KSL/Additional Agr - 2002ADDITIONAL AGREEMENT
This ADDITIONAL AGREEMENT ( "Agreement ") is made and entered into as of April
29, 2002 ( "Reference Date "), by and among (1) LA QUINTA REDEVELOPMENT AGENCY, a
public body, corporate and politic ( "Agency "), (2) KSL LAND HOLDINGS, INC., a Delaware
corporation ( "KSL "), and (3) KSL DESERT RESORTS, INC., a Delaware corporation ( "Desert
Resorts ").
RECITALS
A. Desert Resorts, an affiliate of KSL, owns and operates the La Quinta Resort & Club,
a resort hotel in the City of La Quinta ( "La Quinta Resort"). KSL and Desert Resorts are sometimes
referred to herein collectively as the "Benefited Parties."
B. Concurrently with the execution of this Agreement, Agency and KSL have also
entered into that certain Option Agreement ( "Option Agreement ") pertaining to Agency's potential
acquisition from KSL of approximately 525 acres of land and improvements thereon (the "Site ").
The Site is legally described in Exhibit "A" hereto.
C. If the Agency exercises the option pursuant to the Option Agreement, the parties
thereafter intend to enter into the Agreement of Purchase and Sale Agreement and Joint Escrow
Instructions attached as Exhibit "B" to the Option Agreement (the "Purchase Agreement').
D. Agency acknowledges that if it acquires the Site pursuant to the Purchase Agreement,
it contemplates as of the Reference Date that it may, but is not obligated to, undertake, participate in,
financially assist, cause, or facilitate the development on the Site with uses that may include, but not
be limited to, one or more publicly owned golf courses (the "Public Golf Course(s)"), hotel(s),
motel(s), or other commercial uses which may include one or more "condo- hotels" (as that term is
defined in Section 1.2 hereinbelow), and/or Agency- or City -owned meeting spaces or conference
facilities (as described in Section 1.3 herembelow).
E. The parties desire in this Agreement to set forth their mutual understanding
concerning Desert Resort's equal opportunity to (i) have access to "golf packages" offered by the
Public Golf Course(s) for the guests of the La Quinta Resort, and (ii) to have the ability to compete
to be the initial manager of the Condo - Hotel(s), and (iii) have access to use the public meeting
spaces or conference facilities, all of the foregoing in accordance with the terms of this Agreement.
AGREEMENT
In consideration of the foregoing Recitals and the covenants and promises hereinafter
contained, and for good and valuable consideration, the receipt and sufficiency is hereby
acknowledged, the parties hereto agree as follows:
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268916.10.04/26 /02
4
1. Golf Packages; Condo -Hotel Management Civic Meeting Facilities
1.1 If the Public Golf Course(s) is /are developed on the Site, Agency agrees that it shall
cause, subject to applicable law and any restrictions or limitations reasonably required for bond or
other financing for acquisition and development of the Public Golf Courses, the manager of the Golf
Course(s) to offer to Desert Resorts for the guests of the La Quinta Resort "golf packages" that are
similar to golf packages that are offered to any other hotel, motel, travel lodge, or resort. As used
herein the term "golf packages" means a program or programs of discounted rates and/or preferred
tee times, but shall specifically exclude any special or discounted rates or services or preferred tee
times made available to individuals who are residents of the City of La Quinta, for their personal use
and consumption in accordance with the rules and regulations of such program or programs.
1.2 Agency agrees to cause the owner(s) of any Condo - Hotel(s) (as that term is defined
below) that is /are developed on the Site to provide to Desert Resort an opportunity to compete, along
with any other firms or entities which may be under consideration, to become the initial manager of
such Condo - Hotel, only if such owner(s), including by or through a condominium association or
timeshare association, engage outside management to manage their Condo - Hotel, and only if and to
the extent such requirement placed by Agency on such owner(s), or the implementation of that
requirement, is permitted by applicable law or regulation or by any or rule or opinion from an
applicable regulatory body with jurisdiction, including but not limited to the California Department
of Real Estate or California Department of Corporations. As used in this Section 1.2, the term
"Condo - Hotel(s)" means one or more developments that is /are a fractional or time -share
condominium project in which owners of units are limited to occupancy for a specified number of
days per year and which may but is not required to contain units with multiple "lock- offs" or "keys"
(i.e., units with two or more dwelling areas that can be used as bedrooms which may be separately
accessed by key and which are rented on a "per night" basis).
1.3 If Agency -owned or City -owned meeting spaces or conference facilities are
developed on the Site which are generally available for public use, Agency agrees that it shall cause,
subject to applicable law and any restrictions or limitations reasonably required for bond or other
financing for acquisition and development of the meeting spaces or conference facilities, the
operator of such spaces /facilities to permit the La Quinta Resort to have access to use such
spaces /facilities on the same basis and subject to the same rules, regulations, and pricing as any other
private commercial user in the City.
