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HomeMy WebLinkAboutRes1994-044 . . . Sponsored by: lones CITY OF SEWARD, ALASKA RESOLUTION NO. 94-044 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA, AUTHORIZING THE ASSIGNMENT, PARTIAL ASSIGNMENT AND SUBLET OF LEASE NO. RE84-037, LOT 7, BLOCK I, MARINA SUBDIVISION, FROM DEAN LUST TO THE LUST TRUST, SAM AND SANDRA STILLION, AND SAILING, INC., RESPECTIVELY WHEREAS, on May I, 1984, the city of Seward leased Lot 7, Block I, Marina Subdivision, to Dean Lust for a period of thirty (30) years from November 1, 1984, and subject to the covenants, conditions and stipulations therein; and WHEREAS, the lessee wishes to transfer and assign said lease and improvements associated therewith to the Lust Trust, the trustees of which are D. Dean Lust and Darlene F. Lust; and WHEREAS, concurrently, the Lust Trust wishes to assign a one-third interest in said lease and the improvements thereon to Sam and Sandra Stillion; and WHEREAS, concurrently, the Lust Trust wishes to sublet the lease and improvements thereon to Sailing, Inc.; and WHEREAS, Assignor and Assignees understand and acknowledge that such Assignment is subject to the consent of the City Council and that Assignees are subject to the original terms and conditions of the lease; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA, that: Section 1. The City Manager is hereby authorized to execute the Assignment of Lease for Lease No. RE84-037, Lot 7, Block I, Marina Subdivision, from D. Dean Lust to the Lust Trust, a copy of which is attached and incorporated herein as Exhibit No.1. Section 2. The City Manager is further authorized to execute the Assignment of Partial Interest in Lease for Lease No. RE84-037, Lot 7, Block 1, Marina Subdivision, from the Lust Trust to Sam Stillion and Sandra Stillion, a copy of which is attached and incorporated herein as Exhibit No.2. Section 3. The City Manager is further authorized to execute the Sublease Agreement for Lease No. RE84-037, Lot 7, Block I, Marina Subdivision, between the Lust . . . ASSIGNMENT OF LEASE THIS AGREEMENT, is made and entered into between D. DEAN LUST, a married man, whose mailing address is P.O.Box 2433, Seward, Alaska 99664, hereinafter called the ASSIGNOR, and THE LUST TRUST, the Trustees of which are D. Dean Lust and Darlene F. Lust, whose mailing address is P.O. Box 2433, Seward, AK 99664, hereinafter called the ASSIGNEE; WHEREAS, a lease dated May 1, 1984, and recorded by Lease Memorandum in Book 34. beginning at page 448, Seward Recording District, Third Judicial District, State of Alaska, was entered into between the City of Seward, and Dean Lust, for the premises described as: Lot 7, Block 1, Marina Subdivision, Seward Recording District, Third Judicial District, State of Alaska, containing 22,205 square feet more or less, for a period of thirty (30) years from November 1, 1984 and subject to the covenants, conditions and stipulations therein; and WHEREAS, D. Dean Lust wishes to transfer and assign the said lease and improvements associated therewith to the Lust Trust, the trustees of which are D. Dean Lust and Darlene F. Lust. NOW THEREFORE, in consideration of Ten Dollars and other good and valuable consideration, receipt of which is hereby acknowledged, the Assignor assigns, sets over and conveys to the Assignee all and the entirety of his interest as lessee in the aforedescribed lease and the improvements now thereon, for the unexpired term of said lease, subject to the payment of rents and performances of the covenants, conditions and stipulations therein. The Assignee covenants during the continuance of said term to pay the rents reserved and to perform the covenants, conditions, and stipulations in said lease to be performed by the Assignor and to keep indemnified the Assignor against all actions, claims, and demands whatsoever in respect to the said rents, covenants, conditions, and stipulations, or anything relating thereto. Lease Assignment (84-037) 1 . . . IN WITNESS WHEREOF, the parties hereto have set their hands and seals on the dates indicated. ASSIGNOR: ASSIGNEE: J J~ Lr D. Dean Lust, individually Dated: 3 - z. 7 - '1 'f J/~ /' Lv- D. Dean Lust, Trustee of the Lust Trust Dated: .3 - 7- 7 - '1 Y , ~d~Or~ Darlene F. Lust, Trustee of the Lust Trust Dated: ~/.;;. 