms and conditions contained in the
Agreement as it may be amended from time to time, with the total term in the aggregate
including the Initial Term, Option Term, and all Renewal Terms not to exceed ten (10)
years.
This Memorandum is not a complete summary of the Agreement. Provisions in this
Memorandum shall not be used in interpreting the Agreement's provisions. In the event
of conflict between this Memorandum and other parts of the Agreement, the other parts
shall control. Execution hereof constitutes execution of the Agreement itself.
[SIGNATURES ON THE NEXT PAGE]
15-41
IN WITNESS WHEREOF, the Parties hereto have executed this Memorandum
as of the date first written above.
LESSOR
City of Newport Beach,
a California municipal corporation
Grace K. Leung
City Manager
ATTEST:
Leilani I. Brown
City Clerk
APPROVED AS TO FORM:
Aaron C. Harp
City Attorney
ATTACHMENTS:
LESSEE
Newport Harbor Lawn Bowling
Association, a California nonprofit
corporation
Andrew Dufresne
President
Norma Goodhart
Treasurer
[END OF SIGNATURES]
Exhibit A - Legal Description of Premises
Exhibit B - Depiction of Premises
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page F-2
15-42
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 ) ss.
On 20 before me, Notary Public,
personally appeared , 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.
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
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 ) ss.
(seal)
On 20 before me, , Notary Public,
personally appeared , 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 my hand and official seal.
Signature (seal)
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page F-3
15-43
EXHIBIT "A"
LEGAL DESCRIPTION OF PROPERTY
That portion of Block 93, Irvine's Subdivision, in the City of Newport Beach, County of
Orange, State of California, as per map filed in Book 1, page 88, Miscellaneous Record
Maps in the office of the County Recorder of said County, described as follows:
Beginning at the most Northerly corner of the Land described in a deed to the Southern
California Edison Company recorded in Book 8186, page 163, Official Records of said
County; thence South 491126' 1" East 380.90 feet along the Northeasterly line of said land;
thence East 151.35 feet; thence North 4° 33' 01" East 284.02 feet to a point on the
Southwesterly line of San Joaquin Hills Road as described in a deed recorded in Book
8187, page 566, said Official Records, said point being on a curve concave Northeasterly
having a radius of 2264.00 feet, a radial to said point bears South 420 37' 04" West; thence
Northwesterly 380.20 feet along said curve through an angle of 9° 37' 18" to an angle
point in the boundary of Tract No. 6113, as per map filed in Book 226, pages 20 through
22, Miscellaneous Maps in the office of said County Recorder, said point being the
beginning of a reverse curve concave Southerly having a radius of 25.00 feet; thence,
Westerly 38.60 feet along said curve and boundary through an angle of 88' 28' 06";
thence South 53" 46' 17" West 258.75 feet along said boundary to the beginning of a
curve therein concave Southeasterly having a radius of 1970.00 feet; thence
Southwesterly 146.75 feet along said curve through an angle of 40 16' 05"; thence South
490 30' 12" West 13.43 feet along said boundary to the point of beginning.
SUBJECT TO easements, rights of way, and other matters of record or apparent.
1. Reserving to Grantor, its successors and assigns, all oil, gas, petroleum and
other hydrocarbon substances in and under the hereinabove described property, together
with all necessary and convenient rights to explore for, develop, produce and extract and
take the same, subject to the express limitation that any and all operations for the
exploration, development, production, extraction, and taking of any of said substances
shall be carried on at levels below the depth of five hundred (500) feet from the surface
of said land by means of wells, derrick and/or other equipment from surface locations on
adjoining or neighboring land, and subject further to the express [imitation that the
foregoing reservation shall in no way be interpreted to include any right of entry in and
upon the surface of the land hereinabove described. It is understood by the parties that
the above stated reservation is expressly subject to all restrictions and regulations
concerning the drilling for and production of oil, gas, petroleum and other hydro -carbon
substances, which are contained in the City Charter or the municipal ordinances of the
City of Newport Beach.
