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Home My WebLink AboutC-8004-2 - Agreement for Purchase and Sale of Real Property and Escrow Instructions Assignment and Assumption Agreement and ConsentDocument -2616892 -Page -1 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Newport Beach Attn: City Manager 100 Civic Center Drive P.O. Box 1768 Newport Beach, CA 92660 WITH CONFORMED COPIES TO: City ofNewport Beach Attn: Real Property Administrator 100 Civic Center Drive P.O. Box: 1768 Newport Beach, CA 92660 Lab Holding, LLC Attn: Shaheen Sadegbi 709 Randolph Avenue Costa Mesa, CA 92626 William M. Hensley 25 Pacific Crest Laguna Niguel, CA 92677 Attn: Real Property Administrator Exempt from recording fees pursuant to Govt Code section 27383 Assessor's Parcel Number(s): 048-135-02 Page 1 of 1 Recorded in Official Records, Orange County Hugh Nguyen, Clerk -Recorder 111111111111111111111111l1111111111111111111111111111111111111111111111111 NO FEE + $ R a 0 0 8 9 7 a 2 7 9 $ 20170000062818:17 am 01106/17 91404Al2 4 0.00 0.00 0.00 0.00 9.00 0.00 0.00 0.00 AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY AND ESCROW ASSIGNMENT AND ASSUMPTION AGREEMENT AND CONSENT about:blank 01/06/2017 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Newport Beach Attn: City Manager 100 Civic Center Drive P.O. Box 1768 Newport Beach, CA 92660 WITH CONFORMED COPIES TO: City of Newport Beach Attn: Real Property Administrator 100 Civic Center Drive P.O. Box: 1768 Newport Beach, CA 92660 Lab Holding, LLC Attn: Shaheen Sadeghi 709 Randolph Avenue Costa Mesa, CA 92626 William M. Hensley 25 Pacific Crest Laguna Niguel, CA 92677 Attn: Real Property Administrator Exempt from recording fees pursuant to Govt. Code section 27383 Space Above This Line For Recorder Assessor's Parcel Number(s): 048-135-02 AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY AND ESCROW INSTRUCTIONS ASSIGNMENT AND ASSUMPTION AGREEMENT AND CONSENT AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY AND ESCROW INSTRUCTIONS ASSIGNMENT AND ASSUMPTION AGREEMENT AND CONSENT This ASSIGNMENT AND ASSUMPTION AGREEMENT AND CONSENT ("Agreement') is made and entered into on this" day of December, 2016 ("Effective Date'% by and between Lab Holding, LLC, a California limited liability company ("Assignor") and Balboa Theater Company, LLC, a California limited liability company ("Assignee"). Assignor and Assignee, individually referred to herein as a "Party," and collectively referred to herein as the "Parties," hereby agree as follows: 1:»1001FAM A. Assignor entered into that certain Agreement for Purchase and Sale of Real Property and Escrow Instructions with the City of Newport Beach, a California municipal corporation and charter city ("City') on October 26, 2016 ("Purchase and Sale Agreement'), pursuant to which Assignor agreed to purchase from City that certain real property of approximately 5,200 square feet and commonly known as 707 E. Balboa Boulevard, located in the City of Newport Beach, County of Orange, State of California 92661 (A.P.N. 048-135-02) ("Property"), for theatrical, cultural center, event center, or for other related performing arts uses within the boundaries of the City ("Project'), for the purchase price in the amount of One Million Dollars and 00/100 ($1,000,000.00) ("Purchase Price'l, all as more specifically described in the Purchase and Sale Agreement. B. Assignor created the Assignee limited liability company for the purpose of operating the Project, and Assignor wishes to transfer all of its right, title and interest in, and duties and obligations under, the Purchase and Sale Agreement pursuant to the terms of the Purchase and Sale Agreement to Assignee and Assignee wishes to accept and consent to such assignment. NOW, THEREFORE, Assignor and Assignee hereby agree as follows: 1. Assignor hereby assigns, as of the Effective Date, all of its rights, title interest, duties, and obligations under the Purchase and Sale Agreement to Assignee and Assignee accepts and consents to such assignment. 2. From and after the Effective Date all references in the Purchase and Sale Agreement to "Buyer" shall now be references to Assignee, and City shall look to either Assignor or Assignee for performance of the duties and obligations of Assignor as required by the Purchase and Sale Agreement. City shall retain its right to require Assignor to perform all of the duties and obligations assigned by Assignor to Assignee under this Agreement, if the Assignee breaches any part of the Purchase and Sale Agreement. 