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Home My WebLink AboutC-5993(D) - East Balboa, Blvd, 608 & Washington St, 209 (Palm Street Parking Lot) - Memo of Amendment No. 1 to Option to Ground Lease Agreement 202410/23/24, 4:18 PM Batch 18226062 Confirmation RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: City of Newport Beach City Clerk's Office 100 Civic Center Drive Newport Beach, CA 92660 A.P.N. 048-116-06 Recorded in Official Records, Orange County Hugh Nguyen, Clerk -Recorder II I I II III II I I 111111111 1111111�11 II NO FEE *$ R 0 0 1 5 2 1 6 1 8 3 $ * 2024000276894 3:44 pm 10123/24 434 503A M10 6 0.00 0.00 0.00 0.00 15.00 0.00 0.000.000.00 0.00 (Exempt from Recordation Fee — MEMORANDUM OF AMENDMENT NO. ONE TO OPTION TO GROUND LEASE AGREEMENT Code THIS MEMORANDUM OF AMENDMENT NO. ONE TO OPTION TO GROUND LEASE AGREEMENT ("Memorandum") is made and executed in connection with that certain Amendment No. One to Option to Ground Lease Agreement ("Amendment No. One") by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and BALBOA FUN ZONE REALTY INVESTMENTS LLC, a Delaware limited liability company ("Lessee"). RECITALS A. On November 25, 2014, Lessor and EXPLOROCEAN, a California nonprofit corporation ("Explorocean") entered into that certain Option to Ground Lease Agreement ("Option Agreement") regarding that certain property owned by Lessor located generally between Palm Street and Washington Street from Bay Avenue to Balboa Boulevard on the Balboa Peninsula in the City of Newport Beach, more commonly referred to as the Palm Street Parking Lot ("Property"), as evidenced by that certain Memorandum of Option Agreement recorded on December 24, 2014, in the Official Records of Orange County, California as Instrument No. 2014000557708. B. On July 8, 2016, Explorocean and DISCOVERY SCIENCE CENTER OF ORANGE COUNTY, a California nonprofit public benefit corporation, merged to become DISCOVERY SCIENCE CENTER OF ORANGE COUNTY ("Discovery"). C. Pursuant to Section 9 of the Option Agreement, Explorocean authorized to assign all of its interest to an affiliate, Discovery, who assumed the role of Explorocean. D. On August 2, 2021, Discovery and Lessee entered into that certain Assignment and Assumption of Option to Ground Lease Agreement regarding the Property ("Assignment'), as evidenced by that certain Memorandum of Assignment of Option to Ground Lease Agreement and Amendment to Lease Memorandum recorded on September 1, 2021, in the Official Records of Orange County, California as Instrument No. 2021000548632. https://gs.secure-erds.com/Batch/Confirmation/l 8226062 4/5 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: City of Newport Beach City Clerk's Office 100 Civic Center Drive Newport Beach, CA 92660 A.P.N. 048-116-06 [Exempt from Recordation Fee — Govt. Code 6103] MEMORANDUM OF AMENDMENT NO. ONE TO OPTION TO GROUND LEASE AGREEMENT THIS MEMORANDUM OF AMENDMENT NO. ONE TO OPTION TO GROUND LEASE AGREEMENT ("Memorandum") is made and executed in connection with that certain Amendment No. One to Option to Ground Lease Agreement ("Amendment No. One") by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and BALBOA FUN ZONE REALTY INVESTMENTS LLC, a Delaware limited liability company ("Lessee"). RECITALS A. On November 25, 2014, Lessor and EXPLOROCEAN, a California nonprofit corporation ("Explorocean") entered into that certain Option to Ground Lease Agreement ("Option Agreement") regarding that certain property owned by Lessor located generally between Palm Street and Washington Street from Bay Avenue to Balboa Boulevard on the Balboa Peninsula in the City of Newport Beach, more commonly referred to as the Palm Street Parking Lot ("Property"), as evidenced by that certain Memorandum of Option Agreement recorded on December 24, 2014, in the Official Records of Orange County, California as Instrument No. 2014000557708. B. On July 8, 2016, Explorocean and DISCOVERY SCIENCE CENTER OF ORANGE COUNTY, a California nonprofit public benefit corporation, merged to become DISCOVERY SCIENCE CENTER OF ORANGE COUNTY ("Discovery"). C. Pursuant to Section 9 of the Option Agreement, Explorocean authorized to assign all of its interest to an affiliate, Discovery, who assumed the role of Explorocean. D. On August 2, 2021, Discovery and Lessee entered into that certain Assignment and Assumption of Option to Ground Lease Agreement regarding the Property ("Assignment"), as