2. Grantor, its successors and assigns, for a period of fifty (50) years from the
date of the Deed shall have the right to approve the exterior design of all improvements
to be constructed upon the premises. Grantee shall supply to Grantor for its approval two
complete sets of construction plans and specifications for the exterior of said
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page F-4
15-44
improvements and adjoining areas to be landscaped, prepared by a licensed architect or
licensed engineer, including but not limited to grading and drainage plans and soils report,
a plot plan showing the proposed location of said improvements, all utilities and service
connections and all places of ingress and egress to public streets and roads and plans
for outdoor signs and lighting. Grantor shall approve said plans within thirty (30) days
from the receipt thereof by returning one set of plans to Grantee with its approval indicated
thereon, or shall notify Grantor within thirty (30) days from receipt of said plans of the
reasons for its disapproval. However, Grantor shall not unreasonably withhold its consent.
Upon completion said improvements and within one hundred eighty (180) days from the
final inspection by the local municipality, all landscaping proposed with the approved
construction plans must be completed.
During said fifty (50) year period no structure or other improvement, the plans,
specifications and proposed location of which have not first received the written approval
of Grantor or which does not comply with such plans, specifications and locations, shall
be constructed and maintained on the land. No material addition to or alteration of any
building or structure erected on the premises shall be commenced unless and until plans
and specifications covering the exterior of the proposed addition or alteration shall have
been first submitted to and approved by Grantor in the manner above provided. The
approval of Grantor of any plans and specifications refers only to the conformity of such
plans and specifications to the general architectural plan for the premises and the
neighboring lands. Approval of plans and specifications assumes no liability or
responsibility therefor or for any defect in any structure constructed from such plans and
specifications.
3. Should Grantee not have completed construction of a public park as
delineated on Exhibit "B" within a period of five (5) years from the date Grantee shall
record title to the premises, or should the Grantee or its successors and assigns at any
time within fifty (50) years from the date Grantee shall record title to the premises cease
to use said property or any part thereof for a public park and uses reasonably associated
therewith, or should attempt to use said property or any part thereof for any other purpose
except by and with the prior written consent and approval of the Grantor or its successors
and assigns, then said property and the whole thereof shall revert to the Grantor, its
successors and assigns, each and any of whom shall have the right in any such event to
reenter and take possession of said property and the whole thereof, and oust all persons
therefrom. The foregoing condition shall operate as a condition subsequent and shall
apply to and bind the Grantee and its successors and assigns and all other persons
acquiring any interest in said property.
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page F-5
15-45
EXHIBIT "B"
DEPICTION OF PREMISES
NEWPORT HARBOR LAWN BOWLING ASSOCIATION Page F-6
15-46
IF
. e
Approximate Area
of Agreement
- 45,414 sgFt
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FCCI
I
San Joaquin Hills Park & Lawn 04
NBGS
Bowling Center NF WV O RT REACH
City of Newport Beach
GIS Division
Lease Agreement Areal Assessment June 06,2023
15-�
Attachment B
Maps
15-48
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15-50
Attachment C
1998 Lease, as Amended
15-52
AGREEMENT
This AGREEMENT is made and entered into this 91' day of June, 1998, by and
between the CITY OF NEWPORT BEACH, a municipal corporation, (hereinafter
referred to as "CITY") and NEWPORT HARBOR LAWN BOWLING ASSOCIATION, a
nonprofit corporation, (hereinafter referred to as "ASSOCIATION").
