2018-11-28 (07) SRR Grant Deed Phase 1B DOC # 2018-046467430o n uo �s
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DOC # 2018-0464674
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Page 1 of 8
Recorded in Official Records
County of Riverside
Peter Aldana
Assessor -County Clerk -Recorder
"This document was electronically submitted
SiiverRock Development Company, LLC to the County of Riverside for recording —
c/o The Robert Green Company Receipted by: TERESA #134
3551 Fortuna Ranch Road
Encinitas, California 92024
X This document is exempt from payment of a recording fee
pursuant to Government Code Section 27383
GRANT DEED CC—,;[ 3 1
(Phase - 1 B) � � _�c"J-4
For valuable consideration, receipt of which is hereby acknowledged, The CITY OF LA
QUINTA, a California municipal corporation and charter city (the "City"), hereby grants to
SILVERROCK PHASE I, LLC, a Delaware limited liability company ("Developer"), the real
property hereinafter referred to as the "Phase 1 B Property," described in Exhibit A attached hereto
and incorporated herein, subject to the existing easements, restrictions and covenants of record
described there.
1. Reservation of Mineral Rights. City excepts and reserves from the conveyance
herein described all interest of City in oil, gas, hydrocarbon substances and minerals of every kind
and character lying more than five hundred (500) feet below the surface, together with the right
to drill into, through, and to use and occupy all parts of the Phase 1 B Property lying more than
five hundred (500) feet below the surface thereof for any and all purposes incidental to the
exploration for and production of oil, gas, hydrocarbon substances or minerals from said Phase
1 B Property or other lands, but without, however, any right to use either the surface of the Phase
1 B Property or any portion thereof within five hundred (500) feet of the surface for any purpose
or purposes whatsoever, or to use the Phase 1 B Property in such a manner as to create a
disturbance to the use or enjoyment of the Phase 1 B Property.
2. Property Conveyance in Accordance With Redevelopment Plan, Purchase,
Sale, and Development Agreement. The Phase 1 B Property is conveyed in accordance with
and subject to the Redevelopment Plan for the La Quinta Redevelopment Project Area No. 1
('Redevelopment Plan") which was approved and adopted by Ordinance No. 43, on
November 29, 1983, of the City Council of the City of La Quinta, and a Purchase, Sale, and
Development Agreement entered into between City and Developer dated November 19, 2014
("Original PSDA"), as amended by Amendment No. 1 to Purchase, Sale and Development
Agreement dated October 29, 2015 ("Amendment No. 1 ") and by Amendment No. 2 to Purchase,
Sale and Development Agreement dated on or about April 18, 2017 ("Amendment No. 2") and by
Amendment No. 3 to Purchase, Sale and Development Agreement dated on or about MHofi.
7f., 2018 ("Amendment No. 3") (collectively and as may be further amended, the "PSDA"). Copies
;—fall documents are on file with City at its offices as a public record and which is incorporated
herein by reference. The PSDA generally requires Developer to construct and operate on the
Phase 1 B Property, as defined in Amendment No. 2, Project Components that include the
"Lifestyle Hotel," "Lifestyle Branded Residential," "Promenade Mixed -Use Village," "Resort
Residential Village," and "Permanent Golf Clubhouse" components, as defined in the PSDA and
Amendment No. 2 (collectively, the "Phase 1 B Project'), and other requirements as set forth in
the PSDA. Except as otherwise defined herein, all terms used herein shall have the same
meaning as those used in the PSDA. This Grant Deed conveys rights, title, and interest in the
Phase 1 B Property pursuant to Section 205.1(b) of the Original PSDA.
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3. Permitted Uses. Developer covenants and agrees for itself, its successors, its
assigns, and every successor in interest to the Phase 1 B Property or any part thereof, that upon
the date of this Grant Deed ("Grant Deed") and during construction through completion of
development and thereafter, Developer shall devote the Phase 1 B Property to the uses specified
in the Redevelopment Plan for the periods of time specified therein. All uses conducted on the
Phase 1 B Property, including, without limitation, all activities undertaken by Developer pursuant
to the PSDA, shall conform to the PSDA, the Redevelopment Plan, and all applicable provisions
of the La Quinta Municipal Code. The foregoing covenants shall run with the land.
