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HomeMy WebLinkAboutC-7064-5 - East Bay Avenue, 600 - Consent to Assignment of LeaseRECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: City of Newport Beach City Clerk's Office 100 Civic Center Drive P.O. Box 1768 Newport Beach, CA 92658-8915 (SPACE ABOVE THIS LINE FOR RECORDER'S USE) CONSENT TO ASSIGNMENT OF LEASE THIS CONSENT TO ASSIGNMENT OF LEASE ("Consent to Assignment") is given this 18th day of April 2017, by the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City") on the following terms and conditions: RECITALS A. On March 1, 2013, the City entered into that certain Lease Agreement (With Option for Renewal) ("Lease") with NHNM Property Holdings, LLC, a California limited liability company ("Assignor"), concerning certain real property described as: Tidelands, as defined in the Agreement, which is an independent site with no land access, consisting of approximately 21,363 square feet water area located generally at 600 East Bay Avenue in the City of Newport Beach, California ("Property"), more particularly described in Exhibit F to the Lease and depicted on the map set forth in Exhibit G to the Lease, excluding any private water and improvements, as evidenced by a Memorandum of Lease recorded on March 21, 2016, as Instrument No. 2016000116050 in the Official Records of Orange County. B. Pursuant to Section 16(a) of the Lease, the prior written consent of City is required in connection with any transfer of the Lease. C. On March 6, 2017, Discovery Science Center of Orange County, a California nonprofit public benefit corporation ("Assignee"), provided a written request to City, requesting approval of the transfer and assignment of Assignor's interest in the Lease to Assignee. CONSENT NOW, THEREFORE, the City does hereby consent to the assignment of Assignor's interest in and to the Lease to Assignee, subject to the following: I . Said Consent to Assignment 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. 2. Assignee shall assume the Lease via the Assignment and Assumption Agreement ("Assignment"), 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. A copy of the completed Assignment shall be provided to the City to ensure that any transfer of the leasehold interest will not circumvent the provisions of the Lease. 3. A Memorandum of Assignment of Lease shall be executed by the Assignor and Assignee, in substantially the same form as the document attached hereto as Exhibit "A", and recorded against title to the Property. 4. All notices and other communications required or permitted under this Consent to Assignment shall be in writing, served personally on, or mailed by certified or registered United States mail to the party to be charged with receipt thereof. Notices and other communications served by mail shall be deposited in a United States post office, as certified or registered mail with postage prepaid and duly addressed to the party to whom such notice or communication is to be given as follows: Notice to Assignee: Discovery Science Center of Orange County 2500 N. Main Street Santa Ana, CA 92705 Notice to City: Attention: Real Property Administrator City of Newport Beach 100 Civic Center Drive Newport Beach, CA 92660 Any such party may change said party's address for purposes of this Section 4 by giving to the party intended to be bound thereby, in the manner provided herein, written notice of such change. 5. This Consent to Assignment shall become effective upon recording and be recorded concurrently with (but immediately prior to) the Memorandum of Assignment of Lease. [SIGNATURES ON FOLLOWING PAGE] 2 EXECUTED on the dates indicated below, at Newport Beach, Orange County, California. APPROVED AS TO FORM: CITY ATTORNEY' OFFICE Date: `l Aaron C. Harp kmw 4.0.11 City Attorney ATTEST: Date: Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation and charter city Date: `1..1 Z -A l -A Dave ff City Manager o��fi0 RN, Attachments: Exhibit A - Memorandum of Assignment of Lease 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 Count X of ss. !? On /h)t,ll� 20 before me,.�TuGt.t' 11el—, Notary Public, personally appeared t who proved to me on the basis of satisfactory evidence to be the person( whose name is/aKe subscrib d to. the within instrument an acknowledged to me that he/s 4 th�y executed t e same in his/h fr/t it authorized capacity(i, and that by his/hqf/tVir sigdtures(j on the instrument the person( ), 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. JENNIFER LEE NELSON Commission # 2096990 Notary Public - California z Riverside County Comm, Expires Jan 13, 2019 gnat 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 4 (seal) EXHIBIT "A" MEMORANDUM OF ASSIGNMENT OF LEASE RECORDING REQUESTED BY: Fidelity National Title WHEN RECORDED RETURN TO: Discovery Science Center of Orange Cou 2500 N. Main Street Santa Ana, CA 92705 WITH A COPY TO: City of Newport Beach City Clerk's Office 100 Civic Center Drive P.O. Box 1768 Newport Beach, CA 92658-8915 [SPACE ABOVE THIS LINE FOR RECORDER'S USE ONLY] MEMORANDUM OF ASSIGNMENT OF LEASE AND AMENDMENT TO LEASE MEMORANDUM (600 East Bay Avenue, Newport Beach, CA) THIS MEMORANDUM OF ASSIGNMENT OF LEASE AND AMENDMENT TO LEASE MEMORANDUM ("Memorandum") is made. and executed in connection with that certain Assignment and Assumption Agreement dated as of ("Assignment"), by and between NHNM PROPERTY HOLDINGS, LLC, a California limited liability company, as "Assignor," DISCOVERY SCIENCE CENTER OF ORANGE COUNTY, a California nonprofit public benefit corporation, as "Assignee," and the CITY OF NEWPORT BEACH ("City"). RECITALS A. Assignor and City are parties to: (i) that certain Lease Agreement (With Option for Renewal) dated March 1, 2013, respecting the Tidelands located generally at 600 East Bay Avenue in Newport Beach, California ("Lease"). B. To provide public notice of the Lease, Assignor and City are parties to that certain Memorandum of Lease Agreement (With Option for Renewal) dated March 1, 2013 and recorded in the Official Records of Orange County, California ("Official Records") on March 21, 2016 as Instrument No. 2016000116050 ("Memo"). C. In connection with merger of Assignor and Assignee on or about July 6, 2016, Assignee is the surviving corporation of the merger, and as the sole corporate member of Assignor, Assignee is the owner of the real property located at 600 East Bay Avenue, Newport Beach, California, and with the consent of the City, Assignor and Assignee executed and delivered the Assignment pursuant to which Assignor assigned to Assignee (and Assignee assumed from Assignor) all of Assignor's right, title, interest and obligations under the Lease. AGREEMENTS NOW, THEREFORE, in order to memorialize and give notice of the execution of the Assignment, 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 Lease, which terms and provisions are hereby incorporated by reference into this Memorandum, and of the Assignment. In the event of any conflict between the terms and conditions of this Memorandum and the Lease, the terms and conditions of the Lease shall prevail. 2. Amendment of Lease Memo. The Memo is amended such that the "Lessee" identified therein shall mean and refer to Assignee from and after 3. 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] 2 IN WITNESS WHEREOF, the duly authorized representatives of Assignor, Assignee and City have executed this Memorandum effective as of the day of April 2017. "Assignor" NHNM PROPERTY HOLDINGS, LLC, a California limited liability company By: DISCOVERY SCIENCE CENTER OF ORANGE COUNTY, a California nonprofit public benefit corporation, its sole member and manager Lloyd Joseph Adams, President 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 I ss. On- f 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 3 (seal) "Assignee" DISCOVERY SCIENCE CENTER OF ORANGE COUNTY, a California nonprofit public benefit corporation Lloyd Joseph Adams, President 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 C! (seal) ATTEST: Leilani I. Brown City Clerk APPROVED AS TO FORM: Aaron C. Harp City Attorney "C i ty" City of Newport Beach, a California municipal corporation and charter city Dave Kiff City Manager 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 1 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 5 (seal)