WITNESSETH:
WHEREAS, that portion of the San Joaquin Hills Park devoted to the sport of
lawn bowling which includes a clubhouse facility and bowling greens (hereinafter
referred to as the "Premises") was leased to the ASSOCIATION for a period of twenty-
five (25) years commencing July 1, 1973; and
WHEREAS, the Parties desire to lease the Premises to ASSOCIATION for an
additional period of twenty-five years commencing July 1, 1998; and
WHEREAS, the ASSOCIATION has agreed to maintain the bowling greens in
good condition and repair and CITY has agreed to furnish all water necessary for
maintenance; and
WHEREAS, in 1973 ASSOCIATION assigned and transferred to CITY all its
interest in the clubhouse and all other buildings, facilities and improvements on the
Premises; and
WHEREAS, it is desirable and necessary that the clubhouse facility be
maintained in proper repair and be utilized in a manner which would benefit the citizens
of CITY.
1 15-53
NOW THEREFORE, in consideration of the Lease of the Premises, it is mutually
agreed by and between the Parties hereto as follows:
1. CITY leases to ASSOCIATION Premises and all appurtenant facilities,
and improvements as shown on Exhibit "A" under the terms and conditions as set forth
in this AGREEMENT.
2. The term of this AGREEMENT shall be twenty-five (25) years beginning
July 1, 1998 and shall terminate June 30, 2023 unless otherwise terminated as
provided in this AGREEMENT.
3. The clubhouse facilities shall be for the primary use of ASSOCIATION to
operate a lawn bowling facility for the benefit of its members, CITY and its citizens.
During those periods when the clubhouse is not being utilized by ASSOCIATION, the
clubhouse shall be available to civic, cultural and educational groups within the CITY in
accordance with the CITY's Facilities Use Policy.. All requests to use the clubhouse
facility shall be directed to ASSOCIATION for scheduling. The CITY's Community
Services Director shall resolve any dispute as to the availability or the scheduling of the
clubhouse. CITY may reserve the use of the clubhouse for any proper municipal
purpose, provided reasonable notice has been given to ASSOCIATION of CITY'S intent
to use the facilities and provided such use does not -significantly conflict with the
activities of ASSOCIATION. The public restrooms located in the clubhouse, which take
their access from outside the building, shall be open to the public at such times as CITY
determines proper.
-2-
15-54
4. ASSOCIATION shall be responsible to maintain the interior of the
clubhouse and appurtenant facilities in good repair, to the satisfaction of the CITY'S
Community Services Director. CITY shall be responsible to maintain and repair the
exterior of the clubhouse and appurtenant exterior facilities, such as benches and
concrete sidewalks. CITY shall also maintain those public restrooms which take their
access from outside the clubhouse building. Whenever the clubhouse facility is used
by any other group other than the ASSOCIATION, the group shall be responsible for
cleaning the facility after its use and for the repair of any damages occurring during the
use by the group. A deposit to insure that this cleaning or repair takes place may be
required by the ASSOCIATION with the approval of CITY. ASSOCIATION shall be
responsible for the repair of any damage caused by its members or their guests. Any
damage caused by members of other groups using the clubhouse facilities shall be
repaired
at the
expense of
those groups. CITY shall be responsible for all
other
damage
caused
by CITY's
use of the clubhouse. Use of the maintenance
shed
adjacent to the clubhouse facilities shall be shared on an equal basis by
ASSOCIATION and CITY. Each party shall be equally responsible for the interior
maintenance and repair of the maintenance shed.
5. All persons who conform to the following rules and regulations established
by ASSOCIATION and approved by CITY, shall be permitted to use the bowling green
facilities. Any amendment to these Rules and Regulations shall be approved by CITY
prior to implementation.
- 3 - 15-55
a. Any person who is an experienced lawn bowler may use the
bowling greens under playing conditions which have been established by
ASSOCIATION for all players. Persons who are not experienced lawn bowlers shall not
use the greens without prior approval by ASSOCIATION. A competent instructor
furnished by the ASSOCIATION shall instruct beginners prior to their use of the greens,
and a fee may be assessed for this instruction.
b. The days and hours during which play shall be permitted on the
greens shall be established by ASSOCIATION with due regard for the condition of the
soil and the grass. Use of the greens shall not be permitted at times other than those
approved by ASSOCIATION.
