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2025 09 22 Council Special MeetingGEM of the DESERT — — NOTICE AND CALL OF SPECIAL MEETING OF THE LA QUINTA CITY COUNCIL TO THE MEMBERS OF THE LA QUINTA CITY COUNCIL AND TO THE CITY CLERK: NOTICE IS HEREBY GIVEN that a Special Meeting of the La Quinta City Council is hereby called to be held on Monday, September 22, 2025, commencing at 4:00 p.m. at La Quinta City Hall located at 78495 Calle Tampico, La Quinta, CA 92253 for the following purpose: CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL — EXISTING LITIGATION; PURSUANT TO PARAGRAPH (1) OF SUBDIVISION (d) OF GOVERNMENT CODE SECTION 54956.9; CASES NAMES AND NUMBERS — MULTIPLE (listed below, all in U.S. Bankruptcy Court, District of Delaware) CASE NAME: CASE NUMBER SilverRock Development Company, LLC 24-11647 SilverRock Lifestyle Residences, LLC 24-11648 SilverRock Lodging, LLC 24-11650 SilverRock Luxury Residences, LLC 24-11652 SilverRock Phase I, LLC 24-11654 RGC PA 789, LLC 24-11657 PUBLIC HEARINGS — 4:00 p.m. or thereafter 1. (A) ADOPT RESOLUTION TO APPROVE ENVIRONMENTAL ASSESSMENT 2025-0002 (ADDENDUM NO. 3 TO ENVIRONMENTAL ASSESSMENT 2002- 453); AND (B) ADOPT RESOLUTION TO CONDITIONALLY APPROVE THE ECONOMIC DEVELOPMENT SUBSIDY REPORT, TRANSIENT OCCUPANCY TAX REVENUE SHARING AGREEMENT, AND OPTION TO PURCHASE REAL PROPERTY AGREEMENT WHICH INCLUDES A REPURCHASE OPTION AGREEMENT FOR PHASE 2 OPTION PROPERTY; AND (C) ADOPT AN ORDINANCE TO CONDITIONALLY APPROVE DEVELOPMENT AGREEMENT 2025-0001 (REINSTATED AND AMENDED DEVELOPMENT AGREEMENT 2014-1001) TO FACILITATE DEVELOPMENT OF THE SILVERROCK SPECIFIC PLAN AREA; CITY COUNCIL AGENDA Page 1 of 2 SEPTEMBER 22, 2025 SPECIAL MEETING CEQA: AN ADDENDUM TO ENVIRONMENTAL ASSESSMENT 2002-453 HAS BEEN PREPARED PURSUANT TO SECTIONS 15162 AND 15164 OF THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA); LOCATION: SOUTH OF AVENUE 52, WEST OF JEFFERSON STREET [RESOLUTION NOS. 2025-022 AND 2025-023; ORDINANCE NO. 626] Dated: September 19, 2025 /s/ f inda Evans Linda Evans, Mayor Attest: fto ar MONIKA RADEVA, City Clerk DECLARATION OF POSTING I, Monika Radeva, City Clerk, do hereby declare that the foregoing notice for the City Council special meeting of September 22, 2025, was posted on the City's website, near the entrance to the Council Chamber at 78495 Calle Tampico and the bulletin board at the La Quinta Cove Post Office at 51321 Avenida Bermudas September 19, 2025. MONIKA RADEVA, City Clerk City of La Quinta, California CITY COUNCIL AGENDA Page 2 of 2 SEPTEMBER 22, 2025 SPECIAL MEETING taQaigta — GEM of the DESERT — — City Council agendas and staff reports are available on the City's web page: www.LaQuintaCA.pov CITY COUNCIL AGENDA CITY HALL COUNCIL CHAMBER 78495 Calle Tampico, La Quinta SPECIAL MEETING MONDAY, SEPTEMBER 22, 2025, AT 4:00 P.M. Members of the public may listen to this meeting by tuning -in live via www.laguintaca.gov/livemeetings. CALL TO ORDER ROLL CALL: Councilmembers: Fitzpatrick, McGarrey, Pena, Sanchez, and Mayor Evans PLEDGE OF ALLEGIANCE PUBLIC COMMENT ON MATTERS NOT ON THE AGENDA At this time, members of the public may address the City Council on any matter not listed on the agenda pursuant to the "Public Comments — Instructions" listed at the end of the agenda. The City Council values your comments; however, in accordance with State law, no action shall be taken on any item not appearing on the agenda unless it is an emergency item authorized by the Brown Act [Government Code § 54954.2(b)]. CONFIRMATION OF AGENDA CLOSED SESSION 1. CONFERENCE WITH LEGAL COUNSEL — EXISTING LITIGATION; PURSUANT TO PARAGRAPH (1) OF SUBDIVISION (d) OF GOVERNMENT CODE SECTION 54956.9; CASES NAMES AND NUMBERS — MULTIPLE (listed below, all in U.S. Bankruptcy Court, District of Delaware) CASE NAME: CASE NUMBER SilverRock Development Company, LLC 24-11647 SilverRock Lifestyle Residences, LLC 24-11648 SilverRock Lodging, LLC 24-11650 SilverRock Luxury Residences, LLC 24-11652 SilverRock Phase I, LLC 24-11654 RGC PA 789, LLC 24-11657 CITY COUNCIL AGENDA Page 1 of 4 SEPTEMBER 22, 2025 SPECIAL MEETING RECESS TO CLOSED SESSION 1=4140DIa►W REPORT ON ACTION(S) TAKEN IN CLOSED SESSION PUBLIC HEARINGS — 4:00 p.m. or thereafter For all Public Hearings on the agenda, a completed "Request to Speak" form must be filed with the City Clerk prior to consideration of that item; comments are limited to three (3) minutes (approximately 350 words). Any person may submit written comments to the City Council prior to the public hearing and/or may appear and be heard in support of or opposition to the project(s) at the time of the public hearing. If you challenge a project(s) in court, you may be limited to raising only those issues you or someone else raised at the public hearing or in written correspondence delivered to the City at or prior to the public hearing. PAGE (A) ADOPT RESOLUTION TO APPROVE ENVIRONMENTAL ASSESSMENT 2025-0002 (ADDENDUM NO. 3 TO ENVIRONMENTAL ASSESSMENT 2002-453); AND (B) ADOPT RESOLUTION TO CONDITIONALLY APPROVE THE ECONOMIC DEVELOPMENT SUBSIDY REPORT, TRANSIENT OCCUPANCY TAX REVENUE SHARING AGREEMENT, AND OPTION TO PURCHASE REAL PROPERTY AGREEMENT WHICH INCLUDES A REPURCHASE OPTION AGREEMENT FOR PHASE 2 OPTION PROPERTY; AND (C) ADOPT AN ORDINANCE TO CONDITIONALLY APPROVE DEVELOPMENT AGREEMENT 2025-0001 (REINSTATED AND AMENDED DEVELOPMENT AGREEMENT 2014-1001) TO FACILITATE DEVELOPMENT OF THE SILVERROCK SPECIFIC PLAN AREA; CEQA: AN ADDENDUM TO ENVIRONMENTAL ASSESSMENT 2002-453 HAS BEEN PREPARED PURSUANT TO SECTIONS 15162 AND 15164 OF THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA); LOCATION: SOUTH OF AVENUE 52, WEST OF JEFFERSON STREET [RESOLUTION NOS. 2025-022 AND 2025-023; ORDINANCE NO. 626] MAYOR'S AND COUNCIL MEMBERS' ITEMS ADJOURNMENT ********************************* The next regular meeting of the City Council will be held on October 7, 2025, at 4:00 p.m. at the City Hall Council Chamber, 78495 Calle Tampico, La Quinta, CA 92253. CITY COUNCIL AGENDA Page 2 of 4 SEPTEMBER 22, 2025 SPECIAL MEETING DECLARATION OF POSTING I, Monika Radeva, City Clerk of the City of La Quinta, do hereby declare that the foregoing Agenda for the La Quinta City Council special meeting was posted on the City's website, near the entrance to the Council Chamber at 78495 Calle Tampico, and the bulletin board at the La Quinta Cove Post Office at 51321 Avenida Bermudas, on September 19, 2025. DATED: September 19, 2025 Vit MONIKA RADEVA, City Clerk City of La Quinta, California Public Notices Agenda packet materials are available for public inspection: 1) at the Clerk's Office at La Quinta City Hall, located at 78495 Calle Tampico, La Quinta, California 92253; and 2) on the City's website at www.laguintaca.gov/councilagendas, in accordance with the Brown Act [Government Code § 54957.5; AB 2647 (Stats. 2022, Ch. 971)]. • The La Quinta City Council Chamber is handicapped accessible. If special equipment is needed for the hearing impaired, please call the City Clerk's office at (760) 777-7123, 24-hours in advance of the meeting and accommodations will be made. If background material is to be presented to the City Council during a City Council meeting, please be advised that 15 copies of all documents, exhibits, etc., must be supplied to the City Clerk for distribution. It is requested that this takes place prior to the beginning of the meeting. PUBLIC COMMENTS - INSTRUCTIONS Members of the public may address the City Council on any matter listed or not listed on the agenda as follows: WRITTEN PUBLIC COMMENTS can be provided either in -person during the meeting by submitting 15 copies to the City Clerk, it is requested that this takes place prior to the beginning of the meeting; or can be emailed in advance to CityClerkMail(u�_LaQuintaCA.gov, no later than 12:00 p.m., on the day of the meeting. Written public comments will be distributed to Council, made public, and will be incorporated into the public record of the meeting, but will not be read during the meeting unless, upon the request of the Mayor, a brief summary of public comments is asked to be reported. If written public comments are emailed, the email subject line must clearly state "Written Comments" and should include: 1) full name, 2) city of residence, and 3) subject matter. VERBAL PUBLIC COMMENTS can be provided in -person during the meeting by completing a "Request to Speak" form and submitting it to the City Clerk; it is requested that this takes place prior to the beginning of the meeting. Please limit your comments to three (3) minutes (or approximately 350 words). Members of the public shall be called upon to speak by the Mayor. In accordance with City Council Resolution No. 2022-027, a one-time additional speaker time donation of three (3) minutes per individual is permitted; please note that the member of the public donating time CITY COUNCIL AGENDA Page 3 of 4 SEPTEMBER 22, 2025 SPECIAL MEETING must: 1) submit this in writing to the City Clerk by completing a "Request to Speak" form noting the name of the person to whom time is being donated to, and 2) be present at the time the speaker provides verbal comments. Verbal public comments are defined as comments provided in the speakers' own voice and may not include video or sound recordings of the speaker or of other individuals or entities, unless permitted by the Mayor. Public speakers may elect to use printed presentation materials to aid their comments; 15 copies of such printed materials shall be provided to the City Clerk to be disseminated to the City Council, made public, and incorporated into the public record of the meeting; it is requested that the printed materials are provided prior to the beginning of the meeting. There shall be no use of Chamber resources and technology to display visual or audible presentations during public comments, unless permitted by the Mayor. All writings or documents, including but not limited to emails and attachments to emails, submitted to the City regarding any item(s) listed or not listed on this agenda are public records. All information in such writings and documents is subject to disclosure as being in the public domain and subject to search and review by electronic means, including but not limited to the City's Internet Website and any other Internet Web -based platform or other Web -based form of communication. All information in such writings and documents similarly is subject to disclosure pursuant to the California Public Records Act [Government Code §7920.000 et seq.]. TELECONFERENCE ACCESSIBILITY — INSTRUCTIONS Teleconference accessibility may be triggered in accordance with AB 2449 (Stats. 2022, Ch. 285), codified in the Brown Act [Government Code § 54953], if a member of the City Council requests to attend and participate in this meeting remotely due to `just cause" or "emergency circumstances," as defined, and only if the request is approved. In such instances, remote public accessibility and participation will be facilitated via Zoom Webinar as detailed at the end of this Agenda. *** TELECONFERENCE PROCEDURES*** APPLICABLE ONLY WHEN TELECONFERENCE ACCESSIBILITY IS IN EFFECT Pursuant to Government Code § 54953(f) [AB 2449, Stats. 2022, Ch. 285, Rubio]. Verbal public comments via Teleconference — members of the public may attend and participate in this meeting by teleconference via Zoom and use the "raise your hand" feature when public comments are prompted by the Mayor; the City will facilitate the ability for a member of the public to be audible to the City Council and general public and allow him/her/them to speak on the item(s) requested. Please note — members of the public must unmute themselves when prompted upon being recognized by the Mayor, in order to become audible to the City Council and the public. Only one person at a time may speak by teleconference and only after being recognized by the Mayor. ZOOM LINK: https://us06web.zoom.us/m/86171130130 Meeting ID: 861 7113 0130 Or join by phone: (253) 215 — 8782 Written public comments — can be provided in person during the meeting or emailed to the City Clerk's Office at CityClerkMail(o-)-LaQuintaCA.gov any time prior to the adjournment of the meeting, and will be distributed to the City Council, made public, incorporated into the public record of the meeting, and will not be read during the meeting unless, upon the request of the Mayor, a brief summary of any public comment is asked to be read, to the extent the City Clerk's Office can accommodate such request. CITY COUNCIL AGENDA Page 4 of 4 SEPTEMBER 22, 2025 SPECIAL MEETING PUBLIC HEARING ITEM NO. 1 City of La Quinta CITY COUNCIL SPECIAL MEETING September 22, 2025 STAFF REPORT AGENDA TITLE: (A) ADOPT RESOLUTION TO APPROVE ENVIRONMENTAL ASSESSMENT 2025-0002 (ADDENDUM NO. 3 TO ENVIRONMENTAL ASSESSMENT 2002-453); AND (B) ADOPT RESOLUTION TO CONDITIONALLY APPROVE THE ECONOMIC DEVELOPMENT SUBSIDY REPORT, TRANSIENT OCCUPANCY TAX REVENUE SHARING AGREEMENT, AND OPTION TO PURCHASE REAL PROPERTY AGREEMENT WHICH INCLUDES A REPURCHASE OPTION AGREEMENT FOR PHASE 2 OPTION PROPERTY; AND (C) ADOPT AN ORDINANCE TO CONDITIONALLY APPROVE DEVELOPMENT AGREEMENT 2025-0001 (REINSTATED AND AMENDED DEVELOPMENT AGREEMENT 2014-1001) TO FACILITATE DEVELOPMENT OF THE SILVERROCK SPECIFIC PLAN AREA; CEQA: AN ADDENDUM TO ENVIRONMENTAL ASSESSMENT 2002-453 HAS BEEN PREPARED PURSUANT TO SECTIONS 15162 AND 15164 OF THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA); LOCATION: SOUTH OF AVENUE 52, WEST OF JEFFERSON STREET RECOMMENDATION 1. Adopt a resolution adopting Environmental Assessment 2025-0002 (Addendum No. 3 to Environmental Assessment 2002-453). 2. Adopt a resolution to conditionally approve the Economic Development Subsidy Report, Transient Occupancy Tax Revenue Sharing Agreement, and Option to Purchase Real Property Agreement which includes a Repurchase Option Agreement, and authorize the City Manager to execute the agreements if specified conditions are met. 3. Move to take up Ordinance No. by title and number only and waive further reading. 4. Move to introduce at first reading, Ordinance No. to conditionally approve Development Agreement 2025-0001, Reinstated and Amended Development Agreement 2014-1001, to facilitate development of the SilverRock Specific Plan area. EXECUTIVE SUMMARY • The acquisition of the SilverRock Resort project site was approved by the City's then Redevelopment Agency in 2002 and was originally known as the Ranch. The current iteration of the project was approved in 2014 under, among other governing 5 agreements, a recorded Development Agreement (DA) that governs the site and guides the development of hotels and residential units around the existing golf course. • Golf course realignment, temporary clubhouse facilities, mass grading and various master site infrastructure improvements have been completed. • After the project had been paused because of the COVID-19 pandemic, in 2021 construction began on the luxury hotel and amenities, luxury residential units connected to the hotel, and permanent golf clubhouse, among other proximate buildings, but construction has ceased due to, among other reasons, bankruptcy of the former developer. • Since the filing of bankruptcy in August 2024 by the former developer, the City has been actively involved with the proceedings in the Bankruptcy Court, which has included, among other matters, the formation of a subcommittee that includes city staff, legal counsel and two council members to meet with multiple investor and developer groups to find a replacement owner and developer of the SilverRock Resort. • A Reinstated and Amended Development Agreement (ADA) for SilverRock Resort is proposed to reinitiate development of the project site with a new developer, TBE RE Acquisition Co II LLC., a subsidiary of the applicant, Turnbridge Equities, enclosed as Exhibit A to the proposed ordinance. • In conjunction with the ADA, an Economic Development Subsidy Report, Transient Occupancy Tax (TOT) Sharing Agreement, Option to Purchase Real Property Agreement (Option Agreement) with attached Repurchase Option Agreement (Repurchase Option Agreement) are provided to complete the financial documentation for the project. • The project, and the related approvals, all would be conditionally approved and contingent upon an order issued by the U.S. Bankruptcy Court for the District Delaware (Bankruptcy Court) authorizing the sale of the Phase 1 Property to Turnbridge Equities' designated subsidiary. FISCAL IMPACT The SilverRock Resort project will require substantial investment by the applicant, Turnbridge Equities. The City has agreed that incentives are required to assure the successful completion of development and long-term economic viability of the project. Among other state laws, California Government Code Sections 53083 and 52201 authorize cities to provide public subsidies to further economic development and opportunities as long as, among other requirements, the City completes an analysis of both the amounts to be credited to the developer, and the returns that can be expected as a result of the project, prior to providing the incentives that would benefit the developer. In this case, the City has identified three incentives: C 1) A Transient Occupancy Tax revenue sharing agreement whereby an amount equal to 90% of TOT collected on a portion of the project site will be used as a basis for providing "rebate" payments to the developer for 10 years, and equal to 60% of TOT collected on a portion of the project site for the following 5 years, after which time all TOT revenue sharing with the developer will expire. 2) A fixed purchase price of $17 million for "Phase 2" property, including the existing golf course, the Ahmanson Ranch House and the portion of the "Phase 2 Property" subject to an option to purchase, if certain conditions, including the successful completion of the luxury hotel, golf clubhouse and associated amenities of the Phase 1 project, are met by the developer. 3) A potential subsidy that would benefit development of the Phase 1 project, based on an amendment to a Debtor -In -Possession (DIP) financing arrangement (DIP Financing Agreement) between the City and debtors, in an amount up to $13 million, which provides the debtors with liquidity to sell the Phase 1 property, wind down their estate, and prosecute a plan of liquidation through the Bankruptcy Court. The City conservatively estimates that $5.5 million of the up to $13 million will be repaid, resulting in a net incentive of $7.5 million. The City's independent consultant has completed that analysis (Exhibit A of the attached Economic Development Subsidy Report Resolution), which shows that the City's TOT sharing incentive will provide $106.6 million over 15 years, and that the City will receive net revenues over 30 years of $301.9 million ($263.6 million net of the amended DIP credit and Phase 2 property incentive). This includes TOT, sales tax and property tax generated by the project. In addition, the project will generate 2,500 to 3,000 jobs during construction, and once open 445 full time equivalent permanent jobs, the indirect economic benefits of new guests' and residents' discretionary spending in the City, and the potential for increased investment in the City as a result of the project. This report satisfies the requirements of law under Government Code Sections 53083 and 52201. BACKGROUND/ANALYSIS Development Agreement A detailed background and summary of the SilverRock Resort Area is included in the Recitals to the ADA (Exhibit A of the Ordinance), and incorporated into this report by reference. Originally, the former La Quinta Redevelopment Agency purchased the approximate 525- acres project site, with the intention that its use and development would be a world -class destination golf resort/luxury residential and public amenities project, to act as a substantial revenue generator for the City. In 2012, after the construction of the Arnold Palmer Classic Golf Course was completed, the State dissolved redevelopment. The City, with the approval of the State, invested in the entire SilverRock Resort Area so as to maintain control and ultimately oversee its sale and development for those original purposes. In 2014, SilverRock Development Company, Inc., the former developer, applied to the City for approval of DA 2014-1001, among other agreements, that were within the purview of the Council. DA 2014-1001 incorporated one of those other agreements, the Purchase, Sale, 7 and Development Agreement, as amended (collectively, PSDA), which governed the former project. Generally, the former project consisted of approximately 132+/- acres conveyed to the former developer for the construction of a luxury hotel, a lifestyle hotel, spa, conference center and branded residential components, a permanent golf clubhouse, and a mix of commercial and residential areas to complement the existing golf course and a potential future golf course. Since 2014 and per the PSDA, there have been parcel adjustments through lot -line adjustments, and there were various development permits issued for infrastructure, the luxury hotel and facilities, and the luxury residential component. Development of the SilverRock Resort project was delayed due to, among other reasons, the bankruptcy of the former developer. The City, working with the former developer (referred to in the bankruptcy proceeding as the debtors) and its current controlling manager (a former Bankruptcy Court judge with expertise in bankruptcy work-outs), has been intricately involved with the proceedings in Bankruptcy Court to facilitate a sale of the properties owned and partially developed by the former developer to a new owner and developer. As part of the bankruptcy proceedings, the City and debtors negotiated, and the Bankruptcy Court approved, a set of "Bid Procedures" that, among other provisions, authorized the marketing opportunity for the purchase of the debtors -owned property referred to as "Phase 1 " and "Phase 1 Property". The marketing opportunity also referenced City -owned property, referred to as "Phase 2" and "Phase 2 Property" that is comprised of approximately 195+/- acres. While the Phase 2 Property is subject to the SilverRock Resort Area Specific Plan, it is not owned by the former developer/debtors, but the former project included the possibility of an option "springing" into effect for the possible acquisition of the Phase 2 Property upon completion of specified project components in Phase 1. Under the Bankruptcy Court -approved Bid Procedures and other relevant orders, as part of the purchase of Phase 1, the developer is required to enter into an ADA for development of the Phase 1 Property, along with several other documents that will implement the project. Attachment 2 shows the vicinity map for the project area with the phases labeled. The ADA is attached as Exhibit A of the Ordinance. The ADA describes the developer's obligations for development, including the following major components (see Attachment 3 for proposed land plan): • Phase 1 Development Components: ✓ Development of a 150± room luxury hotel in the area of the partially constructed Montage Hotel. The hotel must include a spa, restaurant, conference and banquet facilities, pool/recreation facilities, and "back of house" facilities. ✓ Development of a public golf clubhouse, relocated from its current location to an adjacent area of the luxury hotel and SilverRock/Talus Way. ✓ Residential lots branded to the hotel, in the area where the single-family units were partially developed, and allowing short-term vacation rentals (STVR) through the hotel's centralized management. ✓ A private clubhouse and pool/recreation area for residential units to be located where the former project's public golf clubhouse would be. X ✓ Additional for sale residential units on the east half of the Phase 1 property, which may include STVRs. ✓ Landscaping and trails within Phase 1 and along its perimeter adjacent to Avenue 52. ✓ Construction of all infrastructure (roads, utilities, etc.) necessary to serve Phase 1. • Potential purchase of the land within Phase 2, the City -owned property in the east and south portion of the site. The implementation of these development components will be undertaken separately, with future Site Development Permits, Tract Maps, or other means as needed to implement them, except to the extent that there are expedited permitting provisions proposed in the ADA to allow for the continued securing and clean-up, improvement, and removal of partially completed improvements to effectuate the Phase 1 Development Components. Pursuant to the proposed project, the developer will use components of the existing partially completed structures, while other parts, namely the partially constructed luxury residential homes and partially built spa, will be demolished to effectuate development. The ADA also contains a number of provisions relating, but not limited to, the developer's and the City's responsibilities, financing of project components, implementation of CEQA mitigation measures, and minimization of impacts to golf play and operation. There is a schedule of performance that includes "hard dates" for the commencement and completion of construction for the luxury hotel and amenities, and for the public golf clubhouse. For the luxury single family home sites, the ADA and schedule of performance require the delivery of finished lots that are utility ready and available for purchase as custom homesites that, when lots are purchased, must be constructed timely and in accordance with requirements of the luxury hotel operator. Dates for the luxury homesites are approximate for commencement and completion, but the ADA remains binding on these project components until 50% of the finished, utility -ready lots have homes constructed on them. The luxury condominiums component has similar allowances for market conditions to govern phasing of that project components' development. Once the luxury hotel and amenities are constructed and opened for marketing to regular guests, the ADA allows for the transfer of the golf course and Ahmanson Ranch House from the City to the developer, with land use covenants attached to both that, in general, require the continued availability of the golf course as part of the luxury hotel operations. Additionally, the ADA and land use covenants obligate the developer to maintain and operate the golf course with continued access to La Quinta residents at a reduced rate. Also after the luxury hotel and amenities are constructed and opened for marketing to regular guests, the developer will have a right to purchase the Phase 2 Property — excluding the portion of this property that contains SilverRock Park and adjacent retention basin — pursuant to an Option Agreement. The developer cannot own the Phase 2 Property until specified conditions are met in the ADA and Option Agreement, which includes the requirement that the relocated public golf clubhouse has been constructed and open for use in connection with the golf course. However, the ADA does allow, at the election of the developer, for development of the Phase 1 B single-family residential project to be integrated with "non- 9 vertical" development of the Phase 2 property, such as grading and infrastructure installation. A separate license agreement with the City would be required, with insurance and indemnity protections (among other requirements), and the developer must provide sufficient evidence to the City for the financing and completion of any "non -vertical" development on Phase 2 prior to owning that property pursuant to the Option Agreement. Additional Documents and Agreements In addition to the ADA, other documents and agreements are provided to the Cit Council for review and approval, as follows: 1) Economic Subsidy Report pursuant to Government Code Sections 53083 and 52201; 2) TOT Revenue Sharing Agreement; and 3) Option to Purchase Real Property Agreement, which includes a City Repurchase Option Agreement. California law authorizes cities to provide incentives that further economic development and opportunity. Government Code Section 53083 defines "economic development subsidies" broadly to include, and is not limited to, grants, loans, loan guarantees, land price subsidies, matching funds, tax abatements, tax exemptions, and tax credits. Whenever a subsidy is more than $100,000, a report is required that includes specified information, such as projected tax revenue resulting from a project and jobs created as a result of a project. Similarly, Government Code Section 52201 authorizes the sale or leasing of City -owned property for a value that takes into consideration covenants, conditions, and constraints to development unique to a site, in order to create an economic opportunity. A report likewise is required that includes, among other specified information, an explanation as to why the sale of the publicly owned property will assist in the creation of an economic opportunity. The Economic Development Subsidy Report, summarized under "Fiscal Impacts," above, provides a summary on the incentives being provided to the developer, the economic benefits to the City, and includes the information required under Government Code Sections 53083 and 52201. The Economic Development Report must be adopted by a resolution, and the incentives analyzed in that report would be implemented through two agreements described below (the TOT Revenue Sharing Agreement and Option Agreement), and a third pending item before the Bankruptcy Court involving a proposed amendment to the DIP Financing Agreement. The TOT Revenue Sharing Agreement sets forth the terms and conditions under which TOT revenue will be used as a basis for determining a tax "rebate" amount that will then be paid by the City to the developer from available revenues for providing public subsidies. The TOT actually collected by the City from the "Phase 1X area, as shown on the Vicinity Map, is the area of the project that would be used to calculate the amount of the tax rebate. This incentive would be provided to the developer for a period of 15 years following the completion of the hotel being open for marketing to guests. The agreement also provides rights to the City, including termination of the agreement and a day -for -day reduction in the TOT rebate payment to the developer, for failing to meet their obligations for completion and operation of the luxury hotel. 10 The Option Agreement sets forth the terms and conditions under which the developer may purchase from the City the Phase 2 Option Property, which is noted in the Vicinity Map and generally includes all of the real property, including the existing golf driving range, in the northeastern portion of the SilverRock Resort Area, except the existing SilverRock Park and adjacent retention basin, which the City will continue to own. Among other key conditions to being able to close an escrow for the purchase of the Phase 2 Option Property, the development of the hotel must be completed prior to the exercise of the Option and the public golf clubhouse must be completed prior to closing the escrow for developer's purchase of this property. Additionally, prior to closing the escrow, the City and developer must have negotiated and entered into either an amendment to the ADA currently before the Council or a new statutory development agreement that will govern with more precision the phasing of development and other mutually agreed upon terms for the Phase 2 Option Property after the developer acquires it. The Economic Development Subsidy Report summarizes the purchase price and the significant constraints to development that support the subsidies due to substantial costs associated with any development at the site, such as legally imposed on - and off -site improvements that include, among other utility costs, electric utility substation upgrades. If escrow closes and the developer acquires the Phase 2 Option Property, there is a Repurchase Option Agreement that sets forth terms and conditions for the City to have the right to repurchase the Phase 2 Option Property if the developer falls into a material default regarding the development of the Phase 2 Option Property according to the required amended ADA or new development agreement (noted above). Should the Council wish to enter into the ADA, these additional documents complete the implementation of the ADA and project as proposed by Turnbridge Equities, and are therefore a part of the ADA's approval. A single Resolution is provided for the approval of these additional documents and agreements. The incentive relating to the amendment to the DIP Financing Agreement is controlled by the debtors and, as of the date of this public hearing, is pending in the Bankruptcy Court. Bankruptcy Court Proceedings On August 5, 2024, SilverRock Development Company (and affiliates) filed petitions for bankruptcy protection in the Bankruptcy Court. Per prior Council authorization, the City retained Special Counsel and has continuously been working with the debtors as the case moves forward. Pursuant to "Bid Procedures" that included an auction for the sale of the debtors' estate, which is the "Phase 1 Property" that is part of the applicant's project, the debtors must present to the Bankruptcy Court the "successful bidder," selected purchaser and future developer of this property. After a substantial marketing and interviewing phase, and after pre -auction negotiations between debtors, the City and potential bidders, and after the completion of the auction in August, the debtors received input from the City as to the most qualified bidder, as required by the Bid Procedures. The debtors have filed a Motion Approving the Sale of the Debtors Assets (Sale Motion), identifying the subsidiary of Turnbridge Equities as the "successful bidder" and recommended buyer and future developer of the Phase 1 Property. Because the Bankruptcy Court must approve the sale of the debtor's assets before Turnbridge Equities 11 can own the Phase 1 Property, any Council action that would approve the ADA and related items must be conditioned on the Bankruptcy Court authorizing the sale of the debtors' estate. Along with the Sale Motion, a related Motion to Amend the DIP Financing Agreement is pending. That motion and its various attachments, filed in the Bankruptcy Court, are referenced as being part of this report because they have the terms and conditions that would implement the DIP Financing Agreement incentive, which is summarized above and in the Economic Development Subsidy Report. Public Hearing Notices The public hearing notice for the project was advertised in The Desert Sun newspaper on September 11, 2025, and distributed to properties within 500 feet of the site. At the time of publication of the agenda, staff had not received any written comments. The public hearing notice for the Economic Development Subsidy Report was advertised in The Desert Sun newspaper on September 8, 11, and 18, 2025. At the time of publication of the agenda, staff had not received any written comments. Planning Commission Review The Planning Commission reviewed the ADA at its meeting of September 9, 2025. After considerable discussion, with one planning commissioner unable to participate and vote due to a financial conflict of interest based on the location of a real property interest within 500 feet of the project's boundary, the Planning Commission unanimously recommended (6-0- 1) that the Council approve the Addendum to Environmental Assessment 2002-453, and adopt an Ordinance approving the ADA. The additional documents and agreements are not under the Planning Commission's review authority. ENVIRONMENTAL REVIEW A Development Agreement is a "project" as defined by the California Environmental Quality Act. As a result, the City considered the Project and determined that an Addendum to the Mitigated Negative Declaration (MND) for Environmental Assessment 2002-453 has been prepared and is provided as Exhibit A of the EA Resolution. AL i-ERNATIVES The Council may elect to deny the ADA and supporting agreements or continue the item and provide staff with direction as to changes that it wishes to see implemented in any of the documents described in this staff report. Prepared by: Cheri Flores, Interim Director of Design and Development Bill Ihrke, City Attorney Approved by: Jon McMillen, City Manager Attachments: 1. Project Information 2. Vicinity Map 3. Proposed Land Plan 12 RESOLUTION NO. 2025 - XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LA QUINTA, CALIFORNIA, ADOPTING ADDENDUM NO. 3 TO THE PREVIOUSLY ADOPTED MITIGATED NEGATIVE DECLARATION (EA 2002-453) PURSUANT TO SECTIONS 15162 AND 15164 OF THE CALIFORNIA ENVIRONMENTAL QUALITY ACT IN THAT NO SUBSTANTIAL CHANGES TO THE PROJECT ARE PROPOSED THAT RESULT IN NEW SIGNIFICANT ENVIRONMENTAL EFFECTS CASE NUMBER: ENVIRONMENTAL ASSESSMENT 2025-0002 PROJECT: SILVERROCK RESORT APPLICANT: TBE RE ACQUISITION CO II LLC. (SUBSIDIARY OF TURNBRIDGE EQUITIES) WHEREAS, the City Council of the City of La Quinta, California, did, on September 22, 2025, hold a duly noticed Public Hearing to consider a request by TBE RE Acquisition Co II LLC., subsidiary of Turnbridge Equities, for approval of a Reinstated and Amended Development Agreement and associated documents and agreements for the SilverRock Resort (2025 SilverRock Master Plan), relating to real property south of Avenue 52, west of Jefferson Street, with Assessor Parcel Numbers: APNs: 770-260-037; 776-150-029, -030; 777-060-008, -010, -011, -019, -020, -062, - 070, -071, -072, -074, -075, -078, -079, -080, -081, -082, -083, -084, -085; 777-490-023, -024, -035, -037, -039, -042, -046, -047, -048, -049, -050, -053, -054, -055, -057, -058, - 059, -060, -061, -062, -063, -064, -065, -066, -067, -068, -069, -070, -071, -072, -073, - 074, -075, -076, -077, -078, -079, -080; 777-510-001, -002, -003, -004, -005, -006, -007, -008, -009, -010, -011, -012, -013, -014, -015, -016, -017, -018, -019, -020, -021, -022, - 023, -024, -025; 777-520-001, -002, -003, -004, -005, -006, -007, -008, -009, -010, -011, -012, -013, -014, -015, -016, -017, -018 WHEREAS, the Design and Development Department published a public hearing notice in The Desert Sun newspaper on September 11, 2025, as prescribed by State law and the La Quinta Municipal Code. Public hearing notices were also mailed to all property owners within 500 feet of the site and emailed or mailed to all interested parties who have requested notification relating to the project; and WHEREAS, the Planning Commission of the City of La Quinta, California, did, on September 9, 2025, hold a duly noticed Public Hearing to consider recommending to 13 Resolution No. 2025 — xxx Addendum No. 3 to EA 2002-453 SilverRock Resort Adopted: September 22, 2025 Page 2 of 3 the City Council approval of Addendum No. 3 to Environmental Assessment 2022-453; and WHEREAS, at the City Council's Public Hearing, upon hearing and considering all testimony and arguments, if any, of all interested persons desiring to be heard, the City Council did make the following mandatory findings pursuant to the California Environmental Quality Act (CEQA): 1. The proposed project will not have the potential to degrade the quality of the environment, substantially reduce the habitat of a fish or wildlife population to drop below self-sustaining levels, threaten to eliminate a plant or animal community, reduce the number, or restrict the range of rare or endangered plants or animals, or eliminate important examples of the major periods of California history or prehistory. Potential impacts can be mitigated to be less than significant levels with the implementation of mitigation measures included in Previous Assessments. 2. The proposed project will not result in impacts that are individually limited or cumulatively considerable when considering planned or proposed development in the immediate vicinity. Potential impacts can be mitigated to be less than significant levels. 3. The proposed project will not have environmental effects that will adversely affect the human population, either directly or indirectly. Potential impacts are equivalent to or less than those identified in Previous Assessments, and with the implementation of mitigation measures included in those Previous Assessments, can be mitigated to be less than significant. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of La Quinta, California, as follows: SECTION 1. That the above recitations are true and constitute the Findings of the City Council in this case. SECTION 2. That the City Council has reviewed and considered the Addendum, and finds that the Addendum is an accurate and objective statement that has been completed in full compliance with CEQA, the State CEQA Guidelines, and the City's Local CEQA Guidelines and reflects the independent judgment and analysis of the City Council. SECTION 3. That the City Council hereby adopts Addendum No. 3 to EA 2002-453, attached to this Resolution as Exhibit A. SECTION 4. That the documents and materials that constitute the record of proceedings on which this Resolution has been based are located at La Quinta City 14 Resolution No. 2025 — xxx Addendum No. 3 to EA 2002-453 SilverRock Resort Adopted: September 22, 2025 Page 3 of 3 Hall, 78-495 Calle Tampico, La Quinta, CA 92253. The custodian for these records is the City Clerk of the City of La Quinta or designee. This information is provided in compliance with Public Resources Code Section 21081.6(a)(2). PASSED, APPROVED, and ADOPTED at a special meeting of the La Quinta City Council held on September 22, 2025, by the following vote: AYES: NOES: ABSENT: ABSTAIN: LINDA EVANS, Mayor City of La Quinta, California ATTEST: MONIKA RADEVA, City Clerk City of La Quinta, California APPROVED AS TO FORM: WILLIAM H. IHRKE, City Attorney City of La Quinta, California 15 RESOLUTION NO. 2025-XXX EXHIBIT A Adopted: September 22, 2025 Addendum to the ADOPTED MITIGATED NEGATIVE DECLARATION SILVERROCK RESORT PROJECT LA QU I NTA, CALIFORNIA Prepared for: City of La Quinta 78-495 Calle Tampico La Quinta, California 92253 � 860 Hampshire Road, Suite P Merldjan Westlake Village, CA91361 Consultants www.meridianconsultantsllc.com SEPTEMBER 2025 16 Section Page Tableof Contents............................................................................................................... i 1.0 Introduction......................................................................................................1.0-3 1.1 Prior Environmental review..............................................................................1.0-3 1.2 Previous Approvals.........................................................................................1.0-5 1.3 Proposed 2025 SilverRock Resort Master Plan.................................................1.0-5 1.4 Purpose of an Addendum................................................................................1.0-6 2.0 Project Description............................................................................................2.0-1 2.1 Project Location.............................................................................................2.0-1 2.2 Project Site Conditions....................................................................................2.0-1 2.3 Project Characteristics...................................................................................2.0-2 3.0 Impact Analysis.................................................................................................3.0-1 3.1 Land Use and Planning....................................................................................3.0-2 3.2 Population and Housing..................................................................................3.0-7 3.3 Geology And Soils...........................................................................................3.0-9 3.4 Water...........................................................................................................3.0-14 3.5 Air Quality.....................................................................................................3.0-18 3.6 Transportation / Circulation..........................................................................3.0-28 3.7 Biological Resources....................................................................................3.0-32 3.8 Energy and Mineral Resources.......................................................................3.0-38 3.9 Hazards and Hazardous Materials.................................................................3.0-40 3.10 Noise............................................................................................................3.0-44 3.11 Public Services.............................................................................................3.0-48 3.12 Utilities and Service Systems.........................................................................3.0-54 3.13 Aesthetics....................................................................................................3.0-61 3.14 Cultural Resources.......................................................................................3.0-66 3.15 Recreation....................................................................................................3.0-69 3.16 Greenhouse Gases.......................................................................................3.0-71 4.0 References.......................................................................................................4.0-1 5.0 Mitigation Monitoring Program...........................................................................5.0-1 Appendices A Air Quality and Greenhouse Gas Emissions Outputs Meridian Consultants 1 SilverRock Resort Project Addendum September 20" LIST OF FIGURES Figure Page 1-1 2018 SilverRock Resort Master Plan............................................................................1.0-7 2-1 Regional Location Map...............................................................................................2.0-3 2-2 Project Location.........................................................................................................2.0-4 2-3 Project Site Aerial Photographs...................................................................................2.0-5 2-4 2025 SilverRock Master Plan.......................................................................................2.0-9 3.1-1 General Plan Land Use Map........................................................................................3.0-4 3.1-2 Zoning Map................................................................................................................3.0-5 LIST OF TABLES Table Page 2-1 Partially Constructed Buildings...................................................................................2.0-2 2-2 Comparative Land Use Summary: Prior Environmental Reviews and the 2025 SilverRock Master Plan...............................................................................................2.0-6 2-3 2018 SilverRock Resort Master Plan Land Use Summary..............................................2.0-7 2-4 2025 SilverRock Master Plan Summary........................................................................2.0-8 3.5-1 Project Construction Schedule.................................................................................3.0-23 3.5-2 Highest Daily Construction Pollutant Emissions........................................................3.0-24 3.5-3 Operational Emissions.............................................................................................3.0-25 3.5-4 Localized Construction and OPerational Emissions...................................................3.0-26 3.6-1 SilverRock Trip Generation Comparison: 2018 vs. 2025 Master Plan...........................3.0-30 3.11-1 School District Generation Rates and STudent Generation.........................................3.0-52 3.11-2 Project School Enrollment and Capacities.................................................................3.0-52 3.16-1 Construction Green House Gas Emissions.................................................................3.0-74 3.16-2 Operational GHG Emissions.....................................................................................3.0-76 Meridian Consultants 11 SilverRock Resort Project Addendum September 208 1.0 INTRODUCTION This Addendum has been prepared to analyze the potential environmental effects associated with the proposed approval of agreements to implement the approved SilverRock Resort Project (SRR Project or Project). The City of La Quinta (City) is proposing to approve a Reinstated and Amended Development Agreement, an Option Agreement for the Phase 2 Land, a Transient Occupancy Tax revenue sharing agreement, and ancillary agreements or amendments to recorded covenants. The first phase of development currently proposed includes a 154-room Luxury Resort Hotel with supporting facilities, 192 single-family and condominium resort residential units and a new clubhouse for the existing public golf course in Planning Areas 2-7. Subsequently, approval of Site Development Permits (SDPs), amendments to previously approved SDPs, subdivision maps and other implementing approvals, will be requested to develop the 2025 SilverRock Master Plan Project (2025 Project; Project), which would allow the development of resort, recreational, retail/commercial, and residential uses as permitted by the SilverRock Resort Specific Plan as approved by the City for the SilverRock Resort site. 1.1 PRIOR ENVIRONMENTAL REVIEW The SilverRock Resort Project has been reviewed bythe City of La Quinta in a series of environmental review documents prepared since 2002, including a 2002 Mitigated Negative Declaration (MND), and Addenda to the Adopted MND in 2006 and 2014 (Previous Assessments). Background information on these Previous Assessments and approvals is presented below. 1.1.1 2002 Mitigated Neqative Declaration (2002 MND) In 2002, an Environmental Assessment (EA 2002-453) was prepared supporting the adoption of a Mitigated Negative Declaration (2002 MND) evaluating the acquisition of the 707-acre SilverRock Resort site by the City of La Quinta Redevelopment Agency. The site was acquired to meet the City's goals of providing public recreation and generating recurring revenue by facilitating resort -oriented development. The 2002 MND evaluated a master development plan that included two 18-hole public golf courses, a hotel with a conference center, a clubhouse, timeshare or condo -hotel units, and supporting commercial uses. Approximately 160 acres of the western portion of the site within the Santa Rosa Mountains were identified for permanent preservation as open space. Following the adoption of the 2002 MND, the City constructed and opened the Arnold Palmer Classic Golf Course in 2005 on approximately 173 acres of the site. I.I.Z 200b Addendum In 2006, the City of La Quinta approved the SilverRock Resort Specific Plan to guide the phased development of approximately 546 acres of the SilverRock site with resort uses. An Addendum to the 2002 MND (2006 Addendum) was prepared to evaluate the proposed Specific Plan. Meridian Consultants 1 .0-3 SilverRock Resort Project Addendum September 20F9 1.0—Introduction The Specific Plan was prepared by the City to ensure quality development consistent with the goals, objectives, and policies of the City's General Plan. The Specific Plan defines the location, type, and amount of development allowed within the Specific Plan Area, while providing a degree of flexibility to allow future development to respond to the opportunities in the marketplace for a unique resort development. The Specific Plan established a land use framework by establishing eight Planning Areas (PAs) to guide the development of a master -planned resort community with two public golf courses, multiple hotels (including boutique and conference hotels), residential units, a mixed -use retail village, and supporting amenities as identified in Table 2-2. The plan included design and development standards aligned with the City's General Plan and excluded the previously preserved 160-acre portion of the Santa Rosa Mountains. The approved Specific Plan allows minor modifications without a Specific Plan amendment as follows: • The addition of new information to the Specific Plan maps or text that do not change the effect of any regulation. The new information may include more detailed, site -specific information. If this information demonstrates that Planning Area boundaries are inaccurately designated, based upon the goals of the Specific Plan, said boundaries may be adjusted or redesignated to reflect a more accurate depiction of on -site conditions without requiring a Specific Plan Amendment. Adjustments to the golf corridors may be made, resulting in a corresponding change to the adjacent development parcel, without the requirement of a Specific Plan Amendment. • Changes to the community infrastructure, such as drainage systems, roads, water, and sewer systems, etc., which do not have the effect of increasing or decreasing capacity in the project area beyond the specified density range nor increase the backbone infrastructure construction or maintenance costs.1 The 2006 Addendum concluded that the proposed Specific Plan would not result in any new or substantially more significant impacts than were identified in the Adopted 2002 MND. 2014 Aaaenaum In 2014, the City of La Quinta prepared a second Addendum to the 2002 Mitigated Negative Declaration (2014 Addendum) to evaluate a refined master plan for the SilverRock Resort project in response to evolving market conditions and support the approval of a series of agreements to implement the project, including a Development Agreement (DA) and a Purchase, Sale, and Development Agreement (PSDA) pursuant to California Government Code Section 65864 with a master developer for development of resort, recreational, retail/ commercial, and residential uses as permitted by the Specific Plan. 1 City of La Quinta, SilverRock Resort Specific Plan (2006), 51. Meridian Consultants 1 .0-4 SilverRock Resort Project Addendum September 2011_1� 1.0—Introduction The 2014 Master Plan as evaluated in the Addendum included a hotel, spa, banquet room, residential units, commercial/retail space, a golf clubhouse, and an additional 18-hole golf course As summarized in Table 2-2. The 2014 Addendum concluded that the proposed Specific Plan would not result in any new or substantially more significant impacts than were identified in the Adopted 2002 MND. 1.2 PREVIOUS APPROVALS In 2006, the City of La Quinta approved the SilverRock Resort Specific Plan to guide the phased development of the approximate 546 acre the SilverRock site. An Addendum to the 2002 MND (2006 Addendum) was prepared to evaluate the proposed Specific Plan. The 2014 DA, PDSA and amendments to the PSDA allowed development in Planning Areas 2 to 9 as defined in the approved Specific Plan. The PSDA and subsequent amendments addressed financing, construction timelines, performance schedules, and financial incentives for the phased construction of luxury hotels, branded residences, golf villas, a new golf clubhouse, a conference center, and related infrastructure. PSDA Amendment No. 3, November 2018, amended and restated key terms of the original PSDA between the City and the Developer and included an updated master plan (2018 Master Plan) shown Figure 1-1: 2018 SilverRock Resort Master Plan. A series of Site Development Permits (SDPs) approved site, architectural, and landscaping plans for Planning Areas 2-7 as delineated in the 2025 Project in accordance with the SilverRock Specific Plan and applicable zoning and environmental regulations. The SDPs established project conditions, design requirements, environmental compliance measures, and public infrastructure obligations. 1.3 PROPOSED 2025 SILVERROCK RESORT MASTER PLAN The 2025 SilverRock Resort Master Plan, as shown below in Figure 2-4: 2025 SilverRock Master Plan, includes hotel and resort residential uses as permitted by the SilverRock Specific Plan along with the second 18-hole golf course and related support and amenity facilities. Development of one hotel is now proposed with resort residential units. Overall, the 2025 SilverRock Master Plan reflects a reduced intensity of hotel and residential development compared to the 2018 Master Plan as shown in Table 2-2: Comparative Land Use Summary: Prior Environmental Reviews and the 2025 SilverRock Master Plan. Meridian Consultants 1 .0-5 SilverRock Resort Project Addendum September 202f 1.0—Introduction 1.4 PURPOSE OF AN ADDENDUM The California Environmental Quality Act (CEQA) and State CEQA Guidelines define standards and the procedure for determining the level of additional environmental review required when an Environmental Impact Report (EIR) has been certified or a Negative Declaration adopted for a project.2 An Addendum to an adopted MND is appropriate where the lead agency has determined that changes to the project, changed circumstances, or new information would not result in the identification of new significant impacts or a substantial increase in the severity of impacts identified in the adopted MND. An Addendum is appropriate where a lead agency has determined that none of the conditions described in CEQA Guidelines Section 15162 call for the preparation of a subsequent EIR or negative declaration have occurred. Public review of an Addendum is not required by CEQA. Instead, the information in an Addendum is to be considered with the adopted MND prior to a decision being made on actions proposed. This Addendum provides: 1. An update to the information in the adopted MND on the existing environmental conditions under which the SRR Project will be undertaken. 2. An analysis of the potential environmental effects of the 2025 Project as compared to the environmental effects of the SRR Project as analyzed in the 2002 MND and prior Addenda. An Addendum is the appropriate document to update the information in the adopted MND for the following reasons: 1. No substantial changes are proposed to the SRR Project that will require major revisions of the adopted MND because there are no new significant effects or any substantial increase in the severity of previously identified significant impacts. 2. No substantial changes in circumstances under which the SRR Project will be undertaken have been identified that will require major revisions of the adopted MND as there are no new significant environmental effects or any substantial increase in the severity of previously identified effects. 3. No new information of substantial importance has been discovered that was not known and could not have been known with the exercise of reasonable diligence at the time the adopted MND was prepared. Specifically, a review of the current existing conditions and the 2025 Project demonstrates the following: 2 CEQA Guidelines, Sections 15162-15164. Meridian Consultants 1 .0-6 SilverRock Resort Project Addendum September 2(�2 SOURCE: The Robert Green Company — November 29, 2016 FIGURE 1-1 F#eridian 2018 SilverRock Resort Master Plan Consultants 23 453-001-25 1.0—Introduction a. The 2025 Project will not have one or more significant effects not discussed in the adopted MND. b. Significant effects previously examined will not be substantially more severe than shown in the adopted MND. c. No new mitigation measures or alternatives have been found to be feasible that would reduce one or more significant effects of the Specific Plan. d. No new mitigation measures or alternatives, considerably different from those analyzed in the adopted MND, have been identified that the Project proponents decline to adopt. Meridian Consultants 1 .0-8 SilverRock Resort Project Addendum September 2024 2.0 PROJECT DESCRIPTION 2.1 PROJECT LOCATION The SilverRock Project Site (SRR Project Site or Project Site) is located within the City of La Quinta in the County of Riverside (County). The City of La Quinta (City) is located in the southeastern portion of the Coachella Valley, approximately 105 miles from the City of Los Angeles and approximately 240 miles from the Phoenix -Scottsdale metropolitan region. The City is bordered by unincorporated County areas to the north and east and by the Santa Rosa and San Jacinto Mountains to the southwest and west. As shown in Figure 2-1: Regional Location Map, surrounding jurisdictions include unincorporated County areas to the north and east, the City of Palm Desert and the City of Indian Wells to the northwest, and the City of Indio and the City of Coachella to the northeast. As shown in Figure 2-2: Project Location, the Project Site is located in the central portion of the City, bounded by Avenue 52 to the north, Jefferson Street to the east, Avenue 54 on the south, and the Santa Rosa Mountains on the west; and is accessible from Interstate 10 via Washington and Jefferson Streets. The Coachella Canal traverses west through the Project site from Jefferson Street and turns south within the Project Site. Uses surrounding the Project Site include golf courses, residential communities, and natural open space areas. The Citrus Club at PGA West golf course and residential community is north of Avenue 52; the Mountain View Country Club golf course and residential community is north of Avenue 52 and east of Jefferson Street; the Hideaway golf club and residential community is east of Jefferson Street; the PGA West golf course and residential community is south of the Project Site and to the south of Avenue 54; and the Santa Rosa Mountains are to the west. 2.2 PROJECT SITE CONDITIONS The Project Site consists of areas that have been previously graded, developed, or partially developed as shown in Figure 2-3: Project Site Aerial Photograph. The eastern portion of the site contains previously graded development pads. SilverRock Park is located in the northwest; the Arnold Palmer Classic Golf Course, Ahmanson House, a series of partially constructed buildings associated with the previous approvals are located in the western portion of the site; and a Bighorn sheep exclusion fence has been completed along the toe -of -slope of the Santa Rosa Mountains. Utilities have been constructed to support development of the uses allowed by the approved Specific Plan. Water to the Specific Plan area is provided through an existing 18-inch water main in SilverRock Way. An 18-inch main line is located adjacent to the Project Site in Jefferson Street and there are two (2) water well sites and a pressure reducing/boosting station. A storm drain in Avenue 52 is designed to convey stormwater to the planned location of the second golf course on the Project Site along Avenue 52 and Jefferson Street. The partially constructed buildings include a conference center/shared services facility, golf clubhouse, hotel, spa, guest rooms, and branded residential Meridian Consultants 2.0-1 SilverRock Resort Project Addendum September 2q9 2.0—Project Description units. These partially constructed buildings are proposed to either be reused, relocated, or demolished as part of the Project as identified in Table 2-1: Partially Constructed Buildings. For purposes of environmental analysis in this Addendum and to provide a conservative analysis for the 2025 Project, demolition of the partially constructed buildings is assumed. Conference Center/Shared 81,022 60 45 Demolish/Reuse Service Facility Demolish and Golf Clubhouse 14,550 75 75 relocate/rebuild Hotel Buildings 26,321 60 55 Demolish/Reuse Demolish and Hotel Spa 16,716 45 40 relocate/rebuild Hotel Guest Rooms 91,045 45 40 Demolish/Reuse Hotel Branded Demolish and 149,908 30 25 Residences relocate/rebuild Source: Turnbridge Equities. 2025. 2.3 PROJECT CHARACTERISTICS The 2025 SilverRock Master Plan reconfigures the planned hotel, resort residential, commercial, golf course and related ancillary support uses to complement the existing public golf course and related public facilities on the Project Site as shown in Figure 2-4: 2025 SilverRock Master Plan. The 2025 Project is consistent with the SilverRock Specific Plan as approved by the City in 2006. As shown Table 2-2: Comparative Land Use Summary: Prior Environmental Reviews and the 2025 SilverRock Master Plan, the amount of development planned is consistent with, and less intensive, than the SRR Project as defined and analyzed in the City's prior environmental review documents. Meridian Consultants 2.0-2 SilverRock Resort Project Addendum September 2N •ASV\� [�.t �''� � ,. i`, ��, 1 �;I • • 3,Y� I �� ', -t� \� rr �� - -� � � _ f Ifs.- )C-F;�-I('�' - -., t �s? � _ If^C��; •� i 'K. - ; $ �•,; g i 1 j .r.4vp� Ate. � � •' -• ' �, � �� • �� 1 : * � ' A f �4 fA fit t6' IM ,� r. h Legend i�41 Project Site �►: J y 11 �l� fir 0 0.75 1.5 ' � l y ♦ % f� i / O u•n - r�, � i'1�`I .ate APPROXIMATE SCALE IN MILES =-..� L. a�"` SOURCE: City of La Quinta — 2025 FIGURE 2-1 IW)eridian Regional Location Cnrs iltarts 400-uu I-Zu AW to Z-V 34 O.w 52nd nve Ir ri- - r vr Avenue: 54r wig 2.0—Project Description FIGURE 2-3: PROJECT SITE AERIAL PHOTOGRAPHS Meridian Consultants 2.0-5 Addendum to the SilverRock Resort Project September 2029 2.0—Project Description Development Summary Planning Areas Golf Facilities Units - Hotel Rooms / Keys or Residential Units Commercial Conference/Event Facilities Ahmanson House Hotel/ Residential Units/Keys: 550 Commercial: 25,000 SF Conference/Event Facilities: 10,000 SF Golf Holes: 45 N/A Two 18-hole Golf Courses One 9-hole Golf Course Hotel (250 Units) Condominium Hotel Units (250 Units) 25,000 SF 10,000 SF Conference Center Civic/Cultural and Restaurant Use Hotel/ Residential Units/Keys: 1,135/1,360 Commercial: 160,000 SF Conference/Event Facilities: 10,000 SF Golf Holes: 36 New Clubhouse for Public Course 8 Planning Areas (PA 1-8) Two 18-Hole Golf Courses PA 1: Arnold Palmer Classic Course PA 10: Second 18-Hole Golf Course PA 2: Boutique Hotel (200 Units / 260 Keys) PA 4: Resort Hotel (405 Units / 520 Keys) PA 6: Lifestyle Hotel (450 Units / 500 Keys) PA 5 and Hotels: 160,000 SF 10,000 SF Conference Center PA 2: 10,000 SF Civic/Cultural 300 Seat Restaurant 80 Boutique Guest Rooms Hotel/ Residential Units/Keys: 850 Commercial: 35,000 SF Conference/Shared Facilities: 71,000 SF Golf Holes: 36 New Clubhouse for Public Course 12 Planning Areas (PA 1-12) Two 18-Hole Golf Courses PA 1: Arnold Palmer Classic Course PA 10: Second 18-Hole Golf Course PA 2: Luxury Hotel (140 Keys) PA 5: Lifestyle Hotel (200 Keys) PA 3: 35 Branded Residences PA 6: 60 Branded Residential Units PA 7-10a: 415 Resort Residential Units PA 7 and PA 9: 35,000 SF Hotel/ Residential Units/Keys: 1,084 Commercial: 40,000 SF Conference/Shared Facilities: 71,000 SF Golf Holes: 27 New Clubhouse for Public Course 12 Planning Areas (PA 1-12) Two 18-Hole Golf Courses PA 1: Arnold Palmer Classic Course PA 10: Second 9-Hole Golf Course PA 2: Luxury Hotel (140 Keys) PA 5: Lifestyle Hotel (200 Keys) PA 3: 35 Branded Residences PA 6: 66 Branded Residential Units PA 7-10B-6: 643 Resort Residential Units PA 7 and PA 9: 40,000 SF Hotel/ Residential Units/Keys: 599 Commercial 40,000 SF Banquet/Shared Facilities: 55,000 SF Golf Holes: 36 New Clubhouse for Public Course 8 Planning Areas (PA 1-8) Two 18-Hole Golf Courses PA 1: Arnold Palmer Classic Course PA 8: Second 18-Hole Golf Course PA 3: Luxury Hotel (154 Keys) PA 2: 29 Branded Residences PA 6: 70 Branded Residential Condos PA 7: 93 Branded Residences PA 8: 253 Residential Units PA 8: 40,000 SF PA 4: 71,000 SF Ballroom Meeting Space, PA 4: 71,000 SF Ballroom Meeting Space, PA 5: 55,000 SF Banquet Meeting Space, Food Food Service, Back Of House Food Service, Back Of House Service, Back Of House PA 2: 7,500 SF Restaurant 1,500 SF Storage Building PA 2: 7,500 SF Restaurant PA 3: 7,500 SF Restaurant Meridian Consultants 2.0-6 Addendum to the SilverRock Resort Project September 201?6 2.0—Project Description PSDA Amendment No. 3, dated November 28, 2018, amended and restated key terms of the original PSDA between the City and the developer, and implemented a revised development framework. The Land uses permitted under this revised framework are reflected in the 2018 Master Plan, which represents the most current land use plan for the Project. A summary of the 2018 Master Plan is shown below in Table 2-3: 2018 SilverRock Resort Master Plan Land Use Summary. 1 Golf Course (Existing) 179.0 2 Luxury Hotel 20.5 140 3 Luxury Branded residential Development 14.0 35 4 Conference and Shared Service Facility 7.5 5 Lifestyle Hotel 10.5 200 6 Lifestyle Branded Residential Development 10.0 66 7 Promenade Mixed Use Village Area 1 10.5 150 8 Resort Residential Village 22.5 160 9 Promenade Mixed Use Village Area 11 15.0 80 10A-1 Golf Clubhouse & Golf Course 51.5 25 10A-2 Residential 13.5 46 10A-3 Residential 6.0 23 10B-1 Golf Course 62.0 40 10B-2 Residential 5.5 19 10B-3 Residential 4.5 20 10B-4 Residential 7.0 34 10B-5 Residential 5.5 22 10B-6 Residential 5.5 24 Su btota I of PA 10 Residential 253 11 Public Park 22.0 12 Arroyo, Trails, Canal & Streets 53.5 TOTAL 525.0 1,084 Table 2-4: 2025 SilverRock Master Plan Summary provides an overview of the development included in the 2025 Project. PAs 1, 11 and 12 are City owned land, and as shown in Table 2-3, are proposed for recreational use. PAs 9 and 10 in the 2018 Master Plan included resort residential units and commercial space. The intensity of residential units and commercial space is reduced in the 2025 Project and PAs 9 and 10 were combined into PA 8 in the 2025 Project, as shown in Table 2-2. The 2025 Project includes a revised development program for the first phase of the Project. This first phase includes the development of a 154-room Luxury Resort Hotel with supporting facilities, 192 single-family and condominium resort residential units and a new clubhouse for the existing public golf course in PAs 2-7. The 2025 Project reduces the intensity of development in these planning areas compared to the 2018 Master Plan. The second phase includes the future development of an 18-hole private golf course, 253 resort residential units and 40,000 square feet of commercial development in PA 8. This second phase of Meridian Consultants 2.0-7 Addendum to the SilverRock Resort Project September 219f 2.0—Project Description development is the same as the development planned in this portion of the Project Site in the second phase of the 2018 Master Plan. Golf Course 1 improvements 161.0 18 (existing) 2 Residential Lots 13.4 29 3 Hotel 154 250,000 Hotel Lobby 22.6 Restaurants/Bars -1.3 (spa) Retail - 0.5 Spa (retail, Wellness restaurant, Fitness bar) Pools 4 Golf Clubhouse 17,000 3.7 Banquet (part of 5 25,000 hotel) Back of House 8.7 5 (BOH) (part of 30,000 hotel) Residential 6 273,000 70 Condos 18.3 Residential Clubhouse 6 20,000 Amenities building 7 Residential Lots 68.0 93 8 Residential 253 18-holes 8 Golf Course 200.0 18 private 8 Commercial 40,000 Meridian Consultants 2.0-8 SilverRock Resort Project Addendum September 20V PA1 -Golf Course (e)rstrng) PA2 - Luxury Brandy (29lots) PA3 - Luxury Hotel (154 guest rooms, li restawents, retail, amenities. BOH, et( 250.0000) r • vr� 1 • MIN SOURCE: Turnbridge Equities, 2025 PA4 - Public Golf Clubhouse (17.000sf) PAS - Luxury Hotel Banquet & Back of House Functions (Banquet: 25.000sf) ( BOH: 30,000sf ) PAG - Luxury Brended Condominiums 170 units) Resident Clubhouse 6 Facilities (20,000sf) PA7-Luxury &ended Residences (93 lots) PAS - Future Golf. Residential, and Commercial (18-hole private Colf course, 253 residential units. and 40.000sf commercial) FIGURE 2-4 IW)eridian 2025 SilverRock Master Plan Loris iltanit 99 400-uu I-Zu 2.0—Project Description Further description of the development proposed in each Planning Area is provided below. Planning Area I Planning Area 1 includes the existing 173-acre Arnold Palmer Classic Golf Course and golf course maintenance facility site. The Project proposes to upgrade the existing golf course and realign a portion of SilverRock Way adjacent to the proposed public golf clubhouse in Planning Area 4 (PA 4). The southern segment of SilverRock Way would be removed to allow clubhouse guests to access the golf course directly without crossing a vehicular roadway. To maintain circulation, the Project would extend Ahmanson Way between PA 4 and PA 5 to connect with the northern segment of SilverRock Way. Planning Area 2 In Planning Area 2 the re -use or demolition of the partially constructed homes is proposed to allow the development of 29 luxury branded resort residences, each with four to five bedrooms and ranging from approximately 4,000 to 6,000 square feet in size. These residences will be privately owned but maintain a direct affiliation with the adjacent luxury hotel. The hotel owner and future residential owner(s) will have the option to make their units available for short-term vacation rental through a hotel -managed rental program. The purchase and sale agreement and property covenants would require that all rentals must be managed through the hotel reservation system, subject to applicable Laws. Planning Area 3 In Planning Area 3, the re -use or demolition of the partially constructed hotel buildings is proposed to allow the development of a 154-unit luxury hotel, with approximately 250,000 SF of total space. The existing Ahmanson House property is intended to be renovated for use as a restaurant or other hotel amenity, consistent with the existing project approvals. The luxury hotel would use the new Back of House and Banquet facilities in Planning Area 5. Planning Area 4 In Planning Area 4, development of a new approximately 17,000 SF golf clubhouse is proposed to serve the golf course(s) on the Project Site. It will replace the partially constructed golf clubhouse currently occurring in Planning Area 8 (see below). Planning Area 5 In Planning Area 5, the partially constructed one-story 81,000 SF conference/shared services buildings would be demolished to allow for the development of a 25,000 SF banquet facility and a 30,000 SF back of house (BOH) facility. Meridian Consultants 2.0-1 0 Addendum to the SilverRock Resort Project September 214 2.0—Project Description Planning Area b In Planning Area 6 the demolition of the partially constructed public golf clubhouse is proposed to allow for the development of 70 luxury branded resort condominium units, each with two to five bedrooms, and ranging from approximately 2,000 to 4,000 SF in size. Development in this Planning Area would also include an approximately 20,000-SF clubhouse building that would provide amenities for residents along with other amenities like pools, tennis, pickleball, and padel, among others. These residences will be privately owned but maintain a direct affiliation with the adjacent Luxury hotel. The hotel owner and future residential owners will have the option to make their units available for short-term vacation rental through a hotel -managed rental program. The purchase and sale agreement and property covenants would require that all rentals must be managed through the hotel reservation system, subject to applicable laws. Planning Area 7 Planning Area 7 is proposed to allow for the development of 93 luxury branded resort residences. These residences will be privately owned but maintain a direct affiliation with the adjacent luxury hotel. Future residential owners will have the option to make their units available for short-term vacation rental through a hotel -managed rental program. The purchase and sale agreement and property covenants would require that all rentals must be managed through the hotel reservation system, subject to applicable laws. Planning Area 8 In Planning Area 8, a second 18-hole golf course is proposed with up to 253 private residences and 40,000 SF of commercial uses. This is the same program of development for this area included in the 2018 Master Plan. Planning Area 8 as defined in the 2025 Plan includes PAs 8, 9 and 10 as defined in the 2018 Plan. Planning Areas 1 1 and 12 PAs 11 and 12, City owned land planned for recreational use, are not part of the proposed 2025 project. These PAs include SilverRock park, which has been developed, and the other recreational elements will be considered by the City as development occurs. 2.4 SCHEDULE Construction of the 2025 Project would consist of two phases - Phase I and Phase 11. Phase I would include the development of PAs 1 to 7 and Phase 11 would include the development of PA 8. Each phase would include site preparation (including clearing, grubbing, and grading), infrastructure construction (including internal street development, electric, natural gas, and telecommunications improvements), and construction of individual buildings. No building construction timeline is available because the Specific Plan Area would be built out depending on market conditions. Meridian Consultants 2.0-1 1 SilverRock Resort Project Addendum September 219 2.0—Project Description Phase I is anticipated to occur over the course of seven years, with a start in November 2026 and completion by April 2033. A breakdown of each PA in Phase I detailed below. • Development of PAs 1, 3, 4 and 5 is anticipated to be from November 2026 to May 2029. • PA 2, which would develop approximately 29 single-family homes, is estimated to start in early 2027. Construction of each house is expected to have a duration of 20 months, but they will not all start at the same time. The last house is estimated to begin construction in late 2029 and finish mid-2031. • PA-6, which would develop 70 luxury condo units, is estimated to start early 2027 and have a 24- month duration per building and with a total of 10 buildings. Assuming each building is one month behind the next, Building 1 is estimated to start in Jan 2027 and Building 10 is estimated to be complete by Oct 2029. Overall, condo building construction would start in January 2027 and be completed in October 2029. • PA 7, which would develop 93 single-family homes, is anticipated to begin in 2030 and be built in phases over 38 months, into April 2033. Phase 11, which would include the development of PA 8, is anticipated to be over the course of 11 years following the completion of Phase I, from 2035-2045. Meridian Consultants 2.0-1 2 SilverRock Resort Project Addendum September 216 3.0 IMPACT ANALYSIS This section includes separate subsections for each environmental topic addressed in the 2002 MND. Each topical section presents a summary of the information and conclusions of the analysis in the Previous Assessments. Updated information reflecting any changes in the circumstances under which the proposed Project will occur is presented for each topic, followed by analysis of the environmental impacts of fully developing the uses as proposed by the proposed Project and as compared to the Previous Assessments. The following environmental topics addressed in the previous environmental review documents are addressed in this Addendum: • Land Use and Planning • Hazards • Population and Housing • Noise • Geology and Soils • Public Services • Water • Utilities and Service Systems • Air Quality • Aesthetics • Transportation/Circulation • Cultural Resources • Biological Resources • Recreation • Energy and Mineral Resources • Greenhouse Gases The adopted 2002 MND identified the environmental effects of the 2002 Project that would be less than significant, avoided, or substantially reduced to less than significant levels by the implementation of the adopted mitigation measures. The 2006 and 2014 Addenda evaluated the environmental effects of the development analyzed in the addendum as compared to the development analyzed in the 2002 MND and determined the revisions as proposed would not result in any new or substantially more severe significant impacts than identified in the 2002 MND. Meridian Consultants 3.0-1 Addendum to the SilverRock Resort Project September 2(V 3.0—Impact Analysis 3.1 LAND USE AND PLANNING i nres,,u,un, a. Physically divide an established community? b. Conflict with any applicable land use plan, policy, or regulation of an agency with jurisdiction over the project (including, but not limited to the general plan, specific plan, local coastal program, or zoning ordinance) adopted for the purpose of avoiding or mitigating an environmental effect? c. Conflict with any applicable habitat conservation plan or natural community conservation plan? 3.1.2 Summary of Findings in Previous Assessments The Adopted MND and prior Addenda concluded that the development of the SilverRock Resort Project would not disrupt or divide the existing community because the Project Site consisted of vacant and partially developed land situated within a developed area. The Project Site is surrounded on the north, east and south by similar golf course communities including the Citrus Club at PGA West golf course and residential community north of Avenue 52; the Mountain View Country Club golf course and residential community north of Avenue 52 and east of Jefferson Street; the Hideaway golf club and residential community east of Jefferson Street; and the PGA West golf course and residential community south of the Project Site. The western 160 acres of the site adjacent to the Santa Rosa Mountains is preserved as open space. The prior project was planned to be compatible with these adjacent resort and residential communities. Consistent with the General Plan designations for the Project Site of Open Space — Recreation (OS- R), Tourist Commercial (TC), and Open Space — Natural (OS-N) the Project has long been envisioned as a golf resort with complementary residential, hotel, and commercial uses. The proposed resort, residential, and commercial land uses were found to be compatible with surrounding land use patterns, and buffers such as golf courses were planned along the periphery to ensure compatibility and transition with adjacent neighborhoods. The uses permitted by the Specific Plan were determined to be consistent with the City's General Plan land use designations and zoning. No inconsistencies with applicable plans or policies were identified. Subsequent refinement of the Project over time has reduced the overall intensity of the allowed uses, including fewer residential units, fewer hotel room keys, and less commercial space than previously analyzed. The Project remained consistent with the General Plan and Specific Plan. In addition, the Prior Assessments concluded the Project would not conflict with the Coachella Valley Multiple Species Habitat Conservation Plan (CVMSHCP) and identified mitigation measures (MM) 131O-2 (building bighorn sheep fencing) to ensure compliance with the CVMSHP by focusing on the protection and separation of bighorn sheep that live in the Santa Rosa Mountains west of the Project Site from urban development. Meridian Consultants 3.0-2 Addendum to the SilverRock Resort Project September 2(3ig 3.0—Impact Analysis The Project Site is not located directly within the CVMSHCP Conservation Areas, but the Project Site is located adjacent to the Santa Rosa and San Jacinto Mountains Conservation Area, and the project would be required to pay the CVMSHCP/Natural Community Conservation Plan Mitigation Fee as required by design feature 1 identified in the 2035 General Plan. No new information or changed circumstances were identified in the Previous Assessments that resulted in new or more severe impacts related to land use and planning. All impacts remained less than significant, and no mitigation measures specific to land use and planning were identified in the Previous Assessments. 3.1.E existing Condition, -- The City consists of residential, resort, and commercial development surrounded by hillside and mountain open space areas. Most of the land within the City has been developed with a few undeveloped infill lots located throughout the urbanized area. As detailed in Section 2: Project Description, the 2014 DA, PDSA and subsequent amendments, and SDPs allowed development in PAs 2 to 9. Construction began on several buildings, including the conference center/shared services facility, golf clubhouse, hotel, spa, guest rooms, and branded hotel residences, but was not completed, leaving partially constructed and unoccupied structures on the Project Site. The Project Site currently includes the Arnold Palmer Classic Golf Course, the Ahmanson House, and these partially constructed buildings. The General Plan land use and zoning designations for the Project Site remain unchanged since the 2014 Addendum. As depicted in Figure 3.1-1: General Plan Land Use Map, most of the Project Site has a General Plan land use designation of OS-R, with the central western portion designated as TC, and the Coachella Canal area designated as OS-N. As depicted in Figure 3.1-2: Zoning Map, corresponding zoning designations include Golf Course (GC) and Park and Recreation (PR) for OS-R, Tourist Commercial (CT) for TC, and Floodplain (FP) for OS-N. The Tourist Commercial designation allows tourism -related land uses, including resort hotels, hotels and motels, and resort commercial development, such as conference centers, restaurants, resort - supporting retail and services. The Recreational Open Space designation applies to parks, recreation facilities, including driving ranges, club houses, and athletic facilities, as well as public and private golf courses. The Natural Open Space designation is applied to areas of natural open space, whether owned by private parties or public entities. Little development is permitted in this designation with the exception of traitor trailhead development. Meridian Consultants 3.0-3 SilverRock Resort Project Addendum September 213 5 v Project Site _ �� 3.0—Impact Analysis General Plan land use designations surrounding the Project Site include OS-R and Medium and High Density Residential (MHDR) to the north; OS-R, MHDR and OS-N to the east; OS-R and Low Density Residential (LDR) to the south; and OS-R, LDR and OS-N to the west. Zoning designations surrounding the Project Site include GC and Low Density Residential (RL) to the north; GC, Medium High Density Residential (RMH), RL and FP to the east; GC and RL-to the south; and Open Space (OS), RL, and GC to the west. 3.1.4 Analysis of the Proposed Project The 2025 Project would reconfigure the planned hotel, residential and related uses in PAs 1 to 8. The Project Site has been planned for the development of a golf course and complementary hotel, residential and commercial land uses and implementation of the SilverRock Resort Project as allowed bythe SilverRock Resort Specific Plan would not physically divide an established community for this reason. As detailed in Table 2-2: Comparative Land Use Summary: Prior Environmental Reviews and the 2025 SilverRock Master Plan, the 2025 Project includes approximately 599 hotel/residential units, 40,000 SF of commercial uses, 55,000 SF banquet/shared facilities, 36 golf holes and a new clubhouse for the Arnold Palmer Classic Course, which would reduce overall development intensity, including fewer residential units, fewer hotel room keys, and less commercial square footage than analyzed in the Previous Assessments. The 2025 Project would remain consistent in terms of use and character with the surrounding golf and residential uses. Therefore, the 2025 Project would not result in any new significant or substantially more severe land use impacts than were identified in the Previous Assessments. The 2025 Project would not conflict with the Coachella Valley Multiple Species Habitat Conservation Plan (CVMSHCP), which was approved in 2007. The CVMSHCP is a joint regional planning effort of the USFWS, California Department of Fish and Game (CDFG), Bureau of Land Management (BLM), US Forest Service (USFS), National Park Service (NPS), as well as Riverside County and local jurisdictions within the Coachella Valley, including the City of La Quinta. As required by MM B1O-2, a fence was constructed to reduce potential adverse impacts to bighorn sheep to less than significant by precluding access to the Project Site. With the implementation of MM B1O-2, the 2025 Project would not adversely affect any sensitive natural community identified in the General Plan, the CVMSHCP policies and regulations or by the California Department of Fish and Wildlife (CDFW) or US Fish and Wildlife Service (USFWS). The City of La Quinta participates in the CVMSHCP mitigation fee for new development to offset potential biological impacts as discussed further in Section 3.7, Biological Resources, and the 2025 Project remains subject to the CVMSHCP fee. Land use and planning impacts associated with the 2025 Project would be similar to those identified in the Previous Assessments and would be less than significant. No new significant impacts or increase in the severity of any previously identified significant impacts would result from changes to the Project, new information, or changes to the circumstances under which the Project will be undertaken. Meridian Consultants 3.0-6 SilverRock Resort Project Addendum September 2( 3.0—Impact Analysis 3.2 POPULATION AND HOUSING 3.2.1 1 nresr,u,un, a. Induce substantial population growth in an area, either directly (for example, by proposing new homes and businesses) or indirectly (for example, through extension of roads or other infrastructure)? b. Displace substantial numbers of existing housing, necessitating the construction of replacement housing elsewhere? c. Displace substantial numbers of people, necessitating the construction of replacement housing? 3.2.2 Summary of Findings in Previous Assessments Previous Assessments found that development of the Project would allow land uses that are consistent with the General Plan Land Use designations and as permitted by the approved Specific Plan. The Specific Plan allows for timeshares, hotels, resort casitas, and privately owned residential units. The prior Addenda discussed that these units may typically be occupied on a seasonal basis, which is typical for privately owned units in resort communities in the Coachella Valley. The Previous Assessments concluded the project would not induce substantial growth in the area. Previous Assessments identified that the proposed development intensities would result in fewer units, hotel keys and commercial space when compared to what is permitted by the Specific Plan. Previous Assessments identified that the reduction in intensity of land uses would generate fewer visitors to the Specific Plan Area. The 2035 General Plan growth projections accounted for the Specific Plan. Accordingly, no new expansion of existing utility or infrastructure improvements would be needed. No new information or changed circumstances were identified in the Previous Assessments that resulted in new or more severe impacts related to population and housing. All impacts remained less than significant. 3.2.3 Existing Condition! The California Department of Finance (DOF) annually updates the latest population and housing numbers. As of January 1, 2025, DOF estimates that the City has a population of approximately 38,796 residents and 24,700 housing units.3 The Project Site does not contain any habitable residential units nor contains anyone living on the site. 1 7'A Analysis of PropocPri PrniPrt The Project Site was approved for the development of hotel and residential units. The 2025 Project includes approximately 599 hotel/residential units, which is less hotel/residential units analyzed in the Previous Assessments. Of those 599 hotel/residential units, there would be 154 hotel units and 3 California Department of Finance. "E-5 Population and Housing Estimates for Cities, Counties, and the State, 2020- 2025." Accessed July 2025. https://dof.ca.gov/forecasting/demographics/estimates/e-5-population-and-housing- esti mates-for-cities-cou nties-and-the-state-2020-2025/. Meridian Consultants 3.0-7 SilverRock Resort Project Addendum September 2(* 3.0—Impact Analysis 192 branded residences. For purposes of assessment in this Addendum, it is assumed that all residential and hotel units would be occupied full time. The 346 hotel units and branded residences would generate a population increase of 976 people.4 The remaining 253 residential units in PA 8 would generate a population increase of 714 people, for a total population increase of 1,690 people.5,6 As mentioned above, the City has a current population of approximately 38,796 residents and 24,700 housing units. The City's projected 2050 population is 55,836, an increase of 17,040 residents within 25 years.7 The addition of 1,690 people would not represent a substantial increase, representing approximately 9.9 percent of the City's projected population growth from 2025 to 2050. The City currently has 24,700 housing units. The City's 2035 General Plan EIR found that at General Plan build out, there would be 31,603 dwelling units at full occupancy within the City, an increase of 6,903 units.$ The 2025 Project's 599 units would represent approximately 8.7 percent of the growth from 2025 to the General Plan build out. The 2025 Project's proposed residential uses would not induce substantial population and housing growth within the City. No existing populations reside within the Project Site nor are there any existing habitable housing units within the Project Site. Therefore, development of the 2025 Project would not displace substantial numbers of people, as the Project Site does not contain existing housing and would not require the construction of replacement housing elsewhere. Population and housing impacts associated with the 2025 Projectwould be similarto those identified in the Previous Assessments and would be less than significant. No new significant impacts or increase in the severity of any previously identified significant impacts would result from changes associated with the 2025 Project, new information, or changes to the circumstances under which the 2025 Project will be undertaken. 4 (346 proposed units x 2.82 people per household) = 976 persons. 5 (253 proposed residential units x 2.82 people per household) = 714 persons. 6 The 2.82 people per household figure was derived from the Connect SoCal 2024 Plan's Demographics and Growth Forecasts total population and household information for the County of Riverside. (2,992,000 total population / 1,062,000 total households) = 2.82 persons per household in 2050. The future projected number of households for the City in 2050 is 19,800. Southern California Association of Governments. "Final Connect SoCal 2024 Demographics and Growth Forecast." Accessed July 2025. https://scag.ca.gov/connect-socal. 7 (2.82 persons per household in 2050 x 19,800 households in 2050) = 55,836 people Southern California Association of Governments. "Final Connect SoCal 2024 Demographics and Growth Forecast." Accessed July 2025. https://scag.ca.gov/connect-socal. 8 City of La Quinta. 2035 La Quinta General Plan EIR. Accessed July 2025. https://Iagtaserweb.laquintaca.gov/WebLink/Browse.aspx?id=l04281 &dbid=1 &repo=CityofLaQuinta. Meridian Consultants 3.0-8 SilverRock Resort Project Addendum September 2QU 3.0—Impact Analysis 3.3 GEOLOGY AND SOILS 3.3.1 1 nresr,u,un, a. Expose people or structures to potential substantial adverse effects, including the risk of loss, injury, or death involving: i) Rupture of a known earthquake fault, as delineated on the most recent Alquist-Priolo Earthquake Fault Zoning Map issued by the State Geologist for the area or based on other substantial evidence of a known fault? Refer to Division of Mines and Geology Special Publication 42. ii) Strong seismic ground shaking? iii) Seismic -related ground failure, including liquefaction? iv) Landslides? b. Result in substantial soil erosion or the loss of topsoil? c. Be located on a geologic unit or soil that is unstable, or that would become unstable as a result of the project, and potentially result in an onsite or off -site landslide, lateral spreading, subsidence, liquefaction or collapse? d. Have soils incapable of adequately supporting the use of septic tanks or alternative waste water disposal systems where sewers are not available for the disposal of waste water? 3.3.2 Summary of Findings in Previous Assessments Previous Assessments found no evidence of an Alquist-Priolo Zone, or potential active faulting within the City, or the Project Site. Therefore, the potential for surface rupture as a result of fault plane displacement during the design life of the Project Site was determined to be less than significant. As also described in Prior Assessments, there are no active or potential faults within the City. However, geological analyses conducted for the 2035 General Plan indicated the City could experience moderate to very high ground shaking from earthquakes along the San Andreas Fault. Strong ground shaking could result in indirect hazards, such as slope instability, liquefaction, settlement, landslides, and flood inundation. All new buildings in the City are required to reinforce masonry, and new construction must comply with the Uniform Building Code (UBC). Compliance with the UBC would allow structures to resist major earthquakes without collapsing. As identified in MM GEO-1 and MM GEO-2, a comprehensive design level geotechnical evaluation and compliance with applicable building codes would minimize structural damage to buildings and ensure safety in the event of a moderate or major earthquake, respectively. Potential impacts would be reduced to a less than significant level with implementation of MM GEO-1 and MM GEO-2. Previous Assessments determined the Project Site is not located on a geologic unit that is considered unstable, and liquefaction and ground subsidence due to the lowering of the existing groundwater table is considered unlikely due to the minimum depth of 50 feet below ground surface for groundwater on the site. Previous Assessments found that the Project Site is not within areas with high or moderate liquefaction susceptibility and impacts would be less than significant. The southern and western portions of the Planning Area near the base of steep slopes associated with the Santa Meridian Consultants 3.0-9 SilverRock Resort Project Addendum September 2(1f9 3.0—Impact Analysis Rosa and San Jacinto Mountains are at risk due to seismically induced slope instability. Lands downslope of mountain slopes and hillsides may be susceptible to risks associated with landslide and rockfall. The western edge of the Project Site has potential for soil slumps and rock fall to occur as it is adjacent to the Santa Rosa Mountains; however, the western portion of the Project Site consists of the existing Arnold Palmer Classic Golf Course and is not designated for additional development. Previous Assessments found that the potential impact to structures from earthquake induced slope instability would be less than significant. Unconsolidated soils occur in many areas of the City and are subject to erosion, including wind erosion. Previous Assessments identified MM AQ-1 through MM AQ-3 for dust control. Further, as identified in the SilverRock Soil Stabilization Project, Previous Assessments described the incorporation of vegetation to stabilize and avoid the loss of loose soils.9Thus, impacts related to erosion, including wind erosion would be less than significant. Previous Assessments also identified that there would be no use of septic tanks or alternative wastewater disposal systems because all uses would be connected to existing sanitary sewer lines. No impacts related to alternative wastewater disposal systems would occur. No new information or changed circumstances were identified in the Previous Assessments that resulted in new or more severe impacts related to geology and soils. All impacts remained less than significant with incorporation of MM GEO-1 and MM GEO-2. Previously Identified Mitigation Measures MM GEO-1 Prior to the design and construction of any structural improvements, a comprehensive design level geotechnical evaluation shall be prepared that includes subsurface exploration and laboratory testing. Recommendations for grading/earthwork, surface and subsurface drainage, foundations, pavement structural sections, and other pertinent geotechnical design considerations shall be formulated and implemented based on the findings of this evaluation. MM GEO-2 All buildings planned as a result of the proposed Project shall be constructed in conformance with the Uniform Building Code (UBC), as adopted by the City of La Quinta. 9 At the time the 2006 Addendum was being prepared, the SilverRock Soil Stabilization Project was being implemented to avoid the loss of loose soils in the Specific Plan Area. The SilverRock Soil Stabilization Project included stabilizing approximately 245 acres of undeveloped land within the Specific Plan Area with vegetation. The stabilization project involved minor grading, clearing and grubbing, planting of barley seed and supplying temporary irrigation in order to grow the seed for approximately 3 weeks. Once the barley was established the irrigation was removed and the barley would stabilize the soiltogether for 2 to 3 years. This was done as a dust mitigation measure until the site is completely developed. Meridian Consultants 3.0-10 SilverRock Resort Project Addendum September 2M 3.0—Impact Analysis 3.3.3 Existing Conditions The City consists of residential, resort, and commercial development surrounded by hillside and mountain open space areas. Most of the land within the City has been developed with a few undeveloped infill lots located throughout the urbanized area. As detailed in Section 2: Project Description, the Project Site is fully graded and is developed with the Arnold Palmer Classic Golf Course, the Ahmanson House, and partially constructed buildings. A Technical Background Report for the Safety Element of the La Quinta 2035 General Plan was completed in 2010.10 The report identified earthquake -triggered geologic effects including ground shaking, surface fault rupture, landslides, liquefaction, subsidence, and seiches. Seismic hazards include areas susceptible to earthquake -induced slope instability and liquefaction. Geological hazards identified within the City in the 2035 General Plan EIR included landslides, slope instability, compressible, collapsible, or expansive soils, soil corrosivity, ground subsidence, erosion, and wind- blown sand. Potential geology and soils hazards identified on the Project Site include liquefaction, landslides, slope instability, and ground subsidence. No Alquist-Priolo Zones, or evidence of active or potentially active faulting have been identified within the City. 3.3.4 Analysis of Proposed Project The 2025 Project would develop hotel, residential, commercial, and related uses in PAs 1 to 8. The Project Site has been planned for the development of a golf course and complementary hotel, residential and commercial land uses. As detailed in Table 2-2, the 2025 Project includes approximately 599 hotel/residential units, 40,000 SF of commercial uses, 55,000 SF banquet/shared facilities, 36 golf holes and a new clubhouse for the Arnold Palmer Classic Course, which would reduce overall development intensity, including fewer residential units, fewer hotel room keys, and less commercial square footage than analyzed in the Previous Assessments. There is no evidence of an Alquist-Priolo Zone, or active or potential active faulting encountered anywhere within the boundaries of or near the Project Site. Therefore, the potential for surface rupture as a result of fault plane displacement during the design life of the 2025 Project would be Less than significant. Although there are no active or potential faults within the City, geological analyses conducted for the 2035 General Plan indicate that the City could experience moderate to very high ground shaking from earthquakes along the San Andreas Fault. Strong ground shaking can result in indirect hazards, such as slope instability, liquefaction, settlement, landslides, and flood inundation. All new buildings in the City are required to reinforce masonry. Additionally, new construction must comply with the UBC, and compliance with the UBC would allow structures to resist major earthquakes without collapsing, 10 City of La Quinta. Technical Background Report to the Safety Element of the La Quinta 2035 General Plan Update. Seismic Hazards. Geologic Hazards. Flooding Hazards. June 2010. Meridian Consultants 3.0-1 1 SilverRock Resort Project Addendum September 2W 3.0—Impact Analysis even if structural damage occurs.11 The 2025 Project would be designed in compliance with a comprehensive design level geotechnical evaluation and adherence to applicable building codes (as identified in MM GEO-1 and MM GEO-2) to minimize structural damage to buildings and ensure safety in the event of a moderate or major earthquake and reduce this potential impact to a less than significant level. The Project Site is not located in areas with high or moderate liquefaction susceptibility because the groundwater level found at the Project Site is lower than 50 feet below ground surface (bgs). Impacts would be similar to impacts identified in the Previous Assessments resulting in less than significant impacts. Areas at risk due to seismically induced slope instability occur within the southern and western portions of the Planning Area near the base of steep slopes associated with the Santa Rosa and San Jacinto Mountains. Lands downslope of mountain slopes and hillsides may be susceptible to risks associated with landslides and rockfall. The 2025 Project is not located in areas with very high, high, or moderate earthquake -induced slope instability. The western edge of the Project Site is located adjacent to the base of the Santa Rosa Mountains, where soil slumps and rock falls occur. This area of the Project Site contains the existing Arnold Palmer Classic Golf Course and is not designated for development. As such, the potential impact to structures from earthquake induced slope instability would be less than significant. Unconsolidated soils occur in many areas of the City and are particularly subject to erosion, including wind erosion. Erosion can result in loss of topsoil and diminish soil productivity. A majority of the City is located within an active wind erosion zone. The 2025 Project would continue to adhere to the mitigation measures related to erosion and dust control for the Project Site that were identified in Previous Assessments, MM AQ-1 through MM AQ-3. Therefore, impacts related to erosion would be less than significant. The Project Site is not within a geologic unit that is considered unstable, and ground subsidence due to the lowering of the existing groundwater table is considered unlikely as the groundwater table is a minimum of 50 feet below the ground surface on the site. A portion of the Coachella Canal within the Arnold Palmer Classic Golf Course experienced localized subsidence due to its location atop two different types of ground materials: bedrock and alluvial soils. These materials settle at different rates overtime, causing uneven ground movement that led to the sinking of the canal in certain areas. To address this issue, the Coachella Valley Water District (CVWD), in coordination with the City of La Quinta, implemented a canal realignment project in 2014. The project involved constructing a new, parallel segment of the canal approximately 4,600 feet in length to bypass the unstable section. This realignment restored the full conveyance capacity of the canal and eliminated the subsidence- 11 City of La Quinta. 2035 La Quinta General Plan EIR. Meridian Consultants 3.0-1 2 SilverRock Resort Project Addendum September 2(8 3.0—Impact Analysis related deficiencies. Construction was completed by September 2014. The 2025 Project will not impact any portion of the realigned canal. The 2025 Project would not include the use of septic tanks or alternative wastewater disposal systems, as it would connect to existing sanitary sewer. As such, no impacts would occur with the implementation of the Project. Geology and soil impacts associated with the 2025 Project would be similar to those identified in the Previous Assessments and would be less than significant with the incorporation of MM GEO-1, MM GEO-2, and MM AQ-1 through MM AQ-3. No new significant impacts or increase in the severity of any previously identified significant impacts would result from changes to the 2025 Project, new information, or changes to the circumstances under which the 2025 Project will be undertaken. Meridian Consultants 3.0-1 3 SilverRock Resort Project Addendum September 2(* 3.0—Impact Analysis 3.4 WATER 3.4.1 Thresholds a. Violate any water quality standards or waste discharge requirements? b. Substantially deplete groundwater supplies or interfere substantially with groundwater recharge such that there would be a net deficit in aquifer volume or a lowering of the local groundwater table level (e.g., the production rate of preexisting nearby wells would drop to a level which would not support existing land uses or planned uses for which permits have been granted)? c. Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of stream or river, in a manner, which would result in substantial erosion or siltation on or off site? d. Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, or substantially increase the rate or amount of surface runoff in a manner, which would result in flooding on or off site? e. Create or contribute runoff water which would exceed the capacity of existing or planned storm water drainage systems or provide substantial additional sources of polluted runoff? f. Otherwise substantially degrade water quality? g. Place housing within a 100-year flood hazard area as mapped on a federal Flood Hazard Boundary or Flood Insurance Rate Map or other flood hazard delineation map? h. Place within a 100-year flood hazard area structures which would impede or redirect flood flows? i. Expose people or structures to a significant risk of loss, injury, or death involving flooding, including flooding as a result of the failure of a levee or dam? j. Inundation by seiche, tsunami, or mudflow? '1 4 ? Summary of Findings in PrPx/inii-rz Assessments The Previous Assessments found that construction and operation of the project could result in potentially significant erosion, runoff, and water quality impacts. However, implementation of MM W-2, MM W-3, MM W-5, and MM W-8 would reduce construction and operation erosion runoff and water quality impacts to less than significant levels. MM W-2would ensure that watertrucks are used during construction for dust control; MM W-3 would ensure the development of a hydrology master plan prior to issuance of grading permits to ensure that proposed storm drainage and hydrologic improvements would conform to applicable regulations; MM W-5 would ensure the development of a Storm Water Pollution Prevention Program (SWPPP) to develop Best Management Practices (BMPs) thatwould reduce erosion, runoff, and water quality impacts to acceptable threshold levels; and MM W-8 would ensure that the design of the project would incorporate proper engineering controls to accommodate design year storms that would incorporate filtration systems and protect groundwater or surface water runoff. Domestic and irrigation water is provided throughout La Quinta and the eastern Coachella Valley by the Coachella Valley Water District (CVWD). The main source of potable water provided to the City is Meridian Consultants 3.0-14 SilverRock Resort Project Addendum September 21510 3.0—Impact Analysis from an underground aquifer, known as the Whitewater River Subbasin, beneath the valley floor. Irrigation water is supplied from this same aquifer and from the Colorado River via the Coachella Canal and is consumed generally in the area from Indio and La Quinta south to the Salton Sea. Water consumption related to the project's residential, commercial and irrigation uses could potentially result in significant water use. A Water Supply Assessment (WSA) and Water Supply Verification (WSV) approved by the Coachella Valley Water District (CVWD) for the project confirmed that CVWD had sufficient water supplies available to meet the demands of the project. Additionally, the Project would incorporate MM W-1, MM WA and MM W -7 to further minimize water use, resulting in less than significant water use impacts. MM W-1 would require the use of non -potable sources of water for irrigation at such time it becomes available to the Project Site; MM W-4 would require drought tolerant landscaping as feasible to reduce water consumption; and MM W-7 would require a Golf Course Management Plan to reduce irrigation runoff and percolation into the groundwater basin. At the time of the 2002 MND, there were groundwater wells within the site and MM W-6, which required abandoning groundwater wells no longer in use was implemented. No groundwater wells exist on the site. The Project Site is not within a 100-year flood hazard area, nor near a large body of water that would be able to cause a significant seiche, tsunami or mudflowto the site. The General Plan considers the Coachella Canal, which bisects the Project Site, as a levee. However, the General Plan EIR confirms that no significant inundation would occur if the canal banks fail. No new information or changed circumstances was identified in the Previous Assessments that resulted in new or more severe impacts related to water. All impacts remained less than significant with the incorporation of MM W-1 through MM W-8. Previously Identified Mitigation Measures MM W-1 At such time that non -potable water sources become available to the Project Site, the Project shall be connected to this resource and utilize the non -potable water for irrigation purposes. MM W-2 During construction activities, water trucks are to acquire water from non -potable water sources, such as reclaimed water and/or canal water. MM W-3 A hydrology master plan shall be prepared for the Project Specific Plan. Further, a hydrology study shall be prepared forthe hydrology master plan and submitted to the City of La Quinta for approval priorto the issuance of grading permits. This study shall demonstrate that the Project would construct storm drainage and hydrologic improvements, such as on -site stormwater retention basins, that conform to the Meridian Consultants 3.0-1 5 SilverRock Resort Project Addendum September 216f 3.0—Impact Analysis City`s master hydrology and storm drain improvement program as well as implement regional and local requirements, policies, and programs. MM W-4 Drought tolerant landscaping shall be utilized as a means of reducing water consumption. MM W-5 Prior to the initiation of any construction activity on the Project Site, a Notice of Intent (NOI) to conduct construction activities under the general NPDES construction permit shall be filed. Under the conditions of this NPDES permit a Storm Water Pollution Prevention Plan (SWPPP), and Monitoring Plan are required. The SWPPP shall include Best Management Practices (BMPs) in compliance with the NPDES program requirements. MM W-6 Any existing groundwater wells located on the site that are no longer in use shall be abandoned in accordance with federal, State, and local laws and regulations prior to the issuance of building permits. MM W-7 Prior to operation of the golf course, the golf course operator shall prepare a Golf Course Management Plan that includes an irrigation plan, water usage plan, and chemical management plan in order to reduce, to the extent feasible, golf course irrigation runoff and percolation into the groundwater basin. MM W-8 Design of new roads, golf courses, man-made ponds, common landscape areas, storm water basins, and otherfacilities shall incorporate proper engineering controls to channel storm and irrigation runoff into detention/retention facilities that are sized to accommodate design year storms and that incorporate filtration systems or other devices to reduce the potential for herbicides, pesticides, fertilizers, and other contaminants to percolate to groundwater or surface water runoff. 3-43 Existina Condition - The Project Site is developed with the Arnold Palmer Classic Golf Course, Ahmanson House, partially developed hotel and residential buildings, and has been mass graded and vegetated to minimize soil erosion. The hydrology design includes the use of the golf course as part of the storm water control system. The golf course has sufficient capacityto accommodate existing on -site drainage quantities. On -site drainage systems have been constructed since the development of the site in 2002. A major storm drain exists along the northerly property frontage within Avenue 52 which extends 2,200 feet to the Calle Rondo storm drain from the northwesterly corner of the site to a point just past the Avenue 52/SilverRock Way entrance and then back onto the resort property into the second golf course envelope (Planning Area 8). Meridian Consultants 3.0-16 SilverRock Resort Project Addendum September 21V 3.0—Impact Analysis The Arnold Palmer Golf Course is irrigated using Coachella Cana lwater. The Specific Plan Area is not located within a 100-year or 500-year floodp[ain.12 3.4.4 Analysis of Proposed Project Construction and operation of the 2025 Project could potentially result in erosion, runoff, and water quality impacts. Although the 2025 Project involves reduced development intensity compared to the land uses analyzed in the Previous Assessments, these impacts may still occur. However, with the incorporation of mitigation measures MM W-2, MM W-3, MM W-5, and MM W-8, potential erosion, runoff, and water quality impacts would be reduced to less than significant levels. As discussed above, a WSA and WSV were developed for the project analyzed in the Previous Assessments and confirmed that CVWD would be able to provide a sufficient amount of water for the demands of the original, more intense project. The 2020 Coachella Valley Regional Urban Water Management Plan confirms that CVWD has adequate water supplies to 2045 under normal, single, and multiple dryyears.13 The water demand estimate for the SilverRock Resort Project in the 2006 Water Supply Assessment (WSA) approved for the project was approximately 2,361 acre-feet per year. The estimated water demand for the 2025 Project is approximately 2,376 acre-feet peryear.14 This potable water demand is less than one percent greater than the demand estimate in the approved WSA. This incremental increase does not represent a substantial increase in water demand for the project. The 2025 Project would have a reduced development intensity, further reducing water demand. Additionally, the project would incorporate MM W-1, MM W-4, and MM W-7 to further minimize water use, resulting in less than significant water use impacts. As mentioned above, the Project Site is not located within a 100-year flood zone, nor would the Project Site be significantly impacted by a levee/dam, or seiche, tsunami or mudflow from an open body of water. Water impacts associated with the 2025 Project would be less intense than those identified in the Previous Assessments and would be less than significant with the incorporation of MM W-1 to MM W-5 and MM W-7 to MM W-8 and applicable regulatory requirements. No new significant impacts or increase in the severity of any previously identified significant impacts would result from changes to the 2025 Project, new information, or changes to the circumstances under which the 2025 Project will be undertaken. 12 City of La Quinta. 2035 La Quinta General Plan. Chapter IV, Environmental Hazards. Flooding and Hydrology. "Exhibit IV-6. FEMA Flood Zones and Flood Control Facilities." 2013. https://www.Laquintaca.gov/business/design-and- development/planning-division/2035-1a-quinta-general-plan. Accessed July 2025. 13 Coachella Valley Water District.2020 Coachella Valley Regional Urban Water Management Plan. 2021. 14 677.1 acre-feet per year (residential) + 142.2 acre- feet per year (commercial) + 1,457.9 acre-feet per year (open space) +98. 7 acre-feet per year (public park) = 2,376. 6 acre-feet per year. CVWD, WSA and WSV for the proposed SilverRock Resort Specific Plan, (2006) Table 3. 1- 1. Meridian Consultants 3.0-1 7 SilverRock Resort Project Addendum September 21513 3.0—Impact Analysis 3.5 AIR QUALITY 3.5.1 Thresholds a. Conflict with or obstruct implementation of the applicable air quality plan? b. Violate any air quality standard or contribute substantially to an existing or projected air quality violation? c. Result in a cumulatively considerable net increase of any criteria pollutant for which the project region is non -attainment under an applicable federal or state ambient air quality standard (including releasing emissions which exceed quantitative thresholds for ozone precursors)? d. Expose sensitive receptors to substantial pollutant concentrations? e. Create objectionable odors affecting a substantial number of people? 3.5.2 Summary of Findings in Previous Assessments The Previous Assessments concluded that the development of the Project Site would not conflict with the applicable air quality plan, because all construction and operational activities would remain below the South Coast Air Quality Management District's ("SCAQMD") recommended daily thresholds for all criteria pollutants. The Previous Assessments also found that previous projects would not violate any air quality standards with the incorporation of MM AQ-1 through MM AQ-13, listed below. MM AQ-1 to MM AQ-3 require dust control, MM AQ-3 also included measures for efficient construction traffic management, MM AQ-4, MM AQ-5, and MM AQ-7 through MM AQ-10 require the use of energy efficient materials and appliances, MM AQ-6 implemented trees for shading, MM AQ-11 and MM AQ-12 require expansion of transit and more efficient on -site circulation, and MM AQ-13 requires the use of low VOC paints. Construction and operational air quality modeling previously conducted in the Previous Assessments were based on the expected location, size, and development of the Project Site. According to SCAQMD, if an individual project results in air emissions of criteria pollutants that are below SCAQMD's recommended daily thresholds for project -specific impacts, then the project would not result in a cumulatively considerable net increase of these criteria pollutants. The Previous Assessments concluded that emissions resulting from construction and operations were not projected to exceed any air quality emission significance thresholds with implementation of AQ-1 through 13, described above. Therefore, the Project would not result in a cumulative considerable net increase of any criteria pollutant for which the Project Site region is designated as being non - attainment. The Project Site is developed with the Arnold Palmer Classic Golf Course and Ahmanson House, with the nearest sensitive receptors being the surrounding residential and golf communities to the north, east, and south. The nearest sensitive receptors were located in PGA West and the Hideaway residential and golf communities, approximately 125 feet and 150 feet to the south and east, respectively, of the boundaries of the Project Site. The localized significance thresholds (LSTs) were Meridian Consultants 3.0-1 8 SilverRock Resort Project Addendum September 2164 3.0—Impact Analysis used to address potential air quality impacts to the nearby residents and neighborhoods surrounding the Project Site. The land uses included in the Previous Assessments were found to be typical of uses found throughout the City and were not found to generate on -site construction or operational emissions in excess of the site -specific LSTs. None of the uses were found to have any special concern with regards to harmful odorous pollutants that would negatively affect sensitive receptors located within the vicinity of the Project Site. No new information or changed circumstances were identified in the Previous Assessments that resulted in new or more severe impacts related to air quality. All impacts remained less than significant with the incorporation of mitigation measures identified in the Previous Assessments. Previously Identified Mitigation Measures MM AQ-1 Construction equipment shall be phased and operated in a manner to ensure the lowest construction -related pollutant emission levels practical, and shall require the use of water trucks, temporary irrigation systems and other measures which will limit fugitive dust emissions during site disturbance and construction. MM AQ-2 Air quality control measures identified in the Coachella Valley PM10 State Implementation Plan (SIP) shall be implemented. MM AQ-3 A PM10 Management Plan for construction operations shall be submitted prior to the issuance of grading permits. The plan shall include dust management controls such as: • Water site and equipment morning and evening • Spread soil binders on site, unpaved roads, and parking areas • Re-establish ground cover on construction site through seeding and watering • Pave construction roads, where appropriate • Operate street -sweepers on paved roads adjacent to site The following measures shall be implemented to reduce construction related traffic congestion: • Configure construction parking to minimize traffic disturbance • Minimize obstruction of through -traffic lanes • Provide flag person to ensure safety at construction sites, as necessary • Schedule operations affecting roadways for off-peak traffic hours • Provide rideshare incentives to construction personnel MM AQ-4 Timeshare and golf facility construction shall utilize solar or low emission water heaters to reduce natural gas consumption and emissions. MM AQ-5 Timeshare and golf facility construction shall utilize energy -efficient appliances to reduce energy consumption and emissions. Meridian Consultants 3.0-19 SilverRock Resort Project Addendum September 2o-39 3.0—Impact Analysis MM AQ-6 Shade trees shall be provided in close proximity to Timeshare, hotel and golf facility structures to reduce building heating/cooling needs. MM AQ-7 Timeshare and golf facility construction shall utilize energy -efficient and automated controls for air conditioners to reduce energy consumption and emissions. MM AQ-8 Timeshare and golf facility construction shall utilize special sunlight -filtering window coatings or double -paned windows to reduce thermal gain or loss. MM AQ-9 Timeshare and golf facility construction shall utilize automatic lighting on/off controls and energy -efficient lighting (including parking areas) to reduce electricity consumption and associated emissions. MM AQ-10 Timeshare and golf facility construction shall utilize light-colored roofing materials in residential construction as opposed to dark roofing materials. MM AQ-11 Bus stops shall be positioned at locations on and adjacent to the site to be determined in coordination with the bus transit service provider that will serve the Project area. Bus stops should be generally located 1/4-mile walking distance from Timeshare units. MM AQ-12 The golf course shall design on -site circulation plans for clubhouse parkingto reduce vehicle queueing. MM AQ-13 To reduce VOC emissions associated with architectural coatings, water -based or low-VOC coatings shall be used and applied with spray equipment with high transfer efficiency and/or the need for paints and solvents should be reduced by using pre - coated building materials or naturally colored building materials. 3.5.3 r-xistiny Condition - The Project Site is located within the Salton Sea Air Basin within the jurisdiction of the SCAQMD. The City of La Quinta is subject to high intensity wind events year-round. During fall and winter months, high-pressure systems from the north can conflict with low-pressure systems from the south, and create a condition known as the Santa Ana winds, which can blow for multiple days at high speeds. These strong winds sweep up, suspend and transport large quantities of sand and dust, reducing visibility, damaging property, and constituting a significant health threat. The Federal and State Clean Air Act standards are the thresholds by which regional ambient air quality is measured. In the Coachella Valley air quality has exceeded state and federal standards for ozone and particulate matter. Areas where air pollution levels persistently exceed the state or national ambient air quality standards may be designated "nonattainment." For evaluation purposes, the SCAQMD territory is divided into 38 source receptor areas (SRAs). These SRAs are designated to provide a general representation of the local meteorological, terrain, and air quality conditions within Meridian Consultants 3.0-20 SilverRock Resort Project Addendum September 21�* 3.0—Impact Analysis the particular geographical area. The Project Site is within SRA 30, Coachella Valley.15 The nearest air monitoring station SCAQMD operates is located at 46990 Jackson Street in the City of Indio and monitors 03, PM1o, and PM2.5. The nearest monitoring station to the Project Site that monitors NO2 is the Palm Springs Fire Station located at 590 Racquet Club Road in the City of Palm Springs. The Coachella Valley portion of the Salton Sea Air Basin is currently designated as being in nonattainment for the federal ozone and PM10 and nonattainment for the State ozone and PM1o. As detailed in Section 2: Project Description, the Project Site consists of areas that have been previously graded, developed, or partially developed as shown in Figure 2-3: Project Site Aerial Photographs. SilverRock Park is located in the northwest; the Arnold Palmer Classic Golf Course, Ahmanson House, and a series of partially constructed buildings associated with the previous approvals are located in the western portion of the site, as described in Table 2-1: Partially Constructed Buildings, above. 3.5.4 Analysis of Proposed Project SCAQMD is responsible for controlling emissions, primarily from stationary sources. SCAQMD, in coordination with the Southern California Association of Governments (SCAG), is also responsible for developing, updating, and implementing the Air Quality Management Plan (AQMP) for the air basins. An AQMP is a plan prepared and implemented by an air pollution district for a county or region designated as being in nonattainment of the National Ambient Air Quality Standards (NAAQS) or California Ambient Air Quality Standards (CAAQS). SCAQMD adopted the Final 2022 Air Quality Management Plan (2022 AQMP) on December 2, 2022.16The AQMP includes transportation control measures developed by SCAG from its 2020 2045 Regional Transportation Plan / Sustainable Communities Strategy (2020-2045 RTP/SCS), as well as the integrated strategies and measures needed to meet the NAAQS. The AQMP demonstrates the attainment of the 1-hour and 8-hour ozone NAAQS, as well as the latest 24-hour and annual PM2.5 standards. Projects considered to be consistent with the Air Quality Management Plan (AQMP) would not interfere with the attainment of the air quality levels identified in the AQMP because this growth is included in the projections utilized in the formulation of the AQMP. A project is consistent with the AQMP, in part, if it is consistent with the population, housing, and employment assumptions that were used in the development of the AQMP. 15 South Coast Air Quality Management District (SCAQMD). "General Forecast Areas and Air Monitoring Areas." Map. http://www.agmd.gov/docs/default-source/default-document-library/map-of-monitoring-areas.pdf. Accessed July 2025. 16 SCAQMD. Final2022Air Quality Management Plan. December 2, 2022. http://www.aqmd.gov/docs/defauLt- source/clean-air-pLans/air-quality-management-pLans/2022-air-quaLity-management-plan. Accessed July 2025. Meridian Consultants 3.0-2 1 SilverRock Resort Project Addendum September 2V 3.0—Impact Analysis It should be noted that the Specific Plan was accounted for in the growth projections in the 2035 General Plan.17 As shown in Table 2-2: Comparative Land Use Summary: Prior Environmental Reviews and the 2025 SilverRock Master Plan, the 2025 Project would result in a reduced development intensity. As detailed in Section 3.2: Population and Housing, the 2025 Project would increase the population and housing well within the growth projections within the City. As discussed further below, emission from construction and operation of the proposed Project would fall below the applicable thresholds with the implementation of MM AQ-1 through MM AQ-13.18 Therefore, the 2025 Project would not conflict with or obstruct the implementation of an applicable air quality plan. Construction The construction emissions forthe 2025 Projectwere calculated using construction emission factors contained in the California Emissions Estimator Model (CaIEEMod) model (Appendix A). The emission calculations assumed the use of standard construction practices, such as compliance with SCAQMD Rule 403 (Fugitive Dust), to minimize the generation of fugitive dust, SCAQMD Rule 403.1 (Supplemental Fugitive Dust Control Requirements for Coachella Valley Sources), and Rule 1113 (Architectural Coatings). Compliance with Rule 403, Rule 403.1, and Rule 1113 is mandatory for all construction projects. Specifically, Rule 403 and Rule 403.1 require watering of exposed surfaces and unpaved roads three times daily, which is estimated to reduce fugitive dust emissions of particulates less than 10 microns in diameter (PM,o) and particulates less than 2.5 microns in diameter (PM2.5) by 61 percent, requires a fugitive dust control plan for construction projects, and requires reductions in thevolatile organic compounds (VOC) content of coatings. Additionally, during construction, all off -road construction equipment greater than 50 horsepower must meet USEPATier 3 emission standards with Level 3 DPF to minimize emissions of NO,, associated with diesel construction equipment. As discussed above, construction of the 2025 Project would include two phases - Phase I and Phase II. Phase I would include the development of PAs 1 to 7 and Phase II would include the development of PA 8. Phase I is anticipated to occur over the course of seven years, with a start in November 2026 and completion by April 2033. Table 3.5-1: Project Construction Schedule provides estimates of the dates and durations of each of the activities that will take place during construction, as well as a brief description of the scope of work. Future dates represent approximations based on the general Project timeline and are subject to change, pending unpredictable circumstances that may arise. It is important to note Project delays that affect the corresponding time period in which construction activities would occur compared to the analysis time period would result in lower emissions due to newer equipment, regulatory requirements, and greater engine efficiencies. Therefore, the reported 17 City of La Quinta. 2035 La Quinta General Plan. Economic Development. 2013. p. II-168. 18 MM AQ-4 through MM AQ-10 include requirements applicable to both timeshares and golf course facilities; however, timeshares are not included in the 2025 Project. These mitigation measures remain applicable to the 2025 Project. Meridian Consultants 3.0-22 SilverRock Resort Project Addendum September 2159 3.0—Impact Analysis construction emissions are overstated compared to the emissions associated with a delayed construction schedule. Planning Area 1,3,4 & 5 Demolition 11/1/2026 12/13/2026 30 Grading 12/147/2026 1/22/2027 30 Building Construction 1/23/2027 3/2/2029 550 Paving 3/3/2029 3/30/2029 20 Architectural Coating 3/3/2029 5/25/2029 60 Planning Area 2 Demolition 11/1/2027 12/10/2027 30 Grading 12/11/2027 1/21/2028 30 Building Construction 1/22/2028 4/25/2031 850 Paving 1/22/2028 4/25/2031 850 Architectural Coating 1/22/2028 4/25/2031 850 Planning Area 6 Grading 1/1/2027 2/11/2027 30 Building Construction 2/19/2027 10/25/2029 700 Paving 2/19/2027 10/25/2029 700 Architectural Coating 2/19/2027 10/25/2029 700 Planning Area 7 Grading 1/1/2030 3/4/2030 45 Building Construction 3/5/2030 4/11/2033 810 Paving 3/5/2030 4/11/2033 810 Architectural Coating 3/5/2030 4/11/2033 810 Planning Area 8 Grading 1/1/2035 10/10/2036 465 Building Construction 10/11/2036 9/8/2045 2,325 Paving 10/11/2036 9/8/2045 2,325 Architectural Coating 10/11/2036 9/8/2045 2,325 Source: Refer to Modeling in Appendix A: Air Quality and Greenhouse Gas Emissions Outputs. The estimated maximum daily emissions were estimated based on the construction schedule provided in Table 3.5-1 and are presented in Table 3.5-2: Highest Daily Construction Pollutant Emissions. These estimates are based on the expected location, size, and development of the proposed Project uses. The analysis assumes that all of the construction equipment and activities would occur continuously over the day and that construction activities in each planning area would Meridian Consultants 3.0-2 3 SilverRock Resort Project Addendum September 2159 3.0—Impact Analysis overlap. Therefore, the input values used in this analysis are considered conservative, as most equipment operates only a fraction of each workday and many of the activities would not overlap on a daily basis. As shown in Table 3.5-2, construction activities associated with the development of the 2025 Project would not result in an exceedance of VOC, nitrogen oxides (NOx), carbon monoxide (CO), sulfur oxide (SOx), PM,o, and PM2.5thresholds. Impacts with regard to these air pollutants would be less than significant, even when assuming overlapping construction activities which are unlikely to occur. Potential construction emission impacts on sensitive receptors are analyzed below. Maximum Emission 56.7 65.3 81.4 73.5 9.9 5.0 SCAQMD threshold 75 100 550 150 150 55 Threshold Exceeded? No No No No No No Source: Refer to Modeling in Appendix A: Air Quality and Greenhouse Gas Emissions Outputs. Abbreviations: CO = carbon monoxide; NOx = nitrogen oxide; PM10 = particulate matter less than 10 microns; PM2.5 = particulate matter less than 2.5 microns; VOC = volatile organic compounds; SCAQMD = South Coast Air Quality Management District, SOx = sulfur oxide. Operation Operational emissions were estimated usingthe CalEEMod software, which was used to forecast the daily regional emissions that would occur during long-term Project operations. Operation of the 2025 Project has the potential to generate criteria pollutant emissions through vehicle trips traveling to and from the Project Site. In addition, emissions would result from area sources on site, such as landscaping equipment and use of consumer products. Area -source emissions are based on landscaping equipment and consumer products (including paint) usage rates provided in CalEEMod. The estimated operational emissions based on development of all the proposed land uses are presented in Table 3.5-3: Operational Emissions. As shown in Table 3.5-3, the 2025 Project's operational emissions would not exceed regional daily VOC, NO, CO, SOx, PM,o, and PM2.5 thresholds. Therefore, daily operational emissions generated by the proposed Project would be less than significant. Meridian Consultants 3.0-24 SilverRock Resort Project Addendum September 2q3�6 3.0—Impact Analysis Maximum Emission 52.2 33.9 331.0 1.0 87.2 22.4 SCAQMD threshold 55 55 550 150 150 55 Threshold exceeded? No No No No No No Source: Refer to Air Quality and Greenhouse Gas Modeling data sheets in Appendix A: Air Quality and Greenhouse Gas Emissions Outputs. As shown in Table 3.5-3, operational emissions for the 2025 Project do not exceed the SCAQMD thresholds of significance. According to SCAQMD, if an individual project results in air emissions of criteria pollutants that are below the SCAQMD's recommended daily thresholds for project -specific impacts, then the project would not result in a cumulatively considerable net increase of these criteria pollutants. By applying SCAQMD's cumulative air quality impact methodology, implementation of the 2025 Project would not exceed the thresholds for these criteria air pollutants, and no significant cumulative impacts would occur. Therefore, the 2025 Project would not result in a cumulatively considerable net increase of criteria air pollutants. and would not result in a cumulative considerable net increase of any criteria pollutant for which the 2025 Project region is designated as in non -attainment. Sensitive Receptors SCAQMD considers a sensitive receptor to be a person in the population who is particularly susceptible to health effects due to exposure to an air contaminant. The nearest sensitive receptors are located in PGA West and the Hideaway residential and golf communities, approximately 125 feet and 150 feet to the south and east, respectively of the boundaries of the proposed Project Site. Localized Significance Threshold The localized significance thresholds (LSTs) used in this analysis address whether there are potential impacts to residents and neighborhoods located around and near the Project Site. The 2025 Project assumed up to 3 acres was disturbed each day. The allowable mass -rate emissions were determined using the specified thresholds for a 3-acre site at a distance of 50 meters (150 feet) from the nearest sensitive receptor as determined by SCAQMD. The local significance thresholds are based on the SCAQMD's Final Localized Significance Threshold Methodology (LST Methodology)19 guidance document for short -duration construction activities. 19 SCAQMD. Final Localized Significance Threshold (LST) Methodology. July 2008. Accessed March 2025. http://www.agmd.gov/docs/default-source/cega/hand boo k/localized -sign ificance-thresholds/final-lst- methodology-document.pdf?sfvrsn=2. Meridian Consultants 3.0-2 5 SilverRock Resort Project Addendum September 2wf 3.0—Impact Analysis The SCAQMD recommends the evaluation of localized air quality impacts to sensitive receptors in the immediate vicinity of the Project site because of construction activities. The LST Methodology provides lookup tables of emissions that are based on construction projects of up to five acres in size. The threshold is a daily emissions level and thus the acreage is an approximation of the daily disturbed area.20 As such, the ambient conditions for a 3.0-acre site within SRA 30 were used for ambient conditions in determining appropriate threshold levels. The construction and operation analysis for LSTs for the proposed Project are shown in Table 3.5-4: Localized Construction and Operational Emissions. As shown in Table 3.5-4, the on -site emissions incorporate the required regulations for compliance with Rule 403 (Fugitive Dust), Rule 403.1, and Tier 3 engines for off -road construction equipment. The construction of the proposed Project would not generate on -site emissions in excess of the site -specific LSTs for NO, CO, PM1o, and PM2.5. Given this, the 2025 Project would result in a less than significant impact on sensitive receptors located north, east, and south of the Specific Plan Area. According to the SCAQMD, while almost any source may emit objectionable odors, some land uses will be more likely to produce odors because of their operation. Land uses that are more likely to produce odors include agriculture, chemical plants, composting operations, dairies, fiberglass molding, landfills, refineries, rendering plants, rail yards, and wastewater treatment plants. The proposed Project does not contain any active manufacturing activities. Therefore, objectionable odors would not be emitted by the proposed Project. Construction Maximum emissions 27.2 27.6 3.5 1.9 LST threshold 258 Z337 29 8 Threshold Exceeded? No No No No Operational Area/energy emissions 7.0 45.4 0.6 0.6 LST threshold 258 Z337 7 2 Threshold Exceeded? No No No No Source: Modeling results are located in Appendix A: Air Quality and Greenhouse Gas Emissions Outputs. 20 SCAQMD. Example 1 of SCAQMD "Fact Sheet" for Applying CalEEMod to Localized Significance Thresholds. http://www.agmd.gov/docs/defau It -sou rce/cega/hand boo k/localized-significance-th resholds/caLee mod - guidance.pdf?sfvrsn=2. Accessed July 2023. Meridian Consultants 3.0-26 SilverRock Resort Project Addendum September 2q�2 3.0—Impact Analysis Abbreviations: CO = carbon monoxide; NOx = nitrogen oxide; PM10 = particulate matter less than 10 microns; PM2.5 = particulate matter less than 2.5 microns Air quality impacts associated with the 2025 Project would be similar to those identified in the Previous Assessments, would be less than significant, and would be further reduced with the implementation of MM AQ-1 through MM AQ-13.21 No new significant impacts or increase in the severity of any previously identified significant impacts would result from changes to the 2025 Project, new information, or changes to the circumstances under which the 2025 Project will be undertaken. 21 MM AQ-4 through MM AQ-10 include requirements applicable to both timeshares and golf course facilities; however, timeshares are not included in the 2025 Project. These mitigation measures remain applicable to the 2025 Project. Meridian Consultants 3.0-2 7 SilverRock Resort Project Addendum September 2(J 3.0—Impact Analysis 3.6 TRANSPORTATION / CIRCULATION 3.6.1 Threbiiuiub a. Exceed the capacity of the existing circulation system, based on an applicable measure of effectiveness (as designated in a general plan policy, ordinance, etc.), taking into account all relevant components of the circulation system, including but not limited to intersections, streets, highways and freeways, pedestrian and bicycle paths, and mass transit? b. Conflict with an applicable congestion management program including, but not limited to level of service standards and travel demand measures, or other standards established by the county congestion management agency for designated roads or highways? c. Result in a change in air traffic patterns, including either an increase in traffic levels or a change in location that results in substantial safety risks? d. Substantially increase hazards due to a design feature (e.g., sharp curves or dangerous intersections) or incompatible uses (e.g., farm equipment)? e. Result in inadequate emergency access? f. Conflict with adopted policies, plans, or programs supporting alternative transportation (e.g., bus turnouts, bicycle racks)? 3.6.2 ..aum ma, y of Findings in Previous Assessments The Previous Assessments found that the development of the planned golf courses and resort uses were consistent with the General Plan land use designations for the site. Based on trip generation rates forthe planned uses, itwas estimated that the land uses analyzed in the Previous Assessments would generate a total of approximately 20,020 daily trips with 1,420 AM peak hour trips and 1,830 PM peak hour trips, if internal trips are not accounted for. This worst case estimate overstates actual trip generation because it double counts some trips as many of the resort hotel, golf and retail village trips would be between these different uses and would stay within the Specific Plan Area for this reason. The City's General Plan established the level of service (LOS D) as the City's minimum level of service for intersections. The site is bounded by Jefferson Street, Avenue 52, and Avenue 54. The 2035 forecasted intersection LOS during the peak season based on the recommended intersection improvements from the 2035 General Plan would result in LOS C during both peak hour periods at Washington Street and Avenue 52; LOS C during the AM Peak Hour and LOS D during the PM Peak Hour at Jefferson Street and Avenue 52; and LOS B during both peak hour periods with a new traffic signal at Jefferson Street and Avenue 54. It should be noted that a newtraffic signal has been installed at the SilverRock Way and Avenue 52 intersection as outlined in MM TRANS-1, resulting in less than significant impacts to LOS. The Previous Assessments determined thatthe project would not impact airtraffic as it is not located in an area that is adjacent to an airport. The nearest airport was approximately 7 miles away from the Project Site. Meridian Consultants 3.0-2 8 SilverRock Resort Project Addendum September 2W 4 3.0—Impact Analysis The Previous Assessments concluded that development of the project would have less than significant impacts related to hazards and safety from design features (e.g., sharp curves or dangerous intersections) or incompatible uses (e.g., farm equipment), inadequate emergency access to nearby uses, insufficient parking capacity on site or off site, and hazards or barriers for pedestrians or bicyclists. The 2002 MND also concluded that the 2002 MND Project would have no impacts in regard to conflicts with adopted policies supporting alternative transportation (e.g., bus turnouts, bicycle racks) and rail, waterborne, or air traffic impacts. No new information or changed circumstances were identified in the Previous Assessments that resulted in new or more severe impacts related to transportation and circulation. All impacts remained less than significant with mitigation identified in the Previous Assessments. Previously Identified Mitigation Measures MM TRANS-1 A traffic signal shall be installed at the Project entrance and Avenue 52, the Project entrance and Jefferson Street and at the intersection of Avenue 54 and Jefferson Street when and if they are warranted. The developer of the site shall be responsible for payment of a fair share of the cost of installing these signals. 3.6.3 Existing Conditions A traffic impact analysis (TIA) was prepared for the 2035 General Plan to assess the existing roadway network, collect data on and measure the level of use and service along the existing roadways in the General Plan study area. The City has developed and maintains an extensive arterial roadway network, serving both local and inter -city traffic. The City road network has been built essentially along a north -south grid with interconnections with major arterials passing through adjacent jurisdictions.22 The Project Site is bounded by Jefferson Street, Avenue 52, and Avenue 54. Jefferson Street is oriented in a north -south direction and consists of three lanes in each direction. It is classified as a Major Arterial north of Avenue 54 and as a Modified Secondary Arterial between Avenue 58 and Avenue 62. Jefferson Street provides access to State Highway 111, southern parts of the City and to Interstate 10 north of City limits. Avenue 52 is oriented in an east -west direction and is classified as a Primary Arterial throughout the City and the City's Sphere of Influence. Avenue 54 is an east -west street consisting of two lanes in each direction between Jefferson Street to east of Monroe Street. 22 City of La Quinta. 2035 La Quinta General Plan EIR. Meridian Consultants 3.0-29 SilverRock Resort Project Addendum September 2W9 3.0—Impact Analysis Avenue 52 is designated as a Class 3 golf cart path west of SilverRock Way to Eisenhower Drive. 3.6.4 Analysis of Propubed Project An updated trip generation estimate for the 2025 Project is provided in Table 3.6-1: SilverRock Trip Generation Comparison: 2018 vs. 2025 Master Plan below. As shown in this table, the 2025 Master Plan would generate approximately 2,800 fewer daily trips than the 2018 Master Plan. Golf Course 27 Holes 820 36 Holes 1,094 Hotel Single -Family Attached Housing Single -Family Detached Housing Shopping Plaza (40- 150k sq. ft., no supermarket) Net Raw Project Trips Internal Captures Net New Project Trips 340 Rooms 2,717 709 Dwelling Units 5,105 154 Rooms 1,230 323 Dwelling Units 2,326 35 Dwelling Units 330 122 Dwelling Units 1,150 40 x 1,000 sq. ft. 2,701 40 x 1,000 sq. ft. 2,701 Gross Leasable Area GLA (GLA) 11,673 8,501 (1,284) (930) 10,389 7,571 Source: Fehr and Peers, 2025. Using Institute of Transportation Engineers' (ITE) Trip Generation Manual, 11th Edition, 2021. As discussed above, a portion of MM TRANS-1 has already been implemented with the installation of a traffic signal at the intersection of SilverRock Way and Avenue 52. The 2035 General Plan projected that the intersection of Jefferson Street and Avenue 54 would operate at Level of Service (LOS) B with a traffic signal in place. Currently, this intersection remains unsignalized. MM TRANS-1 will be implemented as warranted to ensure that surrounding intersections continue to operate at LOS D or better. The 2025 Project would not impact air traffic as it is not located in an area that is adjacent to an airport. The nearest airport was approximately 7 miles away from the Project Site. The 2025 Project would not substantially increase hazards due to a design feature (e.g., sharp curves or dangerous intersections) or incompatible uses because the circulation pattern follows a similar circulation route planned in the Specific Plan. It should be noted that the 2025 Project proposes a minor re -alignment of internal roadways, including portions of SilverRock Way and Ahmanson Lane. This adjustment would shift the road awayfrom its current location between the proposed public golf clubhouse and the first hole of the Arnold Palmer Golf Course, rerouting it around the clubhouse to Meridian Consultants 3.0-30 SilverRock Resort Project Addendum September 2(9 3.0—Impact Analysis improve pedestrian safety. As this modification involves internal circulation and does not affect external roadways, it would not introduce new hazards related to roadway design or circulation. It would, however, improve safety on -site, which represents a beneficial impact. Development of all roads and pedestrian facilities would comply with applicable City standards. The 2025 Project would adhere to the Project Site's land use designations and would have a lower development intensity compared to the Previous Assessments, resulting in no conflicts with applicable transportation regulations and less than significant impacts. Transportation and circulation impacts associated with the 2025 Project would be similar to those identified in the Previous Assessment and would be less than significant with the implementation of TR-1. No new significant impacts or increase in the severity of any previously identified significant impacts would resultfrom changes to the Project, new information, or changes to the circumstances under which the Project will be undertaken. Meridian Consultants 3.0-31 SilverRock Resort Project Addendum September 2V 3.0—Impact Analysis 3.7 BIOLOGICAL RESOURCES i nres�iu,un, a. Have a substantial adverse effect, either directly or through habitat modifications, on any species identified as a candidate, sensitive, or special status species in local or regional plans, policies, or regulations, or by the California Department of Fish and Wildlife or U.S. Fish and Wildlife Service? b. Have a substantial adverse effect on any riparian habitat or other sensitive natural community identified in local or regional plans, policies, and regulations or by the California Department of Fish and Wildlife or U.S. Fish and Wildlife Service? c. Have a substantial adverse effect on federally protected wetlands as defined by Section 404 of the Clean Water Act (including, but not limited to, marsh, vernal pool, coastal, etc.) through direct removal, filling, hydrological interruption, or other means? d. Interfere substantially with the movement of any native resident or migratory fish or wildlife species or with established native resident or migratory wildlife corridors, or impede the use of native wildlife nursery sites? e. Conflict with any local policies or ordinances protecting biological resources, such as a tree preservation policy or ordinance? f. Conflict with the provisions of an adopted Habitat Conservation Plan, Natural Community Conservation Plan, or other approved local, regional, or state habitat conservation plan? 3.7.2 Summary of Findings in Previous Assessments Previous Assessments identified that the flat portion of the Project Site had historically been used for agricultural purposes and the majority of this portion of the site consisted of disturbed non-native vegetation. Five (5) vegetation communities were identified on the site including disturbed vegetation, agricultural lands, tamarisk groves, desert saltbush scrub, and mesquite hummocks. A series of biological surveys were conducted on the Project Site between 1999 and 2002. Focused surveys for Coachella Valley fringe -toed lizard, flat -tailed horned lizard, Coachella Valley round - tailed ground squirrel, Palm Springs pocket mouse, Coachella Valley grasshopper and peninsular bighorn sheep were conducted based on the recommendation of the United States Fish and Wildlife Service (USFWS) and California Department of Fish and Game (CDFG) (now referred to as California Department of Fish and Wildlife (CDFW)) in 1999. None of these species were observed on the site. All other sensitive species were surveyed for in conjunction with these surveys or the previous surveys. One species of special concern, the Loggerhead shrike, was observed on the site during the 1999 surveys. A second special -status species, the black -tailed gnatcatcher, was observed on an adjacent site during 1999 surveys and, for this reason, was considered to have a high potential to be present on the Project Site. Suitable habitat for these two (2) species comprised very few acres and the Project Site was not likely to sustain a large population of either species. Previous Assessments determined the potential impact to these two (2) bird species was not significant. Meridian Consultants 3.0-32 SilverRock Resort Project Addendum September 2(8 3.0—Impact Analysis The 2002 MND identified that the Santa Rosa Mountains historically provided habitat for peninsular bighorn sheep, a state- and federally listed endangered species. Focused surveys performed in 1999 found no evidence of bighorn sheep in the vicinity of the 2002 MND Project Site. Essential habitat of the peninsular bighorn sheep in this area was defined by the USFWS to include the Santa Rosa Mountains down to the toe -of -slope. As no development was proposed to infringe above the toe -of - slope, no portion of the Project Site would have been developed in the essential peninsular bighorn sheep habitat. However, the Previous Assessments identified mitigation measures to protect the bighorn sheep. MM 131O-1 to MM BIO-10 were adopted to reduce potential impacts to bighorn sheep to less than significant levels. MM B1O-1 to MM BIO-10 included incorporating a buffer and fencing system into the project to prevent the Bighorn Sheep and other wildlife from entering the site, restricting access by pets into the adjacent open space area, and minimizing indirect impacts to this open space area from lighting, glare, noise, and harmful landscaping or chemicals. Construction and design features, including native landscaping, non -glare glass, controlled lighting, and restricted pesticide use are required by these mitigation measures. Seven (7) special -status plant species were identified as known to occur in the general vicinity of the Project Site. A special -status plant survey was completed on the Project Site in April 2000. No individuals or populations of Coachella Valley milk -vetch were found during these focused surveys. In addition, no other special -status plant species were observed on the site during these surveys. One special -status vegetation community, known as mesquite hummocks, was identified within the Specific Plan Area and impacts to these hummocks were identified as significant. The 2002 MND identified mitigation to reduce this impact to a less than significant level. MM BIO-11 required that prior to any construction or site preparation activities that would impact the 3.4 acres of mesquite hummock, the agency or project developer enter into a Memorandum of Understanding (MOU) with the California Department of Fish and Wildlife and an appropriate non-profit organization whose purpose is to acquire and manage land for the purpose of protecting special status plants and wildlife. The MOU was to provide the organization chosen the financial resources necessary to purchase and manage 3.4 acres of mesquite hummock in the Willow Hole area or in another area where the habitat is contiguous and large preserves already protect much of this habitat type. Previous Assessments found that the requirements of MM 1131O-11 have been fulfilled, as a non-profit organization purchased contiguous mesquite hummock habitat in another area to offset the 3.4 acres of mesquite hummock on -site, resulting in less than significant impacts to mesquite hummocks. The 2002 MND identified that a total of 5.29 acres of potential wetlands were present on the Project Site. A wetland delineation was completed in August 2000 and identified four (4) potential jurisdictional areas on the 2002 MND Project Site including a system of channels, a swale, and two (2) excavated retention basins. Meridian Consultants 3.0-3 3 SilverRock Resort Project Addendum September 2q�g 3.0—Impact Analysis The 2002 MND determined that because development of the Project Site had the potential to remove all or some of the potential wetlands on -site and because the area was regulated by state and federal resource agencies, this loss could be considered a significant impact without the incorporation of mitigation measures. With implementation of MM BIO-12, requiring federal and State permits for impacts to these features, impacts would be less than significant. The Project Site was surrounded on two sides by mostly developed land, consisting of residences, agricultural crops, and fallow or abandoned cropland. The Santa Rosa Mountains borderthe western edge of the Project Site and constitute a large, natural open space area. There was one area adjacent to and east of the Project Site that contained some native scrub habitat at the time the 2002 MND was prepared. This area was not directly connected to any large open spaces and the native habitat adjacent to it was patchy and disjunctive. Subsequently, that area was developed. Therefore, Previous Assessments determined that the Project did not serve as a wildlife movement corridor between large open spaces and potential impacts to wildlife movement were less than significant. Subsequent to the preparation of the 2002 MND, the Project Site was mass graded. MM BIO-12 was implemented priorto the commencement of on -site grading to mitigate potential impacts to wetland habitat. The majority of the remainder of the site was planted with barley as a dust control reduction measure. The 2014 Addendum identified that the USFWS and CDFW provided the City a notice about urban - related impacts to the peninsular bighorn sheep in February 2014 because the bighorn sheep were using golf resort areas to forage and locate water, requiring the installation of a barrier to sheep access and required the City to provide wildlife agencies with a report with actions to be taken in order to implement the plan. Since that time, the exclusion fence has been constructed. The 2014 Addendum found that any future development would be subject to compliance with specific goals and measures set forth in the Coachella Valley Multiple Species Habitat Conservation Plan (CVMSHCP). Although the Project Site is not directly within the CVMSHCP Conservation Areas, the Project Site is located adjacent to the Santa Rosa and San Jacinto Mountain Conservation Areas. Thus, the 2035 General Plan requires the project to incorporate project design features (PDFs) BIO PDF-1, BIO PDF-6 and BIO PDF-9 by ensuring that the developer pay applicable mitigation fees and work to guarantee the safe protection of burrowing owls and migratory birds that may reside on the Project Site. With the incorporation of the PDFs, impacts to biological resources on the Project Site would be reduced to less than significant levels. No new information or changed circumstances were identified in the Previous Assessments that resulted in new or more severe impacts related to biological resources. All impacts remained less than significant with implementation of MM BIO-1 through MM BIO-12 and with the incorporation of BIO PDFs 1, 6 and 9. Meridian Consultants 3.0-34 SilverRock Resort Project Addendum September 20M 3.0—Impact Analysis Previously Identified Mitigation Measures MM BIO-1 A mountain toe -of -slope buffer/mitigation concept plan has been prepared to protect peninsular Bighorn Sheep, and other wildlife, from entering the non - mountainous portion of the site proposed for development. This concept plan illustrates a continuous buffer to the toe -of -slope in areas where development could occur adjacent to the mountain edge. The concept plan delineates the location, acreage and native plant species envisioned for the mitigation area. This plan shall be incorporated into the project design and shall be subject to review bythe City prior to the issuance of grading permits. A copy of this mountain toe -of -slope buffer/mitigation concept plan is available for review at the City of La Quinta Community Development Department. MM BIO-2 If Bighorn Sheep enter into the Project Site, an 8-foot fence (or the functional equivalent) between the development and the hillside shall be constructed. The gaps should be 11 centimeters (4.3 inches) or less. If determined necessary, the City shall construct temporaryfencingwhile permanent fencing is constructed. The fence shall not contain gaps in which Bighorn Sheep can be entangled. If the Department transfer or disposes of any of the property adjacent to the hillside, the Department shall reserve an easement sufficient for the construction of fencing if needed in the future. MM BIO-3 Dogs shall not be permitted to be loose within the Project area, and shall be kept away from the hillside areas through appropriate signage and fencing, where applicable. MM BIO-4 Access into the hillside area from the site will be discouraged through the use of signs or barricades, if necessary, unless the access is provided as part of a trail system that is approved by the USFWS and CDFG. MM BIO-5 A construction plan shall be prepared and provide, to the extent practicable, construction activities that emit excessive noise will be avoided adjacent to the hillside. In addition, during grading and construction activities any blasting or pile - driving near the hillside will not occur during the period from January 1 through June 30. MM BIO-6 The final design of the Project shall insure that road and driveways are designed to minimize headlight shine from vehicles onto the hillside. MM 131O-7 In all areas adjacent to the hillsides, non -glare glass shall be used in new construction. Exterior building lights shall not shine on the hillside. Exterior lighting shall be kept at the safest possible minimum intensity and aimed away from the hillside. MM 131O-8 The landscape plan shall include only plants that are non -toxic to wildlife. All exotic plans such as tamarisk and fountain grass are prohibited. Existing trees may remain. Meridian Consultants 3.0-3 5 SilverRock Resort Project Addendum September 20?f 3.0—Impact Analysis MM 1310-9 All swimming pools located in the Project Site shall be fenced pursuant to City regulations. MM BIO-10 Efforts shall be made to ensure that all pesticides, fungicides, herbicides, and fertilizers used during the construction and operation of the Project Site will not be harmful to wildlife. MM BIO-11 Priorto anyconstruction or site preparation activities thatwould impactthe 3.4 acres of mesquite hummock, the agency or project developer shall enter into a Memorandum of Understanding (MOU) with CDFG and an appropriate non-profit organization whose purpose is to acquire and manage land for the purpose of protecting special status plants and wildlife. This MOU shall provide the organization chosen the financial resources necessary to purchase and manage 3.4 acres of mesquite hummock in the Willow Hole area or in another area where the habitat is contiguous and large preserves already protect much of this habitat type. MM BIO-12 Prior to the commencement of on -site grading, a 404 permit shall be obtained, if legally required, for alteration of areas under the Army Core of Engineers (ACOE) jurisdiction. In addition, if development activities are to take place within streambeds or drainages under the jurisdiction of the CDFG, a streambed alteration agreement shall first be obtained, if legally required. Previously Identified Project Design Features Previously identified project design features from the 2035 General Plan include: BIO PDF-1 The City shall require payment of Coachella Valley Multiple Species Habitat Conservation Plan mitigation fees prior to issuance of occupancy permits for development projects required to pay such fees. 1310 PDF-6 Prior to the issuance of any ground disturbing permit for qualifying projects in a Conservation Area, the City shall require a protocol complaint survey for Burrowing Owl, in compliance with the MSHCP Section 4.4. BIO PDF-9 In compliance with the requirements of the Migratory Bird Treaty Act (MBTA), the City shall continue to require that for development projects proposing removal of vegetation between March and August, a qualified biologist shall be retained to determine whether any bird nests or young occur on the site, and if they occur, to provide mitigation measures compliant with the MBTA. 3.7.3 Existing Conditions The Project Site has been mass graded and contains the Arnold Palmer Golf Course, Ahmanson House, and partially developed hotel and residential buildings from previous approvals. The Arnold Palmer Golf Course is located on the most western portion of the site along the edge of the Santa Rosa Mountains, a known habitat for the peninsular bighorn sheep. There is no riparian habitat Meridian Consultants 3.0-36 SilverRock Resort Project Addendum September 212 3.0—Impact Analysis present on the Project Site. A Bighorn sheep exclusion fence along the toe of slope has been constructed within the Project site. The City is a signatory and participant for the CVMSHCP. The Project Site is located adjacent to the Santa Rosa and San Jacinto Mountains Conservation Area. The City collects a CVMSHCP fee for applicable projects and collects the fee at permit issuance. a.7.4 Analysis of Proposed ProjcI-L As discussed above, the Previous Assessments incorporated MM BIO-11 and MM BIO-12 before mass grading the entire Project Site, resulting in less than significant impacts to biological resources within the Project Site. Those mitigation measures have now been satisfied and are no longer applicable to project implementation. At the time the 2014 Addendum was prepared, a notice was provided that bighorn sheep were seen grazing on the Project Site, prompting CDFW to require a fence built within a year. The fence has been built and completed. MM BIO-1 and MM BIO-10 are still applicable to the 2025 Project to ensure less than significant impacts to the bighorn sheep. As the Project Site is located adjacent to the Santa Rosa and San Jacinto Mountain Conservation Areas, the General Plan requires the 2025 Projectto incorporate BIO PDF-1, BIO PDF-6 and BIO PDF- 9 by ensuring that the developer pays all applicable mitigation fees not previously paid and ensuring the safe protection of burrowing owls and migratory birds that may reside on the Project Site through compliance with the requirements of the MBTA. With the incorporation of the PDFs, impacts to biological resources on the Project Site would be reduced to less than significant. Biological resource impacts associated with the 2025 Project would be similar to impacts identified in the Previous Assessments and would be less than significant with the implementation of mitigation measures and project design features. No new information, changed circumstances, or more severe impacts would occur with the implementation of the 2025 Project. Meridian Consultants 3.0-3 7 SilverRock Resort Project Addendum September 20?