2. Condition Precedent. This Agreement shall not be effective unless and until the escrow
described in the Purchase Agreement has closed with fee title to the Property having been conveyed
to the Agency in accordance with the terms of the Purchase Agreement by recordation, in the official
records of Riverside County, of the grant deed in the form attached as an exhibit to the Purchase
Agreement ( "Grant Deed "). If the Grant Deed is recorded, (i) the date of recordation of the Grant
Deed shall be the "Effective Date" of this Agreement, and (ii) any party hereto shall be permitted to
prepare and sign, and require the other parties to sign, an Addendum to this Agreement in the form
of Exhibit `B" hereto and incorporated herein, that confirms the date of recordation of the Grant
Deed.
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3. Expiration of Agreement.
3.1 Notwithstanding anything in this Agreement, the Option Agreement, the Purchase
Agreement, or any other agreement, to the contrary, should this Agreement become effective
pursuant to Section 2 above, this Agreement and all of its terms, provisions, rights, and obligations
shall automatically expire without notice, and shall be of no force or effect, as of the earlier of (i) the
"Automatic Outside Expiration Date" (as defined below) or (ii) the "Automatic Earlier Expiration
Date" (as defined below). As used herein:
(1) the term Automatic Outside Expiration Date means the date that is seven (7) years
from the Effective Date, and
(2) the term Automatic Earlier Expiration Date means the date prior to the Automatic
Outside Expiration Date that any of the events set forth in the following clauses (a) or (b) first
occurs: (a) either Benefited Party sells, transfers, or assigns, one or more times and from time to
time, in the aggregate, a controlling interest in said Benefited Party to an unrelated third party; or (b)
either Benefited Party sells, transfers, or assigns fee title to the real property upon which the La
Quinta Resort is situatedto an unrelated third party. Additionally, as used in this clause (2), the term
(A) an "unrelated third party" means a person, firm, or entity, including but not limited to a sole
proprietorship, general or limited partnership, limited liability company, or corporation, whose
controlling or managing general partner(s), managing member, or majority shareholder(s) are not the
principals who own the majority of shares of that Benefited Party as of the Reference Date of this
Agreement, and (B) a "controlling interest" shall mean an ownership (or other equitable interest). in
an entity which, in the aggregate, gives the owner (or holder of the equitable interest) thereof the
right to control the management or policies of that entity.
3.2 If either Benefited Party makes a sale, transfer, or assignment as set forth in Section
3.1(2) above, that Benefited Party shall immediately provide written notice to Agency of that
transfer or assignment.
3.3 Upon the expiration or termination of this Agreement, KSL and Desert Resorts, at the
written request of Agency, shall sign and deliver a quitclaim deed in a form reasonably required by a
reputable title company, releasing all rights and interests in and to this Agreement.
4. Representation and Warranty Concerning No Recordation. Each party hereto represents and
warrants to the other that it shall not record this Agreement.
5. No Reliance on Other Agreements. No party hereto nor any agents nor any related entities
have made any statement or representation to any other party regarding any fact relied upon in
entering into this Agreement, and each party expressly states it does not rely upon any statement,
representation or promise of any other party or any party's agent or related entities in executing this
Agreement, except as is expressly stated in this Agreement. Each party to this Agreement has made
such investigation of the facts and law pertaining to this Agreement, and of all other matters
pertaining thereto, as it deems necessary, and has consulted with legal counsel concerning these
matters and all of the terms of this Agreement, or has knowingly and voluntarily waived its right
consult legal counsel of its choice concerning this Agreement of the terms hereof.
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6. Severability. In the event any term, covenant, condition, or provision of this Agreement shall
be held by a court of competent jurisdiction to be invalid, the remaining provisions shall continue in
full force and effect.
7. Amendment; Waives_. This Agreement may be amended, only by written instrument
approved and signed by all of the parties hereto. The waiver by one party of the performance by any
other party of any provision of this Agreement shall not invalidate this Agreement, nor shall it be
considered as a waiver of any subsequent breach of the same or other provisions of this Agreement.
Any waiver provided by KSL or Desert Resorts shall be deemed a waiver provided by both KSL and
Desert Resorts.
8. Default: Remedies. If any party hereto fails to timely perform any term or provision of this
Agreement which it is obligated to perform, such party shall be in default of this Agreement;
provided, however, the party shall not be deemed to be in default if (i) such party cures, corrects, or
remedies such default within thirty (30) days after receipt of written notice from either of the other
parties specifying such failure, or (ii) for such defaults that cannot reasonably be cured, corrected, or
remedied within thirty (30) days, if such party commences to cure, correct, or remedy such failure
within thirty (30) days after receipt of written notice specifying such failure and thereafter diligently
prosecutes such cure, correction, or remedy to completion. If a default of a party or its respective
successors or assigns, if applicable, is not timely cured, corrected, or remedied, the remedy for an
uncured default by the defaulting party or its respective successors or assigns, if applicable,
notwithstanding anything in this Agreement to the contrary, shall be limited to equitable remedies
subject to, and to the extent permitted by, California law. In no event shall there be any entitlement,
under this Agreement, to recover damages from any defaulting party and its respective successors or
assigns for a default of this Agreement, and such limitation shall specifically preclude all the parties
to this Agreement or their respective successors or assigns, if applicable, from recovering from one
another or their successors or assigns any monetary, consequential, or economic damages of any
kind or nature for a defaulting party's default of this Agreement.
