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HomeMy WebLinkAboutReso 29-15RESOLUTION NO.29-15 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MORRO BAY, CALIFORNIA ASSIGNING LEASE SITE 67/67W AND 68/68W LOCATED AT 575 AND 591 EMBARCADERO ROAD TO VIOLE LA ROCHE LLC THE CITY COUNCIL City of Morro Bay, California WHEREAS, the City of Morro Bay is the lessor of certain properties on the Morro Bay Waterfront described as City Tidelands leases and properties; and WHEREAS, Ynez Viole' O'Neil and The Viole' Family LLC have been lessees of Lease Site 67/67W since 1983, were assigned Lease Site 68/68W in October, 2014, and is a tenant in good standing; and WHEREAS, The Viole' Family LLC has applied for assignment of the Master Lease for Lease Sites 67/67W and 68/68W to Viole La Roche LLC; and WHEREAS, both assignments are from one LLC to another LLC, with no LLC ownership changes. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Morro Bay, California, as follows: The Mayor is hereby authorized to execute said Assignment and Assumption Agreements for Lease Sites 67/67W and 68/68W as approved 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 26th day of May, 2015 on the following vote: AYES: Irons, Headding, Johnson, Makowetski, Smukler NOES: None ABSENT: None ATTEST: -Afm - & h, q., � ANA SWANSON, City Clerk �- J1 IE L. IRONS, Mayor TOMMY GONG s" Recorder 1i San Luis Obispo County—Clerk/2:2 2015 2:22 PM Recorded at the request of Public r DOC#= 2015028153 This document is recorded for the benefit of the City of Morro Bay and is exempt from recording fees, pursuant to Government Code Sections 6103 and 27383. RECORDING REQUESTED BY: City of Morro Bay WHEN RECORDED MAIL TO: City of Morro Bay City Attorney 595 Harbor Street Morro Bay, CA 93442 Titles: 1 Pages: 5 Fees 0.00 Taxes 0.00 Others 0.00 PAID $0.00 Space above reserved for use of County Recorder ASSIGNMENT AND ASSUMPTION AGREEMENT This Assignment and Assumption Agreement is made and entered into as of this 26th day of May, 2015, by and between The Viole' Family LLC, a California limited liability company (hereinafter 4W referred to as "Assignor") and Viole' La Roche LLC, a California limited liability company (hereinafter referred to as "Assignee"). 1. Assignee acknowledges the City oYK4orro Bay (the "City") has leased certain premises to Assignor under a Lease adopted December 8, 2008, that commenced on January 1, 2009, known as Morro Bay Lease Site 68/68W (the "Master Lease") and assignmen adopted October 28, 2014. Assignee acknowledges any assignment of be zz �, 046'Lo9 —tfi ster Lease is subject to prior approval by the City's City Council and is also subject to prior execution of this Agreement between Assignor and Assignee. 2. On the Effective Date (defined below), Assignee agrees (i) to comply with all the terms and conditions of the Master Lease, (ii) to assume all liabilities required under the Master Lease and any amendments, (iii) to defend, indemnify and hold harmless the City and its officers, employees and representatives from and against, any and all claims, lawsuits, costs and expenses, including reasonable attorney's fees and court costs arising from, or in any way related to the Master Lease, in accordance with the terms set forth in the Master Lease, and (iv) to maintain liability insurance in the manner, form and amount required by Master Lease and any amendments, thereto, with the City, its officers, employees and representatives, included as an additional insureds without offset against the City's insurance. 3. Assignor hereby assigns to Assignee all rights, title and interest Assignor has in the Master Lease, effective on the Effective Date. The "Effective Date" is the date this instrument is recorded in the Office of the San Luis Obispo County Recorder, if it has been signed on behalf the City, Assignor and Assignee. 4. Assignor confirms to the City Assignor has no actual knowledge or reasonable cause to believe any release of hazardous substance has come to be located on/or beneath the real property during the term of Assignor's occupation of the leased premises that has not been reported pursuant to Health & Safety Code Section 253597. 5. This instrument may be executed in counterparts, each of which shall constitute an original and both of which shall constitute a single instrument. The Viole' Family LLC, a California limited liability company Dated: , 2015 By: ;� Y ez Viole O'Neill, Trustee of the Ynez Viole O'Neill Living Trust UTD June 30, 2005, Sole Member The undersigned consents to and accepts, on and after the Effective Date, assignment & assumption of the payment of rent, including all percentage of gross sales rent, and performance of all duties and obligations of tenant as set forth in the Master Lease. Viole' La Roche LLC, a California limited liability company Dated: , 2015 By: YiZz Viole O'Neill, Trustee of the Ynez Viole O'Neill Living Trust UTD June 30, 2005, Sole