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Home My WebLink AboutContracts & Agreements_186-2021ASSIGNMENT AND ASSUMPTION AGREEMENT This assignment and assumption of leases and service contracts (this "Assignment"), is made this 21 st day of September, 2021, by and between Redlands Community Investment Corporation, a California corporation ("Assignor"), and the City of Redlands, a municipal corporation and general law city ("Assignee") RECITALS WHEREAS, Assignor and Assignee have entered into that Purchase and Sale Agreement and Joint Escrow Instructions, dated as of June 15, 2021 ("Purchase Agreement"), for that certain real property located at 300 E. State Street in the city of Redlands (the "Property"), as more particularly described in the Purchase Agreement; and WHEREAS, concurrently herewith, pursuant to the Purchase Agreement, Assignor is transferring and conveying to Assignee all of Assignor's right, title, and interest in and to the Property; and WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to take assignment of, and assume, the "Leases" and "Service Contracts," as defined below; NOW THEREFORE, in consideration of the mutual promises contained herein, and for good and valuable consideration, the receipt of which is hereby acknowledged, it is agreed by and between Redlands Community Investment Corporation and the City of Redlands as follows Section 1. Assignor hereby assigns and transfers to Assignee all right, title and interest of Assignor in, to and under the leases listed on Exhibit "A" (the "Leases") to this Assignment, which is attached hereto and incorporated herein by this reference. Section 2. Assignor hereby assigns and transfers to Assignee all of Assignor's right, title and interest in and to those service contracts listed on Exhibit "B" (the "Service Contract") to this Assignment, which is attached hereto and incorporated by reference. Section 3. Assignee accepts the foregoing assignment and assumes and shall pay, perform and discharge, as and when due, all of the agreements and obligations of Assignor under the Leases and Service Contracts arising from and after the date hereof and agrees to be bound by all of the terms and conditions of the Leases and the Service Contracts, excluding any and all obligations to pay leasing commissions and finder's fees entered into by Assignor prior to the date hereof, and which are due or payable after the date hereof, with respect to the current term of the Leases, any extension thereof, or the purchase or lease of all or any portion of the Property, and including claims made with respect to the tenants' security deposit to the extent paid, credited or assigned to Assignee by Assignor Section 4. Assignor agrees to indemnify, defend and hold Assignee, and its elected and appointed officials, officers, and employees, harmless from any liabilities arising under the Leases and Service Contracts prior to and including the date of this Assigmnent. Assignee hereby agrees 1 C:\Users\nyut5314\AppData\Local\Microsoit\Windows\INetCache\Content.Outlook\GO4BXOAG\Redlands Community Investment Corp Assignment and Assumption Agreement 9.20.21 (002).docx.jn to indemnify, defend and hold Assignor, its members, officers and employees, harmless from any liabilities arising under the Leases and Contracts from and after the date hereof. Section 5. The provisions of this Assignment shall be binding upon, and shall inure to the benefit of, the successors and assigns of Assignor and Assignee, respectively Section 6 In the event any action is commenced to enforce or interpret the terms or conditions of this Agreement the prevailing Party shall, in addition to any costs or other relief, be entitled to recover its reasonable attorneys' fees, including fees for use of in-house counsel by a Party Section 7. This Assignment may be executed in one or more counterparts, all of which when taken together shall constitute one and the same instrument. Section 8. To expedite the transaction contemplated herein, telecopied signatures may be used in place of original signatures on this Assignment. Assignor and Assignee (i) intend to be bound by the signatures on the telecopied document, (ii) are aware that the other party will rely on the telecopied signatures, and (iii) hereby waive any defenses to the enforcement of the terms of this Assignment based on the form of signature. IN WITNESS WHEREOF, Assignor and Assignee have executed this Assignment as of the date first set forth above. (Signatures on following page) 2 C:\Useis\nyut5314\AppData\Local\Microsoft\Windows\INetCache\Content.Outlook\GO4BXOAG\Redlands Community Investment Corp Assignment and Assumption Agreement 9,20.21 (002).docx.jn ASSIGNOR REDLANDS COMMUNITY INVESTMENT CORPORATION a California corporation Name Donal Berry, Jr-� Title Vice President ASSIGNEE CITY OF REDLANDS Paul T Banch, Mayor ATTEST e Donaldson, City Clerk 3 C.