HomeMy WebLinkAboutReso 44-17 Lease Amendments LS 71-74 and 75-77_TrappOCATED AT 601 EMBARCADERO ROAD, MORRO BAY,
ND AMENDMENT #2 TO THE LEASE AGREEMENT
F®R LEASE SITE 75-77/75W-77
•
of Morro .' Cafiforrn4
ay Waterfront described •elands leases and properties; and
inIte• 75�77/75W-77W, located at • 0 and 699 Embarcadero Road,
espectively; and
WHEREAS, in the late 1980's Morro Bay Marina embarked on a complete
redevelopment project of both lease sites, which culminated in new 50 -year lease
agreements for the sites being approved in 1991; and
Fd • - - • ! •• - • - •.. - -Of IL If I ••
.• -- - and
WHEREAS, the City and Morro Bay Marina have settled that dispute by the
enactment of amendments to both leases; and
WHEREAS, Morro Bay Marina is requesting approval of a transfer in the
ownership of the lease sites from a General Partnership to a Limited Liability Company,
with the same principal ownership interests; and
WHE-REAS, Morro Bay Marina has satisfactorily submitted the necessary
documents for processing the lease amendments and ownership transfers, and is a
tenant in good standing.
NOW,
THEREFORE, BE IT RESOLVED by the City Council of the City of Morro
Bay, California, as follows:
1. The City Council approves Amendment #3 to Lease Site 71J4/71W
-
as hereby attached.
2. The City Council approves Amendment #2 to Lease Site 75 -77/75W -
77W, as hereby attached.
3. The Mayor is hereby authorized to execute said Amendments, as
I
pproved by the City Attorney.
PASSED AND ADOPTED by the City council of the City of Morro Bay at a
regular meeting thereof held on the 8th day of August, 2017 on the following vote:
AYES: Irons, Davis, Headding, Makowetski, McPherson
NOES: None
ABSENT: None
ABSTAIN: None
Jami L. Irons,
ATTEST:
ana Swanson, City Clerk
T � _
Mayor
""F ILIVEYMENT #3 TO THE LEASE AGREEMENT FOR
wEASE SITES 71=74/71Ww74W5 LOCATED AT 601 EMBARCADERO
This Amendment #3 ("this Amendment" is made and entered into as of this da
to the Le of August
Lease Agreement for Lease Site 71-74/71 W 74W Y 9 2017,
(the "Lease") dated June 26, 1991, b and
between the City of Morro Bay, a municipal c Y
p corporation of the State of California, hereinafter called
"City," and Morro Bay Marina LLC, a California.
limited liability company, after assignment of ri h
general partners Robert Waterman and Carol Trappg g is by
Tra Tr to Stan Trapp, Carol Trapp and the Stan and Carol
pp Trust, formerly, dba Marina Square (hereinafter "Tenant").
WHEREAS, the Lease was amended b that certain
Y Amendment #1, dated September 26, 1994 and
that certain Amendment #2, dated June 26 200 '
0, and those amendments and the Lease are
collectively referred to herein as the "Amended Lease"
WHEREAS, Tenant previously notified Cit of the chan e '
Y g in form of Tenant s business operation from a
general partnership to a limited liability companyand this Amend .
Amendment will approve that transfer,
WHEREAS, Tenant and City have a dispute as to the amount of rent due for Fiscal Year (FY)
2015/2016 and 2016/2017 in light of a disagreement on how CPI increases are calculated and through
this Amendment desire to resolve that dispute in order to avoid any litigation and without either party
having any liability as a result of that dispute; and
WHEREAS, City and Tenant wish to amend the Amended Lease f
or purposes of modifying the method
in which CPI increases are calculated in recognition of the way y Cit h
ast and Tenant's as calculated CPI increases in the
p t s agreement to amend the lease for lease sites 75 -77/75W -77W to
rapply gross sales
ent to one of Tenant's sublessees sooner than the date required by that lease.
NOW THEREFORE, Tenants and City agree, as follows:
1. Unless expressly stated herein, words used in this Amendment
shall have the same meaning as
stated in the Amended Lease, except to the extent the context requires q otherwise.
2.
The change from Tenant
as a general partnershi to a limi
approved.
p ted Inability company is hereby
3. Subdivision 2.03 C. of the Amended Lease is hereby Y amended by adding a last sentence,
thereto, , to read as follows.
The base index shall be adjusted upon each calculation of new Mi
nimum Rent, as set
out in this Section, so that the base index for CPI adustment shall
J be the CPI for
January 1 of the year of the calculation of new Minimum Rent.
4. Within five days after the Effective Date (as defined below), Tenant shall:
a. Provide City the percent gross sales statement for the Lease Site 7
1/74 for July 1, 2015 -
June 30, 2016; and
X11 R1 nn�4/'�RF74R � PanP 1 �f �
b. Pay those rents, if any, still outstandin a
2 g sof the date first set forth above for FY
015/2016 and 2016/2017 after takin into consi
Amend mentg deration the provisions Of this
.
