2008 Bank of America - Subordination Agrmt to DARecording Requested By And
When Recorded Mail To:
City of La Quinta
DOC # 2008-0509916
09/28/2008 08:00A Fee:NC
Page 1 of 10
Recorded in Official Records
County of Riverside
Larry W. Ward
Assessor, County Clerk 8 Recorder
111111111111111111111111111111111111111111111111111111
78-495 Calle Tampico S I R U-1 PAGE SIZE I DA I MISC I LONG RFD COPY
La Quinta, CA 92253
Attention: City Manager M A L 465 426 PCOR NCO#CTY#UNII
EXAM
T. a M
[Exempt From Recording Fee Per Gov Code § 27383]
053
SUBORDINATION AGREEMENT
NOTICE: THIS SUBORDINATION AGREEMENT RESULTS IN YOUR SECURITY
INTEREST IN THE PROPERTY BECOMING SUBJECT TO AND OF LOWER
PRIORITY THAN THE LIEN OF SOME OTHER OR LATER SECURITY
INSTRUMENTS.
This SUBORDINATION AGREEMENT ("Agreement") is entered into by and between
BANK OF AMERICA, N.A., a national banking association (the `Beneficiary") and the CITY
OF LA QUINTA, a California municipal corporation and charter city organized and existing
under the Constitution of the State of California ("City").
RECITALS
A. CROWNE POINTE PARTNERS, LLC, an Oregon limited liability company
("Trustor"), is the trustor under that certain Construction Deed of Trust with Assignment of
Rents, Security Agreement and Fixture Filing dated October 8, 2004, and recorded on October
22, 2004, as Instrument No. 2004-0836425, in the Official Records of the County of Riverside
(the "Deed of Trust"). Beneficiary is the beneficiary under the Deed of Trust.
B. The Deed of Trust encumbers all of the real property in the City of La Quinta,
County of Riverside, State of California, described on Exhibit "A", which is attached hereto and
incorporated herein by this reference (the "Property").
C. Trustor is about to enter into a Development Agreement (the "Development
Agreement") with the City, relating to Trustor's development rights and obligations with respect
to the Property. Once executed, the Development Agreement will be recorded against the
Property. Section 3.2.1 of the Development Agreement requires, as a condition to the City's
issuance of any building permit for the project to be developed on the Property, that Trustor
execute and record against the Property a "City Declaration of CC&Rs" in the form attached to
the Development Agreement as Exhibit "C".
D. The City has required as a condition to its execution of the Development
Agreement that Beneficiary (i) subordinate the Deed of Trust to the Development Agreement,
and (ii) provide for the subordination of the Deed of Trust to the City Declaration of CC&Rs,
upon recordation of the same. Beneficiary now wishes to provide for such subordination.
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NOW, THEREFORE, in consideration of the foregoing Recitals, which are incorporated
herein by this reference, and for other valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereby agree as follows:
Subordination.
1.1 The Development Agreement, together with all rights and privileges of
City thereunder, shall unconditionally be and remain at all times a lien or charge on the Property
prior and superior to the Deed of Trust (including any renewals or extensions of, or advances,
including interest, thereunder).
1.2 Upon recordation of the City Declaration of CC&Rs, the City Declaration
of CC&Rs, together with all rights and privileges of City thereunder, shall unconditionally be
and remain at all times a lien or charge on the Property prior and superior to the Deed of Trust
(including any renewals or extensions of, or advances, including interest, thereunder).
2. Effect of Subordination. By executing this Subordination Agreement, Beneficiary
agrees that should Beneficiary acquire title to the Property by foreclosure (whether judicial or
nonjudicial), deed -in -lieu of foreclosure or any other remedy in or relating to the Deed of Trust,
the Beneficiary will acquire title subject to the provisions of the Development Agreement and the
City Declaration of CC&Rs, and all amendments to each such document, all of which shall
remain in full force and effect.
3. Covenant of Beneficiary. Beneficiary declares, agrees and acknowledges that to
Beneficiary's actual knowledge, without duty of inquiry or investigation, there is no breach,
event of default or default existing under the Deed of Trust or any circumstances, event,
omission or failure of condition which would constitute such a breach, default, or event of
default after notice or lapse of time, or both.
4. Reliance by City. The City would not agree to enter into the Development
Agreement without this Agreement and Beneficiary understands that in reliance upon, and in
consideration of, this subordination, specific obligations are being and will be entered into which
would not be made or entered into but for such reliance upon this subordination.
Miscellaneous
5.1 Entire Agreement. This Agreement shall be the whole and only agreement
with regard to the matters set forth herein and shall supersede and cancel, any prior agreement as
to such matters.
