HomeMy WebLinkAbout15 - Approve Consent to Assignment and Assumption of Lease for Eastbluff Park Boys' & Girls' Club of Central Orange CoastTO:
FROM
CITY OF
NEWPORT BEACH
City Council Staff Report
September 13, 2016
Agenda Item No. 15
HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
Laura Detweiler, Recreation & Senior Services Director,
Ietweiler(a�newportbeachca.gov, 949-644-3157
PREPARED BY: Jonathon Harmon, Recreation Manager
jharmon newportbeachca.gov, 949-644-3156
TITLE: Approve Consent to Assignment and Assumption of Lease for
Eastbluff Park Boys' & Girls' Club of Central Orange Coast
ABSTRACT:
On June 22, 1998, the City of Newport Beach (City) entered into a Lease Agreement
(Lease) with the Boys' and Girls' Club of the Harbor Area (BCHA) for BCHA's use of a
portion of Eastbluff Park at 2555 Vista Del Oro in the City of Newport Beach, and a
recreation building, gymnasium, and outside basketball court thereon. Effective July 1,
2016, BCHA merged with the Boys' and Girls' Club of Santa Ana (BGCSA), which, upon
the merger, immediately changed its name to the Boys' and Girls' Club of Central
Orange Coast (BGCCOC). The Lease requires City Council approval of any
assignment, therefore City Council approval is requested to consent to the assignment
and assumption of the Lease from BCHA to BGCOCC.
RECOMMENDATION:
a) Determine that the action is exempt from the California Environmental Quality Act
(CEQA) pursuant to Sections 15060(c)(2) and 15060(c)(3) of the CEQA Guidelines
because it will not result in a physical change to the environment, directly or indirectly
and because it is not a Project as defined in Section 15378 of the CEQA Guidelines;
and
b) Approve and authorize the Mayor to execute the "Landlord Consent to Assignment and
Assumption of Lease by Operation of Law" acknowledging and consenting to the
assignment of the Lease from BCHA to BGCCOC.
FUNDING REQUIREMENTS:
There is no fiscal impact related to this item
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Approve Consent to Assignment and Assumption of Lease
September 13, 2016
Page 2
DISCUSSION:
The City and BCHA first entered into a lease agreement on June 30, 1971, allowing BCHA
to operate sports and educational programs on the City owned property located at 2555
Vista del Oro. These programs have provided learning experiences for boys and girls
through activities such as handcrafts, afterschool programs, and sportsmanship focused
games. These programs are made available to all boys and girls regardless of their skill,
ability, or place of residence. Since 1971, BCHA has maintained the premises and has
provided trained personnel to operate the Boys' and Girls' Club's programs.
In May 2016, it was brought to staff's attention by the Boys' and Girls' Club organization
that a merger and name change was in discussion. Subsequently, BCHA entered into an
Agreement and Plan of Merger, pursuant to which BCHA merged with and into BGCSA.
BGCSA continued as the surviving corporation and immediately changed its name to
BGCOCC, effective as of July 1, 2016. The full name and address of the corporation:
Boys & Girls Clubs of Central Orange Coast
Attn: Robert Santana, CEO
250 N. Golden Circle, Suite 104
Santa Ana, CA 92705
Staff has reviewed the request from the Boys' and Girls' Club organization to assign the
lease to BGCOCC and has found it to be reasonable and recommends consenting to the
assignment. Staff feels this request is justified due to the added resources the merger will
provide to residents and users of the Eastbluff Park Boys' and Girls' Club location.
ENVIRONMENTAL REVIEW:
Staff recommends the City Council find this action is not subject to the California
Environmental Quality Act (CEQA) pursuant to Sections 15060(c)(2) (the activity will not
result in a direct or reasonably foreseeable indirect physical change in the environment)
and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA
Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no
potential for resulting in physical change to the environment, directly or indirectly and
because the activity is not a project as defined in Section 15378.
NOTICING_
The agenda item has been noticed according to the Brown Act (72 hours in advance of
the meeting at which the City Council considers the item).
ATTACHMENT A: Landlord Consent to Assignment and Assumption of Lease by Operation
of Law (Includes Exhibit A- Lease)
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LANUUCIRD CCNHEIIVI
TC ASSIGNMENT AND A SHUM PTIC N C E LEA SEI HY C VERA TION OP IIAW
11HIS LANDIIORII CCINSEN11 TO ASHIGNMHNII ANL ASSUMPIIION OF BEASH BY
OPERATQON OF IJAW ("Cansenil") is made by 1he City of Nawpor Bcaaal, a aharlered municipal
aorporat:ian ("Landlard"), it ills oaflaaity as Landlord undeir that aerlain Ilaasca dated as of Jlunea 22, 19518
(the "Dea9ea by and t eatwcaen Landlan am Boys' and Girls' Club of thea Harbor Arcaa, a Califarnia non-
proffl publ:ia bencafil ciorporat:ian Il"BC HA",, as Llesseei, ariC atilacheid hercato as Exhib:il A.