4. Restrictions on Transfer. Developer further agrees that, except as permitted or
approved by City pursuant to Section 603 of the PSDA, (i) No voluntary or involuntary successor
in interest of Developer shall acquire any rights or powers under the PSDA or this Grant Deed,
nor shall Developer make any total or partial sale, transfer, conveyance, assignment, subdivision,
refinancing or lease of the whole or any part of the Phase 1 B Property or the Phase 1 B Project
thereon, and (ii) Developer shall retain full managerial and operational control of the Phase 1 B
Project. The restrictions set forth in this Section 4 shall automatically terminate (1) as to any
individual residential dwelling unit that has been sold and transferred to a buyer pursuant to the
terms of the PSDA, and (ll) as to any Project Component (as that term is described in Section
100 of the Original PSDA) for which City has recorded a Release of Construction Covenants (as
that term is described in Section 100 of the Original PSDA), substantially in the form of Attachment
No. 8 to the PSDA, with no further action required of City or Developer.
5. Binding on Successors. All of the terms, covenants and conditions of this Grant
Deed shall be binding upon Developer and the permitted successors and assigns of Developer.
Whenever the term "Developer" is used in this Grant Deed, such term shall include any other
successors and assigns as herein provided.
6. Covenants Regarding Nondiscrimination. Developer covenants by and for
itself and any successors in interest that there shall be no discrimination against or segregation
of any person, or group of persons on any basis listed in subdivision (a) or (d) of Section 12955
of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision
(m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the
Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment
of the Phase 1 B Property, or any part thereof, nor shall Developer, or any person claiming under
or through him or her, establish or permit any such practice or practices of discrimination or
segregation with reference to the selection, location, number, use, or occupancy of tenants,
lessees, subtenants, sublessees or vendees of the Phase 1 B Property, or any part thereof. The
foregoing covenants shall run with the land.
Developer agrees for itself and any successor in interest that Developer shall refrain from
restricting the rental, sale, or lease of any portion of the Phase 16 Property, or contracts relating
to the Phase 1 B Property, on the basis of race, color, creed, religion, sex, marital status, ancestry,
or national origin of any person. All such deeds, leases, or contracts shall contain or be subject
to substantially the following nondiscrimination or nonsegregation clauses:
A. In deeds: "The grantee herein covenants by and for himself or herself, his
or her heirs, executors, administrators, and assigns, and all persons claiming under or through
them, that there shall be no discrimination against or segregation of, any person or group of
persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the
Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and
paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code,
in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the premises herein
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conveyed, nor shall the grantee or any person claiming under or through him or her, establish or
permit any practice or practices of discrimination or segregation with reference to the selection,
location, number, use, or occupancy of tenants, lessees, subtenants, sublessees, or vendees in
the premises herein conveyed. The foregoing covenants shall run with the land."
B. In leases: "The lessee herein covenants by and for himself or herself, his
or her heirs, executors, administrators, and assigns, and all persons claiming under or through
him or her, and this lease is made and accepted upon and subject to the following conditions:
"That there shall be no discrimination against or segregation of any person or group of persons,
on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code,
as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of
subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the leasing,
subleasing, transferring, use, occupancy, tenure, or enjoyment of the premises herein leased nor
shall the lessee himself .or herself, or any person claiming under or through him or her, establish
or permit any such practice or practices of discrimination or segregation with reference to the
selection, location, number, use, or occupancy, of tenants, lessees, sublessees, subtenants, or
vendees in the premises herein leased."
C. In contracts: "There shall be no discrimination against or segregation of,
any person or group of persons on account of any basis listed in subdivision (a) or (d) of
Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1,
subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of
the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure, or
enjoyment of the premises which are the subject of this agreement, nor shall the grantee or any
person claiming under or through him or her, establish or permit any practice or practices of
discrimination or segregation with reference to the selection, location, number, use, or occupancy
of tenants, lessees, subtenants, sublessees, or vendees in the premises herein conveyed. The
foregoing covenants shall run with the land."
The foregoing covenants against discrimination shall remain in effect in perpetuity.
7. Violations Do Not Impair Liens. No violation or breach of the covenants,
conditions, restrictions, provisions or limitations contained in this Grant Deed shall defeat or
render invalid or in any way impair the lien or charge of any mortgage or deed of trust or security
interest permitted by Section 603 of the PSDA.
