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HomeMy WebLinkAboutC-519(F) - West Coast Highway, 1221 (Balboa Bay Resort) - Sub-Lease 1986CT" LA October 27, 1986 Mr. Robert Wynn, City Manager City of Newport Beach City Hall 3300 Newport Blvd. Newport Beach, CA 92660 Dear Mr. Wynn: Provisions of our master lease of March 24, 1948 require our procuring consents from the City to sublease our premises. The sublease for the jewelry store located in the lobby of our Clubhouse expired September 30, 1986 and was renewed for an additional two years. In accordance with the provisions of our lease, we submit the enclosed lease for ratification. Res tfully submitted, o ert 0. Bas an Vice President & Trea rer enclosure cc: Tom Deemer 1221 West Coast Highway, Newport Beach, California 92663 (714) 645-5000 SEW POST }o} CITY OF NEWPORT BEACH u- l q<oR (714) 644-3000 N October 30, 1986 Mr. Robert O. Basmajian, Vice President & Treasurer The Balboa Bay Club 1221 West Coast Highway Newport Beach, CA 92663 Dear Mr. Basmajian: Pursuant to Section 17 of the Lease between the City of Newport Beach and The Balboa Bay.Club, dated May 13, 1986, consent is hereby given for the renewal of the sublease with Brett Walker Newport. Si rely, ROBERT L. WYNN City Manager CC: Mr. Tom Deemer ,. City Clerk's File City Hall 0 3300 Newport Boulevard, Newport Beach, California 92663 THIS SUB -LEASE is entered into at Newport Beach, California, this .15th day of _October 1986 , by and between INTERNATIONAL BAY CLUBS, INC., a California corpora- tion, hereinafter referred to as "LESSOR"," AND EAGLE AMERICAN, a California corporation, dba BRETT WALKER NEWPORT,hereinafter referred to as "LESSEE". 1. Description of Premises The LESSOR hereby leases to LESSEE, and LESSEE leases from LESSOR, on the terms and conditions set forth in this Sub -Lease, a portion of that certain property, situated in the City of Newport Beach, County of Orange, State of Cali- fornia, described in a lease recorded in Book 2651.at Page 126 of Official Records in thei;Office of the, County Recorder of said County, the herein subleased portion of said property being the jewelry shop premises situated in the lobby area of the Balboa Bay Club headquarters building at 1221 -West Coast Highway, Newport Beach, said premises (hereinafter called the "Premises"). 2. Term The term of this Sub -Lease shall be for -threes):- Y years, commencing on the Fifteenth day of October , 1986- -1- 3.. No Option to Renew This Sub -Lease shall ve3t LESSEE no right or option to renew. Should LESSEE hold over after the end of the term said hold over shall be governed by paragraph 4. 4. Holding Over Any holding over after the expiration of the said term, with the consent of LESSOR, shall be construed to.be a tenancy from month to month, at the same monthly rental as required to be paid by LESSEE for the period immediately_prior to the expiration of the term hereof, and shall otherwise be on the terms and conditions herein specified, so far as applicable. 5. Rent (a) LESSEE agrees to pay to LESSOR rent in the amounts and on the dates specified below in this paragraph 5, which rent shall be payable in lawful money of the United States, without deduction ori offset, at such place or.places as may be designated from time to time by LESSOR'. (b) The minimum rent shall be $900.00 per month during the term of this Sub -Lease, payable in advance on or before the firstday of each calendar month.. Should the term of this Sub -Lease commence and/or end on a day other than the first day of a calendar month, the minimum rent for such por- tion of the calendar month that starts and/or ends the term of this Sub -Lease shall be pro -rated for such period at the rate of $30.00 per day, payable in whole on or before the first -2- day of such peri.... Said Minimum Rent shams be supplemented by additional monthly payments of rent as specified in subdi- vision (c) of this paragraph S. (c) In addition to the Minimum Rent hereinabove agreed to be paid by LESSEE, LESSEE shall and will pay to LESSOR at the times and in the manner hereinafter specified, as additional rent, the amount by which six percent (6/) of the amount of LESSEE's Gross Sales (as Gross Sales are herin- after defined) exceeds the Minimum Rent due for said period excepting only that in regard to the sale of any single item sold at a price of $10,0.00 or more, the additional rent due— by reason of the sale of that item shall be computed at the rate of three percent (3%) of the sale price of said item. The amount of additional rent due by reason of Gross Sales shall hereinafter be referred to as the Percentage Rent. (d) Within thirty (30 days after the end of each calendar month that ends during the term of this Sub -Lease, and within thirty (30) days of the day the term of this Sub - Lease ends (unless LESSEE is thereafter holding over pursuant i. to the Provisions of paragra�4 4) LESSEE shall .furnish LESSOR with a statement to be certified as correct by IESSEE or the employee of LESSEE -authorized to so certify, which shall set forth the Gross Sales (as herein defined) of LESSEE for the month just concluded, and the authorized deductions, if any, therefrom, and with each statement LESSEE shall pay to LESSOR the amount of additional rental which is payable to LESSOR as thown thereby. If LESSEE shall at any time cause an audit of LESSEE's business to be made by a public accountant, LESSEE shall furnish LESSOR with a copy of said audit without any -3- cost or expense to LESSOR LESSOR may, once during the month of May in any calendar year, cause an audit of the business of LESSEE to be made by a public accountant of LESSOR's own sel- ection and if the statements of Gross Sales previously made by LESSEE to LESSOR shall be found to be as much as.five percent (5%) less than the amount of of LESSEE's Gross Sales shown by such audit, LESSEE shall immediately pay the cost of such audit as well as the additional rental therein shown to be :payable by LESSEE to LESSOR; otherwise, the cost of such audit shall be paid by LESSOR. If such audit shall disclose any willful and - substantial inaccuracy, this Sub -Lease may be terminated at LESSOR's option. (e) The acceptance by LESSOR of any monies paid to LESSOR by LESSEE as additional rental for the Premises as shown by any Statement furnished by LESSEE shall not be an admission of the accuracy of said statement, or of the suffi- ciency of the amount of said additional rental payment. 6. Gross Sales Defined i (a) The term Gross Sales, as used her'e'in, shall (subject to the exception and authorized deductions as herein- after set forth) mean the gross amount received by LESSEE from all sales, both for cash and on credit, and in.case of sales on credit whether or not payment be actually made therefor, except as hereinafter provided; and the gross amount received by LESSEE for merchandise sold pursuant to orders received in the Premises, though filled elsewhere. (b) There shall be excepted from LESSEE's Gross Sales the amount of all sales tax receipts which has to be accounted for by LESSEE to any government or governmental agency. There shall be deducted from LESSEE's Gross Sales (for the purpose of accounting to LESSOR), the amount of any actual funds or credits made by LESSEE for returned merchan- dise, the amount where of had theretofore been included by LESSEE in LESSEE's Gross Sales, and the amount of any previously included credit sales that by reason of being uncollected and uncollectable are written off at the end of any calendar or tax year, but if they are later collected.the amount so col- lected, less costs of collection, if any, shall be re -included in Gross Sales for the period collected. (c) LESSEE shall keep full, complete and proper books, records and accounts of said Gross Sales and said books, records and accounts, including any sales tax reports that LESSEE may be required to furnish to any government or governmental agency, shall at all reasonable times -be open to the inspection of LESSOR, LESSOR's auditor or other authorized i representative or agen, and may be copied by them'. 7. Use of Premises The Premises are sub -leased to the LESSEE for the purpose of operating a fine jewelry shop, which shall be defined as the sale of solid gold 10 -karat or better jewelry items, plus diamonds and other precious stones. LESSEE shall not use or permit the use of all or any part of the Premises for any purpose other than that described in this paragraph. -5- The Premises shall be used and occupied in compliance with all governmental statutes, ordinances and regulations, and in such a manner that the rate of fire insurance will not be increased over the ordinary rate for a first-class building occupied for general retail sales. LESSEE agrees to pay for any increase in fire and extended coverage insurance on the Premises which may be caused by the operation of LESSEE's particular type of business. LESSEE shall not commit or suffer to be committed any waste upon the Premises, or any public or private nuisance, or any other act which may disturb the quiet enjoyment of any occupancy of nearby premises. LESSEE acknowledges that the Premises are located in a private club operated by LESSOR and LESSEE agrees that its business shall be conducted without garish displays and in a restrained and conservative manner at all times, in keeping with the high quality and character of the Club in which the Premises are situated. LESSEE agrees that all services offered by it will be of the highest quality and that the prices charged by it will be comparable to those charged by operations of a similar character. LESSEE acknowledges that it has received a copy of the current By -Laws of the BALBOA BAY CLUB and has familiar- ized itself with same and LESSEE agrees that it will have the same obligations with regard to any of its customers who are not members of the BALBOA BAY CLUB as members of the BALBOA BAY CLUB have to their non-member guests. LESSEE has the exclusive right to sell those items described in paragraph 7 and LESSOR will not allow another concessionaire to compete with those lines although other shops may have for sale S. costume jewelry or accessorits No solid gold items or items of a precious or semi-precious nature which would normally be thought of as jewelry store items will be displayed or sold by other concessionaires. 