Stamko/Purchase & Sale Agree Dune Palms/Hwy 111 05AGREEMENT FOR PURCHASE AND SALE
AND ESCROW INSTRUCTIONS
BY AND BETWEEN THE
LA QUINTA REDEVELOPMENT AGENCY
("SELLER")
AND
STAMKO DEVELOPMENT CO. LP,
a California limited partnership
("BUYER")
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• •
AGREEMENT FOR PURCHASE AND SALE
AND ESCROW INSTRUCTIONS
THIS AGREEMENT FOR PURCHASE AND S j�NND ESCROW INSTRUCTIONS
("Agreement") is made and entered into as of Agee 2 , 2005 ("Effective Date") by
and between the LA QUINTA REDEVELOPMENT AGENCY, a public body, corporate and
politic ("Seller"), and STAMKO DEVELOPMENT CO. LP, a California limited partnership
("Buyer").
RECITALS:
A. Seller is the owner of that certain real property located in the City of La Quinta
("City"), County of Riverside, State of California, more particularly described and depicted in
Exhibit "A" attached hereto and incorporated herein by this reference ("Property").
B. Buyer desires to purchase the Property from Seller and Seller desires to sell the
Property to Buyer, on the terms and conditions set forth herein.
AGREEMENT:
NOW, THEREFORE, in consideration of the foregoing recitals and mutual covenants
herein contained, the parties hereto agree as follows:
1. PURCHASE PRICE.
1.1 Amount. Subject to the terms of this Agreement, Buyer hereby agrees to
purchase the Property from Seller, and Seller agrees to sell the Property to Buyer, for Twenty -
Six Dollars and Eighty -Six Cents ($26.86) per gross square foot of "Net Usable Property" (as
that term is defined below). The Net Usable Property comprises approximately 2.32 acres. The
purchase price for the Property is estimated to be Two Million Seven Hundred Fourteen
Thousand Four Hundred Forty -Five Dollars ($2,714,445.00) (the "Purchase Price"). For
purposes of this Agreement, the term "Net Usable Property" shall mean all of the Property,
including, but not limited to, all landscape setback areas, except for any portions of the Property
required to be dedicated to the City, CalTrans, or any other public agency for right of way
purposes.
1.2 Payment of Purchase Price. The Purchase Price shall be paid in accordance with
the following:
1.2.1 Within five (5) days after the "Opening of Escrow" Buyer shall deposit
with "Escrow Holder" (as those terms are defined in Section 2.1) in "Good Funds" (as used in
this Agreement, the term "Good Funds" shall mean a confirmed wire transfer of immediately
available funds, cashier's or certified check drawn on or issued by the office of a financial
institution located in Riverside County, or cash) the sum of Fifty Thousand Dollars ($50,000) as
a good faith deposit (the "Deposit"). In the event the "Escrow" (as that term is defined in
Section 2.1) closes, Escrow Holder shall apply the Deposit towards the Purchase Price. In the
event the Escrow is terminated and fails to close, for any reason other than Buyer's default of the
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08/03/2005 WED 9:41 FAX 760 777 7107 La Quinta, City Clerk "I002/002
AGREEMENT FOR FURC1iIASE AND SALE
AND ESCROW INSTRUCTIONS 'TO
THIS AGREEMENT FOR PURCHASEAMSAJA,AND ESCROW INSTRUCTIONS
("Agreement") is made and entered into as of . ;, "` / v / cj _, 2005 ("Effective Date") by
and between the LA QUINTA REDEVELOPMENT AGENCY, a public body, corporate and
politic ("Seller"), and STAMKO DEVELOPMENT CO. LP, a California limited partnership
("Buyer").
RECITALS:
A. Seller is the owner of that certain real property located in the City of La Quinta
("City"), County of Riverside, State of California, more particularly described and depicted in
Exhibit "A" attached hereto and incorporated herein by this reference ("Property").
B. Buyer desires to purchase the Property from Seller and Seller desires to sell the
Property to Buyer, on the terms and conditions set forth herein.
AGREEMENT:
NOW, THEREFORE, in consideration of the foregoing recitals and mutual covenants
herein contained, the parties hereto agree as follows:
1. PURCHASE PRICE.
1.1 Amount. Subject to the terms of this Agreement,. Buyer hereby agrees to
purchase the Property from Seller, and Seller agrees to sell the Property to, Buyer, for Twenty -
Six Dollars and Eighty -Six Cents ($26.86) per gross square foot of "Net Usable Property" (as
that term is defined below). The Net Usable Property comprises approximately 2.32 acres. The
purchase price for the 'Property is estimated to be Two Million Seven Hundred Fourteen
Thousand Four Hundred Forty -Five Dollars ($2,714,445.00) (the "Purchase Price"). For
purposes of this Agreement, the. term "Net Usable Property" shall mean all of the Property,
including, but not limited to, all landscape setback areas, except for any portions of the Property
required to be dedicated to the City, CalTrans, or any other public agency for right of way
purposes.
1.2 Payment of Purchase Price. The Purchase Price shall be paid in accordance with
the following:
1.2.1 Within five (5) days after the "Opening of Escrow" Buyer shall deposit
with "Escrow Holder" (as those terms are defined in Section 2.1) in "Good Funds" (as used in
this Agreement, the term "Good Funds" shall mean a confirmed wire transfer of immediately
available funds, cashier's or certified check drawn on or issued by the office of a financial
institution located in Riverside County, or cash) the sum of Fifty Thousand Dollars ($50,000) as
a good faith deposit (the "Deposit"). In the event the "Escrow" (as that term is defined in
Section 2.1) closes, Escrow Holder shall apply the Deposit towards the Purchase Price. In the
event the Escrow is terminated and fails to close, for any reason other than Buyer's default of the
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terms hereof, Escrow Holder shall promptly, but no later than five (5) days after said termination,
refund to Buyer the Deposit.
1.2.2 On or before 5:00 p.m. on the business day preceding the "Closing Date"
(as that term is defined in Section 4.1) or such earlier time as required by Escrow Holder in order
to close Escrow on the Closing Date, Buyer shall deposit with Escrow Holder in Good Funds the
Purchase Price, less the Deposit, and such additional funds as may be required to meet Buyer's
portion of the closing costs as hereinafter provided.
2. ESCROW.
2.1 Opening of Escrow. Closing of the sale of the Property shall take place through
an escrow ("Escrow") to be established within three (3) business days after the execution of this
Agreement by the parties hereto, with Stewart Title Company ("Escrow Holder") at its office
located at 78-575 Highway 111, Suite 300, La Quinta, California 92253, Attention Kathy
Wenger. The opening of the Escrow (the "Opening of Escrow") shall be deemed to be the date
that a fully executed copy of this Agreement is delivered to the Escrow Holder. Escrow Holder
is instructed to notify Buyer and Seller in writing of the date of the Opening of Escrow.
2.2 Escrow Instructions. This Agreement, once deposited in Escrow, shall constitute
the joint escrow instructions of Buyer and Seller to Escrow Holder. Additionally, if Escrow
Holder so requires, Buyer and Seller agree to execute the form of escrow instructions that
Escrow Holder customarily requires in real property escrows administered by it. In the event of
any conflict or inconsistency between Escrow Holder's standard instructions and the provisions
of this Agreement, the provisions of this Agreement shall supersede and be controlling.
3. DUE DILIGENCE.
3.1 Due Diligence. As used herein, the term "Due Diligence Period" shall refer to a
period of time to expire upon the date that is forty-five (45) days after the Effective Date.
Buyer's obligation to consummate the transactions contemplated by this Agreement is subject to
and conditioned upon Buyer's approval, deemed approval or waiver of the right to approve of the
following contingencies set forth in this Section 3.1 (collectively, the "Contingencies"):
3.1.1 Title/Survey. Within five (5) days after the Effective Date, Seller shall
deliver to Buyer a preliminary title report prepared by Stewart Title Guaranty Company ("Title
Company") describing the state of title of the Property together with copies of all underlying
documents (collectively the "Preliminary Title Report"). Buyer may, at its sole cost and
expense, obtain a current survey of the Property (the "Survey") provided it does so within thirty
(30) days after the Effective Date. Notwithstanding anything herein to the contrary, Seller shall
be obligated to remove all monetary encumbrances against the Property excluding non -
delinquent real property taxes and assessments. Buyer shall notify Seller in writing of any
objections Buyer may have to title exceptions contained in the Preliminary Title Report or
matters shown on the Survey (if Buyer has obtained) no later than the date which is fifteen (15)
days after the later of (i) its receipt of the Preliminary Title Report or (ii) its receipt of the Survey
within the time period set forth above ("Buyer's Objection Notice"). Buyer's approval or
disapproval of the matters set forth in the Preliminary Title Report (and the Survey, if applicable)
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may be granted or withheld in Buyer's sole and absolute discretion. Buyer's failure to provide
Seller with a Buyer's Objection Notice within said period shall constitute Buyer's approval of all
exceptions to title shown on the Preliminary Title Report and all matters shown on the Survey (if
Buyer has obtained). Seller shall have a period of fifteen (15) days after receipt of Buyer's
Objection Notice in which to deliver written notice to Buyer ("Seller's Notice") of Seller's
election to either (i) agree to remove the objectionable items on the Preliminary Title Report or
Survey prior to the Close of Escrow, or (ii) decline to remove any such title exceptions or Survey
matters and terminate Escrow and the obligations of Buyer and Seller to purchase and sell the
Property under this Agreement. Seller's failure to provide Buyer with Seller's Notice within said
period shall constitute Seller's election to decline to remove the title exceptions and terminate the
Escrow. If Seller notifies Buyer of its election to terminate rather than remove the objectionable
items on the Preliminary Title Report or Survey, or if Seller is deemed to have elected to decline
to remove the title exceptions and terminate the Escrow, Buyer shall have the right, by written
notice delivered to Seller within five (5) days after (a) Buyer's receipt of Seller's Notice or (b)
the date Seller is deemed to have elected to decline to remove the exceptions and terminate the
Escrow (as applicable), to agree to accept the Property subject to the objectionable items, in
which event Seller's election to terminate shall be of no effect, and Buyer shall take title at the
Close of Escrow subject to such objectionable items without any adjustment to or credit against
the Purchase Price.
Upon the issuance by the Title Company of any amendment or supplement to the
Preliminary Title Report which adds additional exceptions, including any survey exceptions, the
foregoing right of review and approval shall also apply to said amendment or supplement;
provided, however, that Buyer's initial period of review and approval or disapproval of any such
additional exceptions shall be limited to fifteen (15) days following receipt of notice of such
additional exceptions. The process set forth above for Buyer's review and Seller's response
shall apply to any review and response with respect to any amendment or supplement to the
Preliminary Title Report issued by the Title Company, and the Closing shall be extended for
such period as is necessary to allow for that review and response process to be completed. If
Seller elects to terminate this Agreement pursuant to this Section 3.1.1, the Deposit shall be
returned to Buyer.
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3.1.2 Environmental Condition.
(a) During the Due Diligence Period, Seller shall permit Buyer and
Buyer's directors, engineers, analysts, officers, employees, agents, contractors,
subcontractors, consultants, representatives, attorneys and advisors (collectively,
the "Buyer Representatives"), at the sole cost and expense of Buyer, to conduct
physical inspections of the Property, including the soil, subsurface soils, drainage,
seismic and other geological and topographical matters, location of asbestos, toxic
substances, hazardous materials or wastes, if any, and any other investigations as
Buyer deems prudent with respect to the physical condition of the Property in
order to determine the Property's suitability for Buyer's intended development.
In no event shall Buyer conduct any intrusive testing procedures on the Property
without the prior written consent of Seller, which consent shall not be
unreasonably withheld. Such investigations may be made by Buyer and/or Buyer
Representatives during any normal business hours. Buyer shall also have the right
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to investigate all matters relating to the zoning, use and compliance with other
applicable laws, codes, and ordinances which relate to the use and occupancy of
the Property. Seller shall cooperate to assist Buyer in completing such
inspections and special investigations at no cost or expense to Seller. Such
inspections and investigations shall be conducted only upon no less than twenty-
four (24) hours' notice to Seller and shall be conducted at such times and in such
a manner as to minimize any disruption to the Property. Seller shall have the
right, but not the obligation, to accompany Buyer during such investigations
and/or inspections.
