HomeMy WebLinkAbout11. Approve Sublease Agrmt btwn-City of Downey, PPCP IRG Downey, LLC & IRG Downey, LLCI I UZU1111111 04
APPROVED BY
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL IT MANAGER
FROM: OFFICE OF THE CITY MANAGER
BY: JOHN OSUI, P.E., ASSISTANT CITY MANAGER
DATE: APRIL 23, 2019
SUBJECT: APPROVER SUBLEASE AGREEMENT BETWEEN THE CITY OF D AND
PPCP IRG DOWNEY, LLC AND IRG DOWNEY, LLC
RECOMMENDATION
It is recommended that the City Council approve the Sublease Agreement etween t e ty o
Downey (Subtenant) and PCCP IRG DOWNEY, LLC and IRG DOWNEY, LLC (together,
Sublandlord) and authorize the City Manager to execute the Sublease Agreement.
As part of the Measure S Infrastru ure an ac lities mprovement rogram, e i y s ire
stations are earmarked for major overhaul and modernization. In consideration of the need for
continuity of Fire Department's operations, it was determined that the construction phase of the
Fire Stations Modernization and Expansion Project should be completed in two phases. The first
phase would include work on Fire Stations 1 and 3 and the second phase would entail work on
Fire Stations 2 and 4. Each phase of this project would take about six months to be completed.
Modernization of the fire stations requires complete shut -down of the operations•is the
course of construction which in turn necessitates relocation of the fire station operations to a
temporary facility. After a careful evaluation process and study, it was determined that a portion
of the vacant lot just east of Downey Promenade along Bellflower Boulevard would be suitable
location for establishing a temporary fire station.
In orderto secure the a rementioned property, the City needs to enter into a ubease
Agreement with PCCP IRG DOWNEY, LLC and IRG DOWNEY, LLC (ATTACHMENT A). The
Agreement will go into effect upon approval of the City Council and will be in effect until June
30, 2020. Monthly rent for the approximately 1.5 acres site has been set at $4,166.67 per month
($50,000 per annum) with no price escalation clause.
Quality of Life, Neighborhood & Infrastructure
APPROVE A SUBLEASE AGREEMERT BET1;,EEn—rAE—UffT
DOWNEY, LLC AND IRG DOWNEY, LLC
MARCH 12, 2019
PAGE # 2
FISCAL IMPACT
The City's Measure S infrastructure and Facilities Improvement Program includes funding for
the Fire Stations Modernization and Expansion Project which would pay for the cost of renting
the subject property associated with the Temporary Fire Station.
ATTACHMENTS
3
IN
Y: '
THIS SUBLEASE AGREEMENT(this"Agreement" or 1enterel
into as of the 23rd day of April, 2019 ("Effective Date"), by and between HOLDING'
DOWNEY, LLC, a Delaware limited liability company and IRG DOWNEY, LLC, a Califomi
limited liability company (together, "Sublandlord") and THE CITY OF DOWNEY, a municipi
corporation of e of California("Subtenant").
WITNESSETH:
WHEREAS, the City of Downey,Ir'corporation of r of •
"Primary("Overlandlord"), as landlord, and Sublandlord as tenant are parties to that certain Grou
Lease dated December 4, 2003, as amended by that certain Amendment to Agreements *
Ground Lease, dated as of March 15, 2012 ("First Amendment"), and that certain Seco
t Ii, Ili*
Amendment to Agreements in Ground Lease, dated as of September 13, 2017 (collectively,
pursuant to which Overlandlord leases to Sublandlord certain propel
heretolocated in the City of Downey, County of Los Angeles, State of California, as more particular
described in the Primary Lease (the "Property"). A copy of the Primary Lease is attach
. • by -incorporatedherein;and
WHEREAS, Sublandlord desires to sublease to Subtenant, and Subtenant desires to
sublease from Sublandlord, upon the terms and conditions hereinafter set forth, a portion of the
Property contaiming approximately 1.5 acres, as more particularly described on and as shown
hatched on the lease plan attached as &hiWta� (the "Subleased Premises").
Sublandlord and Subtenant entered into that certain License and Indemnity Agreement
dated as of i • 1 u'1 but -retroactively
as of March 11 7 2019 (the "Date of Entry"), which granted Subtenant certain rights to perform
improvements to the Subleased Premises prior to the Effective Date.
NOW, THEREFORE, for and in consideration of the mutual covenants containe
herein and other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, and intending to be legally bound, Sublandlord and Subtenant agree as follows:
I . Subleased Premises. Sublandlord hereby sublets the Subleased Premises to
Subtenant and Subtenant hereby sublets the Subleased Premises from Sublandlord. Subject to
the approval of the City of Downey (both as Overlandlord hereunder and in its capacity as the
City of Downey) (which approval Subtenant shall be solely responsible, at its sole cost and
expense, for obtaining and maintaining), Subtenant shall have the right to access the Subleased
Premises from the access point off of Bellflower Boulevard labelled "Access Point" on Exhibit
B- I attached hereto and made a part hereof. Subject to the approval of the City of Downey (both
as Overlandlord hereunder and in its capacity as the City of Downey), Subtenant shall have the
right to (a) tie into water and sewer service at the locations shown on Exhibit B-1 attached hereto
and made a part hereof and (b) locate electrical service for use at the Subleased Premises in
cooperation and coordination with Southern California Electric and Sublandlord (the rights
described in clauses (a) and (b) hereof being referred to as the "Utility Rights"). Su tenant
ACTIVE 11121394v6
agrees and acknowledges that Sublandlord shall have no responsibility or liability whatsoeve
for, and in no event shall (i) the failure or refusal of the City of Downey to grant its approval o
the Access Point or to the Utility Rights or (ii) the failure or refusal of Southern Califoriii
Electric to cooperate and coordinate with Subtenant in connection with the location of electric
service constitute an actual or constructive eviction of Subtenant hereunder or entitle Subten
to terminate this Agreement or to any abatement of Rent hereunder. I
i i i WORM i i I MINOR I i
Possession of the Subleased Premises shall be deemed to have been tendered and
accepted on the date on which Sublandlord tenders physical possession of the Subleased
Premises to Subtenant.
A. Commencing on the Commencement Date and during the Term, Subtenant
hereby agrees to pay to Sublandlord base rent ("Base Rent") in the amount of $50,000.00 per
annum ($4,166.67 per month).
B. If any tax, excise or other imposition is levied or assessed by any taxing
authority on account of Subtenant's interest in this Agreement, the Rent, Subtenant's inventory,
ACTIVE 11121394v6
then Subtenant shall be responsible therefor and shall pay the same before delinquency.
C. As used herein, (i) "Additional Rent" shall mean all sums and charg
(exclusive of Base Rent) that Subtenant is required to pay Sublandlord under this Agreeme
and (ii) "Rent" shall mean all Base Rent and Additional Rent.
