ORD 455 Centre Pointe - DA 2003-006 Amendment No. 3 - CP Development, LLC (2008)ORDINANCE NO. 455
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
LA QUINTA, CALIFORNIA, APROVING AN AMENDMENT
TO A DEVELOPMENT AGREEMENT BY AND BETWEEN
THE CITY OF LA QUINTA AND CP DEVELOPMENT LA
QUINTA, LLC
DEVELOPMENT AGREEMENT NO. 2003-006, AMENDMENT NO. 3
WHEREAS, California Government Code Section 65864 et seq. (the
"Development Agreement Law"1 authorizes cities to enter into binding development
agreements with persons having a legal or equitable interest in real property for the
development of such property, all for the purpose of strengthening the public
planning process, encouraging private participation and comprehensive planning,
and identifying the economic costs of such development; and
WHEREAS, on or about December 18, 2003, the City Council of the
City of La Quinta 1"City" or "City Council," as applicable) entered into Development
Agreement No. 2003-006 with CP Development La Quinta, LLC (the "Developer")
pursuant to California Government Code Section 65864 et seq. and Section
9.25.030 of the City Municipal Code (the "Original Development Agreement")
which Original Development Agreement was modified on or about October 28,
2004 and on or about November 17, 2005 (with all modifications, the
"Development Agreement"1; and
WHEREAS, City staff and the Developer have negotiated an
Amendment to the Development Agreement (the "Development Agreement
Amendment"); and
WHEREAS, the Planning Commission of the City did on the 1 1 `" day of
March, 2008, hold a duly noticed Public Hearing to consider the Development
Agreement Amendment and the recommendation of the Planning Commission has
been received by the City Council; and
WHEREAS, at said City Council Public Hearing, upon hearing and
considering all testimony and arguments, if any, of all interested persons wanting
to be heard, said City Council did make the following mandatory findings to justify
approving the Development Agreement Amendment:
Ordinance No. 455
Amendment to Development Agreement 2003-006
CP Development La Quinta, LLC
Adopted: April 1, 2008
Page 2
1. The property is within the Tourist Commercial, Medium Density Residential,
and Park Districts of the 1992 General Plan Update which permits the
proposed use and the proposed use is consistent with the goals, policies and
intent of the La Quinta General Plan Land Use Element (Chapter 21.
2. The land uses authorized and regulations prescribed for the Development
Agreement Amendment are compatible with the zoning and its related
regulations now applicable to the property. The site is zoned Tourist
Commercial, Medium Density Residential and Park which permits the
proposed uses provided conditions are met.
3. The proposed Development Agreement Amendment conforms with public
convenience and the general welfare by providing for extensive public
improvements and conforms to good land use practice by requiring the
development of a commercial development.
4. Approval of this Development Agreement Amendment will not be detrimental
to the health, safety, and general welfare since adequate provision has been
made in previous City approvals to provide for necessary and desirable
improvements and since these approvals are incorporated herein.
5. Approval of this Development Agreement Amendment will not adversely
affect the orderly development of the subject or surrounding property nor the
preservation of area-wide property values, but rather will enhance them by
encouraging planned, phased growth.
6. Consideration of the Development Agreement Amendment has been
accomplished pursuant to California Government Code Section 65864 et
seq. and the City of La Quinta Municipal Code Section 9.250.030, which
governs Development Agreements.
WHEREAS, all actions required to be taken by the City precedent to
the adoption of this Ordinance have been regularly and duly taken.
NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City
of La Quinta, California that it does ordain as follows:
Ordinance No. 455
Amendment to Development Agreement 2003-006
CP Development La Quinta, LLC
Adopted: April 1, 2008
Page 3
SECTION 1. APPROVAL. The City Council hereby approves and adopts the
Development Agreement Amendment in the form presented to the City Council
concurrent with the approval and adoption of this Ordinance, and authorizes and
directs the City Manager to sign the Development Agreement Amendment on
behalf of the City, and the City Clerk to record the Development Agreement
Amendment in the Official Records of Riverside County in accordance with
applicable law.
SECTION 2. ENVIRONMENTAL. Environmental Assessment 2001-436 and
subsequent addendum were certified by the City Council on February 5, 2002,
under Resolution No. 2002-07 and Resolution No. 2003-034 on June 3, 2003.