(b) As a condition to any such entry, Buyer shall (i) conduct all work
or studies in a diligent, expeditious and safe manner and not allow any dangerous
or hazardous conditions to occur on the Property during or after such
investigation; (ii) comply with all applicable laws and governmental regulations;
(iii) keep the Property free and clear of all materialmen's liens, lis pendens and
other liens arising out of the entry and work performed under this paragraph;
(iv) maintain or assure maintenance of workers' compensation insurance (or state
approved self-insurance) on all persons entering the property in the amounts
required by the State of California; (v) provide to Seller prior to initial entry a
certificate of insurance evidencing that Buyer and/or the persons entering the
Property have procured and have in effect an all-risk public liability insurance
policy meeting the following requirements: (1) the insurance shall be written on a
per occurrence and not claims -made basis; (2) the amount of insurance shall be a
combined single limit of not less than Two Million Dollars ($2,000,000.00) with a
deductible or self -insured retention amount of not more than One Hundred
Thousand Dollars ($100,000); (3) the policy shall name or be endorsed to Seller
and the City and their respective officers, officials, members, employees, agents,
and representatives (collectively, "Seller/City & Seller/City Personnel") as
additional insureds; (4) the insurance shall not contain any special limitations on
the scope of protection afforded to Seller/City & Seller/City Personnel; (5) the
policy shall not be canceled by the insurer or Buyer unless there is a minimum of
thirty (30) days prior written notice to Seller; (6) the insurer shall waive
subrogation rights against the Seller/City & Seller/City Personnel; (7) the
insurance shall be primary insurance and not contributory with any insurance any
of the Seller/City & Seller/City Personnel may have; and (8) the insurance shall
apply separately to each insured against whom a claim is made or suit is brought,
except with respect to the limits of the insurer's liability; and (vi) following
Buyer's entry, repair any and all damage to the Property caused by such
inspections or investigations in a timely manner.
(c) Buyer shall promptly pay and discharge all demands for payment
relating to Buyer's entry on and investigation of the Property and take all other
steps to avoid the assertion of claims of lien against the Property. In the event a
claim of lien is recorded by reason of Buyer's entry on the Property, Buyer,
within twenty (20) days of such recordation, shall either (i) record or deliver a
surety bond sufficient to release such claim or lien in accordance with applicable
law; or (ii) provide Seller with such other assurance as Seller may reasonably
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require for the payment of the claim or lien. Seller may elect to record and post
notices of non -responsibility from time to time on and about the Property.
(d) Buyer agrees to indemnify, defend, protect and hold Seller/City &
Seller/City Personnel and the Property, free and harmless from any and all loss,
liability, claims, action, suit, proceeding, deficiency, fine, penalty, damages and
expenses (including, but not limited to, reasonable attorneys' fees, expert witness
fees and costs) arising directly or indirectly from: (i) the exercise of said entry,
(ii) Buyer's failure to comply with the conditions to Buyer's entry onto the
Property provided herein, and (iii) the presence of any Hazardous Materials (as
defined in Section 12 herein) on, under, in or about the Property occurring prior to
or after the Close of Escrow resulting from the activities of Buyer or Buyer
Representatives on the Property prior to the Close of Escrow. Notwithstanding
anything herein to the contrary, in no event shall Buyer have any responsibility
for any conditions existing prior to the Close of Escrow, including, without
limitation, the presence of Hazardous Materials, that did not result from the
activities of Buyer. Such undertaking of indemnity shall survive Close of Escrow
or the termination of this Agreement for any reason.
(e) Prior to expiration of the Due Diligence Period, Buyer shall notify
Seller in writing ("Buyer's Property Objection Notice") of any objections Buyer
may have to any physical or environmental conditions of the Property (the
"Disapproved Property Matters"). Buyer's approval or disapproval of the
physical and environmental conditions of the Property may be granted or withheld
in Buyer's sole and absolute discretion. Buyer's failure to provide Seller with a
Buyer's Property Objection Notice shall constitute Buyer's approval of the
condition of the Property. Seller shall have a period of fifteen (15) days after
receipt of Buyer's Property Objection Notice in which to deliver written notice to
Buyer ("Seller's Response") of Seller's election to either (i) agree to remove the
objectionable items prior to the Close of Escrow, or (ii) decline to remove the
objectionable items and terminate Escrow and the obligations of Buyer and Seller
to purchase and sell the Property under this Agreement. Seller's failure to provide
Buyer with Seller's Response within said period shall constitute Seller's election
to terminate. If Seller notifies Buyer of its election to terminate rather than
remove the objectionable items or if Seller is deemed to have elected to terminate,
Buyer shall have the right, by written notice delivered to Seller within five (5)
days after (a) Buyer's receipt of Seller's Response or (b) the date Seller is deemed
to have elected to terminate (as applicable), to agree to accept the Property subject
to the objectionable items, in which event Seller's election to terminate shall be of
no effect, and Buyer shall take title at the Close of Escrow subject to such
objectionable items without any adjustment to or credit against the Purchase
Price. In the event this Agreement is terminated by Seller pursuant to this Section
3.1.2(e), the Deposit shall be returned to Buyer. Buyer's inspections and
investigations of the Property shall be conducted upon the terms and conditions
set forth in this Agreement.
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4. CLOSE OF ESCROW.
4.1 Close of Escrow; Closing Date. Provided that all of the conditions of this
Agreement precedent to the Close of Escrow (as hereinafter defined) have been satisfied (or
waived by the appropriate party) prior to or on the Closing Date (as hereinafter defined), the
Closing (as hereinafter defined) of this transaction for the sale and purchase of the Property shall
take place within thirty (30) days after the date on which all of Buyer's Conditions to Closing
and all of Seller's Conditions to Closing have been satisfied (or waived by the appropriate party);
provided, however, in no event shall the Closing occur, if at all, later than August 1, 2005
("Closing Date"). The terms "Close of Escrow" and the "Closing" are used herein to mean the
time Seller's grant deed conveying fee title to the Property to Buyer is recorded in the Official
Records of the Office of the County Recorder of Riverside ("Official Records"). If Escrow is
not in a condition to close by the Closing Date, either party not then in default hereunder may,
upon five (5) days advance written notice to the other party and Escrow Holder, elect to
terminate this Agreement and the Escrow; provided, however, in the event that the Closing has
not occurred because Seller has not recorded the "Parcel Map" (as that term is defined in Section
8.1(0), Buyer shall have the option to continue this Agreement in full force and effect,
notwithstanding that Seller has exercised its right to terminate pursuant to this Section 4.1. No
such termination shall release either party then in default from liability for such default. Such
defaults shall be governed by the terms of Section 11 hereof. If neither party elects to terminate
this Agreement and the Escrow pursuant to this Section, Escrow Holder shall close the Escrow as
soon as possible. Notwithstanding anything herein to the contrary, if the only outstanding items
necessary to close the Escrow are ministerial - - such as the execution of documents - - the
Closing Date shall be extended for up to two business days to allow the parties to complete the
transaction and close the Escrow.
4.2 Recordation; Release of Funds and Documents.
4.2.1 Escrow Holder is directed, on the Closing Date, to record in the Official
Records, the following documents in the order listed: (i) the grant deed in the form of the
attached Exhibit "B" transferring title to the Property to Buyer ("Grant Deed"); and (ii) such
other and further documents as may be directed jointly by Buyer and Seller.
4.2.2 Upon the Closing, Escrow Holder shall deliver (i) the Purchase Price, less
any of Seller's closing costs, to Seller, and (ii) conformed copies of all recorded documents to
both Buyer and Seller.
5. DELIVERY OF DOCUMENTS REQUIRED FROM BUYER AND SELLER.
5.1 Buyer's Obligations. Buyer agrees that on or before 5:00 p.m. of the last business
day immediately preceding the Closing Date, Buyer shall deposit or cause to be deposited with
Escrow Holder the following:
(a) the balance of the Purchase Price (i.e., the Purchase Price less the
Deposit); and
any and all additional funds, instruments or other documents required
from Buyer (executed and acknowledged where appropriate) as may be
(b)
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reasonably necessary in order for the Escrow Holder to comply with the
terms of this Agreement.
5.2 Seller's Obligations. Seller agrees that on or before 5:00 p.m. of the last business
day immediately preceding the Closing Date, Seller shall deposit or cause to be deposited with
Escrow Holder each of the following:
(a) the executed and acknowledged Grant Deed;
(b)
a Certificate of Non -Foreign Status (the "Non -Foreign Affidavit")
executed and acknowledged by Seller in the form attached hereto as
Exhibit "C"; and
(c) all other funds, items, and instruments required from Seller (executed and
acknowledged where appropriate) as may be reasonably necessary in order
for Escrow Holder to comply with the provisions of this Agreement.
6. TITLE INSURANCE POLICY.
6.1 Title Policy. On the Closing Date, the Title Company, as insurer, shall issue an
ALTA owner's extended coverage policy of title insurance ("Title Policy"), in favor of Buyer, as
insured, with liability in the amount of the Purchase Price, subject only to the following:
(a)
(b)
non -delinquent real property taxes and assessments;
title exceptions approved or deemed approved by Buyer pursuant to
Section 3.1.1 above;
(c) title exceptions, if any, resulting from Buyer's entry onto the Property
pursuant to the provisions of Section 3.1.2 above;
(d) any other exceptions approved by Buyer; and
(e) the standard printed conditions and exceptions contained in the ALTA
extended owner's policy of title insurance regularly issued by the Title
Company.
6.2 Payment for Title Policy. Seller shall be responsible for the charges for the Title
Policy equal to the premium for a standard coverage policy with coverage up to the amount of
the Purchase Price. Buyer shall pay any additional coverage or endorsements it requests. Buyer
shall pay the difference for the charges between the premium for the extended coverage title
policy and the premium for the standard coverage title policy that Seller is responsible for
hereunder. Buyer shall also pay for the ALTA survey, if applicable.
7. REAL PROPERTY TAXES. As of the Close of Escrow, Escrow Holder shall prorate
real property taxes and assessments on the basis of a 365-day year, with Buyer being allocated
for all such taxes and assessments beginning as of the day after the Close of Escrow. Seller shall
pay all such taxes and assessments attributable to any period of time on, or before, the Closing
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Date. Taxes for all prior years shall be paid by Seller. If the Closing shall occur before the tax
rate is fixed for the then current year, the apportionment of taxes shall be upon the basis of the
tax rate for the preceding year applied to the latest assessed valuation, with the proration to be
adjusted between the parties based on actual taxes for the year in which the Closing occurs at the
time such actual taxes are determined. Seller agrees to pay any supplemental assessments, or
taxes and assessments, and any late charges or penalties associated therewith, levied by the
taxing authorities after the Close of Escrow arising from the time period before the Close of
Escrow.
8. CONDITIONS PRECEDENT TO CLOSING.
8.1 Conditions Precedent to Buyer's Obligations. The obligations of Buyer under this
Agreement to purchase the Property and close the Escrow shall be subject to the satisfaction or
signed written waiver by Buyer of each and all of the following conditions precedent
(collectively "Buyer's Conditions to Closing"):
(a) on the Closing Date, the Title Company shall be irrevocably committed to
issue the Title Policy pursuant to Section 6 above insuring fee title to the
Property as being vested in Buyer;
Escrow Holder holds all instruments and funds required for the Closing
and will deliver to Buyer the instruments and funds, if any, accruing to
Buyer pursuant to this Agreement;
(c) except as otherwise permitted by this Agreement, all representations and
warranties by the Seller in this Agreement shall be true on and as of the
Closing Date as though made at that time and all covenants of Seller
pursuant to this Agreement shall have been fulfilled by the Closing Date;
(d) Buyer has received a site development permit for construction of Buyer's
planned retail project for the Property and Buyer has not timely
disapproved, in writing, of any of the conditions of approval issued
therewith;
(e) On the Closing Date, title shall be in the condition approved (or deemed
approved) by Buyer pursuant to Section 3.1.1 hereof, and the physical
condition of the Property shall be as approved (or deemed approved) by
Buyer pursuant to Section 3.1.2;
(f) Parcel Map No. 33588, which is the parcel map which subdivides the
Property and establishes the Property as a separate legal parcel (the
"Parcel Map"), shall have been recorded;
Buyer shall have confirmed that all conditions precedent to close the
"Sam's Club Transaction" (defined below) have been satisfied and that the
Close of Escrow for the sale of the Property as contemplated by this
Agreement will close simultaneously with the close of escrow for the
Sam's Club Transaction. Under no circumstances shall the Close of
(b)
(g)
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Escrow occur without the concurrent closing of the Sam's Club
Transaction. The "Sam's Club Transaction" is the transaction evidenced
by that certain Purchase Agreement between Sam's Real Estate Business
Trust ("Sam's") and Seller dated April 20, 2005 (the "Sam's Club
Purchase Agreement") pursuant to which Seller has agreed to sell to
Sam's, that certain real property adjacent to, and located to the south of,
the Property, as more particularly described in the Sam's Club Purchase
Agreement;
(h) All work performed on the Property (including without limitation the
grading and tree removal work described in the Sam's Club Purchase
Agreement) has been performed lien free and in accordance with a grading
plan approved by Seller; and
Seller is not in material default of any term or condition of this Agreement
or, if Seller is in material default, such default has been waived, in writing,
by Buyer.