WHEREAS, HCHA has enleread inila an Agreiemenl and Plan of Margar, pursuant to whiah HCHA
will bei mcarged with and into thea Hays' and Girls' Club of Sar. a Ana, a California nan-profit public
beneafilt aorporation, ("BGCSA"; (1he "Mer ear"), with HGCSA continuing as the surviving aarporalion
and immead:iatcly ahanging i19 names to "Boy9 & Girls Clubs of Central Orangca Coast" Il"BGCC OC "),
eaffcaative as of thea cdos:inpl ofltha Meargcar (the "C losinsi");
WHEREAS, caffbat:iva upon and 9utjecat to thea Closing and by operation of law, BGCCOC, as the
9ur%aiving corplaralion will suaccaad, without further aacilion, to all 111a rights am properly of BCHAI am
will ba subjecat to all thea liabilities and ob:ligalions of BCHAI, including with respeael to 1he Leaasca;
WHEREAS, Landlord wishm to aaaknawiledplea ark cor.ascint to thea a9s:ignmlcnt and assumpilion of
the Leaasca by oparal ion ofIlaw fi-cam BCHAI 10 BGC COC;
NOW, THEREFORE, far gocC and ua:luablei aonsidearalion, thea rcaacaipil and sufliaienay oft wihich
are horeby a aaknawleid�lead, Bandlord acaknow: eadgcis anC eans=13 as fbllaw9:
I . Assignmed. Landlok acaknow:leidgm thaat eaffoative upon 1he Clasirg and by oporation cafl
law, BGCCOC will succaecid, willlaut firthcar action, to a:ll nights, l:iab:ililicas and abl:igallions of BCHAI, as
Lcasseea, unceir thea Lcaase. AnN reafercancei to BCHA in thea Loma shall be doeamed to bei a reftirenae lla
BGCCOC.
2. Nolliceas. From and afleir 1he Clas:ir.ig, all nat:icaes to BGC COC, as Beissae undor 111a IJeasea,
shall tea addrom cid to:
BaNs & Girl C lubs ofIC antral Oranplei Coasil
At1n: Robeart Santana, CECI
241(1 N. Go: c en C:iralea, Suit e 104
Sarda Ana, CA 511105
3. Bandlord Conser.it. Bandlord consci is to Ili) thea deaemed assignment by operation of :aw caf
thca Ilciase from HCHA to BGCCOC pursuant to, effi:aclivo as of and subicicl to 1he Closing, ariC (iii, thca
aaaepllanae araC as9umplion by operation of law of BGCCOC plursuianl lla, effeiclivea as oflanC subjecat to thca
Classing, of all caflHCHA's riglts, liab:ililicas ariC alligations uriCcir thca Ileimca. The fouiegofug eanscrd shalll
9aalisfy any requirement uindcn the Leaasc for Landlord's written consent, including, withaud
limiitaflon, Section 14 of llhe Lease.
4. Bandlord Ccartiffaation. IlanClord aaknowkidgeas and agraes that (a, 1he Deasci is in full]
forces and ciffeat and is a bin(ing obligation of ilha plan ies Thereto; (b; thca Laaso has riot becn amens(ed or
mcC ificid ailher oral:lN or iri wrilin€l; Ila) BCHAI is not in deafault in thea plearformianae of its ob:ligatioris undor
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thea Leasa; and (d) thea City Council aft Ncawport Hcaacch has ackrowlcadgec and afIrliuvec this Land.lard
Consent lo Assignmant am Assumfll ion of I Lcaase by Operat i an aft Ilaw.
3. Parlicas. The provisions ofllh's Car.iseant shall ba binding urlan and :inuiie to 1I1a Icinefit aft
EICHA ar.ad BGCCOC and theair reasfleaclivca suaccassors and assigns.
6. Flury her Assuranccas . HC HAI and HGC C CIC agrcae 1 a em cacul e, or 1 o cause 1 o ben excacul ed,
all doccumants anc instn:mcants reasanaljly recluircad in ordcar to cconsummale lla ass:ignmcant hcare:in
caonl amcplatud, arcc caaah and evcary ane of l thea ftansaccti ons caonteamplal ed hcucaby.
7. Goveimir.cg Ilaw. '➢l e va:lid:ily, aansiruc t:iar.a �ar.ad oflearalional eff✓`accl oflthis Conscant 91 aa] ba
govcarned by thea intcarnal laws afllhe Staten of l Calif Urnia, withaut regard fbr its chaicca oflaaw prinuipaas.
8. Suverabilill . If any porlion oflthis Carescant is head to ba unenflirccaaljle by a court of
compealenl jurisdiction, thea rcamaindcar &IIhis Consent shzda reamain in full] kircea and eafflucct.
[RHMAINDER OF PAGB IJEFm IN'IIENIDONALLYI BIIANKI
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IN WITNESS WHEREOF, the Landlord has executed and delivered this Consent as of the day and year
first above written.
APPROVED AS TO FORM:
CITY ATTORN G 1~FICE
Date:
By:
Aaron C. Harp
City Attorney
ATTEST:
Date:
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
Diane B. Dixon
Mayor
[SIGNATURE PAGE To LANDLORD CONSENT TO ASSIGNMENT OF LEASE BY OPERATION OF LAW]
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EXHIBIT A
LEA SE
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C
LEASE
(BOYS' AND GIRLS' CLUB)
Eastbluff Park
THIS LEASE, made and entered into this X4 day of u n c , 1998, by and
between the CITY OF NEWPORT BEACH, a chartered municipal corporation
(hereinafter referred to "Lessor"), and the BOYS' AND GIRLS' CLUB OF THE HARBOR
AREA (hereinafter referred to as "Lessee").