8. Improvement and Alteration of Premises (a) LESSEE will take.the Premises as is and lease the improvements and fixtures that are presently in place, and said improvements and fixtures, including display cases, counters, safes, lighting fixtures and wall, floor and ceiling treatments shall be deemed fixtures to the realty and as such the property of LESSOR. All future decorating work that may be done by LESSEE shall be done at LESSEE's cost, shall be done in zt such a manner as to give the Premises an attractive appearance, in keeping with the appearance of the Clubhouse within which the Premises are located, and shall be subject to LESSOR's prior approval. LESSEE shall not make or cause to be -made any alterations to all or any part of the Premises, without the i i, prior written consent of LESSOR, which consent wi'11 not unrea- sonably-be nrea- sonablybe witheld, and any additions to or alterations of the Premises shall immediately become a part of"the real property and shall belong to LESSOR at the termination or expiration of the Sub -Lease. This shall include equipment and other fixtures which cannot be readily removed without significant damage or alteration to the Premises. LESSEE shall keep the Premises free from any liens arising out of any work performed, material furnished or obligations incurred by LESSEE. LESSEE shall notify LESSOR of any proposed altera- tion or decorating work not less than five (5) days prior to -7- the commencement of such work LESSOR shall have the right to enter. the Premises and post notices of non -responsibility in connection with any such alteration work. (b) LESSEE may at its expense place in the Premisis such protable furniture, portable trade fixtures and portable equipment as may be appropriate for the conduct by LESSEE of the business described in paragraph 7 but shall maintain the attractive and high-class appearance of the Premises in keep- ing with the appearance of the Clubhouse within which the Premises are located. Such portable furniture, trade fixtures and equipment as is not substantially attached to or built into the Premises shall remain the property of LESSEE and upon the termination or expiration of this Sub -Lease, LESSEE may remove same,.provided that to do so will cause only minor damage to the Premises and provided that any such damage to the Premises caused by such removal shall be repaired by LESSEE forthwith. If LESSEE fails to remove such portable furniture, trade fixtures and equipment within fifteen (15) '4. days after termination or expiration of this'Sub-Lease, LESSOR may take possession of such furniture, trade fixtures and equipment with the right either to leaQe them on the Premises or to have them removed and sold and to keep the proceeds thereof. :9 Utilities LESSOR shall pay for all water and electric power used by LESSEE on the Premises. LESSOR shall at its own expense provide LESSEE connections with LESSOR's internal �E telephone system. LESSEE shall pay LESSOR for all telephone calls placed through LESSOR's internal system, at LESSOR's standard rates, except for calls made to other portions of the Premises of BALBOA BAY CLUB. If LESSEE desires to have its•own direct telepnone service installed, it shall pay to the telephone company all costs.of installation and monthly service charges. 10. Taxes During the terms of this Sub -Lease, LESSEE shall -pay prior to delinquency all taxes assessed against and levied upon all merchandise, furniture, equipment and other personal property of LESSEE located on the Premises. If possible, LESSEE shall cause said personal property to be assessed and billed separately from the real property of LESSOR. If any of LESSEE's personal propefty shall be assessed and taxed to LESSOR together with LESSOR's real property, LESSEE shall pay to LESSOR its share of such taxes within ten (10) days after delivery to LESSEE by LESSOR of a written statement of the amount of such taxes applicable to LESSEE's personal property. LESSOR will supply LESSEE with evidence of proof.of payment of such taxes on assets applicable to LESSEE's assets. 11. Occupancy LESSEE may occupy the Premises upon execution of this Sub -Lease and agrees to commence business operation on or before October 15 th, 1986 LESSEE agrees to keep the Premises open for business no t less than eight (8) hours per day for no less than five (5) days per week, once business operations have commenced. 12. . Credit to Club Members All sales shall be made by LESSEE for cash or by check or commercial credit card, but LESSEE shall not allow sales to be charged to any BALBOA BAY COUB membership card or account. 