2023 (12) ABTS Polo Villas, LLC - AMEND 2 to Agr re Insubstantial Mod do DA 7-lots; TR 33085 RECORDED DOC # 2023-0383565RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:
City of La Quinta
Attn: City Clerk
La Quinta City Hall
78-495 Calle Tampico
La Quinta, CA 92253
DOC # 2023-0383565
12/28/2023 10:09 AM Fees: $0.00
Page 1 of 9
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: MARIA VICTORIA #411
Space Above This Line For Recorder's Use
(Exempt from Recording Fee per Government Code Sections 6103 and 27383)
SECOND AMENDMENT TO AGREEMENT
REGARDING INSUBSTANTIAL MODIFICATIONS TO
DEVELOPMENT AGREEMENT
This Second Amendment to Agreement Regarding Insubstantial Modifications to Development
Agreement ("Second Amendment") is made and entered into as of December 20, 2023 by and
between the CITY OF LA QUINTA, a California municipal corporation (the "City") and ABTS
POLO VILLAS, LLC, a Delaware limited liability company ("ABTS-PV"). City and ABTS-PV
are periodically referred to herein individually as a "Party" and collectively as the "Parties."
RECITALS
This Agreement is made and entered into with regard to the following facts, each of which is
acknowledged as true and correct by the City and Developer:
A. The City and GTGF, LLC, a Delaware limited liability company ("GTGF"), as the
original developer, entered into a development agreement on or about March 15, 2022 (the
"Original Agreement"). The Original Agreement was recorded in the Official Records of
Riverside County, California on April 18, 2022, as Instrument No. 2022-0182466. The Original
Agreement runs with the land and touches and concerns that certain real property in the City of La
Quinta, more particularly described in Exhibit A attached to this Agreement (the "Property").
Capitalized terns used herein and not otherwise defined shall have the meaning set forth in the
Original Agreement.
B. GTGF, LLC assigned its interest in the Original Agreement to Saluda Grade Short
Term Rental Inc., a Maryland corporation ("SGSTR") pursuant to that certain Assignment and
Assumption of Development Agreement dated March 16, 2022 recorded in the Official Records
of Riverside County, California on March 25, 2022, as Instrument No. 2022-146080.
C. SGSTR partially assigned its interest in the Original Agreement to BUILD TO
STAY—POLO VILLAS, LLC ("BTS -PV") pursuant to that certain Partial Assignment and
Assumption of Development Agreement and Termination of Prior Assignments dated February 7,
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DOC #2023-0383565 Page 2 of 9
2023, and recorded in the Official Records of Riverside County, California on February 8, 2023,
as Instrument No. 2023-0037091, with respect to the portion of the Property acquired by BTS -PV,
which is more particularly described in Exhibit B to this Modification (the "7 Lots Property").
D. The Original Agreement, solely with respect to the 7 Lots Property, was modified
by that certain Agreement Regarding Insubstantial Modifications to Development Agreement
between BTS -PV and the City dated March 23, 2023, and recorded in the Official Records of
Riverside County. California on March 24. 2023. as Instrument No. 2023-0084850 (the "DA
Insubstantial Modification Agreement"). The Original Agreement as modified by the DA
Insubstantial Modification Agreement shall hereinafter be referred to as the "Development
Agreement."
E. BTS -PV assigned its interest in the Development Agreement with respect to the 7
Lots Property to ABTS-PV pursuant to that certain Assignment and Assumption of Development
Agreement dated April 3, 2023, and recorded in the Official Records of Riverside County,
California on April 4, 2023, as Instrument No. 2023-0095732.
F. The Development Agreement, solely with respect to the 7 Lots Property, was
further modified by that certain First Amendment to Agreement Regarding Insubstantial
Modifications to Development Agreement between ABTS-PV and the City dated July 19, 2023,
and recorded in the Official Records of Riverside County, California on July 25, 2023, as
Instrument No. 2023-0215592.
G. As a result of the foregoing, as of the date hereof, ABTS-PV is the "Developer"
under the Development Agreement with respect to the 7 Lots Property.
H. Pursuant to Section 1.6(a) of the Development Agreement, ABTS-PV has proposed
to the City certain modifications to the Development Agreement as to the 7 Lots Property, which
are set forth in detail in this Agreement. Based on the representations and warranties from ABTS-
PV, which the City materially relies upon, the certain modifications set forth in this Agreement
constitute Insubstantial Modifications that are consistent with the Applicable Rules, as defined in
the Development Agreement, and shall promote the goals of the Development Agreement.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual promises and covenants herein
contained and other valuable consideration, the receipt and adequacy of which is hereby
acknowledged, the Parties hereto agree as follows:
1. The foregoing recitals are hereby incorporated into this Agreement by reference.
2. The terms of this Agreement run with the 7 Lots Property and are binding on the City,
ABTS-PV and its permitted successors and assigns.
3. Notwithstanding anything to contrary set forth in the Short -Term Vacation Rental
Regulations set forth in Chapter 3.25 (or successor provisions) of the La Quinta
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DOC #2023-0383565 Page 3 of 9
Municipal Code, Developer shall be issued, prior to the issuance of a certificate of
occupancy, short-term vacation rental permits by the City with respect to any of the
residential properties located within the 7 Lots Property, to market, advertise and/or list
for short-term rental, and to enter into a short-term rental agreement with respect to,
any of residential properties located within the 7 Lots Property; provided, however, that
no short-term rental use or occupancy of a residential property within the 7 Lots
Property shall occur prior to the issuance of a certificate of occupancy by the City for
such residential property.
