1 RECORDING REQUESTED BY:
AND WHEN RECORDED RETURN TO:
295 Club Center LLC, a Nevada limited liability company 3750 Las Vegas Blvd S, #4305
Las Vegas, NV 89158
Attn: Wen Hou
ASSIGNMENT AND ASSUMPTION AGREEMENT
(CITY OF SAN BERNARDINO LEASE)
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (“Agreement”) is made and entered into on , 2024 between CCI CLUB SB LLC, a Colorado limited liability company (“Assignor”), and 295 CLUB CENTER LLC, a Nevada limited liability company (“Assignee”).
RECITALS
A. The City of San Bernardino, a municipal corporation (“City”), and Simchowitz-W No.1, a California limited partnership (“SW1”), entered into that certain Lease Agreement – Parking Lot Lease No. 15.06-136 on July 5, 1990 pursuant to which City leased to SW1 the land described on Exhibit A attached hereto and incorporated herein by this reference. Such ground lease and all amendments, modifications, and replacements thereof may be collectively referred to herein as the “Ground Lease”.
B. The Ground Lease was assigned to Assignor pursuant to that certain Assignment and Assumption Agreement (City of San Bernardino Lease) between Club Center Investors, L.P., a California limited partnership and Assignor dated September 9, 2003 and recorded on the same day as document number 2003-0678351 in the Official Records of San Bernardino County, California. Assignor is the current lessee under the Ground Lease.
C. Assignor desires to assign, sell, transfer and convey all of its right, title and interest in and to the Ground Lease to Assignee and Assignee is willing to accept such assignment, sale and transfer on the terms and conditions contained herein.
D. Pursuant to section 27(C)(4) of the "Lease Agreement - Parking Lot Lease No.
15.06-136," signed July 5, 1990 ("Lease"), the CITY OF SAN BERNARDINO, a municipal corporation states as follows:
1. The Lease is unmodified and in full force and effect;
2. To its knowledge, the lessee is not in default under the lease;
3. The rent has been paid through August 2024. 2 NOW, THEREFORE, in consideration of the foregoing recitals and other valuable consideration, the sufficiency and receipt of which is hereby acknowledged, Assignor and Assignee hereby agree as follows:
1. Assignment. Assignor hereby assigns and transfers to Assignee all of Assignor’s right, title and interest in and to the Ground Lease.
2. Assumption. Assignee hereby agrees to and does accept this Assignment, and hereby expressly assumes and agrees to keep, perform and fulfill all of the terms, covenants, conditions and obligations required to be kept, performed and fulfilled by Assignor as Lessee under the Ground Lease.
3. Counterparts. This Assignment may be executed in one or more counterparts by Assignor and Assignee. All counterparts shall be construed together and shall constitute one agreement.
[Next Pages are Signature Pages]
3 ASSIGNOR:
CCI CLUB SB LLC,
a Colorado limited liability company
By:
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, accuracy, or validity of that document.
State of Colorado )
County of Arapahoe )
On ___________________, before me, __________________________________, 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 Colorado that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
__________________________________
Signature of Notary Public
My Commission Expires:
4 ASSIGNEE:
295 CLUB CENTER LLC,
a Nevada limited liability company
By:
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, accuracy, or validity of that document.
State of ______________________________ )
County of )
On ___________________, before me, __________________________________, 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 of Notary Public
My Commission Expires:
5 CONSENT
The undersigned, as Lessor under the Ground Lease described above, hereby consents to the assignment of the tenant’s interest under the Ground Lease by CCI Club SB LLC, a Colorado limited liability company, to 295 Club Center LLC, a Nevada limited liability company. Lessor acknowledges that the Assignor, as of the date of this Assignment, is the lessee under the ground lease.
LESSOR:
CITY OF SAN BERNARDINO, a municipal
corporation
By:
Rochelle Clayton
Acting City Manager
Attest:
City Clerk
APPROVED AS TO FORM:
Name:
Title: City Attorney
6 EXHIBIT A
PROPERTY DESCRIPTION
THAT PORTION OF WATERMAN AVENUE, VACATED PER RESOLUTION NO. 89-477 OF THE CITY OF SAN BERNARDINO, RECORDED MARCH 5, 1990, INSTRUMENT NO. 90-083700, OFFICIAL RECORDS, LYING WITHIN LOT 4, BLOCK 65, RANCHO SAN
BERNARDINO, IN THE CITY OF SAN BERNARDINO, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 7 OF MAPS, PAGE(S) 2, RECORDS OF SAID COUNTY, DESCRIBED AS FOLLOWS:
COMMENCING AT THE INTERSECTION OF THE CENTERLINES OF WATERMAN AVENUE AND CAROLINE STREET; THENCE SOUTH 89 DEG. 47' 49" WEST, ALONG THE CENTERLINE OF SAID CAROLINE STREET, 195.09 FEET; THENCE SOUTH 00 DEG. 12' 11" EAST, 30.00 FEET TO THE SOUTH LINE OF SAID CAROLINE STREET, SAID POINT ALSO BEING THE TRUE POINT OF BEGINNING; THENCE SOUTH 00 DEG. 01' 25" EAST, 40.00 FEET; THENCE SOUTH 36 DEG. 14' 39" EAST, 160.77 FEET TO A POINT 100.00 FEET WESTERLY OF THE CENTERLINE OF WATERMAN AVENUE; THENCE SOUTH 00 DEG. 01' 25" EAST, AND PARALLEL WITH SAID CENTERLINE OF WATERMAN AVENUE, 290.48 FEET; THENCE SOUTH 03 DEG. 29' 11" WEST, 256.64 FEET; THENCE SOUTH 89 DEG. 47' 54" WEST, 49.66 FEET; THENCE SOUTH 00 DEG. 01' 25" EAST, 110.00 FEET; THENCE NORTH 89 DEG. 47' 54" EAST, 85.00 FEET; THENCE NORTH 04 DEG. 39' 41" EAST, 367.30 FEET; TO A POINT 50.00 FEET WESTERLY OF WATERMAN AVENUE; THENCE NORTH 00 DEG. 01' 25" WEST, AND PARALLEL WITH SAID CENTERLINE OF WATERMAN AVENUE, 375.79 FEET; THENCE NORTH 05 DEG. 20' 55" WEST, 60.19 FEET; THENCE NORTH 47 DEG. 46' 33" WEST, 36.91 FEET; THENCE SOUTH 89 DEG. 47' 49" WEST, PARALLEL WITH THE CENTERLINE OF SAID CAROLINE STREET, 112.09 FEET TO THE TRUE POINT OF BEGINNING.
APN NO._______________________