2006 09 19 RDA60# 4 s(p adj&
Redevelopment Agency agendas are
available on the City' web page
@ www.la-quinta.org
REDEVELOPMENT AGENCY
AGENDA
CITY COUNCIL CHAMBERS
78-495 Calle Tampico
La Quinta, California 92253
Regular Meeting
TUESDAY, SEPTEMBER 19, 2006 — 2:00 P.M.
Beginning Resolution No. RA 2006-013
CALL TO ORDER
Roll Call:
Agency Board Members: Adolph, Henderson, Kirk, Sniff, and Chairman Osborne
PUBLIC COMMENT
At this time, members of the public may address the Redevelopment Agency on any
matter not listed on the agenda. Please complete a "request to speak" form and limit your
comments to three minutes.
CLOSED SESSION
NOTE: Time permitting the Redevelopment Agency Board may conduct Closed Session
discussions during the dinner recess. In addition, persons identified as negotiating parties
are not invited into the Closed Session meeting when acquisition of real property is
considered.
1. CONFERENCE WITH AGENCY'S REAL PROPERTY NEGOTIATOR, THOMAS P.
GENOVESE, PURSUANT TO GOVERNMENT CODE SECTION 54656.8
CONCERNING POTENTIAL TERMS AND CONDITIONS AND/OR DISPOSITION OF
REAL PROPERTY LOCATED AT THE SOUTHEAST CORNER OF MILES AVENUE
AND WASHINGTON STREET. PROPERTY OWNER/NEGOTIATOR: CID
DEVELOPMENT, LA QUINTA, LLC, RICHARD OLIPHANT.
Redevelopment Agency Agenda 1 September 19, 2006
2. CONFERENCE WITH AGENCY'S REAL PROPERTY NEGOTIATOR, THOMAS P.
GENOVESE, PURSUANT TO GOVERNMENT CODE SECTION 54956.8
CONCERNING POTENTIAL TERMS AND CONDITIONS OF ACQUISITION AND/OR
DISPOSITION OF 525 ± ACRES LOCATED AT THE SOUTHWEST CORNER OF
AVENUE 52 AND JEFFERSON STREET. PROPERTY OWNER/NEGOTIATOR:
THEODORE LENNON, DDC DESERT DEVELOPMENT, INC.
3. CONFERENCE WITH AGENCY'S REAL PROPERTY NEGOTIATOR, DOUGLAS R.
EVANS, PURSUANT TO GOVERNMENT CODE SECTION 54956.8 CONCERNING
POTENTIAL TERMS AND CONDITIONS OF ACQUISITION AND/OR DISPOSITION OF
REAL PROPERTY LOCATED AT THE NORTHWEST CORNER OF FRED WARING
DRIVE AND PALM ROYALE. PROPERTY OWNER/NEGOTIATOR: THE ROBERT
MAYER CORPORATION, ROBERT L. MAYER, JR.
4. CONFERENCE WITH AGENCY'S REAL PROPERTY NEGOTIATOR, DOUGLAS R.
EVANS, PURSUANT TO GOVERNMENT CODE SECTION 54956.8 CONCERNING
POTENTIAL TERMS AND CONDITIONS OF ACQUISITION AND/OR DISPOSITION OF
REAL PROPERTY LOCATED AT 78-990 MILES AVENUE (APN: 604-032-022).
PROPERTY OWNER/NEGOTIATOR: SOUTHERN CALIFORNIA HOUSING
DEVELOPMENT CORPORATION, ALFREDO IZMAJTOVICH.
5. CONFERENCE WITH AGENCY'S REAL PROPERTY NEGOTIATOR, DOUGLAS R.
EVANS, PURSUANT TO GOVERNMENT CODE SECTION 54956.8 CONCERNING
POTENTIAL TERMS AND CONDITIONS OF ACQUISITION AND/OR DISPOSITION OF
REAL PROPERTY LOCATED AT 79-300 AVENUE 48. PROPERTY
OWNER/NEGOTIATOR: SANTA ROSA DEVELOPMENT, MICHAEL SHOVLIN.
6. CONFERENCE WITH THE AGENCY'S REAL PROPERTY NEGOTIATOR, DOUGLAS R.
EVANS, PURSUANT TO GOVERNMENT CODE SECTION 54956.8 CONCERNING
POTENTIAL TERMS AND CONDITIONS OF ACQUISITION AND/OR DISPOSITION OF
REAL PROPERTY LOCATED SOUTH OF CALLE TAMPICO AND BETWEEN AVENIDA
NAVARRO AND AVENIDA BERMUDAS (APN: 773-078-005 - PROPERTY OWNER/
NEGOTIATOR: CHARLIE HUMPERT & MARY E. BURNS); (APN: 773-078-016, AND
-017 - PROPERTY OWNER/NEGOTIATOR: KIMBERLY LEE); AND (APN: 773-078-
006 AND -007 - PROPERTY OWNER/NEGOTIATOR: MARSHAL HUGHES.)
RECESS TO CLOSED SESSION
RECONVENE AT 4:30 P.M.
PUBLIC COMMENT
At this time members of the public may address the Redevelopment Agency on any matter
not listed on the agenda. Please complete a "request to speak" form and limit your
comments to three minutes.
Redevelopment Agency Agenda 2 September 19, 2006
CONFIRMATION OF AGENDA
APPROVAL OF MINUTES
1. APPROVAL OF MINUTES OF SEPTEMBER 5, 2006.
CONSENT CALENDAR
NOTE: Consent Calendar items are considered to be routine in nature and will be approved
by one motion.
1 . APPROVAL OF DEMAND REGISTER DATED SEPTEMBER 19, 2006.
2. RECEIVE AND FILE TRANSMITTAL OF TREASURER'S REPORTS DATED JUNE 30
AND JULY 31, 2006.
3. RECEIVE AND FILE TRANSMITTAL OF REVENUES AND EXPENDITURES REPORTS
DATED JUNE 30 AND JULY 31, 2006.
4. APPROVAL OF A SETTLEMENT AGREEMENT AND RELEASE, AND RELEASE OF
CLAIMS FOR FRANCISCO AND JACQUELINE HERRERA, AND APPROPRIATE
$4,659 FROM THE 2004 FINANCING AUTHORITY BOND ISSUE.
5. APPROVAL OF A SETTLEMENT AGREEMENT AND RELEASE, AND RELEASE OF
CLAIMS FOR MARIA ESTHER SOTO, AND APPROPRIATE $9,680 FROM THE 2004
FINANCING AUTHORITY BOND ISSUE.
6. ADOPTION OF A RESOLUTION APPROVING AMENDMENT NO. 4 TO THE
DISPOSITION AND DEVELOPMENT AGREEMENT ENTERED INTO BY AND
BETWEEN THE LA QUINTA REDEVELOPMENT AGENCY AND CP DEVELOPMENT
LA QUINTA, LLC, TO MODIFY A PREVIOUSLY RECORDED OPTION AGREEMENT
AND TO SET FORTH TERMS ASSOCIATED.
7. ADOPTION OF A RESOLUTION AMENDING THE BYLAWS OF THE LA QUINTA
REDEVELOPMENT AGENCY.
8. APPROVAL OF THE TRANSFER OF THE ARNOLD PALMER CLASSIC GOLF
COURSE, GOLF MAINTENANCE FACILITY, AND GOLF COURSE COMFORT
STATIONS AT SilverRock RESORT FROM THE LA QUINTA REDEVELOPMENT
AGENCY TO THE CITY OF LA QUINTA, AND AUTHORIZE THE EXECUTIVE
DIRECTOR TO EXECUTE THE REQUIRED DOCUMENTS.
9. ACCEPTANCE OF SilverRock RESORT PERIMETER PARKWAY AND ENTRY ROAD
LANDSCAPING, PROJECT NO. 2002-07G.
Redevelopment Agency Agenda 3 September 19, 2006
BUSINESS SESSION - NONE
STUDY SESSION — NONE
CHAIR AND BOARD MEMBERS' ITEMS — NONE
PUBLIC HEARINGS
For all Public Hearings on the agenda, a completed "request to speak" form must be filed
with the City Clerk prior to consideration of that item.
1. JOINT PUBLIC HEARING BETWEEN THE CITY COUNCIL AND REDEVELOPMENT
AGENCY TO APPROVE AN AGREEMENT TO SELL REAL PROPERTY LOCATED AT
53-925 AVENIDA MARTINEZ BY AND BETWEEN THE LA QUINTA
REDEVELOPMENT AGENCY AND CYNTHIA R. GUEVARA.
A. MINUTE ORDER ACTION
ADJOURNMENT
Adjourn to a regularly scheduled meeting of the Redevelopment Agency to be held on
October 3, 2006 commencing with closed session at 3:30 p.m. and open session at 4:30
p.m. in the City Council Chambers, 78-495 Calle Tampico, La Quinta, CA 92253.
DECLARATION OF POSTING
I, Deborah H. Powell, Interim City Clerk of the City of La Quinta, do hereby declare that
the foregoing agenda for the La Quinta Redevelopment Agency meeting of September 19,
2006, was posted on the outside entry to the Council Chamber at 78-495 Calle Tampico
and on the bulletin boards at 51-321 Avenida Bermudas and 78-630 Highway 111, on
September 15, 2006.
DATED: September 15, 2006
DEBORAH H. POWELL, Interim City Clerk
City of La Quinta, California
Redevelopment Agency Agenda 4 September 19, 2006
AGENDA CATEGORY:
COUNCIL/RDA MEETING DATE: September 19, 2006
CONSENT CALENDAR
ITEM TITLE:
STUDY SESSION
Demand Register Dated September 19, 2006 PUBLIC HEARING
RECOMMENDATION:
It is recommended the Redevelopment Agency Board:
Receive and File the Demand Register Dated Sept. 19, 2006 of which $276,302.85
represents Redevelopment Agency Expenditures.
PLEASE SEE CONSENT CALENDAR ITEM NUMBER 1 ON CITY COUNCIL AGENDA
i
OF T1;E9
AGENDA CATEGORY:
COUNCIL/RDA MEETING DATE: September 19, 2006 BUSINESS SESSION:
ITEM TITLE: Receive and File Transmittal of Treasurer's CONSENT CALENDAR:
Reports as of June 30, 2006 and July 31, 2006
STUDY SESSION:
PUBLIC HEARING:
RECOMMENDATION:
It is recommended the Redevelopment Agency Board:
Receive and file.
PLEASE SEE RELATED BUSINESS SESSION ITEM ON CITY COUNCIL AGENDA
CejtjV1 4 Sep QU&rC4V
COUNCIL/RDA MEETING DATE: September 19, 2006
ITEM TITLE: Receive and File Transmittal of Revenue
and Expenditure Report dated June 30, 2006 and July 31,
2006
RECOMMENDATION:
Receive and File
FISCAL IMPLICATIONS:
None.
CHARTER CITY IMPLICATIONS:
None.
BACKGROUND AND OVERVIEW:
AGENDA CATEGORY:
BUSINESS SESSION:
CONSENT CALENDAR: 2-
STUDY SESSION:
PUBLIC HEARING:
Receive and File Transmittal of the June 30, 2006 and July 31, 2006 Statements of
Revenue and Expenditures for the La Quinta Redevelopment Agency.
Respectfully submitted,
�—
ohn M.14 Falconer, Finance Director
Approved for submission by:
Thomas P. Genovese, Executive Director
Attachments: 1. Revenue and Expenditures Report for June 30, 2006 11
2. Revenue and Expenditures Report for July 31, 2006
LA QUINTA REDEVELOPMENT AGENCY
REVENUE SUMMARY
PROJECT AREA NO.1:
LOW/MODERATE BOND FUND:
Allocated Interest
Home Sale Proceeds
Non Allocated Interest
Transfer In
TOTAL LOW/MOD BOND
LOW/MODERATE TAX FUND:
Tax Increment
Allocated Interest
Non Allocated Interest
Miscellaneous revenue
Non Allocated Interest
LQRP-Rent Revenue
Home Sales Proceeds
Sale of Land
Sewer Subsidy Reimbursements
Rehabilitation Loan Repayments
2nd Trust Deed Repayment
Transfer In
TOTAL LOW/MOD TAX
DEBT SERVICE FUND:
Tax Increment
Allocated Interest
Non Allocated Interest
Interst - County Loan
Interest Advance Proceeds
Transfers In
TOTAL DEBT SERVICE
CAPITAL IMPROVEMENT FUND - NON-TAXABLE
Pooled Cash Allocated Interest
Non Allocated Interest
Litigation Settlement Revenue
Loan Proceeds
Rental Income
Transfers In
TOTAL CAPITAL IMPROVEMENT
CAPITAL IMPROVEMENT FUND - TAXABLE
Pooled Cash Allocated Interest
07/01/2005 - 06/30/06 REMAINING %
BUDGET RECEIVED BUDGET RECEIVED
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
8,567,604.00
9,126,550.31
(558,946.31)
106.520%
360,000.00
328,979.51
31,020.49
91.380%
0.00
5,932.38
(5,932.38)
0.000%
0.00
250,000.00
(250,000.00)
0.000%
0.00
0.00
0.00
0.000%
276,000.00
284,204.86
(8,204.86)
102.970%
447,000.00
384,811.90
62,188.10
86.090%
0.00
0.00
0.00
0.000%
50,000.00
60,227.84
(10,227.84)
120.460%
30,000.00
23.469.55
6,530.45
78.230%
1,000,000.00
1,297,248.84
(297,248.84)
129.720%
0.00
0.00
0.00
0.000%
10,730,604.00
11,761,425.19
(1,030,821.19)
109.610%
34,270,416.00
36,506,201.26
(2,235,785.26)
106.520%
300,000.00
652,351.23
(352,361.23)
217.450%
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
3,945,802.00
3,945,802.35
(0.35)
100.000%
38,516,218.00
41,104,354.84
(2,588,136.84)
106.720%
150,000.00
179,253.05
(29,253.05)
119.500%
1,000,000.00
858,774.00
141,226.00
85.880%
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
913 378.00
913 377.94
0.06
100.000%
2, 063, 378.00
1, 951, 404.99
111, 973.01
94.570 %
0.00 0.00 0.00 0.000%
Non Allocated Interest
0.00
0.00
0.00
0.000%
Litigation Settlement Revenue
0.00
0.00
0.00
0.000%
Bond proceeds
0.00
0.00
0.00
0.000%
Rental Income
0.00
0.00
0.00
0.000%
Transfers In
0.00
0.00
0.00
0.000%
TOTAL CAPITAL IMPROVEMENT
0.00
0.00
0.00
0.000%
UJ
I
LA QUINTA REDEVELOPMENT AGENCY
EXPENDITURE SUMMARY
PROJECT AREA NO.1:
07/0112005.06/30/06 REMAINING
BUDGET EXPENDITURES ENCUMBERED BUDGET
LOW/MODERATE BOND FUND
PERSONNEL
0.00
0.00
0.00
0.00
SERVICES
0.00
0.00
0.00
0.00
REIMBURSEMENT TO GEN FUND
0.00
0.00
0.00
0.00
HOUSING PROJECTS
0.00
0.00
0.00
0.00
TRANSFERS OUT
0.00
0.00
0.00
0.00
TOTAL LOW/MOD BOND
0.00
0.00
0.00
0.00
LOWIMODERATE TAX FUND:
PERSONNEL
4,900.00
5,840.23
0.00
(940.23)
SERVICES
265,405.00
252,394.14
0.00
13,010.86
BUILDING HORIZONS
125,000.00
125,000.00
0.00
0.00
LQ RENTAL PROGRAM
332,000.00
331,049.60
0.00
950.40
LQ HOUSING PROGRAM
320,000.00
748.00
0.00
319,252.00
LOWMOD VILLAGE APARTMENTS
400,000,00
400,000.00
0.00
0.00
2nd TRUST DEED PROGRAM
3,298,340.00
115,000.00
0.00
3,183.340.00
LQRP - REHABILITATION
0.00
0.00
0.00
0.00
APT REHABILITATION
136,000.00
140,838.89
0.00
(4,838.89)
FORECLOSURE
150,000.00
0.00
0.00
150,000.00
REIMBURSEMENT TO GEN FUND
679,574.00
679,574.04
0.00
(0.04)
TRANSFERS OUT
3,945,802.00
3.945,802.35
0.00
(0.35)
TOTAL LOW/MOD TAX
9,65 ,021.
5,996,247.25
0.
3,R6 77v 5
DEBT SERVICE FUND:
SERVICES
537,800.00
300.247.94
0.00
237,552.06
BOND PRINCIPAL
2,500,000.00
2,500.000.00
0.00
0.00
BOND INTEREST
7,805,905.00
8,060,905.26
0.00
(255,000.26)
INTEREST CITY ADVANCE
1,124,738.00
869,738.18
0.00
254,999.82
PASS THROUGH PAYMENTS
16,610,336.00
17,146,905.57
0.00
(536.569.57)
ERAF SHIFT
2,903,657.00
2,903,657.00
0.00
0.00
TRANSFERS OUT
4,374,737.00
4,374,737.35
0.00
(0.35)
TOTAL DEBT SERVICE
35,857,173.00
36,156,191.30
.00
(299,018.$0)
CAPITAL IMPROVEMENT FUND:
PERSONNEL
4,900.00
5,840.23
0.00
(940.23)
SERVICES
313,862.00
327,255.71
0.00
(13,393.71)
LAND ACQUISITION
0.00
0.00
0.00
ASSESSMENT DISTRICT
0.00
0.00
0.00
0.00
ADVERTISING -ECONOMIC DEV
0.00
0.00
0.00
0.00
ECONOMIC DEVELOPMENT
48,500.00
13,406.25
0.00
35,093.75
BOND ISSUANCE COSTS
0.00
0.00
0.00
0.00
CAPITAL - BUILDING
0.00
0.00
0.00
0.00
REIMBURSEMENT TO GEN FUND
319,515.00
319,514.99
0.00
0.01
TRANSFERS OUT
23,454,157.00
6,642,050.76
0.00
16,812,106.24
TOTAL CAPITAL IMPROVEMENT
24,140,934.00
7,308,067.94
0.00
16,6 2,866.06
CAPITAL IMPROVEMENT FUNDITAXABLE BOND
BOND ISSUANCE COSTS
0.00
0.00
0.00
0.00
TRANSFERS OUT
(4,594.00)
0.00
0.00
(4,594.00)
TOTAL CAPITAL IMPROVEMENT
(4,594.00)
0.00
0.
(4,594.00)
LA QUINTA REDEVELOPMENT AGENCY
REVENUE SUMMARY
PROJECT AREA NO. 2:
LOW/MODERATE BOND FUND:
Allocated Interest
Non Allocated Interest
Bond proceeds (net)
Transfer In
TOTAL LOW/MOD BOND
LOW/MODERATE TAX FUND:
Tax Increment
Allocated Interest
Non Allocated Interest
Developer funding
Vista Dunes MHP Rental Rev
2nd Trust Deed Repayment
ERAF Shift - Interest
Sale of Land
Transferin
TOTAL LOW/MOD TAX
2004 LOW/MODERATE BOND FUND:
Allocated Interest
Home Sale Proceeds
Non Allocated Interest
Transfer In
TOTAL LOW/MOD BOND
07/01/2005 - 06/30/06 REMAINING %
BUDGET RECEIVED BUDGET RECEIVED
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
4,707,594.00
4,962,473.19
(254,879.19)
105.410%
275,300.00
341,916.69
(66,616.69)
124.200%
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
15,000.00
15,320.18
(320.18)
102.130%
112,500.00
301,131.48
(188,631.48)
267.670%
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
0.00
0.00
0.00
0.000%
5,110,394.00
5,620,841.54
(510,447.54)
109.990%
0.00
(605.09)
605.09
0.000%
0.00
0.00
0.00
0.000%
1,418,400.00
2,247,046.06
(828,646.06)
158.420%
0.00
0.00
0.00
0.000%
1,418,400.00
2,246,440.97
(828,040.97)
158.380%
DEBT SERVICE FUND:
Tax Increment
18,830,375.00
19,849,892.76
(1,019,517.76)
105.410%
Allocated Interest
275,000.00
459,695.07
(184,695.07)
167.160%
Non Allocated Interest
0.00
0.00
0.00
0.000%
Interest Advance Proceeds
0.00
0.00
0.00
0.000%
Transfer In
7,998,654.00
7,998 653.78
0.22
100.000%
TOTAL DEBT SERVICE
27,104,029.00
28,308,241.61
(1,204,212.61)
104.440%
CAPITAL IMPROVEMENT FUND:
Allocated Interest
80,000.00
101,147.45
(21,147.45)
126.430%
Non Allocated Interest
0.00
0.00
0.00
0.000%
Developer Agreement
7,824,584.00
7,824,583.57
0.43
100.000%
Transfers In
0.00
0.00
0.00
0.000%
TOTAL CAPITAL IMPROVEMENT
7,904,584.00
7,925,731.02
(21,147.02)
100.270%
4
LA QUINTA REDEVELOPMENT AGENCY
EXPENDITURE SUMMARY
PROJECT AREA NO. 2:
07/01/2005 - 06/30/06 REMAINING
BUDGET EXPENDITURES ENCUMBERED BUDGET
LOW/MODERATE BOND FUND
2nd TRUST DEEDS
0.00
0.00
0.00
0.00
LAND
0.00
0.00
0.00
0.00
BOND ISSUANCE COSTS
0.00
0.00
0.00
0.00
TRANSFERS OUT
0.00
0.00
0.00
0.00
TOTAL LOW/MOD BOND
0.00
0.00
0.00
0.00
LOW/MODERATE TAX FUND:
PERSONNEL
2,900.00
3,534.25
0.00
(634.25)
SERVICES
280,628.00
248,657.20
0.00
31,970.80
2ND TRUST DEEDS
852,693.00
0.00
0.00
852,693.00
2ND TRUST DEEDS FROM CENTERPOINTE
2,520.000.00
0.00
0.00
2,520,000.00
48TH AND ADAMS - FROM CENTERPOINTE
1,423,203.00
710.00
0.00
1,422,493.00
WASHIMILES PROJECT
0.00
0.00
0.00
0.00
VISTA DUNES MOBILE HOME PARK
147,307.00
111,935.91
0.00
35,371.09
LOW MOD HOUSING PROJECT
105,015.00
53,729.00
0.00
51,286.00
47TH/ADAMS PROJECT
776,239.00
0.00
0.00
776,239.00
FORECLOSURE ACQUISITION
150,000.00
0.00
0.00
150,000.00
REIMBURSEMENT TO GEN FUND
350,708.00
350,707.93
0.00
0.07
TRANSFERS OUT
1,846,754.00
1,808,298.28
0.00
38,455.72
TOTAL LOW/MOD TAX
8,455,447.00
,57 ,57 . 7
0.00
5,877.874.43
2004 LOW/MODERATE BOND FUND
HOUSING PROGRAMS
14,150.000.00
717,325.50
6,283,000.00
7,149,674.50
LAND
3,000,000.00
2,900.00
0.00
2,997,100.00
TRANSFERS OUT
51,443,787.00
2,773,993.77
0.00
48,669,793.23
TOTAL LOW/MOD BOND
68,693,787.00
,494,219.27
6,283,000.00
58,81 6 .73
DEBT SERVICE FUND:
SERVICES
195,970.00
154,438.86
0.00
41,531.14
BOND PRINCIPAL
200,000.00
100,000.00
0.00
100,000.00
BOND INTEREST
319,168.00
569,167.50
0.00
(249,999.50)
INTEREST CITY ADVANCE
1,205,104.00
955,104.19
0.00
249,999.81
PASS THROUGH PAYMENTS
16,020,307.00
16,848,364.41
0.00
(828,057.41)
TRANSFERS OUT
1,706,754.00
1,706,753.78
0.00
0.22
TOTAL DEBT SERVICE
19,647,303.00
20,333,828.74
0.
