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HomeMy WebLinkAbout6/18/2008 - STAFF REPORTS - 2.N. iy V N �'Rbgiv nS -0"FOR%% City Council Staff Report DATE: JUNE 18, 2008 CONSENT CALENDAR SUBJECT: CONSENT TO SUBLEASE BETWEEN THE O'DONNELL GOLF CLUB, A CALIFORNIA CORPORATION AND PAUL C. MARUT AND TRACY H. CONRAD, TRUSTEES OF THE CONRAD-MARUT FAMILY TRUST FOR A PROPERTY AND BUILDING AT THE O'DONNELL GOLF COURSE (THE "CARRIAGE HOUSE") FROM: David H. Ready, City Manager BY: Community & Economic Development Department SUMMARY: This action consents to a Sublease between the O'Donnell Golf Club, a California corporation (hereinafter "Sublessor"), and Paul C. Marut and Tracy H. Conrad, Trustees of the Conrad-Marut Family Trust Dated April 21, 2003, as amended (hereinafter "Sublessee"). The Sublessee owns the O'Donnell House, situated above the Palm Springs Art Museum and adjacent to the O'Donnell Golf Course. The course is leased from the City of Palm Springs by the Sublessor. The O'Donnell Golf Course has a building, the Carriage House, situated at the entry to the private driveway serving the O'Donnell House, which renders it particularly suitable for use by for the operation of the O'Donnell House, just as it is not particularly useful to the Sublessor. It has mostly recently been used for storage. The Sublessee wishes to restore, repair and upgrade the Carriage House for use by the O'Donnell House property. As the owner of the underlying property, the City would need to consent to the Sublease between the Sublessee and Sublessor. This action approves that consent. RECOMMENDATION: 1. Approve consent to Sublease between O'Donnell Golf Club, a California corporation (hereinafter "Sublessor"), and Paul C. Marut and Tracy H. Conrad, Trustees of the Conrad Marut Family Trust Dated April 21, 2003, as amended (hereinafter "Sublessee"). ITEM NO. �"` • • 2. Authorize the City Manager to execute all documents related to the consent of the Sublease. FISCAL IMPACT: There is no fiscal impact to the City. Jo n S. ymo d, Director of homas . J 'ilson C nity & Ec nomic Development Assistant ity Manager DAVID H. READY City Manager Attachments: 1. Sublease 2. Photograph of Carriage House QQti'i��T SUBLEASE: CARRIAGE HOUSE THIS SUBLEASE made in duplicate in Palm Springs, County of Riverside, State of California, on March 1, 2008, by and between THE O'DONNELL GOLF CLUB, a California corporation (hereinafter "Sublessor"), and PAUL C. MARUT and TRACY H. CONRAD, TRUSTEES OF THE CONRAD- MARUT FAMILY TRUST DATED APRIL 21, 2003, AS AM ENDED (hereinafter"Sublessee"). WHEREAS Sublessee owns that certain real property known as the O'Donnell House, which is situated adjacent to a golf course and related facilities leased from the City of Palm Springs by Sublessor; and WHEREAS Sublessor's leasehold property subject to this Sublease includes a building, the Carriage House, situated at the mouth of the private driveway serving the O'Donnell House; and WHEREAS the Parties acknowledge that the location of the Carnage House renders it particularly suitable for use by Sublessee in conjunction with the operation of the O'Donnell House; and WHEREAS Sublessee desires to make such use of the Carriage House and to restore, repair and upgrade the Carriage House for that purpose; and WHEREAS Sublessor desires that the Carriage House be restored and maintained by Sublessee and used for the purposes recited herein; NOW THEREFORE the Parties do enter into this Sublease. WITNESSETH: That Sublessor, in consideration of the rentals herein agreed to be paid by Sublessee, and other covenants, conditions and agreements herein agreed to be performed by Sublessee,hereby leases to Sublessee for its sole and exclusive use, and Sublessee hereby takes and accepts from said Sublessor, that certain building in the City of Palm Springs, County of Riverside, State of California, described as follows,to wit: I. PREMISES The Carriage House buildinb situated within the O'Donnell Golf Club located in the City of Palm Sprinbs, County of Riverside, State of California, as depicted on Exhibit"A" attached hereto and incorporated herein by this reference. The real property included tinder the provisions of this Sublease shall include only that real property upon which said Carriage House is situated, as identified as Parcel 7on Exhibit"A" (hereinafter"the Premises"). 2. APPROVAL BY CITY This Sublease is expressly made subject to the written approval of the City of Palm Springs, and the Page 1 000001 Sublease shall be ineffective unless and until such approval is obtained in which event the Sublease shall become effective and valid in accordance with the terms of approval of the City of Palm Springs. 