9. Attorney's Fees- Litigation Matters. In any action between or among the parties hereto
concerning this Agreement, the prevailing party in the action shall be entitled to recover its costs and
expenses including without limitation, litigation costs, expert witness fees, .court costs, and
attorney's fees as specified by the court, in addition to whatever other relief the court may grant.
Any litigation between the parties hereto concerning this Agreement shall be filed and maintained in
the Superior Court of the State of California in and for the County of Riverside or in such other
appropriate court in said county. Service of process on KSL and Desert Resorts shall be made in any
manner permitted by California law and shall be effective whether served inside or outside
California. Service of process on Agency shall be made in accordance with California law.
10. Governing Law. The rights and obligations of the parties hereto shall be construed and
enforced in accordance with, and governed by, the internal laws of the State of California without
regard to any applicable conflicts of law principles.
11. No Third Party Beneficiaries. No person or entity shall be a third party beneficiary, express
or implied, of the terms of this Agreement.
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12. Notices. All notices and communications between the parties hereto required under this
Agreement or by law shall be (i) personally delivered, (ii) delivered by reputable same -day or
overnight courier service, by facsimile transmission, provided the original is delivered by one of the
other means approved herein, or (iii) sent by United States mail, prepaid, certified, return receipt
requested. All notices personally delivered, delivered by courier, or by fax (in accordance with the
terms hereof) shall be deemed effective upon receipt; mailed notices shall be deemed effective at
Noon on the third business day following dispatch. A "business day" as used herein shall mean any
day that is not a Saturday, Sunday, or any other day that La Quinta City Hall is closed to the public.
Notices delivered by Agency to KSL or Desert Resorts shall be deemed notice delivered to both
KSL and Desert Resorts. Notice shall be directed as follows (a party hereto may change the
addresses by notice to the other party in accordance herewith):
If to KSL and /or Desert Resorts: KSL Land Holdings
50 -905 Avenida Bermudas
La Quinta, CA 92253
Attn: Mr. Chevis Hosea
Fax: (760) 564 -8190
With copy to: KSL Land Holdings
50 -905 Avenida Bermudas
La Quinta, CA 92253
Attn: Legal Dept.
Fax: (760) 564 -8003
If to the Agency: La Quinta Redevelopment Agency
78 -495 Calle Tampico
La Quinta, CA 92253
Attn: Executive Director
Fax: (760) 777- 7101
With copy to: Rutan & Tucker, LLP
611 Anton Blvd., Suite 1400
Costa Mesa, CA 92626
Attn: M. Katherine Jenson, Esq.
Fax: (714) 546 -9035
13. Nonliability of Agency Officers. The officers, officials, members, employees, agents, and
representatives of the Agency shall not be personally liable for any default or damages arising out of
this Agreement.
14. Entire Agreement. This Agreement contains the entire agreement between the parties with
respect to the subject matter hereof, and supersedes all previous negotiations, agreements, and
understandings, oral or written, between the parties, and no party has relied upon any warranty or
representation not contained in this Agreement.
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268916.10 a04/26/02
15. Successors and Assigns. During the term of this Agreement, the terms and conditions of this
Agreement shall be binding on the successors and assigns of the Agency. During the term of this
Agreement, the terms and conditions of this Agreement shall be binding on the successors and
assigns of KSL and Desert Resorts, provided that any such assignment has not triggered the
Automatic Earlier Expiration Date as set forth in Section 3.1(2) above.
16. Counterparts. This Agreement may be executed in counterparts, each of which shall be
deemed an original, and, when taken together with other signed counterparts, shall constitute one
Agreement, which shall be binding upon and effective as to all the parties hereto.
394/015610 -0048
268916) 0 e04/26/02
[end — signature page follows]
C'
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
Reference Date set forth hereinabove.
"KSL
KSL LAND HOLDINGS, INC.