(686.525. 4)
CAPITAL IMPROVEMENT FUND:
PERSONNEL
2,900.00
3,532.29
0.00
(632.29)
SERVICES
195,162.00
178.271.82
0.00
16,890.18
ADVERTISING -ECONOMIC DEV
0.00
0.00
0.00
0.00
ECONOMIC DEVELOPMENT ACTIVITY
0.00
0.00
0.00
0.00
REIMBURSEMENT TO GEN FUND
23,903.00
23.903.04
0.00
(0.04)
TRANSFERS OUT
6,802,032.00
6,604,426.00
0.00
197.606.00
TOTAL CAPITAL IMPROVEMENT
7,023,9
,810,133.15
0.00
213.863.85
LA QUINTA REDEVELOPMENT AGENCY
REVENUE SUMMARY
PROJECT AREA NO.1:
LOWIMODERATE BOND FUND:
Allocated Interest
Home Sale Proceeds
Non Allocated Interest
Transfer In
TOTAL LOWIMOD BOND
LOW/MODERATE TAX FUND:
Tax Increment
Allocated Interest
Non Allocated Interest
Miscellaneous revenue
Non Allocated Interest
LQRP-Rent Revenue
Home Sales Proceeds
Sale of Land
Sewer Subsidy Reimbursements
Rehabilitation Loan Repayments
2nd Trust Deed Repayment
Transfer In
TOTAL LOWIMOD TAX
DEBT SERVICE FUND:
Tax Increment
Allocated Interest
Non Allocated Interest
Interst - County Loan
Interest Advance Proceeds
Transfers In
TOTAL DEBT SERVICE
07/01/2006 - 07/31/06 REMAINING
BUDGET RECEIVED BUDGET
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
8,915.100.00
0.00
8,915,100.00
333,300.00
0.00
333,300.00
0.00
109.70
(109.70)
0.00
0.00
0.00
0.00
0.00
0.00
252,000.00
24,139.42
227,860.58
150,000.00
186,995.55
(36,995.55)
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
245,339.81
(245,339.81)
0.00
0.00
0.00
9,650,400.00
456,584.48
9,1 33,815.52
35,430,900.00
0.00
35,430,900.00
93,100.00
1.52
93,098.48
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
4,448 304.00
0.00
4,448,304.00
39,972.304.00
1.52
39,972,302.48
CAPITAL IMPROVEMENT FUND - NON-TAXABLE
Pooled Cash Allocated Interest
12,500.00
0.00
12,500.00
Non Allocated Interest
500,000.00
82,339.55
417,660.45
Litigation Settlement Revenue
0.00
0.00
0.00
Loan Proceeds
0.00
0.00
0.00
Rental income
0.00
0.00
0.00
Transfers In
2,500,000.00
0.00
2,500,000.00
TOTAL CAPITAL IMPROVEMENT
3,012.500.00
82,339.55
2,930,160.45
CAPITAL IMPROVEMENT FUND - TAXABLE
Pooled Cash Allocated Interest
0.00
0.00
0.00
Non Allocated Interest
0.00
0.00
0.00
Litigation Settlement Revenue
0.00
0.00
0.00
Bond proceeds 0.00 0.00 0.00
Rental Income 0.00 0.00 0.00
Transfers In 0.00 0.00 0.00
TOTAL CAPITAL IMPROVEMENT 0.00 0.00 0.00
LA QUINTA REDEVELOPMENT AGENCY
07/0V2006. 07/31/06
REMAINING
EXPENDITURE SUMMARY
BUDGET
EXPENDITURES
ENCUMBERED
BUDGET
PROJECT AREA NO.1:
LOW/MODERATE BOND FUND
0.00
0.00
0.00
0.00
PERSONNEL
SERVICES
0.00
0.00
0.00
0.00
REIMBURSEMENT TO GEN FUND
0.00
0.00
0.00
0.00
HOUSING PROJECTS
0.00
0.00
0.00
0.00
TRANSFERS OUT
0.00
0.00
0.00
0.00
TOTAL LOW/MOD BOND
LOW/MODERATE TAX FUND:
PERSONNEL
4,900.00
472.70
0.00
4,427.30
SERVICES
368,881.00
6,030.99
0.00
362,850.01
BUILDING HORIZONS
250,000.00
0.00
0.00
250,000.00
LQ RENTAL PROGRAM
200,000.00
25,282.90
0.00
174,717.10
2nd TRUST DEED PROGRAM
500,000.00
0.00
0.00
500,000.00
LAND
7.000,000.00
0.00
0.00
7.000,000.00
FORECLOSURE
150,000.00
0.00
0.00
150,000.00
REIMBURSEMENT TO GEN FUND
484,127.00
40,343.81
0.00
443.783.19
TRANSFERS OUT
4,448.304.00
0.00
0.00
4,448,304.00
TOTAL LOW/MOD TAX
DEBT SERVICE FUND:
SERVICES
457,300.00
1,530.00
0.00
455,770.00
BOND PRINCIPAL
2,640,000.00
0.00
0.00
2,640,000.00
BOND INTEREST
7,658.900.00
0.00
0.00
7,658,900.00
INTEREST CITY ADVANCE
1,020,000.00
85,000.00
0.00
935,000.00
PASS THROUGH PAYMENTS
17,108,646.00
75,811.67
0.00
17,032,834.33
ERAF SHIFT
0.00
0.00
0.00
0.00
TRANSFERS OUT
6,468,515.00
0.00
0.00
6,468,5 55.20
TOTAL DEBT SERVICE
0.00
CAPITAL IMPROVEMENT FUND:
PERSONNEL
4,900.00
472.70
0.00
4.427.30
SERVICES
541,710.00
6,205.48
0.00
535.504.52
LANDACQUISITION
0.00
0.00
0.00
0.00
ASSESSMENT DISTRICT
0.00
0.00
0.00
0.00
ADVERTISING -ECONOMIC DEV
0.00
0.00
0.00
0.00
ECONOMIC DEVELOPMENT
0.00
0.00
0.00
0.00
BOND ISSUANCE COSTS
0.00
0.00
0.00
0.00
CAPITAL -BUILDING
0.00
0.00
0.00
0.00
REIMBURSEMENT TO GEN FUND
213.016.00
17.751.33
0.00
195,264.67 '
TRANSFERS OUT
20,791,176.00
36,724.22
0.00
20,754,451.78
TOTAL CAPITAL IMPROVEMENT
,1
CAPITAL IMPROVEMENT FUNDITAXABLE BOND
BOND ISSUANCE COSTS
0.00
0.00
0.00
0.00
TRANSFERS OUT
42,807.00
0.00
0.00
42,807.00
TOTAL CAPITAL IMPROVEMENT
0)
0.0
4 ,
G13
LA QUINTA REDEVELOPMENT AGENCY
07/01/2006 - 07/31/06
REMAINING
REVENUE SUMMARY
BUDGET
RECEIVED
BUDGET
PROJECT AREA NO.2:
LOWIMODERATE BOND FUND:
Allocated Interest
0.00
0.00
0.00
Non Allocated Interest
0.00
0.00
0.00
Bond proceeds (net)
0.00
0.00
0.00
Transfer In
0.00
0.00
0.00
TOTAL LOWIMOD BOND
0.00
0.00
0.00
LOW/MODERATE TAX FUND:
Tax Increment
Allocated Interest
Non Allocated Interest
Developer funding
Vista Dunes MHP Rental Rev
2nd Trust Deed Repayment
ERAF Shift - Interest
Sale of Land
Transfer In
TOTAL LOW/MOD TAX
2004 LOW/MODERATE BOND FUND:
Allocated Interest
Home Sale Proceeds
Non Allocated Interest
Transfer In
TOTAL LOWIMOD BOND
4,870,400.00
0.00
4,870,400.00
275,300.00
0.00
275,300.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
5,145,700.00
0.00
5,145,700.00
0.00
0.00
0.00
0.00
0.00
0.00
2,000,000.00
244,215.18
1,755,784.82
0.00
0.00
0.00
2,000,000.00
244,215.18
1,755,784.82
DEBT SERVICE FUND:
Tax Increment
19,658,600.00
0.00
19,658,600.00
Allocated Interest
273,900.00
0.06
273,899.94
Non Allocated Interest
0.00
0.00
0.00
Interest Advance Proceeds
0.00
0.00
0.00
Transfer In
1,954,642.00
0.00
1,954,642.00
TOTAL DEBT SERVICE
21,887,142.00
0.06
21,887,141.94
CAPITAL IMPROVEMENT FUND:
Allocated Interest
105,600.00
0.00
105,600.00
Non Allocated Interest
0.00
0.00
0.00
Developer Agreement
0.00
0.00
0.00
Transfers In
0.00
0.00
0.00
TOTAL CAPITAL IMPROVEMENT
105,600.00
0.00
105,600.00
LA QUINTA REDEVELOPMENT AGENCY
EXPENDITURE SUMMARY
PROJECT AREA NO.2:
07/01/2006 - 07/31/06 REMAINING
BUDGET EXPENDITURES ENCUMBERED BUDGET
LOW/MODERATE BOND FUND
0.00
0.00
0.00
0.00
2nd TRUST DEEDS
LAND
0.00
0.00
0.00
0.00
BOND ISSUANCE COSTS
0.00
0.00
0.00
0.00
TRANSFERS OUT
0.00
0.00
0.00
0.00
TOTAL LOW/MOD BOND
LOW/MODERATE TAX FUND:
PERSONNEL
2,900.00
286.07
0.00
2,613.93
SERVICES
324,111.00
3,342.08
0.00
320,768.92
2NDTRUSTDEEDS
0.00
0.00
0.00
0.00
FORECLOSURE ACQUISITION
150,000.00
0.00
0.00
150,000.00
REIMBURSEMENT TO GEN FUND
264,523.00
22,043.47
0.00
242,479.53
TRANSFERS OUT
1,993,097.00
0.00
0.00
1,993,097.00
TOTAL LOW/MOD TAX
2004 LOW/MODERATE BOND FUND
HOUSING PROGRAMS 0.00 96,000.00 0.00 (96,000.00)
LAND 3,500,000.00 0.00 0.00 3,500,000.00
TRANSFERS OUT 48,669 795.00 (130.10) _ 0.00 48,689,125.10
TOTAL LOW/MOD BOND �F,iS$ 7S5��J , 73 92510
DEBT SERVICE FUND:
SERVICES
176,100.00
0.00
0.00
176,100.00
BOND PRINCIPAL
205,000.00
0.00
0.00
205,000.00
BOND INTEREST
314,785.00
0.00
0.00
314,785.00
INTEREST CITY ADVANCE
1,000.000.00
83,333.26
0.00
916,666.74
PASS THROUGH PAYMENTS
16,419,465.00
(576,292.07)
0.00
16,995,757.07
TRANSFERS OUT
1,954,642.00
0.00
0.00
1,954,642.00
TOTAL DEBT SERVICE
1
0.
CAPITAL IMPROVEMENT FUND:
PERSONNEL
2,900.00
285.78
0.00
2,614.22
SERVICES
133.043.00
3.668.89
0.00
129,374.11
ADVERTISING -ECONOMIC DEV
0.00
0.00
0.00
0.00
ECONOMIC DEVELOPMENT ACTIVITY
0.00
0.00
0.00
0.00
REIMBURSEMENT TO GEN FUND
36,534.00
3,044.39
0.00
33,489.61
TRANSFERS OUT
197,606.00
0.00
0.00
197,606.00
TOTAL CAPITAL IMPROVEMENT
C� OFT �
COUNCIL/RDA MEETING DATE: September 19, 2006
ITEM TITLE: Approval of a Settlement Agreement and
Release, and Release of Claims for Francisco and
Jacqueline Herrera, and Appropriate $4,659 from the
2004 Financing Authority Bond Issue
RECOMMENDATION:
BUSINESS SESSION:
CONSENT CALENDAR:
STUDY SESSION:
PUBLIC HEARING:
Approve the form of the attached Settlement Agreement and Release, and Release of
Claims, subject to further changes and/or modifications as approved by the Executive
Director and Agency Counsel; and appropriate $4,659 from the 2004 Financing
Authority Bond Issue.
FISCAL IMPLICATIONS:
The agreement will result in the expenditure of $4,659 in 2004 Financing Authority
Bond Issue proceeds.
BACKGROUND AND OVERVIEW:
As you are aware, the Agency has purchased Vista Dunes Mobile Home Park located
at 78-990 Miles Avenue, La Quinta, California, 92253 for the purpose of converting
the park into Agency -sponsored affordable housing units for low and very -low income
families. Francisco and Jacqueline Rendon Herrera, residents of the park, were subject
to relocation when the Agency acquired the park. On November 15, 2004, the
Herreras signed a Notice of Eligibility and Conditional Entitlement Letter (the "Eligibility
Letter"). Under the terms of this letter, the Herreras agreed to accept relocation
assistance payments, and an amount to compensate them for the purchase of their
mobile home. As permitted by state Housing and Community Development Guidelines,
on March 21, 2006, the Herrera submitted an appeal letter ("Appeal Letter") to the
016
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Agency alleging that they were entitled to additional relocation assistance. The
Herreras requested formal review and reconsideration of the initial relocation assistance
award. This review occurred before the Appeal Board, which is composed of the City
Manager and the Assistant City Manager, at a formal relocation hearing held on June
8, 2006 at City Hall. Based upon this hearing, Agency Counsel, at the direction of the
Appeal Board, offered to settle the Herreras' claims for the sum of $4,659. The
Herreras accepted this offer on September 8, 2006.
As a result, Agency Counsel prepared the attached Settlement Agreement and
Release, and Release of Claims for Francisco and Jacqueline Herrera (Attachment 1).
The Herrera's attorney has reviewed the form and content of this agreement and has
approved it. However, because minor revisions may be necessary, Agency Counsel is
requesting that you approve the Agreement subject to any revisions agreed to by the
Executive Director and Agency Counsel. Agency Counsel is also having the agreement
translated into Spanish by OPC. Pursuant to the Agreement, payment will be made to
the Herreras within five business days of full execution. All of the Herreras' claims will
be resolved by entering into this agreement.
FINDINGS AND ALTERNATIVES:
The alternatives available to the Agency Board include:
1. Approve the form of Settlement Agreement and Release, and Release of Claims
for Francisco and Jacqueline Herrera, and subject to further changes and/or
modifications as approved by the Executive Director and Agency legal counsel,
and Appropriate $4,659 2004 Financing Authority Bond Issue; or
2. Do not approve the form of the Agreement and funding appropriation for
Francisco and Jacqueline Herrera; or
3. Provide staff with alternative direction.
Respectfully submitted,
Michael R.W. Houston
Assistant Agency Counsel
Approved for submission by:
Thomas P. Genovese, Executive Director
Attachment: 1 . Settlement Agreement and Release, and
Release of Claims
ATTACHMENT 1
SETTLEMENT AGREEMENT AND RELEASE
AND
RELEASE OF ALL CLAIMS
This SETTLEMENT AGREEMENT AND RELEASE OF ALL CLAIMS
("Agreement") is entered into this day of September 2006 by and between the
La Quinta Redevelopment Agency, a public body corporate and politic (the
"Agency"), and Francisco Herrera and Jacqueline Rendon Herrera, (collectively,
"Herrera"). The Agency and Herrera are hereinafter sometimes individually referred
to as "Party" and collectively referred to as "Parties."
This Agreement is made with reference to the following facts:
RECITALS
A. Agency has purchased that real property commonly known as Vista
Dunes Mobile Home Park ("Park"), located at 78-990 Miles Avenue, La Quinta,
California, 92253 ("Property").
B. Herrera was the owner of a mobile home ("Mobile Home"), utilized for
residential purposes on the Property.
C. On November 15, 2004, Herrera signed a Notice of Eligibility and
Conditional Entitlement Letter (the "Eligibility Letter"). Under the terms of this
letter, Herrera agreed to accept a total of $44,000 for relocation assistance and
Mobile Home acquisition.
D. Herrera vacated the Mobile Home on or about December 16, 2004 and
received final compensation check from the Agency on or about March 11, 2005.
F. On March 21, 2006, Herrera submitted an appeal letter ("Appeal
Letter") alleging that Herrera was entitled to additional relocation assistance and
requesting formal review and reconsideration before the Appeal Board.
G. A formal review and reconsideration hearing was held on June 8,
2006.
H. To provide for certain relocation assistance and acquisition payments
and to release any claims that may exist, Agency and Herrera, now desire to enter
this Agreement.
AGREEMENT
In consideration of the foregoing Recitals, which are incorporated herein, and
the covenants and promises hereinafter contained, and for good and valuable
consideration, the receipt and sufficiency is hereby acknowledged, the parties
hereby agree as follows:
1. Additional Relocation Assistance Settlement Amount Payment to
Herrera. ^`
In settlement of all claims released by this Agreement, the Agency shall pay
to Herrera the total sum of FOUR THOUSAND SIX HUNDRED AND FIFTY-NINE
DOLLARS ($4,659) as relocation assistance and acquisition (the "Settlement
Amount").
2. No Admissions.
It is understood and agreed that this Agreement is not an admission of
liability, and that the Parties intend merely to resolve Herrera's claims by entering
into this Agreement. The Parties agree that it is their mutual intention that neither
this Agreement nor any terms hereof shall be admissible in any pending or future
proceedings against the Agency, except a proceeding to enforce this Agreement.
3. Method and Timing of Payments
The Agency payment to Herrera of the Settlement Amount shall be made in
the following manner: Agency shall make the check for the Settlement Amount
payable to Herrera. The Settlement Payment shall be made by delivering the check
to Herrera within five (5) business days after the date this Agreement has been
fully executed by all the Parties identified in the signature pages. It is the
understanding of the Parties that the Settlement Amount consists of relocation
assistance and is not subject to taxation; however, Herrera acknowledges and
understands that the Agency does not represent and warrant, nor has it
represented or warranted, any tax effects that may occur as a result of accepting
the Settlement Amount and Herrera acknowledges and understands that they
should seek advice from a competent tax professional. Agency's Settlement
Amount obligation pursuant to this Agreement shall be fully discharged and
satisfied upon delivery of the Settlement Amount to Herrera as set forth herein,
provided however, that the Settlement Amount check is not thereafter returned for
insufficient funds or payment stopped thereon.
4. Promise Not to Prosecute.
Herrera agrees, to the fullest extent permitted by law, that they will not
prosecute or allow to be prosecuted on their behalf, in any administrative agency or
court, whether state or federal, any Released Claim as set forth in Section 5. If any
such action is brought, this Agreement will constitute an Affirmative Defense
thereto, and the prevailing party shall be entitled to recover reasonable costs and
attorneys fees incurred in prosecuting or defending against any Released Claim
brought pursuant to this Section 4.
5. Mutual Release.
Herrera for themselves, all occupants of the Mobile Home, including without
limitation any members of the family or household, any co -tenants, guests, and
sub -tenants, and any members of any of their families or households (collectively,
the "Occupants"), and their respective agents, successors, assigns, and all entities
related to any of the foregoing, and on behalf of all persons claiming any interest in
the Mobile Home or this Agreement (collectively the "Releasing Parties"),
irrevocably and absolutely releases and discharges the Agency, as well as any
present or former employees, subsidiaries, officers, agents, consultants, attorneys,
insurers, successors and assigns of defendants and the Agency (collectively, the
"Released Parties") from any and all claims related in any way to the sufficiency of
the relocation assistance provided to Herrera, including but not limited to the claims
raised in the Appeal Letter and the facts and circumstances asserted therein, to the
fullest extent permitted by law. This release is intended to be interpreted broadly
to apply to any and all of Herrera's claims arising in connection with the relocation
from the Park, including, but not limited to, any and all losses, liabilities, claims,
charges, demands and causes of action, known or unknown, suspected or
unsuspected, arising directly or indirectly out of or in any way connected with the
allegations made in the Appeal Letter (collectively, "Released Claims"). Except as
otherwise provided, Released Claims include, without limitation, any of Herrera's
claims in connection with the relocation from the Park, including those based in
equity, tort, contract, common law, the state or federal Constitutions, or state or
federal statutes. The releases and covenants not to sue granted in this Agreement
do not extend to, and nothing in this Agreement will be construed to limit, any
Party's rights to enforce this Agreement according to its terms.
6. Unknown or Different Facts.
Herrera acknowledges that they may discover facts or law different from, or
in addition to, the facts or law known or believed to exist with respect to a
Released Claim. The Releasing Parties, agree, nonetheless, that this Agreement
and the releases contained in it shall be and remain effective in all respects
notwithstanding such different or additional facts or law. Thus, Herrera may not
invoke the benefits of Civil Code section 1542 or any similar provision in order to
prosecute or assert in any manner claims released hereunder. Section 1542
provides 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."
Herrera's Initials:
By initialing above, Herrera on behalf of the Releasing Parties acknowledges
that they have read all of this Agreement, including the above Civil Code section,
and that they fully understands both the Agreement and the Civil Code section.
Insofar as California Civil Code section 1542 or a similar provision relates to the
releases given in this Agreement, Herrera waives any benefits and rights granted to
her pursuant to Civil Code section 1542 or a similar provision.
7. No Personal Liability.
No officer, official, employee, agent, or representative of the Agency shall be
personally 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.
8. Entire Agreement; Merger of Prior Agreements and Understandings.
This Agreement contains the entire understanding between the Parties
relating to the transaction contemplated by this Agreement. All prior or
contemporaneous agreements, understandings, representations and statements,
oral or written, are merged in this Agreement and shall be of no further force or
effect.
9. Severability.
Should it be determined by a court that any term of this Agreement is
unenforceable, that term shall be deemed to be deleted. However, the validity and
enforceability of the remaining terms shall not be affected by the deletion of the
unenforceable terms.
10. Modifications.
This Agreement shall be amended only by a written instrument, which
specifically indicates in its recitals that it is for the purpose of amending this
Agreement, that is executed by all Parties hereto.
11. Cooperation and Further Assurances.
The Parties agrees to do all things necessary and to execute all further
documents necessary and appropriate to carry out and effectuate the terms and
purposes of this Agreement.
12. Counterparts.
This Agreement can be executed in one or more counterparts, with the same
force and effect as if executed in one complete document.
v42
21. Facsimile Signature Deemed Original.
This Agreement can be signed and delivered by facsimile transmission, and
such facsimile documents shall be deemed originals and binding upon the
signatories upon receipt (with transmission confirmed) by the Party to whom the
facsimile transmission is sent.
13. Authority.
Each individual signing this Agreement warrants and represents that she/he
has full capacity and authority to execute the Agreement on whose behalf she/he
so signed, as provided by law.
14. Governing Law.
This Agreement is made and entered into in the State of California and shall,
in all respects, be interpreted, enforced and governed by and under the laws of the
State of California.
15. Warranty.
Each of the Parties to this Agreement warrants that no promise or
inducement has been made or offered by any of the Parties, except as set forth
herein, and that this Agreement is not executed in reliance upon any statement or
representation of any of the Parties or their representatives, concerning the nature
and extent of the injuries, damages or legal liability therefore.
16. Successors and Assigns.
This Agreement shall be binding upon and inure to the benefit of the Parties
hereto and their respective, heirs, administrators, executors, trustees, successors
and assigns, and each of them.
17. Interpretation; Construction; Advice of Counsel.
The headings set forth in this Agreement are for convenience only and shall
not be used in interpreting this Agreement. The Parties declare and represent that
they fully understand this Agreement are: (i) executing this Agreement with the
opportunity to obtain advice from legal counsel and without coercion by any party,
(ii) that this Agreement shall be complete and shall not be subject to any claim of
mistake, and (iii) that the releases herein express full and complete releases and,
regardless of the adequacy or inadequacy of the consideration, the Parties intend
the releases herein to be final and complete. The Parties acknowledge they have
had an opportunity to review and discuss each term of this Agreement with legal
counsel and, therefore, the rule of construction stating that any ambiguities are to
be resolved against the drafting party is inapplicable and shall not be employed in
the interpretation of this Agreement.