Member A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF S Am�6_5_ OnA4V before me, H. �i aN,a Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the personX hose name islade subscribed to the within instrument, and acknowledged to me that/she/they executed e same in Vs/her/to& authorized capacity(i*O, and that by /her/# it signaturefio on the instrument the persop , or the entity upon behalf of which the perso e acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. S E U N G H. K I M ' ••• COMM. #2017595 "0 a = ® NOTARY PUBLIC -CALIFORNIA::) I LOS ANGELES COUNTY `•..e••'• MyComm Expires APR 5.2017 otary blic A otary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF (� Ada, 0_� before ma H' -�� ' , a Notary Public, personally appeared On OS V nfeZ r 2 OAlel L(. , who proved to me on the basis of satisfactory evidence to be the person(() whose name( is/�K subscribed to the within instrument, and acknowledged to me that 1d/she/they executed the same in W/her/tKir authorized capacity(W, and that by j;Iris/her/t�e1Y signature on the instrument the pers9p(g), or the entity upon behalf of which the perso 4) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. ••'`'' SEUNG H. KIM ¢ COMM. #2017595 = a ' NOTARY PUBLIC•CALIFOMNIA� _ LOS ANGELES COUNTY `• . My Comm Expires APR 5.2017 The City, Lessor named in the Master Lease, consents to this Assignment upon the conditions set forth above. The City also consents to the agreement by Assignee to assume, on and after the Effective Date, the payment of rent, including all percentage of gross sales rent, and tenant's performance of all duties and obligations as set forth in the Master Lease. This Assignment has been approved by the City's City Council on or prior to the date set forth below. City of Morro Bay Dated: yVA4 �,7 , 2015/ By: Jamie L. Irons, May6r City of Morro Bay CALIFORNIA•CODE 1189 ,e�e�e�e�e%•rae�•.. .tea a•[ a�a/i Ca C.c�arNaM.�Ns�alt�als...c�.s�e!saiaci--..:�c;cc%ac . -^- T. :- -,_..,_._�..._. - - - - -- ----- -- - A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of On La 21 -1 a3 before me, a LA4 S-o,-s0.0 N ate+ w 1�3L, 1,1 , Date Here Insert Name and Title of thW Officer personally appeared Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(o whose name(s) is/a/e subscribed to the within instrument and acknowledged to me that he/oe/they executed the same in his/her/tf bir authorized capacity(igrs), and that by his/hof/th& signature(s) on the instrument the person(6), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. DANASWANWN WITNESS my hand and official seal. Commission # 2M016 MUM Notary Pubfic - California D 6an Luis Obispo CountyS Comm. Ex ires Dec 31, 2018 r Signature 7 i Signature of Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator rl Other - Signer Is Representing: Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator F-1 C)thPr- Signer Is Representing: L4�4�✓.4�41✓4'✓q✓4�✓4'✓4�4�4� Y�.•/4�✓,4�4�4'd4�iA'-ii�4�4v4'y4�4�f�4v 4��4'd4�4'ri�4�-i.4'ri4'yiAL. ti✓4�.�4�ti4����'4v4�4\ @2014NationalNotary• •www.NationalNotary.org1-800-US NOTARY i i • • i GND OFDOCUi A `► This document is recorded for the benefit of the City of Morro Bay and is exempt from recording fees, pursuant to Government Code Sections 6103 and 27383. RECORDING REQUESTED BY: City of Morro Bay WHEN RECORDED MAIL TO: City of Morro Bay City Attorney 595 Harbor Street Morro Bay, CA 93442 TOMMY GONG San Luis Obispo County—ClerklRecorder Recorded at the request of Public DOC#: 2015028154 SN 6/09/2015 2:22 PM Titles: 1 Pages: 5 Fees 0.00 Taxes 0.00 Others 0.00 PAID $0.00 Space above reserved for use of County Recorder ASSIGNMENT AND ASSUMPTION AGREEMENT This Assignment and Assumption Agreement is made and entered into as of this 26th day of May, 2015, by and between The Viole' Family LLC, a California limited liability company (hereinafter referred to as "Assignor") and Viole' La Roche LLC, a California limited liability company (hereinafter referred to as "Assignee"). d 1. Assignee acknowledges the City o��4orro Bay (the "City") has leased certain premises to Assignor under a Lease adopted December 8, 2008, that commenced on January 1, 2009, known as Morro Bay Lease Site 67/67W (the "Master Lease"). Assignee acknowledges any assignment of the Master Lease is subject to prior approval by the City's City Council and is also subject to prior execution of this Agreement between Assignor and Assignee. 2. On the Effective Date (defined below), Assignee agrees (i) to comply with all the terms and conditions of the Master Lease, (ii) to assume all liabilities required under the Master Lease and any amendments, (iii) to defend, indemnify and hold harmless the City and its officers, employees and representatives from and against, any and all claims, lawsuits, costs and expenses, including reasonable attorney's fees and court costs arising from, or in any way related to the Master Lease, in accordance with the terms set forth in the Master Lease, and (iv) to maintain liability insurance in the manner, form and amount required by Master Lease and any amendments, thereto, with the City, its officers, employees and representatives, included as an additional insureds without offset against the City's insurance. 