B
Printed Name:
Its:
`DESERT RESORTS"
B
Printed Name:
Its:
"AGENCY"
LA QUINTA REDEVELOPME AGENCY
By:
Thomas Genovese
Executive Director
ATTEST:"
Agenc ec_�Yary
APPROVED AS TO FORM �o
RUTAN,&.TUCKER;
Agency C unsel
394/015610 -0048
268916.10 a04/26/02
EXHIBIT "A"
LEGAL DESCRIPTION OF THE SITE
[SEE FOLLOWING PAGES]
3941015610 -0048
268916.10 aM26102
LEGAL DESCRIPTION OF THE REAL PROPERTY
THAT CERTAIN REAL PROPERTY SITUATED IN THE CITY OF LA QUINTA, COUNTY OF
RIVERSIDE, STATE OF CALIFORNIA, MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
PARCEL A
THAT PORTION OF THE SOUTH HALF OF THE SOUTH HALF OF SECTION 5, THE EAST
HALF OF THE SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 6,
AND THE NORTH HALF OF THE NORTHEAST QUARTER OF SECTION 8, TOWNSHIP 6
SOUTH, RANGE 7 EAST, SAN BERNARDINO MERIDIAN, MORE PARTICULARLY
DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE WEST LINE OF THE EAST HALF OF THE
SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF SAID SECTION 6 WITH THE
CENTERLINE OF AVENUE 52; THENCE ALONG SAID CENTERLINE, NORTH 89 °55'34"
EAST, 633.19 FEET; THENCE LEAVING SAID CENTERLINE, SOUTH 0 °06'19" WEST, 55.00
FEET; THENCE PARALLEL TO AND 55.00 FEET SOUTHERLY OF SAID CENTERLINE THE
FOLLOWING FOUR (4) COURSES:
NORTH 89 055'34" EAST, 1075.47 FEET TO THE BEGINNING OF A TANGENT CURVE
CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF 1945.00 FEET; THENCE
SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 46 043'49"
AND AN ARC DISTANCE OF 1586.34 FEET TO THE BEGINNING OF A REVERSE CURVE
CONCAVE NORTHEASTERLY AND HAVING A RADIUS OF 2055.00 FEET, A RADIAL
LINE THROUGH SAID POINT BEARS NORTH 46 039'23" EAST; THENCE
SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 46047'58"
AND AN ARC DISTANCE OF 1678.53 FEET; THENCE PARALLEL TO AND 55.00 FEET
SOUTH OF THE NORTH LINE OF THE NORTHEAST QUARTER OF THE NORTHEAST
QUARTER OF SAID SECTION 8, ALSO BEING THE CENTERLINE OF AVENUE 52, NORTH
89 051'25" EAST, 859.04 FEET;
THENCE NORTH 0 008'35" WEST, 3.00 FEET; THENCE PARALLEL TO AND 52.00 FEET
SOUTH OF SAID NORTH LINE, NORTH 89 051'25" EAST, 155.06 FEET TO THE BEGINNING
OF A TANGENT CURVE CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF
291.00 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL
ANGLE OF 15 009'25" AND AN ARC DISTANCE OF 76.98 FEET; THENCE PARALLEL TO
AND 60.00 FEET SOUTH OF SAID CENTERLINE THE FOLLOWING FOUR (4) COURSES:
SOUTH 89 051'25" WEST, 1081.86 FEET TO THE BEGINNING OF A TANGENT CURVE
CONCAVE NORTHEASTERLY AND HAVING A RADIUS OF 2060.00 FEET; THENCE
NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 46 047'58"
AND AN ARC DISTANCE OF 1682.62 FEET TO THE BEGINNING OF A REVERSE CURVE
CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF 1940.00 FEET, A RADIAL
LINE THROUGH SAID POINT BEARS SOUTH 46 039'23" WEST; THENCE
3941015610 -0048 2
268916.10.04/26 /02
NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 46 043'49"
AND AN ARC DISTANCE OF 1582.26 FEET; THENCE SOUTH 89 °55'34" WEST, 1708.65
FEET TO A POINT ON THE WEST LINE OF THE EAST HALF OF THE SOUTHEAST
QUARTER OF THE SOUTHEAST QUARTER OF SAID SECTION 6; THENCE ALONG SAID
WEST LINE, NORTH 0004'16" EAST, 60.00 FEET TO THE POINT OF BEGINNING.
PARCEL A CONTAINS 1.506 ACRES, MORE OR LESS.
PARCEL B
THAT PORTION OF THE NORTH HALF OF THE NORTHEAST QUARTER OF SECTION 8,
TOWNSHIP 6 SOUTH, RANGE 7 EAST, SAN BERNARDINO MERIDIAN, MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SAID SECTION 8; THENCE ALONG
THE NORTH LINE OF SAID SECTION 8, ALSO BEING THE CENTERLINE OF AVENUE 52,
SOUTH 8051'25" WEST, 60.04 FEET TO THE TRUE POINT OF BEGINNING; THENCE
PARALLEL TO AND 60.00 FEET WESTERLY OF THE CENTERLINE OF JEFFERSON
STREET, SOUTH 2 012'44" EAST, 235.55 FEET TO A POINT OF CUSP WITH A TANGENT
CURVE CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF 171.00 FEET;
THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF
72 046'26" AND AN ARC DISTANCE OF 217.20 FEET; THENCE NORTH 74 °59'10" WEST,
55.07 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY
AND HAVING A RADIUS OF 291.00 FEET; THENCE NORTHWESTERLY ALONG SAID
CURVE THROUGH A CENTRAL ANGLE OF 15 009'25" AND AN ARC DISTANCE OF 76.98
FEET; THENCE PARALLEL TO AND 52.00 FEET SOUTH OF THE CENTERLINE OF
AVENUE 52, SOUTH 89 051'25" WEST, 155.06 FEET; THENCE SOUTH 0 °08'35" EAST, 3.00
FEET; THENCE PARALLEL TO AND 55.00 FEET SOUTH OF THE CENTERLINE OF
AVENUE 52, SOUTH 89 °51'25" WEST, 859.04 FEET TO THE BEGINNING OF A TANGENT
CURVE CONCAVE NORTHEASTERLY AND HAVING A RADIUS OF 2055.00 FEET;
THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF
13 017'09" AND AN ARC DISTANCE OF 476.51 FEET TO A POINT ON THE NORTH LINE OF
SAID SECTION 8, ALSO BEING THE CENTERLINE OF AVENUE 52; THENCE ALONG
SAID NORTH LINE, NORTH 89 °51'25" EAST, 1733.26 FEET TO THE POINT OF
BEGINNING.