In the event that any of Buyer's Conditions to Closing are not satisfied or waived in a
writing signed by Buyer prior to the Closing Date, Buyer may terminate this Agreement and the
Deposit shall be returned to Buyer. In the event Buyer or Seller is in breach or default
hereunder, the provisions of Section 11 shall apply. For purposes of paragraph (d) above, a
"timely" disapproval shall mean Buyer's disapproval within fifteen days after the City's'
issuance of the subject site development permit.
8.2 Conditions Precedent to Seller's Obligations. The obligations of Seller under this
Agreement shall be subject to the satisfaction or signed written waiver by Seller of each and all
of the following conditions precedent ("Seller's Conditions to Closing"):
(a) Escrow Holder holds the Purchase Price and all other instruments and
funds required for the Closing and will deliver to Seller the instruments
and funds, including but not limited to the Purchase Price (less Seller's
closing costs) accruing to Seller pursuant to this Agreement;
(b) except as otherwise permitted by this Agreement, all representations and
warranties by the Buyer in this Agreement shall be true on and as of the
Closing Date as though made at that time and all covenants of Buyer
pursuant to this Agreement shall have been fulfilled by the Closing Date;
and
(i)
(c) Buyer is not in material default of any term or condition of this Agreement
or, if Buyer is in material default, such default has been waived, in
writing, by Seller.
In the event that any of Seller's Conditions to Closing are not satisfied or waived in a
writing signed by Seller prior to the Closing Date, Seller may terminate this Agreement. In the
event Buyer or Seller is in breach or default hereunder, the provisions of Section 11 shall apply.
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9. POSSESSION.
Possession of the Property shall be delivered by Seller to Buyer on the Closing Date.
10. ALLOCATION OF COSTS.
10.1 Buyer's Costs. Buyer shall pay the following costs:
(a) fifty percent (50%) of Escrow Holder's escrow fee;
(b) Buyer's own attorney's fees incurred in connection with this Agreement
and the transactions contemplated hereby;
(c) fifty percent (50%) of all the charges for recording the Grant Deed, if any;
(d) the premium difference between the ALTA extended policy of title
insurance and the ALTA standard coverage policy of title insurance if
Buyer requests an extended policy; and
(e) any additional title insurance coverages Seller is not required to pay for
plus any title endorsements requested by Buyer.
10.2 Seller's Costs. Seller shall pay:
(a) fifty percent (50%) of the Escrow Holder's escrow fee;
(b) Seller's own attorney's fees in connection with this Agreement and the
transactions contemplated hereby;
(c) Any documentary transfer taxes associated with the conveyance;
(d) fifty percent (50%) of all the charges for recording the Grant Deed, if any;
and
(e) the premium for the Title Policy that Seller is required to pay pursuant to
this Agreement.
11. REMEDIES.
1 1.1 Default by Seller. If Seller defaults under this Agreement, Buyer's sole remedy
shall be to record a lis pendens and enforce Buyer's right to specific performance and related
injunctive relief and accordingly, Seller hereby acknowledges that the Property is unique and that
no other remedies are available to Buyer. Buyer waives any right to bring an action for damages
against any or all of the Seller/City & Seller/City Personnel, including, but not limited to any
action for actual and/or consequential damages.
Buyer's Initials
882/(1156I (L(K179
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Seller's Initials
-10-
I
11.2 Default by Buyer. IF BUYER FAILS TO COMPLETE SAID PURCHASE AS
HEREIN PROVIDED BY REASON OF ANY DEFAULT BY BUYER, SELLER SHALL BE
RELEASED FROM OBLIGATION TO SELL THE PROPERTY TO BUYER, BUT SELLER,
BY INITIALING THIS PARAGRAPH, SHALL HAVE RELEASED BUYER FROM ANY
CLAIMS OR CAUSES OF ACTION ARISING OUT OF SUCH DEFAULT, AND SELLER
SHALL HAVE AGREED THAT SELLER SHALL RETAIN THE "DEPOSIT" AS
LIQUIDATED DAMAGES, AND THAT SUCH RETENTION SHALL BE SELLER'S SOLE
REMEDY AGAINST BUYER IN REGARD TO SUCH DEFAULT. THE PARTIES HERETO
HAVE CONSIDERED THE AMOUNT OF DAMAGES WHICH SELLER IS LIKELY TO
INCUR IN THE EVENT OF A DEFAULT OR BREACH HEREUNDER BY BUYER, AND
THE PARTIES HERETO HAVE AGREED THAT THE DEPOSIT IS A REASONABLE
APPROXIMATION AND LIQUIDATION OF SELLER'S POTENTIAL DAMAGES,
CONSIDERING ALL OF THE CIRCUMSTANCES EXISTING ON THE DATE OF THIS
AGREEMENT, INCLUDING THE RELATIONSHIP OF THE SUM TO THE RANGE OF
HARM TO SELLER THAT REASONABLY COULD BE ANTICIPATED AND THE
ANTICIPATION THAT PROOF OF ACTUAL DAMAGES WOULD BE COSTLY OR
INCONVENIENT. THE RECEIPT AND RETENTION OF SUCH AMOUNT BY SELLER IS
INTENDED TO CONSTITUTE THE LIQUIDATED DAMAGES TO SELLER PURSUANT
TO THE CALIFORNIA CIVIL CODE, AND SHALL NOT BE DEEMED TO CONSTITUTE
A FORFEITURE OR PENALTY WITHIN THE MEANING OF THE CALIFORNIA CIVIL
CODE, OR ANY SIMILAR PROVISION. SAID AMOUNT OF LIQUIDATED DAMAGES
SHALL BE IN LIEU OF ANY OTHER REMEDIES, DAMAGES OR SUMS DUE OR
PAYABLE TO SELLER. IN PLACING THEIR INITIALS AT THE PLACES PROVIDED,
EACH PARTY SPECIFICALLY CONFIRMS THE ACCURACY OF THE STATEMENTS
MADE ABOVE.
Buyer's Initials
Seller's Initials
12. "AS -IS".
Buyer acknowledges that during the Due Diligence Period Buyer shall have had an
adequate opportunity to inspect the Property and to investigate its physical characteristics and
condition and to conduct such other independent investigations as Buyer requires to determine
that it is prepared to complete the purchase of the Property on the terms and conditions stated
herein. Seller hereby warrants and represents that, to Seller's actual knowledge, there are no
Hazardous Substances generated, released, stored, buried or deposited over, beneath, in or upon
the Property, except to the extent permitted by law after obtaining all necessary permits and
licenses thereof, nor has Seller or the City received any notice from any governmental agency
alleging that the Property is currently in violation of any governmental requirements relating to
Hazardous Materials (as hereinafter defined). As used in the preceding sentence, the term
"knowledge" shall mean the actual (not constructive or imputed) knowledge of Thomas
Genovese (Seller's Executive Director), without any investigation or inquiry or duty of
investigation or inquiry.
Subject to the limited representations and warranties of Seller set forth in this Agreement,
Buyer acknowledges that the purchase of the Property will be based on Buyer's own
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investigation and that Buyer must perform its own due diligence with respect to all
environmental matters relating to the Property, and that Buyer is not relying on any
environmental audits or assessments performed by or on behalf of Seller. As used in this
Agreement, the term "Hazardous Materials" shall mean and include any pollutants, flammable,
explosives, petroleum products, radioactive materials, hazardous wastes, dangerous or toxic
substances or related materials, including substances defined as or included in the definition of
toxic or hazardous substances, wastes or materials under any federal, state or local laws,
ordinances, regulations or guidelines which relate to pollution, the environment or the protection
of public health and safety, or limiting, prohibiting or otherwise regulating the presence of such
materials. The foregoing representation and warranty by Seller shall survive the execution and
delivery of this Agreement, the recording of the Grant Deed and the Closing.
Except as provided herein, and subject to the limited representations and warranties of
Seller set forth in this Agreement, Buyer acknowledges that Buyer is purchasing the Property
with no representation or warranty by Seller, express or implied, regarding (i) the presence of
uncompacted fill, the condition of the soil, the geology, seismology, hydrology, or similar
matters on, under, or affecting the Property, (ii) the existence or condition of any improvements
in, on, or under the Property, (iii) the presence or absence of any Hazardous Materials in, on,
under, or affecting the Property, (iv) the design, construction, location, size, character, physical
condition or state of repair of the Property or any portion thereof; (v) the topography, drainage or
condition of the surface and subsurface soils of or on the Property, (vi) the merchantability,
habitability or fitness for any particular purpose of the Property, (vii) the past or future taxes or
assessments thereof, income therefrom or expenses thereof, (viii) the developability of the
Property, or (ix) that the Property is suitable for Buyer's contemplated use. Buyer acknowledges
that Seller has undertaken no investigation, and does not intend to undertake any investigation,
concerning any aspect of the physical or environmental condition of the Property and in no event
shall Seller have any obligation under this Agreement to cure or correct any physical defects or
problems with respect to the Property. By execution hereof, Buyer represents and warrants to
Seller that Buyer is an experienced, sophisticated buyer of commercial real estate with
knowledge and experience sufficient to enable it to evaluate the merits and risks of the sale, and
that it is represented by knowledgeable and experienced legal counsel of its own choosing and
agrees that neither Seller, nor its agents or representatives, has made, and that Buyer has not
relied upon, any representation or warranty of any kind which is not herein expressly set forth or
provided for, in connection with the sale of the Property or Buyer's actual purchase thereof
pursuant hereto, Buyer having elected to rely instead entirely upon its inspection of the Property
pursuant to the terms of this Agreement and the express limited representations and warranties of
Seller set forth herein. Except for the warranties of Seller set forth in this Agreement, Buyer is
acquiring the Property in an "AS -IS, WHERE -IS, WITH ALL FAULTS" condition.
13. INDEMNITY
Buyer agrees, from and after the date of recordation of the Grant Deed, to defend,
indemnify, protect and hold harmless the Seller/City & Seller/City Personnel from, regarding and
against any and all liabilities, obligations, orders, decrees, judgments, liens, demands, actions,
claims, losses, damages, fines, penalties, expenses, or costs of any kind or nature whatsoever,
together with fees (including, without limitation, reasonable attorneys' fees and experts' and
consultants' fees), occurring during and caused by Buyer's use and occupancy of the Property,
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and resulting from or in connection with the actual or claimed generation, storage, handling,
transportation, use, presence, placement, migration and/or release of Hazardous Materials by
Buyer or as a result of Buyer's use and occupancy of the Property at, on, in, beneath or from the
Property, unless caused by the negligence or wilful misconduct of any of Seller/City &
Seller/City Personnel. Notwithstanding the foregoing, Seller agrees to defend, indemnify,
protect and hold harmless the Buyer from, regarding and against any and all liabilities,
obligations, orders, decrees, judgments, liens, demands, actions, claims, losses, damages, fines,
penalties, expenses, or costs of any kind or nature whatsoever, together with fees (including,
without limitation, reasonable attorneys' fees and experts' and consultants' fees) occurring
during and caused by Seller's use and occupancy of the Property and resulting from or in
connection with the actual or claimed generation, storage, handling, transportation, use,
presence, placement, migration and/or release of Hazardous Materials at, on, in, beneath or from
the Property.