3. APPLICABILITY OF BASE LEASE Sublessee warrants that it has knowledge of and is familiar with the terms of that certain lease between the City of Palm Springs, a municipal corporation, as lessor, and the O'Donnell Golf Club, a California corporation, as lessee, made and entered into in the City of Palm Springs on March 27, 1969 (the"Base Lease"), and Sublessee will conform to all of the terms and provisions of said Base Lease to the extent applicable to the Premises. Sublessor agrees to conform to all of the terns and provisions of said Base Lease to the extent applicable to the remainder of the property(i.e., other than the Premises) that is covered by the Base Lease. 4. TERM The tern of this Sublease commences on the date that this Sublease is approved by the City of Palm Springs ("Effective Date"), and shall terminate on March 26, 2019, unless sooner terminated by reason of a. Termination of the Base Lease between the City and Sublessor; b. Termination by Sublessee at any time after December 31, 2013,upon at least ninety(90) days written notice to Sublessor; C. Termination by Sublessee concurrently with the transfer of Sublessec's fee interest in the O'Donnell House property pursuant to Section 10 below; d. Termination under any other applicable provision of this Sublease. 5 OPTIONS TO RENEW At the end of the term specified above Sublessee shall have the option to extend this Sublease for successive periods of five years each(but not to exceed the extended term of the Base Lease),provided that(1) in the case of the first such extension Sublessee shall exercise its option by providing written notice to Sublessor within sixty(60) days after receiving written notice from Sublessor of its having exercised its option to extend the term of the Base Lease; (2) in the case of subsequent extensions Sublessee shall exercise its option by providing written notice to Sublessor within sixty(60) days before the expiration of the then-effective period; and (3) Sublessee shall have fully performed its obligations at all times under this Sublease. 6, RENT Sublessee covenants and agrees to pay to Sublessor, at The O'Donnell Golf Club office in the City of Palm Springs, California, or at any other place designated for payment by Sublessor in writing,rental for the Premises during the term as set forth in Exhibit`B" attached hereto and incorporated herein by this reference. The parties acknowledge that the rent payable during the first five years of this Sublease has been reduced in recognition of the expenses that Sublessee will incur during restoration of the building, Page 2 pursuant to Paragraph 11, below. On the Effective Date, Sublessee shall pay Sublessor the pro-rated monthly rent from the Effective Date through the end of the then-current calendar month. Rent shall be due and payable, in advance, on the first day of each calendar month thereafter dining the tern of this Sublease. If the last month of the tern is a fractional month, then the monthly rent for the last month shall be prorated accordingly. For purposes of Exhibit"13,"the first "Lease Year" commences on the Effective Date and ends on that date which is twelve (12) months after the last day of the calendar month in which the Effective Date occurs, and each subsequent 12-month period during the term shall be a subsequent Lease Year. By way of example only, if the Effective Date were Much 15, 2008,then the first Lease Year would begin on March 15, 2008 and end on March 31, 2009, and each Lease Year thereafter would begin on April 1" and end on March 31 st. If the Sublessee's option is exercised under Section 5 above, the monthly rent during the extended Tenn shall continue to increase at the rate of four percent(4%)per year during the extended term. 7. COMPENSATION FOR LOSS OF STORAGE AREA Sublessee shall pay Sublessor, upon full execution of this Sublease,the sum$6,500, to defray Sublessoe's expenses in connection with relocating stored items in the building on the Premises- 8- UTILITIES Sublessee will pay all charges of gas, electricity, television and telephone during the term that are applicable to the Premises (i.e., from the point of connection to the Premises). Sublessor will pay tH b for domestic water and rservice to the Premises, rorn d n tileeve­ b,easersnppip_lluuing the term of the Sublease Sublessor shall take all reasonable measures to renderutilitv services as available to the Premises atrd-vtltar-ha &—.m d c_—_r..'_ ____.. .._ the n__ •wu��u W4LG1 CO LRCZTGRII$GS as Sublessor has made such services available to anv other sub-tenant of Sublessor. 