Herrera's Initials
[Signatures on the following pages]
IN WITNESS WHEREOF, the Agency and Plaintiff have signed this Agreement
on the date(s) set forth below.
Dated: 2006
HERRERA
Francisco Herrera
Jacqueline Rendon Herrera
AGENCY
REDEVELOPMENT AGENCY OF THE
CITY OF LA QUINTA, a public body
corporate and politic, Donald Adolph,
Stanley Sniff, Tom Kirk, Terry
Henderson, and Lee Osborne, in their
official capacities as directors of the La
Quinta Redevelopment Agency,
Dated: , 2005 By:
Thomas P. Genovese, Executive Director
ATTEST:
Deborah H. Powell, Interim Agency
Secretary
APPROVED AS TO FORM:
M. Katherine Jenson, Agency Counsel
H
OF f 9
COUNCIL/RDA MEETING DATE: September 19, 2006
ITEM TITLE: Approval of a Settlement Agreement and
Release and Release of Claims for Maria Esther Soto,
and Appropriate $9,680 from the 2004 Financing
Authority Bond Issue.
RECOMMENDATION:
BUSINESS SESSION:
CONSENT CALENDAR: -157
STUDY SESSION:
PUBLIC HEARING:
Approve the form of the attached Settlement Agreement and Release and Release of
Claims, subject to further changes and/or modifications as approved by the Executive
Director and Agency Counsel; and appropriate $9,680 from the 2004 Financing
Authority Bond Issue.
FISCAL IMPLICATIONS:
The agreement will result in the expenditure of $9,680 in 2004 Financing Authority
Bond Issue proceeds.
BACKGROUND AND OVERVIEW:
As you are aware, the Agency has purchased Vista Dunes Mobile Home Park located
at 78-990 Miles Avenue, La Quinta, California, 92253 for the purpose of converting
the park into Agency -sponsored affordable housing units for low and very -low income
families. Maria Esther Soto was a resident of the park and was subject to relocation
when the Agency acquired the park. On July 7, 2004, Soto entered a Settlement
Agreement and Release. Under the terms of this agreement, Soto agreed to accept
relocation assistance payments and an amount to compensate her for the purchase of
her mobile home. As permitted by state Housing and Community Development
Guidelines, on March 21, 2006, Soto submitted an appeal letter ("Appeal Letter") to
the Agency alleging that she was entitled to additional relocation assistance. Soto
requested formal review and reconsideration of the initial relocation assistance award
and the informal review's denial of her claim. This review occurred before the Appeal
Board, which is composed of the City Manager and the Assistant City Manager, at a
formal relocation hearing held on May 30, 2006 at City Hall. Based on this hearing,
Agency Counsel, at the direction of the Appeal Board, offered to settle Soto's claims
for the sum of $9,680. Soto accepted this offer on September 12, 2006.
As a result, Agency Counsel prepared the attached Settlement Agreement and Release
and Release of Claims for Maria Esther Soto (Attachment 1). Soto's attorney has
reviewed the form and content of this agreement and has approved it. However,
because minor revisions may be necessary, Agency Counsel is requesting that you
approve the agreement subject to any revisions agreed to by the Executive Director
and Agency Counsel. Agency Counsel is also having the agreement translated into
Spanish by OPC. Pursuant to the agreement, payment will be made to Soto within 5
business days of full execution. All of Soto's claims will be resolved by entering this
agreement.
FINDINGS AND ALTERNATIVES:
The alternatives available to the Agency Board include:
1. Approve the form of Settlement Agreement and Release and Release of Claims
for Maria Esther Soto, and subject to further changes and/or modifications as
approved by the Executive Director and Agency legal counsel, and Appropriate
$9,680 2004 Financing Authority Bond Issue; or
2. Do not approve the form of the agreement and funding appropriation; or
3. Provide staff with alternative direction.
Respectfully submitted,
Michael R.W. Houston
Assistant Agency Counsel
Approved for submission by:
Thomas P. Genovese, Executive Director
Attachment: 1. Settlement Agreement and Release and Release of Claims
ATTACHMENT 1
SETTLEMENT AGREEMENT AND RELEASE
AND
RELEASE OF ALL CLAIMS
This SETTLEMENT AGREEMENT AND RELEASE OF ALL CLAIMS ("Agreement")
is entered into this day of September, 2006 by and between the La Quinta Redevelopment
Agency, a public body corporate and politic (the "Agency"), and Maria Esther Soto ("Soto').
The Agency and Soto are hereinafter sometimes individually referred to as "Party" and
collectively referred to as "Parties."
This Agreement is made with reference to the following facts:
RECITALS
A. Agency has purchased that real property commonly known as Vista Dunes Mobile
Home Park ("Park"), located at 78-990 Miles Avenue, La Quinta, California, 92253 ("Property").
B. Soto was the owner of a mobile home ("Mobile Home"), utilized for residential
purposes on the Property.
C. On July 7, 2004, Soto entered a Settlement Agreement and Release. Under the
terms of this agreement, Soto agreed to accept a total of $35,640 for relocation assistance and
Mobile Home acquisition.
D. Soto vacated the Park on or about July 13, 2004.
F. Soto submitted a timely appeal letter ("Appeal Letter") alleging that Soto was
entitled to additional relocation assistance and requesting formal review and reconsideration
before the Appeal Board.
G. A formal review and reconsideration hearing was held on May 30, 2006.
H. To provide for certain relocation assistance and acquisition payments and to
release any claims that may exist, Agency and Soto, now desire to enter this Agreement.
AGREEMENT
In consideration of the foregoing Recitals, which are incorporated herein, and the
covenants and promises hereinafter contained, and for good and valuable consideration, the
receipt and sufficiency is hereby acknowledged, the parties hereby agree as follows:
1. Additional Relocation Assistance Settlement Amount Payment to Soto.
In settlement of all claims released by this Agreement, the Agency shall pay to Soto the
total sum of NINE THOUSAND SIX HUNDRED AND EIGHTY DOLLARS ($9,680) as
relocation assistance and acquisition (the "Settlement Amount").
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2. No Admissions.
It is understood and agreed that this Agreement is not an admission of liability, and that
the Parties intend merely to resolve Soto's claims by entering into this Agreement. The Parties
agree that it is their mutual intention that neither this Agreement nor any terms hereof shall be
admissible in any pending or future proceedings against the Agency, except a proceeding to
enforce this Agreement.
3. Method and Timing of Payments
The Agency payment to Soto of the Settlement Amount shall be made in the following
manner: Agency shall make the check for the Settlement Amount payable to Soto. The
Settlement Payment shall be made by delivering the check to Soto within five (5) business days
after the date this Agreement has been fully executed by all the Parties identified in the signature
pages. It is the understanding of the Parties that the Settlement Amount consists of relocation
assistance and is not subject to taxation; however, Soto acknowledges and understands that the
Agency does not represent and warrant, nor has it represented or warranted, any tax effects that
may occur as a result of accepting the Settlement Amount and Soto acknowledges and
understands that she should seek advice from a competent tax professional. Agency's Settlement
Amount obligation pursuant to this Agreement shall be fully discharged and satisfied upon
delivery of the Settlement Amount to Soto as set forth herein, provided however, that the
Settlement Amount check is not thereafter returned for insufficient funds or payment stopped
thereon.
4. Promise Not to Prosecute.
Soto agrees, to the fullest extent permitted by law, that she will not prosecute or allow to
be prosecuted on her behalf, in any administrative agency or court, whether state or federal, any
Released Claim as set forth in Section 5. If any such action is brought, this Agreement will
constitute an Affirmative Defense thereto, and the prevailing party shall be entitled to recover
reasonable costs and attorneys fees incurred in prosecuting or defending against any Released
Claim brought pursuant to this Section 4.
5. Mutual Release.
Soto for herself, all occupants of the Mobile Home, including without limitation any
members of the family or household, any co -tenants, guests, and sub -tenants, and any members
of any of their families or households (collectively, the "Occupants"), and their respective agents,
successors, assigns, and all entities related to any of the foregoing, and on behalf of all persons
claiming any interest in the Mobile Home or this Agreement (collectively the "Releasing
Parties"), irrevocably and absolutely releases and discharges the Agency, as well as any present
or former employees, subsidiaries, officers, agents, consultants, attorneys, insurers, successors
and assigns of defendants and the Agency (collectively, the "Released Parties") from any and all
claims related in any way to the sufficiency of the relocation assistance provided to Soto,
including but not limited to the claims raised in the Appeal Letter , and the facts and
circumstances asserted therein, to the fullest extent permitted by law. This release is intended to
-2-
be interpreted broadly to apply to any and all of Soto's claims arising in connection with the
relocation from the Park, including, but not limited to, any and all losses, liabilities, claims,
charges, demands and causes of action, known or unknown, suspected or unsuspected, arising
directly or indirectly out of or in any way connected with the allegations made in the Appeal
Letter (collectively, "Released Claims"). Except as otherwise provided, Released Claims
include, without limitation, any of Soto's claims in connection with the relocation from the Park,
including those based in equity, tort, contract, common law, the state or federal Constitutions, or
state or federal statutes. The releases and covenants not to sue granted in this Agreement do not
extend to, and nothing in this Agreement will be construed to limit, any Party's rights to enforce
this Agreement according to its terms.
6. Unknown or Different Facts.
Soto acknowledges that she may discover facts or law different from, or in addition to,
the facts or law known or believed to exist with respect to a Released Claim. The Releasing
Parties, agree, nonetheless, that this Agreement and the releases contained in it shall be and
remain effective in all respects notwithstanding such different or additional facts or law. Thus,
Soto may not invoke the benefits of Civil Code section 1542 or any similar provision in order to
prosecute or assert in any manner claims released hereunder. Section 1542 provides 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."
Soto's Initials:
By initialing above, Soto on behalf of the Releasing Parties acknowledges that she has
read all of this Agreement, including the above Civil Code section, and that she fully understands
both the Agreement and the Civil Code section. Insofar as California Civil Code section 1542 or
a similar provision relates to the releases given in this Agreement, Soto waives any benefits and
rights granted to her pursuant to Civil Code section 1542 or a similar provision.
7. No Personal Liability.
No officer, official, employee, agent, or representative of the Agency shall be personally
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.
8. Entire Agreement; Merger of Prior Agreements and Understandings.
This Agreement contains the entire understanding between the Parties relating to the
transaction contemplated by this Agreement. All prior or contemporaneous agreements,
understandings, representations and statements, oral or written, are merged in this Agreement and
shall be of no further force or effect.
30
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9. Severability.
Should it be determined by a court that any term of this Agreement is unenforceable, that
term shall be deemed to be deleted. However, the validity and enforceability of the remaining
terms shall not be affected by the deletion of the unenforceable terms.
10. Modifications.
This Agreement shall be amended only by a written instrument, which specifically
indicates in its recitals that it is for the purpose of amending this Agreement, that is executed by
all Parties hereto.
11. Cooperation and Further Assurances.
The Parties agrees to do all things necessary and to execute all further documents
necessary and appropriate to carry out and effectuate the terms and purposes of this Agreement.
12. Counterparts.
This Agreement can be executed in one or more counterparts, with the same force and
effect as if executed in one complete document.
13. Facsimile Signature Deemed Original.
This Agreement can be signed and delivered by facsimile transmission, and such
facsimile documents shall be deemed originals and binding upon the signatories upon receipt
(with transmission confirmed) by the Party to whom the facsimile transmission is sent.
14. Authority.
Each individual signing this Agreement warrants and represents that she/he has full
capacity and authority to execute the Agreement on whose behalf she/he so signed, as provided
by law.
15. Governing Law.
This Agreement is made and entered into in the State of California and shall, in all
respects, be interpreted, enforced and governed by and under the laws of the State of California.
16. Warranty
Each of the Parties to this Agreement warrants that no promise or inducement has been
made or offered by any of the Parties, except as set forth herein, and that this Agreement is not
executed in reliance upon any statement or representation of any of the Parties or their
representatives, concerning the nature and extent of the injuries, damages or legal liability
therefore.
ME
17. Successors and Assigns.
This Agreement shall be binding upon and inure to the benefit of the Parties hereto and
their respective, heirs, administrators, executors, trustees, successors and assigns, and each of
them.
18. Interpretation• Construction; Advice of Counsel.
The headings set forth in this Agreement are for convenience only and shall not be used
in interpreting this Agreement. The Parties declare and represent that they fully understand this
Agreement are: (i) executing this Agreement with the opportunity to obtain advice from legal
counsel and without coercion by any party, (ii) that this Agreement shall be complete and shall
not be subject to any claim of mistake, and (iii) that the releases herein express full and complete
releases and, regardless of the adequacy or inadequacy of the consideration, the Parties intend the
releases herein to be final and complete. The Parties acknowledge they have had an opportunity
to review and discuss each term of this Agreement with legal counsel and, therefore, the rule of
construction stating that any ambiguities are to be resolved against the drafting party is
inapplicable and shall not be employed in the interpretation of this Agreement.
Soto's Initials
[Signatures on the following pages]
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IN WITNESS WHEREOF, the Agency and Soto have signed this Agreement on the
date(s) set forth below.
Dated: , 2006
SOTO
Maria Esther Soto
AGENCY
REDEVELOPMENT AGENCY OF THE
CITY OF LA QUINTA, a public body
corporate and politic, Donald Adolph, Stanley
Sniff, Tom Kirk, Terry Henderson, and Lee
Osborne, in their official capacities as directors
of the La Quinta Redevelopment Agency,
Dated: , 2006 By:
Thomas P. Genovese, Executive Director
ATTEST:
Deborah H. Powell, Interim Agency Secretary
APPROVED AS TO FORM:
M. Katherine Jenson, Agency Counsel
T4tyl 4 4QutKrw
COUNCIL/RDA MEETING DATE: September 19, 2006
ITEM TITLE: Adoption of a Resolution Approving
Amendment No. 4 to the Disposition and
Development Agreement Entered Into By and
Between the La Quinta Redevelopment Agency
and CP Development La Quinta, LLC, to Modify a
Previously Recorded Option Agreement and to Set
Forth Terms Associated Therewith
RECOMMENDATION:
AGENDA CATEGORY:
BUSINESS SESSION:
CONSENT CALENDAR:
STUDY SESSION:
PUBLIC HEARING:
Adopt a Resolution approving Amendment No. 4 to the Disposition and Development
Agreement (Attachment 1) entered into by and between the La Quinta Redevelopment
Agency and CP Development La Quinta, LLC, to modify a previously recorded Option
Agreement and to set forth terms associated therewith.
FISCAL IMPLICATIONS:
The modifications to the Option Agreement would increase the Agency's base
repurchase price for the real property designated to be developed with the Medical
Office/Surgical Facility (the "MOB Parcel") from approximately $2,060,249 to
$10,800,000, in the event the Agency was entitled, and elected, to exercise its
repurchase option for the MOB Parcel. The Developer would be required to set aside
$1,000,000 in an escrow account that would be available to the Agency if the Agency
exercised its repurchase option for the MOB Parcel.
BACKGROUND AND OVERVIEW:
In December 2003, the Agency Board approved a Disposition and Development
Agreement ("DDA") with CP Development La Quinta, LLC (the "Developer") that
facilitated the sale of a 45-acre property located southeast of the intersection of Miles
Avenue and Washington Street (the "Property"), and development of the following:
• An approximately 134-room Homewood Suites by Hilton ("Suites Hotel");
• Approximately 136 one- and two-story casitas hotel condominium units to be
rented as vacation rental units ("Casitas"); v J
• A boutique hotel with approximately 26, 1,200 square foot villas and a spa
("Sanctuary Villas");
• A 120,000 square foot medical office and surgical facility comprised of three
40,000 square foot buildings ("MOB");
• Two sit-down restaurants (the "Restaurants");
• 13 courtyard cluster villa homes that would be sold at market sales prices
("Villas");
• 54 one-story single-family and courtyard homes of which 40 would be sold at
prices affordable to moderate -income households ("Affordable Homes"), with
the remaining 14 sold at market sales prices ("Market Homes"); and
• A 2.68-acre park ("Park").
The DDA has been amended on three prior occasions, as follows:
On or about October 28, 2004, the DDA was amended to modify the language in the
Option Agreement to accommodate lender concerns regarding their ability to cure
potential defaults prior to having the Agency exercise its rights under the Option
Agreement. This action afforded the Developer the opportunity to secure lower cost
property acquisition and construction loans.
On or about December 7, 2004, the DDA was amended to:
• Substitute Lennar Homes for the Ehline Company, for development of the
Casitas, Villas, Affordable Homes, and the Market Homes.
• Modify the Schedule of Performance to reflect then -current site and building
plan preparation and processing schedules.
On or about November 2, 2005, the DDA, Specific Plan, and Development Agreement
were amended to accommodate changing market opportunities, as follows:
• Substitute additional medical/surgical facility space for the Sanctuary Villas.
• Substitute 32 Casitas units for the 13 Sanctuary Villas.
• Incorporate the land area designated for the roadway that would provide access
to the Sanctuary Villas into the adjoining 8.99 acres designated for Affordable
Homes, and the Market Homes. This land will accommodate 6 additional homes
for a total of 60 versus 54 homes.
• Modify the Schedule of Performance to extend the completion date for the
Suites Hotel from June 30, 2006 to December 31, 2006.
The Developer has entered into a purchase and sale agreement with Eisenhower
Medical Center, a non-profit public benefit corporation ("Eisenhower"), which provides
for Eisenhower to purchase the MOB Parcel from the Developer for $10,800,000.
Eisenhower has requested that the Agency revise the terms of the Option Agreement
to reflect its purchase price for the MOB Parcel. The proposed Amended and Restated
Option Agreement, in the form attached to the draft Amendment No. 4 to Disposition
and Development Agreement ("Amendment No. 4"), would be recorded concurrently
with the closing for the MOB Parcel.
Amendment No. 4 would require the Developer to deposit all of the proceeds from the
sale of the MOB Parcel to Eisenhower in an escrow account. The escrow agent would
be instructed to release up to $9,800,000 of the sales proceeds to the lender with a
first mortgage on the Property. To the extent the first mortgage is less than
$9,800,000, the escrow agent would be instructed to release the remaining amount
(i.e., $9,800,000 less the amount of the first mortgage) to the Developer to complete
the Suites Hotel. The remaining $1,000,000 in sales proceeds would remain in the
escrow until Eisenhower either (i) completes the first building in the Medical
Office/Surgical Facility development, or (ii) commences such first building, and obtains
completion bonds naming the Agency as a beneficiary with the right to enforce the
bonds. At such time, the Agency's repurchase rights with respect to the MOB Parcel
would automatically terminate.
If the Agency is entitled to and does exercise its repurchase option for the MOB Parcel
before Eisenhower satisfies either of the obligations in (i) or (ii) above, the escrow
agent would be instructed to release the $1,000,000 in remaining sales proceeds to
the Agency.
Amendment No. 4 includes a representation and warranty by the Developer that other
than a possible modification to the number of homes that comprise the Residential
Development, the Developer will not seek any further modifications to the DDA or
Development Agreement.
Amendment No. 4 also requires the Developer and Eisenhower to execute an
Assignment and Assumption Agreement at the closing for the MOB Parcel, in the form
attached to Amendment No. 4, which obligates Eisenhower to assume all of the
obligations of the Developer under the DDA and Development Agreement with respect
to the Medical Office/Surgical Facility and MOB Parcel. The Assignment and
Assumption Agreement includes a representation and warranty by Eisenhower that
Eisenhower has sufficient funds to develop the Medical Office/Surgical Facility and will
not seek any additional funds from the Agency.
FINDINGS AND ALTERNATIVES:
The alternatives available to the Redevelopment Agency include:
1. Adopt a Resolution approving Amendment No. 4 to Disposition and
Development Agreement entered into by and between the La Quinta
Redevelopment Agency and CP Development La Quinta, LLC to modify
previously recorded Option Agreement and to set forth terms associated
therewith; or
2. Do not adopt a Resolution approving Amendment No. 4 to Disposition and
Development Agreement entered into by and between the La Quinta
Redevelopment Agency and CP Development La Quinta, LLC to modify
previously recorded Option Agreement and to set forth terms associated
therewith; or
3. Provide staff with alternative direction.
Respectfully submitted,
-I �Iffcz---L
Michael O'Connor
Assistant Executive Director
Approved for submissio by:
Thomas P. Genovese, Executive Director
Attachment: 1 . Amendment to Disposition and Development Agreement
u�7
RESOLUTION 2006-
A RESOLUTION OF THE LA QUINTA REDEVELOPMENT
AGENCY APPROVING A FOURTH AMENDMENT TO THE
DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN
THE LA QUINTA REDEVELOPMENT AGENCY AND CP
DEVELOPMENT LA QUINTA, LLC FOR THE PROPERTY
LOCATED AT THE SOUTHEAST CORNER OF
WASHINGTON STREET AND MILES AVENUE
WHEREAS, the La Quinta Redevelopment Agency ("Agency") is a public
body, corporate and politic, organized and existing under the California Community
Redevelopment Law (Health & Safety Code Section 33000 et seq.) ("CRL"); and
WHEREAS, pursuant to the CRL, the City Council of the City of La Quinta
("City" or "City Council", as applicable) approved and adopted the Redevelopment Plan
("Redevelopment Plan") for Project Area No. 2 ("Project Area") on May 16, 1989, by
Ordinance No. 139, and amended the Redevelopment Plan on December 20, 1994, by
Ordinance No. 259, on February 3, 2004, by Ordinance No. 399, and on March 16,
2004, by Ordinance No. 403; and
WHEREAS, on or about December 18, 2003, the Agency entered into
that certain Disposition and Development Agreement ("Original Agreement") with CP
Development La Quinta, LLC, a California limited liability company ("Developer"),
pursuant to which the Agency conveyed to the Developer certain real property located
within the Project Area (the "Property") for the Developer's development thereon of a
commercial project containing a medical office/clinic, a boutique hotel, a mid -price
suites hotel, a resort -style condominium/casitas development, two sit-down
restaurants, and two single-family residential developments, with forty of the single-
family homes restricted for sale to moderate -income buyers at an affordable housing
cost, all as more particularly described in the Original Agreement (collectively, the
"Project"); and
WHEREAS, on or about October 28, 2004, Agency and Developer
entered into an amendment to the Original Agreement which revised (i) certain
timeframes in the Schedule of Performance attached to the Original Agreement; (ii)
certain conditions that had to be satisfied prior to the Agency's conveyance to
Developer of the Property; and (iii) the transfer and assignment provisions in the
Original Agreement ("Amendment No. 1 "); and
Resolution No. RA 2006-
Disposition and Development Agreement
CP Development La Quinta, LLC
Adopted: September 19, 2006
Page 2
WHEREAS, on or about December 7, 2004, Agency and Developer
entered into a second amendment to the Original Agreement which revised the Option
Agreement attached thereto to provide for the Agency's agreement to subordinate
"Repurchase Option 1 " in the same manner, and subject to the same terms and
conditions, as the Agency had agreed to subordinate "Repurchase Option III" (as those
terms are defined in the Option Agreement) in order to accommodate Developer's
acquisition and development lender ("Amendment No. 2"); and
WHEREAS, on or about November 2, 2005, the Agency and Developer
entered into a third amendment to the Original Agreement which changed the
description of the Project to, among other things, omit the boutique hotel, increase the
number of casitas units that may be developed on the Property, and extended the
timeframe for the Developer's completion of the Suites Hotel ("Amendment No. 3");
and
WHEREAS, the Original Agreement, as modified by Amendment No. 1,
Amendment No. 2, and Amendment No. 3 is hereinafter referred to as the
"Agreement"; and
WHEREAS, the Developer has entered into a purchase and sale agreement
with Eisenhower Medical Center, a California nonprofit public benefit corporation
("Eisenhower"), to sell to Eisenhower the portion of the Property designated to be
developed with the medical office/surgical facility (the "MOB Parcel"); and
WHEREAS, Eisenhower has requested that the Option Agreement be
revised such that the Agency's repurchase price for the MOB Parcel in the event of an
option triggering default would reflect Eisenhower's purchase price for said parcel;
WHEREAS, the Agency and the Developer have negotiated a fourth
amendment to the Agreement to address the modifications desired by Eisenhower
("Amendment No. 4"); and
WHEREAS, Amendment No. 4 is in accordance with the Redevelopment
Plan and is of benefit to the Project Area and the City of La Quinta.