14. WAIVER AND RELEASE.
Buyer hereby agrees that, concurrent with the Close of Escrow, and subject to Seller's
indemnification obligations set forth in Section 13 hereof, Buyer shall waive, release, and fullx
discharge the Seller/City & Seller/City Personnel from any claims, demands, or causes of action
that Buyer has against the Seller/City & Seller/City Personnel, or any of them, regarding the
physical or environmental condition of the Property, including, but not limited to, claims arising
out of or having any relation to the presence or absence of any Hazardous Materials in, on,
under, or within the Property, any Endangered Species or protected habitat or natural resources
on the Property, and any other adverse physical condition, including, but not limited to the
existence and inadequacy of sewage and other utility systems, characteristics of soils, geology,
existence or absence of ground water, existing zoning or other legal status of the Property,
habitability, any structural deficiency, merchantability, fitness, suitability or adequacy of the
Property or compliance of the Property with applicable laws, ordinances, codes or other
governmental regulations that do or could impair the value of the Property. Notwithstanding
anything herein to the contrary, the releases provided herein shall not apply to any matters
arising out of, or related to, any fraud or intentional misrepresentations or warranties made by
Seller in this Agreement.
The releases provided in this Section 14 are notwithstanding California Civil Code
§ 1542, or any comparable, applicable provision, which reads as follows:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH
THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS
FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF
KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS
SETTLEMENT WITH THE DEBTOR."
The releases provided in this Section 14 constitute releases with respect to any and all
rights, claims or actions pursuant to statutory or common law or equity of whatever kind or
nature, whether known, unknown, foreseen, unforeseen, patent or latent, which Buyer may now
or in the future have against any of the Seller/City & Seller/City Personnel.
882/015610-(K)79
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Buyer's Initials
15. CONSTRUCTION OF PUBLIC IMPROVEMENTS.
Buyer agrees and acknowledges that at the time Buyer develops the Property Buyer shall
be responsible for developing all of the offsite public improvements adjacent to the Property
pursuant to the Conditions of Approval for Tentative Parcel Map 33588, all in accordance with
City standards and requirements.
16. TREF, REMOVALiGRADING.
Buyer acknowledges and agrees that pursuant to the Sam's Club Purchase Agreement, for
a period of twelve (12) months after the closing under the Sam's Club Purchase Agreement,
provided Seller still owns the Property, Sam's shall be permitted to enter upon the Property for
purposes of removing the trees located thereon and grading the Property in accordance with the
terms of Section 14G of the Sam's Club Purchase Agreement. Seller represents and warrants
that the Sam's Club Purchase Agreement shall obligate Sam's to perform any such tree removal
and grading activities in accordance with all applicable laws and governmental regulations,
including, but not limited to, the requirement that Sam's obtain a grading permit from the City of
La Quinta ("City"). Seller acknowledges that the Sam's Club Purchase Agreement authorizes
Sam's to remove trees and perform grading activities prior to the Closing hereunder, and Seller
has not authorized Sam's to conduct any such tree removal or grading activities after the Closing.
Seller shall provide Buyer with a copy of any grading plans submitted by Sarn's to the City that
pertain to the Property ("Sam's Grading Plans"). Seller shall reasonably consider any comments
Buyer has concerning Sam's Grading Plans, provided (i) Buyer provides said comments to Seller
within ten (10) days after Seller provides to Buyer the Sam's Grading Plans; and (ii) Seller's
issuance to Sam's of a grading permit based upon Sam's Grading Plans will render the Property
substantially more costly to develop. Notwithstanding anything herein to the contrary, in the
event Sam's conducts any tree removal or grading activities on the Property prior t the Closing
which Buyer determines will interfere with Buyer's intended use of the Propert , Buyer may
terminate this Agreement and the Escrow and the Escrow Officer shall return t e Deposit to
Buyer.
17. REMOVAL OF BUILDING
Buyer acknowledges and agrees that notwithstanding anything herein to the contrary,
Seller may, but is not obligated to, during the period after the Effective Date and prior to the
Closing, remove the existing building from the Property. Seller may employ any means Seller
chooses to remove said building, including, but not limited to, the use of incendiary devices.
Seller shall keep the Property free and clear of any liens.
18. PAYMENT OF PREVAILING WAGES.
Although the parties believe that California law does not require the payment of
prevailing wages or the hiring of apprentices for Buyer's development of the Property because
the Property is being sold at its fair market price and the Seller is not providing any subsidies
882/015610-0079
582617.09 aO& 2i0'O5
-14-
hereunder, Buyer shall be solely responsible for determining and effectuating compliance with
California Health and Safety Code Sections 33423 through 33426, or Chapter 1 of Part 7 of the
California Labor Code (commencing with section 1720), and all applicable statutory and
regulatory provisions related thereto (collectively, the "Wage Laws"), and nothing herein
constitutes a representation or warranty by Seller that Buyer's development of the Property is not
subject to the Wage Laws and Buyer expressly waives any right of reimbursement for any
"increased costs" under California Labor Code Section 1781 or otherwise with respect to the
Property or Buyer's development thereof. Buyer shall indemnify, defend, and hold Seller and the
City of La Quinta and their respective officers, employees, members, representatives, contractors
and agents, harmless, including litigation costs and reasonable attorneys' fees, with counsel
reasonably acceptable to Seller and City, from and against any and all claims pertaining to the
compliance with the Wage Laws in connection with Buyer's development of the Property.
19. CONDEMNATION.
In the event that, prior to the Close of Escrow, any governmental entity shall commence
any proceedings of or leading to eminent domain or similar type proceedings to take all or any
portion of the Property, Buyer shall have the option of (a) completing the purchase, in which
event all condemnation proceeds or claims thereof shall be assigned to Buyer, or (b) terminating
this Agreement, in which event the Deposit shall be returned to Buyer and neither party shall
have any further liability hereunder.
20. RIGHT TO EXCHANGE.
Buyer may desire to complete this transaction as a part of a tax -deferred exchange within
the meaning of Section 1031 of the Internal Revenue Code of 1986, as amended. Seller agrees in
each such event to cooperate with Buyer in order to effectuate such an exchange or exchanges.
Seller's agreement to cooperate to effect any such exchange or exchanges shall not require Seller
to incur any cost, expense or liability or acquire title to any property as a consequence of such
cooperation. In no event shall any such exchange transaction delay the Close of Escrow as
contemplated in this Agreement. In so cooperating in any exchange transaction arranged
hereunder, Seller shall in no event be responsible for, or in any way warrant, the tax
consequences of the exchange transaction.
21. MISCELLANEOUS.
21.1 Successors and Assigns. This Agreement shall be binding upon and shall inure to
the benefit of Buyer and Seller and their respective heirs, personal representatives, successors
and assigns.
21.2 Assignment. Neither party to this Agreement may assign this Agreement or any
interest or right hereunder or under the Escrow without the prior written consent and approval of
the other party, which consent and approval may be withheld in the sole and absolute discretion
of either party; provided, however, that (i) Seller may assign this Agreement to the City of La
Quinta without Buyer's consent, and (ii) Buyer may assign this Agreement to a corporation,
trust, limited liability company or partnership of which Buyer owns the majority beneficial
interest and operational control without Seller's consent. No assignment by Buyer, including an
882/015610-(X)79
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-15-
assignment which does not require Seller's written approval, shall be effective unless and until
Buyer submits a signed assignment and assumption agreement in a form and with content
approved by the Seller's legal counsel.
21.3 Third Party Beneficiary. No provision of this Agreement is intended nor shall in
any way be construed to benefit any party not a signatory hereto or to create a third party
beneficiary relationship; provided, however, that notwithstanding the foregoing, the City shall be
an express third party beneficiary with respect to the indemnities and other matters set forth in
this Agreement which specifically and expressly run to the City's benefit.
21.4 Attorney's Fees. In the event of any action between Buyer and Seller seeking
enforcement of any of the terms and conditions to this Agreement or the Escrow or otherwise in
connection with the Property, the prevailing party in such action shall be awarded, in addition to
damages, injunctive or other relief, its reasonable costs and expenses, including without
limitation its expert witness fees and reasonable attorney's fees.
21.5 Notices. All notices under this Agreement shall be effective (i) upon personal
delivery, (ii) via overnight courier service provided the courier provides a written receipt of the
time and date of delivery; (iii) via facsimile so long as the sender receives confirmation of
successful transmission from the sending machine; or (iv) three (3) business days after deposit in
the United States mail, registered, certified, postage fully prepaid and addressed to the respective
parties as set forth below or as to such other address as the parties may from time to time
designate in writing:
To Seller:
Copy to:
To Buyer:
Copy to:
882/015610-0079
582617.09 a06120/05
La Quinta Redevelopment Agency
78-495 Calle Tampico
La Quinta, California 92253
Attn: Executive Director
Facsimile No.: (760) 777-7101
Rutan & Tucker, LLP
611 Anton Boulevard, Suite 1400
Costa Mesa, California 92628-1950
Attn: M. Katherine Jenson, Esq.
Facsimile No.: (714) 546-9035
Stamko Development Co. LP
2205 N. Poinsettia Avenue
Manhattan Beach, CA 90266
Attn: Chris Clarke
Facsimile No.: (760) 564-8728
Cox, Castle & Nicholson, LLP
19800 MacArthur Boulevard, Ste. 500
Irvine, CA 92612-2435
Attn: Stathi. G. Marcopulos, Esq.
Facsimile No.: (949) 476-2111
-16-
21.6 Fair Meaning. This Agreement shall be construed according to its fair meaning
and as if prepared by both parties hereto.
21.7 Headings. The headings at the beginning of each numbered Section of this
Agreement are solely for the convenience of the parties hereto and are not a part of this
Agreement.
21.8 Choice of Laws; Litigation Matters. This Agreement shall be governed by the
internal laws of the State of California and any question arising hereunder shall be construed or
determined according to such law. The Municipal and Superior Courts of the State of California
in and for the County of Riverside, or such other appropriate court in such county, shall have
exclusive jurisdiction of any litigation between the parties concerning this Agreement. Service
of process on Seller shall be made in accordance with California law. Service of process on
Buyer shall be made in any manner permitted by California law and shall be effective whether
served inside or outside California.
21.9 Nonliability of Seller Officials. No officer, official, member, employee, agent, or
representatives of Seller shall be liable for any amounts due hereunder, and no judgment or
execution thereon entered in any action hereon shall be personally enforced against any such
officer, official, member, employee, agent, or representative.
21.10 Gender; Number. As used in this Agreement, masculine, feminine, and neuter
gender and the singular or plural number shall be deemed to include the others wherever and
whenever the context so dictates.
21.11 Survival. This Agreement and all covenants to be performed after the Closing,
and, except as otherwise set forth herein, all representations and warranties contained herein
shall survive the Closing Date and shall remain a binding contract between the parties hereto.
21.12 Time for Performance. In the event the time for performance of an obligation
hereunder falls on a weekend, a holiday, or on a day on which the City of La Quinta is closed,
performance of that obligation shall be due on the next business day on which the City of La
Quinta is open.
21.13 Time of Essence. Time is of the essence in this Agreement and in each and every
term and provision hereof, it being understood that the parties hereto have specifically negotiated
the dates for the completion of each obligation herein.
21.14 Waiver or Modification. A waiver of a provision hereof, or modification of any
provision herein contained, shall be effective only if said waiver or modification is in writing,
and signed by both Buyer and Seller. No waiver of any breach or default by any party hereto
shall be considered to be a waiver of any breach or default unless expressly provided herein or in
the waiver.
21.15 Broker's Fees. Seller and Buyer represent and warrant to the other that neither
Buyer nor Seller has employed any broker and/or finder to represent its interest in this
transaction. Each party agrees to indemnify and hold the other free and harmless from and
against any and all liability, loss, cost, or expense (including court costs and reasonable
882/015610•0079
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1
attorney's fees) in any manner connected with a claim asserted by any individual or entity for
any commission or finder's fee in connection with the conveyance of the Property arising out of
agreements by the indemnifying party to pay any commission or finder's fee.
21.16 Duplicate Originals This Agreement may be executed in any number of
duplicate originals, all of which shall be of equal legal force and effect.
21.17 Severability. If any term, covenant or condition of this Agreement or the
application thereof to any person, entity, or circumstance shall, to any extent, be invalid or
unenforceable, the remainder of this Agreement, or the application of such term, covenant, or
condition to persons, entities, or circumstances other than those as to which it is held invalid or
unenforceable, shall not be affected thereby and each term, covenant or condition of this
Agreement shall be valid and enforceable to the fullest extent permitted by law.