RECITALS
A. The City of Newport Beach holds title to the Eastbluff Park under a Grant
Deed from The Irvine Company dated May 17. 1965 as Document No. 117+60 in Book
7522, pages 161-165 inclusive, Official Records of Orange County. A copy of said
Deed, designated as Exhibit "A", is attached hereto and incorporated herein by
reference.
B. Lessee is a non-profit corporation organized under Title 12, Part 4,
Division 1 of the Civil Code of the State of California, for the principal purpose of
constructing, operating and maintaining recreational centers for boys and girls.
C. Lessee and Lessor entered into a 25 year lease for a portion of the
Eastbluff Park on June 30, 1971 (hereinafter referred to as "1971 Lease"). The 1971
Lease expired on June 30, 1996. Lessee held over under the terms of the 1971 Lease
on a month-to-month basis since the 1971 Lease expired.
D. Over the term of the 1971 Lease, and pursuant to its terms, improvements
were constructed on the site including a recreation building, a gymnasium and outside
basketball court (hereafter referred to as "Recreation Facilities"). Lessee desires to
enter into another 25 year lease with Lessor for the Eastbluff Park site and the
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Recreation Facilities, all as more particularly described on Exhibits "C" and °'C-1"
(collectively referred to herein as "the Premises"), and Lessee is willing to lease the
Premises on the terms and conditions set forth in this Lease agreement.
E. It is the intention of Lessee to continue to operate an athletic and
educational program which among other things will train boys and girls in such
subjects as handicrafts, citizenship, sports and sportsmanship. The Recreation
Facilities will be available to children regardless of their place of residence. In
addition, recognized church, civic and youth groups will be allowed to use The
Premises when they are not in use by members of the Boys' and Girls' Club in
accordance with the rules and regulations which have been approved by the City
Manager.
F. In consideration of the Lease, Lessee is willing to be responsible to
maintain the Premises and furnish the necessary trained personnel to operate
the Boys' & Girls' Club and programs.
NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS
hereinafter set forth, it is agreed as follows:
1. DESCRIPTION OF LEASED PREMISES
Lessor hereby leases, and Lessee does hereby accept a lease of the
property hereinafter described in Exhibit °B" and as shown on Exhibit "C" attached
hereto.
2. TERM
The term of this Lease shall be for a period of twenty-five (25) years,
commencing on the 1st day of July, 1998 and terminating on June 30, 2023 unless
sooner terminated as provided for in this Lease.
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3. CONSIDERATION
The consideration for this Lease shall be the payment of rent, Lessee's
agreement to construct long term improvements as described in paragraph 7; the
continued maintenance and operation of the Premises for the term of the Lease at no
cost to Lessor; the commitment of Lessee to operate the facility as a boys' and girls'
club as provided in paragraph 5; and the right of Lessor to utilize the facility as provided
in paragraph 6.
4. RENTAL
Lessee shall pay to Lessor, and Lessor shall accept as rent for the
Premises, the sum of One Dollar ($1.00) per year.
5. USE
Lessee shall use the Premises, to manage and operate a boys' and girls'
club to instruct children of all ages in athletics, handicrafts, and sportsmanship. Lessee
shall operate and manage the Boys' & Girls' Club in a manner which does not violate
State or Federal discrimination laws. Lessee shall make all services, programs and
facilities available to the public on fair and reasonable terms.
6. SHARED USE OF RECREATION FACILITIES
A. Use of the Premises shall be shared between Lessor and Lessee on
the following basis:
(i) Monday —Friday
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(a) 8:00am — 2:30pm
Sept 1 —Jun 15 Exclusive Use of City, with the
following exceptions:
Fridays — Club Use begins at 11:00am
Wednesdays — (Sept 1 -- Nov 30 only) Club Use
begins at 1:30pm
Jun 16 — Aug 31 Exclusive Use of Club
(b) 2:30pm - 6:3Qpm
All Year Exclusive Use of Club
(c) After 6:30prn
Nov 1 —Apr 1 Exclusive Use of Club
Apr 1 -- Oct 31 Shared Use by City and Club
(ii) Saturday and Sunday — All Day
All Year Exclusive Use of City
B. Both Lessor and Lessee shall have access to the Premises including
keys for entrance into the Recreation Facilities. Lessee and Lessor shall each maintain
a list of authorized personnel who have access to or possession of keys for access to
the Recreation Facilities. City's use of the Recreation Facilities shall be for use as a
community center or recreation center by the City's Community Services Department.
However, Lessor agrees not to schedule use by co-sponsored groups with programs
that compete with Lessee's Boys' & Girls' Club programs without mutual agreement of
the parties.
C. The parties shall cooperate in scheduling the use of the Premises in
good faith and in a manner which maximizes use of the Recreation Facilities. All
conflicts in scheduling for use of the Recreation Facilities which are not resolved by the
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Community Services Director shall be determined by the Parks, Beaches and
Recreation Commission.
D. Lessor and Lessee shall each maintain separate office space and
storage within the Recreation Facilities. Lessor shall be responsible for security of all
equipment and supplies maintained in Lessor's designated office and storage space.
7. CAPITAL IMPROVEMENTS
A. Lessee agrees to construct on the Premises those improvements and
repairs described in Exhibit "D", attached hereto and incorporated herein by reference.