The Development Agreement Amendment does not involve changes to the project
itself. There have been no changes in circumstances or new information regarding
the project or its setting that would require the preparation of a subsequent
environmental review. Therefore, pursuant to Section 15162 of the Guidelines for
Implementation of the California Environmental Quality Act, no further
environmental review is necessary in connection with the review of the
Development Agreement Amendment.
SECTION 3. EFFECTIVE DATE. This Ordinance shall be in full force and
effect thirty (30) days after its adoption.
SECTION 4. POSTING. The City Clerk shall certify to the passage and
adoption of this Ordinance, and shall cause the same to be posted in at least three
public places designated by resolution of the City Council, and shall cause this
Ordinance and its certification, together with proof of posting, to be entered into
the Book of Ordinances of this City.
PASSED, APPROVED, and ADOPTED at a regular meeting of the La
Quinta City Council held on this 15`h day of April, 2008, by the following vote:
AYES: Council Members Henderson, Kirk, Osborne, Sniff, Mayor Adolph
NOES: None
ABSENT: None
ABSTAIN: None
Ordinance No. 455
Amendment to Development Agreement 2003-006
CP Development La Quinta, LLC
Adopted: April 1, 2008
Page 4
V ~, ~
DON ADO PH, a or
City of La Quinta, California
ATTEST:
C
VERONICA J ONTECINO, CMC, City Clerk
City of La Quinta, California
APPROVED AS TO FORM:
-
M. KATH RINE JE N, City Attorney
City of La Quinta, California
Ordinance No. 455
Amendment to Development Agreement 2003-006
CP Development La Quinta, LLC
Adopted: April 1, 2008
Page 5
STATE OF CALIFORNIA 1
COUNTY OF RIVERSIDE) ss.
CITY OF LA QUINTA 1
I, VERONICA MONTECINO, City Clerk of the City of La Quinta, California, do
hereby certify the foregoing to be a full, true, and correct copy of Ordinance No.
455 which was introduced at a regular meeting on the 15t day of April, 2008, and
was adopted at a regular meeting held on the 15`h day of April, 2008, not being
less than five days after the date of introduction thereof.
I further certify that the foregoing Ordinance was posted in three places within the
City of L~ Quinta as specified in City Council Resolution No. 2006-1 15.
VERONICA MOf~1TECINO, CMC, City Clerk
City of La Quinta, California
DECLARATION OF POSTING
I, VERONICA MONTECINO, City Clerk of the City of La Quinta, California, do
hereby certify that the foregoing ordinance was posted on ~~,-/a.5~d',
pursuant to Council Resolution. ~
VERONICA MONT~CINO, CMC, City Clerk
City of La Quinta, California
PLEASE COMPLETE THIS INFORMATION
RECORDING REQUESTED BY:
VERONICA J. MONTECINO
City Clerk / Agency Secretary
AND WHEN RECORDED MAIL TO:
Veronica J. Montecino
CITY OF LA QUINTA
P. O. Box 1504
La Quinta, CA 92247-1504
DOC # 2008-0303530
06/04/2008 08:00p Fee:NC
Page t of 8
Recorded in Official Records
County of Riverside
Larry U. Ward
Assessor, County Clerk & Recorder
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AMENDMENT NO. 3 TO DEVELOPMENT AGREEMENT 119-1
L.O. HOSPITALITY, LLC
Amendment to Development Agreement
By and Between
CP Development & City of La Quinta
Title of Document
11
1 11,
1.loin
THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION
RECORDING REQUESTED BY
AND WHEN RECORDED
MAIL TO
City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
Attn: City Clerk
Space Above This Line for Recorder's Use
(Exempt from Recording Fee per Gov't Code § 6103)
AMENDMENT NO.3 TO DEVELOPMENT AGREEMENT
THIS AMENDMENT NO. 3 TO DEVELOPMENT AGREEMENT ("Amendment No.
3") is made and entered into as of , 2008 by and between THE CITY OF
LA QUINTA, a California municipal core ration and charter city organized and existing under
the laws of the State of California ("City"), and L.Q. HOSPITALITY, LLC, a California limited
liability company ("Owner").