21.18 Exhibits. The following exhibits are attached hereto and incorporated herein by
this reference:
Exhibit "A" Legal Description of Property
Exhibit "B" Grant Deed
Exhibit "C" Non -Foreign Affidavit
21.19 Covenants of Seller. Seller agrees that during the period between the Effective
Date of this Agreement and the Closing Date:
(a) Except as provided in Sections 16 and 17 hereof, Seller shall maintain the
Property in not less than the state of repair as that existing on the Effective Date (excepting
ordinary wear and tear);
(b) Except for the entry permitted to Sam's pursuant to Section 16 hereof,
Seller shall not convey, grant, lease, assign, mortgage, hypothecate, encumber, or otherwise
transfer (on or off record) the Property or any interest therein;
(c) Prior to the Closing, Seller shall not introduce or release, or permit the
introduction or release, of any Hazardous Material in, from, under, or on the Property;
(d) Prior to Closing, Seller shall provide written notice to Buyer of any
actions that it or the City of La Quinta has agendized for action that is inconsistent with the
purposes of this Agreement and Buyer's intended development on the Property;
(e) Prior to Closing, Seller shall maintain Seller' s existing insurance on the
Property; and
(f) Subject to (i) the rights of Sam's to enter onto the Property for purposes of
removing trees and performing grading activities pursuant to Section 16 hereof; and (ii) the
rights of Seller to remove the existing building from the Property pursuant to Section 17 hereof,
Seller shall not alter the physical condition of the Property. In the event Seller alters the physical
condition of the Property in any manner other than in the manner and/or pursuant to the activities
K82/015610-0079
582617.09 a06/20/05
-18-
1�
expressly authorized in clauses (i) and (ii) of this paragraph 21.17(f), Seller shall promptly repair
the same.
21.20 Representations of Seller. Seller represents and warrants that Seller has no actual
knowledge of any notice of violations of city, county, state, federal, building, land use, fire,
health, safety, environmental, Hazardous Materials or other governmental or public agency
codes, ordinances, regulations, or orders with respect to the Property, or as to health, safety,
environmental, or hazardous materials codes, ordinances, regulations or orders relating to any
lands adjacent to the Property. Seller warrants that Seller has no knowledge of any litigation,
pending or threatened with respect to the Property, Seller's interest therein, or which would
otherwise inhibit Buyer's obtaining clear title to the Property. Seller also warrants that it has no
actual knowledge of any physical, legal, economic or political facts, circumstances, problems or
governmental actions with respect to the Property which should be disclosed by Seller or its
agents under California law, except those which have been disclosed to Buyer in detail, in
writing. As used herein, "knowledge" shall mean the actual knowledge of Seller's Executive
Director, without any duty of independent investigation or inquiry. The foregoing
representations and warranties shall be true as of the date of this Agreement and of the Close of
Escrow.
21.21 Corporate Authority. The person(s) executing this Agreement on behalf of each
of the parties hereto represent and warrant that (i) such party is duly organized and existing, (ii)
they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so
executing this Agreement such party is formally bound to the provisions of this Agreement, and
(iv) the entering into this Agreement does not violate any provision of any other agreement to
which such party is bound.
21.22 Covenant Against Discrimination. Buyer covenants that in its performance of this
Agreement it shall not discriminate against any person or group of persons on account of any
impermissible classification including but not limited to race, color, creed, gender, religion,
marital status, national origin, or ancestry.
21.23 Entire Agreement; Amendment. Except as set forth above, this Agreement and
the exhibits incorporated herein contain the entire agreement of Buyer and Seller with respect to
the matters contained herein, and no prior agreement or understanding pertaining to any such
matter shall be effective for any purpose. No provisions of this Agreement may be amended or
modified in any manner whatsoever except by an agreement in writing signed by duly authorized
officers or representatives of each of the parties hereto.
21.24 Memorandum of Purchase Agreement. The parties agree to execute,
acknowledge and record a memorandum of this Agreement, which Buyer covenants to release of
record if: (i) the Agreement is terminated for any reason (other than Seller's default), or (ii) this
Agreement is terminated by Buyer, for any reason.
882/015610-0079
582617.09 a06120/05
[END -- SIGNATURE PAGE FOLLOWS]
-19-
IN WITNESS WHEREOF, Buyer and Seller each hereby represents that it has read this
Agreement, understands it, and hereby executes this Agreement to be effective as of the day and
year first written above.
ATTEST:
APPROVED AS TO FORM:
RUTAN & TUCKER, LLP
By:
Agency C nsel
882/015610-O079
582617.09 a06✓20/05
LA QUINTA REDEVELOPMENT AGENCY,
a public body, corporate and politic
By: /i
(0-)04-04-e
Executive Director
"Buyer"
STAMKO
a Californi
EVELOPMENT CO. LP,
-ted partn
By: /,gi /
Name: I— Off
Its: iffigrAW
-20-
Stewart Title Company agrees to act as Escrow Holder in accordance with the terms of this
Agreement.
882/015610-(079
582617.09 a06/20/05
STEWART TITLE COMPANY
By:
Name:
Its:
-21-
EXHIBIT "A"
LEGAL DESCRIPTION OF PROPERTY
[To be inserted]
882/015610-0079
582617.09 a06/20105
EXHIBIT "B"
FORM OF GRANT DEED
[SEE FOLLOWING PAGES]
882/015610-0079
582617.09 a06/20/05
Qr"
Recording Requested By and
When Recorded Return to:
Stamko Development Co. LP
Attn: Christine F. Clarke
MAIL TAX STATEMENTS TO:
Stamko Development Co. LP
La Q,!!Alll, �h 7L,o5
Attn: Christine F. Clarke
5t Y
t,
R/Ve //a
eieJ7A27w
g7„a
SPACE ABOVE THIS LINE FOR RECORDER'S USE
GRANT DEED
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the
LA QUINTA REDEVELOPMENT AGENCY, a public body, corporate and politic, organized
and existing under the California Community Redevelopment Law (Health & Safety Code
Section 33000 et seq.) (the "Grantor"), hereby grants to STAMKO DEVELOPMENT CO, LP,
a California limited partnership ("Grantee"), that certain real property ("Property") located in
the City of La Quinta, County of Riverside, State of California, described in the legal description
attached hereto as Attachment No. 1 and incorporated herein by this reference, subject to all
matters of record, and further subject to the following:
A. Conveyance in Accordance With Redevelopment Plan. The Property is conveyed
in accordance with and subject to the Redevelopment Plan for Project Area No. 2
("Redevelopment Plan"), a copy of which is on file with the City Clerk of the City of La
Quinta, California. All uses on the Property shall conform to the uses permitted by the
Redevelopment Plan. The foregoing shall remain in effect until the expiration of the
Redevelopment Plan.
B. Nondiscrimination. Grantee, on behalf of itself and its successors and assigns to
all or any portion of the Property, covenants and agrees as follows:
1. There shall be no discrimination against, or segregation of, any persons, or
group of persons, on account of race, color, creed, religion, sex, marital status, ancestry, or
national origin in the sale, lease, or rental or in the use, occupancy, or enjoyment of the Property,
nor shall the grantee itself, or any person claiming under or through it, establish or permit any
such practice or practices of discrimination or segregation with reference to the selection,
location, number, use, or occupancy of tenants, lessees, subtenants, sublessees, or vendees of the
Property or any portion thereof, The foregoing covenants shall run with the land and shall
remain in effect in perpetuity.
882/015610-0079
582617.09 a06/20/05
2. The grantee shall refrain from restricting the rental, sale, or lease of any
portion of the Property, or contracts relating to the Property, on the basis of race, color, creed,
religion, sex, marital status, age, ancestry, or national origin of any person. All such deeds,
leases or contracts shall contain or be subject to substantially the following nondiscrimination or
nonsegregation clauses:
a. In deeds: "The grantee herein covenants by and for itself, its heirs,
executors, administrators, and assigns, and all persons claiming under or through them, that there
shall be no discrimination against or segregation of any person or group of persons on account of
race, color, creed, religion, sex, marital status, age, ancestry, or national origin in the sale, lease,
sublease, transfer, use, occupancy, tenure, or enjoyment of the land herein conveyed, nor shall
the grantee itself, or any persons claiming under or through it, establish or permit any such
practice or practices of discrimination or segregation with reference to the selection, location,
number, use, or occupancy of tenants, lessees, subtenants, sublessees, or vendees in the land
herein conveyed. The foregoing covenants shall run with the land."
b. In leases: "The lessee herein covenants by and for itself, its heirs,
executors, administrators, and assigns, and all persons claiming under or through it, and this
lease is made and accepted upon and subject to the following conditions: 'That there shall be no
discrimination against or segregation of any person or group of persons on account of race, color,
creed, religion, sex, marital status, age, ancestry, or national origin in the leasing, subleasing,
transferring, use, occupancy, tenure, or enjoyment of the land herein leased, nor shall the lessee
itself, or any person claiming under or through it, establish or permit any such practice or
practices of discrimination or segregation with reference to the selection, location, number, use,
or occupancy of tenants, lessees, sublessees, subtenants, or vendees in the land herein leased.'
c. In contracts pertaining to the realty: "There shall be no
discrimination against or segregation of any persons or group of persons on account of race,
color, creed, religion, sex, marital status, age, ancestry, or national origin in the sale, lease,
transfer, use, occupancy, tenure, or enjoyment of land, nor shall the transferee itself, or any
person claiming under or through it, establish or permit any such practice or practices of
discrimination or segregation with reference to the selection, location, number, use, or occupancy
of tenants, lessees, subtenants, sublessees, or vendees of land."
The foregoing nondiscrimination covenants shall remain in effect in perpetuity.
C. Covenants Run With The Land. All covenants contained in this Grant Deed shall
be covenants running with the land.
D. Covenants for Benefit of Grantor. All covenants set forth in this Grant Deed,
without regard to technical classification or designation, shall be binding for the benefit of the
Grantor, and such covenants shall run in favor of Grantor for the entire period during which such
covenants shall be in force and effect, without regard to whether the Grantor is or remains an
owner of any land or interest therein to which such covenants relate. Grantor, in the event of any
breach of any such covenants, shall have the right to exercise all the rights and remedies and to
maintain any actions at law or equity or other property proceedings to enforce the curing of such
breach.
8821015610-IX79
582617.09 a06/20/05
-4-
1
ATTEST:
Agency Secretary
APPROVED AS TO FORM:
RUTAN & TUCKER, LLP
Agency Counsel
882/015610-0079
582617.09 a06/20/05
"Grantor"
LA QUINTA REDEVELOPMENT AGENCY,
a public body, corporate and politic
By:
Executive Director
"Grantee"
STAMKO DEVELOPMENT CO. LP, a
California limited partnership
By:
Name:
Its:
-5-
1
STATE OF CALIFORNIA )
) ss:
COUNTY OF )
On , before me, the undersigned, a Notary
Public in and for said County and State, personally appeared
personally known to me (or 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.
WITNESS my hand and official seal.
Notary Public
[SEAL]
STATE OF CALIFORNIA
) ss:
COUNTY OF )
On , before me, the undersigned, a Notary
Public in and for said County and State, personally appeared
personally known to me (or 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.
[SEAL]
882/015610-(X)79
582617.09 a06/20/05
WITNESS my hand and official seal.
-6-
Notary Public
882/015610-0079
582617.09 a06/20/05
ATTACHMENT NO. 1
LEGAL DESCRIPTION OF PROPERTY
[TO BE INSERTED]
Attachment 1 to Grant Deed
ATTEST:
y Secretary
APPROVED AS TO FORM:
RUTAN & TUCKER, LLP
Agency Counsel
"Grantor"
LA QUINTA REDEVELOPMENT AGENCY,
a public body, corporate and pojitic
By:
Executive Director
"Grantee"
STAMKO .DEVELOPMENT CO. LP, a
Califorri �mited e�rtne i.4/
w 1
/�.i �AP .,dif
gnaw
Nd2/015610-0079
65149501 a10/18/O5
-3-
STATE OF CALIFORNIA
COUNTY OF 75irer,5
)
)
ss:
On Pedp6er c -/ , r44S' ¶ , before me, the undersigned, a Notary
Public in and for said County and State, personally appeared Thpmas 7'' 9c,npi/&s4
personally known to me (or proved to me on the basis of satisfactory evidence) to be the
person(s) whose name(s) isMre subscribed to the within instrument and acknowledged to me that
he/sire/they executed the same in his/her4tglibeir authorized capacity(ies), and that by his/ker{their
signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s)
acted, executed the instrument.
WITNESS my hand and official se
[
STATE OF CALIFORNIA
COUNTY OF
)
)
)
ss:
Notary 'ublic
On ae7a6e" a5, .