9. USE OF THE PREMISES The Premises shall be used for an automobile garage and for offices, together with such incidental uses as are ordinarily and customarily conducted in connection with such uses. The Premises shall not be used for any purposes other than those expressly allowed herein without the written consent of Sublessor,which shall not be unreasonably withheld. Sublessee will not use the Premises for any unlawful purpose, and will conform to all laws, regulations, statutes, and ordinances, federal, state, county and local, in the operation and use of the Premises, and will not permit any nuisance, public or private, to be conducted or maintained thereon. Parking shall not be permitted on the Premises except within the existing garage (as it may be remodeled by Sublessee in accordance with this Sublease). Page 3 000005 10. ASSIGNMENT OR SUBLETTING Sublessee shall not make any sublease of the Premises, or any assignment therefor, nor hypothecate or otherwise transfer this Sublease, or any of the rights therein or in the Premises of any part thereof without the written consent of Sublessor,which may be withheld in Sublessor's discretion, and any use, subletting, assignment, or hypothecation without such written consent shall be void. In the event that Sublessee transfers all of its fee interest in the O'Donnell House to another person or entity, then Sublessee shall have the right(but not the obligation) to assign this Sublease to such person or entity only upon first obtaining the foregoing consent of Sublessor. In the event that the transferee of Sublcssee's interest in the O'Donnell House is a member of the O'Donnell Golf Club. then Sublessnr's cons n this Sublease may not be unreasonably withheld. Sublessee may transfer its ownership interest in the O'Donnell House but elect not to also transfer its interest in this Sublease, or it may elect to tenninate this Sublease concurrently- The Conrad-Mamt Family Trust shall have the right at any time to transfer its interest in this Sublease to Tracy Conrad and/or Paul Marut personally- It. REPAIR AND RESTORATION OF THE PREMISES Restoration of building. Sublessee shall restore the Premises to a condition suitable for Sublessee's intended use of the property. The parties acknowledge that this restoration will entail substantial work on the building,to include replacement of worn or rotted materials,plumbing and electrical work within the Premises and painting. Sublessee shall submit restoration plans for Sublessor's reasonable approval, in a form mutually agreeable to Sublessor and Sublessee, before commencing work. Sublessor, through its Board of Directors, shall designate two individuals to whom authority shall be delegated to review and approve repair and restoration plans and plan changes submitted by Sublessee for approval. Sublessee will not make or allow any changes, alterations or additions in, to or upon the Premises, or construct any addition to or improvements thereon, without first obtaining written consent of Sublessor, pursuant to a resolution of its Board of Directors. All improvements shall be the property of Sublessor upon the termination of this Sublease or any extension thereof. Construction cost, liability, liens. Subject to the foregoing, Sublessee shall hilly pay and shall hold Sublessor harmless from any expenses on account of all restoration and repair work upon the Premises dining the tern of this Sublease and shall not suffer any mechanic's or materialmen's liens to be placed against any part of the property and to remain undischarged within fifteen (15) days of the date set for sate thereunder. Default in removing any such lien by the fifteenth day before any such sale shall entitle Sublessor at its option thereupon to do so without inquiring into or being charged as to the validity of same, and the accounts so paid, including reasonable expenses and counsel fees, shall be repaid to Sublessor upon the first of the month next following. Construction schedule,noise. All work upon the Premises shall be scheduled, in consultation with Sublessor, in such a manner as to not interfere with the normal operation and functioning of the O'Donnell Golf Course and clubhouse. Construction noise shall be minimized at all times and shall be kept at an absolute minimum when golf course patrons are playing nearby holes. Insurance. Sublessee shall obtain and provide to Sublessor proof of insurance tamed by all contractors, sub-contractors, tradespeople and others engaged to perform the repair and restoration work at the Premises. Such insurance shall include workers compensation, liability and automobile coverages. Page 4 0000126 12. REIMBURSEMENT OF RESTORATION EXPENSES UPON CERTAIN EVENTS If this Sublease is terminated prior to December 31, 2013,because of either(1) termination of the Base Lease for any reason or(2) acquisition of the Premises by a public entity through the exercise of powers of eminent domain, then Sublessor shall reimburse Sublessee for the unainortized sum of Sublessee's documented remodeling costs (including design, permitting and construction fees and costs) under Section 11, above,plus the unamortized $6500 storage relocation fees paid by Sublessee under Section 7 above,based on a 60-month straight line amortization from December 31, 2008. By way of example only, if Sublessee spends $200,000 in documented fees and costs to remodel the Carnage house, then the amormt to be amortized under the foregoing paragraph would be $206,500 [$200,000 plus the $6,500 storage relocation fee], or$3,441.67 per month over 60 months. If,to continue the illustration, this Sublease is terminated on December 31, 2011 because the Sublessor and the City mutually agree to tenninate the Base Lease, or because Sublessor has defaulted under Base Lease, then Sublessor would owe Sublessee,under this example, the sum of$82,600.08 on the December 31, 2011 early termination date, to compensate Sublessee for the unamortized portion of the remodeling costs and storage relocation fee (24 months x $3,441.67). 