Escrow Docs 2023 - Fidelity Title - City-Buyer Joint Escrow Instr File 386175 (Dune Palms LQ)BP DUNE PALMS LP
c/o Blackpoint Properties, LLC
1129 Industrial Ave, Ste. 205
Petaluma, California 94954
Phone: 415-601-2589
Email: jeff@blackpoint.com
October 30, 2023
Nancy Shenouda
National Escrow Officer
Fidelity National Title
4400 MacArthur Blvd, Ste 500
Newport Beach, CA 92660
nancy.shenouda@fnf.com
Re: Parcels 1, 2, and 3 of Parcel Map No. 38668,
NEC Hwy 111 & Dune Palms Rd, La Quinta, CA 92253 (the "Property")
Escrow File No. 00386175-001-NSO-JA 1
Dear Ms. Shenouda:
This letter constitutes joint escrow instructions of BP Dune Palms LP, a California
limited partnership, the Buyer herein, and the City of La Quinta, a municipal corporation of the
State of California ("City") in the above -referenced escrow, which instructions you are to follow
in addition to all other Buyer instructions delivered to you in connection with the closing of the
acquisition by Buyer of the above -referenced Property (the "Closing").
In connection with the anticipated development of the Property by Buyer following the
Closing:
(1) DWCG1, LLC, the Seller herein, as the pre -Closing owner of the Property, and the
City have previously entered into a certain Subdivision Improvement Agreement dated
October 18, 2023. Buyer, Seller, and the City have agreed that Seller's obligations under the
Subdivision Improvement Agreement shall be assigned to and assumed by Buyer concurrently
with, and conditioned upon, Buyer's acquisition of the Property, subject to the provisions of a
certain Assignment and Assumption Agreement and Amendment to Subdivision Improvement
Agreement ("Assignment Agreement") to be executed by said parties.
(2) Buyer and the City have agreed to the recordation upon Closing of a certain Easement
Agreement, which will release and replace the existing Grant of Easement by Seller to the City
recorded as Document Number 2007-0130623.
{BLKPNT/0026/CLOSE/02060111.DOCX}
An undated counterpart of the Assignment Agreement executed by Buyer and by Seller is
enclosed. You will separately receive from the City an executed counterpart of these instructions
and of the Assignment Agreement.
When and only when you have received a fully executed Assignment Agreement in the
enclosed form, and all conditions to the Closing of this Escrow have been met and you are
prepared to effect the Closing, then undersigned parties hereby irrevocably authorize and instruct
you upon Closing to date the Assignment Agreement to be effective as of the date of Closing,
and to deliver a final, dated and fully executed copy of the Assignment Agreement to Seller,
Buyer, and the City.
You will also separately receive counterparts of the Easement Agreement executed and
acknowledged by, respectively, the City and Buyer, and the consent of Buyer's Lender. You are
hereby authorized and instructed to insert the date of closing in, attach approved exhibits to
and/or insert approved information into, replace corrected pages as approved by the parties
within, and assemble separately executed counterparts of said Easement Agreement. Upon
receipt of written approval via email from Buyer and the City, or their respective counsel, of the
final and complete Easement Agreement, you are authorized and directed to cause the same to be
recorded in the Official Records of Riverside County upon Closing in accordance with the other
instructions of Buyer and Buyer's Lender.
In the event of any conflict between these instructions and any other instructions given by
Buyer, these instructions shall prevail. In the event of any conflict between these instructions
and any other instructions given by a party to this escrow, if you are not able to proceed as
instructed herein, you are directed to contact the undersigned immediately, take no further action
hereunder, and await further instructions from the parties or their counsel.
Sincerely,
BP DUNE PALMS LP,
a California limited liability company
By: Blackpoint Properties, LLC,
its General Partner
By: Jeff Halbert, Manager
{BLKPNT/0026/CLOSE/02060111.DOCX}
ATTEST:
1
FrarriFir
Monika Radeva, /ay Clerk
THE CITY OF LA QUINTA,
a California municipal corporation
2McMuh1en,
City Manager
/0/d102D,23
APPROVED AS TO FORM:
William H. Ihrke, City Attorney
[ B L KPNT/0026/C LOS E/0206011 I _ DOC X )