C. Any person desiring to participate in lawn bowling shall apply for
membership in ASSOCIATION and pay the established ASSOCIATION fees and dues.
d. Priority of application to ASSOCIATION shall be the determining
rule in placing persons in games on ordinary play days. Special consideration shall be
given to tournament or visiting players with membership in another lawn bowling
association.
e. Unusually loud language shall not be permitted on the facilities.
f. Rules of play as established by the American Lawn Bowling
Association shall prevail except when modified by local rules or conditions.
6. ASSOCIATION shall maintain and shall be responsible for the
maintenance of the bowling greens. The greens shall be maintained in good condition
-4-
15-56
and repair. CITY shall at its own cost, furnish all water necessary for this maintenance
of the bowling greens. ASSOCIATION shall furnish at its own expense all necessary
fertilizer and other supplies and equipment to maintain the bowling greens.
7. CITY agrees to pay to ASSOCIATION the sum of seven hundred fifty
dollars ($750.00) per month to maintain the bowling greens. CITY and ASSOCIATION
agree that this amount will be re -negotiated every five (5) years.
8. Any and all fees, dues or other funds collection by ASSOCIATION shall
be used to defray the cost of maintaining the facilities and for such other activities
related to the sport of lawn bowling as ASSOCIATION deems to be proper. CITY may
inspect ASSOCIATION'S books upon request during normal business hours.
9: ASSOCIATION shall provide at its own expense and through insurance
companies approved by CITY the following insurance coverage:
a. General Comprehensive Commercial Liability Insurance in the
minimum amount of one million dollars ($1,000,000.). The insurance policy shall name
CITY as co-insured and shall provide annual Certificates of Insurance which shall
protect CITY from any and all liabilities, suits and judgments arising from
ASSOCIATION'S use and maintenance of the Premises during the entire term of this
AGREEMENT.
b. Appropriate Workman's Compensation Insurance coverage for any
individual who is employed by ASSOCIATION to maintain clubhouse facilities.
- 5 - 15-57
1 Q. CITY shall maintain adequate fire and casualty insurance for the
clubhouse facility.
11. a. ASSOCIATION shall indemnify, defend and hold harmless CITY
from all claims, injuries, damages, losses, cost or expense, including costs of defense,
arising out of, or in any way related to ASSOC€ATION's use of the Premises and
maintenance performed by ASSOCIATION or any of its agents pursuant to this
Agreement.
b. CITY shall indemnify, defend and hold harmless ASSOCIATION
from all claims, injuries, damages, losses, cost or expense, including costs of defense,
arising out of, or in any way related to CITY's use of the Premises and maintenance
performed by CITY or any of its agents pursuant to this Agreement.
12. ASSOCIATION agrees that it shall not assign, mortgage, or hypothecate
its interest under this AGREEMENT, nor shall it let or sublet the whole or any part of the
facilities described herein, and any attempt to do so shall be void. This Agreement, or
any interest therein, shall not be transferable by operation of law by reason of any
bankruptcy, insolvency or receivership proceedings or attachment, execution or other
judicial process or sale by or against ASSOCIATION.
13. Any and all improvements placed upon the- Premises by ASSOCIATION
which are in the nature of fixtures shall remain upon the Premises until the termination
of this AGREEMENT and shall become the property of CITY.
- 6 - 15-58
14. At all times during the term of this AGREEMENT CITY shall have the right
to enter upon the Premises for the purpose of making such inspections as CITY may
elect.
15. The Parties agree that CITY shall be responsible for any and all taxes
assessed against the clubhouse facility itself.
16. This AGREEMENT represents the complete understanding between the
Parties with respect to matters set forth herein; and no amendment or modification to
this AGREEMENT shall be valid unless evidenced in writing and signed by the Parties
hereto.
17. ASSOCIATION further agrees that in the use of the clubhouse facilities, it
shall comply with all Federal, State, County and CITY laws, ordinances, statutes, rules
and regulations relating thereto.