5.2 Successors and Assigns. This Agreement shall inure to and bind the heirs,
legatees, devisees, administrators, executors, successors and assigns of the parties hereto.
5.3 California Law. This Agreement shall be construed according to the
internal laws of the State of California without regard to conflict of law principles.
5.4 Severability. If any term, provision, condition or covenant of this
Agreement or the application thereof to any party or circumstances shall, to any extent, be held
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invalid or unenforceable, the remainder of this instrument, or the application of such term,
provision, condition or covenant to persons or circumstances other than those as to whom or
which it is held invalid or unenforceable shall not be affected thereby, and each term and
provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law.
5.5 Attorneys' Fees. In the event that any action, suit or other proceeding is
brought to enforce the obligations under this Agreement, the prevailing party shall be entitled to
receive all of such party's costs and expenses of suit, including attorneys' fees, expert witness
fees, and all costs incurred in each and every action, suit or other proceeding, including any and
all appeals or petitions therefrom.
5.6 Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall be an original, but all of which shall constitute one and the
same document.
[End — Signature pages follow]
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first
written above.
NOTICE: THIS SUBORDINATION AGREEMENT RESULTS IN YOUR SECURITY
INTEREST IN THE PROPERTY BECOMING SUBJECT TO AND OF LOWER
PRIORITY THAN THE LIEN OF SOME OTHER OR LATER SECURITY
INSTRUMENTS.
By;
City
APPROVED AS TO FORM
RUT & TUCKER, LL
By:
rnley
C !�-
A-3t A
"City"
CITY OF LA QUINTA, a California municipal
corporation and charter city organized and existing
uyArMopstitution of tba Statl of California
City Manager
"Beneficiary"
BANK OF AMERICA, N.A., a national bankins
asso
By:
Its:
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State of Calkmia )
County of-2 /V�' -XldQ) '' //
On HQ&.1-1 lecW 0lr , before me, i/1 A/f ,Z le,/ Notary Public,
e insvi name and title of th officer)
personally appeared D/YIIC.S G'/7O✓�°S e
who proved to me on the basis of satisfactory evidence to be the person(a) whose name() is/are
subscribed to the within instrument, and acknowledged to me that he/shelthey executed the same
in his/hen4 wir authorized capacity(i*), and that by his/hei;4heir signature(^ on the instrument the
person(*, or the entity upon behalf of which the person(t) 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.
REGENIA HENSLEY
_ _ Commission # 1521423 i
Notary Public--0011f0mi0 s_
Signature Riverside County
(seal)—V� MyCorrvn. Exp1resOct23, 2MB
State of California
County of
On
before me,
(here insert name and title of the officer)
Notary Public,
personally appeared
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)
882/015610-0096
930386 01 a06/09M -5-
State of Oregon )
County of (fla
On 3-goo 8 before me, V A v i a 90'ye r Notary Public,
(here insertname and title of the officer)
personally appeared 2i0.✓�Tot2c11ro� I SUP 0�c 6a'k 4611hea"6,C.
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.
DAL BAKER
NOTARY Pu9uc - OREOON
OOMMIMON NO.39130
(seal)
882/015610-0096 _
930386.01 a06/09/08 _6
?P a- LARRY W. WARD Recorder
P.O. Box 751
COUNTY OF RIVERSIDE Riverside, CA 92502-0751
ASSESSOR -COUNTY CLERK -RECORDER (951) 486-7000
http://rivemide.asrclkrce com
NOTARY CLARITY
Under the provisions of Government Code 27361.7, 1 certify under the penalty of perjury
thatthenotary seal on the document to which this statement is attached reads as
follows:
Name of Notary:
RN
Commission #: ? 9/3l�
Place of Execution: el" 'Q /YI2-S
Date Commission Expires: 4/i/ .`—, oi00 9
Date:
Signature:
Print Name:
.� /a ao ad'
, 2 H&"7s
ACR 186P-AS4RE0 (Rev. 01 /2005)
CONSENT TO RECORDATION
CROWN POINTE PARTNERS, LLC, an Oregon Limited liability company ("Owner"), owner
of the fee interest in the real property legally described in Exhibit "A" to the foregoing
Subordination Agreement, hereby consents to the recordation of the Subordination Agreement
against said real property.