D. Subtenant shall pay the Rent due hereunder on or before the first day
each month during the Tenn of this Agreement, without offset or deduction and without notice
demand, in lawful money of the United States. Rent payments shall be made directly to
Sublandlord at: Holdings Downey, LLC, I I I I I Santa Monica Boulevard, Suite 800, L•
Angeles, California 90(�25, Attention: Accounting, or to such other place as the Sublandlor
may from time to time designate. If the Term begin or ends on a day other than the first day•
last day of a month, as applicable, Rent will be prorated on a per them basis. Subtenant shall p
to Sublandlord the first full month's Base Rent due hereunder simultaneously with Subtenant
execution and delivery of this Agreement to Sublandlord.
6. Sublandlord hereby warrants and represents that (a) as o
Effective Date, the Primary Lease is presently in full force and effect and has not been amen
C -aft
mgm 60161WO; I I I•Imus I 121 ON 5,72,15•i • Z Is ME 166 11 ON IVA IN ITZ-1 1% 3411
7. PrimM Lease.
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B. r . • • a shall have no duty to perform any obligations •
f th
Overlandlord and shall under no circumstances be responsible for or liable to Subtenant for
default, failure or delay on the part of the Overlandlord in the performance of any obligation
under the Primary Lease, nor shall such default of the Overlandlord affect this Agreement
waive or defer the performance of any of Subtenant's obligations hereunder; provide
nevertheless, event of any such default or failure• performance by Overlandlora
from Subtenant to make demand upon Ov
its obligations unr- - Primary Lease.
furnishedC. All services and utilities to the Subleased Premises shall be arranged to be
thereto by Subtenantat • - •'- cost • • expense and same shall •- directly
metered to the Subleased Premises for Subtenant's account. All such services and utility
installations shall be subject to approval by Sublandlord.
D. The failure of Subtenant to observe and perform the covenants and
obligations of the Primary Lease shall be a default hereunder.
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E. Provided Subtenant is not in default, Sublandlord agrees not to do or cause
to be done or suffer or permit any act to be done which would or might cause the Primary Lease,
or the rights of Sublandlord, as lessee or tenant, under the Primary Lease, to be endangered,
cancelled, terminated, forfeited or surrendered, or which would or might cause Sublandlord to be
in default thereunder.
F. Whenever the provisions of the Primary Lease require the consent of
Overlandlord, those provisions shall be construed to require the consent of both Overlandlord
and Sublandlord.
G. Subtenant agrees that Sublandlord shall, in its sole discretion, be permitte
to amend or modify the Primary Lease provided that no such amendment shall increas
Subtenant's obligations or decrease Sublandlord's responsibilities under this Agreement. I
8. Condition of the Subleased Premises.
A. By taking possession of the Subleased Premises, Subtenant is deemed to
have (i) inspected the Subleased Premises, (ii) accepted the Subleased Premises "AS -IS" with no
representations or warranties by or on behalf of Sublandlord as to the condition or suitability of
the Subleased Premises for Subtenant's use thereof, and (iii) agreed that Sublandlord has no
obligation to perform any work in the Subleased Premises. All movable goods, inventory,
furniture, trade fixtures, equipment, signs and other movable personal property belonging to
Subtenant which are installed or stored in the Subleased Premises by Subtenant ("Subtenant's
Property") shall be and remain Subtenant's Property.
B. All movable goods, inventory, furniture, trade fixtures, equipment, signs
and other movable personal property belonging to Sublaindlord which are installed or stored in
the Subleased Premises by Sublandlord and all improvements made to the Subleased Premises
existing in the Subleased Premises as of the Effective Date ("Sublandlord's Property") shall
be and remain Sublandlord's Property, shall not be removed by Subtenant, and shall, upon the
Termination Date, remain a part of the Subleased Premises and the property of Sublandlord.
C. Subject to the last sentence of this Section &C, on or prior to the
expiration of the Tenn or upon any earlier termination of this Agreement, Subtenant shall (i)
return the Subleased Premises to its original condition as of the Date of Entry, including without
limitation, by removing any buildings, pavement, structures, improvements or alterations
constructed or installed on the Subleased Premises by or for Subtenant (collectively,
"Improvements") and (ii) quit and surrender the Subleased Premises to Sublandlord. In addition
to the foregoing, the removal and restoration obligations of Subtenant hereunder shall include,
without limitation, the removal from the Subleased Premises of Subtenant's Property, and the
repair of any and all damages caused by the removal of the Improvements and/or Subtenant's
Property. Any Improvements or Subtenant's Property not removed shall be deemed abandoned,
but Subtenant shall remain liable for the cost of removal and disposal thereof. Notwithstanding
anything contained herein to the contrary, Sublandlord shall have the right to elect, by written
notice to Subtenant given no later than thirty (30) days prior to the expiration of the Term, or in
the event of any early termination of this Sublease, as of the date of such early terinination, to
require that Subtenant leave on or at the Subleased Premises any or all Improvements
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ii. Alterations.
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(a) Except as expressly provided in this Section 11, Subtenant shall not in e
or cause to be made, either prior to or during the Tenn hereof, any alterations, installations,
changes, replacements, additions or improvements (collectively, "Alterations") in or to the
Subleased Premises without the prior written consent of Sublandlord (which consent shall not be
unreasonably withheld, conditioned or delayed) and of Overlandlord pursuant to the Primary
Lease. The cost of any Alteration in the Subleased Premises shall be borne entirely by
Subtenant.
(b) Subject to the terms of the Primary Lease, any and all applicable Laws and
Title Matters, and any required approvals (including Sublandlord's approval of plans therefor as
provided below) (i) Subtenant shall, at Subtenant's sole cost and expense, be allowed to
construct a temporary fire substation andSubtenant shall, at its sole cost, install and maintain
on, under, or within the Subleased Premises during the Term any lighting, drainage and safety
items as are or may be required by the Primary Lease, any applicable Laws, regulations or codes,
as may be required by the City of Downey, and/or as may be desired by Subtenant.
(c) During the course of all Alterations to the Subleased Premises, Subtena
shall post and keep posted (until completion of the same), in a conspicuous place upon th
Subleased Premises, and shall personally serve upon all contractors and subcontractor
performing any of the Alterations, a notice consistent with the statutory requirements of the Stat
of California, stating that Sublandlord's and Overlandlord's interests in the Subleased Premise
shall not be subject to any lien for said work. I
(d) (i) Prior to the commencement of any Alteration at the Subleased Premises
and prior to the submission of any it therefor to the City of Downey or any other
governmental agency or authority, Subtenant shall first submit to Sublandlord for its approval
and, to the extent required, the approval of Overlandlord, dimensioned coordinated plans and
specifications, including, to the extent applicable, layout, architectural, mechanical, el-
• •
plumbing and structural drawings for each proposed Alteration. Sublandlord shall be given, in
writing, a good description of all other Alterations.