Construction of improvements and repairs shall be commenced and diligently
completed in accordance with the schedule provided in Exhibit °D".
B. If any long term improvement described on Exhibit "D°" is completed on
or after July 1, 2013 and the useful life of the improvement is longer than the remaining
term of this Lease, and the Lease expires and is not renewed, Lessor agrees to pay to
Lessee the pro -rata share of the cost of the improvement. The Lessor's share is
calculated by dividing the remaining useful life of the improvement as of the expiration
of this Lease by the original useful life of the improvement.
C. Lessee shall be required to obtain, prior to commencing the
construction of any long term improvements, all permits, licenses or approvals that may
be required.
D. No long term improvements shall be erected or maintained on the
Premises unless and until plans, specifications, and structural improvements have been
approved, in writing, by Lessor.
E. Lessee shall, at all times, indemnify and hold Lessor harmless from
any and all claims for labor or materials in connection with the construction, repair,
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alteration or installation of any structure, capital improvement, equipment or facilities on
the Premises and from the costs of defending such claims, including reasonable
attorney's fees. Lessee shall not suffer or permit to be enforced against the Premises,
or any part thereof, any mechanic's, materialmen's, contractor's or subcontractor's liens
arising from, or any claim for damage growing out of, the work of any construction,
repair, restoration, replacement or improvement or any other claim or demand arising
from Lessee's operations under this Lease. In the event any lien or stop notices
imposed or recorded on the Premises as a result of the construction, repair or alteration
of the facility, Lessee shall pay or cause to be paid all such liens, claims or demands
before any action is brought to enforce the same against the leased Premises.
Notwithstanding anything to the contrary contained in this paragraph 7E, if Lessee shall
in good faith contest the validity of such lien, claim or demand, then Lessee shall, at its
expense, defend itself and Lessor against the same and shall pay and satisfy any
adverse judgment that may be rendered thereon, before the enforcement thereof
against Lessor or the Premises upon the condition that if Lessor shall require, Lessee
shall furnish to Lessor a surety bond satisfactory to Lessor in an amount equal to such
contested lien, claim or demand indemnify Lessor against liability for the same and
holding the leased Premises free from the effect of such lien or claim.
F. Before the commencement of any work or construction of any building
structure or other improvement on the Premises, or of any substantial repairs,
alterations, additions, replacement or restoration, in or about the Premises, Lessee shall
give Lessor advanced written notice which specifies the nature and location of the
intended work. Lessee shall coordinate with Lessor for the scheduling of any work so
that the work does not excessively burden Lessor's use of the Premises.
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8. TIME OF OPERATIONS
Lessee shall keep the Premises open for use during the periods set forth
in Paragraph 6 and shall not substantially alter the type of services provided or facilities
offered, without first obtaining the written approval of the City Manager.
9. BUSINESS ACTIVITIES
Lessee shall not grant any concession, license, permit or privilege for the
conduct of any business or other operation for profit on the Premises without the prior
approval of the City Manager.
10. UTILITIES AND TAXES
Lessee shall promptly pay for all utility services furnished to it and shall
pay before delinquent any general and special taxes or assessments or other
governmental charges, if any, which may be levied on the Premises or improvements
thereon, or any possessory interest therein arising out of or based upon the leasehold
interest throughout the term hereof, or may be imposed upon Lessee as a result of its
operations under the Lease. Satisfactory evidence of such payments shall be delivered
to Lessor within seventy-two (72) hours of a written request for such information.
11. INSURANCE
Without limiting Lessee's indemnification of Lessor, Lessee shall provide
and maintain at its own expense during the term of this Lease policies of liability
insurance of the type and amounts described below and satisfactory to Lessor.
Certification of all required policies shall be signed by a person authorized by that
insurer to bind coverage on its behalf and must be filed with Lessor, prior to execution
of this Lease and current certification of coverage shall be provided throughout the
terms of this Lease. Except for workers compensation, all insurance policies shall add
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Lessor, its elected officials, officers, agents, representatives and employees as
additional insured for all liability arising from Lessee's operations under this Lease.
All insurance policies shall be issued by an insurance company currently
authorized by the Insurance Commissioner to transact business of insurance in the
State of California, with an assigned policyholders' Rating of A (or higher) and
Financial Size Category Class VII (or larger) in accordance with the latest edition of
Bests Key Rating Guide: unless otherwise approved by the City Risk Manager.
A. Worker's compensation insurance covering all employees of Lessee,
per the laws of the State of California.
B. Commercial general liability insurance covering third party liability
risks, including without limitation, contractual liability, in a minimum amount of $1 million
combined single limit per occurrence for bodily injury, personal injury and property
damage. If commercial general liability insurance or other form with a general
aggregate is used, either the general aggregate shall apply separately to this Lease, or
the general aggregate limit shall be twice the occurrence limit.
C. Commercial auto liability and property insurance covering any owned
and rented vehicles of Lessee in a minimum amount of $1 million combined single limit
per accident for bodily injury and property damage.
D. Fire and extended coverage for not less than ninety percent (90%) of
the cost of replacement of all insurable improvements on the Premises.
Except for worker's compensation, the policy or policies shall be endorsed
to state that coverage shall not be canceled by either party, except after thirty (30)
days' prior notice has been given in writing to Lessor. Lessee shall give Lessor prompt
and timely notice of claim made or suit instituted arising out of Lessee's operation
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hereunder. Lessee shall also procure and maintain, at its own cost and expense, any
additional kinds of insurance, which in its own judgment may be necessary for its
proper protection and prosecution of the work.