'the provisions of this 12 are personal to the Conrad-Marut Family Trust(the current Sublessee) and shall survive any assignment of this Sublease by the Conrad-Marut Family Trust; in other words, should any reimbursement be owing by Sublessor under this Section 12, said funds shall be paid to the Comad-Marut Family Trust and not to any assignee or sublessee of the Comad- Marut Family Trust. 13. TAXES AND ASSESSMENTS Sublessee will pay the following: a. Taxes, assessments, or levies upon any part of the Premises which may be levied by any taxing body,whetber federal, state, county, city, district or any other subdivision, department or part thereof. If the Premises are not separately assessed, then Sublessor and Sublessee shall cooperate in good faith to agree upon a reasonable apportionment to the Premises. b. Any corporation franchise taxes or corporation license fee which may be levied upon or against it, and all levies,rates, duties, tolls, imposts, license fees of every kind and nature and description which may be at any time or from time to time during the tern of this Sublease by or according to any law or govermnent, legal, political, military or any authority whatsoever, directly or indirectly,taxed, charged, levied, assessed or imposed against, or which shall be or may become a lien upon this Sublease, or all or any part of the Premises, and any building, improvements or structures now located or that may be hereafter located thereon. 14. CARE OF BUILDING Sublessee shall, at its own cost and expense, keep and maintain the building now situated upon the Premises, and any other improvements to the building constructed upon the Premises, and all Page 5 appurtenances, equipment,machinery,plumbing,water pipes, piping, wiring,roofing, fixtures,walls, fences, areas and passages, within the Premises and each and every part thereof, in a first-class, orderly, clean, safe and sanitary repair and condition, ordinary wear and tear excepted. Sublessee shall not remove any buildings or improvements from the Premises without the written consent of Sublessor acting through its Board of Directors. IS. FIRE AND CASUALTY INSURANCE Sublessee will throughout the term of this Sublease keep in force a commercial property insurance policy providing special form coverage (all risk coverage) on the Premises in an amount equal to the replacement cost thereof Sublessee will, through the term of this Sublease,keep any improvement or new building constructed upon the Premises insured in the same manner. The beneficiaries of such insurance policies shall be The O'Donnell Golf Club, City of Palm Springs, and the Sublessee, as their interests appear in this Sublease and in the Base Lease. Sublessee shall furnish valid certificates of insurance,naming Sublessor and the City of Palm Springs as additional insureds. 16, LIABILITY; INSURANCE; INDEMNIFICATION• SUBROGATION a. Sublessee will pay and discharge all expenses, obligations, claims,judgments and suits of every kind and character accruing from and after the effective date of this Sublease in respect of the tenure, maintenance, operation or use by the Sublessee of the Premises, including all loss, cost, damage or expense arising from or by reason of any act or accident causing injury or damage to any person or property whomsoever or whatsoever growing out of or in any way connected with the maintenance,use, or operation by Sublessee of the Premises, and will protect, indemnify and defend Sublessor against and from any loss, cost, damage or expense caused directly or indirectly by such maintenance, use or operation, and forever hold Sublessor harmless from and against the same. b. During the term of this Sublease Sublessee shall maintain in force a policy of comprehensive general liability insurance providing bodily injury and property damage coverage for the protection of Sublessor and Sublessee, and Sublessee shall furnish copies of the policies thereof with evidence of payment of premiums to Sublessor. Such insurance shall be in the minimum amount of One Million Dollars (S 1,000,000.00) for any one occurrence and shall name Sublessor as an additional insured. Sublessee shall carry all worker's compensation