HomeMy WebLinkAboutC-7246-17 - Beacon Bay, 9 - Assignment, Assumption, Consent, and Termination of Leasehold 2024RECORDING REQUESTED ev
TICOR TITLE
ORANGE C®UAR` r ffii NC�
Recording Requested By
and When Recorded Return To:
City of Newport Beach
City Clerk's Office
100 Civic Center Drive
Newport Beach, California
92660
Recorded in Official Records, Orange County
Hugh Nguyen, Clerk -Recorder
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ASSIGNMENT, ASSUMPTION, CONSENT, v4 ft fcAfX +Ch
AND TERMINATION OF LEASEHOLD COMPUTED ON FULL VALUE OF PROPERTY CONVEYED
County Tax $13,750.OQ
This Assignment, Assumption, Consent, and Termination of Leasehold
("Instrument") is made this _1�%, day of November, 2024, by and between, on the first
hand, the CITY OF NEWPORT BEACH, a California municipal corporation, tidelands
trustee, and charter city, hereinafter called "City" or "Lessor", and on the second hand,
Ryan F. Shea and Justin J. Shea, Trustees of the Shea Investment Trust I, dated October
28, 1998, as to an undivided fifty percent (50%) interest, Ryan F. Shea and Justin J. Shea,
Trustees of the Shea Investment Trust II, dated October 28, 1998, as to an undivided fifty
percent (50%) interest, and additionally, Lynda W. Shea, Trustee of the Shea QPRT III,
dated October 28, 1998 (the parties on the second hand collectively hereinafter,
"Lessees"), with Lessees duly authorized to act by and on behalf of original lessees Peter
J. Shea and Lynda W. Shea on the following terms and conditions. The City and Lessees
may hereinafter be referred to collectively as the "Parties."
RECITALS
A. On June 30, 1994, the City entered into a Lease ("Lease") for a term of fifty
(50) years with Peter J. Shea and Lynda W. Shea ("Original Lessees") for which a
Memorandum of Lease was recorded on December 7, 1994, by the County Recorder of
Orange County, California as Document No. 94-0701481, of the following described
property ("Property"):
Lot 9 as shown on the map filed in Book 9, Pages 42 and 43 of Record of
Surveys in the Office of the County Recorder, County of Orange, State of
California.
B. Lessees represent to the City that the following activity has occurred
subsequent to execution of the Lease:
1. On October 28, 1998, without consent or notice to the City,
Peter J. Shea and Lynda W. Shea, Trustees of the Shea Family Trust, dated
August 1, 1996, executed a Quitclaim Deed of the Property attempting to
grant a fee interest in the Property to Peter J. Shea and Lynda W. Shea,
husband and wife, as community property, which was recorded in the
Official Records of Orange County on May 18, 1999, as Instrument No.
19990366538. This Quitclaim Deed was legally ineffective.
2. On October 28, 1998, without .consent or notice to the City,
Peter J. Shea and Lynda W. Shea, husband and wife, executed a Quitclaim
Deed of the Property attempting to grant a fee interest in the Property to
Peter J. Shea and Lynda W. Shea, husband and wife, each as to an
undivided fifty percent (50%) interest as their sole and separate property,
which was recorded in the Official Records of Orange County on May 21,
1999, as Instrument No. 19990377269. This Quitclaim Deed was legally
ineffective.
3. On October 28, 1998, without consent or notice to the City,
Peter J. Shea, as trustor, executed that certain Shea Investment Trust I,
dated October 28, 1998 ("Shea Investment Trust I"), which named as its
trustee Ryan Shea in the event the first two named trustees declined to act
as trustees.
4. On October 28, 1998, without consent or notice to the City,
Peter J. Shea, as trustor, executed that certain Qualified Personal
Residence. Trust Agreement, dated October 28; 1998 ("Shea QPRT I"),
naming himself as trustee, which by its terms transferred his undivided fifty
percent (50%) interest in the Lease to the Property to the Shea QPRT I for
a period of twenty (20) years, after which the assets of the Shea QPRT I
were to be distributed to the Shea Investment Trust I.