PARCEL B CONTAINS 2.173 ACRES, MORE OR LESS.
394/015610 -0048 3
268916.10 a04/26/02
PARCEL C
THAT PORTION OF THE EAST HALF OF THE NORTHEAST QUARTER OF SECTION 8,
AND THE WEST HALF OF THE WEST HALF OF SECTION 9, TOWNSHIP 6 SOUTH, RANGE
7 EAST, SAN BERNARDINO MERIDIAN, MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
BEGINNING AT THE NORTHEAST CORNER OF SAID SECTION 8; THENCE ALONG THE
CENTERLINE OF JEFFERSON STREET, SOUTH 2 012'44" EAST, 5267.69 FEET TO THE
NORTHEAST CORNER OF SECTION 17, TOWNSHIP 6 SOUTH, RANGE 7 EAST, SAN
BERNARDINO MERIDIAN; THENCE ALONG THE SOUTH LINE OF SAID SECTION 9,
ALSO BEING THE CENTERLINE OF AVENUE 54, SOUTH 89 °50'56" WEST, 65.04 FEET;
THENCE PARALLEL TO AND 65.00 FEET WESTERLY OF THE CENTERLINE OF
JEFFERSON STREET, NORTH 2 °12'44" WEST, 297.88 FEET; THENCE NORTH 1 °23'37"
WEST, 350.04 FEET; THENCE PARALLEL TO AND 60.00 FEET WESTERLY OF THE
CENTERLINE OF JEFFERSON STREET, NORTH 2 °12'44" WEST, 3166.69 FEET TO A POINT
ON THE SOUTHERLY RIGHT OF WAY OF THE ALL AMERICAN CANAL; THENCE
ALONG SAID SOUTHERLY RIGHT OF WAY, NORTH 89053'14" EAST, 30.02 FEET;
THENCE PARALLEL TO AND 30.00 FEET WESTERLY OF THE CENTERLINE OF
JEFFERSON STREET, NORTH 2 012'44" WEST, 130.09 FEET TO THE NORTHERLY RIGHT
OF WAY OF THE ALL AMERICAN CANAL; THENCE ALONG SAID NORTHERLY RIGHT
OF WAY, SOUTH 89 °53'14" WEST, 30.02 FEET; THENCE PARALLEL TO AND 60.00 FEET
WESTERLY OF THE CENTERLINE OF JEFFERSON STREET, NORTH 2 012'44" WEST,
1322.87 FEET TO A POINT ON THE NORTH LINE OF SAID SECTION 8, ALSO BEING THE
CENTERLINE OF AVENUE 52; THENCE ALONG SAID NORTH LINE, NORTH 89 051'25"
EAST, 60.04 FEET TO THE POINT OF BEGINNING.
PARCEL C CONTAINS 7.220 ACRES, MORE OR LESS.
PARCEL D
THAT PORTION OF THE SOUTH HALF OF THE SOUTH HALF OF SECTION 8, AND THE
SOUTHWEST QUARTER. OF THE SOUTHWEST QUARTER OF SECTION 9, TOWNSHIP 6
SOUTH, RANGE 7 EAST, SAN BERNARDINO MERIDIAN, MORE PARTICULARLY
DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SECTION 17, TOWNSHIP 6 SOUTH,
RANGE 7 EAST, SAN BERNARDINO MERIDIAN; THENCE ALONG THE SOUTH LINE OF
SAID SECTION 9, SOUTH 89 °50'56" WEST, 65.04 FEET TO THE TRUE POINT OF
BEGINNIN G; THENCE CONTINUING SOUTH 89 °50'56" WEST, 132.94 FEET TO THE
SOUTHWEST CORNER OF SAID SECTION 9; THENCE ALONG THE SOUTH LINE OF THE
SOUTHEAST QUARTER OF SAID SECTION 8, ALSO BEING THE CENTERLINE OF
AVENUE 54, SOUTH 89 °59'23" WEST, 2647.64 FEET TO THE SOUTHWEST CORNER OF
SAID SOUTHEAST QUARTER; THENCE ALONG THE SOUTH LINE OF THE SOUTHWEST
QUARTER OF SAID SECTION, SOUTH 89 °33'59" WEST, 48.00 FEET TO THE BEGINNING
OF A NON - TANGENT CURVE CONCAVE SOUTHEASTERLY AND HAVING A RADIUS OF
394/015610-0048 4
268916.10 a0426102
48.00 FEET, A RADIAL LINE THROUGH SAID POINT BEARS SOUTH 89 °33'59" WEST;
THENCE LEAVING SAID SOUTH LINE, AND NORTHEASTERLY ALONG SAID CURVE
THROUGH A CENTRAL ANGLE OF 105 027'16" AND AN ARC DISTANCE OF 88.35 FEET;
THENCE SOUTH 74 058'44" EAST, 50.00 FEET TO THE BEGINNING OF A TANGENT
CURVE CONCAVE NORTHEASTERLY AND HAVING A RADIUS OF 100.00 FEET; THENCE
SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 15 000'38"
AND AN ARC DISTANCE OF 26.20 FEET; THENCE PARALLEL TO AND 30.00 FEET
NORTH OF THE SOUTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 8, ALSO
BEING THE CENTERLINE OF AVENUE 54, SOUTH 89 °59'23" EAST, 2514.64 FEET;
THENCE NORTH 83 002'52" EAST, 151.56 FEET; THENCE NORTH 44 °58'49" EAST, 36.66
FEET; THENCE PARALLEL TO AND 65.00 FEET WEST OF THE CENTERLINE OF
JEFFERSON STREET, SOUTH 2 °12'44" EAST, 74.00 FEET TO THE POINT OF BEGINNING.
