2018 Sunrise LQ, LLC & Andalusia Country Club - Madison St Amend to Assign & Assump Agrmt DOC # 2018-0421848DOC # 2018-0421848
RECORDING REQUESTED BY:
10/25/2018 11:42 AM Fees: $0.00
First American Title Company
Page 1 of 9
Recorded in Official Records
WHEN RECORDED MAIL DOCUMENT TO:
County of Riverside
Peter Aldana
Sunrise L Q , LLC
Assessor -County Clerk -Recorder
300 Eagle Dance Circle
Palm Desert, CA 92211
"This document was electronically submitted
to the County of Riverside for recording"
Receipted by: MARY #420
A.P.N.: Not Applicable
Property Address: See attached legal , La Quinta, CA
TRA:
DTT: N/A
Space Above This Line for Recorder's Use Only
File No.: OSA-5600012 (br)
Amendment to Assionment and Assumption of Median Landscaoina Maintenance,
Aareement
Title of Document
Exemption reason declared pursuant to Government Code 27388.1
❑ This Document is a transfer that is subject to the imposition of documentary transfer tax.
This is a document recorded in connection with a transfer that is subject to the imposition of document
transfer tax.
Document reference: Pe-&ar-d.,n? mh C—e-e-cm-A y 6&r4west,
❑ This document is a transfer of real property that is a residential dwelling to an owner -occupier
❑ This is a document recorded in connection with a transfer of real property that is a residential dwelling to
an owner -occupier.
Document reference:
THIS PAGE ADDED TO PROVIDE EXEMPTION INFORMATION FOR THE BUILDING HOMES AND JOBS ACT FEE
(SB-2; AFFORDABLE HOUSING FEE) ($3.00 Additional recording fee applies)
DOC #2018-0421848 Page 2 of 9
Recording Requested By.
First American Title Company
National Homebuilder Services
Subdivision Department
RECORDING REQUESTED BY
SUNRISE LQ, LLC
300 Eagle Dance Circle
Palm Desert, CA 92211
AND WHEN RECORDED MAIL TO
SUNRISE LQ, LLC
300 Eagle Dance Circle
Palm Desert, CA 92211
hbDw la -T) —
AMENDMENT TO, ASSIGNMENT AND ASSUMPTION OF MEDIAN LANDSCAPING
MAINTENANCE AGREEMENT
THIS AMENDMENT TO, ASSIGNMENT AND ASSUMPTION OF MEDIAN
LANDSWPE�GINTENANCE AGREEMENT (this "AssiLanment") is made as of this 9, 2018 (the "Effective Date"), by CORAL OPTION I, LLC, a
Delaware limited liability company ("Assignor"), in favor of ANDALUSIA COUNTRY
CLUB, LLC, a Delaware limited liability company and SUNRISE LQ, LLC, a Delaware
limited liability company ("Assignee"), with amendment, consent and release granted by the
CITY OF LA QUINTA, a California Municipal Corporation (the "City"), collectively, (the
"Parties").
WITNESSETH:
WHEREAS, Assignor and the City are parties to that certain Median Landscaping
Maintenance Agreement Coral Mountain Development, dated January 11, 2006, and recorded on
May 8, 2006 as Document No. 2006-0331924 in the Official Records of Riverside County,
California (as amended, supplemented, or modified, the "Agreement"), which Agreement
encumbers certain tracts or parcels of property as described therein and incorporated herein (the
"Property");
WHEREAS, the City has confirmed that all of the Improvements (as defined in
the Agreement), required by the Agreement are complete;
WHEREAS, the City has confirmed that the maintenance of the Improvements (as
defined in the Agreement), required by the Agreement is current and there are no outstanding
obligations, other than the ongoing maintenance thereof;
WHEREAS, pursuant to that certain Grant Deed of even date herewith (the
"Deed '), Assignor is granting and conveying the Property to Assignee;
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DOC #2018-0421848 Page 3 of 9
WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to
assume from Assignor, all right, title, interest, reservations, powers and privileges of Assignor
under the Agreement, all on the terms hereinafter set forth; and
NOW, THEREFORE, in consideration of the sum of TEN AND NO/100THS
DOLLARS ($10.00), and other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Assignor, with full power and authority to so act, and
concurrently with the delivery of the Deed to Assignee, hereby sells, transfers, assigns and sets
over to Assignee, its successors and assigns, all right, title, interest, reservations, powers, and
privileges of Assignor under the Agreement (collectively, the "Assigned Rights").