3. All of the covenants, terms, and conditions of the Purchase and Sale Agreement and set forth herein shall be binding upon and shall inure to the benefit of the Parties hereto and their respective heirs, successors, and assigns. Assignment and Assumption Agreement and Consent Page 2 4. Any notice required under Purchase and Sale Agreement shall be made in accordance with Section 15.16 of the Purchase and Sale Agreement, except notice to Assignor shall, from and after the Effective Date, be made to the address below: Shaheen Sadeghi 709 Randolph Avenue Costa Mesa, CA 92626 And: Linda Sadeghi 709 Randolph Avenue Costa Mesa, CA 92626 5. By its signature below, City hereby consents to and acknowledges the assignment described herein as required by Section 15.2 of the Purchase and Sale Agreement. [Signatures on following page] Assignment and Assumption Agreement and Consent Page 3 IN WITNESS HEREOF, the Parties hereto have executed this Agreement as of the day and year first above written. ASSIGNOR: LAB HOLDING, LLC, a California limit B Shaheen Sadeghi, Its: Managing Member ASSIGNEE: BALBOA THEATER COMPANY, LLC, a California limited liability company By: Shaheen Sadeghi Its: Member By: 11MIJ-1,119-111j,�1 Aa §a&ghi Member CITY: CITY OF NEWPORT BEACH, a California municipal corporation and charter city By: Dave Kiff v Its: City Manager APRO A8^TO FORM: Aaron C. Harp W-k%&k*t City Attorney City Clerk Assignment and Assumption Agreement and Consent Page 4 CITY OF Nr:IMPORT BEA0 100 Civic Center Drive Newport Beach, California 92660 949 644-3200 newportbeachca.gov/communityclevelopment April 22, 2025 Sent via First Class U.S. Mail and via Email to: info(aD_thelab.com Balboa Theater Company, LLC Attn: Linda Sadeghi 696 Randolph Avenue Unit A Costa Mesa, CA 92626 RE: Balboa Theater — City of Newport Beach's Denial of First Right of Refusal Dear Ms. Sadeghi: The City of Newport Beach ("City") is in receipt of your letter dated March 19, 2025 ("Letter"), concerning the Agreement for Purchase and Sale of Real Property and Escrow Instructions dated October 26, 2016 ("Agreement"), which was subsequently assigned to Balboa Theater Company, LLC ("Company") on December 23, 2016 for the property located at 707 E. Balboa Boulevard, Newport Beach, CA 92661 ("Balboa Theater"). Your Letter requests the City's response regarding its First Right of Refusal to purchase the Balboa Theater. Section 10.2 of the Agreement and the Grant Deed for the Balboa Theater ("Grant Deed") grants the City a First Right of Refusal to repurchase the property at fair market value if the Company chooses not to redevelop the Balboa Theater as a theater, cultural center, event center, or for other performing arts uses. Your Letter indicates the Company is considering selling the Balboa Theater and listing it for $3,500,000. As was communicated to you previously via e-mail, on March 26, 2025, the City has determined not to exercise its First Right of Refusal at this time. As a result, please allow this letter to serve as the City's formal waiver of its First Right of Refusal to repurchase the Balboa Theater for the current contemplated listing price of $3,500,000. The City does respectfully request that the Company keep us apprised of the final deal terms of the sale of the Balboa Theater before entering into any final contract to sell. Balboa Theater Company, LLC April 10, 2025 Page 2 Please contact Lauren Wooding Whitlinger, Real Property Administrator, with any questions and to keep the City informed of Company's progress on future terms of the sale of the Balboa Theater. She may be reached by email at Iwooding(c)-newportbeachca.gov, or by telephone at 949-644-3236. Sincerely, race K. Leung City Manager BY ITS EXECUTION BELOW, THE CITY HEREBY WAIVES ITS RIGHT OF FIRST REFUSAL TO PURCHASE THE PROPERTY: CITY OF NEWPORT BEACH, a Californi unicigal corporation Date: _1. 2a;i-5* By: ra K. Leung i y Manager APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: -/I12 5 By: s-0,r n,/ Aar n C. Harp City Attorney ATTEST: Date: 4 Zy / 2o2,S SEW PART By: GI , L o . Leila i I. grown City Clerk s cq��FO0.N�y. GKL/lw CC: Lauren Wooding Whitlinger, City of Newport Beach (via email) Seimone Jurjis, Assistant City Manager / Community Development Director (via email)