HomeMy WebLinkAboutContracts & Agreements_11-1994_CCv0001.pdf RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
Gresham, Varner, Savage,
Nolan & Tilden
600 N. Arrowhead Ave.
Suite 300
San Bernardino, CA 92401
Attention: Mark A. Ostoich
SPACE ABOVE THIS LINE FOR RECORDER'S USE
MEMORANDUM OF SECOND A_MTE `DN11ENT`T TO LEASE AGREEMENT
THIS MEMORANDUM OF SECOND AMENDMENT TO LEASE AGREEMENT
("MEMORANDUM") is made as of Nov. 15 1994, by and between THE PAVILION AT
REDLANDS, LIMITED, a California limited partnership ("Pavilion"), WAL-MART STORES,
INC., a Delaware corporation("Wal-Mart")(Wal-Mart and Pavilion may be collectively referred
to herein as "Lessor"), and the CITY OF REDLANDS, a municipal corporation ("Lessee"),
Recitals
A. On or about March 20, 1990, Gatlin/Berger Developments, Inc.. a Louisiana
corporation ("Gatlin/Berger"), and Lessee entered into that certain Lease Agreement (the
"Lease"), pursuant to which Gatlin/Berger leased to Lessee certain premises (the "Premises"),
located in the City of Redlands, County cf1 San Bernardino, and more particularly described in
the Lease. A Memorandum of Lease ("Prior Memorandum") was recorded in the Official
Records of San Bernardino County, September 21, 1990, as Instrument No. 90-378746.
Subsequently thereto, Pavilion acquired fee title to the Premises from Gatlin./Berger.
B. On or about September 4, 1990, Gatlin/Berger, Pavilion and Lessee entered into
that certain First Amendment to Lease Agreement ("First Amendment"), amending the Lease
as provided therein. As used hereinafter, the term "Lease" shall mean the Lease as amended
by the First Amendment. Subsequently thereto, Wal-Mart acquired from Pavilion fee title to
a portion of the Premises.
Operative Provisions
NOW THEREFORE, in consideration of the foregoing Recitals, and of the terms and
conditions herein contained, the parties hereto agree as follows:
I Lessor leases to Lessee on the terms and conditions set forth in the Lease as
amended by that certain Second Amendment to Lease Agreement ("Second Amendment") [the
Lease and the Second Amendment shall be collectively referred to hereinafter as the "Lease"]
by and between Lessor and Lessee dated June 15, 1994, all those certain premises in the City
of Redlands, County of San Bernardino, State of California, described on Exhibit "A", attached
hereto and incorporated herein by reference.
2. The term of the Lease shall terminate on February 1, 2002; provided, however,
if, on February 1, 2002, any Taxable Certificates of Participation (City of Redlands\Wal-Mart
Parking Facility) ["Certificates"] are outstanding, the term of the Lease shall be deemed
extended and shall continue in full force and effect until the earlier of(a) 10 days after payment
in full of all of the Certificates, or (b) February 1, 2004.
3. The Legal Description attached hereto as Exhibit "A" is the legal description of
the Premises as the Lease is amended by the First Amendment and the Second Amendment.
4. This Memorandum incorporates by reference the Lease as though set forth in full
herein, and this Memorandum and the Lease shall be considered and construed as one
agreement. In the event of any inconsistency between this Memorandum and the Lease, the
Lease shall control. The Prior Memorandum, including the legal description of the Premises,
is amended to the extent inconsistent with this Memorandum.
IN WITNESS WHEREOF, Lessor and Lessee have executed this Memorandum as of the
day and year first written above.
[SIGNATURES FOLLOW]
2
THE PAVILION AT REDLANDS, LIMITED,
a California limited partnership
By: The Pavilion at Redlands Corporation,
a California corporation
Its: General Partner
01
Bv:
Its:
2 PavilionT21v0 JM .A
WAL-MART STORES, INC., a Delaware
corporation
Its: A S 5' ,k c c�
2";S'Pavilinn'=.FT212k0CM ,Ar
Attest: CITE' OF REDLANDS, a municipal corporation
City C rk � Its: Mayor
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT No WC
State of California
County of San Bernardino
On __November ember 16. 1994 before me,
DATE NAME,TITLE OF OFFICER-IffG.,-JANE DOE,NOTARY PUBLIC"
personally appeared Swen Larson and Lorrie Poyzer
NAME(S)OF SIGNER S
personally known to me - OR - proved to me on the basis of satisfactory evidence
to be the person(s) whose name(s) are
subscribed to the within instrument and ac-
knowledged to me that be43Wthey executed
the same in r/their authorized
capacity(ies), and that by WisJAar/their
signature{s} on the instrument the person(s),
(O;F�F�—�=-� or the entity upon behalf of which the
B. SANCH€Z person(s) acted, executed the instrument.
NOTARY PUBLIC FORNL4
srw BEWAAMNO
My e4am 30,t WITNESS my hand and official seal.