By the City's execution hereof, the City hereby (i) warrants the following: (a) that the
Assignor is not in default in the performance of any duty or obligation under the Agreement; (b)
except for this Assignment, the City has not consented to the Agreement being assigned,
modified or amended; (c) there are no existing or pending lawsuits, and no defenses or offsets
relating to lawsuits, arising out of the Agreement; and (d) the Improvements (as defined in the
Agreement) are complete; (ii) consents to such foregoing assignment of the Assigned Rights, (iii)
releases Assignor of all obligations and liability under the Agreement accruing from and after the
date hereof, and (iv) acknowledges, accepts and confirms the amendment of the Agreement as
stated below.
Assignee does hereby assume and agree to observe and perform and be bound by all of
Assignor's obligations and duties under the Agreement accruing from and after the date hereof.
Assignee agrees to indemnify, protect, defend and hold Assignor harmless from and against any and
all liabilities, losses, costs, damages and expenses (including reasonable attorneys' fees) directly or
indirectly arising out of or related to any breach or default in Assignee's foregoing obligations.
Assignor shall remain liable for all of Assignor's obligations under the Agreement accruing
prior to the date hereof, except to the extent that any such obligation is prorated and adjusted, or
otherwise credited to Assignee, at Closing (as defined in the Sale Agreement, as hereinafter
defined). Assignor agrees to indemnify, protect, defend and hold Assignee harmless from and
against any and all liabilities, losses, costs, damages and expenses (including reasonable attorneys'
fees) directly or indirectly arising out of or related to any breach or default in Assignor's foregoing
obligations.
As used herein, "Sale Agreement" shall mean that certain Purchase and Sale Agreement,
dated as of July 13, 2018, as amended, by and among CORAL OPTION I, LLC, a Delaware limited
liability company, T.D. DESERT DEVELOPMENT LIMITED PARTNERSHIP, a Delaware
limited partnership, CORAL MOUNTAIN, LLC, a Delaware limited liability company, and
SUNRISE LQ, LLC, a Delaware limited liability company, as the same may have been amended,
modified or assigned.
The Parties also desire to amend the Agreement to include the following provision:
14. Maintenance by a Master Association. City acknowledges, agrees, and consents
to the subsequent assignment of the obligations to maintain the Improvements (as
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DOC #2018-0421848 Page 4 of 9
defined in the Agreement) from the Owner to the Andalusia at Coral Mountain
homeowner's association ("Master Association"), and that at such time as Owner
assigns to the Master Association, and Master Association assumes from Owner,
Owner's obligations under this Agreement, Owner shall be relieved of liability
hereunder. Notwithstanding the foregoing, however, the City's consent to this
assignment shall be contingent and subject to the following conditions and
restrictions:
(a) Within thirty (45) days of the assignment from Owner to the Master Association,
the Owner and/or Master Association shall deliver a copy of whatever instrument,
writing, or document the Owner and Master Association utilized to assign the
obligations under this Agreement (the "Assignment Instrument") to the City.
Should the Owner and/or Master Association fail to comply with this requirement,
the City's consent as provided by this Section 14 shall be deemed void, and the
obligations under this Agreement shall immediately revert to Owner.
(b) Upon receipt of the Assignment Instrument, the City shall have forty-five (45)
days to review the Assignment Instrument, to verify that the Assignment Instrument,
and the Master Association are acceptable, in the City's sole and absolute discretion.
Should the City determine that either the Assignment Instrument or the Master
Association is unacceptable, the City shall provide written notice to Owner as
provided for in this Agreement ("Revocation of Consent"). Upon receipt of the
City's Revocation of Consent, all obligations under this Agreement shall revert back
to Owner. Should the City fail to provide a Revocation of Consent within the time
frame described in this paragraph 14(b), the City's consent shall remain.
(c) Should the City's consent be revoked or rendered void under either Section
14(a) or Section 14(b) at any time, Owner shall forever forfeit its rights under this
Section 14. Notwithstanding the foregoing, Owner and City shall retain the
authority to consent to the assignment of this Agreement pursuant to any other
provision of this Agreement at any time.
This Assignment shall be binding upon and inure to the benefit of Assignor, Assignee, the
City and their respective heirs, executors, administrators, successors and assigns.
In the event there is a conflict between the original Agreement and this Amendment, this
Amendment shall control.
This Assignment may be executed in two or more counterparts, each of which shall be
deemed an original, but all of which together shall constitute one and the same instrument.