(ii) All Alterations in and to the Subleased Premises shall be
performed in a good and workmanlike manner. Prior to the commencement of any such
Alterations, Subtenant shall, at its sole cost and expense, obtain and exhibit to
Sublandlord any governmental permit required in connection with such Alterations.
Subtenant shall reimburse Sublandlord for Sublandlord's actual costs incurred with
respect to reviewinR Subtenant's plans for such Alterations and for any other actual costs
incurred by Sublandlord in connection with Subtenant's construction of such Alterations.
Such fee shall be paid by Tenant as Additional Rent hereunder within ten (10) days
following receipt of an invoice therefor.
(iii) All Alterations shall be done in compliance with all other
applicable provisions of this Sublease' the Primary Lease and with all applicable Laws,
ordinances, directions, rules and regulations of governmental authorities having
jurisdiction, including, without limitation, the Americans with Disabilities Act of 1990,
as amended, and similar present or future laws, and regulations issued pursuant thereto.
ACTIVE 11121394v6
(iv) All work shall be performed with union labor having the proper
Jurisdictional qualifications.
(v) Subtenant shall keep the Subleased Premises and the Property free
and clear of all liens for any work _ or material claimed to have been furnished to
Subtenant or to the Subleased Premises.
(vi) Prior to the commencement of any work by or for Subtenant;
Subtenant shall furnish to Sublandlord certificates evidencing the existence of the
following insurance:
(A) Workmen's compensation insurance covering all persons
employed r • and with respectto whom death or bodily injury claims could be
asserted against Sublandlord, Subtenant or the Subleased Premises
(B) Broad form general liability insurance written on an
occurrence basis naming Subtenant as an insured . • naming Sublandlord and
its
designees additional insureds,of •t less than $2,000 ii{ combined single
limit for personal injury in any one occurrence, and with limits of not less than
$100,000 '00 for property damage (the foregoing limits may be revised from time to time
by • . • • • to such higheras Sublandlord from time to time reasonably
requires). at its sole cost . • expense, shall cause all such insurance to be
maintained at all times when the work to be performed for or by Subtenant is in progress.
All such insurance shall be obtained from a company authorized to do business in
California a • shall provide . . • be canceled without thirty (30)days prior
written notice to Sublandlord. All polices,or - . -therefor,-• by `
• bearing notations evidencing the payment of premiums,be delivered to
r . • • •
(vii) The review and/or approval by r. a i d its agents, consultants
and/or c• . • of _ . • or of plans . • specifications thereforand the
coordination of such Alteration work with the Property are solely for the benefit of
Sublandlord and neither Sublandlord nor any of its agents, consultants or contractors
shall have any duty toward Subtenant; nor shall Sublandlord or any of its agents,
consultants and/or contractors be deemed to have made any representation or warranty to
Subtenant, or - any liability,respect to the safety, adequacy, •
efficiency or compliance with laws of any plans and specifications, Alterations or any
other matter- •thereto.
Promptly • • • the substantial• r • of any Alterations,
Subtenant shall submit• ••• one sepia and one - • ••
. current versionof Autocad s other similar software as is then• •
use) of final, "as -built" plans for the Subleased Premises showing all such Alterations and
demonstrating that such Alterations wereperformed substantially in accordance
plans and specifications first approved by r . r • • and r an itemizationof
Subtenant's total construction costs, detailed by contractor, subcontractors, vendors and
materialmen; bills, receipts, lien waivers and releases from all contractors,
ACTIVE 11121394v6
subcontractors, vendors and materialmen; architects' and Subtenant's certification of
completion, payment and acceptance, and all governmental approvals and confirmations
of completion for such Alterations.
12. insurance. Subtenant shall carry and maintain, at Subtenant's sole cost an
expense, all policies of insurance required of Sublandlord under the Primary Lease, and shall
name Sublandlord and Overlandlord as additional insureds on all such policies.
13. Transfers. Subtenant shall not convey, mortgage, hypothecate, encumber, assign,
sublease or otherwise transfer the Subleased Premises or its interest hereunder or sublease all or
any part of the Subleased Premises. Subtenant shall not pen -nit the use or occupancy of the
Subleased Premises by any person or entity other than Subtenant, its employees and invitees.
14. In addition to the payment of the holdover amounts provided in the
Primary Lease, Subtenant shall be liable to Sublandlord. for all damages, including, without
limitation, consequential damages, that Sublandlord suffers from Subtenant's holdover
(including, but not limited to, damages payable by Sublandlord to Overlandlord or to another
tenant or Other party by reason of Subtenant's holdover). If Subtenant holds over, Subtenant
shall indemnify, defend and hold the Sublandlord harmless from and against all Claims (as
defined in Section 16 below) sustained or incurred by Sublandlord on account of or resulting
from such holdover.
15. If (i) the Pnimary Lease terminates as the result of
Conderrination (as defined in the Primary Lease) or (ii) all of the Subleased Premises is take
then this Agreement shall terminate and Subtenant shall have no claim against Sublandlord, o
otherwise, for the value of any unexpired portion of the Term of this Sublease, nor sha
Subtenant be entitled to any part of the condemnation award or private purchase price. If th
Primary Lease is not terminated as the result of any Condemnation and less than all of th-
Subleased Premises is condenmed, then this Agreement shall not terminate, but Rent shall abat,
in proportion to the portion of the Subleased Premises condemned. Further, and not in limitatio
of the foregoing, if any Condemnation occurs, Sublandlord shall receive the entire award or oth
compensation in connection therewith, except that Subtenant shall be entitled to recover from
condemning authority the amount necessary, if any, to compensate Tenant for its actual costs
the leasehold improvements made to the Subleased Premises by Subtenant. Sublandlord an
Subtenant each hereby waive the provisions of California Code of Civil Procedure Sectio
1265.130 and any other applicable existing or future legal requirement providing for, or allowin!-
either party to petition the courts for a termination of this Agreement upon a partial or temporar
Condenmation or taking.
16. J��G
To the fullest extent permitted by law, Subtenant hereby agrees to defend, I
indernrIr
demn
hold Sublandlord and its affiliates and their respective consultants, real estate man .•-
representatives, trustees, members, principals, beneficiaries, partners, officers, directors, agent.
employees and any mortgagee(s) (Sublandlord and the aforementioned parties collectivel
referred to herein as the "Sublandlord Parties") harmless from and against any and all claim
losses, charges, liabilities, obligations, penalties, fines, causes of action, actior
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A. in the event of a default by Subtenant under this Agreement (including
p an or
without limitation the provisions of the Primary Lease incor orated herein), Subten t a, ees
that the remedies of Sublandlord with respect to Subtenant's default shall be the same as those of
Overlandlord with respect to a default by Sublandlord as tenant under the Primary Lease.