- 2e. SIGNATURE OF NoTtRy
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent
fraudulent reattachment of this forma.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
INDIVIDUAL Memorandum of Second
CORPORATE OFFICER Amendment to Lease Agreement
TITLE OR TYPE OF DOCUMENT
TrTLE(S)
PARTNER(S) LIMITED
GENERAL 7 is tt F nctr r ac =
ATTORNEY-IN-FACT NUMBER OF PAGES
TRUSTEE(S)
7-1
GUARDIAN/CONSERVATOR
' OTHER: M1 —Unici tV November 15 1994
[SATE OF DOCUMENT
The Pavilion at Redlands Ltd. Reps.
SIGNER IS REPRESENTING: Wal-Mart Scares, Inc. , Reps.
iEOPPEFt i{€ OR ENTfTY(IES) City of .Redlands, Mayor/City Clem
M of Redlands, lv ayor SIGNER(S}OTHER THAN NAMED ABOVE
City of Redlands, City Clerl:
01993 NATIONAL NOTARY ASSOCIATION-8236 Rern et Ave.,P,O.Box 7184-Canoga Park,CA 913099-1184
STATE OF CALIFORNIA
S .
COUNTY OF
On this — day of 1994, before me
a Notary Public in and for said County and State, personally appeared
personally known to me (or proved to me on the basis of satisfactory evidence) to be the person
whose name is subscribed to the within instrument and acknowledged to me that he/she executed
the same in his/her authorized capacity, and that by his/her signature on the instrument the
person, or the entity upon behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public in and for said
County and State
kK A yl Sf�
STATE OF CALiFOR#1A
SS.
COUNTY OF F"
On this day of C 1994, before me Mgr(4 'L-,avi
a Notary Public in and for said County and State, personally appeared- r-y)-
personally known to me or proved to me on the basis of satisfactory evidence) to be the person
whose name is subscribed to the within instrument and acknowledged to me that he/she executed
the same in his/her authorized capacity, and that by his/her signature on the instrument the
person, or the entity upon behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal.
Notary Publ` in a4d for said
County and State
2STavilion Y2121004'JklemoAnW
L-001C-1 A fQA
STATE OFeA44FoRtitm
Pq R v�0- S .
COUNT*OF ORL"4'�
On this qday of rr 2_— 1994, before me
a Notary Public in and for said County and State, personally appeared Okw s,i C.
personally known to me (or proved to me on the basis of satisfactory evidence) to be the person
whose name is subscribed to the within instrument and acknowledged to me that he.'she executed
the same in his/her authorized capacity, and that by his/her signature on the instrument the
person, or the entity upon behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal.
Notary Publ* in and for sai4-1-
Geuftf-v and State
POA4�'
STATE OF CALIFORNIA
SS.
COUNTY OF
On this day of 1994, before me
a Notary Public in and for said County and State, personally appeared
personally known to me or proved to me on the basis of satisfactory evidence) to be the person
whose name is subscribed to the within instrument and acknowledged to me that he/she executed
the same in his/her authorized capacity, and that by his""her signature on the instrument the
person, or the entity upon behalf of wl�nich the person acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public in and for said
County and State
2',STavi1ion',P1412',00CMcw Anil
EXHIBIT "A"
Exhibit "A"
DESCRIPTION OF LEASED PROPERTY
The real property situated in the Cite of Redlands, County of.San inu, State of
Califontia, described as follows:
T TRTIO OF PARCELS I AN 2 OF PARCEL MAP 6611 AS
RECORDED N PARCEL M BOOK 8 . RAGES 79 AND 80._ IN CITE`
F SDS, COUNTY SAN F SBE �A IN STATE OF
CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHEAST CORNER CSF PARCEL 2, THENCE
SOUTHERLY ALONG THE EASTERLY LIFE OF PARCEL 2 A BEARING
OF SOUTH 24'42" EAST A. DISTANCE OF 395.00 FEET, THENCE 24.0
FEET MEASURED AT RICHT ANGLES TO THE TRUE POINT OF
ENCS FROM THE SAID POINT, PARALLEL TO THE EASTERLY LINE
OF PARCEL 2 WITH A BEARING OF SOUTH 24'42" EASE'A DISTSCE
CE 307. ET; THENCE SOLS 89"35'18" WEST A DISTANCE OF
108.38 FEET THENCE SOUTH 18'31" WEST A DISTANCE OF 20&64
FEET; THENCE E P LEL TO THE SOUTHERLY LI FE OF PARCEL 2
WITH A BEARING OF NORTH 89t'41'29" WEST A DISTANCE OF 387;0
FEET; THENCE NORTH ' 1" EAST 232.1.2'FEET; THENCE SCUT
8936}12" WEST 595.82 FEET, THENCE NORTH 23'48" WEST 438,17
ETA THENCE NORTH 89°34'16" EAST 274.03 FEET; THENCE SOUTH
45"25'44' EAST 290.78 FEET; THENCE NORTH 89'34'16" ` 267.40
FEET; THENCE NORTH 59'34'16" EAST 91.22 FEET; THENCE NORTH
89"34'16" EAST 264.70 FEET TO THE TRUE POINT OF BEGINNING.