[SIGNATURES BEGIN ON NEXT PAGE]
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DOC #2018-0421848 Page 5 of 9
IN WITNESS WHEREOF, Assignor, Assignee, and the City have executed this
instrument under seal as of the date set forth above.
ASSIGNOR:
CORAL OPTION I, LLC, a Delaware
limited liability company
By:
(2>7 -
Name: rS o/q i
Title: v P
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 6 041—
On 0?40btK [( , 2018, before me, &0(6- 6M-eL- , Notary Public,
personally appeared —Y-A" who proved to me on the basis of
satisfactory evidence to be the pei`SonK whose namek4r) is/ape subscribed to the within
instrument and acknowledged to me that he/she/+hey executed the same in his/het4htir
authorized capacity(ie5), and that by his/lair signatureW on the instrument the personfs), or
the entity upon behalf of which the perso*) 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.
SONIA RONOEZ
Notary Public — California
WITNESS my hand and official seal. s Riverside County
Commission # 2212768
My Comm. Expires Oct 1. 2021
(Notary Seal)
(Signature of Not Publi�
[SIGNATURES CONTINUE ON NEXT PAGE]
DOC #2018-0421848 Page 6 of 9
ASSIGNEE:
SUNRISE LQ, LLC, a Delaware limited
liabilit company
Name: ��� P /L. ma`s-, i
i
Title: t—� 3 •�d .`,-.. r
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 f?,` J �Qf S 1 rJe
On Or,466oc 1.0 2018, before mej1 uav) i a ll -A - (1-5 VnO, , Notary Public,
personally appeared h i i lle—IC - Ern ith , I r who proved to me on the basis of
satisfactory evidence to be the persono whose nameV) is/apk subscribed to the within
instrument and acknowledged to me that he/sXe/tWey executed the same in his/leer/their
authorized capacity(ia<), and that by his/hpr/tWir signature(s) on the instrument the person(g), or
the entity upon behalf of which the person(K) 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. dUANiTAM.A. GAMA
COMM. #2099290
NOTARY PUBLIC • CALIFORNIA v
RIVERSIDE COUNTY 0
Q(/Y1� Gj (Notary Seal) Canmi, M li Felxuary 7 ZO1g
(Signature of Notary Public)
[SIGNATURES CONTINUE ON NEXT PAGE]
DOC #2018-0421848 Page 7 of 9
ANDALUSIA COUNTRY CLUB, LLC, a
Delaware limited liability company
Name: /0A�
Title: 1-1'e-S •'D1���r `
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 Pi v effsJ c-
On OG�) �et- to 2018, before me f f,'A(k I'll • (ii (5-(2,M6Z , Notary Public,
personally appeared h h I I �2� S rn i -��►� , who proved to me on the basis of
satisfactory evidence to be the person(;4 whose name(,] is/ap6 subscribed to the within
instrument and acknowledged to me that he/sVe/tkfey executed the same in his/h&/their
authorized capacity(ieA, and that by his/lier/thvfr signature(s) on the instrument the personV), or
the entity upon behalf of which the person(6 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.
ti•
JUANITA M.A. GAMA
COMM. #t2099290
�j / _. a NOTARY PUBLIC • CALIFORNIA
� —d jazX,f�// '�- I� a�'� Q (Notary Seal) x RIVERSIDE COUNTY
S (Signature of Notary Public) Commission e"
�,. E�ires F 7, 2019
[SIGNATURES CONTINUE ON NEXT PAGE]
DOC #2018-0421848 Page 8 of 9
NOTARY SEAL CERTIFICATION
(Government Code 27361.7)
San Diego
Plow of Execution
I CERTIFY UNDER THE PENALTY OF PERJURY THAT THE NOTARY SEAL ON THE DOCUMENT TO WHICH THIS STATEMENT IS
ATTACHED READS AS FOLLOWS:
NAME OF NOTARY: Sbn i a 0 nde Z
COMMISSION NUMBER: 12 12 ^7(19Si DATE COMMISSION EXPIRES: �C} • r 2 O Z I
COUNTY WHERE BOND IS FILED: R i �eYsi clz
MANUFACTURER OR VENDOR NUMBER. N N fk 1
SIGNATURE:
SYNRGO Agent
PLACE OF EXECUTION: SAN DIEGO DATE: to / 22 / l
I CERTIFY UNDER THE PENALTY OF PERJURY THAT THE NOTARY SEAL ON THE DOCUMENT TO WHICH THIS STATEMENT IS
ATTACHED READS AS FOLLOWS:
J
NAME OF NOTARY: vani+u M • R - C-I 61mu
COMMISSION NUMBER: 2d 9 0[Zcl0 DATE COMMISSION EXPIRES: re b• -1 , 2 o 19
COUNTY WHERE BOND IS FILED: P, ' It vs i de
MANUFACTURER OR VENDOR NUMBER:
SIGNATURE:
SYNRGO Agent
PLACE OF EXECUTION: SAN DIEGO DATE: 10 1 27- / I (R'
DOC #2018-0421848 Page 9 of 9
THE CITY:
City of La Quinta
78-495 Calle Tampico