NOW, THEREFORE, BE IT RESOLVED BY THE LA QUINTA
REDEVELOPMENT AGENCY AS FOLLOWS:
Resolution No. RA 2006-
Disposition and Development Agreement
CP Development La Quinta, LLC
Adopted: September 19, 2006
Page 3
1. That the above recitals are true and correct and incorporated herein.
2. That Amendment No. 4 effectuates the purposes of the CRL and of the
Redevelopment Plan and is in the best interests of the citizens of the City of La
Quinta.
3. That Amendment No. 4, a copy of which is on file with the Agency Secretary,
is hereby approved.
4. The Agency Executive Director and Agency Counsel are hereby authorized and
directed to (i) make final modifications to Amendment No. 4 that are consistent
with the substantive terms of Amendment No. 4 approved hereby, and to
thereafter sign Amendment No. 4 on behalf of the Agency, and (ii) take such
other and further actions, and sign such other and further documents that
require the Agency's signature, as may be necessary and proper to carry out the
terms of Amendment No. 4.
PASSED, APPROVED, and ADOPTED at a regular meeting of the La
Quinta Redevelopment Agency held this 19th day of September, 2006, by the
following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST:
LEE M. OSBORNE, Agency Chair
La Quinta Redevelopment Agency
ATTEST:
DEBORAH H. POWELL, Interim Secretary
La Quinta Redevelopment Agency
Resolution No. RA 2006-
Disposition and Development Agreement
CP Development La Quinta, LLC
Adopted: September 19, 2006
Page 4
APPROVED AS TO FORM:
M. KATHERINE JENSON, Agency Counsel
La Quinta Redevelopment Agency
:i 041
ATTACHMENT 1
AMENDMENT NO.4 TO DISPOSITION AND DEVELOPMENT AGREEMENT
THIS AMENDMENT NO. 4 TO DISPOSITION AND DEVELOPMENT
AGREEMENT ("Amendment No. 4") is made and entered into as of ,
2006 by and between LA QUINTA REDEVELOPMENT AGENCY, a public body, corporate
and politic ("Agency"), and CP DEVELOPMENT LA QUINTA, LLC, a California limited
liability company ("Developer").
RECITALS:
A. On or about December 18, 2003, the Agency and Developer entered into that
certain Disposition and Development Agreement (the "Original DDA"), pursuant to which
Agency sold to Developer that certain real property located southeast of the Miles Avenue and
Washington Street intersection in the City of La Quinta, California 92253 (the "Property") and
Developer agreed to construct, complete, and operate thereon a commercial project containing a
medical office/surgical facility, a development containing sanctuary villas, a mid -price suites
hotel, a resort -style condominium/casitas development, two (2) sit-down restaurants, and two (2)
single-family residential developments, with forty (40) of the single-family homes restricted for
sale to Eligible Buyers at an Affordable Housing Cost (collectively, the "Original Project").
B. Agency and Developer have previously amended the Original DDA on three (3)
occasions, on or about October 28, 2004, on or about December 7, 2004, and on or about
November 2, 2005 (the "Prior DDA Amendments"). The Original DDA, as amended by the
Prior Amendments, is hereinafter referred to as the "DDA" and the Original Project, as amended
by the Prior Amendments, is hereinafter referred to as the "Project."
C. Developer has previously processed Lot Line Adjustment No. 2006-452 whereby
"Parcel 6" and a portion of "Parcel 7," which were parcels designated in the DDA for the
development of the Medical Office/Surgical Facility, were merged into a single parcel (the
"MOB Parcel"), which MOB Parcel is more particularly described on Exhibit "A" attached
hereto and incorporated herein by this reference.
D. Developer has entered into a purchase and sale agreement with Eisenhower
Medical Center, a California non-profit public benefit corporation ("Eisenhower"), pursuant to
which Developer has agreed to sell to Eisenhower the MOB Parcel (the "Eisenhower Purchase
Agreement"). Eisenhower has indicated that it will only acquire the MOB Parcel from the
Developer if the Agency and Developer modify certain terms set forth in the Option Agreement
entered into by and between the Agency and Developer on or about December 7, 2004, and
recorded on December 9, 2004, as Instrument No. 2004-0979138, in the Official Records (the
"Option Agreement").
E. Pursuant to the terms and conditions of this Amendment No. 4, Developer and
Agency now wish to (i) modify certain terms set forth in the Option Agreement; and (ii) set forth
additional terms and conditions pertaining to Agency's agreement to enter into this Amendment
No. 4. Unless defined herein to the contrary, all capitalized terms in this Amendment No. 4 shall
have the meanings ascribed in the DDA.
882/015610-0085
735527.02 a09/13/06 -1-
AGREEMENT:
NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated
herein by this reference, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto agree as follows:
The DDA is hereby amended as follows:
1. Within three (3) days after the execution hereof, Developer and Agency shall open an
escrow account (the "Escrow") with the escrow agent handling the closing under the Eisenhower
Purchase Agreement (the "Escrow Agent"). At the closing contemplated under the Eisenhower
Purchase Agreement (the "Eisenhower Closing"), all of the proceeds from the Eisenhower
Closing, which shall be an amount not less than Ten Million Eight Hundred Thousand Dollars
($10,800,000) (the "Eisenhower Sales Proceeds"), shall be deposited by the Escrow Agent in
the Escrow, in an interest bearing account. The Escrow Agent shall release from the Escrow
portions of the Eisenhower Sales Proceeds only in the following manner:
1.1 The Escrow Agent may release a portion of the Eisenhower Sales Proceeds in an
amount equal to the release price required to obtain the release of the MOB Parcel from the lien
of the first mortgage on the Property ("MOB Release Price"); provided, however, that the MOB
Release Price shall not exceed Nine Million Eight Hundred Thousand Dollars ($9,800,000).
Said portion of the Eisenhower Sales Proceeds shall be released directly to the lender with a first
mortgage on the Property (the "Developer's Mortgagee").
1.2 In the event that the MOB Release Price is less than Nine Million Eight Hundred
Thousand Dollars ($9,800,000), the Escrow Agent shall release to Developer additional
Eisenhower Sales Proceeds in an amount that, when combined with the amount released to
Developer's Mortgagee pursuant to Section 1.1 above, equals Nine Million Eight Hundred
Thousand Dollars ($9,800,000), for Developer's use in completing the Suites Hotel.
1.3 The Escrow Agent shall release to Developer the remaining One Million Dollars
($1,000,000) of the Eisenhower Sales Proceeds, plus all interest accrued thereon, on the
"Medical Office/Surgical Facility Release Date," which, as used herein, shall mean the earlier
of (i) the date Developer completes construction of the first building of the Medical
Office/Surgical Facility, with such building containing at least forty thousand square feet (40,000
sf.) of space (the "First MOB Building"), as evidenced by City's issuance of a certificate of
occupancy therefor; or (ii) the date construction on the First MOB Building has commenced,
provided that completion bonds naming the Agency as a beneficiary with the right to enforce are
in place that guarantee completion of the same. In the event that prior to the Medical
Office/Surgical Facility Release Date Agency exercises its option to purchase the MOB Parcel as
provided in the "Amended and Restated Option Agreement" (as that term is defined in Section
2.1 below), then the Escrow Agent shall release such remaining portion of the Eisenhower Sales
Proceeds then held in the Escrow to Agency to partially fund Agency's repurchase of the MOB
Parcel from Eisenhower.
882/015610-0085 _2_ " r}
735527.02 a09/13/06
Developer and Agency shall prepare and provide to Escrow Agent escrow instructions
mutually acceptable to both parties which incorporate and address all of the provisions in this
Section 1.
2. Concurrently with the Eisenhower Closing, all of the following shall occur:
2.1 Developer and Agency shall execute and record in the Official Records an
Amended and Restated Option Agreement substantially in the form attached hereto and
incorporated herein as Exhibit `B" (the "Amended and Restated Option Agreement").
2.2 Developer and Eisenhower shall provide Agency with an assignment and
assumption agreement in the form attached hereto and incorporated herein as Exhibit "C" that
has been executed by Developer and Eisenhower, pursuant to which Developer assigns to
Eisenhower and Eisenhower assumes and agrees to be bound by all of the terms and conditions
in the DDA applicable to the MOB Parcel and the Medical Office/Surgical Facility.
3. Notwithstanding anything herein or in the DDA to the contrary, as of the Medical
Office/Surgical Facility Release Date, Agency's right of reverter and power of termination
pursuant to Section 607 of the DDA shall terminate with respect to the MOB Parcel. Agency's
right of reverter and power of termination with respect to the remaining Parcels comprising the
Property shall survive such termination in accordance with the terms of the Amended and
Restated Option Agreement.
4. Nothing herein or in the DDA constitutes a representation or warranty by Agency that the
construction of the Project or any portion thereof is not subject to 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, and (i) Developer expressly waives any right of reimbursement for any "increased costs"
under California Labor Code Section 1781 or otherwise with respect to the Property or the
Project (other than the MOB Parcel or the Medical Office/Surgical Facility if Developer sells the
MOB Parcel to Eisenhower); and (ii) Developer shall cause Eisenhower to expressly waive any
right of reimbursement for any "increased costs" under California Labor Code Section 1781 or
otherwise with respect to the MOB Parcel or the Medical Office/Surgical Facility. Developer
shall, indemnify, defend, and hold Agency harmless, including litigation costs and reasonable
attorneys' fees, from and against any and all claims pertaining to the payment of wages for the
Property or Project; provided, however, that upon the sale of the MOB Parcel, Eisenhower shall
be required to indemnify, defend, and hold Agency harmless, including litigation costs and
reasonable attorneys' fees, from and against any and all claims pertaining to the payment of
wages for the MOB Parcel or the Medical Office/Surgical Facility and upon Eisenhower's
agreement to the foregoing indemnification, Developer shall thereafter be released from the
indemnity obligation described in this paragraph to the extent that such indemnity arises from the
MOB Parcel or the development of the Medical Office/Surgical Facility to be located thereon.
Agency acknowledges that Eisenhower's obligations under the DDA shall be limited to those
obligations contained in the DDA which arise from the MOB Parcel or the development of the
Medical Office/Surgical Facility thereon, and Eisenhower shall not be liable for or obligated to
882/015610-0085
735527.02 a09/13/06 -3-
perform any of Developer's obligations under the DDA to the extent that such obligations affect
any portion of the Property except the MOB Parcel.
5. Developer represents and warrants that Developer will not seek any further modifications
or agreements from the Agency or from the City of La Quinta in order to complete and operate
the Project pursuant to the terms of the DDA; provided, however, that notwithstanding the
foregoing, Developer may seek modifications to the DDA and to the Development Agreement
concerning the number of homes that comprise the Residential Development.
6. Developer shall reimburse Agency for all of the costs Agency incurs or has incurred to
negotiate, prepare and process this Amendment No. 4.
7. Except as otherwise expressly provided in this Amendment No. 4, all of the terms and
conditions of the DDA shall remain in full force and effect.
8. In the event of any action between or amongst the parties hereto seeking enforcement of
any of the terms and conditions to this Amendment No. 4, 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.
9. This Amendment No. 4 shall be construed according to its fair meaning and as if
prepared by all of the parties hereto.
10. This Amendment No. 4 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
Superior Court 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. 4. Service of process on Agency shall be made in
accordance with California law. Service of process on Developer and Eisenhower shall be made
in any manner permitted by California law and shall be effective whether served inside or
outside California.
11. Time is of the essence of this Amendment No. 4 and of each and every term and
provision hereof.
12. 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 Agency and
Developer. 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.
13. This Amendment No. 4 may be executed in counterparts, each of which, when this
Amendment No. 4 has been signed by all the parties hereto, shall be deemed an original, and
such counterparts shall constitute one and the same instrument.
14. The person(s) executing this Amendment No. 4 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. 4 on behalf of said party, (iii) by so
882/015610-0085
735527.02 a09/13/06 -4-
executing this Amendment No. 4 such party is formally bound to the provisions of this
Amendment No. 4, and (iv) the entering into this Amendment No. 4 does not violate any
provision of any other agreement to which such party is bound.
[signature page follows]
L GA
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735527.02 a09/13/06 -5-
IN WITNESS WHEREOF, Agency and Developer each hereby represents that it has read
this Amendment No.4, understands it, and hereby executes this Amendment No. 4 to be
effective as of the day and year first written above.
"Developer"
CP DEVELOPMENT LA QUINTA, LLC,
a California limited liability company
By: Oliphant Family Trust
Its: Member
Date: 92006 By:
Richard Oliphant
Its: Trustee
By: Oliphant Enterprises, Inc.
Its: Manager
Date: 52006 By:
Richard Oliphant
Its: President
"Agency"
LA QUINTA REDEVELOPMENT
AGENCY, a public body, corporate and
politic
Date: , 2006 By:
Executive Director
ATTEST:
June Greek, Agency Secretary
APPROVED AS TO FORM:
RUTAN & TUCKER, LLP
By:
M. Katherine Jenson, Agency Counsel
rf i
882/015610-0085
735527.02 a09/13/06 -6-
EXHIBIT "A"
LEGAL DESCRIPTION OF MOB PARCEL
PARCEL "A" OF LOT LINE ADJUSTMENT NO.2006-452, MORE PARTICULARLY
DEFINED AS FOLLOWS:
IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA,
PARCEL 6 TOGETHER WITH THAT PORTION OF PARCEL 7 OF PARCEL MAP NO.
31116, AS SHOWN BY MAP ON FILE IN BOOK 212, AT PAGES 60 THROUGH 66,
INCLUSIVE, OF PARCEL MAPS, RIVERSIDE COUNTY RECORDS, BEING IN THE
SOUTH HALF OF SECTION 19, TOWNSHIP 5 SOUTH, RANGE 7 EAST, S.B.M., MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE MOST EASTERLY CORNER OF SAID PARCEL 7;
THENCE ALONG THE SOUTHEASTERLY, SOUTHWESTERLY AND .
NORTHWESTERLY BOUNDARY LINES OF SAID PARCEL 7 THROUGH THE
FOLLOWING FIVE (5) COURSES:
(1) SOUTH 43°56'44" WEST, A DISTANCE OF 357.95 FEET TO THE BEGINNING OF
A NON -TANGENT CURVE, CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF
4,565.17 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS NORTH
42°59'27" EAST;
(2) THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 02057'46", AN ARC DISTANCE OF 236.07 FEET TO A POINT,
A RADIAL LINE PASSING THROUGH SAID POINT BEARS NORTH 40001'41" EAST;
(3) THENCE NON -TANGENT TO SAID CURVE SOUTH 00°17'35" EAST, A DISTANCE
OF 11.03 FEET TO THE BEGINNING OF A NON -TANGENT CURVE, CONCAVE
SOUTHWESTERLY, HAVING A RADIUS OF 2,500.00 FEET, A RADIAL LINE PASSING
THROUGH SAID POINT BEARS NORTH 36057'27" EAST;
(4) THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 05043'47", AN ARC DISTANCE OF 250.01 FEET TO A POINT,
A RADIAL LINE PASSING THROUGH SAID POINT BEARS NORTH 31013'40" EAST;
(5) THENCE NON -TANGENT TO SAID CURVE NORTH 28°29'24" EAST, A DISTANCE
OF 153.02 FEET TO AN ANGLE POINT IN THE SOUTHEASTERLY BOUNDARY LINE
OF SAID PARCEL 6 OF PARCEL MAP NO. 31116;
THENCE LEAVING THE BOUNDARY LINES OF SAID PARCEL 7 AND ALONG THE
SOUTHWESTERLY, WESTERLY, NORTHERLY AND EASTERLY LINES OF SAID
PARCEL 6 THROUGH THE FOLLOWING FIFTEEN (15) COURSES:
882/015610-0085
vf�
735527.02 a09/13/06 -1-
(1) THENCE NORTH 61°30'36" WEST, A DISTANCE OF 150.00 FEET;
(2) THENCE SOUTH 28°29'24" WEST A DISTANCE OF 150.35 FEET TO THE
BEGINNING OF A NON -TANGENT CURVE, CONCAVE SOUTHWESTERLY, HAVING
A RADIUS OF 2,500.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT
BEARS NORTH 27047'20" EAST;
(3) THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 09043' 18", AN ARC DISTANCE OF 424.19 FEET TO THE
BEGINNING OF A NON -TANGENT CURVE, CONCAVE WESTERLY, HAVING
A RADIUS OF 2,095.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT
BEARS NORTH 75025'34" EAST;
(4) THENCE NORTHERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 02056'54", AN ARC DISTANCE OF 107.80 FEET TO THE
BEGINNING OF A REVERSE CURVE CONCAVE EASTERLY, HAVING A RADIUS OF
18.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS SOUTH
72028'40" WEST;
(5) THENCE NORTHERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 27042'25", AN ARC DISTANCE OF 8.70 FEET TO THE
BEGINNING OF A REVERSE CURVE CONCAVE WESTERLY, HAVING A RADIUS OF
82.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS SOUTH
79°48'55" EAST;
(6) THENCE NORTHERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 29001'21", AN ARC DISTANCE OF 41.54 FEET TO THE
BEGINNING OF A COMPOUND CURVE, CONCAVE WESTERLY, HAVING A RADIUS
OF 2,107.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS NORTH
71°09'44" EAST;
(7) THENCE NORTHERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 03016'31", AN ARC DISTANCE OF 120.45 FEET;
(8) THENCE NON -TANGENT TO LAST SAID CURVE NORTH 22°46'41" EAST,
A DISTANCE OF 5.77 FEET;
(9) THENCE NORTH 67°06'56" EAST, A DISTANCE OF 52.05 FEET TO THE
BEGINNING OF A TANGENT CURVE, CONCAVE NORTHWESTERLY, HAVING
A RADIUS OF 540.00 FEET;
(10) THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 15052'03", AN ARC DISTANCE OF 149.55 FEET TO THE
BEGINNING OF A REVERSE CURVE CONCAVE SOUTHEASTERLY, HAVING
A RADIUS OF 810.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS
NORTH 38045'07" WEST;
882/015610-0085 �t
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(11) THENCE NORTHEASTERLY ALONG THE ARC OF LAST SAID CURVE,
THROUGH A CENTRAL ANGLE OF 31010'05", AN ARC DISTANCE OF 440.63 FEET
TO THE BEGINNING OF A REVERSE CURVE CONCAVE NORTHERLY, HAVING
A RADIUS OF 840.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS
SOUTH 07035'02" EAST;
(12) THENCE EASTERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 13034'42", AN ARC DISTANCE OF 199.07 FEET;
(13) THENCE NON -TANGENT TO LAST SAID CURVE SOUTH 16°39' 14" EAST,
A DISTANCE OF 55.87 FEET TO THE BEGINNING OF A TANGENT CURVE, CONCAVE
WESTERLY, HAVING A RADIUS OF 250.00 FEET;
(14) THENCE SOUTHERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 20041'22", AN ARC DISTANCE OF 90.27 FEET;
(15) THENCE TANGENT TO SAID CURVE SOUTH 04002'08" WEST A DISTANCE OF
333.46 FEET TO THE NORTHWESTERLY PROLONGATION OF THE NORTHEASTERLY
LINE OF SAID PARCEL 7;
THENCE LEAVING SAID BOUNDARY LINES OF PARCEL 6 AND ALONG SAID
PROLONGATION AND SAID NORTHEASTERLY LINE OF PARCEL 7 SOUTH 50010' 13"
EAST, A DISTANCE OF 592.88 FEET TO THE POINT OF BEGINNING.
SUBJECT TO EXISTING EASEMENTS, COVENANTS, RIGHTS AND RIGHTS -OF -WAY
OF RECORD.
CONTAINING 588,702 SQUARE FEET OR 13.515 ACRES, MORE OR LESS.
882/015610-0085 G � o
735527.02 a09/13/06 -3-
FREE RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
La Quinta Redevelopment Agency
78-495 Calle Tampico
La Quinta, CA 92253
Attn: Executive Director
(SPACE ABOVE THIS LINE FOR RECORDING USE)
(EXEMPT FROM RECORDING FEE PER GOV. CODE § 27383)
AMENDED AND RESTATED OPTION AGREEMENT
NOTICE: THIS AMENDED AND RESTATED OPTION AGREEMENT
CONTAINS A SUBORDINATION CLAUSE WHICH MAY RESULT IN YOUR
SECURITY INTEREST IN THE PROPERTY BECOMING SUBJECT TO AND OF
LOWER PRIORITY THAN THE LIEN OF SOME OTHER OR LATER SECURITY
INSTRUMENT.
THIS AMENDED AND RESTATED OPTION AGREEMENT ("Amended and
Restated Option Agreement") is made this _ day of , 2006 (the "Effective Date"),
by CP DEVELOPMENT LA QUINTA, LLC, a California limited liability company
("Developer"), and the LA QUINTA REDEVELOPMENT AGENCY, a public body, corporate
and politic ("Agency").
RECITALS
A. Developer is the fee owner of certain real property located southeast of the Miles
Avenue and Washington Street intersection, in the City of La Quinta, County of Riverside, State
of California (the "Site"). The Site is legally described in Exhibit "A" attached hereto and
incorporated herein.
B. On or about December 18, 2003, the Agency and Developer entered into that
certain Disposition and Development Agreement (the "Original DDA"), pursuant to which
Agency sold to Developer the Site and Developer agreed to construct, complete, and operate
thereon a commercial project containing a medical office/surgical facility, a development
containing sanctuary villas, a mid -price suites hotel, a resort -style condominium/casitas
development, two (2) sit-down restaurants, and two (2) single-family residential developments,
with forty (40) of the single-family homes restricted for sale to Eligible Buyers at an Affordable
Housing Cost (collectively, the "Original Project").
C. Agency and Developer have previously amended the Original DDA on four (4)
occasions, on or about October 28, 2004, on or about December 7, 2004, on or about
November 2, 2005, and on or about , 2006 (the "Prior DDA Amendments").
The Original DDA, as amended by the Prior DDA Amendments, is hereinafter referred to as the
"DDA."
D. Pursuant to the DDA, Agency and Developer entered into that certain Option
Agreement on December 7, 2004, which was recorded on December 9, 2004, as Instrument No.
1
882/015610-0085
735889.02 a09/14/06
2004-0979138, in the Official Records of the County of Riverside (the "Option Agreement").
The Option Agreement grants to Agency an option to repurchase the Site, or a portion thereof,
from Developer, if (i) Developer fails to commence, continuously proceed with, or complete
construction of the Project or portion thereof within certain specified time frames, or (ii)
Developer transfers the Site, or portion thereof, in violation of the terms of the DDA, all as
further described herein.
E. On or about April 4, 2005, Parcel Map No. 31116, in the City of La Quinta, was
filed in the Official Records of the County of Riverside in Book 212 of Parcel Maps at pages 60-
66, inclusive (the "Parcel Map"). The Parcel Map created legal parcels within the Site that
differ from the lots depicted on the Site Map attached to the DDA and on the Site Map attached
to the Option Agreement. In particular: (i) the Parcel Map created one legal parcel for
development thereon of the Casitas Development (identified thereon as "Parcel 2"), where the
Site Map had depicted the Casitas Development on three lots; (ii) the Parcel Map created one
legal parcel for development thereon of the Sanctuary Villas (identified thereon as "Parcel 7"),
where the Site Map had depicted the Sanctuary Villas on two lots; and (iii) the Parcel Map
created one legal parcel for development thereon of the Medical Office/Surgical Facility
(identified thereon as "Parcel 6"), where the Site Map had depicted the Medical Office/Surgical
Facility on four lots. The Parcel Map also created "Parcel 1" and "Parcel 5" for development
thereon of the two restaurants to be constructed as part of the Project, "Parcel 3" and "Parcel 8"
for the development thereon of two residential developments to be constructed as part of the
Project, and "Parcel 4" for the development thereon of the Suites Hotel. All subsequent
references herein to a "Parcel' shall mean a parcel that has been created on the Parcel Map or a
lot or parcel that has been created by a lot line adjustment processed and recorded subsequent to
the recordation of the Parcel Map.
