2022 (01) GTGF, LLC to Saluda Grade Short Term Rental Inc - Assignment & Assumption of DA DOC # 2022-0146080Fu st American
Title Insurance Company
NATIONAL COMMERCIAL SERVICES
04/07/2022
VIA FEDEX
NCS: 1083346
Dear City of la CLuinta,
Please find enclosed the following document (s) which have been instructed to be return:
• Assignment and Assumption of Development Agreement
Should you need further assistance, please do not hesitate to contact our office.
Best regards,
Onny,mora
Recording Division
Encl.
777 South Figueroa St., Suite 400, Los Angeles CA 90017
TEL 213-271-1700
FIRST AMERICAN TITLE INSURANCE COMPANY
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
Attn: City Clerk
DOC # 2022-0146080
03/25/2022 03:29 PM Fees: $0.00
Page 1 of 12
Recorded in Official Records
County of Riverside
Peter Aldana
Assessor -County Clerk -Recorder
"This document was electronically submitted
to the County of Riverside for recording—
Receipted by: NORMA #248
(Space Above For Recorder's Use)
(Exempt from Recording Fee per Gov't Code §6103 and §27383)
ASSIGNMENT AND ASSUMPTION
OF DEVELOPMENT AGREEMENT
This ASSIGNMENT AND ASSUMPTION OF DEVELOPMENT AGREEMENT
("Assignment") is made as of the 16th day of March, 2022, by and among GTGF, LLC, a
Delaware limited liability company ("GTGF"), and SALUDA GRADE SHORT TERM
RENTAL INC., a Maryland corporation ("Assignee") with reference to the following facts:
RECITALS
A. GTGF entered into that certain Development Agreement (the "Agreement"),
dated March 15, 2022, by and between the City of La Quinta a California municipal corporation
and charter city organized and existing under the Constitution of the State of California ("City'),
on the one hand, and GTGF on the other hand, for the development of certain real property
consisting of eleven (11) single family residence (SFR) properties located on multiple parcels at
the addresses 51005-51205 Evangeline Way, La Quinta, CA 92553, and certain vacant real
property consisting of 7 unimproved residential lots with Assessor Parcel Numbers ("APNs")
777-500-016 thru -022 and 777-500-025, in the City of La Quinta, County of Riverside, State of
California, as more particularly described in the legal descriptions in Exhibit A attached hereto
and incorporated herein by this reference (each individual parcel (whether improved or vacant)
may be referred to herein as "One of the Properties", and collectively, the "Property'), and
more particularly depicted with corresponding APNs on the Site Map attached hereto as Exhibit
B and incorporated herein by this reference (the "Site'.
B. To enable construction on the Property, the City approved the Agreement, City's
General Plan, Final Tract Maps, Specific Plan, Project Site Development Permits, Future Tract
Maps, and all other Project Approvals, as those terms are defined in the Agreement.
C. Section 1.8 of the Agreement provides the parameters within which GTGF may
assign its rights and obligations in the Agreement without the consent of the City, which includes
transfers to an Affiliated Party (as defined in the Agreement).
D. Assignee meets the definition of an Affiliated Party, as Assignee is owned and
controlled by an indirect shareholder of Assignor.
DIGS-1OS33��
E. GTGF now desires to assign and delegate, and Assignee desires to accept and
assume, all of GTGF's rights and obligations under the Agreement in accordance with the terms
and conditions set forth herein.
AGREEMENT
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, GTGF and Assignee do hereby agree as follows:
1. Assigqment and Assum tion. As of the Effective Date (as defined in Paragraph 9
below), GTGF hereby assigns to Assignee all of GTGF's right, title and interest whenever
accruing, and all of GTGF's duties and obligations, under the Agreement which accrue on and
after the Effective Date. Assignee accepts the foregoing assignment, and assumes GTGF's
duties and obligations under the Agreement which accrue on and after the Effective Date.
2. Indemnity. Assignee hereby agrees to indemnify, defend and hold harmless
GTGF from and against any and all claims, actions, damages, proceedings, costs and expenses,
including, without limitation, reasonable attorneys' fees, arising from or in any way relating to
the Agreement and the performance of the obligations thereunder accruing on or subsequent to
the Effective Date of this Assignment.
3. Attorneys' Fees. In any action or proceeding arising out of this Assignment, or
the transactions contemplated hereby, the prevailing party therein shall be entitled to recover
from the other party thereto the reasonable attorneys' and paralegals' fees, court costs, filing
fees, publication costs and other expenses incurred by the prevailing party in connection
therewith, at trial and all appellate proceedings.
4. Entire A,-,reement. This Agreement represents the final and entire agreement
between the parties in connection with the subject matter hereof, and may not be modified except
by a written agreement signed by both GTGF and Assignee.
5. Governing Law. This Agreement has been prepared, negotiated, and executed in,
and shall be construed in accordance with, the laws of the State of California, without regard to
conflict of law rules.
6. Cooperation. The parties agree to cooperate and coordinate with each other as
reasonably necessary in connection with the parties' performance of their respective obligations
under the Agreement or any joint obligations thereunder which may exist from time to time;
provided, however, that the parties do not intend by this provision to increase or create any
additional obligations for either party under the Agreement.