� 3.0—Impact Analysis 3.8 ENERGY AND MINERAL RESOURCES 3.8.1 1 nrebiiuids a. Result in the loss of availability of a known mineral resource that would be of value to the region and the residents of the state? b. Result in the loss of availability of a locally -important mineral resource recovery site delineated on a local general plan, specific plan or other land use plan? 3.8.2 1-ummary of Findings in Previous Assessments As identified in the Previous Assessments, the uses proposed were determined to be consistent with the City's General Plan. As all development analyzed in the Previous Assessments would conform to standard energy efficient building codes, no significant impacts to energy consumption would occur. Non-renewable resources, such as natural gas, petroleum products, petrochemical construction materials, steel, copper and other metals, sand and gravel are considered to be commodities which are available in a finite supply. If not consumed bythe Project, these non-renewable resources would likely be committed to other projects in the region intended to meet the anticipated growth outlined in the General Plan. Furthermore, the investment of resources in the development of the Specific Plan would be typical of the level of investment normally required for a project of similar scale. The Previous Assessments identified that the Project Site is located within a MRZ (Mineral Resource Zone)-1, which is defined as areas where adequate information indicates that no significant mineral deposits are present, orwhere it is judged that little likelihood exists for their presence.23 Most of the developable areas in the City are located in areas with a minimal presence of significant mineral deposits, and no impacts to mineral resources were identified in the Previous Assessments. No new information or changed circumstances were identified in the Previous Assessments that resulted in new or more severe impacts related to energy or mineral resources. All impacts remained less than significant. Existing Conditions The City's Municipal Code requires that all utilities in new residential districts and subdivisions be undergrounded.24 All new construction of residential and non-residential buildings in the City is required to abide by the Energy Efficiency Standards implemented through California Building Code (CBC) Title 24 in place at the time construction occurs. 23 City of La Quinta, 2035 La Quinta General Plan. Energy and Mineral Resources, Mineral Resource Zone Map, Exhibit III-1 (2013). 24 City of La Quinta. 2035 La Quinta General Plan EIR. Meridian Consultants 3.0-3 8 SilverRock Resort Project Addendum September 20?4 3.0—Impact Analysis The Project Site is located within the MRZ (Mineral Resource Zone)-1, which is defined as areas where adequate information indicates that no significant mineral deposits are present, or where it is judged that little likelihood exists for their presence.25 Analysis or rroposed Project The 2025 Project would use less energy than analyzed in the Previous Assessments due to the reduction in intensity of land uses compared to the Previous Assessments. The 2025 Project would comply with the Energy Efficiency Standards set forth in the CBC, including the installation of solar panels on residential units, currently in effect. Energy efficiency standards for development have increased since the Previous Assessments and the 2025 Project would incorporate the latest CBC standards. The Project Site is designated MRZ-1; therefore, implementation of the 2025 Project would not result in the loss of availability of a locally -important mineral resource considered valuable in the region and state. Energy and mineral resource impacts associated with the 2025 Project would be similar to impacts identified in the Previous Assessments and would be less than significant. No new information, changed circumstances, or more severe impacts would occur with the implementation of the 2025 Project. 25 City of La Quinta. 2035 La Quinta General Plan. Energy and Mineral Resources. Mineral Resource Zone Map. "Exhibit III-1."2013. Meridian Consultants 3.0-39 SilverRock Resort Project Addendum September 219 3.0—Impact Analysis 3.9 HAZARDS AND HAZARDOUS MATERIALS 3.9.1 1 nresiiuiub a. Create a significant hazard to the public or the environment through the routine transport, use, or disposal of hazardous materials? b. Create a significant hazard to the public or the environment through reasonably foreseeable upset and accident conditions involving the release of hazardous materials into the environment? c. Emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or waste within one -quarter mile of an existing or proposed school? d. Be located on a site which is included on a list of hazardous materials sites compiled pursuant to Government Code, Section 65962.5 and, as a result, would it create a significant hazard to the public or the environment? e. For a project located within an airport land use plan or, where such a plan has not been adopted, within 2 miles of a public airport or public use airport, would the project result in a safety hazard for people residing or working in the project site? f. For a project within the vicinity of a private airstrip, would the project result in a safety hazard for people residing or working in the project site? g. Impair implementation of or physically interfere with an adopted emergency response plan or emergency evacuation plan? h. Expose people or structures to a significant risk of loss, injury, or death involving wildland fires, including where wildlands are adjacent to urbanized areas or where residences are intermixed with wildlands? �.� Summary of Findings in Previous Assessments The Project Site previously contained an abandoned single-family residence and related agricultural buildings. As part of the 2002 MND, a Phase I Environmental Site Assessment (ESA) was prepared and determined that asbestos was present in some of the building materials of the abandoned single-family residence. The abandoned single-family residence and related agricultural buildings were then demolished, and the Ahmanson House was renovated with the implementation of MM HAZA, which ensured the safe removal of asbestos from the Project Site according to applicable regulations. The Phase I ESA also indicated a potential hazard related to the presence of residual pesticides and herbicides related to previous agricultural uses of the site. Recommendations included mixing upper surface soils to reduce the concentration of residual pesticides and herbicides. Onsite soils were mixed to reduce these concentrations. Previous Assessments found that the Project Site was located approximately one (1) mile from two underground storage tanks (UST), one at the Oak Tree West property and the other at the Landmark Lease site. The Oak Tree West propertywas included on the leaking underground storage tank (LUST) list and the Landmark Lease site was included on the historical UST list. The Oak Tree West site was remediated and is listed as a closed case. The Landmark Lease site had no reported violations, as Meridian Consultants 3.0-40 SilverRock Resort Project Addendum September 20M 3.0—Impact Analysis the underground tanks were removed and closed by the appropriate regulatory agency and no further study or investigation was warranted. The development of the Project Site with the planned golf course and resort uses was not determined to pose a substantial risk of the release of hazardous materials. Further, Previous Assessments identified that the planned uses would not pose any health hazard or potential health hazard to visitors and nearby residences. Previous Assessments identified that the Project Site is not within the vicinity of a public use airport or a private airstrip. The nearest public use airport is the Bermuda Dunes Airport, located approximately seven (7) miles north of the Project Site. Jacqueline Cochran Regional Airport, a County -owned public use airport, is located approximately 10 miles east from the Project Site. The City contracts with Riverside County Fire Department (RCFD) for emergency services, and the City's Emergency Services Division is responsible for preparing the community for disasters and emergencies. The 2035 General Plan will facilitate new development and consequently increase population within the City. Any increase in population has the potential to impact emergency response and evacuation plans. Previous Assessments concluded that development of the Project Site would not induce population growth. Previous Assessments found that development of the Project Site would not interfere with any adopted emergency response or evacuation plan since development of the Project Site would not obstruct the existing or planned circulation network. The Project Site is within a lowwildfire risk zone and as such, wildland fire impacts would be less than significant. No new information or changed circumstances were identified in the Previous Assessments that resulted in new or more severe impacts related to hazardous and hazardous materials. All impacts remained less than significant. Previously Identified Mitigation Measures MM HAZ-1 Prior to the demolition or renovation of the on -site family residence, asbestos - containing materials (ACM) shall be removed in accordance with current regulatory guidelines. 3.9.3 Existing Conditions The City is within an urbanized area in the Coachella Valley, which has the potential for exposure to hazards and hazardous materials.26 The County has developed a Hazardous Waste Management 26 City of La Quinta. 2035 La Quinta General Plan EIR. Meridian Consultants 3.0-41 SilverRock Resort Project Addendum September 20" 3.0—Impact Analysis Plan (HWMP), which addresses the proper disposal, processing, handling, storage, and treatment of hazardous materials.27 The City's Emergency Services Division is responsible for responses to disasters and emergencies. The City has prepared the Emergency Operations Plan to plan and prepare for emergencies. The City established Code Red, which is an ultra -high-speed telephone communication service that provides emergency notifications to residents during emergencies. The City is also involved in the Community Emergency Response Team (CERT) program, which educates volunteers in the community about disaster preparedness and trains them in basic disaster response skills. The CERT group is organized to support the City during emergencies or disasters. The California Department of Transportation (Caltrans), California Highway Patrol (CHP), and the US Department of Transportation regulate hazardous materials, and the cleanup and containment of accidents. Emergency evacuation and response plans, such as Code Red, are already developed in the City to provide automated notifications to residents during an emergency, including hazardous waste spills.28 The City is located at the base of the Santa Rosa Mountains; however, these areas are considered low wildfire zones as are the flat urbanized areas of the City. The Project Site is not on land classified as a Fire Hazard SeverityZone.29 The Project Site is not located within a site that is included on a list of hazardous materials sites compiled pursuant to Government Code, Section 65962.5 (Cortese List). 3.9.4 Analysis of Proposed Project As discussed above, the Project Site no longer has hazards associated with it after the implementation of MM HAZ-1. The Project Site has been mass graded and contains the Arnold Palmer Golf Course, Ahmanson House, and partially developed hotel and residential buildings from previous approvals. The uses included in the 2025 Project are similar to the surrounding land uses in proximity to the Project Site, which consists of other golf and residential communities. The 2025 Project could involve the temporary use of hazardous substances in the form of paint, adhesives, surface coatings and other finishing materials and cleaning agents, fuels, and oils typically used in construction. The transport, use and disposal of construction related hazardous materials would occur in conformance with all applicable local, State, and federal regulations governing such entities. Similar to the planned uses analyzed in Previous Assessments, the 2025 Project's proposed uses would not pose a substantial risk of release of hazardous materials, and planned uses would not pose any 27 City of La Quinta. 2035 La Quinta General Plan EIR. 28 City of La Quinta. 2035 La Quinta General Plan EIR. 29 Ca[Fire. "Fire Hazard Severity Zones." Accessed July 2025. https://experience.arcgis.com/experience/03beab8511814e79a0e4eabf0d3e7247/. Meridian Consultants 3.0-42 SilverRock Resort Project Addendum September 2" 3.0—Impact Analysis health hazard or potential health hazard to visitors or surrounding uses. The Project Site is not located within a site that is included on the Cortese List.30,31 The Project Site is not within one -quarter mile of an existing or proposed school. The nearest school is Harry S Truman Elementary School, located at 78870 Avenue 50, approximately 0.9 miles north of the Project Site. The Project Site is not within the vicinity of a public use airport or a private airstrip. The nearest public use airport is the Bermuda Dunes Airport, approximately seven (7) miles from the Project Site. The City contracts with RCFD for emergency services, and the City's Emergency Services Division is responsible for preparing for disasters and emergencies. As described in detail in Section 3.2 Population and Housing, the 2025 Project would generate a population increase of approximately 1,690 people, which does not represent a substantial increase, as this increase would represent approximately 9.9 percent of the growth projected from 2025 to 2050. The 2025 Project's proposed residential uses would not induce substantial population growth within the City, and the 2025 Project would reduce the overall residential and hotel uses when compared to the Previous Assessments. The 2025 Project would not obstruct or interfere with the existing circulation network surrounding the Project Site because the 2025 Project would not alter the existing street system. Additionally, the 2025 Project would have a lower development intensity compared to the land uses analyzed in the Previous Assessments, which would reduce circulation impacts compared to the Previous Assessments. Therefore, the 2025 Project would not interfere with any adopted emergency response or evacuation plans. The 2025 Project's proposed uses would not create a fire hazard that has the potential to exacerbate the current environmental condition relative to wildfires. The 2025 Project would be developed in accordance with requirements pertaining to fire safety. The 2025 Project would not expose people or structures, directly or indirectly, to a significant risk of loss, injury, or death as a result of exposure to wildland fires. Hazards and hazardous materials associated with the 2025 Project would be similar to those identified in the Previous Assessments and would be less than significant. No new significant impacts or increase in the severity of any previously identified significant impacts would result from changes to the 2025 Project, new information, or changes to the circumstances under which the 2025 Project will be undertaken. 30 State Water Resources Control Board. "GeoTracker." Accessed July 2025. https://geotracker.waterboards.ca.gov/. 31 Department of Toxic Substances Control. "EnviroStor." Accessed July 2025. https://www.envirostor.dtsc.ca.gov/pubLic/search?basic=True. Meridian Consultants 3.0-43 SilverRock Resort Project Addendum September 215 3.0—Impact Analysis 3.10 NOISE 3.10.1 i nresriolds a. Exposure of persons to or generation of noise levels in excess of standards established in the local general plan or noise ordinance, or applicable standards of other agencies? b. Exposure of persons to or generation of excessive groundborne vibration or groundborne noise levels? c. A substantial permanent increase in ambient noise levels in the project vicinity above levels existing without the project? d. A substantial temporary or periodic increase in ambient noise levels in the project vicinity above levels existing without the project? e. For a project located within an airport land use plan or, where such a plan has not been adopted, within 2 miles of a public airport or public use airport, would the project expose people residing or working in the project site to excessive noise levels? f. For a project within the vicinity of a private airstrip, would the project expose people residing or working in the project site to excessive noise levels? 3.10.2 Summary of i-inaings in Previous Assessments The Previous Assessments determined that construction noise would occur throughout development with most of the noise intensive activities occurring at the beginning of development when the site was cleared and graded. Noise intensive activities typically involve the use of heavy equipment, including scrapers, loaders, tractors, and concrete mixers. Trucks would be used during construction to deliver equipment and building materials, as well as haul away waste materials. Additionally, the Previous Assessments noted that smaller equipment, including jack hammers, saws, pneumatic tools, and hammers, would also be used during construction. This equipment would generate steady state and episodic noise that could be heard on- and off -site, potentially causing construction noise impacts to the surrounding area. The site is surrounded by a residential subdivision and golf course to the north, a residential subdivision and golf course to the east, PGA west golf course and residential community to the south, and the mountains to the west. The noise generated during the construction phase would typically affect the occupants of nearby residences; however, the majority of development would take place at the interior of the site with activities for a planned golf course along the exterior of the site. The Previous Assessments noted that construction activity would be short-term and would not result in significant impacts with the incorporation of MM N-1 through MM N-3, which would restrict construction hours, add mufflers to noise equipment as applicable, and keep earth moving and hauling routes away from existing residences to the extent possible. The 2035 General Plan projected noise levels on streets adjacent to the Project Site for 2035. The 65 A -weighted decibel Community Noise Equivalent Level (dBA CNEL) noise contour along Jefferson Street between Avenue 52 and Avenue 53 would be 239 feet from the centerline. The CNEL noise level 100 feet from the centerline of Jefferson Street between Avenue 52 and Avenue 54 would be Meridian Consultants 3.0-44 SilverRock Resort Project Addendum September 2W� 3.0—Impact Analysis 70.7 dBA. The 65 dBA CNEL noise contour along Avenue 52 west of Jefferson Street would be 220 feet from the centerline. The CNEL noise level 100 feet from the centerline of Avenue 52 west of Jefferson Street would be 70.1 dBA. The Previous Assessments found that traffic noise impacts would not significantly impact the project. The proposed golf courses planned to be developed on the edges of the Project Site would serve as a buffer from adjacent noise sources. Additionally, the golf course would also attenuate noise levels from the uses proposed in the interior of the Project Site to uses off -site. However, operational noise from the project could potentially impact nearby sensitive receivers such as residences. With the incorporation of MM N-4 and MM N-5, which would strategically place and silence mechanical and outdoor equipment, operational noise impacts related to the project would be less than significant. The Previous Assessments identified the nearest public use airport as Bermuda Dunes Airport, located approximately seven miles from the Project Site. The Project Site is not located within two miles of a public airport or public use airport and is not located within the vicinity of a private airstrip. No new information or changed circumstances were identified in the Previous Assessments that resulted in new or more severe impacts related to noise. All impacts remained less than significant with the incorporation of mitigation measures identified in the Previous Assessments. Previously Identified Mitigation Measures MM N-1 Between May 1 and September 30, all construction activities on the Project Site shall only occur between the hours of 6:00 AM and 7:00 PM Monday through Friday, and from 8:00 AM to 5:00 PM on Saturday, and shall be prohibited on Sundays and public holidays. Between October 1 and April 30, all construction activity on the Project Site shall only occur between the hours of 7:00 AM and 5:30 PM Monday through Friday, and from 8:00 AM to 5:00 PM on Saturday, and shall be prohibited on Sundays and public holidays. All operational activities of the SRR SP shall also be subject to the Noise Ordinance of the City as well. MM N-2 All construction equipment operating in the planning area shall be fitted with well - maintained functional mufflers to limit noise emissions. MM N-3 To the greatest extent feasible, earth moving and hauling routes shall be located away from existing residences. MM N-4 The design, selection, and placement of the mechanical equipment for various buildings shall include consideration of the potential noise impact they may have on uses within the development site. MM N-5 Silencers and/or barriers shall be provided where necessary at outdoor equipment, such as cooling towers, air cooled condensers, and refrigeration compressors/condenser units, and at the air intake and discharge openings for buildingventilation systems. Meridian Consultants 3.0-4 5 SilverRock Resort Project Addendum September 24f 3.0—Impact Analysis 3.10.3 Existing Conditions The Project Site includes an existing golf course, the Ahmanson House, which is currently used as a clubhouse for the Arnold Palmer Classic Golf Course, and a series of partially constructed buildings associated with the previous approvals located in the western portion of the Project Site. There are no sensitive uses located on -site. The primary source of noise in the City and sphere of influence is traffic. The nearest sensitive receptors to the Project Site are the residential uses to the east along Deacon Drive East, to the north along Avenue 52, to the east along Jefferson Street, and to the south along Avenue 54. Noise standards in the City allow sensitive land uses to experience a maximum noise level of 65 dbA CNEL in outdoor living areas (patios, balconies, and rear yards). 3.10.4 Analysis of Proposed Project Construction Noise intensive construction activities would be similar to those previously analyzed. These construction activities typically involve the use of heavy equipment, including scrapers, tractors, loaders, and concrete mixers. Construction of buildings within the Project would involve less heavy equipment, because grading has occurred, but would still generate noise from the use of smaller equipment, including jackhammers, pneumatic tools, saws, and hammers. This equipment would generate both steady state and episodic noise that would be heard both on- and off -site, consistent with the analysis in the Previous Assessments. Vibration levels due to on -site construction activities would not exceed the building damage significance threshold for vibratory rollers, large bulldozers, caisson drilling, loaded trucks, jackhammers, and small bulldozers at a reference distance of 50 feet or at the nearest sensitive receptors. The nearest sensitive receptors are located over 125 feet away to the west of the Project across Deacon Drive East. Construction would not generate excessive groundborne vibration. The 2025 Project would comply with the standards set forth by the La Quinta Municipal Code which are identified in MM N-1. Furthermore, the surrounding uses have masonry walls which act as noise barriers which would reduce temporary noise during construction. Construction -related noise impacts would be similar to the impacts identified in the Previous Assessments and with the incorporation of MM N-1 through MM N-3 would be less than significant. Impacts would be less than significant and no new information, changed circumstances, or more severe impacts were identified for the 2025 Project. Meridian Consultants 3.0-46 SilverRock Resort Project Addendum September 2q?2 3.0—Impact Analysis Operation Primary sources of noise throughout the City are caused primarily by motor vehicle traffic on City streets, particularly major roadways.32 Other noise generators in the City include those associated with commercial uses, including mechanical equipment, such as fans, motors, and compressors. As discussed in Section 3.6: Transportation/Circulation, the proposed Project would reduce the number of daily vehicle trips by approximately 2,800 trips when compared to the 2014 Addendum. The 2025 Project would have a reduced development intensity compared to the land uses analyzed in the Previous Assessment. However, the vehicles entering and exiting the site would follow similar trip distribution patterns as those identified in the Previous Assessments. Noise levels from vehicles would remain similar, but slightly reduced from noise levels identified in the Previous Assessments. On -site sensitive uses include the hotel and resort residential units. The distance from the centerline between the golf courses and commercial uses surrounding the edges of the site and the sensitive on -site uses would reduce noise levels below 65 dBA CNEL. As discussed previously, the City's Municipal Code establishes base ambient noise level limits for noise sensitive and other non-residential uses based on time of day. The 2025 Project would adhere to the standards set forth by the Municipal Code and incorporate MM N-4 or MM N-5 to reduce operational noise impacts to less than significant levels. The Project Site is not located within two miles of a public airport or public use airport and would not expose people residing or working in the Project Site to excessive noise levels. Noise impacts would be similar to impacts identified in the Previous Assessments and would be less than significant with the incorporation of MM N-1 through MM N-5. No new information, changed circumstances, or more severe impacts would occur with the implementation of the proposed Project. 32 City of La Quinta. 2035 La Quinta General Plan EIR. Meridian Consultants 3.0-47 SilverRock Resort Project Addendum September 2q?J 3.0—Impact Analysis 3.11 PUBLIC SERVICES 3.11.1 Thresholds a. Would the project result in substantial adverse physical impacts associated with the provision of new or physically altered governmental facilities, need for new or physically altered governmental facilities, the construction of which could cause significant environmental impacts, in order to maintain acceptable service ratios, response times or other performance objectives for any of the public services: i) Fire Protection? ii) Police Protection? iii) Schools? iv) Libraries? 3.1 1.2 Summary of Findings in Previous Assessments Fire Protection Previous Assessments analyzed existing fire service and the potential demand for fire service with the development of the project. Development of the project could potentially cause significant fire service demands. Previous Assessments determined that with implementation of MM PUB-1, which requires projects to be reviewed by the Riverside County Fire Department (RCFD) to ensure adequate fire services would be provided at the time of site development, impacts would be reduced to a less than significant level. The project analyzed in Previous Assessments would pay applicable fire protection Development Impact Fees to ensure there is adequate funding of fire protection services. Police Protection Previous Assessments analyzed existing police protection services and the potential demand for police protection services with development of the project. Individual development projects are reviewed by the Riverside County Sheriff's Department (RCSD) to ensure adequate police services would be provided at the time of site development. Previous Assessments found that with the implementation of MM PUB-2, which requires the RCSD review new development proposals in order to evaluate the RCSD's ability to provide adequate police protection, impacts would be reduced to a less than significant level. Schools There are two (2) public school districts that serve the City, Desert Sands Unified School District (DSUSD), and the Coachella Valley Unified School District (CVUSD). The Project Site is within the DSUSD service area. Previous Assessments identified that the Proposed Agreements would generate seasonal population growth and would incrementally introduce a small number of seasonal residents similar to those identified in the growth projections from the City's 2035 General Plan. The proposed development analyzed in Previous Assessments would require payment of applicable school fees. No significant impacts would occur. Meridian Consultants 3.0-48 SilverRock Resort Project Addendum September 244 3.0—Impact Analysis Libraries The La Quinta Library, a city -owned library facility, would serve the Project Site. Previous Assessments identified that the Proposed Agreements would not introduce any permanent residents or result in permanent population growth. There would be a minimal demand for public library services. Any applicable developer fees would have been paid prior to the issuance of building permits. No new information, changed circumstances, or more severe impacts were identified in Previous Assessments. Previously Identified Mitigation Measures MM PUB-1 The Riverside County Fire Department, in its review of new development proposals, shall evaluate project plans and the Department's ability to provide proper fire protection. This review shall include, but shall not be limited to, internal circulation, project directories, street names, and numbering systems. New developments shall comply with all City and Fire Department standards. MM PUB-2 The Riverside County Sheriff's Department shall review new development proposals in order to evaluate project plans and the Department's ability to provide adequate police protection. This review should include, but not be limited to internal circulation, project directories, street names, and numbering systems. New developments shall comply with all established City and Sheriff standards. 3.11.3 c_xistiriy Conditiori5 Fire Protection Fire protection for the City is provided through a contract with the RCFD. The two closest City -owned fire stations located within the City are staffed with both full-time paid and volunteer firefighters. Fire Station Number 32 is located at 78-111 Avenue 52, approximately 0.7 miles west of the Project Site and is equipped with both primary and reserve fire engines, along with volunteer squad and rescue vehicles. Fire Station Number 70 is located at 54001 Madison Street, approximately 0.9 miles southeast of the Project Site and is equipped with a primary engine, a brush fire engine, and a volunteer squad vehicle. Currently, average RCFD response times are within the acceptable County standard and align with the National Fire Protection Association (NFPA) guidelines, between 5 and 7 m i n utes.33 33 Cal Fire Riverside Unit Riverside County Fire Department. "RE: East Lake Plan Amendment #11 Project Requestfor Information." Accessed July 2025. https://www.lake-eLsinore.org/DocumentCenter/View/l926/Appendix-J--- Correspondence-with-Police-and-Fire-PDF#::text=Type%201 %20Engine- ,(structu ral%20fi refighting%20a ppa ratus).,stations%20to%20the%20project%20site?. Meridian Consultants 3.0-49 SilverRock Resort Project Addendum September 249 3.0—Impact Analysis Police Protection The City contracts with the RCSD for police staffing. As detailed in the 2035 General Plan, the City contract provided for 51 sworn officers and 5 community service officers. The RCSD operates an office within City Hall. A regional station is located in Thermal, which acts as the department's central facility. The La Quinta Police Department is located approximately 0.5 miles northwest of the Project Site. The RCSD maintains a staffing level of one staff per 1,000 population; however, the City does not maintain a staffing ratio and staffing is based on the safety needs of the community and the available resources to provide for safety needs. As of January 1, 2025, DOF estimates that the City has a population of approximately 38,796 residents, which would place the level of police staffing at 1.31 staff per 1,000 population.34,35 Schools The Project Site is within the DSUSD service area. Libraries The La Quinta Library, a city -owned library facility, is located at 78-275 Calle Tampico and operated by the County. The La Quinta Library is approximately 0.6 miles northwest of the Project Site. 3.1 1.4 Analysis of Proposed Project Fire Protection The 2025 Project includes the development of a golf course, hotel, residences, and commercial land uses that increase the fire protection services compared to existing conditions. However, development of the 2025 Project would have a lower development intensity compared to the land uses analyzed in the Previous Assessments. The 2025 Project would implement MM PUB-1, which would ensure that the 2025 Project adheres to all RCFD's regulations for proper fire protection. Additionally, the 2025 Project would pay the fire protection Development Impact Fee as applicable at the time building permits are issued. Therefore, fire protection impacts associated with the development of the 2025 Project would be similar to those previously analyzed, and less than significant with mitigation. Police Protection As was the case in Previous Assessments, individual development projects are reviewed bythe RCSD to ensure that adequate police services would be provided to the 2025 Project at the time of 34 Staffing and service ratios for the RCSD were sourced from the City of La Quinta's 2035 General Plan, which provides the most recent available information. 35 (51 sworn officers / 38,796 residents) x (X officers / 1,000 residents) = 1.31 officers per 1,000 residents. Meridian Consultants 3.0-50 SilverRock Resort Project Addendum September 2q3?6 3.0—Impact Analysis development. As described in Previous Assessments, the implementation of MM PUB-2 would ensure impacts to police protection would be less than significant. The 2025 Project would pay applicable development fees that fund the expansion of essential public facilities such as police protection. Therefore, police protection impacts associated with the development of the 2025 Project would be less than significant with mitigation. Schools As mentioned above, the DSUSD district provides school services to the Project Site. The 2025 Project includes approximately 599 hotel/residential units. As described in Section 3.2: Population and Housing, the 2025 Project's proposed 599 units would generate a population increase of 1,690 people. However, the addition of 11690 people would not represent a substantial increase, as the 2025 Project's increase in population would represent approximately 9.9 percent of the growth between 2025 to 2050. Table 3.11-1: School District Generation Rates and Student Generation shows the projected number of students that would be generated by the 2025 Project. These projections are based on elementary, middle and high school student generation rates used by DSUSD. Student generation rates were derived from the DSUSD's Fee Justification Study.36 As indicated in the table, the 2025 Project would generate an estimated total of 216 new students, consisting of 92 new elementary school students, 52 middle school students, and 72 high school students. It is possible that residents and students would relocate from elsewhere in the DSUSD service area; however, as a conservative measure, this analysis assumes all new students within this school district. 36 Desert Sands Unified School District (DSUSD). "Fee Justification Study for New Residential and Commercial/Industrial Development." 2020. Accessed July 2025. https://cdnsm5- ssl 8.sharpschool.com/UserfiLes/D BFiLes/server_24405182/202005/30304416. pdf. Meridian Consultants 3.0-51 SilverRock Resort Project Addendum September 2(97 3.0—Impact Analysis 599 K-5 0.1543 92 Desert Sands Unified 599 6-8 0.0867 52 School District 599 9-12 0.1203 72 Source: DSUSD. "Fee Justification Study for New Residential and Commercial/Industrial Development." 2020. Accessed July 2025. https://cdnsm5-ssl8.sharpschool.com/Userfiles/DBFiles/server_ 24405182/202005/30304416.pdf. Table 3.11-2: Project School Enrollment and Capacities compares the projected enrollment at schools serving the Project area to the current capacity of those schools.37 Based on the current enrollment and projected number of students generated by the 2025 Project, implementation of the 2025 Project would put DSUSD at approximately 100.6 percent capacity with a total of 28,209 students. Desert Sands Unified School District 28,031 27,993 99.86% 216 28,209 100.6% Source: DSUSD. "Fee Justification Study for New Residential and Commercial/Industrial Development." 2020. Accessed July 2025. https://cdnsm5-ss18.sharpschool.com/Userfiles/DBFiles/server_ 24405182/202005/30304416.pdf. As described in the Previous Assessments, the 2025 Project would comply with the State -mandated school impact fees under SB 50, which are deemed to be full and complete mitigation of the impacts of new development on schools. School impact fees would ensure that impacts of the 2025 Project would be less than significant. Libraries The Project Site would be served by the La Quinta Public Library. According to the American Library Association (ALA), the minimum standard for public library space was 1.0 square feet per resident in the library's service area.38 As of January 1, 2025, DOF estimates that the City has a population of approximately 38,796 residents.39 The La Quinta Library has approximately 20,000 square feet of 37 The Fee Justification Study provides 2019 to 2020 data on student capacity and enrollment. 38 Brawner, Lee B., Donald L., Jr." Determining Your Public Library's Future Size: A Needs Assessment and Planning Model." Institute of Education Sciences. 1996. Accessed July 2025. https://eric.ed.gov/?id=ED392455&utm_. 39 Department of Finance. "Total State Population." Accessed July 2025. https://dof.ca.gov/wp- content/uploads/sites/352/Forecasting/Demographics/Documents/E-1 _2025_Press_Release. pdf. Meridian Consultants 3.0-52 SilverRock Resort Project Addendum September 2M 3.0—Impact Analysis library space. Accordingly, the City is below the ALA standard of 1.0 square feet per resident, as the City has approximately 0.52 square feet per resident. As discussed above, the 2025 Project would generate a population increase of 1,690 people. Using the ALA standard of 1.0 square feet per resident and considering the 2025 Project's estimated addition of approximately 1,690 people, the ratio of library square feet per resident would be approximately 0.49 feet per resident. The 2025 Project would pay all applicable development fees that fund the expansion of libraries. Therefore, impacts would be less than significant. Public services impacts associated with the 2025 Project would be similar to those identified in the Previous Assessments and would be less than significant through the payment of applicable fees and with the incorporation of MM PUB-1 through MM PUB-2. No new significant impacts or increase in the severity of any previously identified significant impacts would result from changes to the 2025 Project, new information, or changes to the circumstances under which the 2025 Project will be undertaken. Meridian Consultants 3.0- 5 3 SilverRock Resort Project Addendum September 2q�g 3.0—Impact Analysis 3.12 UTILITIES AND SERVICE SYSTEMS 3.12.1 Thresr,u,u5 a. Exceed wastewater treatment requirements of the applicable Regional Water Quality Control Board? b. Require or result in the construction of new water or wastewater treatment facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? c. Require or result in the construction of new storm water drainage facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? d. Have sufficient water supplies available to serve the project from existing entitlements and resources, or are new or expanded entitlements needed? e. Result in a determination by the wastewater treatment provider, which serves or may serve the project that it has adequate capacity to serve the project's projected demand in addition to the provider's existing commitments? f. Be served by a landfill with sufficient permitted capacity to accommodate the project's solid waste disposal needs? g. Comply with federal, State, and local statutes and regulations related to solid waste? 3.1 z.z Summary of Findings in Previous Assessments Energy Electric services are provided to the City from Imperial Irrigation District (IID) and natural gas services are provided to the City from Southern California Gas Company (SoCal Gas). As identified in the City's General Plan, the IID and SoCal Gas would provide electrical and natural gas services to the Project Site. Additionally, incorporation of MM UTIL-1 and MM UTIL-2 would improve energy efficiency and further minimize the project's energy demand, resulting in less than significant impacts. Wastewater Services CVWD provides wastewater treatment to the City. In the 2002 MND, there were septic tanks within the Project Site. Development of the project could lead to a significant impact on septic tanks. MM UTIL-7 was implemented to remove all septic tanks on the site in accordance with Federal, State and local regulations. In 2005, the City entered into a Domestic Water and Sanitation System Installation and Irrigation Service Agreement (Water Agreement) with the CVWD for the Specific Plan Area. This Water Agreement required that several local improvements be made to the water delivery system to provide service to the Specific Plan Area. Sewer improvements proposed as part of the project included construction of a 12 inch sewer main in SilverRock Wayfrom the existing Ahmanson House to Avenue 54, a 27 inch sewer main to run west in SilverRock Way to Jefferson Street in the Jefferson Street Access Road, and a 27 inch sewer main to connect to the 12 inch sewer main in SilverRock Way to Meridian Consultants 3.0-54 SilverRock Resort Project Addendum September 2196 3.0—Impact Analysis an existing pump station MM UTIL-3 and MM UTIL-6 were implemented to connect the site to the City's sewer system according to the Water Agreement and pay the developer fees associated with the development of sewer infrastructure. Sewage generated from the project would be conveyed for treatment to the Mid -Valley Water Reclamation Plant. There were no plans for expansion at the Mid -Valley Water Reclamation Plant, as its capacity was approximately 10 million gallons per day (mgd) and an average of approximately 5 mgd per day was being processed. Therefore, impacts to wastewater service were determined to be less than significant with mitigation incorporated. Storm Drain Infrastructure CVWD is the regional authority responsible for the management of drainage within the Coachella Valley, while the City is responsible for storm water management within the City boundaries. The City has prepared a storm water management plan used to direct future management plans and policies. The Previous Assessments determined that the existing and proposed golf courses within the Specific Plan Area had sufficient capacity to accommodate drainage without any off -site drainage impacts. With implementation of MM UTIL-3 and adherence to the Water Agreement impacts were determined to be less than significant Water Services Domestic water is provided to the City by CVWD. The primary source of water is groundwater, which is extracted from the Whitewater River Subbasin by means of a deep well system in the region and imported water from the Colorado River vis the Coachella Canal. The Water Agreement required improvements to be made as part of the Specific Plan including an 18 inch water main in SilverRock Way from the Ahmanson House to Avenue 54, an 18 inch water main to run west from SilverRock Way to Jefferson Street in the Jefferson Street Access Road, two water well sites, and a pressure reducing/boosting station. All utility infrastructure improvement designs would comply with established CVWD standards and would be subject to CVWD review and approval. With the implementation of MM UTIL-3 and MM UTIL-6, impacts would be less than significant with regards to water service. A WSA and Water Supply Verification (WSV) was prepared and approved for the project by CVWD that determined CVWD would be able to serve and meet the project water demand of approximately 2,361 acre-feet per year (afy), resulting in less than significant impacts. Solid Waste Previous Assessments identified that all solid waste within the Specific Plan Area would be taken to the Edom Hill Transfer Station and transported to eitherthe Lamb Canyon Landfill, Badlands Landfill, or the El Sobrante Landfill. Previous Assessments stated the annual disposal rate at the Lamb Meridian Consultants 3.0- 5 5 SilverRock Resort Project Addendum September 219f 3.0—Impact Analysis Canyon facility is 0.46 million tons per year. The landfill is permitted to receive a maximum of 5, 000 tons per day and it is projected that current landfill capacitywill extend to 2021, but the Lamb Canyon landfill has potential for expansion. The Lamb Canyon Landfill, Badlands Landfill and El Sobrante Landfill have capacity for the solid waste generated by the project analyzed in the Previous Assessments. Previous Assessments noted that solid waste generated by construction and demolition sites may account for as much as 22 percent of the solid waste stream. Prior to the issuance of grading permits, the Previous Assessments required recycling of at least 50 percent of these materials, as required by MM UTIL-4. Previous Assessments also identified MM UTIL-5, which would reduce solid waste impacts through professional landscaping services who compost green waste. The proposed development analyzed in Previous Assessments would comply with federal, State, and local statutes and regulations related to solid waste, resulting in less than significant impacts. No new information or changed circumstances were identified in the Previous Assessments that resulted in new or more severe impacts related to utilities and service systems. All impacts remained less than significant with incorporation of MM UTIL-1 and MM UTIL-7. Previously Identified Mitigation Measures MM UTIL-1 The most efficient furnaces, water heaters, pool heaters and other equipment that use natural gas shall be used in project construction. The use of kitchen appliances that use natural gas and alternative, renewable energy sources, including solar and wind turbine technologies, shall also be used to the greatest extent feasible. MM UTIL-2 Title 24 of the California Administrative Code, which addresses energy conservation in all proposed uses, shall be strictly enforced in project design and construction. MM UTIL-3 All planned uses shall be connected to the city-wide sewer system. MM UTIL-4 A recycling program shall be developed for all proposed uses. Recycling provisions for commercial and business establishments should include separate recycling bins. Items to be recycled at commercial establishments may include white paper, computer legal paper, cardboard, and glass and aluminum cans. MM UTIL-5 Professional landscaping services from companies which compost green waste shall be utilized. MM UTIL-6 The Project's fair share of public utilities, infrastructure and improvements required to properly service the proposed uses shall be determined through consultation with the City Department of Public Works in the Development Agreement and paid prior to the issuance of grading permits. Meridian Consultants 3.0-56 SilverRock Resort Project Addendum September 21V 3.0—Impact Analysis MM UTIL-7 Any existing or historic septic systems located on the site shall be abandoned in accordance with federal, state, and local laws and regulations prior to the issuance of building permits. 3.12.3 Existing Conditions Energy Electric services are provided to the City from IID and natural gas services are provided to the City of SoCal Gas. Wastewater Services The CVWD is responsible for wastewater treatment in the City of La Quinta. The CVWD maintains a network of sewer trunk lines throughout the City ranging in size from 4 to 24 inches in diameter. An 18- inch main line is located adjacent to the Project Site in the Jefferson Street right-of-way. The Mid - Valley Reclamation Plant would treat wastewater generated from the Project Site. Storm Drain Infrastructure As discussed in Previous Assessments, existing and proposed golf courses within the Specific Plan Area have sufficient capacity to accommodate drainage without any off -site drainage impacts. The storm drain within Avenue 52 is designed to convey stormwater into the envelope of the proposed second golf course along Avenue 52 and Jefferson Street (Planning Area 8) to allow for percolation into the groundwater aquifer. The 2025 Project would incorporate similar amounts of open space as identified in the Specific Plan to allow for percolation of water runoff into the aquifer. Water Services The Project Site is within the CVWD service area. CVWD's total water production reached 99,843 acre-feet per year (AFY) in 2020.40 CVWD's domestic water system has 64 pressure zones. This consists of approximately 97 groundwater production wells, 2,000 miles of pipe, and 133 million gallons of storage in 65 enclosed reservoirs.41 The primary water supply for CVWD is groundwater from the Whitewater River Subbasin in the Coachella Valley and it supplements groundwater use with imported water and use of reclaimed water. 40 Coachella Valley Water District. 2020 Coachella Valley Regional Urban Water Management Plan. Accessed July 2025. http://cvwd.org/DocumentCenter/View/5482/Coachella-Valley-RUWMP. 41 Coachella Valley Water District.2020 Coachella Valley Regional Urban Water Management Plan. Accessed July 2025. http://cvwd.org/DocumentCenterNiew/5482/Coachella-Valley-RUWMP. Meridian Consultants 3.0- 5 7 SilverRock Resort Project Addendum September Zan 3.0—Impact Analysis Approximately 19 acres of the Coachella Canal,42 are located within the boundaries of the Project Site. Up to 97 percent of the 2025 Project's water usage for irrigation purposes, which is by far the majority of the total water demand for the 2025 Project, may be obtained from the Coachella Canal in accordance with the terms of the existing Water Agreement between the City and CVWD. Indirectly, canal water will be used for groundwater recharge and source substitution throughout the Coachella Valley. Water to the Specific Plan Area is provided by CVWD through the existing 18-inch water main beneath SilverRock Way. Solid Waste The City has a franchise agreement with Burrtec Waste and Recycling Services, LLC (Burrtec) for the provision of solid waste disposal within the City and the City's Sphere of Influence. Non -hazardous household, commercial and most non -hazardous industrial solid waste collected in the City is taken to the Edom Hill Transfer Station in Cathedral City. From there, waste is transported to one of three landfills: the Lamb Canyon regional landfill; El Sobrante Landfill; orthe Badlands Landfill. The Project Site would be served by Burrtec. 3.12.4 Analysis of Proposed Project Energy As detailed above, the City's General Plan identified that IID and SoCal Gas would provide electrical service to the Project Site. Incorporation of MM UTIL-1 and MM UTIL-2 would improve energy efficiency and further minimize the project's energy demand. Further, the 2025 Project would reduce development intensity compared to the land uses analyzed in the Previous Assessments. Therefore, impacts would be less than significant with mitigation incorporated. Wastewater Services As discussed above, the Project Site is connected to the City's sewage system. These sewer lines would adequately serve the project as analyzed in the Previous Assessments. The 2025 Projectwould reduce overall development intensity, which would reduce wastewater generation. Therefore, sewage impacts would be less than significant. Storm Drain Infrastructure Storm drains to adequately serve the project analyzed in Previous Assessments have been constructed. The existing Project Site, including the existing and proposed golf courses within the Specific Plan Area have sufficient capacity to accommodate on -site drainage without off -site drainage impacts. The 2025 Project would incorporate similar amounts of open space for the golf 42 Note: The Coachella Canal is a branch of the All -American Canal that brings Colorado River water into the Imperial and Coachella Valleys. This information is from Coachella Valley Water District, Coachella Valley Water Management Plan Update, Section 4 - Existing Water Supplies (January 2012), p. 4-14. Meridian Consultants 3.0-5 8 SilverRock Resort Project Addendum September 2194 3.0—Impact Analysis course as identified in Previous Assessments, to allow for percolation of water runoff into the aquifer. As a result, the 2025 Project would not require or result in the construction of new storm water drainage facilities or expansion of existing facilities. The 2025 Project would reduce overall development intensity compared to that analyzed in the Previous Assessments, which would reduce demand on storm drain infrastructure. Therefore, impacts would be less than significant. Water Services As described above, domestic water is provided in the City by CVWD. A WSA and WSV were developed for the project analyzed in the Previous Assessments, which confirmed that CVWD would have the current and future water supply necessary to provide water for the Specific Plan and other existing and planned future uses that would be served by the CVWD. The 2020 Coachella Valley Regional Urban Water Management Plan confirms that CVWD has adequate water supplies to 2045 under normal, single and multiple dry years.43 As previously described, a majority of the 2025 Project's water usage is for irrigation purposes, which may be obtained from the Coachella Canal, in accordance with the terms of the existing Water Agreement between the City and the CVWD. Further, the 2025 Project would reduce overall development intensity compared to the project analyzed in the Previous Assessments, which would reduce water demand. The water demand estimate for the SilverRock Resort Project in the 2006 Water Supply Assessment (WSA) approved for the project was approximately 2,361 acre-feet per year. The estimated water demand for the 2025 Project is approximately 2,376 acre-feet per year.44 This potable water demand is less than one percent greater than the demand estimate in the approved WSA. This incremental increase does not represent a substantial increase in water demand for the project. The 2025 Project would not require water service improvements, as previously proposed water infrastructure improvements as part of the Specific Plan were already completed, including the 18-inch water main beneath SilverRock Way. Impacts to water supplies and services would be less than significant. Solid Waste The City and Project Site are serviced by Burrtec. Solid waste generated in the Project Site would be taken to the Edom Hill Transfer Station and then transported to either the Lamb Canyon Landfill, Badlands Landfill, or the El Sobrante Landfill. The current annual disposal rate at the Lamb Canyon 43 Coachella Valley Water District. 2020 Coachella Valley Regional Urban Water Management Plan. 2021 44 677.1 acre-feet per year (residential) + 142.2 acre- feet per year (commercial) + 1,457.9 acre-feet per year (open space) +98. 7 acre-feet per year (public park) = 2,376. 6 acre-feet per year. CVWD, WSA and WSV for the proposed SilverRock Resort Specific Plan, (2006) Table 3. 1- 1. Meridian Consultants 3.0-59 SilverRock Resort Project Addendum September 2199 3.0—Impact Analysis facility is approximately 50 million tons per year.45The landfill is permitted to receive a maximum of 5,000 tons per day and is projected that the current landfill capacity will extend to 2029.46 The Previous Assessments determined that with the implementation of MM UTIL-4 and MM UTIL-5, which sets forth a recycling program for all proposed uses, and utilizes professional landscaping services to compost green waste, impacts would be less than significant. The 2025 Project would continue to implement those mitigation measures. Additionally, the 2025 Project would reduce development intensity compared to the project analyzed in the Previous Assessments, resulting in less solid waste generation. Therefore, the 2025 Project would be adequately served by solid waste services. The 2025 Project would comply with federal, State and local statues and regulations related to solid waste, such as AB 341, SB 1016, Per Capita Disposal Rate and AB 939. Impacts to solid waste would be less than significant with mitigation incorporated. Utilities and service systems impacts associated with the 2025 Project would be similar to those identified in the Previous Assessments and would be less than significant through the incorporation of MM UTIL-1, MM UTIL-2, MM UTIL-4, and MM UTIL-5. No new significant impacts or increase in the severity of any previously identified significant impacts would result from changes to the 2025 Project, new information, or changes to the circumstances under which the 2025 Project will be undertaken. 45 CalRecycle. "2023 Riverside Unincorporated Electronic Annual Report Summary." Accessed July 2025. https://rcwaste.org/sites/g/files/aldnop376/files/2024-08/2023%20EAR%20-%2OJurisd iction%2OSummary.pdf. 46 CalRecycle. "2023 Riverside Unincorporated Electronic Annual Report Summary." Accessed July 2025. https://rcwaste.org/sites/g/files/aldnop376/files/2024-08/2023%20EAR%20-%2OJurisd iction%2OSu m ma ry.pdf. Meridian Consultants 3.0-60 SilverRock Resort Project Addendum September 21W 3.0—Impact Analysis 3.13 AESTHETICS 3.1 3.1 1 MUb[IUIu5 a. Have a substantial adverse effect on a scenic vista? b. Substantially damage scenic resources, including, but not limited to, trees, rock outcroppings, and historic buildings within a state scenic highway? c. Substantially degrade the existing visual character or quality of the site and its surroundings? d. Create a new source of substantial light or glare, which would adversely affect day or nighttime views in the area? 3.1 3.2 Summary of Findings in Previous Assessments The Specific Plan contains design standards related to building heights, setbacks, scale and architectural treatments that require developments adjacent to the Santa Rosa and San Jacinto Mountains to maintain views from adjacent locations off -site. The Specific Plan has a range of maximum building heights that range from 28 to 60 feet tall and maximum stories ranging from two to five stories tall. Previous Assessments identified that the development of the Project Site would include 2- to 3-story buildings that would allow views of the Santa Rosa and San Jacinto Mountains from the adjacent buildings and the public rights -of -way. The planned development analyzed in Previous Assessments would go through the site plan review process to ensure enforcement of the City's development standards. Previous Assessments found that the planned development would not obstruct views of the mountains and would result in less than significant impacts. The 2035 General Plan identified Jefferson Street and Avenue 52 as image corridors. As roadways with these classifications are required to be improved and maintained with appropriate setbacks, landscaping materials and signage according to the Specific Plan, the planned development analyzed in Previous Assessments would provide landscaping and parkway treatments consistent with surrounding uses. This would be reviewed and enforced during site plan review. Previous Assessments identified that potential aesthetic impacts along Jefferson Street and Avenue 52 would be mitigated to less than significant levels through the implementation of MM AES-4, MM AES-6, and MM AES-7. MM AES-4 would limit signage sizing based on location, size and maintenance; MM AES- 6 would ensure proposed development along scenic highways, roadways and corridors is reviewed for compatibility with the natural and built environments; and MM AES-7 would regulate all grading and development within scenic viewsheds to assure maximum viewshed protection and pedestrian and vehicular activity. There are no officially designated state scenic highways within the City, and the planned development in Previous Assessments would not substantially damage scenic resources within a state scenic highway. The Project Site does not contain scenic resources, including trees, rock outcroppings, or historic buildings. The Ahmanson House, built after 1950, is located within the Project Site. However, in Previous Assessments the Ahmanson House was not identified as a historic Meridian Consultants 3.0-61 SilverRock Resort Project Addendum September 21" 3.0—Impact Analysis landmark. Previous Assessments found that the development of the Project Site would not substantially damage scenic resources within a state scenic highway and impacts to scenic resources along a state scenic highway would be less than significant. Previous Assessments identified that development of the Project Site would develop vacant portions of the Project Site and would improve the visual character of the undeveloped land with resort uses. The development analyzed in Previous Assessments would be compatible with the Project Site's surrounding uses and the visual character of the City, including golf communities. Previous Assessments incorporated MM AES-1, MM AES-2, and AES-5 to further minimize visual character impacts, resulting in less than significant impacts. MM AES-1 regulates landscape designs and materials, would ensure that project design would complement the native desert environment; MM AES-2 ensures that overhead utility lines would be undergrounded, subject to the review of the City Engineer and Public Works Department; and MM AES-5, requires safe circulation, screened areas, protected and enhanced outdoor seating areas, appropriate lighting levels, limited signage and landscaping designs. Previous Assessments found that development of the Project Site would comply with the City's Dark Sky Ordinance with implementation of MM AES-3. MM AES-3 states that any proposed lighting on a building or parking lot shall be shielded so that light is projected downward and not onto adjacent properties or the public right-of-way. No new information or changed circumstances were identified in the Previous Assessments that resulted in new or more severe impacts related to aesthetics. All impacts remained less than significant with the incorporation of MM AES-1 through MM AES-7. Previously Identified Mitigation Measures MM AES-1 Landscape designs and materials that complement the native desert environment shall be utilized in project design and construction. MM AES-2 Overhead utility lines shall be undergrounded to the greatest extent possible through the establishment of an undergrounding program and guidelines subject to the review of the City Engineer and Public Works Department MM AES-3 Outdoor lighting shall be limited to the minimum height, number of fixtures, and intensity needed to provide sufficient security and identification in each development, making every reasonable effort to protect the community's night skies, consistent with the City Dark Sky Ordinance. MM AES-4 Signage shall be limited to the locations, sizes, and maintenance requirements necessary to provide functional identification. MM AES-5 Safe, convenient vehicular and pedestrian circulation, screened outdoor storage/loading and other unsightly areas, protected and enhanced outdoor seating Meridian Consultants 3.0-62 SilverRock Resort Project Addendum September 2M 3.0—Impact Analysis areas, appropriate lighting levels, limited signage, and landscaping designs that preserve and enhance visual resources shall be included in the design of any commercial area on the Project Site. MM AES-6 Development proposed along designated scenic highways, roadways and corridors shall be reviewed for compatibility with the natural and built environments to assure maximum viewshed protection and pedestrian and vehicular activity. MM AES-7 All grading and development proposed within scenic viewsheds shall be regulated to minimize adverse impacts to these viewsheds. All grading, development, and landscaping plans shall be submitted to the City for review and approval prior to the issuance of grading permits. 3.13.3 txibung Conditions According to the City's General Plan EIR, the existing visual character of the City is characterized as suburban, with residential neighborhoods, commercial shopping centers, office parks, golf courses, parks, and community facilities.47 Development within the City is generally lower density and buildings are typically low-rise structures. Surrounding uses near the Project Site include golf courses, residential communities and open space areas. The Project Site has been mass graded and contains the Arnold Palmer Golf Course, Ahmanson House, and partially developed hotel and residential buildings from previous approvals. Scenic vistas surrounding the Project Site include views of natural features, such as the Santa Rosa Mountains. The Project Site is adjacent to the Santa Rosa and San Jacinto Mountains, which are identified as visual resources in the City's 2035 General Plan. There are no state scenic highways within the City.48 The Project Site is adjacent to two (2) image corridors, Jefferson Street and Avenue 52. Existing sources of light and glare near the Project Site are located along major arterials, such as Jefferson Street, produce light and glare from signalized intersections, street lamps, and vehicle headlights. Additionally, light from surrounding developments contribute to the ambient lighting of the Project area. Lightingwithin the Project Site includes lightingfrom the golf course and clubhouse for the purpose of nighttime visibility, safety, security and operation. 3.1 3.4 Analysis of Proposed Project As discussed above, the Project Site is completely graded and partially developed. There are no existing scenic resources on the Project Site. Scenic vistas and resources near the Project Site 47 City of La Quinta, Environmental Impact Report for the City of La Quinta General Plan (2013). 48 Caltrans. "California State Scenic Highways." Accessed July 2025. https://caLtrans.maps.arcgis.com/apps/webappviewer/index.html?id=465dfd3d8O7c46cc8e8O57116fl aacaa. Meridian Consultants 3.0-63 SilverRock Resort Project Addendum September 2199 3.0—Impact Analysis include the Santa Rosa and San Jacinto Mountains. The Project Site would adhere to design standards set forth in the Specific Plan, which require developments adjacent to the mountains to maintain views from adjacent locations off -site. These design standards regulate building height, setbacks, scale, and architectural treatments. The 2025 Project would allow the development of buildings with a maximum height of 60 feet, which would adhere to the Specific Plan design regulations and allowviews of the Santa Rosa and San Jacinto Mountains from the adjacent buildings and the public rights -of -way. Review of the site plan for the 2025 Project would ensure compliance with the City's development standards. Accordingly, the 2025 Project would not obstruct views of nearby scenic resources and vistas. Jefferson Street and Avenue 52 are adjacent to the Project Site, which are both identified as image corridors in the 2035 General Plan. Development of the 2025 Project would adhere to roadway improvement requirements, which include appropriate setbacks, landscaping materials, and signage. The 2025 Project would provide landscaping and parkways consistent with surrounding uses. Site plan review of the 2025 Project would further ensure improvements are consistent with surrounding uses. There are no officially designated state scenic highways within the City. Therefore, the 2025 Project would not substantially damage scenic resources within a state scenic highway. In 2017, the City recorded a property covenant49 that recognizes the Ahmanson Ranch House as a historic resource and limits alterations to the building. This covenant requires the Ahmanson Ranch House property to be preserved as an historic resource, unless modifications are approved by the City Council under its regulatory and design review authority, in accordance with all applicable laws. Under the proposed Reinstated and Amended Development Agreement, the Ahmanson Ranch House Property remains subject to these same protections. Any future proposal to modify the Ahmanson Ranch House would be subject to City Council review and all applicable requirements of CEQA. The City's 2023 Historic Resource Survey identifies the Ahmanson House as ahistoric resource.50 The existing Ahmanson House property is intended to be repurposed for use as a restaurant or other hotel amenity, consistent with the existing covenant. No significant aesthetic impacts would occur. The 2025 Project would develop resort uses and a second golf course that would improve the visual character of the largely undeveloped Project Site. Surrounding uses near the Project Site include golf courses, residential communities and open space areas. The 2025 Project would be compatible with the site's surrounding uses and visual character of the City. As identified in Previous Assessments, 49 City of La Quinta. "Amendment No. 3 To Purchase, Sale, and Development Agreement." Accessed September 2025. https://laglaserweb.laquintaca.gov/WebLink/DocView.aspx?dbid=1 &id=505711 &repo=CityofLaQuinta. 50 City of La Quinta. "Historic Resource Survey and Context Statement." Accessed August 2025. https://www.Laquintaca.gov/home/showpu blisheddocu ment/48755/638373717730870000. Meridian Consultants 3.0-64 SilverRock Resort Project Addendum September `m 3.0—Impact Analysis the 2025 Project would adhere to MM AES-1, MM AES-2, MM AES-4, MM AES-5, MM AES-6, and MM AES-7, which would further ensure the 2025 Project is visually compatible with the surrounding land uses and the City's visual character. Due to the primarily urbanized nature of the area, a moderate level of ambient nighttime light already exists. Nighttime lighting sources include streetlights, vehicle headlights, and building illumination. The 2025 Project would add new lighting sources within the Project Site. However, the 2025 Project would comply with the City's Dark Sky Ordinance and MM AES-3, which states that any proposed lighting on a building or parking lot shall be shielded so that light is projected downward and not onto adjacent properties or the public right-of-way, resulting in less than significant light and glare impacts. Aesthetics impacts associated with the 2025 Project would be similar to those identified in the Previous Assessments and would be less than significant through the incorporation of MM AES-1 through MM AES-7. No new significant impacts or increase in the severity of any previously identified significant impacts would result from changes to the 2025 Project, new information, or changes to the circumstances under which the 2025 Project will be undertaken. Meridian Consultants 3.0-6 5 SilverRock Resort Project Addendum September I(Yf 3.0—Impact Analysis 3.14 CULTURAL RESOURCES 3.14.1 i iiiebiwids a. Cause a substantial adverse change in the significance of a historical resource b. Is defined in CEQA Guidelines Section 15064.5? c. Cause a substantial adverse change in the significance of an archaeological resource pursuant to CEQA Guidelines, Section 15064.5? d. Directly or indirectly destroy a unique paleontological resource or site or unique geologic feature? e. Disturb any human remains, including those interred outside of formal cemeteries? 3.14.1 Summary of findings in Previous Assessments The Project Site was originally undeveloped except for the abandoned single-family resident house and the Ahmanson House, the house belonging to the philanthropic Ahmanson family. A cultural studywas conducted for the previous project and determined that none of the structures on the site had historic landmark status, nor were there any known cultural resources on the site. Since the initial2002 MND, the Specific Plan Area has been mass graded and developed with the Arnold Palmer Golf Course; no paleontological resources, archeological resources or human remains were found during this time. However, as part of the 2035 General Plan Update, a Paleontological Resources Technical Report was completed, which found that the Project Site is in an area designated as having a high palaeontologic sensitivity. Additionally, the potential for encountering archeological and paleontological resources during development of the site was identified. Previous Assessments identified MM CUL-1, which requires the retainment of a qualified archaeological and paleontological monitor in order to reduce potential impacts to archaeological and paleontological resources to a less than significant level. Previous Assessments stated that if human remains were discovered during ground -disturbing activities, all such activities within a 100-foot radius of the find would be halted immediately and the designated representatives would be notified. All development activities would be conducted in accordance with applicable regulations related to the discovery of human remains in California Health and Safety Code Sections 7050. 5 and 7052 and California Public Resources Code Section 5097. No new information or changed circumstances were identified in the Previous Assessments that resulted in new or more severe impacts related to cultural resources. All impacts remained less than significant with mitigation incorporated. Previously Identified Mitigation Measures MM CUL-1 During any ground altering activities associated with project grading or construction, including demolition of existing modern structures and facilities, the project area shall be monitored by a qualified archaeological monitor and a qualified Meridian Consultants 3.0-66 SilverRock Resort Project Addendum September M2 3.0—Impact Analysis paleontological monitor shall be required in the event of discovery of resources. The monitor shall have the authority to halt any activities impacting potentially significant cultural resources until the resources can be evaluated for significant and cleared or mitigated. The monitoring program shall also include consultation with the local Native American representatives (e.g., Torres -Martinez and/or Morongo Reservations) consistent with applicable statutes governing cultural resources. 3.14.7 Existing Conditions In 2023, the City completed a Historic Resource Survey and Context Statement to evaluate the significance and integrity of historic -era properties within the City under the criteria of the National Register of Historic Places (NRHP), the California Register of Historical Resources (CRHR), and the La Quinta Historic Resources Inventory (Local Register). The survey identified 489 historic -era properties within the City boundaries. 363 sites were documented and evaluated, with 103 of these properties identified as significant and eligible for designation and listing on the Local Register, CRHR, or NRHP, either individually or as contributors to a local historic district. 259 properties were identified as not significant and ineligible for listing on the Local Register, CRHR or NRHP.51 The City's 2023 Historic Resource Survey identifies the Ahmanson House as eligible for local listing and the National and California Registers.52 The nearest historic resource is approximately 1.5 miles west of the Project Site but is separated from the Project Site by the base of the Santa Rosa Mountains. The Arnold Palmer Classic Golf Course is located on the most western portion of the site alongside the edge of the Santa Rosa Mountains; however, this area has already been disturbed by previous development. The Project Site was previously mass graded, and portions of the Project Site have been disturbed and developed. 3.14.4 Analysis of Proposed Project In 2017, the City recorded a property covenant53 that recognizes the Ahmanson Ranch House as a historic resource and limits alterations to this building. This covenant requires the Ahmanson Ranch House propertyto be preserved as a historic resource, unless modifications are approved by the City Council under its regulatory and design review authority, in accordance with all applicable laws. Under the proposed Reinstated and Amended Development Agreement, the Ahmanson Ranch House Property remains subject to these same protections. Any future proposal to modify the Ahmanson Ranch House would be subject to City Council review and all applicable requirements of CEQA. As described above, the City's 2023 Historic Resource Survey also identifies the Ahmanson 51 City of La Quinta. "Historic Resource Survey and Context Statement." 2023. Accessed August 2025. https://www.Laquintaca.gov/home/showpu blisheddocu ment/48755/638373717730870000. 52 City of La Quinta. "Historic Resource Survey and Context Statement." Accessed August 2025. https://www.Laquintaca.gov/home/showpu blisheddocu ment/48755/638373717730870000. 53 Covenant Affecting Real Property (Ahmanson Ranch House), recorded on May 11, 2017 (Instrument No. 2017- 0189769). Meridian Consultants 3.0-67 SilverRock Resort Project Addendum September `m 3.0—Impact Analysis House as eligible for local listing or designation and as eligible for the NR and CR individuallythrough survey evaluation.54 No impacts to historic resources were identified forth e project. The Project Site was previously mass graded. However, there is potential for the unanticipated discoveries of archeological, paleontological resources and human remains with further development of the site. The 2025 Project would implement MM CUL-1, which would ensure impacts to archaeological and paleontological resources would remain less than significant. Therefore, impacts would be less than significant with mitigation incorporated. Although there is little potential for the accidental discovery of human remains at this point in time as the site has been fully graded and partially developed, if human remains were to be discovered during construction, the requirements of the California Health and Safety Code Section 7050.5 would apply, and disposition of the human remains and any associated grave goods would occur in accordance with PRC Section 5097.91 and 5097.98 would be implemented. Cultural resource impacts associated with the 2025 Project would be similar to those identified in the Previous Assessments and would be less than significant with mitigation incorporated. No new significant impacts or increase in the severity of any previously identified significant impacts would result from changes to the 2025 Project, new information, or changes to the circumstances under which the 2025 Project will be undertaken. 54 City of La Quinta. "Historic Resource Survey and Context Statement." Accessed August 2025. https://www.Laquintaca.gov/home/showpu blisheddocu ment/48755/638373717730870000. Meridian Consultants 3.0-68 SilverRock Resort Project Addendum September IN 3.0—Impact Analysis 3.15 RECREATION 3.1 5.1 i niebiioids a. Would the project increase the use of existing neighborhood and regional parks or other recreational facilities such that substantial physical deterioration of the facility would occur or be accelerated? b. Does the project include recreational facilities or require the construction or expansion of recreational facilities, which might have an adverse physical effect on the environment? 3.1 5.2 Summary of Findings in Previous Assessments Previous Assessments identified that the Project Site would include two (2) public golf courses along with additional public park space, which would be considered recreational resources within the City. Development of the Project Site could generate a small number of residents within the Specific Plan Area, as is typical for homes in resort communities in the Coachella Valley. Previous Assessments identified the Quimby Act fees, or an in -lieu parkland fee, would be paid to the Cityto offset potential resident use of parkland located outside of the Specific Plan Area. Development of the Project Site would provide additional public recreational services without significantly increasing the City's population. Previous Assessments found that development of the Project Site would not result in increased demand on neighborhood or regional park facilities, nor would it affect existing recreational opportunities. No new information or changed circumstances were identified in the Previous Assessments that resulted in new or more severe impacts related to recreation. All impacts remained less than significant. 3. 1 5.j Existing Conditions The City owns and operates several park facilities including both active and passive recreational opportunities for residents and visitors. There are four (4) community parks in the City, including the 16.75-acre La Quinta Sports Complex, the 18-acre La Quinta Park (part of Old Town La Quinta), the 17.5-acre Civic Center Campus, and the 14-acre SilverRock Park located in the northwest portion of the SilverRock Specific Plan area. The City's four (4) neighborhood parks include Fritz Burns Park, Adams Park, Monticello Park, and Pioneer Park. The City has five (5) mini parks, including Eisenhower Park, Seasons Park, Saguaro Park, Desert Pride and Velasco Park. The City's Cove Oasis is a 114-acre natural open space area with trails, and the Fred Wolff Nature Preserve is a 20-acre natural open space area. Additionally, the City recently developed a skate park. There are approximately 5,259 acres of open space areas set aside for recreational facilities within the City. These developed open -space recreational areas include a variety of City owned and maintained parks and facilities, County of Riverside -owned parks, Desert Recreation District facilities, and public and private golf courses. In addition, there are approximately 6,933 acres of Meridian Consultants 3.0-69 SilverRock Resort Project Addendum September 149 3.0—Impact Analysis natural open space areas within the City, which include hiking trails, equestrian trails, and other passive recreation opportunities. 3.1 5.,+ Analysis of Proposed Project As further described in Section 3.2: Population and Housing, the 2025 Project would generate a population of 1,690 people from the proposed 599 hotel/residential units. The Quimby Act, established by state law, requires that every county and city meet the standard of 3 acres of parkland per 1,000 residents.55 The 2025 Project would require 5.07 acres of recreational space in order to adhere to the QuimbyAct.56 The City's 2035 General Plan's Policy PR 1.2 aims to provide a minimum standard of 5 acres of parkland for every 1,000 residents, which would require 8.45 acres for the 2025 Project.57,58 The recreational amenities in the 2025 Project would include the approximately 173-acre Arnold Palmer Golf Course, the additional 18-hole golf course, a 20,000-SF clubhouse, and other amenities like tennis, pickleball, padel among others, which will well exceed the recreational acres required to adhere to the Quimby Act and Policy PR 1.2. Therefore, the 2025 Project would not be required to pay any Quimby Act fees. The 2025 Project would not result in increased demand on neighborhood or regional park facilities, nor would it affect existing recreational opportunities. Impacts on recreation would be less than significant. Recreation impacts associated with the 2025 Project would be similar to those identified in the Previous Assessments and would be less than significant. No new significant impacts or increase in the severity of any previously identified significant impacts would result from changes to the 2025 Project, new information, or changes to the circumstances under which the 2025 Project will be undertaken. 55 California Government Code. Section 66477. "Quimby Act." 56 (3 acres / 1000 residents) x (1,690 residents) = 5.07 acres of recreational area toad hereto the Quimby act. 57 City of La Quinta. 2035 La Quinta General Plan. (p. 11-191). Accessed July 2025. https://www.Laquintaca.gov/home/showpu b[isheddocu ment/33559/636340813730530000. 58 (1,690 residents / 1000 residents) x 5 (acres) = 8.45 required acres. Meridian Consultants 3.0-70 SilverRock Resort Project Addendum September 149 3.0—Impact Analysis 3.16 GREENHOUSE GASES 3.16.1 1 nrebnulu�, a. Generate greenhouse gas emissions, either directly or indirectly, that may have a significant impact on the environment? b. Conflict with an applicable plan, policy or regulation adopted for the purpose of reducing the emissions of greenhouse gases? 3.16.2 Summary of Findings in Previous Assessments At the time of the preparation of the 2002 MND and 2006 Addendum, the topic of Greenhouse Gases (GHGs) and the associated checklist questions were not included in the CEQA Guidelines Appendix G Checklist and, therefore, analysis was not required. Greenhouse gas emissions thresholds were added in 2010, and as such, the 2014 Addendum addressed GHG emissions resulting from the 2006 Addendum and the 2014 Addendum. The 2014 Addendum concluded that development of the Project Site with proposed land uses would not result in the generation of greenhouse gas emissions that would have a significant impact on the environment. Construction activities analyzed in the Previous Assessment were estimated to generate 8,595 metric tons of carbon dioxide equivalents (MTCOze) GHG emissions. Operational emissions were estimated with the incorporation of the standard project design features (PDFs) identified in the City's 2035 General Plan. Design features included GHG PDF-1 through GHG PDF-3 focused on efficient landscaping, GHG PDF-4 requiring efficient building design, GHG PDF-5 implementing renewable energy, GHG PDF-6 referring to recycling and composting, and GHG PDF- 7 through GHG PDF-9 to reduce reliance on traditional automobiles for transportation. The development of the Project Site was found to be consistent with the targets set forth in the City's Greenhouse Gas Reduction Plan (GGRP) by achieving 10 percent below 2005 emissions levels by 2020 and 28 percent below 2005 levels by 2035. For this reason, the 2014 Addendum also concluded that development of the Project Site would be consistent with the goals of AB 32 and the GGRP set forth by the City and would not conflict with an applicable plan, policy or regulation adopted for the purpose of reducing the emissions of greenhouse gases. No new information or changed circumstances were identified in the Previous Assessments that resulted in new or more severe impacts related to greenhouse gas emissions. All impacts remained less than significant. Previously Identified Project Design Features The following design features were identified by the 2014 Addendum: GHG PDF-1 Landscaping designs shall consider the use of trees and othervegetation to maximize the shading of buildings in order to reduce energy requirements for heating and cooling and provide carbon storage. Meridian Consultants 3.0-71 SilverRock Resort Project Addendum September `W 3.0—Impact Analysis GHG PDF-2 Desert landscaping techniques shall be utilized, including the use of automated water efficient irrigation systems and devices. GHG PDF-3 Smart scalping practices shall be encouraged to minimize fugitive dust emissions and reduce water demands. GHG PDF-4 Building designs shall strive to exceed Title 24 requirements or achieve LEED or Energy Star standard equivalence ratings or better; buildings shall be equipped with energy efficient and water conserving appliances and fixtures; building design shall include natural lighting and ventilation; and light colored "cool" roofs and cool pavement shall be utilized. GHG PDF-5 New buildings and substantial remodels including new roofs, should be designed to accommodate rooftop photovoltaic or above parking solar. GHG PDF-6 Recycling and composting facilities and programs shall be readily available for all new and existing land uses and every effort shall be made to divert the landfill waste stream. GHG PDF-7 Promote the use of electric vehicles and alternative modes of transport by providing safe and convenient bicycle, scooter and other non -motorized transport travel lanes, and parking, as well as preferential plug-in stations for electric vehicle parking. GHG PDF-8 Assure all new development has safe and convenient access to public transit routes that include seated, shaded bus stop areas. GHG PDF-9 Incorporate recreational open space adjacent to or as part of residential land uses. 3.16.3 Existing Condition, -- The California State Legislature enacted Assembly Bill (AB) 32, the California Global Warming Solutions Act of 2006. AB 32 focuses on reducing greenhouse gas (GHG) emissions in California. GHGs, as defined under AB 32, include carbon dioxide (CO2), methane, NOx, hydrofluorocarbons, perfluorocarbons, and sulfur hexafluoride. AB 32 requires that GHGs emitted in California be reduced to 1990 levels by the year 2020. The California Air Resources Board (CARB) approved a Climate Change Scoping Plan (Scoping Plan) on December 11, 2008, as required by AB 32. The Scoping Plan proposed a "comprehensive set of actions designed to reduce overall carbon GHG emissions in California, improve our environment, reduce our dependence on oil, diversify our energy sources, save energy, create new jobs, and enhance public health.1159 The Scoping Plan had a range of GHG reduction actions, including direct regulations; alternative compliance mechanisms; monetary and nonmonetary incentives; voluntary actions; market -based mechanisms, such as a cap -and -trade system; and an AB 32 implementation regulation to fund the program. 59 California Air Resources Board (CARB). Climate Change Scoping Plan: A Framework for Change. https://www.arb.ca.gov/cc/scopingpLan/document/adopted_scoping_pLan.pdf. Accessed July 2025. Meridian Consultants 3.0-72 SilverRock Resort Project Addendum September 148 3.0—Impact Analysis The most recent version of the Scoping Plan60 was approved on December 15, 2022, and is the most comprehensive and far-reaching Scoping Plan developed to date. It identifies a technologically feasible, cost-effective, and equity -focused path to achieve new targets for carbon neutrality by2045 and to reduce anthropogenic GHG emissions to at least 85 percent below 1990 levels, while also assessingthe progress California is making toward reducing its GHG emissions by at least 40 percent below 1990 levels by 2030, as called for in SB 32 and laid out in the 2017 Scoping Plan.61 The 2030 target is an interim but important stepping stone along the critical path to the broader goal of deep decarbonization by 2045. The City adopted a GGRP in order to meet the requirements of AB 32. The GGRP establishes current emissions and sets targets for long-term reductions. The GGRP includes a comprehensive inventory of greenhouse gas emissions generated City-wide, including those generated by local government activities. Future emissions of greenhouse gases are projected, reduction targets set, and policies and programs are proposed as part of the GGRP in order for the City to meet mandated reductions. To be consistent with AB 32, the reduction target is to achieve 1990 level emissions by 2020, and 80 percent below 1990 levels by 2050.62 Pursuant to AB 32, ARB established statewide 1990 greenhouse gas emissions as 427 million metric tons of carbon dioxide equivalents (MMTCO2e).63 Community -wide activities in the City generated an estimated 1,228,050 metric tons of carbon dioxide equivalents (MTCO2e) in 2005. 3.1 b.4 Hnaiysis or Nroposed Project Construction and operational emissions were modeled in CalEEMod (Version 2022.1) for the land uses described in the 2014 Addendum and the land uses described in the 2025 Project to provide an accurate comparison of emissions. Construction Construction activity impacts are relatively short in duration, so they contribute a relatively small portion of the total lifetime GHG emissions of a project. The combustion of fossil fuels in construction equipment results in GHG emissions of CO2 and smaller amounts of CH4 and N2O. Emissions of GHG would also result from the combustion of fossil fuels from vendor trucks delivering materials and construction worker vehicles commuting to and from the Project Site. Typically, light- 60 CARB. "2022 Scoping Plan Documents." https://ww2.arb.ca.gov/our-work/programs/ab-32-climate-change- scoping-plan/2022-scoping-plan- docu ments#:-:text=The%202022%20Scoping%20Plan%20for,directed%20by%20Assem bly%20Bi 11%201279. Accessed July 2024. 61 CARB. California's 2017 Climate Change Scoping Plan. 2017. ww2.arb.ca.gov/sites/default/files/classic/cc/ scopi ngpla n/scopi ng_pla n_2017.pdf. 62 City of La Quinta. 2035 La Quinta General Plan. 63 California Environmental Protection Agency, Air Resources Board. "California 1990 Greenhouse Gas Emissions Level and 2020 Limit (2014)." http://www.arb.ca.gov/cc/inventory/l990level/1990Level.htm. Accessed July 2025. Meridian Consultants 3.0-73 SilverRock Resort Project Addendum September M9 3.0—Impact Analysis duty and medium -duty automobiles and trucks would be used for worker trips and heavy-duty trucks would be used for vendor trips. The vast majority of motor vehicles used for worker trips would rely on gasoline as an energy source, while motor vehicles used for vendor trips would primarily rely on diesel as an energy source. As presented in Table 3.16-1: Construction Greenhouse Gas Emissions, construction activities associated with the 2025 Project would generate 15,397 MTCO2e GHG emissions. The SCAQMD recommends annualizing construction -related GHG emissions over a project's lifetime, defined as a 30-year period, in orderto include these emissions as part of the annual total operational emissions. Therefore, construction -related GHG emissions have been annualized over this period and included in the annual operational emissions. As described above, construction activities associated with the 2014 Addendum were modeled in CaIEEMod (Version 2022.1) for the land uses described in the 2014 Addendum in order to provide accurate comparison of emissions to the 2025 Project due to updates in the modeling software. Construction activities associated with the 2025 Project would generate a reduced amount of GHG emissions compared to those estimated in the 2014 Addendum as shown in Table 3.16-1. GHG would be reduced due to the reduction is land use intensity compared to the Previous Assessments. 2026 195 669 2027 1,375 814 2028 1,821 816 2029 1,169 2,817 2030 1,164 3,671 2031 760 3,602 2032 592 3,544 2033 163 2,679 2034 0 — 2035 810 — 2036 802 — 2037 762 — 2038 760 — 2039 757 — 2040 757 — Meridian Consultants 3.0-74 SilverRock Resort Project Addendum September IM 3.0—Impact Analysis 2041 752 — 2042 750 — 2043 748 — 2044 748 — 2045 512 — Source: CaIEEMod Emissions calculations are provided in Appendix A: Air Quality and Greenhouse Gas Emissions Outputs. Note: Totals in table may not appear to add exactly due to rounding in the computer model calculations. 2014 Addendum assumed eight (8) year construction schedule. Abbreviations: MTCO2e = metric tons of carbon dioxide emissions. Operation Emissions from mobile and area sources and indirect emissions from energy and water use, wastewater, as well as waste management would occur every year after full development of the Project. A summary of the annual operational emissions of both the 2025 Project and the 2014 Addendum Project are provided in Table 3.16-2: Operational GHG Emissions. As described above, operational activities associated with the 2014 Addendum were modeled in CaIEEMod (Version 2022.1) for the land uses described in the 2014 Addendum in order to provide an appropriate comparison of emissions to the 2025 Project due to updates in the modeling software. The operation estimates represent emissions with incorporation of the standard design features identified in the City's 2035 General Plan during operations. To provide guidance to local lead agencies on determining significance for GHG emissions in their CEQA documents, SCAQMD staff has proposed a tiered series of thresholds to be applied based on the amount of GHG emissions generated by a proposed project and the type of project. The first tier does not apply to the 2025 Project because the Project is not categorically exempt from CEQA. The second tier threshold of significance is applied if the project is subject to an adopted GHG reduction plan. The City has adopted a GGRP which applies to the 2025 Project. The analysis presented below compares the proposed Project's GHG emission reductions from the 2014 Addendum Project. The 2025 Project's GHG emission reduction will then be compared to the City's GGRP reduction targets. Meridian Consultants 3.0-75 SilverRock Resort Project Addendum September lorf 3.0—Impact Analysis Construction (amortized) 513 620 Operational (mobile) 12,272 17,101 sources* Area sources 11 39 Energy 3,642 4,390 Waste 186 266 Water 105 118 Refrigerants 61 130 An n ual Tota l 16,789 22,664 Source: CalEEMod Emissions calculations are provided in Appendix A: Air Quality and Greenhouse Gas Emissions Outputs. Notes: Totals in table may not appear to add exactly due to rounding in the computer model calculations. Abbreviations: MTCO2e = metric tons of carbon dioxide emissions. *N20 emissions account for 0.18 and 0.30 MTCO2e/year, respectively. Community -wide activities in the City generated an estimated 1,228,050 MTCO2e in 2005. As such, the targets set forth in the GGRP are to achieve 10 percent below 2005 emission levels by 2020 and 28 percent below 2005 levels by 2035.64 To reach these targets, the GGRP includes a wide range of implementation tools which can be implemented by City officials, residents, and business owners. As shown in Table 3.16-2, the operational GHG emissions for the 2025 Project would be 16,789 MTCO2e per year. When modeled in CaIEEMod (Version 2022.1) for the land uses evaluated in the 2014 Addendum, the operational GHG emissions for the 2014 Addendum Project would result in 22,644 MTCO2e per year. The 2025 Project would reduce GHG emissions by 5,875 MTCO2e per year, approximately 26 percent, from the 2014 Addendum Project. Therefore, GHG emissions generated bythe 2025 Project would be consistent with the targets set forth in the GGRP by achieving 10 percent below 2005 emissions levels by 2020 and 28 percent below 2005 levels by 2035. Impacts would be less than significant. Conflict with an Applicable Plan, Policy, or Regulation The GGRP sets targets and identifies reduction measures to ensure that the City is consistent with AB 32 goals of reducing GHG emissions by 2020 and 2035. As previously identified, the GGRP identified that the City would need to achieve a 10 percent reduction from 2005 levels by 2020 and 28 percent reduction from 2005 levels by 2035. As indicated in Table 3.16-2, the 2025 Project would result in 16,694 MTCO2e per year. The 2025 Project would reduce GHG emissions by 5,970 MTCO2e per year, approximately 26 percent, compared to the emission estimate for the 2014 Addendum. The 2025 Project would be consistent with the goals of AB 32 and the GGRP set forth by the City for the 64 City of La Quinta. 2035 La Quinta General Plan. Meridian Consultants 3.0-76 SilverRock Resort Project Addendum September 142 3.0—Impact Analysis purpose of reducing the emissions of greenhouse gases by 10 percent below 2005 levels and by 28 percent below 2005 levels in 2035. The 2025 Project would not conflict with AB 32 or the GGRP. GHG impacts associated with the 2025 Project would be similar to those identified in the Previous Assessments and would be less than significant. No new significant impacts or increase in the severity of any previously identified significant impacts would result from changes to the 2025 Project, new information, or changes to the circumstances under which the 2025 Project will be undertaken. Meridian Consultants 3.0-77 SilverRock Resort Project Addendum September IM 3.0—Impact Analysis Meridian Consultants 3.0-78 SilverRock Resort Project Addendum September IN 4.0 REFERENCES Brawner, Lee B., Donald L., Jr." Determining Your Public Library's Future Size: A Needs Assessment and Planning Model." Institute of Education Sciences. 1996. Accessed July 2025. https://eric.ed.gov/?id=ED392455&utm_. Cal Fire Riverside Unit Riverside County Fire Department. "RE: East Lake Plan Amendment #11 Project Request for Information." Accessed July 2025. https://www.Lake- elsinore.org/DocumentCenter/View/l926/Appendix-J---Correspondence-with-Police-and- Fire-PDF#::text=Type%201 %2OEngine- ,(structural%20firefighting%20apparatus).,stations%20to%20the%20project%20site?. CalFire. "Fire Hazard Severity Zones." Accessed July 2025. https://experience.arcgis.com/experience/03beab8511814e79aOe4eabfOd3e7247/. California Air Resources Board. "2022 Scoping Plan Documents." https://ww2.arb.ca.gov/our- work/programs/ab-32-climate-change-scoping-plan/2022-scoping-plan- documents#:—:text=The%202022%2OScoping%20Plan%20for,d irected%20by%2OAssembl y%20Bill%201279. Accessed July 2024. California Air Resources Board. California's 2017Climate Change Scoping Plan. 2017. ww2.arb.ca.gov/sites/default/files/classic/cc/scopingplan/scoping_ptan_2017.pdf. California Air Resources Board. Climate Change Scoping Plan: A Framework for Change. https://www.arb.ca.gov/cc/scopingplan/document/adopted—scoping—plan.pdf. Accessed July 2025. California Department of Finance. "E-5 Population and Housing Estimates for Cities, Counties, and the State, 2020-2025." Accessed July 2025. https://dof.ca.gov/forecasting/demographics/estimates/e-5-population-and-housing- esti mates-for-cities-cou nties-a nd-the-state-2020-2025/. California Environmental Protection Agency, Air Resources Board. "California 1990 Greenhouse Gas Emissions Level and 2020 Limit (2014)." http://www.arb.ca.gov/cc/inventory/l990level/19901evel.htm. Accessed July 2025. California Government Code. Section 66477. "Quimby Act." CalRecycle. "2023 Riverside Unincorporated Electronic Annual Report Summary." Accessed July 2025. https://rcwaste.org/sites/g/files/aLdnop376/files/2024-08/2023%20EAR%20- %20Jurisdiction%2OSummary.pdf. Caltrans. "California State Scenic Highways." Accessed July 2025. https://cattrans.maps.arcgis.com/apps/webappviewer/index.htmt?id=465dfd3d8O7c46cc 8e8057116f1 aacaa. CEQA Guidelines, Sections 15162-15164. Meridian Consultants 4.0-1 Addendum to the SilverRock Resort Project September long 4.0—References City of La Quinta Municipal Code, sec. 6.08.060. Disturbances by Construction Noises. City of La Quinta. "Amendment No. 3 To Purchase, Sale, and Development Agreement." Accessed September 2025. https://LagLaserweb.laquintaca.gov/WebLink/DocView.aspx?dbid=1 &id=505711 &repo=Cit yofLaQuinta. City of La Quinta. "General Plan Preferred Land Use Map." August 2022. Accessed July 2025. https://www.Laquintaca.gov/home/showpublisheddocument/48031 /638119809636070000 City of La Quinta. "Historic Resource Survey and Context Statement." Accessed August 2025. https://www.laquintaca.gov/home/showpublisheddocument/48755/638373717730870000 City of La Quinta. 2035 La Quinta General Plan EIR. Accessed July 2025. https://laglaserweb.laquintaca.gov/WebLink/Browse.aspx?id=104281 &dbid=1 &repo=Cityo fLaQuinta. City of La Quinta. 2035 La Quinta General Plan. (p. 11-191). Accessed July 2025. https://www. taq u i ntaca.gov/home/showpu blisheddocument/33559/636340813730530000 City of La Quinta. 2035 La Quinta General Plan. Chapter IV, Environmental Hazards. Flooding and Hydrology. "Exhibit IV-6. FEMA Flood Zones and Flood Control Facilities." 2013. https://www.Laquintaca.gov/business/design-and-development/planning-division/2035-1a- quinta-general-plan. Accessed July 2025. City of La Quinta. 2035 La Quinta General Plan. Economic Development. 2013. p. II-168. City of La Quinta. 2035 La Quinta General Plan. Energy and Mineral Resources. Mineral Resource Zone Map. "Exhibit III-1." 2013. City of La Quinta. Building Codes. Accessed July 2025. https://www.Laquintaca.gov/business/design-and-development/building-division/building- codes. City of La Quinta. Cityof La Quinta General Plan Update Noise Element Technical Report. June 2013. https://laglaserweb.laquintaca.gov/WebLink/DocView.aspx?id=104300&dbid=1 &repo=Cit yofLaQuinta. Accessed July 2025. City of La Quinta. City of La Quinta General Plan Update: Biological Resources. June 2010. City of La Quinta. General Plan Noise Element. Accessed July 2025. https://www.laquintaca.gov/home/showpublisheddocument/33565/638187961508370000 City of La Quinta. General Plan Update. Cultural Resources Technical Report (2010). Meridian Consultants 4.0-2 Addendum to the SilverRock Resort Project September 10129 4.0—References City of La Quinta. Historic Preservation. "Historic Resources Survey/Database and Map." Historic Resources Inventory Database. 2012. City of La Quinta. SilverRock Resort Specific Plan. 2006. City of La Quinta. Technical Background Report to the Safety Element of the La Quinta 2035 General Plan Update. Seismic Hazards. Geologic Hazards. Flooding Hazards. June 2010. Coachella Valley Water District. 2020 Coachella Valley Regional Urban Water Management Plan. Accessed July 2025. http://cvwd.org/DocumentCenter/View/5482/Coachella-Valley- RUWMP. Coachella Valley Water District. Coachella Valley Water Management Plan Update. January2012. Corey, Kennon A., and David Elms. U.S. Fish and Wildlife Service and California Department of Fish and Wildlife. Notification that Peninsular Bighorn Sheep (Ovis Canadensis nelsoni) are using artificial sources of food in unfenced urban areas in the City of La Quinta, Riverside County, California Letter. February 28, 2014. Department of Finance. "Total State Population." Accessed July 2025. https://dof.ca.gov/wp- content/uploads/sites/352/Forecasting/Demographics/Documents/E- 1 _2025_Press_ReLease. pdf. Department of Toxic Substances Control. "EnviroStor." Accessed July 2025. https://www.envirostor.dtsc.ca.gov/public/search?basic=True. Desert Sands Unified School District. "Fee Justification Study for New Residential and Commercial/Industrial Development." 2020. Accessed July 2025. https://cdnsm5- ss18.sharpschoot.com/Userfites/DBFiles/server_24405182/202005/30304416.pdf. South Coast Air Quality Management District. "General Forecast Areas and Air Monitoring Areas." Map. http://www.agmd.gov/docs/default-source/default-document-library/map-of- monitoring-areas.pdf. Accessed July 2025. South Coast Air Quality Management District. Example 1 of SCAQMD "Fact Sheet' for Applying CaIEEMod to Localized Significance Thresholds. http://www.aqmd.gov/docs/default- source/ceqa/handbook/localized-significance-thresholds/caleemod- guidance.pdf?sfvrsn=2. Accessed July 2023. South Coast Air Quality Management District. Fina12022Air Quality Management Plan. December 2, 2022. http://www.agmd.gov/docs/default-source/clean-air-plans/air-quality- management-plans/2022-air-quality-management-plan. Accessed July 2025. South Coast Air Quality Management District. Final Localized Significance Threshold (LST) Methodology. July 2008. Accessed March 2025. http://www.aqmd.gov/docs/default- source/ceqa/handbook/localized-significance-thresholds/final-lst-methodology- document.pdf?sfvrsn=2. Meridian Consultants 4.0-3 Addendum to the SilverRock Resort Project September 1011 4.0—References Southern California Association of Governments. "Final Connect SoCal 2024 Demographics and Growth Forecast." Accessed July 2025. https://scag.ca.gov/connect-socal. State Water Resources Control Board. "GeoTracker." Accessed July 2025. https://geotracker.waterboards.ca.gov/. Meridian Consultants 4.0-4 Addendum to the SilverRock Resort Project September 148 5.0 MITIGATION MONITORING PROGRAM CITY OF LA QUINTA MITIGATION MONITORING PROGRAM PROJECT NAME: The Ranch/SilverRock Resort SCH No.: 1999081020 APPROVAL DATES: May 15th, 2002/July 18th, 2006/July 15, 2014 The Mitigation Monitoring Program (MMP) has been prepared in conformance with Section 21081.6 of the California Environmental Quality Act. It is the intent of this program to (1) verify satisfaction of the required mitigation measures; (2) provide a methodology to document implementation of the required mitigation; (3) provide a record of the Monitoring Program; (4) identify monitoring responsibility; (5) establish administrative procedures for the clearance of mitigation measures; (6) establish the frequency and duration of monitoring; and (7) utilize existing review processes wherever feasible. The following environmental mitigation measures were incorporated into the approval for this project in order to mitigate potentially significant environmental impacts to a level of insignificance. A completed and signed checklist for each mitigation measure indicates that this mitigation measure has been complied with and implemented and fulfills the City of La Quinta's monitoring requirements with respect to Assembly Bill 3180 (Public Resources Code Section 21081.6). Geology The soils at MM GEO-1 Receipt of site specific City of La Prior to the the site have Prior to the design and construction of geotechnical/ Engineering Quinta issuance of any the potential any structural improvements, a plans for the Project grading permits for hydro comprehensive design -level consolidation geotechnical evaluation shall be with the prepared that includes subsurface addition of exploration and laboratory testing. water Recommendations for grading/earthwork, surface and subsurface drainage, foundations, pavement structural sections, and other pertinent geotechnical design considerations shall be formulated and implemented based on the findings of this evaluation. Meridian Consultants 5.0-1 Addendum to the SilverRock Resort Project Error! Reference source not found. September 101`9 5.0—Mitigation Monitoring Program The Project MM GEO-2 Review of construction plans City of La Prior to the Site would be All buildings planned as a result of the Quinta issuance of any subjectto Proposed Project shall be constructed building permits ground in conformance with the Uniform shaking Building Code, as adopted by the City of during a La Quinta. seismic event. Water The project MM W-2 Field inspection City of La Ongoing during would use During construction activities, water Quinta construction potable water trucks are to acquire water from non - for dust potable water sources, such as reclaimed suppression water and/or canal water. instead of reclaimed water Cumulative MM W-1 Review of landscape and City of La Prior to the use of potable At such time that non -potable water project plans to identify the Quinta and issuance of water for sources become available to the ability to connect to non- Coachella building irrigation project site, the project shall connect to potable water sources in the Valley permits. would this resource and utilize the non- future Water incrementally potable water for irrigation purposes. District contribute to the demand MM W-4 Review of landscape and City of La Prior to the on water Drought tolerant landscaping shall be project plans Quinta issuance of supplies utilized as a means of reducing water building permits consumption. The project MM W-3 Receipt of site hydrology City of La Prior to the This will result in A hydrology master plan shall be master plan and study for the Quinta issuance of mitigation changes to prepared for the Project Specific Plan. Project grading permits measure absorption Further, a hydrology study shall be has rates, prepared to support the hydrology already Meridian Consultants 5.0-2 Addendum to the SilverRock Resort Project September 10126 drainage master plan. This study shall patterns, or demonstrate that the project would the rate and construct storm drainage and amount of hydrologic improvements, such as on - surface runoff site stormwater retention basins, that conform to the City's master hydrology and storm drain improvement program as well as implement regional and local requirements, policies, and programs. MM W-5 Prior to the initiation of any construction activity on the project site, a Notice of Intent (NOI), Storm Water Pollution Prevention Plan (SWPPP), and Monitoring Plan will be filed with the RWQCB under the general NPDES construction permit. The SWPPP shall include Best Management Practices (BMPs) in compliance with the NPDES program requirements. MM W-6 Any existing groundwater wells located on the site that are no longer in use shall be abandoned in accordance with federal, State, and local laws and regulations prior to the issuance of building permits. 5.0—Mitigation Monitoring Program Provide NOI and verification Regional Prior to the that it was sent to RWQCB Water issuance of any Quality grading permits Control Board Review of construction plans City of La Prior to the Quinta issuance of any grading permits been implement ed. No further action is required. This mitigation measure has already been implement ed. No further action is required. Meridian Consultants 5.0-3 Addendum to the SilverRock Resort Project September `qf 5.0—Mitigation Monitoring Program MM W-8 Review of site, storm City of La Prior to the This Design of new roads, golf courses, man- drainage and landscape Quinta issuance of mitigation made ponds, common landscape plans grading permits measure areas, storm water basins, and other has facilities shall incorporate proper already engineering controls to channel storm been and irrigation runoff into implement detention/retention facilities that are ed. sized to plans accommodate design No further year storms and that incorporate action is filtration systems or other devices to required. reduce the potential for herbicides, pesticides, fertilizers, and other contaminants to percolate to groundwater or surface water runoff. Water from MM W-7 Receipt of Golf Course City of La Prior to the golf course Prior to operation of the golf course, the Management Plan Quinta issuance of operation golf course operator shall prepare a operation permit would contain Golf Course Management Plan that pollutants includes an irrigation plan, water usage that impact plan, and chemical management plan groundwater in order to reduce, to the extent quality feasible, golf course irrigation runoff and percolation into the groundwater basin. Air Quality Construction MM AQ-1 Review of construction City of La Prior to issuance activity Construction equipment shall be management plan Quinta of grading generates phased and operated in a manner to permit vehicular air ensure the lowest construction -related quality pollutant emission levels practical, and pollutants shall require the use of water trucks, temporary irrigation systems and other Meridian Consultants 5.0-4 Addendum to the SilverRock Resort Project September 422 measures which will limit fugitive dust emissions during site disturbance and construction. MM AQ-3 Review of construction A PMlo Management Plan for management plan construction operations shall be submitted prior to the issuance of grading permits. The plan shall include dust management controls such as: • Water site and equipment when appropriate • Spread soil binders on site, unpaved roads, and parking areas • Re-establish ground cover on construction site through seeding and watering • Pave construction roads, where appropriate • Operate street -sweepers on paved roads adjacent to site when appropriate • The following measures shall be implemented to reduce construction related traffic congestion: • Configure construction parkingto minimize traffic disturbance • Minimize obstruction of through - traffic lanes • Provide flag person toensure safety at construction sites, as necessary 5.0—Mitigation Monitoring Program City of La Prior to issuance Quinta of building permit Meridian Consultants 5.0-5 Addendum to the SilverRock Resort Project September I(n 5.0—Mitigation Monitoring Program • Schedule operations affecting roadways for off- peak traffic hours • Provide rideshare incentives to construction personnel MM AQ-2 Review of dust control plan City of La Prior to issuance Air quality control measures identified Quinta of building in the Coachella Valley PM10 State permit Implementation Plan shall be implemented. M M AQ-13 To reduce VOC emissions associated with architectural coatings, water -based or low-VOC coatings shall be used and applied with spray equipment with high transfer efficiency and/or the need for paints and solvents should be reduced by using pre -coated building materials or naturally colored building materials. Operation of MM AQ-4 the proposed Timeshare and golf facility construction project would shall utilize solar or low emission water result in heaters to reduce natural gas increased air consumption and emissions. pollutant emissions. MM AQ-5 Timeshare and golf facility construction shall utilize built-in energy -efficient appliances to reduce energy consumption and emissions. Review of construction City of La Prior to issuance management plan Quinta of building permit Review of construction and City of La site plans Quinta Prior to issuance of occupancy permit or Prior to issuance of grading permit Meridian Consultants 5.0-6 Addendum to the SilverRock Resort Project September 114 5.0—Mitigation Monitoring Program M M AQ-6 Shade trees shall be provided in close proximity to Timeshare, hotel and golf facility structures to reduce building heating/cooling needs. M M AQ-7 Timeshare and golf facility construction shall utilize energy -efficient and automated controls for air conditioners to reduce energy consumption and emissions. M M AQ-8 Timeshare and golf facility construction shall be constructed using special sunlight -filtering window coatings or double -paned windows to reduce thermal gain or loss. M M AQ-9 Timeshare and golf facility construction shall utilize automatic lighting on/off controls and energy -efficient lighting (including parking areas) to reduce electricity consumption and associated emissions. M M AQ-10 Timeshare and golf facility construction shall use light- colored roofing materials in residential construction as opposed to dark roofing materials. Meridian Consultants 5.0-7 Addendum to the SilverRock Resort Project September 119 M M AQ-11 Bus stops shall be positioned at locations on and adjacent to the site to be determined in coordination with the bus transit service provider that will serve the project area. Bus stops should be generally located'/a mile walking distance from Timeshare units. M M AQ-12 The golf course shall design on -site circulation plans for clubhouse parking to reduce vehicle queuing. Transportat Increases in MMTRANS-1 ion and local roadway A traffic signal shall be installed at the Circulation volumes Project entrance and Avenue 52, the would Project entrance and Jefferson Street and incrementally at the intersection of Avenue 54 and decrease Jefferson Street when and if they are intersection warranted. The developer of the site shall LOS be responsible for payment of a fair share of the cost of installing these signals. Biological During MM BIO-10 Resources construction Efforts shall be made to ensure that all and pesticides, fungicides, herbicides and landscaping fertilizers used during the construction activities, and operation of the Project Site will not impacts to be harmful to wildlife. common wildlife would occur 5.0—Mitigation Monitoring Program Warrant study City of La Ongoing Quinta Review of Construction and City of La Landscaping plan Quinta Prior to the issuance of grading permits Meridian Consultants 5.0-8 Addendum to the SilverRock Resort Project September IN 5.0—Mitigation Monitoring Program During MM BIO-5 Review of Construction plan City of La Prior to the construction A construction plan shall be prepared and Quinta issuance of and demonstrate, to the extent practicable, grading permits operation, construction activities that emit there is a excessive noise will be avoided adjacent potential to the hillside. In addition, during grading impact to and construction activities any blasting or Peninsular pile -driving near the hillside will not occur bighorn during the period from Jan. 1 through June sheep and 30th. other wildlife Potential MM BIO-8 Review of project landscape City of La Prior to issuance impact to The landscape plan shall include only plan Quinta of building Peninsular plants that are non -toxic to wildlife. All permit bighorn exotic plans such as tamarisk and sheep from fountain grass are prohibited. Existing increased trees may remain. human presence on Project Site MM BIO-1 Review of construction, City of La Prior to the A mountain toe -of -slope buffer/mitigation landscape and site plan Quinta issuance of concept plan has been prepared to (Agency shall, to the extent grading permits protect peninsular big horn sheep, and practical, widen the other wildlife, from entering the non- narrowest points of the landscape and mountainous portion of buffer areas to minimize the the site proposed for development. This impacts on the hillside) concept plan illustrates a continuous buffer to the toe -of -slope in areas where development could occur adjacent to the mountain edge. The concept plan delineates the location, acreage and This mitigation measure has already been implement ed. No further action is required. Meridian Consultants 5.0-9 Addendum to the SilverRock Resort Project September IV 5.0—Mitigation Monitoring Program native plant species envisioned for the mitigation area. This plan shall be incorporated into the project design and shall be subject to review by the City prior to issuance of grading permits. A copy of this mountain toe -of -slope buffer/mitigation concept plan is available for review at the City of La Quinta Community Development Department. MM BIO-2 The Agency shall guarantee City of La Ongoing This If Bighorn Sheep enter onto the Project to pay the design and Quinta mitigation Site, an 8-foot fence (or the functional construction costs for the measure equivalent) between the development fencing, and that if the has and the hillside shall be constructed. The property is transferred, it already gaps should be 11 centimeters (4.3 shall require that the been inches) or less. If determined necessary, subsequent owner bond or implement the City shall construct temporary posts sufficient security for ed. fencing while permanent fencing is the completion of the fence No further constructed. The fence shall not contain should it arise in the future. action is action gaps in which Bighorn Sheep can be required. entangled. If the Agency transfers or disposes of any of the property adjacent to the hillside, the Agency shall reserve an easement sufficient for the construction of fencing if needed in the future. Meridian Consultants 5.0-1 0 Addendum to the SilverRock Resort Project September 1(�g There is a potential impact from nighttime light on wildlife There is a potential impact from glare and exterior lighting on wildlife 5.0—Mitigation Monitoring Program MM BI0-3 Review of landscape and City of La Ongoing Dogs shall not be permitted to be loose signage plan Quinta within the project area, and shall be kept away from the hillside areas through appropriate signage and fencing, where applicable. MM BI0-4 Review of site and signage City of La Prior to issuance This Access into the hillside area from the site plan Quinta, of occupancy mitigation will be discouraged through the use of CDFG, permit measure signs or barricades, if necessary, unless USFWS has the access is provided as part of a trail already system that is approved by the USFWS been and CDFG. implement ed. No further action is required. MM BI0-6 Review of site and City of La Prior to the The final design of the project shall construction plan Quinta issuance of ensure that road and driveways are grading permit designed to minimize headlight shine from vehicles onto the hillside. MM BI0-7 Review of site and City of La Prior to the In all areas adjacent to the hillsides, non- construction plan Quinta issuance of glare glass shall be used in new building permit construction. Exterior building lights shall not shine on the hillside. Exterior lighting shall be kept at the safest possible Meridian Consultants 5.0-1 1 Addendum to the SilverRock Resort Project September I(Y5 minimum intensity and aimed away from the hillside. MM BIO-9 All swimming pools located on the Project Site shall be fenced pursuant to City regulations. 5.0—Mitigation Monitoring Program Review of construction plan City of La Prior to the Quinta issuance of grading permit Potential MM BIO-11 Verification of receipt of City of La Prior to the This impact to Prior to any construction or site financial security instrument Quinta, issuance of mitigation mesquite preparation activities that would impact and copy of the MOU CDFG grading permit measure hummock the 3.4 acres of mesquite hummock, the has habitat agency or project developer shall enter already into a Memorandum Of Understanding been (MOU) with CDFG and an appropriate implement non-profit organization whose purpose is ed. to acquire and manage land for the No further purpose of protecting special status action is plants and wildlife. This MOU shall required. provide the organization chosen the financial resources necessary to purchase and manage 3.4 acres of mesquite hummock in the Willow Hole area or in another area where the habitat is contiguous and large preserves already protect much of this habitat type. The exact location and cost shall be determined through consultation with CDFG and the selected organization. Potential MM BIO-12 Receipt of required permits City of La Prior to the This impact to Prior to the commencement of on -site Quinta, issuance of mitigation areas under grading, a 404 permit shall be obtained, if CDFG,ACO grading permit measure the legally required, for alteration of areas E has Meridian Consultants 5.0-1 2 Addendum to the SilverRock Resort Project September 1056 Hazards Noise jurisdiction of under the ACOE jurisdiction. In addition, the ACOE and if development activities are to take place the CDFG within streambeds or drainages under the jurisdiction of the CDFG, a streambed alteration agreement shall first be obtained, if legally required. Exposure to MM HAZ-1 asbestos is a Prior to the demolition or renovation of significant the on -site single family residence, impact asbestos containing materials (ACM) shall be removed in accordance with current regulatory guidelines. Construction MM N-1 noise would Between May 1 and September 30, all impact local construction activities on the project site residents and shall only occur between the hours of sensitive 6:00 AM and 7:00 PM Monday through receptors Friday, and from 8:00 AM to 5:00 PM on Saturday, and shall be prohibited on Sundays and public holidays. Between October 1 and April30, all construction activity on the project site shall only occur between the hours of 7:00 AM and 5:30 PM Monday through Friday, and from 8:00 AM to 5:00 PM on Saturday, and shall 5.0—Mitigation Monitoring Program already been implement ed. No further action is required. Proof that a qualified City of La Prior to the This demolition team has been Quinta issuance of mitigation retained demolition measure permit has already been implement ed. No further action is required. Review of construction plans City of La Quinta Prior to the issuance of grading permit Meridian Consultants 5.0-1 3 Addendum to the SilverRock Resort Project September 11f be prohibited on Sundays and public holiday. All operational activities of the Project shall also be subject to the Noise Ordinance of the City as well. MM N-2 All construction equipment operating in the planning area shall be fitted with well - maintained functional mufflers to limit noise emissions. MM N-3 To the greatest extent feasible, earth moving and hauling routes shall be located away from existing residences. MM N-4 The design, selection and placement of the mechanical equipment for various buildings shall include consideration of the potential noise impact they may have on uses within the development site. MM N-5 Silencers and/or barriers shall be provided where necessary at outdoor equipment, such as cooling towers, air cooled condensers and refrigeration compressors/condenser units, and at the air intake and discharge openings for building ventilation systems. 5.0—Mitigation Monitoring Program Review of construction plans City of La Quinta Review of construction plans City of La Quinta Review of construction plans City of La Quinta Review of construction plans City of La Quinta Prior to the issuance of grading permit, ongoing throughout construction Prior to the issuance of grading permit Prior to the issuance of building permit Prior to the issuance of building permit Meridian Consultants 5.0-14 Addendum to the SilverRock Resort Project September I( Public The proposed MM PUB-1 Services project would The Riverside County Fire Department, in incrementally its review of new development proposals, increase shall evaluate project plans and the demand for Department's ability to provide proper fire service on the protection. This review shall include, but Riverside shall not be limited to, internal County Fire circulation, project directories, street Department names, and numbering systems. New developments shall complywith all City and Fire Department standards. The proposed MM PUB-2 project would The Riverside County Sheriff's incrementally Department shall review new increase development proposals in order to demand for evaluate project plans and the service on the Department's ability to provide adequate Riverside police protection. This review should County include, but not be limited to internal Sheriff circulation, project directories, street Department names, and numbering systems. New developments shall comply with all established City and Sheriff standards. Utilities The project and Service would result Systems in an incremental increase in electrical demand 151u1IAW The most efficient furnaces, water heaters, pool heaters and other equipment that use natural gas shall be used in project construction. The use of kitchen appliances that use natural gas and alternative, renewable energy sources, including solar and wind turbine 5.0—Mitigation Monitoring Program Review of site and landscape Riverside Prior to the plan County Fire issuance of Department grading permit and City of La Quinta Review of site and landscape plan Riverside Prior to the County issuance of Sheriff grading permit Department and City of La Quinta Review of construction plan City of La Quinta Prior to the issuance of building permits Meridian Consultants 5.0-1 5 Addendum to the SilverRock Resort Project September I(n The use of septic systems in the City could result in potential impacts 5.0—Mitigation Monitoring Program technologies shall also be used to the greatest extent feasible. MM UTIL-2 Review of construction plan City of La Title 24 of the California Administrative Quinta Code, which addresses energy conservation in all proposed uses shall be strictly enforced in project design and construction. MM UTIL-3 Review of construction plan Coachella All planned uses shall be connected to Valley the city-wide sewer system. Water District MM UTIL-7 Any existing or historic septic systems located on the site shall be abandoned in accordance with Federal, State, and local laws and regulations prior to the issuance of building permits. Review of construction plan Prior to the issuance of building permits Prior to issuance of grading permit Coachella Prior to issuance Valley of grading Water permit District and City of La Quinta This mitigation measure has already been implement ed. No further action is required. This mitigation measure has already been implement ed. No further action is required. Meridian Consultants 5.0-16 Addendum to the SilverRock Resort Project September 114 The incremental increase in solid waste generation could result in potential impacts The incremental demand from the project on utility systems could result in potential impacts Aesthetics The project area is adjacent to a scenic area. Development would alter the aesthetic nature of the area Meridian Consultants MM UTIL-4 A recycling program shall be developed for all proposed uses. Recycling provisions for commercial and business establishments should include separate recycling bins. Items to be recycled at commercial establishments may include white paper, computer legal paper, cardboard, glass and aluminum cans. 5.0—Mitigation Monitoring Program Receipt of recycling program City of La Prior to the Quinta issuance of occupancy permit MM UTIL-5 Verification that a qualified City of La Prior to the Professional landscaping services from landscaping service has Quinta issuance of companies which compost green waste been retained occupancy shall be utilized. permit MM UTIL-6 Verification of receipt of City of La Prior to the The Projects fair share of public utilities, financial security Quinta issuance of infrastructure and improvements required instrument. grading permit to properly service the proposed uses shall be determined through consultation with the City Department of Public Works and paid prior to the issuance of grading permits. MM AES-1 Review of landscape and City of La Prior to the Landscape designs and materials that design plans Quinta issuance of complement the native desert grading permit environment shall be utilized in project design and construction. 5.0-1 7 Addendum to the SilverRock Resort Project September 499 5.0—Mitigation Monitoring Program MM AES-2 Review of design and site City of La Prior to the Overhead utility lines shall be plans Quinta issuance of undergrounded to the greatest extent Public grading permit possible through the establishment of an Works and undergrounding program and guidelines City subject to the review of the City Engineer Engineer and Public Works Department. MM AES-4 Review of design plan City of La Prior to the Signage shall be limited to the locations, Quinta issuance of sizes, and maintenance requirements grading permit necessary to provide functional identification. MM AES-5 Review of landscape and City of La Prior to the Safe, convenient vehicular and design plans Quinta issuance of pedestrian circulation, screened outdoor building permit storage/loading and other unsightly areas, protected and enhanced outdoor seating areas, appropriate lighting levels, limited signage, and landscaping designs that preserve and enhance visual resources shall be included in the design of any commercial area on the Project Site. MM AES-6 Review of landscape and City of La Prior to the Development proposed along designated design plans Quinta issuance of scenic highways, roadways and corridors grading permit shall be reviewed for compatibility with the natural and built environments to assure maximum viewshed protection and pedestrian and vehicular activity. Meridian Consultants 5.0-1 8 Addendum to the SilverRock Resort Project September 116 5.0—Mitigation Monitoring Program MM AES-7 Review of landscape and City of La Prior to the All grading and development proposed design plans Quinta issuance of within scenic viewsheds, shall be grading permit regulated to minimize adverse impacts to these viewsheds. All grading, development and landscaping plans shall be submitted to the City for review and approval prior to the issuance of grading permits. The project MM AES-3 Review of design and site City of La Prior to the would Outdoor lighting shall be limited to the plans Quinta, issuance of introduce minimum height, number of fixtures, and Riverside building permit new sources intensity needed to provide sufficient County of light and security and identification in each Sheriff glare that development, making every reasonable Department would alter effort to protect the community's night the existing skies. nighttime environment Cultural There is MM CUL-1 Verification that a qualified City of La Prior to issuance Resources potential for During any ground altering activities historical consultant has Quinta of grading discovery of associated with project grading or been retained permit unidentified construction, including demolition of subsurface existing modern structures and facilities, cultural the project area shall be monitored by a resources qualified archaeological monitor. The during future monitor shall have the authority to halt ground any activities impacting potentially altering significant cultural resources until the activities resources can be evaluated for significance and cleared or mitigated. The monitoring program shall also include Meridian Consultants 5.0-19 Addendum to the SilverRock Resort Project September I(V 5.0—Mitigation Monitoring Program Meridian Consultants 5.0-20 Addendum to the SilverRock Resort Project September �( A Air Quality and Greenhouse Gas Emissions Outputs 139 n-I Proposed Project Construction (Planning Areas 1,3,4,5) 140 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report Table of Contents 1. Basic Project Information 1.1. Basic Project Information 1.2. Land Use Types 1.3. User -Selected Emission Reduction Measures by Emissions Sector 2. Emissions Summary 2.1. Construction Emissions Compared Against Thresholds 2.2. Construction Emissions by Year, Unmitigated 3. Construction Emissions Details 3.1. Demolition (2026) - Unmitigated 3.3. Grading (2026) - Unmitigated 3.5. Grading (2027) - Unmitigated 3.7. Building Construction (2027) - Unmitigated 3.9. Building Construction (2028) - Unmitigated 3.11. Building Construction (2029) - Unmitigated 1 / 28 141 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 3.13. Paving (2029) - Unmitigated 3.15. Architectural Coating (2029) - Unmitigated 4. Operations Emissions Details 4.10. Soil Carbon Accumulation By Vegetation Type 4.10.1. Soil Carbon Accumulation By Vegetation Type - Unmitigated 4.10.2. Above and Belowground Carbon Accumulation by Land Use Type - Unmitigated 4.10.3. Avoided and Sequestered Emissions by Species - Unmitigated 5. Activity Data 5.1. Construction Schedule 5.2. Off -Road Equipment 5.2.1. Unmitigated 5.3. Construction Vehicles 5.3.1. Unmitigated 5.4. Vehicles 5.4.1. Construction Vehicle Control Strategies 5.5. Architectural Coatings 5.6. Dust Mitigation 5.6.1. Construction Earthmoving Activities 2/28 142 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 5.6.2. Construction Earthmoving Control Strategies 5.7. Construction Paving 5.8. Construction Electricity Consumption and Emissions Factors 5.18. Vegetation 5.18.1. Land Use Change 5.18.1.1. Unmitigated 5.18.1. Biomass Cover Type 5.18.1.1. Unmitigated 5.18.2. Sequestration 5.18.2.1. Unmitigated 8. User Changes to Default Data 3/28 143 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 1. Basic Project Information 1.1. Basic Project Information Project Name Construction Start Date Lead Agency Land Use Scale Analysis Level for Defaults Windspeed (m/s) Precipitation (days) Location County City Air District Air Basin TAZ EDFZ Electric Utility Gas Utility App Version 1.2. Land Use Types Hotel 154 Quality Restaurant 7.50 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) 11 / 1 /2026 Project/site County 3.00 7.60 33.672095298053605,-116.2796035818008 Riverside -Salton Sea La Quinta South Coast AQMD Salton Sea 5651 19 Imperial Irrigation District Southern California Gas 2022.1.1.29 Room 5.13 250,000 1000sgft 0.17 7,500 25,000 — — — 750 — — — 144 4/28 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 General Office 55.0 1000sgft 1.26 55,000 5,500 Building General Office 17.0 1000sgft 0.39 17,000 1,700 Building Golf Course 9.00 Hole 62.8 0.00 0.00 1.3. User -Selected Emission Reduction Measures by Emissions Sector No measures selected 2. Emissions Summary 2.1. Construction Emissions Compared Against Thresholds Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, - - - - - - - - - Summer (Max) Unmit. 51.1 51.1 11.6 24.5 0.04 0.36 2.18 2.54 0.33 0.53 0.86 - Daily, - - - - - - - - - - - - Winter (Max) Unmit. 52.0 51.8 29.5 28.6 0.08 1.12 8.41 9.40 1.03 1.50 2.42 - Average - Daily (Max) Unmit. 8.65 8.62 8.94 15.6 0.03 0.29 1.57 1.86 0.27 0.40 0.66 - Annual - - - - - - - - - - - - (Max) Unmit. 1.58 1.57 1.63 2.84 < 0.005 0.05 0.29 0.34 0.05 0.07 0.12 - Exceeds - - - - - - - - - - - - (Daily Max) 1 IX 5,907 5,907 0.14 0.30 9.57 6,009 10,991 10,991 0.27 1.19 0.42 11,352 4,148 4,148 0.10 0.21 2.79 4,214 687 687 0.02 0.04 0.46 698 5/28 145 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Threshol - 75.0 100 550 150 - - 150 - - 55.0 - d Unmit. - No No No No - - No - - No - Exceeds - - - - - - - - - - - - (Average Daily) Threshol - 75.0 100 550 150 - - 150 - - 55.0 - d Unmit. - No No No No - - No - - No - 2.2. Construction Emissions by Year, Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily - Summer (Max) 2027 1.94 1.66 11.6 24.5 0.04 0.36 2.18 2.54 0.33 0.53 0.86 - 2028 1.86 1.58 11.0 23.7 0.04 0.32 2.18 2.50 0.30 0.53 0.83 - 2029 51.1 51.1 0.88 2.99 < 0.005 0.01 0.34 0.36 0.01 0.08 0.09 - Daily - - - - - - - - - - - - - Winter (Max) 2026 3.71 3.12 29.5 28.6 0.08 1.12 8.41 9.40 1.03 1.50 2.42 - 2027 3.59 3.02 25.7 28.2 0.06 1.04 2.65 3.70 0.96 1.01 1.97 - 2028 1.71 1.49 11.2 19.3 0.04 0.32 2.18 2.50 0.30 0.53 0.83 - 2029 52.0 51.8 10.7 18.9 0.04 0.30 2.18 2.48 0.28 0.53 0.81 - Average - - - - Daily 2026 0.38 0.32 3.37 2.81 0.01 0.12 0.78 0.90 0.11 0.16 0.27 - 2027 1.41 1.19 8.94 15.6 0.03 0.29 1.57 1.86 0.27 0.40 0.66 - 2028 1.24 1.08 7.94 14.9 0.03 0.23 1.55 1.78 0.22 0.38 0.59 - 6/28 5,907 5,907 0.14 0.30 9.57 6,009 5,833 5,833 0.14 0.30 8.71 5,934 494 494 0.01 0.01 0.89 499 10,991 10,991 0.27 1.19 0.42 11,352 6,841 6,841 0.27 0.30 0.25 6,866 5,563 5,563 0.14 0.30 0.23 5,656 5,493 5,493 0.14 0.29 0.20 5,583 1,146 1,146 0.03 0.10 0.58 1,177 4,148 4,148 0.10 0.20 2.79 4,214 4,061 4,061 0.10 0.21 2.70 4,130 146 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 2029 8.65 8.62 1.77 3.40 0.01 0.05 0.33 0.38 0.05 0.08 0.13 - Annual - - - - - - - - - - - - 2026 0.07 0.06 0.62 0.51 < 0.005 0.02 0.14 0.17 0.02 0.03 0.05 - 2027 0.26 0.22 1.63 2.84 < 0.005 0.05 0.29 0.34 0.05 0.07 0.12 - 2028 0.23 0.20 1.45 2.71 < 0.005 0.04 0.28 0.33 0.04 0.07 0.11 - 2029 1.58 1.57 0.32 0.62 < 0.005 0.01 0.06 0.07 0.01 0.01 0.02 - 3. Construction Emissions Details 3.1. Demolition (2026) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite Daily, - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - Winter (Max) Off-Roa 2.72 2.29 20.7 19.0 0.03 0.84 - 0.84 0.78 - 0.78 - d Equipm ent Demoliti - - - - - - 6.21 6.21 - 0.94 0.94 - on Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.22 0.19 1.70 1.56 < 0.005 0.07 - 0.07 0.06 - 0.06 - d Equipm ent 837 837 0.02 0.04 0.48 849 190 190 < 0.005 0.02 0.10 195 687 687 0.02 0.03 0.46 698 672 672 0.02 0.04 0.45 684 139 139 < 0.005 0.01 0.08 141 3,427 3,427 0.14 0.03 - 3,438 0.00 0.00 0.00 0.00 0.00 0.00 282 282 0.01 < 0.005 - 283 147 7/28 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Demoliti - - - - - - 0.51 0.51 - 0.08 0.08 - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.04 0.03 0.31 0.29 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Demoliti - - - - - - 0.09 0.09 - 0.01 0.01 - on Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Daily, Winter (Max) Worker 0.06 0.06 0.08 0.75 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.22 0.14 8.79 1.95 0.05 0.15 2.00 2.15 0.15 0.51 0.66 - Average - - - - - - - - - - - - Daily Worker 0.01 < 0.005 0.01 0.08 0.00 0.00 0.02 0.02 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.02 0.01 0.71 0.16 < 0.005 0.01 0.16 0.18 0.01 0.04 0.05 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.01 0.00 0.00 < 0.005 < 0.005 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling < 0.005 < 0.005 0.13 0.03 < 0.005 < 0.005 0.03 0.03 < 0.005 0.01 0.01 - 0.00 0.00 0.00 0.00 0.00 0.00 46.6 46.6 < 0.005 < 0.005 - 46.8 186 186 < 0.005 0.01 0.02 188 0.00 0.00 0.00 0.00 0.00 0.00 7,379 7,379 0.07 1.16 0.40 7,726 16.3 16.3 < 0.005 < 0.005 0.02 16.5 0.00 0.00 0.00 0.00 0.00 0.00 606 606 0.01 0.10 0.55 635 2.70 2.70 < 0.005 < 0.005 < 0.005 2.73 0.00 0.00 0.00 0.00 0.00 0.00 100 100 < 0.005 0.02 0.09 105 8/28 148 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 3.3. Grading (2026) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Off-Roa 3.62 3.04 27.2 27.6 0.06 1.12 - 1.12 1.03 - 1.03 - 6,599 6,599 0.27 0.05 - 6,621 d Equipm ent Dust - - - - - - 2.39 2.39 - 0.95 0.95 - - - - - - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.13 0.11 0.96 0.97 < 0.005 0.04 - 0.04 0.04 - 0.04 - 232 232 0.01 < 0.005 - 233 d Equipm ent Dust - - - - - - 0.08 0.08 - 0.03 0.03 - - - - - - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual 9/28 149 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Off-Roa 0.02 0.02 0.18 0.18 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Dust - - - - - - 0.02 0.02 - 0.01 0.01 - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - - Winter (Max) Worker 0.08 0.07 0.10 1.00 0.00 0.00 0.26 0.26 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker < 0.005 < 0.005 < 0.005 0.04 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - Worker < 0.005 < 0.005 < 0.005 0.01 0.00 0.00 < 0.005 < 0.005 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.5. Grading (2027) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) 10/28 38.5 38.5 < 0.005 < 0.005 - 38.6 0.00 0.00 0.00 0.00 0.00 0.00 248 248 < 0.005 0.01 0.02 251 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 9.32 9.32 < 0.005 < 0.005 0.01 9.44 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 1.54 1.54 < 0.005 < 0.005 < 0.005 1.56 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 150 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Onsite Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Off-Roa 3.51 2.95 25.6 27.3 0.06 1.04 - 1.04 0.96 - 0.96 - 6,598 6,598 0.27 0.05 - 6,621 d Equipm ent Dust - - - - - - 2.39 2.39 - 0.95 0.95 - - - - - - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.15 0.13 1.10 1.17 < 0.005 0.04 - 0.04 0.04 - 0.04 - 284 284 0.01 < 0.005 - 285 d Equipm ent Dust - - - - - - 0.10 0.10 - 0.04 0.04 - - - - - - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual Off-Roa 0.03 0.02 0.20 0.21 < 0.005 0.01 - 0.01 0.01 - 0.01 - 47.0 47.0 < 0.005 < 0.005 - 47.2 d Equipm ent 151 11 / 28 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Dust - - - - - - 0.02 0.02 - 0.01 0.01 - - - - - - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Offsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Worker 0.08 0.07 0.09 0.94 0.00 0.00 0.26 0.26 0.00 0.06 0.06 - 243 243 < 0.005 0.01 0.02 246 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Average Daily Worker < 0.005 < 0.005 < 0.005 0.05 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - 11.2 11.2 < 0.005 < 0.005 0.02 11.3 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual- - - - - - - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.01 0.00 0.00 < 0.005 < 0.005 0.00 < 0.005 < 0.005 - 1.85 1.85 < 0.005 < 0.005 < 0.005 1.87 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.7. Building Construction (2027) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite 152 12/28 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 1.23 1.03 9.39 12.9 0.02 0.34 - 0.34 0.31 - 0.31 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 1.23 1.03 9.39 12.9 0.02 0.34 - 0.34 0.31 - 0.31 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.83 0.69 6.30 8.68 0.02 0.23 - 0.23 0.21 - 0.21 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.15 0.13 1.15 1.58 < 0.005 0.04 - 0.04 0.04 - 0.04 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1,609 1,609 0.07 0.01 - 1,615 0.00 0.00 0.00 0.00 0.00 0.00 266 266 0.01 < 0.005 - 267 0.00 0.00 0.00 0.00 0.00 0.00 153 13/28 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Worker 0.63 0.56 0.57 10.8 0.00 0.00 1.71 1.71 0.00 0.40 0.40 - Vendor 0.09 0.06 1.65 0.72 0.01 0.02 0.46 0.49 0.02 0.13 0.15 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.53 0.47 0.62 6.13 0.00 0.00 1.71 1.71 0.00 0.40 0.40 - Vendor 0.08 0.06 1.77 0.73 0.01 0.02 0.46 0.49 0.02 0.13 0.15 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.37 0.33 0.38 5.16 0.00 0.00 1.15 1.15 0.00 0.27 0.27 - Vendor 0.06 0.04 1.16 0.48 0.01 0.02 0.31 0.33 0.02 0.09 0.10 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.07 0.06 0.07 0.94 0.00 0.00 0.21 0.21 0.00 0.05 0.05 - Vendor 0.01 0.01 0.21 0.09 < 0.005 < 0.005 0.06 0.06 < 0.005 0.02 0.02 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.9. Building Construction (2028) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite Daily, Summer (Max) Off-Roa 1.18 0.99 8.92 12.9 0.02 0.30 - 0.30 0.28 - 0.28 d Equipm ent 1,869 1,869 0.02 0.06 5.51 1,894 1,641 1,641 0.02 0.22 4.06 1,710 0.00 0.00 0.00 0.00 0.00 0.00 1,592 1,592 0.02 0.06 0.14 1,611 1,642 1,642 0.02 0.22 0.11 1,708 0.00 0.00 0.00 0.00 0.00 0.00 1,142 1,142 0.01 0.04 1.60 1,156 1,102 1,102 0.01 0.15 1.18 1,147 0.00 0.00 0.00 0.00 0.00 0.00 189 189 < 0.005 0.01 0.26 191 182 182 < 0.005 0.02 0.19 190 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,406 14/28 154 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 1.18 0.99 8.92 12.9 0.02 0.30 - 0.30 0.28 - 0.28 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.85 0.71 6.39 9.26 0.02 0.22 - 0.22 0.20 - 0.20 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.15 0.13 1.17 1.69 < 0.005 0.04 - 0.04 0.04 - 0.04 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.60 0.54 0.51 10.1 0.00 0.00 1.71 1.71 0.00 0.40 0.40 - Vendor 0.07 0.05 1.58 0.68 0.01 0.02 0.46 0.49 0.02 0.13 0.15 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,406 0.00 0.00 0.00 0.00 0.00 0.00 1,717 1,717 0.07 0.01 - 1,723 0.00 0.00 0.00 0.00 0.00 0.00 284 284 0.01 < 0.005 - 285 0.00 0.00 0.00 0.00 0.00 0.00 1,834 1,834 0.02 0.06 4.96 1,858 1,602 1,602 0.02 0.22 3.75 1,670 0.00 0.00 0.00 0.00 0.00 0.00 155 15/28 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Worker 0.46 0.45 0.57 5.69 0.00 0.00 1.71 1.71 0.00 0.40 0.40 - 1,563 1,563 0.02 0.06 0.13 1,582 Vendor 0.07 0.04 1.70 0.71 0.01 0.02 0.46 0.49 0.02 0.13 0.15 - 1,603 1,603 0.02 0.22 0.10 1,669 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Average - - - - - - - - - - - - - - - - - - Daily Worker 0.35 0.34 0.36 5.12 0.00 0.00 1.22 1.22 0.00 0.29 0.29 - 1,196 1,196 0.01 0.04 1.53 1,211 Vendor 0.05 0.03 1.19 0.49 0.01 0.02 0.33 0.35 0.02 0.09 0.11 - 1,148 1,148 0.01 0.16 1.16 1,195 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual - - - - - - - - - - - - - - - - - - Worker 0.06 0.06 0.07 0.93 0.00 0.00 0.22 0.22 0.00 0.05 0.05 - 198 198 < 0.005 0.01 0.25 200 Vendor 0.01 0.01 0.22 0.09 < 0.005 < 0.005 0.06 0.06 < 0.005 0.02 0.02 - 190 190 < 0.005 0.03 0.19 198 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.11. Building Construction (2029) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - Winter (Max) Off-Roa 1.15 0.97 8.58 12.9 0.02 0.28 - 0.28 0.25 - 0.25 - 2,397 2,397 0.10 0.02 - 2,405 d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 truck Average Daily 0.00 0.00 0.00 0.00 0.00 0.00 156 16/28 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Off-Roa 0.14 0.12 1.02 1.54 < 0.005 0.03 - 0.03 0.03 - 0.03 - d Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - Off-Roa 0.03 0.02 0.19 0.28 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Daily, Winter (Max) Worker 0.44 0.37 0.51 5.36 0.00 0.00 1.71 1.71 0.00 0.40 0.40 - Vendor 0.07 0.04 1.63 0.68 0.01 0.02 0.46 0.49 0.02 0.13 0.15 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.06 0.05 0.05 0.80 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.01 0.01 0.19 0.08 < 0.005 < 0.005 0.05 0.06 < 0.005 0.02 0.02 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.01 0.01 0.01 0.15 0.00 0.00 0.04 0.04 0.00 0.01 0.01 - Vendor < 0.005 < 0.005 0.03 0.01 < 0.005 < 0.005 0.01 0.01 < 0.005 < 0.005 < 0.005 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.13. Paving (2029) - Unmitigated 286 286 0.01 < 0.005 - 287 0.00 0.00 0.00 0.00 0.00 0.00 47.4 47.4 < 0.005 < 0.005 - 47.5 0.00 0.00 0.00 0.00 0.00 0.00 1,535 1,535 0.02 0.06 0.12 1,554 1,561 1,561 0.02 0.21 0.09 1,623 0.00 0.00 0.00 0.00 0.00 0.00 196 196 < 0.005 0.01 0.23 198 186 186 < 0.005 0.02 0.18 194 0.00 0.00 0.00 0.00 0.00 0.00 32.4 32.4 < 0.005 < 0.005 0.04 32.8 30.8 30.8 < 0.005 < 0.005 0.03 32.1 0.00 0.00 0.00 0.00 0.00 0.00 17/28 157 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Off-Roa 0.80 0.67 6.46 9.92 0.01 0.24 - 0.24 0.22 - 0.22 - 1,511 1,511 0.06 0.01 - 1,516 d Equipm ent Paving 0.00 0.00 - - - - - - - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.04 0.04 0.35 0.54 < 0.005 0.01 - 0.01 0.01 - 0.01 - 82.8 82.8 < 0.005 < 0.005 - 83.1 d Equipm ent Paving 0.00 0.00 - - - - - - - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual - - - - - - - - - - - - - - - - - - Off-Roa 0.01 0.01 0.06 0.10 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 13.7 13.7 < 0.005 < 0.005 - 13.8 d Equipm ent Paving 0.00 0.00 - - - - - - - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Offsite - - - - - - - - - - - - - - - - - - 158 18/28 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Worker 0.05 0.04 0.06 0.61 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 176 176 < 0.005 0.01 0.01 178 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Average - - - - - - - - - - - - - - - - - - Daily Worker < 0.005 < 0.005 < 0.005 0.04 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - 10.3 10.3 < 0.005 < 0.005 0.01 10.4 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual- - - - - - - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.01 0.00 0.00 < 0.005 < 0.005 0.00 < 0.005 < 0.005 - 1.70 1.70 < 0.005 < 0.005 < 0.005 1.72 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.15. Architectural Coating (2029) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.12 0.10 0.79 1.11 < 0.005 0.01 - 0.01 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm ent 159 19/28 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Architect 50.9 50.9 - - - - - - - - - - - - - - - - ural Coating Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, Winter (Max) Off-Roa 0.12 0.10 0.79 1.11 < 0.005 0.01 - 0.01 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 50.9 50.9 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.02 0.02 0.13 0.18 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 21.9 21.9 < 0.005 < 0.005 - 22.0 d Equipm ent Architect 8.37 8.37 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual- - - - - - - - - - - - - - - - - - Off-Roa < 0.005 < 0.005 0.02 0.03 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 3.63 3.63 < 0.005 < 0.005 - 3.65 d Equipm ent 160 20 / 28 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Architect 1.53 1.53 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.10 0.10 0.09 1.88 0.00 0.00 0.34 0.34 0.00 0.08 0.08 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.09 0.07 0.10 1.07 0.00 0.00 0.34 0.34 0.00 0.08 0.08 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.02 0.01 0.01 0.22 0.00 0.00 0.06 0.06 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.04 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 4. Operations Emissions Details 0.00 0.00 0.00 0.00 0.00 0.00 360 360 < 0.005 0.01 0.89 365 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 307 307 < 0.005 0.01 0.02 311 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 53.9 53.9 < 0.005 < 0.005 0.06 54.6 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 8.93 8.93 < 0.005 < 0.005 0.01 9.04 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 21 / 28 161 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 4.10. Soil Carbon Accumulation By Vegetation Type 4.10.1. Soil Carbon Accumulation By Vegetation Type - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, — — — — — — — — — — — — — — — — — — Summer (Max) Total— — — — — — — — — — — — — — — — — — Daily, — — — — — — — — — — — — — — — — — — Winter (Max) Total — — — — — — — — — — — — — — — — — — Annual Total 4.10.2. Above and Belowground Carbon Accumulation by Land Use Type - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, — — — — Summer (Max) Total — — — — Daily, — — — — Winter (Max) Total — — — — Annual — — — — Total — — — — - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 162 22/28 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 4.10.3. Avoided and Sequestered Emissions by Species - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/da Daily, — — — — — — — — Summer (Max) Avoided — — — — — — — — - Subtotal — — — — — — — — - Sequest — — — — — — — — - ered Subtotal — — — — — — — — - Remove — — — — — — — — - d Subtotal — — — — - Daily, — — — - Winter (Max) Avoided — — — — — — — — Subtotal — — — — — — — — Sequest — — — — — — — — ered Subtotal — — — — — — — — Remove — — — — — — — — d Subtotal — — — — — — — — Annual — — — — — — — — Avoided — — — — — — — — Subtotal — — — — — — — — for daily,• M2.5E PM2.51D PM2.5T BCO2 NBCO2 CO2T CF 23 / 28 163 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Sequest - - - - - - - - - - - - - - - - - - ered Subtotal - - - - - - - - - - - - - - - - - - Remove - - - - - - - - - - - - - - - - - - d Subtotal - - - 5. Activity Data 5.1. Construction Schedule Phase Name Days Per Week Work Days per Phase Phase Description Demolition Demolition 11 /1 /2026 12/13/2026 5.00 30.0 - Grading Grading 12/14/2026 1/22/2027 5.00 30.0 - Building Construction Building Construction 1/23/2027 3/2/2029 5.00 550 - Paving Paving 3/3/2029 3/30/2029 5.00 20.0 - Architectural Coating Architectural Coating 3/3/2029 5/25/2029 5.00 60.0 - 5.2. Off -Road Equipment 5.2.1. Unmitigated Demolition Concrete/Industrial Diesel Average 1.00 8.00 33.0 0.73 Saws Demolition Excavators Diesel Average 3.00 8.00 36.0 0.38 Demolition Rubber Tired Dozers Diesel Average 2.00 8.00 367 0.40 Grading Excavators Diesel Average 2.00 8.00 36.0 0.38 Grading Graders Diesel Average 1.00 8.00 148 0.41 Grading Rubber Tired Dozers Diesel Average 1.00 8.00 367 0.40164 24/28 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Grading Tractors/Loaders/Back Diesel Average 2.00 8.00 84.0 0.37 Grading Scrapers Diesel Average 2.00 8.00 423 0.48 Building Construction Cranes Diesel Average 1.00 7.00 367 0.29 Building Construction Forklifts Diesel Average 3.00 8.00 82.0 0.20 Building Construction Generator Sets Diesel Average 1.00 8.00 14.0 0.74 Building Construction Tractors/Loaders/Back Diesel Average 3.00 7.00 84.0 0.37 hoes Building Construction Welders Diesel Average 1.00 8.00 46.0 0.45 Paving Pavers Diesel Average 2.00 8.00 81.0 0.42 Paving Paving Equipment Diesel Average 2.00 8.00 89.0 0.36 Paving Rollers Diesel Average 2.00 8.00 36.0 0.38 Architectural Coating Air Compressors Diesel Average 1.00 6.00 37.0 0.48 5.3. Construction Vehicles 5.3.1. Unmitigated Demolition - - - - Demolition Worker 15.0 18.5 LDA,LDT1,LDT2 Demolition Vendor - 10.2 HHDTMHDT Demolition Hauling 111 20.0 HHDT Demolition Onsite truck - - HHDT Grading - - - - Grading Worker 20.0 18.5 LDA,LDT1,LDT2 Grading Vendor - 10.2 HHDT,MHDT Grading Hauling 0.00 20.0 HHDT Grading Onsite truck - - HHDT Building Construction - - - - Building Construction Worker 131 18.5 LDA,LDT1,LDT2 165 25 / 28 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 Building Construction Vendor 54.0 10.2 HHDT,MHDT Building Construction Hauling 0.00 20.0 HHDT Building Construction Onsite truck — — HHDT Paving — — — — Paving Worker 15.0 18.5 LDA,LDT1,LDT2 Paving Vendor — 10.2 HHDT,MHDT Paving Hauling 0.00 20.0 HHDT Paving Onsite truck — — HHDT Architectural Coating — — — — Architectural Coating Worker 26.2 18.5 LDA,LDT1,LDT2 Architectural Coating Vendor — 10.2 HHDT,MHDT Architectural Coating Hauling 0.00 20.0 HHDT Architectural Coating Onsite truck — — HHDT 5.4. Vehicles 5.4.1. Construction Vehicle Control Strategies Water unpaved roads twice daily 55% Limit vehicle speeds on unpaved roads to 25 mph 44% Sweep paved roads once per month 9% 5.5. Architectural Coatings Architectural Coating 0.00 0.00 5.6. Dust Mitigation 494,250 55% 44% 9% 164,750 166 26 / 28 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 5.6.1. Construction Earthmoving Activities Demolition 0.00 0.00 Grading — — Paving 0.00 0.00 5.6.2. Construction Earthmoving Control Strategies Water Exposed Area Water Demolished Area 5.7. Construction Paving 3 2 III 74% 36% 288,517 0.00 0.00 Hotel 0.00 0% Quality Restaurant 0.00 0% General Office Building 0.00 0% General Office Building 0.00 0% Golf Course 0.00 0% 5.8. Construction Electricity Consumption and Emissions Factors kWh per Year and Emission Factor (lb/MWh) 74% 36% N 2027 0.00 457 0.03 < 0.005 2028 0.00 457 0.03 < 0.005 2026 0.00 457 0.03 < 0.005 2029 0.00 457 0.03 < 0.005 27 / 28 167 SilverRock Resort Proposed Project Construction Phase 1 (Planning Areas 1,3,4,5) Custom Report, 7/18/2025 5.18. Vegetation 5.18.1. Land Use Change 5.18.1.1. Unmitigated 5.18.1. Biomass Cover Type 5.18.1.1. Unmitigated 5.18.2. Sequestration 5.18.2.1. Unmitigated 8. User Changes to Default Data Land Use Construction: Construction Phases Initial Acres Final Acres Planning Area 1 includes upgrading the existing golf course. Planning Area 3 includes 154-unit luxury hotel, with approximately 250,000 SF of total space and the 7,500 restaurant. Planning Area 4 includes 17,000 SF golf clubhouse. Planning Area 5 includes 55,000 SF Banquet Meeting Space. Assumed an estimate of 10% of land uses landscaped. Construction estimated to take place from November 2026 to May 2029. 168 28 / 28 n-I Proposed Project Construction (Planning Area 2) 169 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report Table of Contents 1. Basic Project Information 1.1. Basic Project Information 1.2. Land Use Types 1.3. User -Selected Emission Reduction Measures by Emissions Sector 2. Emissions Summary 2.1. Construction Emissions Compared Against Thresholds 2.2. Construction Emissions by Year, Unmitigated 3. Construction Emissions Details 3.1. Demolition (2027) - Unmitigated 3.3. Grading (2027) - Unmitigated 3.5. Grading (2028) - Unmitigated 3.7. Building Construction (2028) - Unmitigated 3.9. Building Construction (2029) - Unmitigated 3.11. Building Construction (2030) - Unmitigated 1 / 43 170 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 3.13. Building Construction (2031) - Unmitigated 3.15. Paving (2028) - Unmitigated 3.17. Paving (2029) - Unmitigated 3.19. Paving (2030) - Unmitigated 3.21. Paving (2031) - Unmitigated 3.23. Architectural Coating (2028) - Unmitigated 3.25. Architectural Coating (2029) - Unmitigated 3.27. Architectural Coating (2030) - Unmitigated 3.29. Architectural Coating (2031) - Unmitigated 4. Operations Emissions Details 4.10. Soil Carbon Accumulation By Vegetation Type 4.10.1. Soil Carbon Accumulation By Vegetation Type - Unmitigated 4.10.2. Above and Belowground Carbon Accumulation by Land Use Type - Unmitigated 4.10.3. Avoided and Sequestered Emissions by Species - Unmitigated 5. Activity Data 5.1. Construction Schedule 5.2. Off -Road Equipment 5.2.1. Unmitigated 2/43 171 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 5.3. Construction Vehicles 5.3.1. Unmitigated 5.4. Vehicles 5.4.1. Construction Vehicle Control Strategies 5.5. Architectural Coatings 5.6. Dust Mitigation 5.6.1. Construction Earthmoving Activities 5.6.2. Construction Earthmoving Control Strategies 5.7. Construction Paving 5.8. Construction Electricity Consumption and Emissions Factors 5.18. Vegetation 5.18.1. Land Use Change 5.18.1.1. Unmitigated 5.18.1. Biomass Cover Type 5.18.1.1. Unmitigated 5.18.2. Sequestration 5.18.2.1. Unmitigated 8. User Changes to Default Data 3/43 172 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 1. Basic Project Information 1.1. Basic Project Information Project Name Construction Start Date Lead Agency Land Use Scale Analysis Level for Defaults Windspeed (m/s) Precipitation (days) Location County City Air District Air Basin TAZ EDFZ Electric Utility Gas Utility App Version 1.2. Land Use Types SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) 1 / 1 /2027 Project/site County 3.00 7.60 33.672095298053605,-116.2796035818008 Riverside -Salton Sea La Quinta South Coast AQMD Salton Sea 5651 19 Imperial Irrigation District Southern California Gas 2022.1.1.29 Single Family 29.0 Dwelling Unit 9.42 56,550 5,655 — Housing 94.0 4/43 173 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 1.3. User -Selected Emission Reduction Measures by Emissions Sector No measures selected 2. Emissions Summary 2.1. Construction Emissions Compared Against Thresholds Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, - - - - - - - - - - - - Summer (Max) Unmit. 