, cV5 befo�Je� me, the undersi ned, a Notary
Public in and for said County and State, personally appeared (.Mr/sfine t. C/aYZ,_
personally known to me (or 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
li/she/t4tey executed the same in-kisl`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.
[SEAL]
WITNESS my hand and official se
882/015610-0079
65149501 n10118/05
-4-
EXHIBIT "C"
AFFIDAVIT OF NON -FOREIGN ENTITY
TO: STAMKO DEVELOPMENT CO. LP ("Buyer")
The Internal Revenue Code of 1954 ("Code") (26 U.S.C. Sections 1445, 7701) provides that a
transferee of a U.S. real property interest must withhold tax if the transferor is a foreign person.
To inform the transferee that withholding of tax is not required upon transfer of that certain U.S.
real property interest described in Exhibit "A" to the Agreement for Purchase and Sale and
Escrow Instructions dated , 2005, and incorporated herein by reference
("Property"), that the undersigned ("Seller") hereby certifies the following:
1. Seller is not a foreign corporation, foreign partnership, foreign trust or foreign estate (as
those terms are defined in the Internal Revenue Code and Income Tax Regulations); and
2. The U.S. taxpayer identification number for Seller is 95-3740431; and
3. The address for mailing purposes of Seller is: 78-495 Calle Tampico, La Quinta,
California 92253; and
4. Seller understands that this certification may be disclosed to the Internal Revenue Service
by Buyer and that any false statement contained herein could be punished by fine,
imprisonment, or both.
Under penalties of perjury, I declare that I have examined this Certification and to the best of my
knowledge and belief, it is true, correct, and complete, and I further declare that I have authority
to sign this document on behalf of Seller.
Dated: , 2005 LA QUINTA REDEVELOPMENT AGENCY,
a public body, corporate and politic
By:
Thomas Genovese, Executive Director
882/015610-0079
582617.09 a06120/05
TABLE OF CONTENTS
Page
1. PURCHASE PRICE. 1
1.1 Amount 1
1.2 Payment of Purchase Price 1
2. ESCROW 2
2.1 Opening of Escrow 2
2.2 Escrow Instructions 2
3. DUE DILIGENCE. 2
3.1 Due Diligence 2
4. CLOSE OF ESCROW. 6
4.1 Close of Escrow; Closing Date 6
4.2 Recordation; Release of Funds and Documents 6
5. DELIVERY OF DOCUMENTS REQUIRED FROM BUYER AND SELLER. 6
5.1 Buyer's Obligations 6
5.2 Seller's Obligations 7
6. TITLE INSURANCE POLICY. 7
6.1 Title Policy 7
6.2 Payment for Title Policy 7
7. REAL PROPERTY TAXES 7
8. CONDITIONS PRECEDENT TO CLOSING. 8
8.1 Conditions Precedent to Buyer's Obligations 8
8.2 Conditions Precedent to Seller's Obligations 9
9. POSSESSION. 10
10. ALLOCATION OF COSTS. 10
10.1 Buyer's Costs 10
10.2 Seller's Costs 10
11. REMEDIES 10
11.1 Default by Seller 10
11.2 Default by Buyer 11
8H2/015610-0)79
582617.09 a06✓20/05
-1-
U
Pate
12. "AS -IS". 11
13. INDEMNITY 12
14. WAIVER AND RELEASE. 13
15. CONSTRUCTION OF PUBLIC IMPROVEMENTS 14
16. TREE REMOVAL; GRADING. 14
17. REMOVAL OF BUILDING 14
18. PAYMENT OF PREVAILING WAGES 14
19. CONDEMNATION. 15
20. RIGHT TO EXCHANGE. 15
21. MISCELLANEOUS. 15
21.1 Successors and Assigns 15
21.4 Attorney's Fees 16
21.5 Notices 16
21.6 Fair Meaning 17
21.7 Headings 17
21.8 Choice of Laws; Litigation Matters 17
21.9 Nonliability of Seller Officials 17
21.10 Gender; Number 17
21.11 Survival 17
21.12 Time for Performance. 17
21.13 Time of Essence 17
21.14 Waiver or Modification 17
21.15 Broker's Fees 17
21.16 Duplicate Originals 18
21.17 Severability 18
21.18 Exhibits 18
21.19 Covenants of Seller. 18
21.20 Representations of Seller. 19
21.21 Corporate Authority. 19
21.22 Covenant Against Discrimination 19
21.23 Entire Agreement; Amendment 19
21.24 Memorandum of Purchase Agreement. The parties agree to execute,
acknowledge and record a memorandum of this Agreement, which
Buyer covenants to release of record if: (i) the Agreement is terminated
for any reason (other than Seller's default), or (ii) this Agreement is
terminated by Buyer, for any reason 19
EXHIBITS
882/015610-(1079
582617.09 a06/20/05
-11-
Exhibit A
Exhibit B
Exhibit C
882/015610-(I079
582617.(19 a06/20/05
Legal Description of the Property
Form of Grant Deed
Form of Affidavit of Non -Foreign Entity
-111-
Page
From: JAN OSGOOD 310-242-6137 To: CHRIS-CONDO
Date: 7/20/2005 Time: 8:19:16 AM Page 1 of 3
AMENDMENT NO. 1 TO AGREEMENT FOR PURCHASE AND SALE
AND ESCROW INSTRUCTIONS
THIS AMENDMENT NO. 1 TO AGREEMENT FOR PURCHASE AND SALE AND
ESCROW INSTRUCTIONS ("Amendment No. 1") is made and entered into as of
, 2005 ("Effective Date") by and between the LA QUINTA
REDEIOELOPMENT AGENCY, a public body, corporate and politic ("Seller"), and STAMKO
DEVELOPMENT CO. LP, a California limited partnership ("Buyer").
RECITALS:
A. Pursuant to that certain Agreement for Purchase and Sale and Escrow Instructions
executed on or about `y /, 2y and between Seller and Buyer (the "Agreement"),
Seller agreed to sell to Buyer, and Buyer agreed to buy from Seller, certain improved real
property located at the intersection of Dune Palms Road and Highway 111 in the City of La
Quinta ("City"), County of Riverside, State of California, as more particularly described in the
Agreement (the "Property").
B. Buyer and Seller now desire to amend the Agreement to extend, until August 12,
2005, the outside date by which Seller shall convey to Buyer the Property.
AGREEMENT:
NOW, THEREFORE, in consideration of the foregoing recitals and mutual covenants
herein contained, the parties hereto agree as follows:
1. Extension of Closing Date. Section 4.1 of the Agreement is hereby amended to replace
the date "August 1, 2005" with the date "October 7, 2005".
2. Provisions of Agreement. Except as otherwise expressly provided in this Amendment
No. 1, all of the terms and conditions of the Agreement shall remain in full force and effect.
3. Miscellaneous.
3.1 Attornev's Fees. In the event of any action between Buyer and Seller seeking
enforcement of any of the terms and conditions to this Amendment No. 1, the prevailing party in
such action shall be awarded, in addition to damages, injunctive or other relief, its reasonable
costs and expenses, including without limitation its expert witness fees and reasonable attorney's
fees.
3.2 Fair Meaning. This Amendment No. 1 shall be construed according to its fair
meaning and as if prepared by both parties hereto.
3.3 Choice of Laws; Litigation Matters. This Amendment No. 1 shall be governed by
the internal laws of the State of California and any question arising hereunder shall be construed
882/015610-0079
625569 02 a0720/05
-1-
From: JAN OSGOOD 310-242-6137 To: CHRIS-CONDO
Date: 7/20/2005 Time: 8:19:16 AM Page 2 of 3
or determined according to such law. The Municipal and Superior Courts of the State of
California in and for the County of Riverside, or such other appropriate court in such county,
shall have exclusive jurisdiction of any litigation between the parties concerning this
Amendment No. 1. Service of process on Buyer shall be made in accordance with California
law. Service of process on Seller shall be made in any manner permitted by California law and
shall be effective whether served inside or outside California.
3.4 Time of Essence. Time is of the essence of this Amendment No. 1 and of each
and every term and provision hereof.
3.5 Waiver or Modification. A waiver of a provision hereof, or modification of any
provision herein contained, shall be effective only if said waiver or modification is in writing,
and signed by both Buyer and Seller. No waiver of any breach or default by any party hereto
shall be considered to be a waiver of any breach or default unless expressly provided herein or in
the waiver.
3.6 Facsimile Signatures. Signatures of the parties transmitted by facsimile shall be
deemed binding. However, each party agrees to submit their original signature to the other party
within five (5) business days after execution hereof.
3.7 Counterparts. This Agreement may be executed in counterparts, each of which,
when this Amendment No. 1 has been signed by all the Parties hereto, shall be deemed an
original, and such counterparts shall constitute one and the same instrument.
3.8 Corporate Authority. The person(s) executing this Amendment No. 1 on behalf of
each of the parties hereto represent and warrant that (i) such party is duly organized and existing,
(ii) they are duly authorized to execute and deliver this Amendment No. 1 on behalf of said
party, (iii) by so executing this Amendment No. 1 such party is formally bound to the provisions
of this Amendment No. 1, and (iv) the entering into this Amendment No. 1 does not violate any
provision of any other agreement to which such party is bound.
3.9 Entire Agreement., Amendment. Except as set forth above, this Amendment No.
1 contains the entire agreement of Buyer and Seller with respect to the matters contained herein,
and no prior agreement or understanding pertaining to any such matter shall be effective for any
purpose. No provisions of this Amendment No. 1 may be amended or modified in any manner
whatsoever except by an agreement in writing signed by duly authorized officers or
representatives of each of the parties hereto.
[End — Signature page follows]
882/015610-0079
625569.02 a07/20105
From: JAN OSGOOD 310-242-6137 To: CHRIS-CONDO
Date: 7/20/2005 Time: 8:19:16 AM Page 3 of 3
IN WITNESS WHEREOF, Buyer and Seller each hereby represents that it has read this
Amendment No. 1, understands it, and hereby executes this Amendment No. 1 to be effective as
of the day and year first written above.
Date:
ATTEST:
"Seller"
LA QUINTA RED LOPMENT AGENCY,
a public body, /orate and poi' 'c
By:/.
, 2005 Agency C it
June Greek, Agency ecretary
APPROVED AS TO FORM:
RUTAN & TUCKER, LLP
a.^.-,7%/".JOV 6744/Z
By:
M. atherine Jenson, Agenc}1C6unsel
"Buyer"
STAMKO DEVELOPMENT CO. LP, a
California limited partnership
By: Kestam Corporation
Its: General ner
By:
Date: , 2005
Christine F. Clarke
Its: President
Stewart Title Company agrees to act as Escrow Holder in accordance with the terms of this
Amendment No. 1.
882J015610-0079
625569.02 a07/200-5
-3 -
STEWART TITLE COMPANY
By:
Name:
Its:
From: JMI OSG000 310-242-6137 To: CHRIS-CONDO Date: 720/2005 Time: 8 AM Page 1 of 3
AMENDMENT NO. I TO AGREEMENT FOR PURCHASE AND SALE
AND ESCROW INSTRUCTIONS
THIS AMENDMENT NO. 1 TO AGREEMENT FOR PURCHASE AND SALE AND
ESO,WSTRUCTIONS ("Amendment No. 1") is made and entered into as of
/YJ(/ , 2005 ("Effective Date") by and between the LA QUINTA
REDE ELOPMENT AGENCY, a public body, corporate and politic ("Seller"), and STAMKO
DEVELOPMENT CO. LP, a California limited partnership ("Buyer").
RECITALS:
A. Pursuant to that certain Agreement for Purchase and Sale and Escrow Instructions
executed on or about Suwve,3.3esnby and between Seller and Buyer (the "Agreement"),
Seller agreed to sell to Buyer, and Buyer agreed to buy from Seller, certain improved real
property located at the intersection of Dune Palms Road and Highway 111 in the City of La
Quinta ("City"), County of Riverside, State of California, as more particularly described in the
Agreement (the "Property").
B. Buyer and Seller now desire to amend the Agreement to extend, until August 12,
2005, the outside date by which Seller shall convey to Buyer the Property.
AGREEMENT:
NOW, THEREFORE, in consideration of the foregoing recitals and mutual covenants
herein contained, the parties hereto agree as follows:
1. Extension of Closing Date. Section 4.1 of the Agreement is hereby amended to replace
the date "August 1, 2005" with the date "October 7, 2005".
