AGENDA REPORT
Meeting Date: July 19, 2022
Item Number:
To: Parking Authority Board of Directors
From: Logan Phillippo, Policy & Management Analyst
Jonathan Gernes, Management Analyst
Subject: APPROVAL OF SECOND AMENDMENT TO LEASE BY AND
BETWEEN THE PARKING AUTHORITY OF THE CITY OF BEVERLY
HILLS AND FREM INVESTMENTS, LLC AT 240 NORTH BEVERLY
DRIVE
Attachment: 1. Second Amendment to Lease
RECOMMENDATION
Staff recommends City Council approve the Second Amendment to Lease by and between The Parking Authority of the City of Beverly Hills and Frem Investments, LLC (the “Tenant”) at 240 North Beverly Drive.
INTRODUCTION
The Tenant, located on the third floor of the Beverly Cañon Garden’s building at 240 North Beverly Drive, currently has an unpaid rent balance of $62,811.52 representing monthly rent from April 1, 2020 through May 31, 2020. The proposed amendment abates the $62,811.52 unpaid rent balance, replaces the letter of credit required under the lease with a cash security deposit in the amount of $37,527.85, and provides Tenant the right to purchase all-day parking validations for the 240 N. Beverly Drive parking structure for $3.00 per validation solely for the Tenant’s invitees to the Premises.
DISCUSSION
The City entered into an office lease at 240 North Beverly Drive with Frem Investments, LLC in 2010. The lease has been subsequently amended to extend the term of the agreement through January 31, 2036. The Tenant operates Operating & Management Concepts, Inc., an investment management company.
The proposed Second Amendment to Lease provides the following key terms:
D-1
Meeting Date: July 19, 2022
Abated Rent: Monthly rent for April 2020 and May 2020 shall be abated; Cash Security Deposit: The Tenant shall deliver a cash security deposit of $37,527.85 concurrent with its execution of this Second Amendment in consideration of the expiration of the letter of credit; and Parking Validations: The Tenant shall have the right to purchase all-day parking validations for the 240 N. Beverly Parking Structure for $3.00 per validation solely for the Tenant’s invitees to the Premises.
FISCAL IMPACT
The proposed lease amendment abates $62,811.52 in the monthly rent payable for April 2020 and May 2020. All-day parking validations for the 240 N. Beverly Drive Parking Structure are currently available for purchase for $22.00 per validation. The proposed amendment would reduce the validation pricing for the Tenant to $3.00 per validation, to be used solely for the Tenant’s invitees.
Gabriella Yap,
Deputy City Manager
Approved By
Attachment 1
-1-
B0785-0001\2685039v2.doc
SECOND AMENDMENT TO LEASE
THIS SECOND AMENDMENT TO LEASE (this “Second Amendment”) is dated as of __________________________, 2022 (the “Effective Date”), and is entered into by and between THE PARKING AUTHORITY OF THE CITY OF BEVERLY HILLS (“Lessor”) and FREM INVESTMENTS, LLC, a California limited liability company (“Lessee”).
R E C I T A L S
A. Lessor and Lessee entered into that certain Office Lease dated August 31, 2010 (the “Lease”) which affects a portion of the building located at 240 N. Beverly Drive, Beverly Hills, California (the “Premises”), and amended it by a First Amendment to Lease dated April 7, 2015.
B. A Memorandum of Lease was recorded on November 22, 2010 as Document No. 20101692655 in the Official Records of Los Angeles County. The First Amendment to Lease was recorded on May 18, 2015 as Document Number 20150572671 in such Official Records.
C. Suite 350 became a part of the Premises as of January 24, 2019, upon its delivery to the Tenant pursuant to Section 36 of the Lease.