18. It is further mutually agreed by and between the Parties that should
ASSOCIATION fail to perform any of the covenants, conditions or provisions of this
AGREEMENT ASSOCIATION has agreed to perform, and such default not be
remedied within ten (10) days after written notice, CITY may declare this Agreement
terminated in whole or in part without further notice to ASSOCIATION. However, if the
nature of ASSOCIATION's default is such that more than ten (10) days are reasonably
required for its cure, then ASSOCIATION shall not be deemed in default if
ASSOCIATION commenced to cure within ten (10) day period and thereafter diligently
pursued the cure to completion.
- 7 - 15-59
If this AGREEMENT is terminated due to ASSOCIATION's default, CITY may at
its option and without notice or demand to ASSOCIATION or any other person reenter
and take possession of the Premises.
IN WITNESS WHEREOF the parties hereto have set their hand the day and year
as is first above written.
CITY OF N PORT BEACH
r
By Mayor Pro Tem
for Thomas Cole Edwards, Mayor
NEWPORT HARBOR LAWN BOWLING
ASSOCIATION
Rita Thompson, Pr sident
John Amies, Chairman
Negotiation Committee
APPROVED AS TO FORM:
Robin L. Clauson
Assistant City Attorney
ATTEST:
City Clerkuw�' `
tic/4/16/98 \ �. `7•
F:1catL4g\NHlawn bowling1052898.doc
- 8 - 15-60
AMENDMENT TO AGREEMENT WITH
NEWPORT LAWN BOWLING ASSOCIATION
THIS AMENDMENT (this "Amendment") is made and entered this + S{" day of ,% 6 re
2005, by and between THE CITY OF NEWPORT BEACH, a charter city and municipal
corporation ("City") and the NEWPORT HARBOR LAWN BOWLING ASSOCIATION, a
nonprofit corporation ("Association"), located at 1550 Crown Drive North, Corona del
Mar, CA, 92625, and is made with reference to the following:
RECITALS
A. WHEREAS, City is the owner of real property located at the corner of San
Joaquin Hills Road and Crown Drive in the City of Newport Beach commonly
known as the San Joaquin Hills Park (the "Park"). At the northeast comer of the
Park, there is a lawn bowling facility that includes a clubhouse and two lawn
bowling greens (the "Premises").
B. WHEREAS, Association is currently occupying and in possession of the
Premises pursuant to that certain Agreement between City and Association
dated June 9, 1998 (the "Agreement"). The Agreement expires on June 30,
2023. The Premises are operated as the Newport Harbor Lawn Bowling Club, a
division of the United States Lawn Bowling Association.
C. WHEREAS, the Agreement requires City to furnish all water necessary for
maintenance of the greens, to repair and maintain the exterior of the clubhouse,
and to pay Association Seven Hundred and Fifty Dollars ($750.00) each month
toward the cost of maintenance of the greens.
D. WHEREAS, Section 7 of the Agreement provides that the monthly fee be
renegotiated every five (5) years. Specifically, Section 7 reads as follows:
"CITY agrees to pay to ASSOCIATION the sum of seven hundred
fifty dollars ($750.00) per month to maintain the bowling greens.
CITY and ASSOCIATION agree that this amount will be
renegotiated every five (5) years."
E. WHEREAS, based upon these renegotiations, City and Association have agreed
to reduce the monthly payments the City owes to Association, starting on
January 1, 2006, and then to reduce the payments every calendar year until they
are phased out completely as of January 1, 2011. In exchange, City agrees not
to charge Association any yearly lease payment for use of the Premises.
G. WHEREAS, City and Association mutually desire. to amend the Agreement, as
provided in this Amendment No. 1.