3. Assignor hereby assigns to Assignee all rights, title and interest Assignor has in the Master Lease, effective on the Effective Date. The "Effective Date" is the date this 944450.1 instrument is recorded in the Office of the San Luis Obispo County Recorder, if it has been signed on behalf the City, Assignor and Assignee. 4. Assignor confirms to the City Assignor has no actual knowledge or reasonable cause to believe any release of hazardous substance has come to be located on/or beneath the real property during the term of Assignor's occupation of the leased premises that has not been reported pursuant to Health & Safety Code Section 253597. 5. This instrument may be executed in counterparts, each of which shall constitute an original and both of which shall constitute a single instrument. Dated: &e, �/ , 2015 The Viole' Family LLC, a California limited liability company By; Y ez Viole O'Neill, Trustee of the Ynez Viole O'Neill Living Trust UTD June 30, 2005, Sole Member The undersigned consents to and accepts, on and after the Effective Date, assignment & assumption of the payment of rent, including all percentage of gross sales rent, and performance of all duties and obligations of tenant as set forth in the Master Lease. Dated: , 2015 944450.1 Viole' La Roche LLC, a California limited liability company By: Y ez Viole O'Neill, Trustee of the Ynez Viole O'Neill Living Trust UTD June 30, 2005, Sole Member The City, Lessor named in the Master Lease, consents to this Assignment upon the conditions set forth above. The City also consents to the agreement by Assignee to assume, on and after the Effective Date, the payment of rent, including all percentage of gross sales rent, and tenant's performance of all duties and obligations as set forth in the Master Lease. This Assignment has been approved by the City's City Council on or prior to the date set forth below. City of Morro Bay Dated: iiIAY 2015 1 / 17i4 1- :�, By: Janie L. Irons, Mdyor pity of Morro Bay 944450.1 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA O� COUNTY OF ` cM On O � 2 ( 2- (5, ,before me, � �'''^�-, K • , a Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the persopo) whose nameW is/4rf-- subscribed to the within instrument, and acknowledged to me that ti€/she/tkrEy executed the same in �is/her/#*ir authorized capacity), and that by Kis/her/*6ir signatureo) on the instrument the perso S), or the entity upon behalf of which the personk) acted, executed the instrument. I certify under PENALTY OF PERJURY //under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. SEUNG H. KIM r COMM. #2017595 �_ _• NOTARY PUBLIC •CALIFORNIAM LOS ANGELES COUNTY �.,,,,..• My Comm Expires APR 5.2017 otary public or other officer completing this certificate verifies only the identity of the individual who signed the I document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF �''g �e-3' On �� i� f ?'v before me, +� , a Notary Public, personally appeared YN P z ��, , who proved to me on the basis of satisfactory evidence to be the person whose named is/geesubscribed to the within instrument, and acknowledged to me that /she/tKey executed the same in�As/her/tly& authorized capacity), and that by�is/her/t�ir signatureosj on the instrument the person, or the entity upon behalf of which the persop(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WTTNFSS my hand and official seal. S E U N G H. K I M COMM. #2017595 � a `-'• S 1 NOTARY PUBLIC•CALIFORNIAM I LOSANGELES COUNTY My Comm Expires APR 5.2017 944450.1 •RNIA ALL-PURPOSE ACKNOWLEDGMENT• C..!c�.�..�.. 1 :..a�C/.R�...:.!�..� .c�C✓. a�. a�:.s�. c ...^c �C/�`C .!sC✓�Cc.ac� �..T. C/c�`c�� . e!.�t!w.!4�.. A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of Sow l v; s C)C!)t'sr\�, ) c ^ On M­ i, Z �� before me, �a``� �Wahso� Df �+r�� P01-! , Date Here Insert Name and Title of tt4 Officer personally appeared 7w� 'c I- ✓ o� s Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(sy whose nameW is/are subscribed to the within instrument and acknowledged to me that he/sine/they executed the same in his/hpr/tt & authorized capacity4es), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person* acted, executed the instrument. DANA SWANSON Commission 2092016 i "� Nowy Public • Catllfornis i son Uds Obispo county Came = Oft 91 2010 I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signatures%�`�`��"`s Signature of Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Number of Pages: Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: sysC�sC� �c��'�a-.�.-r�c�sr�,�.-.�a��.�a�c��'�.� � �s�s�s�.-.��c�a 'y '�''La�s� �a-r�.-.�a�c�s�a��'i''y �a��.�-✓'�✓..' RNQ OF D�­U%;ENT