PARCEL D CONTAINS 2.024 ACRES, MORE OR LESS.
PARCEL 2
THAT PORTION OF THE SOUTH HALF OF THE SOUTH HALF OF SECTION 5, THE EAST
HALF OF THE SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 6,
THE EAST HALF OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF
SECTION 7, AND SECTION 8, TOWNSHIP 6 SOUTH, RANGE 7 EAST, SAN BERNARDINO
MERIDIAN, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE INTERSECTION OF THE WEST LINE OF THE EAST HALF OF THE
SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF SAID SECTION 6 WITH THE
CENTERLINE OF AVENUE 52; THENCE ALONG SAID WEST LINE,, SOUTH 0 °04'16"
WEST, 60.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE PARALLEL TO AND
60.00 FEET SOUTH OF 'THE CENTERLINE OF AVENUE 52 THE FOLLOWING FOUR (4)
COURSES:
NORTH 89 055'34" EAST, 1708.65 FEET TO THE BEGINNING OF A TANGENT CURVE
CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF 1940.00 FEET; THENCE
SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 46 043'49"
AND AN ARC DISTANCE OF 1582.26 FEET TO THE BEGINNING OF A REVERSE CURVE
CONCAVE NORTHEASTERLY AND HAVING A RADIUS OF 2060.00 FEET, A RADIAL
LINE THROUGH SAID POINT BEARS NORTH 46 039'23" EAST; THENCE
SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 46 047'58"
AND AN ARC DISTANCE OF 1682.62 FEET; THENCE NORTH 89 °51'25" EAST, 767.06
FEET;
THENCE SOUTH 41 015'00" EAST, 787.18 FEET; THENCE PARALLEL TO AND 60.00 FEET
WESTERLY OF THE CENTERLINE OF JEFFERSON STREET, SOUTH 2 012'44" EAST, 669.32
FEET TO THE NORTHERLY RIGHT OF WAY OF THE ALL AMERICAN CANCEL; THENCE
ALONG THE NORTHERLY AND WESTERLY RIGHT OF WAY OF THE ALL AMERICAN
CANAL THE FOLLOWING SEVEN (7) COURSES:
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SOUTH 89 053'14" WEST, 2633.43 FEET; THENCE SOUTH 0 °00'06" EAST, 1320.62 FEET;
THENCE SOUTH 89 055'03" WEST, 20.00 FEET; THENCE SOUTH 0 000'06" EAST, 420.29
FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY AND
HAVING A RADIUS OF 796.20 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE
THROUGH A CENTRAL ANGLE OF 28 030'00" AND AN ARC DISTANCE OF 396.05 FEET;
THENCE SOUTH 28 030'06" EAST, 74.10 FEET TO THE BEGINNING OF A TANGENT
CURVE CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF 636.20 FEET;
THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF
11 °02'55" AND AN ARC DISTANCE OF 122.68 FEET;
THENCE LEAVING SAID WESTERLY RIGHT OF WAY, NORTH 60 °30'00" WEST, 59.57
FEET; THENCE NORTH 74 000'00" WEST, 188.00 FEET; THENCE NORTH 35 010'00" WEST,
68.00 FEET; THENCE NORTH 40 °35'00" WEST, 111.50 FEET; THENCE NORTH 40 °50'00"
West, 115.50 FEET; THENCE NORTH 75 °35'00" WEST, 93.50 FEET; THENCE NORTH
36 040'00" WEST, 162.50 FEET; THENCE NORTH 19 °35'00" EAST, 61.50 FEET; THENCE
NORTH 36 000'00" WEST, 172.50 FEET; THENCE NORTH 45 °15'00" WEST, 214.00 FEET;
THENCE NORTH 43 010'00" WEST, 173.00 FEET; THENCE NORTH 45 °25'00" WEST, 146.00
FEET; THENCE NORTH 13 055'00" WEST, 198.50 FEET; THENCE SOUTH 82 °00'00" WEST,
182.00 FEET; THENCE NORTH 58 °15'00" WEST, 187.50 FEET; THENCE NORTH 46 °00'00"
WEST, 180.50 FEET; THENCE NORTH 31 °50'00" WEST, 108.00 FEET; THENCE NORTH
5 055'00" WEST, 209.00 FEET; THENCE NORTH 10 °20'00" EAST, 180.50 FEET; THENCE
NORTH 4 040'00" EAST, 111.00 FEET; THENCE NORTH 2 °40'00" WEST, 88.50 FEET;
THENCE NORTH 14 000'00" WEST, 202.00 FEET; THENCE NORTH 64 040'00" WEST, 186.00
FEET; THENCE NORTH 67 °50'00" WEST, 187.00 FEET; THENCE SOUTH 76 °55'00" WEST,
124.00 FEET; THENCE SOUTH 37 °10'00" WEST, 122.00 FEET; THENCE SOUTH 88 °20'00"
WEST, 75.50 FEET; THENCE NORTH 88 °20'00" WEST, 75.00 FEET TO THE BEGINNING OF
A TANGENT CURVE CONCAVE NORTHEASTERLY AND HAVING A RADIUS OF 70.00
FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE
OF 72 025'00" AND AN ARC DISTANCE OF 88.47 FEET; THENCE NORTH 63 025'00" WEST,
59.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY
AND HAVING A RADIUS OF 135.00 FEET; THENCE NORTHWESTERLY ALONG SAID
CURVE THROUGH A CENTRAL ANGLE OF 77 030'00" AND AN ARC DISTANCE OF 182.61
FEET TO THE BEGINNING OF A REVERSE CURVE CONCAVE SOUTHWESTERLY AND
HAVING A RADIUS OF 47.00 FEET, A RADIAL LINE THROUGH SAID POINT BEARS
NORTH 75 050'00" WEST; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A
CENTRAL ANGLE OF 105 045'00" AND AN ARC DISTANCE OF 86.75 FEET; THENCE
SOUTH 88 020'00" WEST, 75.50 FEET; THENCE NORTH 72 °20'00" WEST, 64.00 FEET;
THENCE SOUTH 89 050'00" WEST, 88.50 FEET; THENCE NORTH 48 °10'00" WEST, 89.50
FEET; THENCE NORTH 38 °35'00" WEST, 230.50 FEET TO THE BEGINNING OF A
TANGENT CURVE CONCAVE SOUTHEASTERLY AND HAVING A RADIUS OF 90.00
FEET; THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE
OF 97 045'00" AND AN ARC DISTANCE OF 153.55 FEET; THENCE NORTH 8 °05'00" EAST,
116.00 FEET; THENCE NORTH 7 005'00" WEST, 293.00 FEET; THENCE NORTH 45 °45'00"
WEST, 143.00 FEET; THENCE NORTH 53 025'00" WEST, 284.00 FEET TO A POINT ON THE
WEST LINE OF THE EAST HALF OF THE SOUTHEAST QUARTER OF THE SOUTHEAST
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QUARTER SAID SECTION 6; THENCE ALONG SAID WEST LINE, NORTH 0 004'16" EAST,
1068.43 FEET TO THE POINT OF BEGINNING.
PARCEL 2 CONTAINS 292.135 ACRES, MORE OR LESS.
PARCEL 3
THAT PORTION OF THE SOUTH HALF OF THE NORTHEAST QUARTER, THE
SOUTHEAST QUARTER, AND THE SOUTHEAST QUARTER OF THE SOUTHWEST
QUARTER, OF SECTION 8; AND THE WEST HALF OF THE WEST HALF OF SECTION 9;
TOWNSHIP 6 SOUTH, RANGE 7 EAST, SAN BERNARDINO MERIDIAN, MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SECTION 17, TOWNSHIP 6 SOUTH,
RANGE 7 EAST, SAN BERNARDINO MERIDIAN; THENCE ALONG THE SOUTH LINE OF
SAID SECTION 9, SOUTH 89 °50'56" WEST, 65.04 FEET; THENCE PARALLEL TO AND
65.00 FEET WESTERLY OF THE CENTERLINE OF JEFFERSON STREET, NORTH 2 012'44"
WEST, 74.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 44 °58'49"
WEST, 36.66 FEET; THENCE SOUTH 83 °02'52" WEST, 151.65 FEET; THENCE PARALLEL
TO AND 30.00 FEET NORTH OF THE SOUTH LINE OF THE SOUTHEAST QUARTER OF
SAID SECTION 8, ALSO BEING THE CENTERLINE OF AVENUE 54, SOUTH 89 °59'23"
WEST, 2514.64 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE
NORTHEASTERLY AND HAVING A RADIUS OF 100.00 FEET; THENCE
NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 15 000'38"
AND AN ARC DISTANCE OF 26.20 FEET; THENCE NORTH 74 °58'44" WEST, 50.00 FEET
TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHEASTERLY AND
HAVING A RADIUS OF 48.00 FEET; THENCE SOUTHWESTERLY ALONG SAID CURVE
THROUGH A CENTRAL ANGLE OF 105 027'16" AND AN ARC DISTANCE OF 88.35 FEET
TO A POINT ON THE SOUTH LINE OF THE SOUTHWEST QUARTER OF SAID SECTION 8;
THENCE ALONG SAID SOUTH LINE, SOUTH 89 °33'59" WEST, 414.84 FEET TO A POINT
ON THE EASTERLY RIGHT OF WAY LINE OF THE ALL AMERICAN CANCEL, SAID
POINT ALSO BEING THE BEGINNING OF A NON - TANGENT CURVE CONCAVE
SOUTHEASTERLY AND HAVING A RADIUS OF 1372.40 FEET, A RADIAL LINE
THROUGH SAID POINT BEARS NORTH 56 056'06" WEST; THENCE ALONG THE
EASTERLY AND SOUTHERLY RIGHT OF WAY OF THE ALL AMERICAN CANAL, THE
FOLLOWING TWELVE (12) COURSES:
NORTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 1 034'00"
AND AN ARC DISTANCE OF 37.53 FEET; THENCE NORTH 34 °37'54" EAST, 814.10 FEET
TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHWESTERLY AND
HAVING A RADIUS OF 1492.40 FEET; THENCE NORTHEASTERLY ALONG SAID CURVE
THROUGH A CENTRAL ANGLE OF 6 024'00" AND AN ARC DISTANCE OF 166.70 FEET;
THENCE NORTH 28 013'54" EAST, 272.60 FEET TO THE BEGINNING OF A TANGENT