-1-
_ City of Newport Beach
,5.62
0 0
NOW, THEREFORE, in consideration of the mutual promises and covenants herein,
the City and Association agree as follows:
1. Paragraph 7 of the Agreement shall be revised to read as follows:
CITY agrees to pay ASSOCIATION a monthly fee to help pay the cost of
maintaining the bowling greens until January 1, 2011, in accordance with the
payment schedule outlined below.
Calendar Year
2006 - Six Hundred Dollars ($600.00) per month
2007 - Four Hundred and Eighty Dollars ($480.00) per month
2008 - Three Hundred and Eighty -Four Dollars ($384.00) per month
2009 - Three Hundred and Seven Dollars ($307.00) per month
2010 - Two Hundred and Forty -Five Dollars ($245.00) per month
Effective on January 1, 2011, CITY shall discontinue the monthly payments for
the remainder of the term of the Agreement.
2. Except as expressly modified herein, all other provisions, terms, and covenants
set forth in the Agreement shall remain unchanged and shall be in full force and
effect.
IN WITNESS WHEREOF, the parties have executed this Amendment No. 1 as of the
date first written above.
APPROVED AS TO FORM:
By:, C-ff ,
Aaron C. Harp,
Assistant City Attorney
for the City of Newport Beach
CITY OF NEWPORT BEACH,
a Municipal Corporation
By: P��- -
Homer Blud6u
City Manager
City of Newport Beach
15-63
ATTEST:
By: .
LaVonne Harkless
City Clerk
NEWPORT HARBOR LAWN
BOWLING ASSOCIATION,
a California golporation ("6s5
... J .
ce
Title: - r��'• �'�
Print Na �J-�D—
By: a,
(Financial Office
Title: Print Name: Zt> r o-u
Ng�-°Newperl� Harbor Luvan
City of Newport Beach 15-64
AMENDMENT NO. TWO TO AGREEMENT
WITH NEWPORT HARBOR LAWN BOWLING ASSOCIATION
THIS AMENDMENT NO. TWO TO AGREEMENT EEMENT ("Amendment No. Two") is
maide and entered into as of this 30th day of June, 2023 ("Effective Date"), by and
between the C ITY OF NEVVP0RT BEACH, a California municipal corporation and charter
city ("City"), and NEWPORT HARBOR LAWN BOWLING ASSOCIATION, a California
nonprofit corporation ("Lessee"), and is made with reference to the following:
RECITALS
A. City is the owner of real property located at the corner of San Joaquin Hills Road
and Grown Drive in the City of Newport Beach commonly known as the San
Joaquin Hills Parke, located at 1550 Crown Drive, Corona del Mar, California,
92625, Assessor's Parcel Number 458-022-06, the west side of which contains a
lawn bowling facility consisting of two lawn bowling greens, a clubhouse facility,
and two storage sheds ("Premises"),
B- Lessee currently occupies and possesses the Premises pursuant to that certain
Agreement between City and Lessee dated June 9, 1998 ("Agreement")-
C. The Agreement was amended December 1, 2405, to phase out the Cityr's monthly
maintenance duties in exchange for waiving annual lease fees for use of the
Premises ("Amendment No- One")-
D- Whereas, the term of the Agreement, as amended, expires June 30, 2023, but the
parties are currently negotiating the terms of a new lease agreement, and desire
to enter into this Amendment No. Two to provide additional time to finalize the
terms of the new lease agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows;
1. TERM
Section 2 of the Agreement is amended in its entirety and replaced with the
following.
`The term of this AGREEMENT shall begin on ,duly 1, 1998,
and shall expire on November 30. 2023, unless otherwise
terminated as provided in this AGREEMENT,"
. INTEGRATED CONTRACT
Except as expressly modified herein, all other provisions, terms, and covenants
set forth in the Agreement, as amended, shall remain unchanged and shall be in full force
and effect,
[SIGNATURES N NEXT PAGE]
15-65
IN WITNESS WHEREOF, the {parties have caused this Amendment No. Two to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date; f✓l
01
By.19h,
-c'%
Von C. Harp kk-b
City Attorney
ATTEST:
Date: i - 22 W)14
C
Am. A
By.
