2022 (04) Saluda Grande-AvantStay STR REIT I to Build to Stay - Polo Villas LLC - Assignment & Assumption of DA DOC # 2022-0243650RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
Attn: City Clerk
DOC # 2022-0243660
05/26/2022 11:00 AM Fees: $0.00
Page 1 of 11
Recorded in Official Records
County of Riverside
Peter Aldana
Assessor -County Clerk -Recorder
**This document was electronically submitted
to the County of Riverside for recording**
Receipted by: KAREN #277
6$ zos?o (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 A�jSUMPTION OF DEVELOPMENT AGREEMENT
-
("Assignment") is made as of the day of April, 2022, by and among SALUDA GRADE —
AVANTSTAY STR REIT I, a Delaware limited liability company ("Assignor"), and BUILD
TO STAY — POLO VILLAS, LLC, a Delaware limited liability company ("Assignee"), with
reference to the following facts:
RECITALS
A. GTGF, LLC, a Delaware limited liability company ("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, among other real property, 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 lot 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'D.
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. GTGF assigned the Agreement to Saluda Grade Short Term Rental Inc., a Maryland
corporation ("SGSTRI"), pursuant to an Assignment and Assumption of Development Agreement
dated as of March 16, 2022, recorded March 25, 2022 as Doc # 2022-0146080 in the Official
Records of Riverside County, California (the "Official Records"), and SGSTRI assigned the
Agreement, with respect to the Property only (in addition to the Property, the Agreement also
includes 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,
however such SFR properties are not included in the assignment to SGSTRI and are part of this
"Exempt from fee per GC 27399.1 (a) (1),
fee cap of $225.00 reached"
Land at Polo Villas
La Quinta, CA 1 Sale to Build to Stay
Assignment),pursuant to an Assignment and Assumption of Development Agreement dated as of
March 16, 2022, recorded March 25, 2022 as Doc # 2022-0146080 in the Official Records of
Riverside County, California.
D. Section 1.8 of the Agreement provides the parameters within which Assignor may
assign its rights and obligations in the Agreement with the consent of the City, which include
notice to the City of Assignor's desire to assign, and an opportunity for the City to consent to the
assignment.
E. Assignor now desires to assign and delegate, and Assignee desires to accept and
assume, all of Assignor's rights and obligations under the Agreement in accordance with the terms
and conditions set forth herein.
F. City has approved the Assignment in accordance with the terms and conditions set
forth herein and in the Agreement.
AGREEMENT
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Assignor and Assignee do hereby agree as follows:
1. Assignment and Assumption. As of the Effective Date (as defined in Paragraph 9
below), Assignor hereby assigns to Assignee all of Assignor's right, title and interest whenever
accruing, and all of Assignor's duties and obligations, under the Agreement which accrue on and
after the Effective Date. Assignee accepts the foregoing assignment, and assumes Assignor's
duties and obligations under the Agreement which accrue on and after the Effective Date.
2. Indemnity. Assignor hereby agrees to indemnify, defend and hold Assignee
harmless 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 prior to the Effective Date
of this Assignment. Assignee hereby agrees to indemnify, defend and hold harmless Assignor
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. City Consent to Assignment. Effective as of the Effective Date, City hereby
consents to the Assignment and hereby fully releases and forever discharges Assignor from any
and all obligations to City under the Agreement for the Property.
Land at Polo Villas
La Quinta, CA -2- Sale to Build to Stay
5. Entire Agreement. 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 Assignor and Assignee.
6. 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.
7. 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.
8. 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.
9. 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.
10. 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.
11. Address. Assignee's address is:
Build To Stay — Polo Villas, LLC
2425 S. Stearman Dr.
Chandler, AZ 85286
(remainder ofpage intentionally left blank;
signatures on following pages)
Land at Polo Villas
La Quinta, CA -3- Sale to Build to Stay
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date
first above written.
ASSIGNOR:
SALUDA GRADE — AVANTSTAY STR REIT I,
a Delaware limited liability company
By: Saluda Grade Short Term Rental Inc.,
a Maryland corporation, its sole member
By:
Name:, -
its: i- +ea>d
(Signatures continue on the following page)
Land at Polo Villas
La Quinta, CA Sale to Build to Stay
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.
V,eq,j Year
State of eaifbrrtizr )
County of AA-5-J 't641k— ) %�
On HAY 31 2-1022 , before me,
(inscrt name and title of the officer)
Notary Public, personally appeared fi/aXja
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.
WITH S my hand and offic' seal.
Signature
(Seal)
PETER SPOSATO
NOTARY PUBLIC, STATE OF NEW YORK
Registration No. 01SP636im
Qualified in Nassau County
Commission Ex Ines Jul 17, 20
Land at Polo Villas
La Quinta, CA
Sale to Build to Stay
(Signatures continued from previous page)
Assignee:
BUILD TO STAY — POLO VILLAS, LLC,
a Delaware limited liability company
By:
Name:
Its:
Land at Polo Villas
La Quinta, CA -5- Sale to Build to Stay
4871-6172-6236, 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-C- ~ � )
County of )
On 4jPjL before me, IG-'
(insert nanic anJ tic of the otrcer)
Notary Public, personally appeared
who proved to me on the basis of satisfactory evi e 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 &4Wt at the
foregoing paragraph is true and correct.
WITH mLha nd offi, seal. CELESTINE CAMPBELL
Notary Public - Arizona
Maricopa County
Commission # 599744
+z ' My Comm. Expires Mar 10, 2025
Signature
Land at Polo Villas
La Quinta, CA Sale to Build to Stay
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 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)
Land at Polo Villas
La Quinta, CA EXHIBIT A Sale to Build to Stay
EXHIBIT B
SITE MAP
[Attached]
Land at Polo Villas
La Quinta, CA Sale to Build to Stay
EXHIBIT B
SITE MAPS
..:
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i
777.500-016 F�F r
s tie,
777.500.022
777-500-017
'• :~� Apr
;
4
777.500.021
_
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777.500.018
777.500-019
777.500.020
EXHIBIT B
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