Lessee agrees that, in the event of loss due to any of the perils for which it
has agreed to provide comprehensive general and automotive liability insurance,
Lessee shall look solely to its insurance for recovery. Lessee hereby grants to Lessor,
on behalf of any insurer providing comprehensive general and automotive liability
insurance to either Lessee or Lessor with respect to the services of Lessee herein, a
waiver of any right of subrogation which any such insurer of said Lessee may acquire
against Lessor by virtue of the payment of any loss under such insurance.
12. HOLD HARMLESS
A. Lessee shall indemnify, defend, save and hold harmless Lessor, its
City Council, boards and commissions, officers and employees from and against any
and all loss, damages, liability, claims, allegations of liability, suits, costs and expenses
for damages of any nature whatsoever, including, but not limited to, bodily injury, death,
personal injury, property damages, or any other claims arising from any and all
negligent acts or omissions of Lessee, its employees, agents or subcontractors in the
operation of the Boys' & Girls' Club and use of the Premises pursuant to this Lease.
B. Lessor shall indemnify, defend, save and hold harmless Lessee, its
officers and employees, from and against any and all loss, damages, liability, claims,
allegations of liability, suits, costs and expenses for damages of any nature
whatsoever, including, but not limited to, bodily injury, death, personal injury, property
damages, or any other claims arising from any and all negligent acts or omissions of
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Lessor, its employees, agents or subcontractors in the use of the Premises pursuant to
this Lease.
13. MAINTENANCE OF LANDSCAPING AND IMPROVEMENTS
A. Lessee to Maintain All Landscaping, Buildings and Improvements
Lessee covenants and agrees that during the term of this Lease it will,
at its own cost and expense, maintain the grounds, landscaping, Recreation Facilities,
equipment and furniture, in good order and repair and in clean, orderly, safe and
sanitary condition. As part of required ongoing maintenance, Lessee agrees to paint
interior Recreation Facilities every five (5) to seven (7) years.
Lessee covenants and agrees that the westerly ten (10) feet, the
southerly ten (10) feet, and the northerly five (5) feet of the Premises as described in
Paragraph 1, above, will be used solely and exclusively for pedestrian walks and
landscaping. Lessee shall provide and maintain parking for the Premises in compliance
with Use Permit 1503
Lessee shall be responsible for the repair of any damage caused by its
members or their invitees. Whenever the Premises are used by Lessor, Lessor shall be
responsible for cleaning of the Premises after its use and for the repair of any damages
occurring during use by Lessor, or its invitees.
B. Lessor May Elect to Repair and Maintain at Expense of Lessee
If, in the judgment of the Lessor, such standards of maintenance and
repair are not being maintained, it may at its option, after written notice thereof to the
Lessee and Lessee's failure to commence in good faith to remedy the same within the
time herein provided and thereafter diligently prosecute the same to completion, elect to
correct any deficiency, whether it be in reference to grounds, landscaping, building or
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improvements. Lessee covenants and agrees to pay to the Lessor on demand any and
all sums expended by it in correcting any such deficiency together with interest at the
legal rate. If, in the judgment of the Lessor, the disrepair or lack of maintenance
constitutes an emergency, the notice herein provided shall be a 24-hour notice to
remedy, in all other cases it shall be a 5 -day notice.
C. Lessor's Right of Inspection
In addition to Lessor's rights to use the Premises as provided in this
Lease, Lessor reserves the right by its authorized agents, employees or representatives
to enter the Premises upon forty-eight (48) hours advance notice, to inspect the same or
any part thereof at any time to attend to or protect the Lessor's interest under this
Lease.
D. Compliance with Laws, Ordinances and Regulations
Lessor and Lessee covenant and agree to comply with all rules,
regulations, statutes, ordinances and laws of the State of California, County of Orange,
the City of Newport Beach, or any other governmental body or agency having lawful
jurisdiction over the Premises or the business, enterprises, or activities conducted
thereon.
14. ASSIGNMENT
Lessee shall not assign, transfer, sublease, mortgage, hypothecate or give
any grant of control of this Lease or the Premises, or any part hereof, either voluntarily
or involuntarily, unless first approved by the City Council.
15. RESTORATION
If during the term hereof any building or improvement erected by Lessee
on the Premises, or any part thereof, shall be damaged or destroyed by fire or other
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casualty, Lessee shall, at its cost and expense, repair or restore the same according to
the original plans thereof, or, at Lessee's option, Lessee may elect to replace such
building or improvement, provided that if Lessee so elects, Lessee shall obtain the
approval of Lessor of the proposed architectural plans. Any such work of repair,
restoration or replacement shall be commenced within one hundred and eighty (180)
days after the damage or loss occurs and shall be completed with due diligence, but not
longer than one (1) year after such work is commenced unless delay is caused by
events beyond the control of Lessee. If Lessee does not wish to repair or rebuild the
improvements, it may terminate this Lease by giving Lessor written notice of
termination, and if Lessee chooses to terminate the Lease it shall be obligated to
completely clear and restore the building site to its original condition.
16. DEFAULT AND TERMINATION OF LEASE
A. Default
Time and each of the terms, covenants and conditions hereof are
expressly made the essence of this Lease.