8. Covenants Run With Land. All covenants contained in this Grant Deed shall be
covenants running with the land. All of Developer's obligations hereunder, except as otherwise
provided hereunder, shall terminate and shall become null and void upon the expiration of the
effectiveness of the Redevelopment Plan. Every covenant contained in this Grant Deed against
discrimination contained in paragraph 6 of this Grant Deed shall remain in effect in perpetuity.
9. Covenants For Benefit of City. All covenants without regard to technical
classification or designation shall be binding for the benefit of City, and such covenants shall run
in favor of City for the entire period during which such covenants shall be in force and effect,
without regard to whether City is or remains an owner of any land or interest therein to which such
covenants relate. City, in the event of any breach of any such covenants, shall have the right to
exercise all the rights and remedies and to maintain any actions at law or suits in equity or other
proper proceedings to enforce the curing of such breach. The covenants contained in this Grant
Deed, without regard to technical classification, shall not benefit or be enforceable by any owner
of any other real property, or any person or entity having any interest in any other such realty.
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W'1'01C1
ATTEST:
City Clerk
APPROVED AS TO FORM:
CITY:
CITY OF LA QUINTA, a Cali ornia municipal
corporatign and chart
RRU,T,AN & TUCKER, LLP =Zet�--v
. .�
William H. Ihrke
City Attorney
[Signature page continues next page]
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DEVELOPER:
SILVERROCK PHASE I, LLC,
a Delaware limited liability company
By: The Robert Green Company,
a California corporation
•• //�� Its: Ma
Date: W,6 M0rXbff TV 2018 By:
Name: Robert S. Green, Jr.
Its: President and Chief Executive Officer
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DOC #2018-0464674 Page 6 of 8
A notary public or other officer completing this certificate verifies only the identity of the individual
who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or
validity of that document.
STATE OF CALIFORNIA
COUNTY OF RIVERSIDE
On oZ 3 before me ava VA uh ck N P`^U4 C
(insert name and title of the o r)
personally appeared `� J • �'A`" aw' , who proved to me on the
basis of satisfactory evidence to be the per on whose name is subscribed to the within instrument and
acknowledged to me that he/s#e executed the same in his/#per authorized capacity, and that by hisAvr
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 ha and official seal.
fill
Signature
MONIKA RADEVA
Notary Public - California z
< =i Riverside County z
i Commission * 2168979
My Comm. Expires Oct 22. 2020
(Seal)
A notary public or other officer completing this certificate verifies only the identity of the individual
who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or
validity of that document.
STATE OF CALIFORNIA
COUNTY OF RIVERSIDE
On before me
(insert name and title of the officer)
personally appeared , 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/she executed the same in his/her authorized capacity, and that by his/her
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.
Signature
(Seal)
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DOC #2018-0464674 Page 7 of 8
A notary public or other officer completing this certificate verifies only the identity of the individual
who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or
validity of that document.
STATE OF CALIFORNIA
COUNTY OF RIFE -RBIs€ SAID 11GS
On AlBYP_f'Ytbfr 17 before me �((' �.. �.t ,/Vr?1aJ4,r,t 1-'IAVC-
(insert namd and title of the(jficer)
personally appeared Xp ber4 8, Orem. Jr , 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/she executed the same in his/her authorized capacity, and that by his/her
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.
1 �
ilk, T' ��
• . -
DIANA L. LYTLE
*My
Notary Public - California
San Diego County >
Commission r€ 2160643
Comm. Expires Aug 19, 2020
(Seal)
A notary public or other officer completing this certificate verifies only the identity of the individual
who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or
validity of that document.
STATE OF CALIFORNIA
COUNTY OF RIVERSIDE
On before me
(insert name and title of the officer)
personally appeared , 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/she executed the same in his/her authorized capacity, and that by his/her
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.
Signature
(Seal)
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EXHIBIT A
LEGAL DESCRIPTION
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF LA QUINTA IN
THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:
PARCELS 7 THROUGH 12 AND PARCELS D, E, F AND G OF PARCEL MAP NO. 37207, IN
THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, FILED IN
BOOK 242, PAGES 72 THROUGH 87 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY.
EXHIBIT A
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