OSB 15-003RESOLUTION NO. OSB -15 -003
A RESOLUTION OF THE OVERSIGHT BOARD
TO THE SUCCESSOR AGENCY OF THE
POWAY REDEVELOPMENT AGENCY AUTHORIZING
THE FOURTH AMENDMENT TO THE LEASE AGREEMENT
WITH DESERT OASIS INDUSTRIAL LOFTS, LLC
WHEREAS, pursuant to Health and Safety Code Section 34181(e), the Successor
Agency shall determine whether any contracts, agreements, or arrangements between the
dissolved redevelopment agency and any private parties should be terminated or
renegotiated to reduce liabilities and increase net revenues to the taxing entities, and
present proposed termination or amendment agreements to the Oversight Board for its
approval; and
WHEREAS, Desert Oasis Industrial Lofts, LLC operates a self- storage business on
the former Redevelopment Agency property located at 13033 Poway Road, Poway,
California known as Poway Stoway; and
WHEREAS, the former Redevelopment Agency entered into a Lease Agreement
(Lease) with the current tenant beginning May 1, 2009, for a three -year term, with two,
one -year extension options, which was assigned to the Successor Agency upon
dissolution of the former Redevelopment Agency; and
WHEREAS, in accordance with the provisions of the Lease, the First Amendment to
the Lease Agreement was executed on May 1, 2012, which extended the term of the
Lease for an additional one -year period; and
WHEREAS, in accordance with the provisions of the Lease, the Second
Amendment to the Lease Agreement was executed on May 1, 2013, which extended the
term of the Lease for an additional one -year period; and
WHEREAS, beginning May 1, 2014, the Successor Agency may extend the lease at
its sole discretion for a period of up to five years; and
WHEREAS, in accordance with the provisions of the Lease, the Third Amendment
to the Lease Agreement was executed on May 1, 2014, which extended the term of the
Lease for an additional one -year period; and
WHEREAS, the Successor Agency would like to extend the term of the Lease for an
additional one -year period beginning May 1, 2015, by executing the Fourth Amendment to
the Lease Agreement (Exhibit A); and
WHEREAS, the Lease is a "triple net" lease that generates approximately $146,000
net revenue annually to the Successor Agency, which is used to offset obligations of the
former Redevelopment Agency and increases the funds available for distribution to the
other taxing entities.
Resolution No. OSB 15 -003
Page 2
NOW, THEREFORE the Oversight Board of the Successor Agency to the Poway
Redevelopment Agency does hereby resolve as follows:
Section 1. The Oversight Board hereby finds and determines that the foregoing
recitals are true and correct.
Section 2. A duly noticed public meeting having been held, the Oversight Board
hereby authorizes the Successor Agency to execute the Fourth Amendment to the Lease
Agreement and extend the term of the Lease with Desert Oasis Industrial Lofts, LLC for an
additional one -year period beginning May 1, 2015.
Section 3. This Resolution shall take effect immediately upon its adoption.
PASSED, ADOPTED and APPROVED by the Oversight Board to the Successor
Agency of the Poway Redevelopment Agency at a Special meeting this 19th day of March
2015.
Bruce Tarzy'j L
Chair
ATTEST:
- 'RogA&P,(�
Sheila . Cobian, CMC, Secretary
Resolution No. OSB 15 -003
Page 3
STATE OF CALIFORNIA )
) SS
COUNTY OF SAN DIEGO)
I, Sheila R. Cobian, CIVIC, Secretary, Successor Agency to the Poway
Redevelopment Agency, do hereby certify under penalty of perjury that the foregoing
Resolution No. OSB 15 -003 was duly adopted by the Oversight Board to the Successor
Agency of the Poway Redevelopment Agency at a meeting of said Oversight Board held
on the 19th day of March 2015 and that it was so adopted by the following vote:
AYES: TARZY, FONG- SAKAI, LADERMAN, LYON, SCOTT
NOES: NONE
ABSENT: TAM, THOLANDI
DISQUALIFIED: NONE
Sheila 'R. Cobian, CIVIC, Secretary
Resolution No. OSB 15 -003
Page 4
Exhibit A
FOURTH AMENDMENT TO LEASE AGREEMENT
This FOURTH AMENDMENT TO LEASE AGREEMENT ( "Fourth Amendment "), by and
between the City of Poway, solely in its capacity as successor agency to the Poway Redevelopment
Agency ( "Successor Agency ") and Desert Oasis Industrial Lofts, LLC, a California Limited Liability
Company ( "Tenant "), is entered into effective this 1st day of May, 2015.