F. Pursuant to the Prior DDA Amendments, Agency agreed to permit Developer to
expand the Casitas Development onto Parcel3, and to expand the Medical Office/Surgical
Facility onto Parcel 7. In April, 2006, Developer processed Lot Line Adjustment No. 2006-452
whereby "Parcel 6" and a portion of "Parcel 7" were merged into a single parcel (the "MOB
Parcel'), which MOB Parcel is more particularly described on Exhibit "B" attached hereto and
incorporated herein by this reference.
G. Pursuant to that certain Amendment No.4 to Disposition and Development
Agreement entered into on or about , 2006 by and between Agency and
Developer ("Amendment No. 4 to DDA"), Agency agreed to modify certain provisions of the
Option Agreement.
H. The parties hereto now wish to replace, in its entirety, the Option Agreement with
this Amended and Restated Option Agreement.
I. Except as otherwise expressly provided herein, the terms used herein shall have
the meanings ascribed in the DDA.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, and incorporating the above recitals and all of the terms and
conditions contained in the DDA, Developer and Agency hereby agree as follows:
882/015610-0085�
735889.02 a09/14/06 -2-
1. Replacement of Option Agreement
The Option Agreement is hereby replaced, in its entirety, with this Amended and
Restated Option Agreement.
2. Repurchase Option I - Failure to Commence Construction
Pursuant to the terms of the Option Agreement, Developer granted to Agency an
exclusive option to repurchase the Site, or any Parcel thereof, if Developer failed to commence
construction of the Project or Parcel within the times set forth in the Commencement and
Completion Schedule attached to the Option Agreement (collectively, "Repurchase Option I").
For the purposes of the Option Agreement, (a) the term "commence construction" was defined to
mean Developer's completion of mass grading for the entire Site. Developer completed mass
grading of the entire Site on or about , 2006, and therefore Agency hereby
acknowledges and agrees that Repurchase Option I as described in the Option Agreement has
now terminated and is of no further effect.
3. Repurchase Option II - Failure to Continuously Proceed With or Complete
Construction (Except MOB Parcel)
Developer hereby grants to Agency an exclusive option to repurchase any individual
Parcel then -comprising the Site ("Option II Parcel(s)") if, after commencement of construction
of the Phase of Development to be constructed on the Option II Parcel(s), Developer fails to
continuously proceed with, and complete, construction of such Phase of Development on the
Option II Parcel(s) (collectively, "Repurchase Option II"). For purposes of this Option
Agreement, "continuously proceed with construction" shall be defined as construction that is
interrupted, if at all, for periods of no longer than thirty (30) days; and "completion of
construction of the Phase of Development" shall be defined as City's final inspection of the
Phase of Development by the date set forth in the Completion Schedule attached hereto and
incorporated herein as Exhibit "C", subject to Section 6(f) below ("Completion Deadline"). In
the event of Developer's failure to continuously proceed with construction, or to complete
construction of any Phase of Development by the Completion Deadline, Agency shall be entitled
to exercise, but is not obligated to exercise, the foregoing option for a period of ninety (90) days
following the applicable Completion Deadline (after expiration of the cure period described in
Sections 6(b) and 6(c) hereof) ("Repurchase Option II Period").
Agency acknowledges that concurrently with the recordation hereof, Developer has
conveyed fee title to the MOB Parcel to Eisenhower Medical Center, a California nonprofit
public benefit corporation ("EMC"), for a purchase price of Ten Million Eight Hundred
Thousand Dollars ($10,800,000) ("EMC Purchase Price"). Notwithstanding anything in this
Section 3 to the contrary, Agency's Repurchase Option II rights with respect to the MOB Parcel
shall be as set forth in Section 4 below.
(a) Exercise of Option
Agency shall exercise the Repurchase Option II by giving written notice to Developer, in
accordance with Section 7 of this Option Agreement, prior to the expiration of the Repurchase
Option II Period. Failure of Agency to exercise the Repurchase Option II with respect to a
particular Phase of Development shall constitute a waiver by Agency of Developer's breach of
882/015610-0085
735889.02 a09/14/06 -3- 5 3
its obligation to continuously proceed with and complete construction of that Phase of
Development within the time set forth in the Completion Schedule. Any Agency waiver as
described in the preceding sentence shall not be deemed a waiver of Developer's obligation to
continuously proceed with and complete construction of any other Phase of Development within
the time set forth in the Completion Schedule, or of any other Developer breach of the terms or
conditions of the DDA.
(b) Determination of Repurchase Price - Repurchase Option II (Except MOB
Parcel
Agency's repurchase price for the Option II Parcel(s) ("Repurchase Option II
Repurchase Price"), shall be the sum of Developer's Purchase Price for the Option II Parcel(s)
plus thirty-three and three -tenths percent (33.3%) of "Developer's Construction Costs." For
purposes of this Option Agreement, the term "Developer's Construction Costs" shall mean,
with respect to development of the Phase of Development to be constructed on the Option II
Parcel(s), the lesser of (i) construction costs actually incurred by Developer for development of
said Phase of Development from the DDA Date to the date Agency's exercises this Repurchase
Option II (the "Construction Period"), and (ii) the constructions costs for the Construction
Period set forth in Developer's Preliminary Budget, as approved by Agency as part of Agency's
approval of Developer's financing, in accordance with Section 311 of the DDA, which costs may
include (i) the amount paid by Developer to the contractor or contractors performing the works
of improvement; (ii) reasonable inspection and testing costs paid by Developer to independent
third party engineers or consultants in conjunction with said works of improvement (but not
including costs, fees, charges, or profits allocated to Developer's own internal administrative,
payroll, or overhead expenses or to any person or entity affiliated with Developer; (iii) costs and
fees paid by Developer to independent third party engineers or consultants with respect to the
planning, design, and engineering of the works of improvement (but not including costs, fees,
charges, or profits allocated to the Developer's own internal administrative, payroll, or overhead
expenses or to any person or entity affiliated with Developer); and (iv) the costs and fees
incurred by Developer, if any, to obtain financing for the construction of the works of
improvement.
4. Repurchase Option II — Failure to Continuously Proceed With or Complete
Construction (MOB Parcel)
Agency shall be entitled to exercise Repurchase Option II with respect to the MOB Parcel
if, after acquiring the Site, EMC fails to continuously proceed with, and complete, construction
of at least a 40,000 square foot Medical Office/Surgical Facility building (the "First MOB
Building"). For purposes of this Section 4, "continuously proceed with construction" shall have
the meaning ascribed in Section 3; and "completion of construction of the First MOB Building"
shall be defined as City's final inspection of said building on or before the applicable
Completion Deadline. In the event of EMC's failure to continuously proceed with construction,
or to complete construction of the First MOB Building by the Completion Deadline, Agency
shall be entitled to exercise, but is not obligated to exercise, applicable Repurchase Option II
with respect to the MOB Parcel for a period of ninety (90) days following the applicable
Completion Deadline (after expiration of the cure period described in Sections 6(b) and 6(c)
hereof).
882/015610-0085 654
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(a) Exercise of Option
Agency shall exercise the Repurchase Option II with respect to the MOB Parcel in the
manner described in paragraph 3(a) above.
(b) Determination of Repurchase Price — Repurchase Option II (MOB Parcel)
The Agency's Repurchase Option II Price for the MOB Parcel shall be equal to Ten
Million Eight Hundred Thousand Dollars ($10,800,000) plus thirty-three and three -tenths percent
(33.3%) of "EMC's Construction Costs." For purposes of this Amended and Restated Option
Agreement, the term "EMC's Construction Costs" shall mean the lesser of (i) construction
costs actually incurred by EMC for development of the MOB Parcel to the date Agency
exercises Repurchase Option II with respect to the MOB Parcel (the "EMC Construction
Period"), and (ii) the construction costs for the EMC Construction Period set forth in EMC's
Preliminary Budget, which costs may include (A) the amount paid by EMC to the contractor or
contractors performing the works of improvement; (B) reasonable inspection and testing costs
paid by EMC to independent third party engineers or consultants in conjunction with said works
of improvement (but not including costs, fees, charges, or profits allocated to EMC 's own
internal administrative, payroll, or overhead expenses or to any person or entity affiliated with
EMC; (C) costs and fees paid by EMC to independent third party engineers or consultants with
respect to the planning, design, and engineering of the works of improvement (but not including
costs, fees, charges, or profits allocated to the EMC's own internal administrative, payroll, or
overhead expenses or to any person or entity affiliated with EMC); and (D) the costs and fees
incurred by EMC, if any, to obtain financing for the construction of the works of improvement.
5. Repurchase Option III - Transfer of the Site
Developer hereby grants to Agency an exclusive option to repurchase (i) the Site if, prior
to the time Agency issues a Release of Construction Covenants for any Phase of Development to
be constructed thereon, Developer transfers or suffers an involuntary transfer of the Site in
violation of the terms of the DDA; or (ii) any of the individual Parcels then -comprising the Site
(the "Option III Parcel(s)") if, prior to the time Agency issues a Release of Construction
Covenants for the Phase of Development to be constructed on the Option III Parcel(s), Developer
transfers or suffers an involuntary transfer of the Option III Parcel(s) (collectively, "Repurchase
Option III"). In the event of Developer's transfer of the Site or any individual Parcels then -
comprising the Site in violation of the DDA, Agency shall be entitled to exercise, but is not
obligated to exercise, the foregoing option for a period of ninety (90) days following the transfer
that gives rise to Agency's option under this Section ("Repurchase Option III Period").
Notwithstanding the foregoing, Agency shall not have a Repurchase Option III to repurchase (i)
the Site, or any portion thereof, as a result of Developer's transfer to EMC of the MOB Parcel; or
(ii) the MOB Parcel for any transfer by Developer of any portion of the Site or Project. Any
subsequent transfer of the MOB Parcel by EMC in violation of the DDA shall entitle Agency to
exercise Repurchase Option III with respect to the MOB Parcel.
(a) Exercise of Option
Agency shall exercise the Repurchase Option III by giving written notice to Developer
("Agency's Notice of Option III Exercise"), in accordance with Section 7 of this Option
r..
882/015610-0085 -5- " 0
735889.02 a09/14/06
Agreement, prior to the expiration of the Repurchase Option III Period. Notwithstanding
anything herein to the contrary, (i) failure of Agency to exercise the Repurchase Option III with
respect to Developer's transfer or sufferance of an involuntary transfer of the Site shall not
constitute a waiver by Agency of any remedies it may have under the terms of the DDA or of
any other agreement for Developer's transfer or sufferance of an involuntary transfer of the Site,
and (ii) failure of Agency to exercise the Repurchase Option III with respect to Developer's
transfer or sufferance of an involuntary transfer of a Parcel shall not constitute a waiver by
Agency of any remedies it may have under the terms of the DDA or of any other agreement for
Developer's transfer or sufferance of an involuntary transfer of the Parcel, and shall not
constitute a waiver by Agency of its exercise of this Repurchase Option III with respect to any
other Parcel then -comprising the Site. Any Agency waiver as described in the preceding
sentence shall not be deemed a waiver of any other Developer breach of the terms or conditions
of the DDA.
(b) Repurchase Price - Repurchase Option III.
Agency's repurchase price for the Site or for the Option III Parcel(s) ("Repurchase
Option III Repurchase Price") shall be equal to the Repurchase Option II Repurchase Price, as
set forth in Section 3(b) or 4(b) (as applicable) of this Option Agreement.
6. Additional Terms Applicable to the Repurchase Options
The following additional terms shall apply to Repurchase Option II and Repurchase
Option III. All rights and defenses of Developer under this Section 6 shall be rights and defenses
of EMC with respect to the MOB Parcel:
(a) Successors and Assigns.
Repurchase Option II and Repurchase Option III created hereby shall be irrevocable by
Developer and, subject to any subordination by Agency in accordance with paragraph (e) below,
shall be binding upon the successors and assigns of Developer.
(b) Developer's Right to Cure Certain Defaults.
Notwithstanding anything herein to the contrary, Agency shall not be entitled to exercise
Repurchase Option II until Agency has provided a written notice to Developer regarding
Developer's failure to continuously proceed with or complete construction of the Project or any
Phase of Development (with any of the above failures referred to hereinafter as an "Option
Triggering Event"), and Developer has not, within sixty (60) days after receipt of such notice,
cured, corrected, or remedied such Option Triggering Event, or, for those Option Triggering
Events that cannot reasonably be cured, corrected, or remedied within sixty (60) days,
commenced to cure, correct or remedy such Option Triggering Event within said sixty (60) day
period, and diligently prosecute the same to completion.
(c) Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure.
With respect to any mortgage or deed of trust granted by Developer whenever the
Agency may deliver any notice or demand to Developer with respect to an Option Triggering
Event, the Agency shall at the same time deliver a copy of such notice or demand to each holder
892/015610-0085 r r
735889.02 a09/14/06 -6
of record of any mortgage or deed of trust which has previously requested such notice in writing,
including but not limited to 1st Centennial Bank, which is providing to Developer an acquisition
and development loan (the "A&D Loan"). Each such holder shall (insofar as the rights granted
by the Agency are concerned) have the right, at its option, within sixty (60) days after the receipt
of the notice, to cure or remedy or commence to cure or remedy and thereafter to pursue with
due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage
debt and the lien of its mortgage. It is understood that a holder shall be deemed to have satisfied
the sixty (60) day time limit set forth above for commencing to cure or remedy a Developer
default which requires title and/or possession of the Property (or portion thereof) if and to the
extent any such holder has within such sixty (60) day period commenced proceedings to obtain
title and/or possession and thereafter the holder diligently pursues such proceedings to
completion and cures or remedies the default.
(d) No AgencObligation.
Notwithstanding any covenant, term, or provision in this Section 6 to the contrary,
Agency shall not be obligated to exercise Repurchase Option II or Repurchase Option III.
(e) Termination of Option Agreement.
In the event Developer commences and completes construction of any particular Phase of
Development and Agency has not exercised Repurchase Option II or Repurchase Option III,
Agency shall execute and record a termination of this Option Agreement with respect to the
underlying Parcel of said Phase of Development within fifteen (15) business days after the final
and permanent Certificate of Occupancy for the Phase of Development is issued by the City.
Notwithstanding anything herein to the contrary, upon the "Medical Office/Surgical
Facility Release Date," which, as used herein, shall mean the earlier of (i) the date Developer
completes construction of the First MOB Building, as evidenced by City's issuance of a
certificate of occupancy therefor; and (ii) the date construction on the First MOB Building has
commenced, provided that completion bonds naming the Agency as a beneficiary with the right
to enforce are in place that guarantee completion of the same, this Option Agreement shall be
deemed terminated with respect to the MOB Parcel, and Agency shall execute and record a
partial termination hereof with respect to said Parcel.
(f) Enforced Delay.
Notwithstanding anything to the contrary herein, in addition to specific provisions of this
Option Agreement, performance by either party hereunder shall not be deemed to be in default
where delays or defaults are due to war; insurrection; strikes; lock -outs; riots; floods;
earthquakes; fires; casualties; supernatural causes; acts of the public enemy; epidemics;
quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions or
priority litigation; unusually severe weather; inability to secure necessary labor, materials or
tools; acts of the other party; acts or the failure to act of a public or governmental agency or
entity (except that acts or the failure to act of Agency shall not excuse performance by Agency
unless the act or failure is caused by the acts or omissions of Developer); or any other causes
beyond the reasonable control or without the fault of the party claiming an extension of time to
perform. In the event of such a delay (herein "Enforced Delay"), the party delayed shall
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continue to exercise commercially reasonable efforts to minimize the period of the delay. An
extension of time for any such cause shall be limited to the period of the Enforced Delay, and
shall commence to run from the time of the commencement of the cause, provided notice by the
party claiming such extension is sent to the other party within thirty (30) days following the
commencement of the cause. The following shall not be considered as events or causes beyond
the control of Developer, and shall not entitle Developer to an extension of time to perform: (i)
Developer's failure to obtain financing for the Project or for any Phase of Development, (ii)
Developer's failure to negotiate agreements with prospective tenants or users for the Project or
for any Phase of Development, (iii) interest rates or (iv) economic or market conditions. Times
of performance under this Option Agreement may also be extended by mutual written agreement
by Agency and Developer. Agency's Executive Director shall also have the authority on behalf
of Agency to administratively approve extensions of time not to exceed a cumulative total of one
(1) year.
(g) Subordination.
The Agency agrees to subordinate this Option Agreement to the A&D Loan, to
Developer's construction loan(s) for each Phase of Development and to the deed of trust securing
Developer's investor's loan for Developer's construction of the Suites Hotel on the Suites Hotel
Parcel and the Casitas Development on Parcel 2 and on Parcel 3 and to execute a subordination
agreement evidencing same, to be recorded in the official records of the County Recorder for the
County of Riverside, provided all of the following conditions are met:
i) Loan Amount.
(1) for the Medical Office/Surgical Facility, the Restaurant to
be developed on Parcel 1, and the Restaurant to be developed on Parcel 5, the maximum
cumulative principal amount of the construction loan for the applicable Phase of Development
shall not exceed ninety percent (90%) of the lender's appraised value of the Parcel on which said
Phase of Development shall be constructed, upon completion of the Phase of Development,
which amount shall be verified in writing to Agency Executive Director's reasonable
satisfaction, and
(2) for the Suites Hotel and the Casitas Development, the
maximum cumulative principal amount, collectively, of Developer's construction loan plus
Developer's investor's loan, shall not exceed ninety percent (90%) of the lender's appraised
value of the Parcel(s) on which the applicable Phase of Development shall be constructed, upon
completion of the Phase of Development, which amount shall be verified in writing to Agency
Executive Director's reasonable satisfaction;
ii) Use of Loan Proceeds. The loan(s) shall obligate Developer to
expend loan proceeds for no other purpose than the applicable Phase of Development; and
iii) Notice and Agency's Opportunity to Cure. The loan(s) shall
provide that any notice of a Developer breach or default shall also be sent to the Agency at the
address listed in Section 7 and that upon receipt of such notice, Agency shall have the right to
(A) cure the noticed breach or default, (B) negotiate with the lender regarding the noticed breach
or default, and (C) purchase the Site from Developer subject to the construction lender's deed of
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trust, without the consent of Developer or the holder of the construction lender's deed of trust,
and that Agency's exercise of the foregoing rights shall not, in and of itself, give rise to any right
on the part of the lender to accelerate the amounts due under the loan.
(h) Agency's Investigation of Site.
Agency shall have forty-five (45) days after the occurrence of an event that triggers
Agency's ability to exercise either of Repurchase Option II or Repurchase Option III to enter
upon the Site (or applicable portion thereof) to conduct any tests, inspections, investigations, or
studies of the condition of the Site (or applicable portion thereof). Developer shall permit
Agency access to the Site (or applicable portion thereof) for such purposes. Agency's obligation
to close "Escrow" (as defined below) shall be subject to Agency's approval of any environmental
and other site testing conducted by Agency in Agency's discretion. Agency shall indemnify,
defend, and hold harmless Developer and its officers, directors, shareholders, employees, agents,
and representatives from and against all claims, liabilities, or damages, and including expert
witness fees and reasonable attorney's fees and costs, arising out of any such testing, inspection,
or investigatory activity on the Site (or applicable portion thereof).
(i) Escrow Provisions.
i) Within five (5) business days after Agency has exercised
Repurchase Option I, Repurchase Option II, or Repurchase Option III (as applicable), or as soon
thereafter as reasonably practicable, an escrow shall be opened ("Escrow") with an escrow
company selected by Agency for the reconveyance of the Site (or applicable portion thereof) to
Agency ("Escrow Holder"). Escrow shall be deemed opened on the date that a fully executed
copy of this Option Agreement and a notice of exercise of option prepared by Agency are
delivered to Escrow Holder ("Opening of Escrow"). Escrow Holder shall notify Developer and
Agency in writing of the date of the Opening of Escrow promptly following the opening of the
Escrow.
ii) Escrow shall close on or before the date that is ninety (90) days
after the Opening of Escrow ("Close of Escrow" or "Closing Date"). The terms "Close of
Escrow" and "Closing Date" shall mean the date the grant deed conveying fee title to Agency
("Agency Grant Deed") is recorded in the Office of the County Recorder of the County of
Riverside, State of California. Possession of the Site, or portion thereof, shall be delivered to
Agency at the Close of Escrow.
iii) This Option Agreement, together with any standard instructions of
Escrow Holder, shall constitute the joint escrow instructions of Developer and Agency to Escrow
Holder as well as an agreement between Developer and Agency. In the event of any conflict
between the provisions of this Option Agreement and Escrow Holder's standard instructions, this
Option Agreement shall prevail.
iv) The Escrow shall be subject to Agency's approval of a then -current
preliminary title report. Any monetary lien(s) or encumbrance(s) shown on such preliminary
title report that is (are) created concurrent with or after the close of escrow that conveyed the Site
from Agency to Developer shall be removed by Developer at its sole expense prior to the Close
of Escrow pursuant to this Section 4(i) unless such exception(s) is (are) accepted by Agency in
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its sole discretion; provided, however, that Agency shall accept the following exceptions to title:
(i) current taxes not yet delinquent, (ii) matters affecting title existing on the date of recordation
of the Grant Deed to the Site (in the form of Attachment No. 4 to the DDA); and (iii) matters
shown as printed exceptions in the standard form ALTA policy of title insurance. In the event
the Site is encumbered by a mortgage or deed of trust, Agency shall be permitted to unilaterally
instruct Escrow Holder to satisfy the indebtedness secured thereby out of the proceeds payable to
Developer through the foregoing Escrow. Any additional amount necessary to satisfy such
indebtedness shall be paid by Developer.
v) On or before 1:00 p.m. on the last business day preceding the
scheduled Closing Date, Agency shall deposit in Escrow (i) the applicable of the Repurchase
Option II Repurchase Price or the Repurchase Option III Repurchase Price; (ii) one-half (1/2) of
the escrow fees; (iii) the portion of the title insurance premium attributable to any extra or
extended coverages, or any additional charge resulting from Agency's request that the amount of
insurance be higher than the applicable of the Repurchase Option II Repurchase Price or the
Repurchase Option III Repurchase Price; and (iv) any and all additional instruments or other
documents required from Agency (executed and acknowledged if appropriate) as may be
necessary in order to effect the transfer of the Site, or applicable portion thereof, to Agency. On
or before 1:00 p.m. on the last business day preceding the scheduled Closing Date, Developer
shall deposit in Escrow (i) the Agency Grant Deed, executed and acknowledged; (ii) one-half
(1/2) of the escrow fees; and (iii) any and all additional instruments or other documents required
from Developer (executed and acknowledged if appropriate) as may be necessary in order to
effect the transfer of the Site, or applicable portion thereof, to Agency. Developer shall also be
required to pay for documentary tax stamps, recording fees, and for an ALTA standard form
owner's policy of title insurance in the amount of the Repurchase Option II Repurchase Price or
the Repurchase Option III Repurchase Price (as applicable), showing title vested in Agency free
and clear of all liens and encumbrances except those permitted by paragraph (iv) above (the
"Title Policy"). Agency's receipt of the Title Policy shall be a condition to the Close of Escrow.