2.68 2.32 16.6 26.1 0.04 0.57 0.39 0.96 0.53 0.09 0.62 - Daily, Winter (Max) Unmit. 2.77 2.31 22.7 25.2 0.05 0.84 2.79 3.63 0.78 0.94 1.49 - Average - - - - - - - - - - - - Daily (Max) Unmit. 1.87 1.62 11.8 18.1 0.03 0.41 0.34 0.75 0.38 0.10 0.48 - Annual (Max) Unmit. 0.34 0.30 2.14 3.31 0.01 0.07 0.06 0.14 0.07 0.02 0.09 - Exceeds (Daily Max) Threshol - 75.0 100 550 150 - - 150 - - 55.0 - d Unmit. - No No No No - - No - - No - Exceeds - - - - - - - - - - - - (Average Daily) 4,519 4,519 0.17 0.06 1.26 4,542 5,880 5,880 0.17 0.40 0.13 6,004 3,196 3,196 0.12 0.04 0.38 3,212 529 529 0.02 0.01 0.06 532 5/43 174 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Threshol - 75.0 100 550 150 - - 150 - - 55.0 - d Unmit. - No No No No - - No - - No - 2.2. Construction Emissions by Year, Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily - - - - - - - - - - - - - Summer (Max) 2028 2.68 2.32 16.6 26.1 0.04 0.57 0.39 0.96 0.53 0.09 0.62 - 2029 2.61 2.27 16.0 25.9 0.04 0.53 0.39 0.92 0.49 0.09 0.58 - 2030 2.53 2.19 15.6 25.8 0.04 0.49 0.39 0.88 0.45 0.09 0.55 - 2031 2.48 2.15 15.2 25.6 0.04 0.46 0.39 0.85 0.43 0.09 0.52 - Daily - - - - - - - - - - - - - Winter (Max) 2027 2.77 2.31 22.7 19.9 0.05 0.84 2.79 3.63 0.78 0.94 1.49 - 2028 2.65 2.30 16.6 25.2 0.04 0.57 2.04 2.61 0.53 0.94 1.46 - 2029 2.59 2.24 16.0 25.1 0.04 0.53 0.39 0.92 0.49 0.09 0.58 - 2030 2.52 2.18 15.6 25.0 0.04 0.49 0.39 0.88 0.45 0.09 0.55 - 2031 2.46 2.13 15.2 24.8 0.04 0.46 0.39 0.85 0.43 0.09 0.52 - Average - - - - - - - - - - - - Daily 2027 0.31 0.26 2.45 2.40 0.01 0.09 0.31 0.41 0.09 0.08 0.17 - 2028 1.87 1.62 11.8 18.0 0.03 0.41 0.34 0.75 0.38 0.10 0.48 - 2029 1.85 1.61 11.4 18.1 0.03 0.38 0.27 0.65 0.35 0.07 0.41 - 2030 1.80 1.56 11.2 18.0 0.03 0.35 0.27 0.63 0.32 0.07 0.39 - 2031 0.56 0.48 3.42 5.65 0.01 0.10 0.09 0.19 0.10 0.02 0.12 - Annual - - - - - - - - - - - - 6/43 4,519 4,519 0.17 0.06 1.26 4,542 4,508 4,508 0.17 0.06 1.13 4,531 4,499 4,499 0.17 0.06 1.01 4,522 4,491 4,491 0.17 0.06 0.91 4,513 5,880 5,880 0.16 0.40 0.13 6,004 4,462 4,462 0.17 0.06 0.03 4,484 4,453 4,453 0.17 0.06 0.03 4,474 4,445 4,445 0.17 0.06 0.03 4,466 4,437 4,437 0.17 0.06 0.02 4,459 614 614 0.02 0.03 0.19 625 3,157 3,157 0.12 0.04 0.38 3,173 3,196 3,196 0.12 0.04 0.35 3,212 3,190 3,190 0.12 0.04 0.31 3,206 1,003 1,003 0.04 0.01 0.09 1,008 175 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 2027 0.06 0.05 0.45 0.44 < 0.005 0.02 0.06 0.07 0.02 0.01 0.03 - 2028 0.34 0.30 2.14 3.28 0.01 0.07 0.06 0.14 0.07 0.02 0.09 - 2029 0.34 0.29 2.09 3.31 0.01 0.07 0.05 0.12 0.06 0.01 0.08 - 2030 0.33 0.28 2.04 3.29 0.01 0.06 0.05 0.11 0.06 0.01 0.07 - 2031 0.10 0.09 0.62 1.03 < 0.005 0.02 0.02 0.03 0.02 < 0.005 0.02 - 3. Construction Emissions Details 3.1. Demolition (2027) - Unmitigated 102 102 < 0.005 0.01 0.03 103 523 523 0.02 0.01 0.06 525 529 529 0.02 0.01 0.06 532 528 528 0.02 0.01 0.05 531 166 166 0.01 < 0.005 0.01 167 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Dail - - - - - - - - - - - - - - - - - - YI Summer (Max) Daily, Winter (Max) Off-Roa 2.64 2.21 19.9 18.6 0.03 0.80 - 0.80 0.73 - 0.73 - d Equipm ent Demoliti - - - - - - 1.96 1.96 - 0.30 0.30 - on Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.22 0.18 1.64 1.53 < 0.005 0.07 - 0.07 0.06 - 0.06 - d Equipm ent 3,427 3,427 0.14 0.03 - 3,439 0.00 0.00 0.00 0.00 0.00 0.00 282 282 0.01 < 0.005 - 283 7/43 176 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Demoliti - - - - - - 0.16 0.16 - 0.02 0.02 - on Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - Off-Roa 0.04 0.03 0.30 0.28 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Demoliti - - - - - - 0.03 0.03 - < 0.005 < 0.005 - on Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - Daily, - - - - - Summer (Max) Daily, - - - - - - - - - - - - Winter (Max) Worker 0.06 0.05 0.07 0.70 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.07 0.04 2.70 0.61 0.02 0.05 0.63 0.68 0.05 0.18 0.22 - Average - - - - - - - - - - - - Daily Worker 0.01 < 0.005 0.01 0.07 0.00 0.00 0.02 0.02 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.01 < 0.005 0.22 0.05 < 0.005 < 0.005 0.05 0.06 < 0.005 0.01 0.02 - Annual Worker < 0.005 < 0.005 < 0.005 0.01 0.00 0.00 < 0.005 < 0.005 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling < 0.005 < 0.005 0.04 0.01 < 0.005 < 0.005 0.01 0.01 < 0.005 < 0.005 < 0.005 - 0.00 0.00 0.00 0.00 0.00 0.00 46.6 46.6 < 0.005 < 0.005 - 46.8 0.00 0.00 0.00 0.00 0.00 0.00 182 182 < 0.005 0.01 0.02 184 0.00 0.00 0.00 0.00 0.00 0.00 2,271 2,271 0.02 0.37 0.12 2,381 16.0 16.0 < 0.005 < 0.005 0.02 16.2 0.00 0.00 0.00 0.00 0.00 0.00 187 187 < 0.005 0.03 0.16 196 2.65 2.65 < 0.005 < 0.005 < 0.005 2.68 0.00 0.00 0.00 0.00 0.00 0.00 30.9 30.9 < 0.005 < 0.005 0.03 32.4 177 8/43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 3.3. Grading (2027) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Off-Roa 1.89 1.59 14.2 17.3 0.03 0.60 - 0.60 0.55 - 0.55 - 2,960 2,960 0.12 0.02 - 2,970 d Equipm ent Dust - - - - - - 1.84 1.84 - 0.89 0.89 - - - - - - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.08 0.07 0.58 0.71 < 0.005 0.02 - 0.02 0.02 - 0.02 - 122 122 < 0.005 < 0.005 - 122 d Equipm ent Dust - - - - - - 0.08 0.08 - 0.04 0.04 - - - - - - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual 9/43 178 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Off-Roa 0.01 0.01 0.11 0.13 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Dust - - - - - - 0.01 0.01 - 0.01 0.01 - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - - Winter (Max) Worker 0.06 0.05 0.07 0.70 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker < 0.005 < 0.005 < 0.005 0.04 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - Worker < 0.005 < 0.005 < 0.005 0.01 0.00 0.00 < 0.005 < 0.005 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.5. Grading (2028) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) 10/43 20.1 20.1 < 0.005 < 0.005 - 20.2 0.00 0.00 0.00 0.00 0.00 0.00 182 182 < 0.005 0.01 0.02 184 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 7.99 7.99 < 0.005 < 0.005 0.01 8.10 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 1.32 1.32 < 0.005 < 0.005 < 0.005 1.34 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 179 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Onsite Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Off-Roa 1.86 1.56 13.8 17.3 0.03 0.57 - 0.57 0.52 - 0.52 - 2,961 2,961 0.12 0.02 - 2,971 d Equipm ent Dust - - - - - - 1.84 1.84 - 0.89 0.89 - - - - - - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.08 0.06 0.57 0.71 < 0.005 0.02 - 0.02 0.02 - 0.02 - 122 122 < 0.005 < 0.005 - 122 d Equipm ent Dust - - - - - - 0.08 0.08 - 0.04 0.04 - - - - - - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual Off-Roa 0.01 0.01 0.10 0.13 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 20.1 20.1 < 0.005 < 0.005 - 20.2 d Equipm ent 180 11 / 43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Dust - - - - - - 0.01 0.01 - 0.01 0.01 - - - - - - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Offsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Worker 0.05 0.05 0.06 0.65 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 179 179 < 0.005 0.01 0.01 181 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Average Daily Worker < 0.005 < 0.005 < 0.005 0.03 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - 7.85 7.85 < 0.005 < 0.005 0.01 7.94 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual- - - - - - - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.01 0.00 0.00 < 0.005 < 0.005 0.00 < 0.005 < 0.005 - 1.30 1.30 < 0.005 < 0.005 < 0.005 1.32 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.7. Building Construction (2028) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite 181 12/43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 1.18 0.99 8.92 12.9 0.02 0.30 - 0.30 0.28 - 0.28 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 1.18 0.99 8.92 12.9 0.02 0.30 - 0.30 0.28 - 0.28 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.80 0.67 6.03 8.73 0.02 0.20 - 0.20 0.19 - 0.19 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.15 0.12 1.10 1.59 < 0.005 0.04 - 0.04 0.03 - 0.03 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) 2,397 2,397 0.10 0.02 - 2,406 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,406 0.00 0.00 0.00 0.00 0.00 0.00 1,619 1,619 0.07 0.01 - 1,624 0.00 0.00 0.00 0.00 0.00 0.00 268 268 0.01 < 0.005 - 269 0.00 0.00 0.00 0.00 0.00 0.00 182 13/43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Worker 0.05 0.04 0.04 0.80 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - Vendor < 0.005 < 0.005 0.09 0.04 < 0.005 < 0.005 0.03 0.03 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.04 0.04 0.04 0.45 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - Vendor < 0.005 < 0.005 0.10 0.04 < 0.005 < 0.005 0.03 0.03 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.03 0.03 0.03 0.38 0.00 0.00 0.09 0.09 0.00 0.02 0.02 - Vendor < 0.005 < 0.005 0.06 0.03 < 0.005 < 0.005 0.02 0.02 < 0.005 < 0.005 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.07 0.00 0.00 0.02 0.02 0.00 < 0.005 < 0.005 - Vendor < 0.005 < 0.005 0.01 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.9. Building Construction (2029) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite Daily, Summer (Max) Off-Roa 1.15 0.97 8.58 12.9 0.02 0.28 - 0.28 0.25 - 0.25 d Equipm ent 146 146 < 0.005 < 0.005 0.39 148 91.9 91.9 < 0.005 0.01 0.22 95.9 0.00 0.00 0.00 0.00 0.00 0.00 124 124 < 0.005 < 0.005 0.01 126 92.0 92.0 < 0.005 0.01 0.01 95.8 0.00 0.00 0.00 0.00 0.00 0.00 89.7 89.7 < 0.005 < 0.005 0.12 90.8 62.1 62.1 < 0.005 0.01 0.06 64.7 0.00 0.00 0.00 0.00 0.00 0.00 14.9 14.9 < 0.005 < 0.005 0.02 15.0 10.3 10.3 < 0.005 < 0.005 0.01 10.7 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 14/43 183 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 1.15 0.97 8.58 12.9 0.02 0.28 - 0.28 0.25 - 0.25 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.82 0.69 6.13 9.22 0.02 0.20 - 0.20 0.18 - 0.18 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.15 0.13 1.12 1.68 < 0.005 0.04 - 0.04 0.03 - 0.03 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.04 0.04 0.04 0.75 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - Vendor < 0.005 < 0.005 0.09 0.04 < 0.005 < 0.005 0.03 0.03 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1,712 1,712 0.07 0.01 - 1,718 0.00 0.00 0.00 0.00 0.00 0.00 283 283 0.01 < 0.005 - 284 0.00 0.00 0.00 0.00 0.00 0.00 143 143 < 0.005 < 0.005 0.35 145 89.5 89.5 < 0.005 0.01 0.20 93.2 0.00 0.00 0.00 0.00 0.00 0.00 184 15/43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Worker 0.03 0.03 0.04 0.43 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - Vendor < 0.005 < 0.005 0.09 0.04 < 0.005 < 0.005 0.03 0.03 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.03 0.03 0.03 0.38 0.00 0.00 0.10 0.10 0.00 0.02 0.02 - Vendor < 0.005 < 0.005 0.07 0.03 < 0.005 < 0.005 0.02 0.02 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.07 0.00 0.00 0.02 0.02 0.00 < 0.005 < 0.005 - Vendor < 0.005 < 0.005 0.01 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.11. Building Construction (2030) - Unmitigated 122 122 < 0.005 < 0.005 0.01 124 89.6 89.6 < 0.005 0.01 0.01 93.2 0.00 0.00 0.00 0.00 0.00 0.00 93.2 93.2 < 0.005 < 0.005 0.11 94.4 64.0 64.0 < 0.005 0.01 0.06 66.6 0.00 0.00 0.00 0.00 0.00 0.00 15.4 15.4 < 0.005 < 0.005 0.02 15.6 10.6 10.6 < 0.005 < 0.005 0.01 11.0 0.00 0.00 0.00 0.00 0.00 0.00 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 1.12 0.94 8.39 12.9 0.02 0.26 - 0.26 0.24 - 0.24 d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - Winter (Max) 2,397 2,397 0.10 0.02 - 2,405 16/43 185 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Off-Roa 1.12 0.94 8.39 12.9 0.02 0.26 - 0.26 0.24 - 0.24 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.80 0.67 5.99 9.20 0.02 0.19 - 0.19 0.17 - 0.17 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.15 0.12 1.09 1.68 < 0.005 0.03 - 0.03 0.03 - 0.03 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite Daily, Summer (Max) Worker 0.04 0.03 0.03 0.70 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - Vendor < 0.005 < 0.005 0.08 0.04 < 0.005 < 0.005 0.03 0.03 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.03 0.03 0.04 0.40 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - Vendor < 0.005 < 0.005 0.09 0.04 < 0.005 < 0.005 0.03 0.03 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1.712 1.712 0.07 0.01 - 1.718 0.00 0.00 0.00 0.00 0.00 0.00 283 283 0.01 < 0.005 - 284 0.00 0.00 0.00 0.00 0.00 0.00 141 141 < 0.005 < 0.005 0.32 143 87.0 87.0 < 0.005 0.01 0.18 90.7 0.00 0.00 0.00 0.00 0.00 0.00 120 120 < 0.005 < 0.005 0.01 122 87.1 87.1 < 0.005 0.01 < 0.005 90.6 0.00 0.00 0.00 0.00 0.00 0.00 186 17/43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Average - - - - - - - - - - - - Daily Worker 0.02 0.02 0.03 0.35 0.00 0.00 0.10 0.10 0.00 0.02 0.02 - Vendor < 0.005 < 0.005 0.06 0.03 < 0.005 < 0.005 0.02 0.02 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.06 0.00 0.00 0.02 0.02 0.00 < 0.005 < 0.005 - Vendor < 0.005 < 0.005 0.01 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.13. Building Construction (2031) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 1.10 0.92 8.12 12.8 0.02 0.24 - 0.24 0.22 - 0.22 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 1.10 0.92 8.12 12.8 0.02 0.24 - 0.24 0.22 - 0.22 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck 91.7 91.7 < 0.005 < 0.005 0.10 92.8 62.2 62.2 < 0.005 0.01 0.06 64.7 0.00 0.00 0.00 0.00 0.00 0.00 15.2 15.2 < 0.005 < 0.005 0.02 15.4 10.3 10.3 < 0.005 < 0.005 0.01 10.7 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 187 18/43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Average - - - - - - - - - - - - Daily Off-Roa 0.25 0.21 1.83 2.89 0.01 0.05 - 0.05 0.05 - 0.05 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.05 0.04 0.33 0.53 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.04 0.03 0.03 0.66 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - Vendor < 0.005 < 0.005 0.08 0.03 < 0.005 < 0.005 0.03 0.03 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.03 0.03 0.03 0.37 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - Vendor < 0.005 < 0.005 0.09 0.04 < 0.005 < 0.005 0.03 0.03 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.01 0.01 0.01 0.10 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor < 0.005 < 0.005 0.02 0.01 < 0.005 < 0.005 0.01 0.01 < 0.005 < 0.005 < 0.005 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - 19/43 539 539 0.02 < 0.005 - 541 0.00 0.00 0.00 0.00 0.00 0.00 89.3 89.3 < 0.005 < 0.005 - 89.6 0.00 0.00 0.00 0.00 0.00 0.00 139 139 < 0.005 < 0.005 0.28 140 84.4 84.4 < 0.005 0.01 0.16 88.1 0.00 0.00 0.00 0.00 0.00 0.00 118 118 < 0.005 < 0.005 0.01 120 84.5 84.5 < 0.005 0.01 < 0.005 88.1 0.00 0.00 0.00 0.00 0.00 0.00 28.4 28.4 < 0.005 < 0.005 0.03 28.8 19.0 19.0 < 0.005 < 0.005 0.02 19.8 0.00 0.00 0.00 0.00 0.00 0.00 - - - - -88 - SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Worker < 0.005 < 0.005 < 0.005 0.02 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - 4.71 4.71 < 0.005 < 0.005 < 0.005 4.77 Vendor < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 - 3.15 3.15 < 0.005 < 0.005 < 0.005 3.28 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.15. Paving (2028) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Dail - - - - - - - - - - - - - - - - - - yI Summer (Max) Off-Roa 0.82 0.69 6.63 9.91 0.01 0.26 - 0.26 0.24 - 0.24 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.82 0.69 6.63 9.91 0.01 0.26 - 0.26 0.24 - 0.24 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.55 0.46 4.47 6.69 0.01 0.17 - 0.17 0.16 - 0.16 - d Equipm ent 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,020 1,020 0.04 0.01 - 1,024 189 20 / 43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.10 0.08 0.82 1.22 < 0.005 0.03 - 0.03 0.03 - 0.03 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.07 0.06 0.06 1.16 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) Worker 0.05 0.05 0.06 0.65 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.04 0.04 0.04 0.55 0.00 0.00 0.13 0.13 0.00 0.03 0.03 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.01 0.01 0.01 0.10 0.00 0.00 0.02 0.02 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 21 / 43 0.00 0.00 0.00 0.00 0.00 0.00 169 169 0.01 < 0.005 - 169 0.00 0.00 0.00 0.00 0.00 0.00 210 210 < 0.005 0.01 0.57 212 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 179 179 < 0.005 0.01 0.01 181 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 129 129 < 0.005 < 0.005 0.17 131 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 21.3 21.3 < 0.005 < 0.005 0.03 21.6 0.00 0.00 0.00 0.00 0..000 0.00 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.17. Paving (2029) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Dail - - - - - - - - - - - - - - - - - - yI Summer (Max) Off-Roa 0.80 0.67 6.46 9.92 0.01 0.24 - 0.24 0.22 - 0.22 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.80 0.67 6.46 9.92 0.01 0.24 - 0.24 0.22 - 0.22 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.57 0.48 4.61 7.08 0.01 0.17 - 0.17 0.16 - 0.16 - d Equipm ent Paving 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,079 1,079 0.04 0.01 - 1,083 22 / 43 191 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.10 0.09 0.84 1.29 < 0.005 0.03 - 0.03 0.03 - 0.03 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.06 0.06 0.05 1.08 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) Worker 0.05 0.04 0.06 0.61 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.04 0.04 0.04 0.54 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.01 0.01 0.01 0.10 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 23 / 43 0.00 0.00 0.00 0.00 0.00 0.00 179 179 0.01 < 0.005 - 179 0.00 0.00 0.00 0.00 0.00 0.00 206 206 < 0.005 0.01 0.51 209 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 176 176 < 0.005 0.01 0.01 178 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 134 134 < 0.005 0.01 0.16 136 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 22.2 22.2 < 0.005 < 0.005 0.03 22.5 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0..00 0.00 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 3.19. Paving (2030) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite Daily, Summer (Max) Off-Roa 0.77 0.64 6.28 9.90 0.01 0.22 - 0.22 0.20 - 0.20 d Equipm ent Paving 0.00 0.00 - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - Winter (Max) Off-Roa 0.77 0.64 6.28 9.90 0.01 0.22 - 0.22 0.20 - 0.20 d Equipm ent Paving 0.00 0.00 - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - Daily Off-Roa 0.55 0.46 4.49 7.07 0.01 0.16 - 0.16 0.14 - 0.14 d Equipm ent Paving 0.00 0.00 - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,079 1,079 0.04 0.01 - 1,083 0.00 0.00 0.00 0.00 0.00 0.00 193 24 / 43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Off-Roa 0.10 0.08 0.82 1.29 < 0.005 0.03 - 0.03 0.03 - 0.03 - Equipment Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite Daily, Summer (Max) Worker 0.06 0.05 0.05 1.01 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.05 0.04 0.05 0.57 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.04 0.03 0.04 0.51 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual Worker 0.01 0.01 0.01 0.09 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.21. Paving (2031) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) 25 / 43 179 179 0.01 < 0.005 - 179 0.00 0.00 0.00 0.00 0.00 0.00 202 202 < 0.005 0.01 0.45 205 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 173 173 < 0.005 0.01 0.01 175 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 132 132 < 0.005 0.01 0.14 133 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 21.8 21.8 < 0.005 < 0.005 0.02 22.1 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Onsite Daily, Summer (Max) Off-Roa 0.75 0.63 6.13 9.88 0.01 0.21 - 0.21 0.19 - 0.19 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.75 0.63 6.13 9.88 0.01 0.21 - 0.21 0.19 - 0.19 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.17 0.14 1.38 2.22 < 0.005 0.05 - 0.05 0.04 - 0.04 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.03 0.03 0.25 0.41 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - 26 / 43 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 340 340 0.01 < 0.005 - 341 0.00 0.00 0.00 0.00 0.00 0.00 56.3 56.3 < 0.005 < 0.005 - 56.5 -M5 - SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.05 0.05 0.04 0.94 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) Worker 0.05 0.04 0.04 0.53 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.01 0.01 0.01 0.15 0.00 0.00 0.04 0.04 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.03 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.23. Architectural Coating (2028) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - 0.00 0.00 0.00 0.00 0.00 0.00 199 199 < 0.005 0.01 0.41 202 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 170 170 < 0.005 0.01 0.01 172 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 40.8 40.8 < 0.005 < 0.005 0.04 41.4 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 6.76 6.76 < 0.005 < 0.005 0.01 6.85 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 27 / 43 196 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.13 0.11 0.81 1.12 < 0.005 0.02 - 0.02 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 0.42 0.42 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - - - - Winter (Max) Off-Roa 0.13 0.11 0.81 1.12 < 0.005 0.02 - 0.02 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 0.42 0.42 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - Daily Off-Roa 0.09 0.07 0.55 0.76 < 0.005 0.01 - 0.01 0.01 - 0.01 - 90.1 90.1 < 0.005 < 0.005 - 90.5 d Equipm ent Architect 0.28 0.28 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck 197 28 / 43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Annual - - - - - - - - - - - - Off-Roa 0.02 0.01 0.10 0.14 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.05 0.05 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.01 0.01 0.01 0.16 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.01 0.01 0.01 0.09 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.01 0.01 0.01 0.08 0.00 0.00 0.02 0.02 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual Worker < 0.005 < 0.005 < 0.005 0.01 0.00 0.00 < 0.005 < 0.005 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 29 / 43 14.9 14.9 < 0.005 < 0.005 - 15.0 0.00 0.00 0.00 0.00 0.00 0.00 29.2 29.2 < 0.005 < 0.005 0.08 29.6 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 24.9 24.9 < 0.005 < 0.005 < 0.005 25.2 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 17.9 17.9 < 0.005 < 0.005 0.02 18.2 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 2.97 2.97 < 0.005 < 0.005 < 0.005 3.01 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 qgg 0.00 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 3.25. Architectural Coating (2029) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.12 0.10 0.79 1.11 < 0.005 0.01 - 0.01 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 0.42 0.42 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, Winter (Max) Off-Roa 0.12 0.10 0.79 1.11 < 0.005 0.01 - 0.01 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 0.42 0.42 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.09 0.07 0.57 0.79 < 0.005 0.01 - 0.01 0.01 - 0.01 - 95.4 95.4 < 0.005 < 0.005 - 95.7 d Equipm ent 199 30 / 43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Architect 0.30 0.30 - - - - - - - - - - Coatings Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - Off-Roa 0.02 0.01 0.10 0.14 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.05 0.05 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.01 0.01 0.01 0.15 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.01 0.01 0.01 0.09 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.01 0.01 0.01 0.08 0.00 0.00 0.02 0.02 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - 31 / 43 0.00 0.00 0.00 0.00 0.00 0.00 15.8 15.8 < 0.005 < 0.005 - 15.8 0.00 0.00 0.00 0.00 0.00 0.00 28.7 28.7 < 0.005 < 0.005 0.07 29.0 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 24.4 24.4 < 0.005 < 0.005 < 0.005 24.7 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 18.6 18.6 < 0.005 < 0.005 0.02 18.9 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - - - - 200 - SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Worker < 0.005 < 0.005 < 0.005 0.01 0.00 0.00 < 0.005 < 0.005 0.00 < 0.005 < 0.005 - 3.09 3.09 < 0.005 < 0.005 < 0.005 3.13 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.27. Architectural Coating (2030) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.12 0.10 0.78 1.11 < 0.005 0.01 - 0.01 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 0.42 0.42 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, Winter (Max) Off-Roa 0.12 0.10 0.78 1.11 < 0.005 0.01 - 0.01 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 0.42 0.42 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck 201 32 / 43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Average - - - - - - - - - - - - Daily Off-Roa 0.09 0.07 0.56 0.79 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Architect 0.30 0.30 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual Off-Roa 0.02 0.01 0.10 0.14 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.05 0.05 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.01 0.01 0.01 0.14 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.01 0.01 0.01 0.08 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 33 / 43 95.4 95.4 < 0.005 < 0.005 - 95.7 0.00 0.00 0.00 0.00 0.00 0.00 15.8 15.8 < 0.005 < 0.005 - 15.8 0.00 0.00 0.00 0.00 0.00 0.00 28.2 28.2 < 0.005 < 0.005 0.06 28.5 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 24.0 24.0 < 0.005 < 0.005 < 0.005 24.3 0.00 0.00 0.00 0.00 0.00 0.00 202 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker < 0.005 < 0.005 0.01 0.07 0.00 0.00 0.02 0.02 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.01 0.00 0.00 < 0.005 < 0.005 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.29. Architectural Coating (2031) - Unmitigated 0.00 0.00 0.00 0.00 0.00 0.00 18.3 18.3 < 0.005 < 0.005 0.02 18.6 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 3.03 3.03 < 0.005 < 0.005 < 0.005 3.07 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.12 0.10 0.78 1.10 < 0.005 0.01 - 0.01 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 0.42 0.42 - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - Winter (Max) 0.00 0.00 0.00 0.00 0.00 0.00 34 / 43 203 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Off-Roa 0.12 0.10 0.78 1.10 < 0.005 0.01 - 0.01 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm Architect 0.42 0.42 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.03 0.02 0.17 0.25 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 30.0 30.0 < 0.005 < 0.005 - 30.2 d Equipm ent Architect 0.09 0.09 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual Off-Roa < 0.005 < 0.005 0.03 0.05 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 4.97 4.97 < 0.005 < 0.005 - 4.99 d Equipm ent Architect 0.02 0.02 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Offsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Worker 0.01 0.01 0.01 0.13 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - 27.7 27.7 < 0.005 < 0.005 ZU4 28.1 35 / 43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Worker 0.01 0.01 0.01 0.07 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - 23.7 23.7 < 0.005 < 0.005 < 0.005 24.0 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Average Daily Worker < 0.005 < 0.005 < 0.005 0.02 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - 5.68 5.68 < 0.005 < 0.005 0.01 5.76 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual - - - - - - - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 < 0.005 0.00 0.00 < 0.005 < 0.005 0.00 < 0.005 < 0.005 - 0.94 0.94 < 0.005 < 0.005 < 0.005 0.95 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 4. Operations Emissions Details 4.10. Soil Carbon Accumulation By Vegetation Type 4.10.1. Soil Carbon Accumulation By Vegetation Type - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Total - - - - - - - - 205 36 / 43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Daily, — — — — — — — — — — — — — — — — — — Winter (Max) Total — — — — — — — — — — — — — — Annual — — — — Total — — — 4.10.2. Above and Belowground Carbon Accumulation by Land Use Type - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) EMEMEMEMEMEEMEMOMMI Daily, — — — — — — — — — — — — — — — — — — Summer (Max) Total — — — — — — — — — — — — — — Daily, — — — — — — — — — — — — — — — Winter (Max) Total — — — — — — — — — — — — — — — — — — Annual— — — — — — — — — — — — — — — — — — Total — — — — — — — — — — — — — — — — — — 4.10.3. Avoided and Sequestered Emissions by Species - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, — — — — — — — — — — — — — — Summer (Max) Avoided — — — — — — — — — — — — — — — — — — Subtotal — — — — — — — — — — — — — — — — — — Sequest — — — — — — — — — — — — — — — — — — ered 206 37 / 43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Subtotal Remove d Subtotal Daily, Winter (Max) Avoided Subtotal Sequest ered Subtotal Remove d Subtotal Annual — — — — Avoided — — — — Subtotal — — — — Sequest — — — — ered Subtotal — — — — Remove — — — — d Subtotal 5. Activity Data 38 / 43 207 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 5.1. Construction Schedule Demolition Demolition Grading Grading Building Construction Building Construction Paving Paving Architectural Coating Architectural Coating 5.2. Off -Road Equipment 5.2.1. Unmitigated Demolition Concrete/Industrial Diesel Saws Demolition Excavators Diesel Demolition Rubber Tired Dozers Diesel Grading Excavators Diesel Grading Graders Diesel Grading Rubber Tired Dozers Diesel Grading Tractors/Loaders/Back Diesel hoes Building Construction Cranes Diesel Building Construction Forklifts Diesel Building Construction Generator Sets Diesel Building Construction Tractors/Loaders/Back Diesel hoes Building Construction Welders Diesel Paving Pavers Diesel Paving Paving Equipment Diesel 11 /1 /2027 12/10/2027 5.00 30.0 - 12/11 /2027 1 /21 /2028 5.00 30.0 - 1 /22/2028 4/25/2031 5.00 850 - 1 /22/2028 4/25/2031 5.00 850 - 1 /22/2028 4/25/2031 5.00 850 - Average 1.00 8.00 33.0 0.73 Average 3.00 8.00 36.0 0.38 Average 2.00 8.00 367 0.40 Average 1.00 8.00 36.0 0.38 Average 1.00 8.00 148 0.41 Average 1.00 8.00 367 0.40 Average 3.00 8.00 84.0 0.37 Average 1.00 7.00 367 0.29 Average 3.00 8.00 82.0 0.20 Average 1.00 8.00 14.0 0.74 Average 3.00 7.00 84.0 0.37 Average 1.00 8.00 46.0 0.45 Average 2.00 8.00 81.0 0.42 Average 2.00 8.00 89.0 0.36208 39 / 43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Paving Rollers Diesel Average 2.00 8.00 36.0 0.38 Architectural Coating Air Compressors Diesel Average 1.00 6.00 37.0 0.48 5.3. Construction Vehicles 5.3.1. Unmitigated Grading Grading Worker 15.0 18.5 LDA,LDT1,LDT2 Grading Vendor — 10.2 HHDT,MHDT Grading Hauling 0.00 20.0 HHDT Grading Onsite truck — — HHDT Building Construction — — — — Building Construction Worker 10.4 18.5 LDA,LDT1,LDT2 Building Construction Vendor 3.10 10.2 HHDT,MHDT Building Construction Hauling 0.00 20.0 HHDT Building Construction Onsite truck — — HHDT Paving — — — — Paving Worker 15.0 18.5 LDA,LDT1,LDT2 Paving Vendor — 10.2 HHDT,MHDT Paving Hauling 0.00 20.0 HHDT Paving Onsite truck — — HHDT Architectural Coating — — — — Architectural Coating Worker 2.09 18.5 LDA,LDT1,LDT2 Architectural Coating Vendor — 10.2 HHDT,MHDT Architectural Coating Hauling 0.00 20.0 HHDT Architectural Coating Onsite truck — — HHDT Demolition — — — — 209 40/43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Demolition Worker 15.0 18.5 LDA,LDT1,LDT2 Demolition Vendor — 10.2 HHDT,MHDT Demolition Hauling 34.9 20.0 HHDT Demolition Onsite truck — — HHDT 5.4. Vehicles 5.4.1. Construction Vehicle Control Strategies Water unpaved roads twice daily 55% Limit vehicle speeds on unpaved roads to 25 mph 44% Sweep paved roads once per month 9% 5.5. Architectural Coatings Architectural Coating 114,514 38,171 5.6. Dust Mitigation 5.6.1. Construction Earthmoving Activities Demolition 0.00 0.00 Grading — — Paving 0.00 0.00 5.6.2. Construction Earthmoving Control Strategies 55% 44% 9% 0.00 0.00 0.00 91,045 — 30.0 0.00 — 0.00 0.00 0.32 41 / 43 210 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 Water Exposed Area 3 74% 74% Water Demolished Area 2 36% 36% 5.7. Construction Paving Single Family Housing h1I CYI 5.8. Construction Electricity Consumption and Emissions Factors kWh per Year and Emission Factor (lb/MWh) 0% 2027 0.00 457 0.03 < 0.005 2028 0.00 457 0.03 < 0.005 2029 0.00 457 0.03 < 0.005 2030 0.00 457 0.03 < 0.005 2031 0.00 457 0.03 < 0.005 5.18. Vegetation 5.18.1. Land Use Change 5.18.1.1. Unmitigated 5.18.1. Biomass Cover Type 5.18.1.1. Unmitigated 42 / 43 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 2) Custom Report, 7/17/2025 5.18.2. Sequestration 5.18.2.1. Unmitigated 8. User Changes to Default Data Land Use Construction: Construction Phases Planning Area 2 includes 29 single family homes. Assumed 10% of land use is landscaped. Construction estimated to take place from early 2027 to mid 2031. Building construction, paving, and architectural coating to occur intermittently as homes are constructed. 212 43/43 o4 Proposed Project Construction (Planning Area 6) 213 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report Table of Contents 1. Basic Project Information 1.1. Basic Project Information 1.2. Land Use Types 1.3. User -Selected Emission Reduction Measures by Emissions Sector 2. Emissions Summary 2.1. Construction Emissions Compared Against Thresholds 2.2. Construction Emissions by Year, Unmitigated 3. Construction Emissions Details 3.1. Grading (2027) - Unmitigated 3.3. Building Construction (2027) - Unmitigated 3.5. Building Construction (2028) - Unmitigated 3.7. Building Construction (2029) - Unmitigated 3.9. Paving (2027) - Unmitigated 3.11. Paving (2028) - Unmitigated 1 / 33 214 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 3.13. Paving (2029) - Unmitigated 3.15. Architectural Coating (2027) - Unmitigated 3.17. Architectural Coating (2028) - Unmitigated 3.19. Architectural Coating (2029) - Unmitigated 4. Operations Emissions Details 4.10. Soil Carbon Accumulation By Vegetation Type 4.10.1. Soil Carbon Accumulation By Vegetation Type - Unmitigated 4.10.2. Above and Belowground Carbon Accumulation by Land Use Type - Unmitigated 4.10.3. Avoided and Sequestered Emissions by Species - Unmitigated 5. Activity Data 5.1. Construction Schedule 5.2. Off -Road Equipment 5.2.1. Unmitigated 5.3. Construction Vehicles 5.3.1. Unmitigated 5.4. Vehicles 5.4.1. Construction Vehicle Control Strategies 5.5. Architectural Coatings 2/33 215 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 5.6. Dust Mitigation 5.6.1. Construction Earthmoving Activities 5.6.2. Construction Earthmoving Control Strategies 5.7. Construction Paving 5.8. Construction Electricity Consumption and Emissions Factors 5.18. Vegetation 5.18.1. Land Use Change 5.18.1.1. Unmitigated 5.18.1. Biomass Cover Type 5.18.1.1. Unmitigated 5.18.2. Sequestration 5.18.2.1. Unmitigated 8. User Changes to Default Data 3/33 216 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 1. Basic Project Information 1.1. Basic Project Information Project Name Construction Start Date Lead Agency Land Use Scale Analysis Level for Defaults Windspeed (m/s) Precipitation (days) Location County City Air District Air Basin TAZ EDFZ Electric Utility Gas Utility App Version 1.2. Land Use Types SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) 1 / 1 /2027 Project/site County 3.00 7.60 33.672095298053605,-116.2796035818008 Riverside -Salton Sea La Quinta South Coast AQMD Salton Sea 5651 19 Imperial Irrigation District Southern California Gas 2022.1.1.29 Condo/Townhouse 70.0 Dwelling Unit 4.38 74,200 7,420 — 226 4/33 217 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 1.3. User -Selected Emission Reduction Measures by Emissions Sector No measures selected 2. Emissions Summary 2.1. Construction Emissions Compared Against Thresholds Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, - - - - - - - - - - - - Summer (Max) Unmit. 3.22 2.82 16.9 29.6 0.04 0.60 1.12 1.72 0.55 0.26 0.82 - Daily, Winter (Max) Unmit. 3.16 2.77 16.9 26.8 0.04 0.60 2.04 2.64 0.55 0.94 1.49 - Average - - - - - - - - - - - - Daily (Max) Unmit. 2.17 1.92 11.6 19.6 0.03 0.42 0.85 1.27 0.39 0.24 0.63 - Annual (Max) Unmit. 0.40 0.35 2.12 3.57 0.01 0.08 0.16 0.23 0.07 0.04 0.11 - Exceeds (Daily Max) Threshol - 75.0 100 550 150 - - 150 - - 55.0 - d Unmit. - No No No No - - No - - No - Exceeds - - - - - - - - - - - - (Average Daily) 5,255 5,255 0.17 0.10 3.94 5,293 5,085 5,085 0.17 0.10 0.10 5,119 3,673 3,673 0.12 0.07 1.10 3,698 608 608 0.02 0.01 0.18 612 5/33 218 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Threshol - 75.0 100 550 150 - - 150 - - 55.0 - d Unmit. - No No No No - - No - - No - 2.2. Construction Emissions by Year, Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily - - - - - - - - - - - - - Summer (Max) 2027 3.22 2.82 16.9 29.6 0.04 0.60 1.12 1.72 0.55 0.26 0.82 - 2028 3.10 2.73 16.1 29.2 0.04 0.53 1.12 1.65 0.49 0.26 0.75 - 2029 3.00 2.67 15.6 28.7 0.04 0.49 1.12 1.61 0.45 0.26 0.71 - Daily - - - - - - - - - - - - - Winter (Max) 2027 3.16 2.77 16.9 26.8 0.04 0.60 2.04 2.64 0.55 0.94 1.49 - 2028 3.02 2.67 16.2 26.4 0.04 0.53 1.12 1.65 0.49 0.26 0.75 - 2029 2.96 2.58 15.6 26.2 0.04 0.49 1.12 1.61 0.45 0.26 0.71 - Average - - - - - - - - - - - - Daily 2027 2.12 1.86 11.6 18.6 0.03 0.42 0.85 1.27 0.39 0.24 0.63 - 2028 2.17 1.92 11.5 19.6 0.03 0.38 0.80 1.17 0.35 0.19 0.54 - 2029 1.73 1.54 9.10 15.7 0.02 0.29 0.65 0.93 0.26 0.15 0.42 - Annual - - - - - - - - - - - - 2027 0.39 0.34 2.12 3.40 < 0.005 0.08 0.16 0.23 0.07 0.04 0.11 - 2028 0.40 0.35 2.11 3.57 0.01 0.07 0.15 0.21 0.06 0.03 0.10 - 2029 0.32 0.28 1.66 2.87 < 0.005 0.05 0.12 0.17 0.05 0.03 0.08 - 5,255 5,255 0.17 0.10 3.94 5,293 5,228 5,228 0.17 0.10 3.56 5,266 5,201 5,201 0.17 0.10 3.21 5,238 5,085 5,085 0.17 0.10 0.10 5,119 5,062 5,062 0.17 0.10 0.09 5,096 5,038 5,038 0.17 0.10 0.08 5,072 3,445 3,445 0.12 0.06 1.08 3,468 3,673 3,673 0.12 0.07 1.10 3,698 2,976 2,976 0.10 0.06 0.81 2,996 570 570 0.02 0.01 0.18 574 608 608 0.02 0.01 0.18 612 493 493 0.02 0.01 0.13 496 6/33 219 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 3. Construction Emissions Details 3.1. Grading (2027) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - Winter (Max) Off-Roa 1.89 1.59 14.2 17.3 0.03 0.60 - 0.60 0.55 - 0.55 - 2,960 2,960 0.12 0.02 - 2,970 d Equipm ent Dust - - - - - - 1.84 1.84 - 0.89 0.89 - - - - - - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.16 0.13 1.17 1.42 < 0.005 0.05 - 0.05 0.05 - 0.05 - 243 243 0.01 < 0.005 - 244 d Equipm ent Dust - - - - - - 0.15 0.15 - 0.07 0.07 - - - - - - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual - - - - - - - - - - - - -220 - 7/33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Off-Roa 0.03 0.02 0.21 0.26 < 0.005 0.01 - 0.01 0.01 - 0.01 - Equipment Dust - - - - - - 0.03 0.03 - 0.01 0.01 - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - - Winter (Max) Worker 0.06 0.05 0.07 0.70 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.01 < 0.005 0.01 0.07 0.00 0.00 0.02 0.02 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.01 0.00 0.00 < 0.005 < 0.005 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.3. Building Construction (2027) - Unmitigated 40.3 40.3 < 0.005 < 0.005 - 40.4 0.00 0.00 0.00 0.00 0.00 0.00 182 182 < 0.005 0.01 0.02 184 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 16.0 16.0 < 0.005 < 0.005 0.02 16.2 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 2.65 2.65 < 0.005 < 0.005 < 0.005 2.68 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - 8/33 -221 - SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 1.23 1.03 9.39 12.9 0.02 0.34 - 0.34 0.31 - 0.31 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 1.23 1.03 9.39 12.9 0.02 0.34 - 0.34 0.31 - 0.31 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.76 0.64 5.81 8.00 0.01 0.21 - 0.21 0.19 - 0.19 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.14 0.12 1.06 1.46 < 0.005 0.04 - 0.04 0.03 - 0.03 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1,482 1,482 0.06 0.01 - 1,487 0.00 0.00 0.00 0.00 0.00 0.00 245 245 0.01 < 0.005 - 246 0.00 0.00 0.00 0.00 0.00 0.00 222 9/33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Worker 0.24 0.22 0.22 4.15 0.00 0.00 0.66 0.66 0.00 0.15 0.15 - Vendor 0.01 0.01 0.23 0.10 < 0.005 < 0.005 0.06 0.07 < 0.005 0.02 0.02 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.21 0.18 0.24 2.36 0.00 0.00 0.66 0.66 0.00 0.15 0.15 - Vendor 0.01 0.01 0.25 0.10 < 0.005 < 0.005 0.06 0.07 < 0.005 0.02 0.02 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.13 0.12 0.13 1.83 0.00 0.00 0.41 0.41 0.00 0.09 0.09 - Vendor 0.01 0.01 0.15 0.06 < 0.005 < 0.005 0.04 0.04 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.02 0.02 0.02 0.33 0.00 0.00 0.07 0.07 0.00 0.02 0.02 - Vendor < 0.005 < 0.005 0.03 0.01 < 0.005 < 0.005 0.01 0.01 < 0.005 < 0.005 < 0.005 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.5. Building Construction (2028) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite Daily, Summer (Max) Off-Roa 1.18 0.99 8.92 12.9 0.02 0.30 - 0.30 0.28 - 0.28 d Equipm ent 718 718 0.01 0.02 2.12 728 227 227 < 0.005 0.03 0.56 237 0.00 0.00 0.00 0.00 0.00 0.00 612 612 0.01 0.02 0.05 619 228 228 < 0.005 0.03 0.01 237 0.00 0.00 0.00 0.00 0.00 0.00 404 404 < 0.005 0.01 0.57 409 141 141 < 0.005 0.02 0.15 146 0.00 0.00 0.00 0.00 0.00 0.00 66.9 66.9 < 0.005 < 0.005 0.09 67.8 23.3 23.3 < 0.005 < 0.005 0.02 24.2 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,406 10/33 223 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 1.18 0.99 8.92 12.9 0.02 0.30 - 0.30 0.28 - 0.28 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.85 0.71 6.39 9.26 0.02 0.22 - 0.22 0.20 - 0.20 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.15 0.13 1.17 1.69 < 0.005 0.04 - 0.04 0.04 - 0.04 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.23 0.21 0.20 3.88 0.00 0.00 0.66 0.66 0.00 0.15 0.15 - Vendor 0.01 0.01 0.22 0.09 < 0.005 < 0.005 0.06 0.07 < 0.005 0.02 0.02 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,406 0.00 0.00 0.00 0.00 0.00 0.00 1,717 1,717 0.07 0.01 - 1,723 0.00 0.00 0.00 0.00 0.00 0.00 284 284 0.01 < 0.005 - 285 0.00 0.00 0.00 0.00 0.00 0.00 705 705 0.01 0.02 1.90 714 222 222 < 0.005 0.03 0.52 231 0.00 0.00 0.00 0.00 0.00 0.00 224 11 / 33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Worker 0.18 0.17 0.22 2.19 0.00 0.00 0.66 0.66 0.00 0.15 0.15 - Vendor 0.01 0.01 0.24 0.10 < 0.005 < 0.005 0.06 0.07 < 0.005 0.02 0.02 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.13 0.13 0.14 1.97 0.00 0.00 0.47 0.47 0.00 0.11 0.11 - Vendor 0.01 < 0.005 0.16 0.07 < 0.005 < 0.005 0.05 0.05 < 0.005 0.01 0.02 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.02 0.02 0.03 0.36 0.00 0.00 0.09 0.09 0.00 0.02 0.02 - Vendor < 0.005 < 0.005 0.03 0.01 < 0.005 < 0.005 0.01 0.01 < 0.005 < 0.005 < 0.005 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.7. Building Construction (2029) - Unmitigated 600 600 0.01 0.02 0.05 608 222 222 < 0.005 0.03 0.01 231 0.00 0.00 0.00 0.00 0.00 0.00 459 459 0.01 0.02 0.59 465 159 159 < 0.005 0.02 0.16 166 0.00 0.00 0.00 0.00 0.00 0.00 76.1 76.1 < 0.005 < 0.005 0.10 77.0 26.3 26.3 < 0.005 < 0.005 0.03 27.4 0.00 0.00 0.00 0.00 0.00 0.00 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 1.15 0.97 8.58 12.9 0.02 0.28 - 0.28 0.25 - 0.25 d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - Winter (Max) 2,397 2,397 0.10 0.02 - 2,405 12/33 225 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Off-Roa 1.15 0.97 8.58 12.9 0.02 0.28 - 0.28 0.25 - 0.25 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.67 0.56 5.00 7.52 0.01 0.16 - 0.16 0.15 - 0.15 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - Off-Roa 0.12 0.10 0.91 1.37 < 0.005 0.03 - 0.03 0.03 - 0.03 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite Daily, Summer (Max) Worker 0.20 0.20 0.17 3.62 0.00 0.00 0.66 0.66 0.00 0.15 0.15 - Vendor 0.01 0.01 0.21 0.09 < 0.005 < 0.005 0.06 0.07 < 0.005 0.02 0.02 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.17 0.14 0.19 2.06 0.00 0.00 0.66 0.66 0.00 0.15 0.15 - Vendor 0.01 0.01 0.23 0.09 < 0.005 < 0.005 0.06 0.07 < 0.005 0.02 0.02 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1,398 1,398 0.06 0.01 - 1,403 0.00 0.00 0.00 0.00 0.00 0.00 231 231 0.01 < 0.005 - 232 0.00 0.00 0.00 0.00 0.00 0.00 692 692 0.01 0.02 1.71 701 216 216 < 0.005 0.03 0.48 225 0.00 0.00 0.00 0.00 0.00 0.00 590 590 0.01 0.02 0.04 597 216 216 < 0.005 0.03 0.01 225 0.00 0.00 0.00 0.00 0.00 0.00 226 13/33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Average Daily Worker 0.10 0.10 0.10 1.49 0.00 0.00 0.38 0.38 0.00 0.09 0.09 - Vendor 0.01 < 0.005 0.13 0.05 < 0.005 < 0.005 0.04 0.04 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.02 0.02 0.02 0.27 0.00 0.00 0.07 0.07 0.00 0.02 0.02 - Vendor < 0.005 < 0.005 0.02 0.01 < 0.005 < 0.005 0.01 0.01 < 0.005 < 0.005 < 0.005 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.9. Paving (2027) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite Daily, Summer (Max) Off-Roa 0.79 0.66 6.09 8.83 0.01 0.24 - 0.24 0.22 - 0.22 d Equipm ent Paving 0.00 0.00 - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - Winter (Max) 367 367 < 0.005 0.01 0.43 372 126 126 < 0.005 0.02 0.12 131 0.00 0.00 0.00 0.00 0.00 0.00 60.8 60.8 < 0.005 < 0.005 0.07 61.6 20.9 20.9 < 0.005 < 0.005 0.02 21.7 0.00 0.00 0.00 0.00 0.00 0.00 1,350 1,350 0.05 0.01 - 1,355 0.00 0.00 0.00 0.00 0.00 0.00 Off-Roa 0.79 0.66 6.09 8.83 0.01 0.24 - 0.24 0.22 - 0.22 - 1,350 1,350 0.05 0.01 - 1,355 d Equipm ent Paving 0.00 0.00 - - - - - - - - - - - - - - - - 227 14/33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.49 0.41 3.76 5.46 0.01 0.15 - 0.15 0.14 - 0.14 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.09 0.07 0.69 1.00 < 0.005 0.03 - 0.03 0.03 - 0.03 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.10 0.09 0.09 1.65 0.00 0.00 0.26 0.26 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - Winter (Max) Worker 0.08 0.07 0.09 0.94 0.00 0.00 0.26 0.26 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily 0.00 0.00 0.00 0.00 0.00 0.00 835 835 0.03 0.01 - 838 0.00 0.00 0.00 0.00 0.00 0.00 138 138 0.01 < 0.005 - 139 0.00 0.00 0.00 0.00 0.00 0.00 285 285 < 0.005 0.01 0.84 289 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 243 243 < 0.005 0.01 0.02 246 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 228 15/33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Worker 0.05 0.05 0.05 0.72 0.00 0.00 0.16 0.16 0.00 0.04 0.04 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.01 0.01 0.01 0.13 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.11. Paving (2028) - Unmitigated 160 160 < 0.005 0.01 0.22 162 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 26.6 26.6 < 0.005 < 0.005 0.04 26.9 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.75 0.63 5.85 8.80 0.01 0.21 - 0.21 0.19 - 0.19 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.75 0.63 5.85 8.80 0.01 0.21 - 0.21 0.19 - 0.19 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck 1,350 1,350 0.05 0.01 - 1,355 0.00 0.00 0.00 0.00 0.00 0.00 1,350 1,350 0.05 0.01 - 1,355 0.00 0.00 0.00 0.00 0.00 0.00 229 16/33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Average - - - - - - - - - - - - Daily Off-Roa 0.53 0.45 4.19 6.30 0.01 0.15 - 0.15 0.14 - 0.14 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.10 0.08 0.76 1.15 < 0.005 0.03 - 0.03 0.03 - 0.03 - d Equipm ent Paving 0.00 0.00 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.09 0.08 0.08 1.54 0.00 0.00 0.26 0.26 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.07 0.07 0.09 0.87 0.00 0.00 0.26 0.26 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.05 0.05 0.06 0.78 0.00 0.00 0.19 0.19 0.00 0.04 0.04 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 17/33 967 967 0.04 0.01 - 970 0.00 0.00 0.00 0.00 0.00 0.00 160 160 0.01 < 0.005 - 161 0.00 0.00 0.00 0.00 0.00 0.00 280 280 < 0.005 0.01 0.76 283 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 238 238 < 0.005 0.01 0.02 241 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 182 182 < 0.005 0.01 0.23 185 0.00 0.00 0.00 0.00 ON 0.00 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual- - - - - - - - - - - - - - - - - - Worker 0.01 0.01 0.01 0.14 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - 30.2 30.2 < 0.005 < 0.005 0.04 30.6 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.13. Paving (2029) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.74 0.62 5.73 8.81 0.01 0.20 - 0.20 0.18 - 0.18 - 1,350 1,350 0.05 0.01 - 1,354 d Equipm ent Paving 0.00 0.00 - - - - - - - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Off-Roa 0.74 0.62 5.73 8.81 0.01 0.20 - 0.20 0.18 - 0.18 - 1,350 1,350 0.05 0.01 - 1,354 d Equipm ent Paving 0.00 0.00 - - - - - - - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily 231 18/33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Off-Roa 0.43 0.36 3.34 5.14 0.01 0.12 - 0.12 0.11 - 0.11 - d Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual Off-Roa 0.08 0.07 0.61 0.94 < 0.005 0.02 - 0.02 0.02 - 0.02 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.08 0.08 0.07 1.43 0.00 0.00 0.26 0.26 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) Worker 0.07 0.06 0.08 0.82 0.00 0.00 0.26 0.26 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.04 0.04 0.04 0.59 0.00 0.00 0.15 0.15 0.00 0.04 0.04 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - 19/33 787 787 0.03 0.01 - 790 0.00 0.00 0.00 0.00 0.00 0.00 130 130 0.01 < 0.005 - 131 0.00 0.00 0.00 0.00 0.00 0.00 275 275 < 0.005 0.01 0.68 278 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 234 234 < 0.005 0.01 0.02 237 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 146 146 < 0.005 0.01 0.17 148 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 232 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Worker 0.01 0.01 0.01 0.11 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - 24.1 24.1 < 0.005 < 0.005 0.03 24.4 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.15. Architectural Coating (2027) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.14 0.11 0.83 1.13 < 0.005 0.02 - 0.02 0.02 - 0.02 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 0.66 0.66 - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, Winter (Max) Off-Roa 0.14 0.11 0.83 1.13 < 0.005 0.02 - 0.02 0.02 - 0.02 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 0.66 0.66 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck 233 20 / 33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Average - - - - - - - - - - - - Daily Off-Roa 0.08 0.07 0.51 0.70 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Architect 0.41 0.41 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual Off-Roa 0.02 0.01 0.09 0.13 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.07 0.07 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.05 0.04 0.04 0.83 0.00 0.00 0.13 0.13 0.00 0.03 0.03 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.04 0.04 0.05 0.47 0.00 0.00 0.13 0.13 0.00 0.03 0.03 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 21 / 33 82.6 82.6 < 0.005 < 0.005 - 82.8 0.00 0.00 0.00 0.00 0.00 0.00 13.7 13.7 < 0.005 < 0.005 - 13.7 0.00 0.00 0.00 0.00 0.00 0.00 144 144 < 0.005 < 0.005 0.42 146 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 122 122 < 0.005 < 0.005 0.01 124 0.00 0.00 0.00 0.00 0.00 0.00 234 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.03 0.02 0.03 0.37 0.00 0.00 0.08 0.08 0.00 0.02 0.02 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.07 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.17. Architectural Coating (2028) - Unmitigated 0.00 0.00 0.00 0.00 0.00 0.00 80.8 80.8 < 0.005 < 0.005 0.11 81.9 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 13.4 13.4 < 0.005 < 0.005 0.02 13.6 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.13 0.11 0.81 1.12 < 0.005 0.02 - 0.02 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 0.66 0.66 - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - Winter (Max) 0.00 0.00 0.00 0.00 0.00 0.00 22 / 33 235 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Off-Roa 0.13 0.11 0.81 1.12 < 0.005 0.02 - 0.02 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm Architect 0.66 0.66 - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.09 0.08 0.58 0.80 < 0.005 0.01 - 0.01 0.01 - 0.01 - 95.6 95.6 < 0.005 < 0.005 - 96.0 d Equipm ent Architect 0.48 0.48 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual Off-Roa 0.02 0.01 0.11 0.15 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 15.8 15.8 < 0.005 < 0.005 - 15.9 d Equipm ent Architect 0.09 0.09 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Offsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Worker 0.05 0.04 0.04 0.78 0.00 0.00 0.13 0.13 0.00 0.03 0.03 - 141 141 < 0.005 < 0.005 Z3� 143 23 / 33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.04 0.03 0.04 0.44 0.00 0.00 0.13 0.13 0.00 0.03 0.03 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.03 0.03 0.03 0.39 0.00 0.00 0.09 0.09 0.00 0.02 0.02 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 0.01 0.07 0.00 0.00 0.02 0.02 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.19. Architectural Coating (2029) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - Daily, Summer (Max) Off-Roa 0.12 0.10 0.79 1.11 < 0.005 0.01 - d Equipm ent 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 120 120 < 0.005 < 0.005 0.01 122 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 91.9 91.9 < 0.005 < 0.005 0.12 93.0 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 15.2 15.2 < 0.005 < 0.005 0.02 15.4 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.01 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 24/33 237 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Architect 0.66 0.66 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Off-Roa 0.12 0.10 0.79 1.11 < 0.005 0.01 - 0.01 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 0.66 0.66 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average Daily Off-Roa 0.07 0.06 0.46 0.65 < 0.005 0.01 - 0.01 0.01 - 0.01 - 77.9 77.9 < 0.005 < 0.005 - 78.1 d Equipm ent Architect 0.39 0.39 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual- - - - - - - - - - - - - - - - - - Off-Roa 0.01 0.01 0.08 0.12 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 12.9 12.9 < 0.005 < 0.005 - 12.9 d Equipm ent 238 25 / 33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Architect 0.07 0.07 ural Coating Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite Daily, Summer (Max) Worker 0.04 0.04 0.03 0.72 0.00 0.00 0.13 0.13 0.00 0.03 0.03 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.03 0.03 0.04 0.41 0.00 0.00 0.13 0.13 0.00 0.03 0.03 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.02 0.02 0.02 0.30 0.00 0.00 0.08 0.08 0.00 0.02 0.02 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.05 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 4. Operations Emissions Details 4.10. Soil Carbon Accumulation By Vegetation Type 0.00 0.00 0.00 0.00 0.00 0.00 138 138 < 0.005 < 0.005 0.34 140 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 118 118 < 0.005 < 0.005 0.01 119 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 73.5 73.5 < 0.005 < 0.005 0.09 74.4 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 12.2 12.2 < 0.005 < 0.005 0.01 12.3 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 26 / 33 239 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 4.10.1. Soil Carbon Accumulation By Vegetation Type - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) MWEEMOMMEMEME Daily, — — — — — — — — — — — — — — — — — — Summer (Max) Total— — — — — — — — — — — — — — — — — — Daily, — — — — — — — — — — — — — — — — — — Winter (Max) Total — — — — — — — — — — — — — — — — — — Annual — — — — — — — — — — — — — — — — — — Total — — — — — — — 4.10.2. Above and Belowground Carbon Accumulation by Land Use Type - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, — — — — — — — — — — — — — — — — — — Summer (Max) Total — — — — — — — — — — — — — — — — — — Daily, — — — — — — — — — — — — — — — — — — Winter (Max) Total— — — — — — — — — — — — — — — — — — Annual— — — — — — — — — — — — — — — — — — Total— — — — — — — — — — — — — — — — — — 4.10.3. Avoided and Sequestered Emissions by Species - Unmitigated 240 27 / 33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, — — — — — — — — — — — — — — — — — — Summer (Max) Avoided Subtotal Sequest ered Subtotal Remove d Subtotal Daily, Winter (Max) Avoided Subtotal Sequest ered Subtotal Remove d Subtotal Annual Avoided Subtotal Sequest ered Subtotal — — — — — — — — — — — — — — — — -241 — 28 / 33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Remove - - - - Subtotal - - - - 5. Activity Data 5.1. Construction Schedule Grading Grading 1/1/2027 2/11/2027 5.00 30.0 - Building Construction Building Construction 2/19/2027 10/25/2029 5.00 700 - Paving Paving 2/19/2027 10/25/2029 5.00 700 - Architectural Coating Architectural Coating 2/19/2027 10/25/2029 5.00 700 - 5.2. Off -Road Equipment 5.2.1. Unmitigated Grading Excavators Diesel Average 1.00 8.00 36.0 0.38 Grading Graders Diesel Average 1.00 8.00 148 0.41 Grading Rubber Tired Dozers Diesel Average 1.00 8.00 367 0.40 Grading Tractors/Loaders/Back Diesel Average 3.00 8.00 84.0 0.37 hoes Building Construction Cranes Diesel Average 1.00 7.00 367 0.29 Building Construction Forklifts Diesel Average 3.00 8.00 82.0 0.20 Building Construction Generator Sets Diesel Average 1.00 8.00 14.0 0.74 Building Construction Tractors/Loaders/Back Diesel Average 3.00 7.00 84.0 0.37 hoes Building Construction Welders Diesel Average 1.00 8.00 46.0 0.45 242 29 / 33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Paving Pavers Diesel Average 1.00 8.00 81.0 0.42 Paving Paving Equipment Diesel Average 2.00 6.00 89.0 0.36 Paving Rollers Diesel Average 2.00 6.00 36.0 0.38 Paving Cement and Mortar Diesel Average 2.00 6.00 10.0 0.56 Mixers Paving Tractors/Loaders/Back Diesel Average 1.00 8.00 84.0 0.37 hoes Architectural Coating Air Compressors Diesel Average 1.00 6.00 37.0 0.48 5.3. Construction Vehicles 5.3.1. Unmitigated .- • per Day. - Grading - - - - Grading Worker 15.0 18.5 LDA,LDT1,LDT2 Grading Vendor - 10.2 HHDTMHDT Grading Hauling 0.00 20.0 HHDT Grading Onsite truck - - HHDT Building Construction - - - - Building Construction Worker 50.4 18.5 LDA,LDT1,LDT2 Building Construction Vendor 7.48 10.2 HHDTMHDT Building Construction Hauling 0.00 20.0 HHDT Building Construction Onsite truck - - HHDT Paving - - - - Paving Worker 20.0 18.5 LDA,LDT1,LDT2 Paving Vendor - 10.2 HHDTMHDT Paving Hauling 0.00 20.0 HHDT Paving Onsite truck - - HHDT Architectural Coating - - - - 243 30 / 33 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Architectural Coating Worker 10.1 18.5 LDA,LDT1,LDT2 Architectural Coating Vendor — 10.2 HHDT,MHDT Architectural Coating Hauling 0.00 20.0 HHDT Architectural Coating Onsite truck — — HHDT 5.4. Vehicles 5.4.1. Construction Vehicle Control Strategies Water unpaved roads twice daily 55% Limit vehicle speeds on unpaved roads to 25 mph 44% Sweep paved roads once per month 9% 5.5. Architectural Coatings Architectural Coating 150,255 50,085 5.6. Dust Mitigation 5.6.1. Construction Earthmoving Activities Grading — — Paving 0.00 0.00 5.6.2. Construction Earthmoving Control Strategies 55% 44% 9% 0.00 0.00 30.0 0.00 — 0.00 0.00 — 31 / 33 244 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 Water Exposed Area 3 74% 74% Water Demolished Area 2 36% 36% 5.7. Construction Paving Condo/Townhouse 5.8. Construction Electricity Consumption and Emissions Factors kWh per Year and Emission Factor (lb/MWh 0% 2027 0.00 457 0.03 < 0.005 2028 0.00 457 0.03 < 0.005 2029 0.00 457 0.03 < 0.005 5.18. Vegetation 5.18.1. Land Use Change 5.18.1.1. Unmitigated 5.18.1. Biomass Cover Type 5.18.1.1. Unmitigated 5.18.2. Sequestration 32/33 245 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 6) Custom Report, 7/18/2025 5.18.2.1. Unmitigated 8. User Changes to Default Data Land Use Construction: Construction Phases Construction estimated to take place from early 2027 to October 2029. Building construction, paving, and architectural coating to occur intermittently as condos are constructed. 246 33 / 33 nY Proposed Project Construction (Planning Area 7) 247 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report Table of Contents 1. Basic Project Information 1.1. Basic Project Information 1.2. Land Use Types 1.3. User -Selected Emission Reduction Measures by Emissions Sector 2. Emissions Summary 2.1. Construction Emissions Compared Against Thresholds 2.2. Construction Emissions by Year, Unmitigated 3. Construction Emissions Details 3.1. Grading (2030) - Unmitigated 3.3. Building Construction (2030) - Unmitigated 3.5. Building Construction (2031) - Unmitigated 3.7. Building Construction (2032) - Unmitigated 3.9. Building Construction (2033) - Unmitigated 3.11. Paving (2030) - Unmitigated 1 / 39 248 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 3.13. Paving (2031) - Unmitigated 3.15. Paving (2032) - Unmitigated 3.17. Paving (2033) - Unmitigated 3.19. Architectural Coating (2030) - Unmitigated 3.21. Architectural Coating (2031) - Unmitigated 3.23. Architectural Coating (2032) - Unmitigated 3.25. Architectural Coating (2033) - Unmitigated 4. Operations Emissions Details 4.10. Soil Carbon Accumulation By Vegetation Type 4.10.1. Soil Carbon Accumulation By Vegetation Type - Unmitigated 4.10.2. Above and Belowground Carbon Accumulation by Land Use Type - Unmitigated 4.10.3. Avoided and Sequestered Emissions by Species - Unmitigated 5. Activity Data 5.1. Construction Schedule 5.2. Off -Road Equipment 5.2.1. Unmitigated 5.3. Construction Vehicles 5.3.1. Unmitigated 2/39 249 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 5.4. Vehicles 5.4.1. Construction Vehicle Control Strategies 5.5. Architectural Coatings 5.6. Dust Mitigation 5.6.1. Construction Earthmoving Activities 5.6.2. Construction Earthmoving Control Strategies 5.7. Construction Paving 5.8. Construction Electricity Consumption and Emissions Factors 5.18. Vegetation 5.18.1. Land Use Change 5.18.1.1. Unmitigated 5.18.1. Biomass Cover Type 5.18.1.1. Unmitigated 5.18.2. Sequestration 5.18.2.1. Unmitigated 8. User Changes to Default Data KraR 250 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 1. Basic Project Information 1.1. Basic Project Information Project Name Construction Start Date Lead Agency Land Use Scale Analysis Level for Defaults Windspeed (m/s) Precipitation (days) Location County City Air District Air Basin TAZ EDFZ Electric Utility Gas Utility App Version 1.2. Land Use Types Single Family 93.0 Dwelling Unit 30.2 181,350 Housing SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) 1 / 1 /2030 Project/site County 3.00 7.60 33.672095298053605,-116.2796035818008 Riverside -Salton Sea La Quinta South Coast AQMD Salton Sea 5651 19 Imperial Irrigation District Southern California Gas 2022.1.1.29 18,135 — 300 4/39 251 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 1.3. User -Selected Emission Reduction Measures by Emissions Sector No measures selected 2. Emissions Summary 2.1. Construction Emissions Compared Against Thresholds Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, - - - - - - - - - - - - Summer (Max) Unmit. 3.63 3.28 15.9 27.7 0.04 0.50 0.81 1.30 0.46 0.19 0.65 - Daily, Winter (Max) Unmit. 3.60 3.24 21.7 27.6 0.06 0.88 2.65 3.54 0.81 1.01 1.83 - Average - - - - - - - - - - - - Daily (Max) Unmit. 2.54 2.29 12.1 19.2 0.03 0.40 0.80 1.20 0.37 0.24 0.61 - Annual (Max) Unmit. 0.46 0.42 2.21 3.50 0.01 0.07 0.15 0.22 0.07 0.04 0.11 - Exceeds (Daily Max) Threshol - 75.0 100 550 150 - - 150 - - 55.0 - d Unmit. - No No No No - - No - - No - Exceeds - - - - - - - - - - - - (Average Daily) 5,065 5,065 0.17 0.10 2.25 5,100 6,826 6,826 0.27 0.10 0.06 6,852 3,798 3,798 0.14 0.07 0.62 3,821 629 629 0.02 0.01 0.10 633 5/39 252 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Threshol - 75.0 100 550 150 - - 150 - - 55.0 - d Unmit. - No No No No - - No - - No - 2.2. Construction Emissions by Year, Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily - - - - - - - - - - - - - Summer (Max) 2030 3.63 3.28 15.9 27.7 0.04 0.50 0.81 1.30 0.46 0.19 0.65 - 2031 3.57 3.22 15.4 27.4 0.04 0.47 0.81 1.27 0.43 0.19 0.62 - 2032 3.51 3.17 15.0 27.1 0.04 0.44 0.81 1.24 0.40 0.19 0.59 - 2033 3.45 3.12 14.7 26.9 0.04 0.40 0.81 1.20 0.37 0.19 0.56 - Daily - - - - - - - - - - - - - Winter (Max) 2030 3.60 3.24 21.7 27.6 0.06 0.88 2.65 3.54 0.81 1.01 1.83 - 2031 3.54 3.19 15.5 25.9 0.04 0.47 0.81 1.27 0.43 0.19 0.62 - 2032 3.48 3.14 15.1 25.7 0.04 0.44 0.81 1.24 0.40 0.19 0.59 - 2033 3.41 3.10 14.8 25.6 0.04 0.40 0.81 1.20 0.37 0.19 0.56 - Average - - - - - - - - - - - - Daily 2030 2.54 2.26 12.1 19.2 0.03 0.40 0.80 1.20 0.37 0.24 0.61 - 2031 2.53 2.29 11.0 18.9 0.03 0.33 0.57 0.91 0.31 0.14 0.44 - 2032 2.50 2.26 10.8 18.7 0.03 0.31 0.57 0.89 0.29 0.14 0.42 - 2033 0.67 0.61 2.91 5.14 0.01 0.08 0.16 0.24 0.07 0.04 0.11 - Annual - - - - - - - - - - - - 2030 0.46 0.41 2.21 3.50 0.01 0.07 0.15 0.22 0.07 0.04 0.11 - 2031 0.46 0.42 2.02 3.44 0.01 0.06 0.10 0.17 0.06 0.02 0.08 - 6/39 5,065 5,065 0.17 0.10 2.25 5,100 5,044 5,044 0.17 0.10 2.02 5,080 5,026 5,026 0.17 0.07 1.80 5,054 5,009 5,009 0.17 0.07 1.60 5,036 6,826 6,826 0.27 0.10 0.06 6,852 4,937 4,937 0.17 0.10 0.05 4,970 4,921 4,921 0.17 0.09 0.05 4,953 4,905 4,905 0.17 0.09 0.04 4,937 3,798 3,798 0.14 0.06 0.61 3,821 3,557 3,557 0.12 0.07 0.62 3,581 3,554 3,554 0.12 0.07 0.56 3,578 978 978 0.03 0.01 0.14 983 629 629 0.02 0.01 0.10 633 589 589 0.02 0.01 0.10 593 253 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 2032 0.46 0.41 1.97 3.42 0.01 0.06 0.10 0.16 0.05 0.03 0.08 - 588 588 0.02 0.01 0.09 592 2033 0.12 0.11 0.53 0.94 < 0.005 0.01 0.03 0.04 0.01 0.01 0.02 - 162 162 0.01 < 0.005 0.02 163 3. Construction Emissions Details 3.1. Grading (2030) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 3.23 2.72 21.7 26.9 0.06 0.88 - 0.88 0.81 - 0.81 - 6,596 6,596 0.27 0.05 - 6,619 d Equipm ent Dust - - - - 2.39 2.39 - 0.95 0.95 - - - - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.40 0.34 2.67 3.31 0.01 0.11 - 0.11 0.10 - 0.10 - 813 813 0.03 0.01 - 816 d Equipm ent Dust - - - - - - 0.30 0.30 - 0.12 0.12 - - - - - - From Material Movement 254 7/39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.07 0.06 0.49 0.60 < 0.005 0.02 - 0.02 0.02 - 0.02 - d Equipm ent Dust - - - - - - 0.05 0.05 - 0.02 0.02 From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite Daily, Summer (Max) Daily, - - - - - - - - - - - - Winter (Max) Worker 0.06 0.06 0.07 0.76 0.00 0.00 0.26 0.26 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.01 0.01 0.01 0.12 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual Worker < 0.005 < 0.005 < 0.005 0.02 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 135 135 0.01 < 0.005 - 135 0.00 0.00 0.00 0.00 0.00 0.00 230 230 < 0.005 0.01 0.02 233 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 30.3 30.3 < 0.005 < 0.005 0.03 30.7 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5.02 5.02 < 0.005 < 0.005 0.01 5.08 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 255 8/39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 3.3. Building Construction (2030) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 1.12 0.94 8.39 12.9 0.02 0.26 - 0.26 0.24 - 0.24 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 1.12 0.94 8.39 12.9 0.02 0.26 - 0.26 0.24 - 0.24 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.66 0.56 4.96 7.61 0.01 0.15 - 0.15 0.14 - 0.14 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.12 0.10 0.91 1.39 < 0.005 0.03 - 0.03 0.03 - 0.03 - d Equipm ent 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1,417 1,417 0.06 0.01 - 1,421 0.00 0.00 0.00 0.00 0.00 0.00 235 235 0.01 < 0.005 - 235 9/39 256 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.13 0.11 0.10 2.25 0.00 0.00 0.44 0.44 0.00 0.10 0.10 - Vendor 0.01 0.01 0.27 0.12 < 0.005 < 0.005 0.09 0.09 < 0.005 0.02 0.03 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) Worker 0.11 0.09 0.11 1.27 0.00 0.00 0.44 0.44 0.00 0.10 0.10 - Vendor 0.01 0.01 0.29 0.12 < 0.005 < 0.005 0.09 0.09 < 0.005 0.02 0.03 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.07 0.06 0.07 0.94 0.00 0.00 0.26 0.26 0.00 0.06 0.06 - Vendor 0.01 < 0.005 0.17 0.07 < 0.005 < 0.005 0.05 0.05 < 0.005 0.01 0.02 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.01 0.01 0.01 0.17 0.00 0.00 0.05 0.05 0.00 0.01 0.01 - Vendor < 0.005 < 0.005 0.03 0.01 < 0.005 < 0.005 0.01 0.01 < 0.005 < 0.005 < 0.005 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.5. Building Construction (2031) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - 0.00 0.00 0.00 0.00 0.00 0.00 452 452 < 0.005 0.02 1.01 458 279 279 < 0.005 0.04 0.58 291 0.00 0.00 0.00 0.00 0.00 0.00 385 385 0.01 0.02 0.03 390 279 279 < 0.005 0.04 0.02 291 0.00 0.00 0.00 0.00 0.00 0.00 243 243 < 0.005 0.01 0.26 246 165 165 < 0.005 0.02 0.15 172 0.00 0.00 0.00 0.00 0.00 0.00 40.3 40.3 < 0.005 < 0.005 0.04 40.8 27.3 27.3 < 0.005 < 0.005 0.02 28.4 0.00 0.00 0.00 0.00 0.00 0.00 10/39 257 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 1.10 0.92 8.12 12.8 0.02 0.24 - 0.24 0.22 - 0.22 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 1.10 0.92 8.12 12.8 0.02 0.24 - 0.24 0.22 - 0.22 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.78 0.66 5.80 9.18 0.02 0.17 - 0.17 0.16 - 0.16 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.14 0.12 1.06 1.67 < 0.005 0.03 - 0.03 0.03 - 0.03 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1,712 1,712 0.07 0.01 - 1,718 0.00 0.00 0.00 0.00 0.00 0.00 283 283 0.01 < 0.005 - 284 0.00 0.00 0.00 0.00 0.00 0.00 258 11 / 39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Worker 0.12 0.10 0.10 2.10 0.00 0.00 0.44 0.44 0.00 0.10 0.10 - Vendor 0.01 0.01 0.26 0.11 < 0.005 < 0.005 0.09 0.09 < 0.005 0.02 0.03 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.10 0.09 0.10 1.19 0.00 0.00 0.44 0.44 0.00 0.10 0.10 - Vendor 0.01 0.01 0.28 0.12 < 0.005 < 0.005 0.09 0.09 < 0.005 0.02 0.03 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.08 0.07 0.07 1.06 0.00 0.00 0.31 0.31 0.00 0.07 0.07 - Vendor 0.01 0.01 0.20 0.08 < 0.005 < 0.005 0.06 0.06 < 0.005 0.02 0.02 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.01 0.01 0.01 0.19 0.00 0.00 0.06 0.06 0.00 0.01 0.01 - Vendor < 0.005 < 0.005 0.04 0.01 < 0.005 < 0.005 0.01 0.01 < 0.005 < 0.005 < 0.005 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.7. Building Construction (2032) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite Daily, Summer (Max) Off-Roa 1.07 0.90 7.87 12.8 0.02 0.22 - 0.22 0.21 - 0.21 d Equipm ent 445 445 < 0.005 0.02 0.90 450 271 271 < 0.005 0.04 0.53 283 0.00 0.00 0.00 0.00 0.00 0.00 379 379 < 0.005 0.02 0.02 384 271 271 < 0.005 0.04 0.01 282 0.00 0.00 0.00 0.00 0.00 0.00 289 289 < 0.005 0.01 0.28 293 194 194 < 0.005 0.03 0.16 202 0.00 0.00 0.00 0.00 0.00 0.00 47.9 47.9 < 0.005 < 0.005 0.05 48.5 32.0 32.0 < 0.005 < 0.005 0.03 33.4 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 12/39 259 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 1.07 0.90 7.87 12.8 0.02 0.22 - 0.22 0.21 - 0.21 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.77 0.64 5.64 9.16 0.02 0.16 - 0.16 0.15 - 0.15 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.14 0.12 1.03 1.67 < 0.005 0.03 - 0.03 0.03 - 0.03 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.11 0.10 0.09 1.98 0.00 0.00 0.44 0.44 0.00 0.10 0.10 - Vendor 0.01 0.01 0.25 0.11 < 0.005 < 0.005 0.09 0.09 < 0.005 0.02 0.03 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1,717 1,717 0.07 0.01 - 1,723 0.00 0.00 0.00 0.00 0.00 0.00 284 284 0.01 < 0.005 - 285 0.00 0.00 0.00 0.00 0.00 0.00 438 438 < 0.005 < 0.005 0.80 440 263 263 < 0.005 0.04 0.48 274 0.00 0.00 0.00 0.00 0.00 0.00 260 13/39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Worker 0.10 0.08 0.10 1.12 0.00 0.00 0.44 0.44 0.00 0.10 0.10 - Vendor 0.01 0.01 0.27 0.11 < 0.005 < 0.005 0.09 0.09 < 0.005 0.02 0.03 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.07 0.06 0.06 1.01 0.00 0.00 0.31 0.31 0.00 0.07 0.07 - Vendor 0.01 0.01 0.19 0.08 < 0.005 < 0.005 0.06 0.06 < 0.005 0.02 0.02 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.01 0.01 0.01 0.18 0.00 0.00 0.06 0.06 0.00 0.01 0.01 - Vendor < 0.005 < 0.005 0.03 0.01 < 0.005 < 0.005 0.01 0.01 < 0.005 < 0.005 < 0.005 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.9. Building Construction (2033) - Unmitigated 374 374 < 0.005 0.02 0.02 379 263 263 < 0.005 0.04 0.01 274 0.00 0.00 0.00 0.00 0.00 0.00 286 286 < 0.005 0.01 0.25 290 188 188 < 0.005 0.03 0.15 196 0.00 0.00 0.00 0.00 0.00 0.00 47.4 47.4 < 0.005 < 0.005 0.04 48.0 31.2 31.2 < 0.005 < 0.005 0.02 32.5 0.00 0.00 0.00 0.00 0.00 0.00 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 1.05 0.88 7.67 12.8 0.02 0.20 - 0.20 0.19 - 0.19 d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - Winter (Max) 2,397 2,397 0.10 0.02 - 2,405 14/39 261 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Off-Roa 1.05 0.88 7.67 12.8 0.02 0.20 - 0.20 0.19 - 0.19 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.21 0.17 1.52 2.53 < 0.005 0.04 - 0.04 0.04 - 0.04 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - Off-Roa 0.04 0.03 0.28 0.46 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite Daily, Summer (Max) Worker 0.11 0.09 0.07 1.87 0.00 0.00 0.44 0.44 0.00 0.10 0.10 - Vendor 0.01 0.01 0.25 0.11 < 0.005 < 0.005 0.09 0.09 < 0.005 0.02 0.03 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.08 0.08 0.09 1.05 0.00 0.00 0.44 0.44 0.00 0.10 0.10 - Vendor 0.01 0.01 0.26 0.11 < 0.005 < 0.005 0.09 0.09 < 0.005 0.02 0.03 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 474 474 0.02 < 0.005 - 475 0.00 0.00 0.00 0.00 0.00 0.00 78.4 78.4 < 0.005 < 0.005 - 78.7 0.00 0.00 0.00 0.00 0.00 0.00 432 432 < 0.005 < 0.005 0.71 434 255 255 < 0.005 0.04 0.43 266 0.00 0.00 0.00 0.00 0.00 0.00 369 369 < 0.005 0.02 0.02 374 256 256 < 0.005 0.04 0.01 266 0.00 0.00 0.00 0.00 0.00 0.00 262 15/39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Average - - - - - - - - - - - - Daily Worker 0.02 0.02 0.02 0.26 0.00 0.00 0.09 0.09 0.00 0.02 0.02 - Vendor < 0.005 < 0.005 0.05 0.02 < 0.005 < 0.005 0.02 0.02 < 0.005 < 0.005 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.05 0.00 0.00 0.02 0.02 0.00 < 0.005 < 0.005 - Vendor < 0.005 < 0.005 0.01 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 < 0.005 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.11. Paving (2030) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.77 0.64 6.28 9.90 0.01 0.22 - 0.22 0.20 - 0.20 d Equipm ent Paving 0.00 0.00 - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - Winter (Max) 77.9 77.9 < 0.005 < 0.005 0.06 78.1 50.5 50.5 < 0.005 0.01 0.04 52.6 0.00 0.00 0.00 0.00 0.00 0.00 12.9 12.9 < 0.005 < 0.005 0.01 12.9 8.36 8.36 < 0.005 < 0.005 0.01 8.71 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 Off-Roa 0.77 0.64 6.28 9.90 0.01 0.22 - 0.22 0.20 - 0.20 - 1,511 1,511 0.06 0.01 - 1,516 d Equipm ent Paving 0.00 0.00 - - - - - - - - - - - - - - - - 263 16/39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.45 0.38 3.71 5.85 0.01 0.13 - 0.13 0.12 - 0.12 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.08 0.07 0.68 1.07 < 0.005 0.02 - 0.02 0.02 - 0.02 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.06 0.05 0.05 1.01 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - Winter (Max) Worker 0.05 0.04 0.05 0.57 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily 0.00 0.00 0.00 0.00 0.00 0.00 893 893 0.04 0.01 - 896 0.00 0.00 0.00 0.00 0.00 0.00 148 148 0.01 < 0.005 - 148 0.00 0.00 0.00 0.00 0.00 0.00 202 202 < 0.005 0.01 0.45 205 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 173 173 < 0.005 0.01 0.01 175 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 264 17/39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Worker 0.03 0.03 0.03 0.42 0.00 0.00 0.12 0.12 0.00 0.03 0.03 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.01 < 0.005 0.01 0.08 0.00 0.00 0.02 0.02 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.13. Paving (2031) - Unmitigated 109 109 < 0.005 < 0.005 0.12 110 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 18.0 18.0 < 0.005 < 0.005 0.02 18.3 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.75 0.63 6.13 9.88 0.01 0.21 - 0.21 0.19 - 0.19 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.75 0.63 6.13 9.88 0.01 0.21 - 0.21 0.19 - 0.19 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 265 18/39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Average - - - - - - - - - - - - Daily Off-Roa 0.53 0.45 4.38 7.06 0.01 0.15 - 0.15 0.14 - 0.14 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.10 0.08 0.80 1.29 < 0.005 0.03 - 0.03 0.03 - 0.03 - d Equipm ent Paving 0.00 0.00 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.05 0.05 0.04 0.94 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.05 0.04 0.04 0.53 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.03 0.03 0.03 0.47 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 19/39 1,079 1,079 0.04 0.01 - 1,083 0.00 0.00 0.00 0.00 0.00 0.00 179 179 0.01 < 0.005 - 179 0.00 0.00 0.00 0.00 0.00 0.00 199 199 < 0.005 0.01 0.41 202 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 170 170 < 0.005 0.01 0.01 172 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 130 130 < 0.005 0.01 0.12 131 0.00 0.00 0.00 0.00 ON 0.00 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual- - - - - - - - - - - - - - - - - - Worker 0.01 0.01 0.01 0.09 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - 21.5 21.5 < 0.005 < 0.005 0.02 21.7 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.15. Paving (2032) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.72 0.61 6.00 9.86 0.01 0.20 - 0.20 0.18 - 0.18 - 1,511 1,511 0.06 0.01 - 1,516 d Equipm ent Paving 0.00 0.00 - - - - - - - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Off-Roa 0.72 0.61 6.00 9.86 0.01 0.20 - 0.20 0.18 - 0.18 - 1,511 1,511 0.06 0.01 - 1,516 d Equipm ent Paving 0.00 0.00 - - - - - - - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily 267 20 / 39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Off-Roa 0.52 0.44 4.30 7.06 0.01 0.14 - 0.14 0.13 - 0.13 - d Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual Off-Roa 0.09 0.08 0.78 1.29 < 0.005 0.03 - 0.03 0.02 - 0.02 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.05 0.04 0.04 0.89 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) Worker 0.04 0.04 0.04 0.50 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.03 0.03 0.03 0.45 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - 21 / 39 1,082 1,082 0.04 0.01 - 1,086 0.00 0.00 0.00 0.00 0.00 0.00 179 179 0.01 < 0.005 - 180 0.00 0.00 0.00 0.00 0.00 0.00 196 196 < 0.005 < 0.005 0.36 197 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 168 168 < 0.005 0.01 0.01 170 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 128 128 < 0.005 0.01 0.11 130 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 268 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Worker 0.01 0.01 < 0.005 0.08 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - 21.2 21.2 < 0.005 < 0.005 0.02 21.5 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.17. Paving (2033) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Dail - - - - - - - - - - - - - - - - - - yI Summer (Max) Off-Roa 0.70 0.59 5.91 9.84 0.01 0.18 - 0.18 0.17 - 0.17 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.70 0.59 5.91 9.84 0.01 0.18 - 0.18 0.17 - 0.17 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.14 0.12 1.17 1.94 < 0.005 0.04 - 0.04 0.03 - 0.03 - d Equipm ent 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 299 299 0.01 < 0.005 - 300 269 22 / 39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.03 0.02 0.21 0.35 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.05 0.04 0.03 0.84 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) Worker 0.04 0.04 0.04 0.47 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.01 0.01 0.01 0.12 0.00 0.00 0.04 0.04 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.02 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 23 / 39 0.00 0.00 0.00 0.00 0.00 0.00 49.4 49.4 < 0.005 < 0.005 - 49.6 0.00 0.00 0.00 0.00 0.00 0.00 194 194 < 0.005 < 0.005 0.32 194 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 165 165 < 0.005 0.01 0.01 168 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 34.9 34.9 < 0.005 < 0.005 0.03 35.0 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5.78 5.78 < 0.005 < 0.005 < 0.005 5.79 0.00 0.00 0.00 0.00 0.00 2700 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.19. Architectural Coating (2030) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.12 0.10 0.78 1.11 < 0.005 0.01 - 0.01 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.40 1.40 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, Winter (Max) Off-Roa 0.12 0.10 0.78 1.11 < 0.005 0.01 - 0.01 0.01 - 0.01 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.40 1.40 - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily 271 24/39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Off-Roa 0.07 0.06 0.46 0.65 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Architect 0.83 0.83 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.01 0.01 0.08 0.12 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.15 0.15 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.03 0.02 0.02 0.45 0.00 0.00 0.09 0.09 0.00 0.02 0.02 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.02 0.02 0.02 0.25 0.00 0.00 0.09 0.09 0.00 0.02 0.02 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.01 0.01 0.01 0.19 0.00 0.00 0.05 0.05 0.00 0.01 0.01 - 25 / 39 78.9 78.9 < 0.005 < 0.005 - 79.2 0.00 0.00 0.00 0.00 0.00 0.00 13.1 13.1 < 0.005 < 0.005 - 13.1 0.00 0.00 0.00 0.00 0.00 0.00 90.4 90.4 < 0.005 < 0.005 0.20 91.5 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 77.1 77.1 < 0.005 < 0.005 0.01 78.0 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 48.6 48.6 < 0.005 < 0.005 Q. 49.3 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.03 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.21. Architectural Coating (2031) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.12 0.10 0.78 1.10 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Architect 1.40 1.40 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, Winter (Max) Off-Roa 0.12 0.10 0.78 1.10 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 8.05 8.05 < 0.005 < 0.005 0.01 8.16 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 134 134 0.01 < 0.005 - 134 0.00 0.00 0.00 0.00 0.00 0.00 134 134 0.01 < 0.005 - 134 26 / 39 273 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Architect 1.40 1.40 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.08 0.07 0.55 0.79 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Architect 1.00 1.00 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.02 0.01 0.10 0.14 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.18 0.18 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite Daily, Summer (Max) Worker 0.02 0.02 0.02 0.42 0.00 0.00 0.09 0.09 0.00 0.02 0.02 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 27 / 39 0.00 0.00 0.00 0.00 0.00 0.00 95.4 95.4 < 0.005 < 0.005 - 95.7 0.00 0.00 0.00 0.00 0.00 0.00 15.8 15.8 < 0.005 < 0.005 - 15.8 0.00 0.00 0.00 0.00 0.00 0.00 88.9 88.9 < 0.005 < 0.005 0.18 90.1 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 274 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - Winter (Max) Worker 0.02 0.02 0.02 0.24 0.00 0.00 0.09 0.09 0.00 0.02 0.02 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.02 0.01 0.01 0.21 0.00 0.00 0.06 0.06 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual Worker < 0.005 < 0.005 < 0.005 0.04 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.23. Architectural Coating (2032) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual Onsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.11 0.09 0.77 1.10 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Architect 1.40 1.40 - - - - - - ural Coating s 75.9 75.9 < 0.005 < 0.005 < 0.005 76.8 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 57.9 57.9 < 0.005 < 0.005 0.06 58.6 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 9.58 9.58 < 0.005 < 0.005 0.01 9.70 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 134 134 0.01 < 0.005 - 134 28 / 39 275 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.11 0.09 0.77 1.10 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Architect 1.40 1.40 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.08 0.07 0.55 0.79 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Architect 1.00 1.00 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual Off-Roa 0.01 0.01 0.10 0.14 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.18 0.18 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck 29 / 39 0.00 0.00 0.00 0.00 0.00 0.00 134 134 0.01 < 0.005 - 134 0.00 0.00 0.00 0.00 0.00 0.00 95.6 95.6 < 0.005 < 0.005 - 95.9 0.00 0.00 0.00 0.00 0.00 0.00 15.8 15.8 < 0.005 < 0.005 - 15.9 0.00 0.00 0.00 0.00 0.00 0.00 276 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Offsite Daily, Summer (Max) Worker 0.02 0.02 0.02 0.40 0.00 0.00 0.09 0.09 0.00 0.02 0.02 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) Worker 0.02 0.02 0.02 0.22 0.00 0.00 0.09 0.09 0.00 0.02 0.02 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.01 0.01 0.01 0.20 0.00 0.00 0.06 0.06 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.04 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.25. Architectural Coating (2033) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Location TOG I ROG I NOx CO S02 PM10E PM10D PM10T PM2.5E PM2.5D PM2.5T BCO2 • D. Summer 87.7 87.7 < 0.005 < 0.005 0.16 88.0 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 74.8 74.8 < 0.005 < 0.005 < 0.005 75.8 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 57.2 57.2 < 0.005 < 0.005 0.05 58.0 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 9.47 9.47 < 0.005 < 0.005 0.01 9.60 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 30 / 39 277 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Off-Roa 0.11 0.09 0.76 1.10 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Architect 1.40 1.40 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.11 0.09 0.76 1.10 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Architect 1.40 1.40 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average Daily Off-Roa 0.02 0.02 0.15 0.22 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.28 0.28 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa < 0.005 < 0.005 0.03 0.04 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent 134 134 0.01 < 0.005 - 134 0.00 0.00 0.00 0.00 0.00 0.00 134 134 0.01 < 0.005 - 134 0.00 0.00 0.00 0.00 0.00 0.00 26.4 26.4 < 0.005 < 0.005 - 26.5 0.00 0.00 0.00 0.00 0.00 0.00 4.37 4.37 < 0.005 < 0.005 - 4.38 278 31 / 39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Architect 0.05 0.05 Coatings Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - Daily, - Summer (Max) Worker 0.02 0.02 0.01 0.37 0.00 0.00 0.09 0.09 0.00 0.02 0.02 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.02 0.02 0.02 0.21 0.00 0.00 0.09 0.09 0.00 0.02 0.02 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker < 0.005 < 0.005 < 0.005 0.05 0.00 0.00 0.02 0.02 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual Worker < 0.005 < 0.005 < 0.005 0.01 0.00 0.00 < 0.005 < 0.005 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 4. Operations Emissions Details 4.10. Soil Carbon Accumulation By Vegetation Type 0.00 0.00 0.00 0.00 0.00 0.00 86.5 86.5 < 0.005 < 0.005 0.14 86.8 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 73.8 73.8 < 0.005 < 0.005 < 0.005 74.8 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 15.6 15.6 < 0.005 < 0.005 0.01 15.6 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 2.58 2.58 < 0.005 < 0.005 < 0.005 2.59 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 32 / 39 279 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 4.10.1. Soil Carbon Accumulation By Vegetation Type - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) MWEEMOMMEMEME Daily, — — — — — — — — — — — — — — — — — — Summer (Max) Total— — — — — — — — — — — — — — — — — — Daily, — — — — — — — — — — — — — — — — — — Winter (Max) Total — — — — — — — — — — — — — — — — — — Annual — — — — — — — — — — — — — — — — — — Total — — — — — — — 4.10.2. Above and Belowground Carbon Accumulation by Land Use Type - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, — — — — — — — — — — — — — — — — — — Summer (Max) Total — — — — — — — — — — — — — — — — — — Daily, — — — — — — — — — — — — — — — — — — Winter (Max) Total— — — — — — — — — — — — — — — — — — Annual— — — — — — — — — — — — — — — — — — Total— — — — — — — — — — — — — — — — — — 4.10.3. Avoided and Sequestered Emissions by Species - Unmitigated 280 33 / 39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, — — — — — — — — — — — — — — — — — — Summer (Max) Avoided Subtotal Sequest ered Subtotal Remove d Subtotal Daily, Winter (Max) Avoided Subtotal Sequest ered Subtotal Remove d Subtotal Annual Avoided Subtotal Sequest ered Subtotal — — — — — — — — — — — — — — — — 281 — 34/39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Remove - - - - Subtotal - - - - 5. Activity Data 5.1. Construction Schedule Grading Grading 1/1/2030 3/4/2030 5.00 45.0 - Building Construction Building Construction 3/5/2030 4/11/2033 5.00 810 - Paving Paving 3/5/2030 4/11/2033 5.00 810 - Architectural Coating Architectural Coating 3/5/2030 4/11/2033 5.00 810 - 5.2. Off -Road Equipment 5.2.1. Unmitigated Equipment Type Number per Day Hours Per Day Horsepower Grading Excavators Diesel Average 2.00 8.00 36.0 0.38 Grading Graders Diesel Average 1.00 8.00 148 0.41 Grading Rubber Tired Dozers Diesel Average 1.00 8.00 367 0.40 Grading Tractors/Loaders/Back Diesel Average 2.00 8.00 84.0 0.37 hoes Grading Scrapers Diesel Average 2.00 8.00 423 0.48 Building Construction Cranes Diesel Average 1.00 7.00 367 0.29 Building Construction Forklifts Diesel Average 3.00 8.00 82.0 0.20 Building Construction Generator Sets Diesel Average 1.00 8.00 14.0 0.74 Building Construction Tractors/Loaders/Back Diesel Average 3.00 7.00 84.0 0.37 hoes 282 35 / 39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Building Construction Welders Diesel Average 1.00 8.00 46.0 0.45 Paving Pavers Diesel Average 2.00 8.00 81.0 0.42 Paving Paving Equipment Diesel Average 2.00 8.00 89.0 0.36 Paving Rollers Diesel Average 2.00 8.00 36.0 0.38 Architectural Coating Air Compressors Diesel Average 1.00 6.00 37.0 0.48 5.3. Construction Vehicles 5.3.1. Unmitigated Grading Grading Worker 20.0 18.5 LDA,LDT1,LDT2 Grading Vendor - 10.2 HHDT,MHDT Grading Hauling 0.00 20.0 HHDT Grading Onsite truck - - HHDT Building Construction - - - - Building Construction Worker 33.5 18.5 LDA,LDT1,LDT2 Building Construction Vendor 9.94 10.2 HHDT,MHDT Building Construction Hauling 0.00 20.0 HHDT Building Construction Onsite truck - - HHDT Paving - - - - Paving Worker 15.0 18.5 LDA,LDT1,LDT2 Paving Vendor - 10.2 HHDT,MHDT Paving Hauling 0.00 20.0 HHDT Paving Onsite truck - - HHDT Architectural Coating - - - - Architectural Coating Worker 6.70 18.5 LDA,LDT1,LDT2 Architectural Coating Vendor - 10.2 HHDT,MHDT 283 36 / 39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 Architectural Coating Hauling 0.00 20.0 HHDT Architectural Coating Onsite truck — — HHDT 5.4. Vehicles 5.4.1. Construction Vehicle Control Strategies Control Strategies Applied PM10 Reduction PM2.5 Reduction Water unpaved roads twice daily 55% 55% Limit vehicle speeds on unpaved roads to 25 mph 44% 44% Sweep paved roads once per month 9% 9% 5.5. Architectural Coatings Residential Interior Area Residential Exterior Area Non -Residential Interior Area Parking Area Coated (sq ft) Coated (sq ft) Coated (sq ft) Coated (sq ft) Coated (sq ft) Architectural Coating 367,234 122,411 0.00 0.00 — 5.6. Dust Mitigation 5.6.1. Construction Earthmoving Activities Material Imported (cy) Material Exported (cy) Acres Graded (acres) Material Demolished (sq. ft.) Acres Paved (acres) Grading — — 135 0.00 — Paving 0.00 0.00 0.00 0.00 1.02 5.6.2. Construction Earthmoving Control Strategies Control Strategies Applied Frequency (per day) PM10 Reduction PM2.5 Reduction Water Exposed Area 3 74% 74% Water Demolished Area 2 36% 36% 284 37 / 39 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 5.7. Construction Paving Single Family Housing 1.02 0% 5.8. Construction Electricity Consumption and Emissions Factors kWh per Year and Emission Factor (lb/MWh) 2030 0.00 457 0.03 < 0.005 2031 0.00 457 0.03 < 0.005 2032 0.00 457 0.03 < 0.005 2033 0.00 457 0.03 < 0.005 5.18. Vegetation 5.18.1. Land Use Change 5.18.1.1. Unmitigated 5.18.1. Biomass Cover Type 5.18.1.1. Unmitigated 5.18.2. Sequestration 5.18.2.1. Unmitigated 38 / 39 285 SilverRock Resort Proposed Project Construction Phase 1 (Planning Area 7) Custom Report, 7/18/2025 8. User Changes to Default Data Land Use Construction: Construction Phases Planning Area 7 includes 93 single family homes. Assumed 10% of land use is landscaped. Construction estimated to take place from 2030 to April 2033. Building construction, paving, and architectural coating to occur intermittently as homes are constructed. 286 39 / 39 nY Proposed Project Construction (Planning Area 8) 287 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report Table of Contents 1. Basic Project Information 1.1. Basic Project Information 1.2. Land Use Types 1.3. User -Selected Emission Reduction Measures by Emissions Sector 2. Emissions Summary 2.1. Construction Emissions Compared Against Thresholds 2.2. Construction Emissions by Year, Unmitigated 3. Construction Emissions Details 3.1. Grading (2035) - Unmitigated 3.3. Grading (2036) - Unmitigated 3.5. Building Construction (2036) - Unmitigated 3.7. Building Construction (2037) - Unmitigated 3.9. Building Construction (2038) - Unmitigated 3.11. Building Construction (2039) - Unmitigated 1 / 79 288 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 3.13. Building Construction (2040) - Unmitigated 3.15. Building Construction (2041) - Unmitigated 3.17. Building Construction (2042) - Unmitigated 3.19. Building Construction (2043) - Unmitigated 3.21. Building Construction (2044) - Unmitigated 3.23. Building Construction (2045) - Unmitigated 3.25. Paving (2036) - Unmitigated 3.27. Paving (2037) - Unmitigated 3.29. Paving (2038) - Unmitigated 3.31. Paving (2039) - Unmitigated 3.33. Paving (2040) - Unmitigated 3.35. Paving (2041) - Unmitigated 3.37. Paving (2042) - Unmitigated 3.39. Paving (2043) - Unmitigated 3.41. Paving (2044) - Unmitigated 3.43. Paving (2045) - Unmitigated 3.45. Architectural Coating (2036) - Unmitigated 3.47. Architectural Coating (2037) - Unmitigated 2/79 289 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 3.49. Architectural Coating (2038) - Unmitigated 3.51. Architectural Coating (2039) - Unmitigated 3.53. Architectural Coating (2040) - Unmitigated 3.55. Architectural Coating (2041) - Unmitigated 3.57. Architectural Coating (2042) - Unmitigated 3.59. Architectural Coating (2043) - Unmitigated 3.61. Architectural Coating (2044) - Unmitigated 3.63. Architectural Coating (2045) - Unmitigated 4. Operations Emissions Details 4.10. Soil Carbon Accumulation By Vegetation Type 4.10.1. Soil Carbon Accumulation By Vegetation Type - Unmitigated 4.10.2. Above and Belowground Carbon Accumulation by Land Use Type - Unmitigated 4.10.3. Avoided and Sequestered Emissions by Species - Unmitigated 5. Activity Data 5.1. Construction Schedule 5.2. Off -Road Equipment 5.2.1. Unmitigated 5.3. Construction Vehicles 3/79 290 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 5.3.1. Unmitigated 5.4. Vehicles 5.4.1. Construction Vehicle Control Strategies 5.5. Architectural Coatings 5.6. Dust Mitigation 5.6.1. Construction Earthmoving Activities 5.6.2. Construction Earthmoving Control Strategies 5.7. Construction Paving 5.8. Construction Electricity Consumption and Emissions Factors 5.18. Vegetation 5.18.1. Land Use Change 5.18.1.1. Unmitigated 5.18.1. Biomass Cover Type 5.18.1.1. Unmitigated 5.18.2. Sequestration 5.18.2.1. Unmitigated 8. User Changes to Default Data 4/79 291 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 1. Basic Project Information 1.1. Basic Project Information Project Name Construction Start Date Lead Agency Land Use Scale Analysis Level for Defaults Windspeed (m/s) Precipitation (days) Location County City Air District Air Basin TAZ EDFZ Electric Utility Gas Utility App Version 1.2. Land Use Types Golf Course 18.0 Hole 126 0.00 Single Family 253 Dwelling Unit 82.1 493,350 Housing SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) 1 /1 /2035 Project/site County 3.00 7.60 33.672095298053605,-116.2796035818008 Riverside -Salton Sea La Quinta South Coast AQMD Salton Sea 5651 19 Imperial Irrigation District Southern California Gas 2022.1.1.29 0.00 0.00 49,335 — 300 — 817 — 292 5/79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 General Office 40.0 1000sgft 0.92 40,000 4,000 - Building 1.3. User -Selected Emission Reduction Measures by Emissions Sector No measures selected 2. Emissions Summary 2.1. Construction Emissions Compared Against Thresholds Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, - - - - - - - - - - Summer (Max) Unmit. 3.56 3.27 16.9 30.1 0.06 0.62 2.65 3.28 0.57 1.01 1.58 - Daily, - - - - - - - - - - - - Winter (Max) Unmit. 3.56 3.27 16.9 27.6 0.06 0.62 2.65 3.28 0.57 1.01 1.58 - Average - - - - - - - - - - - - Daily (Max) Unmit. 2.52 2.32 12.0 20.1 0.04 0.45 1.90 2.34 0.41 0.72 1.13 - Annual (Max) Unmit. 0.46 0.42 2.20 3.68 0.01 0.08 0.35 0.43 0.07 0.13 0.21 - Exceeds - - - - - - - - - - - - (Daily Max) Threshol - 75.0 100 550 150 - - 150 - - 55.0 - d Unmit. - No No No No - - No - - No - 6,848 6,848 0.27 0.15 2.54 6,872 6,812 6,812 0.27 0.15 0.08 6,835 4,876 4,876 0.19 0.10 0.78 4,892 807 807 0.03 0.02 0.13 810 6/79 293 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Exceeds - - - - - - - - - - - - - - (Average Daily) Threshol - 75.0 100 550 150 - - 150 - - 55.0 - - - d Unmit. - No No No No - - No - - No - - - 2.2. Construction Emissions by Year, Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Dail - - - - - - - - - - - - - - - Y Summer (Max) 2035 2.86 2.41 16.9 25.6 0.06 0.62 2.65 3.28 0.57 1.01 1.58 - 2036 2.76 2.33 15.9 25.1 0.06 0.58 2.65 3.23 0.53 1.01 1.54 - 2037 3.56 3.27 14.2 30.1 0.05 0.30 2.11 2.41 0.28 0.51 0.79 - 2038 3.52 3.24 14.0 29.9 0.05 0.28 2.11 2.40 0.25 0.51 0.76 - 2039 3.49 3.21 13.8 29.7 0.05 0.27 2.11 2.39 0.25 0.51 0.75 - 2040 3.46 3.19 13.7 29.5 0.05 0.27 2.11 2.38 0.24 0.51 0.75 - 2041 3.44 3.11 13.5 29.2 0.05 0.26 2.11 2.37 0.23 0.51 0.74 - 2042 3.42 3.09 13.4 29.1 0.05 0.25 2.11 2.36 0.22 0.51 0.73 - 2043 3.40 3.07 13.3 28.9 0.05 0.23 2.11 2.33 0.21 0.51 0.72 - 2044 3.37 3.05 13.2 28.8 0.05 0.22 2.11 2.33 0.20 0.51 0.71 - 2045 3.35 3.03 13.1 28.6 0.05 0.21 2.11 2.31 0.19 0.51 0.70 - Daily - - - - - - - - - - - - - Winter (Max) 2035 2.86 2.41 16.9 25.2 0.06 0.62 2.65 3.28 0.57 1.01 1.58 - 2036 3.56 3.27 15.9 27.6 0.06 0.58 2.65 3.23 0.53 1.01 1.54 - 2037 3.51 3.23 14.3 27.3 0.05 0.30 2.11 2.41 0.28 0.51 0.79 - 2038 3.48 3.20 14.1 27.2 0.05 0.28 2.11 2.40 0.25 0.51 0.76 - 7/79 6,848 6,848 0.27 0.05 0.33 6,872 6,846 6,846 0.27 0.05 0.29 6,869 6,547 6,547 0.19 0.15 2.54 6,598 6,533 6,533 0.19 0.15 2.19 6,584 6,506 6,506 0.19 0.15 1.87 6,556 6,482 6,482 0.18 0.15 1.59 6,532 6,460 6,460 0.18 0.15 1.35 6,510 6,441 6,441 0.18 0.14 1.14 6,488 6,424 6,424 0.18 0.14 0.96 6,470 6,409 6,409 0.18 0.14 0.81 6,455 6,395 6,395 0.18 0.14 0.67 6,442 6,812 6,812 0.27 0.05 0.01 6,835 6,809 6,809 0.27 0.15 0.08 6,833 6,296 6,296 0.19 0.15 0.07 6,344 6,282 6,282 0.19 0.15 ON 6,331 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 2039 3.45 3.12 13.9 27.0 0.05 0.27 2.11 2.39 0.25 0.51 2040 3.43 3.09 13.8 26.9 0.05 0.27 2.11 2.38 0.24 0.51 2041 3.41 3.08 13.6 26.7 0.05 0.26 2.11 2.37 0.23 0.51 2042 3.39 3.06 13.5 26.6 0.05 0.25 2.11 2.36 0.22 0.51 2043 3.37 3.04 13.4 26.5 0.05 0.23 2.11 2.33 0.21 0.51 2044 3.30 3.03 13.3 26.4 0.05 0.22 2.11 2.33 0.20 0.51 2045 3.27 3.00 13.2 26.3 0.05 0.21 2.11 2.31 0.19 0.51 Average - - - - - - - - - - Daily 2035 2.04 1.72 12.0 18.1 0.04 0.45 1.90 2.34 0.41 0.72 2036 2.11 1.82 11.2 18.3 0.04 0.37 1.81 2.19 0.34 0.64 2037 2.52 2.32 10.2 20.1 0.03 0.22 1.50 1.71 0.20 0.36 2038 2.49 2.29 10.0 20.1 0.03 0.20 1.50 1.70 0.18 0.36 2039 2.47 2.27 9.90 19.9 0.03 0.20 1.50 1.70 0.18 0.36 2040 2.46 2.22 9.84 19.9 0.03 0.19 1.51 1.70 0.17 0.36 2041 2.44 2.20 9.68 19.7 0.03 0.18 1.50 1.68 0.16 0.36 2042 2.43 2.19 9.61 19.6 0.03 0.18 1.50 1.68 0.16 0.36 2043 2.41 2.18 9.54 19.5 0.03 0.16 1.50 1.66 0.15 0.36 2044 2.41 2.17 9.50 19.5 0.03 0.16 1.50 1.66 0.15 0.36 2045 1.61 1.48 6.47 13.3 0.02 0.10 1.03 1.13 0.09 0.25 Annual 2035 0.37 0.31 2.20 3.30 0.01 0.08 0.35 0.43 0.07 0.13 2036 0.38 0.33 2.04 3.35 0.01 0.07 0.33 0.40 0.06 0.12 2037 0.46 0.42 1.86 3.68 0.01 0.04 0.27 0.31 0.04 0.07 2038 0.45 0.42 1.83 3.66 0.01 0.04 0.27 0.31 0.03 0.07 2039 0.45 0.41 1.81 3.63 0.01 0.04 0.27 0.31 0.03 0.07 2040 0.45 0.41 1.80 3.62 0.01 0.03 0.27 0.31 0.03 0.07 2041 0.45 0.40 1.77 3.59 0.01 0.03 0.27 0.31 0.03 0.07 2042 0.44 0.40 1.75 3.57 0.01 0.03 0.27 0.31 0.03 0.07 8/79 0.75 - 6,257 6,257 0.19 0.15 0.05 6,305 0.75 - 6,235 6,235 0.18 0.15 0.04 6,283 0.74 - 6,215 6,215 0.18 0.15 0.04 6,263 0.73 - 6,197 6,197 0.18 0.14 0.03 6,243 0.72 - 6,181 6,181 0.18 0.14 0.02 6,226 0.71 - 6,167 6,167 0.18 0.14 0.02 6,212 0.70 - 6,154 6,154 0.18 0.14 0.02 6,200 1.13 - 4,876 4,876 0.19 0.04 0.10 4,892 0.99 - 4,824 4,824 0.18 0.06 0.27 4,845 0.56 - 4,568 4,568 0.13 0.10 0.78 4,603 0.54 - 4,558 4,558 0.13 0.10 0.67 4,593 0.54 - 4,539 4,539 0.13 0.10 0.58 4,575 0.53 - 4,535 4,535 0.13 0.10 0.49 4,570 0.52 - 4,508 4,508 0.13 0.10 0.42 4,543 0.52 - 4,495 4,495 0.13 0.10 0.35 4,528 0.51 - 4,483 4,483 0.13 0.10 0.30 4,516 0.51 - 4,485 4,485 0.13 0.10 0.25 4,517 0.34 - 3,070 3,070 0.09 0.07 0.14 3,092 0.21 - 807 807 0.03 0.01 0.02 810 0.18 - 799 799 0.03 0.01 0.05 802 0.10 - 756 756 0.02 0.02 0.13 762 0.10 - 755 755 0.02 0.02 0.11 760 0.10 - 752 752 0.02 0.02 0.10 757 0.10 - 751 751 0.02 0.02 0.08 757 0.10 - 746 746 0.02 0.02 0.07 752 0.09 - 744 744 0.02 0.02 Q95 750 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 2043 0.44 0.40 1.74 3.55 0.01 0.03 0.27 0.30 0.03 0.07 0.09 - 742 742 0.02 0.02 0.05 748 2044 0.44 0.40 1.73 3.55 0.01 0.03 0.27 0.30 0.03 0.07 0.09 - 743 743 0.02 0.02 0.04 748 2045 0.29 0.27 1.18 2.43 < 0.005 0.02 0.19 0.21 0.02 0.05 0.06 - 508 508 0.01 0.01 0.02 512 3. Construction Emissions Details 3.1. Grading (2035) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 2.81 2.36 16.8 24.6 0.06 0.62 - 0.62 0.57 - 0.57 - 6,596 6,596 0.27 0.05 - 6,619 d Equipm ent Dust - - - - - - 2.39 2.39 - 0.95 0.95 - - - - - - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Off-Roa 2.81 2.36 16.8 24.6 0.06 0.62 - 0.62 0.57 - 0.57 - 6,596 6,596 0.27 0.05 - 6,619 d Equipm ent Dust - - - - - - 2.39 2.39 - 0.95 0.95 - - - - - - From Material Movement 296 9/79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 2.01 1.69 12.0 17.6 0.04 0.45 - 0.45 0.41 - 0.41 - d Equipm ent Dust - - - - - - 1.71 1.71 - 0.68 0.68 From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.37 0.31 2.19 3.21 0.01 0.08 - 0.08 0.07 - 0.07 - d Equipm ent Dust - - - - - - 0.31 0.31 - 0.12 0.12 From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.05 0.05 0.04 1.00 0.00 0.00 0.26 0.26 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) Worker 0.05 0.05 0.04 0.56 0.00 0.00 0.26 0.26 0.00 0.06 0.06 - 10/79 0.00 0.00 0.00 0.00 0.00 0.00 4,712 4,712 0.19 0.04 - 4,728 0.00 0.00 0.00 0.00 0.00 0.00 780 780 0.03 0.01 - 783 0.00 0.00 0.00 0.00 0.00 0.00 252 252 < 0.005 < 0.005 0.33 253 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 215 215 < 0.005 < 0.005 �O 216 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.03 0.03 0.03 0.51 0.00 0.00 0.19 0.19 0.00 0.04 0.04 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.01 0.01 0.01 0.09 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.3. Grading (2036) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite Daily, Summer (Max) Off-Roa 2.71 2.28 15.9 24.1 0.06 0.58 - 0.58 0.53 - 0.53 - d Equipm ent Dust - - - - - - 2.39 2.39 - 0.95 0.95 - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 164 164 < 0.005 < 0.005 0.10 165 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 27.2 27.2 < 0.005 < 0.005 0.02 27.3 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 6,596 6,596 0.27 0.05 - 6,619 0.00 0.00 0.00 0.00 0.00 0.00 11 / 79 298 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Off-Roa 2.71 2.28 15.9 24.1 0.06 0.58 - 0.58 0.53 - 0.53 - Equipment Dust - - - - - - 2.39 2.39 - 0.95 0.95 - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 1.51 1.27 8.81 13.4 0.03 0.32 - 0.32 0.30 - 0.30 - d Equipm ent Dust - - - - - - 1.33 1.33 - 0.53 0.53 - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual Off-Roa 0.28 0.23 1.61 2.44 0.01 0.06 - 0.06 0.05 - 0.05 - d Equipm ent Dust - - - - - - 0.24 0.24 - 0.10 0.10 - From Material Movement Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.05 0.05 0.03 0.95 0.00 0.00 0.26 0.26 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 12/79 6,596 6,596 0.27 0.05 - 6,619 0.00 0.00 0.00 0.00 0.00 0.00 3,666 3,666 0.15 0.03 - 3,679 0.00 0.00 0.00 0.00 0.00 0.00 607 607 0.02 < 0.005 - 609 0.00 0.00 0.00 0.00 0.00 0.00 250 250 < 0.005 < 0.005 0.29 250 0.00 0.00 0.00 0.00 9..N 0.00 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.04 0.04 0.04 0.54 0.00 0.00 0.26 0.26 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.03 0.03 0.02 0.37 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual Worker < 0.005 < 0.005 < 0.005 0.07 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.5. Building Construction (2036) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - Daily, - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - Winter (Max) Off-Roa 0.99 0.83 7.12 12.6 0.02 0.17 - 0.17 0.16 - 0.16 d Equipm ent 0.00 0.00 0.00 0.00 0.00 0.00 213 213 < 0.005 < 0.005 0.01 214 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 127 127 < 0.005 < 0.005 0.07 127 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 21.0 21.0 < 0.005 < 0.005 0.01 21.0 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 13/79 300 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.16 0.13 1.14 2.02 < 0.005 0.03 - 0.03 0.02 - 0.02 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.03 0.02 0.21 0.37 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - - Winter (Max) Worker 0.23 0.23 0.22 2.80 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.03 0.03 0.84 0.36 0.01 0.02 0.29 0.30 0.02 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.04 0.04 0.03 0.56 0.00 0.00 0.22 0.22 0.00 0.05 0.05 - Vendor 0.01 < 0.005 0.13 0.06 < 0.005 < 0.005 0.05 0.05 < 0.005 0.01 0.02 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.01 0.01 0.01 0.10 0.00 0.00 0.04 0.04 0.00 0.01 0.01 - 14/79 0.00 0.00 0.00 0.00 0.00 0.00 385 385 0.02 < 0.005 - 386 0.00 0.00 0.00 0.00 0.00 0.00 63.7 63.7 < 0.005 < 0.005 - 63.9 0.00 0.00 0.00 0.00 0.00 0.00 1,108 1,108 0.01 0.01 0.04 1,110 797 797 0.01 0.11 0.02 830 0.00 0.00 0.00 0.00 0.00 0.00 190 190 < 0.005 < 0.005 0.10 190 128 128 < 0.005 0.02 0.07 133 0.00 0.00 0.00 0.00 0.00 0.00 31.4 31.4 < 0.005 < 0.005 31.5 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Vendor < 0.005 < 0.005 0.02 0.01 < 0.005 < 0.005 0.01 0.01 < 0.005 < 0.005 < 0.005 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.7. Building Construction (2037) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.98 0.82 6.99 12.5 0.02 0.16 - 0.16 0.14 - 0.14 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.98 0.82 6.99 12.5 0.02 0.16 - 0.16 0.14 - 0.14 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.70 0.58 4.99 8.93 0.02 0.11 - 0.11 0.10 - 0.10 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - 15/79 21.1 21.1 < 0.005 < 0.005 0.01 22.1 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1,712 1,712 0.07 0.01 - 1,718 0.00 0.00 0.00 0.00 0.00 0.00 302 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Off-Roa 0.13 0.11 0.91 1.63 < 0.005 0.02 - 0.02 0.02 - 0.02 - Equipment Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - Daily, - - - Summer (Max) Worker 0.25 0.25 0.17 4.76 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.04 0.03 0.77 0.33 0.01 0.02 0.28 0.30 0.02 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.22 0.22 0.17 2.70 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.03 0.03 0.83 0.35 0.01 0.02 0.28 0.30 0.02 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.16 0.16 0.12 2.39 0.00 0.00 0.97 0.97 0.00 0.23 0.23 - Vendor 0.02 0.02 0.58 0.24 0.01 0.01 0.20 0.21 0.01 0.06 0.07 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual Worker 0.03 0.03 0.02 0.44 0.00 0.00 0.18 0.18 0.00 0.04 0.04 - Vendor < 0.005 < 0.005 0.11 0.04 < 0.005 < 0.005 0.04 0.04 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.9. Building Construction (2038) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - 16/79 283 283 0.01 < 0.005 - 284 0.00 0.00 0.00 0.00 0.00 0.00 1,286 1,286 0.01 0.01 1.29 1,289 777 777 0.01 0.10 0.80 810 0.00 0.00 0.00 0.00 0.00 0.00 1,098 1,098 0.01 0.01 0.03 1,101 778 778 0.01 0.10 0.02 810 0.00 0.00 0.00 0.00 0.00 0.00 837 837 0.01 < 0.005 0.40 839 556 556 0.01 0.07 0.25 578 0.00 0.00 0.00 0.00 0.00 0.00 139 139 < 0.005 < 0.005 0.07 139 92.0 92.0 < 0.005 0.01 0.04 95.7 0.00 0.00 0.00 0.00 0.00 0.00 303 - SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.97 0.81 6.89 12.5 0.02 0.15 - 0.15 0.14 - 0.14 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.97 0.81 6.89 12.5 0.02 0.15 - 0.15 0.14 - 0.14 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.69 0.58 4.92 8.90 0.02 0.11 - 0.11 0.10 - 0.10 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.13 0.11 0.90 1.62 < 0.005 0.02 - 0.02 0.02 - 0.02 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1,712 1,712 0.07 0.01 - 1,718 0.00 0.00 0.00 0.00 0.00 0.00 283 283 0.01 < 0.005 - 284 0.00 0.00 0.00 0.00 0.00 0.00 304 17/79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Worker 0.24 0.24 0.17 4.66 0.00 0.00 1.36 1.36 0.00 0.32 Vendor 0.03 0.03 0.78 0.33 0.01 0.02 0.29 0.30 0.01 0.08 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Daily, - - - - - - - - - - Winter (Max) Worker 0.22 0.21 0.17 2.64 0.00 0.00 1.36 1.36 0.00 0.32 Vendor 0.03 0.03 0.84 0.35 0.01 0.02 0.29 0.30 0.01 0.08 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Average Daily Worker 0.16 0.15 0.12 2.35 0.00 0.00 0.97 0.97 0.00 0.23 Vendor 0.02 0.02 0.58 0.24 0.01 0.01 0.20 0.22 0.01 0.06 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Annual - - - - - - - - - - Worker 0.03 0.03 0.02 0.43 0.00 0.00 0.18 0.18 0.00 0.04 Vendor < 0.005 < 0.005 0.11 0.04 < 0.005 < 0.005 0.04 0.04 < 0.005 0.01 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 3.11. Building Construction (2039) - Unmitigated 0.32 - 1,286 1,286 0.01 0.01 1.13 1,290 0.09 - 763 763 0.01 0.10 0.67 795 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 0.32 - 1,099 1,099 0.01 0.01 0.03 1,101 0.09 - 764 764 0.01 0.10 0.02 796 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 0.23 - 838 838 0.01 < 0.005 0.35 840 0.06 - 546 546 0.01 0.07 0.21 568 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 0.04 - 139 139 < 0.005 < 0.005 0.06 139 0.01 - 90.3 90.3 < 0.005 0.01 0.03 94.1 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite Daily, Summer (Max) Off-Roa 0.96 0.80 6.78 12.4 0.02 0.15 - 0.15 0.13 - 0.13 - d Equipm ent 2,397 2,397 0.10 0.02 - 2,405 18/79 305 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.96 0.80 6.78 12.4 0.02 0.15 - 0.15 0.13 - 0.13 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.69 0.57 4.84 8.86 0.02 0.10 - 0.10 0.10 - 0.10 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.13 0.10 0.88 1.62 < 0.005 0.02 - 0.02 0.02 - 0.02 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.23 0.23 0.17 4.52 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.04 0.03 0.77 0.33 0.01 0.02 0.29 0.30 0.01 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1,712 1,712 0.07 0.01 - 1,718 0.00 0.00 0.00 0.00 0.00 0.00 283 283 0.01 < 0.005 - 284 0.00 0.00 0.00 0.00 0.00 0.00 1,277 1,277 0.01 0.01 0.98 1,280 749 749 0.01 0.10 0.56 780 0.00 0.00 0.00 0.00 0.00 0.00 306 19/79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Worker 0.21 0.16 0.17 2.54 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.03 0.03 0.83 0.35 0.01 0.02 0.29 0.30 0.01 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.15 0.15 0.12 2.28 0.00 0.00 0.97 0.97 0.00 0.23 0.23 - Vendor 0.02 0.02 0.57 0.24 0.01 0.01 0.20 0.22 0.01 0.06 0.06 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.03 0.03 0.02 0.42 0.00 0.00 0.18 0.18 0.00 0.04 0.04 - Vendor < 0.005 < 0.005 0.10 0.04 < 0.005 < 0.005 0.04 0.04 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.13. Building Construction (2040) - Unmitigated 1,091 1,091 0.01 0.01 0.03 1,093 750 750 0.01 0.10 0.01 781 0.00 0.00 0.00 0.00 0.00 0.00 832 832 0.01 < 0.005 0.30 834 535 535 0.01 0.07 0.17 558 0.00 0.00 0.00 0.00 0.00 0.00 138 138 < 0.005 < 0.005 0.05 138 88.6 88.6 < 0.005 0.01 0.03 92.3 0.00 0.00 0.00 0.00 0.00 0.00 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.96 0.80 6.71 12.4 0.02 0.14 - 0.14 0.13 - 0.13 d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - Winter (Max) 2,397 2,397 0.10 0.02 - 2,405 20 / 79 307 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Off-Roa 0.96 0.80 6.71 12.4 0.02 0.14 - 0.14 0.13 - 0.13 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.68 0.57 4.80 8.87 0.02 0.10 - 0.10 0.09 - 0.09 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - Off-Roa 0.12 0.10 0.88 1.62 < 0.005 0.02 - 0.02 0.02 - 0.02 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite Daily, Summer (Max) Worker 0.22 0.22 0.17 4.38 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.03 0.03 0.76 0.33 0.01 0.02 0.29 0.30 0.01 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.20 0.15 0.17 2.44 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.03 0.03 0.82 0.35 0.01 0.02 0.29 0.30 0.01 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1.717 1.717 0.07 0.01 - 1.723 0.00 0.00 0.00 0.00 0.00 0.00 284 284 0.01 < 0.005 - 285 0.00 0.00 0.00 0.00 0.00 0.00 1,269 1,269 0.01 0.01 0.84 1,272 735 735 < 0.005 0.10 0.46 767 0.00 0.00 0.00 0.00 0.00 0.00 1,084 1,084 0.01 0.01 0.02 1,086 736 736 < 0.005 0.10 0.01 768 0.00 0.00 0.00 0.00 0.00 0.00 308 21 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Average - - - - - - - - - - - - Daily Worker 0.15 0.11 0.12 2.22 0.00 0.00 0.97 0.97 0.00 0.23 0.23 - Vendor 0.02 0.02 0.57 0.24 0.01 0.01 0.21 0.22 0.01 0.06 0.06 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.03 0.02 0.02 0.40 0.00 0.00 0.18 0.18 0.00 0.04 0.04 - Vendor < 0.005 < 0.005 0.10 0.04 < 0.005 < 0.005 0.04 0.04 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.15. Building Construction (2041) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.95 0.80 6.65 12.3 0.02 0.14 - 0.14 0.13 - 0.13 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.95 0.80 6.65 12.3 0.02 0.14 - 0.14 0.13 - 0.13 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck 829 829 0.01 < 0.005 0.26 831 527 527 < 0.005 0.07 0.14 549 0.00 0.00 0.00 0.00 0.00 0.00 137 137 < 0.005 < 0.005 0.04 138 87.3 87.3 < 0.005 0.01 0.02 91.0 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 309 22 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Average - - - - - - - - - - - - Daily Off-Roa 0.68 0.57 4.75 8.81 0.02 0.10 - 0.10 0.09 - 0.09 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.12 0.10 0.87 1.61 < 0.005 0.02 - 0.02 0.02 - 0.02 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.21 0.17 0.13 4.24 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.03 0.03 0.75 0.32 0.01 0.02 0.29 0.30 0.01 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.20 0.15 0.17 2.38 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.03 0.03 0.81 0.34 0.01 0.02 0.29 0.30 0.01 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.14 0.11 0.09 2.14 0.00 0.00 0.97 0.97 0.00 0.23 0.23 - Vendor 0.02 0.02 0.56 0.24 0.01 0.01 0.20 0.22 0.01 0.06 0.06 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - 23 / 79 1,712 1,712 0.07 0.01 - 1,718 0.00 0.00 0.00 0.00 0.00 0.00 283 283 0.01 < 0.005 - 284 0.00 0.00 0.00 0.00 0.00 0.00 1,262 1,262 0.01 0.01 0.73 1,264 723 723 < 0.005 0.10 0.37 755 0.00 0.00 0.00 0.00 0.00 0.00 1,078 1,078 0.01 0.01 0.02 1,080 725 725 < 0.005 0.10 0.01 756 0.00 0.00 0.00 0.00 0.00 0.00 822 822 < 0.005 < 0.005 0.22 824 517 517 < 0.005 0.07 0.11 539 0.00 0.00 0.00 0.00 0.00 0.00 - - - - 310 - SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Worker 0.03 0.02 0.02 0.39 0.00 0.00 0.18 0.18 0.00 0.04 0.04 - 136 136 < 0.005 < 0.005 0.04 136 Vendor < 0.005 < 0.005 0.10 0.04 < 0.005 < 0.005 0.04 0.04 < 0.005 0.01 0.01 - 85.6 85.6 < 0.005 0.01 0.02 89.3 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.17. Building Construction (2042) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Dail - - - - - - - - - - - - - - - - - - yI Summer (Max) Off-Roa 0.95 0.79 6.60 12.3 0.02 0.13 - 0.13 0.12 - 0.12 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.95 0.79 6.60 12.3 0.02 0.13 - 0.13 0.12 - 0.12 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.68 0.57 4.72 8.81 0.02 0.10 - 0.10 0.09 - 0.09 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1,712 1,712 0.07 0.01 - 1,718 0.00 0.00 0.00 0.00 0.00 0.00 311 24/79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Annual Off-Roa 0.12 0.10 0.86 1.61 < 0.005 0.02 - 0.02 0.02 - 0.02 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.20 0.16 0.13 4.15 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.03 0.03 0.74 0.32 0.01 0.02 0.29 0.30 0.01 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.19 0.14 0.13 2.33 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.03 0.03 0.81 0.34 0.01 0.02 0.29 0.30 0.01 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.14 0.11 0.09 2.08 0.00 0.00 0.97 0.97 0.00 0.23 0.23 - Vendor 0.02 0.02 0.56 0.24 0.01 0.01 0.20 0.22 0.01 0.06 0.06 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.03 0.02 0.02 0.38 0.00 0.00 0.18 0.18 0.00 0.04 0.04 - Vendor < 0.005 < 0.005 0.10 0.04 < 0.005 < 0.005 0.04 0.04 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.19. Building Construction (2043) - Unmitigated 283 283 0.01 < 0.005 - 284 0.00 0.00 0.00 0.00 0.00 0.00 1,255 1,255 0.01 0.01 0.62 1,258 713 713 < 0.005 0.10 0.30 742 0.00 0.00 0.00 0.00 0.00 0.00 1,073 1,073 0.01 0.01 0.02 1,075 714 714 < 0.005 0.10 0.01 743 0.00 0.00 0.00 0.00 0.00 0.00 818 818 < 0.005 < 0.005 0.19 819 509 509 < 0.005 0.07 0.09 530 0.00 0.00 0.00 0.00 0.00 0.00 135 135 < 0.005 < 0.005 0.03 136 84.3 84.3 < 0.005 0.01 0.02 87.8 0.00 0.00 0.00 0.00 0.00 0.00 25 / 79 312 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.94 0.79 6.55 12.3 0.02 0.13 - 0.13 0.12 - 0.12 - 2,397 2,397 0.10 0.02 - 2,405 d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Off-Roa 0.94 0.79 6.55 12.3 0.02 0.13 - 0.13 0.12 - 0.12 - 2,397 2,397 0.10 0.02 - 2,405 d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.67 0.56 4.68 8.77 0.02 0.09 - 0.09 0.09 - 0.09 - 1,712 1,712 0.07 0.01 - 1,718 d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual- - - - - - - - - - - - - - - - - - Off-Roa 0.12 0.10 0.85 1.60 < 0.005 0.02 - 0.02 0.02 - 0.02 - 283 283 0.01 < 0.005 - 284 d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck 313 26 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Offsite Daily, Summer (Max) Worker 0.20 0.16 0.13 4.06 0.00 0.00 1.36 1.36 0.00 0.32 Vendor 0.03 0.03 0.74 0.32 0.01 0.01 0.28 0.29 0.01 0.08 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Daily, Winter (Max) Worker 0.19 0.14 0.13 2.28 0.00 0.00 1.36 1.36 0.00 0.32 Vendor 0.03 0.03 0.80 0.34 0.01 0.01 0.28 0.29 0.01 0.08 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Average - - - - - - - - - - Daily Worker 0.13 0.10 0.09 2.04 0.00 0.00 0.97 0.97 0.00 0.23 Vendor 0.02 0.02 0.55 0.23 0.01 0.01 0.20 0.20 0.01 0.06 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Annual - - - - - - - - - - Worker 0.02 0.02 0.02 0.37 0.00 0.00 0.18 0.18 0.00 0.04 Vendor < 0.005 < 0.005 0.10 0.04 < 0.005 < 0.005 0.04 0.04 < 0.005 0.01 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 3.21. Building Construction (2044) - Unmitigated 0.32 0.09 0.00 1,249 1,249 0.01 0.01 0.54 1,252 703 703 < 0.005 0.10 0.24 732 0.00 0.00 0.00 0.00 0.00 0.00 0.32 - 1,068 1,068 0.01 0.01 0.01 1,070 0.09 - 704 704 < 0.005 0.10 0.01 733 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 0.23 - 814 814 < 0.005 < 0.005 0.17 816 0.06 - 503 503 < 0.005 0.07 0.07 523 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 0.04 - 135 135 < 0.005 < 0.005 0.03 135 0.01 - 83.2 83.2 < 0.005 0.01 0.01 86.6 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Location TOG I ROG I NOx CO S02 PM10E PM10D PM10T PM2.5E PM2.5D PM2.5T BCO2 NE • Summer 314 27 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Off-Roa 0.93 0.78 6.48 12.2 0.02 0.12 - 0.12 0.11 - 0.11 - d Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - Winter (Max) Off-Roa 0.93 0.78 6.48 12.2 0.02 0.12 - 0.12 0.11 - 0.11 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average Daily Off-Roa 0.67 0.56 4.64 8.76 0.02 0.09 - 0.09 0.08 - 0.08 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual Off-Roa 0.12 0.10 0.85 1.60 < 0.005 0.02 - 0.02 0.01 - 0.01 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.20 0.15 0.12 4.01 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.03 0.03 0.73 0.32 0.01 0.01 0.28 0.29 0.01 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 28 / 79 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1,717 1,717 0.07 0.01 - 1,723 0.00 0.00 0.00 0.00 0.00 0.00 284 284 0.01 < 0.005 - 285 0.00 0.00 0.00 0.00 0.00 0.00 1,244 1,244 0.01 0.01 0.46 1,247 695 695 < 0.005 0.10 0.19 724 0.00 0.00 0.00 0.00 0.00 0.00 315 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Daily, Winter (Max) Worker 0.14 0.14 0.12 2.23 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.03 0.03 0.79 0.34 0.01 0.01 0.28 0.29 0.01 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.13 0.10 0.09 2.01 0.00 0.00 0.97 0.97 0.00 0.23 0.23 - Vendor 0.02 0.02 0.56 0.24 0.01 0.01 0.20 0.21 0.01 0.06 0.06 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual Worker 0.02 0.02 0.02 0.37 0.00 0.00 0.18 0.18 0.00 0.04 0.04 - Vendor < 0.005 < 0.005 0.10 0.04 < 0.005 < 0.005 0.04 0.04 < 0.005 0.01 0.01 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.23. Building Construction (2045) - Unmitigated Criteria Pollutants (Ib/dav for dailv. ton/vr for annual) and GHGs (lb/dav for dailv. MT/vr for annual 1,064 1,064 0.01 0.01 0.01 1,066 696 696 < 0.005 0.10 < 0.005 725 0.00 0.00 0.00 0.00 0.00 0.00 813 813 < 0.005 < 0.005 0.14 814 498 498 < 0.005 0.07 0.06 519 0.00 0.00 0.00 0.00 0.00 0.00 135 135 < 0.005 < 0.005 0.02 135 82.4 82.4 < 0.005 0.01 0.01 85.9 0.00 0.00 0.00 0.00 0.00 0.00 Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.92 0.77 6.42 12.2 0.02 0.12 - 0.12 0.11 - 0.11 - 2,397 2,397 0.10 0.02 - 2,405 d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - Winter (Max) 0.00 0.00 0.00 0.00 0.00 0.00 316 29 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Off-Roa 0.92 0.77 6.42 12.2 0.02 0.12 - 0.12 0.11 - 0.11 - Equipment Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - Daily Off-Roa 0.45 0.38 3.15 5.97 0.01 0.06 - 0.06 0.05 - 0.05 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.08 0.07 0.58 1.09 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.20 0.15 0.12 3.96 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.03 0.03 0.73 0.32 0.01 0.01 0.28 0.29 0.01 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) Worker 0.14 0.13 0.12 2.22 0.00 0.00 1.36 1.36 0.00 0.32 0.32 - Vendor 0.03 0.03 0.79 0.34 0.01 0.01 0.28 0.29 0.01 0.08 0.09 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily 2,397 2,397 0.10 0.02 - 2,405 0.00 0.00 0.00 0.00 0.00 0.00 1,177 1,177 0.05 0.01 - 1,181 0.00 0.00 0.00 0.00 0.00 0.00 195 195 0.01 < 0.005 - 196 1,240 1,240 0.01 0.01 0.39 1,243 687 687 < 0.005 0.10 0.15 716 0.00 0.00 0.00 0.00 0.00 0.00 1,060 1,060 0.01 0.01 0.01 1,062 688 688 < 0.005 0.10 < 0.005 717 0.00 0.00 0.00 0.00 0.00 0.00 317 30 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Worker 0.07 0.07 0.06 1.38 0.00 0.00 0.66 0.66 0.00 0.16 0.16 - 556 556 < 0.005 < 0.005 0.08 556 Vendor 0.02 0.01 0.38 0.16 < 0.005 < 0.005 0.14 0.14 < 0.005 0.04 0.04 - 338 338 < 0.005 0.05 0.03 352 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual- - - - - - - - - - - - - - - - - - Worker 0.01 0.01 0.01 0.25 0.00 0.00 0.12 0.12 0.00 0.03 0.03 - 92.0 92.0 < 0.005 < 0.005 0.01 92.1 Vendor < 0.005 < 0.005 0.07 0.03 < 0.005 < 0.005 0.02 0.03 < 0.005 0.01 0.01 - 55.9 55.9 < 0.005 0.01 0.01 58.3 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.25. Paving (2036) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Off-Roa 0.63 0.53 5.62 9.78 0.01 0.14 - 0.14 0.13 - 0.13 - 1,511 1,511 0.06 0.01 - 1,516 d Equipm ent Paving 0.00 0.00 - - - - - - - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.10 0.09 0.90 1.57 < 0.005 0.02 - 0.02 0.02 - 0.02 - 242 242 0.01 < 0.005 - 243 d Equipm ent Paving 0.00 0.00 - - - - - - - - - - - - - - - - 318 31 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.02 0.02 0.16 0.29 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - Winter (Max) Worker 0.03 0.03 0.03 0.40 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.01 0.01 < 0.005 0.08 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.01 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.27. Paving (2037) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) 32 / 79 0.00 0.00 0.00 0.00 0.00 0.00 40.1 40.1 < 0.005 < 0.005 - 40.3 0.00 0.00 0.00 0.00 0.00 0.00 160 160 < 0.005 < 0.005 0.01 160 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 27.4 27.4 < 0.005 < 0.005 0.01 27.5 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 4.54 4.54 < 0.005 < 0.005 < 0.005 4.55 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 319 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite Daily, Summer (Max) Off-Roa 0.61 0.51 5.50 9.77 0.01 0.12 - 0.12 0.11 - 0.11 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.61 0.51 5.50 9.77 0.01 0.12 - 0.12 0.11 - 0.11 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.44 0.37 3.93 6.98 0.01 0.09 - 0.09 0.08 - 0.08 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.08 0.07 0.72 1.27 < 0.005 0.02 - 0.02 0.01 - 0.01 - d Equipm ent 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,079 1,079 0.04 0.01 - 1,083 0.00 0.00 0.00 0.00 0.00 0.00 179 179 0.01 < 0.005 - 179 320 33 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.04 0.04 0.02 0.69 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) Worker 0.03 0.03 0.02 0.39 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.02 0.02 0.02 0.35 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.06 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.29. Paving (2038) - Unmitigated 0.00 0.00 0.00 0.00 0.00 0.00 186 186 < 0.005 < 0.005 0.19 186 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 159 159 < 0.005 < 0.005 < 0.005 159 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 121 121 < 0.005 < 0.005 0.06 121 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 20.0 20.0 < 0.005 < 0.005 0.01 20.1 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - 321 34/79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.59 0.50 5.38 9.76 0.01 0.11 - 0.11 0.10 - 0.10 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.59 0.50 5.38 9.76 0.01 0.11 - 0.11 0.10 - 0.10 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.42 0.36 3.84 6.97 0.01 0.08 - 0.08 0.07 - 0.07 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.08 0.07 0.70 1.27 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Paving 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,079 1,079 0.04 0.01 - 1,083 0.00 0.00 0.00 0.00 0.00 0.00 179 179 0.01 < 0.005 - 179 35 / 79 322 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Offsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Worker 0.03 0.03 0.02 0.67 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 186 186 < 0.005 < 0.005 0.16 186 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Daily, Winter (Max) Worker 0.03 0.03 0.02 0.38 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 159 159 < 0.005 < 0.005 < 0.005 159 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Average - - - - - - - - - - - - - - - - - - Daily Worker 0.02 0.02 0.02 0.34 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - 121 121 < 0.005 < 0.005 0.05 121 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual - - - - - - - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.06 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - 20.0 20.0 < 0.005 < 0.005 0.01 20.1 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.31. Paving (2039) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Location TOG I ROG I NOx CO S02 PM10E PM10D PM10T PM2.5E PM2.5D PM2.5T BCO2 NBCO2 CO2T CH4 I N20 I R C( • SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.58 0.49 5.31 9.75 0.01 0.11 - 0.11 0.10 - 0.10 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.58 0.49 5.31 9.75 0.01 0.11 - 0.11 0.10 - 0.10 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.42 0.35 3.79 6.97 0.01 0.08 - 0.08 0.07 - 0.07 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.08 0.06 0.69 1.27 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Paving 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,079 1,079 0.04 0.01 - 1,083 0.00 0.00 0.00 0.00 0.00 0.00 179 179 0.01 < 0.005 - 179 37 / 79 324 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Offsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Worker 0.03 0.03 0.02 0.65 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 184 184 < 0.005 < 0.005 0.14 185 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Daily, Winter (Max) Worker 0.03 0.02 0.02 0.37 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 158 158 < 0.005 < 0.005 < 0.005 158 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Average - - - - - - - - - - - - - - - - - - Daily Worker 0.02 0.02 0.02 0.33 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - 120 120 < 0.005 < 0.005 0.04 120 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual - - - - - - - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.06 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - 19.9 19.9 < 0.005 < 0.005 0.01 19.9 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.33. Paving (2040) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Location TOG I ROG I NOx CO S02 PM10E PM10D PM10T PM2.5E PM2.5D PM2.5T BCO2 NBCO2 CO2T CH4 I N20 I R C( • SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.58 0.49 5.27 9.75 0.01 0.11 - 0.11 0.10 - 0.10 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.58 0.49 5.27 9.75 0.01 0.11 - 0.11 0.10 - 0.10 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.41 0.35 3.78 6.98 0.01 0.08 - 0.08 0.07 - 0.07 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.08 0.06 0.69 1.27 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Paving 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,082 1,082 0.04 0.01 - 1,086 0.00 0.00 0.00 0.00 0.00 0.00 179 179 0.01 < 0.005 - 180 39 / 79 326 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Offsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Worker 0.03 0.03 0.02 0.63 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 183 183 < 0.005 < 0.005 0.12 184 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Daily, Winter (Max) Worker 0.03 0.02 0.02 0.35 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 157 157 < 0.005 < 0.005 < 0.005 157 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Average - - - - - - - - - - - - - - - - - - Daily Worker 0.02 0.02 0.02 0.32 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - 120 120 < 0.005 < 0.005 0.04 120 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual - - - - - - - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.06 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - 19.8 19.8 < 0.005 < 0.005 0.01 19.9 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.35. Paving (2041) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Location TOG I ROG I NOx CO S02 PM10E PM10D PM10T PM2.5E PM2.5D PM2.5T BCO2 NBCO2 CO2T CH4 I N20 I R C( • 327 40/79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.57 0.48 5.20 9.74 0.01 0.10 - 0.10 0.09 - 0.09 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.57 0.48 5.20 9.74 0.01 0.10 - 0.10 0.09 - 0.09 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.41 0.34 3.72 6.96 0.01 0.07 - 0.07 0.07 - 0.07 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.07 0.06 0.68 1.27 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Paving 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,079 1,079 0.04 0.01 - 1,083 0.00 0.00 0.00 0.00 0.00 0.00 179 179 0.01 < 0.005 - 179 41 / 79 328 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Offsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Worker 0.03 0.02 0.02 0.61 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 182 182 < 0.005 < 0.005 0.10 183 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Daily, Winter (Max) Worker 0.03 0.02 0.02 0.34 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 156 156 < 0.005 < 0.005 < 0.005 156 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Average - - - - - - - - - - - - - - - - - - Daily Worker 0.02 0.02 0.01 0.31 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - 119 119 < 0.005 < 0.005 0.03 119 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual - - - - - - - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.06 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - 19.6 19.6 < 0.005 < 0.005 0.01 19.7 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.37. Paving (2042) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Location TOG I ROG I NOx CO S02 PM10E PM10D PM10T PM2.5E PM2.5D PM2.5T BCO2 NBCO2 CO2T CH4 I N20 I R C( • SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.56 0.47 5.16 9.73 0.01 0.10 - 0.10 0.09 - 0.09 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.56 0.47 5.16 9.73 0.01 0.10 - 0.10 0.09 - 0.09 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.40 0.34 3.68 6.95 0.01 0.07 - 0.07 0.06 - 0.06 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.07 0.06 0.67 1.27 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Paving 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,079 1,079 0.04 0.01 - 1,083 0.00 0.00 0.00 0.00 0.00 0.00 179 179 0.01 < 0.005 - 179 43 / 79 330 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Offsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Worker 0.03 0.02 0.02 0.60 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 181 181 < 0.005 < 0.005 0.09 182 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Daily, Winter (Max) Worker 0.03 0.02 0.02 0.34 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 155 155 < 0.005 < 0.005 < 0.005 155 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Average - - - - - - - - - - - - - - - - - - Daily Worker 0.02 0.02 0.01 0.30 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - 118 118 < 0.005 < 0.005 0.03 118 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual - - - - - - - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.05 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - 19.5 19.5 < 0.005 < 0.005 < 0.005 19.6 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.39. Paving (2043) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Location TOG I ROG I NOx CO S02 PM10E PM10D PM10T PM2.5E PM2.5D PM2.5T BCO2 NBCO2 CO2T CH4 I N20 I R C( • SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.56 0.47 5.12 9.72 0.01 0.09 - 0.09 0.08 - 0.08 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.56 0.47 5.12 9.72 0.01 0.09 - 0.09 0.08 - 0.08 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.40 0.33 3.66 6.95 0.01 0.06 - 0.06 0.06 - 0.06 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.07 0.06 0.67 1.27 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Paving 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,079 1,079 0.04 0.01 - 1,083 0.00 0.00 0.00 0.00 0.00 0.00 179 179 0.01 < 0.005 - 179 45 / 79 332 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Offsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Worker 0.03 0.02 0.02 0.59 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 180 180 < 0.005 < 0.005 0.08 181 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Daily, Winter (Max) Worker 0.03 0.02 0.02 0.33 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 154 154 < 0.005 < 0.005 < 0.005 155 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Average - - - - - - - - - - - - - - - - - - Daily Worker 0.02 0.01 0.01 0.29 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - 118 118 < 0.005 < 0.005 0.02 118 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual - - - - - - - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.05 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - 19.5 19.5 < 0.005 < 0.005 < 0.005 19.5 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.41. Paving (2044) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Location TOG I ROG I NOx CO S02 PM10E PM10D PM10T PM2.5E PM2.5D PM2.5T BCO2 NBCO2 CO2T CH4 I N20 I R C( • SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.55 0.46 5.11 9.72 0.01 0.09 - 0.09 0.08 - 0.08 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.55 0.46 5.11 9.72 0.01 0.09 - 0.09 0.08 - 0.08 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.39 0.33 3.66 6.96 0.01 0.06 - 0.06 0.06 - 0.06 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.07 0.06 0.67 1.27 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Paving 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,082 1,082 0.04 0.01 - 1,086 0.00 0.00 0.00 0.00 0.00 0.00 179 179 0.01 < 0.005 - 180 47 / 79 334 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Offsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Worker 0.03 0.02 0.02 0.58 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 180 180 < 0.005 < 0.005 0.07 180 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Daily, Winter (Max) Worker 0.02 0.02 0.02 0.32 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - 154 154 < 0.005 < 0.005 < 0.005 154 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Average - - - - - - - - - - - - - - - - - - Daily Worker 0.02 0.01 0.01 0.29 0.00 0.00 0.14 0.14 0.00 0.03 0.03 - 117 117 < 0.005 < 0.005 0.02 118 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual - - - - - - - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.05 0.00 0.00 0.03 0.03 0.00 0.01 0.01 - 19.4 19.4 < 0.005 < 0.005 < 0.005 19.5 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.43. Paving (2045) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Location TOG I ROG I NOx CO S02 PM10E PM10D PM10T PM2.5E PM2.5D PM2.5T BCO2 NBCO2 CO2T CH4 I N20 I R C( • SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.54 0.45 5.07 9.71 0.01 0.08 - 0.08 0.07 - 0.07 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.54 0.45 5.07 9.71 0.01 0.08 - 0.08 0.07 - 0.07 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.26 0.22 2.49 4.77 0.01 0.04 - 0.04 0.03 - 0.03 - d Equipm ent Paving 0.00 0.00 - - - - - - - - - - Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.05 0.04 0.45 0.87 < 0.005 0.01 - 0.01 0.01 - 0.01 - d Equipm ent Paving 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 1,511 1,511 0.06 0.01 - 1,516 0.00 0.00 0.00 0.00 0.00 0.00 742 742 0.03 0.01 - 745 0.00 0.00 0.00 0.00 0.00 0.00 123 123 < 0.005 < 0.005 - 123 49 / 79 336 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.03 0.02 0.02 0.57 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) Worker 0.02 0.02 0.02 0.32 0.00 0.00 0.20 0.20 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.01 0.01 0.01 0.20 0.00 0.00 0.10 0.10 0.00 0.02 0.02 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.04 0.00 0.00 0.02 0.02 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.45. Architectural Coating (2036) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - 0.00 0.00 0.00 0.00 0.00 0.00 179 179 < 0.005 < 0.005 0.06 179 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 153 153 < 0.005 < 0.005 < 0.005 153 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 80.2 80.2 < 0.005 < 0.005 0.01 80.3 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 13.3 13.3 < 0.005 < 0.005 < 0.005 13.3 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 50 / 79 337 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Daily, - - - - - - - - - - - Winter (Max) Off-Roa 0.11 0.09 0.75 1.10 < 0.005 0.01 - 0.01 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.49 1.49 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.02 0.01 0.12 0.18 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 21.4 21.4 < 0.005 < 0.005 - 21.5 d Equipm ent Architect 0.24 0.24 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual Off-Roa < 0.005 < 0.005 0.02 0.03 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 3.55 3.55 < 0.005 < 0.005 - 3.56 d Equipm ent Architect 0.04 0.04 - - - - - - - - - - - - - - - - ural Coating s 338 51 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Daily, Winter (Max) Worker 0.05 0.05 0.04 0.56 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.01 0.01 0.01 0.11 0.00 0.00 0.04 0.04 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.02 0.00 0.00 0.01 0.01 0.00 < 0.005 < 0.005 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.47. Architectural Coating (2037) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual Onsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) 0.00 0.00 0.00 0.00 0.00 0.00 222 222 < 0.005 < 0.005 0.01 222 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 38.0 38.0 < 0.005 < 0.005 0.02 38.1 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 6.28 6.28 < 0.005 < 0.005 < 0.005 6.30 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 52/79 339 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Off-Roa 0.11 0.09 0.75 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.49 1.49 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Off-Roa 0.11 0.09 0.75 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.49 1.49 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.08 0.06 0.53 0.78 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 95.4 95.4 < 0.005 < 0.005 - 95.7 d Equipm ent Architect 1.06 1.06 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual 340 53 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Off-Roa 0.01 0.01 0.10 0.14 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm Architect 0.19 0.19 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.05 0.05 0.03 0.95 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, Winter (Max) Worker 0.04 0.04 0.03 0.54 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.03 0.03 0.02 0.48 0.00 0.00 0.19 0.19 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.01 0.01 < 0.005 0.09 0.00 0.00 0.04 0.04 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 15.8 15.8 < 0.005 < 0.005 - 15.8 0.00 0.00 0.00 0.00 0.00 0.00 257 257 < 0.005 < 0.005 0.26 258 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 220 220 < 0.005 < 0.005 0.01 220 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 167 167 < 0.005 < 0.005 0.08 168 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 27.7 27.7 < 0.005 < 0.005 0.01 27.8 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 341 54/79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 3.49. Architectural Coating (2038) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.11 0.09 0.75 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.49 1.49 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, Winter (Max) Off-Roa 0.11 0.09 0.75 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.49 1.49 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.08 0.06 0.53 0.78 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 95.4 95.4 < 0.005 < 0.005 - 95.7 d Equipm ent 342 55 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Architect 1.06 1.06 - - - - - - - - - - Coatings Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - Off-Roa 0.01 0.01 0.10 0.14 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.19 0.19 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.05 0.05 0.03 0.93 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.04 0.04 0.03 0.53 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.03 0.03 0.02 0.47 0.00 0.00 0.19 0.19 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - 56 / 79 0.00 0.00 0.00 0.00 0.00 0.00 15.8 15.8 < 0.005 < 0.005 - 15.8 0.00 0.00 0.00 0.00 0.00 0.00 257 257 < 0.005 < 0.005 0.23 258 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 220 220 < 0.005 < 0.005 0.01 220 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 168 168 < 0.005 < 0.005 0.07 168 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - - - - '143 - SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Worker 0.01 0.01 < 0.005 0.09 0.00 0.00 0.04 0.04 0.00 0.01 0.01 - 27.7 27.7 < 0.005 < 0.005 0.01 27.8 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.51. Architectural Coating (2039) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.11 0.09 0.74 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.49 1.49 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, Winter (Max) Off-Roa 0.11 0.09 0.74 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.49 1.49 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck 344 57 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Average - - - - - - - - - - - - Daily Off-Roa 0.08 0.06 0.53 0.78 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 1.06 1.06 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual Off-Roa 0.01 0.01 0.10 0.14 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.19 0.19 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.05 0.05 0.03 0.90 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.04 0.03 0.03 0.51 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 58 / 79 95.4 95.4 < 0.005 < 0.005 - 95.7 0.00 0.00 0.00 0.00 0.00 0.00 15.8 15.8 < 0.005 < 0.005 - 15.8 0.00 0.00 0.00 0.00 0.00 0.00 255 255 < 0.005 < 0.005 0.20 256 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 218 218 < 0.005 < 0.005 0.01 219 0.00 0.00 0.00 0.00 0.00 0.00 345 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.03 0.03 0.02 0.46 0.00 0.00 0.19 0.19 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.01 0.01 < 0.005 0.08 0.00 0.00 0.04 0.04 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.53. Architectural Coating (2040) - Unmitigated 0.00 0.00 0.00 0.00 0.00 0.00 166 166 < 0.005 < 0.005 0.06 167 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 27.5 27.5 < 0.005 < 0.005 0.01 27.6 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.11 0.09 0.74 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.49 1.49 - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - Winter (Max) 0.00 0.00 0.00 0.00 0.00 0.00 59 / 79 346 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Off-Roa 0.11 0.09 0.74 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 d Equipm Architect 1.49 1.49 - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily Off-Roa 0.08 0.06 0.53 0.78 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 95.6 95.6 < 0.005 < 0.005 - 96.0 d Equipm ent Architect 1.07 1.07 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual Off-Roa 0.01 0.01 0.10 0.14 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 15.8 15.8 < 0.005 < 0.005 - 15.9 d Equipm ent Architect 0.19 0.19 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Offsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Worker 0.04 0.04 0.03 0.88 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - 254 254 < 0.005 < 0.005 34� 254 60 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.04 0.03 0.03 0.49 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.03 0.02 0.02 0.44 0.00 0.00 0.19 0.19 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.01 < 0.005 < 0.005 0.08 0.00 0.00 0.04 0.04 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.55. Architectural Coating (2041) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - Daily, Summer (Max) Off-Roa 0.11 0.09 0.74 1.09 < 0.005 < 0.005 - d Equipm ent 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 217 217 < 0.005 < 0.005 < 0.005 217 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 166 166 < 0.005 < 0.005 0.05 166 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 27.4 27.4 < 0.005 < 0.005 0.01 27.5 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 < 0.005 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 61 / 79 348 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Architect 1.49 1.49 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Off-Roa 0.11 0.09 0.74 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.49 1.49 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average Daily Off-Roa 0.08 0.06 0.53 0.78 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 95.4 95.4 < 0.005 < 0.005 - 95.7 d Equipm ent Architect 1.06 1.06 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Annual- - - - - - - - - - - - - - - - - - Off-Roa 0.01 0.01 0.10 0.14 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 15.8 15.8 < 0.005 < 0.005 - 15.8 d Equipm ent 349 62 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Architect 0.19 0.19 ural Coating Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite Daily, Summer (Max) Worker 0.04 0.03 0.03 0.85 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.04 0.03 0.03 0.48 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.03 0.02 0.02 0.43 0.00 0.00 0.19 0.19 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker 0.01 < 0.005 < 0.005 0.08 0.00 0.00 0.04 0.04 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.57. Architectural Coating (2042) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) 63 / 79 0.00 0.00 0.00 0.00 0.00 0.00 252 252 < 0.005 < 0.005 0.15 253 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 216 216 < 0.005 < 0.005 < 0.005 216 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 164 164 < 0.005 < 0.005 0.04 165 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 27.2 27.2 < 0.005 < 0.005 0.01 27.3 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.11 0.09 0.74 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.49 1.49 - - - - - - - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Off-Roa 0.11 0.09 0.74 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.49 1.49 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average Daily Off-Roa 0.08 0.06 0.53 0.78 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 95.4 95.4 < 0.005 < 0.005 - 95.7 d Equipm ent Architect 1.06 1.06 - - - - - - - - - - - - - - - - ural Coating s 351 64/79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.01 0.01 0.10 0.14 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.19 0.19 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite Daily, Summer (Max) Worker 0.04 0.03 0.03 0.83 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.04 0.03 0.03 0.47 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.03 0.02 0.02 0.42 0.00 0.00 0.19 0.19 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual Worker 0.01 < 0.005 < 0.005 0.08 0.00 0.00 0.04 0.04 0.00 0.01 0.01 - 65 / 79 0.00 0.00 0.00 0.00 0.00 0.00 15.8 15.8 < 0.005 < 0.005 - 15.8 0.00 0.00 0.00 0.00 0.00 0.00 251 251 < 0.005 < 0.005 0.12 252 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 215 215 < 0.005 < 0.005 < 0.005 215 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 164 164 < 0.005 < 0.005 0.04 164 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 27.1 27.1 < 0.005 < 0.005 0.01 27.1 352 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 3.59. Architectural Coating (2043) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - - - - - - - Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Off-Roa 0.11 0.09 0.74 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.49 1.49 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Daily, Winter (Max) Off-Roa 0.11 0.09 0.74 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 134 134 0.01 < 0.005 - 134 d Equipm ent Architect 1.49 1.49 - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 truck Average - - - - - - - - - - - - - - - - - - Daily 353 66 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Off-Roa 0.08 0.06 0.53 0.78 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - Equipment Architect 1.06 1.06 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.01 0.01 0.10 0.14 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.19 0.19 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Worker 0.04 0.03 0.03 0.81 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Daily, - - - - - - - - - - - - Winter (Max) Worker 0.04 0.03 0.03 0.46 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average - - - - - - - - - - - - Daily Worker 0.03 0.02 0.02 0.41 0.00 0.00 0.19 0.19 0.00 0.05 0.05 - 67 / 79 95.4 95.4 < 0.005 < 0.005 - 95.7 0.00 0.00 0.00 0.00 0.00 0.00 15.8 15.8 < 0.005 < 0.005 - 15.8 0.00 0.00 0.00 0.00 0.00 0.00 250 250 < 0.005 < 0.005 0.11 250 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 214 214 < 0.005 < 0.005 < 0.005 214 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 163 163 < 0.005 < 0.005 p 163 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.07 0.00 0.00 0.04 0.04 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.61. Architectural Coating (2044) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Onsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.11 0.09 0.74 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 1.49 1.49 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, Winter (Max) Off-Roa 0.11 0.09 0.74 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 26.9 26.9 < 0.005 < 0.005 0.01 27.0 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 134 134 0.01 < 0.005 - 134 0.00 0.00 0.00 0.00 0.00 0.00 134 134 0.01 < 0.005 - 134 68 / 79 355 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Architect 1.49 1.49 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.08 0.06 0.53 0.78 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 1.07 1.07 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual - - - - - - - - - - - - Off-Roa 0.01 0.01 0.10 0.14 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.19 0.19 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Offsite Daily, Summer (Max) Worker 0.04 0.03 0.02 0.80 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 69 / 79 0.00 0.00 0.00 0.00 0.00 0.00 95.6 95.6 < 0.005 < 0.005 - 96.0 0.00 0.00 0.00 0.00 0.00 0.00 15.8 15.8 < 0.005 < 0.005 - 15.9 0.00 0.00 0.00 0.00 0.00 0.00 249 249 < 0.005 < 0.005 0.09 249 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 356 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Daily, - - - - - - - - - - - - Winter (Max) Worker 0.03 0.03 0.02 0.45 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Average Daily Worker 0.03 0.02 0.02 0.40 0.00 0.00 0.19 0.19 0.00 0.05 0.05 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Annual Worker < 0.005 < 0.005 < 0.005 0.07 0.00 0.00 0.04 0.04 0.00 0.01 0.01 - Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 3.63. Architectural Coating (2045) - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual Onsite - - - - - - - - - - - - Daily, - - - - - - - - - - - - Summer (Max) Off-Roa 0.11 0.09 0.74 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 1.49 1.49 - - - - - - - ural Coating s 213 213 < 0.005 < 0.005 < 0.005 213 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 163 163 < 0.005 < 0.005 0.03 163 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 26.9 26.9 < 0.005 < 0.005 < 0.005 27.0 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 134 134 0.01 < 0.005 - 134 70 / 79 357 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Daily, - - - - - - - - - - - - Winter (Max) Off-Roa 0.11 0.09 0.74 1.09 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 1.49 1.49 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Average - - - - - - - - - - - - Daily Off-Roa 0.05 0.04 0.36 0.54 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.73 0.73 ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck Annual Off-Roa 0.01 0.01 0.07 0.10 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - d Equipm ent Architect 0.13 0.13 - - - - - - - - - - ural Coating s Onsite 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - truck 71 / 79 0.00 0.00 0.00 0.00 0.00 0.00 134 134 0.01 < 0.005 - 134 0.00 0.00 0.00 0.00 0.00 0.00 65.6 65.6 < 0.005 < 0.005 - 65.8 0.00 0.00 0.00 0.00 0.00 0.00 10.9 10.9 < 0.005 < 0.005 - 10.9 0.00 0.00 0.00 0.00 0.00 0.00 358 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Offsite Daily, Summer (Max) Worker 0.04 0.03 0.02 0.79 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - 248 248 < 0.005 < 0.005 0.08 249 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Daily, Winter (Max) Worker 0.03 0.03 0.02 0.44 0.00 0.00 0.27 0.27 0.00 0.06 0.06 - 212 212 < 0.005 < 0.005 < 0.005 212 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Average - - - - - - - - - - - - - - - - - - Daily Worker 0.01 0.01 0.01 0.28 0.00 0.00 0.13 0.13 0.00 0.03 0.03 - 111 111 < 0.005 < 0.005 0.02 111 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Annual- - - - - - - - - - - - - - - - - - Worker < 0.005 < 0.005 < 0.005 0.05 0.00 0.00 0.02 0.02 0.00 0.01 0.01 - 18.4 18.4 < 0.005 < 0.005 < 0.005 18.4 Vendor 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Hauling 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 4. Operations Emissions Details 4.10. Soil Carbon Accumulation By Vegetation Type 4.10.1. Soil Carbon Accumulation By Vegetation Type - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) M 0 wwwwommmmmmm 72 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Daily, — — — — — — — — — — — — — — — — — — Summer (Max) Total — — — — — — — — — — — — — — Daily, — — — — Winter (Max) Total — — — — — — — — — — — — — — — — — — Annual— — — — — — — — — — — — — — — — — — Total — — — — — — — — — — — — — — — — — — 4.10.2. Above and Belowground Carbon Accumulation by Land Use Type - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, — — — — — — — — — — — — — — — Summer (Max) Total — — — — — — — — — — — — — — — — — — Daily, — — — — — — — — — — — — — — — — — — Winter (Max) Total — — — — — — — — — — — — — — — — — — Annual — — — — — — — — — — — — — — — — — — Total — — — — — — — — — — — — — — — — — — 4.10.3. Avoided and Sequestered Emissions by Species - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, — — — — — — — — — — — — — — — — — — Summer (Max) 360 73 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Avoided Subtotal Sequest ered Subtotal Remove d Subtotal Daily, Winter (Max) Avoided Subtotal Sequest ered Subtotal Remove d Subtotal Annual — — — — — — — — — — — — — — — — — — Avoided — — — — — — — — — — — — — — — — — — Subtotal — — — — — — — — — — — — — — — — Sequest — — — — — — — — — — — — — — — ered Subtotal Remove d Subtotal — — — — — — — — — — — — — — — — — - - - - - - - - - - - - - - - - - - - - 361 74/79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 5. Activity Data 5.1. Construction Schedule Grading Grading Building Construction Building Construction Paving Paving Architectural Coating Architectural Coating 5.2. Off -Road Equipment 5.2.1. Unmitigated Grading Excavators Diesel Grading Graders Diesel Grading Rubber Tired Dozers Diesel Grading Tractors/Loaders/Back Diesel hoes Grading Scrapers Diesel Building Construction Cranes Diesel Building Construction Forklifts Diesel Building Construction Generator Sets Diesel Building Construction Tractors/Loaders/Back Diesel hoes Building Construction Welders Diesel Paving Pavers Diesel Paving Paving Equipment Diesel Paving Rollers Diesel 1 /1 /2035 10/10/2036 5.00 465 - 10/11 /2036 9/8/2045 5.00 2,325 - 10/11 /2036 9/8/2045 5.00 2,325 - 10/11 /2036 9/8/2045 5.00 2,325 - Average 2.00 8.00 36.0 0.38 Average 1.00 8.00 148 0.41 Average 1.00 8.00 367 0.40 Average 2.00 8.00 84.0 0.37 Average 2.00 8.00 423 0.48 Average 1.00 7.00 367 0.29 Average 3.00 8.00 82.0 0.20 Average 1.00 8.00 14.0 0.74 Average 3.00 7.00 84.0 0.37 Average 1.00 8.00 46.0 0.45 Average 2.00 8.00 81.0 0.42 Average 2.00 8.00 89.0 0.36 Average 2.00 8.00 36.0 0.38 362 75 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Architectural Coating Air Compressors Diesel 5.3. Construction Vehicles 5.3.1. Unmitigated Grading Average 1.00 . M 37.0 0.48 Grading Worker 20.0 18.5 LDA,LDT1,LDT2 Grading Vendor — 10.2 HHDT,MHDT Grading Hauling 0.00 20.0 HHDT Grading Onsite truck — — HHDT Building Construction — — — — Building Construction Worker 104 18.5 LDA,LDT1,LDT2 Building Construction Vendor 33.6 10.2 HHDT,MHDT Building Construction Hauling 0.00 20.0 HHDT Building Construction Onsite truck — — HHDT Paving — — — — Paving Worker 15.0 18.5 LDA,LDT1,LDT2 Paving Vendor — 10.2 HHDT,MHDT Paving Hauling 0.00 20.0 HHDT Paving Onsite truck — — HHDT Architectural Coating — — — — Architectural Coating Worker 20.8 18.5 LDA,LDT1,LDT2 Architectural Coating Vendor — 10.2 HHDT,MHDT Architectural Coating Hauling 0.00 20.0 HHDT Architectural Coating Onsite truck — — HHDT 5.4. Vehicles 76 / 79 363 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 5.4.1. Construction Vehicle Control Strategies Water unpaved roads twice daily 55% 55% Limit vehicle speeds on unpaved roads to 25 mph 44% 44% Sweep paved roads once per month 9% 9% 5.5. Architectural Coatings Architectural Coating 999,034 333,011 60,000 20,000 — 5.6. Dust Mitigation 5.6.1. Construction Earthmoving Activities Grading — — 1,395 0.00 — Paving 0.00 0.00 0.00 0.00 2.79 5.6.2. Construction Earthmoving Control Strategies Water Exposed Area 3 74% 74% Water Demolished Area 2 36% 36% 5.7. Construction Paving Golf Course 0.00 0% 364 77 / 79 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 Single Family Housing 2.79 0% General Office Building 0.00 0% 5.8. Construction Electricity Consumption and Emissions Factors kWh per Year and Emission Factor (lb/MWh) 2035 0.00 457 0.03 < 0.005 2036 0.00 457 0.03 < 0.005 2037 0.00 457 0.03 < 0.005 2038 0.00 457 0.03 < 0.005 2039 0.00 457 0.03 < 0.005 2040 0.00 457 0.03 < 0.005 2041 0.00 457 0.03 < 0.005 2042 0.00 457 0.03 < 0.005 2043 0.00 457 0.03 < 0.005 2044 0.00 457 0.03 < 0.005 2045 0.00 457 0.03 < 0.005 5.18. Vegetation 5.18.1. Land Use Change 5.18.1.1. Unmitigated 5.18.1. Biomass Cover Type 5.18.1.1. Unmitigated 78 / 79 365 SilverRock Resort Proposed Project Construction Phase 2 (Planning Area 8) Custom Report, 7/18/2025 5.18.2. Sequestration 5.18.2.1. Unmitigated 8. User Changes to Default Data Screen Justification Land Use Construction: Construction Phases PA 8 includes a second 18-hole golf course is proposed with up to 253 private residences and 40,000 SF of commercial uses Assumed 10% of land use is landscaped. Construction estimated to take place from 2035 to 2045. Building construction, paving, and architectural coating to occur intermittently as homes are constructed. 366 79 / 79 n-I Proposed Project Operations 367 SilverRock Proposed Project Operations Custom Report, 7/31/2025 SilverRock Proposed Project Operations Custom Report Table of Contents 1. Basic Project Information 1.1. Basic Project Information 1.2. Land Use Types 1.3. User -Selected Emission Reduction Measures by Emissions Sector 2. Emissions Summary 2.4. Operations Emissions Compared Against Thresholds 2.5. Operations Emissions by Sector, Unmitigated 4. Operations Emissions Details 4.1. Mobile Emissions by Land Use 4.1.1. Unmitigated 4.2. Energy 4.2.1. Electricity Emissions By Land Use - Unmitigated 4.2.3. Natural Gas Emissions By Land Use - Unmitigated 4.3. Area Emissions by Source 4.3.1. Unmitigated 1 / 30 368 SilverRock Proposed Project Operations Custom Report, 7/31/2025 4.4. Water Emissions by Land Use 4.4.1. Unmitigated 4.5. Waste Emissions by Land Use 4.5.1. Unmitigated 4.6. Refrigerant Emissions by Land Use 4.6.1. Unmitigated 4.7. Offroad Emissions By Equipment Type 4.7.1. Unmitigated 4.8. Stationary Emissions By Equipment Type 4.8.1. Unmitigated 4.9. User Defined Emissions By Equipment Type 4.9.1. Unmitigated 4.10. Soil Carbon Accumulation By Vegetation Type 4.10.1. Soil Carbon Accumulation By Vegetation Type - Unmitigated 4.10.2. Above and Belowground Carbon Accumulation by Land Use Type - Unmitigated 4.10.3. Avoided and Sequestered Emissions by Species - Unmitigated 5. Activity Data 5.9. Operational Mobile Sources mail] 369 SilverRock Proposed Project Operations Custom Report, 7/31/2025 5.9.1. Unmitigated 5.10. Operational Area Sources 5.10.1. Hearths 5.10.1.1. Unmitigated 5.10.2. Architectural Coatings 5.10.3. Landscape Equipment 5.11. Operational Energy Consumption 5.11.1. Unmitigated 5.12. Operational Water and Wastewater Consumption 5.12.1. Unmitigated 5.13. Operational Waste Generation 5.13.1. Unmitigated 5.14. Operational Refrigeration and Air Conditioning Equipment 5.14.1. Unmitigated 5.15. Operational Off -Road Equipment 5.15.1. Unmitigated 5.16. Stationary Sources 5.16.1. Emergency Generators and Fire Pumps 3/30 370 SilverRock Proposed Project Operations Custom Report, 7/31/2025 5.16.2. Process Boilers 5.17. User Defined 5.18. Vegetation 5.18.1. Land Use Change 5.18.1.1. Unmitigated 5.18.1. Biomass Cover Type 5.18.1.1. Unmitigated 5.18.2. Sequestration 5.18.2.1. Unmitigated 8. User Changes to Default Data 4/30 371 SilverRock Proposed Project Operations Custom Report, 7/31/2025 1. Basic Project Information 1.1. Basic Project Information Project Name Operational Year Lead Agency Land Use Scale Analysis Level for Defaults Windspeed (m/s) Precipitation (days) Location County City Air District Air Basin TAZ EDFZ Electric Utility Gas Utility App Version 1.2. Land Use Types Golf Course 36.0 Hole 251 0.00 General Office 17.0 1000sgft 0.39 17,000 Building SilverRock Proposed Project Operations 2045 Project/site County 3.00 7.60 33.67414841676246,-116.28483188652353 Riverside -Salton Sea La Quinta South Coast AQMD Salton Sea 5651 19 Imperial Irrigation District Southern California Gas 2022.1.1.29 0.00 0.00 — 1,700 — — — 372 5/30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 General Office 55.0 1000sgft 1.26 55,000 5,500 - - - Building Hotel 154 Room 5.13 223,608 25,000 - - - Quality Restaurant 7.50 1000sgft 0.17 7,500 750 - - - Condo/Townhouse 70.0 Dwelling Unit 4.38 74,200 7,420 - 226 - Single Family 29.0 Dwelling Unit 9.42 56,550 5,655 - 94.0 - Housing Single Family 93.0 Dwelling Unit 30.2 181,350 18,135 - 300 - Housing Single Family 253 Dwelling Unit 82.1 493,350 49,335 - 817 - Housing General Office 40.0 1000sgft 0.92 40,000 4,000 - - - Building 1.3. User -Selected Emission Reduction Measures by Emissions Sector No measures selected 2. Emissions Summary 2.4. Operations Emissions Compared Against Thresholds Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Unmit. 54.9 52.2 32.0 331 0.91 0.98 86.8 87.8 0.95 22.0 23.0 405 110,540 110,946 44.4 3.87 390 113,598 Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Unmit. 47.6 45.2 33.9 194 0.81 0.94 86.8 87.7 0.92 22.0 22.9 405 100,593 100,998 44.4 3.96 368 103,657 Average - - - - - - - - - - - - - - - - - - Daily (Max) 373 6/30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 Unmit. 48.4 46.0 30.1 220 0.76 0.91 76.8 77.7 0.88 19.5 20.4 405 95,381 95,786 44.2 3.50 376 98,310 Annual- - - - - - - - - - - - - - - - - - (Max) Unmit. 