7/ rLj Lease Assignment (84-037) 2 . . . ST ATE OF ALASKA ) lss. ) THIRD JUDICIAL DISTRICT tJ:' . / THIS IS TO CERTIFY that on this )'7 day of (Y1 A (?.. ,199::!" before me, the undersigned, a Notary Public in and for the State of Alaska, duly commissioned and sworn as such, personally appeared ~ Dc4,V t iJof,'<",tF F wtJr,known to me and to me known to be the individual named in and who executed the foregoing document, and who acknowledged to me that he/she/they did the same freely and voluntarily for the use and purposes therein set contained. WITNESS my hand and notarial seal the day and year first hereinabove written. OTARY PUBLIC in and for Alaska My Commission Expires: ;; -:; '11c3 STATE OF ALASKA ) lss. ) THIRD JUDICIAL DISTRICT THIS IS TO CERTIFY that on this _ day of , 199_, before me, the undersigned, a Notary Public in and for the State of Alaska, duly commissioned and sworn as such, personally appeared , known to me and to me known to be the individual named in and who executed the foregoing document, and who acknowledged to me that he/she/they did the same freely and voluntarily for the use and purposes therein set contained. WITNESS my hand and notarial seal the day and year first hereinabove written. NOTARY PUBLIC in and for Alaska My Commission Expires: Lease Assignment (84-037) 3 . . . CONSENT OF LESSOR TO ASSIGNMENT The City of Seward hereby consents to the above assignment, provided that the covenants, conditions, stipulations in the Lease and all amendments thereto shall remain in full force. DATED this day of ,199_. THE CITY OF SEWARD, ALASKA Tyler Jones, City Manager ATTEST: APPROVED AS TO FORM: Wohlforth, Argetsinger, Johnson & Brecht, Attorneys for the City of Seward LINDA S. MURPHY CITY CLERK CMC/AAE (City Seal) BY: City Attorney Return to: City of Seward P.O. Box 167 Seward, Alaska 99664 Lea.. Assignment (84-037) 4 . . . SUBLEASE AGREEMENT This sublease is made and entered into by and between the LUST TRUST, D. Dean Lust and Darlene F. Lust, Trustees, whose mailing address is P.O.Box 2433, Seward, Alaska 99664, hereinafter called Sublessors, and SAILING INC., an Alaska corporation, whose mailing address is P.O. Box 2433, Seward, Alaska 99664, hereinafter called Sublessee. Sublessor does hereby sublet to Sublessee, the following described leasehold premises and all improvements thereto: Lot 7, Block 1, Marina Subdivision, Seward Recording District, Third Judicial District, State of Alaska, containing 22,205 square feet more or less; in consideration of the performance of the covenants and promises hereinafter set forth. 1. The term of the sublease is coextensive with the term of the lease between the City of Seward and the Lust Trust. 2. The duties and obligations ofthe Lessee under the aforedescribed lease shall "flow through" and the same duties and obligations shall be owed sublessor by sublessee as are owed to lessor by lessee on said lease, except as may be modified herein. 3. Sublessee shall be responsible for and shall promptly pay all taxes, utilities, repair and maintenance expenses associated with the improvements, insurance (both of the improvements and liability insurance in an amount not less than $500,000.00). 4. Sublessee may make additional improvements to the property upon the consent of the sublessor and shall not permit any mechanics' or materialman's lien to attach to the leasehold and improvements for a period of more than thirty (30) days. 5. Sublessor shall be reflected as an additional insured on the liability insurance and loss payee on the property insurance. 6. Sublessee shall hold harmless, defend and indemnify sublessors free and from any liability or expense associated with environmental claims, charges and actions arising from the present or past conduct of business by sublessee at and on the leasehold premises. '\ . . . 7. Sublessee shall continue to promptly pay the rental due the City of Seward when due, which payment may be made directly to the City of Seward or to sublessor as the sublessor may direct. Sublessee acknowledges that rental is due the City of Seward quarterly and that the rental is subject to periodic adjustment. Sublessee shall also pay the sum of per month on the first day of the month to Sublessor as rental. 8. Sublessee shall be entitled to contest and protest any real property tax valuation of the leasehold and improvements or the periodic rental adjustment in its own name or in the name of Sublessors, as may be required, provided that Sublessors shall not be responsible for any cost, charges or fees associated therewith. 9. Sublessee has neither the power nor the right to assign this sublease or any interest therein to any party absent the written approval of sublessors. For purposes of this sublease, the transfer of a controlling interest in Sublessee, either voluntarily or involuntarily shall constitute such an assignment. 