13. Non -Member Customers LESSEE may use the Premises to sell items to non- BALBOA BAY CLUB member customers by appointment, but there shall be no general advertising to the public, nor shall the public be allowed unrestricted access to the Premises without LESSORS approval subject to conditions of -.paragraph 5 of this Sub -Lease. 14. Lessee's Indemnities and Waiver of Claims LESSEE agrees to indemnify and hold harmless, and ii waive all claims against, LESSOR from and for all claims, suits, liabilities, loss and expenses, incliding attorney's fees, arising out of bodily or other injury to any person or persons, including LESSEE, or damage to property belonging to any person or persons, including LESSEE, resulting from or in connection with LESSEE's occupancy or use of the premises or from -.any service rendered or merchandise sold or used by LESSEE in or about the Premises. LESSEE agrees to promptly notify LESSOR of any such claim or suit and to promptly under- take the defense thereof, provided that LESSOR shall have the right at its election and without prejudice to any of its -10- 1 rights under this paragraph to participate in the defense of any such claim or suit. 15. Insurance LESSEE covenants and agrees that it will obtain and at all times during the term of this Sub -Lease keep in force at its own expense insurance of every kind which may be required by any federal, state or local statute or ordinance of any governmental body having jurisdiction in connection with the operation of LESSEE's business at said premises and also will carry, at its own expense, in responsible insurance companies satisfactory to LESSOR, policies of personal injury, liability and property damage liability insurance, including contractual and product liabili- ty insurance, covering all loss or liability whatsoever from personal injury, death, property damage or otherwise, arising or occurring upon or in connection with said Premises or by ,reason of LESSEE's operations upon or occupancy of.'said prem- ises. The coverage of said policies provide no.less than $500,000.00 per incident limits for personal injury and prop- erty damage liability. Said policies will include all persons injured on said premises and property damage which is caused by LESSEE's negligence. Said policy shall include LESSOR, its officers, agents, employees and assigns as additional named insureds, and shall not be cancelled without 30 days prior notice to LESSOR. 16. Lessee Breach and Default The happening of any of the following events shall -11- n be deemed a breach of this Sub -Lease by LESSEE, and LESSEE shall thereby be deemed to be in default. (a) If LESSEE at any time becomes delinquent in making any payment due under this Sub -Lease and such delin- quency continues for thirty (30) days; or (b) If LESSEE is in breach or default in any other of its covenants in this Sub -Lease and such breach or default continues for thirty (30) days: or (c) Should LESSEE abandon or vacate the premises; or (d) If all or substantially all of the assets of LESSEE are placed in the hands of a receiver and is not released within twenty (20) days there of; or (e) If LESSEE makes an assignment for the banefit of creditors, institutes any proceedings under any state of federal bankruptcy act or if involuntary proceedings are filed against LESSEE under any such bankruptcy act and is not dis- missed within thirty (30) days. 17. Abandonment or Termination - Rent Obligation i If.LESSEE abandons the Premises befor.e.`the end of the term, LESSOR shall have such remedies, rights and damages as are allowed by the laws of the State of California, includ- ing but not limited to those specified by Civil Code section 1951.4, particularly including subdivision (b) thereof, and if by reason of abandonment or other breach or default by LESSEE this Sub -Lease is terminated by LESSOR, LESSOR shall have such remedies, rights and damages as are allowed by the laws of the State of California, including but not limited to those speci- -12- fied by Civil CoaC section 1951.2 18. Notice of Abandonment Notice of abandonment by LESSEE shall be governed by the provisions of Civil Code section 1951.3. 19. Lessor Reentry Upon default or breach by LESSEE, LESSOR shall have all such rights of reentry as are required to lawfully safe- guard the Premises or to lawfully mitigate damages and are not in violation of the laws of the State of California. 