5. On October 28, 1998, without consent or notice to the City,
Peter J. Shea executed a Quitclaim Deed of an undivided fifty percent (50%)
interest in the Lease to the Property to Peter W. Shea, Trustee of the Shea
QPRT I, which was recorded in the Official Records of Orange County on
June 24, 1999, as Instrument No. 19990469893. This Quitclaim Deed was
legally ineffective.
6. On October 28, 1998, without consent or notice to the City,
Lynda W. Shea, as trustor, executed that certain Shea Investment Trust II,
dated October 28, 1998 ("Shea Investment Trust I1"), which named as its
trustee Ryan Shea in the event the first two named trustees declined to act
as trustees.
7. On October 28, 1998, without consent or notice to the City,
Lynda W. Shea executed that certain Qualified Personal Residence Trust
Agreement, dated October 28, 1998 ("Shea QPRT III"), naming_ herself as
trustee, which by its terms transferred her undivided fifty percent (50%)
interest in the Lease to the Property to .the Shea QPRT III for a period of
twenty-six (26) years, after which the assets of the Shea QPRT III were to
be distributed to the Shea Investment Trust II.
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8. On October 28, 1998, without consent or notice to the City,
Lynda W. Shea executed a Quitclaim Deed of an undivided fifty percent
(50%) interest in the Property to Lynda W. Shea, Trustee of the Shea QPRT
Ill, which was recorded on July 8, 1999, as Instrument No. 19990506549.
This Quitclaim Deed was legally ineffective.
9. On October 3, 2005, and on October 12, 2005, the first two
named trustees of the Shea Investment Trust I and the Shea Investment
Trust II resigned and declined in writing to act as trustees, making Ryan
Shea the sole trustee of the Shea Investment Trust I and the Shea
Investment Trust II.
10. On February 5, 2007, an Order -.Modifying Trusts and
Appointing Co -Trustee was filed in the Orange County Superior Court under
Case No. A239775, which approved the declinations and resignations of
the first two named trustees of the Shea Investment Trust I and the Shea
Investment Trust II and added Justin Shea as Co -Successor Trustee of the
Shea Investment Trust I and the Shea Investment Trust II along with Ryan
Shea.
11. On October-28, 2018, the 20-year term of Shea QPRT I
expired, and by its terms the Shea QPRT I directed the trustee to distribute
its undivided fifty percent (50%) interest in the�Lease to the Property to the
named beneficiary, Shea Investment Trust I.
C. On July 21, 2022, the City and Original Lessees executed Amendment No.
One to Lease, whereby the Insurance Requirements of the Lease were updated.
D. On September 21, 2023, Peter J. Shea died, and Lessees represent that,
at the time of Peter J. Shea's death, Peter J. Shea's undivided fifty percent (50%) interest
was held by Justin Shea and Ryan Shea, as Trustees of the Shea Investment Trust I,
which names beneficiaries other than the Original Lessees.
E. On November 5, 2024, City and Lessees entered into an Assignment and
Assumption of Lease and Consent Thereto, which was recorded in the Official Records
of Orange County on November 5, 2024, as Document No. 2024000288996, pursuant to
which: the City consented to the exempt transfer of Lynda W. Shea's undivided fifty
percent (50%) interest in and to the Lease of the Property to Lynda W. Shea, as Trustee
of the Shea QPRT III; the City consented to the non-exempt transfer of Peter J. Shea's
undivided fifty percent (50%) interest in and to the Lease of the Property to Ryan Shea
and Justin Shea, as Trustees of the Shea Investment Trust I; and, Ryan Shea and Justin
Shea, as Trustees of the Shea Investment Trust I, accepted assignment of, and assumed,
the Lease and all of the right, title and interest of Peter J. Shea as tenant in, to and under
the Lease.