& In the event of a default by Subtenant under this Agreement, in addition to
any and all remedies set forth herein (which remedies include all remedies set • in the
Primary Lease as incorporated herein), Sublandlord shall have all remedies available at law or in
equity, and any and all remedies shall be cumulative and nonexclusive.
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186 M6�es. All demands, requests, approvals, consents or notices ("notices") of any
kind which Sublandlord or Subtenant may require to be served upon the other, shall be in writing
and shall be sent by registered or certified mail with return receipt requested, or sent by
overnight courier service (such as Federal Express), addressed as follows:
Holdings Downey, LLC
I I I I I Santa Monica Boulevard, Suite 8
Los Angeles, California 90025
"I've v
City Hall
City of Downey
I 1111 Brookshire Avenue
Downey, CA 90241
Attn: City Manager
The place to which said notice shall be sent may be changed by written notice given
hereinafter provided. Any notice under this Agreement delivered by registered or cerrtified in
or by overnight courier service shall be deemed to have been given and effective on the date suc
notice is either received or refused. Any notice from Sublandlord may be given by Sublandlor
I
or Sublandlord's attorneys.
19. Bibkdt. Subtenant covenants, represents and warrants that Subteriant has had no
dealings or negotiations with any broker or agent in connection with the consummation of this
Sublease. Subtenant covenants and agrees to defend, hold harmless and indemnify Sublandlord
from and against any and all cost, expense (including reasonable attorneys' fees) or liability for
any compensation, commissions or charges claimed by any broker or agent with respect to this
Sublease or the negotiation thereof.
20. Waiver. One or more waivers of any covenant or condition by either party s a
not be construed as a waiver of a subsequent breach of the same or any other covenant or
condition, and the consent or approval by Sublandlord to or of any act by Subtenant requiring
Sublandlord's consent or approval shall not be construed to waive or render unnecessary
Sublandlord's consent or approval to or of any subsequent similar act by Subtenant.
2L Bfildink This Agreement shall be binding upon the parties
hereto, their heirs, executors, legal representatives, successors and permitted assigns, and may
not be altered, amended, terminated or modified except by written instrument executed by each
of the parties hereto.
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22. Governing Law. This Agreement shall be governed by the Laws of the State o
California.
23. Recording. This Agreement sall not be recorded.
24. Separability of Provisions. If any term or provision of this Agreement or any
application thereof shall be invalid or unenforceable, the remainder of this Agreement and any
other application of such term or provision shall not be affected thereby. All words used shall be
understood and construed of such gender or number as circumstances may require.
25. Contingency. This Agreement shall be effective upon (i) obtaining the written
consent of Overlandlord to this Agreement, in the form attached hereto as Exhibit C and (ii) the
execution and delivery by Subtenant to Sublandlord of the New Occupant Release in the form
attached hereto as Exhibit D.
26. Subl n lord's Exculpation. It is expressly understood and agreed by Subtenant
that each and all of the representations, warranties, covenants, undertakings and agreements
made on the part of the Sublandlord to Subtenant have not been made with the intention of
binding Sublandlord -personally, but rather for the purpose only of subjecting Sublanlor's
interest in the Primary Lease and the Subleased Premises to the terms of this Agreement and for
o other purpose. Such exculpation of liability shall be absolute and without exceptions
whatsoever.
27. Entire A -cement. e t. This Agreement supersedes any prior agreement and
embodies the entire agreement between Subtenant and Sublandlord relative to its subject matter.
28. Due Authorization. if Subtenant is a corporation or a partnership, the person(s)
executing this Agreement on behalf of Subtenant hereby covenant and warrant at: Subtenant is
a duly formed corporation or a duly created partnership (as the case may be) in good standing,
qualified to do business in the state in which the Subleased Premises is located; such persons are
duly authorized by such corporation or partnership to execute and deliver this Agreement on
behalf of such corporation or partnership; and this -Agreement constitutes a valid and binding
agreement of Subtenant in accordance with'te terms hereof.
29. Counterparts. This Agreement may be executed in counterparts with the same
effect as if both- parties hereto had executed the same document, provided that all parties are
furnished a copy thereof reflecting the signature of all parties. All counterparts shall be
construed together and shall constitute a single agreement.
30. Si naae. All of Subtenant's_ signage, if any, shall be subject to ublan lord's
prior written approval and to Overlandlord's approval under the Primary Lease, if and to the
extent such approval may be required therefor. Subtenant shall remove any such signage at or
prior to the expiration or earlier termination of the Term and shall repair_ any damage to the
Subleased Premises caused by such removal at Subtenant's sole cost.
31. No Discrimination. Subtenant' covenants by and for itself, its successors and
assigns, and all persons claiming under or through Subtenant, that this Agreement is made and
accepted upon and subject to the following conditions: That there shall be no discrimination
ACTIVE 11121394.6
against or segregation of any person or group of persons, on account of race, color creed
religion, sex, marital status, national origin, or ancestry, in the leasing, subleasing, transferring,
use, occupancy, tenure, or enjoyment of the Subleased Premises, nor shall Subtenant itself, or
any person claiming under or through Subtenant, establish or permit any such practice or
practices of discrimination or segregation with reference to the selection, location, number, use,
or occupancy, of tenants, lessees, sub -lessees, or sub -tenants in the Subleased Premises. With
respect to any contract entered into by Subtenant related to the Subleased Premises, such contract
shall include the following: "There shall be no discrimination against or segregation of any
person or • r of persons on • of - color,- •- iancestry
/ I /
or national origin in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of
the Subleased Premises, nor shall the transferee or contractor or any party to the contract itself,
or any person claiming under or through it, establish or permit any such practice or practices of
discrimination is segregation with reference to the selection,• •,' number, _ or
occupancy, of tenants, lessees, subtenants, sublessees or vendees of the Subleased Premises."
32. Declaration. The subleasehold interest in the Subleased Premises conveyed by
this Sublease is subject to that certain Declaration of Covenants, Conditions and Environmental
Restrictions dated October 14, 2003, and recorded on November 21, 2003 in the official Records
of • of • Document • 1 8 - i- •
i- • imposes scovenants, conditionsand environmental restrictionson - use of
the real property described herein. The execution of this Agreement by Subtenant constitutes
acceptance (and an agreement to be bound to) by Subtenant, its successors and assigns, of the
"Protective Covenants"• • in the Declaration.
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IN WITNESS WHEREOF, the parties have hereunto affixed their hands and seals on
the Effective Date.
HOLDINGS 1WNEY9 LLC, a Delaware
limited liability company
By:
Name:
Title:
WZ"JITO
liability company
is S.L. Properties, Inc.