If the Lessee shall fail to comply with any of the terms, covenants, or
conditions of this Lease, including:
Premises;
1. Failure of Lessee to keep current on all utility payments for the
2. Failure of Lessee to keep the Premises in good order and repair
and to keep it in a neat, clean, orderly, safe and sanitary condition;
3. Failure of Lessee to provide the long-term capital improvements as
identified in Paragraph i and Exhibit ""D';
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herein required;
4. The failure to make payment of rent at the time and in the amount
5. Failure to provide certificates of insurance evidencing insurance
coverage as required in paragraph 11 of this Lease;
and shall fail to (1) remedy such default within thirty (30) days after service of
a written notice from Lessor to do so, if the default may be cured by the payment of
money or, (2) commence in good faith to remedy any other default within thirty (30)
days and thereafter diligently prosecute the same to completion or, (3) if Lessee shall
abandon or vacate the Premises, then Lessor may, at its option and without further
notice or demand, terminate this Lease and enter upon the Premises and take
possession thereof, and remove any and all persons therefrom in the appropriate
manner provided by law.
B. Surrender of Possession upon Termination
Lessee covenants and agrees that upon the expiration or sooner
termination of this Lease, the Lessee will peaceably surrender the Premises with all
buildings and improvements, in the same condition as when received or constructed,
excepting reasonable use and wear thereof, and damage by fire, act of God, or by the
elements. The Recreation Facilities and all other improvements built, constructed or
placed upon the Premises by the Lessee, or anyone holding by, under, or through it,
shall remain on the Premises and become the property of the Lessor without any cost to
Lessor upon the termination of this Lease, whether by lapse of time or by reason of
default, unless the Lessee elects to remove said improvements within sixty (60) days
following the expiration or termination of this Lease. The ,provisions of this section shall
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be effective upon expiration or termination of this Lease regardless of whether Lessee
holds over under the provisions of section E, below.
C. Remedies Cumulative
The rights, powers, elections and remedies of the Lessor contained in
this Lease shall be construed as cumulative and no one of them shall be considered
exclusive of the other or exclusive of any rights or remedies allowed by law, and the
exercise of one or more rights, powers, elections or remedies shall not impair or be
deemed a waiver of Lessor's right to exercise any other.
D. No Waiver
No delay or omission of the Lessor to exercise any right or power
arising from any omission, neglect or default of the Lessee shall impair any such right:
or power or shall be construed as a waiver of any such omission, neglect or default on
the part of the Lessee or any acquiescence therein.
No waiver of any breach of any of the terms, covenants, agreements,
restrictions or conditions of this Lease shall be construed as a waiver of any succeeding
breach of the same or of any of the terms covenants, agreements, restrictions or
conditions of this Lease.
E. Holdinq Over
It is mutually agreed that if the Lessee shall hold over after the
expiration of this Lease for any cause, such holding over shall be deemed a tenancy
from month-to-month only, and upon the same terms, conditions, and provisions of this
Lease.
17. EMINENT DOMAIN
In the event the whole or part of the property or improvements is
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condemned by a public entity in the lawful exercise of the power or eminent domain, this
Lease shall cease as to the part condemned upon the date possession of that part is
taken by the public entity.
If only a part is condemned and the taking of that part does not
substantially impair the capacity of the remainder to be used for the purposes required
in this Lease, Lessee shall continue to be bound by the terms, covenants and conditions
of this Lease.
If only a part is condemned and the taking of that part substantially impairs
the capacity of the remainder to be used for the purposes required in this Lease, Lessee
shall have the election of:
(1) Terminating this Lease and being absolved of obligations
hereunder which have not accrued at the date possession is taken by the public entity;
or
(2) Continuing to occupy the remainder of the property and remaining
bound by the terms, covenants and conditions of this Lease.
Lessee shall give notice in writing of his election hereunder, within thirty
(30) days of the date possession of the part is taken by the public entity.
Lessor shall be entitled to receive and shall receive all compensation for
the condemnation of all or any portion of the property by exercise of eminent domain.
Lessee shall be entitled to receive and shall receive all compensation for
the condemnation of all or any portion of the improvements constructed by Lessee on
the Premises by the exercise of eminent domain.
18. NOTICES
It is mutually agreed that any notice or notices provided for by this Lease
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or by law, to be given or served upon the Lessee, may be given or served by mail,
registered or certified, with postage prepaid, and if intended for the City of Newport
Beach, addressed to the City Manager,P.O. Box 1758, Newport Beach, California
92659, or at such other address as may be hereafter furnished to the Lessee in writing,
and if intended for the Lessee, addressed to its Executive Director, at 2131 Tustin
Avenue, Costa Mesa, California, or at such other address as may be hereinafter
furnished to the Lessor in writing; or it may be served personally upon any corporate
officer of Lessee or person charged with general maintenance responsibilities in
connection with the Premises; and that any notice or notices provided by this Lease or
by law to be served upon Lessor may be served personally upon the Mayor of the City
of Newport Beach or the City Clerk of the City of Newport Beach. Such service shall be
deemed complete at the expiration forty-eight (48) hours from and after the deposit in
the United States mail of such notice or demand or communication.
IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the
day and year first above written.