F. On October 28, 2024, the 26-year term of Shea QPRT III expired, and by
its terms directed the trustee to distribute Lynda W. Shea's undivided fifty percent (50%)
3
interest in the Lease to the Property to the named beneficiary, the Shea Investment Trust
II.
G. Lessees represent that, as of October 28, 2024, Lynda W. Shea's undivided
fifty percent (50%) interest was held by Justin Shea and Ryan Shea, as Trustees of the
Shea Investment Trust II, which names beneficiaries other than the Original Lessees.
H. Lessees now request that the City consent to the transfer Lynda W. Shea's
undivided fifty percent (50%) interest to Justin Shea and Ryan Shea, as. Trustees of the
Shea Investment Trust II, and additionally, agree to terminate the Lease in order to
facilitate a new lease to be entered into by a subsequent transferee to the Property.
NOW, THEREFORE, in consideration of the foregoing and the mutual covenants
set forth below and for other good and valuable consideration, the receipt and sufficiency
of which arehereby acknowledged, it is hereby agreed as follows:
1. Consent to Nonexempt Transfer. The City consents to the non-exempt
transfer of Lynda W. Shea's undivided fifty percent (50%) interest in and to the Lease of
the Property to Ryan Shea and Justin Shea, as Trustees of the Shea Investment. Trust II
("Transferees").
2. Assignment and Assumption of Lease. Transferees, for themself and their
successors and permitted assigns, hereby accept and assume the Lease and agrees to
timely pay, perform, observe and discharge all of the covenants, conditions, agreements,
terms and obligations to be' performed as tenant under the Lease except as herein
otherwise provided. Additionally, Lessees hereby assign, transfer and set over unto
Transferees, their successors and assigns, all of the right, title and interest of Lynda W.
Shea as tenant in, to and under the Lease except as herein otherwise provided.
3. Covenants. Lessees warrant, covenant and agree as follows:
a. All transfers shall be subject to each and all of the,covenants,
conditions and restrictions set forth in the Lease and shall be subject to all
rights and interest of the City thereunder, except as herein otherwise
provided.
b. Trustees agree to provide a copy of all of the complete trust
or other estate planning arrangement.to the City to ensure that any transfer
of the leasehold will not circumvent that provision of the Lease calling for
increased rent upon non-exempt transfer.
4. Termination of Lease. Subject to the foregoing, Lessees agree to terminate
the Lease upon the effective date of this Instrument, and Lessor agrees to accept such
termination, and Lessor and Lessees agree to discharge and release each other from all
obligations under the Lease as of said date.
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5. Indemnity. Lessees shall defend, indemnify and hold the City harmless from
all costs, expenses, claims, causes of action or damages (including, without limitation,
reasonable attorney fees and costs), which may arise out of or in connection with this
Instrument.
6. Effective Date. This Instrument shall become effective upon recording.
7. Binding Effect. This Instrument and all provisions hereof shall be binding
upon and inure to the benefit of the Parties hereto and their respective successors and
permitted assigns.
8. Waiver. A waiver by either, party of any breach, of any term, covenant or
condition contained herein shall not be deemed to be a waiver of any subsequent breach
of the same or any other term, covenant or condition contained herein, whether of the
same or a different character.
9. Entire Agreement. This Instrument represents the full and complete
understanding of every kind or nature whatsoever between the Parties hereto, and all
preliminary negotiations and agreements of whatsoever kind or nature are merged herein.
No verbal agreement or implied covenant shall be held to vary the provisions herein. The
Recitals set forth above are incorporated herein by this reference.
10. Interpretation. The terms of this Instrument 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 or any other rule of construction which
might otherwise apply.
11. Amendments. This Instrument may be modified or amended only by a
written document executed by the Parties approved as to form by the City Attorney.
12. Severability. If any term or portion of this Instrument is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions shall continue in full force and effect.
13. Controlling Law and Venue. The laws of the State of California shall govern
this Instrument and all matters relating to it and any action brought relating to this
Instrument shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
14. No Attorneys' Fees. In the event of any dispute or legal action arising under
this Instrument, the prevailing party shall not be entitled to attorneys' fees.