5. Except as expressly stated herein, allrovisio .
p ns of the Amended Lease shall remain in full force
and effect.
6. The effective date of this Amendment is the
date this Amendment is approved b Cit 's Cit
Council (the "Effective Date" ). Y y y
IN WITNESS WHEREOF, the parties hereto have
executed this Amendment as of the date written
above.
CITY OF MORRO BAY TEN
ANT
J ie L. Irons, May6r
APPROVED AS TO FORM:
seph W.Pannone, City Attor y
ATTEST:
na Swanson, City Clerk
By:
Carol Trapp, �ariaging Member
Y
Stan Trapp, Managing Member
SITES 75=77/75W=77W,
EXT.
•
17N LOCATED AT 99 EMBARCADER11F
=EASE
This Amendment��`
#2 Am n Amendment") is made and entered into as of this day of August 2017,
to the Lease Agreement for Lease Site 75 -77/75W -77W, EXT. 17N (the "Lease"). dated June 26, 1991,
by and between the City of Morro Bay, a municipal corporation of the State of California, hereinafter
called "City," and Morro Bay Marina LLC, a California limited liability company, after assignment of
rights by general partners Robert Waterman and Carol Trapp to Stan Trapp, Carol Trapp and the Stan
and Carol Trapp Trust, formerly, dba Marina Square (hereinafter "Tenant").
WHEREAS, the Lease was amended by that certain Amendment #1, dated September 26, 1994, and
that amendment and the Lease are collectively referred to herein as the "Amended Lease;"
WHEREAS, the Amended Lease was originally executed by three general partners, the two named
above and Don Appling;
WHEREAS, Tenant previously notified City Don Appling is not longer a member of Tenant and Mr.
Appling did not own more than 40 percent of Tenant and City and Tenant agree the Amended Lease
does not require City's approval of that transfer in partnership interest and this Amendment will
memorialize that transfer;
WHEREAS, Tenant also previously notified City of the change in form of Tenant's business operation
from a general partnership to a limited liability company and this Amendment will approve that transfer;
WHEREAS, Tenant and City have a dispute as to the amount of rent due for Fiscal Year (FY)
2015/2016 and FY 2016/2017 in light of a disagreement on now CPI increases are calculated and
through this Amendment desire to resolve that dispute to avoid any
having any liability as a result Of that dispute; and
litigation and without either party
WHEREAS, City and Tenant wish to amend the Amended Lease for purposes of modifying the method
in which CPI increases are calculated and to change the starting date gross sales rent will be due and
payable based on Tenant's subtenant Hoppe LLC, dba Windows on the Water, a California limited
liability company ("Hoppe LLC") gross sales.
NOW THEREFORE, Tenants and City agree, as follows:
1. The change from Tenant as a general partnership with two partners to a limited liabili#y
company is hereby approved.
2. Unless expressly_ stated herein, words used in this Amendment shall have the same meaning as
stated in the Amended Lease, except to the extent the context requires otherwise.
3. Subdivision 2.04 A. of the Amended Lease is amended so that notwithstanding the July 1, 2016,
date set forth in that subdivision, commencing on August 31, 2017, Tenant shall pay City
percentage rent for gross sales based on the gross sales generated by Hoppe LLC; provided,
that the first gross sales rent payment for Hoppe LLC shall be for the gross sales generated by
Hoppe LLC for the period from July 1, 2016 through June 30, 2017 and the statement described
01181.0024/387792.5 Page 1 Of 2
in Subdivision 2.04 E. shall be provided bY Tenant
enant on or before August 31, 2017. Thereafter
ross
g s rent for Hoppe LLC shall be due on Jul 1 of
ggenerated Y each subsequent year, based on the
ross sales
g ated by Hoppe LLC for the period Jul 1 through
plicable Jul y gh June 30 immediately
receding thea
pp y 1 and the required statement described in Subdivision
City on July 1 of each subsequent year. E. filed with
4. Subdivision 2.03 C. of th
thereto, to read as follows:
e Amended Lease is hereby amended b adding g a last sentence,
The base index shall be adjusted upon each calculation of new Minimum Rent, as set
out in this Section, so that the base index for CPI adjustment
Janus 1 of the J ent shall be the CPI for
rY year of the calculation of new Minimum Rent,
5. Within five days after the Effective Date as ( defined below), Tenant shall pay to Cit those
unpaid rents, if any, still outstandingof that d y
as ate for FY 2015/2016 and 2016/2017 after
taking into consideration the provisions of this Amendment.
6. Except as expressly stated herein, alf provisions of the Amend
and effect. ed Lease shall it: in full force
7. The effective date of this Amendment is the date this Amendmen
t is approved
Council (the "Effective Date"). by City s City
IN WITNESS WHEREOF, the parties hereto have executed this Amendm
ent as of the date written
above.
CITY OF MORRO BAY
By:
J
APPROVED AS TO FORM:
r
ATTEST:
Dana Swanson, City Clerk
TENANT
By:
Caro Tri �, Managing Me e
Stan Trapp, Managing Member