D. Lessor and Lessee desire to further amend the Lease.
A G R E E M E N T
NOW, THEREFORE, in consideration of the foregoing recitals, and the covenants and conditions contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee hereby agree as follows:
1. Limited Rent Abatement. The monthly base rent for April 2020 and May 2020 is hereby abated.
2. Security Deposit. The security deposit described in Section 1(g) of the Lease and Article 6 of the Lease, which was in the form of a letter of credit, has expired; consequently, Lessee shall, concurrently with its execution and delivery of this Second Amendment, deliver to Lessor a cash security deposit of $37,527.85, which shall not be reduced, but will otherwise be held by Lessor as the security deposit under the Lease
3. Parking Validations. Lessee shall have the right to purchase from Lessor “all-day” parking validations for parking in the Parking Structure for Three Dollars ($3.00) per validation. for use solely by Tenant’s invitees to the Premises. In no event shall Tenant sell validations or access to the parking structure, and if Lessor determines that Tenant shall have done so, Lessor may elect, in writing, that Lessee no longer have such right to purchase validations (and Lessor’s City Manager shall have the authority to make such election in writing).
4. Executive Director Authority. The Executive Director of Lessor shall have the authority to execute the Amendment to Memorandum of Lease described in Section 5 below, on behalf of Lessor.
DocuSign Envelope ID: D8C76488-FD82-46AC-A921-68B3231D1644 -2-
B0785-0001\2685039v2.doc
5. Amendment of Recorded Memorandum of Lease. Upon its execution and delivery of this Second Amendment, Lessee shall concurrently execute and deliver a duly acknowledged counterpart of an Amendment to Memorandum of Lease in the form attached hereto as Exhibit “A”.
6. DocuSign. The parties may use DocuSign to execute and deliver this Second Amendment, but Lessee must deliver an executed original of the Amendment to Memorandum of Lease to Lessor, duly acknowledged, so that it can be executed and recorded by Lessor.
7. Brokers. Lessee shall indemnify, defend and hold Lessor harmless from and against any claims that may be asserted against Lessor by any real estate broker, salesperson or finder in connection with this Amendment that is based on any agreements or communications between Lessee and any such real estate broker, salesperson or finder. Lessor represents and warrants that Lessor has not engaged any real estate broker, salesperson or finder in connection with this Amendment, and Lessor shall indemnify, defend and hold Lessee harmless from and against any claims that may be asserted against Lessee by any real estate broker, salesperson or finder in connection with this Amendment that is based on any agreements or communications between Lessor and any such real estate broker, salesperson or finder.
8. Conflict. In the event of a conflict or inconsistency between the terms and conditions of the Lease and the terms and conditions of this Second Amendment, the terms and conditions of this Second Amendment shall prevail and control.
9. Continuing Effect. Except as specifically modified hereby, the Lease shall remain unaffected and unchanged. The Lease is hereby ratified and affirmed by Lessor and Lessee and remains in full force and effect as modified hereby.
10. Counterparts. This Second Amendment may be executed in any number of counterparts, each of which, when executed and delivered, shall be deemed to be an original, and all of which, taken together, shall be deemed to be one and the same instrument.
IN WITNESS WHEREOF, Lessor and Lessee have executed this Second Amendment as of the date and year first above written.
LESSOR: THE PARKING AUTHORITY OF THE
CITY OF BEVERLY HILLS
By:
Lili Bosse, Chair
ATTEST:
_________________________________
Huma Ahmed, Secretary
APPROVED AS TO FORM:
_________________________________
Laurence S. Wiener, General Counsel
APPROVED AS TO CONTENT:
DocuSign Envelope ID: D8C76488-FD82-46AC-A921-68B3231D1644 -3-
B0785-0001\2685039v2.doc
_________________________________
George Chavez, Executive Director
LESSEE: FREM INVESTMENTS, LLC,
a California limited liability company
By:
Gabriel Frem, Member/Manager
DocuSign Envelope ID: D8C76488-FD82-46AC-A921-68B3231D1644 -4-
B0785-0001\2685039v2.doc
EXHIBIT “A”
FORM OF AMENDMENT TO MEMORANDUM OF LEASE
(Attached.)
DocuSign Envelope ID: D8C76488-FD82-46AC-A921-68B3231D1644 -5-
B0785-0001\2685039v2.doc
RECORDING REQUESTED BY, AND
WHEN RECORDED MAIL TO:
The Parking Authority of the City of Beverly Hills
455 North Rexford Drive
Beverly Hills, California 90210
Attn: City Clerk
(Space Above Line For Recorder’s Use)
Exempt from Recording Fees under California Government Code 27383.