4. The persons executing this Agreement on behalf of each Party each warrant and
represent that he or she has the authority to execute this Agreement on behalf of that
Party, as applicable.
5. The laws of the State of California shall govern this Agreement and all matters relating
to it, without regard to conflict of law principles, and the venue of any action brought
relating to this Agreement shall be in a state court in the County of Riverside,
California.
6. The "Effective Date- for this Agreement shall be the date this has been fully executed
and notarized by the respective Parties hereto.
7. This Agreement may be executed in several counterparts, each of which shall constitute
one and the same instrument and shall be binding upon the Parties.
(Signatures on next page)
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DOC #2023-0383565 Page 4 of 9
WITNESS WHEREOF, BTS -PV and the City have executed this Agreement as of the date first
above written.
ATTEST:
Monika Radeva, City Clerk
APPROVED AS TO FORM
RUTTAN & TUCKER, LLP
William H. Ihrke, City Attorney
ACTIVE
-4-
ABTS POLO VILLAS, LLC,
a Delaware limited liability company
("ABTS-PV")
SIGNED IN COUNTERPART
By:
Its:
CITY OF LA QUINTA,
a Ca ornia municipal corporation ("City")
By:
illen, City Manager
DOC #2023-0383565 Page 5 of 9
NOTARY ACKNOWLEDGMENT
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 Riverside
On December 20, 2023 before me, MONIKA RADEVA, Notary Public, personally
appeared JON McMILLEN (as City Manager for the City of La Quinta) who
proved to me on the basis of satisfactory evidence to be the person(s) whose
name(s) is/ace 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.
1
Signature: %
VI
DOCUMENT:
MONIKA RADEVA
Notary Public - California
Riverside County J
Commission f 2334260 -
My Comm. Expires Oct 22, 2024
(notary seal)
Polo Villas — Second Amendment to Agreement Regarding Insubstantial
Modifications to Development Agreement — Tract 33085; 7 -lots
DOC #2023-0383565 Page 6 of 9
WITNESS WHEREOF, BTS -PV and the City have executed this Agreement as of the date first
above written.
ATTEST:
SIGNED IN COUNTERPART
Monika Radeva, City Clerk
APPROVED AS TO FORM
RUTTAN & TUCKER, LLP
SIGNED IN COUNTERPART
William H. Ihrke, City Attorney
-4
ACM VE
ABTS POLO VILLAS, LLC.
a Delaware limited liability company
("ABTS-PV'')
By: +.
Its:
CITY OF LA QUINTA,
a California municipal corporation ("City")
SIGNED IN COUNTERPART
By:
Jon McMillen. City Manager
DOC #2023-0383565 Page 7 of 9
Notary Public or other otticer completing this
,:ertificate verifies onlv thc identity of the individual
h0 sizine(1 the document, to ‘vhicli this certificate
is at tuella, .,Ind not the truthfulness, accuracy. or
validitv of that document
NOT ACKNOWLEDGMENI:
STATE OF OltoArt )
COUNTY OF
Ont 2-b ?=3, before me, 1-7(*--xt‘o, Gr -'71-41E - ryl , Notary
_
Public, personally appeared C3r 0,,naor, S
, ho
pro\.ed to me on the basis of satisfactory evidence to be th p—e-rst;ntiwhose name(s) iS/are
suberibed to the within instrument and acknowledged to me that he:she/they executed the same
in his her their authorized eapacity(ies), and that by his/her/their signature(s) on the instrument
the personN), or the entity upon behalf of which the persor() acted, executed the instrument
1 certify under PENALTY of RJURY under the laws oldie State of California that the
foregoing paragraph is true and correct.
(Seal)
ACTIVE
WITNES y hand and official seal_
DOC #2023-0383565 Page 8 of 9
EXHIBIT A
Legal Description of Property Under Development Agreement
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 TH EOFFICE OF THE COUNTY
RECORDER OF SAID COUNTY.
For conveyancing pruposes 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 (Affect Lot 8)
777-500-009 (Affects Lot 9)
777-500-010 (Affects Lot 10)
and
LOTS 1 THROUGH 7 AND LETTERRED 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, IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY.
For conveyancing purposes only: APNs
777-500-016 (Affects Lot 1)
777-500-017 (Affects Lot 2)
777-500-018 (Affects Lot 3)
777-500-019 (Affects Lot 4)
777-500-020 (Affects Lot 5)
777-500-021 (Affects Lot 6)
777-500-022 (Affects Lot 7)
777-500-023 (Affects Lot B)
777-500-024 (Affects Lots C and D)
777-500-025 (Affects Lot E)
ACTIVE/120879941.9
DOC #2023-0383565 Page 9 of 9
EXHIBIT B
Legal Description of 7 Lots Property
Real property in the City of La Quinta, County of Riverside. State of California. 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.
APN: 777-500-016 (AFFECTS: LOT 1); 777-500-017 (AFFECTS: LOT 2); 777-500-018
(AFFECTS: LOT 3); 777-500-019 (AFFECTS: LOT 4); 777-500-020 (AFFECTS: LOT 5); 777-
500-021 (AFFECTS: LOT 6); 777-500-022 (AFFECTS: LOT 7); 777-500-023 (AFFECTS: LOT
B); 777-500-024 (AFFECTS: LOTS C AND D); 777-500-025 (AFFECTS: LOT E).
ACTIVE/120879941.9