2017 SR Dev Co - Memorandum of PSDA, Phase 1ARECORDING REQUESTED BY:
FNTG Builder Services
AND WHEN RECORDED MAIL TO:
City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
Attn: City Manager
DOC # 2017-0463953
11/06/2017 02:08 PM Fees: $46.00
Page 1 of 8
Recorded in Official Records
County of Riverside
Peter Aldana
Assessor -County Clerk -Recorder
**This document was electronically submitted
to the County of Riverside for recording**
Receipted by: MARY #420
Order: 25006562
Memorandum of Agreement
SPACE ABOVE THIS UNE FOR RECORDER'S USE
DOC #2017-0463953 Page 2 of 8
Recording Requcote 2 y:
FNTG Builder Services
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
Attn: City Manager
GsipZ s4
(Space Above For Recorder's Use)
This Memorandum of Purchase, Sale, and Develop-
ment Agreement is recorded at the request and for the
benefit of the City of La Quinta and is exempt from the
payment of a recording fee pursuant to Government
Code § 27383.
MEMORANDUM OF PURCHASE, SALE, AND DEVELOPMENT AGREEMENT
(Phase 1.A Property — PSDA Amendment No. 2)
This MEMORANDUM OF PURCHASE, SALE, AND DEVELOPMENT
•AGREEMENT ("Memorandum") is entered into this 3 day of MA y , 2017,
by and between the CITY OF LA QUINTA, a California municipal corporation and charter
city ("City"), and- SILVERROCK DEVELOPMENT COMPANY, LLC, a Delaware limited
liability company ("Developer").
This Memorandum is made with reference to the following:
1. City and Developer entered into that certain Purchase, Sale, and
Development Agreement dated November 19, 2014 ("Original PSDA"), as amended by
Amendment No. 1 to Purchase, Sale, and Development Agreement dated October 29,
2015 ("Amendment No. 1") and by Amendment No. 2 'to Purchase, Sale, and
Development Agreement dated on or about April 18, 2017 ("Amendment No. 2")
(collectively, the "PSDA"), which provides for (i) City to sell to Developer that certain real
property located in the City of La Quinta, County of Riverside, State of California," more
particularly described in the legal description attached hereto as Exhibit "A" and
incorporated herein by this reference (the "Phase 1A Property"), and (ii) Developer to
develop and operate on the Phase 1A Property and surrounding Parcels that constitute
the SilverRock Resort Area (as referenced in the PSDA) a commercial development with
one luxury hotel with associated branded luxury residential units, one lifestyle hotel with
associated lifestyle branded residential units, a conference and shared service facility, a
resort residential village, a mixed-use village, and related amenities. The definitions of
all terms contained in the PSDA shall apply to this Memorandum.
2. On or about the date of this Memorandum, Developer acquired from City
fee title to the Phase 1A Property.
3. The Agreement provides for City and Developer to enter into this
Memorandum and to record the same in the Official Records of the County of Riverside
698/015610-0065
10895654.2 a05/04/17
DOC #2017-0463953 Page 3 of 8
to provide notice to all persons of the existence of said Agreement and to cause the
Agreement to run with the Phase 1A Property and be binding on Developer and
Developer's successors -in -interest as to the Phase 1A Property.
4. This Memorandum may be executed in several counterparts, and all so
executed shall constitute one agreement binding on both parties hereto, notwithstanding
that both parties are not signatories to the original or the same counterpart.
698/015610-0065
10895654.2 a05/04/17
[signatures on next page]
-2-
DOC #2017-0463953 Page 4 of 8
IN WITNESS WHEREOF, City and Developer hereby execute this Memorandum
• as set forth herein.
Date:
CITY:
CITY OF LA QUINTA, a California municipal
corporati9n and ch
h
,2017. B
ATTEST:
City. Clerk, Susan Maysel
APPROVED AS TO FORM:
RUTAN & TUCKER, LLP
William H. Ihrke
City Attorney
[signatures continue on next page]
698/015610-0065
.10895654.2 a05103/17
-3-
ager
Frank J. Spevacek
2017
Date: �' ,
Date: , 2017
698/015610-0065
10895654.2 a05/04/17
DOC #2017-0463953 Page 5 of 8
"DEVELOPER"
SILVERROCK DEVELOPMENT COMPANY,
LLC, a Delaware limited liability company
By: RGC La Quinta II, LLC,
a Delaware limited liability company
Its: Co -Manager
By: The Robert Green Company,
a California corporation
Its: Mana
By:
Name: Robert S. Green, Jr.
Its: President and Chief
Executive Officer
By: RGC La Quinta, LLC,
a Delaware limited liability company
Its: Co -Manager
-4-
By: The Robert Green Company,
a California corporation
Its:
Name: Robert S. reen, Jr.
Its: President and Chief
Executive Officer
DOC #2017-0463953 Page 6 of 8
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 CALIFORNIA )
)
COUNTY OF ZjVers idie. )
On • . rn cty 3, avi 7 , before me,
—rereSCCMOMP5 On, • Notary Public, personally appeared
Pr zn k V. Speva.Ge_f. , 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.
z
WITNESS my hand and official seal.
TERESA THOMPSON
Commission # 2030796 z
Notary Public - California
Riverside County
My Comm. Expires Jun 24, 2017
698/015610-0065
10895654.2 a05103/17
Name:
Notary Public
DOC #2017-0463953 Page 7 of 8
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, of validity of that document.
STATE OF CALIFORNIA
COUNTY OF OA IAe D
On, I v VJty s 2 f ,
before
gOIZ i RYVI'I\C\tS VOWS , Notary Public, personally appeared
(2-00t 6YTcnl , who proved to me on the basis of
satisfactory evidence to be the person( whose name(%) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(.i s), and that by his/hag-their signature(5) on the instrument the
person(s), or the entity upon behalf of which the person(s-) acted, executed the instrument.
me,
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.
N.•.Y: d.Y.Y.•: htiY.Y::.WN.•:.Yhh :ti•.LY1V'.•.•.Y.Y:.}
a
1-
Naomi Benavides Ramos
COMM. #2085787 .i
NOTARY PUBLIC • CALIFORNIA v
SAN DIEGO COUNTY "
Commission Expires Nov 8, 2018
698/015610-0065
10895654.2 a05/04/17
Ntrwu
Name:
Notary Public
Pw
vices 12MoS
DOC #2017-0463953 Page 8 of 8
EXHIBIT "A"
TO MEMORANDUM OF PURCHASE, SALE AND DEVELOPMENT AGREEMENT
(Phase 1A Property — PSDA Amendment No. 2)
LEGAL DESCRIPTIONS OF PARCELS
Page 1 of 1
PHASE 1A PROPERTY:
Those portions of Sections 5, 6 and 8 Township 6 South, Range 7 East, San Bernardino
Meridian, in the City of La Quinta, County of Riverside, State of California, described as,
follows:
Parcels 1, 3, 4, 5, and 6 of Parcel Map No. 37207 per map filed in Book 242, Pages
72 through 87 inclusive, of Parcel Maps, in the office of the County Recorder of
Riverside County, State of California.
This legal description was prepared by me or under my directions in conformance with
the requirements of the Professional Land Surveyors Act.
Christopher L.`Alberts, P.L.S. 8508
Date: "'V 9 Zoe 7