15. Counterparts. This Instrument 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]
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IN WITNESS WHEREOF, the Parties have caused this Instrument to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: ( to (,17,4
By: (t)
Aar n)gC.H a r
City Attorney
Alit
Date:
►I�' / :L.
Ryan F. Shea and Justin J. Shea,
Trustees of the Shea Investment
Trust II, dated October 28, 1998
Date:
Signed in Counterpart
By:
Ryan F.
Trustee
Date:
Shea
Signed in Counterpart
By:
Justin J.
Trustee
Shea
CITY OF NEWPORT BEACH,
A California murippal corporation
Date: l Z
By:
Grac . Leung
Cit anager
Lynda W. Shea, Trustee of the Shea
QPRT III, dated October 28, 1998
Date:
Signed in Counterpart
By:
Lynda W. Shea
Trustee
Ryan F. Shea and Justin J. Shea,
Trustees of the Shea Investment
Trust I, dated October 28, 1998
Date:
Signed in Counterpa
By: _.
Ryan F. Shea
Trustee
Date:
By: Signed in Counterpgrt
Justin J. Shea
Trustee
0
IN WITNESS WHEREOF., the Parties have caused this Instrument to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: o b 17
By: n,,)
Aar p C. Harp
City ttorney a4
ATTEST:
Date:
SIGNED IN COUNTERPART
By:
Leilani 1. Brown
City'Clerk
Ryan F. Shea and Justin J. Shea,
Trustees.of the Shea Investment
Trust 11, dated October 28, 1998
Date:
By: SIGNED IN COUNTERPART
Ryan F. Shea
Trustee
Date:
SIGNED IN COUNTERPART
By:
Justin J. Shea
Trustee
CITY OF NEWPO'RT BEACH,
A California municipal corporation
Date:
By: SIGNED IN COUNTERPART
Grace K. Leung
City Manager
Lynda W. Shea, Trustee of the Shea
QPRT III, dated October 28, 1998
Date: // / y 11�)-6
Shea
Ryan F. Shea and Justin J. Shea,
Trustees of the Shea Investment
Trust I, dated October 28, 1998.
Date:
By: SIGNED IN COUNTERPART
Ryan F. Shea
Trustee
Date:
SIGNED IN COUNTERPART
By:
Justin J. Shea
Trustee
6
IN WITNESS WHEREOF, the Parties have caused this Instrument'to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE°
Date: L ( /) b /zz4
By: W,f J, >_
Aar Cn)C. Harp
City Attorney Al
ATTEST:
Date:
SIGNED IN COUNTERPART
By:
Leilani L. Brown
City Clerk
Ryan F. Shea and Justin J. Shea,
Trustees of the Shea Investment
Trust h; dated October 28, 1998
Date: 1/ % /21-/
Ryan .Shea
Trustee
Date:! 1 /7/ze
SIGNED IN COUNTERPART
By:
Justin J. Shea
Trustee
CITY OF NEWPORT BEACH,
A California municipal corporation
Date:
By: SIGNED IN COUNTERPART
Grace K. Leung
City Manager
Lynda W. Shea, Trustee of the Shea
QPRT III, dated October 28, 1998
Date:
By: SIGNED IN COUNTERPART
Lynda W.Shea
Trustee
Ryan F. Shea and Justin J. Shea,
Trustees of the Shea investment
Trust 1, dated October 28,1998
Date: 1/ / 7104
By:
Rya . Shea
Trustee
-r
Dater 1 71 I'
SIGNED IN COUNTERPART
By:
Justin.J-. Shea
Trustee
M
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SIGNED IN COUNTERPART
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umdes of thlb:Shea", lovemmaht
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Trustee � trustee
GI«I:41,161 TIC Z 1r]'if ►`"
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ro*._
Notary Public . California
S y hand and official seal. JENNIFER ANN MULVEY
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