2. Provisions of Agreement. Except as otherwise expressly provided in this Amendment
No. 1, all of the terms and conditions of the Agreement shall remain in full force and effect.
3. Miscellaneous.
3.1 Attorney's Fees. In the event of any action between Buyer and Seller seeking
enforcement of any of the terms and conditions to this Amendment No. 1, the prevailing party in
such action shall be awarded, in addition to damages, injunctive or other relief, its reasonable
costs and expenses, including without limitation its expert witness fees and reasonable attorney's
fees.
3.2 Fair Meaning. This Amendment No. 1 shall be construed according to its fair
meaning and as if prepared by both parties hereto.
3.3 Choice of Laws; Litigation Matters. This Amendment No. 1 shall be governed by
the internal laws of the State of California and any question arising hereunder shall be construed
892/0156100019
6255690290720/05
-1-
From: JAN OSGOOD 310-242-6137 To: CHRIS-CONDO
Date: 7/20/2005 Time: 1 14 AM Page 2 of 3
or determined according to such law. The Municipal and Superior Courts of the State of
California in and for the County of Riverside, or such other appropriate court in such county,
shall have exclusive jurisdiction of :any litigation between the parties concerning this
Amendment No. 1. Service of process, on Buyer shall be made in accordance with California
law. Service of process on Seller shall be made in any manner permitted by California law and
shall be effective whether served inside or outside California.
3.4 Time of Essence. Time is of the essence of this Amendment No. 1 and of each
and every term and provision hereof.
3.5 Waiver or Modification. A waiver of a provision hereof, or modification of any
provision herein contained, shall be effective only if said waiver or modification is in writing,
and signed by both Buyer and Seller. No waiver of any breach or default by any party hereto
shall be considered to be a waiver of any breach or default unless expressly provided herein or in
the waiver.
3.6 Facsimile Signatures. Signatures of the parties transmitted by facsimile shall be
deemed binding. However, each party agrees to submit their original signature to the other party
within five (5) business days after execution hereof.
3.7 Counterparts. This Agreement may be executed in counterparts, each of which,
when this Amendment No. 1 has been signed by all the Parties hereto, shall be deemed an
original, and such counterparts shall constitute one and the same instrument.
3.8 Corporate Authority. The person(s) executing this Amendment No. 1 on behalf of
each of the parties hereto represent and warrant that (i) such party is duly organized and existing,
(ii) they are duly authorized to execute and deliver this Amendment No. 1 on behalf of said
party, (iii) by so executing this Amendment No. 1 such party is formally bound to the provisions
of this Amendment No. 1, and (iv) the entering into this Amendment No. 1 does not violate any
provision of any other agreement to which such party is bound.
3.9 Entire Agreement; Amendment. Except as set forth above, this Amendment No.
1 contains the entire agreement of Buyer and Seller with respect to the matters contained herein,
and no prior agreement or understanding pertaining to any such matter shall be effective for any
purpose. No provisions of this Amendment No. 1 may be amended or modified in any manner
whatsoever except by an agreement'' in writing signed by duly authorized officers or
representatives of each of the parties hereto.
[End — Signature page follows]
982/015610-0079
62556902 e0720N5
From: JAN OSGOOD 310-242-8137 To: CHRI � DO
Date: 7/20/2005 Time: AM Page 3 of 3
IN WITNESS WHEREOF, Buyer and Seller each hereby represents that it has read this
Amendment No. 1, understands it, and hereby executes this Amendment No. 1 to be effective as
of the day and year first written above.
Date: !`cl '7
ATTEST:
,2005
une Greek, Agency Secreta
APPROVED AS TO FORM:
RUTAN & TUCKER, LLP
By: N[!Kr..al.7 ALIV.
therine Jenson, Ag
"Seller"
LA QUINTA ' i$ VELOPMENT AGENCY,
a public bod oorpo . - . • politic
By:
�-'
Agency Chair
"Buyer"
STAMKO DEVELOPMENT CO. LP, a
California limited partnership
By: Kestam Corporation
Its: General Pter
By:
Christine F. Clarke
Its: President
Stewart Title Company agrees to act as Escrow Holder in accordance with the terms of this
Amendment No. 1.
STEWART TITLE COMPANY
By:
Name:
Its:
682/015610-0079
62556902 90120/05
STAMKO DEVELOPMENT
Date
deck No10573
/7/
�h,67,?��
THE FACE OF THIS DOCUMENT HAS A COLORED BACKGROUND ON WHITE PAPER
S I'AMIKO DEVELOMEMENN`['
3856 VIA DOLCE.
MARINA DEL REY, CA 90292
Pay to the
order: of
Date Check. No 10573.
16-1606/1220
CITY NATIONAL BANK
CENTURY CITT
1800 CENTURY PARK EAST
LOS ANGELES;=CA 90067
4
THIS DOCUMENT CONTAINS VERIFY FIRST "TRUE" WATERMARK - HOLDUP TO LIGHT TO VIEW
(Ed* trAghtrad
P.O. Box 1504
LA QUINTA, CALIFORNIA 92247-1504
78-495 CALLE TAMPICO (760) 777-7000
LA QUINTA, CALIFORNIA 92253 FAX (760) 777-7101
July 27, 2005
Chris Clarke
STAMKO DEVELOPMENT CO.
2205 N. Poinsettia Avenue
Manhattan Beach, CA 90266
Re: Agreement for Purchase and Sale and Escrow Instructions
Dear Ms. Clarke:
Please find enclosed a fully executed Agreement for Purchase and Sale and Escrow Instructions by
and between the La Quinta Redevelopment Agency and Stamko Development Company for
commercial property generally located southwest of the intersection of Highway I I I and Dune
Palms Road. Also enclosed is Amendment No. I to the above referenced Agreement extending the
outside closing date to October 7, 2005.
Should you have any questions, please contact the Community Development Department at (760)
777-7070.
Sincerely,
_t&
JUNE S. GREEK, CMC
City Clerk
Enclosure
cc: Douglas R. Evans, Community Development Director
Stathi G. Marcopulos, Cox, Castle & Nicholson
Allison LeMoine-Bui, Rutan & Tucker
Kathy Wenger, Stewart Title Company
TIT
F--
WHEN RECORDED MAIL TO:
Sam's Real Estate Business Trust
c/o J. Matthew Wilcox, Esq.
Gresham Savage Nolan & Tilden
550 East Hospitality Lane, Suite 300
San Bernardino, CA 92408-4205
TEA
. HOC t# 2005-0714042
08/30/2005 08:00A Fee:NC
Page 1 of 5
Recorded in Official Records
County of Riverside
Larry W. Ward
Assessor, County Clerk & Recorder
m
IlI1U III 1111
M
S
4s
U
PAGE
SIZE
DA
PCOR
NOCOR
SMF
MISC.
pAif
ExAM
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l
COPY
LONG
REFUND
NCHG
GRANT OF EASEMENT
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
SAM'S REAL ESTATE BUSINESS TRUST, a Delaware statutory trust ("Grantor")
hereby GRANTS to
LA QUINTA REDEVELOPMENT AGENCY, a public body, corporate and politic, and its
successors in interest ("Grantee")
a NON- EXCLUSIVE EASEMENT FOR ACCESS over, upon, and across that certain strip of
real property described on Exhibit "A", attached hereto and incorporated by reference,
("Easement"). The Easement shall be appurtenant to that certain real property described on
Exhibit "B", attached hereto and incorporated by reference ("Appurtenant Property").
If requested by Grantor, Grantee agrees to cooperate with Grantor to relocate the Easement to
another location on Grantor's property, so long as such new location provides the same level of
access to the Appurtenant Property, and such new location is acceptable to Grantee, in its
reasonable discretion. In the event of any such relocation, Grantee agrees to release its interest in
the Easement upon the recordation of a grant of easement to the new location.
T
KW
Appro d as to legal terms only
by
WAL R LEGAL DEPT.
Date: 4 -A a - b 5'
N:1W76410000ocslItedevelopmenl Agency113rant of Easement O01.doc
SAM'S REAL ESTATE BUSINESS
TRUST, A DELAWARE STATUTORY
TRU."
BY.
• ► VICE PRES ' ENT 3dr\ In 6
OF REAL EST TE GlarV2fl
DATE:
STATE OFacia4LA..&....)
COUNTY OF
On1116.4 , t , g , 2005, be • - me, the undersigned, a Notary Public in and for
said County an. • Late, personally appeared .•;
personally known to me or proved to me on th:'asis of satisfactory evidence to be the persons)
whose name() isLare subscribed to the within instrument and acknowledged to me that he%laey
executed the same in his/he authorized capacity(., and that by his4witlieito signature(s) on
the instrument the person(), or entity upon behalf of which the person() acted, executed the
indent.
WITNESS my hand and official seal.
Jane Bennett
County of Benton
Notary Public - Arkansas
My Commission Exp. 03/13/2012
-2_
N:1W76410001Doc.MUtedeyelopmeot Agcncy\Grant of Easement 001.doc
A*44tat
EASEMENT DESCRIPTION
THAT PORTION OF THE EAST HALF OF THE SOUTHWEST QUARTER OF
SECTION 29, TOWNSHIP 5 SOUTH, RANGE 7 EAST, SAN BERNARDINO
MERIDIAN, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE CENTER OF SAID SECTION 29; THENCE SOUTH 89°36'07"
WEST, 330.00 FEET TO A POINT ON A NORTHERLY PROLONGATION OF THE
EAST LINE OF THE LAND INCLUDED WITHIN PARCEL MAP NO.
30420RECORDED IN BOOK 202, PAGES 40 THROUGH 44, JULY 18TH 2002;
THENCE ALONG SAID LINE, SOUTH 00°13'48" EAST, 428.87 FEET; THENCE
LEAVING SAID EAST LINE, NORTH 90°00'00" EAST 9.39 FEET TO THE TRUE
POINT OF BEGINNING; THENCE NORTH 90°00'00" EAST 30.00 FEET; THENCE
SOUTH 00°00'00" EAST, 224.69 FEET; THENCE NORTH 80°00'00" EAST, 118.54
FEET; THENCE SOUTH 89°59'50" EAST, 111.68 FEET TO A POINT ON THE
WESTERLY RIGHT-OF-WAY LINE OF DUNE PALMS ROAD; THENCE ALONG
SAID WESTERLY RIGHT-OF-WAY LINE OF DUNE PALMS ROAD, SOUTH
00°13'41" EAST, 36.00 FEET; THENCE LEAVING SAID WESTERLY RIGHT-OF-
WAY LINE OF DUNE PALMS ROAD, NORTH 90°00'00" WEST, 108.67 FEET;
THENCE SOUTH 80°00'00" EAST, 152.20 FEET; THENCE NORTH 00°00'00"
WEST, 266.53 FEET TO THE TRUE POINT OF BEGINNING.
EXHIBIT "A"
HIGHWAY 1I1
a--
r
n r1
AS,AA
;°61-°
N.E. JOB: 304-018.1
LOT LINE
CENTERUNE
NORTHERLY PROLONGATION OF
EAST LINE OF LAND WITHIN
PARCEL 30420, BOOK 202/40-44
PARCEL 1
RIGHT —OF —WAY -
PROPOSED ACCESS
EASEMENT FOR PARCEL 1
LOT UNE�_
rn
PARCEL 2
(71D
LOT LINE
PARCEL 3 r---Th
tl
0
CENTERLINE
PARCEL 1 ACCESS EASEMENT EXHIBIT
JUNE 17, 2005
LEGEND
PROPOSED ACCESS EASEMENT
P.O.B. "POINT OF BEGINNING"
TP.O.B. "TRUE POINT OF BEGINNING"
50
50
100
150
200
SCALE 1" = 100'
• NASLAND ENGINEERING
CIVIL. ENGINEERING • SURVEYING • LAND PLANNING
4740 Ruffner Street, San Diego, California, 92111 • 858-292-7770
EXHIBIT `B"
LEGAL DESCRIPTION OF APPURTENANT PROPERTY
All of that certain real property in the County of Riverside, State of California, described
as follows:
PARCEL 1 OF PARCEL MAP NO. 33588, RECORDED ON
,4u u5r ' grxi 2005, IN PARCEL MAP BOOK Z//, PAGES 21
THROUGH z7 , OF OFFICIAL RECORDS OF RIVERSIDE COUNTY,
STATE OF CALIFORNIA.