"Owner"
CROWN
By:
Its:✓�-rr..i
State of
County
Oregon limited liability company
On before me, ALL a ) (2,J , Notary Public,
/�
(here ins name and title of the officer)
personally appeared acln e� P �4� ,
who proved to me on the gasis of satisf ctory 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 inhume t�
I certify under PENALTY OF PERJURY under the laws of the State of � that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature u.✓
(seal)
OFFICAL SE&
SEM JEAN OWEN
NOTARY PueuaonEGM
coMaM OMNO.sesols
arcCOMNSMoars NOVEMBER29.zooe
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EXHIBIT "A"
LEGAL DESCRIPTION OF THE PROPERTY
That certain real property located in the City of La Quinta, County of Riverside, State of
California, described as follows:
PARCEL A: PARCEL 2 OF LOT LINE ADJUSTMENT NO. 204-411 RECORDED OCTOBER 8, 2004
AS INSTRUMENT NO. 2004-0803272 MORE PARTICULARLY DESCRIBED AS THAT PORTION
OF LOT 1 OF TRACT NO. 29421 AS SHOWN BY MAP ON FILE IN BOOK 297, AT PAGES 54
THROUGH 57, INCLUSIVE OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA;
TOGETHER WITH THAT PORTION OF PARCEL 7 OF PARCEL MAP NO. 20426, AS SHOWN BY
MAP ON FILE IN BOOK 129, AT PAGES 49 THROUGH 55, INCLUSIVE OF PARCEL MAPS,
RECORDS OF RIVERSIDE COUNTY, CALIFORNIA; AS ADJUSTED BY LOT LINE
ADJUSTMENT NO. 97-244, RECORDED JUNE 5, 1997 AS INSTRUMENT NO. 199050 AND
199051, OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, DESCRIBED AS
FOLLOWS:
BEGINNING AT THE NORTHWESTERLY CORNER OF SAID LOT 1; THENCE EASTERLY
ALONG THE NORTHERLY LINE OF SAID LOT 1, NORTH 89-30'11" EAST, 272.69 FEET TO THE
EASTERLY TERMINUS OF SAID NORTHERLY LINE OF LOT 1; THENCE LEAVING SAID
NORTHERLY LINE OF LOT 1, SOUTH 40'40' 11" EAST, 192.39 FEET; THENCE SOUTH 36°16'42"
EAST, 201.26 FEET; THENCE SOUTH 53120' 16" EAST, 232.15 FEET; THENCE NORTH 87°56'22"
EAST, 193.32 FEET; THENCE NORTH 85154'55" EAST, 305.51 FEET; THENCE SOUTH 76°33'32"
EAST, 155.87 FEET; THENCE SOUTH 45°08'33" EAST, 221.84 FEET; THENCE SOUTH 51°13'44"
EAST, 112.98 FEET; THENCE SOUTH 54°28'39" EAST, 110.02 FEET; THENCE SOUTH 44°42'29"
EAST, 102.05 FEET; THENCE SOUTH 01'38'20" WEST, 37.58 FEET; THENCE SOUTH 45°00'00"
WEST, 209.79 FEET; THENCE SOUTH 04°59'49" WEST, 201.91 FEET; THENCE SOUTH 39°23'09"
EAST, 81.63 FEET TO A POINT ON A SOUTHEASTERLY LINE OF SAID LOT 1, SAID POINT
BEING ON A CURVE CONCAVE SOUTHEASTERLY, HAVING A RADIUS OF 81.00 FEET, A
RADIAL LINE THROUGH SAID POINT BEARS SOUTH 26032'46" EAST; THENCE
SOUTHWESTERLY ALONG SAID SOUTHEASTERLY LINE OF LOT 1 AND SAID CURVE
THROUGH A CENTRAL ANGLE OF 57°08'46", AN ARC DISTANCE OF 80.79 FEET TO THE
BEGINNING OF A TANGENT REVERSE CURVE CONCAVE NORTHWESTERLY, HAVING A
RADIUS OF 63.00 FEET, A RADIAL LINE THROUGH SAID POINT OF TANGENT REVERSE
CURVE BEARS NORTH 83041'32" WEST; THENCE SOUTHWESTERLY ALONG SAID
TANGENT REVERSE CURVE THROUGH A CENTRAL ANGLE OF 43045'42", AN ARC
DISTANCE OF 48.12 FEET; THENCE SOUTHWESTERLY ALONG SAID SOUTHEASTERLY
LINE OF LOT 1, SOUTH 50°04'10" WEST, 304.18 FEET TO THE BEGINNING OF A TANGENT
CURVE CONCAVE NORTHWESTERLY, HAVING A RADIUS OF 502.00 FEET; THENCE
WESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 30013'14", AN ARC
DISTANCE OF 264.78 FEET TO THE BEGINNING OF A TANGENT COMPOUND CURVE
CONCAVE NORTHERLY, HAVING A RADIUS OF 1445.00 FEET, A RADIAL LINE THROUGH