RECITALS:
A. On or about December 18, 2003, the La Quinta Redevelopment Agency
("Agency") and CP Development, LLC, a California limited liability company ("CP") entered
into that certain Disposition and Development Agreement (the "Original DDA"), pursuant to
which the Agency sold to CP 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 CP agreed to construct, complete, and operate thereon a mixed use 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. Concurrently with the execution of the Original DDA, CP and the City 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. 1 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, and by that
certain Amendment No. 2 to Development Agreement executed on or about November 17, 2005
and recorded in the Official Records of the County Recorder for the County of Riverside on
December 19, 2005, as Instrument No. 2005-1045418 (hereinafter collectively referred to as the
"DA"
C. On or about August 15, 2007, Agency and CP entered into that certain Partial
Termination of Right of Reverter, Power of Termination, and Amended and Restated Option
Agreement ("Partial Termination"), pursuant to which Agency terminated, with respect to the
182/015610-0085
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Hotel Property, (i) Agency's right of reverter and power of termination pursuant to the Original
DDA and the Grant Deed, which was recorded in the Official Records as Instrument No. 2004-
0979137, and (ii) the Amended and Restated Option Agreement, which was recorded against the
Hotel Property on October 24, 2006 in the Official Records as Instrument No. 2006-0780202.
The Partial Termination was recorded in the Official Records on August 20, 2007 as Instrument
No. 2007-0535552.
D. On or about January 29, 2008, CP completed construction of the mid -price suites
hotel portion of the Project ("Hotel") on that portion of the Property described on Exhibit "A"
attached hereto and incorporated herein by this reference (hereinafter the "Hotel Property".)
E. After completing construction of the Hotel on the Hotel Property, CP conveyed
the Hotel Property to Owner.
F. Owner has identified permanent financing for the Hotel, however, as a condition
to making the loan for such permanent financing, the lender thereunder has required certain
modifications to the DA as it relates to the Hotel Property.
G. In order to facilitate permanent financing for the Hotel, Owner and the City now
wish to modify certain terms set forth in the DA as provided herein. Unless defined herein to the
contrary, all capitalized terms in this Amendment No. 3 shall have the meanings ascribed in the
DA.
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 DA is hereby amended as follows:
1. Section 6.3 of the DA is hereby modified, as it relates to the Hotel Property to provide
that if any mortgagee acquires title to the Hotel Property, whether via foreclosure or deed in lieu
of foreclosure, said mortgagee shall have the right to continue to operate the Hotel on the Hotel
Property. Any subsequent purchaser of the Hotel Property, whether such purchase be before, at
or after a foreclosure shall similarly have the right to continue to operate the Hotel on the Hotel
Property. Such operation of the Hotel by a mortgagee or a subsequent purchaser shall be in
conformity with all provisions of the DA, and all applicable laws of the City and any other
jurisdiction having authority over the Hotel and/or the Hotel Property, and the mortgagee or
subsequent purchaser shall be deemed to have assumed all of Owner's obligations under the DA.
2. The transfer restrictions set forth in section 7.2 of the DA shall not be applicable to any of
the following transfers: (a) a transfer of the Hotel Property to the encumbrancer under the deed
of trust securing the permanent financing for the Hotel, whether the transfer occurs as the result
of a foreclosure or a deed in lieu of foreclosure, (b) a transfer of the Hotel Property to any
purchaser at the trustee's sale in the event of foreclosure, or (c) a transfer of the Hotel Property to
882/015610-0085
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any successors in interest who acquire title to the Hotel Property from any party identified in
subparagraphs (a) and (b) above.
3. Owner shall reimburse City for all of the costs City incurs or has incurred to negotiate,
prepare and process this Amendment No. 3.
4. Except as otherwise expressly provided in this Amendment No. 3, all of the terms and
conditions of the DA shall remain in full force and effect.
5. 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. 3, the prevailing party in such action
shall be awarded its reasonable costs and expenses, including without limitation its expert
witness fees and reasonable attorney's fees.
6. This Amendment No. 3 shall be construed according to its fair meaning and as if
prepared by all of the parties hereto.
7. This Amendment No. 3 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. 3. Service of process on City shall be made in
accordance with California law. Service of process on Owner shall be made in any manner
permitted by California law and shall be effective whether served inside or outside California.
8. Time is of the essence of this Amendment No. 3 and of each and every term and
provision hereof.
9. 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 City and Owner. 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.