AMENDMENT TO MEMORANDUM OF LEASE
THIS AMENDMENT TO MEMORANDUM OF LEASE (this “Amendment”) is dated as of ___________________, 2022, and is entered into by and between THE PARKING AUTHORITY OF THE CITY OF BEVERLY HILLS (“Landlord”), and (“Tenant”).
R E C I T A L S
A. Landlord and Tenant entered into that certain Office Lease dated August 31, 2010 (the “Lease”) which affects a portion of the building located at 240 N. Beverly Drive, Beverly Hills, California (the “Premises”), and amended it by a First Amendment to Lease dated April 7, 2015.
B. A Memorandum of Lease was recorded on November 22, 2010 as Document No. 20101692655 in the Official Records of Los Angeles County. The First Amendment to Lease was recorded on May 18, 2015 as Document Number 20150572671 in such Official Records C. Landlord and Tenant have entered into a Second Amendment of Lease dated _______________, 2022, and desire to execute and record this Amendment in order to reflect of record such Second Amendment.
A G R E E M E N T
NOW, THEREFORE, Landlord and Tenant hereby amend the Memorandum to reflect that the Lease has been amended as set forth in the Second Amendment to Lease. The Lease, as amended, is incorporated herein by this reference.
IN WITNESS WHEREOF, Landlord and Tenant have executed this Amendment.
DocuSign Envelope ID: D8C76488-FD82-46AC-A921-68B3231D1644 -6-
B0785-0001\2685039v2.doc
LANDLORD: THE PARKING AUTHORITY OF THE
CITY OF BEVERLY HILLS
By:
George Chavez, Executive Director
TENANT: FREM INVESTMENTS, LLC,
a California limited liability company
By:
Gabriel Frem, Member/Manager
DocuSign Envelope ID: D8C76488-FD82-46AC-A921-68B3231D1644 -7-
B0785-0001\2685039v2.doc
State of California )
County of Los Angeles )
On _________________________, before me, ,
(insert name and title of the officer)
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.
WITNESS my hand and official seal.
Signature (Seal)
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.
DocuSign Envelope ID: D8C76488-FD82-46AC-A921-68B3231D1644 -8-
B0785-0001\2685039v2.doc
State of California )
County of Los Angeles )
On _________________________, before me, ,
(insert name and title of the officer)
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.
WITNESS my hand and official seal.
Signature (Seal)
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.
DocuSign Envelope ID: D8C76488-FD82-46AC-A921-68B3231D1644 Certificate Of Completion
Envelope Id: D8C76488FD8246ACA92168B3231D1644 Status: Sent Subject: Please DocuSign: Second Amendment to Lease - Frem Investments, LLC.pdf Source Envelope:
Document Pages: 8 Signatures: 2 Envelope Originator:
Certificate Pages: 2 Initials: 0 Jonathan Gernes
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.166
Record Tracking
Status: Original
6/28/2022 1:37:27 PM
Holder: Jonathan Gernes
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Gabriel Frem
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Drawn on Device
Using IP Address: 50.18.197.118
Sent: 6/28/2022 1:56:49 PM
Viewed: 6/28/2022 3:32:17 PM
Signed: 7/1/2022 4:53:13 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Bruce Galloway for
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 208.87.235.180
Sent: 7/1/2022 4:53:14 PM
Viewed: 7/5/2022 6:53:23 AM
Signed: 7/5/2022 6:53:32 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Logan Phillippo
[email protected]
Senior Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 7/5/2022 6:53:33 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
George Chavez
[email protected]
Security Level: Email, Account Authentication
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Electronic Record and Signature Disclosure:
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Lili Bosse
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
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Signer Events Signature Timestamp
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
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Logan Phillippo
[email protected]
Senior Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 6/28/2022 1:56:48 PM
Viewed: 6/28/2022 2:56:12 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Jackie Perez
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
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Envelope Sent Hashed/Encrypted 6/28/2022 1:56:48 PM
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