Any other costs and expenses shall be allocated between the parties in the manner customary for
a commercial property conveyance in Riverside County.
vi) If, on or before the Closing Date, Escrow Holder has received all
of the documents and funds listed in paragraph (v) above, and Escrow Holder is in a position to
cause the Title Policy to be issued to Agency, and provided Agency has approved of the
condition of the Site, or applicable portion thereof, Escrow Holder shall close the Escrow by
taking the following actions: (i) recording the Agency Grant Deed in the office of the County
Recorder of the County of Riverside, California, and delivering the recorded Agency Grant Deed
to Agency; (ii) causing the Title Policy to be issued to Agency; and (iii) delivering the applicable
Repurchase Price to Developer.
0) Agency's Right to Acquire the Site.
Notwithstanding anything herein to the contrary, upon Agency's exercise of Repurchase
Option II or Repurchase Option III, Developer's commencement to cure the default that led to
Agency's exercise shall not affect Agency's right to close the Escrow and acquire the Site (or
applicable portion thereof).
882/015610-0085 ` v
735889.02 a09/14/06 -10-
(k) Agency's Repurchase of Uncompleted Portions of the Property.
Notwithstanding anything herein to the contrary, in the event that as a result of Agency
exercising Repurchase Option II or Repurchase Option III Agency acquires Parcel 8, if
Developer has obtained a Certificate of Completion from the City for one or more of the lots that
comprise said Parcel, (i) the provisions of this Option Agreement shall apply only to that portion
of Parcel 8 for which Certificates of Completion have not been issued ("Uncompleted Portion
of the Repurchase Property") and any calculations for determining the Repurchase Option II
Repurchase Price or the Repurchase Option III Repurchase Price (as applicable) shall be based
solely upon the Uncompleted Portion of the Repurchase Property, and (ii) Developer agrees to
cooperate with Agency to effect the subdivision of the Uncompleted Portion of the Repurchase
Property from the completed portions of Parcel 8 (those portions of the Repurchase Property for
which Certificates of Completion have been issued).
7. Notices Demands and Communications Between the Parties
Formal notices, demands, and communications between Agency and Developer shall be
given either by (i) personal service, (ii) delivery by reputable document delivery service such as
Federal Express that provides a receipt showing date and time of delivery, or (iii) mailing in the
United States mail, certified mail, postage prepaid, return receipt requested, addressed to:
To Agency: La Quinta Redevelopment Agency
78-495 Calle Tampico
La Quinta, CA 92253
Attn: Executive Director
With a copy to: Rutan & Tucker, LLP
611 Anton Blvd., Suite 1400
Costa Mesa, CA 92626
Attn: M. Katherine Jenson, Esq.
To Developer: CP Development La Quinta, LLC
77-564 Country Club Drive, Suite 100
Palm Desert, CA 92211
Attn: Richard Oliphant
With copies to: Ealy, Hemphill, Blasdell & Oleson, LLP
777 Tahquitz Canyon Way, Suite 328
Palm Springs, CA 92262
Attn: Emily Perri Hemphill
and Genesis Hotel Development LLC
76890 Sandpiper Drive
Indian Wells, CA 92210
Attn: Francis A. Wong
Notices personally delivered or delivered by document delivery service shall be deemed
effective upon receipt. Notices mailed in the manner provided above shall be deemed effective
on the second business day following deposit in the United States mail. Such written notices,
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demands, and communications shall be sent in the same manner to such other addresses as either
party may from time to time designate by mail.
8. Agency's Option to Acquire Plans
If Agency exercises Repurchase Option II or Repurchase Option III in accordance with
this Agreement, at the option of the Agency, which may be exercised in the Agency's sole and
absolute discretion, the Developer shall deliver to the Agency an executed assignment in a form
reasonably acceptable to the Agency of the Developer's right to use all plans, blueprints,
drawings, sketches, specifications, tentative or final subdivision maps, landscape plans, utilities
plans, soils reports, noise studies, environmental assessment reports, grading plans and any other
materials relating to (i) the construction of the Project on the Site or (ii) if Agency acquires less
than all of the Site, the construction of the Phases(s) of Development applicable to the Parcels
which the Agency is acquiring (the "Plans"), together with copies of all of the Plans, as have
been prepared for the development of the Site or applicable portion thereof to date of the
termination. Notwithstanding the foregoing, however, Developer does not covenant to convey to
the Agency the copyright or other ownership rights of third parties. Agency understands and
agrees that the assignment to Agency under this Section 6 is subject and subordinate to any
assignment which Developer may make to a lender providing financing for the Project or
applicable Phase of Development, and Agency agrees to execute any documents required by
such lender acknowledging and effectuating such subordination of Agency's rights in and to the
assignment. Agency's acquisition or use of the Plans or any of them shall be without any
representation or warranty by Developer as to the accuracy or completeness of any such Plans,
and Agency shall assume all risks in the use of the Plans.
9. Applicable Law and Forum; Attorney's Fees
The Superior Court of the State of California in the County of Riverside shall have the
exclusive jurisdiction of any litigation between the parties arising out of this Option Agreement.
This Option Agreement shall be governed by, and construed under, the internal laws of the State
of California without regard to conflict of law principles. In addition to any other rights or
remedies, either party may take legal action, in law or in equity, to cure, correct, or remedy any
default, to recover damages for any default, to compel specific performance of this Option
Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent
with the purposes of this Option Agreement. The rights and remedies of the parties are
cumulative and the exercise by either party of one or more of such rights or remedies shall not
preclude the exercise by it, at the same or different times, of any other rights or remedies for the
same default or any other default by the other party. Service of process on Agency shall be made
in the manner required by law for service on a public entity. Service of process on Developer
shall be made in any manner permitted by law and shall be effective whether served within or
outside of California.
If either party to this Option Agreement is required to initiate or defend, or is made a
party to, any action or proceeding in any way connected with this Option Agreement, the party
prevailing in the final judgment in such action or proceeding, in addition to any other relief
which may be granted, shall be entitled to reasonable attorney's fees. Attorney's fees shall
include reasonable costs for investigating such action, conducting discovery, retaining expert
witnesses, and all other necessary costs the court allows which are incurred in such litigation.
882/015610-0085 _ �_"
735889.02 a09/14/06
10. Nonliability of Agency Officials and Employees
No officer, official, employee, agent, or representative of Agency shall be personally
liable to Developer or any successor in interest, in the event of any default or breach by Agency,
or for any amount which may become due to Developer or its successor, or for breach of any
obligation of the terms of this Option Agreement.
11. Nondiscrimination
Developer covenants for itself, its heirs, executors, assigns, and all persons claiming
under or through them, that there shall be no discrimination against any person on account of
race, color, creed, religion, sex, marital status, national origin, or ancestry with respect to this
Option Agreement or use of the Site.
12. Interpretation
The terms of this Option Agreement shall be construed in accordance with the meaning
of the language used and shall not be construed for or against either party by reason of the
authorship of this Option Agreement or any other rule of construction which might otherwise
apply. The Section headings are for purposes of convenience only, and shall not be construed to
limit or extend the meaning of this Option Agreement.
13. Entire Agreement
This Option Agreement integrates all of the terms and conditions mentioned herein, or
incidental hereto, and supersedes all negotiations or previous agreements between the parties
with respect to all or any part of the subject matter hereof.
All waivers of the provisions of this Option Agreement must be in writing and signed by
the appropriate authorities of the party to be charged, and all amendments and modifications
hereto must be in writing and signed by the appropriate authorities of Agency and Developer.
14. Counterparts
This Option Agreement may be executed in counterparts, each of which, after all the
parties hereto have signed this Option Agreement, shall be deemed to be an original, and such
counterparts shall constitute one and the same instrument.
15. Severability
In the event any section or portion of this Option Agreement shall be held, found, or
determined to be unenforceable or invalid for any reason whatsoever, the remaining provisions
shall remain in effect, and the parties hereto shall take further actions as may be reasonably
necessary and available to them to effectuate the intent of the parties as to all provisions set forth
in this Option Agreement.
[END - SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the parties have executed this Option Agreement as of the
date first above written.
"DEVELOPER"
CP DEVELOPMENT LA QUINTA, LLC
a California limited liability company
By: Oliphant Family Trust
Its: Member
10
Richard R. Oliphant
Its: Trustee
By: Oliphant Enterprises, Inc.
Its: Manager
Ln
Its
"AGENCY"
Richard R. Oliphant
President
LA QUINTA REDEVELOPMENT AGENCY
a public body, corporate and politic
By:
Its:
ATTEST:
Agency Secretary
APPROVED AS TO FORM:
RUTAN & TUCKER, LLP
Attorneys for the La Quinta Redevelopment
Agency
Executive Director
882/015610-0085
735889.02 a09/14/06 -14-
STATE OF CALIFORNIA )
) ss
COUNTY OF
On , before me,
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,
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]
882/015610-0085 -15 -
735889.02 a09/14/06
EXHIBIT "A"
LEGAL DESCRIPTION OF THE SITE
PARCELS 1-8 OF PARCEL MAP NO. 31116, FILED ON APRIL 4, 2005, IN
BOOK 212 OF PARCEL MAPS, AT PAGES 60-66, AS INSTRUMENT NO.
2005-0262238.
[City confirming legal]
882/015610-0085
735889.02 a09/14/06
EXHIBIT "B"
LEGAL DESCRIPTION OF MOB PARCEL
PARCEL "A" OF LOT LINE ADJUSTMENT NO.2006-452, MORE PARTICULARLY
DESCRIBED AS FOLLOWS:
IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA,
PARCEL 6 TOGETHER WITH THAT PORTION OF PARCEL 7 OF PARCEL MAP NO.
31116, AS SHOWN BY MAP ON FILE IN BOOK 212, AT PAGES 60 THROUGH 66,
INCLUSIVE, OF PARCEL MAPS, RIVERSIDE COUNTY RECORDS, BEING IN THE
SOUTH HALF OF SECTION 19, TOWNSHIP 5 SOUTH, RANGE 7 EAST, S.B.M., MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE MOST EASTERLY CORNER OF SAID PARCEL 7;
THENCE ALONG THE SOUTHEASTERLY, SOUTHWESTERLY AND
NORTHWESTERLY BOUNDARY LINES OF SAID PARCEL 7 THROUGH THE
FOLLOWING FIVE (5) COURSES:
(1) SOUTH 43°56'44" WEST, A DISTANCE OF 357.95 FEET TO THE BEGINNING OF
A NON -TANGENT CURVE, CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF
4,565.17 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS NORTH
42°59'27" EAST;
(2) THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 02057'46", AN ARC DISTANCE OF 236.07 FEET TO A POINT,
A RADIAL LINE PASSING THROUGH SAID POINT BEARS NORTH 40001'41" EAST;
(3) THENCE NON -TANGENT TO SAID CURVE SOUTH 00°17'35" EAST, A DISTANCE
OF 11.03 FEET TO THE BEGINNING OF A NON -TANGENT CURVE, CONCAVE
SOUTHWESTERLY, HAVING A RADIUS OF 2,500.00 FEET, A RADIAL LINE PASSING
THROUGH SAID POINT BEARS NORTH 36057'27" EAST;
(4) THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 05043'47", AN ARC DISTANCE OF 250.01 FEET TO A POINT,
A RADIAL LINE PASSING THROUGH SAID POINT BEARS NORTH 31013'40" EAST;
(5) THENCE NON -TANGENT TO SAID CURVE NORTH 28°29'24" EAST, A DISTANCE
OF 153.02 FEET TO AN ANGLE POINT IN THE SOUTHEASTERLY BOUNDARY LINE
OF SAID PARCEL 6 OF PARCEL MAP NO. 31116;
THENCE LEAVING THE BOUNDARY LINES OF SAID PARCEL 7 AND ALONG THE
SOUTHWESTERLY, WESTERLY, NORTHERLY AND EASTERLY LINES OF SAID
PARCEL 6 THROUGH THE FOLLOWING FIFTEEN (15) COURSES:
(1) THENCE NORTH 61030'36" WEST, A DISTANCE OF 150.00 FEET; v
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735889.02 a09/14/06
(2) THENCE SOUTH 28°29'24" WEST A DISTANCE OF 150.35 FEET TO THE
BEGINNING OF A NON -TANGENT CURVE, CONCAVE SOUTHWESTERLY, HAVING
A RADIUS OF 2,500.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT
BEARS NORTH 27047'20" EAST;
(3) THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 09043' 18", AN ARC DISTANCE OF 424.19 FEET TO THE
BEGINNING OF A NON -TANGENT CURVE, CONCAVE WESTERLY, HAVING
A RADIUS OF 2,095.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT
BEARS NORTH 75025'34" EAST;
(4) THENCE NORTHERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 02056'54", AN ARC DISTANCE OF 107.80 FEET TO THE
BEGINNING OF A REVERSE CURVE CONCAVE EASTERLY, HAVING A RADIUS OF
18.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS SOUTH
72°28'40" WEST;
(5) THENCE NORTHERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 27042'25", AN ARC DISTANCE OF 8.70 FEET TO THE
BEGINNING OF A REVERSE CURVE CONCAVE WESTERLY, HAVING A RADIUS OF
82.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS SOUTH
79°48'55" EAST;
(6) THENCE NORTHERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 29001'21", AN ARC DISTANCE OF 41.54 FEET TO THE
BEGINNING OF A COMPOUND CURVE, CONCAVE WESTERLY, HAVING A RADIUS
OF 2,107.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS NORTH
71°09'44" EAST;
(7) THENCE NORTHERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 03016'31", AN ARC DISTANCE OF 120.45 FEET;
(8) THENCE NON -TANGENT TO LAST SAID CURVE NORTH 22°46'41" EAST,
A DISTANCE OF 5.77 FEET;
(9) THENCE NORTH 67006'56" EAST, A DISTANCE OF 52.05 FEET TO THE
BEGINNING OF A TANGENT CURVE, CONCAVE NORTHWESTERLY, HAVING
A RADIUS OF 540.00 FEET;
(10) THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 15052'03", AN ARC DISTANCE OF 149.55 FEET TO THE
BEGINNING OF A REVERSE CURVE CONCAVE SOUTHEASTERLY, HAVING
A RADIUS OF 810.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS
NORTH 38045'07" WEST;
(11) THENCE NORTHEASTERLY ALONG THE ARC OF LAST SAID CURVE,
THROUGH A CENTRAL ANGLE OF 31010'05", AN ARC DISTANCE OF 440.63 FEET
TO THE BEGINNING OF A REVERSE CURVE CONCAVE NORTHERLY, HAVING
882/015610-0085 735889.02 a09/14/06 -2-
A RADIUS OF 840.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS
SOUTH 07035'02" EAST;
(12) THENCE EASTERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 13034'42", AN ARC DISTANCE OF 199.07 FEET;
(13) THENCE NON -TANGENT TO LAST SAID CURVE SOUTH 16°39'14" EAST,
A DISTANCE OF 55.87 FEET TO THE BEGINNING OF A TANGENT CURVE, CONCAVE
WESTERLY, HAVING A RADIUS OF 250.00 FEET;
(14) THENCE SOUTHERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 20041'22", AN ARC DISTANCE OF 90.27 FEET;
(15) THENCE TANGENT TO SAID CURVE SOUTH 04°02'08" WEST A DISTANCE OF
333.46 FEET TO THE NORTHWESTERLY PROLONGATION OF THE NORTHEASTERLY
LINE OF SAID PARCEL 7;
THENCE LEAVING SAID BOUNDARY LINES OF PARCEL 6 AND ALONG SAID
PROLONGATION AND SAID NORTHEASTERLY LINE OF PARCEL 7 SOUTH 50010'13"
EAST, A DISTANCE OF 592.88 FEET TO THE POINT OF BEGINNING.
SUBJECT TO EXISTING EASEMENTS, COVENANTS, RIGHTS AND RIGHTS -OF -WAY
OF RECORD.
CONTAINING 588,702 SQUARE FEET OR 13.515 ACRES, MORE OR LESS.
882/015610-0085
735889.02 a09/14/06 -3-
Phase of Development
Restaurant to be developed on Parcel 1
Casitas Development (Parcel 2)
Casitas Development (Parcel 3)
Suites Hotel (Parcel 4)
Restaurant to be developed on Parcel 5
First MOB Building (MOB Parcel)
Residential Development (Parcel 8)
Seeley Drive
EXHIBIT "C"
COMPLETION SCHEDULE
Time for Completion of Construction
(measured from date City issues final building
permits for applicable Phase of Development)
36 months
36 months
36 months
23 months
36 months
36 months
18 months
180 days after Developer's
completion of Suites Hotel
ll ,
882/015610-0085
735889.02 a09/14/06
EXHIBIT "D"
PURCHASE PRICE
Parcel 1 (Restaurant) 206,924.58
Casitas Parcel 2 $1,938,793.41
Casitas Parcel 3 135,694.34
Parcel 4 (Suites Hotel)
753,475.39
Parcel 5 (Restaurant)
251,908.18
Parcel B of Lot Line Adjustment No. 2006-452
557,028.39
(Residential Development)
Landscape Parcel C
0
Landscape Parcel E
0
Landscape Parcel H
0
Landscape Parcel I
0
Seeley Drive Parcel
0
Well Site Parcel
116,957.37
882/015610-0085
735889.02 a09/14/06
EXHIBIT "C"
ASSIGNMENT AND ASSUMPTION AGREEMENT
[See following pages]
882/015610-0085
735527.02 a09/13/06 "1"
ASSIGNMENT AND ASSUMPTION AGREEMENT
This ASSIGNMENT AND ASSUMPTION AGREEMENT ("Assignment") is entered
into this day of , 2006 by and between CP DEVELOPMENT
LA QUINTA, LLC, a California limited liability company ("Assignor") and EISENHOWER
MEDICAL CENTER, a California non-profit public benefit corporation ("Assignee") with
reference to the following:
A. WHEREAS, Assignor is the owner in fee simple of certain property located at the
southeast corner of Miles Avenue and Washington Street in the City of La Quinta, California
(the "Property"), which Property is more particularly described on Exhibit "A" attached hereto
and incorporated herein by this reference.
B. WHEREAS, Assignor acquired the Property from the La Quinta Redevelopment
Agency, a public body, corporate and politic ("Agency") pursuant to the terms of that certain
Disposition and Development Agreement dated on or about December 18, 2003 ("Original
DDA"), as amended on or about October 28, 2004, on or about December 7, 2004, on or about
November 2, 2005 and on or about September _, 2006 (collectively the "DDA Amendments").
(The Original DDA, as modified by the DDA Amendments shall hereinafter be referred to as the
"DDA".)
C. WHEREAS, concurrently with the execution of the Original DDA, the City of
La Quinta, a California municipal corporation ("City"), and Assignor entered into that certain
Development Agreement which was recorded in the Official Records of the County Recorder for
the County of Riverside on January 5, 2004 as Instrument No. 2004-0005256, and amended by
that certain Amendment No. I to Development Agreement executed on or about October 28,
2004 and recorded in the Official Records of the County Recorder for the County of Riverside on
November 8, 2004 as Instrument No. 2004-0885063 (hereinafter collectively referred to as the
"Development Agreement").
D. WHEREAS, pursuant to the terms of the DDA and the Development Agreement,
the Property was to be used for the development of a mixed use development project (the
"Project"), one component of which is a medical office/surgical facility containing three
buildings with not less than 40,000 square feet each ("MOB Facility").
E. WHEREAS, pursuant to the terms of the DDA, Agency and Assignor entered into
that certain Option Agreement on December 7, 2004, which was recorded on December 9, 2004,
as Instrument No. 2004-0979138, in the Official Records of the County of Riverside, as amended
by that certain Amended and Restated Option Agreement entered into and recorded in the
Official Records of the County of Riverside concurrently herewith (collectively the "Option
Agreement"). The Option Agreement grants to Agency an option to repurchase the Property, or
a portion thereof, from Assignor, if (i) Assignor fails to continuously proceed with, or complete
construction of the Project. or portion thereof within certain specified time frames, or (ii)
Assignor transfers the Property, or portion thereof, in violation of the terms of the DDA, all as
further described therein.
882/015610-0085 _ 733
745876.02 a09/14/06 -1
F. WHEREAS, Assignor has previously subdivided the Property via Parcel Map
31116 as shown by map on file in Book 212, pages 60 through 66, inclusive of parcel maps,
Riverside County Records, being in the south one-half of Section 19, Township 5 South, Range 7
East, San Bernardino Base and Meridian ("PM31116").
G. WHEREAS, subsequent to the recording of PM31116, Assignor processed and
the City of La Quinta ("City") approved Lot Line Adjustment No. 2006-452 whereby "Parcel 6"
and a portion of "Parcel 7" of PM31116 were merged to create a single parcel upon which the
MOB Facility was to be built ("MOB Parcel"), which MOB Parcel. is more particularly described
on Exhibit `B" attached hereto and incorporated herein by this reference.
H. WHEREAS, Assignor and Assignee have previously entered into that certain
agreement for purchase and sale whereby Assignor agreed to sell and Assignee agreed to
purchase the MOB Parcel ("Purchase Agreement").
I. WHEREAS, under the terms of the Purchase Agreement, upon the conveyance of
the MOB Parcel to Assignee, Assignor agreed to assign to Assignee all of its rights and
responsibilities under the terms of the DDA, the Development Agreement and the Option
Agreement but only to the extent that such rights and responsibilities arise from the ownership of
the MOB Parcel.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which is hereby acknowledged, the parties agree as follows:
1. Assignor hereby assigns to Assignee all of Assignor's rights and responsibilities
under the terms of the DDA, the Development Agreement and the Option
Agreement, but in the case of responsibilities, only to the extent that they arise
from the ownership of the MOB Parcel from and after the Effective Date of this
Assignment ("Assigned Rights and Obligations".)
2. Assignee hereby accepts the foregoing assignment of the Assigned Rights and
Obligations, and agrees to be bound by the terms of the DDA and the
Development Agreement to the extent that such terms affect or are affected by
ownership of the MOB Parcel and then only to the extent of the Assigned Rights
and Obligations.
3. The parties hereto acknowledge and agree that Assignee shall not be responsible
for any of the obligations of the DDA, the Development Agreement or the Option
Agreement which arise from ownership of any portion of the Property which arise
prior to the Effective Date hereof, or which arise from any portion of the Property
other than the MOB Parcel after the Effective Date hereof. As such, a default by
Assignor under either the DDA, the Development Agreement and/or the Option
Agreement prior to the Effective Date hereof, or with respect to any portion of the
Property other than the MOB Parcel after the Effective Date hereof ("Assignor's
Default") shall not be deemed a default by Assignee, and Assignor shall
882/015610-0085
745876.02 a09/14/06 -2
indemnify, defend and hold harmless Assignee from any and all losses, claims or
liability, including without limitation reasonable attorneys' fees and costs, arising
from an Assignor's Default. A default by Assignee under either the DDA, the
Development Agreement and/or the Option Agreement with respect to the MOB
Parcel after the Effective Date hereof ("Assignee's Default") shall not be deemed
a default by Assignor or otherwise have any effect on any property covered by the
DDA, the Development Agreement or the Option Agreement other than the MOB
Parcel, and Assignee shall indemnify, defend and hold harmless Assignor from
any and all losses, claims or liability, including without limitation reasonable
attorneys' fees and costs, arising from an Assignee's Default.
4. This Assignment shall be deemed effective upon the last of the following events
to occur: (a) conveyance of the MOB Parcel to Assignee as evidenced by the
recording of the grant deed therefore in the official records of the County
Recorder for the County of Riverside, California, or (b) the written consent to this
Assignment by the City with respect to the Assigned Obligations arising under the
Development Agreement, and by the Agency with respect to the Assigned
Obligations arising under the DDA and/or the Option Agreement (herein referred
to as the "Effective Date").