8.83 8.40 5.49 40.2 0.14 0.17 14.0 14.2 0.16 3.55 3.72 67.1 15,791 15,858 7.31 0.58 62.2 16,276 2.5. Operations Emissions by Sector, Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Mobile 22.4 20.3 25.3 287 0.86 0.44 86.8 87.2 0.42 22.0 22.4 - 88,224 88,224 1.90 3.52 22.5 89,343 Area 31.8 31.5 0.36 40.3 < 0.005 0.04 - 0.04 0.03 - 0.03 - 129 129 0.01 < 0.005 - 129 Energy 0.72 0.36 6.34 3.78 0.04 0.50 - 0.50 0.50 - 0.50 - 21,915 21,915 1.71 0.14 - 21,999 Water - - - - - - - - - - - 84.7 272 357 8.70 0.21 - 637 Waste - - - - - - - - - - - 321 0.00 321 32.1 0.00 - 1,122 Refrig. - - - 367 367 Total 54.9 52.2 32.0 331 0.91 0.98 86.8 87.8 0.95 22.0 23.0 405 110,540 110,946 44.4 3.87 390 113,598 Daily, Winter (Max) Mobile 20.0 18.0 27.5 190 0.77 0.44 86.8 87.2 0.42 22.0 22.4 - 78,406 78,406 1.94 3.61 0.58 79,531 Area 26.8 26.8 - - - - - - - - - - - - - - - - Energy 0.72 0.36 6.34 3.78 0.04 0.50 - 0.50 0.50 - 0.50 - 21,915 21,915 1.71 0.14 - 21,999 Water - - - - - - - - - - - 84.7 272 357 8.70 0.21 - 637 Waste - - - - - - - - - - - 321 0.00 321 32.1 0.00 - 1,122 Refrig. - - - - - - - - - - - - - - - - 367 367 Total 47.6 45.2 33.9 194 0.81 0.94 86.8 87.7 0.92 22.0 22.9 405 100,593 100,998 44.4 3.96 368 103,657 Average - - - - - - - - - - - - - - - - - - Daily 374 7/30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 Mobile 18.4 16.5 23.6 197 0.72 0.39 76.8 77.2 0.37 19.5 19.8 - 73,130 73,130 1.70 3.16 8.62 74,122 Area 29.3 29.1 0.18 19.9 < 0.005 0.02 - 0.02 0.01 - 0.01 - 63.5 63.5 < 0.005 < 0.005 - 63.8 Energy 0.72 0.36 6.34 3.78 0.04 0.50 - 0.50 0.50 - 0.50 - 21,915 21,915 1.71 0.14 - 21,999 Water - - - - - - - - - - - 84.7 272 357 8.70 0.21 - 637 Waste - - - - - - - - - - - 321 0.00 321 32.1 0.00 - 1,122 Refrig. - - - - - - - - - - - - - - - - 367 367 Total 48.4 46.0 30.1 220 0.76 0.91 76.8 77.7 0.88 19.5 20.4 405 95,381 95,786 44.2 3.50 376 98,310 Annual- - - - - - - - - - - - - - - - - - Mobile 3.35 3.02 4.30 35.9 0.13 0.07 14.0 14.1 0.07 3.55 3.62 - 12,108 12,108 0.28 0.52 1.43 12,272 Area 5.34 5.31 0.03 3.63 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 10.5 10.5 < 0.005 < 0.005 - 10.6 Energy 0.13 0.07 1.16 0.69 0.01 0.09 - 0.09 0.09 - 0.09 - 3,628 3,628 0.28 0.02 - 3,642 Water - - - - - - - - - - - 14.0 45.0 59.1 1.44 0.03 - 105 Waste - - - - - - - - - - - 53.1 0.00 53.1 5.31 0.00 - 186 Refrig. - - - - - - - - - - - - - - - - 60.8 60.8 Total 8.83 8.40 5.49 40.2 0.14 0.17 14.0 14.2 0.16 3.55 3.72 67.1 15,791 15,858 7.31 0.58 62.2 16,276 4. Operations Emissions Details 4.1. Mobile Emissions by Land Use 4.1.1. Unmitigated Criteria Pollutar Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Golf 2.90 2.63 3.32 37.8 0.11 0.06 11.5 11.5 0.06 2.91 2.97 - 11,668 11,668 0.25 0.46 2.97 11,815 Course 375 8/30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 General 7.16 6.49 8.20 93.2 0.28 0.14 28.4 28.5 0.14 7.19 Office Building Hotel 3.26 2.95 3.73 42.5 0.13 0.07 12.9 13.0 0.06 3.28 Quality 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Restaura it Condo/T 1.32 1.20 1.46 16.4 0.05 0.03 4.94 4.96 0.02 1.25 ownhou se Single 7.77 7.07 8.62 96.6 0.29 0.15 29.1 29.3 0.14 7.38 Family Housing 7.33 - 28,806 28,806 0.62 1.14 7.34 29,170 3.34 - 13,118 13,118 0.28 0.52 3.34 13,284 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 1.28 - 5,022 5,022 0.11 0.20 1.28 5,086 7.52 - 29,610 29,610 0.65 1.19 7.53 29,988 Total 22.4 20.3 25.3 287 0.86 0.44 86.8 87.2 0.42 22.0 22.4 - Dail - - - - - - - - - - - - ill Winter (Max) Golf 2.59 2.32 3.61 25.0 0.10 0.06 11.5 11.5 0.06 2.91 Course General 6.40 5.74 8.91 61.7 0.25 0.14 28.4 28.5 0.14 7.19 Office Building Hotel 2.91 2.61 4.06 28.1 0.11 0.07 12.9 13.0 0.06 3.28 Quality 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Restaura it Condo/T 1.18 1.06 1.59 10.9 0.04 0.03 4.94 4.96 0.02 1.25 ownhou se Single 6.93 6.24 9.37 64.4 0.26 0.15 29.1 29.3 0.14 7.38 Family Housing 2.97 - 7.33 - 88,224 88,224 1.90 3.52 22.5 89,343 10,368 10,368 0.25 0.48 0.08 10,516 25,598 25,598 0.63 1.17 0.19 25,964 3.34 - 11,657 11,657 0.29 0.54 0.09 11,824 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 1.28 - 4,464 4,464 0.11 0.21 0.03 4,529 7.52 - 26,318 26,318 0.66 1.22 0.20 26,698 Total 20.0 18.0 27.5 190 0.77 0.44 86.8 87.2 0.42 22.0 22.4 - 78,406 78,406 1.94 3.61 0.58 79,531 Annual - - - - - - - - - - - - - - - - - - Golf 0.44 0.39 0.57 4.77 0.02 0.01 1.87 1.88 0.01 0.47 0.48 - 1,615 1,615 0.04 0.07 0.19 1,637 Course 376 9/30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 General 0.90 0.81 1.17 9.82 0.04 0.02 3.85 3.87 0.02 0.98 1.00 - 3,328 3,328 0.08 0.14 0.39 3,373 Office Building Hotel 0.52 0.47 0.68 5.72 0.02 0.01 2.24 2.25 0.01 0.57 0.58 - 1,936 1,936 0.04 0.08 0.23 1,962 Quality 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 Restaura it Condo/T 0.22 0.20 0.27 2.26 0.01 < 0.005 0.88 0.88 < 0.005 0.22 0.23 - 758 758 0.02 0.03 0.09 769 ownhou se Single 1.27 1.15 1.61 13.3 0.05 0.03 5.17 5.19 0.02 1.31 1.34 - 4,470 4,470 0.11 0.19 0.53 4,531 Family Housing Total 3.35 3.02 4.30 35.9 0.13 0.07 14.0 14.1 0.07 3.55 3.62 - 12,108 12,108 0.28 0.52 1.43 12,272 4.2. Energy 4.2.1. Electricity Emissions By Land Use - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, - - - - - - - - Summer (Max) Golf - - - - Course - Office Building Hotel - - - - Quality - - - - Restaura it Condo/T - - - - ownhou se - - - - 0.00 0.00 0.00 0.00 - 0.00 - - - - 5,328 5,328 0.39 0.05 - 5,352 3,080 3,080 0.22 0.03 - 3,094 634 634 0.05 0.01 - 637 - - - - 642 642 0.05 0.01 - 645 377 10/30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 Single - - - - Family Housing Total - - - - Daily, - - - - Winter (Max) Golf - - - - Course General - - - - Office Building Hotel - - - - Quality - - - - Restaura it Condo/T - - - - ownhou se Single - - - - Family Housing Total - - - - Annual - - - - Golf - - - - Course General - - - - Office Building Hotel - - - - Quality - - - - Restaura it Condo/T - - - - ownhou se - - - - - - - - 4,381 4,381 0.32 0.04 - 4,400 - - - - - - 14,065 14,065 1.02 0.12 - 14,127 - - - - - - - - 0.00 0.00 0.00 0.00 - 0.00 - - - - - - - - 5,328 5,328 0.39 0.05 - 5,352 - - - - - - - - 3,080 3,080 0.22 0.03 - 3,094 - - - - - - - - 634 634 0.05 0.01 - 637 - - - - - - - - 642 642 0.05 0.01 - 645 - - - - - - - - 4,381 4,381 0.32 0.04 - 4,400 - - - - - - - - 14,065 14,065 1.02 0.12 - 14,127 - - - - - - - - - - - - - - - - - 0.00 - 0.00 - 0.00 - - 0.00 - - 0.00 - - - - - - - - 882 882 0.06 0.01 - 886 - - - - - - - - 510 510 0.04 < 0.005 - 512 - - - - - - - - 105 105 0.01 < 0.005 - 105 - - - - - - - - 106 106 0.01 < 0.005 - 107 11 / 30 378 SilverRock Proposed Project Operations Custom Report, 7/31/2025 Single - - - - - - - - Family Housing Total - - - - - - 4.2.3. Natural Gas Emissions By Land Use - Unmitigated - - - - 725 725 0.05 0.01 - 728 - - 2,329 2,329 0.17 0.02 - 2,339 Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) MWEEMEMEMEMEW Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Golf 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 - 0.00 - 0.00 0.00 0.00 0.00 - 0.00 Course General 0.04 0.02 0.32 0.27 < 0.005 0.02 - 0.02 0.02 - 0.02 - 385 385 0.03 < 0.005 - 386 Office Building Hotel 0.23 0.11 2.07 1.74 0.01 0.16 - 0.16 0.16 - 0.16 - 2,469 2,469 0.22 < 0.005 - 2,476 Quality 0.02 0.01 0.21 0.18 < 0.005 0.02 - 0.02 0.02 - 0.02 - 255 255 0.02 < 0.005 - 256 Restaura it Condo/T 0.04 0.02 0.37 0.16 < 0.005 0.03 - 0.03 0.03 - 0.03 - 468 468 0.04 < 0.005 - 469 ownhou se Single 0.39 0.20 3.37 1.43 0.02 0.27 - 0.27 0.27 - 0.27 - 4,274 4,274 0.38 0.01 - 4,286 Family Housing Total 0.72 0.36 6.34 3.78 0.04 0.50 - 0.50 0.50 - 0.50 - 7,850 7,850 0.69 0.01 - 7,872 Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Golf 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 - 0.00 - 0.00 0.00 0.00 0.00 - 0.00 Course General 0.04 0.02 0.32 0.27 < 0.005 0.02 - 0.02 0.02 - 0.02 - 385 385 0.03 < 0.005 - 386 Office Building 379 12/30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 Hotel 0.23 0.11 2.07 1.74 0.01 0.16 - 0.16 0.16 - 0.16 - Quality 0.02 0.01 0.21 0.18 < 0.005 0.02 - 0.02 0.02 - 0.02 - Restaura it Condo/T 0.04 0.02 0.37 0.16 < 0.005 0.03 - 0.03 0.03 - 0.03 - ownhou se Single 0.39 0.20 3.37 1.43 0.02 0.27 - 0.27 0.27 - 0.27 - Family Housing Total 0.72 0.36 6.34 3.78 0.04 0.50 - 0.50 0.50 - 0.50 - Annual - - - - - - - - - - - - Golf 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 - 0.00 - Course General 0.01 < 0.005 0.06 0.05 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - Office Building Hotel 0.04 0.02 0.38 0.32 < 0.005 0.03 - 0.03 0.03 - 0.03 - Quality < 0.005 < 0.005 0.04 0.03 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - Restaura it Condo/T 0.01 < 0.005 0.07 0.03 < 0.005 0.01 - 0.01 0.01 - 0.01 - ownhou se Single 0.07 0.04 0.61 0.26 < 0.005 0.05 - 0.05 0.05 - 0.05 - Family Housing Total 0.13 0.07 1.16 0.69 0.01 0.09 - 0.09 0.09 - 0.09 - 4.3. Area Emissions by Source 4.3.1. Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) 21469 2,469 0.22 < 0.005 - 2,476 255 255 0.02 < 0.005 - 256 468 468 0.04 < 0.005 - 469 4,274 4,274 0.38 0.01 - 4,286 7,850 7,850 0.69 0.01 - 7,872 0.00 0.00 0.00 0.00 - 0.00 63.7 63.7 0.01 < 0.005 - 63.9 409 409 0.04 < 0.005 - 410 42.2 42.2 < 0.005 < 0.005 - 42.3 77.4 77.4 0.01 < 0.005 - 77.7 708 708 0.06 < 0.005 - 710 1,300 1,300 0.12 < 0.005 - 1,303 13/30 cm SilverRock Proposed Project Operations Custom Report, 7/31/2025 Daily, - - - - - - - - - - - - Summer (Max) Consum 24.6 24.6 - - - er Product s Architect 2.25 2.25 - - - - - - - - - - ural Coating s Landsca 4.97 4.65 0.36 40.3 < 0.005 0.04 - 0.04 0.03 - 0.03 - pe Equipm ent Total 31.8 31.5 0.36 40.3 < 0.005 0.04 - 0.04 0.03 - 0.03 - Daily, - - - - - - - - - - - - Winter (Max) Consum 24.6 24.6 er Product s Architect 2.25 2.25 - - - - - - - - - - ural Coating s Total 26.8 26.8 Annual Consum 4.49 4.49 er Product s Architect 0.41 0.41 - - - - - - - - - - ural Coating s 129 129 0.01 < 0.005 - 129 129 129 0.01 < 0.005 - 129 14/30 381 SilverRock Proposed Project Operations Custom Report, 7/31/2025 Landsca 0.45 0.42 0.03 3.63 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - pe Total 5.34 5.31 0.03 3.63 < 0.005 < 0.005 - < 0.005 < 0.005 - < 0.005 - 4.4. Water Emissions by Land Use 4.4.1. Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, - - - - - - - - - - - Summer (Max) Golf - - - - - - - - - - - Course General - - - - - - - - - - - Office Building Hotel - - - - - - - - - - - Quality - - - - - - - - - - - Restaura it Condo/T - - - - - - - - - - - ownhou se Single - - - - - Family Housing Total - - - - - - - - - - - Daily, - - - - - - - - - - - Winter (Max) Golf - - - - - - - - - - - Course 10.5 10.5 < 0.005 < 0.005 - 10.6 10.5 10.5 < 0.005 < 0.005 - 10.6 0.00 0.00 0.00 0.00 0.00 - 0.00 38.1 119 157 3.92 0.09 - 283 7.49 25.0 32.5 0.77 0.02 - 57.3 4.36 13.5 17.9 0.45 0.01 - 32.3 5.46 17.6 23.0 0.56 0.01 - 41.0 29.2 97.1 126 3.00 0.07 - 223 84.7 272 357 8.70 0.21 - 637 0.00 0.00 0.00 0.00 0.00 - 0.00 382 15/30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 General - - - - - - - - - - - 38.1 119 157 3.92 0.09 - 283 Office Building Hotel - - - - - - 7.49 25.0 32.5 0.77 0.02 - 57.3 Quality 4.36 13.5 17.9 0.45 0.01 - 32.3 Restaura it Condo/T - - - - - - - - - - - 5.46 17.6 23.0 0.56 0.01 - 41.0 ownhou se Single - - - - - - - - - - - 29.2 97.1 126 3.00 0.07 - 223 Family Housing Total - - - - - - - - - - - 84.7 272 357 8.70 0.21 - 637 Annual - - - - - - - - - - - - - - - - - - Golf - - - - - - - - - - - 0.00 0.00 0.00 0.00 0.00 - 0.00 Course General - - - - - - - - - - - 6.32 19.7 26.0 0.65 0.02 - 46.8 Office Building Hotel - - - - - - - - - - - 1.24 4.15 5.38 0.13 < 0.005 - 9.48 Quality - - - - - - - - - - - 0.72 2.24 2.97 0.07 < 0.005 - 5.35 Restaura it Condo/T - - - - - - - - - - - 0.90 2.91 3.81 0.09 < 0.005 - 6.79 ownhou se Single - - - - - - - - - - - 4.84 16.1 20.9 0.50 0.01 - 36.9 Family Housing Total - - - - - - - - - - - 14.0 45.0 59.1 1.44 0.03 - 105 4.5. Waste Emissions by Land Use 4.5.1. Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) 383 16/30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 Daily, - - - - - - - - - - - - - - - - - - Summer (Max) Golf - - - - 2.59 0.00 2.59 0.26 0.00 - 9.04 Course General - - - - - - - - - - - 56.1 0.00 56.1 5.61 0.00 - 196 Office Building Hotel - - - - - - - - - - - 45.4 0.00 45.4 4.54 0.00 - 159 Quality - - - - - - - - - - - 3.69 0.00 3.69 0.37 0.00 - 12.9 Restaura it Condo/T - - - - - - - - - - - 27.9 0.00 27.9 2.79 0.00 - 97.6 ownhou se Single - - - - - - - - - - - 185 0.00 185 18.5 0.00 - 647 Family Housing Total - - - - - - - - - - - 321 0.00 321 32.1 0.00 - 1,122 Daily, - - - - - - - - - - - - - - - - - - Winter (Max) Golf - - - - - - - - - - - 2.59 0.00 2.59 0.26 0.00 - 9.04 Course General - - - - - - - - - - - 56.1 0.00 56.1 5.61 0.00 - 196 Office Building Hotel - - - - - - - - - - - 45.4 0.00 45.4 4.54 0.00 - 159 Quality - - - - - - - - - - - 3.69 0.00 3.69 0.37 0.00 - 12.9 Restaura it Condo/T - - - - - - - - - - - 27.9 0.00 27.9 2.79 0.00 - 97.6 ownhou se 384 17/30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 Single - - - - - - - - - - - 185 0.00 185 18.5 0.00 - 647 Family Housing Total 321 0.00 321 32.1 0.00 - 1,122 Annual Golf - - - - - - - - - - - 0.43 0.00 0.43 0.04 0.00 - 1.50 Course General - - - - - - - - - - - 9.29 0.00 9.29 0.93 0.00 - 32.5 Office Building Hotel - - - - - - - - - - - 7.52 0.00 7.52 0.75 0.00 - 26.3 Quality - - - - - - - - - - - 0.61 0.00 0.61 0.06 0.00 - 2.14 Restaura it Condo/T - - - - - - - - - - - 4.62 0.00 4.62 0.46 0.00 - 16.2 ownhou se Single - - - - - - - - - - - 30.6 0.00 30.6 3.06 0.00 - 107 Family Housing Total - - - - - - - - - - - 53.1 0.00 53.1 5.31 0.00 - 186 4.6. Refrigerant Emissions by Land Use 4.6.1. Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, - - - - Summer (Max) Golf - - - - Course [�ZiZ�=iliI�] 18/30 385 SilverRock Proposed Project Operations Custom Report, 7/31/2025 General — — — — Office Building Hotel — — — — Quality Restaura it Condo/T ownhou se Single — — — — Family Housing Total — — — — Daily, — — — — Winter (Max) Golf — — — — Course General — — — — Office Building Hotel — — — — Quality — — — — Restaura it Condo/T ownhou se Single — — — — Family Housing Total — — — — Annual — — — — Golf — — — — Course 0.27 0.27 — — — — — — — — — — 350 350 11.7 11.7 0.53 0.53 5.24 5.24 367 367 - - - - - - - - - - - - - - 0.00 0.00 0.27 0.27 — — — — — — — — — — — — 350 350 — — — — — — — — — — — — 11.7 11.7 0.53 0.53 5.24 5.24 367 367 - - - - - - - - - - - - - - - — — — — — — — 0.00 0.00 386 19/30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 General — — — — — — — — Office Building Hotel — — — — — — Quality Restaura it Condo/T ownhou se Single — — — — — — — — Family Housing Total — — — — — — — — 0.05 0.05 — — — — — 57.9 57.9 — 1.94 1.94 0.09 0.09 0.87 0.87 60.8 60.8 4.7. Offroad Emissions By Equipment Type 4.7.1. Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Equipm ent Type Daily, — — — — — — — — — — — — — — — — — — Summer (Max) Total — — — — — — — — — — — — — — — — — — Daily, — — — — — — — — — — — — — — — — Winter (Max) Total— — — — — — — — — — — — — — — — — — Annual— — — — — — — — — — — — — — — — — — Total— — — — — — — — — — — — — — — — — — 4.8. Stationary Emissions By Equipment Type 20 / 30 387 SilverRock Proposed Project Operations Custom Report, 7/31/2025 4.8.1. Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Equipm ent .- Daily, — — — — — — — — — — — — — — — — — — Summer (Max) Total — — — — — — — — Daily, — — — — — — — — Winter (Max) Total — — — — — — — — Annual — — — — — — — — Total — — — — — — — — 4.9. User Defined Emissions By Equipment Type 4.9.1. Unmitigated Criteria Pollutar Daily, — — — — — — — — — — — — — — — — — — Summer (Max) Total— — — — — — — — — — — — — — — — — — Daily, — — — — — — — — — — — — — — — — — — Winter (Max) Total — — — — — — — — — — — — — — — Annual — — — — — — — — — — — — — — 388 21 / 30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 Total — — — — — — — — — — — — — — — — — — 4.10. Soil Carbon Accumulation By Vegetation Type 4.10.1. Soil Carbon Accumulation By Vegetation Type - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, — — — — — — — — — — — — — — — — — — Summer (Max) Total— — — — — — — — — — — — — — — — — — Daily, — — — — — — — — — — — — — — — — — — Winter (Max) Total — — — — — — — — — — — — — — — — — — Annual — — — — — — Total — — — — — — 4.10.2. Above and Belowground Carbon Accumulation by Land Use Type - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, — — — — Summer (Max) Total — — Daily, — — — — Winter (Max) Total — — — — Annual — — — — - - - - - - - - - - - - - - - — — — — — — — '389 — 22/30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 Total — — — — — — — — — — — — — — — — — — 4.10.3. Avoided and Sequestered Emissions by Species - Unmitigated Criteria Pollutants (lb/day for daily, ton/yr for annual) and GHGs (lb/day for daily, MT/yr for annual) Daily, — — — — — — — — — — — — — — — — — — Summer (Max) Avoided — — — — — — — — — — — — — — — — — — Subtotal — — — — — — — — — — — — — — — — — — Sequest — — — — — — — — — — — — — — — — — — ered Subtotal — — — — — — — — — — — — — — — — — — Remove — — — — — — — — — — — — — — — — — — d Subtotal — — — — — — — — — — — — Daily, — — — — — — — — — — — Winter (Max) Avoided — — — — — — — — — — — — — — — — — — Subtotal — — — — — — — — — — — — — — — — — — Sequest — — — — — — — — — — — — — — — — — — ered Subtotal — — — — — — — — — — — — — — — — — — Remove — — — — — — — — — — — — — — — — — — d Subtotal — — — — — — — — — — — — — — — — — - - - - - - - - - - - - - - - - - - - - Annual — — — — — — — — — — — — — — — — — — Avoided — — — — — — — — — — — — — — — — — — 390 23 / 30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 Subtotal - - - - - - - - - - - - - - - - - - Sequest - - - - - - - - - - - - - - - - - - ered Subtotal - - - - - - - - - - - - - - - - - - Remove - - - - - - - - - - - - - - - - - - d Subtotal 5. Activity Data 5.9. Operational Mobile Sources 5.9.1. Unmitigated Golf Course 1,094 716 680 358,038 16,219 10,619 10,085 5,308,218 General Office 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Building General Office 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Building Hotel 1,230 1,205 875 429,157 18,236 17,865 12,979 6,362,611 Quality Restaurant 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Condo/Townhouse 504 509 457 181,792 6,898 6,971 6,248 2,487,821 Single Family 273 276 248 98,584 3,741 3,781 3,388 1,349,118 Housing Single Family 877 886 794 316,148 11,997 12,124 10,866 4,326,482 Housing Single Family 1,822 1,841 1,650 657,048 24,933 25,197 22,582 8,991,697 Housing General Office 2,701 613 28.0 737,605 40,045 9,086 415 10,935,617 Building 391 24/30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 5.10. Operational Area Sources 5.10.1. Hearths 5.10.1.1. Unmitigated 5.10.2. Architectural Coatings 1631036.25 543,679 5.10.3. Landscape Equipment Snow Days Summer Days 5.11. Operational Energy Consumption 5.11.1. Unmitigated 514,662 171,554 day/yr 0.00 day/yr 180 Electricitv (kWh/vr) and CO2 and CH4 and N20 and Natural Gas (kB Golf Course 0.00 457 0.0330 0.0040 0.00 General Office Building 646,552 457 0.0330 0.0040 182,179 General Office Building 2,091,785 457 0.0330 0.0040 589,403 Hotel 2,462,801 457 0.0330 0.0040 7,703,186 Quality Restaurant 506,864 457 0.0330 0.0040 795,873 Condo/Townhouse 513,040 457 0.0330 0.0040 1,459,547 Single Family Housing 270,838 457 0.0330 0.0040 1,031,365 Single Family Housing 868,550 457 0.0330 0.0040 3,307,481 392 25 / 30 SilverRock Proposed Project Operations Custom Report, 7/31/2025 Single Family Housing 2,362,829 457 0.0330 0.0040 General Office Building 1,521,298 457 0.0330 0.0040 5.12. Operational Water and Wastewater Consumption 5.12.1. Unmitigated Golf Course 0.00 0.00 General Office Building 3,021,474 31,902 General Office Building 9,775,356 103,211 Hotel 3,906,483 469,140 Quality Restaurant 2,276,503 14,074 Condo/Townhouse 2,847,164 170,183 Single Family Housing 1,179,539 129,702 Single Family Housing 3,782,661 415,940 Single Family Housing 10,290,465 1,131,535 General Office Building 7,109,350 75,062 5.13. Operational Waste Generation 5.13.1. Unmitigated Golf Course 4.80 — General Office Building 15.8 — General Office Building 51.2 — Hotel 84.3 — Quality Restaurant 6.84 — Condo/Townhouse 51.7 — 8,997,771 428,657 26 / 30 393 SilverRock Proposed Project Operations Custom Report, 7/31/2025 Single Family Housing 26.6 Single Family Housing 85.0 Single Family Housing 232 General Office Building 37.2 5.14. Operational Refrigeration and Air Conditioning Equipment 5.14.1. Unmitigated Golf Course Other commercial A/C R-410A 2,088 < 0.005 4.00 4.00 18.0 and heat pumps Golf Course Stand-alone retail R-134a 1,430 0.04 1.00 0.00 1.00 refrigerators and freezers General Office Household R-134a 1,430 0.02 0.60 0.00 1.00 Building refrigerators and/or freezers General Office Other commercial A/C R-410A 2,088 < 0.005 4.00 4.00 18.0 Building and heat pumps General Office Household R-134a 1,430 0.02 0.60 0.00 1.00 Building refrigerators and/or freezers General Office Other commercial A/C R-410A 2,088 < 0.005 4.00 4.00 18.0 Building and heat pumps Hotel Household R-134a 1,430 0.00 0.60 0.00 1.00 refrigerators and/or freezers Hotel Other commercial A/C R-410A 2,088 1.80 4.00 4.00 18.0 and heat pumps Hotel Walk-in refrigerators R-404A 3,922 < 0.005 7.50 7.50 20.0 and freezers Quality Restaurant Household R-134a 1,430 0.00 0.60 0.00 1.00 refrigerators and/or freezers 394 27 / 30 Quality Restaurant Other commercial A/C R-410A 2,088 and heat pumps Quality Restaurant Walk-in refrigerators R-404A 3,922 and freezers Condo/Townhouse Average room A/C & R-410A 2,088 Other residential A/C and heat pumps Condo/Townhouse Household R-134a 1,430 refrigerators and/or freezers Single Family Housing Average room A/C & R-410A 2,088 Other residential A/C and heat pumps Single Family Housing Household R-134a 1,430 refrigerators and/or freezers Single Family Housing Average room A/C & R-410A 2,088 Other residential A/C and heat pumps Single Family Housing Household R-134a 1,430 refrigerators and/or freezers Single Family Housing Average room A/C & R-410A 2,088 Other residential A/C and heat pumps Single Family Housing Household R-134a 1,430 refrigerators and/or freezers General Office Household R-134a 1,430 Building refrigerators and/or freezers General Office Other commercial A/C R-410A 2,088 Building and heat pumps 5.15. Operational Off -Road Equipment SilverRock Proposed Project Operations Custom Report, 7/31/2025 1.80 4.00 4.00 18.0 < 0.005 7.50 7.50 20.0 < 0.005 2.50 2.50 10.0 0.12 0.60 0.00 1.00 < 0.005 2.50 2.50 10.0 0.12 0.60 0.00 1.00 < 0.005 2.50 2.50 10.0 0.12 0.60 0.00 1.00 < 0.005 2.50 2.50 10.0 0.12 0.60 0.00 1.00 0.02 0.60 0.00 1.00 < 0.005 4.00 4.00 18.0 28 / 30 395 SilverRock Proposed Project Operations Custom Report, 7/31/2025 5.15.1. Unmitigated 5.16. Stationary Sources 5.16.1. Emergency Generators and Fire Pumps 5.16.2. Process Boilers 5.17. User Defined 5.18. Vegetation 5.18.1. Land Use Change 5.18.1.1. Unmitigated 5.18.1. Biomass Cover Type 5.18.1.1. Unmitigated 5.18.2. Sequestration Number per Day Hours per Day Hours per Year Horsepower Load Factor 4 W714111 SilverRock Proposed Project Operations Custom Report, 7/31/2025 5.18.2.1. Unmitigated 8. User Changes to Default Data Land Use Operations: Vehicle Data Operations: Hearths Assumed 1-% of building area is landscaped. Trip rates calculated based on daily trips provided by Fehr & Peers using ITE 11th Edition. Some office and restaurant uses included in hotel trips. No wood burning fireplaces or stoves included in the proposed Project. 397 30 / 30 RESOLUTION NO. 2025 - XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LA QUINTA, CALIFORNIA, CONDITIONALLY APPROVING THE ECONOMIC DEVELOPMENT SUBSIDY REPORT, TRANSIENT OCCUPANCY TAX REVENUE SHARING AGREEMENT, AND OPTION TO PURCHASE REAL PROPERTY AGREEMENT WHICH INCLUDES A REPURCHASE OPTION AGREEMENT FOR PHASE 2 OPTION PROPERTY, ASSOCIATED WITH DEVELOPMENT AGREEMENT 2025-0001 (REINSTATED AND AMENDED DEVELOPMENT AGREEMENT 2014-1001) FOR THE SILVERROCK RESORT PROJECT PROJECT: SILVERROCK RESORT APPLICANT: TBE RE ACQUISITION CO II LLC (SUBSIDIARY OF TURNBRIDGE EQUITIES) WHEREAS, the City Council of the City of La Quinta, California, did, on September 22, 2025, hold a duly noticed Public Hearing to consider a request by TBE RE Acquisition Co II LLC., subsidiary of Turnbridge Equities, for approval of a Reinstated and Amended Development Agreement (ADA) and associated documents and agreements for the SilverRock Resort (2025 SilverRock Master Plan), relating to real property south of Avenue 52, west of Jefferson Street, with Assessor Parcel Numbers: APNs: 770-260-037; 776-150-029, -030; 777-060-008, -010, -011, -019, -020, -062, -070, - 071, -072, -074, -075, -078, -079, -080, -081, -082, -083, -084, -085; 777-490-023, -024, - 035, -037, -039, -042, -046, -047, -048, -049, -050, -053, -054, -055, -057, -058, -059, - 060, -061, -062, -063, -064, -065, -066, -067, -068, -069, -070, -071, -072, -073, -074, - 075, -076, -077, -078, -079, -080; 777-510-001, -002, -003, -004, -005, -006, -007, -008, - 009, -010, -011, -012, -013, -014, -015, -016, -017, -018, -019, -020, -021, -022, -023, - 024, -025; 777-520-001, -002, -003, -004, -005, -006, -007, -008, -009, -010, -011, -012, - 013, -014, -015, -016, -017, -018 WHEREAS, the Design and Development Department published a public hearing notice in The Desert Sun newspaper on September 8, 11, and 18, 2025, for the City Council's consideration of the Economic Development Subsidy Report and the incentives proposed for the SilverRock Resort (2025 SilverRock Master Plan) as a part of the ADA and associated documents and agreements; and WHEREAS, the City Council has received and reviewed the Economic Development Subsidy Report pursuant to California Government Code Sections 53083 and 52201 (Exhibit A), the Transient Occupancy Tax (TOT) Revenue Sharing Agreement (Exhibit B), and the Option to Purchase Real Property Agreement which includes a Repurchase Option for Phase 2 Option Property (Exhibit C); and WHEREAS, the City Council finds that the explanations and supporting evidence for the economic subsidies and financial incentives, as set forth in the Economic Development .; Resolution No. 2025 — xxx SilverRock Resort (2025 SilverRock Master Plan) Adopted: September 22, 2025 Page 2 of 3 Subsidy Report, adequately and accurately describe the reasons why those economic development subsidies are necessary and appropriate for the economic opportunity related to the sale of the Phase 2 Option Property, and the net tax revenue accruing to the City as a result of the subsidies, based on the project presented by the applicants in the SilverRock Resort (2025 SilverRock Master Plan); and WHEREAS, based on the explanations and supporting evidence set forth in the Economic Development Subsidy Report, the City Council hereby incorporates by reference into this Resolution all of the findings in the Economic Development Subsidy Report as the findings of the City Council, and specifically finds that the consideration for the Phase 2 Option Property is not less than the fair reuse value at the use and with the covenants, conditions, and development costs that are authorized and required by the proposed project in SilverRock Resort (2025 SilverRock Master Plan); and WHEREAS, the sale to the applicant of the Phase 1 Property, as described in the ADA and Economic Development Subsidy Report, is contingent on the U.S. Bankruptcy Court for the District of Delaware authorizing said sale, in connection with the following bankruptcy petitions: SilverRock Development Company, LLC (5730), RGC PA 789, LLC (5996), SilverRock Lifestyle Residences, LLC (0721), SilverRock Lodging, LLC (4493), SilverRock Luxury Residences, LLC (6598) and SilverRock Phase I, LLC (2247) (collectively, referred to as the "Bankruptcy Lawsuit" in the "Bankruptcy Court"). As such, the approval of the Economic Development Subsidy Report, Transient Occupancy Tax (TOT) Revenue Sharing Agreement, and Option to Purchase Real Property Agreement which includes a Repurchase Option for Phase 2 Option Property, are subject to the condition precedent that the Bankruptcy Court authorize the sale of the Phase 1 Property to the applicant; and WHEREAS, the City Council has separately considered Ordinance No. , conditionally approving the Reinstated and Amended Development Agreement (ADA), which is similarly contingent upon the Bankruptcy Court authorizing the sale of the Phase 1 Property to the applicant. The ADA must be adopted by said Ordinance pursuant to State law and the La Quinta Municipal Code. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of La Quinta, California, as follows: SECTION 1. The above recitations are true and constitute the Findings of the City Council in this case. SECTION 2. The City Council approves the Economic Development Subsidy Report, Transient Occupancy Tax (TOT) Revenue Sharing Agreement, and the Option to Purchase Real Property Agreement which includes a Repurchase Option for Phase 2 Option Property, with said approvals subject to the conditions that: (a) the Bankruptcy Court authorizes the sale of the Phase 1 Property to the applicant, and (b) the City Council adopts the Ordinance approving the ADA and said Ordinance becomes effective. If the Bankruptcy Court does not authorize the sale of the Phase 1 Property to the applicant, or if the Ordinance approving the ADA does not become effective, this 399 Resolution No. 2025 — xxx SilverRock Resort (2025 SilverRock Master Plan) Adopted: September 22, 2025 Page 3 of 3 Resolution shall automatically be rescinded, without the requirement for further action by the City Council, and the conditional approvals set forth herein shall be of no force and effect. SECTION 3. The City Council hereby directs the City Manager to update the Economic Development Subsidy Report prepared under Government Code Sections 53083 and 52201 as required by law, which currently requires updates every five years. SECTION 4. Subject to the Bankruptcy Court authorizing the sale of the Phase 1 Property to the applicant and the City Council adopting the Ordinance approving the ADA and said Ordinance becoming effective, the City Council authorizes the City Manager to execute the Transient Occupancy Tax (TOT) Revenue Sharing Agreement and the Option to Purchase Real Property Agreement. PASSED, APPROVED, and ADOPTED at a special meeting of the La Quinta City Council held on September 22, 2025, by the following vote: AYES: NOES: ABSENT: ABSTAIN: LINDA EVANS, Mayor City of La Quinta, California ATTEST: MONIKA RADEVA, City Clerk City of La Quinta, California APPROVED AS TO FORM: WILLIAM H. IHRKE, City Attorney City of La Quinta, California 400 RESOLUTION NO. 2025-XXX EXHIBIT A SUMMARY REPORT PURSUANT TO Adopted: September 22, 2025 CALIFORNIA GOVERNMENT CODE SECTIONS 53083 & 52201 ON A REINSTATED AND AMENDED DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF LA QUINTA AND TBE RE ACQUISITION CO II LLC AN AFFILATE OF TURNBRIDGE EQUITIES The following Summary Report has been prepared pursuant to California Government Code Sections 53083 and 52201. The report sets forth certain details of the proposed Reinstated and Amended Development Agreement, and related agreements (Agreement) between the following parties: 1. The City of La Quinta (City), a California municipal corporation and charter city; 2. TBE RE Acquisition Co II LLC, a Delaware limited liability company an affiliate of Turnbridge Equities (Developer). The Agreement requires the City to provide a development incentive to the Developer for the purpose of constructing the Siver Rock Resort Area, which includes a hotel, condominiums, single-family residences, spa, public golf course clubhouse and complimentary amenities. The project is located on an approximately 134-acre site in the City of La Quinta (Phase 1 Property). This summary report considers only the proposed Agreement. The purpose of this Agreement is to effectuate economic development in the City. The following Summary Report is based upon the information contained within the Agreement, and is organized into the following six sections: Identity of the Developer: This section provides the name and address of the Developer. II. Salient Points of the Agreement: This section summarizes the major responsibilities imposed on the Developer and the City by the Agreement. III. Economic Incentives Provided and Cost of the Agreement: This section details the economic incentives provided and the costs incurred by the City to implement the Agreement. IV. Consideration Received and Comparison with the Economic Incentives Provided: This section describes the financial compensation to be received by the City. 25090031404 18994.007.001 V. Creation of Economic Opportunity and Public Purpose: This section explains how the Agreement will assist in creating economic opportunity in the City. VI. Job Creation: This section describes the number of full-time, part-time and temporary jobs created under the Agreement. This report and the Agreement are to be made available for public inspection prior to the approval of the Agreement. I. IDENTITY OF DEVELOPER Information on the Developer is provided below: TBE RE Acquisition CO II LLC an affiliate of Turnbridge Equities TBE RE Acquisition Co II LLC c/o Turnbridge Equities 4 Bryant Park, Suite 200 New York, New York 10018 II. SALIENT POINTS OF THE AGREEMENT A. Project Description At the time of this Report, the Phase 1 Property is subject to a voluntary "Debtor -In -Possession" bankruptcy proceeding, as referenced in the Agreement. The Developer's acquisition of the Phase 1 Property, and subsequent development of the Project, is contingent on the bankruptcy court authorizing the sale of the Phase 1 Property. On the Phase 1 Property the Developer will construct (approximately) the following improvements that are identified as Phase 1A and 1B in the Agreement (collectively "Phase 1"): 1. Luxury Resort Hotel - 154-room resort with supporting amenities (e.g. pool, lobby, etc.) 2. Banquet Facilities - 21,600 square feet of meeting and banquet space 3. Spa - 21,000 square foot amenity 4. Condominium Units - 70 Luxury Branded units 5. Luxury Branded Single Family Residences - 122 for -sale residences with 29 units in Phase 1 A and 93 in Phase 1 B 6. Public Golf Clubhouse - 16,200 square foot facility for the existing public Arnold Palmer Classic Golf Course (Golf Course) 2 250900314W 18994.007.001 7. Residential Clubhouse - 15,000 square foot facility with pools for use by residential owners A subsequent project phase (Phase 2) is contingent upon the completion of the Luxury Resort Hotel and Public Golf Clubhouse being constructed and open for business to the general public, which includes the conveyance of the City -owned Golf Course and Ahmanson Ranch Property, and, upon the valid exercise of an option to purchase, the Phase 2 Property from the City. Together, this City -owned property is approximately 380 acres, including the existing Golf Course and Ahmanson Ranch House, and with anticipated improvements that contemplate an 18-hole private golf course, 253 residential units and 40,000 square feet of commercial development. B. Developer Responsibilities The Agreement requires the Developer to accept the following responsibilities: Developer shall develop or cause the development of the Project on the Property in accordance with this Agreement and other Project Approvals, the Project Description, Site Maps, Scope of Work for all Project Components, and within commencement and completion dates of the Project Components pursuant to the Schedule of Performance stated to be Project Milestones; 2. Developer shall have the obligation to apply for and obtain, at its own cost and expense, any and all permits, licenses, approvals and entitlements for the development of the Project; 3. Commencing upon the date of the close of escrow for Developer's acquisition of the Property, Developer shall pay prior to delinquency all ad valorem real estate taxes and assessments on the Property; 4. Developer shall not use or otherwise sell, transfer, convey, assign, lease, leaseback or hypothecate the Property, the Project that would cause the exemption of the payment of all or any portion of real or personal property taxes otherwise assessable regarding the Property; 5. Provide commitment letter or similar instrument (which it is acknowledged may be non- binding) from the proposed Permitted Hotel Operator for the Luxury Hotel Project Component, Luxury Condominium and Luxury Single Family Residences (depending on which Project Component(s) Developer elects to undertake at the appliable time); 6. The Final Project Budget for the applicable Project Component; 7. The proposed financing plan generally identifying financing sources for all private and public improvements proposed for the Project Components on the Phase 1A Property, which financing plan is consistent with the Final Project Budget; 2509003. L4&3 18994.007.001 8. Developer covenants, for itself, its successors and assigns, that the Developer shall commence and complete the construction of the Project on the Property within the approximate (or, with respect to Project Milestones, the dates) time period for such actions set forth in the Schedule of Performance; 9. Except for the TOT rebate as provided for in the TOT Covenant Agreement and the potential premium purchase price for the City -Owned Option Property as provided for in the Option Agreement, all costs and expenses for the undertaking and completing the Project, including, without limitation, constructing all Project Components, all legally imposed on- and off -site improvements, and providing all utilities therefor, shall be borne by Developer at its sole cost, expense, and liability; 10. Developer shall assume the responsibility and be solely responsible for determining whether or not laborers employed relative to the construction of the Project must be paid the prevailing per diem wage rate for their labor classification; 11. Developer shall have at least one luxury hotel with first-class amenities and uses complementary to the Golf Course and surrounding SilverRock Resort Area, as approved by City as part of the Project Approvals; and 12. Developer shall operate and maintain the Golf Course and Ahmanson Ranch House in first-class condition and will continue to provide one-third of the available tee times at a reduced rate for City residents. C. City Responsibilities The Agreement imposes the following responsibilities on the City: The financial assistance provided to Developer by City shall be the TOT rebate as provided for in the TOT Covenant Agreement and the potential purchase price for the City -Owned Option Property as provided for in the Option Agreement, and the transfer of the City -Owned Golf Course Property and City -Owned Ahmanson Ranch as provided in the Agreement; 2. City shall transfer to Developer the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property pursuant to and upon Developer's satisfaction of the Agreement provisions; 3. The City shall disburse to the Developer an amount equal to ninety percent (90%) of the Transient Occupancy Tax from the Project received by the City for 10 years and sixty percent (60%) of the TOT received for a subsequent five years. The City payments will expire 15 years after the Developer receives authorization from the City for occupancy and use of all hotel rooms in the Luxury Hotel or the Luxury Hotel Operations Commencement Project Milestone Date as detailed in the Transient Occupancy Tax Revenue Sharing Agreement; and 25090031404 18994.007.001 4. The City shall have timely performed all of the obligations required by the terms of the Agreement. III. ECONOMIC INCENTIVES PROVIDED AND COST OF THE AGREEMENT The City is providing economic incentives to facilitate the development of the Project. The incentives include: TOT Revenue Sharing — The City has an agreement to share a portion of the Transient Occupancy Taxes (TOT) generated by the Project. The Project will generate nightly TOT sales from the 150 hotel keys and the Developer anticipates approximately 46 residences will be available for short-term/overnight stays. The Developer will receive the following as an economic incentive: a. Years 1-10: 90% of TOT generated by the Project b. Years 11-15: 60% of TOT generated by the Project The TOT sharing is limited to the actual revenue generated by the Development; there are no fixed payments. Therefore, the incentive will be solely based on Project performance and the TOT it generates. The Developer anticipates the Project will support an average daily rate (ADR) for the hotel rooms of $1,350 at stabilization in Year 4 (65% occupancy) and the residences a $6,850 ADR at stabilization in Year 4 (28% occupancy). These rates reflect a significant premium over the market area. If this level of performance is achieved, the City's economic incentive is $106.6 million over 15 years, having a present value of $64.8 million assuming an 8.0% discount rate. 2. Golf Course, Ahmanson Ranch House & Phase 2 Property — The Developer has the option to purchase the Phase 2 Property if certain conditions outlined in the Agreement are met. Since obtaining ownership in 2002/03, the City costs for acquisition, infrastructure improvements (e.g. public roads), Golf Course construction and operating/maintenance costs (e.g. Golf Course operating shortfalls) for the Phase 2 Property are estimated to be $89.0 million. The Agreement sets the Option Price at $17 million, which includes land for future development. The Agreement also provides for the conveyance of the existing Golf Course and the Ahmanson Ranch House. The Option Price reflects the fair reuse value of the property required for the Developer to achieve their target return on investment when considering the covenants, conditions and development costs associated with the Project improvements. Cushman & Wakefield conducted an appraisal of the Phase 2 Property with a date of value of June 11, 2025. The appraisal valued the property at $47.8 million based on its highest and best use, which is generally in -line with the proposed development program in the Agreement and the existing specific plan. The difference between the fair market value and the Option Price indicates a $30.8 million incentive is being provided. 5 25090031406 18994.007.001 3. Debtor in Possession Credit Agreement (DIP Agreement) - The purpose of the DIP Agreement is to provide the Debtors that own, in bankruptcy, the Phase 1 Property with liquidity to wind down their estates and prosecute a plan of liquidation that will enhance the distribution to secured creditors. The City provided an initial Credit Agreement of $11.0 million that was upsized by the amount of $1.0 million to $12.0 million in aggregate, with the potential for additional funding of another $1.0 million if approved by the City Council. The City conservatively estimates repayment of the credit facility at $5.5 million, indicating a potential additional $7.5 million incentive. Present Value of Project Economic Incentives TOT Revenue Sharing $64,809,000 Golf Course, Ahmanson Ranch House, Phase 2 Property $30,800,000 DIP Credit Agreement $7,500,000 Total Economic Incentives $103,109,000 IV. CONSIDERATION RECEIVED AND COMPARISON WITH THE ECONOMIC INCENTIVES PROVIDED The City expects to receive a significant increase in transient occupancy tax, sales tax and property tax from the development of the Project. Table 1 shows the projected City revenues generated by the Project over a 30-year term. The revenues are summarized below: Transient Occupancy Tax (TOT) — The current City TOT rate is 11 % of room revenues for the hotel keys and 10% for the branded residences. As noted previously, the ADR for the hotel keys is $1,350 and the residences is $6,850 at stabilization. At this level of performance, the Project will generate room revenues of $77.7 million at stabilization, equating to $8.25 million in annual TOT revenue, totaling to $355.2 million over 30 years. Assuming an 8% discount rate, the net present value of this revenue is $119.9 million. 2. On -Site Sales Tax — The City receives 1.0% of the taxable sales generated by the Project as a base amount. The City also collects an additional 1.0% in sales tax revenue through its Measure G. As a full -service, luxury hotel, the Project will generate strong food & beverage sales. The sales in these departments are projected to be $35.4 million at stabilization, equating to $708,000 in annual sales tax, totaling to $30.5 million over 30 years. Assuming an 8% discount rate, the net present value of this revenue is $10.3 million. 3. Property Tax — The City receives approximately 7% of the general property tax levy of 1.0% of assessed value, with the balance of the collected property taxes going to other taxing jurisdictions. Assuming Project costs, the assessed value of the Project is estimated at $803 million. At this level of value, the Project will generate $597,000 in 6 250900314% 18994.007.001 annual property tax at stabilization, totaling $22.8 million over 30 years. Assuming a 8% discount rate, the net present value of this revenue is $8.3 million. The Project is projected to generate total revenues of $408.5 million over 30 years with a present value of $138.5 million, assuming an 8.0% discount rate. Present Value of Gross City Revenues - 30 Years Transient Occupancy Taxes Sales Tax Property Tax Present Value of Gross City Revenues $119, 913, 000 $10, 278, 000 $8,297,000 $138,488,000 Per the Agreement, the City's TOT revenue sharing payment is limited to 90% of TOT received for ten years and 60% of TOT received for five subsequent years ($106.6 million). Based on the current projections, the net City revenues over 30 years are $301.9 million, which have a present value of $73.7 million. Present Value of Net City Revenues - 30 Years Gross City Revenues (Less): TOT Incentive Payments Present Value of Net City Revenues $138,488,000 ($64,809,000) $73,679,000 V. CREATION OF ECONOMIC OPPORTUNITY AND PUBLIC PURPOSE The City of La Quinta has determined that encouraging economic development, including private investment that involves creation of new jobs and income in the City provides an important public benefit and serves an important public purpose. The Development Agreement is consistent with the applicable objectives, policies, general land uses, and programs of the La Quinta General Plan as follows: 1. The proposed project continues the SilverRock Specific Plan development and includes elements of recreation, tourist commercial and residential uses to provide a high -quality project consistent with the General Plan and SilverRock Specific Plan. 2. A balanced and varied economic base which provides a broad range of goods and services to the City's residents and the region. 3. The proposed project continues the development of the SilverRock Specific Plan area as a resort development to support the City's economic base. 7 2509003. L4&7 18994.007.001 In addition, the Project will promote the following guiding principles of the City's Economic Development Strategic Plan: Develop a year-round, recession resistant economic base in La Quinta through business attraction, expansion and retention. The proposed improvements will provide opportunities for hotel guests, golf course users and residents to visit the City throughout the year. 2. Stimulate expansion of La Quinta's hotel/resort/hospitality industries. The Project will include a high end, luxury hotel and accompanying residential units with consistent branding. 3. Encourage recreational and cultural events that promote La Quinta's quality of life and support existing economic base. The construction of the new golf course clubhouse and promotion/management of the Ahmanson Ranch House will achieve these goals. 4. Maintain a stake in regional economic development by supporting initiatives that lead to: Increased educational opportunities that support local job creation. The Project will generate 445 total jobs (full-time equivalents). Other important goals and objectives that are satisfied by the Project are: Construction of the Project is expected to generate a substantial number of construction jobs, estimated to be 2,500 to 3,000. 2. Potential increase in private investment because of the public investment in this Project. 3. Increased number of visitors to the City, which will spend money on dining, retail and entertainment activities in the City. VI. JOB CREATION The Project is projected to create the following number of temporary jobs during construction, and full-time and part-time jobs during operation. It is estimated that 2,500 to 3,000 temporary construction jobs will be created during the construction period. After opening, the Developer indicates the Project will create 445 total jobs (full-time equivalents). Attachment 8 25090031408 18994.007.001 TABLE 1 ESTIMATED CITY REVENUES SILVEROCK PROJECT LA QUINTA, CALIFORNIp 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 30 Years Total NPV @ 8.0% Room Revenue $33,389,000 $38,303,000 $43, 081, 000 $48,150, 000 $49,594,000 $51, 082, 000 $52,615,000 $54,193, 000 $55,819,000 $57,493,000 $59,218,000 $60,995,000 $62,825,000 $64,709,000 $66,651,000 $68,650,000 $70,710,000 $72, 831, 000 $75,016,000 $77,266,000 $79,584,000 $81, 972, 000 $84,431,000 $86,964,000 $89,573,000 $92,260,000 $95,028,000 $97,879,000 $100,815,000 $103,840,000 OT Revenue Residential Revenue $16,927,000 $23,517,000 $26,451,000 $29,548,000 $30,435,000 $31,347,000 $32,288,000 $33,256,000 $34,254,000 $35,282,000 $36,340,000 $37,430,000 $38,553,000 $39,710,000 $40,901,000 $42,128,000 $43,392,000 $44,694,000 $46,034,000 $47,415,000 $48,838,000 $50,303,000 $51,812,000 $53,367,000 $54,968,000 $56,617,000 $58,315,000 $60,064,000 $61,866,000 $63,722,000 TOT $5,365,000 $6,565,000 $7,384,000 $8,251,000 $8,499,000 $8,754,000 $9,016,000 $9,287,000 $9,565,000 $9,852,000 $10,148, 000 $10,452,000 $10,766,000 $11,089,000 $11,422,000 $11, 764, 000 $12,117, 000 $12,481,000 $12,855,000 $13,241,000 $13,638,000 $14,047,000 $14,469,000 $14,903,000 $15,350,000 $15,810,000 $16,285,000 $16,773,000 $17,276,000 $17,795,000 $355,219,000 $119,913,000 Gross Sales Tax Hotel F&B Sales Sales Tax $23,093,000 $462,000 $27,531,000 $551,000 $31,427,000 $629,000 $35,408,000 $708,000 $36,470,000 $729,000 $37,568,000 $751,000 $38,695,000 $774,000 $39,856,000 $797,000 $41,052,000 $821,000 $42,283,000 $846,000 $43,552,000 $871,000 $44,858,000 $897,000 $46,204,000 $924,000 $47,590,000 $952,000 $49,018,000 $980,000 $50,488,000 $1,010,000 $52,003,000 $1,040,000 $53,563,000 $1,071,000 $55,170,000 $1,103,000 $56,825,000 $1,137,000 $58,530,000 $1,171,000 $60,286,000 $1,206,000 $62,094,000 $1,242,000 $63,957,000 $1,279,000 $65,876,000 $1,318,000 $67,852,000 $1,357,000 $69,888,000 $1,398,000 $71,985,000 $1,440,000 $74,144,000 $1,483,000 $76,369,000 $1,527,000 $30,474,000 $10,278,000 Estimated Property Tax Assessed City Value Share $803,000,000 $562,000 $819,060,000 $573,000 $835,441,000 $585,000 $852,150,000 $597,000 $869,193,000 $608,000 $886,577,000 $621,000 $904,309,000 $633,000 $922,395,000 $646,000 $940,843,000 $659,000 $959,660,000 $672,000 $978,853,000 $685,000 $998,430,000 $699,000 $1,018,399,000 $713,000 $1,038,767,000 $727,000 $1,059,542,000 $742,000 $1,080,733,000 $757,000 $1,102,348,000 $772,000 $1,124,395,000 $787,000 $1,146,883,000 $803,000 $1,169,821,000 $819,000 $1,193,217,000 $835,000 $1,217,081,000 $852,000 $1,241,423,000 $869,000 $1,266,251,000 $886,000 $1,291,576,000 $904,000 $1,317,408,000 $922,000 $1,343,756,000 $941,000 $1,370,631,000 $959,000 $1,398,044,000 $979,000 $1,426,005,000 $998,000 $22,805,000 $8,297,000 Proposed Subsidy ($4,829,000) ($5,909,000) ($6,646,000) ($7,426,000) ($7,649,000) ($7,879,000) ($8,114,000) ($8,358,000) ($8,609,000) ($8,867,000) ($6,089,000) ($6,271,000) ($6,460,000) ($6,653,000) ($6,853,000) $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 ($106,612,000) City Revenues Gross Net $6,389,000 $1,560,000 $7,689,000 $1,780,000 $8,598,000 $1,952,000 $9,556,000 $2,130,000 $9,836,000 $2,187,000 $10,126,000 $2,247,000 $10,423,000 $2,309,000 $10,730,000 $2,372,000 $11,045,000 $2,436,000 $11,370,000 $2,503,000 $11,704,000 $5,615,000 $12,048,000 $5,777,000 $12,403,000 $5,943,000 $12,768,000 $6,115,000 $13,144,000 $6,291,000 $13,531,000 $13,531,000 $13,929,000 $13,929,000 $14,339,000 $14,339,000 $14,761,000 $14,761,000 $15,197,000 $15,197,000 $15,644,000 $15,644,000 $16,105,000 $16,105,000 $16,580,000 $16,580,000 $17,068,000 $17,068,000 $17,572,000 $17,572,000 $18,089,000 $18,089,000 $18,624,000 $18,624,000 $19,172,000 $19,172,000 $19,738,000 $19,738,000 $20,320,000 $20,320,000 $408,498,000 $301,886,000 $138,488,000 $73,679,000 409 RESOLUTION NO. 2025-XXX EXHIBIT B Adopted: September 22, 2025 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 Attn: City Clerk SPACE ABOVE FOR RECORDER. EXEMPT FROM RECORDER's FEE PER GOV. CODE §6103 and §27383 TRANSIENT OCCUPANCY TAX (TOT) REVENUE SHARING AGREEMENT NOTICE TO ALL INTERESTED PERSONS: THIS IS AN AGREEMENT CONTAINING COVENANTS. CONDITIONS. AND RESTRICTIONS AFFECTING REAL PROPERTY [ Cover Page for Recorder's Office ] [ Remainder intentionally blank ] 0698/015610-0207 22798270.2 a09/18/25 410 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 Attn: City Clerk [SPACE ABOVE FOR RECORDER.] EXEMPT FROM RECORDER's FEE PER GOV. CODE §6103 and §27383 TRANSIENT OCCUPANCY TAX (TOT) REVENUE SHARING AGREEMENT NOTICE TO ALL INTERESTED PERSONS: THIS IS AN AGREEMENT CONTAINING COVENANTS. CONDITIONS. AND RESTRICTIONS AFFECTING REAL PROPERTY This TRANSIENT OCCUPANCY TAX (TOT) REVENUE SHARING AGREEMENT (the "Covenant Agreement") is entered into as of this day of 12025 ("Covenant Agreement Date"), by and between the CITY OF LA QUINTA, a California municipal corporation and charter city ("City"), and TBE RE Acquisition Co II LLC, a Delaware limited liability company and affiliate of Turnbridge Equities ("Developer") (individually a "Party" and collectively the "Parties"). RECITALS A. Developer is the owner of that certain real property located in the City of La Quinta, County of Riverside, State of California, which is more particularly described in the legal description attached hereto as Exhibit No. 1 and incorporated herein by this reference (the "Property" or "TOT Covenant Property"). [NOTE: THIS TOT COVENANT AGREEMENT SHOULD BE RECORDED AGAINST ONLY PARCELS OF PHASE 1A PROPERTY (AS DEFINED AND DEPICTED IN REINSTATED DEV. AGREEMENT) THAT ARE NORTH AND WEST OF CANAL AND EXCLUDE PARCEL WITH PUBLIC GOLF CLUBHOUSE / DEFINITION OF "TOT COVENANT PROPERTY" INTENDED FOR CLARITY WHEN COMPARED TO REINSTATED DEV AGREEMENT DEFINITIONS] B. On , 2025, the La Quinta City Council adopted Ordinance No. , approving pursuant to applicable State and City laws that certain Reinstated and Amended Development Agreement, with reference date , 2025, between City and Developer (the "Reinstated Development Agreement"). Among other terms and conditions, the Reinstated Development Agreement vests development and use rights to Developer, prescribes rights and obligations of Developer for the resumption and completion of construction, and the continuous operation and use, of specified "Project Components" that include, among others, a luxury hotel with related ancillary amenities and luxury single-family detached and condominium residential dwellings available for use as short-term vacation rentals, as more particularly set forth therein. The Reinstated 0698/015610-0207 22798270.2 a09/18/25 -1 - 411 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Development Agreement governs Developer's ownership interest in fee title to certain real property comprised of approximately 140+/- acres and defined therein as the "Phase 1 Property," consisting the "Phase 1A Property" and "Phase 1B Property" as more particularly described therein. The TOT Covenant Property is a portion of the Phase 1A Property. The Reinstated Development Agreement was recorded in the Recorder's Office of or about even date as this Covenant Agreement, with said Reinstated Development Agreement to remain with priority over this Covenant Agreement. C. Prior to City and Developer entering into this Covenant Agreement, Reinstated Development Agreement, and other agreements and instruments, the following relevant history is hereby recited- 1 - Except for portions of land previously transferred to SilverRock Development Company, LLC, a Delaware limited liability company (or one of its affiliated companies, which are referred to herein collectively as "SDC" or "Debtor(s)")' as explained below in the next Recital Subparagraph, City owns fee title to that certain real property of approximately 525 acres located at the southwest intersection of Jefferson Street and Avenue 52, in the City of La Quinta, California, generally referred to as the "SilverRock Resort Area" and subject to a Specific Plan adopted by the La Quinta City Council and enforceable as a land use governing document pursuant to the Planning and Zoning Law, California Government Code section 65000 et seq. (the "SilverRock Specific Plan"); 2. On or about November 19, 2014, City and SDC entered into that certain Purchase, Sale, and Development Agreement (the "Original SDC PSDA"), pursuant to which, among other terms and conditions, City agreed to sell to SDC and SDC agreed to purchase from City specified parcels and planning areas (PAs) to thereafter construct, complete, and operate thereon a commercial project containing a luxury resort hotel and spa and associated branded luxury residential units, a lifestyle hotel and associated lifestyle branded residential units, a conference and shared service facility, a temporary and permanent clubhouse for the SilverRock Resort's Arnold Palmer Classic Golf Course, a mixed use village, a resort residential village, and associated amenities, all as further described in the Original SDC PSDA and referred to as various project components, as more ' Debtors were SilverRock Development Company, LLC and affiliated entities that, on August 5, 2024, filed for voluntary bankruptcy protection under chapter 11 of the U.S. Bankruptcy Code, with case number(s) identified in the Title of this Agreement along with the last four digits of each Debtor's federal tax identification number, as applicable, are: SilverRock Development Company, LLC (5730), RGC PA 789, LLC (5996), SilverRock Lifestyle Residences, LLC (0721), SilverRock Lodging, LLC (4493), SilverRock Luxury Residences, LLC (6598) and SilverRock Phase I, LLC (2247) (collectively, referred to herein as the "Bankruptcy Lawsuit" in the "Bankruptcy Court"). 0698/015610-0207 22798270.2 a09/18/25 -2- 412 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT particularly described therein. Concurrent with the Original SDC PSDA, on or about November 19, 2014, City and SDC entered into Development Agreement 2014-1001 (the "Original SDC Development Agreement") pursuant to the Development Agreement Law, which agreement, among other terms and conditions, required SDC to develop the planning areas and project components in accordance with the SDC PSDA, vested with SDC specified development obligations, memorialized the potential for the future acquisition of additional City -owned property in the SilverRock Resort Area as incorporated vis-a-vis the SDC PSDA, and subjected SDC to City's rights and oversight for those portions of the SilverRock Resort Area to be conveyed to SDC. After entering into the Original SDC PSDA and Original SDC Development Agreement, the following relevant events, very briefly summarized, occurred: i. Pursuant to the Original SDC PSDA, City and SDC had the authority to amend by mutual agreement of the parties. Between October 29, 2015, and November 16, 2023, City and SDC entered into five amendments thereto, dated October 29, 2015 ("First Amendment"), April 18, 2017 ("Second Amendment"), November 28, 2018 ("Third Amendment"), October 12, 2021 ("Fourth Amendment"), and November 16, 2023 ("Fifth Amendment," and the Original SDC PSDA as amended by all five amendments is referred to herein as the "SDC PSDA"); ii. Pursuant to the SDC PSDA and consistent with boundaries established by applicable subdivision maps and lot line adjustments, City conveyed to SDC the Phase 1 Property for the pre -development, development, operation, and use of a project that was eventually re -named "Talus" and consisted of the following project components (all as defined in the SDC PSDA): Luxury Hotel, Luxury Branded Residential Development, Lifestyle Hotel, Lifestyle Branded Residential Development, Conference and Shared Services Facility (including spa and other amenities), Permanent Golf Clubhouse, Promenade Mixed -Use Village/Resort Residential Village (on Planning Areas 7,8,9), as well as a specified Golf Course Realignment and corresponding Master Site Infrastructure Improvements (MSII). These project components on the Property, pursuant to the SDC PSDA, were divided into Phase 1A project components on the Phase 1A Property and the Phase 1 B project components on the Phase 1 B Property respectively, as described in the SDC PSDA; 0698/015610-0207 22798270.2 a09/18/25 -3- 413 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT iii. Pursuant to the Third and Fourth Amendments to the SDC PSDA, SDC commenced pre -development and development on the Property for the Phase 1A project components, which as of the Reference Date of this Agreement, in various degrees, were partially constructed after SDC failed to continue to make payments to various contractors, subcontractors, and other interested parties in the development of the Talus project. Multiple lawsuits, including lawsuits seeking payments pursuant to mechanic's lien or various loan or investment agreements, and a City lawsuit against SDC for unlawful and unapproved conveyances in secured interests or mechanic's liens, were filed against SDC; iv. On August 5, 2024, SDC (Debtors) filed the Bankruptcy Lawsuit, and, pursuant to Bankruptcy Court -approved Bid Procedures, Debtors retained a Chief Restructuring Officer (Douglas Wilson Companies) and marketing professional (JLL) for the purposes of, among other items, marketing the sale of the Debtors estate (which is primarily comprised of the Property) and soliciting proposals for the: (a) acquisition of the Debtors estate, (b) use, re -use, and/or substitution of the partially constructed improvements on the Property, (c) potential replacement project for a world -class hotel and residential destination resort with related amenities on the Property that complement the existing Arnold Palmer Classic Golf Course surrounding the Phase 1 Property and real property owned by the City, and (d) possible acquisition in the future of the City -Owned Option Property in the SilverRock Resort Area (previously referred to as the Future Option Property in the SDC PSDA and generally referred to in the Bankruptcy Lawsuit and marketing materials as the "Phase 2 Property") for possible future development that would also complement a world -class hotel and residential destination resort; 3. Pursuant to Bankruptcy Court order [Bankruptcy Lawsuit Docket No. 1, among other provisions: (i) Developer was authorized to purchase the Phase 1 Property, (ii) the Original SDC Development Agreement was reinstated and amended and memorialized by the Reinstated Development Agreement (as more particularly described therein), and (iii) An escrow to facilitate the purchase and sale of the Debtors' estate (which includes the TOT Covenant Property) was authorized, which, among other terms and conditions, included the transfer of funds and recording of documents (such as the Reinstated Development Agreement and this Covenant Agreement) as more particularly set forth in the Debtor PSA (as defined in the Reinstated Development Agreement) [NOTE: OTHER RELEVANT ITEMS 0698/015610-0207 22798270.2 a09/18/25 -4- 414 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT FROM THE BANKRUPTCY COURT ORDER FOR SALE OF DEBTORS PROPERTY MAY BE INSERTED PRIOR TO RECORDING OF THIS COVENANT AGREEMENT] D. Developer submitted a proposal in response to the marketing materials, and, pursuant to the Bankruptcy Court -approved Bid Procedures, Debtors and City approved Developer's proposal, which, among other terms and conditions, included a modified "Project" (as more particularly defined and memorialized in the Reinstated Development Agreement) on the Phase 1 Property as well as possible acquisition in the future of the City -Owned Option Property (also referred to therein as the Phase 2 Property) for possible future development that would also complement a world -class hotel and residential destination resort. E. Pursuant to and as more particularly set forth the Reinstated Development Agreement, Developer has agreed to develop, open, and continuously operate and maintain a luxury hotel as part of the "Luxury Hotel Project Component" as more particularly defined and described therein, and Developer has agreed to develop and have available for sale, ownership, rental, and occupancy the "Phase 1A Luxury Residential Project Component" as more particularly defined and described therein, generally consisting of for -sale, single family luxury home lots and luxury condominiums on the Phase 1A Property which will be linked to the Luxury Hotel operations and available as short-term vacation rentals. F. Pursuant to and as more particularly set forth the Reinstated Development Agreement, Developer is required, among other provisions relating to the Luxury Hotel Project Component, to deliver to City documentation identifying the proposed hotel operator (a "Hotel Operator") and confirming certain of the terms and conditions pursuant to which the Permitted Hotel Operator will operate and manage the luxury hotel and residential dwellings (including single-family and condominium units) in the Phase 1A Luxury Residential Project Component, as more particularly set forth in the Reinstated Development Agreement (the "Hotel Management Documentation"). G. As part of Developer's proposal for the Project on the Phase 1 Property, Developer requested, and City accepted, a revenue sharing program based on receipts by City of "Transient Occupancy Tax" (as defined below) generated from the uses and operation of the uses on the TOT Covenant Property, as more particularly set forth in this Covenant Agreement. H. In consideration of Developer's rights and obligations set forth in the Reinstated Development Agreement and within this Covenant Agreement, City has agreed to make certain payments to Developer, the amount of which are measured by the "Transient Occupancy Tax" (as defined below) generated from the uses and operation of the uses on the TOT Covenant Property. City and Developer have agreed that the portion of Transient Occupancy Tax required to be paid by City to Developer hereunder during each "Quarter" of the "Operating Period" (as those terms are defined below) provided for herein is a fair exchange for the consideration to be furnished by Developer to City in that Quarter, as more particularly set forth in this Covenant Agreement. 0698/015610-0207 22798270.2 a09/18/25 -5- 415 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT COVENANTS Based upon the foregoing Recitals, which are incorporated herein by this reference, and for other good and valuable consideration, the receipt and sufficiency of which is acknowledged by both Parties, City and Developer hereby agree as follows- 1. DEFINED TERMS. In addition to the terms that may be defined elsewhere in this Covenant Agreement, the following terms when used in this Covenant Agreement shall have the meanings set forth below. Any capitalized words not otherwise defined in this Covenant Agreement shall have the same meaning ascribed to them in the Reinstated Development Agreement. "5-Year Portion Of The Operating Period" shall mean the last five (5) years of the Operating Period, commencing immediately after the end of the 10-Year Portion Of The Operating Period as described in Section 4.1.2 of this Agreement. 10-Year Portion Of The Operating Period" shall mean the first ten (10) years of the Operating Period (reduced, if applicable, by the number of days (or partial days) subject to the Luxury Hotel Daily Rebate Reduction as set forth in this Agreement) as described in Section 4.1.2 of this Agreement. "Affiliate" shall mean any corporation, partnership, limited liability company or other organization or entity which is Controlled by, Controlling or under common Control with (directly or indirectly) Developer. "Annotated Site Map" shall mean the site map attached to this Covenant Agreement as Exhibit No. 2 and incorporated herein by this reference. The Annotated Site Map depicts "Phase 1A," which corresponds to the real property and improvements thereon, and which, excluding the property containing the Public Golf Clubhouse Project Component (as defined in the Reinstated Development Agreement), is defined as the "TOT Covenant Property" herein. "Assignment and Assumption Agreement" shall mean an assignment and assumption agreement that is subject to and consented by City, in substance and form substantially similar to that attached as an Exhibit to the Reinstated Development Agreement. "Auditor" shall have the meaning ascribed to it in Section 4.1.3 of this Covenant Agreement. "Control", "Controlled", or "Controlling" shall mean the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of an entity or person, whether through the ability to exercise voting power, by contract or otherwise. 0698/015610-0207 22798270.2 a09/18/25 -6- 416 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT "Covenant Agreement" shall mean this Agreement Containing Covenants, Conditions, and Restrictions Affecting Real Property. "Covenant Agreement Date" shall mean the date inserted in the preamble to this Covenant Agreement. "Covenant Payments" shall mean the amounts to be paid by City to Developer with respect to each Quarter during the Operating Period. "Delayed Actual Luxury Hotel Operations Commencement Date" shall have the meaning ascribed to it in Section 2.1.2 of this Covenant Agreement "Default" shall have the meaning ascribed to it in Section 5.1 of this Covenant Agreement. "Default Notice" shall mean a written notice of Default delivered pursuant to this Agreement. "Force Majeure" shall have the meaning ascribed to such term in the Reinstated Development Agreement. "Hotel" shall mean the "Luxury Hotel." "Hotel Budget" shall mean the budget of hard and soft costs to be incurred by Developer in connection with the development and opening of the Hotel, which budget shall be prepared by Developer and delivered to City for review prior to the commencement of construction of the Hotel and which budget may be revised from time in Developer's discretion, with updates provided to City of all material changes to the Hotel Budget (defined as increases or decreases of more than five percent (5%) in total costs). The Hotel Budget shall be that portion of the "Final Project Budget" (as defined in the Reinstated Development Agreement, and pursuant thereto may be supplemented or updated) for the Luxury Hotel Project Component. "Hotel Management Agreement" shall be the final and binding management agreement for the Luxury Hotel between Developer and the Permitted Hotel Operator, which final and binding agreement shall be substantially consistent with the Hotel Management Documentation. "Hotel Management Documentation" shall have the meaning ascribed to it in Recital F of this Covenant Agreement. "Hotel Operator" shall have the meaning ascribed to it in Recital F of this Covenant Agreement. "Improvements" and "improvements" shall mean and include all buildings, structures, fixtures, parking, sidewalks, pedestrian lighting, landscaping, irrigation of landscaping, and other improvements of whatsoever character to be constructed or performed by Developer on the Site. 0698/015610-0207 22798270.2 a09/18/25 -7' 417 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT "Luxury Hotel" shall mean the approximately 150-room luxury branded hotel building and all related uses that are part of the "Luxury Hotel Project Component" described in Recital E of this Covenant Agreement. "Luxury Hotel Daily Rebate Reduction" shall have the meaning ascribed to it in Section 2.1.1 of this Covenant Agreement. "Luxury Hotel Operations Commencement Project Milestone Date" shall have the meaning ascribed in Section 2.1 of this Covenant Agreement. "Luxury Hotel Project Component" shall have the meaning ascribed to it in Recital E of this Covenant Agreement. "MAE Default" is a materially adverse effect Default and has the meaning set forth in Section 5.1 of this Covenant Agreement. "Municipal Code" shall mean the La Quinta Municipal Code. "Operating Period" refers to the period commencing upon the Operating Period Commencement Date and ending upon the Operating Period Expiration Date. The Operating Period is comprised the 10-Year Portion Of The Operating Period (reduced, if applicable, by the number of days (or partial days) subject to the Luxury Hotel Daily Rebate Reduction as set forth in this Agreement) and the 5-Year Portion Of The Operating Period. "Operating Period Commencement Date" shall mean the earlier of either: (a) Luxury Hotel Operations Commencement Project Milestone Date, or (b) the date when Developer has completed all of the following: (i) has received authorization from City for occupancy and use of all hotel rooms at the Luxury Hotel (including, if applicable pursuant to a temporary certificate of occupancy) and (ii) has commenced business operations at the Luxury Hotel and (iii) has had the first overnight paying guest(s) at the Luxury Hotel. "Operating Period Expiration Date" shall mean the date that is fifteen (15) years after the Operating Period Commencement Date, reduced (if applicable) by the number of days (or partial days) subject to the Luxury Hotel Daily Rebate Reduction as set forth in this Agreement. "Operating Year" shall mean a period of twelve (12) consecutive months, the first of which shall commence upon the Operating Period Commencement Date, with each subsequent Operating Year commencing upon the day immediately following the expiration of the preceding Operating Year. "Phase 1A Luxury Residential Project Component" shall have the meaning ascribed to it in Recital E of this Covenant Agreement. "Permitted Closure" shall mean the permitted closures of the Hotel as specified in Section 3.1 of this Covenant Agreement. 0698/015610-0207 22798270.2 a09/18/25 -8- 418 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT "Permitted Hotel Operator" shall have the same meaning as set forth in the Reinstated Development Agreement. "Permitted Transfer" shall have the same meaning as set forth in the Reinstated Development Agreement, applied to this Covenant Agreement. Permitted Transferee" shall have the same meaning as set forth in the Reinstated Development Agreement, applied to this Covenant Agreement. "Project" shall have the meaning ascribed to it in Recital D of this Covenant Agreement. ""Property" means the "TOT Covenant Property." "Quarter" shall mean any of the following three (3) month periods during the Operating Period: July 1-September 30, October 1-December 31, January 1-March 31, or April 1-June 30. "Reinstated Development Agreement" shall have the meaning ascribed in Recital B of this Covenant Agreement. "Short -Term Vacation Rental Regulations" means all provisions of the Municipal Code related to short-term vacation rentals as the same may be amended from time to time, including specifically Chapter 3.24 or successor provisions related to transient occupancy tax and Chapter 3.25 related to short-term vacation rentals, except to the extent any provision directly conflicts with the vested rights in Section 2.2.1 of the Reinstated Development Agreement. "Term" shall mean the operative term of this Covenant Agreement, which shall be the period commencing on the Covenant Agreement Date and ending on the Termination Date. "Termination Date" shall mean the date that this Covenant Agreement is terminated for a Default as provided in Article 5 of this Covenant Agreement or, if not terminated for a Default, expires of its own accord on the date that is the latest of (i) the Operating Period Expiration Date; (ii) the date upon which City makes its final Covenant Payment to Developer upon the expiration of the Operating Period; or (iii) if there is a pending dispute based on a Default Notice issued as of the date specified in either clause (i) or (ii), then the date of final resolution of the dispute based on that Default Notice. "TOT Covenant Agreement Permitted Transfer(s)" shall have the meaning ascribed in Section 6.2.5 of this Covenant Agreement. "TOT Covenant Property" shall have the meaning ascribed in Recital A of this Covenant Agreement and is depicted in the Annotated Site Map. "Transfer" means any transfer of any interest in this Covenant Agreement and/or the TOT Covenant Property (or any portion thereof), including but not limited to a sale, 0698/015610-0207 22798270.2 a09/18/25 -9- 419 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT ground lease, lease, sublease, lien, secured interest for payment of an obligation, assignment, conveyance, hypothecation, encumbrance, or other transfer. "Transient Occupancy Tax" and "TOT" means, for each month, or part thereof, during the Operating Period, that portion of transient occupancy taxes remitted by Developer or the Permitted Hotel Operator to City pursuant to Chapter 3.24 of the Municipal Code (and any amendments or replacements to the Municipal Code) and are generated from the use and occupancy of hotel guest rooms in the Luxury Hotel or permanently constructed residential dwellings (i.e., Phase 1A Luxury Branded Condominiums and Phase 1A Luxury Branded Residences as described in the Reinstated Development Agreement) subject to the Hotel Management Documentation on any portion of the TOT Covenant Property. If said Municipal Code Section is amended or repealed during the Operating Period such that Transient Occupancy Taxes are no longer payable to City, then, for the purposes of this Agreement, the term "Transient Occupancy Tax" shall include any substitute tax imposed upon occupants of hotel guest rooms or residential dwellings subject to the Hotel Management Documentation on any portion of the TOT Covenant Property, and payable to the City of La Quinta. Notwithstanding anything herein to the contrary, Transient Occupancy Tax shall not include any interest or penalty that has been paid by Developer or the Hotel Operator pursuant to Chapter 3.24 of the Municipal Code, and any costs City incurs in enforcing Chapter 3.24 of the Municipal Code or any provision of this Covenant Agreement shall be deducted from the amount of the Covenant Payment payable by City to Developer. 2. CONDITIONS TO DEVELOPER'S RIGHT TO RECEIVE COVENANT PAYMFNT.q As a condition to Developer's right to receive the Covenant Payments pursuant to this Covenant Agreement, and as more particularly set forth herein, Developer shall be required (a) to complete construction timely of the Luxury Hotel Project Component, (b) to open and to continue operating the Luxury Hotel on the TOT Covenant Property, and (c) to continuously allow for availability as short-term vacation rentals the residential dwellings that are constructed and owned as part of the Phase 1A Luxury Residential Project Component. Developer's obligations to perform its obligations set forth in Section 3 of this Covenant Agreement shall be a condition to the receipt of Covenant Payments during the Operating Period. 2.1 Luxury Hotel Completion and Operations by Project Milestone Date in Schedule of Performance. Prior to Developer having a right to receive the first Covenant Payment, construction of the Luxury Hotel Project Component shall have been completed, with authorization by City for use and occupancy of all hotel rooms at the Luxury Hotel, and with business operations having commenced and the first overnight paying guest(s) having stayed at the Luxury Hotel, no later than the "Completion Date" for the Luxury Hotel Project Component (which is a "Project Milestone") set forth in the Schedule of Performance in the Reinstated Development Agreement (referred to in this Covenant 0698/015610-0207 22798270.2 a09/18/25 -1 0- 420 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Agreement as the "Luxury Hotel Operations Commencement Project Milestone Date"), subject to extension for Force Majeure and other allowances for extensions of dates of performance set forth in the Reinstated Development Agreement. Subject to extension for Force Majeure and other allowances for extensions of dates of performance set forth in the Reinstated Development Agreement, Developer shall be subject to a reduction in Developer's eligibility to receive a rebate based on TOT receipts if Developer fails to meet the Luxury Hotel Operations Commencement Project Milestone Date, according to the following: 2.1.1 Daily Rebate Reduction. For each day (or portion thereof) for which Developer fails to meet the Luxury Hotel Operations Commencement Project Milestone Date, Developer shall not be eligible to receive a Covenant Payment during the 10-Year Portion Of The Operating Period that otherwise would have been available to Developer pursuant to this Covenant Agreement (referred to as the "Luxury Hotel Daily Rebate Reduction"). 2.1.2 Application of Daily Rebate Reduction. The Luxury Hotel Daily Rebate Reduction shall be applied by: (a) counting the number of days between the Luxury Hotel Operations Commencement Project Milestone Date and, if later, the date upon which Developer actually completes all of the following: (i) has received authorization from City for use and occupancy of all hotel rooms at the Luxury Hotel and (ii) has commenced business operations at the Luxury Hotel and (iii) has had the first overnight paying guest(s) at the Luxury Hotel (referred to herein as the "Delayed Actual Luxury Hotel Operations Commencement Date"); then (b) subtracting the number of days calculated pursuant to clause (a) from the 10-Year Portion Of The Operating Period. The "number of days" as provided in this Section shall include any portion of a day. In explanation of the foregoing, if there are ninety (90) days between the Luxury Hotel Operations Commencement Project Milestone Date and Delayed Actual Luxury Hotel Operations Commencement Date, then 90 days would be subtracted from the 10-Year Portion Of The Operating Period and the "Operating Period" and "Term" of this Covenant Agreement likewise would be shorted by 90 days. 2.1.3 Written Documentation of Any Daily Rebate Reductions. Developer and City shall cooperate in good faith to memorialize in writing, including by amendment to this Covenant Agreement in recordable form, any adjustments or modifications because the Luxury Hotel Daily Rebate Reduction has been triggered, including memorializing in writing adjustments to Covenant Payments, the dates of the 10-Year Portion Of The Operating Period, the Operating Period, and the Term of this Covenant Agreement. 2.2 Final and Binding Hotel Management Agreement. It is anticipated that Developer may have a Hotel Management Agreement executed by Developer and Permitted Hotel Operator well before the Operating Period Commencement Date. In no event, however, shall Developer have a right to receive the first Covenant Payment unless and until the Hotel Management Agreement is fully executed and in effect, and City has received the Hotel Management Documentation; no 0698/015610-0207 22798270.2 a09/18/25 -11- 421 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT later than the anticipated Operating Period Commencement Date, Developer and Permitted Hotel Operator shall have executed the Hotel Management Agreement. 2.3 Phase 1A Luxury Residential Dwellings; Completion and Operation of Luxury Hotel Required Prior to Inclusion of Short -Term Vacation Rental TOT as Part of Covenant Pam. Developer has represented that some or all of the single-family detached homes and luxury condominium units incorporated into the Phase 1A Luxury Residential Project Component will be integrated with the Luxury Hotel operations and will be available for use and used as short-term vacation rentals, thereby also generating revenues to the City from Transient Occupancy Tax. Prior to City having any obligation to include Transient Occupancy Tax revenues generated from any residential dwellings on the TOT Covenant Property and/or part of the Phase 1A Luxury Residential Project Component, the Luxury Hotel: (i) shall have received authorization from City for the use and occupancy of all hotel rooms at the Luxury Hotel and (ii) has commenced business operations at the Luxury Hotel and (iii) has had the first overnight paying guest(s) at the Luxury Hotel. In the event that any residential dwelling(s) is(are) available and used as short-term vacation rentals, and thereby generating Transient Occupancy Tax revenues, prior to the Luxury Hotel having met the provisions in clauses (i)-(iii) in the preceding sentence, City shall have no obligation to include such Transient Occupancy Tax revenue as party of any Covenant Payment or the TOT rebate program set forth in this Covenant Agreement. 3. DEVELOPER'S OBLIGATIONS. 3.1 Continuous Operation. During the Operating Period, Developer covenants and agrees to cause the Hotel to be continuously operated on the TOT Covenant Property, subject to temporary and reasonable interruptions for casualty losses, repairs, labor unrest, "acts of God", legally mandated closures, and events of Force Majeure as defined in the Reinstated Development Agreement (each, a "Permitted Closure"). 3.2 Use Restriction. During the entire Operating Period, the TOT Covenant Property shall not be put to any use other than, (a) for that portion of the TOT Covenant Property on which the Luxury Hotel Project Component is situated, for the continuous use and operation of the Luxury Hotel and all uses ancillary thereto as set forth in the Reinstated Development Agreement, so that all such uses shall qualify as a transient occupancy use under Chapter 3.24 of the La Quinta Municipal Code; and (b) for that portion of the TOT Covenant Property on which the Phase 1A Luxury Residential Project Component is situated, for the continuous use and operation of residential dwellings and uses ancillary thereto subject to the Hotel Management Documentation and as set forth in the Reinstated Development Agreement, so that the uses may qualify as a transient occupancy use under Chapter 3.24 of the La Quinta Municipal Code. 0698/015610-0207 22798270.2 a09/18/25 -1 2- 422 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 3.3 Maintenance and Repair of Hotel, Landscaping, and TOT Covenant Property Generally. (a) During the entire Term of this Covenant Agreement, Developer, at its sole cost and expense, shall keep and maintain the TOT Covenant Property and the improvements thereon and all facilities appurtenant thereto in good condition and repair, in accordance with the "Maintenance Standards" (as that term is hereinafter defined). (b) To comply with the maintenance obligations set forth in this Section 3.3, Developer shall cause the Permitted Hotel Operator, for that portion of the TOT Covenant Property on which the Luxury Hotel Project Component is situated, to either staff or contract with and hire licensed and qualified personnel to perform the maintenance work, including the provision of labor, equipment, materials, support facilities, and any and all other items necessary to comply with the requirements of this Covenant Agreement. (c) Developer shall, or shall cause the Permitted Hotel Operator and its/their maintenance staff, contractors or subcontractors to comply with the following standards ("Maintenance Standards"): 1. Landscape maintenance shall include, but not be limited to: watering/irrigation; fertilization; mowing; edging; trimming of grass; tree and shrub pruning; trimming and shaping of trees and shrubs to maintain a healthy, natural appearance, safe road conditions, including visibility, and irrigation coverage; replacement, as needed, of all plant materials; control of weeds in all planters, shrubs, lawns, ground covers, or other planted areas; and staking for support of trees. 2. Clean-up maintenance shall include, but not be limited to: maintenance of all sidewalks, paths and other paved areas in clean and weed -free condition; maintenance of all such areas clear of dirt, mud, trash, debris or other matter which is unsafe or unsightly; removal of all trash, litter and other debris from improvements and landscaping prior to mowing; clearance and cleaning of all areas maintained prior to the end of the day on which the maintenance operations are performed to ensure that all cuttings, weeds, leaves and other debris are properly disposed of by maintenance workers. 3. All maintenance work shall conform to all applicable federal Occupational Safety and Health Act, as amended (29 U.S.C. § 651 et seq.), and California -law equivalent, standards and regulations for the performance of maintenance. 4. Any and all chemicals, unhealthful substances, and pesticides used in and during maintenance shall be applied in strict accordance with all governing regulations. Precautionary measures shall be employed recognizing that many areas are conditionally accessible to the public. 0698/015610-0207 22798270.2 a09/18/25 -1 3- 423 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 5. The TOT Covenant Property and improvements thereon (including the Luxury Hotel and residential dwellings) shall be maintained in conformance and in compliance with the City -approved construction and architectural plans and design scheme, and reasonable commercial development maintenance standards for similar projects, including but not limited to: painting and cleaning of all exterior surfaces and other exterior facades comprising all private improvements and public improvements to the curbline. 6. Developer may incorporate these maintenance obligations into the "CC&Rs" (as defined and required in the Reinstated Development Agreement) for the portions of the TOT Covenant Property that include and are comprised of the Phase 1A Luxury Residential Project Components (as defined in the Reinstated Development Agreement), thereby transferring the maintenance obligations to the homeowners association and/or owners of the residential dwellings. 7. Developer may incorporate these maintenance obligations into the Hotel Management Agreement for the Luxury Hotel Project Component thereby transferring the maintenance obligations herein to the Permitted Hotel Operator. (d) During the Operating Period, Developer shall not abandon any portion of the TOT Covenant Property, any Improvements thereon, or leave it unguarded or unprotected, and shall not otherwise act or fail to act in such a way as to unreasonably increase the risk of any damage to the TOT Covenant Property, any Improvements thereon, or of any other impairment of City's interest set forth in this Covenant Agreement. 3.4 Failure to Maintain TOT Covenant Property and/or Luxury Hotel. In the event Developer does not maintain the TOT Covenant Property or the Luxury Hotel, or otherwise cause the TOT Covenant Property (or Improvements thereon) or the Luxury Hotel to be maintained, in the manner set forth herein and in accordance with the Maintenance Standards and such failure materially and adversely affects the Phase 1A Luxury Residential Project Components, City shall have the right, but not the obligation, to maintain such private and/or public improvements, or to contract for the correction of such deficiencies, in accordance with the provisions of this Section 3.4. City shall notify Developer in writing if the condition of said improvements do not meet with the Maintenance Standards and to specify the deficiencies and the actions required to be taken by Developer to cure the deficiencies. Subject to the following sentence, upon notification of any maintenance deficiency, Developer shall have thirty (30) days within which to correct, remedy or cure the deficiency, provided that if the deficiency cannot reasonably be cured within thirty (30) days and Developer provides written notification to the City of the time reasonably required by Developer to correct, remedy or cure the deficiency, then Developer shall have up to but not exceeding ninety (90) days within which to correct, remedy or cure the deficiency so long as Developer commences to correct, remedy or cure the deficiency within said thirty (30) day period and diligently prosecutes the correction, remedy or cure to completion. If the written notification states the problem is urgent relating to the public health and safety of City, then Developer shall 0698/015610-0207 22798270.2 a09/18/25 -1 4- 424 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT have forty-eight (48) hours to commence to correct, remedy, or cure the problem and to diligently prosecute same to completion. In the event Developer or any person or entity acting on behalf of Developer fails to correct, remedy, or cure after notification and after the period of correction has lapsed as set forth in the previous paragraph of this Section 3.4, then Developer shall be in MAE Default and City shall have the right to maintain such improvements. Developer agrees to reimburse City for its actual costs reasonably incurred in connection with such maintenance performed by City pursuant to this Section. Until so paid, City shall have a lien on the TOT Covenant Property (or portion thereof) for the amount of such unpaid reimbursement, which lien shall be perfected by the recordation of a "Notice of Claim of Lien" against the TOT Covenant Property (or portion thereof). Upon recordation of a Notice of a Claim of Lien, such lien shall constitute a lien on the fee estate in and to the TOT Covenant Property (or portion thereof) prior and superior to all other monetary liens except: (i) all taxes, bonds, assessments, and other levies which, by law, would be superior thereto; (ii) the lien or charge of any mortgage, deed of trust, or other security interest then of record made in good faith and for value and permitted to be recorded against the TOT Covenant Property (or portion thereof) under the Reinstated Development Agreement, it being understood that the priority of any such lien for costs incurred to comply with this Covenant Agreement shall date from the date of the recordation of the Notice of Claim of Lien. Developer acknowledges and agrees City may also pursue any and all other remedies available in law or equity as a result of a maintenance deficiency by Developer hereunder. Developer shall be liable for any and all reasonable attorneys' fees, and other legal costs or fees incurred in collecting said maintenance costs. Notwithstanding the foregoing or anything else to the contrary contained herein, the notice and cure periods and other rights and protections granted to Lenders in the Reinstated Development Agreement shall apply in all respects to this Agreement and the Reinstated Development Agreement, mutatis mutandis, and shall be deemed to be incorporated by reference into this Agreement with such Lenders having the full right to enforce such rights and protections in the same manner as if such Lenders were a direct party hereto. 3.5 Level of Service. During the Term, Developer shall cause the Luxury Hotel to be operated as a hotel offering luxury amenities, full service accommodations, on -site full service restaurants and a level of personalized and professional service by Permitted Hotel Operator or such other hotel operator approved by City pursuant to the terms of the Reinstated Development Agreement, and in accordance with the Hotel Management Agreement. Subject to Developer's and the Permitted Hotel Operator's right to use their commercially reasonable business judgment in the day-to-day operation of the Luxury Hotel, Developer shall use its best efforts to cause the Luxury Hotel to be operated in a manner that maximizes the generation of Transient Occupancy Tax to be remitted to City, and similarly, because the single-family detached homes and luxury condominium units incorporated into the Phase 1A Luxury Residential Project Components (as defined in the Reinstated Development Agreement) will be integrated with the Luxury Hotel operations 0698/015610-0207 22798270.2 a09/18/25 -1 5- 425 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT and will be available for use and used as short-term vacation rentals, Developer shall use its best efforts to maximize the Transient Occupancy Tax generated from those residential dwellings and luxury condominiums to be remitted to City, subject to compliance with all applicable City laws (including the Short -Term Vacation Rental Regulations) such that the overall Transient Occupancy Tax revenue generated by the TOT Covenant Property is maximized without impacting the commercially reasonable business judgment in the day- to-day operations of the Luxury Hotel. 3.6 Compliance with Laws. During the Operating Period, Developer shall cause the Luxury Hotel to be operated: (i) in conformity with all valid and applicable federal, state (including without limitation the California Civil Code, the California Government Code, the California Health & Safety Code, the California Labor Code, the California Public Resources Code, and the California Revenue & Taxation Code), and local laws, ordinances, and regulations, provided that Developer does not waive its right to challenge the validity or applicability thereof to Developer or the portion of the TOT Covenant Property on which the Luxury Hotel Project Component is situated, and (ii) in compliance with all of the requirements of the Reinstated Development Agreement and all other Project Approvals (as defined in the Reinstated Development Agreement) including all Conditions of Approval. Nothing herein constitutes a representation or warranty by City that the construction of the Luxury Hotel is not or will not be a "public work" or otherwise subject to California Health and Safety Code Sections 33423 through 33426, or Chapter 1 of Part 7 of the California Labor Code (commencing with section 1720), and all applicable statutory and regulatory provisions related thereto, and Developer expressly waives any right of reimbursement for any "increased costs" under California Labor Code Section 1781 or otherwise with respect to the Hotel or Developer's development thereof. Developer shall indemnify, defend, and hold City and City's representatives, volunteers, officers, officials, members, employees, and agents harmless, including, but not limited to, litigation costs, expert witness fees, and reasonable attorneys' fees, from and against any and all claims pertaining to the payment of wages in connection with Developer's development of the Luxury Hotel or any other improvements on the TOT Covenant Property, or failure to comply with federal or state labor laws, regulations, or standards. This indemnification obligation is in addition to and does not supplant or replace Developer's indemnification obligations to City as set forth in the Reinstated Development Agreement. 3.7 Compliance with Hotel Documents. Developer shall comply with all of Developer's obligations under the Hotel Management Agreement. Developer shall promptly provide City with copies of any notices of default received by Developer from the Permitted Hotel Operator (or any Hotel Operator) with respect to Developer's obligations under the Hotel Management Agreement. 3.8 Non -Discrimination. Developer covenants by and for itself and any successors in interest that there shall be no discrimination against or segregation of any person, or group of persons on any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, 0698/015610-0207 22798270.2 a09/18/25 -1 6- 426 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Property, or any part thereof, nor shall Developer, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, subtenants, sublessees or vendees of the Property, or any part thereof. The foregoing covenants shall run with the land. Developer shall have the obligation to ensure Hotel Operator complies with these nondiscrimination covenants. 3.9 Indemnification of City. Developer shall defend, indemnify, assume all responsibility for, and hold City, and City's representatives, volunteers, officers, officials, members, employees and agents, harmless from any and all claims, demands, damages, defense costs or liability of any kind (including attorneys' fees and costs), that arise from Developer's uses or operations (including the Luxury Hotel and residential dwellings) on the TOT Covenant Property, or which may be caused by any acts or omissions of the Developer under this Covenant Agreement, whether such activities or performance thereof be by Developer or by anyone directly or indirectly employed or contracted with by Developer and whether such damage shall accrue or be discovered before or after termination of this Covenant Agreement. This indemnification obligation is in addition to and does not supplant or replace Developer's indemnification obligations to City as set forth in the Reinstated Development Agreement. 4. OBLIGATIONS OF CITY. 4.1 Covenant Payments to Developer. 4.1.1 Covenant Payments for Operating Period. Provided Developer is not in default or breach of this Covenant Agreement or the Reinstated Development Agreement, then, commencing on the Operating Period Commencement Date and ending on the Operating Period Expiration Date, and subject to modification because of a Luxury Hotel Daily Rebate Reduction as provided in this Agreement, City shall pay to Developer the Covenant Payments throughout the Operating Period in accordance with the payment provisions below. 4.1.2 Amount of Covenant Payments. In consideration for Developer's undertakings pursuant to this Covenant Agreement, City shall make the following payments (each, a "Covenant Payment") to Developer, at the end of each Quarter (or part thereof) during the Operating Period: (a) For each Quarter during the first ten (10) years of the Operating Period (i.e., during the 10-Year Portion Of The Operating Period), the Covenant Payments with respect to each such Quarter shall be in an amount equal to ninety percent (90%) of the Transient Occupancy Tax for that Quarter that is generated by the uses on the TOT Covenant Property. 0698/015610-0207 22798270.2 a09/18/25 -1 7- 427 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (b) For each Quarter during the last five (5) years of the Operating Period (i.e., during the 5-Year Portion Of The Operating Period), the Covenant Payments with respect to each such Quarter shall be in an amount equal to sixty percent (60%) of the Transient Occupancy Tax for that Quarter that is generated by the uses on the TOT Covenant Property. (c) It is understood and agreed that the Covenant Payments are in consideration of Developer's performance during each Quarter, or portion thereof, of the Operating Period, and are not repayments of a loan made by City. (d) In no event shall the Operating Period exceed fifteen (15) years from the Operating Period Commencement Date except in the event of any government - mandated complete closures (such as a "stay at home" mandate or other public health restrictions, similar to those issued during the COVID-19 pandemic) by a federal, state, or local agency that prohibit the operation of the Luxury Hotel at no fault of Developer or the Permitted Hotel Operator, in which case the Operating Period will automatically be extended on a day -for -day basis for the period of such closure, and the Parties shall confirm the length of such extension in writing and such modification shall be by amendment to this Covenant Agreement and shall be recorded in the Recorder's Office. 4.1.3 Payment Procedure; Reconciliation For Over- Or Under -Payments. Not later than thirty (30) days after the Transient Occupancy Tax generated from the uses on the TOT Covenant Property (including at a minimum the Luxury Hotel) is reported and remitted to City by Developer for the final month in each Quarter, or portion thereof, during the Operating Period, City shall pay the Covenant Payment for said Quarter, or portion thereof, to Developer. Each such payment shall be accompanied by a statement identifying the amount of Transient Occupancy Tax upon which the Covenant Payment amount was calculated. For example, if Developer files a report and remits the Transient Occupancy Tax generated during the month of March 2026, on April 15, 2026, then City shall provide the Covenant Payment for the January -March 2026 Quarter no later than May 15, 2026. (a) It is understood that the amount of City's quarterly Covenant Payments to Developer shall be based upon the amount of Transient Occupancy Tax that City shall have actually received from Developer generated on the TOT Covenant Property. In addition, if after any such quarterly payment is made, either City or Developer obtains information that the amount of City's payment was in error, including, without limitation, by reason of Developer's overpayment of tax, the Party obtaining such information shall promptly notify the other Party and shall provide such detailed information as may be necessary to explain the discrepancy. The discrepancy then shall be taken into consideration by means of an adjustment to the next quarterly Covenant Payment(s) to be made by City (either by City making an additional payment in the event City has underpaid a prior Covenant Payment that is due, or by City receiving a credit against the subsequent Covenant Payment in the event City has overpaid a prior Covenant Payment). 0698/015610-0207 22798270.2 a09/18/25 -1 8- 428 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (b) In the event an adjustment needs to be made pursuant to Paragraph (a) above that would be for an amount in excess of Fifty Thousand Dollars ($50,000), the Party entitled to said sum may deliver a written notice to the other Party requesting an immediate adjustment and, in such event, the other Party shall take all commercially reasonable efforts to make a payment for all or most of the adjustment amount within fifteen (15) days from receipt of said notice. Any amount not paid to the requesting Party within the 15-day period shall be subject to the reconciliation and adjustment procedure set forth in Paragraph (a) above. (c) During the Term of this Agreement, the Parties may mutually agree to modify the payment process and reconciliation process as prescribed herein. Any such modification shall be by amendment to this Covenant Agreement and shall be recorded in the Recorder's Office. 4.2 Source of Payments. The Covenant Payments shall be payable from any source of funds legally available to City. In this regard, it is understood and agreed that the Transient Occupancy Tax is being used merely as a measure of the amount of the Covenant Payments that are periodically owing by City to Developer, and that City is not pledging any portion of the actual Transient Occupancy Tax generated from the TOT Covenant Property (or any real property) to Developer. 4.3 Books and Records. Upon the written request of either Party, the other Party shall make available for inspection (at City Hall in the event of a review of City records and at Developer's place of business in La Quinta in the event of a review of Developer's records) only such of its books and records as may reasonably be necessary to determine whether the correct amount of Covenant Payments have been made or are being made hereunder. Notwithstanding the foregoing, City shall not be required to produce any books or records that it is prohibited from producing by law, and Developer shall not be required to produce information that violates the statutorily prescribed privacy rights of individual customers or any contractual confidentiality rights of any party as long as City remains able to review the books and records reasonably necessary to confirm the correct amount of any Covenant Payments. 4.4 No Acceleration. It is acknowledged by the Parties that any payments by City provided for in this Covenant Agreement are in consideration for the performance by Developer during the time period(s) for which payments are due. Therefore, City's failure to timely make any payments or City's failure to perform any of its other obligations hereunder shall not cause the acceleration of any anticipated future Covenant Payments by City to Developer. 4.5 Additional Condition Precedent to City's Obligations. In addition to the provisions set forth in Article 2 of this Covenant Agreement, City's obligation to make the Covenant Payments pursuant to Article 4 of this Covenant Agreement for any Quarter (or portion thereof) during the Operating Period shall be contingent and conditional upon Developer's performance of its obligations set forth in Article 3 of this Covenant Agreement during such Quarter. 0698/015610-0207 22798270.2 a09/18/25 -1 9- 429 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 5. DEFAULTS AND REMEDIES. 5.1 Defaults and MAE Defaults. 5.1.1 Defaults Generally, Subject to Section 8.7 of this Covenant Agreement, the occurrence of any of the following shall constitute a "Default": (a) the failure by either Party to perform any obligation of such Party for the payment of money under this Covenant Agreement if such failure is not cured within thirty (30) calendar days following receipt of written notice of default; or (b) the failure by either Party to perform any of its obligations (other than obligations described in clause (a) of this Section 5.1) set forth in this Covenant Agreement, if such failure is not cured within thirty (30) days following receipt of written notice of default, or, if such failure is of a nature that cannot reasonably be cured within thirty (30) days and the non -performing Party provides written notification to the other Party thereof, the failure by the non -performing Party to commence such cure within such thirty (30) days and completes such cure with diligence no later than ninety (90) days after the commencement of cure; or (c) any representation or warranty by a Party set forth in this Covenant Agreement proves to have been incorrect in any material respect when made subject to the same notice and cure periods as set forth in clause (b) above with respect to such representation or warranty; or (d) Developer closes or otherwise fails to continuously operate or allow for continuous operation the Luxury Hotel, except for a Permitted Closure or event of Force Majeure; or (e) Developer defaults under the Hotel Management Agreement or the Reinstated Development Agreement and has not cured the default within the applicable cure period (if any) thereby giving Hotel Operator the right to terminate (and results in the actual termination of ) the Hotel Management Agreement (unless a replacement Permitted Hotel Operator has entered into a Hotel Management Agreement in accordance with the terms of the Reinstated Development Agreement within ninety (90) days of such termination; or (f) the Luxury Hotel is materially damaged or destroyed by fire or other casualty during the Operating Period and Developer fails to diligently pursue all necessary permits and commence restoration of the improvements within a reasonable time or thereafter fails to diligently proceed to complete such restoration in accordance with this Covenant Agreement, subject to events of Force Majeure; or (g) Developer concludes a "Transfer" without the prior written approval of City, except for a "Permitted Transfer"; or (h) Developer, or any constituent controlling member of Developer, (1) is the subject of an order for relief for a bankruptcy court (except for an order from the 0698/015610-0207 22798270.2 a09/18/25 -20' 430 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Bankruptcy Court in the Bankruptcy Case authorizing Developer to purchase the Debtor's assets that allowed for the acquisition by Developer of the TOT Covenant Property), or is unable or admits in writing in a legal proceeding its inability to pay its debts as they mature (unless compelled to do so), or makes an assignment for the benefit of creditors; (2) applies for or consents to the appointment of any receiver, trustee, custodian, conservator, liquidator, rehabilitator or similar officer for it or any part of its property; or (3) institutes or consents to any bankruptcy, insolvency, reorganization, arrangement, readjustment of debt, dissolution, custodianship, conservatorship, liquidation, rehabilitation or similar proceeding relating to it or any part of its property, or any similar proceeding is instituted without the consent of Developer and continues undismissed or unstayed for ninety (90) days; or (i) Any receiver, trustee, custodian, conservator, liquidator, rehabilitator or similar officer is appointed for Developer or the TOT Covenant Property without the application or consent of Developer, and the appointment continues undischarged or unstayed for ninety (90) days; or any judgment, writ, warrant of attachment or execution, or similar process is issued or levied against the TOT Covenant Property and is not released, vacated, or fully bonded within ninety (90) days after its issue or levy; or 0) Except as provided in Section 4.1.2(d) or for an event of Force Majeure, and subject to Developer's right to cure any Default prior to being a MAE Default, Developer or the Permitted Hotel Operator is at fault resulting in being enjoined or otherwise prohibited by any governmental agency from occupying the TOT Covenant Property at any time during the Operating Period and such injunction or prohibition continues unstayed for ninety (90) days or more for any reason. 5.1.2 Uncured Defaults. Any Default that is not cured within the applicable cure period set forth in this Covenant including Section 5.1.1 above and 5.2 may be referred to herein as an "MAE Default." 5.2 City's Remedies Upon Default by Developer. Upon the occurrence of any MAE Default by Developer, and after Developer's receipt of a Default Notice and subsequent notice that an MAE Default has occurred, City may, at its option: (a) Suspend the payment of Covenant Payments otherwise due and payable to Developer hereunder for the period that Developer remains in MAE Default. If City has so suspended its payments in accordance with the terms of this clause (a), then upon Developer's cure of such MAE Default prior to the occurrence of a MAE Default, the City shall resume its payment obligations, but shall have no obligation to make payments for any Quarter or portion thereof during which City's obligation to make payments was so suspended; or (b) If the Default continues uninterrupted for a period of six (6) months following Developer's receipt of written notice thereof, without Developer commencing and diligently pursuing good faith efforts to cure the Default prior to the occurrence of a MAE Default, City may terminate this Covenant Agreement and City may seek a judicial determination that Developer has materially breached this Agreement resulting in an MAE 0698/015610-0207 22798270.2 a09/18/25 -21 431 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Default, in which case City's obligation to make payments to Developer for any period of time after the occurrence of the Default shall be finally terminated and discharged. If the City is the prevailing Party in any judicial determination, the City shall be entitled to recover attorney's fees pursuant to Section 8.5 of this Covenant Agreement. 5.3 Developer's Remedies Upon Default by City. Upon the occurrence of any Default by City, and City's failure to cure the Default prior to the occurrence of a MAE Default, Developer may terminate this Covenant Agreement by written notice to City and seek legal or equitable remedies available to Developer pursuant to the provisions of this Section 5.3, Section 4.4 (No Acceleration) and Section 8.4 (Legal Actions). (a) Notwithstanding any provisions in this Covenant Agreement to the contrary, in no event shall Developer be entitled to recover damages of any kind from City, except for damages up to, but not exceeding, the amount that Developer would have received under this Covenant Agreement as an unpaid Covenant Payment that was payable to Developer prior to the date of the notice of Default. Developer's right to notice a Default to recover damages for an alleged unpaid Covenant Payment shall terminate on the date that is two (2) years after the date City pays (or fails to pay) a quarterly Covenant Payment as provided in this Agreement. Developer shall be deemed to waive any right to recover damages for an alleged unpaid Covenant Payment that would have been due to Developer more than two (2) years after the date the applicable Covenant Payment (or failure of Payment) from the City was made. For example, if City provides to Developer a Covenant Payment for the January -March 2026 Quarter on May 15, 2026, and there is an alleged unpaid amount relating to that Covenant Payment, Developer may be eligible to recover damages for the alleged unpaid amount as long as Developer delivers a notice of default and pursues a permissible remedy to recover as damages the alleged unpaid amount no later than May 15, 2028. If Developer is the prevailing Party in any judicial determination, the City shall be entitled to recover attorney's fees pursuant to Section 8.5 of this Covenant Agreement. (b) The Parties acknowledge and agree that City would not have entered into this Agreement if it were to be liable, except as provided for in Section 5.3(a), for monetary damages of any kind whatsoever, including compensatory (whether special or general) damages, punitive damages, consequential damages, incidental damages, and/or future damages, under or with respect to this Covenant Agreement. As such, the Parties agree that, except for limited damages expressly set forth in Section 5.3(a), declaratory and injunctive relief, writ of mandate, and specific performance shall be Developer's sole and exclusive judicial remedies against City with respect to enforcement of the terms and conditions of this Covenant Agreement. In amplification of the preceding sentence and Section 5.3(a), and not by way of limitation, in no event shall City be liable for or Developer be entitled to an award of damages for economic loss, lost profits, or any other economic or consequential damages of any kind. 5.4 Cumulative Remedies. Except as expressly provided in this Covenant Agreement, the nondefaulting Party's rights and remedies hereunder are cumulative and in addition to all rights and remedies provided by law from time to time and the exercise 0698/015610-0207 22798270.2 a09/18/25 -22- 432 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT by the nondefaulting Party of any right or remedy shall not prejudice such Party in the exercise of any other right or remedy. 5.5 Waivers. Except as expressly provided in this Covenant Agreement in which failure by a Party to assert a right or remedy is deemed a waiver, no waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought and referring expressly to this Section. No delay or omission by either Party in exercising any right or power accruing upon non-compliance or failure to perform by the other Party under any of the provisions of this Agreement shall impair any such right or power or be construed to be a waiver thereof, except as expressly provided in this Covenant Agreement. No waiver by either Party of any of the covenants or conditions to be performed by the other Party shall be construed or deemed a waiver of any succeeding breach or nonperformance of the same or other covenants and conditions hereof, except as expressly provided in this Covenant Agreement. 5.6 No Joint Venture or Partnership; Limitations on City's Liability. Developer acknowledges and agrees that: (i) this Covenant Agreement shall not be deemed or construed as creating a partnership, joint venture, or similar association between Developer and City, the relationship between Developer and City pursuant to this Covenant Agreement is and shall remain solely that of contracting Parties, that the operation of the Luxury Hotel is a private undertaking, and City neither undertakes nor assumes any responsibility pursuant to this Covenant Agreement with respect to the operation of the Luxury Hotel or any other uses or improvements on the TOT Covenant Property, and Developer shall rely entirely on its own judgment with respect to such matters; provided, that nothing herein is intended to release City from whatever obligations it may have pursuant to applicable laws independent of this Covenant Agreement; (ii) by virtue of this Agreement, City shall not be directly or indirectly liable or responsible for any loss or injury of any kind to any person or property resulting from any occupancy or use of the TOT Covenant Property, whether arising from: (a) any defect in any building, grading, landscaping, other onsite or offsite improvement, or any other improvements; (b) any act or omission of Developer or any of Developer's agents, employees, independent contractors, licensees, lessees, or invitees; or (c) any accident on the TOT Covenant Property or any fire, earthquake, or other casualty or hazard thereon; and (iii) by accepting or approving anything required to be performed or given to City under this Covenant Agreement, including any certificate, notice, or insurance policy, City shall not be deemed to have warranted or represented the sufficiency or legal effect of the same, and no such acceptance or approval shall constitute a warranty or representation by City to anyone. 6. TRANSFERS OF INTEREST IN TOT COVENANT PROPERTY OR TOT COVENANT AGREEMENT 6.1 Developer Uniaue and Material Term to this Aareement. Developer acknowledges and agrees that the qualifications and identity of Developer are of particular importance to City. Developer further recognizes and 0698/015610-0207 22798270.2 a09/18/25 -23- 433 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT acknowledges that City has relied and is relying on the specific qualifications and identity of Developer in entering into this Covenant Agreement with Developer and, as a consequence, Transfers are permitted only as expressly provided in this Covenant Agreement. Developer shall promptly notify City in writing of any and all changes whatsoever in the identity of the business entities or individuals either comprising or in control of Developer, as well as any and all changes in the interest or the degree of control of Developer by any such person, of which information Developer or any of its partners, members or officers are notified or may otherwise have knowledge or information. 6.2 Transfers Generally Prohibited Without Prior City Approval. Except for Permitted Transfers to Permitted Transferees, as those terms are defined in and pursuant to the Reinstated Development Agreement, Developer may not Transfer or otherwise assign this Covenant Agreement or Developer's interest in the TOT Covenant Property (or any portion thereof), without the prior written consent of the City, which shall not be unreasonably withheld, delayed or conditioned. 6.2.1 Obtaining City Approval for Transfers. Developer represents to City that it has not made and agrees that it will not make or create, or suffer to be made or created, any Transfer other than a Permitted Transfer, either voluntarily, involuntarily or by operation of law, until the Termination Date of this Covenant Agreement; provided, however, that City may approve in its reasonable discretion, Transfers other than Permitted Transfers prior to the Termination Date of this Covenant Agreement. In deciding whether to approve or disapprove any proposed Transfer, City may consider the proposed transferee's financial strength and the experience of the proposed transferee (or its Affiliates or direct or indirect investors) and its senior management in undertaking and successfully completing projects of a similar type and size as the Luxury Hotel Project Component and Phase 1A Luxury Residential Project Components (or portions thereof) proposed to be transferred. Any Transfer made in contravention of this Covenant Agreement shall be voidable at the election of City, and this Covenant Agreement may be terminated by City or City may exercise any other remedy available to the City under this Covenant Agreement; provided, however, that (i) City shall first notify Developer in writing of its intention to terminate this Covenant Agreement or to exercise any other remedy, and (ii) Developer shall have thirty (30) calendar days following delivery of such written notice to cure the Default based on the unpermitted Transfer by Developer and submit evidence of the satisfactory completion of such cure to City, in a form and substance reasonably satisfactory to City (without reducing any other cure rights expressly set forth in this Agreement). 6.2.2 Request for City Approval of Transfer. Unless more time is otherwise required under this Agreement, Developer shall provide City no less than thirty (30) days prior written notice (or, for a Permitted Transfer, no less than ten (10) days prior written notice) of any proposed Transfer which Developer desires to enter into. Developer shall have the burden of 0698/015610-0207 22798270.2 a09/18/25 -24' 434 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT demonstrating to City's reasonable satisfaction that the proposed Transfer meets the conditions and requirements of this Agreement with respect to any Transfer that is not a Permitted Transfer. 6.2.3 Costs for Review of Proposed Transfer. In connection with City's review of any request for approval of any proposed Transfer under this Covenant Agreement or of any Lender or Loan (as defined in the Reinstated Development Agreement), Developer agrees to reimburse City for those reasonable out of pocket third party costs and expenses incurred by City in connection with its review of Developer's request for approval, including, without implied limitation, the reasonable fees and costs of those outside consultants and legal counsel retained by City to assist it in its review of Developer's request, including the City Attorney. 6.2.4 Assignment and Assumption Agreement. For every Transfer of any interest in this Agreement and/or the TOT Covenant Property, including for Permitted Transfers, such Transfer of this Covenant Agreement and in the TOT Covenant Property (or any portion thereof) shall be subject to the same terms and conditions governing Transfers in Article 10 (and relevant definitions and other provisions) in the Reinstated Development Agreement that are applicable to the TOT Covenant Property. When a Transfer, including a Permitted Transfer, is required to be memorialized by an assignment and assumption agreement in the Reinstated Development Agreement, said Transfer of this Covenant Agreement shall similarly be subject to an assignment and assumption agreement that is subject to and consented by City to the extent such consent is required under the Reinstated Development Agreement, in substance and form substantially similar to that attached to the Reinstated Development Agreement ("Assignment and Assumption Agreement"). No such Transfer shall be operative or effective unless and until an Assignment and Assumption Agreement, consented to by City (to the extent such consent is required under the Reinstated Development Agreement), is fully executed and recorded in the Recorder's Office against the TOT Covenant Property (or portion thereof) to which the Transfer applies. 6.2.5 Permitted Transfers. Notwithstanding anything to the contrary contained in this Covenant Agreement, a permitted Transfer of this Covenant Agreement and in the TOT Covenant Property (or any portion thereof) shall be subject to the same terms and conditions governing Permitted Transfers in Article 10 (and relevant definitions and other provisions) in the Reinstated Development Agreement that are applicable to the TOT Covenant Property and, if said Transfer is permitted and in compliance with the Reinstated Development Agreement in such regard, said Transfer shall similarly be a permitted Transfer of this Covenant Agreement (each, a "Permitted Transfer"). 0698/015610-0207 22798270.2 a09/18/25 -25- 435 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 7 6.2.6 Partial Release of Obliaations from Transferor. Upon the Transfer in whole or in part of Developer's right and interest to all or any portion of the TOT Covenant Property or this Covenant Agreement, in compliance with this Covenant Agreement and Article 10 (and relevant definitions and provisions) in the Development Agreement, Developer may apply to City for a release of obligations under this Covenant Agreement, with said release to be subject to and governed by Section 10.2.6 of the Reinstated Development Agreement. 6.3 Successors and Assigns. All of the terms, covenants and conditions of this Covenant Agreement shall be binding upon Developer and its permitted successors and assigns. Whenever the term "Developer" is used in this Agreement, such term shall include any other permitted successors and assigns as herein provided. Except if expressly set forth in this Covenant Agreement, all successors and assigns of this Covenant Agreement shall be subject to and governed by Section 10.3 (and relevant definitions and other provisions) in the Reinstated Development Agreement. 6.4 Developer Entities Documentation. City shall have the right to request from Developer written documentation and evidence confirming a proposed Permitted Affiliate Assignee is consistent with and in compliance with the restrictions contained in the Reinstated Development Agreement. 6.5 Assignment by Cit City may assign or transfer any of its rights or obligations under this Covenant Agreement with the approval of Developer, which approval shall not be unreasonably withheld; provided, however, that City may assign or transfer any of its interests hereunder to a joint powers authority in which City is a member at any time without the consent of Developer. DEVELOPER'S EXCLUSIVE RIGHT TO COVENANT PAYMENTS; NO RIGHT TO COVENANT PAYMENTS FOR RESIDENTIAL OWNERS. 7.1 Developer Only Intended Beneficiary of Covenant Aareement. Notwithstanding the TOT Covenant Agreement Permitted Transfer provisions in Article 7 or any other provisions in this Covenant Agreement to the contrary, no person or entity with a legal or equitable interest in a residential dwelling on the TOT Covenant Property does or shall have any right to receive any Covenant Payment or any other payment from City by virtue of this Covenant Agreement with Developer. In amplification of the preceding sentence, any person or entity that has any real property interest or use rights in a residential dwelling on the TOT Covenant Property —which includes but not limited to: the "owner" of a short-term vacation rental unit (as defined in the Short -Term Vacation Rentals Regulations); any owner (or partial 0698/015610-0207 22798270.2 a09/18/25 -26- 436 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT owner) of a single-family detached home, any owner (or partial owner) of a condominium unit, any renter or occupant of any residential dwelling pursuant to a lease, license, or any other verbal or written agreement —does not and shall not have any right to receive any Covenant Payment or any other payment from City by virtue of this Covenant Agreement, it being expressly the intent of the Parties that Developer is the intended beneficiary of the Covenant Payments because of Developer's obligations to construct, develop, and ensure continued operation of the Project as more particularly defined in the Reinstated Development Agreement. 7.2 Developer to Obtain Written Acknowledgement from Residential Owners. City shall have the right, prior to the Transfer of any residential dwelling to an owner from Developer, to require any such owner to execute for the benefit of Developer and City a written acknowledgment and binding agreement, in a form reasonably approved by the Parties. The written acknowledgement at a minimum shall memorialize that such owner of a residential dwelling has no rights under this Covenant Agreement, including but not limited to having no right to any Covenant Payments that are intended to be for Developer. City and Developer shall cooperate in good faith to ensure the requirements of this Article 7 are diligently enforced and honored. 8. GENERAL PROVISIONS. 8.1 Integration and Amendment. This Covenant Agreement and the Reinstated Development Agreement constitute the entire agreement by and between the Parties pertaining to the subject matter hereof, and supersede all prior agreements and understandings of the Parties with respect thereto. This Covenant Agreement may not be modified, amended, supplemented, or otherwise changed except by a writing executed by both Parties. 8.2 Captions. Section headings used in this Covenant Agreement are for convenience of reference only and shall not affect the construction of any provisions of this Covenant Agreement. 8.3 Computation of Days. Unless expressly identified as being subject to "business days," the computation for performance and word "Days" and "days" shall mean calendar days, continuously calculated and without exclusion of weekends or holidays; provided, however, that if the last "day" were to fall on a weekend day or official holiday recognized under federal or state law, then the time for performance on that last day shall be extended to the next business day. For purposes of this Agreement, "Business Day(s)" and "business day(s)" means every day of the calendar year except Saturdays, Sundays, and official holidays recognized under federal or state law and for which City Hall is closed to the general public. 8.4 Legal Actions. This Covenant Agreement shall be governed by and construed in accordance with the internal laws of the State of California without regard to conflict of law principles. 0698/015610-0207 22798270.2 a09/18/25 -27- 437 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 8.5 Attorneys Fees. If either Party to this Covenant Agreement is required to initiate or defend, or is made a party to, any action or proceeding in any way connected with this Covenant Agreement, the Party prevailing in the final judgment in such action or proceeding, in addition to any other relief which may be granted, shall be entitled to reasonable attorney's fees. Attorney's fees shall include actual attorneys' fees and all reasonable costs for investigating such action, conducting discovery, retaining expert witnesses, and all other necessary costs the court allows which are incurred in such litigation. 8.6 Effect of Violation of the Terms and Provisions of this Covenant Agreement. The covenants established in this Covenant Agreement shall, without regard to technical classification and designation, be binding for the benefit and in favor of City, its successors and assigns, as to those covenants which are for its benefit. The covenants contained in this Covenant Agreement shall remain in effect for the periods of time specified therein. City is deemed the beneficiary of the terms and provisions of this Covenant Agreement and of the covenants running with the land, for and in its own rights and for the purposes of protecting the interests of the community and other parties, public or private, in whose favor and for whose benefit this Covenant Agreement and the covenants running with the land have been provided. This Covenant Agreement and the covenants shall run in favor of City, without regard to whether City has been, remains, or is an owner of any land or interest in the Site. City shall have the right, if the Covenant Agreement or covenants are breached, to exercise all rights and remedies, and to maintain any actions or suits at law or in equity or other proper proceedings to enforce the curing of such breaches to which it or any other beneficiaries of this Covenant Agreement and covenants may be entitled. 8.7 Force Majeure. Notwithstanding any other provision set forth in this Covenant Agreement to the contrary, in no event shall a Party be deemed to be in Default or MAE Default of its obligations set forth herein where delays or failures to perform are due to a Force Majeure, as defined in the Reinstated Development Agreement. Notwithstanding anything to the contrary in this Covenant Agreement, an extension of time for any such cause shall only be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if notice by the Party claiming such extension is sent to the other Party within a reasonable time following commencement of the cause, which notice requirement shall be deemed waived if the other Party is aware of the facts giving rise to the Force Majeure. Upon receiving notice of a Force Majeure or becoming aware of the facts giving rise thereto, the Parties shall meet and confer in good faith to determine the appropriate period of Force Majeure delay and document the same in writing. Times of performance under this Covenant Agreement may also be extended in writing by the mutual agreement of City and Developer. 8.8 Notices. Any approval, disapproval, demand, document or other notice ("Notice") which either Party may desire to give to the other Party under this Agreement must be in writing and shall be sufficiently given if (i) delivered by hand, (ii) delivered by reputable same -day or overnight messenger service that provides a receipt showing date and time of delivery, or (iii) dispatched by registered or certified mail, postage prepaid, 0698/015610-0207 22798270.2 a09/18/25 -28- 438 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT return receipt requested, to the principal offices of City and Developer at the addresses specified below, or at any other address as that Party may later designate by Notice. To City: City of La Quinta 78-495 Calle Tampico La Quinta, California 92253 Attn: City Clerk With a copy to: Rutan & Tucker, LLP 18575 Jamboree Road, 9t" Floor Irvine, California 92612 Attn: William H. Ihrke Email: bihrke@rutan.com To Developer: TBE RE Acquisition Co II LLC c/o Turnbridge Equities 4 Bryant Park, Suite 200 New York, New York 10018 Attention: General Counsel and Michael Gazzano Email: jw@turnbridgeeq.com and mg@turnbridgeeq.com with a copy to: DLA Piper 1251 Avenue of the Americas New York, New York 10020 Attention: Todd Eisner Email: todd.eisner(a)_us.dlapiper. com with a copy to: Procopio 200 Spectrum Center Drive, Suite 1650, Irvine, CA 92618 Attn: James Vaughn Email: james.vaughn(a�procopio.com Any written notice, demand or communication shall be deemed received immediately if personally delivered or delivered by delivery service, and shall be deemed received on the fifth (5t") day from the date it is postmarked if delivered by registered or certified mail. 8.9 City Approvals and Actions. City shall maintain authority of this Covenant Agreement and the authority to implement this Covenant Agreement through the City Manager. The City Manager shall have the authority to make approvals, issue interpretations, waive provisions, negotiate and enter into amendments to this Covenant 0698/015610-0207 22798270.2 a09/18/25 -29- 439 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Agreement and/or negotiate and enter into implementing agreements or documents on behalf of City so long as such actions do not materially or substantially change the business terms of this Covenant Agreement, or materially or substantially add to the costs incurred or to be incurred by City as specified herein. Such approvals, interpretations, waivers, amendments, and/or implementing agreements or documents may include extensions of time to perform and approvals of delays associated with a Force Majeure event. All other material and/or substantial interpretations, waivers, or amendments shall require the consideration, action and written consent of the City Council. Nothing in this Section limits or precludes the City Manager from presenting to the Planning Commission and/or City Council, as applicable, for review and consideration any matters to which the City Manager otherwise may act on behalf of City pursuant to this Section. 8.10 Further Acts. Each Party agrees to take such further actions and to execute such other documents as may be reasonable and necessary in the performance of its obligations hereunder; reserving to City, however, its lawful discretionary and police power authority. Without limiting the generality of the foregoing, upon the expiration or termination of the Operating Period, City will execute and deliver such instruments as may be prepared by Developer at Developer's expense to release the cloud upon title to the TOT Covenant Property created by this Covenant Agreement; provided, however, that any such document shall be in a form reasonably acceptable to the City Attorney of City. 8.11 Third Party Beneficiaries. There are no intended third party beneficiaries under this Covenant Agreement and no such other third parties shall have any rights or obligations hereunder except as otherwise expressly provided in this Agreement. 8.12 Estoppel Certificates. Either Party may, at any time, deliver written notice to any other Party requesting such Party to certify in writing that such Party and its designees, to the best knowledge of the certifying Party, (i) this Covenant Agreement is in full force and effect and a binding obligation of the Parties, (ii) this Covenant Agreement has not been amended or modified either orally or in writing, or if so amended, identifying the amendments, (iii) the requesting Party is not in default in the performance of its obligations under this Agreement, or if in default, describing the nature and amount of any such defaults, and (iv) any other reasonable information requested. A Party receiving a request hereunder shall execute and return such certificate within thirty (30) days following approval of the proposed estoppel certificate by the City Attorney, which approval shall not be unreasonably withheld or delayed. The City Manager or authorized designee is authorized to sign and deliver an estoppel certificate on behalf of City. 8.13 Severability. If any term, provision, covenant or condition of this Covenant Agreement is held in a final disposition by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall continue in full force and effect unless the rights and obligations of the Parties have been materially altered or abridged by such invalidation, voiding or unenforceability. 0698/015610-0207 22798270.2 a09/18/25 -30' 440 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 8.14 Standard of Approval. Any consents or approvals required or permitted under this Covenant Agreement shall not be unreasonably delayed, conditioned or withheld, except where it is specifically provided that a sole discretion standard applies. 8.15 Time of the Essence. Time is of the essence for each provision of this Covenant Agreement of which time is an element. 8.16 Recordation. This Covenant Agreement shall be recorded in the Recorder's Office at Developer's cost, if any, within the period required by the Reinstated Development Agreement or, if not specified therein or by escrow instructions for the acquisition of the TOT Covenant Property by Developer, within the day after Developer has fee title to the TOT Covenant Property vested in Developer's name and after the recording of the Reinstated Development Agreement. Amendments approved by the Parties, Assignment and Assumption Agreements, and any cancellation or termination of this Agreement, shall be similarly recorded. 8.17 Counterparts. This Covenant Agreement may be executed in two or more counterparts, each of which when so executed and delivered shall be deemed an original and all of which, when taken together, shall constitute one and the same instrument. [End — Signature page follows] 0698/015610-0207 22798270.2 a09/18/25 -31 - 441 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT IN WITNESS WHEREOF, the Parties have executed this Covenant Agreement to be effective as of the Effective Date. "City" CITY OF LA QUINTA, a California municipal corporation Date: , 2025 By: ATTEST: By: Monika Radeva, City Clerk APPROVED AS TO FORM: RUTAN & TUCKER, LLP By: William H. Ihrke, City Attorney Jon McMillen, City Manager "Developer" TBE RE Acquisition Co II LLC, a Delaware limited liability company and affiliate of Turnbridge Equities Date: 2025 By: Its: By: Its: 0698/015610-0207 22798270.2 a09/18/25 -32' 442 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 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 , before me, , (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) 0698/015610-0207 22798270.2 a09/18/25 -33- 443 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 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 , before me, (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) 0698/015610-0207 22798270.2 a09/18/25 -34- 444 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT NO. 1 LEGAL DESCRIPTION OF TOT COVENANT PROPERTY [Attached] 0698/015610-0207 22798270.2 a09/18/25 EXHIBIT NO. 1 445 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT A LEGAL DESCRIPTION OF TOT COVENANT PROPERTY All that certain property located in the City of La Quinta, County of Riverside, State of California, described as follows: THAT PORTION OF PARCELS 4 AND 18 OF PARCEL MAP NO. 37207, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY A MAP FILED IN BOOK 242, PAGES 72 THROUGH 87, INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: LOT "C" OF LOT LINE ADJUSTMENT NO. 2020-0010, AS DISCLOSED BY GRANT DEED RECORDED JULY 15, 2021 AS INSTRUMENT NO. 20210426711 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APNs 777-490-058, 777-490-063, 777-490-064, 777-490-065 AND 777-490-066 (OLD APNs PORTION OF 777-490-041 and 777-490-051) [continues on next page] EXHBIT NO. 1 0698/015610-0207 22798270.2 a09/18/25 -2- 446 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL B: THAT PORTION OF PARCELS 3 AND 4 OF PARCEL MAP NO. 37207, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY A MAP FILED IN BOOK 242, PAGES 72 THROUGH 87, INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: LOT "B" OF LOT LINE ADJUSTMENT NO. 2020-0010, AS DISCLOSED BY GRANT DEED RECORDED JULY 16, 2021 AS INSTRUMENT NO. 20210428113 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APNs 777-490-037, 777-490-057, 777-490-059 AND 777-490-068 (OLD APNs PORTION OF 777-490-040 AND 777-490-041) [continues on next page] EXHBIT NO. 1 0698/015610-0207 22798270.2 a09/18/25 -3- 447 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL C: PARCEL 5 OF PARCEL MAP NO. 37207 AS SHOWN BY A MAP ON FILE IN BOOK 242 OF PARCEL MAPS, PAGES 72 THROUGH 87, INCLUSIVE, TOGETHER WITH PORTIONS OF PARCELS A AND B OF LOT LINE ADJUSTMENT NO. 2020-0005, RECORDED SEPTEMBER 2, 2021 AS DOCUMENT NO. 2021-0527060 OF OFFICIAL RECORDS OF SAID COUNTY, DESCRIBED AS FOLLOWS: PARCEL "A" OF LOT LINE ADJUSTMENT NO. 2023-0003 OF THE CITY OF LA QUINTA, AS DISCLOSED BY GRANT DEED RECORDED MAY 4, 2023 AS INSTRUMENT NO. 2023-0128115 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING FROM PARCEL 5 ABOVE, ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APNs: 777-490-042, 777-490-076 AND PORTIONS OF 777-490-072 AND 777-490-073 (OLD APNs PORTION of 777-490-043 and 777-490-044) [continues on next page] EXHBIT NO. 1 0698/015610-0207 22798270.2 a09/18/25 -4- 448 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL D: PORTIONS OF PARCELS A THROUGH C, INCLUSIVE, OF LOT LINE ADJUSTMENT NO. 2020-0005, RECORDED SEPTEMBER 2, 2021 AS DOCUMENT NO. 2021- 0527060 OF OFFICIAL RECORDS OF SAID COUNTY, DESCRIBED AS FOLLOWS: PARCEL "B" OF LOT LINE ADJUSTMENT NO. 2023-0003 OF THE CITY OF LA QUINTA, AS DISCLOSED BY GRANT DEED RECORDED MAY 4, 2023 AS INSTRUMENT NO. 2023-0128115 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APN: 777-490-074 AND PORTIONS OF APNs 777-490-072, 777-490-073, 777-490- 075, 777- 490-077, 777-490-079 AND 777-490-080 (OLD APNs PORTION of 777-490-043, 777-490-044 AND 777-490-045) [continues on next page] EXHBIT NO. 1 0698/015610-0207 22798270.2 a09/18/25 -5- 449 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL E: [INTENTIONALLY OMITTED] PARCEL F- PORTIONS OF PARCELS B AND C OF LOT LINE ADJUSTMENT NO. 2020-0005, RECORDED SEPTEMBER 2, 2021 AS DOCUMENT NO. 2021-0527060 OF OFFICIAL RECORDS OF SAID COUNTY, DESCRIBED AS FOLLOWS: PARCEL "C" OF LOT LINE ADJUSTMENT NO. 2023-0003 OF THE CITY OF LA QUINTA, AS DISCLOSED BY GRANT DEED RECORDED MAY 4, 2023 AS INSTRUMENT NO. 2023-0128115 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. PORTION APN: 777-490-075, 777-490-077, 777-490-078, 777-490-079 AND 777-490- 080 (OLD APNs PORTION of 777-490-044 AND 777-490-045) [continues on next page] EXHBIT NO. 1 0698/015610-0207 22798270.2 a09/18/25 -6- 450 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL G: PORTIONS OF PARCEL C OF LOT LINE ADJUSTMENT NO. 2020-0005, RECORDED SEPTEMBER 2, 2021 AS DOCUMENT NO. 2021-0527060 OF OFFICIAL RECORDS OF SAID COUNTY, DESCRIBED AS FOLLOWS: PARCEL "D" OF LOT LINE ADJUSTMENT NO. 2023-0003 OF THE CITY OF LA QUINTA, AS DISCLOSED BY GRANT DEED RECORDED MAY 4, 2023 AS INSTRUMENT NO. 2023-0128115 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1AAND 1B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. PORTION APN: 777-490-079 (OLD APN PORTION of 777-490-045) [continues on next page] EXHBIT NO. 1 0698/015610-0207 22798270.2 a09/18/25 -7- 451 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL H: LOTS 1 THROUGH 29 AND LOTS A THROUGH L, OF TRACT NO. 37730, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, FILED IN BOOK 479, PAGES 27 THROUGH 33 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017- 0463950 OF OFFICIAL RECORDS. APNs: 777-510-001 THRU -023; 777-510-025; 777-520-001 THRU -018 EXHBIT NO. 1 0698/015610-0207 22798270.2 a09/18/25 -8- 452 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCELL Parcels E, F and G of Parcel Map No. 37207, in the City of La Quinta, County of Riverside, State of California, as shown by a Map filed for Record May 3, 2017 in Book 242, Pages 72 through 87, inclusive of Parcel Maps, in the Office of the County Recorder of said County. Excepting all oil, gas, hydrocarbon substances, and minerals of every kind and character lying more than five hundred (500) feet below the surface, together with the right to drill into, through, and to use and occupy all parts of the Phase 1A and 1 B property lying more than five hundred (500) feet below the surface thereof for any and all purposes incidental to the exploration for and production of oil, gas, hydrocarbon substances or minerals from said Phase 1A and 1 B property or other lands, but without, however, any right to use either the surface from said Phase 1A and 1 B property or any portion thereof within five hundred (500) feet of the surface for any purpose or purposes whatsoever, or to use the Phase 1 A and 1 B property in such a manner as to create a disturbance to the use or enjoyment of the Phase 1A and 1 B property, as reserved by The City of La Quinta, a California Municipal Corporation and Charter City, in the Grant Deed recorded November 28, 2018, as Instrument No. 2018-0464674, of Official Records. FOR INFORMATIONAL PURPOSES ONLY: APN: 777-490-053, 777-490-054, 777- 490-055 [End of legal description for TOT Covenant Property] *Explanatory Note. - All legal descriptions may be corrected, if necessary, prior to recording to conform with instructions from title or escrow officer(s) for final corrections. This explanatory note shall be deleted prior to recording. EXHBIT NO. 1 0698/015610-0207 22798270.2 a09/18/25 -9- 453 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT NO. 2 ANNOTATED SITE MAP (2025 SilverRock Master Plan) Residential Lo 29 lots Avg Lot SF: 14,' Luxury Hotel # keys: 150 Spa SF: 21,000 Lobby SF. 25,OC Luxury Brand, & Clut Brand, Public 1�7 L Phase 1�7 LPhase i Golf Clubhouse Clubhouse: 16,200sf Hotel Banquet / BOH Banquet: 21,600 sf BOH: 26,000 sf Condominiums 70 Condos (Avg 3.000 sf) Clubhouse (15.000 sf) tesidential Lots 13 lots wg Lot SF. 20k Pursuant to this Covenant Agreement, the "TOT Covenant Property" means that real property, any improvements thereon, that corresponds to "Phase 1A" as depicted in the above Annotated Site Map, with the exception of the Public Golf Clubhouse Property. The "TOT Covenant Property" does not include, and shall not be deemed to include, any of the real property or improvements thereon that corresponds to "Phase 1 B" or the Golf Clubhouse as depicted above. In further clarification of preceding paragraph, the "Phase 1 B Property" as defined in the Reinstated Development Agreement is not TOT Covenant Property, including the following parcels described as follows: [continues on next page] 0698/015610-0207 22798270.2 a09/18/25 EXHIBIT NO. 2 454 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXCLUDED PARCELS from TOT COVENANT PROPERTY: PARCEL 1: THAT PORTION OF PARCEL 10 OF PARCEL MAP NO. 37207, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY A MAP FILED IN BOOK 242, PAGES 72 THROUGH 87, INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: PARCEL "B" OF LOT LINE ADJUSTMENT NO. 2020-0007, AS DISCLOSED BY GRANT DEED RECORDED AUGUST 20, 2021 AS INSTRUMENT NO. 2021-0499856 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 18 PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APN 777-060-083 [continues on next page] EXHBIT NO. 2 0698/015610-0207 22798270.2 a09/18/25 -2- 455 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL 2: THAT PORTION OF PARCEL 11 OF PARCEL MAP NO. 37207, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY A MAP FILED IN BOOK 242, PAGES 72 THROUGH 87, INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: PARCEL "C" OF LOT LINE ADJUSTMENT NO. 2020-0007, AS DISCLOSED BY GRANT DEED RECORDED AUGUST 20, 2021 AS INSTRUMENT NO. 2021-0499856 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APN 777-060-085 [continues on next page] EXHBIT NO. 2 0698/015610-0207 22798270.2 a09/18/25 -3- 456 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL 3: PARCEL 12 OF PARCEL MAP NO. 37207, AS SHOWN BY A MAP FILED IN BOOK 242, PAGES 72 THROUGH 87, INCLUSIVE OF PARCEL MAPS, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. /-1w019WAlI10110y i�T1\19711,\w"AlI0001m: [continues on next page] EXHBIT NO. 2 0698/015610-0207 22798270.2 a09/18/25 -4- 457 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL 4. THAT PORTION OF PARCELS 9, 10, 11 AND 19 OF PARCEL MAP NO. 37207, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY A MAP FILED IN BOOK 242, PAGES 72 THROUGH 87, INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: PARCEL "A" OF LOT LINE ADJUSTMENT NO. 2020-0007, AS DISCLOSED BY GRANT DEED RECORDED AUGUST 20, 2021 AS INSTRUMENT NO. 2021-0500015 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APNs: 777-490-046, 777-490-071, 777-060-082, AND 777-060-084 (OLD APNs PORTION of 777-490-052, 777-060-076 and 777-060-077) [End of EXCLUDED PARCELS from TOT COVENANT PROPERTY] *Explanatory Note. - All legal descriptions may be corrected, if necessary, prior to recording to conform with instructions from title or escrow officer(s) for final corrections. This explanatory note shall be deleted prior to recording. EXHBIT NO. 2 0698/015610-0207 22798270.2 a09/18/25 -5- 458 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT ADDENDUM TO TRANSIENT OCCUPANCY TAX (TOT) REVENUE SHARING AGREEMENT DO NOT RECORD THIS ADDENDUM Agreement re: Cooperation in the Event of Legal Challenge; Validation Action. 1. In the event any third party files an action seeking to invalidate this Covenant Agreement or seeking any equitable remedy that would prevent the full performance hereof or thereof, City and Developer agree to cooperate in the defense of such action. Such cooperation shall include, without limitation: (i) an agreement by each Party to not default or allow a compromise of said action without the prior written consent of the other Party; (ii) an agreement by each Party to make available to the other Party all non -privileged information necessary or appropriate to conduct the defense of the action; and (iii) an agreement by each Party to make available to the other Party, without charge, any witnesses within the control of the first Party upon reasonable notice who may be called upon to execute declarations or testify in said action. Developer shall pay all of City's costs and expenses (including reasonable attorneys' fees) and City shall have the sole right to select its legal counsel; provided, however, Developer shall have the right, exercisable upon written notice to City, to retain counsel of Developer's choice, but subject to City's reasonable approval, to defend City against any such third party action, in which event Developer shall not be responsible for any costs incurred by City in connection with the defense of such third party action. 2. In addition to the foregoing, if Developer delivers a written request for such action to City (c/o the City Manager) not later than thirty (30) days after the date the City Council of City approves this Agreement at a public meeting, City shall file an action in Riverside County Superior Court pursuant to California Code of Civil Procedure Section 860 et seq. to validate this Agreement and the Covenant Agreement and each and every one of its and their provisions. In such event, City and Developer shall reasonably cooperate in drafting the complaint, briefs, the proposed judgment of validation, and such other pleadings, documents, and filings as may be required or desirable in connection with the validation action. City and its legal counsel shall file and prosecute the validation action, but shall reasonably coordinate and cooperate with Developer concerning the drafting of pleadings and other documents and with regard to the litigation strategy to be employed. Developer shall reimburse City within fifteen (15) days after written demand therefor for all costs ("Costs") of the validation action incurred by City. Costs include without limitation, reasonable attorney's fees, filing fees and court reporter fees (if any), costs of publication and to effectuate service of process, reasonable photocopying and other reproduction charges, travel time and mileage expenses, and other costs and expenses reasonably incurred by City. In the event of an appeal of such action, the Parties shall cooperate with respect to the appeal to the same extent as at the Superior Court level of the proceedings. ADDENDUM 0698/015610-0207 22798270.2 a09/18/25 DO NOT RECORD PERSONAL\1619759319. 459 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 3. Upon the entry of a final non -appealable judgment of any court with jurisdiction invalidating or enjoining the performance of any material covenant set forth in this Covenant Agreement, this Covenant Agreement shall automatically terminate without the need of further action by either Party, except that any reimbursement obligations of Developer shall survive such termination. IN WITNESS WHEREOF, the Parties have executed this ADDENDUM to be effective as of the effective date of the Covenant Agreement Date. "City" CITY OF LA QUINTA, a California municipal corporation Date: , 2025 By: ATTEST: Monika Radeva, City Clerk APPROVED AS TO FORM: RUTAN & TUCKER, LLP By: William H. Ihrke, City Attorney Jon McMillen, City Manager "Developer" a Date: , 2025 By: Its: Its: ADDENDUM 0698/015610-0207 22798270.2 a09/18/25 DO NOT RECORD 460 RESOLUTION NO. 2025-XXX EXHIBIT C Adopted: September 22, 2025 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT OPTION TO PURCHASE REAL PROPERTY THIS OPTION TO PURCHASE REAL PROPERTY (this "Agreement" or "Option Agreement") is entered into as of the day of , 2025 (the "Reference Date"), by and between the CITY OF LA QUINTA, a California municipal corporation and charter city ("City"), and TBE RE Acquisition Co II LLC, a Delaware limited liability company, an affiliate of Turnbridge Equities ("Optionee" or "Developer"). City and Optionee are sometimes each referred to individually herein as a "Party" and collectively as the "Parties." RF[_ITAI S A. City currently owns fee title to that certain real property comprised of approximately 193+/- acres, identified as APN(s): 777-060-047, 777-060-048, 777-060-049, portion of 776-150-030, 777-060-074, and 777-060-079, and more specifically described on Exhibit A-1 attached hereto and incorporated herein by this reference (the "Phase 2 Property"). The Phase 2 Property that is subject to Optionee's right to purchase pursuant to this Option Agreement expressly excludes the approximately 24+/- acre SilverRock Park and adjacent Flood Control/Water Retention Basin (collectively, the "Park And Retention Basin Property"), also owned by City, which are adjacent to the Option Property and located in the SilverRock Resort Area (defined below). The Phase 2 Property, excluding the Park and Retention Basin Property, is referred to in this Option Agreement as the "Option Property" or "Property"). [NOTE: APNs AND LEGAL DESCRIPTION TO MATCH "Phase 2 Property" (i.e., "City -Owned Option Property" IN THE REINSTATED DEVELOPMENT AGREEMENT]. B. The Option Property is in close proximity to certain real property owned by Optionee (referred to herein as the "Developer -Owned Property") and is subject to that certain Reinstated and Amended Development Agreement by and between the City and Optionee, adopted by City Council Ordinance No. on , 2025, and recorded as Document No. (the "Reinstated Development Agreement") on or about even date as the Memorandum of Option Agreement (as defined below in this Option Agreement) in the Official Records of the Office of the County Recorder of Riverside, California (the "Recorder's Office") providing for the development of the Developer -Owned Property as provided therein (referred to therein and herein as the "Developer's Project"). C. Prior to City and Optionee entering into this Option Agreement and the Reinstated Development Agreement (among other agreements and instruments), the following relevant history is hereby recited: 1. Except for portions of land transferred to SilverRock Development Company, LLC, a Delaware limited liability company (or one of its affiliated companies or tenants -in -common, which are referred to herein collectively as "SDC" or 698/015610-0207 22798455.4 a09/18/25 461 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT "Debtor(s)")' as explained below in the next Recital Paragraph, City owns fee title to that certain real property of approximately 525 acres located at the southwest intersection of Jefferson Street and Avenue 52, in the City of La Quinta, California, generally referred to as the "SilverRock Resort Area" and subject to a Specific Plan adopted by the La Quinta City Council and enforceable as a land use governing document pursuant to the Planning and Zoning Law, California Government Code section 65000 et seq. (the "SilverRock Specific Plan"); 2. On or about November 19, 2014, City and SDC entered into that certain Purchase, Sale, and Development Agreement (the "Original SDC PSDA"), pursuant to which, among other terms and conditions, City agreed to sell to SDC and SDC agreed to purchase from City specified parcels and planning areas (PAs) to thereafter construct, complete, and operate thereon a commercial project containing a luxury resort hotel and spa and associated branded luxury residential units, a lifestyle hotel and associated lifestyle branded residential units, a conference and shared service facility, a temporary and permanent clubhouse for the SilverRock Resort's Arnold Palmer Classic Golf Course, a mixed use village, a resort residential village, and associated amenities, all as further described in the Original SDC PSDA and referred to as various project components, as more particularly described therein. Concurrent with the Original SDC PSDA, on or about November 19, 2014, City and SDC entered into Development Agreement 2014-1001 (the "Original SDC Development Agreement") pursuant to the Development Agreement Act and Development Agreement Ordinance (as defined in the Reinstated Development Agreement), which agreement, among other terms and conditions, required SDC to develop the planning areas and project components in accordance with the SDC PSDA, vested with SDC specified development obligations, memorialized the potential for the future acquisition of additional City -owned property in the SilverRock Resort Area as incorporated visa-vis the SDC PSDA, and subjected SDC to City's rights and oversight for those portions of the SilverRock Resort Area to be conveyed to SDC. After entering into the Original SDC PSDA and Original SDC Development Agreement, the following relevant events, very briefly summarized, occurred: i. Pursuant to the Original PSDA, City and SDC had the authority to amend ' Debtors were SilverRock Development Company, LLC and affiliated entities that, on August 5, 2024, filed for voluntary bankruptcy protection under chapter 11 of the U.S. Bankruptcy Code, with case number(s) identified in the Title of this Agreement along with the last four digits of each Debtor's federal tax identification number, as applicable, are: SilverRock Development Company, LLC (5730), RGC PA 789, LLC (5996), SilverRock Lifestyle Residences, LLC (0721), SilverRock Lodging, LLC (4493), SilverRock Luxury Residences, LLC (6598) and SilverRock Phase I, LLC (2247) (collectively, referred to herein as the "Bankruptcy Lawsuit" in the "Bankruptcy Court"). 