LESSOR:
CITY Q-FXEWPORT BEACH
was C.
yor
APPROVED AS TO FORM AND
CONTTi
By:���
Robin L. Clauson
Assistant City Attorney
[signatures continued on next page]
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ATTEST:
City Clerk
LESSEE:
f:\catlaglboys&gids\LeaseFina1061898.doc
BOYS' & GILLS' CLUB
By:(,&,w
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William A. Welch
17
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EXHIBIT "A"
15-24
-7b cJ
D E E D
THE IRVINE COMPANY, a corporation organized and existing under the
laws of the State of Kest Virginia, does hereby.grant to the CITY OF NEWTORT
BEACH, a municipal corporation organized and existing in the State of California
under and by virtue of a charter duly ratified and approved, without monetary
consideration, and upon and subject to the conditions hereinafter set forth,
the real property in the City of Newport Beach, County of Orange, State of
;- California, together with the trees, strobe, landscaping and other. improvemeata "
thereon, described as follows;
That portion of Black 52 of Irvine's Subdivision in the City of ;
Nevport Beach,,County of Orange, State of California, as per map re-
carded in Book 1, page 88 of Miscellaneoue Record Maps in the office �;';
of the County Recorder of said County, described as follows; +,•A
BEGINNING at the intersection of the centerline of Vista
del Oro, 60 feet vide, with the centerline of Vista del Sol,
130 feet vide, as said intersection is shown on a map of �.
Tract No. 5463 recorded in Book 195, pages 41 to 4k inclusive
-� of Miscellaneous Maps, records of said County; thence South
25' 47' 00" West 100,06 feet along egid centerline of Vista del Oro,j,&
to the beginning of a curve concave northwesterly having a radius
" of 552,00 feet; thence -southwesterly and westerly 533.11 feet
2. along said curve through an angle of 55' 20' 08" to a point on
a non -tangent line, a radial line of said curve to said point
bears South 8' 52' 52" East; thence North 15' 34' 26" West
30.22 feet to a point, hereinafter referred to as Point "B", '
on a non -tangent curve concave northwesterly having a rediue
of 522.00 feet, said curve being concentric with and 30.00 feet
northwesterly measured radially from the last mentioned curve
having a radius of 552.00 feet, a radial line of said curve to. `
said Point "B" bears South 8' 29' 41" East; thence continuing
North 15' 341 26" Test 487.67 feet; thence North 66' 00' CQ"
'fest 1214.26 feet to a point, hereinafter referred to no
Point "C", on a non -tangent curve concave' northwesterly having
a radius of 730.00 feet, a radial line of said curve to said
point beam South 40' 57' 15" East; thence North 4O' 57 15"-
West 30.00 feet along said radial line to a point on a non -
tangent curve concave northwesterly having aradius of 7CO.00
feet, said Curve being concentric with the last mentioned
curve having a radius of 730,00 feet; thence northeasterly
=
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1025
and northerly 581.58 feet along said curve having a radius
of 700.00 feet through an angle of 47' 16' 12" to a point,
a radial line of said curve to said point bears South
88' 33' 27" East; thence South 88' 33' 27" East 102.52
feet along the easterly prolongation of said radial
line; thence South 1' 26' 33" Nest 30.00 feet to a point herein-
after referred to as Point "A"; thence South 3' 54' 22" East
209.93 feet; thence South 16' 32' 04" East 225,96 feet; thence
South 24' 04' 35" East 47,79 feet; thence South 66' Co' 00" East
1030,00 feet; theme North 61' 01` 55" East 426.17 feet to a point,
hereinafter referred to as Point "D" on a non -tangent curve
concave westerly having a radius of 400.00 feet, a radial line
of maid curve to said point bears North 69' 37' 38" East;
thence North 69' 37' 38" East 30.00 feet along the north-
easterly prolongation of said radial line to a point on a
non -tangent curve concave weaterly having a radius of 430,00
' feet, said curve being concentric with the last mentioned
curve having a radius of 400.00 feet; thence southerly and
southweeterlY 346.40 feet along said curve through as angle of
46' 09" 22"; thence South 25' 47' DO" Neat 100.00 feet to the
point of beginning.
RMEPTIM TNET=OM a strip of land 30 feet wide for
road and utility purposes, lying easterly, southeasterly
and southerly of the following described line -
8 EG MI
ine:8EOIli1I G at the hereinabove described Point
thence easterly and northeasterly 507.66 feet -along said
=., curve hereinabove described as concave northwesterly "
having a radius of 522.00 feet through an angle of 55'
43 19"; thence North 25' 47' 00" Cast 200.00 feet to the
beginning of said curve hereinabove described as concave ;
westerly having a radius of 400.00 feet; thence northeasterly
and northerly 322.23 feet along said t•urve through an angle !
of 46' O9' 22" to the hereinabove described Point
ALSO EXCEPTING TROM a strip of land for road and
'utility purposes, lying northwesterly sad northerly of the
foilowi.ng described line:
BEGINNING at the hereinabove described Point "A"; thence
North 88` 33' 27" Hest 58.88 feet to the beginning of a curve
i;. concave southeasterly having a radius of 15.00 feet; thence
-� westerly and southwesterly 22.66 feet eaong said curve
through an angle or 86' 32' 13" to the beginning of a
reverse curve hereinabove described as concave northwesterly
haying a radius of 730,00 feet, a radial line to said point
bears North 85' 05' 40" Nest; thence southerly and south-
westerly 562.39 feet along said curve through an angle of
44' 08' 25" to hereinabove described Point "C".