La Quinta, GA-92253
-lKFranK J. SPe vctcek
9kcr Frank S pevace K
9lCdJ�FSC�J . 1 UHl;J;1C �/� ty Manager
Attest:
Cit lerk
Approved as to Form:
Wzurntol/.-Q,sCity Attorney
Date: Ifl .201ct�
Dateec %e/
z•
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 k / V V-25 file -
On r o 6 er 1 7 , 2018, before me, �!'e.5a -9 D M A50 V) , Notary Public,
personally appeared r-6V) �-- So e-y 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. rERESArHOMPSON
NotaryPublic- California
z _ Riverside County
Commission # 22W88
(Notary Seal) My Comm. Expires Jul 14, 2021 ■
(Signature of Notary Public) ' i
BUSINESS SESSION ITEM NO. 2
City of La Quints
CITY COUNCIL MEETING: October 16, 2018
STAFF REPORT
AGENDA TITLE: APPROVE ASSIGNMENT AND ASSUMPTION AGREEMENTS
FOR MEDIAN MAINTENANCE FOR MADISON AND MONROE STREETS ADJACENT
TO THE CORAL MOUNTAIN DEVELOPMENT; CEQA: CATEGORICALLY EXEMPT
UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY ACT PURSUANT TO
SECTION 15301
RECOMMENDATION
1. Find and determine the proposed assignments are categorically exempt
under the California Environmental Act (CEQA) pursuant to Section 15301
of the CEQA Guidelines;
2. Approve the assignment and assumption agreements, substantially in the
forms attached, for the median maintenance on Madison and Monroe
Streets adjacent to the Coral Mountain Development; and, authorize the
City Manager to execute the agreements and take actions necessary or
proper to implement the approval of the agreements.
EXECUTIVE SUMMARY
• Madison and Monroe Streets have medians adjacent to the Coral
Mountain Development, and the private property owners are responsible
for median maintenance per recorded agreements.
• Sunrise LQ, LLC (Sunrise) is under contract to purchase property from
the owners who currently have the obligations to maintain the medians
on Madison and Monroe Streets.
• The median maintenance agreements allow for their assignment with the
City's consent.
FISCAL IMPAC'i - None.
BACKGROUND/ANALYSIS
Previously the City entered into agreements that guaranteed the continued
maintenance of medians found on Madison and Monroe Streets adjacent to the
Coral Mountain Development. The Madison Agreement was recorded in 2006,
and the Monroe Agreement was recorded in 2014. Both the Madison and
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Monroe Agreements authorize assignment of those agreements subject to the
City's consent. The Monroe Agreement authorizes the owner of the Coral
Mountain Development to assign its obligations under that agreement to the
Andalusia at Coral Mountain Master Association.
Sunrise, and its wholly owned subsidiary Andalusia County Club, LLC (ACC),
request the City's consent to their assumption of the median maintenance
agreements from the current property owners responsible for median
maintenance. If the Council approves the assignment and assumption
agreements as proposed (Attachments 1 and 2), the City (1) would consent to
the assignment of the Monroe Agreement to Sunrise and ACC, and (2) would
consent to the assignment of the Madison Agreement to Sunrise and ACC, and
would allow Sunrise to assign the median maintenance agreement to the
Andalusia at Coral Mountain Master Association.
ENVIRONMENTAL REVIEIA
The assignments to a new owner of the existing median maintenance
agreements, which do not alter existing maintenance obligations, are
categorically exempt from environmental review pursuant to Section 15301
(Class 1), subdivision (c) [Existing streets and similar facilities] and subdivision
(h) [Maintenance of existing landscaping], of the Guidelines to the California
Environmental Quality Act.
ALTERNATIVES
None proposed.
Prepared by: Bill Ihrke, City Attorney
Approved by: Frank J. Spevacek, City Manager
Attachments:
1. Assignment & Assumption of Public Improvements Maintenance
Agreement (Monroe Street)
2. Amendment To, Assignment & Assumption of Median Landscaping
Maintenance Agreement (Madison Street)
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