By:
Name:
Title:
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SUBTENANT:
By:
Name:
Title:
f
T. Melching, eciat
Counsel to�the City wney
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I I a
am�E11119i all rw
ACTIVE 11121394v6
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TOGETHER WTH A PORTION OF THE SOUTH EST QUARTER OF SAID FPACTIONAL
SECTION 10 IN THE CITY OF DOV, NEY COUNTY OF I -C& ANGELES, STATE OF
CAL]FOPINIA AS PECORDED IN BOOK 1 PAGE 502 OFIMISCEULANEOUS RECORDS
RECORDED IN THE OF5CE OF THE COUNTY RECORDER OF SAID COUNTY.
DESCRIBED AS FOLLO- V,S
BEGINNING AT 4 POINT IN THE NOPTHEPLY LINE OF SAID LOT 2 IN THE NOP THO EST
QUARTER OF FRAC TWAL SECTION 10,SAIDLINE ALSO BEING THE NORTHEPLY LINE
OF STITA ART AND GRAY ROAD 80 FEET 0 IDE DISTANT THEREON SOUTH 8r9--52 14-
�'A EST E,46 51 FEET FROM THE NORTHEAST CORNER OF SAID LOT 2 THENCE ONA
UNE BETA EEN SAID PONT OF BEGINNING AND THE SOUTHlq%EST CORNER OF THE
SOUTHEAST QUARTER OF THE NORTHEAST QUARTER OF THE SOUTHi, EST
QUAPTER OF FRACTIONAL SECTION 10 SOUTH 00-13 16- VEST 1 100 59 FEET
THENCE AT RIGHT ANGLES TO THE EASTERLY LINE OF SAID LOT 2 SAID EASTERLY
LINE ALSO BEING THE CENTERDNE OF BELLFLOV, ER BOULEVARD NORTH 89-52 23 -
EAST 613 20 FEET TO POINT IN A LINE THAT IS PARALLEL 1A ITH AND DISTANT
V, ESTERLY -10 DO FEET, MEASURED AT RIGHT ANGLES FROM SAID EASTERLY LINE OF
LOT 2 THENCE SOUTH 00=0737- EAST ALONG SAID PARALLEL LINE A DISTANCE OF
57 54 FEET TO THE TRUE POINT OF BEGINNING THENCE SOUTH NOW 3T EAST
ALONG SAID PARALLEL LINE A EASTNCE OF 165 00 FEET TO THE INTERSECTION OF
SAID PARALLEL LINE V, ITH .a: LINE THAT IS PARALLEL Vo ITH AND DISTANT 4% ESTEPLY
40 00 FEET MEASURED AT PIGHT ANGLES FRO A THE EASTERLY UNE OF SAID
SOUTHA EST QUARTER OF SAID FRACTIONAL SECTION 10 THENCE SOUTH WF-" IT
EAST ALONG LAST %TNTnNED PARALLEL LINE, A DISTANCE OF 75 00 FEET
THENCE SOUTH 8T52 23 4% EST 280 00 FEET TO PICOINT IN A, LINE THAT IS PARALLEL
'�`, ITH AND DISTANT V ESTEPLY 320 00 FEET MEASURED AT RIGHT ANGLES FROM
THE EASTERLY LINE OF SAID S(--)UTH%% EST QUAPTEP OF SAJD FP-ACT&NAL SECT ON
10
THENCE NORTH 00-(0i 17-',', EST ALON,"OSAID PARALLEL LINE A DWANCE OF 75 09
FEET TO THE INTERSECTION OF SAID PARALLEL LINE V, ITHA LINE THAT IS PAPALLEL
VMTH AND DISTANT Q ESTERLY 320 00 FEET MEASURED AT PUGHTAINGLES FRCV
THE SAID EASTERLY LINE OF LOT 2 THENCE Nl,--',RTH 00-07 37- V, EST -'LC-')NG SAID
PARAILLEL LINE A DISTANCE OF 165:00 FEET THENCE NORTH 89'x,223- EAST 280 00
FEET TO THE TRUE POINT OF BEGINNING
CONTAININ41 AN AREA OFQT200 SQUARE FEET QADRE OR LESS
APN 62WOW009
ACTIVE 111213906
J, ;' YY
PONT OF BEGINNING N.E. COR LOT 2
S 89'52'14* 'N 646 51'
LJ
D
CLY LINE LOT 2-----1
40.00'
N W52'23" E 613-20'
S 0007'370 E
57.54'
N 09"52'23" E MOM -
TRUE POINT OF BEGINNING
N
</
00'07'37" W S W07'37' E
165.00' 1654o*
11
N 0704' 17® W S 00 O4'1 7" E
75.00' 7100
89.
4Nw S OT52'23" W 280-00'
ELY LINE S.W. 1/4, SECT, 10
SCALE: 1*=100'
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FT1190 K11 BKOLIX63 NO MAIN 1B ZA 2LW-6 MCI 9 9 L9JK
I I I
THIS AGREEMENT ("Agreementmade as of this day of 2019
("Effective Date"), by and between the CITY OF DOVVNEY, a municipal corporation of the
State of California ("Prime Landlord"), HOLDINGS DOWNEY, LLC, a Delaware limited
liability company and IRG DOWNEY, LLC, a Califon -iia limited liability company (together,
"Sublandlord") and the CITY OF DOWNEY, a municipal corporation of the State of California
("Subtenant").
WITNESSETH
WHEREAS, Prime Landlord, as lessor, and Sublandlord (as successor in interest to
industrial Realty Group, LLC), as lessee, entered into that certain ground lease dated as of
December 4 '
g
2003, as amended by that certain Amendment to Areements in Ground Lease
dated as of March 15, 2012, and by that certain Second'Amendment to Agreements in Ground
Lease dated as of September 13, 2017 (the ground lease, together with all written modifications
thereto, is referred to herein as the "Prime Lease"), for certain real property located in the City
of Downey, County of Los Angeles, State of California, more particularly described on Exhibit
A attached hereto and by this reference made a part hereof (the "Property"), and
WHEREAS, by a Sublease Agreement dated as of —, 2019, by and
betwe�erl Sublandlord (as stibleWr) and Subtendfit (4� subleigseo (the "Sulilease% a tue and
compl* copy of w�ch is attached hereto as tjWhjjj� 8ubtenant has, oft ow
* te and
conditions set forth therein, subleased from Sublandlord a portion of the Property as more
particularly described in the Sublease as the "Subleased Premises".
NOW, THEREFORE, in consideration of the mutual agreements and covenants herein
contained and other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereto agree and covenant as follows:
I . Prime Landlord represents and warrants that the Prime Lease is in full
,porce and effect and has not been amended, modified, extended or renewed, whether
verbally or in writing, except as set forth above. To Prime Landlord's knowledge, no
default on the part of Prime Landlord or Sublandlord •exists which would •give Prime
Landlord the right to declare Sublandlord in default under the Prime Lease.
