HomeMy WebLinkAbout6221 - Assignment of Leasehold EstateT`i , sVai
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I'.ESO:TION N0. 6221
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A RESOLUTION OF TI-M, CITY COUNCIL OF TF2 CITY OF
NEFJPORT BEACH APPROVING TiIG ASSIGNMENT OF A L ASi-
HOLD ESTATE BY A DEED OF TRUST AND AUTHORIZING THE
E CUTION OF A CONSENT TO SUCI3 ASSIGNMENT
IiIMU AS, the City of Newport Beach has entered into a
lease dated March 24, 1948, with the Balboa Bay Club, Inc., a Cali -
fornia corporation, which lease has since been amended by instrument:
dated April 10, 1950, September 29, 1952, and T4arch 28, 1950, cover-
ing the premises in the City of Newport Beach more particularly
described in said lease, as amended, which is referred to in the
consent to assignment authorized hereby as the 91,Cain Lease "; and
1,11M FAS, one of the provisions of said lease provides that
Isaid lease may not be assigned without the consent of tae City of
lNewport Beach; and
WFI2 =7 S, the Balboa Bay Club, Inc., desires to assign a
portion of its leasehold estate under said lease by a deed of trust
to be given by said Balboa Bay Club, Inc., a California corporation,
as Trustor, in favor of Union Bank, a Cali fornia corporation, as
Trustee and Beneficiary, as security for the payment of an indebted -
'ness in the sum of $3,750,000, which deed of trust is re ferred to in
the above mentioned consent to assignment as the "Subsequent Deed of
Trust'; and
TRHDZRi AS, it appears to be in the best interests o€ the
11citizens of the City of Newport Beach that the City consent to such
assignment by the deed of trust described above;
N(YJ5 TL'C'PE ORE, BE IT RESOLVi.D that the City of Newport Bea
11hereby consents to the assignment of a portion of said leasehold
testate by the deed of trust particularly hereinabove described; pro-
�Ivided, however, that such consent and the deed of trust are subject
to t1ne Following:
(a) That excent as herein othenyise provided, the Subse-
quent Deed of Trust and all rights now or hereafter acquired.
thereunder, are, and shall be subject to each and all of the
covenants, conditions and restrictions set forth in said
Main Lease, and to all rights and interssts of the Lessor
therein, none of which are or shall be waived by said consent;
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(b) That should there be a conflict between the provisions
I of the grain Lease and the provisions of the Subsequent Deed
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of Trust, the former shall control;
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(c) That if the leasehold estate of the Lessee which is
the subject of the Subsequent Deed of Trust shall be fore-
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closed or otherwise acquired under the Subsequent Deed. of
Trust, or if the leasehold estate of the lessee which is
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the subject of any of the deeds of trust (the "prior Deeds
of 'trust ") heretofore consented to by the Lessor by a
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Consent dated April 62 1964 shall be foreclosed or other -
wise acquired under any of the Prior needs of Trust,
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the €ain Lease stall thereupon automatically be deemed to
be two separate and distinct leases (the `'A Y Lease" and the
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"311 Lease') in lieu of and instead of the single Main Lease,
All of the respective provisions of the A Lease and. the B
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lease shall be identical w' °th the provisions of the 1,1ain
Lease, except that (i) the demised premises covered by the
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A Lease shall, for all purposes of the A Lease (including
the percentage rental provisions thereof), be deemed to be
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onl the property described in the Subsequent Deed of Trust,
(iif the demised premises covered by the L Lease shall, for
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all purposes of the B Lease (including the percentage rental
provisions thereof), be deemed to be only the property de-
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scribed in the _ain Lease excluding to pproperty described
in the Subsequent Deed of Trust, (iii) the paragraphs of the
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A Lease entitled 111, inimum Rentali° and 'nercentabe c es tal"
shall be deemed to be in the form attaches', to said Consent
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and marled Exhibit 3, and by reference incorporated in
said %orsent for idettiiication, and (iv) the paragraphs of
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the Z Lease ent itled "I'Unimum s' mental" . ard . "Percentage :,ental °'
shall be deemed to be .in the form attached to said Consent
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and marlred ,xhibit C, and by reference incorporated. in said
Consent for identification;
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(d) That nothing in said Consent shall be deemed: to prohibit
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the assignment by tae holder of the promissory note secured
by the Subsequent Heed. of T °yust, together with the Subsequent
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Deed of Trust, without the prior cor:sert of the Lessor;
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(e) That if the leasehold astate of the ;lessee which ; "_s the
su'?ject of the Subsequent Deed of mxust s4.all be forecloses.
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or othe-rwise ac uired under the Subsequent Deed of :.rust,
Lhe transferee thereof shall thereupon and thereby assure
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,;he performance of and shall be bound by eac' and all of tLe
covenants, conditions and obligations provided in the A Lease
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to be performed and observed by the 'lessee thereunder, and.