insurance and other insurance required by law upon its employees. Sublessor shall also name Sublessee as an additional insured on Sublessor's liability insurance coverage. C. Sublessor and Sublessee waive all rights to recover against each other for any loss or damage arising from any cause that is covered by any property or liability insurance required to be carried, or actually carried,by either party. Each party will cause its respective insurance carrier(s) zo issue appropriate endorsements waiving subrogation rights in politics issued pertaining to the Premises or its contents. Page 6 Q[trtcoacs 17. MECHANIC'S LIENS Sublessee will allow Sublessor to post on said Premises, and will thereafter keep posted thereon, the statutory notice of nonresponsibility pursuant to California Civil Code Section 3094, or any other notice that may hereafter be required or that has a similar effect or for a similar purpose to protect the premises against liens. 18. DEFAULT If Sublessee shall at any time be in default in the payment of any installment or installments of the rental herein reserved, or if default be made by Sublessee in performance of any of the covenants or agreements herein, and such default shall continue for ninety(90) days after written notice of such default has been given by Sublessor to Sublessee, then and in any such event Sublessor at, or at any time after, the expiration of said ninety(90) days may, at its option and without further notice or demand, terminate this Sublease and repossess and enjoy the Premises again as of its first and former estate. All additions, alterations, or improvements shall remain on said Premises and be and remain the property of the Sublessor. 19. NOTICES Whenever notice, demand, or communication is to be given to or made upon Sublessee,pursuant to the terms hereof, it shall be deemed sufficient for that purpose to mail such notice, demand or communication by hand delivery or United States certified or registered mail,postage prepaid, addressed to Sublessee at 1850 Smoketree bane, Palm Springs CA 92264. Whenever notice, demand, or cormmunication is to be given to or made upon Sublessor,pursuant to the tenns hereof, it shall be deemed sufficient for that purpose to mail such notice, demand or conununication by United States registered mail,postage prepaid, addressed to Sublessor at 301 North Belardo Road, Palm Springs, California 92262. Any notice that is delivered in accordance with the foregoing paragraph shall be deemed delivered (a) when delivered to the recipient, if hand delivered, and(b) three(3) business days after mailing, if mailed by certified or registered mail. Either Sublessor or Sublessee may change its address by notifying the other party in writing as to such new address as Sublessor or Sublessee may desire used,which shall continue as the address until further notice. 20. RETURN OF PREMISES At the expiration of this Sublease, either by expiration of the tern hereof or otherwise,peaceable possession of the Premises shall be given to the Sublessor in good condition, as previously restored by Sublessee, usual wear and tear and casualty(in the event of termination following damage or destruction covered by Section 21_ below) excepted. 21, CONDEMNATION; DESTRUCTION OF PREMISES Page 7 000009 In the event the Premises, or any part thereof, are taken or condemned for public or quasi-public use, this Sublease shall terminate as of the date of the condemnation, and the rent reserved shall cease. The parties shall share in any condemnation award for the Premises as their respective interests may appear, recognizing(1) such expenditures as Sublessee may have incurred to upgrade and rehabilitate the Premises and (2) the teen remaining on this Sublease. In the event the Premises or any portion thereof, are destroyed or damaged by fire, earthquake or other unforeseeable or uncontrollable casualty not caused by Sublessee, Sublessee shall have the option, but not the obligation, to repair or rebuild the same. If Sublessee elects to rebuild, Sublessee shall give written notice to Sublessor of its intention to rebuild or repair within sixty(60) days after the occurrence of the destruction, and it shall thereafter be allowed a period of six(6)months within which to repair or rebuild the destroyed premises. If Sublessee elects to rebuild, it shall receive all insurance proceeds. If Sublessee elects not to rebuild, Sublessor shall receive insurance proceeds upon the Premises and Sublessee shall receive insurance proceeds upon the contents. Sublessee shall be entitled to an abatement of rent for the period commencing with the destruction or damage of the destroyed premises and lasting until completion of the rebuilding or repair of the destroyed or damaged premises, if it elects to rebuild. In the event Sublessee shall elect not to rebuild or repair the destroyed Premises, then Sublessee shall have the option of forthwith terminating this Sublease by written notice to Sublessor within thirty(30) days after the sixty day option period given to Sublessee to decide whether or not it will rebuild or repair the Premises, and in such event Sublessees obligation for further payment of rent shall terminate, but it shall remain liable for any unpaid or defaulted payments of rent existing at the time of destruction. At its option, Sublessee may after the destruction continue to occupy the useable part of the Premises, if any, and in such event it shall be entitled to a prorated abatement of rent based on the relation of the useable part of the Premises to the entire area of the Premises. 