CURVE CONCAVE WESTERLY AND HAVING A RADIUS OF 776.20 FEET; THENCE
NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 56 044'00" AND
AN ARC DISTANCE OF 768.58 FEET; THENCE NORTH 28 °30'06" WEST, 74.10 FEET TO
THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY AND HAVING A
7941015610 -0048 7
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RADIUS OF 656.20 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A
CENTRAL ANGLE OF 28 030'00" AND AN ARC DISTANCE OF 326.41 FEET; THENCE
NORTH 0 000'06" WEST, 420.48 FEET; THENCE SOUTH 89 °55'03" WEST, 10.00 FEET;
THENCE NORTH 0 000'06" WEST, 954.66 FEET TO THE BEGINNING OF A TANGENT
CURVE CONCAVE SOUTHEASTERLY AND HAVING A RADIUS OF 236.48 FEET; THENCE
NORTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 89 053'20"
AND AN ARC DISTANCE OF 371.00 FEET; THENCE NORTH 89 °53'14" EAST, 2292.43
FEET;
THENCE PARALLEL TO AND 60.00 FEET WESTERLY OF THE CENTERLINE OF
JEFFERSON STREET, SOUTH 2 012'44" EAST, 3166.69 FEET; THENCE SOUTH 1 °23'37"
EAST, 350.04 FEET; THENCE PARALLEL TO AND 65.00 FEET WEST OF THE CENTERLINE
OF JEFFERSON STREET, SOUTH 2 012'44" EAST, 223.88 FEET TO THE POINT OF
BEGINNING.
PARCEL 3 CONTAINS 226.610 ACRES, MORE OR LESS.
PARCEL4
THAT PORTION OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF
SECTION 8, TOWNSHIP 6 SOUTH, RANGE 7 EAST, SAN BERNARDINO MERIDIAN, MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SAID SECTION 8; THENCE ALONG
THE NORTH LINE OF SAID SECTION 8, ALSO BEING THE CENTERLINE OF AVENUE 52,
SOUTH 89 051'25" WEST, 60.04 FEET; THENCE PARALLEL TO AND 60.00 FEET
WESTERLY OF THE CENTERLINE OF JEFFERSON STREET, SOUTH 2 012'44" EAST, 235.55
FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING SOUTH 2 012'44"
EAST, 418.00 FEET; THENCE NORTH 41 °15'00" WEST, 787.18 FEET; THENCE PARALLEL
TO AND 60.00 FEET SOUTH OF THE CENTERLINE OF AVENUE 52, NORTH 89 051'25"
EAST, 314.80 FEET TO THE BEGINNING OF A NON - TANGENT CURVE CONCAVE
SOUTHWESTERLY AND HAVING A RADIUS OF 291.00 FEET, A RADIAL LINE THROUGH
SAID POINT BEARS NORTH 13 °19'22" EAST; THENCE SOUTHEASTERLY ALONG SAID
CURVE THROUGH A CENTRAL ANGLE OF 1 041'28" AND AN ARC DISTANCE OF 8.59
FEET; THENCE SOUTH 74 °59'10" EAST, 55.07 FEET TO THE BEGINNING OF TANGENT
CURVE CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF 171.00 FEET;
THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF
72 046'26" AND AN ARC DISTANCE OF 217.20 FEET TO THE POINT OF BEGINNING.
PARCEL 4 CONTAINS 3.207 ACRES, MORE OR LESS.
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EXHIBIT "B"
FORM OF ADDENDUM
[SEE FOLLOWING PAGES]
394/015610 -0048
268916.10 a04/26/02
ADDENDUM TO ADDITIONAL AGREEMENT
THIS ADDENDUM TO ADDITIONAL AGREEMENT ( "Addendum ") is made and entered
into this _ day of 2002, by and among LA QUINTA REDEVELOPMENT
AGENCY, a public body, corporate and politic ( "Agency "), KSL LAND HOLDINGS, INC., a
Delaware corporation ( "KSL "), and KSL DESERT RESORTS, INC., a Delaware corporation
( "Desert Resorts ").
A. Agency, KSL, and Desert Resorts entered into that certain Additional Agreement,
with the Reference Date of 2002.
B. Pursuant to Section 2 of the Additional Agreement, any of the parties may cause the
execution of this Addendum to confirm the date of recordation of the Grant Deed as referred to
therein.
C. The parties hereby confirm that the date of recordation of the Grant Deed as referred
to in Section 2 of the Additional Agreement is 2002.
D. This Addendum may be executed in counterparts, each of which, when all parties
hereto have signed this Addendum, shall constitute an original.
[end — signature page follows]
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