evidenced by that certain Memorandum of Assignment of Option to Ground Lease Agreement and Amendment to Lease Memorandum recorded on September 1, 2021, in the Official Records of Orange County, California as Instrument No. 2021000548632. E. On August 26, 2021, Lessor consented to the Assignment by Discovery to Lessee, as evidenced by that certain Consent to Assignment of Option to Ground Lease Agreement recorded on September 1, 2021, in the Official Records of Orange County, California as Instrument No. 2021000548631. AGREEMENTS NOW, THEREFORE, in order to memorialize and give notice of the Amendment No. One to the Option Agreement, the parties acknowledge and agree as follows: 1. Purpose of Memorandum. This Memorandum is being recorded to place the public on notice of the terms and provisions of the Amendment No. One to the Option Agreement, which terms and provisions are hereby incorporated by reference into this Memorandum. In the event of any conflict between the terms and conditions of this Memorandum and the Amendment No. One to the Option Agreement, the terms and conditions of the Option Agreement shall prevail. 2. Counterparts. This Memorandum may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one in the same instrument. [SIGNATURES ON FOLLOWING PAGE] Memorandum of Amendment No. One to Option to Ground Lease Agreement Page 2 IN WITNESS WHEREOF, the parties have caused this Memorandum of Amendment No. One to Option to Ground Lease Agreement to be executed on the dates written below. APPROVED AS TO FORM: LESSOR: CITY OF NEWPORT BEACH, CITY ATTORNEY'S OFFICE a California municipal corporation and Date: I ' / a-' charter city Date: 10 7.0 2,4 By: By: Aaron/C. Harp G�K Leung City attorney nager ATTEST: LESSEE: BALBOA FUN ZONE REALTY Date: 3 INVESTMENTS LLC, a Delaware limited liability company Date: By: b&N� � Leilani I. Brown City Clerk Signed in Counterpart By: Darryl Lycett Managing Member [END OF SIGNATURES] Memorandum of Amendment No. One to Option to Ground Lease Agreement Page 3 IN WITNESS WHEREOF, the parties have caused this Memorandum of Amendment No. One to Option to Ground Lease Agreement to be executed on the dates written below. APPROVED AS TO FORM: LESSOR: CITY OF NEWPORT BEACH, CITY ATTORNEY'S OFFICE a California municipal corporation and charter city Date: I`'/ Date: By: By: Aaron ,C. Harp lvlzja-k'o>, Grace K. Leung City �itorney City Manager ATTEST: Date: Leilani I. Brown City Clerk LESSEE: BALBOA FUN ZONE REALTY INVESTMENTS LLC, a Delaware limited liability company Date: ging Member [END OF SIGNATURES] Memorandum of Amendment No. One to Option to Ground Lease Agreement Page 3 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 Oromgt/ } On 10115120y before me, &M)'X dj Arlgl�, NOWT pulak (insert name and title of the officer) personally appeared OILIH William L'9(tft , 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 e she/they executed the same in is her/their authorized capacity(i, and that by i her/their signature(y) on the instrument the personX, or the entity upon behalf of which the person( 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 Notar i Public gignature •• .� KIMBERLYAMCKERI COMM: # 2492147 r^ Y W ` NOTARY PUBLIC -CALIFORNIA n ~ ORANGE COUNTY °j� Ne•• : My Cmm. Eapires June 10, 2028 (Seal) OPTIONAL INFORMATION DOCUMENT (name or type of document) (number of pages) (document date) SIGNER CAPACITY (capacity claimed by the signer) NOTICE THE NOTARY PUBLIC DOES NOT CERTIFY THE AUTHORIZED CAPACITY OF THE SIGNER ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of 0¢.An4(PG )ss. On pcyougea- -2-z , 20 `Z-'l before me, jeNNIFtr2 il'�rvt�+ rnyLvt-1 , Notary Public, personally appeared &PLAcaE V. • t_e-,-, �'ly , who proved to me on the basis of satisfactory evidence to be the person(4whose name(s) is/afe subscribed to the within instrument and acknowledged to me that he/she/they executed the same in hje her/their authorized capacity(iee�,-and that by ham/her/theif-signatures(s-ron the instrument the person(-), 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. �..�..f JENNIFERANNML'LVEY Notary Public • California WITN S my hand and official seal. z- = -, Orange County Commission # 2375299 My Comm. Expires Oct 12. 2025 Signat r (seal) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of } ss. 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) Memorandum of Amendment No. One to Option to Ground Lease Agreement Page 4