20. Attorney's Fees If LESSOR shall bring suit for unlawful detainer of the Premises, for the recovery of any rent due under this Sub -Lease, or because of any breach by LESSEE of any covenant in this Sub -Lease, the losing party shall be liable to the prevailing party for reasonable attorney's fees and other costs of suit. 21. Condemnation If any governmental entity or any agency, department or bureau thereof having the power of condemnation commences an action for the condemnation of all or any portion of the Premises, or advises LESSOR in writing of its intention to condem all or any portion of the Premises through such action, then in any of said events: (a) LESSOR may, without any obligation or liability to LESSEE, and without affecting the validity and existence of -13- this Sub Lease other than as provided for in this paragraph 21, agree to sell to, the condemnor, without first requiring that any action or proceeding shall have been instituted, without requiring any trial or hearing thereof, LESSOR is hereby empowered to stipulate to judgement therein the portion of the Premises sought by ahe condemnor. (b) LESSEE shall have no claim against LESSOR nor be entitled to any portion of the amount that may be paid or awarded as a result of any sale pursuant to subparagraph 21(a) or condemnation of all or any part of the Premesis, and LESSEE hereby assigns to LESSOR any interest which it would otherwise have in all or any portion of the Premises or in the amount agreed to be paid or awarded and paid to LESSOR, except LESSEE shall be paid such amounts applicable to fixtures, equipment or leasehold improvements it installed and paid for or is obligated for. (c) I£ less than twenty-five percent (25%) of the floor area of the Premises is condemned, this Sub -Lease shall remain in full force and effect and LESSOR shall, after such condemnation and the taking of physical possession by the condemnor, repair and reconstruct the remaining.portion of the Premises. Commencing with the taking of physical possession of any portion of the Premises by the condemnor,. the Minimum Rent shall be reduced by that percentage and the square foot- age of the floor area in the Premises after repair and recon- struction bears to'the present square footage of the Premises -14- (d) If more than twenty-five percent (25%) of the floor area of the Premises is condemned, this Sub -Lease shall terminate automatically, as of the taking of phy- sical possession by the condemnor. (e) The above provisions shall not derogate or prejudice the right of LESSEE'to demand, receive and retain compensation from a condemnor for compensable damage to the value of LESSEE's business (excluding Premises and fixtures), including good will, and including relocation damages and benefits 22. Damage to or Destruction of Premises If any portion of the Premises or of the BALBOA BAY CLUB building within the Premises are located is partially damaged and requires repair or if the Premises or said build- ing is declared unsafe or unfit for occupancy by an authorized governmental body for any reason other than LESSEE's--act or LESSOR's act, use or occupation of the Premises, which declar- ation requires repairs to either the Premises .or..said building, then LESSOR shall make such repairs, provided that it reason- ably appears to LESSOR prior to commencing such repairs that thry can be completed within ninety (90) days. Such partial destruction and subsequent repairs shall not terminate or void this Sub -Lease, but LESSEE shall be entitled to a proportion- ate deduction of rent while such repairs are being made, such deduction to be based upon the extent to which the making of such repairs interferes with the business carried on by LESSEE in the Premises. If LESSOR does not reasonably believe that -15- such repairs can be made within ninety (90) days, LESSOR may nevertheless make such repairs within a reasonable period of time, in which case this Sub -Lease may at LESSEE's option be terminated or may continue in full force and effect with the rent proportionally reduced as provided above. If LESSOR elects not to make any repairs which it reasonably believes cannot be completed within ninety (90) days, it .shall so notify 1,ESSEE and this Sub -Lease may then be terminated at the option of either party by written notice to the other party. The total destruction of either the Premises or of the Clubbp,�ise building shall terminate this Sub -Lease. If any negligent act or omission by LESSEE shall be fully liable therefor, but the obligation of LESSOR to repair as set forth above shall still apply. 25. Signs and Advertising LESSEE shall have the right to fix signs and posters on the interior walls and windows of the Premises,'subject to LESSOR's consent, which consenti,ishall not be.unreasonably withheld. Any such signs and posters shall conf©rm with all governmental regulations. Upon termination or expiration of this Sub -Lease, LESSEE shall remove all of its signs and repair any damage caused thereby. LESSOR may enter the Premises at any reasonable time within sixty .(60) days prior to the expiration of this Sub -Lease, to post upon the Premises signs indicating that the Premises will become available for lease. LESSEE shall not advertise its goods.or services'by use of newspapers, magazines, radio, television, billboards or -16- direct mail, without first displaying same to LESSOR and obtaining its approval. Any advertising to the General Public must clearly state "Non -Members by Appointment Only". If LESSOR fails to object to the advertising material within six (6) days pf presentation, then its consent shall be presumed to be acceptable to LESSOR. 