Exhibit `B"
EXISTING
MARSHALLS I
.51,500 SF :1'. O : kK {I
4°?Q2� i
IPG,
EXISTING RETAIL\PARCEL
NOT AACIR(S PART
7.02
-
66.31 S,\_.
lYP
® /
BASIS or BEAT01105:
6EAMOS 9,00111 I61Ed NE MtED UPON 9R
CENTOI NE 21 VANS SWEET A3 ON TRACT
R.; Y.L 227/77-16 20 SO1O NDlr 2B CeW
BENONARK:
PA. SA.
LP. NM COUNTY TAG ?NJ N NNORDL AT RR
NIptlECIICN OF MU AWARE ANY IONS 1171fET.
DEVATION - 92017
REFERENCES
MATCHUNE - SEE SHEET 15
FA11 AT IjAff T10
1pRD DEC. VA n
1-800-227-2600
1A0OI.Mr SONARS YOT
dNIOYN MANNA
WOW OCwwR16 N[ WIIIMCIEN NAIL SOFT �( MnPN
MCN OF ipUA. VRIA1 9Y CWTACIMO NMTT MR6NONM1i
NW. ASMT AT I-1100-227-2100
PROPOSED WILDING
1,66.50.
►AO-66.00!
CIECIn it &Solt n BAIL *. -C
'• PARCEL 1 I
NOT A PART I
2.00 ACRES
PREP UNDER 1NE�INEE ON OF:
J. ORKLApa DATE
RCE NMICHCO. J..B22 ESP. DATE 1= —
1632
BY CITY OF LA QANTA
No' i Lei.
PUSUC TNr / DA
ENGINWI
11 NO. 46643 DP�DATE CI1�1//EN
IUD 4
_0I
II mu*
NASLAND ENGINEERING
a6a 1N/e16 • 1ORFnR • WS NN9I16
OM SOAR Ob. 9. UNA 01 .11,.1111•NI.O6-7N9
GRADING PLAN KEY MAP
NO SCALE
CONSTRUCTION NOTES
Ot CONSTRUCT 6' P.C.C. cuss rye •0 PER CITY OF LA OUNTA STANDARD DRAMA. 210.
0 CONSTRUCT 6' CURB & GUTTER PER CITY OF LA OUINTA STANDARD CRANNG 201.
® CURB RAMP PER CITY OF LA OUNTA STANDARD ORARINO 250 AIM PER
SEPARATE PERMIT. FOR REFERENCE CNLY - SEE STREET IMPROVEMENT PEARS
09 MODIFIED P.C.C. CROSS -CUTTER PER CITY CF LA TARIA STANOARO 230 AND PER
SEPARATE PERMIT. FOR REFERENCE ONLY - SEE STREET IMPROVEMENT PLANS
0 CONSTRUCT STANDARD A.C. PAVEMENT (10' AC OVER 4.5' CRUSHED AGGREGATE BASE)
PER GE0TEC HNICAL REPORT RECOMMENDATIONS SEE ALSO DETAIL 27. SHEET 23.
® CONSTRUCT HEAVY A.C. PAVEMENT (/.0' AC OVER IA' CRU91E0 AGGREGATE BASE)
PER OEOIECHNICAL REPORT RECOMMENOAROIS SEE AL50 DETAIL27, SHEET 23.
0 CONSTRUCT HEAVY P.O.C. PAVEMENT (6.5' ACC CP. /.0' CRUSHED AGGREGATE BASE)
PER 1Z0TECNNICA REPORT RECOMMENDATIONS. SEE ALSO DUALS 26 AND 27, SKEET 23.
0 CONSTRUCT 6-B' HI01 SCREEN MALL PER SEPARATE PERMIT. SEE SHEETS 27.1-27.3.
7,2 0 LANDSCAPED AREA PER LANDSCAPE PEWS AND SEPARATE PERMIT.
0 MEANDERING SIDEWALK PER CITY OF LA OUNTA STANDARD DRAWING 245 NHO PER
SEPARATE PERMIT. FOR REFERENCE ONLY - SEE STREET IMPROVEMENT PLANS
0 NSTUL *ANT", NOSH CAST PRODUCTS 16' K 16' GATE/ .ASH (upon. 01. TRAFTIC RATED)
OR APPROVED EOUVA. T PER DETAIL 1, SNEET 19.
INSTALL. FOSSIL FILTER SYSTEM (M000. FF-160) PER DETAIL 2. SHEET 19.
0 NSTALL PRIVATE STORM ORAN CLEANOUT PER DETAIL 1 SHEET 19.
0 NSTALL STORM DRAIN JUNCTION 51RUCTURE PER CITY OF LA OUNTA STANDARD DRAWING 351.
0 INSTALL STORM DRAIN JUNCTION STRUCTURE PER CITY OF LA OUNTA STANDARD ORATING 350.
® INSTALL TEMPORARY CON5IRUCTION FENCE
RW
I rC',7Y :711.i\
a 60 6o
SCALE 1' - 20'
CITY OF LA QUINTA
N.E. JOB NO. 304-0101
PRECISE GRADING PLAN
PRECISE GRADING PLANS — PARCELS 2&3, MAP 33588
SDP 2005-824 CUP 2005-090
DOM A SUBOFMSION OF 111E EAST I/O or 111E S.W. GRIM OF SEC 26. TBS. R7E• 5W
LA 4UINTA SAM'S CLUB *4941-00
0HEET NO.
1600j
FEE
DRAWING NCR
RECORDING REQUESTED BY
AND RETURN TO:
City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
Attn: City Clerk
DOC # 2025-0381100
12/08/2025 01:01 PM Fees: $0.00
Page 1 of 6
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: CRISTINA#7700
APN: 600-340-055
(Space Above For Recorder's Use)
Exempt recording fee pursuant to Govt. Code § 6103.
QUITCLAIM DEED
THE UNDERSIGNED GRANTOR(S) DECLARE(S): DOCUMENTARY TRANSFER TAX IS $ 0.00
Computed on full value of property conveyed, or
Computed on full value less liens and encumbrances remaining at time of sale.
Unincorporated area X City of _La Quinta
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
The City of La Quinta, a California municipal corporation and charter city, in its capacity as
the Successor Agency to the former La Quinta Redevelopment Agency by operation of law
pursuant to Health and Safety Code section 34173 ("Grantor" and "City")
do(es) hereby REMISES, RELEASES, AND FOREVER QUITCLAIMS TO
Golden Heights, LLC, a Utah limited liability company ("Grantee")
all of Grantor's rights, title and interest in that certain easement received from SAM'S REAL
ESTATE BUSINESS TRUST, a Delaware statutory trust, by that certain document entitled "GRANT
OF EASEMENT", recorded August 30, 2005, as Document No. 2005-0714042 of Official Records,
in the office of the County Recorder of Riverside County, State of California, including a NON-
EXCLUSIVE EASEMENT FOR ACCESS over, upon, and across that certain strip of real property
more particularly described and depicted in Exhibit "A", attached hereto and incorporated by
reference, which was appurtenant to that certain real property described on Exhibit "B", attached
hereto and incorporated by reference ("Appurtenant Property").
[signatures on next page]
DOC #2025-0381100 Page 2 of 6
Executed this 4th day of December , 2025 , at La Quinta, California.
"GRANTOR" and "CITY"
CITY OF LA QUINTA, a California municipal
corporation and charter city, in its capacity as
the Successor Agency to the former La Quinta
Redevelopment Agency by operation of law
pursuant to Health and Safety Code section
34173
BJoManaer
Ci
en
ty of La Quinta
A 1l EST:
By:
Monika Radeva
City Clerk, City of La Quinta
APPROVED AS TO FORM:
RUTAN & TUCKER, LLP
By: (A)Z6�
William H. Ihrke
City Attorney, City of La Quinta
DOC #2025-0381100 Page 3 of 6
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 Riverside
On Dectmbem , before me, O\ivi4ik CoAtto�v27
(insert namand title of the officer)
Notary Public, personally appeared jnr Mc \ '&pjr
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.
WITNESS my hand and official seal.
Signature
(Seal)
OLIVIA RODRIGUEZ
Notary Public • CaUfornia
Riverside County
Commission 4 2496254
My Comm. Expires Aug 2, 2028
DOC #2025-0381100 Page 4 of 6
EXHIBIT "A"
CITY OF LA QUINTA
ACCESS EASEMENT QUITCLAIM
APN: 600-340-055
That certain variable width easement for access purposes more particularly described in a
document recorded on August 30, 2005 as Document No. 2005-0714042 of Official Records, in
the office of the County Recorder of Riverside County, State of California, more particularly
described as follows:
All that portion of said thirty (30) and thirty-six (36) foot wide easement located within Parcel 1 of
Parcel Map No. 37729 filed in Book 248, Pages 65 through 67, inclusive, of Parcel Maps in the
office of the County Recorder of Riverside County, State of California.
This description was prepared
by me or under my direction.
1.J6
e
Christopher L. Alberts, P.L.S. 8508
11/24/2025
Date
Page 1 of 1
DOC #2025-0381100 Page 5 of 6
N.E. JOB: 304-018,1 JUNE 17, 2005
EXHIBIT "A"
(continued)
DEPICTION OF QUITCLAIMED EASEMENT AREA
Cl
AQ 30,0ko'b�
8?32
TP.OB.
LOT UNE
11
FGHWAY 111
ORTHERLY PROLONGATION OF
EAST UNE OF LAND WITHIN
PARCEL 30420, BOOK 202/40-44
PARCEL 1
RIGHT —OF —WAY -
PROPOSED ACCEES
lEASEMENT FOR PARCEL 1
LOT UNE
^
PARCEL 2
LOT LINE
•
PARCEL 3
PARCEL 1 ACCESS EASEMENT EXHIBIT
LEGEND
0..2 PROPOSED ACCESS EASEMENT
P.O.B. 'POINT OF BEGINNING`
TP.OB. 'TRUE POINT Of BEGINNING"
50 0 50 100 150 200
SCALE 1" = 100'
NASLAND ENGINEERING
CIVIL ENGINEERING • SURVEYING • LAND p[ANNTNG
4740 Runner Street, San Diego, California, 02111 • B .8-202-7770
DOC #2025-0381100 Page 6 of 6
EXHIBIT "B"
LEGAL DESCRIPTION OF APPURTENANT PROPERTY
All of that certain real property in the County of Riverside, State of California, described as
follows:
PARCEL 1 OF PARCEL MAP NO. 37729 FILED IN BOOK 248, PAGES 65 THROUGH 67,
INCLUSIVE, OF PARCEL MAPS IN THE OFFICE OF THE COUNTY RECORDER OF
RIVERSIDE COUNTY, STATE OF CALIFORNIA.
City of La Quinta
CITY COUNCIL MEETING: December 2, 2025
STAFF REPORT
CONSENT CALENDAR ITEM NO. 3
AGENDA TITL - : APPROVE QUITCLAIM DEED OF AN EASEMENT FOR ACCESS ON
PARCEL 1 OF PARCEL MAP NO. 37729
RECOMMENDATION
Approve the quitclaim deed of an easement for access on Parcel 1 of Parcel Map
No. 37729; and authorize the City Manager to execute the quitclaim deed.
EXECUTIVE SUMMARY
• Parcel 1 of Parcel Map No. 37729, owned by Golden Heights, LLC, is located south
of Highway 111 on the west side of Dune Palms Road (Attachment 1). The existing
access easement is located at the former Sam's Club gas station site and was
granted to the La Quinta Redevelopment Agency in 2005 when the land was
vacant.
• The existing access easement is no longer needed since this commercial site has
since been developed and easements are in place in their Covenants, Conditions,
Restrictions and Reciprocal Easements (CC&Rs) for ingress, egress, right to use
driveways, roadways, walkways, parking spaces, and other common area
facilities.
FISCAL IMPACT — None.
BACKGROUND/ANALYSIS
The owner is proposing a hotel on the site. The quitclaim deed (Attachment 2) would
vacate the existing access easement allowing the owner to maximize the building space.
ALTERNATIVES
Since this access easement is no longer needed, staff does not recommend an alternative
action.
Prepared by:
Approved by:
Amy Yu, Associate Engineer
Bryan McKinney, P.E., Public Works Director/City Engineer
Attachments: 1. Vicinity Map
2. Quitclaim Deed
23
ATTACHMENT 1
VICINITY MAP
NOT TO SCALE
24