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California unit paI corporation
Date;
By;
K, Leung
Manager
CONTRACTOR: NEWPORT HARBOR
LAWN BOWLING ASSOCIATION.
a
California nonprofit corporation
Date;
Signed in Counterpart
By:
Andrew Dufresne
Chief Executive Officer
Date;
i nea ill Counterpart
By;
Norma Ooodhart
Chief Financial Officer
[END OF SIGNATURES]
Newport Harbor Lawn Bowling Association Page 2 15-66
IN WITNESS WHEREOF, the parties have caused this Amefidment No. Two to be
executed on tfje dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'OFFICE
Date. , 1
By. 101_ ,111
A6 on C.. Harp � I �-b j.-5 mac,
City Attorney
ATTEST;
Date:
bellani I, Brown
City Clerk
CITY OF NEWPORT BEACH,
a Califorr7 e rflUnicipal corporation
Date'
Grace - Leung
City Tanager
CONTRACTOR: NEWPORT HARBOR
LAWN BOWLING ASSOCIATION, a
Califo fit corporation
Date;
B
Andrew Dufresne
Chief Executive Officer
Date; -
B;1hiF
fa oodhartCirtiarreia3 officer
[END OFSIGNATURES]
15-67
Newport Harbor Lawn Bowiing Association
Attachment D
City Council Policy F-7, Income and Other Property
15-68
F- 7
INCOME AND OTHER PROPERTY
The City owns and manages an extensive and valuable assortment of property including streets, parks,
beaches, public buildings and service facilities. The City also owns or ground leases and/or operates a yacht
basin, resort hotel and apartment property, a luxury residential development and various other income -
producing properties. Much of the income property is tidelands, filled tidelands or waterfront.
Unencumbered fee value of income property is substantial.
As owner/manager of property, the City is the steward of a public trust, and state law requires the City to
maximize its returns on state -managed property or be subject to a charge of making a gift of public funds.
Nevertheless, the City Council recognizes the importance of this property not only as a revenue generator,
but also as a means to provide otherwise financially less feasible uses and facilities that benefit the
community.
In managing its property, the City will continually evaluate the potential of all City owned property to
produce revenue. This may include leasing or licensing unused land, renting vacant space, and establishing
concessions in recreation areas or other similar techniques. The City Council will evaluate the
appropriateness of establishing new income generating opportunities on City controlled areas using sound
business principles and after receiving input from neighbors, users and the public.
The policy of the City Council is that income and other property be held and managed in accordance with
the following:
A. Whenever a lease, license, management contract, concession or similar action regarding income
property is considered by the City, an analysis shall be conducted to determine the maximum or
open market value of the property. This analysis shall be conducted using appraisals or other
techniques to determine the highest and best use of the property and the highest income generating
use of the property.
B. All negotiations regarding the lease, license, management contract, concession, or similar action
regarding income property shall include review of an appraisal or analysis of the use being
considered for the property conducted by a reputable and independent professional appraiser, real
estate consultant, or business consultant.
C. The City shall seek, whenever practical and financially advantageous, both in the short and long
term, to operate or manage all property and facilities directly with City staff or contractors, provided
staff have the expertise needed to competently do so, or to oversee the work of contractors.
D. In most negotiations regarding the lease, license, management contract, concession, or similar action
regarding an income or other property, the City shall seek revenue equivalent to the open market
value of the highest and best use; and, whenever practicable the City shall conduct an open bid or
proposal process to ensure the highest financial return.
1 15-69
F- 7
E. However, in some circumstances the City may determine that use of a property by the public for
recreational, charitable or other nonprofit purpose is preferred and has considerable public support,
in which case the City may determine that non -financial benefits justify not maximizing revenue
from such property. In such circumstances, the City has a vested interest in ensuring that the lessee
of such property operates the activities conducted on or from the property in the manner that has
been represented to the City throughout the duration of any lease or contract with the City.