2. Provided that Subtenant is not in default under the Sublease beyond the
expiration of any applicable notice and cure periods, Prime Landlord agrees that, in the
event of the expiration or earlier termination for any reason of the Prime Lease or
Sublandlord's right to possession of the Subleased Premises thereunder: (a) the Sublease
shall continue in full force and effect as a direct lease between Prime Landlord and
Subtenant upon all of the terms, covenants and provisions contained in the Sublease and
(b) Subtenant shall attorn to the Prime Landlord as its new landlord under the Sublease,
ACTIVE 11121394v6
for the balance of the term of the Sublease upon the terms, provisions, conditions and
agreements therein set forth. Nothing herein shall be construed to waive or affect any of
the covenants or provisions of the Prime Lease.
3. Prime Landlord hereby consents to the Sublease and to all of the terms,
conditions and provisions thereof. Prime Landlord and Sublandlord each acknowledge
and agree that Subtenant's permitted use of the Subleased Premises as provided in e
Sublease does not and will not violate any terms or conditions of the Prime Lease. Prime
Landlord and Sublandlord each hereby agree that, notwithstanding anything contained in
the Prime Lease or the Sublease, the use of the Subleased Premises by Subtenant during
the term of the Sublease, including without limitation, the construction by, Or for,
Sublandlord or Subtenant of any improvements on the Subleased Premises, shall not be
deemed to be a conversion of the Subleased Premises, or any part of the Ground Lease
Property (as defined in the Prime Lease) to "any other use permitted by the Specific Plan,
as may be amended" (as such phrase is used in Section 3.02 of the Prime Lease) and in
no event shall the Subleased Premises be deemed to be "Converted Property" (as such
term defined in the Prime Lease). Accordmigly, Prime Landlord hereby agrees that in no
event shall the annual Base Rent under the Prime Lease be increased under the terms of
the Prime Lease, including without limitation under Section 3.02 thereof, as a result of
Sublandlord entering into the Sublease with Subtenant, the construction of any
improvements on or at the Subleased Premises under the Sublease, any provision, term or
condition of the Sublease, or the use or occupancy of the Subleased Premises as provided
in the Sublease.
4. Prime Landlord and Sublandlord acknowledge and agree that, except as
specified in Paragraph 3, nothing in this Agreement increases Prime Landlord's
obligations or decreases Sublandlord's responsibilities under the Prime Lease.
5. All notices given hereunder shall be in writing and sent by registered
certified United States Mail, postage prepaid, or by nationally recognized overnig
I
courier (such as FedEx), charges paid by sender, to the addresses set forth below, or t I
such other addresses as the parties may designate by notice given in accordance with t] -
terms of this Agreement. Notices shall be deemed given upon receipt or attemptes ]
delivery where delivery is not accepted.
WIVIRMUM07111
City Hall
City of Downey
11111 Brookshire Avenue
Downey, CA 90241
Attn: City Manager
Holdings Downey, LLC
11111 Santa Monica Boulevard, Suite 800
ACTIVE 11121394v6
PLAN SHOWING ACCESS POINT AND WATER AND SEWER TIE-IN LOCATIONS
Ek
mom,,
`_4,1
_a
�. S!
� Gmw�. 111row
Attention: John Mase
City Hall
City of Downey
11111 Brookshire Avenue
Downey, CA 90241
Attn: City Manager
6. The foregoing provisions shall be self -operative and effective without the
execution of any ftirther instruments on the part of any party hereto; provided, however,
that at such time as the Prime Lease may terminate or Prime Landlord may otherwise
succeed to Sublandlord's interest under the Sublease, Subtenant agrees to execute and
deliver to Prime Landlord such other instrument(s) as may from time to time reasonably
be requested to confirm the same, and Prime Landlord agrees to do likewise.
7. This Agreement may not be modified other than by an agreement in
writing signed by the parties hereto or by their respective successors in interest.
8. This Agreement shall inure to the benefit of and be binding upon the
parties hereto and their respective legal representatives, successors and assigns.
9. If either party institutes a suit against the other for a declaration of rights
hereunder, or if either party intervenes in any suit in which the other is a party, to enforce
or protect its interest or rights hereunder, the party to this Agreement who prevails in any
such suit shall be entitled to all of its costs, expenses and reasonable fees of its attorney(s)
in connection therewith.
10. This Agreement, together with the Prime Lease and the Sublease, express
the entire understanding between Prime Landlord and Subtenant with respect to the
matters set forth herein and therein and none of the parties hereto shall be bound with
respect to such matters by any of the terms, covenants, or agreements not herein or
therein contained.
11. This Agreement shall be governed by and construed in accordance with
the laws of the State of California.
12. This Agreement may be executed in counterparts with the same effect as if
all parties hereto had executed the same document, provided that all parties are furnished
a copy thereof reflecting the signature of all parties. All counterparts shall be construed
together and shall constitute a single Agreement.
13. Each party warrants and represents to the other parties that the execution
and delivery of this Agreement has been duly authorized by all necessary corporate
ACTIVE 11121394v6
action on the part of the representing party-, and that the person who signs this Agreemeni
on behalf of such party is duly authorized to do so.
ACTIVE 11121394v6
fN WITNESS WHEREOF, the parties have executed this Agreement the day and year
first above written.
Print Name,
Print Name:
CITY OF DOWNEY,
By:
Print Name:
Title:
A notary public or other officer completing this certificate verifies only the identity of t
individual who signed the document to which this certificate is attached, and not the truthfulne
f that document.
STATE OF CALIFORNIA
COUNTY OF )ss.
On 2019, before me,
(Insert Name and Title of Officer; e.g. Jane Doe, Notary Public)
personally appeared who proved to me on the basis of satisfactory
evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),
and that by his/her/their signature(s) on the instrument the person(s), 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.
Signature of Notary
ACTIVE 11121394v6
rRIMMIM
Print Name:
Print Name:
CITY OF DO•
WNEY,
o i
wiiciial comoration of the State of
By:
Print Name:
Title:
A
• public • • officer completing this certificate verifies • the identity • the
individual who signed the document to which this certificate is attached, and not the truthfulness,
accuracy, or validityof that document. . . ....
STATE OF CALIFORNIA
COUNTY OF )SS•
On 2019, before me
(Insert Naxne and Title of Officer; e.g. Jane Doe, Notary Public)
personally appeared who proved to me • the basis • satisfactory
evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),
and that by his/her/their signature(s) • the instrument the person(s), or the entity upon behalf •
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.
