Loading...
HomeMy WebLinkAbout6221 - Assignment of Leasehold EstateT`i , sVai z ° 9 3/65 (12) 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 I'.ESO:TION N0. 6221 T f, 4 ., yV 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; 111 (b) That should there be a conflict between the provisions I of the grain Lease and the provisions of the Subsequent Deed 2 of Trust, the former shall control; 3 (c) That if the leasehold estate of the Lessee which is the subject of the Subsequent Deed of Trust shall be fore- 0 4 closed or otherwise acquired under the Subsequent Deed. of Trust, or if the leasehold estate of the lessee which is 5 the subject of any of the deeds of trust (the "prior Deeds of 'trust ") heretofore consented to by the Lessor by a 6 Consent dated April 62 1964 shall be foreclosed or other - wise acquired under any of the Prior needs of Trust, 7 the €ain Lease stall thereupon automatically be deemed to be two separate and distinct leases (the `'A Y Lease" and the 8 "311 Lease') in lieu of and instead of the single Main Lease, All of the respective provisions of the A Lease and. the B 9 lease shall be identical w' °th the provisions of the 1,1ain Lease, except that (i) the demised premises covered by the 10 A Lease shall, for all purposes of the A Lease (including the percentage rental provisions thereof), be deemed to be 11 onl the property described in the Subsequent Deed of Trust, (iif the demised premises covered by the L Lease shall, for 12 all purposes of the B Lease (including the percentage rental provisions thereof), be deemed to be only the property de- 13 scribed in the _ain Lease excluding to pproperty described in the Subsequent Deed of Trust, (iii) the paragraphs of the 14 A Lease entitled 111, inimum Rentali° and 'nercentabe c es tal" shall be deemed to be in the form attaches', to said Consent 15 and marled Exhibit 3, and by reference incorporated in said %orsent for idettiiication, and (iv) the paragraphs of 16 the Z Lease ent itled "I'Unimum s' mental" . ard . "Percentage :,ental °' shall be deemed to be .in the form attached to said Consent 17 and marlred ,xhibit C, and by reference incorporated. in said Consent for identification; 18 (d) That nothing in said Consent shall be deemed: to prohibit 19 the assignment by tae holder of the promissory note secured by the Subsequent Heed. of T °yust, together with the Subsequent 20 Deed of Trust, without the prior cor:sert of the Lessor; 21 (e) That if the leasehold astate of the ;lessee which ; "_s the su'?ject of the Subsequent Deed of mxust s4.all be forecloses. 22 or othe-rwise ac uired under the Subsequent Deed of :.rust, Lhe transferee thereof shall thereupon and thereby assure 23 ,;he performance of and shall be bound by eac' and all of tLe covenants, conditions and obligations provided in the A Lease 24 to be performed and observed by the 'lessee thereunder, and. (ii) the 1e. 7.sehold estate ��hicl'a is the subject of _'ie ariox 25 Deeds of :'rust shall thereupon a"ad thereby be deemed to be the leasehold estate which is the subject of the �, Lease, 26 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 27 otherwise acquired under, any of t.e Prior Deeds of '' rush, (1) the transferee thereof shall thereupon and thereby assume 28 the perfo=ance of and shall be bound by each and all of the covenants, conditions and obliga-:ions provided in the :3 Lease 29 to e perforrsec and observed by the Lessee thereunder, a-Lad ir (2) the leasehold estate wnicl: is the subject of the Subse- 30 quent Deed of Trust shall thereupon and thereby be deemed to be the leasehold estate w'hicl^ is the subject of the A "Lease; 31 (f) ` "gat the - ,essox agrees that it will not terminate the 32 isain Lease because of any default or breach thereunder ca 0 • 1 2 3 4 5 6 7 8 9 10 11 12 13 14 151 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 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 3. 0 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.