Exhibit "A"
RESOLUTION NO. 5074
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDLANDS
AUTHORIZING A SECOND AMENDMENT TO LEASE AGREEMENT
WHEREAS, the City Council (the "City Council") of the City of Redlands (the "City")
has authorized the sale of its certificates of participation in an aggregate principal amount not to
exceed $3,500,000 (the "Certificates") and has approved the necessary legal documents relating
to such Certificates in order to prepay certain lease obligations with respect to a certain parking
facility located within the City and adjacent to Wal-Mart (the "Project"), and
WHEREAS, on or about March 20, 1990, Gatlin/Berger Developments, Inc., a Louisiana
corporation ("GadintBerger") afid the City entered into that certain '.—ease Agreement (di
c
"Lease") pursuant to which Project was leased to the City; and
WHEREAS, on or about September 4, 1990, Gatlin/Berger, the City and The Pavilion at
Redlands, Limited, a California limited partnership, ("Pavilion") entered into that certain First
Amendment to Lease Agreement (the "First Amended Lease"), amending the Lease; and
WHEREAS, in connection with the issuance of the Certificates, the City, Pavilion, and
Wal-Mart Stores, Inc., a Delaware Corporation ("Wal-Mart") wish to enter into the Second
Amendment to Lease Agreement (the "Second Amended Lease") to provide for the prepayment
of lease payments due under the Lease, as amended by the First Amended Lease; and
WHEREAS, this City Council believes that entering into the Second Amended Lease will
effect a savings to the City and that it is in the public interest and of benefit to the City to enter
into the Second Amended Lease;
NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED BY THE
CITY COUNCIL OF THE CITY OF REDLANDS AS FOLLOWS:
Section 1. Recitals True and Correct. The recitals stated above are true and correct.
Section 2. Findings of the City, This City Council finds that entering into the Second
Amended Lease will effect a savings to the City and that it is in the public interest and of benefit
to the City to enter into the Second Amended Lease.
Section 3. Second Amendmenj Lease. The form of agreement entitled "Second
Amendment to Lease Agreement" presented to this meeting among the City, Pavilion, and Wal-
Mart which provides generally for the prepayment of lease payments for the Project, is hereby
approved and the Mayor or his designee is hereby authorized and directed for and in the name
and on behalf of the City to execute and deliver said agreement in the name and on behalf of the
City and the City Clerk is hereby authorized to acknowledge and deliver said agreement in the
form hereby approved with such changes as the officer executing the same may approve, such
approval to be conclusively evidenced by the execution and delivery thereof. The City Manager
and staff of the City are further authorized and directed to take such action for and on behalf of
the City as may be appropriate to carry out the term of the Lease, as so amended.
Section 5. Dgjg. This Resolution shall take effect upon adoption.
ADOPTED this 5th day of April 1994.
ayvor of the City of Redlands
A=IEST:
City�Cjlqeof of the Redlands
1,Lorrie Poyzer, City Clerk of the City of Redlands, California, do hereby certify
that the foregoing Resolution was regularly introduced and adopted by the City Council of the
City of Redlands, California, at a regular meeting thereof held on the 5th day of
April -, 1994, by the following vote of the City Council:
AYES: LoundImembers Foster, Cunningham, Gilbreath, Gil;
Mayor Larson
NOES: None
ABSEN`17 None
ABSTAINED: None
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official
seal of the City of Redlands, California this 5th day of April 1994.
City Clerklb'f the City ands, California