10. This Amendment No. 3 may be executed in counterparts, each of which, when this
Amendment No. 3 has been signed by all the parties hereto, shall be deemed an original, and
such counterparts shall constitute one and the same instrument.
11. The person(s) executing this Amendment No. 3 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.' 3 on behalf of said party, (iii) by so
executing this Amendment No. 3 such party is formally bound to the provisions of this
Amendment No. 3, and (iv) the entering into this Amendment No. 3 does not violate any
provision of any other agreement to which such party is bound.
12. Except as modified herein, the DA remains in full force and effect as written. In the
event of a conflict between the terms of the DA and the terms of the Amendment No. 3, this
Amendment No. 3 shall control.
182/015610-0085
882678 02 a04/01/08 -3-
IN WITNESS WHEREOF, City and Owner each hereby represents that it has read this
Amendment No. 3, understands it, and hereby executes this Amendment No. 3 to be effective as
of the day and year first written above.
Date: 2008
Date: — Ca — 2008
Date: :-.-,2008
Veronic44tecino, Age
p y Secretary
APPROVED AS TO FORM:
RUTAN &WCKER✓%LP
C %/MM
M
Jenson, City
"Owner"
L.Q. HOSPITALITY, LLC, a California
limited liability company
By: Equity Directions, Inc.
Its: Manager
By:
Dennis French
Its: President
By: Oliphant Enterprises, Inc.
Its: Manale�
By:
Richard Oliphant
Its: President
"City"
CITY OF LA QUINTA, a California
municipal corporation and charter city
organized and existing under the laws of the
State / �O,GIZ�
Thomas P. Genovese, City Manager
882/015610-0085
882678 02 a04/01/08 -4-
STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ► ss.
CITY OF LA QUINTA )
On April 26, 2008 , before me, Regenia Hensley, Notary Public, personally appeared
THOMAS P. GENOVESE, who proved to me on the basis of satisfactory evidence to be
the person whose name is subscribed to the within instrument and acknowledged to
me that he executed the same in his authorized capacity, and that by his signature on
the instrument the person, or the entity upon behalf of which the person acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal
EG' IA HENSLE
Not ry Public
Commission # 1521423
Expiration: October 23, 2008
(Seal)
STATE OF CALIFORNIA ►
CITY OF LA QUINTA ►
COUNTY OF RIVERSIDE ►
On`{1tu 6,2D0$ , 2008, before me, ta;mCf., Q ebotmllA
Notary P lu cbl , personally appeared, RICHARD R. OLIPHANT who proved to
me on the basis of satisfactory evidence to be the person(g) whose name(8) is/aFe
subscribed to the within instrument, and acknowledged to me that he/&4@40,ey
executed the same in his/hoi:44eir authorized capacity4"), and that by his/14er,411 it
signatures) on the instrument the personal, or the entity upon behalf of which the
person(o% acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal. (Seal)
CANDICE R. BORCENA
Commission # 1593376
Q
Notary Public-. Colifomla
Riverside County
NlyComm. fthnJun 29. 20
STATE OF CALIFORNIA )
CITY OF LA QUINTA 1
COUNTY OF RIVERSIDE )
On �MQM b.uoK , 2008, before me, UAnfilmj, Q.lom@r�c-i
Notary Public, personally appeared, DENNIS D. FRENCH who proved to me on
the basis of satisfactory evidence to be the personA whose name{) is/aca
subscribed to the within instrument, and acknowledged to me that he/she4h y
executed the same in his/4eFA4-+eir authorized capacity4aew, and that by his/her-k19eir
signaturejO on the instrument the personjO, or the entity upon behalf of which the
person�*t acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal. (Seal)
Commission # 1593376
Notary Public NotoryPublic - Caluomta
Rlversitle County
-.
MyComm. EX;*Gs Jun 29. 2009
EXHIBIT "A"
LEGAL DESCRIPTION OF HOTEL PROPERTY
PARCEL 4 OF PARCEL MAP NO. 31116 IN THE CITY OF LA QUINTA, COUNTY OF
RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 212 AT
PAGES 60 THROUGH 66, INCLUSIVE, OF PARCEL MAPS, RIVERSIDE COUNTY
RECORDS AS INSTRUMENT NO. 2005-0262238
'82/011610-0085
882678 02 a04/01 /08 - ] -