W1 M
Signature of Notary
ACTIVE 11121394v6
•
WITNESSES:
Print Name:
Print Name:
HOLDINGS DOWNEY, LLC, a Delaware
limited liability company
By:
Print Name:
Title:
A • public • • officer completing this certificate verifies • the •- • th-
r Y
dividual who signed the document to which this certificate is attached, and not the truthfulness,
accuracy, or validity • that ••
STATE OF CALIFORNIA n
COUNTY OF, )ss.
On 2019, before me,
(Insert Name and Title of Officer-, e.g. Jane Doe, Not Public)
personally appeared A who proved to me • the basis • •
evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),
• that • his/her/their signature(s) • the instrument the person(s), • the entity upon behalf •
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.
'EM
ACTIVE 11121394v6
70MIM
Print Name:
Print Name:
limited liability company
By: :
Print Name:
Title:
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, i"
accuracy, or validity of that document.
STATE OF CALIFORNIA
COUNTY OF )SS.
On It 2019, before me, (Insert Name and Title of Officer; e.g. Jane Doe, Notary Public)
ff,ersonally appeared who proved to me on the basis of satisfactory
evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),
and that by his/her/their signature(s) on the instrument the person(s), 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.
M
Signature of Notary
ACTIVE 11121394v6
[Notary Seal]
[us
MIRWINIZ
lompUffamil i I �I I I
THAT PORTION OF LOT 2 IN THE NORTHA EST QUARTER OF FRACTIONAL SECTION 10
TO" NISHIP 3 SOUTH RANGE 12 A EST IN THE RANCHO SANTA GERTRUDES
TOGETHER';'; ITH A PORVON OF THE SOUTH" EST QUARTER OF SAID FRACTIONAL
SECTION 10 IN THE CITY OF DCA', NEY, COUNTY OF LOS ANGELES, STATE OF
CALIFORNIA AS RECORDED IN BOOK 1 PAGE 502 C-,,F!.11SCELLANEC-)US RECORDS
RECORDED IN THE CWFICE OF THE COUNTY RECORDED OF SAID COUNTY
DESCRIBED AS FOLLJA%S
BEGINNINGAT A POINT IN THE NORTHERLY LINE OF SAID LOT 2 IN THE NOPTI-Yv', EST
QUARTER OF FRACTIONAL SECTION 10 SAID LINEALSOBEING THE NORTHERLY LINE
STEv% APT ND GPY ROAD o''P i FEET V, IDE, DISTANT THEREON SOUTH KT52 14
A,;-'�
�% EST ±-16 51 FEET FROM THE NORTHEAST CORNER OF SAID LOT 2 THENCE ON A
UNE BETA BEN SAID POINT OF BE�--,INNINGo AND THE SOUTHZ EST CORNER OF THE
SOUTHEAST QUARTER OF THE NORTHEAST QUARTER OF THE SOUTHA EST
QUARTER OF FRACTIONAL SECTION in SOUTH 00-10 i6- V, EST 1 1 00E)9 FEET
THENCE AT P&HT ANGLES TO THE EASTERLY LINE OF SAID LOT 2 SAID Er ISTEPLY
UNE ALSO BEING THE CENTERLINE OF SELLFLOV,EP 6,31JI-EVAPD., NORTH,' -,9--5223
FAST PS 13.2'.0 FEET TO POINT IN ALINE THAT IS PARALLEL V, ITH AND DISTANT
V, ESTERLY 40 00 FEET MEASURED AT RIGHT ANGLES FRO MI SAID EASTERLY LINE i,:)F
LOT 2 THENCE SOUTH 0017 37- EAST, ZONG SAID PARALLEL LINE A DISTANCE OF
57 54 FEET TO THE TRUE POINT OF BEGINNING THENCE SOUTH 0017 3T EAST
ALONG] SAID PARALLEL LINE A DISTANCED 165 010 FEET TO THE INTERSECTION OF
SAID PARALLEL. LINE ITHA LINE THAT IS PAPALLEL'v% ITH ANCj DISTANT,,% ESTERLY
.10 00 FEET MEASURED AT RIGHT ANGLES PROP0 THE EASTERLY LINE OF SAID
SOUTH'A EST QUAPTEP OFSAID FRACTIONAL SECTION T THENCE SOUTH OOT! I T
EAST, ALONG LAST MENTIONED PARALLEL LINE A, DISTANCE :.-7F 75 00 FEET
THENCE SOUTH 89'52 23- 1% EST 280 00 FEET TO POINT IN A LINE THAT IS PARALLEL
VATH AND [ASTANT 'A ESTERLY 320 00 FEET MEASURED AT RIGHT A,NGL ES> FROM
THE EASTERLY LINE OF SAID SOUTH! EST QUARTER OF SAID FRACTIONAL SECTION
i cl
THENCE NORTH OT04 1T V, EST ALONG SAID PARALLEL LINE A EASTANCE OF 75 On
FEET TO THE INTERSECTIONS `` SAID PARAVEL LINE V, ITHA LINE THAT IS PARALLEL
WTH AND DISTANT AESTERLY 320 00 FEET MEASUPEDAT P1: --,HT ANGLES FROM
THE SAID EA.STERLY UNE OF LOT 2 THENCE NORTH 00-07 37-',,�, EST -,LONG S, ,ID
PARALLEL LINE A CASTANCE OR 105 00 WET THEP,,`K---,E NORTH :39-52 23- EAST 28'0 00
FEET TO THE TRUE POWT OF BEGINNING
CONTAINING AN AREA. OF67 20i] SQUARE FEET-' t DRE OR LESS
APN �2--,6-00-1-9C9
ACTIVE 11121394v6
Imo..
Mu
ACTIVE 11121394x6
I X. -I -111 ;712 11
RZMEM���
THIS RELEASE ("Release") is made as of this _ day of 20 by
THE CITY OF DOWNEY, a municipal corporation of the State of California ("New Occupant")
in favor of the City of Downey, a municipal corporation of the State of California ("City").
New Occupant acknowledges and agrees as follows:
A. Pursuant to t1it certain Sublease Agreement dated as of 2019 by
and between HOLDINGS DOWNEY, LLC, a Delaware limited liability company and
IRG DOWNEY, LLC, a California limited liability company (together, "Sublandlord")
and New Occupant, New Occupant has agreed to acquire from Sublandlord certain rights
to use and occupy those certain premises more particularly described on E�khiblt �T`
attached hereto attached hereto (the "Premises").
B. The Premises are located within that certain real property leased by Sublandlord which i
located within that certain land containing approximately one hundred sixty (160) acre
located in the City of Downey, California and generally bounded by Lakewoo
Boulevard, Stewart and Gray Road, Bellflower Boulevard, Imperial Highway and Clar
Avenue as more particularly described in li�thfbft ��* attached hereto (the "NASA Site" )I
C The NASA Site, including the Premises, is subject to those certain Covenants'Conditions
& Environmental Restrictions recorded as Document No. 03-3518855 in the Official
Records, County of Los Angeles, California ("CC&Rs").
