HomeMy WebLinkAboutC-519(C) - West Coast Highway, 1221 (Balboa Bay Resort) - Consent to Assignment of Leasehold Estate by Deeds of Trust and/or by Sale Lease-Back 1971WHEN RFiF�P_DED RETURN TO:
0' KZLFI MIT & GRIEPP, INCORPKt 'TjN , 3 .- /0 J
2323 Nortn. Broadway, Suite 1100`-'-
Santa Ana, California 92706
sl,.r 10040 uv 639 ,
Telephone: (714) 835-1100
CONSENT TO ASSIGNMENT OF LEASEHOLD ESTATE
RECORDED AT REQUEST Of
FIRST CALIFOR 41-1 TITLE CO.
IN OFFICIAL CEf.GRUS OF
ORANGE COONTY, CALIF.
tno"M MAR 16 IJ%2
1.VIYLIECA,UL F, Countyftcord
BY DEEDS OF TRUST AND/OR BY SALE LEASE-BAC)K
Reference is hereby made to that certain lease dated
March 24, 1948, as amended April 10, 1950, September 29, 1952,
and March 28, 1960, wherein the CITY OF NEWPORT BEACH, a munic-
ipal corporation, is the lessor (the "LESSOR"), and BALBOA
BAY CLUB, INC., a California corporation, is the lessee (the
"LESSEE") covering and affecting certain real'property situated
in the City of Newport Beach, County of Orange, State of Cali-
1
fornia, which property is more particularly described in said
lease, as amended
• � (said lease, as amended,4s hereinafter re-
Mferred to as the "Main Lease").
BALBOA BAY CLUB, INC. proposes to sell or hypothecate
the leasehold estate created by the Main Lease by deeds of trust
and/or sale lease -back (hereinafter referred to as "financing
documents"). The financing documents are further'described as
follows:
Said conveyances shall be for an amount
not to exceed Thirteen Million Two Hundred
.Thousand Dollars ($13,200,000.00) and shall
be made by BALBOA BAY CLUB, INC, as Grantor
to U. S. Financial Corporation or to an affiliate
or subsidiary thereof or to such other corpora-
tion, persons or entities as may be subsequently
specifically approved by the CITY OF NEWPORT
BEACH. The deeds of trust shall be given by
BALBOA BAY CLUB, INC., a California corporation,
as Trustor in favor of U. S. Financial Corpora-
tion or a subsidiary or affiliate thereof or such
other corporation, persons or entities as may be
subsequently approved by the CITY OF NEWPORT
-1-
t 16040 640
BEACH as security for payment of an indebtedness
not to exceed the said sum of Thirteen Million
Two Hundred Thousand Dollars ($13,200,000.00).
The CITY OF NEWPORT BEACH, as Lessor, hereby consents
to the financing documents and transactions described hereinabove
upon the condition that the same is given and accepted subject to
the following covenants and conditions, to -wit:
(a) That except as herein otherwise provided, the
financing documents and all rights now or hereafter
acquired thereunder, are, and shall be subject to
each and all of the covenants, conditions and re-
strictions set forth in the Main Lease, and to all
rights and interests of the Lessor therein, none
of which are or shall be waived by this consent;
(b) That should there be a conflict between the
provisions of the Main Lease and the provisions of
the financing documents, the former shall control;
(c) That if the leasehold estate of the Lessee
which is the subject of the financing documents
shall be foreclosed or otherwise acquired under
the terms of the financing documents, the trans-
feree thereof shall thereupon and therby assume
the performance of and shall be bound by each and
all of the covenants, conditions and obligations
provided in the Main Lease to be performed and ob-
served by the Lessee thereunder;
(d) That nothing in this Consent shall be deemed
to prohibit the assignment by the holder of the
evidence of the indebtedness secured by the financing
documents, together with the financing documents
without the prior consent of the Lessor;
(e) That the Lessor agrees that it will not termi-
nate the Main Lease because of any default or breach
thereunder on the part of the Lessee if the holder
of the financing documents, within thirty (30) days
after the service of written notice from the Lessor
of its intention to terminate the Main Lease for