7. Successors and Assigns. This Assignment shall be binding upon and shall inure
to the benefit of the parties hereto and their respective heirs, personal representatives, successors
and assigns.
8. Effective Date. For purposes of this Assignment, the Effective Date shall be the
date this Assignment is recorded in the Official Records of Riverside County, California.
-2-
4863-3359-1830, v. 2
9. Counterparts. This Assignment may be executed in any number of counterparts
by each of the undersigned on separate counterparts, and each such counterpart shall be deemed
to be an original, but all such counterparts put together shall constitute but one and the same
Assignment.
10. Address. Assignee's address is:
Saluda Grade Short Term Rental Inc.
c/o AvantStay Investments, LLC
P.O. Box 35539
Los Angeles, CA 90035
(remainder of page intentionally left blank;
signatures on following pages)
-3-
4863-3359-1830, v. 2
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date first above written.
GTGF:
GTGF, LLC,
a Delaware limited liability company
By:
Its: AuTha22zej <16tA/4'10'L`('
(Signatures continue on the following page)
In
4863-3359-1830, v. 2
ACKNOWLEDGEMENT
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 & Ver�2_ (d e
On _ 3/2 2— Z-- , before me, � 5 ��c C� i',?
(insert name and Yule of the officer)
Notary Public, personally appeared Je55e !�Kg/,-Z ,
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature �'�� (Seal)
A r���>w ESTEBAN HINOJOSA <
COMM. # 2360187
`p NOTARY PUBLIC-CALIFORNIA +'
COUNTY OF RIVERSIDE
Rom" MY Comm. EXP. JUNE 7, 2025
2607/024674-0011
9806021
4863-3359-1830, v. 2
(Signatures continued from previous page)
Assignee:
SALUDA GRADE SHORT TERM RENTAL
INC., a Maryland corporation
B
Name; R air Brennan
Its: Secretary
* AKA Ryan Paul Brennan
(Signatures continue on the following page)
-5-
dRFi'�_�:��iq_1
ACKNOWLEDGEMENT
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 Con ctic t )
County o -=
On '� G '� � 422 , before me, �,Y_Cd1Cu��4 J �A�
(insert name alfflitle of the officer)
Notary Public, personally appeared. 4Jl/6 r -1 �( 1?:' -, ); l c, 'q ,
who proved to me on the basis of satin � ory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of Connecticut that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
1
S igna
voLaN T -
Notary
Connec
My Commission Expires May 31, 2023
• i•.W
l
6 A• �g V�
(Seal) t
ILLEGIBLE NOTARY SEAL CERTIFICATION
(Government Code 27361.7)
I certify under penalty of perjury that the notary seal on the document to which
this statement is attached reads as follows:
Name of Notary
Commission Number
Vendor No.
County/State where
Bond is filed
Commission Exp. Date
Executed in the City of
03/25/2022
Date
Yolanda Tarapage
. State Connecticut
. May 31, 2023
Los Angeles , State of California
First Amer'can Title
B.
Signature of Declarant
Manuel Zamora
Type or Print Name
EXHIBIT "A"
PROPERTY DESCRIPTION
The land referred to herein below is situated in the City of La Quinta, County of Riverside, State
of California, and is described as follows:
LOTS 1 THROUGH 11 OF TRACT MAP NO. 36279, IN THE CITY OF LA QUINTA,
COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP FILED ON MAY 27,
2015 IN BOOK 445 OF MAPS, PAGES 62 AND 63, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY.
For conveyancing purposes only: APNs
777-500-001 (Affects Lot 1)
777-500-002 (Affects Lot 2)
777-500-003 (Affects Lot 3)
777-500-004 (Affects Lot 4)
777-500-005 (Affects Lot 5)
777-500-006 (Affects Lot 6)
777-500-007 (Affects Lot 7)
777-500-008 (Affects Lot 8)
777-500-009 (Affects Lot 9)
777-500-010 (Affects Lot 10)
777-500-011 (Affects Lot 11)
and
LOTS 1 THROUGH 7 AND LETTERED LOTS B THROUGH E OF TRACT MAP NO. 33085,
IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS
PER MAP RECORDED IN BOOK 460, PAGES 25 AND 26, OF MAPS, IN THE OFFICE OF
THE COUNTY RECORDER OF SAID COUNTY.
For conveyancing purposes only:
APN 777-500-016 (Affects: Lot 1)
APN 777-500-017 (Affects: Lot 2)
APN 777-500-018 (Affects: Lot 3)
APN 777-500-019 (Affects: Lot 4)
APN 777-500-020 (Affects: Lot 5)
APN 777-500-021 (Affects: Lot 6)
APN 777-500-022 (Affects: Lot 7)
APN 777-500-023 (Affects: Lot B)
APN 777-500-024 (Affects: Lots C and D)
APN 777-500-025 (Affects: Lot E)
EXHIBIT "A"
4863-3359-1830, v. 2
EXHIBIT B
SITE MAP
[Attached]
4863-3359-1830, v. 2