D. Pursuant to the CC's, Sublandlord is required to cause New Occupant to execute and
deliver this Release to the City.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, New Occupant hereby agrees as follows:
I . Release. New Occupant hereby irrevocably and unconditionally waives, releases -and
forever discharges the City, its City Council members, and its and their employees,
affiliated entities, successors -in -interest and any other persons or entity associated with
the City (collectively, the "City Parties") from any and all present and future claims,
demands, suits, legal and administrative proceedings and from all liability and obligations
for damages, losses, costs, liabilities, fees and _ex enses, including, without limitation,
attorney's fees and court costs present and future, in any manner arising out of or in any
way related to any physical, title or other defector condition in, of, or related to the
Premises or the NASA Site, any Hazardous Materials, in, on under or about the Premises
or the NASA Site (or the improvements contained thereon), or the existence of any
Hazardous Materials contamination in any state in, on, under, about or adjacent to the
Premises or the NASA Site (or any of the improvements contained thereon) as of the
"Effective Date", as such term is defined in the CCs. New Occupant acknowledges
that it is aware of and familiar with the provisions of Section 1542 of the California Civil
A C T/ VE 11121394v6
Code which provides as follows:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS
WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO
EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE
RELEASE ' WHICH IF KNOWN BY HIM MUST HAVE
MATERIALLY AFFECTED HIS SETTLEMENT WITH
DEBTOR."
As such relates to this Section 1, New Occupant hereby waives and relinquishes all rights and
benefits which it may have under Section 1542 of the California Civil Code.
2. Cooperation. New Occupant further acknowledges and agrees to cooperate with City in
the execution of any additional documents needed to effectuate the provisions of this
Release.
3. Authoritv. Each person executing this Release on behalf of New Occupant hereby
represents and warrants to and for the benefit of the City that each signatory to this
Release is duly authorized to execute and deliver this Release to the City on behalf of
New Occupant.
IN WITNESS WHEREOF, New Occupant has caused this Release to be executed by its
duly authorized officer as of the date first written above.
THE CITY OF DOWNEY,
a municipal corporation of the State of California
By:
Name:
Its:
y:
Name:
Its:
ACTIVE 11121394v6
I
THAT POPTI(--),,'\4 OF LOT " 'IN THE NORTH,% EST QUARTER OF FRACTIONAL SECTION 10
TOVi, NSHIP 3 SOUTH. -PSN GE 12'V,, EST IN THE RANCHO SANTA GERTRUDES
TOGETHER V, ITH A PORTION OF THE SOUTI-Ati EST QUARTER OF SAID FPACTIC)NAL
SECTION 10, IN THE CITY OF DOIANEY, COUNTY OF LOS ANGELES STATE OF
CALIFORNIA AS RECOPIDED IN BOOK J PAGE 502 OF MISCELLANEOUS RECORDS
RECORDED IN THE OFFICE OF THE COUNTY RECORDER OFF SAID COUNTY
DESCRIBED AS F0Ll-,-.)lv%S
BEGINNING AT -A POINT IN THE NORTHERLY LINE C -)F SAID LOT 2 IN THE NOPTH�v% EST
QUARTER OF FRACTIONAL SECTION 10 SAID LINE ALSO BEING THE NORTHERLY LINE
OF STE'V, ART AND GP,�,Y ROAD, 80 FEET'S, IDE DISTANT THEREON SOUTH 89-52 14-
',4V EST E46 51 FEET FROM THE NORTHEAST CORNER OF SAID LOT 2- THENCE ON 14
LINE BETV, BEN SAID POINT OF BEGINNING AND THE SOUTH!v% EST CORNER OF THE
SOUTHEAST QUARTER OF THE NORTHEAST QUARTEP OF THE SOUTH%,% EST
QUASPTER OF FRACTIONAL SECTION 10 SOUTH 00-13 1�6- V% EST 1 100 594 FEET,
THENCE AT RIGHT ANGLES TO THE EASTERLY LINE OF SAID LOT 2 SAID EASTERLY
LINEALSO BEING THE CENTERLINE OF BELLFI-C-M ER BOULEVAPID NORTH 30'-5223'
EAST
9-5223-
EAST 613 20 FEET TO POINT IN A LINE THAT IS PARALLEL'A ITH AND DISTANT
V, ESTEPLY 40 00 FEET, MEASURED AT RIGHT ANGLES FROM SAID EASTERLY LINE OF
LOT '), THENCE SOUTH 00-07'07- EAST ALONG SAID PARALLEL LINE A DISTANCE OF
57 541 FEET TO THE TRUE POINT OF BEGINNING THENCE SOUTH 00-0737- EAST
ALONG, SAID PAPLALLEL LINE A DISTANCE OF 155,00 FEET TO THE INTERSECTION OF
SAID PARALLEL LINE A, ITH A LINE THAT IS PARALLEL' ', ITH AND DISTANT A, ESTEPLY
40 M, FEET MEASURED AT RIGHT ANGLES FROM THE EASTERLY LINE C -)F SAID
SC-)UTHV, EST QUARTER OF SAID FPACTIONAL SECTION 10 THENCE S(--)UTH 00:011 IT
EAST, AL; --)NG LAST MENTIONED PARALLEL LINE- A DISTANCE OF 7y� 00 FEET
THENCE S(--)UTH. R9-52 23- lv', EST2118'0 00 FEET TO POINT IN A LINE THAT IS PARALLEL
v% ITH AND DISTANT V�IESTEPLY 320 00 FEET !`d`IEASUPED AT RIGHT ANGLES FPO 1
THE EASTERLY LINE OF SAID SOUTH'V, EST QUARTER OF SAID FRACTIONAL SECTION
io
THENCE NORTH 00-134 17 `v", EST ALONG SAID PARALLEL LINE.A DISTANCE OF 75 00
FLEET TO THE INTERSECTION OF SAID PARALLEL LINE V, ITH A LINE THAT IS PARALLEL
ITH AND DISTANT V, ESTERLY 320 00 FEET MEASURED AT RIGHT ANGLES FROM
THE SAID EASTERLY LINE OF LOT 2 THENCE N( --)PTH 00-073T VEST ALONG SAID
PARALLEL LINE A DISTANCE '-/'F 16; 00 FEET THENCE NOPTH89-5-223- EAST 2610 00
FEET TO THE TRUE POINT OF BEGINNING
C '(-)NT
-- 41NING, 4NAPEA C)'- 67 200 SQU IPE FEET: 'JORE OR LESS
ACTIVE 11121394v6
Exhibit
i
Mom; AM GUY ow
040fox (A. 011ie
364-1684 COSIM PARCELS
344-1 734 FAX
4
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