\Users\nyut5314\AppData\Local\Microsoft\Wmdows\INetCache\Content.Outlook\GO4BXOAG\Redlands Community Investment Corp Assignment and Assumption Agreement 9.20.21 (002).docx.jn EXHIBIT "A" LEASES As of September 20, 2021 Suite # Branch Citibank, N.A 100 The Cupcake & Espresso Bar 101 Vacant 102 Vacant Mezzanine M-230 Enterprise Funding Corporation Mezzanine A Vacant Mezzanine B Vacant Mezzanine C Conference Room Mezzanine D MP Wealth Management Group, LLC 200 Horspool & Horspool 201 Mark Venckeleer 202 BartonCPAs (formerly Orange Tree Tax/Dennis Grimes) Paramount Residential Mortgage Group, Inc. Thomas Klein Monarch Management BartonCPAs (formerly Orange Tree Tax/Dennis Grimes) Calprivate Bank Joy Neff 209 Rockview Dairies, Inc Celebrity Home Loans (formerly Cherry Creek Mortgage) 211 Cornerstone Christian Wealth Mgmt 212 Cornerstone Christian Wealth Mgmt 213 Vacant 214 Vacant 215 Guaranteed Rate 216 Harr Travel, Inc 217 Stefan Bund 218 Fred Woolley / Financial West Group 219 Rocketseed (USA), Inc. 220 Arrowhead Conference & Events Inc Conference 2A Conference Room Conference 2B Conference Room 300 Brown, White & Osborn LLP 320 Fidelity National Title Company 203 204 205 206 207 208 210 Tenant Monthly Rent $ 20,537.80 $ 5,900.00 $ 3,347 00 $ $ $ $ $ $ $ $ $ $ Security Deposit Deposit $ $ $ 1,205.00 $ 6,189.28 $ 734.00 $ 870 00 $ 1,770 00 $ 567 00 $ 697 00 $ 804 00 567 00 $ 417.00 $ 417.00 $ 707.00 $ 1,082.00 $ 537 00 7,368.28 4,555.85 1,205.00 4,500.00 655.00 1,674 00 1,770.00 525.00 600 00 See Suite 202 453 00 375 00 368.00 655 00 697 00 See Suite 211 $ 975.00 $ 975.00 $ 36919 $ 818.00 $ 840.00 $ 840 00 $ 1,007.00 $ 1,170.00 $ 1,833.00 $ 1,833.00 $ 600 00 $ 3,679.35 $ 7,767.50 $ 2,277 00 $ 6,214.00 4 C:\Users\nyut5314\AppData\Local\Microsoft\Windows\INetCache\Content.Outlook\GO4BXOAG\Redlands Community Investment Corp Assignment and Assumption Agreement 9.20.21 (002).doex.jn 340 OSD Realty Company, Inc - space surrendered 350 Adrian-Gaus Architects 360A Oakridge Design & Development Inc 360E Flagstar Bank, FSB 360C McNaughton Architects InQ 360D McNaughton Architects Inc 360E Oswaldo Gutierrez - space surrendered 360F Oakridge Design & Development Inc 360G Vacant 400 UBS Financial Services Inc 438 RPM Insurance Services 440 Shimoff Law Corporation 445 Vacant 450 Reynolds Law, LLP 460 Atlas Crown Financial, Inc. 470 Vacant 480 Citrus Heights Properties / Oscar Cervantes 500 Retirement Wealth Group 501 Fitzgerald & Associates 502 DLD Partners/Pioneer Real Estate 504 Ensen Mason / Western Accounting 520 Eric Anderson Law Ltd 530 Stout Payne and Waner (National Planning) 600 Betty Auton-Beck 610 Leadership Dimensions Inc 620 Price Law Firm, APC 690 Jeffery Raynes Roof T-Mobile USA Inc Roof Verizon Wireless Roof Sprint Corporation Roof AT&T $ 3,509 06 $ 1,907 71 $ 400 72 $ 1,210.00 $ 346.34 $ 445.66 $ 670.59 $ 544 74 $ 7,856.71 $ 2,495.00 $ 8,570.25 $ 2,334 00 $ 2,381 50 $ 990 00 $ 5,738.51 $ 4,295.53 $ 4,186.00 $ 4,669.00 $ 2,417 00 $ 4,093.77 $ 6,370 08 $ 2,357 18 $ 5,630 00 $ 11,769 00 $ 2,383.41 $ 3,685.71 $ 2,553.65 $ 595.00 Applied to Rent $ 828.00 $ 325 89 $ 2,276.00 $ 374.09 See Suite 360C Applied to Rent See Suite 360A $ 1,946 10 $ 9,897.59 $ 2,375 60 $ 2,578.72 445 00 3,125.82 2,229.00 3,990.00 4,255.00 1,677.00 1,685.94 2,796.90 2,158 15 5,000.00 10,125 00 $ 2,500.00 $ 1,250.00 5 C•\Users\nyut5314\AppData\Local\Microsoft\Windows\INetCache\Content,Outlook\GO4BXOAG\Redlands Community Investment Corp Assignment and Assumption Agreement 9.20.21 (002).docx,jn EXHIBIT "B" SERVICE CONTRACTS Contractor Amount Service Provided Agreement Type Allied Universal Security Services $76,290 10 per year Unarmed, uniformed security Non -Professional Services Agreement Chem -Aqua $3,605 65 per year Water Treatment Non -Professional Services Agreement Executive Services $5,920 16 per month Janitorial Non -Professional Services Agreement Liftech Elevator Services $2,400 per month Elevator Maintenance Non -Professional Services Agreement West Coast Fire & Integration $592 00 per month Fire Alarm Monitoring, Inspection and Service Non -Professional Services Agreement 6 C:\Users\nyut5314\AppData\Local\Microsoft\Windows\INetCache\Content.Outlook\GO4BXOAG\Redlands Community Investment Corp Assignment and Assumption Agreement 9.20.21 (002).docx.jn