10. In the event of default by Sublessee in any obligation hereunder which default is not cured within thirty (30) days, Sublessor shall have available all remedies as set forth in the lease flowing down and as my be available at law and equity in Alaska. 11. This sublease shall bind the parties hereto, their successors, assigns and representatives. IN WITNESS WHEREOF the parties enter into this written sublease the _ day of , 199_. SUBLESSOR: SUBLESSEE: if' Jft- Lr- LUST TRUST, D. Dean Lust, Trustee I. Ip-- -G- Sailin~lnc.. / I~ By: 12Jby~ Its: k~~~ LUST TRUST, Darlene F. Lust, Trustee Sublease 84.037 2 . . . STATE OF ALASKA ) )ss. ) THIRD JUDICIAL DISTRICT t.t- THIS IS TO CERTIFY that on this ;r7 day of rnA f- , 199~, before me, the undersigned, a Notary Public in and for the State of Alaska, duly commissioned and sworn as such, personally appeared D. Dean Lust and Darlene F. Lust, known to me and to me known to be the individual named in and who executed the foregoing document, and who acknowledged to me that he/she/they did the same freely and voluntarily for the use and purposes therein set contained. WITNESS my hand and notarial seal the day and year first hereinabove written. ~~,~ NOTARY PUBLIC in and for Alaska My Commission Expires: 2-3-<7'B STATE OF ALASKA } )ss. ) THIRD JUDICIAL DISTRICT THIS IS TO CERTIFY that on this _ day of , 199_, before me, the undersigned, a Notary Public in and for the State of Alaska, duly commissioned and sworn as such, personally appeared , known to me and to me known to be the individual named in and who executed the foregoing document, and who acknowledged to me that he/she/they did the same freely and voluntarily for the use and purposes therein set contained. WITNESS my hand and notarial seal the day and year first hereinabove written. NOTARY PUBLIC in and for Alaska My Commission Expires: . Sublease 84.037 3 . . . CONSENT OF LESSOR TO SUBLEASE The City of Seward hereby consents to the above assignment, provided that: A. The covenants, conditions, and stipulations in the Lease and all amendments thereto shall remain in full force. B. The City of Seward shall be reflected as an additional insured on the liability insurance and provided a copy of the insurance certificate. C. All lease administration including rents due will be conducted by the City with the Sublessor. D. Sublessee shall hold harmless, defend and indemnify the City of Seward, free and from any liability or expense associated with environmental claims, charges and actions arising from the present or past conduct of business by sublessee at and on the leasehold premises. DATED this day of , 199 . THE CITY OF SEWARD, ALASKA Tyler Jones, City Manager ATTEST: APPROVED AS TO FORM: Wohlforth, Argetsinger, Johnson & Brecht, Attorneys for the City of Seward BY: City Attorney LINDA S. MURPHY CITY CLERK CMC/ AAE (City Seal) Sublease 84.037 4 - . . . ASSIGNMENT OF PARTIAL INTEREST IN lEASE THIS AGREEMENT, is made and entered into between THE LUST TRUST, the Trustees of which are D. Dean Lust and Darlene F. Lust, whose mailing address is P.O.Box 2433, Seward, Alaska 99664, hereinafter called the ASSIGNOR, and SAM STILLION AND SANDRA STILLION, a married couple, whose mailing address is 1170 Propwash, Fairbanks, Alaska 99709, hereinafter called the ASSIGNEE; WHEREAS, a lease dated May 1, 1984, and recorded by Lease Memorandum in Book 34, beginning at page 448, Seward Recording District, Third Judicial District, State of Alaska, was entered into between the City of Seward, and Dean Lust, for the premises described as: Lot 7, Block 1, Marina Subdivision, Seward Recording District, Third Judicial District, State of Alaska, containing 22,205 square feet more or less, for a period of thirty (30) years from November 1, 1984 and subject to the covenants, conditions and stipulations therein; and WHEREAS, an Assignment of Lease made , 1994 and recorded in Book _ beginning at Page _' Seward Recording District, Third Judicial District, State of Alaska, transferred said lease from D. Dean Lust to the Lust Trust, the Trustees of which are D. Dean Lust and Darlene F. Lust, subject to the original lease covenants, conditions and stipulations. WHEREAS, the Trustees of the Lust Trust have entered into negotiations with Sam and Sandra Stillion for the assignment of a one-third (1/3) interest in said lease and the improvements thereon; and. WHEREAS, Assignees acknowledge that the Lust Trust has entered into a written sublease with Sailing Inc., represent that they have reviewed