HomeMy WebLinkAboutC-3057(C) - Bayside Drive, 1601 -Option to Lease 1995 (BCYC)•
OPTION TO LEASE
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The City of Newport Beach, a municipal Corporation,
(hereinafter referred as "City ") hereby grants to Bahia Corinthian
Yacht Club, a California non - profit corporation (hereinafter
referred as "BCYC"), the option to lease the tidelands area
adjacent to the Bahia Corinthian Yacht Club premises extending out
to the U.S. Project Line (as more specifically set forth on Exhibit
"A" attached hereto) for the consideration and upon the recitals,
terms and conditions set forth below:
RECITALS
A. Under the provisions of the Beacon Bay Bill (Chapter 740
of the Statues of 1978), City is the grantee of certain harbor
tidelands, located in the City of Newport Beach, County of Orange,
( "Tidelands Grant ") and
B. The Bahia Corinthian Yacht Club currently operates a
marina in and over a portion of those tidelands under Harbor Permit
0101 - 1801 -1, and
C. Harbor Permit 0101 - 1801 -1 is issued to California
Recreation, a dba of The Irvine company, the owner of the upland
property adjacent to the tidelands, and
D. The Bahia Corinthian Yacht Club has acquired the upland
property adjacent to the tidelands from California Recreation, and
E. The parties desire to enter into a long -term lease in lieu
of a City Harbor Permit. However, BCYC desires to postpone
entering into a lease until such time as certain seawall repairs
and structural reinforcements have been completed.
NOW THEREFORE, the Parties agree as follows:
1. Grant of Option. City hereby grants to BCYC an exclusive
right and option (the "Option ") to lease the Premises for the rent
and upon the terms and conditions set forth in the Lease attached
hereto as Exhibit B and incorporated herein by this reference (the
"Lease ").
2. Consideration. The consideration for the option shall be
a one -time fee of $15,000, payable upon the execution of this
agreement by both parties. The $15,000 option payment is
consideration for the option only and shall not be applicable to
the exercise of the lease nor to any rent payable thereunder, and
the option payment shall be in addition to the annual Harbor permit
fee presently in force which shall continue to be imposed and BCYC
shall continue to pay up until the date of exercise of this option.
3. Option Term. The term of the option shall be for three
(3) successive years commencing upon the date of execution of this
agreement by City and by BCYC and terminating at 5:00 p.m. on the
third anniversary date of the execution of this agreement ( "Option
Expiration Date ") , if it has not been exercised on or prior thereto.
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4. Exercise of Option. The option may be exercised by
written notice of exercise signed on behalf of BCYC and delivered
to the City Clerk of the City on or before 5:00 p.m. on the Option
Expiration Date.
5. Precondition to Exercise of Option -- Engineering Work.
As a condition precedent to the exercise of this option by BCYC,
BCYC shall be required to have then completed all seawall repairs
and reinforcements recommended by its structural engineers, to the
satisfaction of the city engineer, or in the alternative, it shall
post a performance bond acceptable in form, content and amount to
the city attorney, assuring that all of such seawall repair and
reinforcement so recommended shall be completed within six (6)
months of the posting of said performance bond.
6. Further Assurances. Each of the Parties hereto agrees to
execute and deliver any and all additional papers and documents,
and to do any and all acts reasonably necessary in connection with
the performance of its obligations hereunder to carry out the
intent of the Parties hereto.
7. Entire Agreement. This Agreement and the documents
expressly incorporated herein shall constitute the entire Agreement
between the Parties hereto with respect to the subject matter
hereof, and shall supersede all prior and contemporaneous
agreements and representations of the Parties concerning the
subject matter hereof and the terms applicable thereto.
8. Amendment. This Agreement may not be extended,
supplemented, modified or amended in any manner, except by an
instrument in writing signed by each of the Parties.
9. Waiver. No waiver of any of the provisions of this
Agreement shall be deemed or constitute a waiver of any other
provision, whether or not similar, nor shall any waiver constitute
a continuing waiver. No waiver shall be binding unless executed in
writing by the party making the waiver.
10. Successors and Assigns. All terms and provisions
contained herein shall insure to the benefit of and shall be
binding upon each of the Parties hereto and their respective
directors, officers, shareholders, employees, agents, heirs,
representatives, successors and assigns, and each of them.
11. Litigation Costs. If any legal action or other
proceeding is brought to enforce this Agreement, or because of an
alleged dispute, breach, or misrepresentation in connection with
any of the provisions of this Agreement, the successful or
prevailing party or Parties shall be entitled to recover their
reasonable attorney fees and other costs incurred in that action or
proceeding, in addition to any other relief to which it or they may
be entitled.
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12. Applicable Law. This Agreement shall be deemed to have
been entered into, and shall be construed and interpreted, in
accordance with the laws of the State of California.
13. Severability. In the event that any provisions hereof
is deemed to be illegal or unenforceable, such a determination
shall not affect the validity or enforceability or the remaining
provisions hereof, all of which shall remain in full force.
14. Form. As used in this Agreement, the masculine,
feminine and neuter gender, and the singular and plural number
shall be deemed to include the other and others whenever the
context so indicates. All captions used in this Agreement are for
convenience only and shall not be construed in interpreting this
Agreement.
15. Time is of the Essence. Time is of the essence for this
Agreement and all of the terms, provisions, covenants and
conditions hereof.
16. Parties In Interest. Nothing in this Agreement, whether
express or implied, is intended to confer any rights or remedies
under or by reason of this Agreement on any persons other than the
Parties to it and their respective successors and assigns, nor is
anything in this Agreement intended to relieve or discharge the
obligation or liability of any third persons to any party to this
Agreement, nor shall any provision give any third persons any right
of subrogation or action over against any party this Agreement.
17. Remedies. No remedy conferred by any specific provision
of this Agreement is intended to be exclusive of any other remedy,
and each and every remedy shall be cumulative and shall be in
addition to every other remedy given hereunder, or now, or
hereinafter existing at law, in equity, by statute or otherwise.
The election of one of more remedies by a party shall not
constitute a waiver of the right to pursue other available
remedies.
IN WITNESS WHE E P OF, the t'e have executed this Agreement
effective this day of 1995 at Newport Beach,
California.