698/015610-0207 22798455.4 a09/18/25 -2- 462 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT the Original PSDA by mutual agreement of the parties. Between October 29, 2015, and November 16, 2023, City and SDC entered into five amendments thereto, dated October 29, 2015 ("First Amendment"), April 18, 2017 ("Second Amendment"), November 28, 2018 ("Third Amendment"), October 12, 2021 ("Fourth Amendment"), and November 16, 2023 ("Fifth Amendment," and the Original PSDA as amended by all five amendments is referred to herein as the "SDC PSDA"); ii. Pursuant to the SDC PSDA and consistent with boundaries established by applicable subdivision maps and lot line adjustments, City conveyed to SDC the Property for the pre -development, development, operation, and use of a project that was eventually re -named "Talus" and consisted of the following project components (all as defined in the SDC PSDA): Luxury Hotel, Luxury Branded Residential Development, Lifestyle Hotel, Lifestyle Branded Residential Development, Conference and Shared Services Facility (including spa and other amenities), Permanent Golf Clubhouse, Promenade Mixed -Use Village/Resort Residential Village (on Planning Areas 7,8,9), as well as a specified Golf Course Realignment and corresponding Master Site Infrastructure Improvements (MSII). These project components on the Property, pursuant to the SDC PSDA, were divided into Phase 1A project components on the Phase 1A Property and the Phase 1 B project components on the Phase 1 B Property respectively, as described in the SDC PSDA; iii. Pursuant to the Third and Fourth Amendments to the SDC PSDA, SDC commenced pre -development and development on the Property for the Phase 1A project components, which as of the Reference Date of this Agreement, in various degrees, were partially constructed after SDC failed to continue to make payments to various contractors, subcontractors, and other interested parties in the development of the Talus project. Multiple lawsuits, including lawsuits seeking payments pursuant to mechanic's lien or various loan or investment agreements, and a City lawsuit against SDC for unlawful and unapproved conveyances in secured interests or mechanic's liens, were filed against SDC; iv. On August 5, 2024, SDC (Debtors) filed the Bankruptcy Lawsuit, and, pursuant to Bankruptcy Court -approved Bid Procedures, Debtors retained a Chief Restructuring Officer (Douglas Wilson Companies) and marketing professional (JLL) for the purposes of, among other items, marketing the sale of the Debtors estate (which and is primarily comprised of the SDC-Held Property(ies)) and soliciting proposals for the: (a) acquisition of the Debtors estate, (b) use, re -use, and/or substitution of the partially constructed improvements on the Phase 1A Property, (c) potential replacement project for a world -class hotel and residential destination resort with related amenities on the SDC-Held Property(ies) that complement the existing Arnold Palmer Golf Course surrounding the SDC-Held Property and owned by City, and (d) possible acquisition in the 698/015610-0207 22798455.4 a09/18/25 -3- 463 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT future of the Option Property in the SilverRock Resort Area (referred to as the Future Option Property in the PSDA and generally referred to in the Bankruptcy Lawsuit and marketing materials as the "Phase 2 Property") for possible future development that would also complement a world -class hotel and residential destination resort; 3. Pursuant to Bankruptcy Court order [Bankruptcy Lawsuit Docket No. ], among other provisions: (i) Optionee was authorized to purchase the Developer -Owned Property, (ii) the Original SDC Development Agreement was reinstated and amended and memorialized by the Reinstated Development Agreement (as defined above), and (iii) An escrow to facilitate the purchase and sale of the Debtors' estate (which includes the Developer -Owned Property) was authorized, which, among other terms and conditions, included the transfer of funds and recording of documents (such as the Reinstated Development Agreement) as more particularly set forth in the Debtor PSA (as defined in the Reinstated Development Agreement). [NOTE: OTHER RELEVANT ITEMS FROM THE BANKRUPTCY COURT ORDER FOR SALE OF DEBTORS PROPERTY MAY BE INSERTED PRIOR TO FINAL (SECOND) READING OF ORDINANCE FOR THIS AGREEMENT]. D. Optionee (as Developer) submitted a proposal in response to the marketing materials, and, pursuant to the Bankruptcy Court -approved Bid Procedures, Debtors and City approved Optionee's proposal, which, among other terms and conditions, includes a modified project (referred above as the Developer's Project) on the Developer -Owned Property as well as possible acquisition in the future of the "Option Property" as defined in this Option Agreement for possible future development that would also complement a world -class hotel and residential destination resort. The approximately 193+/- acres owned by the City that Optionee has a right to purchase pursuant to this Option Agreement as the Option Property includes raw land and an existing driving range, but Option Property expressly excludes approximately 24+- acres that comprises the Park And Retention Basin Property (as defined above), with the Option Property and Park And Retention Basin Property depicted in the Site Maps attached to this Option Agreement as Exhibit A-2 and incorporated herein by this reference (the "Site Maps"). E. As part of Optionee's (as Developer) proposal, Optionee covenanted to prepare for construction, construct, and open for use and occupancy of a flagship luxury hotel consisting of approximately 150 rooms with amenities, as more particularly described in the Reinstated Development Agreement (the "Luxury Hotel"). F. Developer's acquisition of the Developer -Owned Property was conditioned on the final negotiation and approval of certain "La Quinta Amended Development Documents" as referenced in the Bankruptcy Lawsuit, which included (among other agreements) this Option Agreement, and separate agreements that include the Reinstated Development Agreement (which includes as exhibits certain "Reinstated and Amended Covenants Affecting Real Property" relating to Golf Course Use and Ahmanson Ranch House (the "Reinstated Covenant Affecting Real Property (Golf Course Use)" and "Reinstated Covenant Affecting Real Property (Ahmanson Ranch 698/015610-0207 22798455.4 a09/18/25 -4- 464 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT House)," respectively)) and a "Transient Occupancy Tax (TOT) Revenue Sharing Covenant," and various land use covenants. G. As more particularly set forth herein, City and Optionee desire to enter into this Option Agreement for Optionee's potential acquisition of the Option Property in connection with Optionee's acquisition of the Developer -Owned Property and timely performance and completion of specified obligations in the Reinstated Development Agreement for Developer's Project. H. All actions taken by City have been duly taken in accordance with all applicable legal requirements, including the California Environmental Quality Act (Public Resources Code Section 21000, et seq.) ("CEQA"), and all other requirements for notice, public hearings, findings, votes and other procedural matters. I. Pursuant to Government Code section 65402, the La Quinta Planning Commission has determined the disposition of the Option Property, if Optionee exercises the Option pursuant to this Agreement, is and would be in conformity with the City's General Plan because, as of the date of this Option Agreement, Optionee has no proposed specific entitlement applications for development of the Option Property and has represented that, as of the date of this Option Agreement, the intended future development and use of the Option Property would be consistent with the authorized uses in the existing SilverRock Specific Plan. J. This Option Agreement is intended to be interpreted and implemented in accordance and consistent with the Reinstated Development Agreement. Any capitalized words not otherwise defined in this Option Agreement shall have the meanings ascribed to them in the Reinstated Development Agreement. K. City and Optionee desire to enter into this Agreement to provide for City to grant to Optionee and for Optionee to obtain from City an option to purchase the Option Property upon the terms and conditions more particularly set forth in this Agreement. NOW, THEREFORE, IN CONSIDERATION OF THE FOREGOING RECITALS, WHICH ARE INCORPORATED HEREIN BY THIS REFERENCE, AND THE MUTUAL PROMISES CONTAINED IN THIS AGREEMENT, THE PARTIES AGREE AS FOLLOWS: AGREEMENT Pre -Option Provisions; Grant of Option. (a) Memorandum of Option Agreement. On the same day as the recording in the Recorder's Office of the Reinstated Development Agreement, but to be recorded after the Reinstated Development Agreement, the City shall record (or cause to be recorded) a memorandum of this Option Agreement, fully executed and notarized by the Parties hereto, in a form substantially similar to the "Memorandum of Option Agreement" attached hereto as Exhibit B and, upon recording, all of the terms and 698/015610-0207 22798455.4 a09/18/25 -5- 465 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT conditions of this Option Agreement (and any amendments hereto) shall be incorporated by reference into the Memorandum of Option Agreement as though set forth in full. (b) Option Effective Date. The Option to purchase the Option Property shall not commence until the following date that corresponds to the potential transfer of other City -owned real property in the SilverRock Resort Area (specifically, the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property) as provided in Section 6.1.2 of the Reinstated Development Agreement: (i) The Date when construction of the Luxury Hotel Project Component (as defined in the Reinstated Development Agreement) has been substantially completed (which may not be later than the completion date in the Schedule of Performance (as a Project Milestone)) as set forth and defined in the Reinstated Development Agreement and as evidenced by the issuance by the City of a temporary or permanent certificate of occupancy, and the Luxury Hotel has been open to the general public or other designated guests (such as designated guests for a "soft opening" followed by an opening to the general public) with expectation of or actual payments to be received on a regular basis from guest of the Luxury Hotel (the "Option Effective Date"). The Option Effective Date shall be memorialized in a written addendum, executed by the Parties hereto, which shall be incorporated into this Option Agreement. (ii) In the event Optionee fails to substantially complete the Luxury Hotel Project Component (as defined in the Reinstated Development Agreement) by the completion date in the Schedule of Performance (as a Project Milestone) as set forth and defined in the Reinstated Development Agreement, so that the Option Effective Date is never realized, then this Option Agreement shall automatically terminate, without the need of any notice or documentation, and neither Party shall have any further rights or obligations hereunder except for: (i) any indemnification obligations hereunder, all of which shall survive the termination hereof, and (ii) executing with notarization a notice of termination of this Option Agreement to be recorded by the City in the Recorder's Office, referencing the termination of this Option Agreement, Memorandum of Option Agreement, and City Repurchase Option Agreement. (c) Option. Commencing on the Option Effective Date, City hereby grants to Optionee the option (the "Option") to purchase the Option Property on the terms and conditions set forth in this Agreement. (d) Form of Purchase and Sale Agreement. In the event Optionee exercises the Option, Optionee's purchase of the Option Property from City shall occur pursuant to an Agreement for Purchase and Sale and Escrow Instructions in the form of Exhibit D attached hereto and incorporated herein by this reference (the "PSA" or "Purchase/Sale Agreement"), subject only to non -material deviations approved by both 698/015610-0207 22798455.4 a09/18/25 -6- 466 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Parties to reflect the substance of the purchase contemplated herein. Among other terms and conditions specified therein, the PSA shall provide at a minimum for: (i) The purchase and sale of the Option Property shall be serviced through an escrow, with the closing of escrow and the transaction contemplated therein no later than an outside date specified therein ("PSA Outside Closing Date"); (ii) The purchase price of the Option Property in the amount of Seventeen Million Dollars ($17,000,000.00) (the "Option Property Base Purchase Price"), subject to increases for each 1-Year Extension Period as set forth below; (iii) Among other conditions precedent to either City's or Optionee's obligation to sell and purchase the Option Property and close the escrow for the acquisition of the Option Property, Optionee shall have submitted any and all permit, licensing, and entitlement applications (it being agreed that Optionee shall submit the same before or after the Option is exercised so that said applications may be processed by the closing of escrow as provided in the PSA, and the City will use its best efforts to expedite consideration thereof) in accordance with applicable California and City law for another "phase" of the Developer's Project (the "Potential Future Development Phase" and, as applicable, any "Potential Future Development Phase Permit Application(s)" for the Option Property, which is referenced as "Planning Area (PA) 8" in the Reinstated Development Agreement). Provided that Optionee (as Developer) has completed or has caused the completion of the construction of the "Public Golf Clubhouse Project Component" as defined in and in accordance with the Reinstated Development Agreement, and provided further that Optionee is not in MAE Default (as hereinafter defined) under this Option Agreement, the Reinstated Development Agreement, the PSA, or any of the other Required City Land Use Agreements (as defined below), escrow shall close and fee title to the Option Property shall transfer to Optionee on the date that is the earlier of either: (A) ninety (90) days following the date on which the City has issued any and all Permits (as hereinafter defined) for the Potential Future Development Phase, or (B) twenty-four (24) months from the date Optionee delivers to City the Option Notice (as defined below); provided, however, such Permits being issued by City shall be a condition to Optionee's obligation to close escrow under the PSA and, provided further, that City shall transfer fee title of the Option Property to Optionee no later than ninety (90) days following the satisfaction (or waiver) of all of City's and Optionee's respective conditions precedent to closing the escrow as provided in the PSA. For the purposes hereof, "Permits" shall mean final approval by the City (after all appeal periods and legal challenge periods shall have expired) of a Development Agreement or amendment to the Reinstated Development Agreement applicable to the Option Property (as described in Section 6.2.2 of the Reinstated Development Agreement), 698/015610-0207 22798455.4 a09/18/25 -7- 467 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT a parcel map subdividing the Phase 2 Property to exclude the Park And Retention Basin Property from the Option Property, a tentative tract map for the number and type of residential dwellings Optionee proposes to be subdivided on all or a portion of the Option Property, and one or more site development permits for the Potential Future Development Phase, as designed by Optionee. In the event that any condition precedent to the closing under the PSA is not satisfied, the Earnest Money Deposit (as defined in the PSA) may be refunded pursuant to the terms and conditions in the PSA. (iv) Also as a condition precedent to either City's or Optionee's obligation to sell and purchase the Option Property and close the escrow for the sale and acquisition of the Option Property, Optionee and City shall have fully executed and have notarized, in a form suitable for recording and recorded immediately after the Development Agreement or amendment to the Reinstated Development Agreement applicable to the Option Property on the date of the close of escrow for the Option Property under the PSA, a repurchase option for the benefit of the City in a form substantially similar to the "City Repurchase Option Agreement" attached hereto as Exhibit C and incorporated herein by this reference. As more particularly set forth in the City Repurchase Option Agreement, upon the full execution and recording of the City Repurchase Option Agreement, City shall have the right to repurchase all or any portion of the Option Property in the event Optionee (as Developer) remains in MAE Default (as hereinafter defined). (v) As a condition of exercising the Option and entering into the PSA, Optionee shall obtain, at its sole cost, a standard preliminary title report for the Option Property prepared no more than three (3) months prior to the date Optionee exercises the Option by delivery of the Option Notice (defined below). The PSA will contain additional conditions precedent including without limitation that there be no taking or condemnation of all or any portion of the Option Property, and the Option Property not being subject to any delinquent tax or other monetary liens that are not approved by Optionee as exceptions to title insurance. (e) No Default on La Quinta Amended Development Agreements. Notwithstanding any provisions in this Option Agreement to the contrary, prior to and as a condition of exercising the Option as provided herein, Optionee shall have entered into with City, and once entered into, Optionee shall not be in MAE Default, on the date Optionee exercises the Option by delivery of the Option Notice (defined below), of any of these La Quinta Amended Development Documents: this Option Agreement, the Reinstated Development Agreement, the Transient Occupancy Tax (TOT) Revenue Sharing Covenant, and/or the Reinstated and Amended Covenants Affecting Real Property relating to Golf Course Use and the Ahmanson Ranch House (the Reinstated Covenant Affecting Real Property (Golf Course Use and Reinstated Covenant Affecting Real Property (Ahmanson Ranch House), respectively) (collectively referred to herein as the "Required City Land Use Agreements"). If Optionee commits a MAE Default under 698/015610-0207 22798455.4 a09/18/25 -8- 468 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT any of the aforementioned Required City Land Use Agreements as of the date of delivery of the Option Notice, then Section 9 of this Agreement shall apply. 2. Term of Option. (a) Term. The term of the Option (i.e., the time during which the Option may be exercised) shall be for a period commencing on the Option Effective Date and expiring at 5.00 p.m. (California time) on the date (the "Expiration Date") that is five (5) years from the Option Effective Date (the "Term"). The Term and Expiration Date shall be memorialized in a written addendum, executed by the Parties hereto, which shall be incorporated into this Option Agreement. The Option shall expire at the end of the Term unless extended pursuant to the following: (i) Extension Periods. Optionee shall have the right to extend the Term up to five (5) times for successive one (1) year extension periods (each, a 1-Year Extension Period" and collectively, the "Extension Periods") with the aggregate totaling no more than five (5) years after the Expiration Date. For the avoidance of doubt, and in explanation of the preceding sentence, the right to exercise the Option granted by this Option Agreement shall expire, if not earlier terminated or expired, no later than ten (10) years after the Option Effective Date; (ii) Notice to Exercise Right to Extension Period(s). In the event Optionee wants to extend the Term for one or more Extension Periods, Optionee shall deliver to City (pursuant to Section 7 below) written notice thereof (each, an "Option Extension Notice") no later than sixty (60) days prior to the expiration of the Term or, as applicable, no later than sixty (60) days prior to the expiration of the then operative 1-Year Extension Term. Optionee shall not be in MAE Default of this Agreement or of any Required City Land Use Agreements on the date Optionee delivers to City any Option Extension Notice. If Optionee is in MAE Default of this Agreement or any of the aforementioned Required City Land Use Agreements as of the date of delivery of the Option Extension Notice, then City shall have the right, in its sole and absolute discretion, to deny the 1-Year Extension Period requested by Optionee, to return to Optionee any Additional Option Consideration Payment (defined below) delivered to City with the Option Extension Notice within thirty (30) days after receipt of the Option Extension Notice, and to terminate the Option and this Option Agreement, in which case City shall deliver to Optionee written notice (pursuant to Section 7 below) of the termination of the Option and this Option Agreement, and the Option shall thereafter automatically terminate, without the need of any further notice or documentation, and neither Party shall have any further rights or obligations hereunder except for: (a) any indemnification obligations hereunder, all of which shall survive the termination hereof, and (b) executing with notarization a notice of termination of the Option Agreement, to be recorded by the City in the Recorder's Office, referencing the termination of this Option Agreement and Memorandum of Option 698/015610-0207 22798455.4 a09/18/25 -9- 469 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Agreement; (iii) Additional Option Deposits. In the event Optionee wants to extend the Term for one or more Extension Periods, Optionee shall deposit with City, for each 1-Year Extension Period and concurrently with the applicable Option Extension Notice, an additional deposit of an amount of One Million Dollars ($1,000,000.00) (each $1,000,000.00 is referred to as the "Additional Option Consideration Payment" and collectively, referred to as the "Total Additional Option Consideration Payments"). While each Additional Option Consideration Payment shall remain non-refundable to Optionee (except as provided in Sections 12, 15, or elsewhere in the PSA), the Additional Option Consideration Payment shall be credited towards the Option Property Base Purchase Price, as increased pursuant to Subsection 2(a)(iv) below; (iv) Additional Amount to Option Property Base Purchase Price. For each 1-Year Option Extension exercised by Optionee in accordance with this Agreement, the Option Property Base Purchase Price shall increase in the amount of Two Million Dollars ($2,000,000.00), payable at the closing of escrow for the acquisition of the Option Property pursuant to the PSA. By way of example, in the event Optionee elects to extend the Term by one (1) year, Optionee, at the time of making said election, shall pay a deposit to City in the amount of the $1,000,000.00 Additional Option Consideration Payment, and the amount of the Option Property Base Purchase Price shall increase from $17,000,000.00 to $19,000,000.00, with the Option Property Base Purchase Price (as increased) being paid at close of escrow for the acquisition of the Option Property and the $1,000,000 Additional Option Consideration Payment being credited towards that increased Option Property Base Purchase Price. Additionally, for the avoidance of doubt, the $2,000,000 payment defined below as the Option Consideration, paid to City at the closing of escrow when Optionee purchased the Developer -Owned Property, shall be applied to the Option Property Base Purchase Price on the close of escrow for the acquisition of the Option Property; provided, however, in the event that the closing under the PSA does not occur, then the Option Consideration shall remain non-refundable to Optionee, except as provided in Sections 12, 15, or elsewhere in the PSA. (b) Exercise of Option; Notice Thereof. At any time during the Term (and including any duly exercised 1-Year Extension Period), and provided Optionee is not in MAE Default under this Option Agreement or any of any Required City Land Use Agreements, Optionee may exercise the Option by giving written notice to City of its exercise of the Option pursuant to Section 7 below (the "Option Notice"). Promptly after the exercise of the Option, Optionee and City shall execute and deliver the PSA. (c) Term of Option and PSA Outside Closing Date. Notwithstanding any provisions in this Option Agreement to the contrary, the Term of the Option (and any 698/015610-0207 22798455.4 a09/18/25 -1 0- 470 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Extension Periods pursuant hereto) shall terminate no later than the PSA Outside Closing Date together with the termination of the PSA. 3. Option Consideration. (a) The Option is granted in consideration of Optionee's payment to City of the sum of Two Million Dollars ($2,000,000.00) (the "Option Consideration"), payable to City concurrent with the close of escrow on the transaction resulting in Optionee's acquisition of the Developer -Owned Property from Debtors and the execution and delivery of all Required City Land Use Agreements. The Option Consideration shall be non-refundable to Optionee (unless the conditions precedent to the closing of escrow for Developer's acquisition from Debtors (SDC) of the Phase 1A Property and Phase 1B Property Developer's acquisition are not satisfied and Developer does not acquire fee title to the Phase 1 A Property and Phase 1 B Property or as otherwise provided in Sections 12, 15, or elsewhere in the PSA), but, in the event Optionee exercises the Option granted herein and closes escrow on the acquisition of the Option Property pursuant to this Agreement and the PSA, then the Option Consideration shall be applied to the Option Property Base Purchase Price (as may be increased for each 1-Year Extension Period as set forth herein). Optionee shall pay City the Option Consideration in legal tender, United States dollars by wire transfer pursuant to separate wire instructions delivered to Optionee from City. (b) If Optionee exercises its right to extend the Term of the Option, Optionee shall pay to City any and all Additional Option Consideration Payment(s) pursuant to Section 2 of this Agreement. (c) City and Optionee shall cooperate to submit any and all necessary and proper instructions and supplemental instructions to the escrow officer/holder, responsible for the purchase and sale of the Developer -Owned Property, conveying same from Debtors to Optionee, to effectuate payment to City of the Option Consideration as well as execute and deliver, and implement the relevant terms and conditions of, this Option Agreement as they pertain to that transaction. 4. Due Diligence. From and after the date that the Memorandum of Option Agreement is recorded through the expiration of the Term (including any duly exercised 1-Year Extension Period), Optionee and its employees, contractors, agents, representatives, architects, engineers, consultants and other invitees (collectively, the "Optionee Entities"), at Optionee's sole cost and expense, shall have the right to enter and inspect the Option Property, make surveys and conduct such soils, engineering, hazardous or toxic material, pollution, seismic or other tests, studies and investigation as Optionee may require (each an "Inspection," and collectively, the "Inspections"), pursuant to the terms of this Section 4: (a) Optionee shall cause the Inspections to be conducted at times reasonably acceptable to City, upon not less than seventy-two (72) hours' prior written notice to City in each instance, and in a manner that does not materially adversely affect 698/015610-0207 22798455.4 a09/18/25 -11 - 471 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT the Option Property or Park And Retention Basin Property. City may have the right to have a representative of City present at any Inspections of the Option Property. (b) In conducting its Inspections at the Option Property, Optionee, its affiliates and affiliated entities, and the Optionee's officers, directors, employees, agents, consultants, engineers, and other agents (collectively, "Optionee Entities"): (i) shall not damage any part of the Option Property (other than invasive testing conducted in accordance with Sections 4(c) and (d) below) or any personal property located on or adjacent to the Option Property; (ii) promptly repair any damage to the Option Property resulting directly or indirectly from the entry by Optionee or the Optionee Entities or from any such Inspections; (iii) not injure or otherwise cause bodily harm to City, or its tenants, agents, guests, invitees, contractors and employees; (iv) comply with all applicable laws; and (v) not permit any liens to attach to the Option Property and/or Park And Retention Basin Property by reason of the exercise of Optionee's rights hereunder. (c) Notwithstanding anything to the contrary in this Section 4, Optionee shall not undertake any invasive testing, including, without limitation, taking samples of any kind or type from the Option Property, until such time as Optionee has submitted to City and obtained City's prior written approval of Optionee's proposed work plan, which work plan shall include Optionee's sampling and testing procedures, as well as the specific locations proposed to be accessed. City's approval pursuant to this Section 4 shall not be unreasonably withheld, conditioned, or delayed. (d) Promptly upon completion of each Inspection, Optionee shall cause the portion of the Option Property subject to such Inspection to be restored to the condition existing immediately prior to such Inspection, provided, however, Optionee shall have no obligation to remediate any pre-existing environmental condition discovered by Optionee in connection with any Inspection, so long as such Inspection has not exacerbated the pre-existing environmental condition. If this Option Agreement or the PSA is terminated prior to the closing of escrow on the Option Property pursuant to this Option Agreement and the PSA, Optionee shall provide to City, if City requests and at no additional charge and without representation or warranty of any kind or liability with respect to the use thereof, a copy(ies) of any final report(s) (excluding market studies and architectural renderings, if any) prepared by third parties for Optionee in connection with the Inspections so long as the City reimburses Optionee for the actual costs to Optionee paid to a third party(ies) for the final report(s) requested by City within thirty (30) calendar days of the City's written request therefor and Optionee's receipt of such reimbursement. (e) Optionee hereby indemnifies, defends (with counsel of City's choosing in its reasonable discretion), and holds harmless City and City's officers, officials, members, employees, agents, representatives, contractors, and volunteers (collectively, the "City and City Personnel"), from and against any and all claims, damages, liabilities, demands, injury, actions, liens, stop notices, losses, costs and expenses (including without limitation reasonable attorneys' fees and court costs) to the extent arising from or as a result of the conducting of Inspections, except that the City and City Personnel shall not be indemnified to the extent any claim, loss or damage (i) is caused by the City and City Personnel's gross negligence, recklessness or intentional 698/015610-0207 22798455.4 a09/18/25 -1 2- 472 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT misconduct (ii) for any matter to the extent arising directly from the discovery of any pre-existing condition at the Option Property, or (iii) as a result of the City and City Personnel's material breach of this Agreement. (f) Optionee's obligations under this Section 4 shall survive the expiration or termination of this Agreement. 5. Insurance. Without limiting Optionee's indemnification obligations under this Agreement, Optionee shall procure and maintain, at its sole cost and for the duration of this Agreement, insurance coverage as provided below, against all claims for injuries against persons or damages to property which may arise from or in connection with the performance of the work under Section 4 hereunder. In the event that Optionee subcontracts any portion of the work, the contract between Optionee and such subcontractor shall require the subcontractor to maintain the same types (with the same endorsements) and amounts of insurance that Optionee is required to maintain pursuant to this Section. A. Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 00 01 including completed operations and contractual liability, with limits of liability of not less than One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) annual aggregate for liability arising out of Optionee's performance of this Agreement, including without limitation Optionee's conducting of the Inspections. Such insurance shall be endorsed to: (1) Name the City and City Personnel as additional insureds for claims arising out of Optionee's performance of this Agreement, including without limitation Optionee's conducting of the Inspections. (2) Provide that the insurance is primary and non-contributing with any other valid and collectible insurance or self-insurance available to City. B. Automobile Liability Insurance with a limit of liability of not less than One Million Dollars ($1,000,000) combined single limit. Such insurance shall include coverage for all "owned," "hired" and "non -owned" vehicles, or coverage for "any auto." Such insurance shall be endorsed to name the City and City Personnel as additional insureds. C. Workers' Compensation Insurance in accordance with the California Labor Code and covering all employees of Optionee providing any service in the performance of this Agreement. Such insurance shall be endorsed to: (1) Waive the insurer's right of subrogation against the City and City Personnel. D. Evidence of Insurance: Optionee shall provide to City a 698/015610-0207 22798455.4 a09/18/25 -1 3- 473 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Certificate(s) of Insurance evidencing such coverage, together with copies of the required policy endorsements, no later than three (3) days prior to commencement of any Inspections and prior to the expiration of any policy. Statements on an insurance certificate will not be accepted in lieu of the actual endorsements required. Coverage shall not be cancelled, without thirty (30) days prior written notice thereof given by the insurer to City by U.S. mail, or by personal delivery, except for nonpayment of premiums, in which case ten (10) days prior notice shall be provided . E. Acceptability of Insurers. Each policy shall be from a company with current A.M. Best's rating of A- VII or higher and authorized to do business in the State of California, or otherwise allowed to place insurance through surplus lines brokers under applicable provisions of the California Insurance Code or any federal law. Any other rating must be approved in writing by City. 6. City's Cooperation in Seeking Permits and Approvals. From and after the date that the Memorandum of Option Agreement is recorded through the expiration of the Term (including any duly exercised 1-Year Extension Period), Optionee may meet with all governmental entities, including City to discuss Optionee's proposed development of, and other matters relating to, the development of the Option Property and may obtain all project approvals that Optionee may deem necessary or advisable in connection therewith. Provided City does not incur any liabilities or out-of-pocket costs except those authorized by City and without binding the Option Property prior to the execution and delivery of the PSA in any way, City agrees to cooperate with Optionee in any such matters and execute any and all documents or join in any applications that may be required to obtain all such project approvals in connection with the development of the Option Property. However, the Parties agree that this Agreement shall not be binding on the City Council, the Planning Commission, or any other entitlement approval body of the City regarding any approvals required by such bodies pursuant to Federal, State, or City law. Optionee acknowledges and agrees, and hereby accepts that Optionee obtains no right to develop the Option Property or any portion thereof (or any other project or portion thereof on the Option Property) by virtue of this Agreement. 7. Notices. All notices or other communications made pursuant to this Agreement shall be in writing and shall be served to the Parties at the following addresses (i) mailed by certified mail, postage prepaid, return receipt requested; (ii) sent by express delivery service, such as FedEx, charges prepaid with a delivery receipt; (iii) personally delivered with a delivery receipt: City: City of La Quinta 78-495 Calle Tampico La Quinta, California 92253 Attn.: City Manager AND: City of La Quinta 78-495 Calle Tampico La Quinta, California 92253 Attn.: City Clerk 698/015610-0207 22798455.4 a09/18/25 -1 4- 474 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT With a copy to: Rutan & Tucker, LLP 18575 Jamboree Road, 9'" Floor Irvine, CA 92612 Attn: William H. Ihrke, Esq. Email: bihrke@rutan.com Optionee: TBE RE Acquisition Co II LLC c/o Turnbridge Equities 4 Bryant Park, Suite 200 New York, NY 10018 Attn: Michael Gazzano and General Counsel Email: mg@turnbridgeeq.com; jw@turnbridgeeq.com With a copy to: DLA Piper LLP 1251 Avenue of the Americas New York, NY 10020 Attn: Todd Eisner Email: todd.eisner@us.dlapiper.com With a copy to: Procopio 200 Spectrum Center Drive, Suite 1650, Irvine, CA 92618 Attn: James Vaughn Email: james.vaughn@procopio.com All notices shall be deemed received on the date shown on the delivery receipt as the date of delivery, the date delivery was refused, or the date the notice was returned as undeliverable. Either Party may change its address for the purposes of this paragraph by giving prior written notice of the change to the other Party in the manner provided in this Section. 8. Transfers and Assignment. Optionee may not transfer or assign its rights or obligations under this Option Agreement, and may not transfer or assign any interest Optionee has in the Option Property pursuant to this Agreement, without the prior written consent of City, which may be granted or denied in City's sole and absolute discretion except for such transfers and assignments as are "Permitted Transfers" pursuant to the Reinstated Development Agreement, and memorialized by an Assignment and Assumption Agreement (as and when required under and pursuant to the Reinstated Development Agreement) executed and recorded in the Recorder's Office. 9. Defaults and Remedies. (a) The occurrence of any of the following shall be deemed a default under this Agreement (each, a "Default" or "default"): (a) The failure or delay by any Party to perform any obligation set forth in this Agreement if such failure is not cured, corrected or remedied within any specific time period set forth in this Agreement; (b) If no 698/015610-0207 22798455.4 a09/18/25 -1 5- 475 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT other specific time period is set forth herein for the cure of a default, the failure to cure a monetary default under this Agreement (other than any monetary defaults specifically listed in this Section 9) within fifteen (15) days after the nonperforming Party's receipt of written notice from another Party specifying the nature of the default; (c) If no other specific time period is set forth herein for the cure of a default, the failure to cure a non -monetary default under this Agreement (other than any non -monetary defaults specifically listed in this Section 9) within thirty (30) days after the nonperforming Party's receipt of written notice from the other Party specifying the nature of the default, provided, however, that if the failure cannot reasonably be corrected within such period, it shall not constitute a default if the failure is correctable, and if corrective action is instituted by the non -performing Party within such 30-day period and diligently pursued until the failure is corrected, and provided further that any such failure is cured within ninety (90) days of receipt of notice of such failure; (d) Any of the warranties or representations made by any Party herein are or become false, incorrect, or misleading in any material respect, and to the extent capable of being cured are not cured within the cure period set forth in subsection (c) above; (e) Any Party files for any relief under the federal Bankruptcy Act or is sought by or against any Party, or if a receiver is appointed to take charge of the assets or affairs of any Party or if any Party should make an assignment for the benefit of creditors, or if any Party should become insolvent, or upon any liquidation or termination of any Party; provided, however, that if any such proceeding is brought involuntarily against a Party, such Party shall have ninety (90) days to obtain the dismissal of such proceeding; or (f) As of the date of delivery of the Option Notice, Optionee is in MAE Default of the Required City Land Use Agreements without having cured said MAE Default pursuant to the applicable Required City Land Use Agreement(s). A material Default that is not cured within such cure periods as provided in this Option Agreement is referred to herein as a "MAE Default" of this Option Agreement. (b) Upon any uncured MAE Default, the defaulting Party shall be in breach of this Option Agreement and, in addition to any other rights or remedies available at law or in equity, the non -defaulting Party may, subject to any limitations as provided in this Option Agreement, terminate this Agreement and/or institute legal action to cure, correct, or remedy any MAE Default or to obtain any other remedy consistent with the purposes of this Option Agreement. (c) It is expressly understood and agreed by the Parties that the cure provisions set forth in this Section 9 are not available to, and shall not apply, to any of the following actions which are deemed to have firm deadlines: (i) The ability for Optionee to exercise the Option pursuant to Section 2(b) of this Option Agreement; and (ii) The ability for Optionee to exercise its right to any 1-Year Extension Period pursuant to Section 2(a) of this Option Agreement. (d) In the event of an uncured MAE Default by City of the terms of this Option Agreement, Optionee, at its option, may institute legal action in law or in equity to cure, correct, or remedy such MAE Default, enjoin any threatened or attempted violation, or enforce the terms of this Option Agreement; provided, however, that in no event shall Optionee be entitled to recover damages of any kind from City, but if Optionee is the prevailing Party in any action consistent with the provisions of this Option Agreement, 698/015610-0207 22798455.4 a09/18/25 -1 6- 476 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Optionee may be entitled to an award of attorney's fees as set forth in this Option Agreement. (e) The Parties acknowledge agree that City would not have entered into this Agreement if City were to be liable in monetary damages of any kind whatsoever, including compensatory (whether special or general) damages, punitive damages, consequential damages, incidental damages, and/or future damages, under or with respect to this Agreement. As such, the Parties agree that, except as expressly set forth in Subsection 9(d) above, declaratory and injunctive relief, writ of mandate, and specific performance shall be Optionee's sole and exclusive judicial remedies against City with respect to enforcement of the terms and conditions of this Agreement. In amplification of the preceding sentence, and not by way of limitation, in no event whatsoever shall City be liable to Optionee for, or Optionee be entitled to an award of damages from City, for economic loss, lost profits, or any other economic or consequential damages of any kind. 10. City Approvals and Actions. City shall maintain authority to implement this Option Agreement through the City Manager. The City Manager shall have the authority to make approvals, issue interpretations, waive provisions, negotiate and enter into amendments to this Option Agreement and/or negotiate and enter into implementing agreements or documents on behalf of City so long as such actions do not materially or substantially change the business terms of this Option Agreement or the uses or development permitted on the Option Property, or materially or substantially add to the costs incurred or to be incurred by City as specified herein. Such approvals, interpretations, waivers, amendments, and/or implementing agreements or documents may include extensions of time to perform as specified in this Option Agreement , except that City Manager shall not have the authority to waive or extend the times for performance for any of the following actions which are deemed to have firm deadlines: (a) The ability for Optionee to exercise the Option pursuant to Section 2(b) of this Option Agreement, and (b) The ability for Optionee to exercise its right to any 1-Year Extension Period pursuant to Section 2(a) of this Option Agreement. Furthermore, any and all other material and/or substantial interpretations, waivers, or amendments shall require the consideration, action and written consent of the City Council. Furthermore, the City Manager may seek review and approval by the City Council on any approval, interpretation, wavier, amendment, document, or any other matter that, pursuant to this Section 10, City Manager otherwise has authority to act upon on behalf of City. Nothing in this Section 10 does or shall be deemed to authorize the City Manager to take any action that is otherwise required to be reviewed and decided by the City Council, Planning Commission, or other reviewing board, commission, or public official, pursuant to any applicable Federal, State, or City law. 11. Binding Effect. This Option Agreement and its terms and conditions shall be binding upon and inure to the benefit of the Parties to this Option Agreement and their respective successors and permitted assigns. 12. Time of the Essence. Time is of the essence of this Option Agreement and of each and every term and provision hereof, it being understood that the parties hereto have specifically negotiated the dates for the completion of each obligation herein. 698/015610-0207 22798455.4 a09/18/25 -1 7- 477 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 13. Nonliabilit of Officials and Employ. No officer, official, employee, agent, or representative of City shall be personally liable to Optionee or any successor in interest, in the event of any default or breach by City, or for any amount which may become due to Optionee or its successor, or for breach of any obligation of the terms of this Option Agreement. 14. Further Documents. Upon the reasonable request of the other Party, each Party will execute, acknowledge and deliver or cause to be executed, acknowledged and delivered, such further instruments and documents as may be reasonably necessary in order to carry out the intent and purpose of this Option Agreement, including escrow instructions. 15. Exhibits. All exhibits attached to this Option Agreement and referred to in this Option Agreement are incorporated into this Option Agreement by this reference as though they were fully set forth in this Option Agreement. 16. Brokers Commission. Each Party to this Agreement represents to the other Party that it has not engaged or used the services of any person, firm or corporation that may claim a broker's commission or finder's fee upon execution of this Option Agreement, the exercise of the Option or the execution of the PSA, and each Party hereto agrees to hold the other Party harmless from any loss, damage, expense or liability, including attorney's fees, resulting from any claim by any person, firm or corporation based upon its having acted as broker or finder on behalf of said indemnifying Party. 17. Captions. The captions of the sections/paragraphs of this Option Agreement are for convenience and reference only, and the words contained in the captions shall in no way be held to explain, modify, amplify or aid in the interpretations, constructions or meaning of the provisions of this Option Agreement. 18. Counterparts. This Option Agreement may be executed in counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same Option Agreement. 19. Attorney's Fees. In any action between Optionee and City to enforce or interpret any of the terms of this Option Agreement , the prevailing Party shall be entitled to recover its costs and expenses, including, without limitation, reasonable attorneys' fees and expert witness fees. 20. Choice of Laws; Litigation Matters. This Agreement shall be governed by the internal laws of the State of California and any question arising hereunder shall be construed or determined according to such law. The Superior Court of the State of California in and for the County of Riverside, or such other appropriate court in such county, shall have exclusive jurisdiction of any litigation between the parties concerning this Agreement. Service of process on the City shall be made in accordance with California law. Service of process on Optionee shall be made in any manner permitted by California law and shall be effective whether served inside or outside California. 21. Waivers and Amendments. All waivers of the provisions of this Option 698/015610-0207 22798455.4 a09/18/25 -1 8- 478 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Agreement must be in writing and signed by the appropriate authorities of the Party to be charged, and all amendments and modifications hereto must be in writing and signed by the appropriate authorities of City and Optionee. No waiver of any provision of this Option Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought and referring expressly to this Section. No delay or omission by either Party in exercising any right or power accruing upon non-compliance or failure to perform by the other Party under any of the provisions of this Option Agreement shall impair any such right or power or be construed to be a waiver thereof, except as expressly provided herein. No waiver by either Party of any of the covenants or conditions to be performed by the other Party shall be construed or deemed a waiver of any succeeding breach or nonperformance of the same or other covenants and conditions hereof. 22. Estoppel Certificate. Either Party may, at any time, deliver written notice to any other Party requesting such Party to certify in writing that, to the best knowledge of the certifying Party, (i) this Option Agreement is in full force and effect and a binding obligation of such Party, (ii) this Option Agreement has not been amended or modified either orally or in writing, or if so amended, identifying the amendments, (iii) the requesting Party is not in default in the performance of its obligations under this Option Agreement, or if in default, describing the nature and amount of any such defaults, and (iv) any other reasonable information requested. A Party receiving a request hereunder shall execute and return such certificate within thirty (30) days following delivery of the written request. The City Manager or authorized designee is authorized to sign and deliver an estoppel certificate on behalf of City. City acknowledges that a certificate hereunder may be relied upon by transferees and mortgagees. 23. Time Period Computations. All periods of time referred to in this Option Agreement shall include all Saturdays, Sundays and California state or national holidays unless the reference is to "business days," in which event such weekends and holidays shall be excluded in the computation of time and provide that if the last date to perform any act or give any notice with respect to this Option Agreement shall fall on a Saturday, Sunday or California state or national holiday, such act or notice shall be deemed to have been timely performed or given on the next succeeding day which is not a Saturday, Sunday or California state or national holiday. 24. No Liens or Encumbrances Against the Phase 2 Property Prior to Acquisition of Fee Title by Optionee of Option Property. Optionee shall not record, and shall not authorize or allow the recording, in the Recorder's Office of any mortgage, deed of trust, encumbrance, or any other instrument that is defined as a "Lien" in the Reinstated Development Agreement against the Phase 2 Property (or any portion thereof, which includes the Option Property) unless Optionee acquires fee title to the Option Property, pursuant to this Option and the PSA. 25. Entire Agreement. This Option Agreement, along with the Restated Development Agreement and other Required City Land Use Agreements, contain the entire agreement between the Parties respecting the matters set forth herein, and supersedes all prior agreements between the Parties respecting such matters. 698/015610-0207 22798455.4 a09/18/25 -1 9- 479 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 26. Mortgagee Protections. Notwithstanding anything else to the contrary contained herein, the notice and cure periods and other rights and protections granted to Lenders (as defined in the Reinstated Development Agreement) in the Reinstated Development Agreement shall apply in all respects to this Option Agreement and the Reinstated Development Agreement, mutatis mutandis, and shall be deemed to be incorporated by reference into this Option Agreement with such Lenders having the full right to enforce such rights and protections in the same manner as if such Lenders were a direct party hereto. [END OF AGREEMENT - SIGNATURES ON FOLLOWING PAGE] 698/015610-0207 22798455.4 a09/18/25 -20- 480 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date. "OPTIONEE" & "DEVELOPER" TBE RE Acquisition Co II LLC, a Delaware limited liability company, an affiliate of Turnbridge Equities Date: , 2025 By: Its: "CITY" CITY OF LA QUINTA, a California municipal corporation and charter city Date: , 2025 By: Jon McMillen, City Manager ATTEST: Monika Radeva, City Clerk APPROVED AS TO FORM RUTAN & TUCKER, LLP William H. Ihrke, City Attorney 698/015610-0207 22798455.4 a09/18/25 -2 1 - 481 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT A-1 DESCRIPTION OF THE PROPERTY All that certain property located in the City of La Quinta, County of Riverside, State of California, described as follows: PARCEL 1: Parcels 13, 14, and 15 of Parcel Map No. 37207, in the City of La Quinta, County of Riverside, State of California, as shown by a Map filed for Record May 3, 2017 in Book 242, Pages 72 through 87, inclusive of Parcel Maps, in the Office of the County Recorder of said County. PARCEL 2- Parcel 16 of Parcel Map No. 37207, in the City of La Quinta, County of Riverside, State of California, as shown by a Map filed for Record May 3, 2017 in Book 242, Pages 72 through 87, inclusive of Parcel Maps, in the Office of the County Recorder of said County. NOTE: NOTWITHSTANDING THE ABOVE -REFERENCED LEGAL DESCRIPTION FOR PARCEL 16 ABOVE, THE PHASE 2 PROPERTY DOES NOT INCLUDE SILVERROCK PARK AND RETENTION BASIN, AS SET FORTH IN THIS OPTION AGREEMENT AND THE REINSTATED DEVELOPMENT AGREEMENT, RECITAL D AND DEFINITIONS OF "PHASE 2 PROPERTY" / "CITY OWNED OPTION PROPERTY" *Explanatory Note: All legal descriptions may be corrected, if necessary, prior to recording to conform with instructions from title or escrow officer(s) for final corrections. This explanatory note shall be deleted prior to recording. 698/015610-0207 22798455.4 a09/ 18/25 EXHIBIT A-1 482 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT A-2 SITE MAPS DEPICTING THE PHASE 2 PROPERTY AND PARK AND RETENTION BASIN PROPERTY [ attached ] 698/015610-0207 22798455.4 a09/18/25 EXHIBIT A-2 483 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PA1 -Golf Course (existing) PA2-Luxury Brandy (29 lots) PA3-Luxury Hotel (154 guest rooms. Ir restaurants. retail. BOH, etc. totaling 2 SITE MAP BY PLANNING AREAS (PAs (2025 SilverRock Master Plan) [Site Maps Continue on Next Page] - Public Golf Clubhouse 300sf) - Luxury Hotel Banquet 6 k of House Functions iquet: 25,000sf) H: 30.000sf) -Luxury Branded Condominiums nits) ident Clubhouse & Facilities 000sf) -Luxury Branded Residences ots) -Future Golf, Residential, Commercial hole private golf course. 253 denial units. and 40.000sf rmercial) 698/015610-0207 22798455.4 a09/18/25 EXHIBIT A-2 484 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT SITE MAP OF PHASE 2 PROPERTY (2025 SilverRock Master Plan) Orange area is Phase 2 Property (i.e., City -Owned Option Property) appx. 193+/- acres S�Iverrnrk olf � o rsc AOov�oo�^^�^cfr• 000p,��C�CD ,.. "� ° QQDi1ii1Q4WQa• Freya! ��i/e O Vla Tapre �� n non [Site Maps Continue on Next Page] I 698/015610-0207 22798455.4 a09/18/25 EXHIBIT A-2 485 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT SITE MAP OF EXISTING SILVERROCK PARK AND RETENTION BASIN PROPERTY (Not Included in the Phase 2 Property) SilverRock Park and Retention Basin, appx. 24+/- acres v M 1r -: -- . [End of Exhibit A-2 - Site Maps] 698/015610-0207 22798455.4 a09/18/25 EXHIBIT A-2 486 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT B FORM OF MEMORANDUM OF OPTION AGREEMENT [see attached] 698/015610-0207 22798455.4 a09/18/25 EXHIBIT B 487 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 Attn: Citv Clerk Space Above This Line for Recorder's Use (Exempt from Recording Fee per Gov't Code §6103 and §27383) MEMORANDUM OF OPTION AGREEMENT This MEMORANDUM OF OPTION AGREEMENT ("Memorandum") is entered into this day of , 2025, by and between the CITY OF LA QUINTA, a California municipal corporation and charter city ("City"), and TBE RE Acquisition Co II LLC, a Delaware limited liability company, an affiliate of Turnbridge Equities ("Optionee" and "Developer"), This Memorandum is made with reference to the following: 1. On or about , City and Optionee entered into that certain OPTION TO PURCHASE REAL PROPERTY (the "Option Agreement") pursuant to which Optionee, upon satisfaction of terms and conditions therein, has an "Option" (as defined in the Option Agreement) to purchase from City the Option Property (as defined in the Option Agreement and herein below). The Option Property is a portion of that certain real property owned by the City, comprised of approximately 193+/- acres, identified as APN(s): 777-060-047, 777-060-048, 777-060-049, portion of 776-150-030, 777-060-074, and 777-060-079, and more specifically described in Attachment No. 1 hereto and incorporated herein by this reference (the "Phase 2 Property"). The Phase 2 Property that is subject to Optionee's right to purchase pursuant to the Option Agreement expressly excludes the approximately 24+/- acre SilverRock Park and adjacent Flood Control/Water Retention Basin (collectively, the "Park And Retention Basin Property"), also owned by City, which Park And Retention Basin Property is adjacent to the Option Property and located in the SilverRock Resort Area (as defined in the Option Agreement). The Phase 2 Property, excluding the Park and Retention Basin Property, is referred to and defined in the Option Agreement as the "Option Property." The Option Property and Park And Retention Basin Property are depicted in the Site Maps attached to this Memorandum as Attachment No A-2 and incorporated herein by this reference (the "Site Maps"). 2. The Option Property is in close proximity to certain real property owned by Optionee (referred to in the Option Agreement as the "Developer -Owned Property") that is subject to that certain Reinstated and Amended Development Agreement by and 698/015610-0207 22798455.4 a09/18/25 EXHIBIT B 488 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT between the City and Optionee (as Developer), adopted by City Council Ordinance No. on , 2025, and recorded as Document No. (the "Reinstated Development Agreement") on or about even date as this Memorandum in the Official Records of the Office of the County Recorder of Riverside, California (the "Recorder's Office"). The Reinstated Development Agreement provides, among other terms and conditions, for the development of the Developer -Owned Property as provided therein (referred to in the Option Agreement as the "Developer's Project"). As more specifically set forth in the Reinstated Development Agreement and Option Agreement, the Developer's Project includes the possible acquisition and development of the Option Property in addition to the Developer -Owned Property. The Option Agreement and Reinstated Development Agreement are public records and available for inspection during regular business hours in the Clerk's Office at City Hall for the City of La Quinta, at the address: 78-495 Calle Tampico, La Quinta, CA 92253, and may be accessed at the City's Internet web site: www.laquintaca.gov. 3. The Option Agreement provides for City and Optionee to enter into this Memorandum and to record the same in the Recorder's Office to provide notice to all persons of the existence of said Option Agreement and to cause the Option Agreement to run with the Option Property and be binding on Optionee and Optionee's successors -in -interest as more particularly permitted and set forth in the Option Agreement. 4. This Memorandum may be executed in several counterparts, and all so executed shall constitute one agreement binding on both parties hereto, notwithstanding that both parties are not signatories to the original or the same counterpart. [ signatures on next page ] 698/015610-0207 22798455.4 a09/18/25 EXHIBIT B 489 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT IN WITNESS WHEREOF, Optionee and City have executed this Agreement as of the recording date hereof. "DEVELOPER" TBE RE Acquisition Co II LLC, a Delaware limited liability company, an affiliate of Turnbridge Equities By: Date: 12025 Its: "CITY" CITY OF LA QUINTA, a California municipal corporation and charter city Date: 12025 By: Jon McMillen, City Manager ATTEST: Monika Radeva, City Clerk APPROVED AS TO FORM RUTAN & TUCKER, LLP William H. Ihrke, City Attorney 698/015610-0207 22798455.4 a09/18/25 EXHIBIT B 490 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 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 , before me, (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) 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 , before me, , (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) 698/015610-0207 22798455.4 a09/18/25 EXHIBIT B 491 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT ATTACHMENT NO. 1 TO MEMORANDUM OF OPTION AGREEMENT DESCRIPTION OF THE PROPERTY All that certain property located in the City of La Quinta, County of Riverside, State of California, described as follows: PARCEL 1: Parcels 13, 14, and 15 of Parcel Map No. 37207, in the City of La Quinta, County of Riverside, State of California, as shown by a Map filed for Record May 3, 2017 in Book 242, Pages 72 through 87, inclusive of Parcel Maps, in the Office of the County Recorder of said County. PARCEL 2: Parcel 16 of Parcel Map No. 37207, in the City of La Quinta, County of Riverside, State of California, as shown by a Map filed for Record May 3, 2017 in Book 242, Pages 72 through 87, inclusive of Parcel Maps, in the Office of the County Recorder of said County. NOTE: NOTWITHSTANDING THE ABOVE -REFERENCED LEGAL DESCRIPTION FOR PARCEL 16 ABOVE, THE PHASE 2 PROPERTY DOES NOT INCLUDE SILVERROCK PARK AND RETENTION BASIN, AS SET FORTH IN THIS OPTION AGREEMENT AND THE REINSTATED DEVELOPMENT AGREEMENT, RECITAL D AND DEFINITIONS OF "PHASE 2 PROPERTY" / "CITY OWNED OPTION PROPERTY" *Explanatory Note: All legal descriptions may be corrected, if necessary, prior to recording to conform with instructions from title or escrow officer(s) for final corrections. This explanatory note shall be deleted prior to recording. 698/015610-0207 22798455.4 a09/18/25 EXHIBIT B 492 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT ATTACHMENT NO. 2 TO MEMORANDUM OF OPTION AGREEMENT SITE MAPS DEPICTING THE PHASE 2 PROPERTY AND PARK AND RETENTION BASIN PROPERTY [ attached ] 698/015610-0207 22798455.4 a09/18/25 EXHIBIT B 493 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PA1 -Golf Course (existing) PA2-Luxury Brandy (29 lots) PA3-Luxury Hotel (154 guest rooms. Ir restaurants. retail. BOH, etc. totaling 2 SITE MAP BY PLANNING AREAS (PAs (2025 SilverRock Master Plan) [Site Maps Continue on Next Page] - Public Golf Clubhouse 300sf) - Luxury Hotel Banquet 6 k of House Functions iquet: 25,000sf) H: 30.000sf) -Luxury Branded Condominiums nits) ident Clubhouse & Facilities 000sf) -Luxury Branded Residences ots) -Future Golf, Residential, Commercial hole private golf course. 253 denial units. and 40.000sf rmercial) 698/015610-0207 22798455.4 a09/18/25 EXHIBIT B 494 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT SITE MAP OF PHASE 2 PROPERTY (2025 SilverRock Master Plan) Orange area is Phase 2 Property (i.e., City -Owned Option Property) appx. 193+/- acres S�Iverrnrk olf � o rsc AOov�oo�^^�^cfr• 000p,��C�CD ,.. "� ° QQDi1ii1Q4WQa• Freya! ��i/e O Vla Tapre �� n non [Site Maps Continue on Next Page] I 698/015610-0207 22798455.4 a09/18/25 EXHIBIT B 495 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT SITE MAP OF EXISTING SILVERROCK PARK AND RETENTION BASIN PROPERTY (Not Included in the Phase 2 Property) SilverRock Park and Retention Basin, appx. 24+/- acres v M 1r —mrc� — — --- ----- ' 1 T �� [End of Attachment No. 2 - Site Maps] 698/015610-0207 22798455.4 a09/18/25 EXHIBIT B 496 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT C FORM OF CITY REPURCHASE OPTION AGREEMENT [see attached] 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 497 ACTIVE\1622842580.9 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT FREE RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 Attn: City Clerk Space Above This Line for Recorder's Use (Exempt from Recording Fee per Gov't Code § 6103 and 27383) REPURCHASE OPTION AGREEMENT (PHASE 2 PROPERTY) (SilverRock Resort Area) This REPURCHASE OPTION AGREEMENT (PHASE 2 PROPERTY — SilverRock Resort Area) ("Repurchase Option Agreement") is made this _ day of (the "Repurchase Option Agreement Effective Date"), by and between TBE RE Acquisition Co II LLC, a Delaware limited liability company, an affiliate of Turnbridge Equities ("Developer"), and the CITY OF LA QUINTA, a California municipal corporation and charter city ("City"). City and Developer are hereinafter sometimes referred to individually as a "Party" and collectively as the "Parties." A. On , 2025, the La Quinta City Council adopted Ordinance No. , approving pursuant to applicable State and City laws that certain Reinstated and Amended Development Agreement, with reference date , 2025, between City and Developer and recorded on as Document No. (the "Reinstated Development Agreement") in the Official Records of the Office of the County Recorder of Riverside, California (the "Recorder's Office"). Among other terms and conditions, the Reinstated Development Agreement vests development and use rights to Developer, prescribes rights and obligations of Developer for the resumption and completion of construction, and the continuous operation and use, of specified "Project Components" that include, among others, a luxury hotel with related ancillary amenities and luxury single-family detached and condominium residential dwellings available for use as short-term vacation rentals, on certain real property comprised of approximately 134+/- acres and defined therein as the "Phase 1 Property" (consisting the "Phase 1A Property" and "Phase 1B Property") as more particularly described therein as more particularly set forth therein. The Reinstated Development Agreement also references the possible acquisition in the future by Developer of certain unimproved real property owned by the City in the SilverRock Resort Area and defined therein as the "Phase 2 Property" for possible future development that would also complement a world -class hotel and residential destination resort on the Phase 1 Property. B. On or about even date of the Reinstated Development Agreement was entered into and recorded in the Recorder's Office, City and Developer entered into that certain OPTION TO PURCHASE REAL PROPERTY (the "Phase 2 Property Option 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 498 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Agreement"), pursuant to which Developer purchased an option for right to acquire, and for the City to sell, the Phase 2 Property upon the satisfaction of specified conditions (which generally included the completion of construction of a luxury hotel project component and related amenities on the Phase 1A Property), as more particularly set forth therein. A Memorandum of the Phase 2 Property Option Agreement, dated on or about even as the Phase 2 Property Option Agreement, which incorporated by reference the Phase 2 Property Option Agreement, was recorded in the Recorder's Office on as Document No. (the "Phase 2 Property Option Agreement Memorandum"). Pursuant to the Phase 2 Property Option Agreement, if Developer timely and validly exercised the option to acquire the Phase 2 Property, then this Repurchase Option Agreement for the benefit of the City was to be executed, notarized, and recorded against the Phase 2 Property with the closing of the escrow servicing the purchase and sale transaction. Furthermore, pursuant to the Reinstated Development Agreement, if Developer acquired the Phase 2 Property pursuant to the Phase 2 Property Option Agreement, then the Reinstated Development Agreement had to be amended to include, among any other necessary or proper terms and conditions, a scope of work, schedule of performance and phasing of development, and the authorized uses (with necessary and appropriate covenants, conditions, and restrictions) for the Phase 2 Property; in the alternative to amending the Reinstated development Agreement, Developer could have applied for a new development agreement governing only the Phase 2 Property, which was to be processed and reviewed in accordance with the Development Agreement Act and Development Agreement Ordinance, and had to include, among any other necessary or proper terms and conditions, a scope of work, schedule of performance and phasing of development, and the authorized uses (with necessary and appropriate covenants, conditions, and restrictions) for the Phase 2 Property. Developer opted to [ INSERT HERE WHETHER DEVELOPER AMENDED THE 2025 REINSTATED DEVELOPMENT AGREEMENT OR ENTERED INTO A NEW A DEVELOPMENT AGREEMENT FOR PHASE 2 PROPERTY; AND IDENTIFY ORDINANCE ADOPTING EITHER AMENDMENT OR NEW D.A. ], and on the La Quinta City Council adopted Ordinance No. , adopting said [ INSERT EITHER "AMENDMENT TO THE REINSTATED DEVELOPMENT AGREEMENT" or "NEW DEVELOPMENT AGREEMENT"], which is referred to in this Repurchase Option Agreement as the "Development Agreement For The Phase 2 Property." C. As of the Repurchase Option Agreement Effective Date, Developer owns fee title to the Phase 2 Property, also defined for purposes of this Repurchase Option Agreement as the "Repurchase Option Property" that is legally described and depicted in Exhibit "A", which is attached hereto and incorporated herein by this reference. [NOTE — LEGAL DESCRIPTION SHOULD INCLUDE ONLY PHASE 2 PROPERTY FOR THIS REPURCHASE OPTION AGREEMENT] D. Prior to City and Developer entering into this Repurchase Option Agreement, the prior Reinstated Development Agreement, and other agreements and instruments, the following relevant history is hereby recited: 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 499 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Except for portions of land previously transferred to SilverRock Development Company, LLC, a Delaware limited liability company (or one of its affiliated companies, which are referred to herein collectively as "SDC" or "Debtor(s)")2 as explained below in the next Recital Subparagraph, City owns fee title to that certain real property of approximately 525 acres located at the southwest intersection of Jefferson Street and Avenue 52, in the City of La Quinta, California, generally referred to as the "SilverRock Resort Area" and subject to a Specific Plan adopted by the La Quinta City Council and enforceable as a land use governing document pursuant to the Planning and Zoning Law, California Government Code section 65000 et seq. (the "SilverRock Specific Plan"); ii. On or about November 19, 2014, City and SDC entered into that certain Purchase, Sale, and Development Agreement (the "Original SDC PSDA"), pursuant to which, among other terms and conditions, City agreed to sell to SDC and SDC agreed to purchase from City specified parcels and planning areas (PAs) to thereafter construct, complete, and operate thereon a commercial project containing a luxury resort hotel and spa and associated branded luxury residential units, a lifestyle hotel and associated lifestyle branded residential units, a conference and shared service facility, a temporary and permanent clubhouse for the SilverRock Resort's Arnold Palmer Classic Golf Course, a mixed use village, a resort residential village, and associated amenities, all as further described in the Original SDC PSDA and referred to as various project components, as more particularly described therein. Concurrent with the Original SDC PSDA, on or about November 19, 2014, City and SDC entered into Development Agreement 2014-1001 (the "Original SDC Development Agreement") pursuant to the Development Agreement Law, which agreement, among other terms and conditions, required SDC to develop the planning areas and project components in accordance with the SDC PSDA, vested with SDC specified development obligations, memorialized the potential for the future acquisition of additional City -owned property in the SilverRock Resort Area as incorporated vis-a-vis the SDC PSDA, and subjected SDC to City's rights and oversight for those portions of Z Debtors were SilverRock Development Company, LLC and affiliated entities that, on August 5, 2024, filed for voluntary bankruptcy protection under chapter 11 of the U.S. Bankruptcy Code, with case number(s) identified in the Title of this Agreement along with the last four digits of each Debtor's federal tax identification number, as applicable, are: SilverRock Development Company, LLC (5730), RGC PA 789, LLC (5996), SilverRock Lifestyle Residences, LLC (0721), SilverRock Lodging, LLC (4493), SilverRock Luxury Residences, LLC (6598) and SilverRock Phase I, LLC (2247) (collectively, referred to herein as the "Bankruptcy Lawsuit" in the `Bankruptcy Court"). 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 500 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT the SilverRock Resort Area to be conveyed to SDC. After entering into the Original SDC PSDA and Original SDC Development Agreement, the following relevant events, very briefly summarized, occurred: Pursuant to the Original SDC PSDA, City and SDC had the authority to amend by mutual agreement of the parties. Between October 29, 2015, and November 16, 2023, City and SDC entered into five amendments thereto, dated October 29, 2015 ("First Amendment"), April 18, 2017 ("Second Amendment"), November 28, 2018 ("Third Amendment"), October 12, 2021 ("Fourth Amendment"), and November 16, 2023 ("Fifth Amendment," and the Original SDC PSDA as amended by all five amendments is referred to herein as the "SDC PSDA"); ii. Pursuant to the SDC PSDA and consistent with boundaries established by applicable subdivision maps and lot line adjustments, City conveyed to SDC the Phase 1 Property for the pre -development, development, operation, and use of a project that was eventually re -named "Talus" and consisted of the following project components (all as defined in the SDC PSDA): Luxury Hotel, Luxury Branded Residential Development, Lifestyle Hotel, Lifestyle Branded Residential Development, Conference and Shared Services Facility (including spa and other amenities), Permanent Golf Clubhouse, Promenade Mixed -Use Village/Resort Residential Village (on Planning Areas 7,8,9), as well as a specified Golf Course Realignment and corresponding Master Site Infrastructure Improvements (MSII). These project components on the Phase 1 Property, pursuant to the SDC PSDA, were divided into Phase 1A project components on the Phase 1A Property and the Phase 1 B project components on the Phase 1 B Property respectively, as described in the SDC PSDA; iii. Pursuant to the Third and Fourth Amendments to the SDC PSDA, SDC commenced pre -development and development on the Phase 1 Property for the Phase 1 A project components, which as of the Reference Date of this Agreement, in various degrees, were partially constructed after SDC failed to continue to make payments to various contractors, subcontractors, and other interested parties in the development of the Talus project. Multiple lawsuits, including lawsuits seeking payments pursuant to mechanic's lien or various loan or investment agreements, and a City lawsuit against SDC for unlawful and unapproved 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 501 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT conveyances in secured interests or mechanic's liens, were filed against SDC; iv. On August 5, 2024, SDC (Debtors) filed the Bankruptcy Lawsuit, and, pursuant to Bankruptcy Court -approved Bid Procedures, Debtors retained a Chief Restructuring Officer (Douglas Wilson Companies) and marketing professional (JLL) for the purposes of, among other items, marketing the sale of the Debtors estate (which is primarily comprised of the Phase 1 Property) and soliciting proposals for the: (a) acquisition of the Debtors estate, (b) use, re -use, and/or substitution of the partially constructed improvements on the Phase 1 Property, (c) potential replacement project for a world -class hotel and residential destination resort with related amenities on the Phase 1 Property that complement the existing Arnold Palmer Classic Golf Course surrounding the Phase 1 Property and real property owned by the City, and (d) possible acquisition in the future of the City -Owned Option Property in the SilverRock Resort Area (previously referred to as the Future Option Property in the SDC PSDA and generally referred to in the Bankruptcy Lawsuit and marketing materials [and for this Repurchase Option Agreement] as the Phase 2 Property) for possible future development that would also complement a world -class hotel and residential destination resort; iii. Pursuant to Bankruptcy Court order [Bankruptcy Lawsuit Docket No. ], among other provisions: (i) Developer was authorized to purchase the Phase 1 Property, (ii) the Original SDC Development Agreement was reinstated and amended and memorialized by this Reinstated Development Agreement (as more particularly described herein), and (iii) [INSERT IF ANY OTHER RELEVANT ITEMS FROM THE BK COURT ORDER FOR SALE OF PROPERTY] E. Developer submitted a proposal in response to the marketing materials, and, pursuant to the Bankruptcy Court -approved Bid Procedures, Debtors and City approved Developer's proposal, which, among other terms and conditions, included a modified "Project" (as more particularly defined and memorialized in the Reinstated Development Agreement) on the Phase 1 Property (comprised of the Phase 1A Property and Phase 1 B Property) as well as possible acquisition in the future of the Repurchase Option Property (also referred to therein as the Phase 2 Property) for possible future development that would also complement a world -class hotel and residential destination resort, all as more particularly set forth in the Reinstated Development Agreement. F. The Reinstated Development Agreement and Specific Plan, among other land use governing documents, permits, and entitlements, are centered around the existing use and enjoyment, by residents, guests of the City, and members of the public, of the Golf Course in the SilverRock Resort Area. 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 502 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT G. As of the Repurchase Option Agreement Effective Date, the Repurchase Option Property (i.e., Phase 2 Property) is unimproved vacant land. Pursuant to the Development Agreement For The Phase 2 Property, Developer has proposed and agreed to develop and have for use on the Repurchase Option Property (i.e., the Phase 2 Property) a [INSERT "PROJECT COMPONENTS" FOR PHASE 2 PROPERTY, WHICH ARE UNKNOWN AS OF THE PHASE 2 PROPERTY OPTION AGREEMENT DATE BUT MAY BE PROPOSED AFTER COMMENCEMENT OF PHASE 1A AND PHASE 1 B, AND CAN BE DESCRIPTING IN THE MANNER AS THE PHASE 1A AND PHASE 1 B PROJECT COMPONENTS WERE DEFINED ], and the "Master Site Infrastructure Improvements Project Component," all as more particularly described in the Development Agreement For The Phase 2 Property (each, a "Phase 2 Property Project Component," and collectively, the "Phase 2 Property Project Components"). H. The Phase 2 Property Project Components are to be developed, constructed, and operated on the Repurchase Option Property in accordance with all of the requirements set forth in the Development Agreement For The Phase 2 Property. This Repurchase Option Agreement is intended to grant to City: An option to purchase the Repurchase Option Property, or certain portions thereof, from Developer if an MAE Default (as such term is defined in the Repurchase Option Agreement) has occurred and is continuing and Developer (a) fails to commence, continuously proceed with, or complete construction of the Master Site Infrastructure Improvements pursuant to the Development Agreement For The Phase 2 Property within certain specified time frames, (b) fails to commence, continuously proceed with, or complete construction of any Phase 2 Property Project Component pursuant to the Development Agreement For The Phase 2 Property within certain specified time frames, or (c) transfers the Repurchase Option Property, or any portion thereof, in violation of the terms and conditions of the Development Agreement For The Phase 2 Property; ii. A right of first offer to purchase the Repurchase Option Property, or any portion thereof, if an MAE Default has occurred and is continuing and (1) City's option under (i)(a), (i)(b), or (i)(c) above has been triggered, (II) City decides not to exercise or does not timely exercise the option, (111) the MAE Default which gave rise to City's option has not been cured by Developer, and (IV) Developer has determined to sell or otherwise transfer the Repurchase Option Property, all as further described in this Repurchase Option Agreement. I. This Repurchase Option Agreement also memorializes the City's right to exercise the power of termination pursuant to Civil Code Sections 885.010 et seq., exercisable by the City in its sole and absolute discretion, to terminate the fee interest of the Developer in the Phase 2 Property and/or any improvements to the Phase 2 Property and revest such fee title in the City and take possession of all or any portion of such real 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 503 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT property and improvements, upon the occurrence and during the continuance of an MAE Default. J. Unless otherwise expressly defined in this Repurchase Option Agreement, capitalized terms used in this Repurchase Option Agreement, including in the foregoing Recitals, shall have the meanings ascribed to them in the Development Agreement For The Phase 2 Property or, in not defined therein, then the meanings ascribed to them in the Reinstated Development Agreement. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and incorporating the above Recitals and all of the terms and conditions contained in the Development Agreement For The Phase 2 Property, Developer hereby grants to City the following purchase options: 27. Option I - Failure to Commence Construction of Master Site Infrastructure Improvements on the Phase 2 Property Subject to Section 7(f) hereof, Developer hereby grants to City an exclusive option ("Option I") to purchase any or all of the subdivided parcels of the Repurchase Option Property that remain subject to this Repurchase Option Agreement as of the date the Option I is exercised (the "Option I Property"), if an MAE Default has occurred and is continuing and Developer fails to commence construction of the Master Site Infrastructure Improvements Project Component on the Phase 2 Property in accordance with the Development Agreement For The Phase 2 Property. For the purposes of this Section 1, the term "commence construction" shall mean the start date in accordance with "Schedule of Performance" set forth in the Development Agreement For The Phase 2 Property. For purposes of this Repurchase Option Agreement, Option I applies to those subdivided parcels of the Repurchase Option Property that, pursuant to the Schedule of Performance and Development Agreement For The Phase 2 Property, have Master Site Infrastructure Improvements to be constructed and installed independently from the development and construction of any other Project Component on the Phase 2 Property. [NOTE: SCHEDULE OF PERFORMANCE SHOULD HAVE A MSII START AND END DATE BUT WOULD BE SUBORDINATE IF MSII ATTACHES TO A PROJECT COMPONENT AND THAT PROJECT COMPONENT, WHICH IS GOVERNED BY OPTIONS III AND IV) In the event of the continuance of an MAE Default and Developer's failure to commence construction of the Master Site Infrastructure Improvements Project Component within the time period described above, and such failure is not cured within the cure period provided for under Sections 7(b) and 7(c) below, then City shall be entitled to exercise, but is not obligated to exercise, the foregoing option for a period of sixty (60) days following the final determination of the "Fair Market Value" for the Option I Property (as set forth in Section 1(b), Subparagraphs (A)-(D) below) and after the expiration of such cure period (the "Option I Period"). 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 504 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (a) Exercise of Option I City shall exercise Option I by giving written notice to Developer ("City's Notice of Option I Exercise"), in accordance with Section 8 of this Repurchase Option Agreement, prior to the expiration of the Option I Period. Failure of City to exercise Option I shall constitute a waiver of City's right to exercise Option I only with respect to Developer's failure to commence construction of a phase of the Master Site Infrastructure Improvements Project Component by the identified start date in the Schedule of Performance in the Development Agreement For The Phase 2 Property, but no other phase or other Project Component, and shall not constitute a waiver by City of Developer's breach of its obligation to commence construction of any other Project Component, or any other phase of the Master Site Infrastructure Improvements, on the Phase 2 Property for which the start date has not yet occurred as of the date of the Developer's receipt of City's Notice of Option I Exercise, nor shall constitute a waiver by City of any remedies City may have under the terms of the Development Agreement For The Phase 2 Property or under any other agreement for Developer's failure to timely commence construction of the Master Site Infrastructure Improvements Project Component on the Phase 2 Property pursuant to the start dates identified in the Schedule of Performance in the Development Agreement For The Phase 2 Property. (b) Purchase Price - Option I City's purchase price for the Repurchase Option Property ("Option I Purchase Price"), shall be the lesser of: (i) the amount of the purchase price for the Phase 2 Property that Developer paid City upon close of escrow for the Phase 2 Property pursuant to the Phase 2 Property Option Agreement and purchase and sale agreement attached to said Phase 2 Property Option Agreement, or (ii) the Fair Market Value of the Option I Property (as defined below). For purposes of this Section 1, the term "Fair Market Value" of the Option I Property shall be the current appraised fair market value of the land and improvements thereon (if any) taking into account for purposes of valuation not the highest and best use of the Option I Property but rather the existing conditions (such as having no or only partially completed improvements) and only those uses authorized as of the date of the MAE Default giving rise to City's ability to exercise Option I. If City and Developer are unable to agree upon the Fair Market Value of the Option I Property on or before the date that is the end of the cure period for the "Option Triggering Event" as defined in Section 7(b) of this Repurchase Option Agreement giving rise to Option I (i.e., on or before the date that commences the Option I Period), then the Option I Period during which City has the right to exercise Option I shall be extended, in addition to the 60-days following the expiration of such cure period, for an additional sixty (60) days for City and Developer to resolve and agree upon the Fair Market Value. If no agreement on Fair Market Value is reached, then, in the absence of another method agreed upon by City and Developer to resolve the Fair Market Value, the following process (in Subparagraphs (A)-(D) below) shall be used and binding upon the Parties: 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 505 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT A. City and Developer shall jointly attempt to agree on the appointment of a real estate appraiser who is a member of the Appraisal Institute or successor thereto (or, in the event the Appraisal Institute or any successor shall not then be in existence, a disinterested real estate appraiser having appropriate qualifications to appraise real estate similar to the Option I Property), with at least ten (10) years professional experience in Southern California in appraising land and improvements similar to the Option I Property. All appraisers selected pursuant to the provisions hereof shall be impartial and unrelated, directly and indirectly, so far as employment of services is concerned, to either of the Parties hereto or their successors, and the appraiser(s) shall be required to so certify as a condition to being designated and accepting the appraisal assignment. The cost of the services performed by such appraiser shall be borne equally by the Parties. The single appraiser jointly appointed by the Parties shall determine the Fair Market Value of the Option I Property and shall render his or her appraisal opinion within sixty (60) days after said appraiser has been selected or as soon as practical if such longer period is needed for the appraisal to be completed. B. If City and Developer are unable to jointly agree on a single appraiser to determine the Fair Market Value of the Option I Property, then City and Developer shall each, within fifteen (15) days of the date that is the end of the cure period for the "Option Triggering Event" as defined in Section 7(b) of this Repurchase Option Agreement giving rise to Option I (i.e., fifteen (15) days after the date that commences the Option I Period), separately at its own cost designate an appraiser meeting the qualifications stated in Subparagraph (A) above. If two appraisers are appointed and they concur on the Fair Market Value of the Option I Property, then the Fair Market Value determined by them shall be the Fair Market Value of the Option I Property for purposes of this Repurchase Option Agreement. If the two appraisers do not concur but the difference between their appraisal numbers is an amount less than ten percent (10%) of the amount of the higher determination of Fair Market Value, the mean average of the two determinations shall be the Fair Market Value of the Option I Property for purposes of this Repurchase Option Agreement. The two appraisers shall render their respective appraisals within sixty (60) days after said appraisers have been selected or as soon as practical if such longer period is needed for the appraisal to be completed. If the difference between the two appraisers' determinations exceeds the ten percentage (10%) amount specified in this Subparagraph (B), the two appraisers shall jointly select a third appraiser meeting the qualifications set forth in Subparagraph (A) above. If the two appraisers are unable to agree on a third appraiser, then the third appraiser shall be selected as follows: first, the Parties each shall select the names of two (2) new 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 506 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT appraisers meeting the criteria in Subparagraph (A) above; second, the names of the four (4) new appraisers shall be grouped together blindly such that only one (1) name will be chosen at random, such as by writing the four (4) names on separate pieces of paper of equal size and then placing the four (4) names in an enclosed box and then having one (1) name selected; third, the selection of the one (1) new appraiser's name shall be witnessed with a representative from the City, Developer, and the two appraisers who could not agree upon the third appraiser. The name of the appraiser selected blindly shall be the third appraiser. C. Within fifteen (15) days from the date of selection of the third appraiser, if applicable, all three appraisers shall meet and the first two appraisers shall present to the third appraiser all of their findings, data, and conclusions as to the Fair Market Value of the Option I Property. The third appraiser shall review all of such findings, data, and conclusions, and shall determine which of the two appraisers' respective determinations of the Fair Market Value is the most reasonable determination under the criteria set forth above. The third appraiser shall not be permitted to make any other independent determination of the Fair Market Value of the Option I Property. The appraiser's determination found by the third appraiser to be the most reasonable determination shall be the Fair Market Value of the Option I Property for purposes of determining the Option I Purchase Price pursuant to Section 1(b) of this Repurchase Option Agreement. The third appraiser's conclusion shall be reached within thirty (30) days from the selection of the third appraiser or as soon as practical if such longer period is needed for the appraisal to be completed. The expenses related to the selection and services of the third appraiser shall be shared equally by City and Developer. D. The Fair Market Value determined in accordance with these procedures set forth in Subparagraphs (A)-(D) shall be binding and conclusive on the Parties for purposes of determining the Option I Purchase Price pursuant to Section 1(b) of this Repurchase Option Agreement. (c) City Election to Purchase Plans City may elect to purchase, pursuant to Section 7(I) below, either the Phase 2 Property Master Site Infrastructure Improvements or the Project Components comprising the Phase 2 Property Project Components, or both. If City elects to purchase said Plans (to the extent permitted by the applicable third party contracts relating to such Plans), City shall pay the cost of such Plans in addition to the Option I Purchase Price. 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 507 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (d) City Reservation of Rights for Power of Termination In addition to City's right to exercise Option I pursuant to this Section 1, City reserves its right to exercise a power of termination pursuant to Civil Code section 885.010 et seq., as provided for in Section 7(n) of this Repurchase Option Agreement. 28. Option II - Failure to Continuously Proceed With Construction of the Master Site Infrastructure Improvements or to Complete Construction of the Master Site Infrastructure Improvements Developer hereby grants to City an exclusive option ("Option II") to purchase any or all of the subdivided parcels of the Repurchase Option Property that remain subject to this Repurchase Option Agreement as of the date that Option II is exercised (the "Option II Property") if an MAE Default has occurred and is continuing and after commencement of construction of the Master Site Infrastructure Improvements on the Phase 2 Property, Developer fails to continuously proceed with construction of the Master Site Infrastructure Improvements in accordance with the Schedule of Performance in the Development Agreement For The Phase 2 Property, or to complete the Master Site Infrastructure Improvements in accordance with the Schedule of Performance in the Development Agreement For The Phase 2 Property, as evidenced by acceptance of such Master Site Infrastructure Improvements by the La Quinta City Council, within the applicable time period(s) set forth in the Schedule of Performance in the Development Agreement For The Phase 2 Property to finish such phase of Master Site Infrastructure Improvements (each, as applicable, a "Master Site Infrastructure Improvements Phase Completion Deadline"). For purposes of this Section 2, the term "continuously proceed with construction" shall mean construction that is interrupted, if at all, for periods of no longer than ninety (90) days, subject to Force Majeure. For purposes of this Repurchase Option Agreement, Option II applies to those subdivided parcels of the Repurchase Option Property that, pursuant to the Schedule of Performance and Development Agreement For The Phase 2 Property, have Master Site Infrastructure Improvements to be constructed and installed independently from the development and construction of any other Project Component on the Phase 2 Property. [NOTE: SCHEDULE OF PERFORMANCE SHOULD HAVE A MSII START AND END DATE BUT WOULD BE SUBORDINATE IF MSII ATTACHES TO A PROJECT COMPONENT AND THAT PROJECT COMPONENT, WHICH IS GOVERNED BY OPTIONS III AND IV) In the event of the continuance of an MAE Default and Developer's failure to continuously proceed with construction of the Master Site Infrastructure Improvements, or to complete construction of the Master Site Infrastructure Improvements by the applicable Master Site Infrastructure Improvements Phase Completion Deadline, and such failure is not cured within the cure period provided for under Sections 7(b) and 7(c) below, then City shall be entitled to exercise, but is not obligated to exercise, the foregoing option for a period of sixty (60) days following the date on which the later occurs: (i) the completion of the "Master Site Infrastructure Improvements Cost Audit" (as that term is defined in Section 2(b) below) and after expiration of such cure period, or (ii) the final determination of the "Fair Market Value" for the Option II Property (as set forth in Section 2(b), Subparagraphs (A)-(D) below) and after the expiration of such cure period ("Option II 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 508 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Period") Notwithstanding anything to the contrary in this Section 2, Option II shall not apply to, and the Option II Property shall not include, those subdivided parcels of the Repurchase Option Property for which construction of the Project Component(s) designated pursuant to the Development Agreement For The Phase 2 Property to be constructed thereon has commenced and the Master Site Infrastructure Improvements are attached to the development of the Project Component(s). Such subdivided parcels are addressed in Section 4 below. (a) Exercise of Option II City shall exercise Option II by giving written notice to Developer ("City's Notice of Option II Exercise"), in accordance with Section 8 of this Repurchase Option Agreement, prior to the expiration of the Option II Period. Failure of City to exercise Option II shall constitute a waiver by City of City's right to exercise Option II only with respect to Developer's specific incidence of failure to continuously proceed with construction of the Master Site Infrastructure Improvements on the Phase 2 Property that gave rise to Option II or of Developer's failure to complete construction of the Master Site Infrastructure Improvements on the Phase 2 Property by the Master Site Infrastructure Improvements Phase Completion Deadline (as applicable), but shall not constitute a waiver by City of Developer's breach of its obligation on any other Project Component, or to continuously proceed with construction of the Master Site Infrastructure Improvements or to complete construction of the Master Site Infrastructure Improvements by the Master Site Infrastructure Improvements Phase Completion Deadline (as applicable) or of any remedies City may have under the terms of the Development Agreement For The Phase 2 Property or under any other agreement for Developer's failure to continuously proceed with construction of the Master Site Infrastructure Improvements or to complete construction of the Master Site Infrastructure Improvements by the Master Site Infrastructure Improvements Phase Completion Deadline (as applicable). (b) Purchase Price - Option II City's purchase price for the Option I I Property ("Option II Purchase Price"), shall be the lesser of: (i) the amount of the purchase price for the Phase 2 Property that Developer paid City upon close of escrow for the Phase 2 Property pursuant to the Phase 2 Property Option Agreement and purchase and sale agreement attached to said Phase 2 Property Option Agreement plus Developer's MSII Construction Costs (if any, and as defined below), or (ii) the Fair Market Value of the Option II Property (as defined below). For purposes of this Section 2, the term "Developer's MSII Construction Costs" shall mean the construction costs, if any, actually incurred by Developer for construction of the Master Site Infrastructure Improvements on the Option II Property on or after the Repurchase Option Agreement Effective Date to the date of the Developer's receipt of City's Notice of Option II Exercise, as determined by an independent audit (the "Option II MSII Construction Cost Audit"), performed by an independent auditor who shall be selected by City and approved by Developer and be a partner at a nationally recognized 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 509 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT firm of accountants with experience in auditing large-scale, mixed use construction projects (the "Auditor"), which costs shall consist only of: (I) the amount(s) paid by Developer to the contractor or contractors performing the construction, (11) reasonable inspection, supervision, and testing costs paid by Developer to independent third party engineers, architects, or consultants in conjunction with said construction, and (111) any amounts paid by Developer to material suppliers and equipment suppliers in connection with the construction (including any so-called "soft costs" incurred in the planning, environmental review, or design of the Master Site Infrastructure Improvements constructed on the Option II Property, but not including any costs, fees, charges, or profits allocated to Developer's own internal administrative, payroll, or overhead expenses or to any person or entity affiliated with Developer). Developer shall promptly provide City and the Auditor with all records and documentation necessary for the Auditor to perform the Option II MSII Construction Cost Audit. In the event that there are any outstanding mortgages or deeds of trust that have been approved by City (to the extent approval was required) pursuant to the Development Agreement For The Phase 2 Property (any of the foregoing, a "Valid Lien") and that are recorded against the Option 11 Property at the time that Option 11 is exercised, Developer and City agree that the Option 11 Purchase Price shall be paid to the lender on any such Valid Lien (any such lender with a Valid Lien, a "Lender"), up to the then outstanding balance due under same including, without limitation, the outstanding principal balance, all accrued and unpaid interest, and any prepayment fees and costs (collectively, the "Outstanding Balance"). Any portion of the Option 11 Purchase Price not so needed to extinguish a Valid Lien shall be paid to Developer. For purposes of this Section 2, the term "Fair Market Value" of the Option II Property shall be the current appraised fair market value of the land and improvements thereon (if any) taking into account for purposes of valuation not the highest and best use of the Option II Property but rather the existing conditions (such as having no or only partially completed improvements) and only those uses authorized as of the date of the MAE Default giving rise to City's ability to exercise Option 11. If City and Developer are unable to agree upon the Fair Market Value of the Option 11 Property on or before the date that is the end of the cure period for the "Option Triggering Event" as defined in Section 7(b) of this Repurchase Option Agreement giving rise to Option II (i.e., on or before the date that commences the Option II Period), then the Option II Period during which City has the right to exercise Option II shall be extended, in addition to the 60-days following the expiration of such cure period, for an additional sixty (60) days for City and Developer to resolve and agree upon the Fair Market Value. If no agreement on Fair Market Value is reached, then, in the absence of another method agreed upon by City and Developer to resolve the Fair Market Value, the following process (in Subparagraphs (A)-(D) below) shall be used and binding upon the Parties: A. City and Developer shall jointly attempt to agree on the appointment of a real estate appraiser who is a member of the Appraisal Institute or successor thereto (or, in the event the Appraisal Institute or any successor shall not then be in existence, a disinterested real estate appraiser having appropriate qualifications to appraise real estate similar to the Option II Property), with at least ten (10) years 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 510 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT professional experience in Southern California in appraising land and improvements similar to the Option II Property. All appraisers selected pursuant to the provisions hereof shall be impartial and unrelated, directly and indirectly, so far as employment of services is concerned, to either of the Parties hereto or their successors, and the appraiser(s) shall be required to so certify as a condition to being designated and accepting the appraisal assignment. The cost of the services performed by such appraiser shall be borne equally by the Parties. The single appraiser jointly appointed by the Parties shall determine the Fair Market Value of the Option II Property and shall render his or her appraisal opinion within sixty (60) days after said appraiser has been selected or as soon as practical if such longer period is needed for the appraisal to be completed. B. If City and Developer are unable to jointly agree on a single appraiser to determine the Fair Market Value of the Option II Property, then City and Developer shall each, within fifteen (15) days of the date that is the end of the cure period for the "Option Triggering Event" as defined in Section 7(b) of this Repurchase Option Agreement giving rise to Option II (i.e., fifteen (15) days after the date that commences the Option II Period), separately at its own cost designate an appraiser meeting the qualifications stated in Subparagraph (A) above. If two appraisers are appointed and they concur on the Fair Market Value of the Option II Property, then the Fair Market Value determined by them shall be the Fair Market Value of the Option II Property for purposes of this Repurchase Option Agreement. If the two appraisers do not concur but the difference between their appraisal numbers is an amount less than ten percent (10%) of the amount of the higher determination of Fair Market Value, the mean average of the two determinations shall be the Fair Market Value of the Option II Property for purposes of this Repurchase Option Agreement. The two appraisers shall render their respective appraisals within sixty (60) days after said appraisers have been selected or as soon as practical if such longer period is needed for the appraisal to be completed. If the difference between the two appraisers' determinations exceeds the ten percentage (10%) amount specified in this Subparagraph (B), the two appraisers shall jointly select a third appraiser meeting the qualifications set forth in Subparagraph (A) above. If the two appraisers are unable to agree on a third appraiser, then the third appraiser shall be selected as follows: first, the Parties each shall select the names of two (2) new appraisers meeting the criteria in Subparagraph (A) above; second, the names of the four (4) new appraisers shall be grouped together blindly such that only one (1) name will be chosen at random, such as by writing the four (4) names on separate pieces of paper of equal size and then placing the four (4) names in an enclosed box and then having one (1) name selected; third, the selection of the one (1) new 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 511 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT appraiser's name shall be witnessed with a representative from the City, Developer, and the two appraisers who could not agree upon the third appraiser. The name of the appraiser selected blindly shall be the third appraiser. C. Within fifteen (15) days from the date of selection of the third appraiser, if applicable, all three appraisers shall meet and the first two appraisers shall present to the third appraiser all of their findings, data, and conclusions as to the Fair Market Value of the Option II Property. The third appraiser shall review all of such findings, data, and conclusions, and shall determine which of the two appraisers' respective determinations of the Fair Market Value is the most reasonable determination under the criteria set forth above. The third appraiser shall not be permitted to make any other independent determination of the Fair Market Value of the Option 11 Property. The appraiser's determination found by the third appraiser to be the most reasonable determination shall be the Fair Market Value of the Option 11 Property for purposes of determining the Option 11 Purchase Price pursuant to Section 2(b) of this Repurchase Option Agreement. The third appraiser's conclusion shall be reached within thirty (30) days from the selection of the third appraiser or as soon as practical if such longer period is needed for the appraisal to be completed. The expenses related to the selection and services of the third appraiser shall be shared equally by City and Developer. D. The Fair Market Value determined in accordance with these procedures set forth in Subparagraphs (A)-(D) shall be binding and conclusive on the Parties for purposes of determining the Option II Purchase Price pursuant to Section 2(b) of this Repurchase Option Agreement. (c) City Election to Purchase Plans City may elect to purchase, pursuant to Section 7(I) below, either the Phase 2 Property Master Site Infrastructure Improvements or the Project Components comprising the Phase 2 Property Project Components, or both. If City elects to purchase said Plans (to the extent permitted by the applicable third party contracts relating to such Plans), City shall pay the cost of such Plans in addition to the Option II Purchase Price. (d) City Reservation of Rights for Power of Termination In addition to City's right to exercise Option II pursuant to this Section 2, City reserves its right to exercise a power of termination pursuant to Civil Code section 885.010 et seq., as provided for in Section 7(n) of this Repurchase Option Agreement. 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 512 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 29. Option III - Failure to Commence Construction of One or More Project Components. Developer hereby grants to City an exclusive option ("Option III") to purchase any or all of the subdivided parcels of the Repurchase Option Property that remain subject to this Repurchase Option Agreement as of the date that Option III is exercised (the "Option III Property") if an MAE Default has occurred and is continuing and Developer fails to commence construction of any of the Project Components designated pursuant to the Development Agreement For The Phase 2 Property to be constructed on a portion of the Option III Property on or prior to the start date for commencement of such Project Component set forth in the Schedule of Performance in the Development Agreement For The Phase 2 Property, subject to Force Majeure. For purposes of this Section 3, the term "commence construction" shall mean the date specified in the Schedule of Performance by which a specified Project Component on the Phase 2 Property shall have construction commence. In the event of the continuance of an MAE Default and Developer's failure to commence construction of any of the Project Components designated pursuant to the Development Agreement For The Phase 2 Property to be constructed on a portion of the Option III Property within the time period described above (subject to Force Majeure), and such failure is not cured within the cure period provided for under Sections 7(b) and 7(c) below, then City shall be entitled to exercise, but is not obligated to exercise, the foregoing option for a period of sixty (60) days following the date on which the later occurs: (i) the completion of the "Master Site Infrastructure Improvements Cost Audit" (as that term is defined in Section 3(b) below) and after expiration of such cure period, or (ii) the final determination of the "Fair Market Value" for the Option III Property (as set forth in Section 3(b), Subparagraphs (A)-(D) below) and after the expiration of such cure period (the "Option III Period"). Notwithstanding anything to the contrary in this Section 3, Option III shall not apply to, and the Option III Property shall not include, those subdivided parcels of the Repurchase Option Property for which construction of the Project Component(s) designated pursuant to the Development Agreement For The Phase 2 Property to be constructed thereon has commenced. Such subdivided parcels are addressed in Section 4 below. (a) Exercise of Option III City shall exercise Option III by giving written notice to Developer ("City's Notice of Option III Exercise"), in accordance with Section 8 of this Repurchase Option Agreement, prior to the expiration of the Option III Period. Failure of City to exercise Option III shall constitute a waiver by City of City's right to exercise Option III only with respect to Developer's specific incidence of failure to timely commence construction of one or more Project Component(s) designated pursuant to the Development Agreement For The Phase 2 Property to be constructed on a portion of the Option III Property within the time period described above in this Section 3, but shall not constitute a waiver by City of Developer's breach of its obligation to continuously proceed with construction and 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 513 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT complete one or more Project Components, or obligation to commence construction of said Project Component(s) or any other Project Component(s), or of any remedies City may have under the terms of the Development Agreement For The Phase 2 Property or under any other agreement for Developer's failure to commence construction of a Project Component(s) within the time period described above in this Section 3. (b) Purchase Price - Option III City's purchase price for the Option III Property ("Option III Purchase Price"), shall be the lesser of: (i) the amount of the purchase price for the Phase 2 Property that Developer paid City upon close of escrow for the Phase 2 Property pursuant to the Phase 2 Property Option Agreement and purchase and sale agreement attached to said Phase 2 Property Option Agreement plus Developer's MSII Construction Costs (if any, and as defined below), or (ii) the Fair Market Value of the Option III Property (as defined below). For purposes of this Section 3, the term "Developer's MSII Construction Costs" shall mean the construction costs, if any, actually incurred by Developer for construction of the Master Site Infrastructure Improvements on the Option III Property on or after the Repurchase Option Agreement Effective Date to the date of Developer's receipt of City's Notice of Option III Exercise, as determined by an independent audit (the "Option III MSII Construction Cost Audit"), performed by the Auditor, which costs (if any) shall consist only of (1) the amount(s) paid by Developer to the contractor or contractors performing the construction, (II) reasonable inspection, supervision, and testing costs paid by Developer to independent third party engineers, architects, or consultants in conjunction with said construction, and (III) any amounts paid by Developer to material suppliers and equipment suppliers in connection with the construction (including any so-called "soft costs" incurred in the planning, environmental review, or design of the Master Site Infrastructure Improvements constructed on the Option III Property, but not including any costs, fees, charges, or profits allocated to Developer's own internal administrative, payroll, or overhead expenses or to any person or entity affiliated with Developer). Developer shall promptly provide City and the Auditor with all records and documentation necessary for the Auditor to perform the Option III MSII Construction Cost Audit. In the event that there are any Valid Liens recorded against the Option III Property at the time that Option III is exercised, Developer and City agree that the Option III Purchase Price shall be paid to the Lender on any such Valid Lien, up to the then Outstanding Balance due under same. Any portion of the Option III Purchase Price not so needed to extinguish a Valid Lien shall be paid to Developer. For purposes of this Section 3, the term "Fair Market Value" of the Option III Property shall be the current appraised fair market value of the land and improvements thereon (if any) taking into account for purposes of valuation not the highest and best use of the Option III Property but rather the existing conditions (such as having no or only partially completed improvements) and only those uses authorized as of the date of the MAE Default giving rise to City's ability to exercise Option III. If City and Developer are unable to agree upon the Fair Market Value of the Option III Property on or before the date that is the end of the cure period for the "Option Triggering Event" as defined in Section 7(b) of this Repurchase Option Agreement giving rise to Option III (i.e., on or 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 514 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT before the date that commences the Option III Period), then the Option III Period during which City has the right to exercise Option III shall be extended, in addition to the 60-days following the expiration of such cure period, for an additional sixty (60) days for City and Developer to resolve and agree upon the Fair Market Value. If no agreement on Fair Market Value is reached, then, in the absence of another method agreed upon by City and Developer to resolve the Fair Market Value, the following process (in Subparagraphs (A)-(D) below) shall be used and binding upon the Parties: A. City and Developer shall jointly attempt to agree on the appointment of a real estate appraiser who is a member of the Appraisal Institute or successor thereto (or, in the event the Appraisal Institute or any successor shall not then be in existence, a disinterested real estate appraiser having appropriate qualifications to appraise real estate similar to the Option III Property), with at least ten (10) years professional experience in Southern California in appraising land and improvements similar to the Option III Property. All appraisers selected pursuant to the provisions hereof shall be impartial and unrelated, directly and indirectly, so far as employment of services is concerned, to either of the Parties hereto or their successors, and the appraiser(s) shall be required to so certify as a condition to being designated and accepting the appraisal assignment. The cost of the services performed by such appraiser shall be borne equally by the Parties. The single appraiser jointly appointed by the Parties shall determine the Fair Market Value of the Option III Property and shall render his or her appraisal opinion within sixty (60) days after said appraiser has been selected or as soon as practical if such longer period is needed for the appraisal to be completed. B. If City and Developer are unable to jointly agree on a single appraiser to determine the Fair Market Value of the Option III Property, then City and Developer shall each, within fifteen (15) days of the date that is the end of the cure period for the "Option Triggering Event" as defined in Section 7(b) of this Repurchase Option Agreement giving rise to Option III (i.e., fifteen (15) days after the date that commences the Option III Period), separately at its own cost designate an appraiser meeting the qualifications stated in Subparagraph (A) above. If two appraisers are appointed and they concur on the Fair Market Value of the Option III Property, then the Fair Market Value determined by them shall be the Fair Market Value of the Option III Property for purposes of this Repurchase Option Agreement. If the two appraisers do not concur but the difference between their appraisal numbers is an amount less than ten percent (10%) of the amount of the higher determination of Fair Market Value, the mean average of the two determinations shall be the Fair Market Value of the Option III Property for purposes of this Repurchase Option Agreement. The two appraisers shall render their respective appraisals within sixty (60) days after said appraisers have been 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 515 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT selected or as soon as practical if such longer period is needed for the appraisal to be completed. If the difference between the two appraisers' determinations exceeds the ten percentage (10%) amount specified in this Subparagraph (B), the two appraisers shall jointly select a third appraiser meeting the qualifications set forth in Subparagraph (A) above. If the two appraisers are unable to agree on a third appraiser, then the third appraiser shall be selected as follows: first, the Parties each shall select the names of two (2) new appraisers meeting the criteria in Subparagraph (A) above; second, the names of the four (4) new appraisers shall be grouped together blindly such that only one (1) name will be chosen at random, such as by writing the four (4) names on separate pieces of paper of equal size and then placing the four (4) names in an enclosed box and then having one (1) name selected; third, the selection of the one (1) new appraiser's name shall be witnessed with a representative from the City, Developer, and the two appraisers who could not agree upon the third appraiser. The name of the appraiser selected blindly shall be the third appraiser. C. Within fifteen (15) days from the date of selection of the third appraiser, if applicable, all three appraisers shall meet and the first two appraisers shall present to the third appraiser all of their findings, data, and conclusions as to the Fair Market Value of the Option III Property. The third appraiser shall review all of such findings, data, and conclusions, and shall determine which of the two appraisers' respective determinations of the Fair Market Value is the most reasonable determination under the criteria set forth above. The third appraiser shall not be permitted to make any other independent determination of the Fair Market Value of the Option III Property. The appraiser's determination found by the third appraiser to be the most reasonable determination shall be the Fair Market Value of the Option III Property for purposes of determining the Option III Purchase Price pursuant to Section 3(b) of this Repurchase Option Agreement. The third appraiser's conclusion shall be reached within thirty (30) days from the selection of the third appraiser or as soon as practical if such longer period is needed for the appraisal to be completed. The expenses related to the selection and services of the third appraiser shall be shared equally by City and Developer. D. The Fair Market Value determined in accordance with these procedures set forth in Subparagraphs (A)-(D) shall be binding and conclusive on the Parties for purposes of determining the Option III Purchase Price pursuant to Section 3(b) of this Repurchase Option Agreement. 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 516 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (c) City Election to Purchase Plans City may elect to purchase, pursuant to Section 7(I) below, either the Phase 2 Property Master Site Infrastructure Improvements or the Project Components comprising the Phase 2 Property Project Components, or both. If City elects to purchase said Plans (to the extent permitted by the applicable third party contracts relating to such Plans), City shall pay the cost of such Plans in addition to the Option III Purchase Price. (d) City Reservation of Rights for Power of Termination In addition to City's right to exercise Option IIII pursuant to this Section 3, City reserves its right to exercise a power of termination pursuant to Civil Code section 885.010 et seq., as provided for in Section 7(n) of this Repurchase Option Agreement. 30. Option IV - Failure to Continuously Proceed With Construction of one or more Project Components or to Complete Construction of one or more Project Components Developer hereby grants to City an exclusive option ("Option IV") to purchase any or all of the subdivided parcels of the Repurchase Option Property that remain subject to this Repurchase Option Agreement as of the date that Option IV is exercised (the "Option IV Property") if an MAE Default has occurred and is continuing and after commencement of construction of any Project Component(s) designated pursuant to the Development Agreement For The Phase 2 Property to be constructed on a portion of the Option IV Property, Developer fails to continuously proceed with construction of said Project Component(s) and/or to complete construction of said Project Component(s) within the time period for completion of such Project Component(s) set forth in the Schedule of Performance in the Development Agreement For The Phase 2 Property, subject to Force Majeure, as evidenced by either City's issuance of a certificate of occupancy or by the recording of a "Certificate of Completion" (as defined in the Development Agreement For The Phase 2 Property, or if not defined therein, the Reinstated Development Agreement), whichever event occurs earlier, for such Project Component(s) (the "Option IV Project Component(s) Completion Deadline"). For purposes of this Section 4, the term "continuously proceed with construction" shall mean construction that is interrupted, if at all, for periods of no longer than ninety (90) days, subject to Force Majeure. In the event of the continuance of an MAE Default and Developer's failure to continuously proceed with construction of any Project Component(s) designated pursuant to the Development Agreement For The Phase 2 Property to be constructed on a portion of the Option IV Property, or Developer's failure to complete construction of any of said Project Component(s) by the applicable Option IV Project Component(s) Completion Deadline, subject to Force Majeure, and such failure is not cured within the cure period provided for under Sections 7(b) and 7(c) below, then City shall be entitled to exercise, but is not obligated to exercise, the foregoing option for a period of sixty (60) days following the date on which the later occurs: (i) the completion of the "Option IV Project Component(s) Cost Audit" (as that term is defined in Section 4(b) below) and after expiration of such cure period, or (ii) final determination of the "Fair Market 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 517 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Value" for the Option IV Property (as set forth in Section 4(b), Subparagraphs (A)-(D) below) and after the expiration of such cure period ("Option IV Period"). Notwithstanding anything in this Repurchase Option Agreement to the contrary, City is not obligated and shall not be deemed obligated to purchase any portions of the Option IV Property on which construction of the Project Component designated pursuant to the Development Agreement For The Phase 2 Property to be constructed thereon has commenced. (a) Exercise of Option IV City shall exercise Option IV by giving written notice to Developer ("City's Notice of Option IV Exercise"), in accordance with Section 8 of this Repurchase Option Agreement, prior to the expiration of the Option IV Period. Failure of City to exercise Option IV shall constitute a waiver by City of City's right to exercise Option IV only with respect to Developer's specific incidence of failure to continuously proceed with construction of the Project Component(s) designated pursuant to the Development Agreement For The Phase 2 Property to be constructed on a portion of the Option IV Property that gave rise to Option IV, or failure to complete construction of said Project Component(s) by the applicable Option IV Project Component(s) Completion Deadline that gave rise to Option IV, but shall not constitute a waiver by City of Developer's breach of its obligation to continuously proceed with construction of said Project Component(s), or to complete construction of said Project Component(s) by the applicable Option IV Project Component(s) Completion Deadline (as applicable), or of any remedies City may have under the terms of the Development Agreement For The Phase 2 Property or under any other agreement for Developer's failure to continuously proceed with construction of said Project Component(s), or to complete construction of said Project Components by the Option IV Project Component(s) Completion Deadline (as applicable). (b) Determination of Purchase Price - Option IV City's purchase price for the Option IV Property ("Option IV Purchase Price"), shall be the lesser of: (i) the amount of the purchase price for the Phase 2 Property that Developer paid City upon close of escrow for the Phase 2 Property pursuant to the Phase 2 Property Option Agreement and purchase and sale agreement attached to said Phase 2 Property Option Agreement plus Developer's Option IV Project Component(s) Construction Costs (if any, and as defined below), or (ii) the Fair Market Value of the Option IV Property (as defined below). For purposes of this Section 4, the term "Developer's Option IV Project Component(s) Construction Costs" shall mean the construction costs, if any, actually incurred by Developer for construction of (1) the portion of the Master Site Infrastructure Improvements constructed on the Option IV Property on or after the Repurchase Option Agreement Effective Date to the date of Developer's receipt of City's Notice of Option IV Exercise, and (11) the portion of the Project Component(s) designated pursuant to the Development Agreement For The Phase 2 Property to be constructed on the Option IV Property to the date of Developer's receipt of City's Notice of Option IV Exercise, all as 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 518 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT determined by an independent audit (the "Option IV Project Component(s) Cost Audit"), performed by the Auditor, which costs (if any) shall consist only of (i) the amount(s) paid by Developer to the contractor or contractors performing the construction, (ii) reasonable inspection, supervision, and testing costs paid by Developer to independent third party engineers, architects, or consultants in conjunction with said construction, and (iii) any amounts paid by Developer to material suppliers and equipment suppliers in connection with the construction (including any so-called "soft costs" incurred in the planning, environmental review, or design of the Master Site Infrastructure Improvements constructed on the Option IV Property or the Project Component(s) designated pursuant to the Development Agreement For The Phase 2 Property to be constructed on the Option IV Property, but not including any costs, fees, charges, or profits allocated to Developer's own internal administrative, payroll, or overhead expenses or to any person or entity affiliated with Developer). Developer shall promptly provide City and the Auditor with all records and documentation necessary for the Auditor to perform the Option IV Project Component(s) Cost Audit. In the event that there are any Valid Liens recorded against the Option IV Property at the time that Option IV is exercised, Developer and City agree that the Option IV Purchase Price shall be paid to the Lender on any such Valid Lien, up to the then outstanding balance due under same. Any portion of the Option IV Purchase Price not so needed to extinguish a Valid Lien shall be paid to Developer. For purposes of this Section 4, the term "Fair Market Value" of the Option IV Property shall be the current appraised fair market value of the land and improvements thereon (if any) taking into account for purposes of valuation not the highest and best use of the Option IV Property but rather the existing conditions (such as having no or only partially completed improvements) and only those uses authorized as of the date of the MAE Default giving rise to City's ability to exercise Option IV. If City and Developer are unable to agree upon the Fair Market Value of the Option IV Property on or before the date that is the end of the cure period for the "Option Triggering Event" as defined in Section 7(b) of this Repurchase Option Agreement giving rise to Option IV (i.e., on or before the date that commences the Option IV Period), then the Option IV Period during which City has the right to exercise Option IV shall be extended, in addition to the 60-days following the expiration of such cure period, for such time as required for City and Developer to resolve and agree upon the Fair Market Value. In the absence of another method agreed upon by City and Developer to resolve the Fair Market Value, the following process (in Subparagraphs (A)-(D) below) shall be used and binding upon the Parties: A. City and Developer shall jointly attempt to agree on the appointment of a real estate appraiser who is a member of the Appraisal Institute or successor thereto (or, in the event the Appraisal Institute or any successor shall not then be in existence, a disinterested real estate appraiser having appropriate qualifications to appraise real estate similar to the Option IV Property), with at least ten (10) years professional experience in Southern California in appraising land and improvements similar to the Option IV Property. All appraisers selected pursuant to the provisions hereof shall be impartial and 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 519 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT unrelated, directly and indirectly, so far as employment of services is concerned, to either of the Parties hereto or their successors, and the appraiser(s) shall be required to so certify as a condition to being designated and accepting the appraisal assignment. The cost of the services performed by such appraiser shall be borne equally by the Parties. The single appraiser jointly appointed by the Parties shall determine the Fair Market Value of the Option IV Property and shall render his or her appraisal opinion within sixty (60) days after said appraiser has been selected or as soon as practical if such longer period is needed for the appraisal to be completed. B. If City and Developer are unable to jointly agree on a single appraiser to determine the Fair Market Value of the Option IV Property, then City and Developer shall each, within fifteen (15) days of the date that is the end of the cure period for the "Option Triggering Event" as defined in Section 7(b) of this Repurchase Option Agreement giving rise to Option IV (i.e., fifteen (15) days after the date that commences the Option IV Period), separately at its own cost designate an appraiser meeting the qualifications stated in Subparagraph (A) above. If two appraisers are appointed and they concur on the Fair Market Value of the Option IV Property, then the Fair Market Value determined by them shall be the Fair Market Value of the Option IV Property for purposes of this Repurchase Option Agreement. If the two appraisers do not concur but the difference between their appraisal numbers is an amount less than ten percent (10%) of the amount of the higher determination of Fair Market Value, the mean average of the two determinations shall be the Fair Market Value of the Option IV Property for purposes of this Repurchase Option Agreement. The two appraisers shall render their respective appraisals within sixty (60) days after said appraisers have been selected or as soon as practical if such longer period is needed for the appraisal to be completed. If the difference between the two appraisers' determinations exceeds the ten percentage (10%) amount specified in this Subparagraph (B), the two appraisers shall jointly select a third appraiser meeting the qualifications set forth in Subparagraph (A) above. If the two appraisers are unable to agree on a third appraiser, then the third appraiser shall be selected as follows: first, the Parties each shall select the names of two (2) new appraisers meeting the criteria in Subparagraph (A) above; second, the names of the four (4) new appraisers shall be grouped together blindly such that only one (1) name will be chosen at random, such as by writing the four (4) names on separate pieces of paper of equal size and then placing the four (4) names in an enclosed box and then having one (1) name selected; third, the selection of the one (1) new appraiser's name shall be witnessed with a representative from the City, Developer, and the two appraisers who could not agree upon 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 520 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT the third appraiser. The name of the appraiser selected blindly shall be the third appraiser. C. Within fifteen (15) days from the date of selection of the third appraiser, if applicable, all three appraisers shall meet and the first two appraisers shall present to the third appraiser all of their findings, data, and conclusions as to the Fair Market Value of the Option IV Property. The third appraiser shall review all of such findings, data, and conclusions, and shall determine which of the two appraisers' respective determinations of the Fair Market Value is the most reasonable determination under the criteria set forth above. The third appraiser shall not be permitted to make any other independent determination of the Fair Market Value of the Option IV Property. The appraiser's determination found by the third appraiser to be the most reasonable determination shall be the Fair Market Value of the Option IV Property for purposes of determining the Option IV Purchase Price pursuant to Section 4(b) of this Repurchase Option Agreement. The third appraiser's conclusion shall be reached within thirty (30) days from the selection of the third appraiser or as soon as practical if such longer period is needed for the appraisal to be completed. The expenses related to the selection and services of the third appraiser shall be shared equally by City and Developer. D. The Fair Market Value determined in accordance with these procedures set forth in Subparagraphs (A)-(D) shall be binding and conclusive on the Parties for purposes of determining the Option IV Purchase Price pursuant to Section 4(b) of this Repurchase Option Agreement. (c) City Election to Purchase Plans City may elect to purchase, pursuant to Section 7(I) below, either the Phase 2 Property Master Site Infrastructure Improvements or the Project Components comprising the Phase 2 Property Project Components, or both. If City elects to purchase said Plans (to the extent permitted by the applicable third party contracts relating to such Plans), City shall pay the cost of such Plans in addition to the Option IV Purchase Price. (d) City Reservation of Rights for Power of Termination In addition to City's right to exercise Option IV pursuant to this Section 4, City reserves its right to exercise a power of termination pursuant to Civil Code section 885.010 et seq., as provided for in Section 7(n) of this Repurchase Option Agreement. 31. Option V - Transfer of the Repurchase Option Property, or Portion Thereof, Prior to Completion of Project Components on Phase 2 Property Developer hereby grants to City an exclusive option ("Option W) to purchase any or all of the subdivided parcels of the Repurchase Option Property that remain subject to 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 521 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT this Repurchase Option Agreement as of the date that Option V is exercised (the "Option V Property"), if, prior to the time Developer completes all of the Project Components on the Repurchase Option Property as evidenced by either City's issuance of a certificate of occupancy or by the recording of a "Certificate of Completion" (as defined in the Development Agreement For The Phase 2 Property, or if not defined therein, the Reinstated Development Agreement), an MAE Default has occurred and is continuing and Developer transfers, enters into a transaction for an anticipated transfer (an "anticipated transfer"), or suffers an involuntary transfer of the Repurchase Option Property or portion thereof in violation of the terms of the Development Agreement For The Phase 2 Property. In the event of the continuance of an MAE Default and Developer's transfer of the Repurchase Option Property or any portion thereof in violation of the Development Agreement For The Phase 2 Property or if not defined therein, the Reinstated Development Agreement (an "Unauthorized Transfer") and such Unauthorized Transfer is not cured within the cure period provided under Sections 7(b) and 7(c) below, then, City shall be entitled to exercise, but is not obligated to exercise, the foregoing option for sixty (60) days following the date on which the last event occurs: (i) the date of the Unauthorized Transfer that gives rise to Option V; (ii) City's discovery of the anticipated or actual Unauthorized Transfer that gives rise to Option V; (iii) for Option V Property subject to the same purchase price provisions as the Option I Purchase Price pursuant to Section 5(b) below, the final determination of the "Fair Market Value" for the Option V Property as if it were Option I Property (as set forth in Section 1(b), Subparagraphs (A)-(D)), and after the expiration of the cure period for the Option V Triggering Event in Sections 7(b) and 7(c) of this Repurchase Option Agreement; (iv) for Option V Property subject to the same purchase price provisions as the Option II Purchase Price pursuant to Section 5(b) below, the later to occur of either the completion of the "Master Site Infrastructure Improvements Cost Audit" (as that term is defined in Section 2(b) of this Repurchase Option Agreement) or the final determination of the "Fair Market Value" for the Option V Property as if it were Option II Property (as set forth in Section 2(b), Subparagraphs (A)-(D)), and after the expiration of the cure period for the Option V Triggering Event in Sections 7(b) and 7(c) of this Repurchase Option Agreement; (v) for Option V Property subject to the same purchase price provisions as the Option III Purchase Price pursuant to Section 5(b) below, the later to occur of either the completion of the "Master Site Infrastructure Improvements Cost Audit" (as that term is defined in Section 3(b) of this Repurchase Option Agreement) or the final determination of the "Fair Market Value" for the Option V Property as if it were Option III Property (as set forth in Section 3(b), Subparagraphs (A)-(D)), and after the expiration of the cure period for the Option V Triggering Event in Sections 7(b) and 7(c) of this Repurchase Option Agreement; or (vi) for Option V Property subject to the same purchase price provisions as the Option IV Purchase Price pursuant to Section 5(b) below, the later to occur of either the completion of the "Option IV Project Component(s) Cost Audit" (as that term is defined in Section 4(b) of this Repurchase Option Agreement) or the final determination of the "Fair Market Value" for the Option V Property as if it were Option IV Property (as set forth in Section 4(b), Subparagraphs (A)-(D)), and after the expiration of the cure period for the Option V Triggering Event in Sections 7(b) and 7(c) of this Repurchase Option Agreement (the "Option V Period"). Notwithstanding anything to the contrary in this 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 522 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Section 5, (a) Option V shall not apply to, and the Option V Property shall not include, those portions of the Repurchase Option Property that are not or were not the subject of an Unauthorized Transfer, and (b) City shall not be obligated to purchase any portion of the Option V Property on which construction of the Project Component designated pursuant to the Development Agreement For The Phase 2 Property to be constructed thereon has commenced. (a) Exercise of Option V City shall exercise Option V by giving written notice to Developer ("City's Notice of Option V Exercise"), in accordance with Section 8 of this Repurchase Option Agreement, prior to the expiration of the Option V Period. Failure of City to exercise Option V shall constitute a waiver by City of City's right to exercise Option V only with respect to the specific Unauthorized Transfer that gave rise to Option V, but shall not constitute a waiver by City of Developer's breach of the transfer provisions in the Development Agreement For The Phase 2 Property or pursuant to this Repurchase Option Agreement, or of any remedies City may have under the terms of the Development Agreement For The Phase 2 Property, the Reinstated Development Agreement, or under any other agreement for Developer's transfer or sufferance of an involuntary transfer of the Repurchase Option Property or portion thereof. (b) Purchase Price - Option V City's purchase price for the Option V Property ("Option V Purchase Price") shall be as follows: (i) In the event Developer has not yet commenced construction of the Master Site Infrastructure Improvements to be constructed on the Option V Property at the time City exercises Option V, the Option I Purchase Price as set forth in Section 1(b) of this Repurchase Option Agreement; (ii) In the event Developer has commenced but not yet completed construction of the Master Site Infrastructure Improvements to be constructed on the Option V Property at the time City exercises Option V, the Option II Purchase Price as set forth in Section 2(b) of this Repurchase Option Agreement; provided, however, that if Developer commenced construction of the Master Site Infrastructure Improvements concurrent with a Project Component or Project Components subject to this Option V, the Option V Purchase Price shall be the Option IV Purchase Price as set forth in Section 4(b) of this Repurchase Option Agreement; (iii) In the event Developer has not yet commenced construction of the Project Component or Project Components to be constructed on the Option V Property at the time City exercises Option V, the Option III Purchase Price as set forth in Section 3(b) of this Repurchase Option Agreement; and (iv) In the event Developer has commenced but not yet completed construction of the Master Site Infrastructure Improvements to be constructed 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 523 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT on the Option V Property at the time City exercises Option V, the Option IV Purchase Price as set forth in Section 4(b) of this Repurchase Option Agreement. In the event that there are any Valid Liens recorded against the Option V Property at the time that Option V is exercised, Developer and City agree that the Option V Purchase Price shall be paid to the Lender on any such Valid Lien, up to the then Outstanding Balance due under same. Any portion of the Option V Purchase Price not so needed to extinguish a Valid Lien shall be paid to Developer. In the event that an Unauthorized Transfer has been completed such that a transferee of the Unauthorized Transfer claims to have a right or interest under the Repurchase Option Property and/or the Development Agreement For The Phase 2 Property and/or any other agreement relating to the Project (including this Repurchase Option Agreement), Developer shall have the obligation, to the extent possible, to rescind immediately the prior transaction that led to the Unauthorized Transfer so that City's rights under this Section 5 may be exercised. (c) City Election to Purchase Plans City may elect to purchase, pursuant to Section 7(I) below, either the Phase 2 Property Master Site Infrastructure Improvements or the Project Components comprising the Phase 2 Property Project Components, or both. If City elects to purchase said Plans (to the extent permitted by the applicable third party contract relating to such Plans), City shall pay the cost of such Plans in addition to the Option V Purchase Price. (d) City Reservation of Rights for Power of Termination In addition to City's right to exercise Option V pursuant to this Section 4, City reserves its right to exercise a power of termination pursuant to Civil Code section 885.010 et seq., as provided for in Section 7(n) of this Repurchase Option Agreement. 32. City's Right of First Offer Developer hereby grants to City a right of first offer ("City's Right of First Offer") to purchase any or all of the subdivided parcels of the Repurchase Option Property that remain subject to this Repurchase Option Agreement as of the date that City exercised the Right of First Offer (the "Right of First Offer Property"), in accordance with the terms and conditions in this Section 6, in the event that (i) City has had the right to exercise any of Option I, Option II, Option III, Option IV, or Option V and has elected not to exercise Option I, Option 11, Option III, Option IV, or Option V (as applicable) in accordance with the terms of this Repurchase Option Agreement and Developer's MAE Default that gave rise to Option 1, Option II, Option III, Option IV, or Option V (as applicable) has not been cured, and (ii) Developer intends or is otherwise compelled to sell or otherwise transfer the Repurchase Option Property or portion thereof. Notwithstanding anything to the contrary in this Section 6, (a) the Right of First Offer Property shall not include any portion of the Repurchase Option Property that is not included in "Developer's Sale Notice" (as that term is defined in Section 6(a) below), and (b) in the event City elects to exercise City's Right of First Offer, City may elect to purchase only those portions of the Right of First 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 524 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Offer Property that City was authorized and desires to purchase pursuant to the terms of Option I, Option II, Option III, Option IV, or Option V (as applicable). The portions of the Right of First Offer Property City acquires hereunder shall be hereinafter referred to as the "Right of First Offer City Acquisition Property". (a) Developer's Notice to City; City's Election In the event that the circumstances described in clauses (i) and (ii) of the immediately preceding paragraph exist, then prior to entering into any transaction with a third party concerning the sale of any of the Right of First Offer Property, Developer shall provide City with written notice of Developer's intent to sell such Right of First Offer Property, and Developer's proposed sale price for the same ("Developer's Sale Notice"). City shall have sixty (60) days after receiving Developer's Sale Notice to notify Developer, in writing, of City's election to exercise City's Right of First Offer to acquire the Right of First Offer City Acquisition Property, at the price noted in Developer's Sale Notice ("City's Election to Exercise"); provided, however, that if the Right of First Offer City Acquisition Property does not comprise all of the Right of First Offer Property, then City's acquisition price shall be the amount that would have been payable under this Repurchase Option Agreement by City to Developer if such portion of the Right of First Offer City Acquisition Property would have been purchased by City pursuant to Option I, Option II, Option III, or Option IV as applicable depending upon the status of construction upon such portion of the Right of First Offer City Acquisition Property as of the date that the Right of First Offer is exercised by City. (b) City's Failure to Exercise City's failure to deliver to Developer City's Election to Exercise within such sixty (60) day period shall be deemed City's election not to exercise City's Right of First Offer and, except as provided below, City's Right of First Offer with respect to the Right of First Offer City Acquisition Property shall then terminate and City shall have no further right of first offer with respect to the Right of First Offer City Acquisition Property. If City elects not to exercise (or is deemed to have elected not to exercise) City's Right of First Offer then Developer may sell the Right of First Offer City Acquisition Property to a third party purchaser; provided, however, that in the event Developer determines to sell the Right of First Offer City Acquisition Property at a price that is more than ten percent (10%) less than the price set forth in Developer's Sale Notice, Developer shall provide City with a written notice of Developer's intent to sell the Right of First Offer City Acquisition Property, with Developer's new proposed sale price for the same ("Developer's Second Sale Notice"), and City's Right of First Offer shall again apply with respect to the Right of First Offer City Acquisition Property, in accordance with the process outlined in Subparagraph (a) above and this Subparagraph (b). (c) Transfer Restrictions of Reinstated Development Agreement Notwithstanding any of the provisions in Option V (Section 5 above) or this Section 6 to the contrary, nothing in this Repurchase Option Agreement is intended to or shall have the effect of waiving the transfer restrictions set forth in the Reinstated Development 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 525 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Agreement, the Development Agreement For The Phase 2 Property, any of City's rights related thereto in the Reinstated Development Agreement and/or Development Agreement For The Phase 2 Property, or any other agreements between City and Developer relating to the Repurchase Option Property, and any proposed sale or transfer by Developer shall be effected in accordance with the same. (d) City Reservation of Rights for Power of Termination In addition to City's right to exercise its Right of First Offer pursuant to this Section 6, City reserves its right to exercise a power of termination pursuant to Civil Code section 885.010 et seq., as provided for in Section 7(n) of this Repurchase Option Agreement. 33. Additional Terms Applicable to the Purchase Options The following additional terms shall apply to Option I, Option II, Option III, Option IV, Option V, and City's Right of First Offer: (a) Successors and Assigns. Option I, Option II, Option III, Option IV, Option V, and City's Right of First Offer created hereby shall be irrevocable by Developer and shall be binding upon the successors and assigns of Developer and on the Repurchase Option Property. (b) Developer's Right to Cure Certain Defaults. Notwithstanding anything in this Repurchase Option Agreement to the contrary, (A) City shall not be entitled to exercise Option I, Option II, Option III, or Option IV until City has provided a written notice to Developer regarding Developer's failure to commence construction, continuously proceed with construction, or to complete construction, as applicable (with any of the above failures referred to hereinafter as an "Option Triggering Event"), and Developer has not, within sixty (60) days after receipt of such notice, cured, corrected, or remedied such Option Triggering Event or, for those Option Triggering Events that cannot reasonably be cured, corrected, or remedied within sixty (60) days, commenced to cure, correct or remedy such Option Triggering Event within said sixty (60) day period, and diligently prosecute the same to completion within one hundred twenty (120) days of the commencement of cure, and (B) City shall not be entitled to exercise Option V until City has provided a written notice to Developer regarding an anticipated and/or actual Unauthorized Transfer (an "Option V Triggering Event") and Developer has not, within thirty (30) days after receipt of such notice, cured, corrected or remedied such Option V Triggering Event. (c) Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure. With respect to any mortgage or deed of trust granted by Developer, whenever City may deliver any notice or demand to Developer with respect to an Option Triggering Event (including, but not limited to, an Option V Triggering Event), City shall at the same time deliver a copy of such notice or demand to each holder of record of any mortgage or deed of trust, if such holder has previously requested to City such notice in writing and City has actual notice off such holder requesting such notice. Each such holder shall 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 526 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (insofar as the rights granted by City are concerned) have the right, at its option, within sixty (60) days after the receipt of the notice (except in the event of an Option V Triggering Event, in which case the cure period shall be thirty (30) days), to cure or remedy or commence to cure or remedy and thereafter to pursue with due diligence the cure or remedy of any such MAE Default within one hundred twenty (120) days of commencement of cure and to add the cost thereof to the mortgage debt and the lien of its mortgage. It is understood that a holder shall be deemed to have satisfied the sixty (60) day time limit set forth above for commencing to cure or remedy a Developer MAE Default which requires title and/or possession of the Repurchase Option Property (or portion thereof) if and to the extent any such holder has within such sixty (60) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and cures or remedies the MAE Default within one hundred twenty (120) days after obtaining title and/or possession of the applicable portion of the Repurchase Option Property coved by said mortgage or deed of trust. The City and Developer shall modify this clause (c) as reasonably requested by a mortgagee, so long as such modifications do not materially and adversely affect the City, including, without limitation, by adding additional mortgagee protections included in Section 9 of the Reinstated Development Agreement. (d) No City Obligation: Purchase of Whole Project Components. (i) Notwithstanding any covenant, term, or provision in this Repurchase Option Agreement to the contrary, City shall not be obligated to exercise Option I, Option II, Option III, Option IV, Option V, or City's Right of First Offer. (ii) Notwithstanding anything to the contrary in this Repurchase Option Agreement, if City elects to purchase any part of a Project Component pursuant to Option IV, Option V, or City's Right of First Offer, then City shall be obligated to purchase all of such Project Component that remains subject to this Repurchase Option Agreement as of date of such election. For purposes of determining a Project Component subject to this provision, a Project Component shall be the specific Project Component as defined and described in the Development Agreement For The Phase 2 Property, coupled with the specific subdivided parcels for which the specific Project Component is situated and to be developed upon. (e) Release of Repurchase Option Agreement Upon Completion of Project Component. In the event that Developer commences and completes construction of a Project Component, as evidenced by City's issuance of a temporary or final certificate of occupancy for such Project Component, and City has not exercised Option I, Option II, Option III, Option IV, Option V or City's Right of First Offer with respect to such Project Component or the subdivided parcels on which such Project Component is situated pursuant to the Development Agreement For The Phase 2 Property, then, City's issuance of that temporary or final certificate of occupancy for such Project Component shall act to automatically release this Repurchase Option Agreement with respect to said Project Component and the subdivided parcels on which such Project Component is situated, 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 527 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT with no further action required by City or Developer; provided, however, upon request of Developer, City shall execute and record a termination and release of this Repurchase Option Agreement applicable to such Project Component. Notwithstanding the foregoing to the contrary, City shall, at or prior to the close of escrow for the bona -fide sale of any fully constructed residential dwelling unit to a third party buyer for any residential dwelling units on the Repurchase Option Property, cause this Repurchase Option Agreement to be terminated with respect to such residential dwelling unit. Within thirty (30) days following City's receipt of written notice from Developer of a pending escrow for the sale of any such residential dwelling unit, City shall (i) execute and have notarized a termination and release, and/or such other document(s), required by the applicable escrow holder to evidence the termination of this Repurchase Option Agreement with respect to such residential dwelling unit being sold, and (ii) deposit the original of such executed and notarized document(s) into such escrow. (f) Enforced Delay Pursuant to Development Agreement For The Phase 2 Property. Notwithstanding anything to the contrary herein, in the event performance by Developer under the Development Agreement For The Phase 2 Property is extended pursuant to an event of "Force Majeure" as defined in the Development Agreement. For The Phase 2 Property (or, if not defined therein, as defined in the Reinstated Development Agreement), such that the time by which Developer is required thereunder to commence construction of the Master Site Infrastructure Improvements, complete construction of the Master Site Infrastructure Improvements, commence construction of one or more Project Components designated pursuant to the Development Agreement For The Phase 2 Property to be constructed on a portion of the Repurchase Option Property, or complete construction of one or more Project Components designated pursuant to the Development Agreement For The Phase 2 Property to be constructed on a portion of the Repurchase Option Property, is extended, such extensions shall automatically apply to this Repurchase Option Agreement so as to (as applicable) extend the time by which Developer is required to commence construction of the Master Site Infrastructure Improvements, complete construction of the Master Site Infrastructure Improvements, commence construction of one or more Project Components designated pursuant to the Development Agreement For The Phase 2 Property to be constructed on a portion of the Repurchase Option Property, or complete construction of one or more Project Components designated pursuant to the Development Agreement For The Phase 2 Property to be constructed on a portion of the Repurchase Option Property, by the same time as extended under the Development Agreement For The Phase 2 Property. (g) Subordination. City may, but is not obligated to, subordinate this Repurchase Option Agreement upon Developer's written request for subordination in connection with an "Infrastructure Loan" or "Construction Loan" (as those terms are defined in the Reinstated Development Agreement and Development Agreement For The Phase 2 Property) if such loan is to be secured by a mortgage or deed of trust. Upon City's receipt of Developer's written request for subordination of this Repurchase Option Agreement, City shall deliver to Developer a written decision to approve or disapprove such subordination, which decision shall be based on City's reasonable discretion taking into account, among other criteria for project financing in the Reinstated Development 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 528 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Agreement and Development Agreement For The Phase 2 Property, the Lender (source) of the proposed financing, the amount of such loan, and the then -applicable loan -to -value and/or loan -to -cost ratio applicable to the Project Component(s) to be financed with such loan. If City approves subordination of this Repurchase Option Agreement, City and Developer shall enter into with the Lender a subordination or similar agreement that provides at a minimum the following: (i) the Lender to notify City, in writing, of any default by Developer under the Lender's loan documents concurrently with its notification to Developer of such default, (ii) the Lender to provide City with a copy of any Notice of Default (each, a "Notice of Default") recorded against the title to the Repurchase Option Property in the Official Records of the County of Riverside, State of California (the "Official Records") concurrently with its delivery of such Notice of Default to Developer; (iii) the right of City to cure the default at any time prior to the foreclosure (or recording of a deed in lieu thereof) on the Lender's deed of trust, (iv) the right of City to negotiate with the Lender regarding the default at any time prior to the foreclosure (or recording of a deed in lieu) on the Lender's deed of trust, and (v) the Lender's agreement that Lender shall not conduct a foreclosure sale (or exercise a power of sale or record a deed in lieu of foreclosure or any similar action that would result in the ownership and vesting of title in the name of Lender or its assignee or transferee) prior to the date that is at least six (6) months after the Lender delivers written notice of the default to City and Developer pursuant to clause (i) above. The foregoing provisions in clauses (i)-(v), and any other additional terms and conditions that City, Developer, and Lender may deem necessary or appropriate, shall be in any subordination or other agreement as may be requested or required by either the Lender or Developer, which agreement would result in this Repurchase Option Agreement having lower priority from a mortgage or deed of trust that is executed on behalf of and for the benefit of the Lender, and to be recorded in the Official Records. (h) City's and City's Assignee's Investigation of Repurchase Option Property . (i) City shall have a period of forty-five (45) days commencing on the date of an event that triggers City's ability to exercise any of Option I, Option II, Option III, Option IV, Option V, or City's Right of First Offer, to enter upon the Repurchase Option Property (or applicable portion thereof) to conduct any tests, inspections, investigations, or studies of the condition of the Repurchase Option Property (or applicable portion thereof) (the "Option Agreement Tests and Investigations"). Developer shall permit City access to the Repurchase Option Property (or applicable portion thereof) for such purposes at reasonable times upon reasonable notice; provided, however, City will not be permitted to perform any such inspection unless and until City delivers to Developer reasonably satisfactory evidence that City has obtained such insurance as Developer shall reasonably require in connection with any such inspection, which insurance shall name Developer as an additional insured. In no event shall City be permitted to conduct any drilling or other invasive testing without the prior written consent of Developer. City hereby agrees to repair and restore any portion of the Repurchase Option Property damaged as a result of any inspection of the Repurchase Option Property by City. City's obligation to close "Escrow" (as that term is defined in Section 7(i) below) shall be subject to City's approval of any environmental and other site testing conducted by City in 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 529 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT City's reasonable discretion. City shall indemnify, defend, and hold harmless Developer and its officers, directors, shareholders, employees, agents, and representatives from and against all claims, liabilities, or damages, and including expert witness fees and reasonable attorney's fees and costs, arising out of any such testing, inspection, or investigatory activity on the Repurchase Option Property (or applicable portion thereof), which indemnity shall survive any closing pursuant to this Agreement or earlier termination of this Agreement. (i i) In the event City assigns its rights under this Repurchase Option Agreement, City's assignee shall have the right to enter upon the Repurchase Option Property (or applicable portion thereof) during the period commencing on the date of City's assignment of this Repurchase Option Agreement to said assignee and ending on the "Closing Date" (as that term is defined in Section 7(i) below) to conduct any Option Agreement Tests and Investigations elected by the assignee. Developer shall permit City's assignee access to the Repurchase Option Property (or applicable portion thereof) for such purposes, provided that, prior to any entry upon the Repurchase Option Property by such assignee or its employees, agents, representatives or consultants, City shall cause such assignee to provide Developer with evidence that it has a liability insurance policy that names Developer as an additional insured, which policy shall have limits of coverage and be on terms reasonably acceptable to Developer. City hereby agrees to cause any such assignee to repair and restore any portion of the Repurchase Option Property damaged as a result of any inspection of the Repurchase Option Property by such assignee. City's obligation to close "Escrow" (as defined in Section 7(i) below) shall be subject to City's assignee's approval of any environmental and other site testing conducted by said assignee in said assignee's discretion. City shall cause said assignee to indemnify, defend, and hold harmless Developer and its officers, directors, shareholders, employees, agents, and representatives from and against all claims, liabilities, or damages, and including expert witness fees and reasonable attorney's fees and costs, arising out of any such testing, inspection, or investigatory activity on the Repurchase Option Property (or applicable portion thereof), which indemnity shall survive any closing pursuant to this Agreement or earlier termination of this Agreement. (i) Escrow Provisions. (i) Within five (5) business days after City has exercised Option I, Option 11, Option III, Option IV, Option V, or City's Right of First Offer (as applicable), or as soon thereafter as reasonably practicable, an escrow shall be opened ("Escrow") with an escrow company at a national title company selected by City and approved by Developer ("Escrow Holder") for the conveyance to City of the portions of the Repurchase Option Property to be acquired by City pursuant to this Repurchase Option Agreement. Escrow shall be deemed opened on the date that a fully executed copy of this Repurchase Option Agreement and a notice of exercise of option prepared by City are delivered to Escrow Holder ("Opening of Escrow"). Escrow Holder shall notify Developer and City in writing of the date of the Opening of Escrow promptly following the opening of the Escrow. (i i) Escrow shall close on or before the following date, as applicable: (A) for Option I Property, six (6) months after the expiration of the Option 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 530 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Period; (B) for Option II Property, six (6) months after the expiration of the Option II Period; (C) for Option III Property, six (6) months after the expiration of the Option III Period; (D) for Option IV Property, six (6) months after the expiration of the Option IV Period; (E) for Option V Property, six (6) months after the expiration of the Option V Period; and (F) for Right of First Offer Property, six (6) months after the City's Election to Exercise after delivery of Developer's Sale Notice pursuant to Section 6(a) of this Repurchase Option Agreement, unless extended by mutual agreement by Developer and City and/or extended to allow for the completion or waive of any conditions to closing required by City or any assignee of City to acquire the Repurchase Option Property (or portion thereof) ("Close of Escrow" or "Closing Date"). The terms "Close of Escrow" and "Closing Date" shall mean the date the grant deed (in a form approved by City) conveying fee title to City is recorded in the Official Records. Possession of the portions of the Repurchase Option Property conveyed to the City pursuant to this Repurchase Option Agreement shall be delivered to City at the Close of Escrow. (iii) This Repurchase Option Agreement, together with any standard instructions of Escrow Holder, shall constitute the joint escrow instructions of Developer and City to Escrow Holder as well as an agreement between Developer and City. In the event of any conflict between the provisions of this Repurchase Option Agreement and Escrow Holder's standard instructions, this Repurchase Option Agreement shall prevail. (iv) The Escrow shall be subject to City's approval of a then -current preliminary title report. Any monetary lien(s) or encumbrance(s) shown on such preliminary title report that were concurrent with or after the close of escrow that conveyed the Repurchase Option Property from City to Developer shall be removed by Developer at its sole expense prior to the Close of Escrow pursuant to this Section 7(i) unless such exception(s) is (are) accepted by City in its sole and absolute discretion; provided, however, that City shall accept the following exceptions to title: (i) current taxes not yet delinquent, (ii) matters affecting title existing on the date of recordation of the grant deed conveying from City to Developer the Repurchase Option Property (or applicable portion thereof), and (iii) matters shown as printed exceptions in the standard form ALTA policy of title insurance. In the event the Repurchase Option Property (or any portion thereof) is encumbered by a Valid Lien, City shall be permitted to unilaterally instruct Escrow Holder to satisfy the indebtedness secured thereby out of the proceeds payable to Developer through the Escrow. Any additional amount necessary to satisfy such Valid Lien, including, without limitation, the amount of the unpaid indebtedness secured by such Valid Lien, including principal and interest and all other sums secured by the Valid Lien, including, without limitation, any prepayment fees and costs, shall be paid by City (or City's assignee) at the Closing. (v) On or before 1.00 p.m. on the last business day preceding the scheduled Closing Date, City shall deposit in Escrow (i) the applicable of the Option I Purchase Price, the Option II Purchase Price, the Option III Purchase Price, the Option IV Purchase Price; the Option V Purchase Price, or the price noted in Developer's Sale Notice or Developer's Second Sale Notice (the last two are referred to herein as the "Right of First Offer Purchase Price"); (ii) one-half (1/2) of the escrow fees; (iii) the 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 531 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT portion of the title insurance premium attributable to any extra or extended coverages, or any additional charge resulting from City's request that the amount of insurance be higher than the applicable of the Option I Purchase Price, the Option II Purchase Price, the Option III Purchase Price, the Option IV Purchase Price, the Option V Purchase Price, or the Right of First Offer Purchase Price; and (iv) any and all additional instruments or other documents required from City (executed and acknowledged if appropriate) as may be necessary in order to effect the transfer of the Repurchase Option Property, or applicable portion thereof, to City. On or before 1:00 p.m. on the last business day preceding the scheduled Closing Date, Developer shall deposit in Escrow (i) a grant deed, in a form approved by City, executed and acknowledged by Developer conveying fee title to the Repurchase Option Property (or applicable portion thereof) to City; (ii) one-half (1/2) of the escrow fees; and (iii) any and all additional instruments or other documents required from Developer (executed and acknowledged if appropriate) as may be necessary in order to effect the transfer of the Repurchase Option Property, or applicable portion thereof, to City. Developer shall also be required to pay for documentary tax stamps and recording fees, if any, and for an ALTA standard form owner's policy of title insurance in the amount of the Option I Purchase Price, the Option II Purchase Price, the Option III Purchase Price, the Option IV Purchase Price, the Option V Purchase Price, or the Right of First Offer Purchase Price (as applicable), showing title vested in City free and clear of all liens and encumbrances except those permitted by subparagraph (iv) above (the "Title Policy"). City's receipt of the Title Policy shall be a condition to the Close of Escrow. Any other costs and expenses shall be allocated between the Parties in the manner customary for a commercial property conveyance in Riverside County. (vi) If, on or before the Closing Date, Escrow Holder has received all of the documents and funds listed in subparagraph (v) above, and Escrow Holder is in a position to cause the Title Policy to be issued to City, and provided City has approved of the condition of the Repurchase Option Property, or applicable portion thereof, Escrow Holder shall close the Escrow by taking the following actions: (a) recording in the Official Records the grant deed, in a form approved by City, executed and acknowledged by Developer conveying fee title to the Repurchase Option Property (or applicable portion thereof) to City, and delivering said recorded grant deed to City; (b) causing the Title Policy to be issued to City; and (c) delivering the portion of the applicable of the Option I Purchase Price, the Option II Purchase Price, the Option III Purchase Price, the Option IV Purchase Price, the Option V Purchase Price, or the Right of First Offer Purchase Price remaining after payment of all Valid Liens, if any, to Developer. (vii) In accordance with Section 10 this Repurchase Option Agreement, and for avoidance of any doubt, City shall have the right to assign its rights to purchase the Repurchase Option Property (or applicable portion thereof) and acquisition thereof through the Escrow pursuant to the terms and conditions of this Repurchase Option Agreement, upon providing prior written notice to Developer pursuant to Section 8 of this Repurchase Option Agreement, and thereafter entering into an assignment and assumption agreement with such assignee; Developer shall cooperate with City and/or Escrow Holder to the extent necessary or appropriate to facilitate any such assignment, including but not limited to executing any supplemental instructions or consent to an assignment and assumption agreement with such assignee. 