5. Nothing herein or in the DDA constitutes a representation or warranty by the
Agency that the construction of the MOB Facility is not subject to 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, and Assignee expressly waives
any right of reimbursement for any "increased costs" under California Labor
Code Section 1781 or otherwise with respect to the MOB Parcel or the MOB
Facility. Assignee shall, indemnify, defend, and hold the Agency harmless,
including litigation costs and reasonable attorneys' fees, from and against any and
all claims pertaining to the payment of wages for the MOB Parcel, or the MOB
Facility.
6. Assignee hereby further warrants and represents that it shall not seek financial
assistance from the City or the Agency to fund the construction of the MOB
Facility to be built on the MOB Parcel.
7. The City and the Agency shall be deemed to be third party beneficiaries of the
waiver and indemnity set forth in Section 5 and the warranty and representation
set forth in the Section 6.
8. Except as otherwise described in paragraph 4 above, the parties hereto each
warrant and represent that they have taken all necessary corporate action to
authorize the execution and performance of this Assignment and that the
individuals executing this document on behalf of the parties are authorized to do
so, and by doing so, create binding obligations as described herein of the party
represented.
882/015610-0085 _
745876.02 a09/14/06 _3
9. The terms of this Assignment shall not be amended and this Assignment shall not
be terminated except by written instrument executed by both of the parties hereto,
and only upon the prior written consent of the City and Agency.
10. This Assignment shall be governed by the laws of the State of California.
[Balance of page intentionally left blank.]
882/015610-0085 _
745876.02 a09/14/06 _GI
above.
WHEREFORE, the parties hereto have executed this Assignment on the date first written
CP Development La Quinta, LLC,
a California limited liability company
By: Oliphant Family Trust
Its: Member
By:
Richard R. Oliphant
Its: Trustee
By: Oliphant Enterprises, Inc.
Its: Manager
Its:
Richard R. Oliphant
President
Eisenhower Medical Center,
a non-profit public benefit corporation
By:
Its:
882/015610-0085 _
745876.02 a09/14/06 _5
CONSENT
By execution below, the City and Agency hereby consent to the foregoing assignment.
ATTEST:
City Clerk
APPROVED AS TO FORM:
RUTAN & TUCKER, LLP
City Attorney
ATTEST:
Agency Secretary
APPROVED AS TO FORM:
RUTAN & TUCKER, LLP
Attorneys for the La Quinta Redevelopment
Agency
CITY OF LA QUINTA, a public body,
corporate and politic
By:
Its: City Manager
LA QUINTA REDEVELOPMENT AGENCY,
a public body, corporate and politic
By:
Its: Executive Director
ViJ
882/015610-0085 _
745876.02 a09/14/06 _6
EXHIBIT "A"
LEGAL DESCRIPTION OF THE PROPERTY
PARCELS 1-8 OF PARCEL MAP NO. 31116, FILED ON APRIL 4, 2005, IN
BOOK 212 OF PARCEL MAPS, AT PAGES 60-66, AS INSTRUMENT NO.
2005-0262238.
[City to verify legal description]
EXHIBIT "A" t
882/015610-0085 Page 1 of 1
745876,02 a09/14/06 g
EXHIBIT "B"
LEGAL DESCRIPTION OF MOB PARCEL
PARCEL "A" OF LOT LINE ADJUSTMENT NO.2006-452, MORE PARTICULARLY
DEFINED AS FOLLOWS:
IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA,
PARCEL 6 TOGETHER WITH THAT PORTION OF PARCEL 7 OF PARCEL MAP NO.
31116, AS SHOWN BY MAP ON FILE IN BOOK 212, AT PAGES 60 THROUGH 66,
INCLUSIVE, OF PARCEL MAPS, RIVERSIDE COUNTY RECORDS, BEING IN THE
SOUTH HALF OF SECTION 19, TOWNSHIP 5 SOUTH, RANGE 7 EAST, S.B.M., MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE MOST EASTERLY CORNER OF SAID PARCEL 7;
THENCE ALONG THE SOUTHEASTERLY, SOUTHWESTERLY AND
NORTHWESTERLY BOUNDARY LINES OF SAID PARCEL 7 THROUGH THE
FOLLOWING FIVE (5) COURSES:
(1) SOUTH 43°56'44" WEST, A DISTANCE OF 357.95 FEET TO THE BEGINNING OF
A NON -TANGENT CURVE, CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF
4,565.17 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS NORTH
42°59'27" EAST;
(2) THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 02057'46", AN ARC DISTANCE OF 236.07 FEET TO A POINT,
A RADIAL LINE PASSING THROUGH SAID POINT BEARS NORTH 40001'41" EAST;
(3) THENCE NON -TANGENT TO SAID CURVE SOUTH 00017'35" EAST, A DISTANCE
OF 11.03 FEET TO THE BEGINNING OF A NON -TANGENT CURVE, CONCAVE
SOUTHWESTERLY, HAVING A RADIUS OF 2,500.00 FEET, A RADIAL LINE PASSING
THROUGH SAID POINT BEARS NORTH 36057'27" EAST;
(4) THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 05043'47", AN ARC DISTANCE OF 250.01 FEET TO A POINT,
A RADIAL LINE PASSING THROUGH SAID POINT BEARS NORTH 31013'40" EAST;
(5) THENCE NON -TANGENT TO SAID CURVE NORTH 28029'24" EAST, A DISTANCE
OF 153.02 FEET TO AN ANGLE POINT IN THE SOUTHEASTERLY BOUNDARY LINE
OF SAID PARCEL 6 OF PARCEL MAP NO. 31116;
THENCE LEAVING THE BOUNDARY LINES OF SAID PARCEL 7 AND ALONG THE
SOUTHWESTERLY, WESTERLY, NORTHERLY AND EASTERLY LINES OF SAID
PARCEL 6 THROUGH THE FOLLOWING FIFTEEN (15) COURSES:
(1) THENCE NORTH 61030'36" WEST, A DISTANCE OF 150.00 FEET;
EXHIBIT "B"
882/015610=0085 Page 1 of 3
745876.02 a09/14/06 g
(2) THENCE SOUTH 28°29'24" WEST A DISTANCE OF 150.35 FEET TO THE
BEGINNING OF A NON -TANGENT CURVE, CONCAVE SOUTHWESTERLY, HAVING
A RADIUS OF 2,500.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT
BEARS NORTH 27047'20" EAST;
(3) THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 09043' 18", AN ARC DISTANCE OF 424.19 FEET TO THE
BEGINNING OF A NON -TANGENT CURVE, CONCAVE WESTERLY, HAVING
A RADIUS OF 2,095.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT
BEARS NORTH 75025'34" EAST;
(4) THENCE NORTHERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 02056'54", AN ARC DISTANCE OF 107.80 FEET TO THE
BEGINNING OF A REVERSE CURVE CONCAVE EASTERLY, HAVING A RADIUS OF
18.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS SOUTH
72°28'40" WEST;
(5) THENCE NORTHERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 27042'25", AN ARC DISTANCE OF 8.70 FEET TO THE
BEGINNING OF A REVERSE CURVE CONCAVE WESTERLY, HAVING A RADIUS OF
82.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS SOUTH
79°48'55" EAST;
(6) THENCE NORTHERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 29001'21", AN ARC DISTANCE OF 41.54 FEET TO THE
BEGINNING OF A COMPOUND CURVE, CONCAVE WESTERLY, HAVING A RADIUS
OF 2,107.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS NORTH
71°09'44" EAST;
(7) THENCE NORTHERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 03016'31", AN ARC DISTANCE OF 120.45 FEET;
(8) THENCE NON -TANGENT TO LAST SAID CURVE NORTH 22°46'41" EAST,
A DISTANCE OF 5.77 FEET;
(9) THENCE NORTH 67°06'56" EAST, A DISTANCE OF 52.05 FEET TO THE
BEGINNING OF A TANGENT CURVE, CONCAVE NORTHWESTERLY, HAVING
A RADIUS OF 540.00 FEET;
(10) THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 15052'03", AN ARC DISTANCE OF 149.55 FEET TO THE
BEGINNING OF A REVERSE CURVE CONCAVE SOUTHEASTERLY, HAVING
A RADIUS OF 810.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS
NORTH 38045'07" WEST;
(11) THENCE NORTHEASTERLY ALONG THE ARC OF LAST SAID CURVE,
THROUGH A CENTRAL ANGLE OF 31010'05", AN ARC DISTANCE OF 440.63 FEET
TO THE BEGINNING OF A REVERSE CURVE CONCAVE NORTHERLY, HAVING
EXHIBIT "B" �1
882/015610-0085 Page 2 Of 3
745876.02 a09/14/06 g
A RADIUS OF 840.00 FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS
SOUTH 07035'02" EAST;
(12) THENCE EASTERLY ALONG THE ARC OF LAST SAID CURVE, THROUGH
A CENTRAL ANGLE OF 13034'42", AN ARC DISTANCE OF 199.07 FEET;
(13) THENCE NON -TANGENT TO LAST SAID CURVE SOUTH 16°39' 14" EAST,
A DISTANCE OF 55.87 FEET TO THE BEGINNING OF A TANGENT CURVE, CONCAVE
WESTERLY, HAVING A RADIUS OF 250.00 FEET;
(14) THENCE SOUTHERLY ALONG THE ARC OF SAID CURVE, THROUGH
A CENTRAL ANGLE OF 20041'22", AN ARC DISTANCE OF 90.27 FEET;
(15) THENCE TANGENT TO SAID CURVE SOUTH 04002'08" WEST A DISTANCE OF
333.46 FEET TO THE NORTHWESTERLY PROLONGATION OF THE NORTHEASTERLY
LINE OF SAID PARCEL 7;
THENCE LEAVING SAID BOUNDARY LINES OF PARCEL 6 AND ALONG SAID
PROLONGATION AND SAID NORTHEASTERLY LINE OF PARCEL 7 SOUTH 50010' 13"
EAST, A DISTANCE OF 592.88 FEET TO THE POINT OF BEGINNING.
SUBJECT TO EXISTING EASEMENTS, COVENANTS, RIGHTS AND RIGHTS -OF -WAY
OF RECORD.
CONTAINING 588,702 SQUARE FEET OR 13.515 ACRES, MORE OR LESS.
EXHIBIT "B"
882/015610-0085
745876.02 a09/14/06 Page 3 of 3
COUNCIL/RDA MEETING DATE: September 19, 2006
ITEM TITLE: Adoption of a Resolution Amending the
Bylaws of the La Quinta Redevelopment Agency
RECOMMENDATION:
AGENDA CATEGORY:
BUSINESS SESSION: /^�
CONSENT CALENDAR: 1
STUDY SESSION:
PUBLIC HEARING:
Adopt a Resolution of the Redevelopment Agency approving the amended and
restated bylaws of the La Quinta Redevelopment Agency.
FISCAL IMPLICATIONS:
None.
BACKGROUND AND OVERVIEW:
On September 5, 2006, the City Council adopted Resolution 2006-102, which
changed the regular commencement time of City Council meetings from 2:00 p.m. to
3:30 p.m. The La Quinta Redevelopment Agency Bylaws are contained with
Redevelopment Agency Resolution 99-01, which specifies a commencement time of
2:00 p.m. Accordingly, the Agency resolution must be amended. Rather than specify
a time specific within the Agency resolution, Section 3.01 of the amended resolution
references the commencement time contained within City Council Resolution 2006-
102.
In addition, the amended Agency resolution, Section 3.06, Parliamentary Procedure,
includes new language that adopts the Rules of Procedure adopted by the City Council.
FINDINGS AND ALTERNATIVES:
The alternatives available to the Agency Board include:
U83
1. Adopt a Resolution of the Redevelopment Agency approving the amended and
restated bylaws of the La Quinta Redevelopment Agency; or
2. Do not adopt a Resolution of the Redevelopment Agency approving the
amended and restated bylaws of the La Quinta Redevelopment Agency; or
3. Provide staff with alternative direction.
Respectfully submitted,
Thomas P. Genovese, Executive Director
Attachments: 1. Resolution RA 99-01
u U S 4
RESOLUTION NO. RA 06-
A RESOLUTION OF THE LA QUINTA REDEVELOPMENT AGENCY OF THE
CITY OF LA QUINTA, CALIFORNIA, AMENDING BYLAWS FOR THE LA
QUINTA REDEVELOPMENT AGENCY
WHEREAS, the City Council of the City of La Quinta has organized itself as the
La Quinta Redevelopment Agency; and,
WHEREAS, the Board Members of the Agency have established bylaws to
conduct its business; and
WHEREAS, it is necessary for the Agency to amend the bylaws.
NOW, THEREFORE, BE IT RESOLVED, by the La Quinta Redevelopment
Agency of the City of La Quinta, as follows:
Section 1. The "Bylaws" of the La Quinta Redevelopment Agency are hereby
amended in the form attached to this resolution, and incorporated herein by reference,
are hereby adopted.
PASSED, APPROVED and ADOPTED at a regular meeting of the La Quinta
Redevelopment Agency held on this 191h day of September, 2006, by the following
vote to wit:
AYES: Members Adolph, Henderson, Sniff, Kirk, and Chairman Osborne
NOES: None
ABSTAIN: None
ABSENT: None
Lee M. Osborne, Chairman
La Quinta Redevelopment Agency
ATTEST:
DEBORAH H. POWELL, Acting Secretary
La Quinta Redevelopment Agency
APPROVED AS TO FORM:
M. KATHERINE JENSON, Attorney
La Quinta Redevelopment Agency
cis
AMENDED AND RESTATED BYLAWS OF THE
LA QUINTA REDEVELOPMENT AGENCY
ARTICLE I - THE AGENCY
Section 1.01. - Name of Agencv. The official name of the Agency shall be the
"La Quinta Redevelopment Agency."
Section 1.02. - Seal of Agency. The seal of the Agency shall be in the form of a
circle and shall bear the name of the Agency and the year of its organization.
Section 1.03. - Office of Agency and Place of Meeting. The office of the Agency
shall be at City Hall, 78-495 Calle Tampico, La Quinta, California, but the Agency may
hold its meeting at any place in the City of La Quinta, California, which the Agency may
from time to time designate by resolution.
Section 1.04. - Powers. The powers of the Agency shall be vested in the
members thereof then in office, who reserve unto themselves the right to delegate by
resolution such powers as are appropriate and permissible by law.
Seaton 1.05. - Members. The members of the Agency shall be the members of
the City Council of the City of La Quinta.
ARTICLE II - OFFICERS AND EX OFFICIO POSITIONS
Section 2.01. - Officers. The officers of the Agency shall be a Chair and a Vice
Chair. Ex officio positions acting as its staff shall be an Executive Director, Secretary to
the Board and Treasurer.
Section 2.02. - Chair. Unless otherwise provided by law, ordinance, or resolution
of the Agency, the Agency Board shall annually at its first meeting held after December
30th, or as soon thereafter as possible, vote to elect one of its number as Chair. The
Mayor shall specifically be excluded from being eligible to serve as chair of the Agency.
The Chair shall preside at all meetings of the Agency. Except as otherwise
authorized by resolution of the Agency or the provisions of these Bylaws, the Chair shall
have the authority to sign on behalf of the Agency, all contracts, deeds and other
instruments made by the Agency.
Section 2.03. - Vice Chair. Unless otherwise provided by law, ordinance, or
resolution of the Agency, the Agency Board shall annually at its first meeting held after
December 30th, or as soon thereafter as possible, vote to elect one of its number as
Vice Chair. The Mayor shall specifically be excluded from being eligible to serve as
Vice Chair of the Agency. The Vice Chair shall perform the duties of the Chair in the
absence or incapacity of the Chair.
S
Section 2.04. - Executive Director. The Executive Director shall be the City
Manager of the City of La Quinta. The Executive Director shall have general
supervision over the administration of Agency business and affairs, subject to the
direction of the Agency. The Executive Director shall have the authority to sign on
behalf of the Agency all contracts, deeds, and other instruments made by the Agency.
Section 2.05. - Secretary to the Board. The Secretary to the Board shall be the
City Clerk of the City of La Quinta. The Secretary to the Board shall keep the records of
the Agency, act as secretary at meetings of the Agency, record all votes and keep a
record of the proceedings of the Agency in a journal of proceedings to be kept for such
purpose, and perform all duties incident to the Secretary to the Board's office. The
Secretary to the Board shall maintain a record of all official proceedings of the La Quinta
Redevelopment Agency and the redevelopment program.
Section 2.06. - Treasurer. The Treasurer shall be Treasurer of the City of La
Quinta. The Treasurer of the City of La Quinta is the Finance Director. The Treasurer
shall have the care and custody of all funds of the Agency and shall deposit same in the
name of the Agency in such bank or banks as the Agency may select. The Treasurer
shall sign all orders and checks for the payment of money and shall pay out and
disburse such monies under the direction of the Agency. The Treasurer shall keep
regular books of account, showing receipts and expenditures, and shall render to the
Agency at each regular meeting, or more often when requested, an account of
transactions and the financial conditions of the Agency. The Treasurer shall give such
bond for faithful performance of the Treasurer's duties as the Agency may determine.
Section 2.07. - Special Counsel. The Agency may appoint Special Counsel to
give advice to the Agency and to provide a variety of services, including without limit.
the preparation of all proposed resolutions, laws, rules, contracts, bonds and other legal
papers for the Agency. The Special Counsel for the Agency is the City Attorney, The
Special Counsel may give advice or opinions in writing to the Chair or other Agency
officers whenever requested to do so. The Special Counsel may attend to all suits and
other matters to which the Agency is a part or in which the Agency may be legally
interested and do such other things pertaining to the Special Counsel's office as the
Agency may request. Such Special Counsel shall serve at the pleasure of the Agency.
Section 2.08. - Compensation. The members of the Agency shall receive such
compensation as the City Council prescribes, but said compensation shall not exceed
that amount as set forth in Section 33114.5 of the Health & Safety Code as such
Section may from time to time be amended.
Section 2.09. - Additional Duties. The officers and ex officio positions of the
Agency shall perform such other duties and functions as may from time to time be
required by the Agency or the Bylaws or rules and regulations of the Agency.
Section 2.10. - Absences. In the temporary absence of both the Chair and the
Vice Chair, the most senior Board Member shall serve as Presiding Officer. In the
event that there are two Board Members with equal seniority, then the Member who
L V J
received the highest number of votes in the General Municipal Election shall serve as
Presiding Officer.
Section 2.11. - Additional Personnel. The Agency may from time to time appoint
or employ such personnel as it deems necessary to exercise its powers, duties and
functions as prescribed by the California Community Redevelopment Law and all other
laws of the State of California applicable thereto. Additional personnel may include, but
is not limited to, contract consultants, attorneys, special counsel and project
implementation contractors as conditions warrant. The selection, duties and
compensation of such personnel shall determined by the Agency, subject to the laws of
the State of California.
ARTICLE II - MEETINGS
Section 3.01. - Regular Meetings. The regular meetings of the Agency shall be
held on the first and third Tuesday of each month at the time designated in La Quinta
City Council Resolution No. 2006-102, as it currently exists or as it is amended in the
future, in the Chambers of the City Council, 78-495 Calle Tampico, La Quinta,
California. In the event such date shall fall on a legal holiday, the regular meeting shall
be held on the next succeeding business day.
Section 3.02. - Special Meetings. The Chair of the Agency may, when it is
deemed expedient, and shall, upon the written request of two (2) members of the
Agency, call a special meeting of the Agency for the purpose of transacting the
business designated in the call. The means and method for calling such special
meeting shall be as set forth in the Ralph M. Brown Act, California Government Code
Sections 54950, et sec.., as it now exists or may hereafter be amended. At such special
meeting, no business shall be considered other than as designated in the call.
Section 3.03. - Quorum. Three (3) members of the Agency shall constitute a
quorum fro the purpose of conducting Agency business, exercising Agency powers and
for all other purposes, but a smaller number may adjourn from time to time until the
quorum is obtained. Every official act of the Agency shall be adopted by a majority
vote. A "majority vote" shall mean a majority of all members present when a quorum is
present.
Section 3.04. - Order of Business. At the regular meetings of the Agency, the
following shall be the order of business:
(1)
Roll Call;
(2)
Public Comment;
(3)
Closed Session;
(4)
Public Comment;
(S)
Confirmation of Agenda;
(6)
Approval of Minutes;
(7)
Consent Calendar;
(8)
Business Session;
(9) Study Session;
(10) Department Reports;
(11) Chair and Board Members' Items;
(12) Public Hearings;
(13) Adjournment.
All resolutions shall be in writing and designated by number, reference to which shall be
inscribed in the minutes and an approved copy of each resolution filed in the official
book of resolutions of the Agency.
Section 3.05. - Manner of Voting. The voting on formal resolutions, matters to
any federal, state, county or city agency, and on such other matters as may be
requested by a majority of the Agency members, shall be by electronic voting, and the
ayes, noes and members present not voting shall be entered upon the minutes of such
meeting, except on the election of officers, which may be by ballot.
Section 3.06. - Parliamentary Procedure. Unless a different procedure is
established by resolution of the Agency or set forth in these Bylaws, the rules of
parliamentary procedure as set forth in Robert's Rules of Order Revised shall govern all
meetings of the Agency. The Agency adopts the Rules of Procedure adopted by the
City Council of the City of La Quinta as its rules of procedure. To the extent of conflict
between these bylaws and the Rules of Procedure adopted by the City Council, the
Rules of Procedure shall govern.
ARTICLE IV - PUBLIC NOTICE
Section 4.01. - Public Notice. The Desert Sun, with offices located at 750 North
Gene Autry Trail, Palm Springs, California 92262, is hereby designated as the Agency's
official newspaper for all legally required public notices.
ARTICLE V - AMENDMENTS
Section 5.01. - Amendments to Bylaws. The Bylaws of the Agency may be
amended by resolution by the Agency at any regular or special meeting by majority
vote.
ARTICLE VI - CONFLICTS
Section 6.01. - Conflicts. Conflicts shall be determined and governed by a
Conflict of Interest Code adopted by the Agency and approved by the City Council.
�� G9
ATTACHMENT 1
RESOLUTION NO. RA 99-01
A RESOLUTION OF THE LA QUINTA REDEVELOPMENT AGENCY BOARD
AMENDING BYLAWS FOR THE LA QUINTA REDEVELOPMENT AGENCY
WHEREAS, the City Council of the City of La Quinta has organized itself as
the La Quinta Redevelopment Agency; and,
WHEREAS, the Board Members of the Agency have established bylaws to
conduct its business; and
WHEREAS, it is necessary for the Agency to amend the bylaws.
NOW, THEREFORE, the La Quinta Redevelopment Agency Board does hereby
RESOLVE as follows:
Section 1. The "Bylaws" of the La Quinta Redevelopment Agency are
hereby amended in the form attached to this resolution, and incorporated herein by
reference, are hereby adopted.
PASSED, APPROVED and ADOPTED this 19`h day of January, 1999 by the
following vote:
AYES: Members Adolph, Henderson, Pena, Sniff, Chairman Perkins
NOES: None
ABSTAIN: None
ABSENT: None
RON PERKINS, Chairman
La Quinta Redevelopment Agency
ATTEST:
t'AUNDRA L. JUHT)LA, Secretary
La Quinta Redevelopment Agency 691
Resolution No. RA 99-01
Adopted: 1 /19/99
Page 2
APPROVED AS TO FORM:
/Quz/1'r, (116"
DAWN C. HONEYWE L, Attorney
La Quinta Redevelopment Agency
t., 9 2
BYLAWS OF THE
LA QUINTA REDEVELOPMENT AGENCY
Section 1.01. - Name of Agency. The official name of the Agency shall be the
"La Quinta Redevelopment Agency."
Section 1.02. - Seal of Aaencv. The seal of the Agency shall be in the form of
a circle and shall bear the name of the Agency and the year of its organization.
Section 1.03. - Office of Agency and Place of Medina. The office of the
Agency shall be at City Hall, 78-495 Calle Tampico, La Quinta, California, but the
Agency may hold its meeting at any place in the City of La Quinta, California, which
the Agency may from time to time designate by resolution.