SAID POINT OF TANGENT COMPOUND CURVE BEARS SOUTH 09042'36" EAST; THENCE
WESTERLY ALONG SAID TANGENT COMPOUND CURVE THROUGH A CENTRAL ANGLE OF
19056'47", AN ARC DISTANCE OF 503.05 FEET; THENCE NORTHERLY LEAVING SAID
CURVE, NORTH 10°14'10" EAST, 5.00 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 1440.00 FEET, A RADIAL LINE THROUGH SAID POINT
BEARS SOUTH 10014'10" WEST; THENCE WESTERLY ALONG SAID CURVE THROUGH A
CENTRAL ANGLE OF 06026'37", AN ARC DISTANCE OF 161.95 FEET TO THE BEGINNING OF
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rrRUTAN
August 15, 2008
VIA OVERNITE EXPRESS
Tom Genovese, City Manager
City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
Re: Eden Rock Agreements
Dear Mr. Genovese:
Allison LeMoine-Bui
Direct Dial: (714) 662-4658
E-mail: alemoine-buiga rutan.com
At the request of Allison LeMoine-Bui, I am enclosing the following documents:
(1) Original 8/4/08 letter signed by Mr. Rembold - for your file
(2) Original Subordination Agreements with (1) Bank of America, (2) Crowne Pointe
Holdings, and (3) KSL Land Corporation and KSL Land Holdings — to be
recorded.
(3) Original Development Agreement — to be recorded.
Each of the enclosed agreements needs to be signed and notarized by the City. Once this has
been done, they will be ready for recordation. We would appreciate receiving recorded copies
when they become available.
Thank you for your attention to this matter. Please advise if you have any questions.
Very truly yours,
RUTAN & TUCKER, LLP
�ette Hollmer
Secretary to Allison LeMoine-Bui
Enclosures
Rutan & Tucker, LLP 1 611 Anton Blvd, Suite 1400, Costa Mesa, CA 92626
PO Box 1950, Costa Mesa, CA 92628-1950 1 714-641-5100 1 Fax 714-546-9035
Orange County I Palo Alto I www rutan.com
112/015610-0096
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A TANGENT COMPOUND CURVE CONCAVE NORTHEASTERLY, HAVING A RADIUS OF
285.00 FEET, A RADIAL LINE THROUGH SAID POINT BEARS SOUTH 16°40'48" WEST, THE
PRECEDING 4 COURSES BEING ON THE SOUTHERLY LINE OF SAID LOT 1; THENCE
WESTERLY AND NORTHERLY ALONG SAID TANGENT COMPOUND CURVE THROUGH A
CENTRAL ANGLE OF 73019'01", AN ARC DISTANCE OF 364.69 FEET; THENCE NORTH
00°0011" WEST, 478.78 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE
SOUTHWESTERLY, HAVING A RADIUS OF 385.00 FEET; THENCE NORTHERLY ALONG SAID
TANGENT CURVE THROUGH A CENTRAL ANGLE OF 49°14'43", AN ARC DISTANCE OF
330.90 FEET; THENCE LEAVING SAID TANGENT CURVE NORTH 40145'07" EAST, 5.00 FEET
TO THE BEGINNING OF A CURVE CONCAVE NORTHEASTERLY, HAVING A RADIUS OF
260.00 FEET, A RADIAL LINE THROUGH SAID POINT BEARS SOUTH 40°45'07" WEST;
THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 45°28'01",
AN ARC DISTANCE OF 206.32 FEET; THENCE NORTH 03046'53" WEST, 404.79 FEET TO THE
POINT OF BEGINNING, THE PRECEDING 6 COURSES BEING ON THE WESTERLY LINE OF
SAID LOT 1.
PARCEL B: LOT K OF TRACT MAP NO. TRACT NO. 29421 AS SHOWN BY MAP ON FILE IN
BOOK 297, AT PAGES 54 THROUGH 57, INCLUSIVE OF MAPS, RECORDS OF RIVERSIDE
COUNTY, CALIFORNIA; and
PARCEL C: TOGETHER WITH THE RIGHT TO GRANT AND TRANSFER SAME,
NONEXCLUSIVE EASEMENTS FOR PEDESTRIAN AND VEHICULAR (INCLUDING
CONSTRUCTION VEHICLES) INGRESS AND EGRESS, OVER AND ACROSS THE REAL
PROPERTY DESCRIBED ON EXHIBIT `B" ATTACHED HERETO AND INCORPORATED
HEREIN BY THIS REFERENCE (THE "ACCESS STREETS").
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