24. Parking Up to two of LESSEE's employees may be designated by name at any time by notice from LESSEE to LESSOR as those persons who shall have parking privileges, and while so d8tig- nated they shall be permitted the.same parking privileges as BALBOA BAY CLUB personnel, but shall not thereby have any other privileges with regard to use of the Club. 25. Assignment and Subletting LESSEE may not assign this Sub -Lease or any interest therein or sublet all or any part of the Premises without the prior written consent of LESSOR. In compliance with Civil Code section 1951.4(b)(3) surd consent shall not unreasonably be withheld. Any consent by LESSOR to one assignment or sub- letting shall not be deemed to be a consent to,any subsequent assignment or sublettings. Any assignment or subletting with- out LESSOR's consent shall be void and shall; at the option of LESSOR, terminate this Sub -Lease. The LESSEE's interest in this Sub -Lease shall not be assignable by operation of law without consent of LESSOR. Any assignment of said Sub -Lease by operation of law shall terminate said Sub -Lease. The transfer of the Master Lease shall not affect the validity of this Sub -Lease, except that LESSEE may have the option to terminate if the nature of the Premises is changed by any -17- subsequent holder of the Master Lease. This Sub -Lease shall, however, be binding on any subsequent holder of the Master Lease, whether same is obtained by transfer or sale, fore- closure of operation of law. 26. Pending Litigation LESSEE is aware that litigation between LESSOR and a former tenant of the Premises is pending, which litigation among other things involves a dispute over ownership of cer- tain showcases, counters, fixtures, safes and improvements within the Premises. Should any such showcases, counters, fixtures, safes or improvements be removed as a result of said litigation, LESSOR shall forthwith take all acts necessary to restore and replace said items and perform such repair on the Premises as.is appropriate thereto. LESSOR will hold LESSEE harmless from said litigation. 27. Notices Any notices and .demands required by law or desired to be given by either of the parties to this Sub -Lease shall be sufficiently served by depositing same in the,United States Post Office as registered or certified mail, postage prepaid, and addressed to LESSOR at 1221 West Coast Highway, Newport Beach, California 92663, and to -LESSEE at 1221 West Coast Highwar, Newport Beach, California 92663, or at such other address as either party may designate by written notice to the other party at the above address. E:� 29. Contingency Clause and Supremacy of Master Lease (a) This Sub -Lease shall not become effective until it has been approved by the City of Newport Beach. (b) Anything herein to the contrary notwithstanding, this Sub -Lease is subject to all of the terms, covenants and conditions of that certain lease by and between the City of Newport Beach, as LESSOR and The Newport Bay Company, as LESSEE, dated March 24, 1948, as amended, which lease has heretofore been assigned to the LESSOR hereunder by The New- port Bay Company with consent of the City of Newport Beach. All of the terms, covenants and conditions of the above-named lease shall be deemed terms, covenants and conditions of this Sub -Lease insofar as applicable in the same manner and with - the same effect as if incorporated herein at length. Nothing contained in said lease, however, shall make LESSEE liable for the payment for any rent other than as reserved in this Sub -Lease. 29. Miscellaneous (a) Notwithstanding anything to the contrary in this lease, in the event that LESSOR in its sole discretion, elects to demolish in whole or in part, the structure in which the leased Premises are a part then this lease may at.the option of LESSOR be terminated and LESSEE shall have no claim whatsoever against LESSOR for damages. (b) This Sub -Lease constitutes the entire agreement between the parties hereto with respect to the subject matter -19- hereof and all prior negotiations and agreements, if any, are merged into this Sub -Lease. (c) The headings of the paragraphs in this Sub -Lease are for purpose of convenience only. They are not a part of this Sub -Lease nor shall they be considered in the interpreta- tion of any of the provisions of this Sub -Lease. (d) This Sub -Lease shall be binding upon and inure to the benefits of the heirs, successors and assigns of the parties hereto. (e) wherever the context of this Sub -Lease so reciuires, the masculine gender includes the feminine and the singular number includes the plural. (f) Time is of the essence of the performance of all obligations of this Sub -Lease. THIS SUB -LEASE IS AGREED TO by the parties as of the day and year first hereinabove written. LESSOR: INTERNATIONAL BAY CLUBS, INC. �i J By, Thomas G Deemer, President LESSEE: EAGLE AMERICAN, a California corporation dba BRETT WALKER NEWPORT lez,ZrA!, By, Richar E. Goehring, Pr id'ent