such default or breach, shall either cure such de-
fault or breach, if the same can be cured by the
payment of money, or if otherwise, shall undertake
in writing with and for the benefit of the Lessor,
to keep and perform all of the covenants and condi-
tion,,, of: the Main Lea;;c provided ther.ci.n to bo kept
and performed by the Lc%see until. such Lime as the
leasehold estate of the Lessee shall be sold upon
foreclosure pursuant to the financing documents,
or shall be released or reconveyed thereunder;
provided, however, that if the holder of the
financing documents shall fail or refuse to comply
with any and all of the conditions of this subpara-
graph (e), then and thereupon the Lessor shall be
released from the covenant of forebearance herein
contained, and any notice provided.for in this sub-
-2-
C
paragraph (e) shall be for the service of notices,
and shall be delivered or directed to the holder
of the financing documents at its address as last
shown on the records of the Lessor;
(f) That the Lessor assumes no liability or respon-
sibility for the order of priority of the financing
documents or the relation of it to any other deed
of trust affecting said leasehold estate;
(g) That upon and immediately after the recording
of the financing documents the Lessee, at its own
expense, shall cause to be recorded in the office
of the County Recorder of said Orange County a
written request executed and acknowledged by the
Lessor for a copy of any notice of default and of
any notice of sale under the financing documents
as provided by the statutes of the State of Cali-
fornia relating thereto. Concurrently with the
recordation of such financing documents, the Lessee
shall furnish to the Lessor a complete copy of the
financing documents, together with the name and
address of each holder thereof;
(h) That this form of Consent shall be recorded
contemporaneously with the recordation of the
original of the financing documents herein re-
ferred to and to which this Consent relates, in
which event the copy of the financing documents
attached hereto shall not be recorded,
This Consent is conditioned upon the execution by the
Lessee and by U. S. Financial Corporation, or such of its sub-
sidiary or affiliates or such other corporations, persons or
entities as may be specifically approved by the CITY OF NEWPORT
BEACH, which are the Grantees or Beneficiaries under the financing'
documents described above, of the acceptances and agreements at-
tached hereto and made a part hereof.
This Consent is further conditioned upon review and
final approval by the City Attorney of the legal documents neces-
sary to carry out the assignment.
Prior consents of Lessor dated December 28, 1965 (as
amended by the Consent dated July 8, 1968) and dated August 14,
1967 concerning the Main Lease and not modified or affected by
this Consent.
Dated: 0;', 197/
CITY OF N0,7PORT BEACH
�✓�aC;� T; \ Mayor
�o
DON dm
12/7/71 �` ' b Catj Clerk
i
0
0040 i,`4'
ACCEPTANCE AID AGa �T
The Unders.gned ILI' T`?� S lTx.scnrr. �L; i�.;n��s_T,, t
as tho Bene ici.ary Or Grantec in certain
mentioned iii tlao Lorecoin g Col sent, li. its 04ln behalf and - ..1.,
successors in interest, and with and mor the bonefit of t e Lessor
named in Said Consent, does hereby approve, accet and agree to
be bound by each and all of the conditions, covenants and acknow-
ledgements set forth in said Consent.
Dated at SAN DIEGO , California, this 2nd
day of March . 3-9-72L. `
USF IN�S'T�' S A G �rgi usiness 7
By • /� :=ice .T� 'f�� c'� ,..
By: '1/i
The Undersigned BAL'30e'� BAY CLUB, INC., a California
corporation, as the Lessee and Assignor named In the foregoing
Consent, and as the Trustor or Grantor under the financing docu-
ments therein mentioned, in its own behalf, and with and ;.or
the benefit of the Lessor named in said Consent does hereby
approve, accept,and agrees to be bound by each and all of the
conditions, covenants and acknowledgements set forth in said
Consent.
Dated at California, this
day of i'7 ,�✓ , r/ 1!
BALBOA BAY CLUB, INC.
By:Jtif
El
i � I
C
.o
U
LLI
..-1
Q
• z
°0
Er
LL
J
U
I—
M,
u ..LL.
LL
T•23,5m�5.71
Y�
Q
I (L
0 0
U
w W
J
° o
LL.
J
U
T -2315m-5•71
TO 449
(Corp(
I
Corporation r.cknowlai_;rnent
STATE OF CALIFORNIA
SAN DIEGO SS.
COUNTY OF )))
u 0,1004.0 UcA
IIA1,,C1i 2
On ._____________--_— 19_2 ,before me, the undersigned, a Notary Public in and
for said County and State, personally appeared EDWARZD F.
Known to me to be the VICE President, �,fr•d
V V r -i .
KftGv�� �ti'�rtri'�UYO<1^feE�tza'rjXof the ck}3r`nbtion that executed the within
Tr.usr
ment, and Known to me to be the person/who executed the within instrument on behalf of the cr�ruwu
Trust.
therein named, and acKnowledged to me that such cororatnati executed the within instrument pursuant
to its By -Laws or a Resolution of its Board of ariettcrs. Trustees
Notary Seal
WITNESS my hand and official seal.
Notary Public in and for said County a`-tfd State
Corporation Acknowledgment
STATE OF CALIFORNIA SS.
COUNTY OF SAN DIEGO
On _ a.,r_ 11 9 E 19-72, before me, the undersigned, a Notary Public in and
for said County and State, personally appeared _— --- --- -- __- __-- -
{ Dre�,ic�e+�t—a�,d Robert C . Liuz z i ,
ftfte n-t•6-lfle-ccr�,c-rhe -Trust
Known to me to be the Secretary of the C «rt that executed the within instru-
xus:t
ment, and Known to me to be the person\who executed the within instrument on behalf of the n,ta
Tri,As
therein named, and acKnowledged to me that such:Neta executed the within instrument pursuant
to its By -Laws or a Resolution of its Board of-Brs. Trustees .
WITNESS my hand and official seal.
zll,
Notary Public in and for said County and State
C
ration)
IVuialy Jca,
•.(
OFF;'`IAL SEAL
?y
SHARON K. FRIZL_L:Y
�'
NOTARY PULLIC - CALIFORNIA
\ '
PRINCIPAL OFFICE 1N
SAN DIEGO COUNTY
PAy Cor ,mission Expires Apr. 20, 1375
r!T'i
A:.
STATE OF CALIFORNIA
COUNT' or ORANGE } SS.
Y )
On March 14 , 1972 before mc, the undersigned, a Notary Public in and for said
State, personally appeared _[',f • D. RAY and THOMAS J , 0 t KEELS
w known to n,e to lie thQ Chief Ober. atin��;-� , x , , Officer ancd Chi i rman ;ind
a
LJ known to me to be _ Secretary of the corporation that executed the within instrument,
X
w known to nm. to be the persons who executed the within
a lnstruntent on behalf of the corporation therein Warned, and
CL
I knowlc(lgcd to u
me that such corporation executed the within
a lirtI'll nfcnt pursuant to its by-laws or a resolution of its board
of directors..yt„)dGOd4G4G•v40v•SAL4•C•4J:r46�?GC�G
WITNESS my hand and official seal. �I c
Jo ANN, �OHI�SON
NOTARY f'UPI.lC-C, r.11 0; Flit c
Sit;nahue__.__� Citi IC.c III
_ r y GrfICIAI SrAI 6l C.m,, ,;on I, <'
S Y hili-, Apni %6, 1'%iS G
J Ann John,;On _ 6'GS04Vv81�•v9vv01SA00v111�0G•4•v6
— Name (Type(1 or '1'ri»tecJ)
(Tti;i rirva for o0icird notarial seal)