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 532 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (j) City's Right to Acquire the Repurchase Option Property. Notwithstanding anything herein to the contrary, upon City's exercise of Option I, Option 11, Option III, Option IV, Option V, or City's Right of First Offer, Developer's commencement to cure the MAE Default that led to City's exercise shall not affect City's right to close the Escrow and acquire the Repurchase Option Property (or applicable portion thereof). (k) City's Purchase of Uncompleted Portions of the Residential Project Components on the Repurchase Option Property. Notwithstanding anything herein to the contrary, in the event that, as a result of City exercising Option III, Option IV or Option V, City acquires the Repurchase Option Property, or portion thereof, if Developer has obtained from City a certificate of occupancy and has sold to bone -fide purchaser a fully constructed residential dwelling unit for any residential dwelling units on the Repurchase Option Property that have been fully constructed pursuant to the Development Agreement For The Phase 2 Property, the provisions of this Repurchase Option Agreement shall apply only to those portions of the Repurchase Option Property which have not been sold to bona -fide purchasers of fully constructed residential dwelling units (the "Uncompleted Portion Of The Residential Project Component") and any calculations for determining the Option III Purchase Price, the Option IV Purchase Price or the Option V Purchase Price (as applicable) shall be based solely upon the Uncompleted Portion Of The Residential Project Component. (1) City's Right to Purchase Plans. To the extent permitted pursuant to the applicable third party contracts, at the time City exercises any of Option I, Option 11, Option III, Option IV, Option V, or City's Right of First Offer, City shall also have the right, which City may exercise in its sole and absolute discretion, to purchase from Developer for the actual cost Developer incurred in preparing the same, all (but not less than all) of the plans, blueprints, drawings, sketches, specifications, tentative or final subdivision maps, landscape plans, utilities plans, soils reports, noise studies, environmental assessment reports, grading plans and any other materials (collectively, the "Plans") relating to (i) all of the Master Site Infrastructure Improvements designated pursuant to the Development Agreement For The Phase 2 Property to be constructed on the portions of the Repurchase Option Property to be acquired by City, and/or (b) all or any of the Project Components designated pursuant to the Development Agreement For The Phase 2 Property to be constructed on the portions of Repurchase Option Property to be acquired by City, together with copies of all of the Plans, as have been prepared for the development of the Repurchase Option Property as of the date of City's exercise of Option I, Option II, Option III, Option IV, or City's Right of First Offer (as applicable). Notwithstanding the foregoing, however, Developer does not covenant to convey to City the copyright or other ownership rights of third parties. City's acquisition or use of the Plans or any of them shall be without any representation or warranty by Developer as to the accuracy or completeness of any such Plans, and City shall assume all risks in the use of the Plans. (m) City's Purchase Price Reflects Reasonable Approximation of Damages. City and Developer agree that City has the right to proceed with its remedies under the Development Agreement For The Phase 2 Property, the Reinstated 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 533 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Development Agreement, and other agreements between City and Developer relating to the Repurchase Option Property, or to exercise Option I, Option II, Option III, Option IV, or Option V. Notwithstanding anything to the contrary herein or in the Development Agreement For The Phase 2 Property or in the Reinstated Development Agreement, in the event that City exercises Option I, Option II, Option III, Option IV, or Option V (as applicable) to acquire the Repurchase Option Property, or a portion thereof, City shall be deemed to have elected to waive the remedies to which it would otherwise be entitled under the Development Agreement For The Phase 2 Property, Reinstated Development Agreement, and other agreements between City and Developer relating to the Repurchase Option Property. City and Developer agree that City will incur damages by reason of the MAE Default that gave rise to City's ability to exercise Option I, Option II, Option III, Option IV, or Option V (as applicable), which damages shall be impractical and extremely difficult, if not impossible, to ascertain. City and Developer, in a reasonable effort to ascertain what City's damages would be in the event of such MAE Default by Developer, have agreed that considering all of the circumstances existing on the date of this Repurchase Option Agreement, including the relationship of the sum to the range of harm to City that reasonably could be anticipated, including without limitation the potential loss of tax revenue to the City of La Quinta, and the anticipation that proof of actual damages would be costly or inconvenient, the exercise by City of Option I, Option II, Option III, Option IV, or Option V (as applicable), and the payment by City of the Option I Purchase Price, the Option II Purchase Price, the Option III Purchase Price, the Option IV Purchase Price, or the Option V Purchase Price (as applicable) and the conveyance of the Repurchase Option Property, or applicable portion thereof, by Developer to City, is fair and reasonable. City and Developer agree that the Option I Purchase Price, Option I I Purchase Price, Option III Purchase Price, Option IV Purchase Price, or Option V Purchase Price (as applicable) reflect a reasonable estimate of City's damages under the provisions of California Civil Code section 1671 and shall operate as liquidated damages to City if City exercises Option I, Option II, Option III, Option IV, or Option V (as applicable). If City does not exercise Option I, Option II, Option III, Option IV, or Option V, then City shall retain and may exercise any and all of its rights and remedies as set forth in any other agreement, including, but not limited to, the Reinstated Development Agreement and the Development Agreement For The Phase 2 Property. (n) City Power of Termination and Reversionary Rights. Subject to the notice and right to cure provisions set forth in Sections7(b) and 7(c) of this Repurchase Option Agreement, whereby Developer shall have a right to cure any alleged MAE Defaults prior to the commencement of City's right under this Section 7(n), City hereby reserves a power of termination pursuant to Civil Code Sections 885.010 et seq., exercisable by the City, in its sole and absolute discretion, if Developer fails to cure the Option Triggering Event (or, as applicable, Option V Triggering Event) and City decides not to exercise, as applicable: Option I by the expiration of the Option I Period; Option II by the expiration of the Option II Period; Option III by the expiration of the Option III Period; Option IV by the expiration of the Option IV Period; or Option V by the expiration of the Option V Period. If City so decides not to exercise the applicable option as provided in the previous sentence, then, upon sixty (60) days written notice to the Developer referencing this Section 7(n), City shall have the right to terminate the fee 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 534 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT interest of the Developer in the Repurchase Option Property and/or any improvements to the Repurchase Option Property and revest such fee title in the City and take possession of all or any portion of such real property and improvements, for the purchase price specified for the applicable option pursuant to Section 1(b), 2(b), 3(b), 4(b) or 5(b) (as applicable), Developer, upon the occurrence of an MAE Default by Developer following Developer's acquisition of the Phase 2 Property and prior to the issuance of the final Certificate of Completion (as defined in the Development Agreement For The Phase 2 Property or, in not defined therein, as defined in the Reinstated Development Agreement) for the entire Phase 2 Property. The sixty (60) calendar day written notice specified in the paragraph above shall specify the MAE Default by Developer triggering City's exercise of its power of termination. City shall proceed with its remedy set forth in this Section 7(n) only if Developer continues in MAE Default for a period of sixty (60) days following such notice or, upon commencing to cure such MAE Default, fails to diligently and continuously prosecute said cure to satisfactory conclusion within one hundred (120) days of City's written notice to Developer specifying the MAE Default. (i) The rights of City under this Section 7(n) shall be subject and subordinate to, shall be limited by and shall not defeat, render invalid or limit the following: (A) Each Valid Lien recorded against the Repurchase Option Property and specifically authorized as a "Permitted Transfer" pursuant to the Development Agreement For The Phase 2 Property (or, if not defined in the Development Agreement For The Phase 2 Property, as defined in the Reinstated Development Agreement); and (B) Any leases, declarations of covenants, conditions and restrictions, easement agreements or other recorded documents or interests applicable to the Repurchase Option Property and specifically authorized as a "Permitted Transfer" pursuant to the Development Agreement For The Phase 2 Property (or, if not defined in the Development Agreement For The Phase 2 Property, as defined in the Reinstated Development Agreement), or otherized pursuant to the Phase 2 Property Option Agreement and/or at the close of escrow for Developer's acquisition of the Phase 2 Property pursuant to the purchase and sale agreement attached to the Phase 2 Property Option Agreement, or any other agreement between City and Developer for the development and use of the Phase 2 Property. (ii) Upon the City's exercise of its power of termination pursuant to this Section 7(n), Developer or its successors or assigns shall convey by grant deed (in a form approved by City) to the City title to the Repurchase Option Property, as specified in the City's written notice issued pursuant to this Section 7(n), and all improvements thereon, in accordance with Civil Code Section 1109, as such code section may hereafter be amended or renumbered, (from time to time). Such conveyance shall be duly acknowledged by Developer and a notary in a manner suitable for recordation in the Recorder's Office. City may enforce its rights pursuant to this Section 7(n) by means of an injunctive relief or forfeiture of title action filed in a court of competent jurisdiction with jurisdiction and venue authorized by this Repurchase Option Agreement. (iii) Upon the revesting in City of title to the Repurchase Option Property, whether by grant deed or court decree, City shall exercise its reasonable good 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 535 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT faith efforts to resell the Repurchase Option Property at its then fair market value, as soon and in such manner as the City finds feasible and consistent with the objectives of the Specific Plan and Development Agreement For The Phase 2 Property, to a qualified and responsible person or persons (as reasonably determined by the City) who will assume Developer's obligations to begin and/or complete and/or operate that portion of the Project located on the Repurchase Option Property, or such other replacement development acceptable to the City, in its sole and absolute discretion. Upon any such resale of the Repurchase Option Property (or any portion thereof), the proceeds to the City from such sale shall be applied as follows: A. First, to pay to a Lender any and all amounts required to release and fully reconvey any Valid Lien recorded against all or any portion of the Repurchase Option Property; and B. Second, to reimburse City on its own behalf or on behalf of City for all actual third -party costs and expenses previously or currently incurred by City related to the Repurchase Option Property, the Project, or this Repurchase Option Agreement, including, but not limited to, customary and reasonable fees or salaries to third -party personnel engaged in such actions, in connection with the recapture, management and resale of the Repurchase Option Property (or portion thereof); all taxes, assessments and utility charges paid by City with respect to the Repurchase Option Property (or portion thereof); any payment made or necessary to be made to discharge or prevent from attaching or being made any subsequent encumbrances or liens due to obligations incurred by Developer with respect to the acquisition of the Phase 2 Property or the construction of the Project thereon according to the Phase 2 Property Development Agreement; and amounts otherwise owing to City by Developer or its successors or assigns pursuant to the terms of this Repurchase Option Agreement; and C. Third, to the extent that any proceeds from such resale are, thereafter, available, taking into account any prior encumbrances with a claim thereto, to reimburse Developer, or its successors in interest to the equal to the sum of: (1) the amount of the purchase price for the Phase 2 Property that Developer paid City upon close of escrow for the Phase 2 Property pursuant to the Phase 2 Property Option Agreement and purchase and sale agreement attached to said Phase 2 Property Option Agreement; and (II) the third -party costs actually incurred and paid by Developer regarding the development of the Project located on the Phase 2 Property, including, but not limited to, pro rata costs of carrying costs, taxes, and other items as set forth in a cost certification to be 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 536 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT made by Developer to City prior to any such reimbursement, which certification shall be subject to City's reasonable approval; provided, however, that Developer shall not be entitled to reimbursement for any expenses to the extent that such expenses relate to any loans, Valid Liens or other encumbrances that are paid by City pursuant to the provisions of Subparagraphs (A) and (B) above; and D. Any portion of the proceeds from the resale of the Repurchase Option Property remaining after the foregoing applications in Subparagraphs (A)-(C) above shall be retained by the City as its sole and exclusive property. (iv) IMMEDIATELY FOLLOWING THE SIXTY (60) DAY PERIOD SPECIFIED IN SECTION 7(n) ABOVE, CITY, ITS EMPLOYEES AND AGENTS SHALL HAVE THE RIGHT TO REENTER AND TAKE POSSESSION OF THE REPURCHASE OPTION PROPERTY AND ANY IMPROVEMENTS THEREON, WITHOUT FURTHER NOTICE OR COMPENSATION TO THE DEVELOPER. BY INITIALING BELOW, DEVELOPER HEREBY EXPRESSLY WAIVES, TO THE MAXIMUM EXTENT ALLOWED BY LAW, ANY AND ALL RIGHTS THAT DEVELOPER MAY HAVE UNDER CALIFORNIA CIVIL CODE SECTION 791 AND CALIFORNIA CODE OF CIVIL PROCEDURE SECTION 1162, AS THOSE STATUTES MAY BE AMENDED OR RENUMBERED FROM TIME TO TIME, OR UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT. Developer's Initials (v) DEVELOPER ACKNOWLEDGES AND AGREES THAT CITY'S EXERCISE OF ITS POWER OF TERMINATION AND RIGHT OF REENTRY PURSUANT TO THIS SECTION 7(n) MAY WORK A FORFEITURE OF THE ESTATE IN THE DEFAULTED PORTION OF THE PHASE 2 PROPERTY CONVEYED TO DEVELOPER BY CITY THROUGH THE GRANT DEED CONVEYING FEE TITLE PURSUANT TO THE PHASE 2 PROPERTY OPTION AGREEMENT. DEVELOPER HEREBY EXPRESSLY WAIVES, TO THE MAXIMUM EXTENT ALLOWED BY LAW, ANY AND ALL EQUITABLE AND LEGAL DEFENSES THAT DEVELOPER MAY HAVE TO SUCH FORFEITURE, INCLUDING, BUT NOT LIMITED TO, THE DEFENSES OF LACHES, WAIVER, ESTOPPEL, SUBSTANTIAL PERFORMANCE OR COMPENSABLE DAMAGES. DEVELOPER FURTHER EXPRESSLY WAIVES, TO THE MAXIMUM EXTENT ALLOWED BY LAW, ANY AND ALL RIGHTS AND DEFENSES THAT DEVELOPER MAY HAVE UNDER CALIFORNIA CIVIL CODE SECTION 3275 OR ANY OTHER STATUTE OR COMMON LAW PRINCIPLE OF SIMILAR EFFECT. DEVELOPER ACKNOWLEDGES THAT THE TERMS AND CONDITIONS OF THIS REPURCHASE OPTION AGREEMENT REFLECT THE POSSIBILITY OF FORFEITURE BY VIRTUE OF THE EXERCISE OF CITY'S POWER OF TERMINATION PROVIDED IN THIS SECTION 7(n) AND FURTHER ACKNOWLEDGE THAT IT HAS RECEIVED INDEPENDENT AND ADEQUATE CONSIDERATION FOR ITS WAIVER AND RELINQUISHMENT OF RIGHTS AND 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 537 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT REMEDIES PURSUANT TO SECTION 7(n)(iv) AND THIS SECTION 7(n)(v). THESE WAIVERS DO NOT EXTEND TO ANY RIGHT OF REDEMPTION THAT DEVELOPER MAY HAVE UNDER APPLICABLE LAW IN THE CASE OF A FORECLOSURE WHICH ARISES FROM UNPAID MONETARY AMOUNTS. Developer's Initials 34. Notices, Demands and Communications Between the Parties. Formal notices, demands, and communications between City and Developer shall be given either by (i) personal service, (ii) delivery by reputable document delivery service such as Federal Express that provides a receipt showing date and time of delivery, or (iii) mailing in the United States mail, certified mail, postage prepaid, return receipt requested, addressed to: To City: City of La Quinta 78-495 Calle Tampico La Quinta, California 92253 Attn: City Manager With a copy to: Rutan & Tucker, LLP 18575 Jamboree Road, 9t" Floor Irvine, CA 92612 Attn: William H. Ihrke, Esq. Email: bihrke rutan.com To Developer: TBE RE Acquisition Co II LLC c/o Turnbridge Equities 4 Bryant Park, Suite 200 New York, New York 10018 Attention: General Counsel and Michael Gazzano Email: jw@turnbridgeeq.com and mg@turnbridgeeq.com With a copy to: DLA Piper 1251 Avenue of the Americas New York, New York 10020 Attention: Todd Eisner Email: todd.eisner(@_us.dlapiper.com Procopio 200 Spectrum Center Drive, Suite 1650, Irvine, CA 92618 Attn: James Vaughn Email: iames.vaughn(a�procopio.com 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 538 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Notices personally delivered or delivered by document delivery service shall be deemed effective upon receipt. Notices mailed in the manner provided above shall be deemed received and effective on the third (3rd) business day following deposit in the United States mail. Such written notices, demands, and communications shall be sent in the same manner to such other addresses as either Party may from time to time designate by mail. 35. Applicable Law and Forum; Attorney's Fees The Superior Court of the State of California in the County of Riverside shall have the exclusive jurisdiction of any litigation between the Parties arising out of this Repurchase Option Agreement. This Repurchase Option Agreement shall be governed by, and construed under, the internal laws of the State of California, without regard to conflict of law principles. In addition to any other rights or remedies and subject to the restrictions otherwise set forth in this Repurchase Option Agreement, including without limitation in this Section 9, either Party may take legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for any default, to compel specific performance of this Repurchase Option Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Repurchase Option Agreement. The rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party. Service of process on City shall be made in the manner required by law for service on a public entity. Service of process on Developer shall be made in any manner permitted by law and shall be effective whether served within or outside of California. If either Party to this Repurchase Option Agreement is required to initiate or defend, or is made a party to, any action or proceeding in any way connected with this Repurchase Option Agreement, the Party prevailing in the final judgment in such action or proceeding, in addition to any other relief which may be granted, shall be entitled to reasonable attorney's fees. Attorney's fees shall include reasonable costs for investigating such action, conducting discovery, retaining expert witnesses, and all other necessary costs the court allows which are incurred in such litigation. 36. Transfers and Assignments (a) City Right to Assign. In the event City has the right to exercise any of Option I, Option II, Option III, Option IV, Option V, or City's Right of First Offer, City shall have the right to assign its rights hereunder upon providing prior written notice to Developer pursuant to Section 8 of this Repurchase Option Agreement, and thereafter entering into an assignment and assumption agreement with such assignee. 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 539 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (b) Escrow Provisions. Developer shall not transfer or assign any of its rights or obligations under this Repurchase Option Agreement without the expressed written consent of City, which may be granted or denied in City's sole absolute discretion except as permitted pursuant to the Reinstated Development Agreement; provided, however, that Developer's rights and obligations under this Repurchase Option Agreement may, upon Developer's request, be subject to and governed by the provisions in the Reinstated Development Agreement and the Development Agreement For The Phase 2 Property governing "Transfers" and "Permitted Transfers" as set forth therein. 37. City Approvals and Actions Whenever a reference is made in this Repurchase Option Agreement to an action or approval to be undertaken by the City, the City Manager or his or her authorized designee is authorized to act on behalf of the City unless this Repurchase Option Agreement specifically provides otherwise, including but not limited to provisions in this Repurchase Option Agreement when the City Council must review and take action, or the law requires otherwise. The City Manager shall have the authority to implement this Repurchase Option Agreement, including the authority to negotiate and sign on behalf of the City implementing agreements and other documents, so long as the substantive provisions of this Repurchase Option Agreement are maintained. Nothing in this Section limits or precludes the City Manager from presenting to the Planning Commission and/or City Council, as applicable, for review and consideration any matters to which the City Manager otherwise may act on behalf of City pursuant to this Section. 38. Nonliability of City Officials and Employees No officer, official, employee, agent, or representative of City shall be personally liable to Developer or any successor in interest, in the event of any default or breach by City, or for any amount which may become due to Developer or its successor, or for breach of any obligation of the terms of this Repurchase Option Agreement, unless due to the gross negligence or willful misconduct by such person. 39. Nondiscrimination Developer covenants by and for itself and any successors in interest that there shall be no discrimination against or segregation of any person, or group of persons on any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Repurchase Option Property, or any portion thereof, nor shall Developer, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, subtenants, sublessees or vendees of the Repurchase Option Property, or any portion thereof. The foregoing covenants shall run with the land. 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 540 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 40. Interpretation The terms of this Repurchase Option Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either Party by reason of the authorship of this Repurchase Option Agreement or any other rule of construction which might otherwise apply. The Section headings are for purposes of convenience only, and shall not be construed to limit or extend the meaning of this Repurchase Option Agreement. 41. Entire Agreement This Repurchase Option Agreement and the Reinstated Development Agreement and the Development Agreement For The Phase 2 Property (and all exhibits and attachments hereto and thereto) integrate all of the terms and conditions mentioned herein, or incidental hereto, and supersede all negotiations or previous agreements between the Parties with respect to all or any part of the subject matter hereof. 42. Waivers and Amendments All waivers of the provisions of this Repurchase Option Agreement must be in writing and signed by the appropriate authorities of the Party to be charged, and all amendments and modifications hereto must be in writing and signed by the appropriate authorities of City and Developer. All amendments and modifications to this Repurchase Option Agreement shall be recorded in the Recorder's Office no later than ten (10) days after complete execution by the Parties of said amendment, and shall be integrated into this Repurchase Option Agreement. No waiver of any provision of this Repurchase Option Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought and referring expressly to this Section. No delay or omission by either Party in exercising any right or power accruing upon non-compliance or failure to perform by the other Party under any of the provisions of this Repurchase Option Agreement shall impair any such right or power or be construed to be a waiver thereof, except as expressly provided herein. No waiver by either Party of any of the covenants or conditions to be performed by the other Party shall be construed or deemed a waiver of any succeeding breach or nonperformance of the same or other covenants and conditions hereof. 43. Severability In the event any section or portion of this Repurchase Option Agreement shall be held, found, or determined to be unenforceable or invalid for any reason whatsoever, the remaining provisions shall remain in effect, and the Parties hereto shall take further actions as may be reasonably necessary and available to them to effectuate the intent of the Parties as to all provisions set forth in this Repurchase Option Agreement. 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 541 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 44. Counterparts This Repurchase Option Agreement may be executed in counterparts, each of which, after all the Parties hereto have signed this Repurchase Option Agreement, shall be deemed to be an original, and such counterparts shall constitute one and the same instrument. 45. Termination. The City and Developer hereby agree that this Repurchase Agreement shall terminate with respect to each Project Component of the Phase 2 Property at such time as the City approves the applicable Project Component, as evidenced by either City's issuance of a certificate of occupancy or by the recording of a Certificate of Completion. [ Signature page follows ] 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 542 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT IN WITNESS WHEREOF, the Parties have executed this Repurchase Option Agreement as of the date first above written. Date: , 2025 "DEVELOPER" TBE RE ACQUISITION CO II LLC, a Delaware limited liability company, an affiliate of Turnbridge Equities By: Its: "CITY" CITY OF LA QUINTA, a California municipal corporation and charter city Date: 2025 By: Jon McMillen, City Manager ATTEST: Monika Radeva, City Clerk APPROVED AS TO FORM RUTAN & TUCKER, LLP William H. Ihrke, City Attorney 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 543 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 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 before me, (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) 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 544 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 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 before me, (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) 698/015610-0207 22798455.4a09/18/25 EXHIBIT C 545 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT "A" LEGAL DESCRIPTION OF THE REPURCHASE OPTION PROPERTY [To be inserted] [NOTE: FOR THIS REPURCHASE OPTION AGREEMENT, LEGAL WILL BE the "OPTION PROPERTY" as defined in the OPTION AGREEMENT, which is a portion of the PHASE 2 PROPERTY] 698/015610-0207 22798455.4 a09/18/25 EXHIBIT C 546 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT D FORM OF AGREEMENT FOR PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS [see attached] 698/015610-0207 22798455.4 a09/18/25 EXHIBIT D 547 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT AGREEMENT FOR PURCHASE AND SALE AND ESCROW INSTRUCTIONS BY AND BETWEEN THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY ("SELLER") AND TBE RE ACQUISITION CO II LLC AN AFFILIATE OF TURNBRIDGE EQUITIES ("BUYER") 698/015610-0207 22798455.4 a09/18/25 EXHIBIT D 548 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT AGREEMENT FOR PURCHASE AND SALE AND ESCROW INSTRUCTIONS THIS AGREEMENT FOR PURCHASE AND SALE AND ESCROW INSTRUCTIONS ("Agreement" or "PSA" or "Purchase/Sale Agreement") is made and entered into as of ("Effective Date") by and between the CITY OF LA QUINTA, a California municipal corporation and charter city ("Seller"), and TBE RE Acquisition Co II LLC, a Delaware limited liability company, an affiliate of Turnbridge Equities ("Buyer"). [NOTE: AFFILIATE OF TURNBRIDGE EQUITIES THAT IS A PERMITTED TRANSFEREE UNDER THE REINSTATED DEVELOPMENT AGREEMENT MAY BE "BUYER"] RECITALS: A. Seller is the owner of that certain real property located in the City of La Quinta, County of Riverside, State of California, comprising approximately acres with Assessor's Parcel Number(s) ("APN") , more particularly described in the legal description attached hereto as Attachment No. 1 and incorporated herein by this reference and all rights and privileges appurtenant thereto (the "Property" or "Option Property"). [NOTE: APNs AND LEGAL DESCRIPTION MUST ONLY INCLUDE "OPTION PROPERTY" AS DEFINED IN OPTION AGREEMENT, AFTER SUBDIVISION OF PARCELS] B. On or about , Seller ("City") and Buyer (as "Optionee") entered into that certain Option To Purchase Real Property (the "Option Agreement") pursuant to which Optionee, upon satisfaction of terms and conditions therein, had an "Option" (as defined in the Option Agreement) to purchase from City the Property. On or about even date as the Option Agreement, Seller and Buyer entered into a "Memorandum of Option Agreement" recorded on as Document No. in the Official Records of the Office of the County Recorder of Riverside, California (the "Recorder's Office"), which was required to be recorded under, and provided notice of, the Option Agreement. C. The Property is in close proximity to certain real property owned by Buyer (referred to in the Option Agreement as the "Developer -Owned Property") that is subject to that certain Reinstated and Amended Development Agreement by and between the City and Optionee (as Developer), adopted by City Council Ordinance No. on 2025, and recorded on , 2025, as Document No. Recorder's Office. terms and conditions, (the "Reinstated Development Agreement") in the The Reinstated Development Agreement provides, among other for the development of the Developer -Owned Property as provided therein (referred to in the Option Agreement as the "Developer's Project"). As more specifically set forth in the Reinstated Development Agreement and Option Agreement, the Developer's Project includes the possible acquisition and development of the Property in addition to the Developer -Owned Property. 698/015610-0207 22798455.4 a09/18/25 -1 - 549 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT D. The Option Agreement included as Exhibit D a form of purchase and sale agreement to be used for such purpose if Buyer validly exercised the Option and met other terms and conditions therein. Buyer has validly exercised the Option, and Buyer and Seller now enter into this Purchase/Sale Agreement to facilitate the purchase and sale transaction for the Property pursuant to the Option Agreement and this Purchase/Sale Agreement. E. Buyer desires to purchase the Property from Seller, and Seller desires to sell the Property to Buyer, on the terms and conditions set forth herein. AGREEMENT: NOW, THEREFORE, in consideration of the foregoing recitals and mutual covenants herein contained, the parties hereto agree as follows: 1. PROPERTY. Subject to all of the terms, conditions, and provisions of this Agreement, and for the consideration herein set forth, Seller hereby agrees to sell to Buyer and Buyer hereby agrees to purchase from Seller the Property. 2. PURCHASE PRICE. 2.1 Amount. The purchase price which Seller agrees to accept, and Buyer agrees to pay for the Property is the sum of ("Purchase Price") [ TO BE INSERTED — "PROPERTY BASE PURCHASE PRICE" IS $17,000,000.00, AND MAY INCREASE BASED ON WHEN OPTION IS EXERCISED PER OPTION AGREEMENT ]. 2.2 Earnest Monet/ Deposit. Concurrent with its opening of the Escrow, Buyer shall deposit into Escrow the earnest money deposit in the amount of ($ ) ("Earnest Money Deposit"). The Earnest Money Deposit shall be comprised of the following amounts previously paid to Seller (City) by Buyer (as Optionee) pursuant to the Option Agreement: $2,000,000.00 as the "Option Consideration" and $ [IF APPLICABLE, AMOUNT WOULD BE BETWEEN $1,000,000 to $5,000,000] as the "Total Additional Option Consideration Payments." [ TO BE INSERTED AND BASED ON WHEN OPTION IS EXERCISED PER OPTION AGREEMENT. CITY WILL TRANSFER ALL DEPOSITS RECEIVED UNDER THE OPTION AND ACCRUED INTEREST INTO ESCROW ]. The Escrow Holder shall deposit the Earnest Money Deposit into an interest -bearing account. All interest earned on such funds shall be added to the original principal amount of the Earnest Money Deposit and be considered part of the same. The Earnest Money Deposit shall be nonrefundable to Buyer upon the Effective Date, except as otherwise expressly provided herein and in the Option Agreement. Upon the Close of Escrow, the Earnest Money Deposit shall be credited toward the Purchase Price and paid to the Seller as part of the Purchase Price. Except as provided in Sections 12, 15, or elsewhere herein, should Escrow fail to close, then, in accordance with the Option Agreement, both the Option Consideration and (if applicable) Total Additional Option Consideration Payments (and accrued interest attached thereto) shall be forfeited by 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -2- 550 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Buyer and shall be returned to the Seller, and any remaining balance that was deposited by Buyer for the Earnest Money Deposit (and accrued interest attached thereto) shall be returned to the Buyer, upon the cancelation of Escrow in accordance with this Agreement. 2.3 Deposit of Purchase Price. The Buyer shall deposit the Purchase Price, less the Earnest Money Deposit, with the Escrow Holder, plus Buyer's closing costs and subject to adjustment for prorations and other charges, in good funds prior to the "Close of Escrow" (as defined in Section 6.1 below). 3. ESCROW. 3.1 Opening of Escrow. Closing of the sale of the Property shall take place through an escrow ("Escrow") to be established within three (3) business days after the execution of this Agreement by the parties hereto, with [TO BE A NATIONAL TITLE AND ESCROW COMPANY SELECTED BY MUTUAL AGREEMENT OF BUYER AND SELLER] ("Escrow Holder"), on which date Seller shall pay by wire transfer of federal funds the Earnest Money into Escrow, at its office located at . The opening of the Escrow (the "Opening of Escrow") shall be deemed to be the date that a fully executed copy of this Agreement is delivered to the Escrow Holder. Escrow Holder is instructed to notify Buyer and Seller in writing of the date of the Opening of Escrow. 3.2 Escrow Instructions. This Agreement and the Option Agreement, once deposited in Escrow, shall constitute the joint escrow instructions of Buyer and Seller to Escrow Holder. Additionally, if Escrow Holder so requires, Buyer and Seller agree to execute any reasonable form of escrow instructions that Escrow Holder customarily requires in real property escrows administered by it. In the event of any conflict or inconsistency between Escrow Holder's standard instructions and the provisions of this Agreement or the Option Agreement, the provisions of this Agreement and the Option Agreement shall supersede and be controlling. 4. TITLE MATTERS. Buyer has obtained a preliminary title report (Order No.: prepared by [TO BE ORDERED FROM A NATIONAL TITLE COMPANY SELECTED BY MUTUAL AGREEMENT OF BUYER AND SELLER] ("Title Company") describing the state of title of the Property together with copies of all underlying documents (the "Preliminary Title Report"). Buyer may, at its sole cost and expense, obtain a current survey of the Property (a "Survey") no later than ten (10) days from the Opening of Escrow. Notwithstanding anything herein to the contrary, Seller shall be obligated to remove all monetary liens and encumbrances against the Property (including monetary liens and encumbrances placed upon the Property after the execution and delivery of the Option Agreement) (excluding non -delinquent real property taxes (except as otherwise provided in Section 9 below) without Buyer objection thereto pursuant to the following process. Buyer shall notify Seller in writing of any objections Buyer may have to title exceptions contained in the Preliminary Title Report or matters shown on the Survey (if Buyer has obtained) no later than the date which is twenty-one (21) days after the later of (i) Opening of Escrow, or (ii) 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -3- 551 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Buyer's receipt of the Survey ("Buyer's Objection Notice"). Buyer's approval or disapproval of the matters set forth in the Preliminary Title Report (and the Survey, if applicable) may be granted or withheld in Buyer's sole and absolute discretion. Buyer's failure to provide Seller with a Buyer's Objection Notice within said period shall constitute Buyer's approval of all exceptions to title shown on the Preliminary Title Report and all matters shown on the Survey (if Buyer has obtained). Seller shall have a period of five (5) days after receipt of Buyer's Objection Notice in which to deliver written notice to Buyer ("Seller's Notice") of Seller's election to either (i) agree to remove the objectionable items on the Preliminary Title Report or Survey prior to the Close of Escrow, or (ii) decline to remove any such title exceptions or Survey matters. Seller's failure to provide Buyer with Seller's Notice within said period shall constitute Seller's election not to remove the objectionable items on the Preliminary Title Report. If Seller notifies Buyer of its election not to remove the objectionable items on the Preliminary Title Report or Survey or is deemed to have elected not to remove the objectionable items on the Preliminary Title Report or Survey, Buyer shall have the right, by written notice delivered to Seller within five (5) days after Buyer's receipt of Seller's Notice or the date Seller is deemed to have elected not to remove the objectionable items on the Preliminary Title Report or Survey, to elect to terminate the Agreement and Escrow and the rights and obligations of the Parties hereunder in which event the Earnest Money shall be returned to Buyer, and if Buyer does not give Buyer's termination notice in such five (5) day period, Buyer shall take title at the Close of Escrow subject to such objectionable items without any adjustment to or credit against the Purchase Price. All exceptions to title shown on the Preliminary Title Report, other than those which Seller may agree to remove pursuant to this Section 4, shall be deemed to have been approved by Buyer unless Seller is notified otherwise in writing. Upon the issuance of any amendment or supplement to the Preliminary Title Report which adds additional exceptions, including any survey exceptions, the foregoing right of review and approval shall also apply to said amendment or supplement. The process set forth above for Buyer's review and Seller's response shall apply to any review and response with respect to any amendment or supplement to the Preliminary Title Report, and the Closing shall be extended for such period as is necessary to allow for that review and response process to be completed. Seller shall not alter the Property in any manner that would give rise to any changes being made to the Survey after an inspection thereof by the surveyor. 5. RIGHT OF ENTRY. Beginning on the Effective Date up to and including the Closing Date, Seller grants Buyer, its agents, contractors, employees, and representatives, the right to enter into and upon the Property at reasonable times for the purposes related to Buyer's inspection and proposed acquisition of the Property. Optionee shall not undertake any invasive testing, including, without limitation, taking samples of any kind or type from the Option Property, until such time as Optionee has submitted to City Optionee's scope of work, as well as the specific locations proposed to be accessed, and obtained Seller's consent, which shall not be unreasonably withheld or delayed. Any costs, expenses, or charges incurred or related to Buyer's activities under this right of entry shall be at the sole cost and expense of Buyer and at no cost and expense to Seller. Buyer shall, at its own cost and expense entirely, repair any damage to 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -4- 552 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT the Property resulting from any such entry and shall restore the Property to its condition prior to such entry. Buyer agrees to indemnify, defend (with counsel selected by Seller) and hold Seller and the Property harmless from any and all claims, liabilities, liens, actions, judgments, costs, expense, or charges (including without limitation attorneys' fees and costs) for personal injury or property damage arising from or connected or related in any way to the right of entry granted under this Agreement. 6. CLOSE OF ESCROW. 6.1 Close of Escrow; Closing Date. Provided that all of the conditions precedent of this Agreement and the Option Agreement to the "Close of Escrow" (as hereinafter defined) as set forth in Section 10 below have been satisfied (or waived by the appropriate party), and this Agreement has not otherwise been terminated, prior to or on the Closing Date, the Closing of this transaction for the sale and purchase of the Property shall take place on the earlier of either: (A) ninety (90) days following the date on which the City has issued any and all Permits (as defined in the Option Agreement), or (B) twenty-four (24) months from the date Buyer delivered to City the Option Notice under the Option Agreement ("Outside Closing Date"). Notwithstanding the foregoing, if Buyer and Seller agree to advance the Closing, and so long as all of "Buyer's Conditions to Closing" and all of "Seller's Conditions to Closing" (as those terms are defined in Section 10) have been satisfied (or waived by the appropriate party), Seller and Buyer may elect to authorize the Closing in writing before the Outside Closing Date. The terms "Close of Escrow", "Closing Date" and the "Closing" are used herein to mean the time Seller's grant deed conveying fee title to the Property to Buyer is recorded in the Official Records of the Office of the County Recorder of Riverside, California ("Recorder's Office"). 6.2 Recordation; Release of Funds and Documents. 6.2.1 Escrow Holder is directed, on the Closing Date, to record in the Recorder's Office, the following documents in the order listed: (i) the grant deed (in the form attached hereto as Attachment No 2) transferring title to the Property to Buyer ("Grant Deed"); and (ii) the following documents: (a) As required pursuant to the Reinstated Development Agreement and Option Agreement, a fully executed and notarized, in recordable form, Development Agreement or amendment to the Reinstated Development Agreement, between Buyer and Seller, governing the pre -development, development, and use of the Property upon Buyer acquiring fee title; (b) A termination and release, in a form mutually agreeable to Buyer and Seller, of the Memorandum of Option Agreement ("Termination of Option Agreement and Memorandum of Option Agreement"), which shall be effective upon Close of Escrow and the recording thereof in the Recorder's Office; and (c) Such other and further documents as may be directed jointly by Buyer and Seller. 6.2.2 Upon the Closing, Escrow Holder shall deliver (i) the Purchase Price 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -5- 553 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT to Seller, less any amount to Closing costs, including property taxes and/or assessments allocable to Seller pursuant to Section 9 below, and (ii) conformed copies of all recorded and other closing documents to both Buyer and Seller. 7. DELIVERY OF DOCUMENTS REQUIRED FROM BUYER AND SELLER. 7.1 Buyer's Obligations. Buyer agrees that on or before the Closing Date, Buyer shall deposit or cause to be deposited with Escrow Holder the following: (a) The Purchase Price (as prorated pursuant to this Agreement), less the Earnest Money Deposit; (b) As required pursuant to the Reinstated Development Agreement and Option Agreement, a fully executed and notarized, in recordable form, Development Agreement or amendment to the Reinstated Development Agreement, between Buyer and Seller, governing the pre -development, development, and use of the Property upon Buyer acquiring fee title; and (c) Any and all additional funds, instruments or other documents required from Buyer (executed and acknowledged where appropriate) as may be reasonably necessary in order for the Escrow Holder, Seller and Buyer to comply with the terms of this Agreement and consummate the transaction so long as the same do not increase Buyer's obligations or decrease its rights from that which is provided herein or in the Option Agreement. 7.2 Seller's Obligations. Seller agrees that on or before 5:00 p.m. of the last business day immediately preceding the Closing Date, Seller shall deposit or cause to be deposited with Escrow Holder each of the following: (a) The executed and acknowledged Grant Deed, subject only to the Permitted Exceptions (defined hereafter); (b) A bill of sale in customary and reasonable form transferring to title (free of liens and claims) all personal property located on the Property; (c) A customary title affidavit sufficient to provide for extended coverage for Buyer as well as the removal of the mechanic's liens and parties in possession exceptions; (d) A fully executed and notarized, in recordable form, Development Agreement or amendment to the Reinstated Development Agreement, between Buyer and Seller, governing the pre -development, development, and use of the Property upon Buyer acquiring fee title; (e) A fully executed and notarized, in recordable form, Termination of Option Agreement and Memorandum of Option Agreement; and 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -6- 554 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (f) Any and all additional funds, instruments or other documents required from Seller (executed and acknowledged where appropriate) as may be reasonably necessary in order for the Escrow Holder, Seller and Buyer to comply with the terms of this Agreement and consummate the transaction so long as the same do not increase Seller's obligations or decrease its rights from that which is provided herein or in the Option Agreement. 8. TITLE INSURANCE POLICY. 8.1 Title Policy. On the Closing Date, the Title Company, as insurer, shall issue a [CLTA or ALTA — AT BUYER'S CHOICE] owner's standard coverage policy of title insurance ("Title Policy"), in favor of Buyer, as insured, for the Property, with liability in the amount of the Purchase Price, subject only to the following (the "Permitted Exceptions"): (a) non -delinquent real property taxes, subject to Seller's obligations to pay certain taxes pursuant to Section 9 below; (b) covenants, conditions, restrictions and reservations of record that do not interfere with the Buyer's proposed use of the Property, as determined in the sole and absolute discretion of Buyer; (c) title exceptions approved or deemed approved by Buyer pursuant to Section 4 above; (d) any other exceptions approved by Buyer; and (e) the standard printed conditions and exceptions contained in the [CLTA or ALTA] standard owner's policy of title insurance regularly issued by the Title Company. 8.2 Payment for Title Policy. Buyer shall be responsible for all charges for the Title Policy, and Surveys if elected by Buyer. 9. REAL PROPERTY TAXES AND ASSESSMENTS. All taxes (general and special) including real property taxes shall be current and not in default and Seller shall pay any delinquent real property taxes. Real property taxes shall be prorated to the Closing (with the Closing Date being treated as if Buyer was the owner). The provisions of this Section shall survive Close of Escrow. At the Closing, Seller shall be responsible for paying for all real or personal property taxes or assessments assessed against the Property for any period prior to the Closing. Buyer shall be responsible for paying for all real or personal property taxes or assessments assessed against the Property for time periods on or after the Closing. 10. CONDITIONS PRECEDENT TO CLOSING. 10.1 Conditions Precedent to Buyer's Obligations. The obligations of Buyer under this Agreement to purchase the Property and close the Escrow shall be subject to the satisfaction or signed written waiver by Buyer of each and all of the following 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -7- 555 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT conditions precedent (collectively, "Buyer's Conditions to Closing"): (a) On the Closing Date, the Title Company shall be irrevocably committed to issue the Title Policy pursuant to Section 8.1 above insuring fee title to the Property as being vested in Buyer, subject only to the Permitted Exceptions; (b) Escrow Holder holds all instruments and funds required for the Closing and will deliver to Buyer the instruments and funds, if any, accruing to Buyer pursuant to this Agreement; (c) Except as otherwise permitted by this Agreement, all representations and warranties by the Seller in this Agreement shall be true on and as of the Closing Date as though made at that time and all covenants of Seller pursuant to this Agreement shall have been fulfilled by the Closing Date; (d) Seller is not in material default of any term or condition of this Agreement or the Option Agreement; (e) A fully executed and notarized, in recordable form, Development Agreement or amendment to the Reinstated Development Agreement, between Buyer and Seller, governing the pre -development, development, and use of the Property upon Buyer acquiring fee title; [NOTE: CONDITIONS TO CLOSING FROM OPTION AGREEMENT TO BE INTEGRATED IN THIS SECTION OF PSA ] In the event that any of Buyer's Conditions to Closing are not satisfied or waived in a writing signed by Buyer prior to the expiration of the applicable period for satisfaction or waiver, Buyer may terminate this Agreement in which event (except as provided in Sections 12, 15, or elsewhere herein), in accordance with the Option Agreement, both the Option Consideration and (if applicable) Total Additional Option Consideration Payments (and accrued interest attached thereto) shall be returned to the Seller, and any remaining balance that was deposited by Buyer for the Earnest Money Deposit (and accrued interest attached thereto) shall be returned to the Buyer. 10.2 Conditions Precedent to Seller's Obligations. The obligations of Seller under this Agreement shall be subject to the satisfaction or signed written waiver by Seller of each and all of the following conditions precedent ("Seller's Conditions to Closing"): (a) Escrow Holder holds the Purchase Price and all other instruments and funds required to be delivered by Buyer for the Closing and has been directed in writing by Buyer to deliver to Seller the instruments and funds, including but not limited to the Purchase Price (less any offsets and prorations against Seller specifically provided for hereunder) less the amount of the Earnest Money; (b) Except as otherwise permitted by this Agreement, all representations and warranties by the Buyer in this Agreement shall be true on and as of 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -8- 556 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT the Closing Date as though made at that time and all covenants of Buyer pursuant to this Agreement shall have been fulfilled by the Closing Date; (c) As required by the Reinstated Development Agreement and Option Agreement, Buyer (as Developer) has completed or has caused the completion of the construction of the "Public Golf Clubhouse Project Component" as defined in and in accordance with the Reinstated Development Agreement; (d) As required pursuant to the Reinstated Development Agreement, a fully executed and notarized, in recordable form, Development Agreement or amendment to the Reinstated Development Agreement, between Buyer and Seller, governing the pre -development, development, and use of the Property upon Buyer acquiring fee title; (e) Buyer is not in material default of any term or condition of this Agreement or the Option Agreement; [NOTE: CONDITIONS TO CLOSING FROM OPTION AGREEMENT TO BE INTEGRATED IN THIS SECTION OF PSA] In the event that any of Seller's Conditions to Closing are not satisfied or waived in a writing signed by Seller prior to the expiration of the applicable period for satisfaction or waiver, Seller may terminate this Agreement, in which event (except as provided in Sections 12, 15, or elsewhere herein), in accordance with the Option Agreement, both the Option Consideration and (if applicable) Total Additional Option Consideration Payments (and accrued interest attached thereto) shall be returned to the Seller, and any remaining balance that was deposited by Buyer for the Earnest Money Deposit (and accrued interest attached thereto) shall be returned to the Buyer. 11. NOTICE OF DEFAULT. Upon a default by either Seller or Buyer under this Agreement, the non -defaulting party shall notify the defaulting party and Escrow Holder in writing of such default. If the non -defaulting party gives such notice, the notice shall set forth with specificity the alleged default and the defaulting party shall have ten (10) days to cure the default. If the defaulting party does not cure the default within ten (10) days of the receipt of such notice, the non -defaulting party may elect to terminate this Agreement and pursue the remedies provided in Section 12 below. 12. WAIVER OF DAMAGES, SPECIFIC PERFORMANCE, LIQUIDATED DAMAGES. Except as provided in the paragraphs immediately below, in the event a party defaults under this Agreement, the non -defaulting party's sole and exclusive remedy will be for specific performance of this Agreement. EACH PARTY HEREBY WAIVES ANY RIGHT TO PURSUE DAMAGES RESULTING FROM A DEFAULT OR BREACH OF THIS AGREEMENT, AND IN NO EVENT SHALL THE DEFAULTING PARTY BE LIABLE FOR DAMAGES FOR A DEFAULT OR BREACH OF DEFAULTING PARTY'S OBLIGATION UNDER THIS AGREEMENT, ALL OF WHICH RIGHTS ARE HEREBY WAIVED AND RELINQUISHED BY THE NON -DEFAULTING PARTY. The parties agree that the foregoing limitation on their respective remedies and measure of damages is reasonable under all of the circumstances of this Agreement, and is a material consideration for the 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -9- 557 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT parties entering into this Agreement. Seller's Initials Buyer's Initials NOTWITHSTANDING THE PREVIOUS PARAGRAPH, IF BUYER SHOULD DEFAULT UNDER THIS AGREEMENT, SELLER AND BUYER AGREE THAT SELLER WILL INCUR DAMAGES BY REASON OF SUCH DEFAULT WHICH DAMAGES SHALL BE IMPRACTICAL AND EXTREMELY DIFFICULT, IF NOT IMPOSSIBLE, TO ASCERTAIN. THEREFORE, SELLER AND BUYER, IN A REASONABLE EFFORT TO ASCERTAIN WHAT SELLER'S DAMAGES WOULD BE IN THE EVENT OF SUCH DEFAULT BY BUYER HAVE AGREED BY PLACING THEIR INITIALS BELOW THAT THE EARNEST MONEY DEPOSIT SHALL CONSTITUTE A REASONABLE ESTIMATE OF SELLER'S DAMAGES UNDER THE PROVISIONS OF SECTIONS 1671 AND 1677 OF THE CALIFORNIA CIVIL CODE FOR A BREACH PRIOR TO THE CLOSING. THIS PROVISION DOES NOT APPLY TO OR LIMIT IN ANY WAY EITHER PARTY'S INDEMNITY OBLIGATIONS. Seller's Initials Buyer's Initials NOTWITHSTANDING THE FIRST PARAGRAPH IN THIS SECTION 12, IF SELLER SHOULD DEFAULT UNDER THIS AGREEMENT, SELLER AND BUYER AGREE THAT THE EARNEST MONEY DEPOSIT (INCLUDING ALL TOTAL ADDITIONAL OPTION CONSIDERATION PAYMENTS) SHALL BE PROMPTLY RETURNED TO BUYER. Seller's Initials Buyer's Initials 13. POSSESSION. Possession of the Property, free from all tenancies, parties in possession and occupants and contractual obligations (other than to the Seller as provided herein, the Option Agreement, or Reinstated Development Agreement), shall be delivered by Seller to Buyer on the Closing Date, subject only to the Permitted Exceptions. 14. ALLOCATION OF COSTS. 14.1 Buyer's Costs. Buyer shall pay any escrow fees or similar charges of Escrow Holder, all charges for the Title Policy, the Preliminary Title Report, and Surveys if elected by Buyer, and the cost of recording the Grant Deed and any other recording charges. 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -1 0- 558 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 14.2 Miscellaneous Costs. Except to the extent otherwise specifically provided herein, all other expenses incurred by Seller and Buyer with respect to the negotiation, documentation and closing of this transaction, including, without limitation, attorneys' fees, shall be borne and paid by the party incurring the same. 15. CONDEMNATION. In the event that, prior to the Close of Escrow, any governmental entity (other than the City of La Quinta) shall commence any proceedings of or leading to eminent domain or similar type proceedings to take all or any portion of the Property, Buyer and Seller shall promptly meet and confer in good faith to evaluate the effect of such action on the purposes of this Agreement; provided, however, that Buyer and Seller shall each have the right to pursue the portion of the award allocable to their respective interests and either Buyer or Seller shall have the option to terminate this Agreement by delivery of a termination notice to the other Party prior to the Closing, in which event the Earnest Money Deposit (including the Option Consideration and (if applicable) Total Additional Option Consideration Payments (and accrued interest attached thereto)) shall be returned to the Buyer, upon cancellation of the Escrow. 16. DAMAGE. If the Property is damaged or destroyed by any casualty (a "Casualty") after the Effective Date, but prior to the Closing, and the costs to repair or restore the same shall exceed Fifteen Thousand Dollars ($15,000.00) (as reasonably determined by Seller and Buyer), then Buyer shall have the option to terminate this Agreement by delivery of a termination notice to Seller prior to the Closing. In the alternative, if a Casualty shall occur prior to the Closing, and if Buyer does not so exercise its right to terminate, then Buyer shall proceed with the Closing and upon consummation of the transaction herein provided, Seller shall assign to Buyer all claims of Seller under or pursuant to any applicable casualty insurance coverage and all proceeds from any such casualty insurance received by Seller on account of any such Casualty, the damage from which shall not have been repaired by Seller prior to the Closing. Seller agrees to execute any documents reasonably necessary to effectuate the provisions of this Section 16. 17. HAZARDOUS MATERIALS. To the best of Seller's actual knowledge (without any obligation of Seller to further investigate), the Property has not at any time been used for the purposes of storing, manufacturing, releasing or dumping Hazardous Materials. For purposes of this Agreement, the term "Hazardous Materials" shall mean (1) hazardous wastes, hazardous materials, hazardous substances, hazardous constituents, toxic substances or related materials, whether solids, liquids or gases, including, but not limited to, substances deemed as "hazardous wastes," "hazardous materials," "hazardous substances," "toxic substances," "pollutants," "contaminants," "radioactive materials," or other similar designations in, or otherwise subject to regulation under, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended ("CERCLA"), 42 U.S.C. § 9601 et seq.; the Toxic Substance Control Act ("TSCA"), 15 U.S.C. § 2601 et seq.; the Hazardous Materials Transportation Act, 49 U.S.C. § 1802; the Resource Conservation and Recovery Act ("RCRA"), 42 U.S.C. § 9601, et seq.; the Clean Water Act ("CWA"), 33 U.S.C. § 1151 et seq.; the Safe Drinking Water Act, 42 U.S.C. § 300f et seq.; the Clean Air Act ("CAA"), 42 U.S.C. § 7401 et seq.; the Hazardous Waste Control Law, California Health and Safety Code § 25100 et seq., the Carpenter -Presley -Tanner Hazardous Substance Account Act, California Health and 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -1 1 - 559 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Safety Code, Division 45, the Hazardous Materials Release Response Plans and Inventory Act, California Health and Safety Code, Division 20, Chapter 6.95, The Underground Storage of Hazardous Substances Act, California Health and Safety Code, Division 20, Chapter 6.7, the Porter -Cologne Water Quality Control Act, California Water Code § 13000 et seq. and in any permits, licenses, approvals, plans, rules, regulations or ordinances adopted, or other criteria and guidelines promulgated pursuant to the preceding laws or other similar federal, state or local laws, regulations, rules or ordinances now or hereafter in effect relating to environmental matters (collectively the "Environmental Laws"); and (ii) any other substances, constituents or wastes subject to any applicable federal, state or local law, regulation, ordinance or common law doctrine, including any Environmental Law, now or hereafter in effect, including, but not limited to, (A) petroleum, (B) refined petroleum products, (C) waste oil, (D) waste aviation or motor vehicle fuel, (E) asbestos, (F) lead in water, paint or elsewhere, (G) radon, (H) polychlorinated biphenyls (PCB's) and (1) ureaformaldehyde. 18. COVENANTS OF SELLER. Seller agrees that during the period between the Effective Date of this Agreement and the Closing Date: (a) Seller shall maintain the Property in not less than the state of repair as that existing on the Effective Date (excepting ordinary wear and tear); (b) Seller shall not convey, grant, lease, assign, mortgage, hypothecate, encumber, bind, or otherwise transfer (on or off record) the Property or any interest therein; (c) Prior to the Closing, Seller shall maintain Seller's existing insurance on the Property; (d) Prior to the Closing, Seller shall not alter the physical condition of the Property or introduce or release, or permit the introduction or release, of any Hazardous Materials in, from, under, or on the Property; and (e) This Agreement and all agreements, instruments, and documents herein provided to be executed or to be caused to be executed by Seller are and on the Closing will constitute legal, valid and binding obligations of Seller enforceable against Seller in accordance with their terms. This Agreement does not violate any provision of any material agreement or document to which Seller is a party or to which Seller is bound. 19. COVENANTS OF BUYER. Buyer agrees that during the period between the Effective Date of this Agreement and the Closing Date: (a) This Agreement and all agreements, instruments, and documents herein provided to be executed or to be caused to be executed by Buyer are and on the Closing will constitute legal, valid and binding obligations of Buyer enforceable against Buyer in accordance with their terms. This Agreement does not violate any provision of any material agreement or document to which Buyer is a party or to which Buyer is bound; 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -1 2- 560 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (b) As of the date of the Closing, Buyer will have the financial ability to perform its obligations under this Agreement; (c) As of the date of the Closing, Buyer is not and will not be in "Default" or "MAE Default," as those terms are defined and used in the Option Agreement, Reinstated Development Agreement, and other the Required City Land Use Agreements (as defined in the Option Agreement); (d) Except as expressly provided in this Agreement or the Option Agreement or the Required City Land Use Agreements (as defined in the Option Agreement), Buyer is purchasing the Property based solely upon Buyer's inspection and investigation of the Property and all documents related thereto or, its opportunity to do so, and Buyer is purchasing the Property in an "AS IS, WHERE IS" condition without relying upon any representations or warranties, express, implied or statutory of any kind. 20. MISCELLANEOUS. 20.1 Assignment. This Agreement shall be binding upon and shall inure to the benefit of Buyer and Seller and their respective successors and assigns. Neither party to this Agreement may transfer or assign this Agreement or any interest or right hereunder or under the Escrow without the prior written consent and approval of the other party, which consent and approval shall not be unreasonably withheld, and provided, further, that this Agreement may be assigned by Buyer to a "Permitted Affiliate Assignee" of Buyer (as that term is defined in and pursuant to the Reinstated Development Agreement) and said assignment is memorialized by an unrecorded assignment and assumption agreement that includes the written consent of Seller and the Escrow Holder. No provision of this Agreement is intended nor shall in any way be construed to benefit any party not a signatory hereto or to create a third party beneficiary relationship. 20.2 Notices. All notices under this Agreement shall be effective upon personal delivery, upon delivery by reputable overnight courier service that provides a receipt with the date and time of delivery, or three (3) business days after deposit in the United States mail, registered, certified, postage fully prepaid and addressed to the respective parties as set forth below or as to such other address as the parties may from time to time designate in writing: To Buyer: c/o Turnbridge Equities 4 Bryant Park, Suite 200 New York, NY 10018 Attn- Michael Gazzano and General Counsel Email: mg@turnbridgeeq.com With a copy to:DLA Piper LLP 1251 Avenue of the _ New York, NY 10020 Attn: Todd Eisner 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -1 3- 561 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Email: Email: todd.eisner@us.dlapiper.com With a copy to: Procopio 200 Spectrum Center Drive, Suite 1650, Irvine, CA 92618 Attn: James Vaughn Email: james.vaughn@procopio.com To Seller: City of La Quinta 78495 Calle Tampico La Quinta, CA 92253 Attn: City Manager Attn: City Clerk with copy to: Rutan & Tucker, LLP 18575 Jamboree Rd, 9th Floor Irvine, California 92612 Attn: William H. Ihrke Email: bihrke@rutan.com 20.3 Fair Meaning. This Agreement shall be construed according to its fair meaning and as if prepared by both parties hereto. 20.4 Headings. The headings at the beginning of each numbered Section of this Agreement are solely for the convenience of the parties hereto and are not a part of this Agreement. 20.5 Choice of Laws; Litigation Matters. This Agreement shall be governed by the internal laws of the State of California and any question arising hereunder shall be construed or determined according to such law. The Superior Court of the State of California in and for the County of Riverside, or such other appropriate court in such county, shall have exclusive jurisdiction of any litigation between the parties concerning this Agreement. Service of process on Seller shall be made in accordance with California law. Service of process on Buyer shall be made in any manner permitted by California law and shall be effective whether served inside or outside California. 20.6 Nonliability of Buyer and Seller Officials. No officer, official, member, employee, agent, or representative of Buyer or Seller shall be liable for any amounts due hereunder, and no judgment or execution thereon entered in any action hereon shall be personally enforced against any such officer, official, member, employee, agent, or representative. 20.7 Gender; Number. As used in this Agreement, masculine, feminine, and neuter gender and the singular or plural number shall be deemed to include the others wherever and whenever the context so dictates. 20.8 Survival. This Agreement and all covenants to be performed after the 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -1 4- 562 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Closing, and, except as otherwise set forth herein, all representations and warranties contained herein, shall survive the Closing Date and shall remain a binding contract between the parties hereto. 20.9 Time of Essence. Time is of the essence of this Agreement and of each and every term and provision hereof, it being understood that the parties hereto have specifically negotiated the dates for the completion of each obligation herein. 20.10 Time Period Computations. All periods of time referred to in this Agreement shall include all Saturdays, Sundays and California state or national holidays unless the reference is to "business days," in which event such weekends and holidays shall be excluded in the computation of time and provide that if the last date to perform any act or give any notice with respect to this Agreement shall fall on a Saturday, Sunday or California state or national holiday, such act or notice shall be deemed to have been timely performed or given on the next succeeding day which is not a Saturday, Sunday or California state or national holiday. 20.11 Waiver or Modification. A waiver of a provision hereof, or modification of any provision herein contained, shall be effective only if said waiver or modification is in writing, and signed by both Buyer and Seller. No waiver of any breach or default by any party hereto shall be considered to be a waiver of any breach or default unless expressly provided herein or in the waiver. 20.12 Broker's Fees. Seller and Buyer represent and warrant to the other that neither Buyer nor Seller has employed any broker and/or finder to represent its interest in this transaction. Each party agrees to indemnify and hold the other free and harmless from and against any and all liability, loss, cost, or expense (including court costs and reasonable attorney's fees) in any manner connected with a claim asserted by any individual or entity for any commission or finder's fee in connection with the conveyance of the Property arising out of agreements by the indemnifying party to pay any commission or finder's fee. 20.13 Duplicate Originals. This Agreement may be executed in any number of duplicate originals or counterparts (including electronic pdf counterparts), all of which shall be of equal legal force and effect. 20.14 Severability. If any term, covenant or condition of this Agreement or the application thereof to any person, entity, or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term, covenant, or condition to persons, entities, or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term, covenant or condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 20.15 Exhibits. The following exhibits are attached hereto and incorporated herein by this reference: Exhibit A Legal Description of Property 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -1 5- 563 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Exhibit B Form of Grant Deed 20.16 Authority. The parties executing this Agreement on behalf of each of the parties hereto represent and warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other agreement to which such party is bound. 20.17 City Approvals and Actions. City shall maintain authority of this Agreement and the authority to implement this Agreement through the City Manager. The City Manager shall have the authority to make approvals, issue interpretations, waive provisions, negotiate and enter into amendments to this Agreement and/or negotiate and enter into implementing agreements or documents on behalf of City so long as such actions do not materially or substantially change the business terms of this Agreement or the uses or development permitted on the Property, or materially or substantially add to the costs incurred or to be incurred by City as specified herein. Such approvals, interpretations, waivers, amendments, and/or implementing agreements or documents may include extensions of time to perform as specified in this Agreement. Any and all other material and/or substantial interpretations, waivers, or amendments shall require the consideration, action and written consent of the City Council. Furthermore, the City Manager may seek review and approval by the City Council on any approval, interpretation, waiver, amendment, document, or any other matter that, pursuant to this Section, City Manager otherwise has authority to act upon on behalf of City. Nothing in this Section does or shall be deemed to authorize the City Manager to take any action that is otherwise required to be reviewed and decided by the City Council, Planning Commission, or other reviewing board, commission, or public official, pursuant to any applicable Federal, State, or City law. 20.18 Entire Agreement; Amendment. Except as set forth above, this Agreement and the exhibits incorporated herein, the Option Agreement, the Reinstated Development Agreement, and the other Required City Land Use Agreements (as defined in the Option Agreement), contain the entire agreement of Buyer and Seller with respect to the matters contained herein, and no other prior agreement or understanding pertaining to any such matter shall be effective for any purpose. No provisions of this Agreement may be amended or modified in any manner whatsoever except by an agreement in writing signed by duly authorized officers or representatives of each of the parties hereto. [END -- SIGNATURE PAGE FOLLOWS] 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -1 6- 564 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT IN WITNESS WHEREOF, Buyer and Seller each hereby represents that it has read this Agreement, understands it, and hereby executes this Agreement to be effective as of the day and year first written above. SELLER: CITY OF LA QUINTA, a California municipal corporation and charter city Jon McMillen, City Manager ATTEST: Monika Radeva, City Clerk F-11 W W 060 210TV21 KIa101 V OVA5 William H. Ihrke, City Attorney [signatures continue on next page] 698/015610-0207 EXHIBIT D 22798455.4 a09/ 18/25 -17- 565 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT BUYER: TBE RE Acquisition Co II LLC, a Delaware limited liability company, an affiliate of Turnbridge Equities Its: [end of signatures] 698/015610-0207 EXHIBIT D 22798455.4 a09/18/25 -18- 566 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT . agrees to act as Escrow Holder in accordance with the terms of this Agreement that are applicable to it. By: Name: Its: Escrow Holder 698/015610-0207 EXHIBIT D 22798455.4 a09/ 18/25 -19- 567 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT ATTACHMENT NO. 1 LEGAL DESCRIPTION OF PROPERTY The real property and improvements thereon situated in the State of California, County of Riverside, City of La Quinta, are described as follows- [ TO BE INSERTED AFTER THE SUBDIVISION MAP IS RECORDED THAT SEPARATES THE "PARK AND RETENTION BASIN PROPERTY" FROM THE REMAINDER OF THE "PHASE 2 PROPERTY" AS DESCRIBED AND REQUIRED UNDER THE OPTION AGREEMENT AND REINSTATED DEVELOPMENT AGREEMENT] EXHIBIT D 698/015610-0207 22798455.4 a09/18/25 -20- LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT ATTACHMENT NO. 2 FORM OF GRANT DEED [SEE ATTACHED] 698/015610-0207 22798455.4 a09/18/25 -21 - ACTIVE\1622770766.4 569 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT RECORDING REQUESTED BY AND: WHEN RECORDED MAIL TO: City of La Quinta 78495 Calle Tampico La Quinta, CA 92253 Attn- City Manager Space above this line for Recorder's Use Exempt from Recordation Fee per Gov. Code § 27383 MAIL TAX STATEMENTS TO City of La Quinta 78495 Calle Tampico La Quinta, CA 92253 Attn: City Manager The undersigned declares exemption under the following: Exempt from recording fee pursuant to Government Code Section 27383; recorded by a municipality Exempt from documentary transfer tax pursuant to Revenue and Taxation Code Section 11922; government agency acquiring title GRANT DEED Order No. _ Escrow No. FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the CITY OF LA QUINTA, a California municipal corporation and charter city ("GRANTOR"), hereby grants, conveys, and transfers to the real property in the City of La Quinta, County of Riverside, State of California, described on Sub -Attachment No. 1 attached hereto and incorporated herein by reference (the "Property"). The Property conveyed hereby is subject to all matters of record. [NOTE: Final Form of Grant Deed will need to include anti -discrimination covenants required by state law, and other disclosures may be included relating to requirements in the Option Property's Development Agreement] [continued on following page] EXHIBIT D 698/015610-0207 22798455.4 a09/18/25 -22- 570 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT IN WITNESS WHEREOF, Seller and Buyer have executed this Grant Deed as of the date noted herein. SELLER: CITY OF LA QUINTA, a California municipal corporation and charter city Date: , 2025 Jon McMillen, City Manager ATTEST: Monika Radeva, City Clerk APPROVED AS TO FORM: William H. Ihrke, City Attorney [signatures continue on next page] EXHIBIT D 698/015610-0207 22798455.4 a09/18/25 -23- 571 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Date: , 2025 BUYER: TBE RE Acquisition Co II LLC, a Delaware limited liability company, an affiliate of Turnbridge Equities 0 1►Fr,MW Title: [end of signatures] EXHIBIT D 698/015610-0207 22798455.4 a09/18/25 -24- 572 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 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 , before me, (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 EXHIBIT D 698/015610-0207 22798455.4 a09/18/25 -25- (Seal) 573 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 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 , before me, , (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 EXHIBIT D 698/015610-0207 22798455.4 a09/18/25 -26- (Seal) 574 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT SUB -ATTACHMENT NO. 1 TO GRANT DEED LEGAL DESCRIPTION OF REAL PROPERTY 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: [ TO BE INSERTED AFTER THE SUBDIVISION MAP IS RECORDED THAT SEPARATES THE "PARK AND RETENTION BASIN PROPERTY" FROM THE REMAINDER OF THE "PHASE 2 PROPERTY" AS DESCRIBED AND REQUIRED UNDER THE OPTION AGREEMENT AND REINSTATED DEVELOPMENT AGREEMENT] EXHIBIT D 698/015610-0207 22798455.4 a09/18/25 -27- 575 ORDINANCE NO. XXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF LA QUINTA, CALIFORNIA, CONDITIONALLY ADOPTING A REINSTATED AND AMENDED DEVELOPMENT AGREEMENT FOR THE SILVERROCK RESORT CASE NUMBER: DEVELOPMENT AGREEMENT 2025-0001 (REINSTATED AND AMENDED DEVELOPMENT AGREEMENT 2014-1001) PROJECT: SILVERROCK RESORT APPLICANT: TBE RE ACQUISITION CO II LLC (SUBSIDIARY OF TURNBRIDGE EQUITIES) WHEREAS, the City Council of the City of La Quinta, California, did, on September 22, 2025, hold a duly noticed Public Hearing to consider a request by TBE RE Acquisition Co II LLC., subsidiary of Turnbridge Equities, for approval of a Reinstated and Amended Development Agreement ("Development Agreement" or "ADA") and associated documents and agreements for the SilverRock Resort (2025 SilverRock Master Plan), relating to real property south of Avenue 52, west of Jefferson Street, with Assessor Parcel Numbers: APNs: 770-260-037; 776-150-029, -030; 777-060-008, -010, -011, -019, -020, -062, - 070, -071, -072, -074, -075, -078, -079, -080, -081, -082, -083, -084, -085; 777-490-023, -024, -035, -037, -039, -042, -046, -047, -048, -049, -050, -053, -054, -055, -057, -058, - 059, -060, -061, -062, -063, -064, -065, -066, -067, -068, -069, -070, -071, -072, -073, - 074, -075, -076, -077, -078, -079, -080; 777-510-001, -002, -003, -004, -005, -006, -007, -008, -009, -010, -011, -012, -013, -014, -015, -016, -017, -018, -019, -020, -021, -022, - 023, -024, -025; 777-520-001, -002, -003, -004, -005, -006, -007, -008, -009, -010, -011, -012, -013, -014, -015, -016, -017, -018 WHEREAS, the Design and Development Department published a public hearing notice in The Desert Sun newspaper on September 11, 2025, as prescribed by State law and the La Quinta Municipal Code. Public hearing notices were also mailed to all property owners within 500 feet of the site and emailed or mailed to all interested parties who have requested notification relating to the project; and WHEREAS, the Planning Commission of the City of La Quinta, California, did adopt Planning Commission Resolution 2025-008 recommending City Council approval of the Development Agreement at a duly noticed Public Hearing on September 9, 2025; and WHEREAS, said Development Agreement has complied with the requirements of "The Rules to Implement the California Environmental Quality Act of 1970" (CEQA) as amended (Resolution 1983-68). The City prepared an Addendum to Environmental 576 Ordinance No. XXX Development Agreement (DA) 2025-0001 SilverRock Resort (2025 SilverRock Master Plan) *Adopted: , 2025 Page 2 of 6 Assessment 2002-453. The City Council has adopted Resolution 2025-XXX approving the Addendum; and WHEREAS, California Government Code Section 65864 et seq. (the "Development Agreement Law") authorizes cities to enter into binding development agreements with persons having a legal or equitable interest in real property for the development of such property, all for the purpose of strengthening the public planning process, encouraging private participation and comprehensive planning, and identifying the economic costs of such development; and WHEREAS, the sale to the applicant of the Phase 1 Property, as described in the Development Agreement, is contingent on the U.S. Bankruptcy Court for the District of Delaware authorizing said sale, in connection with the following bankruptcy petitions: SilverRock Development Company, LLC (5730), RGC PA 789, LLC (5996), SilverRock Lifestyle Residences, LLC (0721), SilverRock Lodging, LLC (4493), SilverRock Luxury Residences, LLC (6598) and SilverRock Phase I, LLC (2247) (collectively, referred to as the "Bankruptcy Lawsuit" in the "Bankruptcy Court"). As such, the approval of the Development Agreement is subject to the condition precedent that the Bankruptcy Court authorize the sale of the Phase 1 Property to the applicant; and WHEREAS, at the City Council's Public Hearing, upon hearing and considering all testimony and arguments, if any, of all interested persons desiring to be heard, the City Council did make the following mandatory findings pursuant to Section 9.250.020 of the La Quinta Municipal Code to justify approval of said Development Agreement, attached to this Ordinance as "Exhibit A," and incorporated herewith by this reference: 1. The Development Agreement is consistent with the applicable objectives, policies, general land uses, and programs of the La Quinta General Plan as follows: GOAL LU-2 High quality design that complements and enhances the City. Policy LU-2.1 Changes and variations from the Zoning Ordinance in a Specific Plan will be offset by high quality design, amenities, and mix of land uses. Policy LU-2.2 Specific Plans shall be required for projects proposing the integration of recreation, tourist commercial, and residential uses; and for all projects proposing flexible development standards that differ from the Zoning Ordinance. The proposed project continues the SilverRock Specific Plan development and includes elements of recreation, tourist commercial, and residential uses to provide a high quality project consistent with the General Plan and SilverRock Specific Plan. 577 Ordinance No. XXX Development Agreement (DA) 2025-0001 SilverRock Resort (2025 SilverRock Master Plan) *Adopted: , 2025 Page 3 of 6 GOAL LU-6 A balanced and varied economic base which provides a broad range of goods and services to the City's residents and the region. Policy LU-6.3 Support and encourage the expansion of the resort industry as a key component of the City's economic base. The proposed project continues the development of the SilverRock Specific Plan area as a resort development to support the City's economic base. 2. The Development Agreement is compatible with the uses authorized and the regulations prescribed for the SilverRock Specific Plan (SP2006-080) in which the real property is located. The Specific Plan provides for the development of resort, resort residential, and residential uses around the existing golf course. The Specific Plan requires the implementation of high quality development and design standards, and the continued expansion of the City's luxury resort economic sector. The Development Agreement helps implement the Specific Plan. 3. The Development Agreement is in conformity with the public necessity, public convenience, general welfare, and good land use practices. The land uses proposed are consistent with the country club developments that already occur in the area, and will provide for the continued use of the golf course for the residents and visitors of La Quinta. The project will generate revenues to the City, and as a self-contained community, will not directly impact surrounding land uses. The development of the resort and residential uses within the golf course area provides a buffer from surrounding land uses and assures that development intensities will not be exceeded. 4. The Development Agreement will not be detrimental to the health, safety, and general welfare. The development of resort and residential uses within the golf course area assures that the community will be self-contained and will implement infrastructure extensions that are independent of those of surrounding development. The Development Agreement also includes and requires mitigation measures to protect the environment and public health, both within and surrounding the project area. 5. The Development Agreement will not adversely affect the orderly development of property or the preservation of property values because the development planned in the Specific Plan area is consistent with the long-term plans for this property and expands residential and resort opportunities in the City. 6. The Development Agreement will have a positive fiscal impact on the City in that implementation of the Development Agreement will produce revenues, including property tax, sales tax, and transient occupancy tax for the long-term fiscal benefit of the City. 578 Ordinance No. XXX Development Agreement (DA) 2025-0001 SilverRock Resort (2025 SilverRock Master Plan) *Adopted: , 2025 Page 4 of 6 WHEREAS, the City Council has separately adopted Resolution 2025-XXX, conditionally approving the Economic Development Subsidy Report, Transient Occupancy Tax (TOT) Revenue Sharing Agreement, and the Option to Purchase Real Property Agreement which includes a Repurchase Option for Phase 2 Option Property, subject to the conditions precedent that: (a) the Bankruptcy Court authorizes the sale of the Phase 1 Property to the applicant, and (b) the City Council adopts this Ordinance and the Ordinance becomes effective. The Economic Development Subsidy Report is applicable to this Development Agreement to the extent the economic subsidies and financial incentives, the explanations and supporting evidence for the subsidies and incentives therein, and the findings therein, are to be implemented with the approval of the Development Agreement. NOW, THEREFORE, the City Council of the City of La Quinta does ordain as follows.. SECTION 1. FINDINGS FOR APPROVAL. The above recitations are true and constitute the Findings of the City Council. SECTION 2. CONDITIONAL APPROVAL. The City Council hereby approves and incorporates herein by this reference Development Agreement 2025-0001 (Reinstated and Amended Development Agreement 2014-1001), "Exhibit A" attached hereto, by the adoption of this Ordinance, with said approval subject to the condition precedent that the Bankruptcy Court authorizes the sale of the Phase 1 Property to the applicant. If the Bankruptcy Court does not authorize the sale of the Phase 1 Property to the applicant, this Ordinance shall automatically be rescinded, without the requirement for further action by the City Council, and the conditional approval set forth herein shall be of no force and effect. SECTION 3. SIGNING AUTHORITY. Subject to the Bankruptcy Court authorizing the sale of the Phase 1 Property to the applicant, the City Council authorizes the City Manager to execute Development Agreement 2025-0001 (Reinstated and Amended Development Agreement 2014-1001) in substantially the form presented to the City Council with the adoption of this Ordinance. SECTION 4. EFFECTIVE DATE: This Ordinance shall be in full force and effect thirty (30) days after its adoption. SECTION 5. POSTING: The City Clerk shall, within 15 days after passage of this Ordinance, cause it to be posted in at least three public places designated by resolution of the City Council (Resolution No. 2022-027), shall certify to the adoption and posting of this Ordinance, and shall cause this Ordinance and its certification, together with proof of posting to be entered into the permanent record of Ordinances of the City of La Quinta. SECTION 6. CORRECTIVE AMENDMENTS: The City Council does hereby grant the City Clerk the ability (a) to make any corrections that may be required by a title officer or escrow officer in connection with the legal descriptions for the real property described in 579 Ordinance No. XXX Development Agreement (DA) 2025-0001 SilverRock Resort (2025 SilverRock Master Plan) "Adopted: 2025 Page 5 of 6 "Exhibit A", and (b) to make minor amendments and corrections of typographical or clerical errors to "Exhibit A" to ensure consistency of all approved text amendments prior to the publication in the La Quinta Municipal Code. SECTION 7. SEVERABILITY: If any section, subsection, subdivision, sentence, clause, phrase, or portion of this Ordinance is, for any reason, held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have adopted this Ordinance and each and every section, subsection, subdivision, sentence, clause, phrase, or portion thereof, irrespective of the fact that any one or more section, subsections, subdivisions, sentences, clauses, phrases, or portions thereof be declared unconstitutional. PASSED, APPROVED and ADOPTED, at a regular meeting of the La Quinta City Council held , 2025, by the following vote: AYES: NOES: ABSENT: ABSTAIN: LINDA EVANS, Mayor City of La Quinta, California ATTEST: MONIKA RADEVA, City Clerk City of La Quinta, California APPROVED AS TO FORM: WILLIAM H. IHRKE, City Attorney City of La Quinta, California 580 Ordinance No. XXX Development Agreement (DA) 2025-0001 SilverRock Resort (2025 SilverRock Master Plan) *Adopted: , 2025 Page 6 of 6 STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss. CITY OF LA QUINTA ) I, MONIKA RADEVA, City Clerk of the City of La Quinta, California, do hereby certify the foregoing to be a full, true, and correct copy of Ordinance No. (enter number) which was introduced at a regular meeting on the (date) day of (month), (year), and was adopted at a regular meeting held on the (date) day of (month), (year), not being less than 5 days after the date of introduction thereof. I further certify that the foregoing Ordinance was posted in three places within the City of La Quinta as specified in the Rules of Procedure adopted by City Council Resolution No. 2022-027. MONIKA RADEVA, City Clerk City of La Quinta, California DECLARATION OF POSTING I, MONIKA RADEVA, City Clerk of the City of La Quinta, California, do hereby certify that the foregoing ordinance was posted on the _ day of , 2025, pursuant to Council Resolution. MONIKA RADEVA, City Clerk City of La Quinta, California 581 ORDINANCE NO. XXX EXHIBIT A LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 Attn: Citv Clerk Space Above This Line for Recorder's Use (Exempt from Recording Fee per Gov't Code §6103 and §27383) REINSTATED AND AMENDED DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF LA QUINTA AND TBE RE ACQUISITION CO II LLC AN AFFILIATE OF TURNBRIDGE EQUITIES 698/015610-0207 22795466.2 a09/18/25 582 TABLE OF CONTENTS Page 1. GENERAL......................................................................................................................7 1.1 Definitions................................................................................................ 7 1.2 Term......................................................................................................23 1.3 Development Agreement Effective Date ................................................ 24 1.4 Termination of this Agreement...............................................................24 1.5 Statement of Benefits and Consideration...............................................25 1.6 City CEQA Findings...............................................................................25 1.7 Consistency with SilverRock Specific Plan Authority for Location and Alignment of Planning Areas...........................................................26 2. AGREEMENTS AND ASSURANCES.......................................................................... 26 2.1 Agreement and Assurance on the Part of Developer .............................26 2.2 Agreement and Assurances on the Part of City.....................................29 3. DEVELOPMENT OF THE PROJECT.......................................................................... 31 3.1 Generally...............................................................................................31 3.2 Construction Provisions......................................................................... 34 3.3 Costs of Construction.............................................................................39 3.4 Completion of Construction....................................................................41 3.5 Planned Development and CC&Rs........................................................43 3.6 Dedications and Improvements.............................................................44 3.7 Posting Payment and Performance Bonds............................................45 3.8 Regular Updates to City on Development of the Project ........................45 3.9 Indemnification.......................................................................................46 3.10 Insurance............................................................................................... 49 4. FINANCING THE PROJECT....................................................................................... 51 4.1 Developer To Pay All Costs and Expenses for the Project .................... 51 4.2 Submittal of Final Project Budget...........................................................51 4.3 City Approval for Financing and Investment in the Project Components..........................................................................................52 4.4 City Financial Assistance....................................................................... 57 5. AUTHORIZED USES AND OPERATIONS ON THE PROPERTY ............................... 58 5.1 General Obligation for Developer and Successors and Assigns ............ 58 5.2 Short -Term Vacation Rentals/Transient Occupancy Taxes ...................60 5.3 Maintenance Covenants........................................................................ 64 5.4 Obligation to Refrain from Discrimination...............................................64 6. POTENTIAL CONDITIONAL TRANSFERS OF CITY -OWNED PROPERTIES........... 65 6.1 City -Owned Golf Course Property and Ahmanson Ranch Property ....... 66 6.2 City -Owned Option Property..................................................................70 7. CITY'S OBLIGATIONS................................................................................................ 71 7.1 Scope of Subsequent Review/Confirmation of Compliance Process ..... 71 698/015610-0207 22795466.2 a09/18/25 -1- 583 Page 7.2 Project Approvals Independent.............................................................. 71 7.3 Review for Compliance.......................................................................... 71 8. DEFAULT; REMEDIES; DISPUTE RESOLUTION; TERMINATION ........................... 72 8.1 Default and Cure....................................................................................72 8.2 Termination of Agreement.....................................................................74 8.3 City Remedies.......................................................................................74 8.4 Developer Remedies.............................................................................75 8.5 Legal Actions and Litigation................................................................... 76 9. MORTGAGEE PROTECTION; CERTAIN RIGHTS OF CURE .................................... 78 9.1 Liens Recorded Against the Property and Project ................................. 78 9.2 Mortgagee Protection.............................................................................78 9.3 Mortgagee Obligations and Relief Therefrom ........................................ 79 10. TRANSFERS OF INTEREST IN PROPERTY, PROJECT, OR AGREEMENT ........... 79 10.1 Developer Unique and Material Term to this Agreement ....................... 79 10.2 Transfers Generally Prohibited Without Prior City Approval .................. 79 10.3 Successors and Assigns........................................................................82 10.4 Developer Entities Documentation and Permitted Affiliate Assignees.............................................................................................. 82 10.5 Assignment by City................................................................................ 83 11. MISCELLANEOUS.......................................................................................................83 11.1 Notices, Demands and Communications Between the Parties .............. 83 11.2 Force Majeure........................................................................................85 11.3 Binding Effect.........................................................................................85 11.4 Independent Entity.................................................................................85 11.5 Agreement Not to Benefit Third Parties.................................................85 11.6 Covenants..............................................................................................86 11.7 Non -liability of City Officers and Employees .......................................... 86 11.8 Amendments or Modifications of Agreement ......................................... 86 11.9 Amendment or Cancellation by Mutual Consent....................................87 11.10 No Waiver..............................................................................................87 11.11 Severability............................................................................................ 87 11.12 Cooperation in Carrying Out Agreement................................................88 11.13 Estoppel Certificate................................................................................88 11.14 Construction...........................................................................................88 11.15 Recordation...........................................................................................88 11.16 Captions and References......................................................................88 11.17 Time.......................................................................................................89 11.18 Computation of Days.............................................................................89 11.19 Recitals & Exhibits Incorporated; Entire Agreement..............................89 11.20 Exhibits.................................................................................................. 89 11.21 Authority to Execute; Representations and Warranties .........................90 11.22 City Approvals and Actions by City Manager.........................................90 698/015610-0207 22795466.2 a09/18/25 -11- 584 Page 11.23 No Brokers.............................................................................................91 11.24 Counterpart Signature Pages................................................................91 698/015610-0207 22795466.2 a09/18/25 -111- 585 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT REINSTATED AND AMENDED DEVELOPMENT AGREEMENT This Reinstated and Amended Development Agreement (the "Agreement" or "Reinstated Development Agreement") is entered into as of the _ day of , 2025 ("Reference Date"), by and between the CITY OF LA QUINTA, a California municipal corporation and charter city ("City"), and TBE RE Acquisition Co II LLC, a Delaware limited liability company and affiliate of Turnbridge Equities ("Developer"), with reference to the following: RECITALS: A. Government Code Section 65864 et seq. ("Development Agreement Act") authorizes City to enter into a binding development agreement for the development of real property within its jurisdiction with persons having legal or equitable interest in such real property. Pursuant to Section 65865 of the Government Code, City has adopted its Development Agreement Ordinance (La Quinta Municipal Code Section 9.250.020) establishing procedures and requirements for such development agreements ("Development Agreement Ordinance"). B. As of the Reference Date, Developer has a legal or equitable interest in fee title to that certain real property comprised of approximately 140+/- acres, identified as APN(s): 777-060-083, 777-060-085, 777-060-075, 777-060-078, 777-490-058, 777-490- 063, 777-490-064, 777-490-065, 777-490-066, 777-490-037, 777-490-057, 777-490- 059, 777-490-068, 777-490-042, 777-490-076, portions of 777-490-072 and 777-490- 073 and 777-490-074 and 777-490-075 and 777-490-077 and 777-490-078 and 777- 490-079 and 777-490-080, 777-490-046, 777-490-071, 777-060-082, 777-060-084, 777-510-001 through 023, 777-510-025, 777-520-001 through 018, and 777-490- 053,054 and 055; and more specifically described in Exhibit A-1 and Exhibit A-2 attached hereto and incorporated herein by this reference (the "Property" or "Phase 1 Property"). The Property consists of the "Phase 1 A Property" and "Phase 113 Property" as more particularly described in Exhibit A-1 and Exhibit A-2, respectively, and incorporated herein by this reference. C. Prior to City and Developer entering into this Reinstated Development Agreement (among other agreements and instruments), the following relevant history is hereby recited: 1. Except for portions of land transferred to SilverRock Development Company, LLC, a Delaware limited liability company (or one of its affiliated companies, which are referred to herein collectively as "SDC" or "Debtor(s)")1 as ' Debtors were SilverRock Development Company, LLC and affiliated entities that, on August 5, 2024, filed for voluntary bankruptcy protection under chapter 11 of the U.S. Bankruptcy Code, with case number(s) identified in the Title of this Agreement along with the last four digits of each Debtor's federal tax identification number, as applicable, are: SilverRock Development Company, LLC (5730), RGC PA 789, LLC (5996), 698/015610-0207 22795466.2 a09/18/25 -1- i• LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT explained below in the next Recital Paragraph, City owns fee title to that certain real property of approximately 525 acres located at the southwest intersection of Jefferson Street and Avenue 52, in the City of La Quinta, California, generally referred to as the "SilverRock Resort Area" and subject to a Specific Plan adopted by the La Quinta City Council and enforceable as a land use governing document pursuant to the Planning and Zoning Law, California Government Code section 65000 et seq. (the "SilverRock Specific Plan"); 2. On or about November 19, 2014, City and SDC entered into that certain Purchase, Sale, and Development Agreement (the "Original SDC PSDA"), pursuant to which, among other terms and conditions, City agreed to sell to SDC and SDC agreed to purchase from City specified parcels and planning areas (PAs) to thereafter construct, complete, and operate thereon a commercial project containing a luxury resort hotel and spa and associated branded luxury residential units, a lifestyle hotel and associated lifestyle branded residential units, a conference and shared service facility, a temporary and permanent clubhouse for the SilverRock Resort's Arnold Palmer Classic Golf Course, a mixed use village, a resort residential village, and associated amenities, all as further described in the Original SDC PSDA and referred to as various project components, as more particularly described therein. Concurrent with the Original SDC PSDA, on or about November 19, 2014, City and SDC entered into Development Agreement 2014-1001 (the "Original SDC Development Agreement") pursuant to the Development Agreement Act and Development Agreement Ordinance, which agreement, among other terms and conditions, required SDC to develop the planning areas and project components in accordance with the SDC PSDA, vested with SDC specified development obligations, memorialized the potential for the future acquisition of additional City -owned property in the SilverRock Resort Area as incorporated vis-a-vis the SDC PSDA, and subjected SDC to City's rights and oversight for those portions of the SilverRock Resort Area to be conveyed to SDC. After entering into the Original SDC PSDA and Original SDC Development Agreement, the following relevant events, very briefly summarized, occurred: Pursuant to the Original SDC PSDA, City and SDC had the authority to amend by mutual agreement of the parties. Between October 29, 2015, and November 16, 2023, City and SDC entered into five amendments thereto, dated October 29, 2015 ("First Amendment"), April 18, 2017 ("Second Amendment"), November 28, 2018 ("Third Amendment"), SilverRock Lifestyle Residences, LLC (0721), SilverRock Lodging, LLC (4493), SilverRock Luxury Residences, LLC (6598) and SilverRock Phase I, LLC (2247) (collectively, referred to herein as the "Bankruptcy Lawsuit" in the "Bankruptcy Court"). 698/015610-0207 22795466.2 a09/18/25 -2- 587 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT October 12, 2021 ("Fourth Amendment"), and November 16, 2023 ("Fifth Amendment," and the Original SDC PSDA as amended by all five amendments is referred to herein as the "SDC PSDA"); ii. Pursuant to the SDC PSDA and consistent with boundaries established by applicable subdivision maps and lot line adjustments, City conveyed to SDC the Property for the pre -development, development, operation, and use of a project that was eventually re -named "Talus" and consisted of the following project components (all as defined in the SDC PSDA): Luxury Hotel, Luxury Branded Residential Development, Lifestyle Hotel, Lifestyle Branded Residential Development, Conference and Shared Services Facility (including spa and other amenities), Permanent Golf Clubhouse, Promenade Mixed -Use Village/Resort Residential Village (on Planning Areas 7,8,9), as well as a specified Golf Course Realignment and corresponding Master Site Infrastructure Improvements (MSII). These project components on the Property, pursuant to the SDC PSDA, were divided into Phase 1A project components on the Phase 1A Property and the Phase 1 B project components on the Phase 1 B Property respectively, as described in the SDC PSDA; iii. Pursuant to the Third and Fourth Amendments to the SDC PSDA, SDC commenced pre -development and development on the Property for the Phase 1A project components, which as of the Reference Date of this Agreement, in various degrees, were partially constructed after SDC failed to continue to make payments to various contractors, subcontractors, and other interested parties in the development of the Talus project. Multiple lawsuits, including lawsuits seeking payments pursuant to mechanic's lien or various loan or investment agreements, and a City lawsuit against SDC for unlawful and unapproved conveyances in secured interests or mechanic's liens, were filed against SDC; iv. On August 5, 2024, SDC (Debtors) filed the Bankruptcy Lawsuit, and, pursuant to Bankruptcy Court -approved Bid Procedures, Debtors retained a Chief Restructuring Officer (Douglas Wilson Companies) and marketing professional (JLL) for the purposes of, among other items, marketing the sale of the Debtors estate (which and is primarily comprised of the Property) and soliciting proposals for the: (a) acquisition of the Debtors estate, (b) use, re -use, and/or substitution of the partially constructed improvements on the Property, (c) potential replacement project for a world -class hotel and residential destination resort with related amenities on the Property that complement the existing Arnold Palmer Classic Golf Course surrounding the Property and real property owned by the City, and (d) possible acquisition in the future of the City -Owned Option Property in the SilverRock Resort Area (previously referred to as the Future Option Property in the SDC PSDA and generally referred to in the Bankruptcy Lawsuit and marketing materials as the "Phase 2 Property") for possible 698/015610-0207 22795466.2 a09/18/25 -3- LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT future development that may also complement a world -class hotel and residential destination resort; 3. Pursuant to Bankruptcy Court order [Bankruptcy Lawsuit Docket No. ], among other provisions: (i) Developer was authorized to purchase the Property, (ii) the Original SDC Development Agreement was reinstated and amended and memorialized by this Reinstated Development Agreement (as more particularly described herein), and (iii) An escrow to facilitate the purchase and sale of the Debtors' estate (which includes the Property) was authorized, which, among other terms and conditions, included the transfer of funds and recording of documents (such as this Reinstated Development Agreement) as more particularly set forth in the Debtor PSA (defined below). [NOTE: OTHER RELEVANT ITEMS FROM THE BANKRUPTCY COURT ORDER FOR SALE OF DEBTORS PROPERTY MAY BE INSERTED PRIOR TO FINAL (SECOND) READING OF ORDINANCE FOR THIS AGREEMENT]. D. Developer submitted a proposal in response to the marketing materials, and, pursuant to the Bankruptcy Court -approved Bid Procedures, Debtors and City approved Developer's proposal, which, among other terms and conditions, includes a modified Project (as more particularly defined and described in this Agreement) on the Property as well as possible acquisition in the future of the City -Owned Option Property (also referred to herein as the Phase 2 Property) for possible future development that may also complement a world -class hotel and residential destination resort. As of the Reference Date of this Agreement, City is the owner of approximately 193+/- acres that includes raw land and an existing driving range, but said acreage expressly excludes approximately 24+- acres that have the existing SilverRock Park and adjacent retention basin, included in the legal description in Exhibit A-3 attached hereto and incorporated herein by reference (the "City -Owned Option Property" or "Phase 2 Property"), which comprises a portion of the SilverRock Resort Area and is referenced in the Site Maps attached to this Agreement. E. As part Developer's Project, Developer covenanted to prepare for construction, construct, and open for use and occupancy of a flagship luxury hotel consisting of approximately 150 rooms with amenities, as more particularly described herein (the "Luxury Hotel"). F. Developer's acquisition of the Property was conditioned on the final negotiation and approval of certain "La Quinta Amended Development Documents" as referenced in the Bankruptcy Lawsuit, which included (among other agreements) this Reinstated Development Agreement (which includes as exhibits certain "Reinstated and Amended Covenants Affecting Real Property" relating to Golf Course Use and Ahmanson Ranch House (the "Reinstated Covenant Affecting Real Property (Golf Course Use)" and "Reinstated Covenant Affecting Real Property (Ahmanson Ranch House)," respectively)), and separate agreements that include an "Option Agreement" for the potential acquisition of the City -Owned Option Property, and 698/015610-0207 22795466.2 a09/18/25 M i• LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT "Transient Occupancy Tax ("TOT") Revenue Sharing Covenant," and various land use covenants. G. As more particularly set forth herein, City and Developer desire to enter into this Agreement to memorialize the terms, conditions, rights, and obligations of the Parties for the development of the Project on the Property, for the conveyance of the City - Owned Golf Course Property and City -Owned Ahmanson Ranch Property (as defined below), for the potential future development on the City -Owned Option Property, and for the timely performance and completion of specified obligations. H. All actions taken by City have been duly taken in accordance with all applicable legal requirements, including the California Environmental Quality Act (Public Resources Code Section 21000, et seq.) ("CEQA"), and all other requirements for notice, public hearings, findings, votes and other procedural matters. I. Pursuant to Government Code section 65402, the La Quinta Planning Commission has determined the disposition of the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property, if Developer complies with the terms and conditions set forth in this Agreement that would allow for the disposition and conveyance of said properties to Developer, is and would be in conformity with the City's General Plan because Developer's proposed use (and contractual requirements) to continue use of the City -Owned Golf Course Property as a golf course, and continued use of the City -Owned Ahmanson Ranch Property as a facility ancillary to the proposed luxury hotel use, are consistent with existing uses and authorized uses in the SilverRock Specific Plan. Similarly, pursuant to Government Code section 65402, the La Quinta Planning Commission has determined the disposition of the City -Owned Option Property, if Developer exercises the option pursuant to the Option Agreement, is and would be in conformity with the City's General Plan because, as of the Reference Date of this Reinstated Development Agreement, Developer has proposed no specific development or specific project for the City -Owned Option Property and has represented that, as of the Reference Date of this Agreement, any possible future use would be consistent with the authorized uses in the existing SilverRock Specific Plan. J. City and Developer desire to enter into this Agreement for the development of the Phase 1 Property, with the site and planned development thereof shown on the site map(s) attached hereto as Exhibit B and incorporated herein by this reference (the "Site Map(s)"). K. As more particularly defined and described herein, Developer has agreed to construct and develop on the Phase 1 Property the Project, which includes the Project Description in Exhibit C attached hereto and incorporated herein by this reference (the "Project Description") as a summary of that construction and development. Also as more particularly defined and described herein, the Project is further subject to (i) this Agreement; (ii) the SilverRock Specific Plan; (iii) the Mitigated Negative Declaration, approved by the former La Quinta Redevelopment Agency (the "RDA") on May 15, 2002, by RDA Resolution 2002-09, as updated by the Addendum to Mitigated Negative Declaration, approved by the City Council on July 18, 2006, by City Council Resolution 698/015610-0207 22795466.2 a09/18/25 -5- 590 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT No. 2006-082, by the Second Addendum to Mitigated Negative Declaration approved by the City Council on November 4, 2014, by City Council Resolution No. 2014-059, and by that certain Addendum to the Adopted SilverRock Resort Project Mitigated Negative Declaration approved by the City Council on by City Council Resolution No. (the "Agreement Addendum" and, collectively, the "Updated Mitigated Negative Declaration"); (iv) the subdivision maps, lot -line adjustments ("LLAs"), and ministerial permits issued prior to the Bankruptcy Lawsuit (the "Pre -Bankruptcy Subdivision Maps and Permits") as listed in Exhibit F attached hereto and incorporated herein by this reference (collectively, the foregoing clauses (i)-(iv) are referred to as the "Project Site Development Permits"); as well as (v) any future discretionary or ministerial approvals and/or permits issued for the Project, including all conditions of approval attached thereto, and (vi) any future subdivision maps approved for the Project pursuant to the Map Act, including all conditions of approval thereto (generally, "Project Tract Maps"). The documents, permits, approvals, and conditions described in the foregoing clauses (i)-(vi) are collectively referred to herein as the "Project Approvals," and are, or when approved or issued shall be, on file with the City Clerk. L. In connection with resolution of the Bankruptcy Proceeding, Developer and City desire to reinstate and amend the Original SDC Development Agreement to account for changes to the Project and clarifying the rights and obligations of the Parties with respect to the development and use of the Phase 1 Property and potential acquisition and use of the Phase 2 Property, as more particularly set forth herein. M. Consistent with Section 9.250.020 of the La Quinta Municipal Code, City and Developer desire to enter into this binding Agreement that shall be construed as a development agreement within the meaning of the Development Agreement Act. This Agreement will eliminate uncertainty in planning for and secure the orderly development of the Project, ensure a desirable and functional community environment, provide effective and efficient development of public facilities, infrastructure, and services appropriate for the development of the Project, and assure attainment of the maximum effective utilization of resources within the City, by achieving the goals and purposes of the Development Agreement Act. In exchange for these benefits to City, Developer desires to receive the assurance that, with respect to the portions of the SilverRock Resort Area owned or acquired by Developer, it may proceed with development of the Project of the Phase 1 Property and the potential acquisition of the Phase 2 Property in accordance with the terms and conditions of this Agreement, the Project Approvals, the La Quinta Amended Development Documents, and other relevant terms and conditions referenced herein. N. The Planning Commission and the City Council have determined that the Project and this Agreement are consistent with the City's General Plan and the SilverRock Specific Plan, including the goals and objectives thereof. 698/015610-0207 22795466.2 a09/18/25 In 591 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT O. All actions taken by City have been duly taken in accordance with all applicable legal requirements, including CEQA, and all other requirements for notice, public hearings, findings, votes and other procedural matters. P. On , the City Council adopted its Ordinance No. approving this Agreement. AGREEMENT: NOW, THEREFORE, in consideration of the foregoing Recitals, which are incorporated herein by this reference, the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and legal sufficiency of which is hereby acknowledged, the Parties do hereby agree as follows: 1. GENERAL 1.1 Definitions. In addition to the terms that may be defined elsewhere in this Agreement, the following terms when used in this Agreement shall be defined as follows: 1.1.1 "Affiliate" means any Person controlling, controlled by or under common control with the specified Person (it being agreed that customary rights of non - managing members shall not constitute control for such purpose including, without limitation, major decision consent rights, forced sale rights, buy/sell rights and management removal rights). 1.1.2 "Agreement" means this Reinstated and Amended Development Agreement and all amendments and modifications thereto. 1.1.3 "Agreement Addendum" shall have the meaning set forth in Recital K. 1.1.4 "Applicable Rules" means the land use regulations, ordinances and officially adopted policies of the City governing the Phase 1 Property in full force and effect as of the Development Agreement Reinstatement Date, which, specifically, includes the City's General Plan, Zoning Ordinance, and SilverRock Specific Plan. Additionally, notwithstanding the language of this Section or any other language in this Agreement, all specifications, standards and policies regarding the design and construction of public works facilities, if any, shall be those that are in effect at the time the Project plans are being processed for approval and/or under construction. 1.1.5 "Assignment and Assumption Agreement" shall have the meaning set forth in Section 10.2.4 of this Agreement. 1.1.6 "CC&Rs" means the Declaration of Conditions, Covenants, and Restrictions described in Section 3.5 of this Agreement. 698/015610-0207 22795466.2 a09/18/25 -7- 592 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 1.1.7 "CEQA" means the California Environmental Quality Act (Cal. Public Resources Code Sections 21000 et seq.) and the State CEQA Guidelines (Cal. Code of Regs., Title 14, Sections 15000 et seq.). 1.1.8 "Certificate for Building Permit" shall have the meaning set forth in Section 2.2.5 herein. 1.1.9 "Certificate of Completion" means that certain recordable certificate, substantially in form of Exhibit G attached hereto and incorporated herein by this reference, confirming that the final certificate of occupancy or other final City approval has been issued for any Project Component, based on the Project Approvals, as more fully described in Section 3.4 of this Agreement. A Certificate of Completion may be issued and recorded against the Phase 1A Property upon completion of any Project Components on the Phase 1A Property (or separate Lot(s) or Parcel(s) of land within the Phase 1A Property upon which said Project Component is situated), and a separate Certificate of Completion may be issued and recorded against the Phase 1 B Property upon completion of all Project Components on the Phase 1 B Property (or separate Lot(s) or Parcel(s) of land within the Phase 1 B Property upon which said Project Component is situated), and the same shall apply to every other Project Component. 1.1.10 "City" means the City of La Quinta, a charter city and municipal corporation, including each and every agency, department, board, commission, authority, employee, and/or official acting under the authority of the City, including without limitation the City Council and the Planning Commission. 1.1.11 "City Attorney" means the individual duly appointed to the position of City Attorney of City. 1.1.12 "City Clerk" means the individual duly appointed to the position of City Clerk of City, or duly designated deputy of the City Clerk. 1.1.13 "City Council" means the City Council of the City and the legislative body of the City pursuant to California Government Code Section 65867. 1.1.14 "City Manager" means the individual duly appointed to the position of City Manager of City, or his or her authorized designee. 1.1.15 "City -Owned Ahmanson Ranch Property" means that certain real property, improved with the Ahmanson Ranch House, comprised of approximately 0.6+/- acres and more particularly described in Exhibit A-4 attached hereto and incorporated herein by this reference. 1.1.16 "City -Owned Golf Course Property" means the Arnold Palmer Classic Golf Course, commonly known as the SilverRock Golf Course, improved as such with ancillary improvements and amenities, comprised of approximately 170+/- 698/015610-0207 22795466.2 a09/18/25 In 593 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT acres and more particularly described in Exhibit A-5 attached hereto and incorporated herein by this reference. 1.1.17 "City -Owned Option Property" shall have the meaning set forth in Recital D. The City -Owned Option Property is the same real property as the "Phase 2 Property." 1.1.18 "Coachella Valley Multiple Species Habitat Conservation Plan" means that certain Final Circulated Coachella Valley Multiple Species Habitat Conservation Plan and Natural Community Conservation Plan, dated September 2007, as may be amended. 1.1.19 "Community Development Director" means the individual duly appointed to the position of Director of City's Design & Development Department, or his or her authorized designee. 1.1.20 "Conditions of Approval" shall mean any and all conditions of approval attached to any Project Approval as described in Recital K of this Agreement. 1.1.21 "Construction Improvement Security" shall have the meaning in Section 3.7 of this Agreement. 1.1.22 "Construction Lender(s)" means a Lender(s) that provide(s) a Construction Loan to Developer to pay the construction costs and expenses for all or a portion of the Project. It is acknowledged that there may be one (1) or more Construction Lender(s), each of which may apply to any one (1) or more Project Components. 1.1.23 "Construction Loan(s)" means a Loan obtained by Developer, in accordance with this Agreement, from a Construction Lender to finance all or part of the land acquisition, pre-construction/development, and/or construction costs and expenses for one (1) or more of the Project Components. "Construction Loan" includes any and all "construction to permanent loan(s)" obtained by Developer and approved by City (to the extent such approval is required pursuant to this Agreement) for any Project Component(s). For the avoidance of doubt, a "Construction Loan" may include a Loan for financing the acquisition of real or personal property related to the development of the Project, and a "Construction Loan" may include financing for the construction of part or all of the MSII that comprises the Master Site Infrastructure Improvement Project Component with one (1) or more other Project Component(s) or separately. It is acknowledged that there may be one (1) or more Construction Loan(s). 1.1.24 "Construction Loan Deed(s) of Trust" means the Lien(s) required by a Construction Lender recorded in the Recorder's Office against a Lot(s) and/or Parcel(s) of any portion of the Project to secure the Developer's performance under the associated Construction Loan. 698/015610-0207 22795466.2 a09/18/25 In 594 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 1.1.25 "Davis -Stirling Act" means the Davis -Stirling Common Interest Development Act in California Civil Code Section 4000 et seq. (as may be amended from time to time). 1.1.26 "Debtor PSA" is defined in Section 2.1.2 of this Agreement. 1.1.27 "Default" shall have the meaning set forth in Section 8.1 of this Agreement. 1.1.28 "Developer" means the entity identified in the preamble of this Agreement, and permitted successors and assigns under this Agreement. 1.1.29 "Developer Entities Organizational Chart" means the organization chart attached hereto as Exhibit H and incorporated by reference herein. 1.1.30 "Developer Representatives" means any of Developer's officers, directors, members, employees, agents, and representatives. 1.1.31 "Development Agreement Act" means Government Code Section 65864 et seq. 1.1.32 "Development Agreement Ordinance" means La Quinta Municipal Code Section 9.250.020 as the same may be amended from time to time. 1.1.33 "Development Agreement Reinstatement Date" shall have the meaning set forth in Section 1.3 of this Agreement. 1.1.34 "Discretionary Action" means an action which requires the exercise of judgment, deliberation, or a decision on the part of City, including any board, commission, committee, or department or any officer or employee thereof, in the process of approving or disapproving a particular activity, as distinguished from an activity which merely requires City, including any board, commission or department or any officer or employee thereof, to determine whether there has been compliance with statutes, ordinances or regulations. 1.1.35 "Discretionary Permits" means any permits, approvals, plans, Project Tract Maps, inspections, certificates, documents, and licenses that require a Discretionary Action, including, without limitation, future Project Approvals, grading permits, stockpile permits, and encroachment permits. 1.1.36 "Dust Control Program" means a program compliant with the City's dust control ordinance and with applicable South Coast Air Quality Management District requirements. 1.1.37 "Eligibility Requirements" means the applicable Person(s) either collectively or independently, as the context may require with respect to the purpose and work (such as pre -construction or construction) relating to a specific Project 698/015610-0207 22795466.2 a09/18/25 -10- 595 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Component(s), has (or who has an Affiliate or direct or indirect investor who has) reasonably sufficient creditworthiness to pay and perform the applicable obligations in the applicable context under this Agreement (including, without limitation, with respect to the financing of the specific Project Component(s) pursuant to Article 4 of this Agreement), who may lawfully do so under federal and state law, and taking into consideration Developer's equity and other sources of funds. For example, a Construction Lender shall be deemed to have satisfied the Eligibility Requirements if or one or more of its investors or owners has or has access to funds in the maximum principal amount of the applicable Construction Loan consistent with the Final Project Budget taking into account Developer's equity and other sources of funds. The meeting of Eligibility Requirements shall be based on financial documentation and other relevant evidence (as the context may require) delivered to the City for verification by the City (which shall not be unreasonably withheld, delayed or conditioned) based on objective industry standards for assessing creditworthiness of Person(s) for facilitating the development of similar luxury resort/residential projects. 1.1.38 "Environmental Claims" shall have the meaning set forth in Section 3.9.1 of this Agreement. 1.1.39 "Environmental Laws" means all federal, state, and local laws, rules, orders, regulations, statutes, ordinances, codes, decrees, or requirements of any government authority regulating, relating to, or imposing liability of standards of conduct concerning any Hazardous Materials (defined below), or pertaining to occupational health or industrial hygiene (and only to the extent that the occupational health or industrial hygiene laws, ordinances, or regulations relate to hazardous substances on, under, or about the Property, occupational or environmental conditions on, under, or about the Property, as now or may at any later time be in effect, including without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA") [42 USC § 9601 et seq.]; the Resource Conservation and Recovery Act of 1976 ("RCRA") [42 USC § 6901 et seq.]; the Clean Water Act, also known as the Federal Water Pollution Control Act ("FWPCA") [33 USC § 1251 et seq.]; the Toxic Substances Control Act ("TSCA") [15 USC § 2601 et seq.]; the Hazardous Materials Transportation Act ("HMTA") [49 USC § 1801 et seq.]; the Insecticide, Fungicide, Rodenticide Act [7 USC § 6901 et seq.] the Clean Air Act [42 USC § 7401 et seq.]; the Safe Drinking Water Act [42 USC § 300f et seq.]; the Solid Waste Disposal Act [42 USC § 6901 et seq.]; the Surface Mining Control and Reclamation Act [30 USC § 101 et seq.] the Emergency Planning and Community Right to Know Act [42 USC § 11001 et seq.]; the Occupational Safety and Health Act [29 USC § 655 and 657]; the California Underground Storage of Hazardous Substances Act [California Health & Safety Code § 25288 et seq.]; the California Hazardous Substances Account Act [California Health & Safety Code § 25300 et seq.]; the California Safe Drinking Water and Toxic Enforcement Act [California Health & Safety Code § 24249.5 et seq.] the Porter -Cologne Water Quality Act [California Water Code § 13000 et seq.] together with any amendments of or regulations promulgated under the statutes cited above and any other federal, state, or local law, statute, ordinance, or regulation now in effect or later enacted that pertains to occupational health or industrial hygiene, and only to the extent 698/015610-0207 22795466.2 a09/18/25 -11- 596 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT the occupational health or industrial hygiene laws, ordinances, or regulations relate to hazardous substances on, under, or about the Property, or the regulation or protection of the environment, including ambient air, soil, soil vapor, groundwater, surface water, or land use. 1.1.40 "Final Project Budget" means the final Project development budget, which shall consist of any preliminary project budget materials as the same may modified and/or updated by Developer from time to time. At a minimum, the Final Project Budget shall include: (a) Good faith estimates for all costs and expenses associated with the pre-development/pre-construction and development/construction of the Project (which may be separated into estimates for the Project Components); and (b) Revenue projections and operating proformas (with included assumptions) for the Project, which shall separate such projections and operating costs for the Luxury Hotel Project Component, Public Golf Clubhouse Project Component, and short-term vacation rentals. It is acknowledged that the Developer shall be permitted to deliver to City one (1) or more supplement(s) or updates to the Final Project Budget, as applicable, for any one (1) or more of the Project Components as Developer may elect. 1.1.41 "General Plan" means the General Plan of the City. 1.1.42 "Golf Course" means the existing Arnold Palmer Classic Golf Course on the City -Owned Golf Course Property and in the SilverRock Resort Area. 1.1.43 "Golf Course And Ahmanson Ranch Property Transfer Conditions" shall have the meaning set forth in Section 6.1.2 of this Agreement. 1.1.44 "Golf Couse Wildlife Protection Fence" means a fence (or the functional equivalent, as determined by City) that meets the applicable specifications and standards of the Coachella Valley Conservation Commission acting as authorized agent for the requirements and obligations of the Coachella Valley Multiple Species Habitat Conservation Plan. 1.1.45 "Hazardous Materials" and "Hazardous Substances" means, without implied limitation, substances defined as "hazardous material," "hazardous substances," "toxic substance," "solid waste," or "pollutant or contaminate" in the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. Section 9601, et seq.; the Toxic Substances Control Act ("TSCA") [15 U.S.C. § 2601, et seq.]; the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, et seq.; the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901, et seq.; those substances listed in the United States Department of Transportation (DOT) Table [49 CFR 172.101], or by the EPA, or any successor authority, as hazardous substances [40 CFR Part 302]; and those substances defined as "hazardous waste" in Section 25117 of the California Health and Safety Code or, as "hazardous substances" in Section 25316 of the California Health and Safety Code; other substances, materials, and wastes that are, or become, regulated or classified as hazardous or toxic under federal, state, or local laws or regulations and in the regulations adopted pursuant to said laws, and shall also include manure, asbestos, 698/015610-0207 22795466.2 a09/18/25 -1 2- 597 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT polychlorinated biphenyl, flammable explosives, radioactive material, petroleum products, and substances designated as a hazardous substance pursuant to 33 USC Section 1321 or listed pursuant to 33 USC Section 1317. 1.1.46 "Hotel Management Documentation" shall have the meaning set forth in Section 5.1.1 of this Agreement. 1.1.47 "Hotel Operator" shall have the meaning set forth in Section 5.1.1 of this Agreement. 1.1.48 "Infrastructure Lender(s)" means one (1) or more Lender(s) that provide(s) an Infrastructure Loan to Developer to pay the construction costs and expenses for all or a portion of the Master Site Infrastructure Improvements Project Component. It is acknowledged that there may be one (1) or more Infrastructure Lender(s). 1.1.49 "Infrastructure Loan(s)" means any one (1) or more Loan(s) obtained by Developer, and approved by City to the extent such approval is required under this Agreement, from a Construction Lender to finance all or part of the construction costs and expenses of only Master Site Infrastructure Improvement Project Costs (which the parties acknowledge may be part of the same Construction Loan that finances one (1) or more other Project Components). It is acknowledged that there may be one (1) or more Infrastructure Loan(s). 1.1.50 "Infrastructure Loan Deed(s) of Trust" means the Lien(s) required by an Infrastructure Lender recorded in the Recorder's Office against a Lot(s) and/or Parcel(s) of any portion of the Project to secure the Developer's performance under the associated Infrastructure Loan. 1.1.51 "Insubstantial Modification" means any minor modification to this Agreement which does not modify: (i) the Term of this Agreement; (ii) the Project Components and permitted uses of the Property based on those Project Components; (iii) maximum density or intensity of use, except as specifically allowed in the Project Approvals; (iv) provisions for the reservation or dedication of land; (v) conditions, terms, restrictions or requirements for Reserved Powers or any approved or future Discretionary Actions; (vi) the name and brand of the Luxury Hotel; (vii) the date or time of any task in the Schedule of Performance (other than modifications expressly contemplated in this Agreement); (viii) the financing for the development and completion of construction for the Project Components; (ix) the obligation to procure and maintain bonds or other payment and performance security for the development and completion of the Infrastructure Improvements Project Components once said obligation arises under this Agreement or from issuance of any permit, license, approval, or other entitlement; or (x) any monetary obligations of either City or Developer (other than modifications expressly contemplated in this Agreement), and said minor modification can be processed under CEQA either as not a "project" or as exempt from CEQA, and said minor modification does not require a public hearing prior to the Parties executing a modification to this Agreement. 698/015610-0207 22795466.2 a09/18/25 -1 3- •-1 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 1.1.52 "Impact Fees" means impact fees, linkage fees, exactions, assessments or fair share charges or other similar impact fees or charges (including any and all fees imposed and authorized pursuant to the Mitigation Fee Act, Government Code section 66000 et seq.) imposed on and in connection with new development by City pursuant to the current duly adopted resolution or other City Council action approving such fees. Notwithstanding anything herein to the contrary, none of the following shall constitute Impact Fees: (i) Processing Fees, (ii) impact fees, linkage fees, exactions, assessments or fair share charges or other similar fees or charges imposed by other governmental entities and which City is required to collect or assess pursuant to applicable law, including, without limitation, school district impact fees pursuant to Government Code Section 65995, fees required pursuant to the Coachella Valley Multiple Species Habitat Conservation Plan, and the Transportation Uniform Mitigation Fee, or (iii) other City-wide fees or charges of general applicability, provided that such City-wide fees or charges are not imposed as an impact fee on new development. 1.1.53 "Landscaping And Trails Project Component" means that component of the Project described in the definition of Project Components in this Agreement. 1.1.54 "La Quinta Amended Development Documents" means the agreements specifically identified in Recital F. 1.1.55 "Lender" means any one (1) or more Person(s) providing any type financing to Developer, its direct or indirect equity owners or any of their respective Affiliates in connection with any one (1) or more Project Components. 1.1.56 "Lien" means any mortgage, deed of trust, or other security instrument encumbering Developer's fee interest in the Property and/or Project, (or any portion thereof) or any part thereof, or any pledge or other agreement given as security for the repayment of a Loan and by which a Lender would be able to acquire any direct or indirect interest in the Developer upon the Developer's breach of any obligation under the Lender's loan documents. 1.1.57 "Loan" means any (i) loan or (ii) third -party equity/capital contribution (e.g. mezzanine financing) being invested directly or indirectly in Developer in the form of debt for the Project or Property other than the financial assistance provided by the City as specified in this Agreement. 1.1.58 "Loan Documents" and "loan documents" means the various documents and instruments made by and between the Developer (or its direct or indirect owners or their Affiliates) and a Lender that evidence a Loan for the Project or any Project Components and the security for repayment of such Loan. 1.1.59 "Lot" and "lot" means an area of land under one (1) ownership which is identified as a lot on a recorded final map, parcel map, record of survey 698/015610-0207 22795466.2 a09/18/25 -14- 599 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT recorded pursuant to an approved division of land, certificate of compliance, or lot line adjustment. 1.1.60 "Luxury Hotel" and "Luxury Hotel Project Component" means that component of the Project described in the definition of Project Components in this Agreement. 1.1.61 "MAE Default" is a materially adverse effect Default and has the meaning set forth in Section 8.1 of this Agreement. 1.1.62 "Map Act" means the Subdivision Map Act, Government Code Section 66410 et seq. (as may be amended from time to time). 1.1.63 "Master Site Infrastructure Improvements Project Component" or WSW' means that component of the Project described in the definition of Project Components in this Agreement. 1.1.64 "Ministerial Permits and Approvals" means the permits, approvals, plans, inspections, certificates, documents, licenses, and all other actions required to be taken by City in order for Developer to implement, develop and construct the Project and the Mitigation Measures, including without limitation, building permits, foundation permits, and other similar permits and approvals which are required by the La Quinta Municipal Code and Project plans and other actions required by the Project Approvals to implement the Project and the Mitigation Measures. Ministerial Permits and Approvals shall not include any Discretionary Actions or Discretionary Permits. 1.1.65 "Mitigation Fee Act" means the Mitigation Fee Act, Government Code section 66000 et seq. (as may be amended from time to time). 1.1.66 "Mitigation Measures" means the mitigation measures described in the Agreement Addendum (including the Mitigation Monitoring Program in Section 5.0 of said Agreement Addendum) and all applicable mitigation measures in the Coachella Valley Multiple Species Habitat Conservation Plan that apply to the Project. 1.1.67 "New Laws" means amendments or modifications to the Applicable Rules, and all ordinances, resolutions, initiatives, regulations, rules, laws, plans, policies, and guidelines of the City and its City Council, Planning Commission, and all other City boards, commissions, departments, agencies, and committees enacted or adopted after the Development Agreement Reinstatement Date. Recital F. 1.1.68 "Option Agreement" shall mean the agreement described in 1.1.69 "PA(s)" is defined in "Planning Area(s)" below. 1.1.70 "Parcel" and "parcel" means an area of land under one (1) ownership which is identified as a parcel on a recorded final map, parcel map, record of 698/015610-0207 22795466.2 a09/18/25 -15- •11 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT survey recorded pursuant to an approved division of land, certificate of compliance or lot line adjustment. 1.1.71 "Parties" means collectively Developer and City. Each shall be referred to in the singular as a "Party". 1.1.72 "Permanent Financing Lender(s)" means one (1) or more Lender(s) that provide(s) any Permanent Financing Loan to Developer, its direct or indirect owners or any of their Affiliates with respect to the Property. It is acknowledged that there may be one (1) or more Permanent Financing Lenders(s). 1.1.73 "Permanent Financing Loan(s)" means a Loan obtained by Developer or its direct or indirect owners or any of their Affiliates, and approved by City (to the extent such approval is required pursuant to this Agreement), from a Permanent Financing Lender to finance all or part of the conversion, ownership, and operating costs of any one (i) or more the Project Components. A "Permanent Financing Loan" does not include any "construction to permanent loan(s)," or any Construction Loan or Infrastructure Loan. It is acknowledged that there may be one (1) or more Permanent Financing Loan(s). 1.1.74 "Permanent Financing Loan Deed(s) of Trust" means the Lien(s) required by an Permanent Financing Lender recorded in the Recorder's Office against a Lot(s) and/or Parcel(s) of any portion of the Project to secure the Developer's performance under the associated Permanent Financing Loan. 1.1.75 "Permitted Affiliate Assignee" is defined in Section 10.4 of this Agreement. 1.1.76 "Permitted Development/Operational Transferee" means any one (1) or more of the following: Permitted Lenders, real estate companies, developers, sovereign wealth funds, high net worth United States or foreign individuals or other investors, private equity or opportunity funds, hedge funds (provided that if such Person is a private equity or opportunity fund, hedge fund or similar investment fund, it is agreed and understood that one or more such entities (Y) investing side by side and (Z) collectively and at all times are under common control shall not fail to be deemed a single "Permitted Development/Operational Transferee" pursuant to this definition), provided, however, in each such case said transferee shall (i) satisfy the Eligibility Requirements, (ii) is or has personnel, management and/or direct or indirect investors or Affiliates that are experienced in managing, owning, investing in, developing and/or operating commercial real estate properties that are substantially similar to the Project Component(s) for which the Transfer to transferee is to occur, and may lawfully do so under federal and state law; and (iii) if both of the foregoing clauses (i) and (ii) do not apply, has been approved by the City (which approval shall not be unreasonably withheld, delayed or conditioned). It is acknowledged that there may be one (1) or more Permitted Development/Operational Transferees with respect to one (1) or more Project Components. 698/015610-0207 22795466.2 a09/18/25 -16- 601 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 1.1.77 "Permitted Hotel Operator" means a nationally and/or internationally known first class luxury hotel brand, manager or operator that may lawfully be a Hotel Operator under federal and state law, and approved by the City in its sole and absolute discretion. As of the Reference Date, the City has approved the Montage and Four Seasons as Permitted Hotel Operators that meet the City Council's criteria for being a nationally and/or internationally known first class luxury hotel brand. 1.1.78 "Permitted Lender" means any one (1) or more of the following (or Affiliates of any of the following) that issue Loans to developments and developers and/or their direct or indirect equity holders, and may lawfully do so under federal and state law, for projects that are similar to the Project Component(s) for which the Loan is to be issued, and made in the normal course of business for said Lender: (a) any state or federally chartered bank, savings and loan association, other third -party financial institution or finance company, capital investment group, investment fund, investment bank, governmental entity, bond issuer, a real estate investment trust, insurance company, trust company, debt fund, high net worth individual or high net worth family (which may operate through a family office), commercial credit corporation, pension plan, pension fund or pension advisory firm, mutual fund, or any other Person, provided, however, in each such case said Lender shall satisfy the Eligibility Requirements; (b) an investment company, money management firm or "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act of 1933, as amended, or an institutional "accredited investor" within the meaning of Regulation D under the Securities Act of 1933, as amended, provided, however, in each such case said Lender shall satisfy the Eligibility Requirements; (c) an institution or other Person substantially similar to any of the foregoing entities described in clauses (a) or (b) that satisfies the Eligibility Requirements; (d) any other Permitted Develop ment/OperationaI Transferee which is not described previously in this definition, provided, however, in each such case said Permitted Development/Operational Transferee had previously met and shall continue to satisfy the Eligibility Requirements, and (e) any other Lender proposed by Developer to the City and approved by the City (which approval shall not be unreasonably withheld, delayed or conditioned). It is acknowledged that there may be one (1) or more Permitted Lenders with respect to one (1) or more Project Component(s). 1.1.79 "Permitted Transfer" means the Transfers that are permissible as part of this Agreement and listed in Section 10.2.5 of this Agreement. 1.1.80 "Permitted Transferee" means the transferee, assignee, and/or any other successor -in -interest from Developer pursuant to a Permitted Transfer. 1.1.81 "Person" means any individual or any limited liability company, corporation, partnership, association, joint venture, trust, estate or other entity or organization. 1.1.82 "Phase 1 Property" shall have the meaning set forth in Recital B. The Phase 1 Property consists of the "Phase 1A Property" and "Phase 113 Property" as defined in Recital B of this Agreement. 698/015610-0207 22795466.2 a09/18/25 -1 7- e% LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 1.1.83 "Phase 1 Residential Components" means the Phase 1A Luxury Residential Project Component and Phase 113 Luxury Residential Project Component. 1.1.84 "Phase 1A Luxury Residential Project Components" means collectively: (a) the "Phase 1A Luxury Branded Residences Project Component," and (b) the "Phase 1A Luxury Branded Condominiums Project Component," as described in the definition of Project Components in this Agreement. 1.1.85 "Phase 1 B Luxury Residential Project Component" means that component of the Project described in the definition of Project Components in this Agreement. 1.1.86 "Phase 2 Pre -Closing Work" shall have the meaning set forth in Section 3.1.5(B) of this Agreement. 1.1.87 "Phase 2 Property" shall have the meaning set forth in Recital D. The Phase 2 Property is the same real property as the "City -Owned Option Property." 1.1.88 "Planning and Zoning Law" means the Planning and Zoning Law, Government Code section 65000 et seq. (as may be amended from time to time). 1.1.89 "Planning Area(s)" and "PA(s)" means the planning area(s) within the SilverRock Resort Area as amended by this Agreement and as more particularly depicted in the Site Maps and described in the Scope of Work. As established by this Agreement, there shall be eight (8) Planning Areas with the Project Components therein, as more particularly depicted in the Site Maps and described in the Scope of Work. For ease of reference, "PA 1" shall mean "Planning Area 1"; "PA 2" shall mean "Planning Area 2"; "PA 3" shall mean "Planning Area 3"; "PA 4" shall mean "Planning Area 4"; "PA 5" shall mean "Planning Area 5"; "PA 6" shall mean "Planning Area 6"; "PA 7" shall mean "Planning Area 7"; and "PA 8" shall mean "Planning Area 8." 1.1.90 "Planning Commission" means the City Planning Commission and the planning agency of the City pursuant to California Government Code Section 65867. 1.1.91 "Plans Assignable At Termination" means those plans described in Section 8.3.2 of this Agreement. 1.1.92 "Pre -Bankruptcy Subdivision Maps and Permits" shall have the meaning set forth in Recital H. 1.1.93 "Post -Bankruptcy Sale Permitting Processes" means the modified application and permitting processes set forth in Exhibit I, attached hereto and incorporated herein by this reference, which are intended to provide an alternative option to Developer for obtaining, with respect to partially completed structures and improvements on the Phase 1A Property, any of the following (including emergency or 698/015610-0207 22795466.2 a09/18/25 IN 603 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT temporary) permits, licenses, approvals, and/or entitlements: (a) building permits, (b) demolition permits, (c) grading permits, (d) encroachment permits, (e) hauling permits, (f) site development permits, (g) conditional use permits, and (h) any other permits, licenses, approvals, and/or entitlements necessary or proper as related to those permits that are intended to be subject to the Post -Bankruptcy Sale Permitting Processes. Nothing in this Agreement precludes Developer from using the application and permitting process otherwise applicable pursuant to the La Quinta Municipal Code and Uniform Codes. 1.1.94 "Private Clubhouse Project Component" means that component of the Project described in the definition of Project Components in this Agreement. 1.1.95 "Processing Fees" means all processing fees and charges required by City including, but not limited to, fees for land use applications, Project permits and/or approvals, building applications, building permits, grading permits, encroachment permits, Project Tract Maps, lot line adjustments, air right lots, street vacations, certificates of occupancy, and any fees over which City has no authority with respect to setting the rates, which are necessary to accomplish the intent and purpose of this Agreement. Processing Fees shall not include Impact Fees. Notwithstanding the language of this Section or any other language in this Agreement, Developer shall not be exempt from the payment of fees, if any, imposed on a City-wide basis as part of City's program for storm water pollution abatement mandated by the Federal Water Pollution Control Act of 1972 and subsequent amendments thereto. 1.1.96 "Project" means development of the Property in full compliance with this Agreement, as set forth and described in Recital K, Project Description, Scope of Work, Project Schedule, and Section 3.1 of this Agreement. 1.1.97 "Project Approvals" shall have the meaning set forth in Recital K. 1.1.98 "Project Components" shall mean the distinct phases and uses to be developed and operated on the Phase 1 Property, as more particularly depicted in the Site Maps and described in the Scope of Work, and include the following: 698/015610-0207 22795466.2 a09/18/25 (a) Luxury Hotel Project Component and related ancillary uses that include (but are not limited to) one or more wellness, spa and fitness area(s), restaurants, conference and banquet facilities, pool and recreational facilities, and "back -of -house" facility area, on the Phase 1A property and located in Plannings Areas 3 and 5 (PAs3&5); (b) Public Golf Clubhouse Project Component on the Phase 1A Property, which shall be open to the public, residents, and guests, with related uses ancillary to the clubhouse, and is located in Planning Area 4 (PA 4); -19- •1, LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (c) Phase 1A Luxury Residential Project Components, consisting of for - sale, single family luxury home lots, residences, and condominiums on the Phase 1A Property that all will be linked to the Luxury Hotel operations and available as short-term vacation rentals pursuant to this Agreement, and comprise the following two (2) phases (which may be developed separately or together as determined by Developer): (i) the Phase 1A Luxury Branded Residences Project Component, consisting of 29 residential lots to be sold and privately developed pursuant to this Agreement and located in Planning Area 2 (PA 2), and (ii) the Phase 1A Luxury Branded Condominiums Project Component, consisting of approximately 70 luxury condominium units to be constructed pursuant to this Agreement and located in Planning Area 6 (PA 6); (d) Private Clubhouse Project Component means the clubhouse and amenities for residents and guests in the Phase 1A Luxury Residential Project Components to be located with the Phase 1A Luxury Branded Condominiums in Planning Area 6 (PA 6); (e) Phase 1 B Luxury Residential Project Component, consisting of for - sale, single family luxury home lots and residences on the Phase 1 B Property that may be available as short-term vacation rentals pursuant to this Agreement and located in Planning Area 7 (PA 7); (f) Landscaping And Trails Project Component covering the Phase 1 Property and SilverRock Resort Area areas along a portion of Avenue 52, as more particularly described in this Agreement; and (g) Master Site Infrastructure Improvements Project Component, consisting of Developer's construction and installation of all of the backbone infrastructure improvements required to serve the Phase 1 Property, consistent with the Specific Plan and development of the Project according to the Scope of Work and Schedule of Performance. For the avoidance of doubt, each of the categories of Project Components listed in subsections (a) through (g) of this definition may have more than one Project Component (i.e., there may be separate sub -Project Components if so elected by Developer), each Project Component may separately obtain Certificates of Completion under the process set forth in Section 3.4 of this Agreement. 