6LTB3F7CT 'P0: �, ,
a Current taxes and assessments
A:
- b) Easementa, rights of way and other matters of records V.
or apparent.
Page, 2 of 3
• _ .. .. •,' - d- .mss ,.' - - -
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This conveyance is made and accepted upon and subject to the
following conditions, which sha11 operate as conditions subsequent, and shall
apply to and bind the grantee and its successors and assigns and all other
persons acquiring any interest in said property;
That said real prope:-ty sha1.1 be maintained and used by said
grantee, its successors and assigns, as a public park.
Grantee may also use said real property as a site for the con-
struction and ma.imtenance of a fire station, a public library, and a comunm-
ity center building for cultural and recreational puwposes in addition to
its use as a public park.
That said rea.1 property shall be maintained and used by the grantee,
its successors and assigns, for no other use or purpose except by and with
the consent and approval of the grantor or its successors and assigns in
writing first had and obtained. r
Should the grantee, or its successors and assigns, cease to use
said property, or any pat thereof, for the pu;Oses hereinabove specified, 1
or ahould attc=pt to use said property, or amyy part thereof, for any other
purpose, except by and with the prior written consent and approval of the
grantor or its successors and assigns, or should the grantee, or its successors
and assigns, default in or breach any of the conditions hereinabove set forth,
then said property, and the whole thereof, shall -revert to the grantor, its
successors and assigns, each and any of whom shall. para the right in any such
event to re-enter and take possession of sai3 property, and the whole tbereof,
and oust Al persons theret-om.
MAY 7 1965
THE BVM COMPANY
$y
Vi. ce Pr idem
s tant S cretary.
(Acknowlecigm nt)_
Page 3 of 3
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EXHIBIT "B
15-28
EXHIBIT B
A That certain parcel of land in the City of Newport Beach, County of Orange, State of
California being all of Parcel 1 as shown on a map filed in Book 58, Page 21 of Parcel
Maps in the office of the County Recorder of said County and a portion of Block 52 of
Irvine's Subdivision as shown on a map recorded in Book 1, Page 88 of Miscellaneous
Record Maps in the office of said Recorder, more particularly described as follows:
Beginning at the most northerly corner of said Parcel 1, said corner being in a curve
in the centerline of Vista Del Oro as shown on said map, concave westerly and
having a radius of 430.00 feet, a radial from said corner bears South 69°37'38" East;
thence along the northwesterly boundary of said parcel the following courses:
South 69°37'38" West 30.00 feet; thence South 61°01'55" West 163.50 feet; thence
leaving said boundary South 61°01'55" West 63.50 feet; thence South 28°58'05" West
55.50 feet; thence North 61°01'55" East 26.83 feet to the most southerly westerly
corner of said parcel; thence along the boundary of said parcel the following courses:
South 28°58'05" East 76.00 feet: thence North 61001'55" East 155.96 feet to a point,
said point being 30.00 feet westerly of the centerline of said Vista Del Oro, a radial
from said point bears South 89036'00" West; thence radially North 89°36'00" East
30.00 feet to said centerline; thence along said centerline and said curve 149.89 feet
through a central angle of 19°58'22" to the Point of Beginning.
B That certain parcel of land described in a certain License Agreement dated February
1, 1978 between the City of Newport Beach and the Newport -Mesa Unified School
District as shown on Exhibit B-1 attached hereto and incorporated herein by
reference. Subject to the terms and conditions of the License Agreement.
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EXHIBIT "B-1"
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EXHIBIT "C-1"
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EXHIBIT "Q"
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City of Newport Beach/Boys & Giris Club Of The Harbor Area
1998 Lease Attachment
EXHIBIT `D"
I . Short Term Improvements/Repairs
1. One minor superficial crack in the exterior stucco at the southeast exists at
the gym. Action: Crack to be filled when exterior of building is painted.
To be completed by 6/30/99.
2. Exit doors at the gym exit as noted need hinge repair. Action: Exit doors
to operate smoothly by 8/31/98.
3. Mechanical ductwork on the west roof needs to be reconnected and
sealed. Action: Repairs to be completed by 8131198.
4. Conference room showing signs of roof leakage. Action: Investigate and
repair by 9130/98.
5. Broken or missing Mansard roof tiles to be replaced and cap flashing on
the upper front parapet to be replastered and sealed. Action: Repairs to
be completed by 9/30/98.
6. Roof drain at the southeast corner of gym roof raised and resealed as
necessary. Action: Repairs to be completed by 6/30/99.
7. Roof drains on the east wall to be extended. Action: Repairs to be
completed by 9/31/98.
8. All roof drains will be inspected and cleaned every October 1st, January 1s'
and April 1st. Action: All drains will be cleaned by 8/31/98.
9. Color coating stucco or painting of exterior of building. Action: To be
completed by 6/30/99.
i:[. Lonq Term Improvements/Repairs
Lessor and Lessee shall annually perform a joint inspection of the Recreation
Facilities by July 15th of each year to determine repairs and maintenance to be
done in the succeeding year.
Repairs of long term capital improvements such as roof replacement, gym floor
replacement, heating or plumbing systems replacement, or other long term
improvements over $2,500.00, may be scheduled by Lessee to be done in
Lessee's following budget year.
f:lcatlaglboy&girlslexlhibitC.doc
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