22. GENERAL. Subject to the restrictions on assignment in Section 10 above, all covenants, agreements, conditions and undertakings in this Sublease contained shall extend to and be binding upon the legal representatives, successors and assigns of the respective parties hereto the same as if they were in every case named and expressed, and wherever in this Sublease reference is made to either of the parties hereto, it shall be held to include and apply to the legal representatives, successors and assigns of such party the Same as if in each and every case so expressed. Upon tennination of this Sublease, either by lapse of time or for any other cause or by any other means, the Premises, including improvements, if any, and including water and irrigation equipment, shall revert to and become the property of Sublessor. No modification or amendment to this instrument or any part hereof shall be valid unless in writing and signed by all parties to this instrument. This instrument shall be interpreted and enforced in accordance with the laws of the State of California. Time is expressly deemed to be of the essence of this instrument and each and every provision hereof. All Recital paragraphs and all Exhibits to this instrument shall be and are hereby made a part of this instrument. This instrument(and Exhibits) contain the entire agreement between the parties relating to the subject matter of this instrument and supersedes all prior or contemporaneous oral or written instruments. Each party agrees to timely execute and deliver such other documents and perform such other acts as may be necessary to effectuate the purposes of this instrument. In the event of any legal proceedings between any of the parties arising out of or relating to this instrument,then the prevailing party shall be entitled to its reasonable costs and attorneys' fees. In the event that any provision of this instrument shall be held to be invalid or unenforceable, such invalidity or Page 8 unenforceability shall not affect in any respect whatsoever the validity or enforceability of the remainder of this instrument. This instrument may be executed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one agreement. Any parry's signature may be delivered by facsimile transmission,with original delivered by first-class postage prepaid mail. IN WITNESS WHEREOF, the parties hereto have caused this mstrument to be executed by their duly authorized officers. SUBLESSOR: THE O'DONNELL GOLF CLUB, a California corporation By: Name: Title: SUBLESSEE: THE CONRAD-MARUT FAMILY TRUST DATED APRIL 21, 2003,AS AMENDED By: Tracy H. Conrad, Trustee By: Paul C. Marut, Trustee Page 9 APPROVAL AND CONSENT OF THE CITY OF PALM SPRINGS: The foregoing Sublease between The O'Donnell Golf Club, a California corporation, and PAUL C. MARUT and TRACY H. CONRAD, TRUSTEES OF THE CONRAD-MARUT FAMILY TRUST DATED APRIL 21, 2003,AS AMENDED, was approved and its execution by the parties was consented to by the City of Palm Springs, a municipal corporation, on the day of , 2008. CITY OF PALM SPRINGS, a municipal corporation By: Page 10 000012 EXI.113IT"A" SITE PLAN AND DEPICTION OF PREMISES [ATTACHED] 000013 SUBLEASE: CARRIAGE HOUSE RENT SCHEDULE EXHIBIT"B„ LEASE YEAR MONTHLY RENT 1 [2008-09] $ 600.00 2 [2009-10] S 624.00 3 [2010-11] S 648.96 4 [2011-12] $ 674.92 5 [2012-13] $ 701.92 6 [2013-14] $ 1,500.00 7 [2014-15] $ 1,560.00 8 [2015-16] S 1,622.40 9 [2016-17] $ 1,687,30 10 [2017-18] $ 1,754.79 11 [2018-19] $ 1,824.98 12 [2019-20L0=19j $ 1,897,98 Ends 3/+926/2019 If the Sublessees option is exercised under Section 5 of this Sublease, the monthly rent during th�a= extended term shall continue to increase at the rate of four percent(4%)per year during the extended term. 000K4 tl, _r'p � � i� " ''`lily. ✓ vn g • ytl - i"•+� � ��tv '�_._. /��,,,,�� � _ Y - _�-z'-"---:..•- 1�:^__ - � .r• •a„�M���ii,:x 7�h��fr 4 , ;� �•y ! r 1�i�s:Y /:r„r. � I71 � y ';f �t r_ �I • �� J" r, �� �:MI ,r M� w" i.R, I I�} � it ; r / � j� r �l�d`I I §f �" .Y;,�.r.,r •, � '?'s:c 'a� �r� y� �� I� n R'ti� yypp r, 7r iy�� !�"t' : � )/ j¢1 gw jy((�p •y" i":"�, ;. 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