Section 1.04. - Powers. The powers of the Agency shall be vested in the
members thereof then in office, who reserve unto themselves the right to delegate by
resolution such powers as are appropriate and permissible by law.
— Section 1.05. - Members. The members of the Agency shall be the members
of the City Council of the City of La Quinta.
Section 2.01. - Officers. The officers of the Agency shall be a Chair and a Vice
Chair. Ex officio positions acting as its staff shall be an Executive Director, Secretary
to the Board and Treasurer.
Section 2.02. - Chair. Unless otherwise provided by law, ordinance, or
resolution of the Agency, the Agency Board shall annually at its first meeting held after
December 301', or as soon thereafter as possible, vote to elect one of its number as
Chair. The Mayor shall specifically be excluded from being eligible to serve as chair
of the Agency.
The Chair shall preside at all meetings of the Agency. Except as otherwise
authorized by resolution of the Agency or the provisions of these Bylaws, the Chair
shall have the authority to sign on behalf of the Agency, all contracts, deeds and other
instruments made by the Agency.
::��93
RDA Bylaws
Resolution No. RA 99-01
Adopted: 1 /19/99
Page 2
Section 2.03. - Vice Chair. Unless otherwise provided by law, ordinance, or
resolution of the Agency, the Agency Board shall annually at its first meeting held after
December 301h, or as soon thereafter as possible, vote to elect one of its number as
Vice Chair. The Mayor shall specifically be excluded from being eligible to serve as
Vice Chair of the Agency. The Vice Chair shall perform the duties of the Chair in the
absence or incapacity of the Chair.
Section 2.04. - Executive Director. The Executive Director shall be the City
Manager of the City of La Quinta. The Executive Director shall have general
supervision over the administration of Agency business and affairs, subject to the
direction of the Agency. The Executive Director shall have the authority to sign on
behalf of the Agency all contracts, deeds, and other instruments made by the Agency.
Section 2.05. - Secretary to the Board. The Secretary to the Board shall be the
City Clerk of the City of La Quinta. The Secretary to the Board shall keep the records
of the Agency, act as secretary at meetings of the Agency, record all votes and keep
a record of the proceedings of the Agency in a journal of proceedings to be kept for
such purpose, and perform all duties incident to the Secretary to the Board's office.
The Secretary to the Board shall maintain a record of all official proceedings of the La
Quinta Redevelopment Agency and the redevelopment program.
Section 2,06. - Treasurer. The Treasurer shall be Treasurer of the City of La
Quinta. The Treasurer of the City of La Quinta is the Finance Director. The Treasurer
shall have the care and custody of all funds of the Agency and shall deposit same in
the name of the Agency in such bank or banks as the Agency may select. The
Treasurer shall sign all orders and checks for the payment of money and shall pay out
and disburse such monies under the direction of the Agency. The Treasurer shall keep
regular books of account, showing receipts and expenditures, and shall render to the
Agency at each regular meeting, or more often when requested, an account of
transactions and the financial conditions of the Agency. The Treasurer shall give such
bond for faithful performance of the Treasurer's duties as the Agency may determine.
�94
RDA Bylaws
Resolution No. RA 99-01
Adopted: 1 /19/99
Page 3
Section 2.Q7_. - Special Counsel. The Agency may appoint Special Counsel to
give advice to the Agency and to provide a variety of services, including without limit,
the preparation of all proposed resolutions, laws, rules, contracts, bonds and other
legal papers for the Agency. The Special Counsel for the Agency is the City Attorney.
The Special Counsel may give advice or opinions in writing to the Chair or other
Agency officers whenever requested to do so. The Special Counsel may attend to all
suits and other matters to which the Agency is a part or in which the Agency may be
legally interested and do such other things pertaining to the Special Counsel's office
as the Agency may request. Such Special Counsel shall serve at the pleasure of the
Agency.
Section 2.08. - Compensation. The members of the Agency shall receive such
compensation as the City Council prescribes, but said compensation shall not exceed
that amount as set forth in Section 33114.5 of the Health & Safety Code as such
Section may from time to time be amended.
Section 2.09. - Additional Duties. The officers and ex officio positions of the
Agency shall perform such other duties and functions as may from time to time be
required by the Agency or the Bylaws or rules and regulations of the Agency.
Section 2.10. - Abe. In the temporary absence of both the Chair and the
Vice Chair, the most senior Board Member shall serve as Presiding Officer. In the
event that there are two Board Members with equal seniority, then the Member who
received the highest number of votes in the General Municipal Election shall serve as
Presiding Officer.
Section 2.11. - Additional Personnel. The Agency may from time to time
appoint or employ such personnel as it deems necessary to exercise its powers, duties
and functions as prescribed by the California Community Redevelopment Law and all
other laws of the State of California applicable thereto. Additional personnel may
include, but is not limited to, contract consultants, attorneys, special counsel and
project implementation contractors as conditions warrant. The selection, duties and
compensation of such personnel shall determined by the Agency, subject to the laws
of the State of California.
RDA Bylaws
Resolution No. RA 99-01
Adopted: 1119199
Page 4
' Inky, \ C+-1
Section 3.01. - Regular Meetings. The regular meetings of the Agency shall be
held on the first and third Tuesday of each month at 2:00 p.m. in the Chambers of the
City Council, 78-495 Calle Tampico, La Quinta, California. In the event such date shall
fall on a legal holiday, the regular meeting shall be held on the next succeeding
business day.
Section 3.02. - Special Meetings. The Chair of the Agency may, when it is
deemed expedient, and shall, upon the written request of two (2) members of the
Agency, call a special meeting of the Agency for the purpose of transacting the
business designated in the call. The means and method for calling such special
meeting shall be as set forth in the Ralph M. Brown Act, California Government Code
Sections 54950, -al =., as it now exists or may hereafter be amended. At such
special meeting, no business shall be considered other than as designated in the call.
Section 3.03. - Quorum. Three (3) members of the Agency shall constitute a
quorum fro the purpose of conducting Agency business, exercising Agency powers
and for all other purposes, but a smaller number may adjourn from time to time until
the quorum is obtained. Every official act of the Agency shall be adopted by a majority
vote. A "majority vote" shall mean a majority of all members present when a quorum
is present.
Section 3.04. - Order of Business. At the regular meetings of the Agency, the
following shall be the order of business:
(1) Roll Call;
(2) Public Comment;
(3) Closed Session;
(4) Public Comment;
(5) Confirmation of Agenda;
(6) Approval of Minutes;
(7) Consent Calendar;
(8) Business Session;
(9) Study Session;
(10) Department Reports;
0 1) Chair and Board Members' Items;
(12) Public Hearings;
(13) Adjournment.
6 0
RDA Bylaws
Resolution No. RA 99-01
Adopted: 1119199
Page 5
All resolutions shall be in writing and designated by number, reference to which shall
be inscribed in the minutes and an approved copy of each resolution filed in the official
book of resolutions of the Agency.
Section 3.05. - Manner of Voting. The voting on formal resolutions, matters to
any federal, state, county or city agency, and on such other matters as may be
requested by a majority of the Agency members, shall be by electronic voting, and the
ayes, noes and members present not voting shall be entered upon the minutes of such
meeting, except on the election of officers, which may be by ballot.
Section 3.06. - Parliamentary Procedure. Unless a different procedure is
established by resolution of the Agency or set forth in these Bylaws, the rules of
parliamentary procedure as set forth in Robert's Rules of Order Revised shall govern
all meetings of the Agency.
Section 4.01. - Public Notice. The Desert Sun, with offices located at 750
North Gene Autry Trail, Palm Springs, California 92262, is hereby designated as the
Agency's official newspaper for all legally required public notices.
Section 5.01. - Amendments to Bylaws. The Bylaws of the Agency may be
amended by resolution by the Agency at any regular or special meeting by majority
vote.
Section 6.01. - Conflicts. Conflicts shall be determined and governed by a
Conflict of interest Code adopted by the Agency and approved by the City Council.
S:\City Clerk\RDABYLAWSADOPTED1999.wpd
T--'Mf 4 44"
AGENDA CATEGORY:
COUNCIL/RDA MEETING DATE: September 19, 2006
BUSINESS SESSION:
ITEM TITLE: Approval of the Transfer of the Arnold
Palmer Classic Golf Course, Golf Maintenance Facility, CONSENT CALENDAR:
and the Golf Course Comfort Stations at SilverRock STUDY SESSION:
Resort from the La Quinta Redevelopment Agency to the
City of La Quinta, and Authorize the Executive Director PUBLIC HEARING:
to Execute the Required Documents
RECOMMENDATION:
Approve the transfer of the Arnold Palmer Classic Golf Course, the golf maintenance
facility, and the golf course comfort stations at SilverRock Resort from the La Quinta
Redevelopment Agency to the City of La Quinta and authorize the Executive Director
to execute the required documents.
FISCAL IMPLICATIONS:
Since the purchase of the 525-acre property in June 2002, the Redevelopment Agency
has been making improvements to the project. As of June 30, 2006, $82,038,590
has been expended to purchase the 525 acres and develop the improvements and land
as outlined below. Of this amount, staff is requesting the transfer of $39,019,869
worth of improvements to the City as detailed further in this report.
CHARTER CITY IMPLICATIONS:
None.
BACKGROUND AND OVERVIEW:
Since the inception of the SilverRock Resort project, funds have been expended for the
land purchase, the Arnold Palmer Classic Course and golf course amenities, such as
the golf maintenance facility, temporary clubhouse, sprung structure, and comfort
stations.
Phase 1 Golf Course Land $16,016,092
Golf Course Improvements 19,017,296
Maintenance Building & Land 3,404,255
Comfort Station 582,226
Total $39,019,869
Given that the Classic Course has been accepted as complete by the Agency, staff is
recommending that the Classic Course property and related golf course improvements,
the golf maintenance facility, and comfort stations be transferred from the Agency to
the City. The attached map (Attachment 1) shows the property to be transferred.
When embarking on this project in 2002, the Agency Board stated that its intention
was to transfer the golf course assets to the City upon completion. The California
Community Redevelopment Law provides that a redevelopment agency may own
property during the time period public improvements are made; however, a
redevelopment agency must dispose of real property when the improvements are
complete and operational.
The total cost of the improvements that will be transferred from the Agency to the
City per this action is $39,019,869. These funds were derived from the Agency's
2001 and 2002 Tax Exempt Bonds, and the 2003 Taxable Bonds. On May 15, 2002,
the Agency held a joint public hearing with the City Council pursuant to Section 33445
of the Redevelopment Law and made the findings required per said Section regarding
the expending of tax increment revenue for the 525 acre land purchase. On April 6,
2004, the Agency also held a joint public hearing with the City Council and made the
findings per said Section of the Redevelopment Law regarding expending tax increment
revenue for the construction of the golf maintenance facility and comfort stations.
FINDINGS AND ALTERNATIVES:
The alternatives available to the City Council include:
1. Approve the transfer of the Arnold Palmer Classic Golf Course, golf
maintenance facility, and golf course comfort stations at SilverRock Resort from
the La Quinta Redevelopment Agency to the City of La Quinta and authorize the
Executive Director to execute the required documents; or
2. Do not approve the transfer of the Arnold Palmer Classic Golf Course, golf
maintenance facility, and golf course comfort stations at SilverRock Resort from
the La Quinta Redevelopment Agency to the City of La Quinta and authorize the
Executive Director to execute the required documents; or
3. Provide staff with alternative direction.
Respectfully submitted,
Michael O'Connor, Assistant Executive Director
Attachment: 1. Map
Approved for submission by:
Thomas P. Genovese, Executive Director
i0o
T-4 �bf 4
.cc 9w5OF
COUNCIL/RDA MEETING DATE: September 5, 2006
ITEM TITLE: Acceptance of SilverRock Resort Perimeter
Parkway and Entry Road Landscaping, Project No.
2002-07G
RECOMMENDATION:
AGENDA CATEGORY:
BUSINESS SESSION:
CONSENT CALENDAR:
--9-
STUDY SESSION:
PUBLIC HEARING:
Accept the Perimeter Improvements and Landscaping of SilverRock Golf Course,
Project 2002-07G as 100% complete; Approve Contract Change Order No. 9 in the
amount of $108,400.00; authorize the Agency Secretary to file a Notice of
Completion with the Office of the County Recorder; and authorize staff to release
remaining retention in the amount of $247,631.58, thirty-five days after the Notice of
Completion is recorded.
FISCAL IMPLICATIONS:
The following is the project's budget summary:
Approved Budget (base bid plus add alternate #1)
Amount Paid to Date
Available Funds
Contract Amount
Contract Change Order No's. 1-9
Revised Contract Amount
Amount Paid to Date
Remaining Fiscal Obligation
Retention to be Released 35 Days after Recordation
Amount Remaining to be Billed
$4,248,560.00
($3,382,386.00)
$ 866,174.00
$3,904,560.00
$298,791.00
$4,203,351.00
($3,382,386.00)
$820,965.00
($ 247, 632.00)
$573,333.00
Adequate funding is available to pay the remaining fiscal obligation.
CHARTER CITY IMPLICATIONS:
None. The proposed improvements were funded by the Redevelopment Agency.
Therefore, the contractor was required to pay prevailing wage.
BACKGROUND AND OVERVIEW:
On September 7, 2004, the Agency awarded a contract to Park West Landscape, Inc.
in the amount of $3,904,560 which included the base bid of $3,435,000 and Additive
Alternate No. 1 in the amount of $469,560 to construct the Perimeter Improvements
and Landscape of SilverRock Resort, Project No. 2002-07G. The Additive Alternate
included construction of perimeter walls, pilasters and stone veneer finishes.
On October 25, 2004 a Notice to Proceed was issued to Park West Landscape to
commence work. Numerous delays were encountered as other contracts were
ongoing which impeded Park West's work. On April 19, 2005 the Agency approved a
Contract Change Order (CCO) in the amount of $95,336 to install catch basins to
improve drainage along Jefferson Street. Other Change Order work was added for
wheelchair ramps, grading of the 40 acre special use area, extending electric irrigation
service for perimeter lighting and placement of additional onsite drain lines. Contract
Change Order No. 8 added 172 additional days to the contract in order to allow other
contractors to complete their street improvements so that Park West could complete
their work. Contract Change Order No. 9 was necessary due to revisions to the berm
grades and tree quantities recommended by the designer of the project, Pinnacle
Landscape Design. The project was found substantially complete on June 6, 2006.
Project acceptance was delayed until today in order to resolve quantity disputes and
design details with the contractor. No liquidated damages are recommended for this
project.
Staff is currently working with Park West and their material supplier to resolve the
substandard installation of the bender boards bordering the multi -use trail. Staff will
resolve this issue prior to release of retention for this contract.
All other items of work are now complete and in compliance with the plans and
specifications. Per the Agency's direction, further enhancements to the SilverRock
Resort including DG and additional landscaping are being performed under separate
contracts. Prior to filing the Notice of Completion, staff must receive authorization
from the Agency to approve this project as 100% complete and authorize the Agency
Secretary to file a Notice of Completion.
r
FINDINGS AND ALTERNATIVES:
The alternatives available to the Agency include:
1 . Accept the SilverRock Resort Perimeter Parkway and Entry Road Landscaping
improvements, Project No. 2002-07G, as 100% complete; authorize the
Agency Secretary to file a Notice of Completion with the office of the County
Recorder; and authorize staff to release remaining retention in the amount of
$247,631.58, thirty-five days after the Notice of Completion is recorded; or
2. Do not accept the SilverRock Resort Perimeter Parkway and Entry Road
Landscaping improvements, Project No. 2002-07G as 100% complete; do not
authorize the Agency Secretary to file a Notice of Completion with the County
Recorder; and do not authorize staff to release the retention; or
3. Provide staff with alternative direction.
Respectfully submitted,
6othy R. Jo ass , P. E.
Public Works Direc r/City Engineer
Approved for submission by:
l
Thomas P. Genovese, Executive Director
154
Tdf 440"':
BUSINESS SESSION:
CONSENT CALENDAR:
STUDY SESSION:
COUNCIL/RDA MEETING DATE:
May 16, 2006
PUBLIC HEARING:
ITEM TITLE: A Joint Public Hearing Between the City
Council and Redevelopment Agency to Approval an
Agreement to Sell Real Property Located at 53-925
Avenida Martinez By and Between the La Quinta
Redevelopment Agency and Cynthia R. Guevara
RECOMMENDATION:
Approve the Agreement to sell real property located at 53-925 Avenida Martinez to
Cynthia R. Guevara to maintain an affordable housing unit for a purchase price of
$165,000 and authorize the Executive Director to execute the necessary documents.
FISCAL IMPLICATIONS:
The Agreement would result in the Agency receiving approximately $68,000 from sale
proceeds. The Agency would also provide a $96,000 silent second trust deed loan to
insure that the dwelling is affordable to a very -low income household for 45 years.
CHARTER CITY IMPLICATIONS:
None.
BACKGROUND AND OVERVIEW:
In August, 1995, the Agency acquired 50 single family homes located in the Cove to
secure these units from bankruptcy proceedings filed by the then owner, Coachella
Valley Land. Prior to the bankruptcy, the Agency invested $1.0 million to maintain the
dwellings as very -low income rental units. Since then, the Agency has substantially
rehabilitated these dwellings to correct deficiencies and improve their appearance.
These costs have been funded from rental income. In February 1998, the Agency
directed staff to sell two (2) units per year first to qualified tenants, and secondly, to
other eligible very -low income households. The proposed sale is the twenty-fourth
(24th) unit to be sold; thirteen (13) of these units were sold to existing tenants and
eleven (1 1) to non -tenant households.
The home is a vacant 3-bedroom 2-bath single-family dwelling located at 53-295
Avenida Martinez within La Quinta Redevelopment Project Area No. 1 ("Property").
The proposed purchaser has taken the required actions to qualify for a first trust deed
loan, and qualifies in the very -low income category.
The sale transaction would be structured as other Agency affordable housing projects,
wherein the existing Agency -funded silent second trust deed would cover the
difference between the market sales price and an affordable first trust deed mortgage.
If this sale is authorized, the unit will be sold for $165,000, with the buyer funding a
3% down payment and a private lender originating an $64,050 first trust deed
mortgage (the maximum loan the homebuyer can obtain). The Agency would convert
$96,000 of its equity in the property into a silent second trust deed loan. A Summary
Report is attached.
This unit has been substantially rehabilitated and therefore, can be counted toward the
Agency's inclusionary housing requirement.
FINDINGS AND ALTERNATIVES:
The alternatives available to the Redevelopment Agency include:
1. Approve the Agreement to sell real property located at 53-925 Avenida
Martinez to Cynthia R. Guevara to maintain an affordable housing unit for a
purchase price of $165,000 and authorize the Executive Director to execute the
necessary documents; or
2. Do not approve an Agreement to sell real property located at 53-925 Avenida
Martinez to Cynthia R. Guevara; or
3. Provide staff with alternative direction.
Respectfully submitted,
Douglas R. vans
Community Development Director
Approved for submission by:
lThomas P. Genovese, Executive Director
Attachment: 1 . Summary Report 's U
Attachment 1
SUMMARY REPORT
FOR THE PROPOSED RESIDENTIAL HOME SALE AGREEMENT
BETWEEN THE
LA QUINTA REDEVELOPMENT AGENCY
AND
CYNTHIA R. GUEVARA
September 19, 2006
INTRODUCTION
This document is the Summary Report ("Report") for the proposed Sale Agreement
("Agreement") between the La Quinta Redevelopment Agency ("Agency") and
Cynthia R. Guevara ("Buyer"). The Agreement facilitates the sale of an Agency
owned single-family dwelling to the Buyer.
This Report has been prepared pursuant to Section 33433 of the California Health
and Safety Code (California Community Redevelopment Law) and presents the
following:
• A summary of the proposed transaction.
• The cost of the sale to the Agency.
• The estimated value of the interest to be conveyed, determined at the highest
and best uses permitted by the Agency's Redevelopment Plan.
• The estimated value to be conveyed, determined by the use and with the
conditions, covenants, and development costs required by the Agreement.
• An explanation of why the sale, pursuant to the Agreement, will assist in the
elimination of blight.
The Subject Property
The home is a vacant 3-bedroom 2-bath single-family dwelling located at 53-925
Avenida Martinez within La Quinta Redevelopment Project Area No. 1 ("Property").
In August, 1995, the Agency acquired 50 single family homes to remove them
from bankruptcy proceedings filed by the then owner, Coachella Valley Land.
Known as the La Quinta Rental Housing Program, these dwellings were rented to
very low income Section 8 households. In February 1998, the Agency directed
staff to sell two units per year first to qualified tenants, and second, to other
eligible very low income households. Since 1998, the Agency has also been
substantially rehabilitating these units in order to count them towards that
Agency's affordable housing production requirements. State law requires that an
existing dwelling be substantially rehabilitated (wherein the rehabilitation costs are
25% or greater than current market value) in order to count them as part of the
Agency's affordable housing production efforts. Property rehabilitation costs have
been funded from rental income. The existing tenant recently vacated the property
and per Agency policy, staff initiated the sale of this unit to a very low income
household.
A SUMMARY OF THE PROPOSED TRANSACTION
The Agreement facilitates the sale of the Property to the Buyer, who will occupy
the dwelling. The $165,000 sales price will be funded through a combination of
the Buyer's 3% down payment, a $64,050 first trust deed mortgage, and $96,000
of the Agency's equity that will be converted into a silent second trust deed loan.
This second trust deed loan will include covenants to insure that the Property will
remain affordable to very low income -household for 45 years.
THE COST OF THE SALE TO THE AGENCY
The Agency has invested $127,750 in the Property through a combination of the
$86,500 initial purchase cost and $41,250 of expenses related to substantially
rehabilitating the dwelling. Since 1998, the Agency has been substantially
rehabilitating the Rental Housing Program units in order to count them towards the
Agency's affordable housing production requirements. State law requires that
existing dwellings be substantially rehabilitated (wherein the rehabilitation costs are
25% or greater than current market value) in order to count them as part of the
Agency's affordable housing production efforts. Property rehabilitation costs were
funded from rental income.
Per the Agreement the Agency will sell the Property for $165,000; of this amount
the Agency will receive $68,000 in sale proceeds and convert $96,000 of its
equity into a silent second trust deed mortgage loan of $96,000 in order to insure
that the annual costs are affordable to very low income households. The Agency
will recover 41 % of its investment to date from the sale proceeds.
ESTIMATED VALUE OF THE INTEREST TO BE CONVEYED AT THE HIGHEST AND
BEST USES PERMITTED BY THE AGENCY'S REDEVELOPMENT PLAN
The Redevelopment Plan for La Quinta Redevelopment Project No. 1 provides that
the Property shall be used for low -density residential development. Current
residential property sales for like dwellings in the Cove market area indicate values
of $290,000 to $325,000 for three bedroom, two bath single family dwellings in
good condition.
ESTIMATED VALUE OF THE INTEREST TO BE CONVEYED DETERMINED BY THE
USE, AND WITH THE CONDITIONS, COVENANTS
The Agreement provides that the Property will be sold for $165,000. This value
was selected in order to facilitate the sale at a cost affordable to a very low income
household.
EXPLANATION OF WHY THE SALE OF THE PROPERTY PURSUANT TO THE
AGREEMENT WILL ASSIST IN THE ELIMINATION OF BLIGHT
The Agreement does not eliminate blight in that it does not facilitate a transaction
that remedies blight. Instead the Agreement expands the supply of affordable
ownership housing in the Project Area. Prior to the sale, the Agency substantially
rehabilitated the Property to extend the Property's economic life, to reduce the
maintenance burdens for the family that will occupy this unit, and to improve
operating efficiencies by installing low water landscaping and efficient heating, air
conditioning and water heating devices. The Agreement includes covenants that
require the dwelling to remain affordable to very low income households for a 45
year period. This effort not only preserved housing that was affordable to very low
income households but will also insure that this dwelling remains affordable for the
longest feasible time.