(ii) the 1e. 7.sehold estate ��hicl'a is the subject of _'ie ariox
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Deeds of :'rust shall thereupon a"ad thereby be deemed to be
the leasehold estate which is the subject of the �, Lease,
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1A the leasehold estate of t2ie lessee WThici'a is the subject
of any of the Prior Deeds of 'Trust s =-,all be foreclosed or
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otherwise acquired under, any of t.e Prior Deeds of '' rush,
(1) the transferee thereof shall thereupon and thereby assume
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the perfo=ance of and shall be bound by each and all of the
covenants, conditions and obliga-:ions provided in the :3 Lease
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to e perforrsec and observed by the Lessee thereunder, a-Lad
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(2) the leasehold estate wnicl: is the subject of the Subse-
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quent Deed of Trust shall thereupon and thereby be deemed to
be the leasehold estate w'hicl^ is the subject of the A "Lease;
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(f) ` "gat the - ,essox agrees that it will not terminate the
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isain Lease because of any default or breach thereunder ca
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the part of the Lessee if the holder of the Subsequent Deed
of Trust, within t1airty (30) days after the service of Urritten
notice frog. the Lessor of its Intention to terminate the Nain
Lease for such default or bread:, shall either cure suc!- de-
fault or breach, if the same can be cured by t?-.,e payment of
money, or if othen%iise, shall undertake in - rriting with and
for the benefit of t':e Lessor, to keep and perform all of t1he
covenants and conditions of the Hain Lease provided therein
to be Inept and performed by the Lessee, until such time as
the leasehold estate of the Lessee shall be sold upom f-cre-
closure pursuant to tae Subsequent treed of Trust, or shall
be released or redonveyed thereunder; o;:ovided, ho�sver, that
if the holder Ofi t' =e vaabsequent Deed of Txue -" 0I!3a L Caii or
refuse to cogpl ~ WI—_% any and all of the cone.itior_s of t"Is
subparagraph (f), then and tI-:ereupcn the Lessor s'lsll be re-
ieased from the cover..ant of forebearance herein contained,
and any notice provided for in this subparagraph (f) shall be
served in the same runner as provided in the 1!ain Lease
for the service of notices, and shall be delivered or directed
to the holder of t'_e Subsequent Deed of --rust at its address
as last sHoFm on t'.e records of the Lessor;
g) That the Lessor assumes no liability or resncnsisility
ror the order of priority of tle Subsequent Deed of Trust or
the relation of it to any other deed of trust affecting said;
leasehold estate;
(h) That upon and 3-mediately after the recording of the
Subsequent Deed of Trust the Lessee, at its oen expense, s':all
cause to be recorded in the office of the i:ecorder of said
Orange County a ca.:ittesa request execrated and ac'_mauleeged. by
the Lessor for a copy of any notice of default and of any
notice of sale under the Subsequent "Deed of Trust as provided
by toe statutes of the State of California relating t'.?ereto.
Concurrently G ?it < Vie execution of sa__d Consent the Lessee
s'nall furnish to tb.e Lessor a complete copy of the Subsequent
Deed of Trust and the promissory note secured thereby, together
luith the same and address of the ::older thereof;
(i) That said farms: of Consent shall be recorded contempor-
aneously with the -recordation of the original of the Subsequent
Deed of xust therein referred to and to which said Consent re-
lates, in which event the copy of the Subsequent Deed of Trust
attached thereto shall not be recorded;
land provided further t:m t the consent hereby granted shall not be
deemed to be a consent to any other or further assignment of en-
jcumbrance of said leasehold estate or any part thereof.
32, IT MaTII 11 ] SOLVED that the mayor and the comity Clerk be
land are hereby aut'iorized and directed to execute a consent to the
assignment of the leasehold estate by the above mentioned deed of
)trust,
ADOPTED this 13th day of September, 1065.
MT Z ST
�- ice Mayor
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STATE OF CALIFORNIA )
COUNTY OF ORANGE )
CITY OF NEWPORT BEACH)
I, MARGERY SCHROUDER, City Clerk of the City of Newport
Beach, California, do hereby certify that according to the records of the
City of Newport Beach filed and maintained in my office, the foregoing
Resolution No. 6221 was duly and regularly
adopted, passed, and approved by the City Council of the City of Newport
Beach, California, at a regular meeting of said City Council held at the
regular meeting place thereof, on the 13th day of September
1965 by the following vote, to wit:
AYES, COUNCILMEN: Parsons, Marshall, Elder, Cook, Forgit,
Stoddard
NOES, COUNCILMEN:
ABSENT, COUNCILMEN: Gruber
Dated this 14th day of September , 19 65
City Clerk and Ax-Officio Clerk of the
City Council, City of Newport Beach,
State of California.