1.1.99 "Project Milestone(s)" means those tasks in the Schedule of Performance identified and agreed by the Parties herein as material deadlines that shall not be missed or delayed (except for events of Force Majeure or other excusable delays set forth in this Agreement or by law). 1.1.100 "Project Schedule" and "Schedule of Performance" means the project schedule and phasing plan as set forth in Exhibit E attached hereto and 698/015610-0207 22795466.2 a09/18/25 -20- 605 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT incorporated herein by this reference. Developer may have one (1) or more separate Project Schedules with combined or separate Project Milestones from time to time as applicable to different Project Components as may be elected by Developer and approved by the City in City's reasonable discretion. 1.1.101 "Project Tract Maps" shall have the meaning set forth in Recital K. 1.1.102 "Public Golf Clubhouse Project Component" means that component of the Project described in the definition of Project Components in this Agreement. 1.1.103 "Reference Date" shall be the date that the City Council's Ordinance adopting this Agreement (as identified in Recital P of this Agreement) becomes effective pursuant to state law, which date shall be inserted in the Preamble of this Agreement. 1.1.104 "Reinstated Covenant Affecting Real Property (Ahmanson Ranch House)" means that land use covenant described in Recital F and substantially in the form attached to this Agreement as Exhibit J and incorporated herein by this reference. 1.1.105 "Reinstated Covenant Affecting Real Property (Golf Course Use)" means that land use covenant described in Recital F and substantially in the form attached to this Agreement as Exhibit K and incorporated herein by this reference. 1.1.106 "Reserved Powers" means the rights and authority excepted from this Agreement's restrictions on City's police powers and which are instead reserved to City, its City Council, Planning Commission, and all other City boards, commissions, departments, agencies, and committees. The Reserved Powers include the powers to enact or adopt New Laws or take future Discretionary Actions after the Development Agreement Reinstatement Date that may be in conflict with the Applicable Rules and Project Approvals, except such New Laws which would prevent or materially impair Developer's ability to develop the Project in accordance with the Project Approvals; provided, however, that with respect to such New Laws which would prevent or materially impair Developer's ability to develop the Project in accordance with the Project Approvals, such New Laws shall apply to the Project if such New Laws are: (1) necessary to protect the public health, safety, and welfare, and are generally applicable on a City-wide basis (except in the event of natural disasters as found by the City Council such as floods, earthquakes and similar acts of God, which shall apply even if not applicable on a City-wide basis); (2) amendments to Uniform Codes, as adopted by City, and/or the La Quinta Municipal Code, as applicable, regarding the construction, engineering and design standards for private and public improvements to be constructed on the Property; (3) required by a non -City entity to be adopted by or applied by the City (or if optional the failure to adopt or apply such non -City law or regulation would cause City to sustain a material loss of funds or loss of access to funding or other resources), or (4) necessary to comply with state or federal laws and 698/015610-0207 22795466.2 a09/18/25 '21 - o LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT regulations (whether enacted prior or subsequent to the Development Agreement Reinstatement Date). 1.1.107 "Schedule of Performance" means the Project Schedule. 1.1.108 "Scope of Work" and "Scope of Development" means the pre - construction, construction, demolition, improvements, operations, and uses on the Phase 1 Property for the Project Components as set forth in Exhibit D attached hereto and incorporated herein by this reference. 1.1.109 "Short -Term Vacation Rental Regulations" means all provisions of the La Quinta Municipal Code related to short-term vacation rentals as the same may be amended from time to time, including specifically Chapter 3.24 or successor provisions related to transient occupancy tax and Chapter 3.25 related to short-term vacation rentals, except to the extent any provision directly conflicts with the vested rights in Section 2.2.1 of this Agreement. 1.1.110 "Site" has the same meaning as Property and Phase 1 Property. 1.1.111 "Site Development Permit" and "site development permit" shall have the meaning set forth in Section 9.180.020 of the La Quinta Municipal Code. 1.1.112 "Site Map(s)" means the site map(s) attached hereto as Exhibit B and incorporated herein by this reference. 1.1.113 "Specific Plan" shall have the meaning as set forth in Recital C and is identified by the City as Specific Plan (SP) 2006-080 SilverRock Resort. 1.1.114 "Term" means the period of time for which the Agreement shall be effective in accordance with Section 1.2 herein. 1.1.115 "TOT" means "transient occupancy tax" collected by City pursuant to Chapter 3.24 of the La Quinta Municipal Code and applicable state laws. 1.1.116 "TOT Covenant Agreement" shall mean the "Transient Occupancy Tax (TOT) Revenue Sharing Covenant" described in Recital F and executed on or about even date as this Agreement. 1.1.117 "Transfer" means any transfer of any interest, including fee simple or ground leasehold interest, as applicable, in the Property (Phase 1A Property and Phase 1 B Property), the City -Owned Option Property, the City -Owned Golf Course Property, and the City -Owned Ahmanson Ranch Property, and corresponding interests in this Agreement. 1.1.118 "Transferee" and "transferee" shall mean the Person(s) receiving an interest subject to a Transfer. 698/015610-0207 22795466.2 a09/18/25 -22- 607 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 1.1.119 "Transfer Exemption(s)" means, for the purposes of this Agreement, a Transfer by leases, subleases, licenses, or other occupancy arrangements (other than ground leases) for uses on any portion(s) of the Property and Planning Areas consistent with the overall first class character of the Luxury Hotel and Permitted Hotel Operator, including, without limitation, restaurants and other food services, fitness centers, wellness facilities, residential rentals that qualify as short-term vacation rentals under the Short -Term Vacation Rental Regulations, banquets and parties, corporate events, spa services, bars, gift shops, boutiques and other retail, recreational activities, and other similar services. A Transfer Exemption shall not require prior approval or consent by the City under this Agreement; provided, however, all uses subject to a Transfer Exemption shall be governed by this Agreement and by any and all applicable federal, state, and local (including City) laws and regulations, including but not limited to Ministerial Permits and Approvals and City's Reserved Powers. Nothing in this definition does or shall be deemed to release Developer or any transferee with an interest in any leases, subleases, licenses, or other occupancy arrangements qualifying as an Transfer Exemption from compliance with the uses set forth in this Agreement and by any and all applicable federal, state, and local (including City) laws and regulations, including the City's Zoning Ordinance. 1.1.120 "Uniform Codes" means those building, electrical, mechanical, plumbing, fire and other similar regulations of a City-wide scope which are based on recommendations of a multi -state professional organization and become applicable throughout the City, such as, but not limited to, the Uniform Building Code, the Uniform Electrical Code, the Uniform Mechanical Code, Uniform Plumbing Code, or the Uniform Fire Code (including those amendments to the promulgated uniform codes which reflect local modification to implement the published recommendations of the multi -state organization and which are applicable City-wide). 1.1.121 "Updated Mitigated Negative Declaration" shall have the meaning as set forth in Recital K. Code. 1.1.122 "Zoning Ordinance" means Title 9 of the La Quinta Municipal 1.2 Term. This Agreement shall be in full force and effect as of the Reference Date, but for purposes of the duration of this Agreement pursuant to Section 65865.2 of the Development Agreement Act, the "Term" of this Agreement shall commence on the Development Agreement Reinstatement Date, and shall continue for thirty (30) years after the Development Agreement Reinstatement Date unless said term is otherwise terminated, modified, or extended by circumstances set forth in this Agreement or by mutual consent of the Parties after the satisfaction of all applicable public hearing and related procedural requirements. 698/015610-0207 22795466.2 a09/18/25 -23- LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 1.3 Development Agreement Effective Date. The vesting of the rights and obligations for the development of the Project set forth in this Agreement shall be effective as of the date this Agreement is recorded in the Recorder's Office ("Development Agreement Reinstatement Date"), but upon becoming effective, the vesting of said rights and obligations shall be retroactive to the effective date of the Original SDC Development Agreement (the "Effective Date") but without Developer having assumed any liability with respect to acts or omissions on the Property occurring prior to the Development Agreement Reinstatement Date. The City shall have the right to deliver to the Parties a written confirmation of the Development Agreement Reinstatement Date, but said Development Agreement Reinstatement Date shall be the date as set forth in the preceding sentence regardless of whether or when the City delivers such notice. 1.4 Termination of this Agreement. Unless terminated earlier pursuant to the terms hereof, this Agreement shall automatically terminate and be of no further effect upon the expiration of the Term of this Agreement. Termination of this Agreement, for any reason, shall not, by itself, affect any right or duty arising from entitlements or approvals set forth in the Project Approvals. After such termination, the Parties shall execute evidence of such termination in customary and recordable form. Furthermore, and notwithstanding anything herein to the contrary, this Agreement shall be subject to termination pursuant to Sections 8.2 and 8.3 if, following the notice and cure provisions set forth in Section 8.1, Developer fails to commence or complete the Luxury Hotel Project Component or Public Golf Clubhouse Project Component in accordance with the Project Milestones , as may be modified or adjusted pursuant to the terms of this Agreement. Furthermore, notwithstanding anything herein to the contrary, in the event Developer does not acquire title to the Phase 2 Property pursuant to the Option Agreement covering the City -Owned Option Property by the outside closing date for Developer to purchase the Phase 2 Property as set forth in the Option Agreement (referred to herein as the "Outside Phase 2 Property Acquisition Date"), this Agreement shall automatically terminate with respect to the Phase 2 Property and Developer and City agree to execute and record such document as reasonably required to terminate and remove this Agreement from record title against the Phase 2 Property. The Parties acknowledge that in the event of automatic early termination with respect to the Phase 2 Property as provided in this paragraph, the Parties shall be deemed to have mutually consented to the early termination of this Agreement solely for the Phase 2 Property for purposes of the Development Agreement Act and Development Agreement Ordinance. The Parties acknowledge and agree that, except for the provisions in the foregoing paragraphs in this Section 1.4 and any other termination rights of a Party that are expressly set forth herein, the Development Agreement Act and Development 698/015610-0207 22795466.2 a09/18/25 -24- e LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Agreement Ordinance require that, prior to any such early termination of this Agreement, the La Quinta Planning Commission must hold a public hearing regarding the proposed termination and make certain recommendations to the City Council, and then the City Council must hold a public hearing regarding the termination and make certain findings. 1.5 Statement of Benefits and Consideration. The Parties have determined that a development agreement is appropriate for the construction and operation of the Project due to the substantial benefits to be derived therefrom. The Project will promote the health, safety and general welfare of City and its residents. In exchange for these and other benefits to City, Developer will receive the assurance that Developer may develop the Project during the Term of this Agreement, subject to the terms and conditions herein contained. City has undertaken the necessary proceedings, has found and determined that this Agreement is consistent with the General Plan, and has adopted the requisite ordinance approving this Agreement. As a result of the development of the Project in accordance with this Agreement, City will receive substantial benefits, including the benefits consistent with economic opportunities leading to significant job creation and general fund revenue increases that the California Legislature has promoted pursuant to Government Code section 52200 et seq. In consideration of the substantial benefits, commitments and consideration to be provided by Developer pursuant to this Agreement and in order to strengthen the public planning process and reduce the economic costs of development, City hereby provides Developer assurance that if Developer acquires title to the Property, Developer can proceed with the construction and operation of the Project for the Term of this Agreement pursuant to the Applicable Rules and this Agreement. Developer would not enter into this Agreement or agree to provide the public benefits, commitments and consideration described in this Agreement if it were not for the certainty provided by the agreement of City that the Project could be constructed and operated during the Term of this Agreement in accordance with the Applicable Rules and this Agreement. 1.6 City CEQA Findings. City finds that review of the environmental impacts of this Agreement and the Project has been conducted in accordance with the provisions of CEQA and the State and local guidelines adopted thereunder, and City has given consideration to such environmental review prior to its approval of this Agreement and the Project and has undertaken all actions necessary to comply with CEQA. 698/015610-0207 22795466.2 a09/18/25 -25- 610 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 1.7 Consistency with SilverRock Specific Plan Authority for Location and Alignment of Planning Areas. Pursuant to Section 2.2.1 of the SilverRock Specific Plan, the location and alignment of the land uses and zones in the Specific Plan are diagrammatic, and the precise layout of the various land uses are ultimately to be determined by the actual alignment and adjacency of each land use category. Consistent with Section 2.2.1 of the Specific Plan, the Planning Areas as set forth in this Agreement shall govern and apply to the Development of the Project and shall supersede the planning areas as identified and located in the Specific Plan, to the extent the planning areas in the Specific Plan are inconsistent with the Planning Areas set forth in this Agreement. 2. AGREEMENTS AND ASSURANCES 2.1 Agreement and Assurance on the Part of Developer. In consideration for City entering into this Agreement, and as an inducement for City to obligate itself to carry out the covenants and conditions set forth in this Agreement, and in order to effectuate the purposes and intentions set forth in this Agreement, Developer hereby agrees to develop and use the Property and the Project pursuant to all of the requirements set forth in this Agreement and other Project Approvals. 2.1.1 Bankruptcy Lawsuit and Property Acquisition Requirements. From and after the Reference Date of this Agreement, and to facilitate the close of escrow for Developer to acquire from Debtors the Property as part of the Bankruptcy Lawsuit and pursuant to any order of the Bankruptcy Court, Developer shall have the following obligations assuming that concurrently therewith or prior thereto, the City has entered into and duly authorized all La Quinta Amended Development Documents: (A) Take all actions necessary or proper to ensure that, prior to the date of the close of escrow for Developer to acquire the Property, this Agreement and all La Quinta Amended Development Documents are fully executed and, as appropriate, notarized and ready for recording in the Recorder's Office; (B) Deliver or cause to be delivered to the escrow officer and/or title officer, servicing the acquisition of the Property by Developer from Debtors, any and all escrow instructions as may be necessary or proper to ensure this Agreement and all La Quinta Amended Development Documents will be binding on Developer as of the date of the close of escrow and, as appropriate, to ensure this Agreement and any other La Quinta Amended Development Documents or other instruments are recorded in the Recorder's Office no later than the close of escrow on the Property; (C) Instruct the escrow officer and/or title officer, servicing the acquisition of the Property by Developer from Debtors, to ensure that the following La Quinta Amended Development Documents are fully executed and notarized to be 698/015610-0207 22795466.2 a09/18/25 -26- 611 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT recorded against the Phase 1 Property on the date of the close of escrow, in the following order: This Reinstated Development Agreement shall be recorded immediately after the grant deed conveying fee title of the Property to Developer, with no other document or instrument (including any deed of trust) to be recorded prior to this Agreement, it being expressly understood and agreed by the Parties that this Agreement shall have priority and will remain with priority over any other recorded document or instrument after the date Developer acquires fee title to the Property; ii. The Reinstated Covenant Affecting Real Property (Golf Course Use) and Reinstated Covenant Affecting Real Property (Ahmanson Ranch House); iii. The TOT Covenant Agreement; iv. The Memorandum of the Option Agreement in the form attached to the Option Agreement. v. Any other documents as may be necessary or proper, as determined by the City and Developer, to effectuate the development and use of the Property consistent with this Agreement. (D) Deliver or cause to be delivered to City the original signed copies of this Agreement and other La Quinta Amended Development Documents, and deliver or cause to be delivered to City conformed copies of the recorded copies of this Agreement and (as appropriate) other La Quinta Amended Development Documents. 2.1.2 Developer to Cooperate with City in Good Faith. Developer and City shall cooperate in good faith to prepare and deliver to the escrow officer and/or title officer any and all documents so that Developer's acquisition of the Property from Debtors may occur by the date for the close of escrow pursuant to the purchase and sale agreement between Developer and Debtors (the "Debtor PSA"). 2.1.3 Taxes and Assessments. Commencing upon the date of the close of escrow for Developer's acquisition of the Property, Developer shall pay prior to delinquency all ad valorem real estate taxes and assessments on the Property (pro -rated to after such time that Developer acquires fee title to the Property), subject to Developer's right to contest in good faith any such taxes or assessments. Developer agrees on behalf of itself, and on behalf of all persons or entities that may own an interest in the portions of the Property developed 698/015610-0207 22795466.2 a09/18/25 -27- 612 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT with any Project Component in the future, that during the term of the TOT Covenant Agreement, neither Developer nor any such person or entity shall (i) apply for or receive any exemption from the payment of property taxes or assessments on any interest in or to the Project or any portion thereof, or (ii) take any action, including any assessment appeal, to decrease the assessed value of the Phase 1A Property below the assessed value as of the Reinstatement Date, to the extent the TOT Covenant Agreement continues to apply to the Phase 1A Property. 2.1.4 Covenant to Maintain Property on Tax Rolls. Developer for itself, its successors and assigns to all or any part or portion of the Property and/or Project, covenants and agrees that Developer shall not use or otherwise sell, transfer, convey, assign, lease, leaseback or hypothecate the Property, the Project, or any portion of any of the foregoing to any entity or person, or for any use of the Property, the Project, or any portion of any of the foregoing, that is partially or wholly exempt from the payment of real or personal property taxes or that would cause the exemption of the payment of all or any portion of real or personal property taxes otherwise assessable regarding the Property, the Project, or any portion of any of the foregoing, without the prior written consent of City, which may be withheld in City's sole and absolute discretion for a period of thirty (30) years from the Reference Date. Notwithstanding the foregoing, the lease or sublease of up to five percent (5%) of the Property to a tax-exempt organization shall be considered de minimis for the purposes of this subsection and shall be permitted without any further approval by the City. Except as permitted pursuant to the preceding sentence, if the Property, or any portion of the Property, shall be conveyed, transferred or sold to any entity or person that is partially or wholly exempt from the payment of real or personal property taxes otherwise assessable against the Property, or any portion thereof, without the prior written consent of City commencing from the Reference Date and for the duration of the Term of this Agreement, then, at City's election and in addition to all other remedies available to City under this Agreement or at law or in equity, Developer shall pay to City a fee in lieu of payment of such taxes each year in an amount determined by City to be equal to its share of property taxes received from the ad valorem tax on the "full cash value" of the Property, or portion thereof, as may be subject to such exemption from payment of real or personal property taxes (the "Lost Tax Revenue"). City's determination of the Lost Tax Revenue for in -lieu payment purposes under this Section shall be established by City each year, if necessary, by reference to the real or personal property tax valuation principles and practices generally applicable to a county property tax assessor under Section 1 of Article XIIIA of the California Constitution. City's determination of the Lost Tax Revenue shall be supported by substantial evidence and shall be conclusive on such matters. If City determines that an amount is payable as an in -lieu payment under this Section in any tax year, then such amount shall be paid to City for that tax year within sixty (60) days following transmittal by City to Developer of an invoice for payment of the in -lieu amount. 698/015610-0207 22795466.2 a09/18/25 i 613 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT The covenants of this Section 2.1.4 shall run with the land of the Property, shall be enforceable against the Developer and its successors and assigns, for the duration of the Term of this Agreement. 2.2 Agreement and Assurances on the Part of City. In consideration for Developer entering into this Agreement, and as an inducement for Developer to obligate itself to carry out the covenants and conditions set forth in this Agreement, and in order to effectuate the purposes and intentions set forth in this Agreement, City hereby agrees as follows: 2.2.1 Reinstated and Amended Development Agreement. On and after the Reference Date, and pursuant to order from the Bankruptcy Court, the Original SDC Development Agreement shall be deemed reinstated and amended as provided for in this Agreement. Furthermore, City covenants and agrees that the SDC PSDA is no longer of any force and effect, and on and after the Reference Date, the SDC PSDA no longer is incorporated by reference into this Agreement, it being expressly understood and agreed by the Parties that this Agreement (along with all other agreements between City and Developer resulting from the purchase and sale of the Property vis-a-vis the Bankruptcy Lawsuit) governs the pre -development, development, operation, and use of the Property for the Project. 2.2.2 Entitlement to Develop with Vested Rights. Developer has the vested right to develop the Project subject to the terms and conditions of this Agreement, Project Site Development Permits, and Applicable Rules, subject to the Reserved Powers. Developer's vested rights under this Agreement shall include, without limitation, the right to remove, remodel, renovate, rehabilitate, rebuild or replace the existing construction and development, or any portion thereof, for the Project throughout the Term for any reason, including, without limitation, in the event of damage, destruction or obsolescence of the existing construction or development or any portion thereof, subject to Developer's timely performance of its obligations under this Agreement, Project Approvals, and Applicable Rules (and subject to the Reserved Powers). To the extent that all or any portion of the existing construction or development for the Project is removed, remodeled, renovated, rehabilitated, rebuilt or replaced, Developer may demolish and/or relocate that portion of the existing construction or development, as the case may be, at another location on the Property, subject to timely compliance with, and the requirements of, this Agreement, Project Approvals, and Applicable Rules (and subject to the Reserved Powers). 2.2.3 Short -Term Vacation Rentals. This Agreement does hereby provide that short-term vacation rentals, as set forth in the Short -Term Vacation Rental Regulations, are a permitted use within all portions of the Project that allow residential uses, and the rights to such permitted use are hereby vested in Developer pursuant to the terms of this Agreement. Developer shall comply 698/015610-0207 22795466.2 a09/18/25 -29- 614 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT with the provisions in this Agreement (below) pertaining to the use and operation of short-term vacation rentals. 2.2.4 Changes in Applicable Rules. (A) Nonapplication of Changes in Applicable Rules. Any change in, or addition to, the Applicable Rules adopted or becoming effective after the Development Agreement Reinstatement Date, including, without limitation, any such change by means of ordinance, City Charter amendment, initiative, referendum, resolution, motion, policy, order or moratorium, initiated or instituted for any reason whatsoever and adopted by the City, City Council, Planning Commission or any other board, commission, department or agency of the City, or by the electorate, as the case may be, which would, absent this Agreement, otherwise be applicable to the Property and/or Project, and which would be in direct conflict of this Agreement, shall not be applied to the Property or the Project unless such changes represent an exercise of City's Reserved Powers, or are otherwise agreed to in this Agreement. Notwithstanding the foregoing, Developer may, in its sole discretion, consent to the application to the Property and/or Project any change in the Applicable Rules. (B) Changes in Uniform Codes. Notwithstanding any provision of this Agreement to the contrary, development and use of the Project shall be subject to changes which may occur from time to time in the Uniform Codes, as such Codes are adopted by the City of La Quinta. (C) Changes Mandated by Federal or State Law. This Agreement shall not preclude the application to the Property or Project of changes in, or additions to, the Applicable Rules, including rules, regulations, ordinances and official policies, to the extent that such changes or additions are mandated to be applied to developments such as the Project on the Property by state or federal laws and/or regulations, pursuant to the Reserved Powers. In the event state or federal laws or regulations prevent or preclude compliance with one or more provisions of this Agreement, such provisions shall be modified or suspended as may be necessary to comply with such state or federal laws or regulations. 2.2.5 Subsequent Development Review. Nothing set forth herein shall impair or interfere with the right of City to require Developer (or any agent acting on Developer's behalf) to apply for and obtain any and all Discretionary Permits, Ministerial Permits and Approvals, and any other permits, licenses, approvals, or entitlements required by law pursuant to applicable provisions of the La Quinta Municipal Code, Uniform Codes, or other rules and procedures adopted by City and applicable to the Project pursuant to the Applicable Rules. 698/015610-0207 22795466.2 a09/18/25 -30- 615 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Prior to each request for a building permit, Developer shall provide City with a Compliance Certificate for Building Permit ("Certificate for Building Permit") in a form created by Developer and reasonably approved by City, which shall describe how all applicable Project Approvals, including applicable Conditions of Approval, have been fully complied with so that Developer may be issued a building permit. Each Certificate for Building Permit shall be distributed by City to the relevant City departments for checking the representations made by Developer thereon, and City shall diligently pursue completion of such process to avoid any unnecessary delays in the prompt issuance of building permits for the Project. 2.2.6 Effective Develoament Standards. City agrees that it is bound to permit the uses, intensities of use and densities on the Property which are permitted by this Agreement and the Project Approvals, insofar as this Agreement and the Project Approvals so provide or as otherwise set forth in the Applicable Rules (subject to Reserved Powers). City hereby agrees that it will not unreasonably withhold, condition, or delay any permits, licenses, approvals, or entitlements which must be issued by City in order for the Project to proceed, provided that Developer is in compliance with this Agreement and the Project Approvals and reasonably and satisfactorily complies with all City-wide standard procedures for processing applications for such approvals and/or permits. Except as expressly provided in this Agreement, the City retains all discretion to approve, deny, or condition any and all permits, licenses, approvals, and entitlements, and other applications related to the Project and development and use of the Property for Discretionary Actions to the extent provided under Applicable Rules. 2.2.7 Moratoria or Interim Control Ordinances. In the event an ordinance, resolution, policy, or other measure is enacted, whether by action of City, by initiative, or otherwise, which relates directly or indirectly to the Project or to the rate, amount, timing, sequencing, or phasing of the development or construction of the Project on all or any part of the Property or the implementation of the Mitigation Measures adopted in connection with approval of the Project, City agrees that such ordinance, resolution or other measure shall not apply to the Property, the Project or this Agreement, unless such changes are adopted pursuant to the Reserved Powers or other applicable provisions of this Agreement. 3. DEVELOPMENT OF THE PROJECT 3.1 Generally. Developer shall develop or cause the development of the Project on the Property in accordance with this Agreement and other Project Approvals, the Project Description, Site Maps, Scope of Work for all Project Components, and within commencement and completion dates of the Project Components pursuant to the Schedule of Performance stated to be Project Milestones. The Project Components shall be developed in phases 698/015610-0207 22795466.2 a09/18/25 -31- 616 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT and in accordance with this Agreement and the Site Maps, Schedule of Performance, Project Description, Scope of Work, and other Project Approvals. 3.1.1 Compliance with Laws. All work performed in connection with the pre -development, development, construction, demolition, rehabilitation, use, and operation of the Project shall comply with all applicable federal, state, and local laws and regulations. 3.1.2 Compliance with Government Code Section 66473.7. Developer shall comply with the provisions of Government Code Section 66473.7 with respect to any Project Tract Maps prepared for the Project. 3.1.3 Mitigation Monitoring Program. The Developer shall comply with any and all Mitigation Measures and reporting requirements as set forth and in accordance with the Mitigation Monitoring Program incorporated into the Updated Mitigated Negative Declaration by the Agreement Addendum. 3.1.4 Temporary Golf Course Clubhouse. In the event that, prior to the time Developer completes the construction as evidenced by the recording of a Certificate of Completion that applies to the Public Golf Clubhouse Project Component, Developer's construction activities hereunder will if so elected by Developer (i) result in the removal of the existing temporary golf clubhouse, or (ii) render the location of the existing temporary golf clubhouse impractical, as determined by City, then Developer shall erect or install a new temporary golf clubhouse to serve the Golf Course until such time as the Public Golf Clubhouse Project Component has been completed and opened to the public. Said new temporary golf clubhouse shall be constructed according to minimum standards reasonably required by City, and may be a modular or similar facility, but shall provide the same or equivalent services, and operate during the same hours, as the existing temporary golf clubhouse. City shall have the right to review and approve (which approval shall not be unreasonably withheld, delayed or conditioned) Developer's proposals for any such new temporary golf clubhouse. 3.1.5 Obtaining Project Entitlements. Developer shall have the obligation to apply for and obtain, at its own cost and expense, any and all permits, licenses, approvals and entitlements for the development of the Project and use and operation for the authorized uses attached to each Project Component as set forth in this Agreement. By the approximate dates set forth in the Schedule of Performance (or, with respect to Project Milestones, the dates), Developer shall submit to City Staff for review, comment and conformation of completeness, and 698/015610-0207 22795466.2 a09/18/25 -32- 617 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT for subsequent processing pursuant to the La Quinta Municipal Code (or, as applicable, this Agreement), the following: (A) A proposed complete conceptual development plan for the Project Components on the Phase 1A Property that describes and depicts: (1) the location and placement of proposed buildings, (2) the architecture and elevations of the proposed buildings, and (3) any other specifications that Developer and City Staff mutually agree upon to be included in Phase 1A Property Project Components; (B) A proposed complete conceptual development plan for the Project Components on the Phase 1 B Property that describes and depicts: (1) the location and placement of proposed buildings, (2) the architecture and elevations of the proposed buildings, and (3) any other specifications that Developer and City Staff mutually agree upon to be included in Phase 1 B Property Project Components (which it is acknowledged and agreed that, at the election of Developer, may be as part of or separate from the development of the Phase 2 Property; provided, however, that any actual clearing, grading, and other infrastructure and horizontal land development work on the Phase 2 Property (collectively, and specifically excluding any vertical construction which shall not be permitted prior to Developer taking title to the Phase 2 Property, the "Phase 2 Pre -Closing Work") shall be contingent on (i) Developer providing evidence reasonably acceptable to the City that demonstrates that Developer will have the capital and/or financing required in order to perform the Phase 2 Pre - Closing Work and (ii) Developer entering in to a license agreement with the City on terms and conditions (including, but not limited to, terms and conditions relating to Developer keeping the Phase 2 Property free and clear of mechanic's liens, Developer having sufficient funds in an escrow account or otherwise having a guaranty or letter of credit or other similar arrangement to ensure timely payment of any Phase 2 Pre - Closing Work, and Developer's insurance and indemnity obligations for the benefit of the City relating to any Phase 2 Pre -Closing Work) as reasonably acceptable to Developer and the City (it being agreed, for the avoidance of doubt, that the conditions precedent to exercising the option and exercising the option to purchase the City - Owned Option Property (Phase 2 Property), and acquiring fee title to the Phase 2 Property, pursuant to the Option Agreement shall not be required in order for Developer to perform the Phase 2 Pre -Closing Work pursuant to this clause (B)); (C) A proposed complete conceptual development plan for the Landscaping And Trails Project Component that describes and depicts: (1) the location and placement of proposed landscaping, vegetation, hardscaping, fencing, pathways, trails, and/or related landscaping features or improvements for the Phase 1 Property, (2) the elevations of the proposed landscaping and related features and improvements, (3) a dust mitigation (PM 10 abatement) plan and contingency measures for instances when dust mitigation would be performed by Developer, and (4) any other specifications that Developer and City Staff mutually agree upon (including the landscaping that bounds the SilverRock Resort Area along a portion of Avenue 52 pursuant to Section 5.1.4 of this Agreement) to be included in the Landscaping And Trails Project Component; and 698/015610-0207 22795466.2 a09/18/25 -33- LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (D) Proposed zoning change, Specific Plan Amendment, or changes to the City's General Plan, if any, necessary to accommodate the Project Components on the Phase 1 B Property. 3.1.6 Submission of Additional Information to City. For informational purposes only, Developer shall also provide the following information to the City Manager in connection with obtaining the remaining entitlements for the Luxury Hotel Project Component, the Phase 1A Luxury Residential Project Component, and the Phase 1 B Luxury Residential Project Component. (A) Commitment letter, term sheet, letter of intent, memorandum of understanding or similar instrument (which it is acknowledged may be non -binding) from the proposed Permitted Hotel Operator for the Luxury Hotel Project Component and (if applicable) Phase 1A Luxury Residential Project Component and/or Phase 1 B Luxury Residential Project Component (depending on which Project Component(s) Developer elects to undertake at the appliable time), along with documentation confirming certain of the basic terms and conditions pursuant to which the proposed Permitted Hotel Operator will operate and manage the luxury hotel, but excluding any information reasonably designated proprietary or otherwise confidential by the Hotel Operator including, without limitation, economic terms; (B) The Final Project Budget for the applicable Project Component(s); (C) The proposed financing plan generally identifying financing sources for all private and public improvements proposed for the Project Components on the Phase 1A Property, which financing plan is consistent with the Final Project Budget and in compliance with all applicable financing provisions in this Agreement, with respect to the applicable Project Component(s); (D) The proposed financing plan generally identifying financing sources for all private and public improvements proposed for the Project Components on the Phase 1 B Property, which financing plan is consistent with the Final Project Budget and in compliance with all applicable financing provisions in this Agreement, with respect to the applicable Project Component(s). 3.2 Construction Provisions. 3.2.1 Developer Covenant to Complete the Project. Upon the close of escrow and Developer's acquisition of the Property, Developer covenants, for itself, its successors and assigns, that the Developer shall commence and complete the construction of the Project on the Property within the approximate (or, with respect to Project Milestones, the dates) time period for such actions set forth in the Schedule of Performance. Developer covenants and agrees for itself, its successors, and assigns, that the Property shall be improved and developed with the 698/015610-0207 22795466.2 a09/18/25 -34- 619 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Project in substantial conformity with the terms and conditions of this Agreement, Project Approvals, and Applicable Rules, except for such changes as may be mutually agreed upon in writing by and among the Parties, and all applicable laws, regulations, orders and conditions of all other federal, state, and local governmental agencies with jurisdiction over the Property or the Project, subject in each such case to events of Force Majeure. The covenants of this Section shall run with the land of the Property until the earlier of the date of recordation of the final Certificate of Completion or the expiration of the Term of this Agreement, subject to the provisions in this Agreement that state that those portion(s) of the Property that have a Certificate of Completion recorded against an applicable Project Component(s) shall be released from this Section upon the recording of said Certificate of Completion applicable to that Project Component(s). 3.2.2 Chanaes to SDecifications Durina Course of Construction. Developer shall have the right during the course of construction of the Project to make minor field changes, without seeking the approval of the City, if such changes do not affect the type of use to be conducted within all or any portion of a structure. "Minor field changes" shall be defined as those changes from the Project Approvals or City - approved Discretionary Permits and/or Ministerial Permits and Approvals, that have no substantial effect on the Project or are made in order to expedite the work of construction in response to field or other unforeseen conditions. Developer shall submit all other changes (those changes which are not Minor Field Changes) to the City for its review and approval (which shall not be unreasonably delayed, withheld or conditioned) no less than thirty (30) days prior to the date that Developer intends to implement such changes, or as otherwise determined appropriate by the Parties based on the circumstances presented. City shall have twenty (20) days from its receipt of such proposed changes to review the same and advise the Developer in writing whether such changes are acceptable to City in its reasonable discretion. Any proposed changes which are not disapproved by City within such twenty (20) day period shall be deemed approved. Nothing contained in this Section shall be deemed to constitute a waiver of or change in the City requirements governing changes or any other approvals by the City otherwise required construction of the Project. 3.2.3 Construction Commencement and Completion. Developer shall commence construction of the Project in approximate accordance with the Schedule of Performance (or, with respect to Project Milestones, in accordance therewith (subject to events of Force Majeure)) and, thereafter, shall diligently proceed to complete the construction of the Project in a good and workmanlike manner in substantial conformity with the Project Approvals according to the Schedule of Performance. Developer shall obtain a Certificate of Completion on or before the final completion date for the Project Milestones, and for other Project Components on the Phase 1A Property and Phase 113 Property, approximately on or before the completion dates, as set forth in the Schedule of Performance. Developer shall, promptly upon completion of construction of any Project Component(s), cause said 698/015610-0207 22795466.2 a09/18/25 -35- 620 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Project Component(s) to be inspected by each federal, state, and local (including City) governmental agency with jurisdiction over the Project required under law to conduct such inspection, shall correct any defects and deficiencies that may be disclosed by any such inspection and shall cause to be duly issued all certificates of occupancy and other permits, licenses, approvals or entitlements necessary for the operation and occupancy of said completed Project Component(s). Excepting any preliminary work undertaken by Developer to salvage or use existing improvements on the Property, after commencement of the work of improvement of a Project Component on the Phase 1A Property, the Developer shall not permit the work or improvements to that Project Component of the Phase 1A Property to cease or be suspended for a time period in excess of ninety (90) consecutive calendar days, subject to events of Force Majeure as provided in this Agreement. Similarly, after commencement of the work of improvement of a Project Component on the Phase 1 B Property, the Developer shall not permit the work or improvements to that Project Component of the Phase 1 B Property to cease or be suspended for a time period in excess of ninety (90) consecutive calendar days, subject to events of Force Majeure as provided in this Agreement. 3.2.4 Compliance and Modifications to Schedule of Performance. The Schedule of Performance establishes various dates and times setting for the approximate dates for the accomplishment of various tasks assigned to Developer, and satisfaction of all of those tasks must be met prior to issuance by the City of the final Certificate of Completion. Notwithstanding the previous sentence, the Parties agree that time is of the essence in the performance of the Project Milestones, and, if any of the same are not timely met, then the City shall have the right to exercise any of its rights for failure to meet a Project Milestone set forth in this Agreement. If the date or time for the performance of a task or the satisfaction of a condition, as set forth in either the text of this Agreement or which constitutes a Project Milestone, may not be achieved, then prior to such date or time set forth in the text of this Agreement or the Project Milestone, the Parties shall consider whether a modification to the text of this Agreement or to the Schedule of Performance is warranted. Any decision to approve a modification to a time or date established in either the text of this Agreement or the Project Milestones shall be subject to the discretion of each Party, which shall be exercised reasonably and in good faith, and any request by Developer for any modification shall be reviewed by the City Manager for a determination of whether the modification is an Insubstantial Modification as provided for in this Agreement. Any modification of a time or date for performance of a particular task or satisfaction of a particular condition that does not result in a change of more than one hundred eighty (180) calendar days may be approved on behalf of the City by the City Manager as an "Insubstantial Modification." A modification of a time or date for performance of a task or satisfaction of a condition that results in an aggregate change of more than one hundred eighty (180) calendar days to that task or condition (excluding any Force Majeure delays) shall be subject to the approval of the City 698/015610-0207 22795466.2 a09/18/25 -36- 621 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Council, in its sole and absolute discretion, and would be memorialized as an amendment to this Agreement. If performance of a task or satisfaction of a condition for any Project Milestones in the Schedule Performance is prevented or delayed by an event of Force Majeure, the deadline for completion of such task or satisfaction of such condition shall be extended by the period of such event of Force Majeure. Upon the completion of an event of Force Majeure, the extended period shall be memorialized in writing by the City Manager and Developer and delivered to the Parties. 3.2.5 City's Right to Inspect Property and Project. Officers, employees, agents and representatives of City shall have the right of reasonable access to the Property, without the payment of charges or fees, during normal construction hours, during the period of construction of the Project. Such officers, employees, agents or representatives of the City shall be those persons who are designated by the City Manager or authorized designee. Any and all officers, employees, agents or representatives of the City who enter the Property, if requested by Developer, shall identify themselves at the construction management office on the Property upon their entrance on to the Property, and, if required by Developer, shall at all times be accompanied by a representative of the Developer while on the Property. Developer shall make a representative of Developer available for this purpose at all times during normal construction hours, upon reasonable notice from the City. City shall defend, indemnify and hold the Developer harmless from injury, property damage or liability arising out of the exercise by the City of the right of access to the Property provided in this Section, other than injury, property damage or liability arising from the negligence or willful misconduct of Developer or its officers, agents or employees. City shall inspect relevant portions of the Property, prior to issuing any written statements reflecting adversely on Developer's compliance with the terms and conditions of this Agreement pertaining to development of the Project. If, in the City's reasonable discretion it is necessary, City shall have the further right, from time to time, to retain a consultant or consultants to inspect the Project and verify compliance by the Developer with the provisions of this Agreement at City's sole cost and expense. Developer acknowledges and agrees that any such inspections are for the sole purpose of protecting the City's rights under this Agreement, are made solely for the City's benefit, that the inspections may be general in nature, and are for the purposes of informing the City of the progress of the Project and the conformity of the Project with the terms and conditions of this Agreement, and that Developer shall not be entitled to rely on any such inspection(s) as constituting an approval, satisfaction or acceptance of any materials, workmanship, conformity of the Project with this Agreement or otherwise. Developer agrees to make its own regular inspections of the work of construction of the Project to determine that the quality of the Project and all other requirements of the work of construction of the Project are being performed in a manner satisfactory to the Developer. Developer also agrees to immediately notify the City in writing should the Developer's inspections show any matters that will prevent a Project Component from being completed by the date and time set forth therefore in the Schedule of Performance. 698/015610-0207 22795466.2 a09/18/25 -37- 622 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 3.2.6 Dust Control. From and after the date of the close of escrow for Developer's acquisition of the Property and until the date of the last Certificate of Completion is recorded against the Property (or applicable portion thereof), Developer shall implement the Dust Control Program with respect to the Property. Such implementation shall continue until such time as all Project Components have been completed, as evidenced by City's issuance of, and the recording of, the last Certificate of Completion for the completion of the last Project Component on the Property. 3.2.7 Developer Sale of Undeveloped Lots in Phase 1A Luxury Branded Residences Project Component and Phase 1 B Luxury Residential Project Component. For the duration of the Term of this Agreement, Developer shall have the obligation to complete or cause the completion of construction for all Project Components of the Project; provided, however, that Developer shall have the right, in accordance with phased development of the Phase 1A Luxury Branded Residences Project Component (PA 2) and the Phase 1 B Luxury Residential Project Component (PA 7) according to the approximate dates in the Schedule of Performance, to sell to individual buyers any precisely -graded and utility -ready unimproved custom single- family luxury home Lots, as long as any Lot sold to an individual buyer as part of the Project is subject to and governed by terms and conditions promulgated and enforced by the Permitted Hotel Operator and/or Developer for the timely construction and availability for occupancy of a single-family luxury residence on said Lot in accordance with design and construction requirements that are consistent with the use (or availability of the use) of such single-family luxury residence with the Luxury Hotel. The City shall have the right, upon request to Developer, to review the form of any agreements, development or construction guidelines or covenants, or other documents, which would be applicable to any Lots that would be eligible for sale to individual buyers pursuant to this Section, for the purpose of the City ensuring that the sale and construction of such unimproved Lot by an individual buyer is consistent with this Agreement and the Project. Any individual buyer of an unimproved Lot shall have the obligation to comply with any and all federal, state, and local (including City) laws and regulations for the development, use, and maintenance of a single-family luxury residence on the Lot, including but not limited to the requirement to obtain any and all Discretionary Permit and Ministerial Permits and Approvals from the City. Developer shall not sell or otherwise transfer (by lease or other conveyance) to an individual buyer any unimproved Lot on the Property unless such transfer is by a sale (for valuable consideration to a bone -fide purchaser) in accordance with the minimum requirements of this Section 3.2.7 and this Agreement. Developer shall not be entitled to a Certificate of Completion to be issued and recorded against the portion of the Phase 1 Property (including individual Lots) that constitute the Phase 1A Luxury Branded Residences Project Component (PA 2) or the Phase 1 B Luxury Residential Project Component (PA 7) until at least one-half (1/2) of the single-family luxury residences have been completely constructed on the Lots within the Phase 1A Luxury Branded Residences 698/015610-0207 22795466.2 a09/18/25 No 623 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Project Component (PA2), and Developer shall not be entitled to a Certificate of Completion to be issued and recorded against the portion of the Phase 1 Property (including individual Lots) that constitute the Phase 113 Luxury Residential Project Component (PA 7) until at least one-half (1/2) of the single-family luxury residences have been completely constructed on the Lots within the Phase 113 Luxury Residential Project Component (PA 7). 3.3 Costs of Construction. Except for the TOT rebate as provided for in the TOT Covenant Agreement and the potential premium purchase price for the City -Owned Option Property as provided for in the Option Agreement, all costs and expenses for the undertaking and completing the Project, including, without limitation, constructing all Project Components, all legally imposed on- and off -site improvements, and providing all utilities therefor, shall be borne by Developer at its sole cost, expense, and liability. 3.3.1 Payment of Fees. During the Term of this Agreement, Developer shall be solely responsible for payment, and shall pay timely when due, all Processing Fees and Impact Fees with respect to the Project. The amounts for any and all Processing Fees, and amounts for any and all Impact Fees, to be charged and applied in connection with the development of the Property and use of the Project, or any Project Components or portions thereof, shall be the amounts which are in effect on a City-wide basis at the time an application for a permit, license, approval or other entitlement is submitted and made for City processing and action, except that City shall not impose on the Project any new Impact Fees that were not in effect as of the Development Agreement Reinstatement Date. To further amplify the preceding sentence and to avoid any doubt, Developer does not have, by entering into this Agreement, a vested right in the amounts of Processing Fees and Impact Fees, or any other fees, charges, levies, or assessments previously paid, in effect as of either the Reference Date or Development Agreement Reinstatement Date, but does have a vested right to be subject to only the Impact Fees in effect as of the Development Agreement Reinstatement Date. 3.3.2 Other Fees and Charges. Except as otherwise provided in this Agreement, nothing set forth in this Agreement is intended to or shall be construed to limit or restrict the City's authority to impose its existing, or any increased, fees, charges, levies, or assessments for the development and of the Property and Project, or to impose or increase, subject to the required procedure, any taxes applicable to the Property and Project including but not limited to transient occupancy taxes, provided nothing set forth herein is intended or shall be construed to limit or restrict whatever right Developer might otherwise have to challenge any fee, charge, levy, assessment, or tax imposed or any binding agreements between the City and Developer. 698/015610-0207 22795466.2 a09/18/25 -39- 624 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 3.3.3 Limited Interference with Golf Course Usaae. Developer shall carry out the construction of the Project so as to minimize interference with the Golf Course, including, without limitation, taking all necessary actions to ensure that dust (i) does not blow off or leave any portion of the Property under development and enter onto any portion of the Golf Course; or (ii) is not tracked from any portion of the Property under development onto any of the roadways within or surrounding the SilverRock Resort Area (including Jefferson Street and Avenue 52). Developer shall screen any portion of the Property under development to minimize the visual impacts of such development on persons using the Golf Course. Developer acknowledges that City has previously, and may in the future, enter into a use agreement with a charitable entity, pursuant to which the Golf Course may be utilized for an annual golf tournament. In any year when said tournament is held at the Golf Course, no construction activities shall take place during the televised portion of the tournament unless authorized, in writing, by the City Manager, and Developer and Developer's contractors and subcontractors shall ensure that during the tournament all construction sites are left in a neat and orderly condition. Developer additionally agrees to coordinate with the tournament officials to ensure that construction activities do not interfere with the tournament. In the event construction activities are halted pursuant to this subsection, all remaining dates and deadlines on the Schedule of Performance including the Project Milestones shall automatically be extended for a period of thirty (30) days for each the date such construction is re -commenced, and the Parties shall confirm the revised dates in a writing signed by the City Manager. Nothing in this provision shall be construed to limit or prevent Developer's work to improve the Golf Course pursuant to any plans duly approved by the City. 3.3.4 Prevailing Wages. Developer acknowledges that the City has not made any representation, express or implied, to Developer or any person associated with Developer regarding whether or not laborers employed relative to the construction of the Project must be paid the prevailing per diem wage rate for their labor classification, as determined by the State of California, pursuant to Labor Code Sections 1720 et seq. Developer agrees with City that Developer shall assume the responsibility and be solely responsible for determining whether or not laborers employed relative to the construction of the Project must be paid the prevailing per diem wage rate for their labor classification. Developer, on behalf of itself, its successors, and assigns, waives and releases City from any right of action that may be available to it pursuant to Labor Code Sections 1726 and 1781. Developer acknowledges the protections of Civil Code Section 1542 relative to the waiver and release contained in this Section, which reads as follows: 698/015610-0207 22795466.2 a09/18/25 "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST i m 625 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR." BY INITIALING BELOW, DEVELOPER KNOWINGLY AND VOLUNTARILY WAIVES THE PROVISIONS OF CIVIL CODE SECTION 1542 SOLELY IN CONNECTION WITH THE WAIVERS AND RELEASES OF THIS SECTION. Developer's initials: Additionally, in accordance with the general indemnity provisions in this Agreement, Developer shall indemnify, defend (with counsel acceptable to the City), and hold harmless City against any claims pursuant to Labor Code Sections 1726 and 1781 arising from this Agreement or the construction or operation of the Project. 3.4 Completion of Construction. Provided Developer is not in Default or MAE Default of this Agreement, then Developer shall have the right, upon Developer's purported completion of construction for any Project Components on the Phase 1A Property, and upon Developer's purported completion of construction for any Project Components on the Phase 1 B Property, to obtain a Certificate of Completion for that Project Component according to the following provisions: 3.4.1 Request for Certificate of Completion. Following the substantial completion of construction, and upon written request from the Developer for issuance of a Certificate of Completion, City shall inspect the Project Component(s) to determine whether or not said Project Component(s) have been substantially completed in compliance with this Agreement. If City determines that said Project Component(s) are complete and in compliance with this Agreement, City Manager shall furnish the Developer with a Certificate of Completion for the respective Project Component(s). If City determines that said Project Component(s) are not in compliance with this Agreement, the City Manager shall send written notice of each non -conformity to the Developer. Upon issuance of the final certificate of occupancy for the development of the applicable Project Component(s) (excluding homes on lots sold by Developer for single-family luxury custom home construction by the buyer thereof), based on the applicable Project Approvals for the Project Component(s), City shall deliver the Developer a final Certificate of Completion for the applicable Project Component(s) and Developer shall thereafter be released from the construction obligations under this Agreement with respect to the applicable Project Component(s). Until the issuance of the final certificate of occupancy (excluding homes on lots sold by Developer for single-family luxury custom home construction by the buyer thereof) for a Project Component (if required under Applicable Rules), Developer shall not be entitled to a final Certificate of Completion and shall remain liable for the completion of all construction obligations under this Agreement with respect to such Project Component(s). Neither Developer nor City should unreasonably interfere with the usual 698/015610-0207 22795466.2 a09/18/25 -41- 626 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT inspections by City agencies or other typical governmental inspections related to requirements for a certificate of occupancy. 3.4.2 Issuance of Certificate of Completion. City shall not unreasonably withhold the issuance of a Certificate of Completion. A Certificate of Completion shall be evidence of the City's conclusive determination of satisfactory completion of the construction of the Project Component(s) to which it pertains pursuant to the terms of this Agreement. After the recordation of a Certificate of Completion for a Project Component, any person then owning or thereafter purchasing, leasing or otherwise acquiring any interest in the Property improved with said Project Component shall not (because of such ownership, purchase, lease or acquisition) incur any obligation or liability under this Agreement regarding construction of said Project Component except that such person shall be bound by any reservations, covenants, conditions, restrictions and other interests recorded against the Property pursuant to this Agreement which by their terms continue in effect. 3.4.3 Further Actions for Completion of Construction. If City fails or refuses to issue a Certificate of Completion following written request from Developer within forty-five (45) calendar days of Developer's written request, City shall provide Developer with a written statement setting forth the reasons for City's failure or refusal to issue a Certificate of Completion. The statement shall also contain City's opinion of the action(s) Developer must take to obtain a Certificate of Completion from City. If the reason for Developer's failure to complete the Project (or a Project Component(s) or improvements on any portion of the Property for which the request pertains) is confined to the immediate unavailability of specific items or materials for construction or landscaping at a price reasonably acceptable to Developer or other minor building "punch -list" items, City may issue its Certificate of Completion upon the posting of a cash escrow, bond or irrevocable standby letter of credit by Developer (or other proof of funds being available) in a form reasonably acceptable to the City in an amount representing the cost of the work on the Project (or a Project Component(s) or improvements on any portion of the Property for which the request pertains) remaining to be completed, as reasonably determined by City. If City fails to provide such written statement, within the specified time period, Developer shall be deemed conclusively and without further action of City to have satisfied the requirements of this Agreement with respect to the Project (or a Project Component(s) or improvements on any portion of the Property for which the request pertains) as if a Certificate of Completion had been issued by the City pursuant to this Agreement. 3.4.4 Limits on Legal Effect of Certificate. A Certificate of Completion shall not constitute evidence of compliance with or satisfaction of any obligation of the Developer to any holder of a Lien, or any insurer of a Lien or mortgage securing money loaned to finance the Project, or any parts thereof. A Certificate of Completion shall not be deemed to constitute a notice of completion under Civil Code Sections 8186 or 9204, nor shall it act to terminate the continuing covenants, 698/015610-0207 22795466.2 a09/18/25 -42- 627 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT restrictions or conditions contained in any other instruments recorded against the Property pursuant to this Agreement. 3.5 Planned Development and CC&Rs. Developer shall construct the Project on the Property as a "planned development" as defined in California Civil Code Section 4175 (or successor provision) pursuant to the Davis -Stirling Act, which, among other requirements, shall require the recording by Developer of a declaration (and may at Developer's discretion have multiple declaration(s)) of covenants, conditions, and restrictions ("CC&Rs") that, at a minimum, meet the requirements of a "declaration" as defined and described in the Davis -Stirling Act and to memorialize specified Conditions of Approval that are part of the Project Approvals. Developer shall provide to City, no less than ninety (90) days prior to the anticipated date of recording or anticipated date of submittal for review by the California Department of Real Estate (or other state agency with regulatory powers pursuant to the Davis -Stirling Act), whichever is earlier, a copy of a draft of any CC&Rs to be recorded against the Property, and any subsequent CC&Rs covering a portion of the Property for review and approval, not to be unreasonably withheld, by the City Manager and City Attorney. The Project shall have an "association" as defined and described in the Davis -Stirling Act, and may have multiple "associations" connected to the CC&Rs recorded against a portion of the Property as part of the Project if so elected by Developer. 3.5.1 CC&Rs to Include Relevant Conditions of Developer shall construct the Project on the Property only in accordance with the Project Approvals, with CC&Rs recorded against the Property and any portions thereof to memorialize any specified Conditions of Approval that apply to the various portions of the Property pursuant to the Project Approvals. 3.5.2 Luxury Residences and Maintenance Obliaations. In addition to any other requirements set forth in applicable Conditions of Approval, prior to City's issuance of a certificate of occupancy for the first residential dwelling that is part of the Phase 1A Luxury Residential Project Component, and that is part of the Phase 1 B Luxury Residential Project Component, respectively, Developer shall have submitted to City and shall have obtained City's approval of (such approval not to be unreasonably withheld, conditioned or delayed), CC&Rs that (i) establishes a homeowners' association, (ii) is necessary to create a condominium regime for the condominiums described in and part of any Project Approvals (including as part of this Agreement); (iii) clearly sets forth the maintenance obligations for the homeowners' association and respective owners of the residential dwellings subject to the CC&Rs; (iv) includes a disclosure of this Reinstated Development Agreement and general summary of its primary business terms; (v) includes a disclosure regarding the ownership and control of the Golf Course and Ahmanson Ranch House, as well as a disclosure of the conditional transfer of ownership of same to Developer as more fully described in this Reinstated Development Agreement; and (vi) a statement that 698/015610-0207 22795466.2 a09/18/25 -43- 628 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Developer does not and cannot guarantee the timing of or actual development or use of the remaining undeveloped real property located within the SilverRock Resort Area. 3.5.3 Recording of CC&Rs. Unless a Condition of Approval provides otherwise, Developer shall have the obligation, at its own cost and expense, to record or cause to be recorded in the Recorder's Office any and all CC&Rs after they have been reviewed and approved by City and Developer pursuant to this Agreement. 3.5.4 Citv as Third Partv Beneficiarv: Amendments to CC&Rs. All CC&Rs shall provide that City is a third party beneficiary with the right, but not the obligation, to enforce any and all terms and conditions in CC&Rs that specifically relate to and are required by this Agreement or are for the general benefit of the public (if applicable) based upon the Project and Project Approvals. Additionally, all CC&Rs that have been previously approved by City and recorded in the Recorder's Office shall require the prior written approval (which shall not be unreasonably withheld, delayed or conditioned) of City prior to any amendments to said CC&Rs affecting provisions where City is a third party beneficiary to ensure that such amendments comply with the requirements of this Agreement. 3.5.5 Citv Riaht to Comoel Corrections to CC&Rs. In addition to any and all rights and remedies available to City under this Agreement and at law or in equity, City shall have the right to compel Developer (or any successor or assignee, including a homeowners association) to terminate and remove from record title any CC&Rs that were recorded against the Property (or portion thereof) that were not previously approved by City (to the extent such approval is required under this Agreement) and/or otherwise do not comply with the requirements of this Agreement or other Project Approvals. Furthermore, City shall have the right to compel the recording against the Property (or portion thereof) a corrected version of the CC&Rs that has received City's and Developer's written approval and does comply with the requirements of this Agreement and (if applicable) Project Approvals. Developer (or any successor or assignee, including a homeowners association) shall have the obligation to pay all costs and expenses incurred by City, including for City Staff time and City Attorney costs, relating to the enforcement of this Section and need for recording corrected CC&Rs. 3.6 Dedications and Improvements. Developer shall offer dedications to the City or other applicable public agency, or complete those public improvements in connection with the Project, as specified in the Project Approvals. 698/015610-0207 22795466.2 a09/18/25 629 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 3.7 Postina Pavment and Performance Bonds. Developer shall pay for and deliver to City, for each public improvement on the Property (or applicable portion thereof) required to be undertaken by Developer pursuant hereto, duly executed and operative payment and performance bonds (or other improvement security approved by City and permissible pursuant to applicable state and local law) covering one hundred percent (100%) of the costs to complete the construction of the applicable public improvements (generally referred to herein is "Construction Improvement Security"). Unless other specified in a Condition of Approval applicable to a Project Component, such Construction Improvement Security shall be delivered to City prior to the commencement of any work, as specified in the Scope of Work, on the applicable Project Component. 3.8 Regular Updates to City on Development of the Project. Commencing from the Development Agreement Reinstatement Date, and for the duration of the Term, Developer shall deliver to the City Manager (or authorized designee) regular updates on the status of the development and construction of the Project. Unless otherwise agreed by Developer and City, each acting within their reasonable discretion, regular Developer updates to City shall be as follows: 3.8.1 Phase 1A Property Project Components. No less than once every month until completion of all Project Components on the Phase 1A Property, a Developer Representative(s) shall deliver written updates to City Manager on the status of each Project Component on the Phase 1A Property that has been commenced on the applicable date. Each update shall include status of any permitting, demolition, grading, pre -construction, construction, rehabilitation, and other related material development information for each Project Component until a Certificate of Completion for all Project Components on the Phase 1A Property has been issued by City and recorded against the Phase 1A Property pursuant to this Agreement. City Manager, exercising reasonable discretion, may require additional/more specific information relating to the development of a Project Component on the Phase 1A Property. Each written update provided to City Manager should be assumed to be a public record under the California Public Records Act (Gov. Code, § 7920.000 et seq., "Public Records Act"), but certain information therein may be subject to non -disclosure pursuant to the Public Records Act. Additionally, unless City Manager authorizes a less frequent attendance requirement for Developer, no less than once every third City Council meeting until completion of the Luxury Hotel Project Component, Public Golf Clubhouse Project Component, and Phase 1A Luxury Residential Project Component on the Phase 1A Property, a Developer Representative(s) shall attend City Council public meetings to provide City Council and the general public with status updates relating to the development of these Project Components on the Phase 1A Property. 698/015610-0207 22795466.2 a09/18/25 -45- 630 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 3.8.2 Phase 1 B Property Project Components. No less than once every two (2) months from commencement of construction activities on the Phase 113 Property until completion of all Project Components on the Phase 1 B Property, a Developer Representative(s) shall deliver written updates to City Manager on the status of each Project Component on the Phase 113 Property. Each update shall include status of any permitting, grading, pre -construction, construction, rehabilitation, and other related material development information for each such Project Component until a Certificate of Completion for all Project Components on the Phase 113 Property has been issued by City and recorded against the Phase 113 Property pursuant to this Agreement. City Manager, exercising reasonable discretion, may require additional/more specific information relating to the development of a Project Component on the Phase 1 B Property. Each written update provided to City Manager should be assumed to be a public record under the Public Records Act, but certain information therein may be subject to non -disclosure pursuant to the Public Records Act. 3.8.3 Attendance at Planning Commission and City Council Meetings. In addition to the foregoing requirements in this Section 3.8, Developer agrees to have one or more of Developer Representatives, who is/are knowledgeable regarding this Agreement and the development of the Project, such that such person(s) can meaningfully respond to City questions regarding the progress of the Project, attend Planning Commission and/or City Council public meetings, when Developer is requested to do so on not less than ten (10) days prior written notice by City Manager (or authorized City Staff designee), which requests shall not be made more than one time per quarter. 3.9 Indemnification. 3.9.1 Developer's General Obligation. Commencing on the Reference Date, Developer shall protect, defend, indemnify and hold harmless City and City's officers, officials, members, employees, volunteers, agents, and representatives (any of the foregoing shall be known individually as "Indemnitee" and collectively as "Indemnitees"), and each of them, jointly and severally, against and from any and all claims, demands, causes of action, damages, costs, expenses, losses and liabilities, at law or in equity, of every kind or nature whatsoever, including reasonable attorneys' fees and expert witness fees, and including, without limitation, injury to or death of any person or persons and damage to or destruction of any property, threatened, brought or instituted ("Claims"), arising out of or in any manner directly connected with the entry upon the Property by Developer or any of Developer Representatives, including without limitation (other than with respect to pre-existing conditions unless exacerbated by Developer): (A) any damage to the Property and any liability to any third party incurred by reason of any acts or omission of, including, but not limited to, any 698/015610-0207 22795466.2 a09/18/25 i 631 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT commission of any negligent or tortious acts, by Developer or the Developer Representatives, or any of them; (B) any mechanics' or materialmen's liens, claims, demands, actions or suits arising (directly or indirectly) from (i) any work performed or materials supplied to or for Developer, or (ii) any activities of Developer or any of the Developer Representatives, or any of them, on or relating to the Property (including, without limitation, any claims by any of such Developer Representatives); (C) any claims, demands, actions or suits arising directly or indirectly from any of the following "Environmental Claims" first arising from and after the Developer's ownership of the Property or construction or operation of the Project: 698/015610-0207 22795466.2 a09/18/25 i) The presence of Hazardous Materials on, in, under, from or affecting all or any portion of the Property or the Project; ii) The storage, holding, handling, release, threatened release, discharge, generation, leak, abatement, removal or transportation of any Hazardous Materials on, in, under, from or affecting the Property or the Project; iii) The violation of any law, rule, regulation, judgment, order, permit, license, agreement, covenant, restriction, requirement or the like by the Developer and/or Developer Representatives relating to or governing in any way Hazardous Materials on, in, under, from or affecting the Property or the Project; iv) The failure of the Developer and/or Developer Representatives to properly complete, obtain, submit and/or file any and all notices, permits, licenses, authorizations, covenants and the like in connection with the Developer's activities on the Property or regarding the Project; v) The implementation and enforcement by the Developer and/or Developer Representatives of any monitoring, notification or other precautionary measures that may, at any time, become necessary to protect against the release, potential release or discharge of Hazardous Materials on, in, under, from or affecting the Property or the Project; vi) The failure of the Developer and/or Developer Representatives, in compliance with all applicable Environmental Laws, to lawfully remove, contain, transport -47- 632 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT or dispose of any Hazardous Materials existing, stored or generated on, in, under or from the Property or the Project; vii) Any investigation, inquiry, order, hearing, action or other proceeding by or before any governmental agency in connection with any Hazardous Materials on, in, under, from or affecting the Property or the Project or the violation of any Environmental Law relating to the Property or the Project; (D) Any claims, demands, actions or suits arising directly or indirectly from alleged violations of any federal or state prevailing wage laws made by employees of Developer. (E) Any costs of removing Developer or the Developer Representatives from the Property after the expiration of the Term hereof due to Developer's MAE Default hereunder unless Developer is otherwise entitled to possession of the Property at such time. In the event of litigation relating to the matters indemnified pursuant to the foregoing, City agrees, at no cost to City, to reasonably cooperate with Developer. Developer shall have the obligation to provide the defense of City in the litigation, either by providing for legal counsel or, at City's option, timely paying the reasonable out of pocket legal costs incurred by City in the defense of litigation, even though negligence or gross negligence of Developer or its contractors, subcontractors, agents, employees or other persons acting on its behalf has not been established at the time that the defense is provided. Notwithstanding anything to the contrary contained herein, in no event will Developer be liable for consequential or special damages under this Agreement. 3.9.2 Developer's Obligation to Indemnify for Project Approvals. In the event of any court action or proceeding challenging the validity of this Agreement or any of the Project Approvals, Developer shall indemnify, hold harmless, pay all costs and provide defense for City in said action or proceeding with counsel chosen by City and approved by Developer in its reasonable discretion (unless such challenge is initiated by the City). City shall, at no cost to City, cooperate with Developer in any such defense as Developer may reasonably request. In the event Developer fails or refuses to provide such defense of any challenge to this Agreement or the Project Approvals, or any component thereof, City shall have the right not to defend such challenge, and to resolve such challenge in any manner it chooses in its sole discretion. 3.9.3 Exclusions from Indemnification Obligations; Limits to Remedies. Developer's indemnification obligations under this Agreement shall exclude any claims resulting solely from the gross negligence, illegal acts, bad faith or willful misconduct of any Indemnitee. Notwithstanding the preceding sentence or any other provisions in this 698/015610-0207 22795466.2 a09/18/25 • i • 633 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Agreement, City shall have no liability for special or consequential damages to Developer or Developer Representative, 3.10 Insurance. 3.10.1 Insurance During Construction of Project. Commencing with the Development Agreement Reinstatement Date and ending on the earliest of (a) the date this Agreement expires or is earlier terminated by the Parties pursuant to the terms hereof; or (b) the date of recording of the final Certificate of Completion for the last Project Component on the Property (provided that Developer has obtained and maintained adequate insurance coverage for each Project Component once completed and has delivered to City the applicable certificate(s) of insurance covering the completed Project Component): (A) A policy of commercial general liability insurance written on a per occurrence basis in an amount not less than Five Million Dollars ($5,000,000.00) per occurrence and Five Million Dollars ($5,000,000.00) in the aggregate. Said coverage may be achieved by combination of a commercial general liability policies and umbrella/excess liability policies. (B) A policy of workers' compensation insurance in such amount as will fully comply with the laws of the State of California against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by Developer in the course of carrying out the work or services contemplated in this Agreement. (C) A policy of commercial automobile liability insurance written on a per occurrence basis in an amount not less than Three Million Dollars ($3,000,000.00). Said policy shall include coverage for owned, non -owned, leased, and hired cars. Said coverage may be achieved by combination of an auto liability policy and umbrella/excess liability policies. (D) When vertical construction commences, an "All Risks" Builder's Risk (course of construction) insurance coverage on a replacement cost basis in an amount equal to the full cost of the hard construction costs of the Project. Such insurance shall contain no coinsurance provision, and cover, at a minimum: all work, materials, and equipment to be incorporated into the Project; the Project during construction; the completed Project until such time as City issues the final certificate of occupancy for the Project, and storage, transportation, and equipment breakdown risks. Such insurance shall include coverage for earthquake, flood, ordinance or law, temporary offsite storage, debris removal, pollutant cleanup and removal, preservation of property, landscaping, shrubs and plants and full collapse during construction. Such insurance shall protect/insure the interests of Developer/owner and all of Developer's contractor(s), and subcontractors, as each of their interests may appear. If such insurance includes an exclusion for "design error," such exclusion shall only be for the object or portion which failed. 698/015610-0207 22795466.2 a09/18/25 634 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 3.10.2 Post -Construction Insurance. Following the issuance by City to Developer of any Certificate of Completion for any Project Component, Developer shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City Manager, "All Risks" property insurance on a replacement cost basis in an amount equal to full replacement cost of the applicable Project Component, as the same may change from time to time. The above insurance policy or policies shall contain no coinsurance provision. 3.10.3 Additional Insurance Requirements. The following additional requirements shall apply to all of the above policies of insurance: All of the above policies of insurance shall be primary insurance and, except the Worker's Compensation and All Risks insurance, shall name City and City's officers, officials, members, employees, and representatives as additional insureds. To the extent allowable by applicable law, the insurer shall waive all rights of subrogation and contribution it may have against City and City's officers, officials, members, employees, and representatives, and their respective insurers. All of said policies of insurance shall provide that said insurance may not be cancelled without providing thirty (30) days' prior written notice to City (ten (10) days for non-payment of premium). In the event any of said policies of insurance are cancelled, Developer shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section to the City Manager. Not later than the Development Agreement Reinstatement Date, Developer shall provide the City Manager with certificates of insurance or appropriate insurance binders evidencing the above insurance coverages and said certificates of insurance or binders shall be subject to the reasonable approval of the City Manager. The policies of insurance required by this Agreement shall be satisfactory only if issued by companies (i) licensed and admitted to do business in California, rated "A" or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, or (ii) authorized to do business in California, rated "A+" or better in the most recent edition of Best Rating Guide, The Key Rating Guide, or in the Federal Registry and only if they are of a financial category Class XV. Notwithstanding the foregoing, in the event that the policies required hereunder are not available from such insurers at commercially reasonable rates, the City Manager shall have the authority, in his or her sole and absolute discretion, to waive one or more of such requirements provided the proposed policies will adequately protect City's interests hereunder. City may reasonably require coverage increases, provided that the percentage increase in coverage shall not be required to exceed the percentage increase in the Consumer Price Index published by the United States Department of Labor, Bureau of Labor Statistics, for Urban Wage Earners and Clerical Workers, for the Riverside -San Bernardino -Ontario statistical area (the "Index") from and after the date of this Agreement, or, if said Index is discontinued, such official index as may then be in existence and which is most nearly equivalent to said Index (the "CPI Adjustment"). Unless otherwise approved in advance by the City Manager, the insurance to be 698/015610-0207 22795466.2 a09/18/25 -50- 635 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT provided by Developer may provide for a deductible or self -insured retention of not more than Two Hundred Fifty Thousand Dollars ($250,000); provided, however, that the deductible or self -insured retention for the earthquake coverage may be up to, but not exceed, ten percent (10%) of the replacement cost of the damaged Project or portions thereof. Developer agrees that the provisions of this Section shall not be construed as limiting in any way the extent to which Developer may be held responsible for the payment of damages to any persons or property resulting from Developer's activities or the activities of any person or persons for which Developer is otherwise responsible. 4. FINANCING THE PROJECT 4.1 Developer To Pay All Costs and Expenses for the Project. The Parties agree that City shall not provide any financial assistance to Developer in connection with the Project except as may be expressly set forth in this Agreement. Developer shall be solely responsible for paying for the costs of all design work, construction, labor, materials, fees and permit expenses associated with the Project and developer and use of the Property (providing that the foregoing shall not preclude Developer from applying for and obtaining any government grants). Developer shall pay any and all fees pertaining to the review and approval of the Project by any federal, state, or local governmental agency (where Developer's payment to City for Processing Fees and Impact Fees shall be as set forth in this Agreement) and utility service providers, including the costs of preparation of all required construction, planning and other documents reasonably required by any federal, state, or local governmental agency (where Developer's payment to City for Processing Fees and Impact Fees shall be as set forth in this Agreement) pertinent to the development or operation of the Project on the Property, such as, but not limited to, specifications, drawings, plans, maps, permit applications, land use applications, zoning applications, environmental review and disclosure documents and design review documents. Developer shall pay for any and all costs, including, but not limited to, the costs of securing of permits for any and all "wet and dry" utilities (such as, but not limited to, water, sewer, electric, gas) or other utility improvements and connections, that may be required in development of the Project, whether located on or off of the Property. Developer shall apply for and obtain any and all necessary permits, licenses, approvals and/or entitlements prior to the commencement of applicable portions of construction for the various Project Components, and Developer shall take reasonable precautions to ensure the safety of surrounding properties (including the Phase 2 Property, City - Owned Golf Course Property, and City -Owned Ahmanson Ranch Property) during said construction. 4.2 Submittal of Final Project Budget. If not previously delivered to City, Developer shall deliver, no later than thirty (30) days prior to the commencement of construction on any Project Component, the Final Project Budget therefor. Developer shall deliver to City any updates and 698/015610-0207 22795466.2 a09/18/25 -51 - 636 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT supplements to the Final Project Budget for informational purposes from time to time with respect to each Project Component being developed at the applicable time. The Final Project Budget may separate estimated costs and expenses for completion of development of the Project Components on the Phase 1A Property and the Project Components on the Phase 1 B Property (or there may be separate Final Project Budgets for one (1) or more separate Project Components). Additionally, Developer may defer or supplement the Final Project Budget estimated costs and expenses for the Project Components on the Phase 1 B Property to coincide when, in accordance with the Project Milestones, Developer applies for the required permits, licenses, approvals and entitlements (including a City -issued Site Development Permit) for the Project Components on the Phase 1 B Property. Without limiting the foregoing, if so elected by Developer, the Final Project Budget may combine Phase 1 B and Phase 2 Pre -Closing Work if Developer satisfies the provisions and requirements in Section 3.1.5(B) of this Agreement. 4.3 City Approval for Financing and Investment in the Protect Components. Developer shall have the obligation, until the final Certificate of Completion is issued by City and recorded against the final Project Component on the Property, to obtain City approval (which shall not be unreasonably withheld, delayed or conditioned) for any and all financing proposed to fund the development of the Project and each Project Component, other than with respect to Loans made by Permitted Lenders (including but not limited to debt and equity financing) that satisfy the Eligibility Requirements. Prior to the commencement of construction on any Project Component, Developer shall have (or have access to) one hundred percent (100%) availability of funds and financing for the completion of construction of that Project Component. Developer shall propose for City review and approval (if applicable pursuant to this Agreement) financing that would attach to a specific Project Component (or more than one (1) Project Component) including with respect to the Phase 1A Property and/or Phase 1 B Property. Developer shall deliver to City any proposed financing term sheet, commitment, letter of intent or similar instrument (which may be non -binding and with economics and other terms that Developer reasonably deems to be confidential redacted), along with the proposed Loan Documents for the financing that would attach to any financing for the Luxury Hotel Project Component and Public Golf Clubhouse Project Component, no later than thirty (30) days (or otherwise as soon as available if not available at such time) prior to Developer's anticipated closing of escrow of any such Loan. For the financing of each and every Project Component, the following general provisions shall apply: 4.3.1 Project Components Financing. For any Project Component financing, Developer shall have (or Developer's Affiliates or direct or indirect investors shall collectively have) the Required Equity (as defined below), or Developer or its Affiliates shall have entered into a joint venture agreement with one (1) or more Permitted Transferees who have (or whose Affiliates or direct or indirect investors shall collectively have) the Required Equity in its possession 698/015610-0207 22795466.2 a09/18/25 -52- 637 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT or readily available (including, without limitations, through capital or similar commitments from investors). As used in this Section, the term "Required Equity" means sufficient equity capital to pay for one hundred percent (100%) of the difference between (a) the expected hard and soft costs to complete construction of the applicable Project Component(s) for the applicable portion of the Property to be paid for therewith as reasonably estimated by Developer, and (b) the amount of a Construction Loan available to Developer for the construction of said Project Component(s). 4.3.2 Master Site Infrastructure Improvements Financin Developer may finance the Master Site Infrastructure Improvements for the Property or any portion thereof (including with respect to the Phase 1 B Property) separately from the development and construction of any other Project Component. Developer shall submit to City evidence that Developer (i) has obtained or will have obtained financing from a Lender necessary to undertake the installation and construction of the Master Site Infrastructure Improvements for any particular portion of the Property (such as the Phase 1 B Property) in accordance with this Agreement, which may be in the form of a commitment, a term letter, letter of intent or such other form (which may be non -binding), with economics and other terms Developer deems to reasonably be confidential redacted, with all such forms to be approved by City, provided that such approval may not be unreasonably withheld, conditioned or delayed (each, generally referred to as an "Infrastructure Loan") if such Loan is being made by a Person other than a Permitted Lender; and (ii) has obtained or has access to the applicable Required Equity (with such equity capital the "Developer's Master Site Infrastructure Improvements Equity Contribution"). If City shall disapprove any such evidence of financing (when such approval is required pursuant hereto), City shall do so by written notice to Developer stating with reasonable specificity the reasons for such disapproval, and Developer shall promptly obtain and submit to City new evidence of financing. 4.3.3 Construction and Infrastructure Loans; Authorized Liens; Phase 1 A Property and Phase 1 B Property. Any Construction Loan Deed of Trust and any Infrastructure Loan Deed of Trust shall be recorded in the Recorder's Office against the Property (or portion thereof selected by Developer which, for the avoidance of doubt, may include all or portions of the Phase 1 B Property and/or other portions of the Property as being collateral for any Project Components). Notwithstanding any provisions in any loan documents for a Construction Loan or Infrastructure Loan, this Reinstated Development Agreement shall have priority and remain with priority over any and all Construction Loan Deed of Trust and Infrastructure Loan Deed of Trust recorded against the Phase 1A Property (or any portion thereof) subject to the terms hereof or as otherwise agreed between the City, the applicable Lender and Developer. Any Construction Loan Deed of Trust and any Infrastructure Loan Deed of Trust shall be recorded in the Recorder's Office against the Property (or portion thereof selected by Developer which, for the avoidance of doubt, may include the Phase 1A 698/015610-0207 22795466.2 a09/18/25 -53- LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Property and/or other portions of the Property as being collateral for any Project Components). Notwithstanding any provisions in any loan documents for a Construction Loan or Infrastructure Loan or other Loan, this Reinstated Development Agreement shall have priority and remain with priority over any and all Liens (including a Construction Loan Deed of Trust or Infrastructure Loan Deed of Trust) recorded against the Phase 1A Property (or any portion thereof) subject to the terms hereof or as otherwise agreed between the City, the applicable Lender and Developer. 4.3.4 Unauthorized Liens Prior to ComDletion of Proiect Components. With respect to the Phase 1A Property, until the Certificate of Completion for all Project Components on the Phase 1A Property has been issued by City and recorded against the Phase 1A Property pursuant to this Agreement, and (b) with respect to the Phase 1 B Property, until the Certificate of Completion for all Project Components on the Phase 113 Property has been issued by City and recorded against the Phase 113 Property pursuant to this Agreement, then, except as provided in Section 4.3.3 above, Developer shall not record, and shall not allow to be recorded, against the Property, or any portion thereof, any monetary Lien in violation of the terms of this Agreement. Developer shall remove, or shall have removed, any such unauthorized monetary Lien made or recorded against the Property or any portion of the Property in violation of this Agreement, or shall assure the satisfaction thereof to the reasonable satisfaction of the City. After ninety (90) calendar days prior written notice to the Developer, City shall have the right, but not the obligation, to satisfy any such unauthorized monetary Lien made or recorded prior to recordation of the applicable Certificate of Completion and receive reimbursement from the Developer for any amounts paid or incurred in satisfying any such Lien, upon demand; provided, however, that nothing in this Section 4.3.4 shall require the Developer to pay or make provisions for the payment of any tax, assessment, Lien, or charge that Developer is in the process of contesting the validity or amount thereof, in good faith, and so long as such contest shall not subject the Property, or any portion thereof, to forfeiture or sale. 4.3.5 Riahts of Lenders and Citv Reaardina Permitted Loans and Liens. (A) City shall have the right of reasonable review and approval of any Lender from which Developer proposes to obtain either a Construction Loan or Infrastructure Loan other than a Permitted Lender, whether or not such loan is secured by a Lien against the Property or any portion thereof. City shall not unreasonably withhold, condition or delay its approval of any proposed Lender or Construction Loan or Infrastructure Loan where the City's approval thereof is required under this Agreement. In deciding whether to give, condition or withhold such approval, City may consider, among other matters, whether or not the proposed Lender is a state or federally chartered bank, savings and loan, or other financial institution which routinely provides construction financing to development projects such as the Project (or applicable Project Component), whether the terms of the Construction Loan or Infrastructure Loan are reasonable and customary when compared to the financing terms of similar development projects in Riverside County, CA, the size and financial 698/015610-0207 22795466.2 a09/18/25 -54- 639 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT strength of the proposed Lender, and what effect, if any, any changes requested by the Lender to either this Agreement or any of the exhibits to this Agreement may have upon the City's rights and remedies hereunder. With respect to any Loan, Developer shall advise City in writing of any amendments, modifications (including Insubstantial Modifications as authorized by this Agreement), or other changes to this Agreement or its exhibits (or related agreements) which the proposed Lender will request in connection with the Developer's obtaining of such Loan. City agrees to reasonably consider, but shall not be obligated to accept, any amendment, modification, or other change to this Agreement or any of the exhibits to this Agreement which either (i) is consistent with the provisions governing Insubstantial Modifications (set forth in this Agreement), or (ii) does not materially adversely restricts, diminishes, or burdens the City's rights and remedies, or both. (B) Whenever City delivers any notice or demand to Developer regarding any Default or MAE Default by the Developer under this Agreement or any other La Quinta Amended Development Documents, City shall send a copy of such notice to each affected Lender of which City has received notice and a contact address for transmittal of such notices. Each affected Lender receiving a copy of any such notice shall have the right, at its option, to commence the cure or remedy of any such Default or MAE Default of Developer and to diligently and continuously proceed with such cure or remedy, within sixty (60) calendar days following its receipt of notice of the default. If a default of the Developer under this Agreement cannot, with diligence, be remedied or cured, or the remedy or cure of such default cannot be commenced, within such sixty (60) calendar day period, Lender shall have such additional time as is reasonably necessary to remedy or cure such default of the Developer, but in no event beyond one hundred eighty (180) calendar days following its receipt of notice of the default. If such Default or MAE Default of Developer can only be remedied or cured by the Lender upon obtaining possession of the Property (or portion thereof to cure the identified default), the Lender shall seek to obtain possession of the Property with diligence and continuity through a receiver or otherwise, and shall remedy or cure such Default of Developer within sixty (60) calendar days after Lender, its designee or a purchaser of foreclosure obtaining possession of the Property. Nothing contained in this Agreement shall be deemed to permit or authorize any Lender, its designee or a purchaser of foreclosure to undertake or continue the construction of any portion of the Project (beyond the extent necessary to conserve or protect improvements or construction already made), without expressly assuming Developer's obligations under this Agreement by written agreement evidencing such assignment and assumption delivered to the City and in substantially the form of Exhibit L attached hereto as reasonably modified at such Lender's request and approved by City (in its reasonably discretion), in which the Lender, its designee or a purchaser of foreclosure agrees to complete, in the manner provided in this Agreement, the improvements to which the Lien or title of such Lender relates. (C) In any case where a Lender, its designee or a purchaser of foreclosure has acquired title to all or any portion of the Property or Project through 698/015610-0207 22795466.2 a09/18/25 -55- 640 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT foreclosure, deed in lieu of foreclosure, or any other means, and such Lender, its designee or a purchaser of foreclosure proposes to enter into an agreement to transfer the Property and/or Project, or any portion thereof, to a third -party transferee, the Lender, its designee or a purchaser of foreclosure shall provide City with written notice thereof, which notice shall include a reasonably detailed description of the terms and conditions of the proposed transaction. City shall have the right, but not the obligation, to purchase the Property and/or Project (or portion thereof) on substantially the same terms as described in the Lender's notice (and in all events the same time period as well as pricing and other economic terms), which option, if ever such option arises, shall be exercised by written notice from City to the Lender within sixty (60) calendar days following City's receipt of the Lender's notice. If City elects not to exercise its option, then, subject to City's right to review and approve the transaction if the transferee is not a Permitted Development/Operational Transferee and the execution by the third -party transferee of an Assignment and Assumption Agreement as provided in this Agreement, then the Lender, its designee or a purchaser of foreclosure may complete the transaction described in its notice, provided that such transaction is closed on materially identical terms and conditions as those described in the Lender's notice to City. If the Lender, its designee or a purchaser of foreclosure and third -party transferee desire to materially amend the terms of their proposed transaction, the Lender, its designee or a purchaser of foreclosure shall give City written notice of the proposed modifications and City shall once again have the right to elect to acquire the Property and the Project (or portion thereof) on terms set forth in this Section 4.3.5(F). If, for any reason, the proposed transaction between the Lender, its designee or a purchaser of foreclosure and third party transferee fails to close within two hundred seventy (270) days following the date on which the City first receives notice of the proposed transaction (or notice of the proposed modified transaction, whichever is later), then City once again have the right to elect to acquire the Property and/or Project pursuant to this Section 4.3.5(C). 4.3.6 Permanent Financing Loans. After a Certificate of Completion has been recorded against a Project Component for the Phase 1A Property, Developer may obtain permanent/conversion financing Loan(s) or other type of Loan(s) for that Project Component (each, a "Permanent Financing Loan"), which would attach to the ownership and operations for any Project Component(s) selected by Developer (so long as the applicable Lender is a Permitted Lender). Other than with respect to a Permanent Financing Loan provided by a Permitted Lender, Developer shall deliver to City any proposed financing term sheet, commitment, letter of intent or similar instrument (with economics and other terms that Developer reasonably deems to be confidential redacted) no later than thirty (30) days prior to Developer's anticipated closing of escrow of such Loan(s). With respect to any Loan with a Lender that is not a Permitted Lender, City shall, in its reasonable discretion, approve or disapprove such evidence of financing within fifteen (15) days after receipt of such financing proposal. If City shall disapprove any such financing, City shall do so by written notice to Developer stating with reasonable specificity the reasons for such disapproval. 698/015610-0207 22795466.2 a09/18/25 -56- 641 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 4.3.7 Delivery to Citv of Anv Notice of Default from Anv Lender. For the duration of the Term of this Agreement, Developer shall have a continuing obligation to immediately deliver to City, and in no event deliver to City later than five (5) calendar days after Developer's receipt, a copy of any notice of default or notice of breach of any loan documents or any other material contracts purported to be or actually secured by a Lien or other recorded instrument against the Property (or any portion thereof), including notices of default on any loan documents secured by any Construction Loan Deed of Trust, Infrastructure Loan Deed of Trust, or Permanent Financing Loan Deed of Trust, or subject to any mechanics liens which are not removed or bonded over in the manner to preserve the priority of this Agreement. It is expressly understood by the Parties that prompt delivery of any such notice of default or notice of breach is a material term of this Agreement. City shall have any and all rights available under this Agreement if Developer fails to promptly deliver an such notice of default or notice of breach as required by this Section. 4.3.8 Notifications to City on Any Liens to be Recorded on Property. As part of the regular updates to the City Manager pursuant to Section 3.8 of this Agreement, Developer shall, to the extent Developer has actual knowledge thereof, deliver to the City Manager regular updates as to any Liens anticipated to be recorded against the Property (or any portion thereof), including any anticipated Construction Loan Deed of Trust for the construction of a specific Project Component, as well as regular updates as to all existing Liens recorded against the Property (or any portion thereof) and status of repayment of any existing Loan subject to a Lien recorded against the Property (or any portion thereof). Until the issuance and recording of a Certificate of Completion for an applicable Project Component, Developer shall have a duty to regularly review preliminary title reports or other similar reports that would disclose any documents recorded against fee title for the applicable Project Component. The City Manager, on behalf of the City, and Developer shall meet and confer to decide an appropriate method for the City Manager to receive notice of any anticipated Liens to be recorded against the Property (or any portion thereof) prior to that Lien being recorded so that the City is aware of the Lien and the amount of any Loan it is intended to secure, in each case to the extent Developer has actual knowledge of any such Lien prior to such Lien being recorded. 4.4 City Financial Assistance. Subject to Developer's continued performance under this Agreement and compliance with the Project Approvals, and Developer not being in MAE Default of this Agreement (after the expiration of all notice and cure periods), the only financial assistance provided to Developer by City shall be the TOT rebate as provided for in the TOT Covenant Agreement and the potential purchase price for the City -Owned Option Property as provided for in the Option Agreement, and the transfer of the City -Owned Golf Course Property and City -Owned Ahmanson Ranch as provided in this Agreement. 698/015610-0207 22795466.2 a09/18/25 -57- 642 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT With respect to the TOT rebate, and as more particularly set forth in the TOT Covenant Agreement, only the Phase 1A Property shall be subject to its terms and conditions. The Phase 113 Property, and all Project Components on the Phase 113 Property, shall not be subject to the TOT Covenant Agreement. No other potential or actual financial assistance from City is contemplated by this Agreement or otherwise available to Developer. Notwithstanding any provisions in this Agreement to the contrary, any additional financial assistance from City may only be approved as amendment and may not be processed or approved as an Insubstantial Modification. 5. AUTHORIZED USES AND OPERATIONS ON THE PROPERTY 5.1 General Obligation for Developer and Successors and Assigns. Upon completion of construction and development of the Property, and each portion thereof, the Property shall be used for the Project Components (and ancillary purposes) as more particularly described in the Site Maps, Project Description, Scope of Work, Schedule of Performance, this Agreement and other Project Approvals. 5.1.1 Luxury Hotel. During the Term of this Agreement, Developer shall have at least one luxury hotel with first-class amenities and uses complementary to the Golf Course and surrounding SilverRock Resort Area, as approved by City as part of the Project Approvals. Developer shall have the obligation to ensure the luxury hotel generates TOT on a regular and continuous basis upon completion of construction and the opening thereof, with allowances for areas to be temporarily closed for maintenance and repair and, upon receiving any required permit, license, approval or entitlement (such as a building permit), rehabilitation or remodeling and other commercially reasonable business related to the operation of the Property. Developer shall submit to City from the proposed hotel operator (a "Hotel Operator") documentation (which may be a term sheet, letter of intent or other non- binding instrument, as long as the final agreement or evidence of the final agreement is delivered to City for confirmation of a binding agreement that corresponds to the statements made in a term sheet, letter of intent or other non -binding instrument) confirming certain of the basic terms and conditions pursuant to which the Hotel Operator will operate and manage the Luxury Hotel, any residential dwellings (including single-family and condominium units) operated in connection with the Luxury Hotel, and certain other related Project Components if so determined by Developer, but excluding any information reasonably designated proprietary or otherwise confidential by the Hotel Operator or Developer (the "Hotel Management Documentation"), with respect to which economic terms may be redacted. The Hotel Operator and Hotel Management Documentation shall not be subject to the City's approval if the Hotel Operator is a Permitted Hotel Operator provided that City's approval of the Hotel Management Documentation and Hotel Operator shall be required if the Hotel Operator is not a 698/015610-0207 22795466.2 a09/18/25 no 643 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Permitted Hotel Operator, which approval shall not be unreasonably withheld, conditioned or delayed. 5.1.2 Residential Uses on the Property. The total number, location, distribution, density, and intensity of residential units on the Property shall be generally consistent with the Site Maps, Project Description, Scope of Work, this Agreement and other Project Approvals. As depicted in the Site Maps and Project Approvals, as the same may be updated or amended from time to time consistent with the terms of this Agreement, the residential portions of Project shall consist of residential single-family dwellings, luxury condominium dwelling units, residential and hotel amenities, and other residential dwelling units consistent with the Project Approvals, all of which shall be specifically developed and available for residential purposes, and may be the residents' primary residences or secondary residences, and may be available for long-term and short-term rentals. All residential dwellings, of whatever type, available for use for short-term vacation rentals shall be subject to the provisions in Section 5.2 of this Agreement. The parties acknowledge and agree that Developer may elect to combine Phase 1 B and Phase 2 Pre -Closing Work if Developer satisfies the provisions and requirements in Section 3.1.5(B) of this Agreement. 5.1.3 Golf Course and Ahmanson Ranch Uses. Except during any permitted closures of the Golf Course as reasonably determined by Developer, Developer shall have open and continuously have available for operation and use a public golf clubhouse to serve the Golf Course, which at a minimum shall be open and available for members of the public, and which shall be a part of the Public Golf Clubhouse Project Component pursuant to this Agreement. Developer shall have the obligation to allow for use and occupancy of the City -Owned Golf Course Property consistent with the Reinstated Covenant Affecting Real Property (Golf Course Use) and Reinstated Covenant Affecting Real Property (Ahmanson Ranch House), with said covenants to run with the land and remain operative upon any conveyance and transfer of the City -Owned Golf Course Property and/or City -Owned Ahmanson Ranch Property in accordance with this Agreement, and remain operative upon the expiration or early termination of this Agreement. 5.1.4 SilverRock Resort Area Perimeter Landscaping. Developer shall have the obligation to construct, install and/or enhance, maintain and repair the perimeter landscaping of the SilverRock Resort Area along the Specific Plan frontage on Avenue 52 from the western boundary to the eastern boundary of the City park. If Developer meets the conditions precedent to exercising the option and validly exercises the option to purchase the City -Owned Option Property (Phase 2 Property) and acquires fee title to the Phase 2 Property pursuant to the Option Agreement, then, upon transfer to Developer of the City -owned Phase 2 Property that bounds the perimeter of the SilverRock Resort Area along Jefferson Street and Avenue 698/015610-0207 22795466.2 a09/18/25 -59- 644 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 52, Developer will assume responsibility to maintain and repair the perimeter landscaping in that remaining portion of the SilverRock Specific Plan area. 5.2 Short -Term Vacation Rentals/Transient Occupancy Taxes. Subject to the terms of this Agreement and this Section 5.2, Developer shall have a vested right to use all residential dwellings in the Project as short-term vacation rentals for the Term of this Agreement, and this vested right shall inure to Developer's successor in interest to and manager of the Luxury Hotel (who shall be the Permitted Hotel Operator) and shall have the right to manage the number and location of short- term vacation rentals to avoid adverse impacts to the Luxury Hotel operations and to the community. As such, the rights and obligations under Section 5.2 shall survive the sale of each residential unit to a third -party homebuyer and termination of this Agreement to each such completely constructed residential unit. Except to the extent expressly provided otherwise in this Agreement, the City shall not impose on or apply to the Project (whether by action of the Council, or other legislative body, or by initiative, referendum, or other measure) any ordinance, resolution, standard, directive, condition, or other measure that is in conflict with this provision or that would materially interfere with Developer's right to apply for and operate short-term vacation rentals in all residential units within the Project. All short-term vacation rentals shall be subject to the following: 5.2.1 Definitions. As used in this Agreement, the term "short-term vacation rental" shall mean and refer to a "short-term vacation rental unit" as that term is defined in Section 3.25.030 of the La Quinta Municipal Code (or successor provision). 5.2.2 Short -Term Vacation Rental Use. Except as modified by this Section 5.2, all short-term vacation rentals shall comply with the Short -Term Vacation Rental Regulations in effect for the duration of the Term of this Agreement, including the penalties for violations. All short-term vacation rentals developed on the Property as part of the Project shall be permitted in accordance with the Short -Term Vacation Rental Regulations. No residential dwelling developed on the Property as part of the Project may be used for short-term vacation rental purposes unless the residential dwelling has a valid short-term vacation rental permit. If the Short -Term Vacation Rental Regulations (or any provisions therein) are repealed for any reason, then the Short -Term Vacation Rental Regulations (or applicable repealed provisions therein) that were most recently in effect prior to being repealed shall govern and shall remain applicable for the balance of the Term of this Agreement. For reference purposes only, the Short -Term Vacation Rental Regulations (Chapter 3.25 of the La Quinta Municipal Code) as it exists as of the Reference Date is attached as Exhibit M. 698/015610-0207 22795466.2 a09/18/25 W 645 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 5.2.3 CC&Rs Include Reauirements for Short -Term Vacation Rentals. All CC&Rs required to be recorded pursuant to Section 3.5 of this Agreement where residential uses are allowed and/or where residential dwellings are located shall expressly provide that short-term vacation rentals are an authorized use for all residential units, subject to management and control of the number, location and operation of such short-term vacation rentals by Developer and its successor in interest with respect to the applicable Project Component. All such CC&Rs shall state the operational requirements and standard conditions applicable to short-term rentals for all residential dwellings subject to those CC&Rs. Developer shall execute and record or cause to be recorded in the Recorder's Office, against each and every separate legal parcel and lot subdivided for residential uses on the Property (including all Project Tract Maps and subdivision maps listed as part of the Pre -Bankruptcy Subdivision Maps and Permits) a declaration of covenants, conditions, and restrictions (in a form approved by the City Manager and City Attorney prior to its recording, which approval shall not be unreasonably withheld, delayed or conditioned), which shall run with the land, and shall be binding upon, and place on notice, any and all owners of the separate legal residential lots of the requirements set forth in this Section 5.2. The declaration of covenants, conditions, and restrictions shall expressly provide that short-term vacation rentals are an allowed use for every residential dwelling within Project (i.e., within the homeowner's association subject to the declaration) subject to management and control of the number, location and operation of such short-term vacation rentals by Developer and its successor in interest with respect to the applicable Project Component. The requirements of this Section may be satisfied by including the terms and conditions required herein in the CC&Rs required to be recorded pursuant to Section 3.5 of this Agreement. 5.2.4 Permittina and Related Reauirements. All residential dwellings used for short-term vacation rentals shall be subject to the following permitting and use requirements: (A) Annual permitting fees consistent with the City's fee program; (B) Any rental or occupancy of thirty (30) nights or less to be subject to the City's then -current TOT for short-term vacation rentals; (C) Rental or occupancy agreements, and material renter or occupant information, shall be retained for a minimum of three (3) years (or other retention period as maybe approved by City policy or code) by Developer or Developer's authorized management company for the short-term vacation rentals; (D) Subject to applicable federal or state law or regulation, occupancy in any residence, including residences used as short-term vacation rentals, shall be capped at two (2) persons per bedroom, plus one (1) person; provided, 698/015610-0207 22795466.2 a09/18/25 -61- 646 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT however, that there may be an increase in occupancy allowances for permitted short- term vacation rentals as set forth in the Short -Term Vacation Rental Regulations in effect as of the date of the issued permit, or, if the Short -Term Vacation Rental Regulations (or relevant provisions regarding occupancy allowances) are repealed for any reason during the Term of this Agreement, then the occupancy allowances for permitted short-term vacation rentals shall be the Short -Term Vacation Rental Regulations most recently in effect prior to being repealed and shall remain applicable for the balance of the Term of this Agreement. 5.2.5 Short -Term Vacation Rental Centralized Management Obligations; Rental Management Program(s). (A) In order to ensure the timely collection and reporting of the applicable transient occupancy taxes, and compliance with the applicable operational requirements and conditions set forth in the Short -Term Vacation Rental Regulations, Developer or its successor or assignee (including, for instance, the Permitted Hotel Operator) shall be the "authorized agent or representative" (as that term is defined in the Short -Term Vacation Rental Regulations, or, if the definition is removed during the Term of this Agreement, as defined in Chapter 3.25 as of the Effective Date of this Agreement) for all short-term vacation rentals and short-term vacation rental permits within the Project, including but not limited to applying for and managing all short-term vacation rental permits, making all reservations and payments, and ensuring compliance with all other requirements of the Short -Term Vacation Rental Regulations, and shall do so exclusively through a central rental operator pursuant to this Agreement; provided, however, that the "residence owner" (in this context, means the owner of a residential unit with a short-term vacation rental permit, as that term is defined in the Short -Term Vacation Rental Regulations, or, if the definition is removed during the Term of this Agreement, as defined in Chapter 3.25 as of the Effective Date of this Agreement, and hereinafter defined as "residence owner") shall remain ultimately obligated as the holder of the short-term vacation rental permit for any and all remedial actions necessary for compliance with the Short -Term Vacation Rental Regulations and this Agreement, including but not limited to the payment of any fines or recorded liens or any other violations for non-compliance; and, provided further, that the residence owner shall have a process available, through an independent arbitrator or neutral decision - maker designated by the residence owner or homeowner's association ("HOA") of which the residence owner is a member, to petition for a change of that residence owner's "authorized agent or representative" because the residence owner demonstrates, with a preponderance of evidence, that the "authorized agent or representative," designated by Developer or its successor or assignee, has failed to perform its duty to ensure compliance with all other requirements of the Short -Term Vacation Rental Regulations for that residence owner's short-term vacation rental unit. Nothing contained herein shall be construed to give any homeowner the right to use its property for a short term vacation rental without the express consent of Developer (or its successor or assignee with respect to the applicable Project Component). To the extent any provisions of this Agreement pertaining to STVRs are determined to violate any provision of the Applicable Rules or other applicable laws or regulations, the parties 698/015610-0207 22795466.2 a09/18/25 -62- 647 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT shall meet and confer in good faith to attempt to agree on the necessary modifications to ensure compliance with all applicable laws and regulations with the minimum necessary modifications to the terms of this Agreement. (B) The CC&Rs as described in Section 5.2.3 of this Agreement shall include the terms and conditions, and detailed specifics for process and decision, whenever a residence owner may petition the HOA for a change in that residence owner's "authorized agent or representative" as required by this Section; the City Manager and City Attorney shall review and approve, in their reasonable discretion and not to be unreasonably delayed or denied, said terms and conditions in the CC&Rs that would apply if a residence owner were to petition the HOA for a change in that residence owner's "authorized agent or representative" as required by this Section. (C) With respect to the residential dwellings developed on the Phase 1A Property as part of the Phase 1A Luxury Residential Project Component, the Permitted Hotel Operator for the Luxury Hotel Project Component shall be approved for the short term vacation rental centralized management obligations set forth in this Agreement, it being expressly understood and agreed by the Parties that the Project contemplates the Phase 1A Luxury Residential Project Component to be integrated and available for short-term vacation rentals as part of the Luxury Hotel Project Component. (D) With respect to the residential dwellings developed on the Phase 1 B Property as part of the Phase 1 B Luxury Residential Project Component, the Permitted Hotel Operator for the Luxury Hotel Project Component shall be approved for the short term vacation rental centralized management obligations set forth in this Agreement. (E) Developer shall be responsible for ensuring that, for the Term of this Agreement, one or more contract(s) shall be in effect at all times which govern the terms and conditions governing the ability of owners of residential units to have the ability to make their units available for short-term rentals permitted by this Agreement and the CC&Rs. The contract or contracts may, but are not required to, be with an on -site rental management agent. Developer may assign this obligation in accordance with this Agreement, regardless of whether the obligation is incident of the transfer and assignment of the portions of the Property to which they relate. 5.2.6 Compliance with other City Municipal Codes. Short-term vacation rental uses are subject to all provisions of the La Quinta Municipal Code, including without limitation the City's noise compliance provisions set forth in Sections 9.100.210 and 11.08.040 (or successor provisions) of the La Quinta Municipal Code, and the transient occupancy tax (TOT) provisions set forth in Chapter 3.24 (or successor chapter of provisions) of the La Quinta Municipal Code. 698/015610-0207 22795466.2 a09/18/25 -63- Mi LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 5.3 Maintenance Covenants. Developer shall maintain or cause to maintained the Property and all improvements thereon, including all landscaping, streets, sidewalks, pathways and trails, in a first class condition, and in compliance with all Project Approvals and all applicable provisions of the Municipal Code. Developer may satisfy its obligations in this Section by transferring or assigning said obligations to a homeowners association pursuant to CC&Rs duly approved by City pursuant to this Agreement. 5.4 Obligation to Refrain from Discrimination. Developer covenants and agrees for itself, its successors, its assigns and all persons claiming under or through them to the Property or any part thereof, that there shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, marital status, ancestry or national origin in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Property, nor shall Developer itself, or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, or sublessees of the Property. The foregoing covenants shall run with the land and shall remain in effect in perpetuity. 5.4.1 Covenants Regarding Nondiscrimination. Developer covenants by and for itself and any successors in interest that there shall be no discrimination against or segregation of any person, or group of persons on any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Property, or any part thereof, nor shall Developer, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, subtenants, sublessees or vendees of the Property, or any part thereof. The foregoing covenants shall run with the land. Developer agrees for itself and any successor in interest that Developer shall refrain from restricting the rental, sale, or lease of any portion of the Property, or contracts relating to the Property, on the basis of race, color, creed, religion, sex, marital status, ancestry, or national origin of any person. All such deeds, leases, or contracts shall contain or be subject to substantially the following nondiscrimination or nonsegregation clauses: (A) In deeds: "The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of any basis listed in 698/015610-0207 22795466.2 a09/18/25 -64- 649 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the premises herein conveyed, nor shall the grantee or any person claiming under or through him or her, establish or permit any practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, subtenants, sublessees, or vendees in the premises herein conveyed. The foregoing covenants shall run with the land." (B) In leases: "The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions: "That there shall be no discrimination against or segregation of any person or group of persons, on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of the premises herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy, of tenants, lessees, sublessees, subtenants, or vendees in the premises herein leased." (C) In contracts: "There shall be no discrimination against or segregation of, any person or group of persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the premises which are the subject of this agreement, nor shall the grantee or any person claiming under or through him or her, establish or permit any practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, subtenants, sublessees, or vendees in the premises herein conveyed. The foregoing covenants shall run with the land." 6. POTENTIAL CONDITIONAL TRANSFERS OF CITY -OWNED PROPERTIES As of the Reference Date, City owns fee title to the City -Owned Golf Course Property, City -Owned Ahmanson Ranch Property, and City -Owned Option Property (the last also defined herein as the Phase 2 Property). Subject to Developer being in full compliance with this Agreement and not being in MAE Default of this Agreement or any other La Quinta Amended Development Agreements and not be in violation of any Condition of Approval at the purported time of a Transfer if such violation would cause an MAE Default, Developer shall have the right to a Transfer from City to Developer of fee title to the City -Owned Golf Course Property, City -Owned Ahmanson Ranch 698/015610-0207 22795466.2 a09/18/25 -65- 650 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Property, and City -Owned Option Property as more particularly described herein and in the Option Agreement. 6.1 City -Owned Golf Course Property and Ahmanson Ranch Property. Subject to Developer complying with the terms and conditions in this Agreement, the City -Owned Golf Course Property and City -Owned Ahmanson Ranch House Property shall be transferred together and, unless agreed to by the Parties, may not be Transferred separately. City shall Transfer to Developer the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property pursuant to and upon Developer's satisfaction of the following provisions: 6.1.1 Consideration for Transfer. In consideration of the conveyance from City to Developer of the City -Owned Golf Course Property, Developer shall have the obligation in perpetuity to operate, maintain, repair, improve, and continuously have available for use the Golf Course in accordance with the Reinstated Covenant Affecting Real Property (Golf Course Use). Developer shall have no obligation to pay monetary consideration for the Transfer of the City -Owned Golf Course Property; provided, however, City shall have no obligation to Transfer the City -Owned Golf Course Property if Developer is in MAE Default under this Agreement. Prior to conveyance of the Golf Course Property to Developer, City shall issue such temporary construction license or other access rights as may be reasonably requested by Developer to allow Developer to make such improvements and upgrades to the Golf Course as may be approved by the City (which approval shall not be unreasonably withheld, delayed or conditioned) so that such improvements can be completed prior to or concurrently with the opening of the Luxury Hotel for overnight guests. In consideration of the conveyance from City to Developer of the City -Owned Ahmanson Ranch Property, Developer shall have the obligation to use the Ahmanson Ranch House in accordance with the Reinstated Covenant Affecting Real Property (Ahmanson Ranch). Developer shall have no obligation to pay monetary consideration for the Transfer of the City -Owned Golf Ahmanson Ranch Property; provided, however, City shall have no obligation to Transfer the City -Owned Ahmanson Ranch Property if Developer is in MAE Default under this Agreement. Prior to conveyance of the Ahmanson Ranch House Property to Developer, City shall issue such temporary construction license or other access rights as may be reasonably requested by Developer to allow Developer to make such repairs and/or replacement of the existing Ahmanson Ranch House improvements as may be approved by the City so that such improvements can be completed prior to or concurrently with the opening of the Luxury Hotel for overnight guests. 6.1.2 City's Conditions Precedent to Transfer. The obligations of City under this Agreement to Transfer the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property shall be subject to the satisfaction or signed written waiver 698/015610-0207 22795466.2 a09/18/25 651 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT by City of each and all of the following conditions precedent (collectively, "Golf Course And Ahmanson Ranch Property Transfer Conditions"): (A) Construction of the Luxury Hotel Project Component has been substantially completed by the completion date in the Schedule of Performance (as a Project Milestone), as evidenced by the issuance by the City of a temporary or permanent certificate of occupancy, and the Luxury Hotel has been open to the general public or other designated guests (such as designated guests for a "soft opening" followed by an opening to the general public) with expectation of or actual payments to be received on a regular basis from guest of the Luxury Hotel; (B) The Public Golf Clubhouse Project Component has been substantially completed by the completion date in the Schedule of Performance (as a Project Milestone), and the Public Golf Clubhouse has been opened for business to the general public; (C) No less than five (5) months and no more than twelve (12) months prior to the anticipated date upon which Developer takes fee title to the City - Owned Golf Course Property and City -Owned Ahmanson Ranch Property, Developer has selected, and the City has approved (in its reasonable discretion) the golf course management company and form of operating and maintenance agreement to operate and maintain the Golf Course commencing from the date Developer takes fee title of the City -Owned Golf Course Property, so that Developer shall have received adequate prior experience for operating and maintaining the Golf Course and ensuring compliance with the Reinstated Covenant Affecting Real Property (Golf Course Use); for the purposes of this condition, City pre -approves the golf course management company that is responsible for the operations and maintenance of the Golf Course as of the Development Agreement Reinstatement Date; (D) City and Developer have entered into a mutually agreeable lease or license agreement, covering the time period between Transfer of the City - Owned Golf Course Property to Developer and the conveyance of the Phase 2 Property to Developer, with respect to the "Golf Course Driving Range Property" as defined in and more particularly described in Recital H of the Reinstated Covenant Affecting Real Property (Golf Course Use); (E) Based on the mutual agreement of the Parties, an escrow company has been selected to service the Transfer of the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property pursuant to this Agreement and any other agreements or escrow instructions mutually agreed upon by the Parties; (F) The Reinstated Covenant Affecting Real Property (Golf Course Use) has been fully executed and recorded against the City -Owned Golf Course Property, and the Reinstated Covenant Affecting Real Property (Ahmanson Ranch) has been fully executed and recorded against the City -Owned Ahmanson Ranch Property, and any assignment and assumption agreement(s) to any affiliate of Developer (that is a Permitted Transfer under this Agreement) are fully executed and in recordable form to 698/015610-0207 22795466.2 a09/18/25 -67- 652 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT be recorded in the Recorder's Office at the close of escrow for the Transfer from City to Developer of the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property. 6.1.3 Conditions on Title for City -Owned Golf Course Property. The Parties shall mutually agree upon a title company and obtain a preliminary title report describing the state of title of the City -Owned Golf Course Property and City - Owned Ahmanson Ranch Property, together with copies of all underlying documents. Developer may, at its sole cost and expense, obtain a current survey. The Parties shall mutually agree upon terms and conditions governing the condition of title and approvals to exceptions to title insurance that would be acceptable to Developer. In the absence of any such mutual agreement, the terms and conditions governing the title and title insurance matters in the form Agreement for Purchase and Sale and Escrow Instructions attached to the Option Agreement for the City -Owned Option Property shall govern. Except as may be expressly agreed upon by City in connection with the escrow servicing the Transfer of the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property (or as set forth in the immediately preceding paragraph or the Option Agreement), Developer acknowledges and agrees that the both the City - Owned Golf Course Property and City -Owned Ahmanson Ranch Property shall be Transferred and conveyed to Developer in its "AS IS," "WHERE IS" and "SUBJECT TO ALL FAULTS CONDITION," as of the date of recordation of the grant deeds conveying title to the same, with no warranties, expressed or implied, as to the environmental or other physical condition of the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property, the presence or absence of any patent or latent environmental or other physical condition on or in the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property, or any other matters affecting the City - Owned Golf Course Property and City -Owned Ahmanson Ranch Property (provided that the City shall insure that such property is not encumbered by any monetary liens). 6.1.4 Form of Grant Deed for Conveyance. Subject to the inclusion of the correct information relating to the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property (such as the correct legal descriptions), the forms of the grant deeds to Transfer and convey from City to Developer the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property shall be similar to the form of the Grant Deed attached to the Agreement for Purchase and Sale and Escrow Instructions attached to the Option Agreement for the City -Owned Option Property, unless the Parties agree to a different form for the grant deeds to Transfer and convey from City to Developer the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property. In clarification of the preceding sentence, there shall be one grant deed for the Transfer and conveyance of the City - Owned Golf Course Property, and another grant deed for the Transfer and conveyance of the City -Owned Ahmanson Ranch Property together with a bill of sale in customary form applicable to each such property. 698/015610-0207 22795466.2 a09/18/25 -68- 653 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 6.1.5 Maintenance and Operational Requirements upon Transfer. Upon fee title to the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property vesting in Developer in accordance with this Agreement, Developer shall have the following maintenance and operational requirements in addition to those applicable from the Project Approvals and relevant provisions in the La Quinta Municipal Code: (A) Operating and maintaining the Golf Course in first-class condition and in accordance with the Reinstated Covenant Affecting Real Property (Golf Course Use); (B) Operating and maintaining the Ahmanson Ranch House in first-class condition and in accordance with the Reinstated Covenant Affecting Real Property (Ahmanson Ranch); (C) Maintaining, repairing, and/or replacing (or contracting for the same) of the Golf Couse Wildlife Protection Fence, which at a minimum shall meet the applicable specifications and standards of the Coachella Valley Conservation Commission acting as authorized agent for the requirements and obligations of the Coachella Valley Multiple Species Habitat Conservation Plan and shall be in compliance with Mitigation Measures related to the protection of Bighorn Sheep set forth in that certain Mitigated Negative Declaration of Environmental Impact for Environmental Assessment 2002-435 (State Clearinghouse No. 1999081020); (D) Applying for and obtaining from City any and all permits, licenses, approvals and entitlements as owner of the City -Owned Golf Course Property and City -Owned Ahmanson Ranch Property, including business licenses required for the operation of uses pursuant to the Reinstated Covenant Affecting Real Property (Golf Course Use) and Reinstated Covenant Affecting Real Property (Ahmanson Ranch). 6.1.6 "Property" subject to this Reinstated Development Agreement. If fee title to the City -Owned Golf Course Property and/or City -Owned Ahmanson Ranch Property vests in Developer in accordance with this Agreement, then the Parties shall enter into and record in the Recorder's office an Insubstantial Modification (pursuant to this Agreement) that memorializes City's Transfer and conveyance to Developer of the City -Owned Golf Course Property and/or City -Owned Ahmanson Ranch Property, as applicable, so that the Developer -owned "Property" subject to this Agreement is acknowledged made a matter of public record. Furthermore, if fee title to the City -Owned Golf Course Property vests in Developer in accordance with this Agreement, then it is acknowledged and agreed that the Developer and City have entered into a mutually agreeable lease or license agreement with respect thereto 698/015610-0207 22795466.2 a09/18/25 654 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 6.2 City -Owned Option Property. The terms and conditions of any Transfer of the City -Owned Option Property (also referred to herein as the Phase 2 Property) from City to Developer shall be by purchase and sale and governed pursuant to the Option Agreement (and exhibits attached thereto). 6.2.1 Phase 2 Property Land Use Authorization. If Developer acquires the City -Owned Option Property pursuant to the Option Agreement, then the Applicable Rules and any applicable Project Approvals shall apply to the City -Owner Option Property. Nothing in this Agreement, however, precludes Developer from submitting applications or proposals for modifications to the Applicable Rules, which shall be subject to processing, review, and decision pursuant to applicable federal, state, and local laws, including CEQA and the La Quinta Municipal Code. 6.2.2 Amendment to this Agreement or New Development Agreement. If Developer acquires the City -Owned Option Property pursuant to the Option Agreement, then this Agreement shall be amended to include, among any other necessary or proper terms and conditions, a scope of work, schedule of performance and phasing of development, and the authorized uses (with necessary and appropriate covenants, conditions, and restrictions) for the Phase 2 Property. In the alternative to amending this Agreement, Developer may apply for a new development agreement governing only the Phase 2 Property, which shall be processed and reviewed in accordance with the Development Agreement Act and Development Agreement Ordinance, and shall include, among any other necessary or proper terms and conditions, a scope of work, schedule of performance and phasing of development, and the authorized uses (with necessary and appropriate covenants, conditions, and restrictions) for the Phase 2 Property. Reciprocal rights relating to the Phase 1 Property and Phase 2 Property, such as reciprocal access and use of trails, streets, and other areas open and available to the public shall be addressed, as necessary and proper. Whether this Agreement is amended or a new development agreement is to govern the Phase 2 Property, said amendment or new development agreement shall be effective and operative, and recorded in the Recorder's Office, on the date fee title to the Phase 2 Property vests with Developer by conveyance of the grant deed attached to the Agreement for Purchase and Sale and Escrow Instructions attached to the Option Agreement. Furthermore, said amendment or new development agreement shall be with priority and shall remain with priority over any other recorded document or instrument for the Phase 2 Property. 6.2.3 Lease or License for Golf Course Driving Range Property. Prior to the date fee title to the Phase 2 Property vests with Developer, City and Developer shall enter into a mutually agreeable lease or license agreement, covering the time period between Transfer of the City -Owned Golf Course Property to Developer 698/015610-0207 22795466.2 a09/18/25 -70- 655 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT and the conveyance of the Phase 2 Property to Developer pursuant to the Option Agreement, for the "Golf Course Driving Range Property" as defined in and more particularly described in Recital H of the Reinstated Covenant Affecting Real Property (Golf Course Use). 7. CITY'S OBLIGATIONS 7.1 Scope of Subseauent Review/Confirmation of Compliance Process. Except as expressly provided for in this Agreement, nothing set forth herein shall impair or interfere with the right of City to require the processing of any and all permits, licenses, approvals and entitlements (including site development permits and building permits) as required by federal, state, and local law, including the applicable provisions of the La Quinta Municipal Code, Uniform Codes, Map Act, California Government Code, California Health and Safety Code, and CEQA. In connection with Developer's right to make repairs, improvements, and upgrades to the Ahmanson Ranch House and the Golf Course while still owned by City, in addition to grating temporary construction licenses or other use rights as provided herein, City shall also reasonably cooperate with Developer in seeking all necessary permits and approvals for the proposed work, including but not limited to signing applications and other documents as the property owner, which cooperation shall be at no material cost to City. 7.2 Project Approvals Independent. All approvals required for the Project which may be or have been granted, and all land use entitlements or approvals generally which have been issued or will be issued by City with respect to the Project, constitute independent actions and approvals by City. If any provision of this Agreement or the application of any provision of this Agreement to a particular situation is held by a court of competent jurisdiction to be invalid or unenforceable, or if this Agreement terminates for any reason, then such invalidity, unenforceability or termination of this Agreement or any part hereof shall not affect the validity or effectiveness of any Project Approval or other land use permits, licenses, approvals and entitlements. In such cases, such approvals and entitlements will remain in effect pursuant to their own terms, provisions, and the Conditions of Approval. It is understood by the Parties that pursuant to existing law, if this Agreement terminates or is held invalid or unenforceable as described above, such permits, licenses, approvals and entitlements shall not remain valid for the term of this Agreement, but shall remain valid for the term of such permits, licenses, approvals and entitlements. 7.3 Review for Compliance. City shall review this Agreement at least once during every twelve (12) month period following the Development Agreement Reinstatement Date, in accordance with City's procedures and standards for such review set forth in City's Development Agreement Ordinance. During such periodic review by City, Developer, promptly after written request from City, shall be required to demonstrate, and hereby agrees to 698/015610-0207 22795466.2 a09/18/25 -71- 656 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT furnish, evidence of good faith compliance with the terms hereof. The failure of City to conduct or complete the annual review as provided herein or in accordance with the Development Agreement Ordinance shall not impact the validity of this Agreement. 8. DEFAULT; REMEDIES; DISPUTE RESOLUTION; TERMINATION. 8.1 Default and Cure. Subject to the extensions of time for events of Force Majeure as set forth in this Agreement, failure by either Party to perform any action or covenant required by this Agreement within the time periods provided herein if such failure materially and adversely affects the Project, constitutes a "Default" under this Agreement. A Party claiming an Default shall give written notice of Default to the other Party specifying the Default complained of. Except as otherwise expressly provided in this Agreement, the claimant shall not institute any proceeding against the other Party, and the other Party shall not be in Default or MAE Default if such Party cures such default within thirty (30) days from receipt of such notice, or if the nature of such default is that it cannot reasonably be expected to be cured within such thirty (30) day period, if such Party, with due diligence, commences to cure, correct or remedy such failure or delay within thirty (30) days from receipt of such notice, and completes such cure, correction or remedy with diligence no later than ninety (90) days after the expiration of the initial 30-day period. A Default that is not cured within such cure periods may be referred to herein as an "MAE Default" of this Agreement. 8.1.1 Provisions Relating to Notices and Events of Default. The Party claiming a Default shall give written notice of Default to the other Party specifying the Default complained of, but a delay in giving such notice shall not constitute a waiver of any Default nor shall it change the time of Default. Any failure or delays by any Party in asserting any of their rights and/or remedies as to any Default shall not operate as a waiver of any Default or of any such rights or remedies. Delays by any Party in asserting any of its rights and/or remedies shall not deprive that Party of its right to institute and maintain any actions or proceedings that it may deem necessary to protect, assert or enforce any such rights or remedies. In addition to other acts or omissions of the Developer that may legally or equitably constitute a Default or MAE Default of this Agreement, the occurrence of any of the following specific events, prior to the issuance of the final Certificate of Completion for the Project, shall constitute an event of Default under this Agreement, subject to the notice and cure provisions set forth in Section 8.1 above: (A) Any representation, warranty or disclosure made in writing to City by Developer regarding this Agreement or the Project is materially false or misleading, whether or not such representation or disclosure appears in this Agreement, which representation, warranty or disclosure was known by a senior executive of Developer to be materially false when made. 698/015610-0207 22795466.2 a09/18/25 -72- 657 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (13) The construction of the Project is delayed or suspended for a period in excess of that permitted by an event(s) of Force Majeure and/or period(s) for cure of an MAE Default; (C) Developer fails to meet the dates for performance of the Project Milestones identified in the Schedule of Performance after allowance for any extensions authorized by this Agreement; (D) Except for the Project Milestones, which are governed by the preceding Section 8.1.1(C), Developer fails to complete the construction (or fails to cause the completion of construction and build -out of the Phase 1 Property) within a reasonable time after the approximate completion dates set forth in the Schedule of Performance, after allowance for any extensions authorized by this Agreement; (E) The financing or investment in any Project Component(s) that is not in compliance with the provisions in Section 4.3 of this Agreement; (F) There occurs any event of dissolution or termination of Developer that adversely and materially affects the operation of the Property or the Project, and such event is not corrected within five (5) days following written notice of such event from the City to the Developer. (G) There is a voluntary Transfer by Developer of its interest in this Agreement, the Property, or the Project, or any portion thereof, in violation of the terms and conditions of this Agreement and such action is not cured within the period prescribed in this Agreement. (H) A receiver is appointed to conduct the affairs of the Developer, or Developer files for bankruptcy either voluntarily or involuntarily (in which Developer colluded or consented), under state or federal law; (1) Developer's legal status as a limited liability company authorized by the Secretary of State of the State of California to transact business in California is suspended or terminated and not reinstated within thirty (30) days after Developer obtains actual notice thereof. 8.1.2 Rights and Remedies Are Cumulative. Except as otherwise expressly stated in this Agreement, the rights and remedies of the Parties are cumulative, and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same Default or any other Default by the other Party. 698/015610-0207 22795466.2 a09/18/25 -73- LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 8.2 Termination of Aareement. In addition to any other rights and remedies available to the City under this Agreement, the City shall have the right to terminate this Agreement if Developer fails to cure any MAE Default listed in Section 8.1.1 of this Agreement. 8.3 City Remedies. In the event of an MAE Default by Developer of its obligations under this Agreement, City, at its option, may terminate this Agreement as provided in Section 8.2 and may institute legal action in law or in equity to cure, correct, or remedy such MAE Default, enjoin any threatened or attempted violation, or enforce the terms of this Agreement; provided, however, that, except as otherwise provided in this Agreement, City shall not be entitled to an award of consequential or special damages for any Developer Default or MAE Default. 8.3.1 Defaults and Relation to Option Agreement and TOT Covenant Agreements. Unless otherwise specified in the Option Agreement and the TOT Covenant Agreement (or implementing agreements attached as exhibits to these respective agreements), noticing and rights to cure set forth in this Reinstated Development Agreement shall apply to all defaults thereunder. Nothing in this Section precludes or otherwise limits City's rights and remedies set forth specifically in, and applicable only to, the Option Agreement and/or the TOT Covenant Agreement (and implementing agreements attached as exhibits to these respective agreements). 8.3.2 Assianment of Development Plans. If this Agreement is terminated by City as a result of any uncured MAE Default by Developer, then, at the election of City and without any additional consideration to be paid to Developer, which election may be exercised in City's sole and absolute discretion, Developer shall deliver to City an executed assignment in a form reasonably acceptable to City of Developer's right to use all plans, blueprints, drawings, sketches, specifications, tentative or final subdivision maps, landscape plans, utilities plans, soils reports, noise studies, environmental assessment reports, grading plans and any other materials relating to the construction of any non -constructed Project Components of the Project on the Property, or portions thereof that are subject to the uncured MAE Default (collectively, the "Plans Assignable At Termination") which are not deemed by Developer in its reasonable discretion to be proprietary or contain the marks, tradenames, trademarks of Developer or its Affiliates, together with copies of all of Plans Assignable At Termination, as have been prepared for the development of the Project to date of the termination. Notwithstanding the foregoing right of City and obligation of Developer, Developer does not covenant to convey to City the copyright or other ownership rights of third parties. City understands and agrees that the assignment to City under this Section is subject and subordinate to any assignment which Developer may make to a Lender providing a Loan for the Project, and City 698/015610-0207 22795466.2 a09/18/25 -74- 659 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT agrees to execute any documents required by such lender acknowledging and effectuating such subordination of City's rights in and to the assignment. City's assumption and/or use of the Plans Assignable At Termination or any of them shall be without any representation or warranty by Developer as to the accuracy or completeness of any such plans, and City shall assume all risks in the use of such plans and is subject to the claims of, and applicable agreements with, Developer. 