the proposed sublease and consent to the Lust Trust obtaining consent of the City of Seward to said sublease contemporaneously with this Assignment. The interest transferred to assignees hereby shall be encumbered with said sublease. WHEREAS, Assignor and Assignees understand and acknowledge that this Assignment is subject to the consent of the City of Seward as lessor, and Assignor and Assignees agree to the conditions of such consent set forth herein; and Lease Assignment No.2 (84-0371 1 . . . WHEREAS, upon the effective date of this Assignment, the City of Seward having consented thereto, the mailing address of the lessees under such lease shall continue to be the mailing address of the Lust Trust: P.O. Box 2433, Seward, Alaska 99664. NOW THEREFORE, in consideration of Ten Dollars and other good and valuable consideration, receipt of which is hereby acknowledged, the Assignor assigns, sets over and conveys to the Assignee a one-third (1/3) interest as lessee in the aforedescribed lease and the improvements now thereon, for the unexpired term of said lease, subject to the payment of rents and performances of the covenants, conditions and stipulations therein. The Assignee covenants during the continuance of said term to pay the rents reserved and to perform the covenants, conditions, and stipulations in said lease to be performed by the Assignor and to keep indemnified the Assignor against all actions, claims, and demands whatsoever in respect to the said rents, covenants, conditions, and stipulations, or anything relating thereto. IN WITNESS WHEREOF, the parties hereto have set their hands and seals on the dates indicated. ASSIGNOR: J ~"- L- D. Dean Lust, Trustee of the Lust Trust Dated: :? -2- 7 - ~'f , ASSIGNEE: ~5dL Sam StilliOh 0 Dated: ~ ~ 7f h/l~ ~~ Darlene F. Lust, Trustee of the Lust Trust Date: 3/ d ~/ ?'f ~~ ~\~ Sandra Still\On Date: ~:l... "\ '\-\ '\ ' lease Assignment No.2 (84.0371 2 . . . STATE OF ALASKA I )ss. I THIRD JUDICIAL DISTRICT j'1. THIS IS TO CERTIFY that on this .2 '7 day of (11 A f( ,1991:', before me, the undersigned, a Notary Public in and for the State of Alaska, duly commissioned and sworn as such, personally appeared D. Dean Lust and Darlene F. Lust, known to me and to me known to be the individual named in and who executed the foregoing document, and who acknowledged to me that he/she/they did the same freely and voluntarily for the use and purposes therein set contained. WITNESS my hand and notarial seal the day and year first hereinabove written. OT ARY PUBLIC In and for Alaska My Commission Expires: ;) -~-<; 6 STATE OF ALASKA ) )ss. I 1'/h,D JUDICIAL DISTRICT THIS IS TO CERTIFY that on this J'7eaay of mAR.. , 199L-/, before me, the undersigned, a Notary Public in and for the State of Alaska, duly commissioned and sworn as such, personally appeared Sam Stillion and Sandra Stillion, known to me and to me known to be the individual named in and who executed the foregoing document, and who acknowledged to me that he/she/they did the same freely and voluntarily for the use and purposes therein set contained. WITNESS my hand and notarial seal the day and year first hereinabove written. OT ARY PUBLIC in and for Alaska My Commission Expires:.2'~- q '0 Lease Assignment No.2 (84.037) 3 . . . CONSENT OF LESSOR TO ASSIGNMENT The City of Seward hereby consents to the above assignment, provided that the covenants, conditions, and stipulations in the Lease and all amendments thereto shall remain in full force, and that Assignor and Assignees shall be jointly and severally responsible for the performance thereof. DATED this day of ,1994. THE CITY OF SEWARD, ALASKA Tyler Jones, City Manager ATTEST: APPROVED AS TO FORM: WOhlforth, Argetsinger, Johnson & Brecht, Attorneys for the City of Seward LINDA S. MURPHY CITY CLERK CMC/AAE (City Seal) BY: City Attorney Return to: City of Seward P.O. Box 167 Seward, Alaska 99664 Lease Assignment No.2 (84.037) 4 .1 . . . CITY OF SEWARD, ALASKA RESOLUTION NO. 94-044 Trust and Sailing, Inc., a copy of which is attached and incorporated herein as Exhibit No.3. Section 4. This resolution shall take effect immediately upon its adoption. PASSED AND APPROVED by the City Council of the city of Seward, Alaska, this 11th day of April, 1994. THE CITY OF SEW ARDt ALASKA ctL0e uQ. (\~ Dave W. Crane, Mayor '- AYES: NOES: ABSENT: ABSTAIN: Bencardino, Crane, Darling, Krasnansky, O'Brien, Sieminski Anderson None None A TIEST: APPROVED AS TO FORM: Wohlforth, Argetsinger, Johnson & Brecht, Attorneys for the city of Seward, Alaska ~~~ City Attorney (City Seal)