F. Whenever less than the open market or appraised value is received or when an open bid process is
not conducted, the City shall make specific findings setting forth the reasons thereof. Such findings
may include but need not be limited to the following:
The City is prevented by tideland grants, Coastal Commission guidelines or other restrictions
from converting the property to another use.
2. Redevelopment of the property would require excessive time, resources, expertise and costs,
which would outweigh other financial benefits.
3. Converting the property to another use or changing the operator, manager, concessionaire,
licensee, or lessee of the property would result in excessive vacancy, relocation or severance
costs, real estate commissions, tenant improvement allowances, expenses or rent
concessions which would outweigh other financial benefits.
4. Converting residential property to another use or opening residential leases to competitive
bid would create recompensable liabilities and other inequities for long-term residents.
5. The property provides an essential or unique service to the community or a clearly preferred
use that enjoys substantial support in the community that might not otherwise be provided
were full market value of the property be required.
6. The property serves to promote other goals of the City such as affordable housing,
preservation of open space, uses available to the public or marine related services.
G. Generally, lengths of licenses, leases, management contracts, concessions, or similar agreements
will be limited to the minimum necessary to meet market standards or encourage high quality
improvements and will contain appropriate reappraisal and inflation protection provisions. Also, all
agreements shall contain provisions to assure complete audits periodically through their terms.
H. All negotiations regarding the license, lease, management contract, concession or similar action
regarding income property shall be conducted by the City Manager or his/her designee under the
direction of any appropriate City committees.
I. To provide an accurate accounting of actual net revenues generated by the City's income property,
all costs directly attributable or allocable to the management of a specific income property shall be
charged against the gross revenues collected on that property in the fiscal year the costs are incurred.
Costs so chargeable include, but are not limited to, property repairs and maintenance, property
appraisals, and consultant fees, as authorized by the City Council, City Manager, or by this Income
Property Policy.
15-70
F- 7
J. The City Manager or his/her designee is authorized to sign a license, lease, management contract,
concession, or similar agreement or any amendment thereto, on behalf of the City. Notwithstanding
the foregoing, the City Manager or his/her designee, or a City Council member, may refer any
license, lease, management contract, concession or similar agreement or any amendment thereto, to
the City Council for its consideration and/or action.
K. The City's portfolio of quality income producing properties adds an element of diversification to a
portfolio otherwise invested primarily in financial assets. Certain of those income properties are
restricted from sale by their terms of grant, state agency regulations or rules, other federal and state
guidelines, private covenant or agreement or otherwise. For those properties not so restricted from
sale, an analysis shall be prepared to determine the following prior to such income producing
property being offered for sale:
The maximum open market value of the City's interest in the property in its as is condition.
2. If the property is in an important location, a determination of the possible future
consequences of the City no longer controlling that property.
3. If the current rent is contractually low and significant rent increases are likely within a finite
period.
4. The likelihood of significant increases in the ability of the property to generate income after
the expiration of any current lease of the property.
5. The likelihood of a lease extension being requested by the tenant and the ability to
substantially increase rents or require significant improvements to enhance the utility and
the value of the property as consideration for granting such an extension.
6. The value of the revenue stream from (i) lease income over the life of an existing lease and/or
(ii) likely lease revenue if an existing lease were to be renewed or the property re -let to a
different tenant; and/or (iii) lease income from the property if it were to be converted to its
highest and best use, compared with the financial benefits of the use of the proceeds of a sale
and if, considering the totality of the circumstances, such use of the proceeds of a sale is
preferable to retaining the property in question.
Adopted - July 27,1992
Amended - January 24, 1994
Amended - February 27,1995
Amended - February 24, 1997
Amended - May 26,1998
Amended - August 11, 2009
Amended - May 14, 2013
Amended - February 12, 2019
Amended — November 14, 2023
Formerly F-24
15-71