RECITALS
1. The Poway Redevelopment Agency (the "Redevelopment Agency ") and Tenant's predecessors
in interest, Avalon Property Development, a California corporation ( "Avalon ") and Chris LaFornara
( "LaFornara ") (collectively, Avalon and LaFornara, the "Original Tenants ") entered into that certain
Lease with a term beginning May 1, 2009, by which Redevelopment Agency and the Original Tenants
established the terms and conditions for use of the Redevelopment Agency -owned real property located
at 13033 Poway Road, Poway, California ( "Leased Premises "); and
2. Section 5 of the Lease allows for the Tenant to assign the Lease to a corporation with which
Tenant may merge or consolidate, to any subsidiary of Tenant, to any corporation under common
control with Tenant, or to a purchaser of substantially all of Tenant's assets; and
3. Subsequent to execution of the Lease, Avalon dissolved and ownership of Avalon's business
operations and the Lease was sold and assigned by the Original Tenants to Desert Oasis Industrial Lofts,
LLC, of which LaFornara is included as a member; and
4. On February 1, 2012, the Redevelopment Agency was dissolved by operation of law, and,
pursuant to California Health and Safety Code section 37173 the City became the Successor Agency to
the former Redevelopment Agency; and
5. Section 20 of the Lease allows for the Redevelopment Agency to assign the Lease to the City of
Poway; and
6. As a result of action taken prior to the dissolution of the Redevelopment Agency on February 1,
2012, and in accordance with Health and Safety Code section 37173, the Leased Premises and the Lease
have been assigned to the Successor Agency; and
7. Section 1 of the Lease provides for a three -year lease term, with two one -year extension options
to be exercised at the sole discretion of the Successor Agency; and
8. On May 1, 2012, the First Amendment to the Lease Agreement ( "First Amendment ") was
executed by Tenant and Successor Agency in order to extend the term of the Lease for a period of one
(1) year; and
9. On May 1, 2013, the Second Amendment to the Lease Agreement ( "Second Amendment ") was
executed by Tenant and Successor Agency in order to extend the term of the Lease for a period of one
(1) year; and
10. Section 1 of the Lease additionally provides that beginning May 1, 2014, the Successor Agency
may extend the Lease at its sole discretion for a period of up to five years; and
11. On May 1, 2014, the Third Amendment to the Lease Agreement ( "Third Amendment ") was
executed by Tenant and Successor Agency in order to extend the term of the Lease for a period of one
(1) year; and
Resolution No. OSB 15 -003
Page 5
12. Successor Agency and Tenant now wish to amend Section 1 of the Lease to extend its term by
an additional one (1) year; and
13. This Fourth Amendment is necessary to extend the term of the lease for a one (1) year period
commencing May 1, 2015.
NOW, THEREFORE, IT IS HEREBY AGREED AS FOLLOWS:
Section 1. Section 1 of the Lease is hereby amended to read as follows:
1. Lease Term. Successor Agency hereby leases to Tenant the property commonly known as
13033 Poway Road, Poway, California ( "Leased Premises "), and Tenant hereby leases the same from
Successor Agency, for a seven -year term commencing on May 1, 2009 ( "Commencement Date "). At
any time after May 1, 2012, the Successor Agency may terminate the lease by providing Tenant with six
months written notice. Beginning May 1, 2016, the Successor Agency may extend the lease at its sole
discretion for a period of up to three years.
Section 2. Except as otherwise amended by this Fourth Amendment, all other terms and conditions
of the Lease, First Amendment, Second Amendment, and Third Amendment shall remain in full force
and effect.
IN WITNESS WHEREOF, the Parties have caused this Fourth Amendment to be signed and executed
the day and year first above written.
CITY OF POWAY AS SUCCESSOR AGENCY
Daniel Singer, Executive Director
DESERT OASIS INDUSTRIAL LOFTS, LLC
DATED:
By: DATED:
Paul Goldfarb, Member
By: DATED:
Michelle LaPrise, Member
LIZA
Chris LaFornara, Member
APPROVED AS TO FORM:
Morgan L. Foley, City Attorney
DATED: