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Home My WebLink About3/2/2011 - STAFF REPORTS - 2E *PALM �y c u a aROgATE co, CITY COUNCIL STAFF REPORT DATE: March 2, 2011 CONSENT CALENDAR SUBJECT: Amendment No. 3 to Agreement 3192 Robert J. Pond Living Trust FROM: David H. Ready, City Manager BY: Palm Springs International Airport SUMMARY This action is related to the Robert J. Pond Living Trust and will allow for the transfer from Northern Trust, NA to Bremer Trust, NA as the Corporate Trustee. RECOMMENDATION: 1. Approve Amendment 3 to Agreement 3192 to replace the Corporate Trustee Northern Trust, NA with Bremer Trust, NA effective December 23, 2010. 2. Authorize the City Manager to execute all necessary documents. STAFF ANALYSIS: Several years ago the Robert J. Pond Living Trust assumed existing hangar leasehold and Northern Trust, NA was the designated Trustee. At the notification of Northern Trust, a transfer was made to Bremer Trust, NA effective December 23, 2010. This hangar lease with the City expires September 14, 2011. FISCAL IMPACT: This transfer action will not have any change in the rent paid to the Airport. Thomas Nalan, A.A.E., Executive Director, Airport David H. Ready, Ci ager Attachment: Amendment 3 to Agreement 3192 Item No. • • AMENDMENT NO. 3 TO LEASE WITH ROBERT J. POND This AMENDMENT NO. 3 to LEASE NO. 3192 WITH ROBERT J. POND LIVING TRUST ("Amendment No. 3) is made and entered into this day of 2011, by and between the CITY OF PALM SPRINGS, a California municipal corporation ("City") and the ROBERT J. POND LIVING TRUST ("Lessee"). RECITALS WHEREAS, the Lease was entered into on February 18, 1993 by and between the City and Robert J. Pond for the lease of certain real property located in the County of Riverside and specifically detailed in Exhibit "A" to the Lease; and WHEREAS, Amendment No. 1 to the Lease was executed on October 11, 2006 to allow for a five (5) year extension to the term of the Lease; and WHEREAS, Robert J. Pond died on December 14, 2007 and Amendment No. 2 was executed on June 18, 2008 in order to assign all rights and interests in the Lease from Robert J. Pond to the Robert J. Pond Living Trust. WHEREAS, Northern Trust, NA was appointed by operation of the Will of Robert J. Pond as executor of the estate of Robert J. Pond and Corporate Trustee of the Robert J. Pond Trust; and WHEREAS, Northern Trust, NA has been removed as Corporate Trustee of the Robert J. Pond Trust and replaced with Bremer Trust NA; and WHEREAS, Bremer Trust NA has agreed to assume all obligations, liabilities and duties of the Corporate Trustee as they pertain to the Lease; and WHEREAS, the City has agreed to authorize said replacement of the Corporate Trustee from Northern Trust NA to Bremer Trust NA as it pertains to the Lease.. AGREEMENT NOW THEREFORE, in consideration of the promises of the parties hereto and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. Bremer Trust NA having duly replaced Northern Trust NA as Corporate Trustee for the Robert J. Pond Living Trust, as detailed in Exhibit "A" to this Amendment No. 3., is, pursuant to Section 12.5 of the Lease, a successor in interest to Northern Trust NA. 580928.1 �w 2. Bremer Trust NA agrees to assume all rights, privileges, obligations, liabilities and duties under the Lease of the Corporate Trustee for the Robert J. Pond Living Trust. 3. The person(s) executing this Amendment No. 3 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 3 on behalf of said party, (iii) by so executing this Amendment No. 3, such party is formally bound to the provisions of this Amendment No. 3, and (iv) the entering into this Amendment No. 3 does not violate any provision of any other agreement to which said party is bound. 4. The parties further agree that, except as specifically provided in this Amendment No. 3, the terms of the Lease shall remain unchanged and in full force and effect. [SIGNATURES ON NEXT PAGE] 580928.1 IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the date first written above. ATTEST: CITY OF PALM SPRING a municipal corporation By: By: City Clerk City Manager APPROVED AS TO FORM: By: T City Attorney CONTRACTOR: Check one: Individual Partnership Corporation Trust Robert J. Pond—Bremer Trust, NA two Representatives as Corporate Trustee of the trust By: By: Signature(notarized) Signature(notarized) Name: Name: Title: Title: wwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwawwwwwwwwwwwwwwwww+wwwww�wwwwwwwwwwwwwwwwwwwwwww�wwwwwwww State of State of County of County of On before me, On before me, personally appeared personally appeared who proved to me on the basis of satisfactory who proved to me on basis of satisfactory evidence to be the person(s)whose name(s) evidence to be the person(s)whose name(s) is/are subscribed to the within instrument is/are subscribed to the within instrument acknowledged to me that he/she/they and acknowledged to me that he/she/they executed the same in his/her/their authorized executed the same in his/her/their authorized capacity(ies),and that by his/her/their capacity(ies),and that by his/her/their signature(s)on the instrument the person(s), signatures(s)on the instrument the person(s) or the entity upon behalf of which the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. acted,executed the instrument. I certify under PENALTY OF PERJURY I certify under PENALTY OF PERJURY under the laws of the State of California that under the laws of the State of California that the foregoing paragraph is true and correct. the foregoing paragraph is true and correct. WITNESS my hand and official seal. WITNESS my hand and official seal. Notary Signature: Notary Signature: Notary Seal: Notary Seal: 580928.1 4 AMENDMENT 3- EXHIBIT "A" (see attached) 580928.1 DEC-27-2010 11:43A FROM:SLOUPK BARON EMPEY 7148509011 TO.16517266060 P.2 SLOVAK B-A-R-ON & EMPEY LLP 660 TOWN CENTER DRIVE,STE 1400 COSTA MESA,CA 92626: PALM aPRINus ORMIre TEL(714)435-9591 i son r TANQUITZ COLNYON WAY FAX(714)850-9011 PALM SMiNas,CAld OOM92262 WellsQsbelowyers.com P1,10140(760)322-2275 PAx(76o)saa2107 November. 15,2010 Northem`Dust,NA Attention: Salpi H.AU<eine,Esq. VIAEMAIL Re: Robert J.Pond Trust Gentlemen: Pursuant to Parag4pb 14,1 of the Trust,you are hereby notified that you are removed as Corporate Trustee,and that Bremer Trust NA("Bremer")is appointed replacement Corporate 11-ustee. As more particularly appears;from the acceptance;hereof,Bremer satisfica the requirements of Paragraph 14.4. Within diii.rty(30)days after reaei pt of this notice,you are required to transfor and convey your entire interest in the Trust Estate to Bremer. Dated: November So Ross Pond Polly P Holley . ACCEPTANCE Bremer TrustNA("Bremer")hereby accepts the foregoing appointment as replacement Corporate Trustee. Bremer hereby represents that it her,either(a):a combined capital and suuplus(including the eapital and surplus of its alMliated.entities of at least Fifty Milliotr Dollars($50,000,000)or (b)assets wider its management(including assets under management by its afHl iated entities)of at least One Billion Dollars($1,000,000,000). Bremer declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct,wd that this declaration is executed on November �,2010. Bremer Trust NA 13y Print Name DEC-27-2010 15'06 .0 .714850901f 96% P.02 DEC-27-2010 11:93A FROM:SLOVRK SRRON EMPEY 7198509011 T0;165i?266060 P.3 (01 5 7"7IO _ SLOVAK. BARON & EMPEY LLP 550 TOWN CENTER DRIVE,STE.1400 COSTA MESA.CA 02626 PALM 6PRINUS 0mce TEL(714)435-9591 1WDH.7AHQUr1X CANYON WAY FAX(714)650-9011 PALM 3PR7Nas,CMAK RMA=62 WeUBOate]awyen.Gom PHONE(760=-WS PAX(760)32Z7107 November 15,2010 North=Trust,NA Attention: Salpi H.Alkdne,Esq. VIA.EMAEL Re: Robert L Pond Trust Gentlemen: Pursuant to Paragraph 14.1 of the Trust,you are hereby notified that you axe removed as Corporate Trustee,and that Bremer Trust NA(`Bremer")is appointed replacement Corporate Trustee,. As more particularly appears from the acceptance becof,Bremer satisfies the requirements of Pamgrapb 14.4, Within thirty(30)days,after receipt of this notice,you are required to transfer and canvO your entire interest in the Trust 13state to Bremer, Dated: November .2010 Rose Pond Dolly Pond Holley ACCEPTANCE Bremer Trust NA CBremee')hereby accepts the foregoing appointment as replacement Corporate Trustee. Bremer hereby represents that it has either(a)a combined capital and surplus(including the capital and surplus of its affiliated entities of at least jF*Million Dollars($50,000,000)or (b)assets under its n=agement(including assets under management by its affiated entities)of at least One Billion Dollars($1,000,000,000). Bremer declares under penalty of penury under the laws of the State of California that the foregoing is true and correct,and that this declaration is executed on November ,2010. Bremer Trust NA By Print Name DEC-27-2010 15:06 •7148529011 96% P.03 '� SLOTAK BARON EMPEY LLP 650 TOWN CENTER'DRIVE,STE. 1400' COSTA MESA,CA 92626 PALM SPRINGS OFFICE TEL(71-4)435-9591 1800 rz.TAHQU1TzCANYON WAY FAX(714.)850-9011 FALM•SPRINGS,CALIFORNIA 92262 WellsQSbelawyers.Com PHONE(760)322-2275 FAX(760)322.2107 November 15, 2010 Northern Tnlst,NA Attention: Salpi H.AJlceine,Esq. VIA EMAIL Re: Robert J. Pond Trust Gentlemen: .. Pursuant to Paragraph 14.1 of theTrust,you are hereby notified that you are removed as Corporate Trustee, and that Bremer Trust NA("Bremer") is-appointed replacement Corporate Trustee. As more particularly appears from the acceptance hereof,Bremer satisfies the requirements of Paragraph 14.4.. Within thirty(30)days after receipt of this notice,you are required to transfer and convey your entire interest in the Trust Estate to Bremer. Dated: November ,2010 Jo Rose Pond Polly Pond Holley ACCEPTANCE Bremer Trust NA("Bremer")hereby accepts the foregoing appointment as replacement Corporate Trustee. Bremer hereby represents that it has either(a) a combined capital and surplus(including the capital and surplus of its affiliated entities of at least Fifty Million Dollars($50,000,000)or (b)assets under its management(including assets under.management by its affiliated entities) of at least One Billion Dollars ($1,000,000,000). Bremer declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct, and that this declaration is executed on December 23,2010. Bremer Tlust NA By Print Name Randall A. Pro .' , SVP