2023-10-20 SilverRock - PAs 7-9 Financing (Keillor) City Letter Committing to Mechanic's Lien Reporting (from Robert Green)SILVERROCK DEVELOPMENT COMPANY, LLC
October 20, 2023
Mr. Jon McMillen
City Manager
City of La Quinta
78495 Calle Tampico
La Quinta, CA 92253
Re: Mechanic's Liens Reporting for Certain Property Subject to Purchase, Sale and
Development Agreement (as amended, "PSDA") by and between the CITY OF LA QUINTA, a
California municipal corporation and charter city (the "City"), SILVERROCK DEVELOPMENT
COMPANY, LLC, a Delaware limited liability company ("Developer")
Dear Jon:
This letter and implementing_agreement ("letter agreement") is a follow-up to the recent closing
of the loan of approximately up to $25 million with initial gross loan amount of $12.5 million (the
"$25 million loan" or "loan") recorded against Planning Areas 7, 8 and 9 (Parcels 10, 11 and 12
of Parcel Map No. 37202, Filed in Book 242, Pages 72 through 87 of Marcel Maps, in the Office
of the County Recorder of Riverside County, California (the "PA 7,8,9 Property"). The PA 7,8,9
Property is a portion of the real property subject to the PSDA.
As agreed in our acknowledgement letter with the City dated September 19, 2023, the loan is
subject to a holdback to pay off and remove all mechanic's liens (other than those of the two
general contractors) recorded against the Phase 1A Property and the Phase 1B Property (as
defined in PSDA Amend. No. 2) (the "Mechanic's Liens Payoffs"). Hereinafter, the Phase 1A
Property, the Phase 1B Property, and the PA 7,8,9 Property may be referred to as the "Reporting
Property."
Following the loan closing (the "Closing"), which occurred on October 13, 2023, Developer agrees
to report Identified Risks to the City, on the terms set forth below. "Identified Risk" shall mean
any statutory lien or claim of lien, affecting the legal title to the Reporting Property, that arises
from services provided, labor performed, or materials or equipment furnished to the Reporting
Property as of the Closing. Until the Identified Risk has been discharged, satisfied, cleared from
the public record, or removed from the title to the Reporting Property to the satisfaction of
Fidelity National Title Insurance Company (the "Title Company"), Developer shall have the
obligation, at Developer's own cost and expense, to deliver to the City Manager for the City of La
Quinta, California ("City Manager"), via email at jmcmillen@laquintaca.gov, a report when
reasonably requested by the City Manager but no less than on a quarterly basis, that includes:
(a) a description of the status of payoffs and payments made to discharge part or all of the
Identified Risk, (b) a description of the status of any disputes over payoffs or payments to
343 Fourth Avenue, San Diego, CA 92101, (760) 634-6543
Mr. Jon McMillen
October 20, 2023
Page 2
discharge part or all of the Identified Risk (excluding any description subject to any applicable
legal privilege from disclosure, such as attorney-client communications or attorney work
product), (c) a list of any person or entity with a statutory lien or claim of lien that arises from an
Identified Risk, and (d) a list of any significant circumstances or delays or other issues that could
impact the discharge, satisfaction, or clearing from the public record the Identified Risk (each
such report, a "Status Report"). The City of La Quinta has the right, but not the obligation, to
enforce the foregoing reporting obligations of the Developer.
For reference purposes only, attached to this letter agreement is that certain Report on
Mechanics Liens as of: October 13, 2023 ("Attachment 1"), which shall be used to assist the City
Manager and Developer to track the Identified Risk and for purposes of updates in subsequent
Status Reports as described in the preceding paragraph.
This letter agreement memorializes our commitment to the reporting described above, and we
request that you sign this letter on behalf of the City confirming the agreed upon reporting.
Thank you very much for your consideration of this request. Please let us know if you would like
to discuss this further.
Most Sincerely,
SILVERROCK DEVELOPMENT COMPANY, LLC
a Delaware limited liability company
By: The Robert Green Company,
a California corporation, its manager
By:
Robert S. Green. Jr.
President
Acknowledged and agreed on behalf of City of La Quinta:
en, City Manager
cc. Bill Ihrke, City Attorney
Attachment 1 (next page)
343 Fourth Avenue, San Diego, CA 92101, (760) 634-6543
Mr. Jon McMillen
October 20, 2023
Page 3
Attachment 1
Report on Mechanics Liens as of: October 13, 2023
The Robert Green Company
TalusLa Quinta
Report on Mechanics Liens
as of: October 13, 2023
#of subs
31
OutstandingLiensto Settle
Li ens Settled
# of Liens I Estimated Settlement $
Subcontractor/Supplier
I #of Liens
Total Settlement Amount
Contracting Concrete
1 $
12,293.38
Hart Brothers
1 $
505,242.55
Conserve
2 $
100,701.00
ICS
3 $
2,069,708.63
Consumer Pi.e
1 $
11,455.91
Ferguson
$
43,723.56
H&E
$
43,515.09
Hill
$
4,215.20
Morsco
$
241,557.10
Omniduct
2 $
42,249.12
Toro
2 $
28,774.87
Tru -Duct
1 $
147,483.49
Trane
1 $
579,790.01
Kodiak
1 $
46,359.14
Kincaid
2 $
1,432,362.40
RandyJackson
$
20,186.17
Ultimate$111
178,591.12
CED
$
850,000.00
WB Powell
$
48,431.47
Bay City$
558,069.94
Main Electric
$
75,654.33
Saftco
$
Ell
28,475.10
Walters
$
109,615.42
Wesco
$
512,722.15
Rowan11
$
684,359.99
Ayala
$
422,383.01
California Boring
1 $
214,104.00
BMC West
1 $
472,517.18
Shasta
2 $
111,600.00
'ginger
1 $
74,649.60
Elljay
1 $
57,888.00
Total
49 $
9,728,678.93
#of subs
31
OutstandingLiensto Settle
Subcontractor/Supplier
# of Liens I Estimated Settlement $
Division 7
Gauston
L2
2
3
2
: $ 86,472.05
; $ 54,073.68
$ 84,179.02
R3
Western Water Works
3
1
1
2
; $ 176,373.90
$ 13,148.70
$ 18,550.66
; $ 99,782.32
Beacon Building
Taber
Trimark
White's Steel
Orco Block
Spring Valley
3
3
1
$ 360,858.37
$ 106,133.62
$ 10,505.04
1
$ 16,650.00
Thompson Building
NSWC
1
1
$ 46,215.86
$ 132,656.43
WhiteCa,r
Sunbelt
Mckinley
1
1
1
$ 15,193.23_
i $ 6,198.62
; $ 9,279.90
Total I 27 1 5 1,236,271.40
16
343 Fourth Avenue, San Diego, CA 92101, (760) 634-6543