8.4 Developer Remedies. The Parties acknowledge that City would not have entered into this Agreement if it were to be liable in monetary damages of any kind whatsoever under or with respect to this Agreement, Project Approvals, or the application of any matters relating to any rights vested by virtue of this Agreement. As such, the Parties agree that declaratory and injunctive relief, mandate, and specific performance (and other remedies that do not constitute monetary damages) shall be Developer's sole and exclusive judicial remedies against City with respect to enforcement of the terms, provisions and conditions of this Agreement. In the event of an uncured MAE Default by City of the terms of this Agreement, Developer, at its option, may institute legal action in equity to cure, correct, or remedy such default, enjoin any threatened or attempted violation, or enforce the terms of this Agreement; provided, however, that in no event shall Developer be entitled to recover any damages of and kind whatsoever from City. 8.4.1 Limitation of Damages Against City. The Parties acknowledge agree that City would not have entered into this Agreement if it were to be liable in monetary damages for consequential damages of any kind whatsoever, including consequential damages, incidental damages, and/or future damages, under or with respect to this Agreement or other Project Approvals, or the application of any matters relating to any rights vested in Developer by virtue of this Agreement. In amplification of the preceding sentence and Section 8.4, and not by way of limitation, in no event shall City be liable for or Developer be entitled to an award of damages for economic loss, lost profits, or any other consequential damages of any kind. Notwithstanding the limitations on damages against City, Developer may be entitled to an award of attorney's fees and costs pursuant to Section 8.5.5 of this Agreement. 8.4.2 Specific Performance. The Parties acknowledge that monetary damages and remedies at law generally are inadequate due, in part, to the size, nature and scope of the Project, and it will not be practical or possible to restore the Property to its natural condition once implementation of this Agreement has begun, and specific performance is a particularly appropriate remedy for the enforcement of this Agreement and should be available to both Parties based on the following reasons and facts: 698/015610-0207 22795466.2 a09/18/25 -75- ••1 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (A) The unavailability of monetary damages against City; (B) Developer's obligations provided for in this Agreement were bargained for by City and given in return for assurances by City to Developer regarding the vested rights under the Applicable Rules and Project Site Development Permits (except as specified to the contrary herein, including the City's Reserved Powers) applicable to the development and use of the Property and Project, which assurances were in turn relied upon by Developer in undertaking Developer's obligations; (C) Due to the size, nature and scope of the Project, it may not be practical or possible to restore the Property to its natural condition once implementation of this Agreement has begun; after such implementation, Developer may be prevented from other choices it may have had to utilize the Property, or portions thereof, and to provide other benefits to City. Developer has invested significant time and resources and performed extensive planning and processing of the Project in agreeing to the terms of this Agreement and will be investing even more significant time and resources in implementing the Project in reliance upon the terms of this Agreement, and it is not possible to determine the sums of money that would adequately compensate Developer for such efforts; (D) The inability of Developer to recover and receive back its capital investment in the Master Site Infrastructure Improvements to be provided to City as part of Developer's obligations and to re -plan and provide for different uses of the Property once such facilities and infrastructure have been completed; and (E) The uses of the Property for the purposes and uses described for the Project are unique. Further, the Parties acknowledge that, for the reasons set forth above (particularly because of the lack of monetary damages available to Developer), in connection with any judicial proceeding regarding the performance of this Agreement, rights, or the interests and duties of the Parties hereunder, it is appropriate to, and the Parties shall, cooperate in requesting (whether by stipulations or otherwise) the court to proceed expeditiously and to retain jurisdiction until the underlying conflict or dispute has been fully resolved. 8.5 Legal Actions and Litigation. 8.5.1 Jurisdiction and Venue. Any action at law or in equity brought by either Party hereto for the purpose of enforcing, construing, or interpreting the validity of this Agreement or any provision hereof shall be brought in the Superior Court of the State of California in and for the County of Riverside, or such other appropriate court in said county, and the Parties hereto waive all provisions of law providing for the filing, removal, or change of venue to any other court. 698/015610-0207 22795466.2 a09/18/25 -76- 661 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Notwithstanding the foregoing paragraph, the Parties consent to the jurisdiction and venue of the Bankruptcy Court to the extent this Agreement (or any other of the La Quinta Amended Development Agreements or subsequent agreements between the Parties) and/or any dispute that arises between the Parties under this Agreement (or any other of the La Quinta Amended Development Agreements or subsequent agreements between the Parties) relates to the Bankruptcy Lawsuit, and the Bankruptcy Court has retained jurisdiction for purposes of oversight and judicial enforcement of any orders issued by the Bankruptcy Court in the Bankruptcy Lawsuit. 8.5.2 Service of Process. In the event that any legal action is commenced by Developer against City, service of process on City shall be made by personal service on the City Clerk (or City Clerk's Office) pursuant to applicable California law. In the event that any legal action is commenced by City against Developer, service of process on Developer shall be made by personal service upon any officer of Developer, whether made within or outside the State of California, or in such other manner as may be provided by law. 8.5.3 Inaction Not a Waiver of Default. Any failures or delays by either Party in asserting any of its rights and remedies as to any Default shall not operate as a waiver of any Default or of any such rights or remedies, or deprive either such Party of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies. 8.5.4 Applicable Law. The internal laws of the State of California shall govern the interpretation and enforcement of this Agreement without regard to conflicts of law principles. 8.5.5 Attorneys' Fees. In any action between the Parties to interpret, enforce, reform, modify, rescind, or otherwise in connection with any of the terms or provisions of this Agreement, the prevailing Party in the action shall be entitled, in addition to damages, injunctive relief, or any other relief to which it might be entitled, reasonable costs and expenses including, without limitation, litigation costs, reasonable attorneys' fees and expert witness fees. 8.5.6 Appointment of Judicial Referee. A Party initiating legal action hereunder may request that such action be heard by a referee appointed by the Riverside County Superior Court pursuant to the reference procedures of California Code of Civil Procedure Section 638 et seq. Developer and City, in such case, shall use their best efforts to agree upon a single referee who shall then try all issues, whether of fact or law, and report a finding and 698/015610-0207 22795466.2 a09/18/25 -77- 662 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT judgment thereon and issue all legal and equitable relief, as permitted pursuant to this Agreement and appropriate under the circumstances of the controversy. The referee shall be a retired judge from either the California Superior Court, the California Court of Appeal, the California Supreme Court, the United States District Court or the United States Court of Appeals with significant and recent experience in resolving land use and real property disputes. If Developer and City are unable to agree upon a referee within ten (10) days of a written request to do so by any Party, any Party may seek to have a referee appointed pursuant to Section 640 of the California Code of Civil Procedure. The cost and fees of such proceeding including the referee's fees and the court reporter's fees (exclusive of the attorney's fees and cost of the Parties) shall be borne equally by the Parties; provided, however, that the costs and fees for such proceeding, including any initiation fee, shall be ultimately borne by the non -prevailing Party if there is an award of attorney's fees as provided for in Section 8.5.5 of this Agreement. Any referee selected pursuant to this Section shall be considered a temporary judge appointed pursuant to Article 6, Section 21 of the California Constitution. The statement of decision of the referee shall be binding upon the parties, and upon filing of the statement of decision with the clerk of the court (or with the judge where there is no clerk), judgment may be entered thereon in the same manner as if the action had been tried by the court. The decision of the referee shall be appealable as if rendered by the court. In the event that an alternative method of resolving disputes concerning the application, enforcement or interpretation of development agreements is provided by legislative or judicial action after the Effective Date, the Parties may, by mutual agreement, select such alternative method. 9. MORTGAGEE PROTECTION; CERTAIN RIGHTS OF CURE 9.1 Liens Recorded Against the Property and Project. This Agreement shall not prevent or limit Developer from encumbering the Property or any portion thereof or any improvements thereon with Lien in which the Property, or a portion thereof or interest therein, is pledged as security, and contracted for in compliance with this Agreement and in good faith securing financing with respect to the construction, development, use or operation of the Project. 9.2 Mortgagee Protection. This Agreement shall be superior and senior to, with priority over, any Lien recorded against the Property or any portion thereof after the Development Agreement Reinstatement Date. Notwithstanding the foregoing, and provided the Lien (including any Construction Loan Deed of Trust and Infrastructure Loan Deed of Trust) is recorded and entered into in compliance with this Agreement, no Default or MAE Default of this Agreement shall defeat, render invalid, diminish, or impair the Lien made in good faith and for value, and any acquisition or acceptance of title or any right or interest in or with respect to the Property or any portion thereof by a holder of a beneficial interest under a Lien, or any successor or assignee to said holder (a "Mortgagee"), whether said acquisition or acceptance of title is pursuant to foreclosure, trustee's sale, deed in lieu of 698/015610-0207 22795466.2 a09/18/25 i 663 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT foreclosure, lease termination, or otherwise, shall be subject to all of the terms and conditions of this Agreement. 9.3 Mortgagee Obligations and Relief Therefrom. With respect to any Mortgagee that is a Lender for any Construction Loan or Infrastructure Loan entered into pursuant to this Agreement, the terms and conditions set forth in Article 4 (including Section 4.3.5) of this Agreement, among other provisions, shall govern said Lender's rights and obligations with respect mortgage protections offered under this Agreement. No Mortgagee or other Lender will have any obligation or duty under this Agreement to perform the obligations of Developer or other affirmative covenants of Developer hereunder, or to guarantee such performance; provided, however, that to the extent that any covenant to be performed by Developer is a condition to the performance of a covenant by City, the performance thereof shall continue to be a condition precedent prior to the City's performance under this Agreement and, as applicable, under the Option Agreement and TOT Covenant Agreement (and implementing agreements attached as exhibits to these respective agreements). 10. TRANSFERS OF INTEREST IN PROPERTY. PROJECT. OR AGREEMENT 10.1 Developer Unique and Material Term to this Agreement. Developer acknowledges and agrees that the qualifications and identity of Developer are of particular importance to City. Developer further recognizes and acknowledges that City has relied and is relying on the specific qualifications and identity of Developer in entering into this Agreement with Developer and, as a consequence, Transfers are permitted only as expressly provided in this Agreement. Developer shall promptly notify City in writing of any and all changes whatsoever in the name of the business entities comprising the majority of and/or in control of Developer, as well as any and all changes in the majority interest or the control of Developer, of which information Developer is notified or may otherwise have knowledge or information. 10.2 Transfers Generally Prohibited Without Prior City Approval. Except for Permitted Transfers for which Developer delivers to City a fully executed and Assignment and Assumption Agreement, Developer may not Transfer or otherwise assign this Agreement or its interest in title to the Property without the prior written consent of City, which shall not be unreasonably withheld, delayed or conditioned. 10.2.1 Obtaining City Approval for Transfers. Developer represents to City that it has not made and agrees that it will not make or create, or suffer to be made or created, any Transfer other than a Permitted Transfer 698/015610-0207 22795466.2 a09/18/25 -79- •E, LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT without the prior written consent of the City (which shall not be unreasonably withheld, delayed or conditioned), either voluntarily, involuntarily or by operation of law. In deciding whether to approve or disapprove any proposed Transfer, City may consider the proposed financial strength and the experience of the proposed transferee and its senior management in undertaking and successfully completing projects of a similar type and size as the Project or that portion of the Project proposed to be transferred (it being acknowledged that such financial strength and experience may be held by direct or indirect investors or affiliates of the transferee). Any Transfer made in contravention of this Article 10 and Agreement shall be voidable at the election of City, and the City shall have any remedy at law or in equity as a result thereof;, subject to the notice and cure rights provided in Section 8.1. 10.2.2 Request for City Approval of Transfer. Unless more time is otherwise required under this Agreement, Developer shall provide City no less than thirty (30) days prior written notice (or, for a Permitted Transfer, no less than ten (10) days prior written notice) of any proposed Transfer which Developer desires to enter into. Developer shall have the burden of demonstrating to City's reasonable satisfaction that the proposed Transfer meets the conditions and requirements of this Agreement with respect to any Transfer that is not a Permitted Transfer. 10.2.3 Costs for Review of Proposed Transfer. In connection with City's review of any request for approval of any proposed Transfer under this Article 10 or of any Lender or Loan pursuant to this Agreement, Developer agrees to reimburse City for those reasonable out of pocket third party costs and expenses incurred by City in connection with its review of Developer's request for approval, including, without implied limitation, the reasonable fees and costs of those outside consultants and legal counsel retained by City to assist it in its review of Developer's request, including the City Attorney. 10.2.4 Assignment and Assumption Agreement. Except for Permitted Transfers which are expressly released in this Agreement from the obligation of executing and recording an Assignment and Assumption Agreement, every Transfer, including any Permitted Transfer, of all or any portion of the Property, Project, or this Agreement, shall be memorialized by an assignment and assumption agreement, subject to the consent of the City (which shall not be unreasonably withheld, delayed or conditioned) and in substance and form substantially similar to that attached hereto as Exhibit L and incorporated herein by this reference ("Assignment and Assumption Agreement"). No Transfer of all or any portion of the Property, Project, or this Agreement shall be operative or effective unless and until an Assignment and Assumption Agreement, is fully executed and recorded in the Recorder's Office against the Property (or portion thereof) to which the Transfer applies. The parties agree that any such Transfer may be for the entire Property or any one (1) 698/015610-0207 22795466.2 a09/18/25 M 665 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT or more Project Components either in a single transaction or multiple transactions, as elected by Developer. In the event of any such Transfer(s), if as a result of any multiple Transfers, Developer shall constitute more than one (1) Person (i.e., if Developer's interests in different Project Components are Transferred to different Persons), then each such Person shall only be liable for (and the applicable Assignment and Assumption Agreement shall solely apply to) the rights and obligations under this Agreement as they relate to the portion of the Property then -owned by such transferee. 10.2.5 Permitted Transfers. Notwithstanding anything to the contrary contained herein, the following Transfers shall not require prior approval from the City for the purported Transfer (each, a "Permitted Transfer"): (A) The conveyance or dedication of any portion of the Property to an appropriate federal, state, or local (including City) governmental agency, or the granting of easements or permits to facilitate construction and operation of the Project (depending on the type of conveyance or dedication, the Transfer may be exempted from the requirement of an Assignment and Assumption Agreement); (B) The sale by Developer of any completely constructed residential dwelling unit(s), whether single-family detached or condominium unit, to a bone fide third party purchaser/individual buyer (such sale and conveyance shall be exempted from the requirement of an Assignment and Assumption Agreement); (C) The sale by Developer of any precisely -graded and utility - ready unimproved custom single-family luxury residence Lot pursuant to Section 3.2.7 of this Agreement to a bone fide third party purchaser/individual buyer (subject to Developer's obligations in Section 3.2.7, such sale and conveyance shall be exempted from the requirement of an Assignment and Assumption Agreement); (D) Any Transfer that is a Transfer Exemption (such Transfer is exempted from the requirement of an Assignment and Assumption Agreement); (E) Any Transfer to a Permitted Affiliate Assignee; (F) Any Transfer to a Permitted Hotel Operator (subject to Developer meeting its obligations in this Agreement, a Transfer to a Permitted Hotel Operator is exempted from the requirement of an Assignment and Assumption Agreement); (G) Any Transfer to a Permitted Lender (if the Permitted Lender has satisfied the provisions in this Agreement, and as long as the Permitted Lender after the Transfer is not the "Developer" or a "Permitted Developer/Operational Transferee," such Transfer is exempted from the requirement of an Assignment and Assumption Agreement); or 698/015610-0207 22795466.2 a09/18/25 i o LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Transferee. (H) Any Transfer to a Permitted Development/Operational 10.2.6 Partial Release of Obligations from Transferor. Upon the Transfer in whole or in part of Developer's right and interest to all or any portion of the Property, Project, or this Agreement, which shall be evidenced by the recording of an Assignment and Assumption Agreement pursuant to this Agreement, then Developer may obtain from City for a release from Developer's obligations hereunder with respect to the portion of the Property, Project, or this Agreement, so Transferred. City shall approve the partial or full release if: (A) Developer has complied with the obligations in this Article 10 relating to Transfers; (B) Developer is not in MAE Default of this Agreement at the time of the request for release, or provides adequate assurances to the satisfaction of City that it will cure any breach prior to the Transfer; (C) Developer and the transferee have executed and recorded against the portion of the Property to which the Transfer applies an Assignment and Assumption Agreement applicable to the portion of the Property being Transferred, and (D) the transferee has duly assumed all obligations of Developer under this Agreement with respect to the portion of the Property so transferred with respect to matters occurring after the effective date of such Transfer. Failure to obtain City consent when required hereunder shall not negate, modify or otherwise affect the liability under this Agreement of any transferee or future owner of any portion of the Property. Developer shall remain responsible for all obligations set forth in the Agreement that are not subject to an Assignment and Assumption Agreement in accordance with this Article 10. A Party proposing to assign its obligations under this Agreement (i) shall remain liable for the obligations hereunder until and unless City has received a fully executed Assignment and Assumption Agreement, and (ii) shall remain liable for any MAE Default hereunder that occurred prior to the effective date of the assignment. Developer or Developer's successor agrees to reimburse City for those third party costs and expenses incurred by City in connection with its review of any Assignment and Assumption Agreement, including, without implied limitation, the reasonable fees and costs of those outside consultants and legal counsel retained by City to assist it in its review of Developer's Transfer , including the City Attorney. 10.3 Successors and Assians. All of the terms, covenants and conditions of this Agreement shall be binding upon Developer and its permitted successors and assigns. Whenever the term "Developer" is used in this Agreement, such term shall include any other permitted successors and assigns as herein provided. 10.4 Developer Entities Documentation and Permitted Affiliate Assianees. Notwithstanding anything to the contrary contained herein, Developer may assign this Agreement (pursuant to an Assignment and Assumption Agreement) either in its entirety to a single assignee, or separately to separate assignees as to each Project Component or groups of Project Components as elected by Developer, so long as 698/015610-0207 22795466.2 a09/18/25 -82- 667 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Developer or Affiliates of Developer continue to own an interest in, and are involved in the control and management of, Developer, and may lawfully be the assignee under federal and state law (any such assignee, a "Permitted Affiliate Assignee"). It is acknowledged that each separate assignee (if applicable pursuant to the foregoing) may consist of different investors and/or management, and no consent by the City shall be required prior to the proposed Transfer as long as Developer is a Permitted Affiliate Transferee. City shall have the right to request from Developer written documentation and evidence confirming a proposed Transfer is to a Permitted Affiliate Assignee. No later than fifteen (15) days prior to the proposed assignment from Developer to a proposed Permitted Affiliate Assignee, Developer shall deliver written notice thereof to City, along with documentation and evidence (as may be recommended by Developer and consistent with industry standards for confirming affiliated entities, such as proposed limited liability company operating agreements, management agreements, or similar documentation) for the City to review solely for the purpose of confirming the proposed Transfer is to a Permitted Affiliate Assignee. The City shall consent to the Transfer, and an Assignment and Assumption Agreement shall be executed and recorded, upon confirmation the proposed Transfer is to a Permitted Affiliate Assignee. Without limiting the foregoing, the City hereby approves the Developer Entities Organizational Chart and the structure set forth therein as the anticipated structure for Transfers from Developer to Permitted Affiliate Assignees for the various Project Components. Nothing in this Section limits or prevents Developer from modifying or supplementing the Developer Entities Organizational Chart to add or remove proposed Affiliates of Developer, as may be necessary or proper during the Term of this Agreement and development (and completion of development) of the various Project Components. 10.5 Assignment by City. City may assign or transfer any of its rights or obligations under this Agreement with the approval of Developer, which approval shall not be unreasonably withheld; provided, however, that City may assign or transfer any of its interests hereunder to a joint powers authority in which City is a member at any time without the consent of Developer. 11. MISCELLANEOUS 11.1 Notices, Demands and Communications Between the Parties. Any approval, disapproval, demand, document or other notice ("Notice") which either Party may desire to give to the other Party under this Agreement must be in writing and shall be sufficiently given if (i) delivered by hand, (ii) delivered by reputable same -day or overnight messenger service that provides a receipt showing date and time of delivery, or (iii) dispatched by registered or certified mail, postage prepaid, return 698/015610-0207 22795466.2 a09/18/25 i •fi LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT receipt requested, to the principal offices of City and Developer at the addresses specified below, or at any other address as that Party may later designate by Notice. To City: City of La Quinta 78-495 Calle Tampico La Quinta, California 92253 Attn: City Clerk With a copy to: Rutan & Tucker, LLP 18575 Jamboree Road, 9t" Floor Irvine, California 92612 Attn: William H. Ihrke Email: bihrke@rutan.com To Developer: TBE RE Acquisition Co II LLC c/o Turnbridge Equities 4 Bryant Park, Suite 200 New York, New York 10018 Attention: General Counsel and Michael Gazzano Email: jw@turnbridgeeq.com and mg@turnbridgeeq.com with a copy to: DLA Piper 1251 Avenue of the Americas New York, New York 10020 Attention: Todd Eisner Email: todd.eisner(@_us.dlapiper.com with a copy to: Procopio 200 Spectrum Center Drive, Suite 1650, Irvine, CA 92618 Attn- James Vaughn Email: james.vaughn@procopio.com Any written notice, demand or communication shall be deemed received immediately if personally delivered or delivered by delivery service, and shall be deemed received on the fifth (51") day from the date it is postmarked if delivered by registered or certified mail. 698/015610-0207 22795466.2 a09/18/25 • •� e LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 11.2 Force Maieure. In addition to specific provisions of this Agreement, performance by either Party hereunder shall not be deemed to be in MAE Default or Default, and all performance and other dates specified in this Agreement shall be extended, where delays, MAE Defaults or Defaults are due to causes beyond the control or without the fault of the Party claiming an extension of time to perform, which include, without limitation, the following (each, a "Force Maieure"): war; insurrection; acts of terrorism; strikes; lockouts; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; condemnation of property by a federal or state agency; mob violence; natural disasters; utility delays; extraordinary and extreme delays in obtaining permits, entitlements, licenses, or other approvals from the City (provided and subject to Developer acknowledging that approvals from the City, as required by State and City law, may require substantial time and/or cooperation from other governmental agencies); any pandemic or epidemic; unusual disruption to national or international transport services; governmental shut -downs and "stay at home" mandates or other public health restrictions; quarantine restrictions; nation-wide freight embargoes; and unusually severe weather that is not usual in the City for the given time of year. Notwithstanding anything to the contrary in this Agreement, an extension of time for any such cause shall only be for the period of the delay and shall commence to run from the time of the commencement of the cause, if notice by the Party claiming such extension is sent to the other Party within a reasonable time following the commencement of the cause, which notice requirement shall be deemed waived if the other Party is aware of the facts giving rise to the Force Majeure. Upon receiving notice of a Force Majeure or becoming aware of the facts giving rise thereto, the Parties shall meet and confer in good faither to determine the appropriate period of Force Majeure delay, and document same in writing. Times of performance under this Agreement may also be extended in writing by the mutual agreement of City and Developer. 11.3 Binding Effect. This Agreement, and all of the terms and conditions hereof, shall be binding upon and inure to the benefit of the Parties, any subsequent owner of all or any portion of the Project or the Property, and their respective assigns or successors in interest, whether or not any reference to this Agreement is contained in the instrument by which such person acquired an interest in the Project or the Property. 11.4 Independent Entity. The Parties acknowledge that, in entering into and performing this Agreement, each of Developer and City is acting as an independent entity and not as an agent of the other in any respect. 11.5 Aareement Not to Benefit Third Parties. This Agreement is made for the sole benefit of the Parties, and no other person shall be deemed to have any privity of contract under this Agreement nor any right to 698/015610-0207 22795466.2 a09/18/25 i 670 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT rely on this Agreement to any extent for any purpose whatsoever, nor have any right of action of any kind on this Agreement nor be deemed to be a third party beneficiary under this Agreement. 11.6 Covenants. The provisions of this Agreement shall constitute mutual covenants which shall run with the land comprising the Site for the benefit thereof, and for the benefit of City's adjoining properties, and the burdens and benefits hereof shall bind and inure to the benefit of each of the Parties hereto and all successors in interest to the Parties hereto for the term of this Agreement. 11.7 Non -liability of City Officers and Employees. No official, officer, employee, agent or representative of City, acting in his/her official capacity, shall be personally liable to Developer, or any successor or assign, for any loss, costs, damage, claim, liability, or judgment, arising out of or connection to this Agreement, or for any act or omission on the part of City. 11.8 Amendments or Modifications of Aareement. 11.8.1 Amendments. This Agreement may be amended from time to time by mutual consent of the original Parties or such party to which Developer assigns all or any portion of its interest in this Agreement, in accordance with the provisions of the City's Development Agreement Ordinance and Government Code Sections 65867 through 65868. 11.8.2 Determination of Insubstantial Modifications. For each proposed modification to this Agreement, the City Manager or his/her designee shall determine, in his/her sole discretion: (1) whether, in his/her reasonable judgment, the requested modification constitutes an "Insubstantial Modification," as defined in this Agreement; (2) whether the requested modification is consistent with the Applicable Rules and Project Approvals (other than that portion of this Agreement sought to be modified); and (3) whether, in his/her reasonable judgment, the requested modification tends to promote the goals of this Agreement. If the City Manager or his/her designee determines that the requested modification is an "Insubstantial Modification," the proposed modification may be reviewed and acted upon by the City Manager, and a written modification will be executed by the Parties and attached to this Agreement. Any such Insubstantial Modification shall not be deemed an "amendment" to this Agreement under Government Code Section 65858, but the document memorializing an approved Insubstantial Modification shall be recorded in the Recorder's Office no later than thirty (30) days after complete execution of said amendment or other agreement. Any modification of which the City Manager, in his/her reasonable discretion, determines not to be an "Insubstantial Modification" shall be an amendment to this Agreement. 11.8.3 Costs of Processing and Memorializing Amendments or Insubstantial Modifications. Developer shall be required to reimburse City for all costs 698/015610-0207 22795466.2 a09/18/25 we 671 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT City incurs in negotiating, preparing, and processing any alterations, changes, or modifications to this Agreement requested by Developer or any lender or investor. In connection with any request for an alteration, change or modification, Developer shall deposit with City the sum of Ten Thousand Dollars ($10,000). Notwithstanding the foregoing, the City Manager shall have the discretion to authorize a lesser deposit, in the event he or she determines the proposed alteration, change or modification is minor. In the event the funds on deposit are depleted, City shall notify Developer of the same, and Developer shall deposit with City an additional Five Thousand Dollars ($5,000) to complete processing of the requested alteration, change or modification. Developer shall make additional deposits to City, as needed, pursuant to the foregoing process, until the requested alteration, change, or modification is finalized. Within sixty (60) days after such alteration, change or modification is finalized, City shall reimburse Developer any unused sums. 11.9 Amendment or Cancellation by Mutual Consent. Except as expressly stated to the contrary herein, this Agreement may be amended or canceled in whole or in part only by mutual consent of the Parties and in the manner provided for in Government Code Sections 65867-65868 and the Development Agreement Ordinance. Notwithstanding the foregoing, in the event that any portion of the Property is under different ownership at some time during the Term hereof, City and the then -owner of such portion may amend the terms of this Development Agreement and the Project Approvals with respect to said portion, without obtaining the approval or consent of the owners of the other portions of the Property. 11.10 No Waiver. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought and referring expressly to this Section. No delay or omission by either Party in exercising any right or power accruing upon non-compliance or failure to perform by the other Party under any of the provisions of this Agreement shall impair any such right or power or be construed to be a waiver thereof, except as expressly provided herein. No waiver by either Party of any of the covenants or conditions to be performed by the other Party shall be construed or deemed a waiver of any succeeding breach or nonperformance of the same or other covenants and conditions hereof. 11.11 Severability. If any term, provision, covenant or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall continue in full force and effect, to the extent that the invalidity or unenforceability does not impair the application of this Agreement as intended by the Parties. 698/015610-0207 22795466.2 a09/18/25 i 672 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 11.12 Cooperation in Carrying Out Agreement. Each Party shall take such actions and execute and deliver to the other all such further instruments and documents as may be reasonably necessary to carry out this Agreement in order to provide and secure to the other Party the full and complete enjoyment of its rights and privileges hereunder. 11.13 Estoppel Certificate. Either Party may, at any time, deliver written notice to any other Party requesting such Party to certify in writing that, to the best knowledge of the certifying Party (which, if so requested by a Party, shall inure to the benefit of any Lender, Hotel Operator or Permitted Transferee and their respective successors and assigns), (i) this Agreement is in full force and effect and a binding obligation of the Parties, (ii) this Agreement has not been amended or modified either orally or in writing, or if so amended, identifying the amendments, (iii) the requesting Party is not in default in the performance of its obligations under this Agreement, or if in default, describing the nature and amount of any such defaults, and that to the knowledge of the requesting Party, the other party is not in default (or specifying any such defaults) and (iv) any other reasonable information requested. A Party receiving a request hereunder shall execute and return such certificate within fifteen (15) days following approval of the proposed estoppel certificate by the City Attorney, which approval shall not be unreasonably withheld or delayed. The City Manager or authorized designee is authorized to sign and deliver an estoppel certificate on behalf of City. City acknowledges that a certificate hereunder may be relied upon by transferees and Mortgagees and other Lenders. 11.14 Construction. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either Party by reason of the authorship of this Agreement or any other rule of construction that might otherwise apply. As used in this Agreement, and as the context may require, the singular includes the plural and vice versa, and the masculine gender includes the feminine and vice versa. 11.15 Recordation. This Agreement shall be recorded in the Recorder's Office at Developer's cost, if any, within the period required by this Agreement or, if not specified herein, per Government Code Section 65868.5. Amendments and Insubstantial Modifications approved by the Parties, Assignment and Assumption Agreements, and any cancellation or termination of this Agreement, shall be similarly recorded. 11.16 Captions and References. The captions of the paragraphs and subparagraphs of this Agreement are solely for convenience of reference, and shall be disregarded in the construction and 698/015610-0207 22795466.2 a09/18/25 673 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT interpretation of this Agreement. Reference herein to a paragraph or exhibit are the paragraphs, subparagraphs and exhibits of this Agreement. 11.17 Time. Time is of the essence in the performance of this Agreement and of each and every term and condition hereof as to which time is an element. 11.18 Computation of Days. Unless expressly identified as being subject to "business days," the computation for performance and word "Days" and "days" shall mean calendar days, continuously calculated and without exclusion of weekends or holidays; provided, however, that if the last "day" were to fall on a weekend day or official holiday recognized under federal or state law, then the time for performance on that last day shall be extended to the next business day. For purposes of this Agreement, "business day" means every day of the calendar year except Saturdays, Sundays, and official holidays recognized under federal or state law and for which City Hall is closed to the general public. 11.19 Recitals & Exhibits Incorporated: Entire Aareement. The Recitals to this Agreement and all of the exhibits and attachments to this Agreement are, by this reference, incorporated into this Agreement and made a part hereof. This Agreement, including all Exhibits attached hereto, constitutes the entire agreement between the Parties with respect to the subject matter of this Agreement, and this Agreement supersedes all previous negotiations, discussions and agreements between the Parties, and no parole evidence of any prior or other agreement shall be permitted to contradict or vary the terms hereof. 11.20 Exhibits. Exhibits A-M to which reference is made in this Agreement are deemed appropriated herein in their entirety. Said exhibits are identified as follows: A. Legal Descriptions Subject to this Agreement A-1 Legal Description of Phase 1A Property A-2 Legal Description of Phase 1 B Property A-3 Legal Description of Phase 2 Property (City -Owned Option Property) A-4 Legal Description of City -Owned Ahmanson Ranch Property A-5 Legal Description of City -Owned Golf Course Property B. Site Maps 698/015610-0207 22795466.2 a09/18/25 674 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT C. Project Description D. Scope of Work / Scope of Development E. Project Schedule / Schedule of Performance F. List of Pre -Bankruptcy Subdivision Maps and Permits G. Form of Certificate of Completion H. Developer Entities Organizational Chart Post -Bankruptcy Sale Permitting Processes J. Reinstated Covenant Affecting Real Property (Ahmanson Ranch House) K. Reinstated Covenant Affecting Real Property (Golf Course Use) L. Form of Assignment and Assumption Agreement M. Short -Term Vacation Rental Regulations (Ch. 3.25 of La Quinta Mun. Code) [end of list of Exhibits] 11.21 Authority to Execute; Representations and Warranties. Developer warrants and represents that (i) it is duly organized and existing, (ii) it is duly authorized to execute and deliver this Agreement, (iii) by so executing this Agreement, Developer is formally bound to the provisions of this Agreement, (iv) Developer's entering into and performance of its obligations set forth in this Agreement do not violate any provision of any other agreement to which Developer is bound, and (v) there is no existing or threatened litigation or legal proceeding of which Developer is aware, other than the Bankruptcy Lawsuit, which could prevent Developer from entering into or performing its obligations set forth in this Agreement. 11.22 City Approvals and Actions by City Manager. City shall maintain authority of this Agreement and the authority to implement this Agreement through the City Manager. Except as otherwise provided in this Agreement or as required by applicable law (including the La Quinta Municipal Code), the City Manager (or authorized designee) shall have the authority to make approvals, issue interpretations, waive provisions, negotiate and enter into amendments to this Agreement and/or negotiate and enter into implementing agreements or documents on behalf of City so long as such actions do not materially or substantially change the business terms of this Agreement or the uses or development permitted on the Property, or materially or substantially add to the costs incurred or to be incurred by City as specified herein. Such approvals, interpretations, waivers, amendments, and/or implementing agreements or documents may include extensions of time to perform as 698/015610-0207 22795466.2 a09/18/25 675 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT specified in the Schedule of Performance. All other material and/or substantial interpretations, waivers, or amendments shall require the consideration, action and written consent of the City Council. Wherever the approval of the City is required under this Agreement, other than approvals required of the City acting in its governmental capacity, such approval shall not be unreasonably withheld, conditioned or delayed, unless expressly stated to the contrary in this Agreement. Nothing in this Section limits or precludes the City Manager from presenting to the Planning Commission and/or City Council, as applicable, for review and consideration any matters to which the City Manager otherwise may act on behalf of City pursuant to this Section. 11.23 No Brokers. Each of the City and the Developer represents to the other party that it has not engaged the services of any finder or broker and that it is not liable for any real estate commissions, broker's fees, or finder's fees which may accrue by means of this Agreement and agrees to hold harmless the other party from such commissions or fees as are alleged to be due from the party making such representations. 11.24 Counterpart Signature Pages. This Agreement may be signed in multiple counterparts which, when signed by all Parties, shall constitute a binding agreement. This Agreement shall be executed in two (2) originals, each of which is deemed to be an original. 698/015610-0207 22795466.2 a09/18/25 [end — signature page follows] -91- 676 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT IN WITNESS WHEREOF, Developer and City have executed this Agreement as of the Reference Date. "DEVELOPER" TBE RE Acquisition Co II LLC, a Delaware limited liability company and affiliate of Turnbridge Equities By: Its: Date: , 2025 By: Its: Ell III VA CITY OF LA QUINTA, a California municipal corporation and charter city Date: , 2025 By: ATTEST: Monika Radeva, City Clerk APPROVED AS TO FORM RUTAN & TUCKER, LLP William H. Ihrke, City Attorney 698/015610-0207 22795466.2 a09/18/25 -92- Jon McMillen, City Manager 677 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 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 , before me, (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 698/015610-0207 22795466.2 a09/18/25 -93- (Seal) 678 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 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 , before me, (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 698/015610-0207 22795466.2 a09/18/25 M (Seal) 679 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT ir:M:11:11re� LEGAL DESCRIPTIONS SUBJECT TO THIS AGREEMENT [attached] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT A •:1 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT A-1 LEGAL DESCRIPTION OF PHASE 1A PROPERTY All that certain property located in the City of La Quinta, County of Riverside, State of California, described as follows: C Ol21»_�i THAT PORTION OF PARCELS 4 AND 18 OF PARCEL MAP NO. 37207, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY A MAP FILED IN BOOK 242, PAGES 72 THROUGH 87, INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: LOT "C" OF LOT LINE ADJUSTMENT NO. 2020-0010, AS DISCLOSED BY GRANT DEED RECORDED JULY 15, 2021 AS INSTRUMENT NO. 20210426711 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APNs 777-490-058, 777-490-063, 777-490-064, 777-490-065 AND 777-490-066 (OLD APNs PORTION OF 777-490-041 and 777-490-051) [continues on next page] 698/015610-0207 22795466.2a09/18/25 EXHIBIT A-1 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL B: THAT PORTION OF PARCELS 3 AND 4 OF PARCEL MAP NO. 37207, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY A MAP FILED IN BOOK 242, PAGES 72 THROUGH 87, INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: LOT "B" OF LOT LINE ADJUSTMENT NO. 2020-0010, AS DISCLOSED BY GRANT DEED RECORDED JULY 16, 2021 AS INSTRUMENT NO. 20210428113 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1AAND 1B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APNs 777-490-037, 777-490-057, 777-490-059 AND 777-490-068 (OLD APNs PORTION OF 777-490-040 AND 777-490-041) [continues on next page] 698/015610-0207 22795466.2a09/18/25 EXHIBIT A-1 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL C: PARCEL 5 OF PARCEL MAP NO. 37207 AS SHOWN BY A MAP ON FILE IN BOOK 242 OF PARCEL MAPS, PAGES 72 THROUGH 87, INCLUSIVE, TOGETHER WITH PORTIONS OF PARCELS A AND B OF LOT LINE ADJUSTMENT NO. 2020-0005, RECORDED SEPTEMBER 2, 2021 AS DOCUMENT NO. 2021-0527060 OF OFFICIAL RECORDS OF SAID COUNTY, DESCRIBED AS FOLLOWS: PARCEL "A" OF LOT LINE ADJUSTMENT NO. 2023-0003 OF THE CITY OF LA QUINTA, AS DISCLOSED BY GRANT DEED RECORDED MAY 4, 2023 AS INSTRUMENT NO. 2023-0128115 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING FROM PARCEL 5 ABOVE, ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APNs: 777-490-042, 777-490-076 AND PORTIONS OF 777-490-072 AND 777-490-073 (OLD APNs PORTION of 777-490-043 and 777-490-044) [continues on next page] 698/015610-0207 22795466.2a09/18/25 EXHIBIT A-1 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL D: PORTIONS OF PARCELS A THROUGH C, INCLUSIVE, OF LOT LINE ADJUSTMENT NO. 2020-0005, RECORDED SEPTEMBER 2, 2021 AS DOCUMENT NO. 2021- 0527060 OF OFFICIAL RECORDS OF SAID COUNTY. DESCRIBED AS FOLLOWS: PARCEL "B" OF LOT LINE ADJUSTMENT NO. 2023-0003 OF THE CITY OF LA QUINTA, AS DISCLOSED BY GRANT DEED RECORDED MAY 4, 2023 AS INSTRUMENT NO. 2023-0128115 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APN: 777-490-074 AND PORTIONS OF APNs 777-490-072, 777-490-073, 777-490- 075, 777- 490-077, 777-490-079 AND 777-490-080 (OLD APNs PORTION of 777-490-043, 777-490-044 AND 777-490-045) [continues on next page] 698/015610-0207 22795466.2a09/18/25 EXHIBIT A-1 •i, LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL E: [INTENTIONALLY OMITTED] PARCEL F: PORTIONS OF PARCELS B AND C OF LOT LINE ADJUSTMENT NO. 2020-0005, RECORDED SEPTEMBER 2, 2021 AS DOCUMENT NO. 2021-0527060 OF OFFICIAL RECORDS OF SAID COUNTY, DESCRIBED AS FOLLOWS: PARCEL "C" OF LOT LINE ADJUSTMENT NO. 2023-0003 OF THE CITY OF LA QUINTA, AS DISCLOSED BY GRANT DEED RECORDED MAY 4, 2023 AS INSTRUMENT NO. 2023-0128115 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. PORTION APN: 777-490-075, 777-490-077, 777-490-078, 777-490-079 AND 777-490- 080 (OLD APNs PORTION of 777-490-044 AND 777-490-045) [continues on next page] 698/015610-0207 22795466.2a09/18/25 EXHIBIT A-1 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL G: PORTIONS OF PARCEL C OF LOT LINE ADJUSTMENT NO. 2020-0005, RECORDED SEPTEMBER 2, 2021 AS DOCUMENT NO. 2021-0527060 OF OFFICIAL RECORDS OF SAID COUNTY, DESCRIBED AS FOLLOWS: PARCEL "D" OF LOT LINE ADJUSTMENT NO. 2023-0003 OF THE CITY OF LA QUINTA, AS DISCLOSED BY GRANT DEED RECORDED MAY 4, 2023 AS INSTRUMENT NO. 2023-0128115 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1AAND 1B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. PORTION APN: 777-490-079 (OLD APN PORTION of 777-490-045) [continues on next page] 698/015610-0207 22795466.2a09/18/25 EXHIBIT A-1 o LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL H: LOTS 1 THROUGH 29 AND LOTS A THROUGH L, OF TRACT NO. 37730, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, FILED IN BOOK 479, PAGES 27 THROUGH 33 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017- 0463950 OF OFFICIAL RECORDS. APNs: 777-510-001 THRU -023; 777-510-025; 777-520-001 THRU -018 698/015610-0207 22795466.2a09/18/25 EXHIBIT A-1 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCELI: Parcels E, F and G of Parcel Map No. 37207, in the City of La Quinta, County of Riverside, State of California, as shown by a Map filed for Record May 3, 2017 in Book 242, Pages 72 through 87, inclusive of Parcel Maps, in the Office of the County Recorder of said County. Excepting all oil, gas, hydrocarbon substances, and minerals of every kind and character lying more than five hundred (500) feet below the surface, together with the right to drill into, through, and to use and occupy all parts of the Phase 1A and 1 B property lying more than five hundred (500) feet below the surface thereof for any and all purposes incidental to the exploration for and production of oil, gas, hydrocarbon substances or minerals from said Phase 1A and 1 B property or other lands, but without, however, any right to use either the surface from said Phase 1A and 1 B property or any portion thereof within five hundred (500) feet of the surface for any purpose or purposes whatsoever, or to use the Phase 1 A and 1 B property in such a manner as to create a disturbance to the use or enjoyment of the Phase 1A and 1 B property, as reserved by The City of La Quinta, a California Municipal Corporation and Charter City, in the Grant Deed recorded November 28, 2018, as Instrument No. 2018-0464674, of Official Records. FOR INFORMATIONAL PURPOSES ONLY: APN: 777-490-053, 777-490-054, 777- 490-055 [End of legal description for Phase 1A Property] *Explanatory Note: All legal descriptions may be corrected, if necessary, prior to recording to conform with instructions from title or escrow officer(s) for final corrections. This explanatory note shall be deleted prior to recording. 698/015610-0207 22795466.2a09/18/25 EXHIBIT A-1 •ii LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT A-2 LEGAL DESCRIPTION OF PHASE 1 B PROPERTY All that certain property located in the City of La Quinta, County of Riverside, State of California, described as follows: sym9 THAT PORTION OF PARCEL 10 OF PARCEL MAP NO. 37207, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY A MAP FILED IN BOOK 242, PAGES 72 THROUGH 87, INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: PARCEL "B" OF LOT LINE ADJUSTMENT NO. 2020-0007, AS DISCLOSED BY GRANT DEED RECORDED AUGUST 20, 2021 AS INSTRUMENT NO. 2021-0499856 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 18 PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APN 777-060-083 [continues on next page] 698/015610-0207 22795466.2 a09/18/25 EXH I B IT A-2 e LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL 2: THAT PORTION OF PARCEL 11 OF PARCEL MAP NO. 37207, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY A MAP FILED IN BOOK 242, PAGES 72 THROUGH 87, INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: PARCEL "C" OF LOT LINE ADJUSTMENT NO. 2020-0007, AS DISCLOSED BY GRANT DEED RECORDED AUGUST 20, 2021 AS INSTRUMENT NO. 2021-0499856 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APN 777-060-085 [continues on next page] 698/015610-0207 22795466.2 a09/18/25 EXH I B IT A-2 ••1 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL 3: PARCEL 12 OF PARCEL MAP NO. 37207, AS SHOWN BY A MAP FILED IN BOOK 242, PAGES 72 THROUGH 87, INCLUSIVE OF PARCEL MAPS, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APN 777-060-075 AND APN 777-060-078 [continues on next page] 698/015610-0207 22795466.2 a09/18/25 EXH I B IT A-2 691 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PARCEL 4: THAT PORTION OF PARCELS 9, 10, 11 AND 19 OF PARCEL MAP NO. 37207, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY A MAP FILED IN BOOK 242, PAGES 72 THROUGH 87, INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: PARCEL "A" OF LOT LINE ADJUSTMENT NO. 2020-0007, AS DISCLOSED BY GRANT DEED RECORDED AUGUST 20, 2021 AS INSTRUMENT NO. 2021-0500015 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, AS DESCRIBED THEREIN. EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBON SUBSTANCES, AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH, AND TO USE AND OCCUPY ALL PARTS OF THE PHASE 1A AND 1 B PROPERTY LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID PHASE 1A AND 1 B PROPERTY OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE FROM SAID PHASE 1A AND 1 B PROPERTY OR ANY PORTION THEREOF WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, OR TO USE THE PHASE 1A AND 1 B PROPERTY IN SUCH A MANNER AS TO CREATE A DISTURBANCE TO THE USE OR ENJOYMENT OF THE PHASE 1A AND 1 B PROPERTY, AS RESERVED BY THE CITY OF LA QUINTA, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, IN THE GRANT DEED RECORDED NOVEMBER 28, 2018, AS INSTRUMENT NO. 2018-0464674 AND RECORDED NOVEMBER 6, 2017, AS INSTRUMENT NO. 2017-0463950, BOTH OF OFFICIAL RECORDS. APNs: 777-490-046, 777-490-071, 777-060-082, AND 777-060-084 (OLD APNs PORTION of 777-490-052, 777-060-076 and 777-060-077) [end of legal description for Phase 1 B Property] *Explanatory Note: All legal descriptions may be corrected, if necessary, prior to recording to conform with instructions from title or escrow officer(s) for final corrections. This explanatory note shall be deleted prior to recording. 698/015610-0207 22795466.2 a09/18/25 EXH I B IT A-2 692 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT A-3 LEGAL DESCRIPTION OF PHASE 2 PROPERTY All that certain property located in the City of La Quinta, County of Riverside, State of California, described as follows: NO C 91M9 Parcels 13, 14, and 15 of Parcel Map No. 37207, in the City of La Quinta, County of Riverside, State of California, as shown by a Map filed for Record May 3, 2017 in Book 242, Pages 72 through 87, inclusive of Parcel Maps, in the Office of the County Recorder of said County. PARCEL 2- Parcel 16 of Parcel Map No. 37207, in the City of La Quinta, County of Riverside, State of California, as shown by a Map filed for Record May 3, 2017 in Book 242, Pages 72 through 87, inclusive of Parcel Maps, in the Office of the County Recorder of said County. NOTE: NOTWITHSTANDING THE ABOVE -REFERENCED LEGAL DESCRIPTION FOR PARCEL 16 ABOVE, THE PHASE 2 PROPERTY DOES NOT INCLUDE SILVERROCK PARK AND RETENTION BASIN, AS SET FORTH IN THE REINSTATED DEVELOPMENT AGREEMENT, RECITAL D AND DEFINITIONS OF "PHASE 2 PROPERTY" / "CITY OWNED OPTION PROPERTY' *Explanatory Note: All legal descriptions may be corrected, if necessary, prior to recording to conform with instructions from title or escrow officer(s) for final corrections. This explanatory note shall be deleted prior to recording. 698/015610-0207 22795466.2 a09/18/25 EXH I B IT A-3 693 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT A-4 LEGAL DESCRIPTION OF CITY -OWNED AHMANSON RANCH PROPERTY All that certain property located in the City of La Quinta, County of Riverside, State of California, described as follows: Parcel 2 of Parcel Map No. 37207, in the City of La Quinta, County of Riverside, State of California, as shown by a Map filed for Record May 3, 2017 in Book 242, Pages 72 through 87, inclusive of Parcel Maps, in the Office of the County Recorder of said County. *Explanatory Note: All legal descriptions may be corrected, if necessary, prior to recording to conform with instructions from title or escrow officer(s) for final corrections. This explanatory note shall be deleted prior to recording. 698/015610-0207 22795466.2 a09/18/25 EXH I B IT A-4 694 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT A-5 LEGAL DESCRIPTION OF CITY -OWNED GOLF COURSE PROPERTY All that certain property located in the City of La Quinta, County of Riverside, State of California, described as follows: Parcels 17, 18, 19, and 20 of Parcel Map No. 37207, in the City of La Quinta, County of Riverside, State of California, as shown by a Map filed for Record May 3, 2017 in Book 242, Pages 72 through 87, inclusive of Parcel Maps, in the Office of the County Recorder of said County. *Explanatory Note: All legal descriptions may be corrected, if necessary, prior to recording to conform with instructions from title or escrow officerLs) for final corrections. This explanatory note shall be deleted prior to recording. 698/015610-0207 22795466.2 a09/18/25 EXHIBIT A-5 695 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT B SITE MAPS [attached] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT B •is, LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT GENERAL VICINITY MAP (Phase 1 A, Phase 1 B, and Phase 2 Properties) *General Location of Phases pictured above [Site Maps Continue on Next Page] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT B 697 n ki ff LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT ANNOTATED SITE MAP (2025 SilverRock Master Plan) Option r s. Residential Lots OM 29 tots Avg Lot SF: 14,110 Luxury Hotel # keys: 150 Spa SF: 21,000 Lobby SF: 25,000 Luxury Hotel Branded Condominiums & Clubhouse Branded Single Family Home Lots Public Golf Clubhouse Phase 1A i LJ Phase 1B Phase 2 Option Land c Phase 2 Option Land Phase 2 Option Land' Golf Clubhouse Clubhouse: 16,200sf Hotel Banquet / BOH Banquet: 21,600 sf BOH: 26,000 sf Condominiums 70 Condos (Avg 3,000 sf) Clubhouse (15,000 sf) Residential Lots 93 lots Avg Lot SF: 20k *All square footage amounts and condominium unit numbers are approximate. **Permitted maximum amounts (for instance, 70 condominium units) shall be governed by and as set forth in the Agreement Addendum, Project Description, and Scope of Work. ** 698/015610-0207 22795466.2 a09/18/25 [Site Maps Continue on Next Page] EXHIBIT B WON LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Residences 29lots Avg 14,11 osf Spa (21,000sf) Ahmanson House Adult Pool PHASE 1A DETAILED SITE MAP (2025 SilverRock Master Plan) to Golf Clubhouse (16,200st) Hotel Banquet (21.600sf) BOH (26,000sf) Condominium 10 Condominium buildings 6 units / bldg. 3,000sf Avg Unit Residential Clubhouse & Pool New Guest ' xWy Rooms (16 rooms}' Luxury Hotel U .. Luxury Hotel Lobby 150 k s total keys Branded Condominiums Building 134 existing 16 new ' BClubhouse (24,60001 w.7 L l Branded Single Family L, i T r! v I{f Homes Family Pool l � Public Golf Clubhouse 698/015610-0207 22795466.2 a09/18/25 [Site Maps Continue on Next Page] EXHIBIT B 700 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PA1 -Golf Course (existing) PA2-Luxury Brandt (29 lots) PA3-Luxury Hotel (154 guest rooms. h restaurants. retail. BOH, etc. totaling 2 698/015610-0207 22795466.2 aO9/18/25 SITE MAP BY PLANNING AREAS (PAs) (2025 SilverRock Master Plan) [Site Maps Continue on Next Page] EXHIBIT B -Public Gott Clubhouse 000 sf) -Luxury Hotel Banquet & kof House Functions iquet: 25,ODOsf) H: 30,000sf) - Luxury Branded Condominiums units) idea Clubhouse & Facilities 000sf) -Luxury Branded Residences ots) -Future Golf, Residential, Commercial hole private golf course, 253 denial units, and 40,OODsf imercial) 701 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT SITE MAP OF PHASE 2 PROPERTY (2025 SilverRock Master Plan) Orange area is Phase 2 Property (i.e., City -Owned Option Property) appx. 193+/- acres �S�iy! - �9.i1ii1Q4WQ�. .resat \'•.., ,, � 0 4n non e �1 -Avenue 2 �s --- F7F GP PO- -- [Site Maps Continue on Next Page] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT B 702 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT SITE MAP OF EXISTING SILVERROCK PARK AND RETENTION BASIN (Not Included in the Phase 2 Property) SilverRock Park and Retention Basin, appx. 24+/- acres 0 o � 0 x� -.. L w [End of Exhibit B - Site Maps] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT B 703 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT C PROJECT DESCRIPTION (2025 SilverRock Master Plan) The 2025 SilverRock Master Plan reconfigures the hotel, resort residential, commercial, golf course and related ancillary support uses planned to complement the existing public golf course and related public facilities on the SilverRock site in La Quinta. The 2025 Master Plan includes an up to 154-room Luxury Resort Hotel with supporting facilities, 192 single-family and condominium resort residential units and a new clubhouse for the existing public golf course in the first phase development areas. The second phase will include the development of an 18-hole private golf course, 253 residential units and 40,000 square feet of commercial development. (Developer's acquisition of the Phase 2 Property where Planning Area 8 is located is subject to the Option Agreement as identified in this Reinstated Development Agreement, but Developer may elect to combine Phase 1 B and Phase 2 Pre -Closing Work if Developer satisfies the provisions and requirements in Section 3.1.5(B) of this Reinstated Development Agreement.) The 2025 Master Plan is consistent with the SilverRock Specific Plan as approved by the City in 2006. As shown in the attached table, the amount of development planned is consistent with, and less intensive, than analyzed in the City's prior environmental review documents for the SilverRock Resort Project, including the 2002 Mitigated Negative Declaration (MND) adopted at the time the City acquired the property; the 2006 Addendum to the Adopted MND evaluating the Specific Plan; the 2014 Addendum to the Adopted MND analyzing the Master Plan proposed at that time; and the 2018 Master Plan in Amendment No. 3 to the Purchase, Sale and Development Agreement (PSDA). [End of Project Description] EXHIBIT C 704 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT D SCOPE OF WORK / SCOPE OF DEVELOPMENT This Reinstated Development Agreement governs the pre -development, development, land uses, operations, maintenance and repair of the Phase 1 Property, and the "work" includes any and all activities necessary and property to complete the Project on the Phase 1 Property. Pursuant to Section 6.2.2 of this Reinstated Development Agreement, the Phase 2 Property (i.e., City -Owned Option Property) shall be subject to either an amendment to this Agreement or new development agreement to provide (among other terms and conditions) more detail on the Scope of Work for the Phase 2 Property, which pursuant to this Agreement will correspond to the work to be completed in Planning Area 8. All work for the Project shall be conducted and completed in accordance with the Project Approvals as defined in this Reinstated Development Agreement. The work is to be completed in phases as provided in this Agreement and according to the Schedule of Performance, with the phases of the work to be organized and completed in eight (8) Planning Areas as depicted in the Site Maps by Planning Areas (PAs). The work by Planning Area is generally described as follows: Planning Area 1 - SilverRock Golf Course (existing) Planning Area 1 consists of approximately 173 acres, which consists primarily of the existing Arnold Palmer Classic Golf Course. The Planning Area also contains the existing Ahmanson Ranch House, which sits on a 1.5-acre parcel, and the 3-acre golf course maintenance facility site located at the southern boundary of the SilverRock Resort Area adjacent to 54th Avenue. As currently contemplated by the project, the Golf Course will receive upgrades performed by the Developer and will have the right, but not the obligation, to conduct golf course improvements during City's ownership. Planning Area 2 - Luxury Branded Residences Phase 1A Planning Area 2 consists of approximately 14 acres and 29 residential lots and a private street. It is anticipated that the residences will range from approximately 4,000sf - 5,500sf. A portion of the existing residential lots have partially -constructed improvements on them that will likely be demolished. The residential lots will be branded with the Luxury Hotel and be sold to private buyers. Developer may build a few speculative homes as model homes, but as contemplated, each residential lot buyer will build their own home with the oversight of Developer and/or Hotel Manager. Additionally, each residential lot will be permitted as a Short -Term Vacation Rental, but Developer, Hotel Owner, Hotel Manager will have final say over which lots can be entered into the rental pool. 698/015610-0207 22795466.2 a09/18/25 EXHIBIT D 705 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Planning Area 3 & 5 - Luxury Hotel Planning Area 3 consists of approximately 23 acres and currently has partially - constructed improvements for the prior Luxury Hotel. Some of the existing improvements may stay as part of the new Luxury Hotel and some may be demolished. The new Luxury Hotel will include approximately 250,000sf of buildings, including a lobby building with restaurant, bar, retail, and back of house uses, spa, fitness, wellness, pools, cabanas, pool bar, guest rooms, and ancillary uses. Planning Area 5 consists of approximately 9.1 acres and currently has partially - constructed improvements for the prior Luxury Hotel including a Conference Center and Shared Services building. Some of the existing improvements may stay as part of the new Luxury Hotel and some may be demolished. The new Luxury Hotel will include approximately 55,000sf of banquet and back -of -house buildings plus parking and outdoor event areas and hotel amenities. In addition, it is currently conceived to extend the existing Ahmanson Way to the northern portion of SilverRock Way between Planning Areas 4 & 5. Planning Area 4 - Public Golf Clubhouse Planning Area 4 consists of approximately 3.3 acres and previously contemplated as parking for the Luxury Hotel. The project currently conceives relocating the Public Golf Clubhouse to Planning Area 4 so that it is more accessible to the public as they enter the SilverRock Resort Area off of Avenue 52 and will be adjacent to the Public Park and golf course. The Public Golf Clubhouse will be approximately 16,000sf and planned to serve the Silver Rock Golf Course in Planning Area 1. Planning Area 6 - Luxury Branded Condominiums Planning Area 6 consists of approximately 18.4 acres and previously contemplated as the Lifestyle Hotel and Public Golf Clubhouse. The project currently conceives demolition of the partially -constructed Public Golf Clubhouse and to be replaced with approximately 70 luxury branded condominium units, a private branded -residences clubhouse, amenities, and private streets. The approximately 70 condominiums will range from approximately 2,000 - 3,500sf each. The condominiums will be built in phases across multiple buildings as opposed to one large building. Each condominium building will have covered parking and up to three levels of condominium units. The private branded residences clubhouse will be approximately 20,000sf and include a fitness area, meeting space, F&B, and amenities areas. Other residential amenities include a pool, tennis, pickleball, padel, and kids area. Planning Area 7 - Luxury Branded Residences Phase 1113 Planning Area 7 consists of approximately 65.8 acres and 93 residential lots and private streets. It is anticipated that the residences will range from approximately 4,000sf - 5,500sf. The residential lots will be branded with the Luxury Hotel and be sold to private buyers. Developer may build a few speculative homes as model homes, but as contemplated, each residential lot buyer will build their own home with the oversight of Developer and/or Hotel Manager. Additionally, each residential lot will be permitted as a Short -Term Vacation Rental, but Developer, Hotel Owner, Hotel Manager will have final say over which lots can be entered into the rental pool. 698/015610-0207 22795466.2 a09/18/25 EXHIBIT D 706 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Planning Area 8 - Phase 2 - Golf, Residential, Commercial Planning Area 8 consists of approximately 193+/- acres and as currently contemplated will be developed with a private 18-hole golf course, 253 private residential lots, 40,000sf of commercial, with new private streets. (Developer's acquisition of the Phase 2 Property where Planning Area 8 is located is subject to the Option Agreement as identified in this Reinstated Development Agreement, but Developer may elect to combine Phase 1 B and Phase 2 Pre -Closing Work if Developer satisfies the provisions and requirements in Section 3.1.5(B) of this Reinstated Development Agreement.) [End of Scope of Work] 698/015610-0207 22795466.2a09/18/25 EXHIBIT D 707 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT E PROJECT SCHEDULE / SCHEDULE OF PERFORMANCE [Attached] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT E 708 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT With a goalto better understand the quality and functionality of the existing improvements, Developer will evaluate onsite improvements to determine if preservation is appropriate Within 6 months of Reinstatement Date, Developer to start engineering and testing of existing improvements. If determined to preserve an existing improvement and work is required to be completed in order to preserve an improvement, then Developer to start the preservation work within 6 months of determination. 12 months after preservation work commences. Includes Lobby, Guest Room Buildings, Spa, Within 24 months of Reinstatement 36 months after Start Date; Wellness, Fitness, Banquet, BOH ("Back of Date;2 Completion of the Luxury Hotel House") Commencement of the Luxury Hotel Project Component is a "Project Project Component is a "Project Milestone" Milestone" Includes public golf clubhouse building, Within 24 months of Reinstatement 36 months after Start Date; parking lot, pro shop, F&B Date;2 Completion of the Public Golf Commencement of the Public Golf Clubhouse Project Component is Clubhouse Project Component is a a "Project Milestone" "Proiect Milestone" 4. Phase 1A Luxury Branded Condominiums Project Component Applicable to the first condo phase with a Within 24 months of Reinstatement Date 36 months after Start Date minimum of six units. Subsequent condo building phases will commence after pre - sale targets are met and market conditions allow for subsequent phases. I Residential lots in Phase 1Ato include Within 24 months of Reinstatement Date` 84 months after Start Date' approximately 29 lots. To be sold as finished lots to private buyers. 698/015610-0207 22795466.2 a09/18/25 EXHIBIT E 709 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Residential lots in Phase 1B to include approximately 93 lots. To be sold as finished lots to private buyers. 1Definitions of "Completion Date": No later than 24 months of Phase 1A Luxury Branded Residences Project Component Completion Date 96 months after Start Date Month 1445 For the Luxury Hotel and Public Golf Clubhouse Project Components, Completion Date shall be defined as substantially open for use by hotel guests and public golf clubhouse guests. "Substantially open" shall mean: (a) City issuance of a final Certificate of Occupancy, or temporary Certificate of Occupancy with only "punch list' items remaining to obtain a final Certificate of Occupancy, and (b) regular operations are in place to market to and receive payments from guests, or if there is a "soft opening," regular operations are anticipated to commence for marketing and receiving payments within three (3) to six (6) months of the purported "soft opening" date. For the Phase 1A Luxury Branded Condominiums Project Component, Completion Date shall be defined as the City issuance of a Temporary Certificate of Occupancy for the first condo unit. Subsequent Condo phases will be completed after pre -sale targets are met and market conditions allow for subsequent phases. For the Phase 1A Luxury Branded Residences Project Component, Completion Date shall be defined as finished lots and no less than one-half (1/2) of the single-family luxury residences have been completely constructed on the lots. Developer and Permitted Hotel Operator have a binding agreement in place for the management of the single family Lots in Planning Area 2. For the Phase 1B Luxury Residential Project Component, Completion Date shall be defined as finished lots and no less than one-half (1/2) of the single-family luxury residences have been completely constructed on the lots. For the Phase 1 Property Target Completion of Construction, Completion Date shall be defined as finished lots and no less than one-half (1/2) of the single-family luxury residences have been completely constructed on the lots for Phase 1A and Phase 1B. z"Reinstatement Date" for purposes of this Schedule of Performance only is defined as the later of (i) the Development Agreement Reinstatement Date as defined in Section 1.3 of the Reinstated Development Agreement, and (ii) the running of the statute of limitations and referendum petition deadlines to challenge the adoption of the Reinstated Development Agreement with no legal challenges or petition having been filed or submitted, or if filed or submitted, successfully resolved to the satisfaction of Developer and City. 3The 84 month timeline allows 24 months to sell 50% of the lots, then 24 months for lot buyers to start construction, and 36 months to complete construction of the homes. °The 96 month timeline allows 36 months to sell50% of the lots, then 24 months for lot buyers to start construction, and 36 months to complete construction of the homes. 5Phase 1 Property Target Completion of Construction is an estimated target completion date for all Project Components and the extension options described below are still applicable. 698/015610-0207 22795466.2 a09/18/25 [End of Schedule of Performance] EXHIBIT E 710 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT F PRE -BANKRUPTCY SUBDIVISION MAPS AND PERMITS The below -listed Project Site Development Permits (as defined in this Agreement) were approved before the Bankruptcy Lawsuit was filed and shall be deemed to remain valid, to the extent any Scope of Work by Developer for Developer's Project may be facilitated by the below -listed permits. PARCEL AND TRACT MAPS NUMBER RESOLUTION DESCRIPTION LOCATION APPLICANT PM 33367 2007-113 Conditional Final Generally City of La Quinta Parcel Map located south Redevelopment Approval & Time of Avenue Agency Ext 52, east of Coral Reef Mountains, west of Jefferson Street, north of Avenue 54 Conditional Final SWC of Parcel Map Jefferson SilverRock PM 37207 2017-012 Approval - Street and Development Recorded Avenue 52 Company, LLC 05/03/2017 Approving PC 2020-011 Tentative Tract *Approved Map TTM2020- TTM2020- 9/14/2021 0006 (TTM 37929) Former SilverRock 0006 *Expiration Map for 10 Planning Development Extension to residential lots on Area 10A-1 Company, LLC 3/14/2026 (AB 18.37 acres (former 2729 (2024)) Lifestyle bungalow residences Approval of final tract map and CC 2021-012 subdivision Planning TR 37730 *Conditionally improvement Area 2; SilverRock Phase Approved agreement for TR Luxury I, LLC 4/20/2021 37730; authorizing Residences a time extension for completion 698/015610-0207 22795466.2 a09/18/25 EXHIBIT F 711 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Approval of final Former (and CC 2021-021 tract map and current) TR 37730 *Approved subdivision Planning SilverRock Phase 6/15/2021 improvement Area 2; I, LLC agreement for TR Luxury 37730 Residences LOT -LINE ADJUSTMENTS LLA NUMBER RECORDING INFORMATION LLA No. 2020-0005 Evidenced by Grant Deed, Recorded Sept. 2, 2021, Document No. 2021-0527060 of the Official Records in Riverside County, CA LLA No. 2020-0007 Evidenced by Grant Deed, Recorded Aug. 20, 2021, Document No. 2021-0500015 of the Official Records in Riverside County, CA LLA No. 2020-0010 Evidenced by Grant Deed, Recorded July 16, 2021, Document No. 2021-0428113 of the Official Records in Riverside County, CA LLA No. 2023-0003 Evidenced by Grant Deed, Recorded May 4, 2023, Document No. 2023-0128115 of the Official Records in Riverside County, CA LLA NUMBER DESCRIPTION PARCEL OR TRACT MAP LLA 2016-0007 Parcels A, B & C PM 33367 LLA 2020-0005 Parcels A, B & C PM 37207 LLA 2020-0007 Parcel A PM 37207 LLA 2020-0007 Parcel D PM 37207 LLA 2020-0007 Parcels B & C PM 37207 LLA 2020-0010 Parcel A PM 37207 LLA 2020-0010 Parcel B PM 37207 LLA 2020-0010 Parcel C PM 37207 LLA 2020-0010 Parcel D PM 37207 LLA 2023-0003 Parcel 5-A, B, C & D PM 37207 698/015610-0207 22795466.2 a09/18/25 [continues on next page] EXHIBIT F 712 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT SITE DEVELOPMENT PERMITS PROJECT RESOLUTION DESCRIPTION LOCATION APPLICANT NUMBER SDP 2016- PC 2016-016 SRR-Luxury Hotel, Former SilverRock 0005 *Approved Spa, Residences, Planning Development 10/25/2016 Conference Center Areas 2, 3, 4 Company, LLC SRR-Luxury Hotel, SDP 2016- CC 2016-051 Spa, Residences, Former SilverRock 0005 *Approved Conference Center, Planning Development 12/20/2016 Bighorn Sheep Areas 2, 3, 4 Company, LLC Fence SDP 2016- CC 2017-001 *Approved SRR-Luxury Hotel, Former Planning SilverRock 0009 Golf Course, Golf Areas 5, 6, Development 1/3/2017 Villas 1 OA-1 Company, LLC SDP 2017- CC 2017-056 *Approved SRR Temp. Golf Former SilverRock 0013 Clubhouse Planning Area Development 11/7/2017 10A Company, LLC SRR-Luxury Hotel, SDP 2018- CC 2018-051 Spa, Residences, Former SilverRock 0010 *Approved Conference Center Planning Development 10/16/2018 (SDP 2016-0005 Areas 2, 3, 4 Company, LLC Time Ext. 1 SRR-Talus Hotel, Former SilverRock SDP 2018- CC 2018-052 Golf Course, Golf Planning Development 0011 Villas (SDP 2016- Areas 5, 6, Company, LLC 0009 Time Ext. 1) 1 OA-1 SIGN PERMITS PERMIT NO. DESCRIPTION LOCATION APPLICANT SilverRock Resort Semi- Various SA Permanent Sign (6) locations along LDD SilverRock, 2007-1113 *approved 3/28/2007 Jefferson Street LLC and Avenue 52 [continues on next page] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT F 713 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT MODIFICATION BY APPLICANT PERMITS PERMIT NO. DESCRIPTION LOCATION APPLICANT MBA Former Luxury Hotel & Shared within the SilverRock 2020-0005 Services Complex SilverRock Development *approved 5/7/2020 Specific Plan Company, LLC MBA Former Lifestyle Hotel & within the SilverRock 2020-0006 Residences SilverRock Development *approved 5/12/2020 Specific Plan Company, LLC BUILDING PERMITS AND PLANS TYPE SUBTYPE PERMIT NO. APPROVED ISSUED STATUS Building n/a BCOM2019- Commercial 0029 6/24/2019 6/25/2019 FINALED BC BC (Web) Garage BCOM2019- 6/19/2019 6/26/2019 ISSUED 0028 BC (Web) Hotel/Motel BCOM2019- 7/21/2021 APPROVED- H/M) 0056 CONDITIONS BC (Web) H/M BCOM2021- 7/21/2021 7/22/2021 ISSUED 0034 BC (Web) H/M BCOM2021- 7/21/2021 APPROVED- 0044 CONDITIONS BC (Web) H/M BCOM2021- 7/21/2021 APPROVED- 0045 CONDITIONS BC (Web) H/M BCOM2021- 7/21/2021 3/16/2022 ISSUED 0046 BC (Web) H/M BCOM2021- 7/21/2021 APPROVED- 0047 CONDITIONS BC (Web) H/M BCOM2021- 7/21/2021 APPROVED- 0048 CONDITIONS BC (Web) H/M BCOM2021- 7/21/2021 APPROVED- 0049 CONDITIONS BC (Web) H/M BCOM2021- 7/21/2021 APPROVED- 0050 CONDITIONS BC (Web) H/M BCOM2021- 7/21/2021 APPROVED- 0051 CONDITIONS BC (Web) H/M BCOM2021- 7/21/2021 APPROVED- 0052 CONDITIONS [Building Permits and Plans continued on next page] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT F 714 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT TYPE SUBTYPE PERMIT NO. APPROVED ISSUED STATUS BC (Web) H/M BCOM2021- 7/21/2021 APPROVED- 0053 CONDITIONS BC (Web) H/M BCOM2021- 7/21/2021 APPROVED- 0054 CONDITIONS BC (Web) H/M BCOM2021- 7/21/2021 APPROVED- 0055 CONDITIONS BC (Web) H/M BCOM2021- 7/21/2021 APPROVED- 0056 CONDITIONS BC (Web) H/M BCOM2021- 7/21/2021 6/3/2022 ISSUED 0057 BC (Web) H/M BCOM2021- 7/21/2021 6/3/2022 ISSUED 0058 BC (Web) H/M BCOM2021- 7/21/2021 5/31/2022 ISSUED 0059 BC (Web) H/M BCOM2021- 7/21/2021 5/31/2022 ISSUED 0060 BC (Web) H/M BCOM2021- 7/21/2021 3/16/2022 ISSUED 0061 BC (Web) H/M BCOM2021- 7/21/2021 3/16/2022 ISSUED 0062 BC (Web) H/M BCOM2021- 7/21/2021 3/16/2022 ISSUED 0063 BC (Web) H/M BCOM2021- 7/21/2021 3/16/2022 ISSUED 0064 BC (Web) H/M BCOM2021- 7/21/2021 3/16/2022 ISSUED 0065 BC (Web) H/M BCOM2021- 7/21/2021 10/22/2021 ISSUED 0066 BC (Web) H/M BCOM2021- 7/21/2021 10/22/2021 ISSUED 0067 BC (Web) H/M BCOM2021- 7/21/2021 10/22/2021 ISSUED 0068 BC (Web) H/M BCOM2021- 7/21/2021 10/22/2021 ISSUED 0069 BC (Web) H/M BCOM2021- 7/21/2021 10/22/2021 ISSUED 0070 BC (Web) H/M BCOM2021- 7/21/2021 10/22/2021 ISSUED 0071 BC (Web) H/M BCOM2021- 7/21/2021 10/22/2021 ISSUED 0072 BC (Web) H/M BCOM2021- 7/21/2021 10/22/2021 ISSUED 0073 [Building Permits and Plans continued on next page] 698/015610-0207 22795466.2a09/18/25 EXHIBIT F 715 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT TYPE SUBTYPE PERMIT APPROVE ISSUED STATUS NO. D BC (Web) H/M BCOM2021 7/21/2021 10/22/202 ISSUED -0074 1 BC (Web) H/M BCOM2021 7/21/2021 10/22/202 ISSUED -0075 1 BC (Web) H/M BCOM2021 7/21/2021 10/22/202 ISSUED -0076 1 BC (Web) Other Non- Residential BCOM2019 10/4/2021 10/4/2021 ISSUED -0070 Other N-R BC (Web) Other N-R BCOM2019 EXPIRED -0072 BC (Web) Other N-R BCOM2021 7/21/2021 7/22/2021 ISSUED -0035 BC (Web) Other N-R BCOM2021 7/21/2021 7/22/2021 ISSUED -0036 BC (Web) Other N-R BCOM2021 10/14/2021 10/14/202 ISSUED -0092 1 BC (Web) Other N-R BCOM2021 10/14/2021 10/14/202 ISSUED -0093 1 BC (Web) Other N-R BCOM2021 10/14/2021 10/14/202 ISSUED -0094 1 BC (Web) STORES/ CUSTOMER BCOM2021 7/21/2021 7/22/2021 ISSUED -0037 SERVICE BUILDING CONSTRUCTIO OTHER BCPAPPROVED- 19- 10/25/202 N PLAN CONSTRUCTIO 004 0004 7/6/2020 1 CONDITION REVIEW (BCPR) N S WEB OTHER BCPR2019- 10/25/202 APPROVED- BCPR (WEB) 7/21/2021 1 CONDITION NONSTRUCTIO 0006 BCPR (WEB) OTHER BCPR2019- CONSTRUCTIO 0012 4/17/2020 EXPIRED N BCPR (WEB) TRACT BCPR2019- 6/24/2021 12/31/202 EXPIRED RESIDENTIAL 0003 2 BCPR (WEB) TRACT BCPR2019- EXPIRED RESIDENTIAL 0011 BCPR (WEB) TRACT BCPR2019- EXPIRED RESIDENTIAL 0013 BCPR (WEB) TRACT BCPR2022- REVISIONS RESIDENTIAL 0012 REQUESTE D [Building Permits and Plans continued on next page] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT F 716 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT TYPE SUBTYPE PERMIT APPROVED ISSUED STATUS NO. BUILDING UNDER PERMIT BCOM2022- REVIEW APPLICATION - NEW BUILDING 0029 n/a n/a (applied on COMMERCIAL 5/25/2022) WEB BUILDING DWELLING - RESIDENTIAL SINGLE FAMILY BRES2021- 6/24/2021 6/24/2021 ISSUED (BR) (WEB) DETACHED 0312 D-SFD BR (Web) D-SFD BRES2021- 6/24/2021 6/24/2021 ISSUED 0313 BR (Web) D-SFD BRES2021- 6/24/2021 6/24/2021 ISSUED 0314 BR (Web) D-SFD BRES2021- EXPIRED 0529 BR (Web) D-SFD BRES2021- 11/22/2021 11/22/2021 ISSUED 0530 BR (Web) D-SFD BRES2021- 11/22/2021 11/22/2021 ISSUED 0531 BR (Web) D-SFD BRES2021- 11/22/2021 11/22/2021 ISSUED 0532 BR (Web) D-SFD BRES2021- 11/22/2021 11/22/2021 ISSUED 0533 BR (Web) D-SFD BRES2021- 11/22/2021 11/22/2021 ISSUED 0534 ELECTRICAL BELC2019- 6/10/2019 6/10/2019 EXPIRED 0066 ELECTRICAL BELC2019- 3/21/2019 3/21/2019 FINALED WEB 0015 ELECTRICAL BELC2021- EXPIRED WEB 0101 ELECTRICAL BELC2021- 9/20/2021 9/20/2021 ISSUED (WEB) 0114 ELECTRICAL BELC2021- EXPIRED WEB 0136 ELECTRICAL BELC2021- EXPIRED (WEB) 0139 UNDER ELECTRICAL BELC2022- REVIEW (WEB) 0117 (applied on 7/6/2022) [Building Permits and Plans continued on next page] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT F 717 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT TYPE SUBTYPE PERMIT APPROVED ISSUED STATUS NO. PLUMBING - WATER HEATER BPLB2019- EXPIRED CHANGEOUT 0086 WEB PLUMBING BPLB2019- 5/22/2019 5/23/2019 FINALED WEB 0075 PLUMBING BPLB2022- UNDER WEB 0079 REVIEW PLUMBING BPLB2022- UNDER WEB 0080 REVIEW POOL BPOL2022- CONSTRUCTION PRIVATE 0045 2/27/2022 3/3/2022 ISSUED WEB POOL BPOL2022- CONSTRUCTION PRIVATE 0046 2/27/2022 3/3/2022 ISSUED WEB POOL BPOL2022- CONSTRUCTION PRIVATE 0047 2/27/2022 3/3/2022 ISSUED WEB POOL BPOL2020- CONSTRUCTION PUBLIC 0120 10/8/2020 10/8/2021 ISSUED WEB POOL BPOL2020- CONSTRUCTION PUBLIC 0121 10/8/2020 EXPIRED WEB POOL BPOL2020- CONSTRUCTION PUBLIC 0123 10/8/2020 8/18/2021 ISSUED WEB POOL BPOL2020- CONSTRUCTION PUBLIC 0162 1/26/2021 12/22/2021 ISSUED WEB POOL BPOL2020- CONSTRUCTION PUBLIC 0221 EXPIRED WEB POOL WATER BPOL2020- CONSTRUCTION FEATURE 0122 10/8/2020 10/14/2021 ISSUED WEB SIGN PERMIT SA2021- 11/18/2021 11/19/2021 FINALED WEB 0036 STRUCTURE BOTH2O22- OTHER THAN 0001 2/14/2022 2/16/2022 ISSUED BUILDING WEB TEMPORARY BTTR2022- ON HOLD TRAILER 0001 [Building Permits and Plans continued on next page] 698/015610-0207 22795466.2a09/18/25 EXHIBIT F 718 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT TYPE SUBTYPE PERMIT APPROVED ISSUED STATUS NO. WALL/FENCE SPECIAL/ENGINEERED BWFE2022- 3/1/2022 3/2/2022 ISSUED WEB DESIGN 0014 WALL/FENCE SPECIAL/ENGINEERED BWFE2022- 3/10/2022 3/24/2022 ISSUED WEB DESIGN 0020 WALL/FENCE SPECIAL/ENGINEERED BWFE2022- 3/10/2022 3/24/2022 ISSUED WEB DESIGN 0021 WALL/FENCE SPECIAL/ENGINEERED BWFE2022- 3/10/2022 3/24/2022 ISSUED WEB DESIGN 0096 WALL/FENCE SPECIAL/ENGINEERED BWFE2022- 3/3/2022 3/24/2022 ISSUED WEB DESIGN 0098 WALL/FENCE SPECIAL/ENGINEERED BWFE2022- 5/13/2022 5/13/2022 ISSUED WEB DESIGN 0132 [End of Building Permits and Plans] ADDITIONAL SILVERROCK APPROVALS AND PLANS Additional Prior Project Approvals are available at the following Weblink on the City's Website (collectively, the "Additional Prior Project Approvals"): https://Iaglaserweb.laquintaca.gov/WebLink/Browse.aspx?id=599873&dbid=1 &repo=Cit yofLaQuinta The Additional Prior Project Approvals are categorized by type according to the followina folders: J Building Permits J Building Plans --J Engineering Permits Engineering Plans J Environmental Approvals Fire Permits J Land Actions & Lot Line Adjustments J Planning Approvals & Entitlement To the extent any of the previously issued Additional Prior Project Approvals have not expired or would have expired after August 5, 2024, the date when the Bankruptcy Lawsuit was filed, those Additional Prior Project Approvals shall remain issued and not expired. Furthermore, for any previously issued Additional Prior Project Approvals that have expired, Developer may apply for reinstatement and reissuance pursuant to any applicable provisions in the La Quinta Municipal Code. Any and all such applications for 698/015610-0207 22795466.2 a09/18/25 EXHIBIT F 719 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT reinstatement and reissuance of an expired Additional Prior Project Approval shall expressly reference this Reinstated Development Agreement and expressly describe in sufficient detail the portion of the Project for which reinstated and reissued approval would be used. *NOTE: Some of the Pre -Bankruptcy Subdivision Maps and Permits, listed above, are also including in the folder of the Additional Prior Project Approvals. [End of Exhibit F] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT F 720 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT G FORM OF CERTIFICATE OF COMPLETION [Attached] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT G 721 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 Attn: Citv Clerk Space Above This Line for Recorder's Use (Exempt from Recording Fee per Gov't Code §6103 and §27383) CERTIFICATE OF COMPLETION THIS CERTIFICATE OF COMPLETION (the "Certificate") is made by the CITY OF LA QUINTA, a California municipal corporation and charter city (the "City"), in favor of , a and affiliate of Turnbridge Equities (the "Developer"), and dated as of , RECITALS A. City and Developer have entered into that certain Reinstated and Amended Development Agreement (the "Reinstated Development Agreement") dated , 2025, and recorded as Document No. in the Official Records of Riverside County, California, concerning the development of certain real property situated in the City of La Quinta, California, a portion of which is more fully described in Exhibit "A" attached hereto and made a part hereof (the "Property"). [NOTE: the "Property" shall be only the portion of the real property tied to the applicable Project Component (as defined in the Reinstated Development Agreement) subject to this Certificate.] B. As referenced in Section 1.1 [Definitions] and Section 3.4 of the Reinstated Development Agreement (among other sections), upon Developer's request, City is required to furnish Developer or its successor -in -interest with a Certificate of Completion upon Developer's completion of construction of the following Project Component as defined in the Reinstated Development Agreement: ("Applicable Project Component") [Insert applicable Project Component, as that term is described in the Reinstated Development Agreement] C. Also pursuant to the Reinstated Development Agreement, a Certificate of Completion is required to be in such form as to permit it to be recorded in the Recorder's Office of Riverside County, California. Upon full execution, notarizing, and recording, this Certificate is conclusive determination of satisfactory completion of the construction and development required by the Reinstated Development Agreement for the Applicable Project Component cited herein. 698/015610-0207 22795466.2 a09/18/25 EXHIBIT G 722 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT D. The City has conclusively determined that such construction and development of the Applicable Project Component on the Property cited herein has been satisfactorily completed. E. Except as otherwise defined in this Certificate, capitalized words shall have the same meaning ascribed to them in the Reinstated Development Agreement. NOW, THEREFORE, based on the Recitals above, which are a substantive party of this Certificate, the City hereby certifies as follows: 1. The Applicable Project Component cited herein that is to be constructed by Developer has been fully and satisfactorily completed in conformance with the Reinstated Development Agreement. Any operating requirements and all use, maintenance or nondiscrimination covenants contained in the Reinstated Development Agreement, and other documents executed and recorded pursuant to the Reinstated Development Agreement shall remain in effect and enforceable according to their terms and conditions. 2. This Certificate does not constitute evidence of compliance with or satisfaction of any obligation of Developer to any holder of a mortgage or any insurer of a mortgage security money loaned to finance the work of construction if improvements and development of the Property, or any part hereof. 3. This Certificate does not denote completion of any work required to be completed, other than on the Property for the Applicable Project Component. 4. This Certificate is not a notice of completion as referred to in Sections 8186 or 9204 of the California Civil Code. 5. Nothing contained in this instrument shall modify in any other way any other provisions of the Reinstated Development Agreement. [signatures on next page] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT G 723 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT IN WITNESS WHEREOF, the City has executed this Release as of the date set forth above: "DEVELOPER" LLC, a limited liability company and affiliate of Turnbridge Equities By: Its: Date: , 20 By: Its: "CITY" CITY OF LA QUINTA, a California municipal corporation and charter city Date: , 20 By: City Manager ATTEST: City Clerk APPROVED AS TO FORM: RUTAN & TUCKER, LLP City Attorney 698/015610-0207 22795466.2 a09/18/25 EXHIBIT G 724 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT H Developer Entities Organizational Chart SilverRock Oreanizational Chart Invesnnent Fimd affiliated with Tttmbridge Equities 101. Tmnbndge SPE (DE) I I � EquityPartner 5-10% M,yeB�s 90-95Y �(lEr 100% Parent Entity (DE) 100% 100% 107/, 100% 100% SilverRodc )� j F ilverRork Owns I,I.0 E Ouner I1.1 A R)i S0� �iltQlcC(DE) � DO)E)do siherRncic Golf Clubhouse Owuer IiC (DE) rSubject to restructuring depending on tax matters and parvierslup composition. 698/015610-0207 22795466.2 a09/18/25 EXHIBIT H 725 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT I POST -BANKRUPTCY SALE PERMITTING PROCESSES With the adoption of the Ordinance enacting this Reinstated Development Agreement, the permitting processes listed below shall be and herby are modified. Upon a complete application being filed by Developer (or Developer's authorized representative pursuant to the La Quinta Municipal Code in effect at the time of filing of said application) with the City, with City retaining all authorization to review and determine an application's completeness in accordance with the La Quinta Municipal Code (and, if applicable, state law), then the following permitting processes shall apply: 1. Notwithstanding the provisions in La Quinta Municipal Code, Sections 9.200.020 [and Table 9-23 therein], 9.210.010(D), and 9.210.020(D) to the contrary, Developer may request as part of an application that the Director of the City's Design and Development Department ("Director") will be the "decision making authority" for any Site Development Permit (SDP) and/or Conditional Use Permit (CUP) that may be necessary or proper for Developer's work in connection with the assessment and preservation of EXISTING IMPROVEMENTS as described in the Schedule of Performance, Item #1 [Existing Improvements]. If the Director is the "decision making authority" for a SDP and/or CUP pursuant to this Paragraph 1, no public hearing shall be required and a decision may be issued Administratively by the Director, subject to the inclusion of any and all provisions in the La Quinta Municipal Code required for issuance of a decision on a SDP and/or CUP (such as conditions of approval); provided, however, the Director shall retain the discretion to notice and hold a public hearing, based on the scope of anticipated work set forth in an application for a SPD and/or CUP, with said public hearing to be held before the Director. It is the expressed intent of the City Council with the modifications for permitting set forth in this Paragraph 1 to expedite review and approval of SDPs and CUPs necessary or proper for Developer to evaluate the partially constructed onsite improvement to determine if preservation is appropriate, and to facilitate said preservation, and, where preservation may not be feasible or is not pursuant to the Scope of Work, to facilitate removal or relocation of partially constructed onsite improvements. Nothing in this Paragraph 1 does or may be construed to lessen or modify any requirements under state law for the issuance of any demolition permit, or similar permit that may be required along with a SDP and/or CUP under the La Quinta Municipal Code. 2. Notwithstanding the provisions in La Quinta Municipal Code Sections 9.200.110 [introductory paragraph], 9.210.010(F), and 9.210.020(G) to the contrary, the "board of appeals" for any appeal taken of a decision issued by the Director pursuant to Paragraph 1 (above) shall be the City Council. All other provisions relating to administrative appeals in Sections 9.200.110, 9.210.010, and 698/015610-0207 22795466.2 a09/18/25 EXHIBIT I 726 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 9.210.020, including the appeal procedure and time limits for filing an appeal, shall apply. 3. Solely for the purposes of changing the street names from the names adopted on July 19, 2022, by Case No. SNC 2022-0002, City Council Reso. No. 2022-026 and modifying Parcel Map 37207 [changing from "Ahmanson Lane" to "Painted Peak Lane" and from "SilverRock Way" to "Talus Way"], Developer may request by submitting an application to the City Manager that the Director initiate a street name change for said streets. If so applied for by Developer, then, notwithstanding any other parts of the La Quinta Municipal Code to the contrary (including Chapter 14.08 and, specifically, Section 14.08.110), the Director may, for any reason it deems in the public interest and necessity, recommend directly to the City Council that those street names be changed. The recommendation may be made without complying with the requirements of La Quinta Municipal Code Sections 14.08.020 through 14.08.080, and the recommendation shall be in the form of an Administrative Request directed to the City Council. Thereafter the City Council shall take such action as it deems appropriate at a public hearing for the purpose thereof. Notice of the public hearing for the City Council's consideration of the Director's Administrative Request shall be provided by at least one (1) publication in a newspaper of general circulation within the City at least ten (10) days prior to the hearing date. The action taken by the City Council shall be adopted by Resolution. 4. Notwithstanding La Quinta Municipal Code Section 9.250.020(C)(13)(a), the City Manager, City Attorney, or City Clerk may authorize the recording of this Reinstated Development Agreement to occur concurrently with the closing of the escrow for the Developer's acquisition from Debtors (SDC) of the Phase 1 Property. Furthermore, and notwithstanding La Quinta Municipal Code Section 9.250.020(C)(13)(a), the City Manager, City Attorney, or City Clerk may authorize the recording of this Reinstated Development Agreement against the City -Owned Ahmanson Ranch Property and City -Owned Golf Course Property to occur concurrently with the closing of the escrow for the Developer's acquisition from Debtors (SDC) of the Phase 1 Property. Furthermore, and notwithstanding La Quinta Municipal Code Section 9.250.020(C)(13)(a), the City Manager, City Attorney, or City Clerk may authorize the recording of this Reinstated Development Agreement to occur concurrently with the closing of the escrow for Developer's purchase from City of an option to potentially purchase the City - Owned Option Property (Phase 2 Property) in accordance with the Option Agreement (as referenced in Recital F of the Reinstated Development Agreement). [End of Exhibit 1] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT I 727 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT J REINSTATED AND AMENDED COVENANT AFFECTING REAL PROPERTY (AHMANSON RANCH HOUSE) [Attached] 698/015610-0207 22795466.3 a09/19/25 EXHIBIT J 728 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 Attn: City Clerk Space Above This Line for Recorder's Use (Exempt from Recording Fee per Gov't Code §6103 and §27383) REINSTATED AND AMENDED COVENANT AFFECTING REAL PROPERTY (AHMANSON RANCH HOUSE) ►1111=1VIT1=1 =1►1 THE CITY OF LA QUINTA AND TBE RE ACQUISITION CO II LLC AN AFFILIATE OF TURNBRIDGE EQUITIES REAL ESTATE FUND II GP LLC 698/015610-0207 22795466.3 a09/18/25 EXHIBIT J 729 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT. REINSTATED AND AMENDED COVENANT AFFECTING REAL PROPERTY (AHMANSON RANCH HOUSE)................................................................................... 3 RECITALS............................................................................................................................... 3 AGREEMENT.......................................................................................................................... 7 1. GENERAL PROVISIONS............................................................................................. 8 1.1 Definitions................................................................................................8 1.2 Effective Date..........................................................................................9 1.3 Amendment or Cancellation by Mutual Consent......................................9 1.4 Covenants Run With the Land; Expressed Condition of Ahmanson Ranch House Use in Grant Deeds and Other Similar Instruments; Rights of Reverter or Re-Entry...............................................................10 1.5 Recording and Priority of Covenant.......................................................11 1.6 Covenant Parcels Free of Mechanic's Liens..........................................11 2. AUTHORIZED USES OF AHMANSON RANCH HOUSE ........................................... 12 2.1 Ahmanson Ranch Property....................................................................12 2.2 Ahmanson Ranch House Access/Operations Parcels ...........................12 2.3 Dedications and Improvements.............................................................13 3. PRESERVATION OF HISTORICAL RESOURCE...................................................... 13 3.1 Conveyance of Ahmanson Ranch House and Improvements................13 3.2 Collection and Receipt of Charges; Allowance for Third -Party Operator.................................................................................................13 3.3 City Council Approvals to Preserve Historic Resource and Aesthetics..............................................................................................13 4. DEFAULT AND REMEDIES....................................................................................... 14 4.1 City Rights.............................................................................................14 4.2 Notice and Cure of Default.....................................................................14 5. MISCELLANEOUS.....................................................................................................14 5.1 Notices, Demands and Communications Between the Parties ..............14 5.2 Force Majeure........................................................................................15 5.3 Binding Effect.........................................................................................15 5.4 Non -liability of City Officers and Employees..........................................16 5.5 Covenant Against Discrimination...........................................................16 5.6 Attorney's Fees and Costs for Prevailing Party......................................16 5.7 Severability............................................................................................16 5.8 Time.......................................................................................................17 5.9 Recitals & Exhibits Incorporated............................................................17 5.10 Authority to Execute; Representations and Warranties .........................17 5.11 City Approvals and Actions....................................................................17 5.12 Governing Law.......................................................................................17 5.13 Termination of Original Covenant..........................................................18 5.14 Counterpart Signature Pages................................................................18 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT J 730 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT A LEGAL DESCRIPTION AND DEPICTION OF LUXURY HOTEL PROPERTY (DEVELOPER OWNED).............................................................................................22 EXHIBIT B-1 LEGAL DESCRIPTION OF GOLF COURSE....................................................23 EXHIBIT B-2 LEGAL DESCRIPTION OF CITY -OWNED AHMANSON RANCH PROPERTY................................................................................................................ 24 EXHIBIT C SITE MAPS.........................................................................................................25 698/015610-0207 22795466.3 a09/18/25 EXHIBIT J 731 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT REINSTATED AND AMENDED COVENANT AFFECTING REAL PROPERTY (AHMANSON RANCH HOUSE) This REINSTATED AND AMENDED COVENANT AFFECTING REAL PROPERTY (AHMANSON RANCH HOUSE) (the "Ahmanson Ranch Covenant") is entered into as of the day of , 2025 (the "Ahmanson Ranch Covenant Effective Date"), by and between the CITY OF LA QUINTA, a California municipal corporation and charter city ("City"), and TBE RE Acquisition Co II LLC, a Delaware limited liability company and affiliate of Turnbridge Equities Real Estate Fund II GP LLC, a Delaware limited liability company ("Developer"), with reference to the following: RECITALS: A. As of the Ahmanson Ranch Covenant Effective Date, Developer has a legal or equitable interest in fee title to that certain real property and improvements thereon comprised of a flagship luxury hotel and related ancillary uses that include (but are not limited to) a spa and fitness area, restaurants, conference and banquet facilities, pool and recreational facilities, and "back -of -house" facility area that are part of the "Luxury Hotel Project Component" as defined in the Reinstated Development Agreement (defined below), and more particularly described in the legal description attached hereto as Exhibit A and incorporated herein by this reference (the "Luxury Hotel Property"). The Luxury Hotel Property is a portion of real property and improvements thereon referred to as the "Phase 1A Property" as defined in the Reinstated Development Agreement (defined below) to which Developer also has a legal or equitable interest in fee title as of the Ahmanson Ranch Covenant Effective Date. [NOTE: ONLY THE PARCELS WITH THE LUXURY HOTEL ARE THE LEGAL DESCRIPTIONS TO BE ATTACHED AS EXHIBITS, AND NOT THE ENTIRETY OF THE PHASE 1A PROPERTY] B. As of the Ahmanson Ranch Covenant Effective Date, City owns all of the fee title to that certain real property and improvements thereon comprised of: (i) the Arnold Palmer Classic Golf Course, commonly known as the SilverRock Golf Course, more particularly described in Exhibit A-1 attached hereto and incorporated herein by this reference (the "Golf Course"), and (ii) the Ahmanson Ranch House that used as an events building and ancillary facility for the Golf Course, consisting of approximately 0.6+/- acres and more particularly described in Exhibit A-2 attached hereto and incorporated herein by this reference (the "City -Owned Ahmanson Ranch Property"). The City -Owned Ahmanson Ranch Property includes easement rights over parcels for access to the Ahmanson Ranch House (the "Ahmanson Ranch House Access/Operations Property.") The Luxury Hotel Property, Golf Course and City - Owned Ahmanson Ranch Property are referred to herein as the "Ahmanson Ranch Covenant Properties." [NOTE: ONLY THE GOLF COURSE, NOT ALL OF THE "CITY -OWNED GOLF COURSE PROPERTY" IS ATTACHED HERE BECAUSE 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 732 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT AHMANSON RANCH DOES NOT SERVE CLUBHOUSE OR COURSE MAINTENANCE PARCELS] C. On , 2025, the La Quinta City Council adopted Ordinance No. , approving pursuant to applicable State and City laws that certain Reinstated and Amended Development Agreement, with reference date , 2025, between City and Developer (the "Reinstated Development Agreement"). Among other terms and conditions, the Reinstated Development Agreement vests development and use rights to Developer, prescribes rights and obligations of Developer for the resumption and completion of construction, and the continuous operation and use, of specified "Project Components" that include, among others, a luxury hotel with related ancillary amenities and luxury single-family detached and condominium residential dwellings available for use as short-term vacation rentals, as more particularly set forth therein. The Reinstated Development Agreement governs Developer's development and use rights and obligations for the Phase 1 Property. The Reinstated Development Agreement was recorded in the Recorder's Office of or about even date as this Ahmanson Ranch Covenant, with said Reinstated Development Agreement to remain with priority over this Ahmanson Ranch Covenant. D. Prior to City and Developer entering into this Ahmanson Ranch Houses Covenant (among other agreements and instruments), the following relevant history is hereby recited: 1. Except for portions of land previously transferred to SilverRock Development Company, LLC, a Delaware limited liability company (or one of its affiliated companies, which are referred to herein collectively as "SDC" or "Debtor(s)")' as explained below in the next Recital Subparagraph, City owns fee title to that certain real property of approximately 525 acres located at the southwest intersection of Jefferson Street and Avenue 52, in the City of La Quinta, California, generally referred to as the "SilverRock Resort Area", which is depicted in the Site Maps (defined below) and subject to a Specific Plan adopted by the La Quinta City Council and enforceable as a land use governing document pursuant to the Planning and Zoning Law, California Government Code section 65000 et seq. (the "SilverRock Specific Plan"); Debtors were SilverRock Development Company, LLC and affiliated entities that, on August 5, 2024, filed for voluntary bankruptcy protection under chapter 11 of the U.S. Bankruptcy Code, with case number(s) identified in the Title of this Agreement along with the last four digits of each Debtor's federal tax identification number, as applicable, are: SilverRock Development Company, LLC (5730), RGC PA 789, LLC (5996), SilverRock Lifestyle Residences, LLC (0721), SilverRock Lodging, LLC (4493), SilverRock Luxury Residences, LLC (6598) and SilverRock Phase I, LLC (2247) (collectively, referred to herein as the "Bankruptcy Lawsuit" in the "Bankruptcy Court"). 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 733 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 2. On or about November 19, 2014, City and SDC entered into that certain Purchase, Sale, and Development Agreement (the "Original SDC PSDA"), pursuant to which, among other terms and conditions, City agreed to sell to SDC and SDC agreed to purchase from City specified parcels and planning areas (PAs) to thereafter construct, complete, and operate thereon a commercial project containing a luxury resort hotel and spa and associated branded luxury residential units, a lifestyle hotel and associated lifestyle branded residential units, a conference and shared service facility, a temporary and permanent clubhouse for the SilverRock Resort's Arnold Palmer Classic Golf Course, a mixed use village, a resort residential village, and associated amenities, all as further described in the Original SDC PSDA and referred to as various project components, as more particularly described therein. Concurrent with the Original SDC PSDA, on or about November 19, 2014, City and SDC entered into Development Agreement 2014-1001 (the "Original SDC Development Agreement") pursuant to the Development Agreement Law, which agreement, among other terms and conditions, required SDC to develop the planning areas and project components in accordance with the SDC PSDA, vested with SDC specified development obligations, memorialized the potential for the future acquisition of additional City -owned property in the SilverRock Resort Area as incorporated vis-a-vis the SDC PSDA, and subjected SDC to City's rights and oversight for those portions of the SilverRock Resort Area to be conveyed to SDC. After entering into the Original SDC PSDA and Original SDC Development Agreement, the following relevant events, very briefly summarized, occurred: i. Pursuant to the Original SDC PSDA, City and SDC had the authority to amend by mutual agreement of the parties. Between October 29, 2015, and November 16, 2023, City and SDC entered into five amendments thereto, dated October 29, 2015 ("First Amendment"), April 18, 2017 ("Second Amendment"), November 28, 2018 ("Third Amendment"), October 12, 2021 ("Fourth Amendment"), and November 16, 2023 ("Fifth Amendment," and the Original SDC PSDA as amended by all five amendments is referred to herein as the "SDC PSDA"); ii. Pursuant to the SDC PSDA and consistent with boundaries established by applicable subdivision maps and lot line adjustments, City conveyed to SDC the Property for the pre -development, development, operation, and use of a project that was eventually re -named "Talus" and consisted of the following project components (all as defined in the SDC PSDA): Luxury Hotel, Luxury Branded Residential Development, Lifestyle Hotel, Lifestyle Branded Residential Development, Conference and Shared Services Facility (including spa and other amenities), Permanent Golf Clubhouse, Promenade Mixed -Use Village/Resort Residential Village (on Planning Areas 7,8,9), as well as a specified Golf Course Realignment and corresponding Master Site Infrastructure Improvements (MSII). These project components on the Property, pursuant to the SDC PSDA, were divided into Phase 1A project components on the Phase 1A Property and the Phase 1 B project components on the Phase 1 B Property respectively, as described in the SDC PSDA; 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 734 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT iii. Pursuant to the Third and Fourth Amendments to the SDC PSDA, SDC commenced pre -development and development on the Property for the Phase 1A project components, which as of the Reference Date of this Agreement, in various degrees, were partially constructed after SDC failed to continue to make payments to various contractors, subcontractors, and other interested parties in the development of the Talus project. Multiple lawsuits, including lawsuits seeking payments pursuant to mechanic's lien or various loan or investment agreements, and a City lawsuit against SDC for unlawful and unapproved conveyances in secured interests or mechanic's liens, were filed against SDC; iv. Pursuant to the requirements of the SDC PSDA, the City and SDC entered into a "Covenant Affecting Real Property (Ahmanson Ranch House) By And Between The City Of La Quinta and SilverRock Development Company, LLC" (Riverside County Recorder No. 2017-0189769), which was recorded on May 11, 2017 (the "Original Covenant"); v. On August 5, 2024, SDC (Debtors) filed the Bankruptcy Lawsuit, and, pursuant to Bankruptcy Court -approved Bid Procedures, Debtors retained a Chief Restructuring Officer (Douglas Wilson Companies) and marketing professional (JLL) for the purposes of, among other items, marketing the sale of the Debtors estate (which and is primarily comprised of the Property) and soliciting proposals for the: (a) acquisition of the Debtors estate, (b) use, re -use, and/or substitution of the partially constructed improvements on the Property, (c) potential replacement project for a world - class hotel and residential destination resort with related amenities on the Property that complement the existing Arnold Palmer Classic Golf Course surrounding the Property and real property owned by the City (defined below as the City -Owned Option Property), and (d) possible acquisition in the future of the City -Owned Option Property (defined below) in the SilverRock Resort Area (previously referred to as the Future Option Property in the SDC PSDA and generally referred to in the Bankruptcy Lawsuit and marketing materials as the "Phase 2 Property") for possible future development that would also complement a world -class hotel and residential destination resort; 3. Pursuant to Bankruptcy Court order [Bankruptcy Lawsuit Docket No. ], among other provisions: (i) Developer was authorized to purchase the Property, (ii) the Original SDC Development Agreement was required to be reinstated and amended and memorialized by the Reinstated Development Agreement, and (iii) An escrow to facilitated the purchase and sale of the Debtors' estate (which includes the Property) was authorized, which, among other terms and conditions, included the transfer of funds and recording of documents (such as the Reinstated Development Agreement). E. Developer submitted a proposal in response to the marketing materials, and, pursuant to the Bankruptcy Court -approved Bid Procedures, Debtors and City approved Developer's proposal, which, among other terms and conditions, included a modified "Project" (as more particularly defined and memorialized in the Reinstated Development Agreement) on the Phase 1 Property as well as possible acquisition in the 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 735 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT future of the City -Owned Option Property (also referred to therein as the Phase 2 Property) for possible future development that would also complement a world -class hotel and residential destination resort, all as more particularly set forth in the Reinstated Development Agreement. F. The Reinstated Development Agreement and Specific Plan, among other land use governing documents, permits, and entitlements, are centered around the existing use and enjoyment, by residents, guests of the City, and members of the public, of the Golf Course in the SilverRock Resort Area. G. This Ahmanson Ranch Covenant is intended to and does bind City and any and all successors in interest to the City -Owned Ahmanson Ranch Property (or any portion thereof), as more particularly set forth herein. Likewise, this Ahmanson Ranch Covenant is intended to and does bind Developer and any and all successors in interest to the Luxury Hotel Property (or portion thereof), as more particularly set forth herein. H. Pursuant to and as more particularly set forth the Reinstated Development Agreement, upon conveyance of the City -Owned Ahmanson Ranch Property from City to Developer if Developer satisfies specified conditions in the Reinstated Development Agreement, Developer is required, among other provisions relating to land use covenants, to continuously operate and maintain, and have open and available for use and enjoyment, the Golf Course and ancillary improvements and amenities, as more particularly set forth in this Ahmanson Ranch Covenant. I. This Covenant is being recorded to ensure that the Ahmanson Ranch House facilities and amenities are available for use by guests of the Luxury Hotel Property and incorporate certain complementary improvements and uses as agreed upon by City and Developer, and to further ensure that if such improvements and uses are not completed, that the Ahmanson Ranch House facilities and amenities are available for La Quinta residents and members of the public visiting the Golf Course. J. City is the owner by dedication of those certain public streets located in the City and known as Avenue 52 and Jefferson Street. The portions of said public streets that are adjacent to the SilverRock Resort Area, as depicted on the Parcel Map, in addition to any and all other real property owned by the City for public use (collectively, the "City-Benefitted Property"), is benefited by this Covenant, and serves as the "benefited estate" for purposes of this Covenant, and the terms and conditions, as more particularly set forth herein. Furthermore, the Ahmanson Ranch Covenant Properties are burdened by this Ahmanson Ranch Covenant, serve as the "burdened estate" for purposes of this Ahmanson Ranch Covenant, and are subject to its terms and conditions, as more particularly set forth herein. AGREEMENT: NOW, THEREFORE, in consideration of the foregoing Recitals, which are incorporated herein by this reference, the mutual covenants and agreements contained 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 736 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT herein, and other good and valuable consideration, the receipt and legal sufficiency of which is hereby acknowledged, the Parties do hereby agree as follows: 12. GENERAL PROVISIONS 12.1 Definitions. In addition to the terms that may be defined elsewhere in this Covenant, the following terms when used in this Ahmanson Ranch Covenant shall be defined as follows: 12.1.1 "Ahmanson Ranch Covenant" means this Reinstated and Amended Golf Course Covenant Affecting Real Property (Ahmanson Ranch House). 12.1.2 ""Ahmanson Ranch Covenant Properties" shall have the meaning in Recital B of this Ahmanson Ranch Covenant. 12.1.3 "Ahmanson Ranch House" means the SilverRock Resort's Ahmanson Ranch House and uses and all operations related thereto, in its current location, as of the Ahmanson Ranch Covenant Effective Date, subject to the improvements under the Project and any other reconfiguring, modification, repair, replacement and/or uses approved by the City from time to time. 12.1.4 "Ahmanson Ranch House Access/Operations Property" shall have the meaning in Recital B of this Ahmanson Ranch Covenant. 12.1.5 "City" means the City of La Quinta, a charter city and municipal corporation, including each and every agency, department, board, commission, authority, employee, and/or official acting under the authority of the City, including without limitation the City Council and the Planning Commission. 12.1.6 "City-Benefitted Property" shall have the meaning in Recital J of this Ahmanson Ranch Covenant. 12.1.7 "City Council" means the City Council of the City and the legislative body of the City pursuant to California Government Code Section 65867. 12.1.8 "City Manager" means the individual duly appointed to the position of City Manager of City, or his or her authorized designee. 12.1.9 "City -Owned Ahmanson Ranch House Property" shall have the meaning in Recital B of this Ahmanson Ranch Covenant. 12.1.10 "Covenant" means this Ahmanson Ranch Covenant. 12.1.11 "Developer" means the Developer identified in the Preamble of this Ahmanson Ranch Covenant. 12.1.12 "Effective Date" shall the "Ahmanson Ranch Covenant Effective Date." 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 737 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 12.1.13 "Golf Course" means the SilverRock Resort's Arnold Palmer Classic Course and all operations related thereto, in its current location, as of the Golf Course Effective Date of this Covenant, subject to reconfiguring and realignment pursuant to any reconfiguring approved by the City from time to time, and the real property improved with the Golf Course as described in Recital B of this Ahmanson Ranch Covenant. 12.1.14 "Luxury Hotel Property" shall have the meaning in Recital A of this Ahmanson Ranch Covenant. 12.1.15 "Parties" means collectively Developer and City, and their respective successors and assigns. Each may be referred to in the singular as a "Party". 12.1.16 "Recorder's Office" means the Riverside County, California, Office of Official Records. 12.1.17 "SilverRock Resort Area" has the same meaning in the Reinstated Development Agreement and Recital C(1), which refers to the approximately 525 acres of real property located at the southwest intersection of Jefferson Street and Avenue 52 in the City of La Quinta, California 92253, depicted in the Site Maps. 12.1.18 "Site Map(s)" means the maps of the SilverRock Resort Area, which is attached hereto as Exhibit C and incorporated herein by this reference.] 12.1.19 "Specific Plan" means the SilverRock Resort Specific Plan, approved by the City Council of City on July 18, 2006, as may be amended from time to time. 12.2 Effective Date. This Ahmanson Ranch Covenant shall be effective and of full force and effect upon complete execution by the Parties, which shall be inserted in the preamble, and shall be perfected as binding against any and all owners of the Ahmanson Ranch Covenant Properties upon recording in the Recorder's Office. 12.3 Amendment or Cancellation by Mutual Consent. Except as expressly allowed herein, this Ahmanson Ranch Covenant shall not be amended or canceled in whole or in part without the prior written consent of the City, and, except when the City Manager may amend this Ahmanson Ranch Covenant as expressly allowed herein, any cancellation or amendment of this Ahmanson Ranch Covenant shall require the approval of the City Council by not less than a majority vote of the total membership. 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 738 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 12.4 Covenants Run With the Land; Expressed Condition of Ahmanson Ranch House Use in Grant Deeds and Other Similar Instruments; Rights of Reverter or Re - Entry. In any grant deed or other instrument conveying any right, title, or interest in any or all of the Ahmanson Ranch Covenant Properties (or portion thereof) from the grantor (including the City) to the grantee (including Developer), words shall be included in such grant deed or other instrument signifying that such right, title, or interest, and any such estate created by such conveyance, shall be subject to the terms and conditions of this Ahmanson Ranch Covenant. Furthermore, such grant deed or other instrument shall expressly condition that the City, and its heirs and assigns, shall have a right of reverter and/or right to re-enter any or all City -Owned Ahmanson Ranch House Property upon an uncured Developer default under this Ahmanson Ranch Covenant. This Ahmanson Ranch Covenant is intended to be and shall be construed as a restrictive covenant that limits, restricts, and burdens the use of the City -Owned Ahmanson Ranch House Property. The City, as owner in fee of the Ahmanson Ranch House Property, hereby declares that this Ahmanson Ranch Covenant, and the covenants, conditions, and restrictions of use on the City -Owned Ahmanson Ranch House Property as set forth herein, is intended to and shall run with the land in perpetuity, and each and every successor of the City that has any ownership interest or right of ownership interest in the City -Owned Ahmanson Ranch House Property (or portions thereof), including Developer, shall be subject to this Ahmanson Ranch Covenant, which is intended to be and shall be construed as placing a reasonable burden on the use of the City -Owned Ahmanson Ranch House Property, which, among other provisions, were developed for use and enjoyment as the Ahmanson Ranch House as more particularly described in this Ahmanson Ranch Covenant. To the maximum extent permitted by law, this Ahmanson Ranch Covenant shall be construed as an expressed, valid, and enforceable deed restriction, restrictive covenant, or other similarly described encumbrance that runs with the Ahmanson Ranch Covenant Properties. This Covenant shall be binding upon any person or entity that acquires any right, title, or interest in or to any portion or all of the Ahmanson Ranch Covenant Properties. Furthermore, this Ahmanson Ranch Covenant is designed to create equitable servitudes and covenants running with the land, in accordance with the provisions of Civil Code Section 1468. The covenants, conditions, restrictions, reservations, equitable servitudes, liens, and charges set forth herein shall run with the Ahmanson Ranch Covenant Properties, as the "burdened property," and shall be binding upon all persons or entities having any right, title or interest in the Ahmanson Ranch Covenant Properties (or portion thereof) and their heirs, successive owners and assigns, and shall be binding upon the Developer, and its successors and assigns. Furthermore, the covenants, conditions, restrictions, reservations, equitable servitudes, liens, and charges set forth herein shall run with the City-Benefitted Property, as the "benefitted property," and shall inure to the benefit of the City and its successors and assigns, and may be enforced by the City and its successors and assigns. The Developer hereby 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 739 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT declares its understanding and intent that the burden of the covenants set forth herein touch and concern the land and that the Developer's interest in the Ahmanson Ranch Covenant Properties is rendered less valuable thereby. The Developer hereby further declares its understanding and intent that the benefit of such covenants touch and concern the land by enhancing and increasing the enjoyment and use of the Ahmanson Ranch Covenant Properties and by furthering public purposes for the City. In amplification and not in restriction of the provisions hereinabove, it is intended and agreed that the City is deemed a beneficiary of the covenants provided herein both for and in its own right and also for the purposes of protecting the interests of the community. All covenants without regard to technical classification or designation shall be binding for the benefit of the City and such covenants shall run in favor of the City, without regard to whether the City is or remains the owner of the City-Benefitted Property or of any land or interest therein to which such covenants relate. However, all such covenants and restrictions shall be deemed to run in favor of all real property owned by the City, which real property shall be deemed the benefited property of such covenants. The City shall have the right, in the event of any breach of this Ahmanson Ranch Covenant, to exercise all rights and remedies, and to maintain any action at law or in equity or other proper proceeding to enforce the curing of such breach of this Ahmanson Ranch Covenant. 12.5 Recording and Priority of Covenant. Upon complete execution and notarizing of this Ahmanson Ranch Covenant, Developer shall record or cause to be recorded in the Recorder's Office this Ahmanson Ranch Covenant. The Covenant shall be recorded against each and every one of the Ahmanson Ranch Covenant Properties and the City-Benefitted Property. This Ahmanson Ranch Covenant shall be recorded as provided for in the Reinstated Development Agreement, and this Ahmanson Ranch Covenant shall have priority over and shall not be made subordinate to any mortgage, deed of trust, or other encumbrance recorded against the Ahmanson Ranch Covenant Properties. 12.6 Covenant Parcels Free of Mechanic's Liens. The owner of the Ahmanson Ranch Covenant Properties (or any portion thereof) shall pay when due all claims for labor performed and materials furnished in connection with the Ahmanson Ranch Covenant Properties during such owner(s)'s period of ownership. No mechanics', materialmen's or other professional services liens (as contrasted with consensual monetary liens such as construction and/or permanent financing approved by the City and subject to this Covenant) shall be permitted against the Ahmanson Ranch Covenant Properties (or any portion thereof) for any work done or materials furnished in connection with the performance of any contractor or construction work to be completed on the Ahmanson Ranch Covenant Properties; provided, however, that the owner of the Ahmanson Ranch Covenant Properties (or portion thereof) may contest the validity of any such lien, but upon a final determination of the validity thereof, the owner of the Ahmanson Ranch Covenant Properties (or portion 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 740 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT thereof) subject to such a lien shall cause the lien to be satisfied and released of record. The owner of the Ahmanson Ranch Covenant Properties (or portion thereof) shall, within thirty (30) days after receipt of written notice of any encumbrance by any such lien or claim of lien arising during such owner's period of ownership, (i) cause any such outstanding lien or claim of lien to be released of record or transferred to bond in accordance with applicable law, or (ii) give such assurance as would enable a title insurance company to insure over such lien or claim of lien. 13. AUTHORIZED USES OF AHMANSON RANCH HOUSE 13.1 Ahmanson Ranch Property. Subject to the rehabilitation and related terms and conditions in the Reinstated Development Agreement for the Ahmanson Ranch House, and any other rehabilitation, repair, replacement, modifications, and/or uses upon which City and Developer mutually agree, the City -Owned Ahmanson Ranch House Property and all improvements thereon shall remain open and available as a public restaurant and banquet facility while owned by the City, and upon ownership transferring to Developer, the Ahmanson Ranch House Property shall be used as a restaurant or other hospitality -related uses that are consistent with the SilverRock Resort Area, the Specific Plan, and other permits, licenses, approvals and entitlements of the Ahmanson Ranch House and uses that are beneficial to the Luxury Hotel Property. 13.2 Ahmanson Ranch House Access/Operations Parcels. Subject to temporary closures or restricted use of access for periodic special events or permitted uses at the Ahmanson Ranch House, the Ahmanson Ranch House Access/Operations Property shall be available for use by the general public, residents, and guests of the Golf Course and Ahmanson Ranch House in the same manner as they were used and available for use as of the Ahmanson Ranch Covenant Effective Date, for so long as owned by the City, according to the following: (A) The Ahmanson Ranch House shall have access (vehicular and pedestrian ingress and egress) from the City-Benefitted Property at all times on, over, and through some or all of Ahmanson Ranch House Access/Operations Property; provided, however, such access may be modified pursuant to a subdivision map or other City action, pursuant to any applicable law, that maintains access to the Ahmanson Ranch House from the City-Benefitted Property. (B) The Ahmanson Ranch House Access/Operations Property shall allow access to the Ahmanson Ranch House for the City residents, City officials and employees, and any and all other persons and members of the general public. 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 741 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 13.3 Dedications and Improvements. Nothing in this Ahmanson Ranch Covenant shall release or relieve Developer from making any offers of dedications to the City or other applicable public agency, or complete those public improvements in connection with the development of the SilverRock Resort Area, as may be required by any conditions of approval, parcel map, or any other requirement imposed by the City. 14. PRESERVATION OF HISTORICAL RESOURCE 14.1 Conveyance of Ahmanson Ranch House and Improvements. The City may convey the City -Owned Ahmanson Ranch House Property pursuant to the Reinstated Development Agreement, in which case, City shall no longer be owner in fee. City shall have and retain all regulatory authority over the Ahmanson Ranch House in accordance with applicable laws. 14.2 Collection and Receipt of Charges; Allowance for Third -Party Operator. The owner of the Ahmanson Ranch House shall have the obligation to collect and right to keep moneys charged for any and all services at the Ahmanson Ranch House during City ownership, consistent with this Ahmanson Ranch Covenant; provided, however, if City owns the Ahmanson Ranch House but contracts with Developer or a third party operator of the Ahmanson Ranch House for the administration of the Ahmanson Ranch House, Developer and/or the third party operator shall have the obligation to collect and right to keep moneys charged. 14.3 City Council Approvals to Preserve Historic Resource and Aesthetics. Unless another use is approved by City in accordance with applicable laws, the Ahmanson Ranch House shall be preserved as a historic resource of the City, and the general architectural style for both the exterior and interior should be attempted to be preserved. Any and all alterations, structural improvements, fixtures, furnishings, equipment, repair, replacement, or any other modification to the Ahmanson Ranch House shall be applied for by the current owner (or authorized agent) and reviewed by the City Council in its regulatory and design review capacity, and pursuant to applicable federal, state, or local law. 15. DEFAULT AND REMEDIES. 15.1 City Rights. In the event of failure by Developer or any successor in interest that has any ownership interest in the Ahmanson Ranch Covenant Properties (or any portion thereof) to perform any material term or provision of this Ahmanson Ranch Covenant, the City 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 742 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT shall have those rights and remedies provided in this Ahmanson Ranch Covenant and shall have any and all rights and remedies available at law or in equity, including but not limited to immediate and permanent injunctive relief. 15.2 Notice and Cure of Default. Upon the receipt of the notice of default by the City, the defaulting party shall promptly commence to cure, correct, or remedy the identified default at the earliest reasonable time after receipt of the notice of default and shall complete the cure, correction or remedy of such default not later than thirty (30) days after receipt of the notice of default, or, for such defaults that cannot reasonably be cured, corrected or remedied within thirty (30) days, such Party shall commence to cure, correct, or remedy such default within such thirty (30) day period, and shall continuously and diligently prosecute such cure, correction or remedy to completion, provided that such cure, correction or remedy is completed within ninety (90) days following expiration of the initial thirty (30) day cure period. 16. MISCELLANEOUS 16.1 Notices. Demands and Communications Between the Parties. Any approval, disapproval, demand, document or other notice ("Notice") which either Party may desire to give to the other Party under this Ahmanson Ranch Covenant must be in writing and shall be sufficiently given if (i) delivered by hand, (ii) delivered by reputable same -day or overnight messenger service that provides a receipt showing date and time of delivery, or (iii) dispatched by registered or certified mail, postage prepaid, return receipt requested, to the principal offices of City and Developer at the addresses specified below, or at any other address as that Party may later designate by Notice. To City: City of La Quinta 78-495 Calle Tampico La Quinta, California 92253 Attn: City Manager With a copy to: Rutan & Tucker, LLP 18575 Jamboree Road, 9t" Floor Irvine, CA 92612 Attn: William H. Ihrke 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 743 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT To Developer: TBE RE Acquisition Co II LLC c/o Turnbridge Equities 4 Bryant Park, Suite 200 New York, New York 10018 Attention: General Counsel and Michael Gazzano Email: jw@turnbridgeeq.com and mg@turnbridgeeq.com with a copy to: DLA Piper 1251 Avenue of the Americas New York, New York 10020 Attention: Todd Eisner Email: todd.eisner(@-us.dlapiper.com with a copy to: Procopio 200 Spectrum Center Drive Suite 1650 Irvine, CA 92618 Attn: James Vaughn Email: names.vaughn(@)_procopio.com Any written notice, demand or communication shall be deemed received immediately if personally delivered or delivered by delivery service, and shall be deemed received on the third day from the date it is postmarked if delivered by registered or certified mail. 16.2 Force Maieure. Notwithstandina anv other provision set forth in this Ahmanson Ranch Covenant to the contrary, in no event shall a Party be deemed to be in Default of its obligations set forth herein where delays or failures to perform are due to a Force Majeure, as defined in the Reinstated Development Agreement. Notwithstanding anything to the contrary in this Ahmanson Ranch Covenant, an extension of time for any such cause shall only be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if notice by the Party claiming such extension is sent to the other Party within thirty (30) days of the commencement of the cure. Times of performance under this Ahmanson Ranch Covenant may also be extended in writing by the mutual aareement of Citv and Developer. 16.3 Bindina Effect. This Ahmanson Ranch Covenant, and all of the terms and conditions hereof, shall be binding upon and inure to the benefit of the City, any subsequent owner of all or any portion of the Ahmanson Ranch Covenant Properties, and their respective assigns, heirs or successors in interest, whether or not any reference to this Ahmanson Ranch 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 744 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Covenant is contained in the instrument by which such person acquired an interest in the Ahmanson Ranch Covenant Properties. 16.4 Non -liability, of Officers and Employ No official, officer, employee, agent or representative of City, acting in his/her official capacity, shall be personally liable for any loss, costs, damage, claim, liability, or judgment, arising out of or connection to this Ahmanson Ranch Covenant, or for any act or omission on the part of City. 16.5 Covenant Against Discrimination. Developer covenants by and for itself and any successors in interest that there shall be no discrimination against or segregation of any person, or group of persons on any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Property, or any part thereof, nor shall Developer, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, subtenants, sublessees or vendees of the Property, or any part thereof. The foregoing covenants shall run with the land. 16.6 Attornev's Fees and Costs for Prevailina Pa If either Party to this Ahmanson Ranch Covenant is required to initiate or defend, or is made a party to, any action or proceeding in any way connected with this Ahmanson Ranch Covenant, the Party prevailing in the final judgment in such action or proceeding, in addition to any other relief which may be granted, shall be entitled to reasonable attorney's fees. Attorney's fees shall include reasonable costs for investigating such action, conducting discovery, retaining expert witnesses, and all other necessary costs the court allows which are incurred in such litigation. 16.7 Severability. If any term or condition of this Ahmanson Ranch Covenant is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Ahmanson Ranch Covenant shall continue in full force and effect, to the extent that the invalidity or unenforceability does not impair the application of this Ahmanson Ranch Covenant to condition the use of the Ahmanson Ranch House most similar to those uses as of the Ahmanson Ranch Covenant Effective Date. 16.8 Time. Time is of the essence in the performance of this Ahmanson Ranch Covenant and of each and every term and condition hereof as to which time is an element. 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 745 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 16.9 Recitals & Exhibits Incorporated. The Recitals to this Ahmanson Ranch Covenant and all of the exhibits and attachments to this Ahmanson Ranch Covenant are, by this reference, incorporated into this Ahmanson Ranch Covenant and made a part hereof. 16.10 Authority to Execute; Representations and Warranties. Developer warrants and represents that (i) it is duly organized and existing, (ii) it is duly authorized to execute and deliver this Ahmanson Ranch Covenant, (iii) by so executing this Ahmanson Ranch Covenant, Developer is formally bound to the provisions of this Ahmanson Ranch Covenant, (iv) Developer's entering into and performance of its obligations set forth in this Ahmanson Ranch Covenant do not violate any provision of any other agreement to which Developer is bound, and (v) there is no existing or threatened litigation or legal proceeding of which Developer is aware which could prevent Developer from entering into or performing its obligations set forth in this Ahmanson Ranch Covenant. 16.11 City Approvals and Actions. Whenever a reference is made in this Ahmanson Ranch Covenant to an action or approval to be undertaken by the City, the City Manager or his or her authorized designee is authorized to act on behalf of the City unless this Ahmanson Ranch Covenant specifically provides otherwise, including but not limited to provisions in this Ahmanson Ranch Covenant when the City Council must review and take action, or the law requires otherwise. The City Manager shall have the authority to implement this Ahmanson Ranch Covenant, including the authority to negotiate and sign on behalf of the City implementing agreements and other documents, so long as the substantive provisions of this Ahmanson Ranch Covenant are maintained. Nothing in this Section limits or precludes the City Manager from presenting to the Planning Commission and/or City Council, as applicable, for review and consideration any matters to which the City Manager otherwise may act on behalf of City pursuant to this Section. 16.12 Governing Law. The internal laws of the State of California shall govern the interpretation and enforcement of this Covenant without regard to conflicts of law principles. Any action at law or in equity brought by for the purpose of enforcing, construing, or interpreting the validity of this Covenant or any provision hereof shall be brought in the Superior Court of the State of California in and for the County of Riverside, or such other appropriate court in said county. 16.13 Termination of Oriainal Covenant. On and after the Ahmanson Ranch Covenant Effective Date, and pursuant to order from the Bankruptcy Court, the Original Covenant (as defined above) shall be deemed reinstated and amended as provided for in this Ahmanson Ranch Covenant. 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 746 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Furthermore, City covenants and agrees that the Original Covenant is no longer of any force and effect, and on and after the Ahmanson Ranch Covenant Effective Date, it is expressly understood and agreed by the Parties that this Ahmanson Ranch Covenant (along with all other agreements, including the Reinstated Development Agreement, between City and Developer resulting from the purchase and sale of the Phase 1A Property vis-a-vis the Bankruptcy Lawsuit) governs the Ahmanson Ranch Covenant Properties. 16.14 Counterpart Signature Pages. For convenience the Parties may execute and acknowledge this Covenant in counterparts and when the separate signature pages are attached hereto, shall constitute one and the same complete Covenant. [end — signature page follows] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 747 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT IN WITNESS WHEREOF, Developer and City have executed this Ahmanson Ranch Covenant as of the Ahmanson Ranch Covenant Effective Date. "DEVELOPER" TBE RE Acquisition Co II LLC, a Delaware liability company and affiliate of Turnbridge E Real Estate Fund II GP LLC, a Delaware Date: 2025 liability company By: _ Its: By: Its: ityIWill CITY OF LA QUINTA, a California municipal corporation and charter city Date: 2025 By: Jon McMillen, City Manager ATTEST: Monika Radeva, City Clerk APPROVED AS TO FORM RUTAN & TUCKER, LLP William H. Ihrke, City Attorney 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 748 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 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 before me, (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 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J (Seal) 749 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 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 before me, (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 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J (Seal) 750 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT A LEGAL DESCRIPTION AND DEPICTION OF LUXURY HOTEL PROPERTY (DEVELOPER OWNED) [to be inserted] [possible include depiction on plotted parcel map] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 751 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT B-1 LEGAL DESCRIPTION OF GOLF COURSE [to be inserted] [possible include depiction on plotted parcel map] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 752 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT B-2 LEGAL DESCRIPTION OF CITY -OWNED AHMANSON RANCH PROPERTY [to be inserted] [possible include depiction on plotted parcel map] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 753 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT C SITE MAPS (Attached) 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J 754 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Residential Lo 29 tots Avg Lot SF: 14,' Luxury Hotel gkeys: 150 Spa SF: 21,000 Lobby SF: 25,0( Luxurl Brand & Clut Brand Public No L Phase L Phase ANNOTATED SITE MAP (2025 SilverRock Master Plan) [Site Maps Continue on Next Page] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT J Golf Clubhouse Clubhouse: 16,200sf Hotel Banquet / BOH Banquet: 21,600 sf BOH: 26,000 sf Condominiums 70 Condos (Avg 3,000 sf) Clubhouse (15.000 sf) lesidential Lots 13 lots wg Lot SF: 201k 756 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Residences 29lots Avg 14,11 osf Spa (21.000sf) Ahmanson House Adult Pool New Guest Rooms (16 r Lobby Building (24,800s11 Family Pool 698/015610-0207 22795466.2 a09/18/25 PHASE 1A DETAILED SITE MAP (2025 SilverRock Master Plan) Luxury Hotel 150 keys total 134 existing - 16 new [Site Maps Continue on Next Page] EXHIBIT J Golf Clubhouse (16,20091) Hotel Banquet (21.60031) BOH (26,000s1) Condominium 10 condominium buildings 6 units / bldg. 3,000st Avg Unit Residential Clubhouse 3 Pool (15,0005f) Luxury Hotel Branded Condominiums $ Clubhouse Branded Single Family Homes Public Golf Clubhouse 757 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PA1 -Golf Course (existing) PA2- Luxury Brandy (29 lots) PA3- Luxury Hetel (154 guest roams. Ir esta—ms. retail. BOH. etc. totaling 2 698/015610-0207 22795466.2 aO9/18/25 SITE MAP BY PLANNING AREAS (PAs) (2025 SilverRock Master Plan) [End of Site Maps] EXHIBIT J -Public Golf Clubhouse 000sf) - Luxury Hotel Banquet & k of House Functions tquet: 25.ODOsf) H: 30.0000) -Luxury Branded Condominiums units) ident Clubhouse & Facilities OOOsf) - Luxury Branded Residences lots) -Future Golf, Residential, Commercial hole private golf course, 253 dential units, and 40,000sf tmercial) 758 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT K REINSTATED AND AMENDED COVENANT AFFECTING REAL PROPERTY (GOLF COURSE USE) [Attached] 698/015610-0207 22795466.3 a09/18/25 EXHIBIT K 759 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 Attn: City Clerk Space Above This Line for Recorder's Use (Exempt from Recording Fee per Gov't Code §6103 and §27383) REINSTATED AND AMENDED COVENANT AFFECTING REAL PROPERTY (GOLF COURSE USE) ►1111=1VIT1=1 =1►1 THE CITY OF LA QUINTA AND TBE RE ACQUISITION CO II LLC AN AFFILIATE OF TURNBRIDGE EQUITIES 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 760 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT TABLE OF CONTENTS Page REINSTATE AND AMENDED COVENANT AFFECTING REAL PROPERTY (GOLF COURSEUSE)............................................................................................................1 RECITALS............................................................................................................................... 1 AGREEMENT.......................................................................................................................... 6 1. GENERAL PROVISIONS............................................................................................. 6 1.1 Definitions................................................................................................6 1.2 Effective Date..........................................................................................8 1.3 Amendment or Cancellation by Mutual Consent......................................8 1.4 Covenants Run With the Land; Expressed Condition of Golf Course Use in Grant Deeds and Other Similar Instruments; Rights of Reverteror Re-Entry................................................................................9 1.5 Recording of Covenant..........................................................................10 1.6 Covenant Parcels Free of Mechanic's Liens..........................................10 2. USE GOLF COURSE AND ANCILLARY ACCESS AND MAINTENANCE ................. 11 2.1 Golf Course Property.............................................................................11 2.2 Golf Course Access/Operations Property..............................................12 2.3 Luxury Hotel Property............................................................................12 2.4 Dedications and Improvements.............................................................12 3. RESIDENT ACCESS AND USE OF THE GOLF COURSE ........................................ 12 3.1 Resident Access Cards for Qualifying Persons.....................................12 3.2 Terms and Conditions of Use; Revocable License................................13 3.3 Obligation to Honor Valid Resident Access Cards.................................14 3.4 Minimum Privileges Granted to Valid Resident Access Card Holders..................................................................................................14 3.5 Collection and Receipt of Resident Rate Charges.................................16 3.6 Additional Privileges Permissible to Resident Access Card Holders .....16 4. DEFAULT AND REMEDIES....................................................................................... 16 4.1 City Rights.............................................................................................16 4.2 Notice and Cure of Default.....................................................................17 5. MISCELLANEOUS.....................................................................................................17 5.1 Notices, Demands and Communications Between the Parties ..............17 5.2 Force Majeure........................................................................................18 5.3 Binding Effect.........................................................................................18 5.4 Third Party Beneficiaries........................................................................18 5.5 Non -liability of City Officers and Employees..........................................18 5.6 Covenant Against Discrimination...........................................................19 5.7 Attorney's Fees and Costs for Prevailing Party......................................19 698/015610-0207 22795466.3 a09/18/25 761 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT TABLE OF CONTENTS Paqe 5.8 Severability............................................................................................19 5.9 Time.......................................................................................................19 5.10 Recitals & Exhibits Incorporated............................................................19 5.11 Authority to Execute; Representations and Warranties .........................19 5.12 City Approvals and Actions.................................................................... 20 5.13 Future Golf Covenant.............................................................................20 Pursuant to the Reinstated Development Agreement and that certain agreement entitled Option to Purchase Real Property dated of or about even date as this Golf Course Covenant by and between City and Developer (the "Phase 2 Property Option Agreement"), Developer has an option to purchase certain real property that is part of the SilverRock Resort Area and owned in fee by City, defined in the Reinstated Development Agreement as the "Phase 2 Property" (also referred to as the "City -Owned Option Property") on which the Golf Course Driving Range Property is located .....................20 5.14 Governing Law.......................................................................................21 5.16 Counterpart Signature Pages................................................................21 EXHIBIT A-1 LEGAL DESCRIPTION OF LUXUTY HOTEL PROPERTY ............................... 25 EXHIBIT A-2 LEGAL DESCRIPTION OF PUBLIC GOLF CLUBHOUSE PROPERTY ........... 26 EXHIBIT B LEGAL DESCRIPTION OF CITY -OWNED GOLF COURSE PROPERTY ........... 27 EXHIBIT C SITE MAPS......................................................................................................... 28 EXHIBIT D TEE TIME BLOCK SCHEDULE EXAMPLE.........................................................29 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 762 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT REINSTATED AND AMENDED COVENANT AFFECTING REAL PROPERTY (GOLF COURSE USE) This REINSTATED AND AMENDED COVENANT AFFECTING REAL PROPERTY (GOLF COURSE USE) (the "Golf Course Covenant" or "Covenant") is entered into as of the day of , 2025 (the "Golf Course Covenant Effective Date"), by and between the CITY OF LA QUINTA, a California municipal corporation and charter city ("City"), and TBE RE Acquisition Co II LLC, a Delaware limited liability company and affiliate of Turnbridge Equities ("Developer"), with reference to the following: RECITALS: A. As of the Golf Course Covenant Effective Date, Developer has a legal or equitable interest in fee title to that certain real property and improvements thereon intended to be used in connection with construction and operation of (i) a flagship luxury hotel and related ancillary uses that include (but are not limited to) a spa and fitness area, restaurants, conference and banquet facilities, pool and recreational facilities, and "back -of -house" facility area that are part of the "Luxury Hotel Project Component" as defined in the Reinstated Development Agreement (defined below), and more particularly described in the legal description attached hereto as Exhibit A-1 and incorporated herein by this reference (the "Luxury Hotel Property"), and (ii) a golf clubhouse and pro shop for the Golf Course (defined below) to be open and available for use and services to the general public as well as guests and visitors to the luxury hotel and part of the "Public Golf Clubhouse Project Component" as defined in the Reinstated Development Agreement (defined below), and more particularly described in the legal description attached hereto as Exhibit A-2 and incorporated herein by this reference (the "Public Golf Clubhouse Property"). The Luxury Hotel Property and Public Golf Clubhouse Property are portions of real property and improvements thereon referred to as the "Phase 1 Property" as defined in the Reinstated Development Agreement (defined below) to which Developer also has a legal or equitable interest in fee title as of the Golf Course Covenant Effective Date. [NOTE: ONLY THE PARCELS WITH THE LUXURY HOTEL AND PUBLIC GOLF CLUBHOUSE ARE THE LEGAL DESCRIPTIONS TO BE ATTACHED AS EXHIBITS, AND NOT THE ENTIRETY OF THE PHASE 1A PROPERTY] B. As of the Golf Course Covenant Effective Date, City owns all of the real property improved with the Golf Course and ancillary improvements and amenities, comprised of approximately 170+/- acres and more particularly described in Exhibit B attached hereto and incorporated herein by this reference (the "City - Owned Golf Course Property"). The City -Owned Golf Course Property consist of (i) the Arnold Palmer Classic Golf Course, commonly known as the SilverRock Golf Course (the "Golf Course"), (ii) access, operations, and maintenance parcels of real property appurtenant to the Golf Course (the "Golf Course 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 763 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Access/Operations Property"), and (iii) location for a driving range to be part of the Golf Course (the "Golf Course Driving Range Property"). The Luxury Hotel Property, Public Golf Clubhouse, and City -Owned Golf Course Property are referred to herein as the "Golf Course Covenant Properties." [NOTE: LEGAL DESCRIPTION FOR THE DRIVING RANGE MAY NEED TO BE ADJUSTED TO BE ONLY A PORTION OF EXISTING PARCEL(S) TO MATCH DEPICTION OF DRIVING RANGE LOCATION IN SITE PLAN] C. On , 2025, the La Quinta City Council adopted Ordinance No. , approving pursuant to applicable State and City laws that certain Reinstated and Amended Development Agreement, with reference date 2025, between City and Developer (the "Reinstated Development Agreement"). Among other terms and conditions, the Reinstated Development Agreement vests development and use rights to Developer, prescribes rights and obligations of Developer for the resumption and completion of construction, and the continuous operation and use, of specified "Project Components" that include, among others, a luxury hotel with related ancillary amenities and luxury single-family detached and condominium residential dwellings available for use as short-term vacation rentals, as more particularly set forth therein. The Reinstated Development Agreement governs Developer's development and use rights and obligations for the Phase 1 Property. The Reinstated Development Agreement was recorded in the Recorder's Office of or about even date as this Golf Course Covenant, with said Reinstated Development Agreement to remain with priority over this Golf Course Covenant. D. Prior to City and Developer entering into this Golf Course Covenant (among other agreements and instruments), the following relevant history is hereby recited: 1. Except for portions of land previously transferred to SilverRock Development Company, LLC, a Delaware limited liability company (or one of its affiliated companies, which are referred to herein collectively as "SDC" or "Debtor(s)")' as explained below in the next Recital Subparagraph, City owns fee title to that certain real property of approximately 525 acres located at the southwest intersection of Jefferson Street and Avenue 52, in the City of La Quinta, California, generally 1 Debtors were SilverRock Development Company, LLC and affiliated entities that, on August 5, 2024, filed for voluntary bankruptcy protection under chapter 11 of the U.S. Bankruptcy Code, with case number(s) identified in the Title of this Agreement along with the last four digits of each Debtor's federal tax identification number, as applicable, are: SilverRock Development Company, LLC (5730), RGC PA 789, LLC (5996), SilverRock Lifestyle Residences, LLC (0721), SilverRock Lodging, LLC (4493), SilverRock Luxury Residences, LLC (6598) and SilverRock Phase I, LLC (2247) (collectively, referred to herein as the "Bankruptcy Lawsuit" in the "Bankruptcy Court"). 698/015610-0207 22795466.3 a09/18/25 EXHIBIT K 764 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT referred to as the "SilverRock Resort Area", which is depicted in the Site Maps (as defined herein), and subject to a Specific Plan adopted by the La Quinta City Council and enforceable as a land use governing document pursuant to the Planning and Zoning Law, California Government Code section 65000 et seq. (the "SilverRock Specific Plan"); 2. On or about November 19, 2014, City and SDC entered into that certain Purchase, Sale, and Development Agreement (the "Original SDC PSDA"), pursuant to which, among other terms and conditions, City agreed to sell to SDC and SDC agreed to purchase from City specified parcels and planning areas (PAs) to thereafter construct, complete, and operate thereon a commercial project containing a luxury resort hotel and spa and associated branded luxury residential units, a lifestyle hotel and associated lifestyle branded residential units, a conference and shared service facility, a temporary and permanent clubhouse for the SilverRock Resort's Arnold Palmer Classic Golf Course, a mixed use village, a resort residential village, and associated amenities, all as further described in the Original SDC PSDA and referred to as various project components, as more particularly described therein. Concurrent with the Original SDC PSDA, on or about November 19, 2014, City and SDC entered into Development Agreement 2014-1001 (the "Original SDC Development Agreement") pursuant to the Development Agreement Law, which agreement, among other terms and conditions, required SDC to develop the planning areas and project components in accordance with the SDC PSDA, vested with SDC specified development obligations, memorialized the potential for the future acquisition of additional City -owned property in the SilverRock Resort Area as incorporated vis-a-vis the SDC PSDA, and subjected SDC to City's rights and oversight for those portions of the SilverRock Resort Area to be conveyed to SDC. After entering into the Original SDC PSDA and Original SDC Development Agreement, the following relevant events, very briefly summarized, occurred: Pursuant to the Original SDC PSDA, City and SDC had the authority to amend by mutual agreement of the parties. Between October 29, 2015, and November 16, 2023, City and SDC entered into five amendments thereto, dated October 29, 2015 ("First Amendment"), April 18, 2017 ("Second Amendment"), November 28, 2018 ("Third Amendment"), October 12, 2021 ("Fourth Amendment"), and November 16, 2023 ("Fifth Amendment," and the Original SDC PSDA as amended by all five amendments is referred to herein as the "SDC PSDA"); ii. Pursuant to the SDC PSDA and consistent with boundaries established by applicable subdivision maps and lot line adjustments, City conveyed to SDC the Phase 1 Property for the pre -development, development, operation, and use of a 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 765 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT project that was eventually re -named "Talus" and consisted of the following project components (all as defined in the SDC PSDA): Luxury Hotel, Luxury Branded Residential Development, Lifestyle Hotel, Lifestyle Branded Residential Development, Conference and Shared Services Facility (including spa and other amenities), Permanent Golf Clubhouse, Promenade Mixed -Use Village/Resort Residential Village (on Planning Areas 7,8,9), as well as a specified Golf Course Realignment and corresponding Master Site Infrastructure Improvements (MSII). These project components on the Phase 1 Property, pursuant to the SDC PSDA, were divided into Phase 1A project components on the Phase 1A Property and the Phase 1B project components on the Phase 1 B Property respectively, as described in the SDC PSDA; iii. Pursuant to the Third and Fourth Amendments to the SDC PSDA, SDC commenced pre -development and development on the Property for the Phase 1A project components, which as of the Reference Date of this Agreement, in various degrees, were partially constructed after SDC failed to continue to make payments to various contractors, subcontractors, and other interested parties in the development of the Talus project. Multiple lawsuits, including lawsuits seeking payments pursuant to mechanic's lien or various loan or investment agreements, and a City lawsuit against SDC for unlawful and unapproved conveyances in secured interests or mechanic's liens, were filed against SDC; iv. Pursuant to the requirements of the SD PSDA, the City and SDC entered into a "Covenant Affecting Real Property (Golf Course Use) By And Between The City Of La Quinta and SilverRock Development Company, LLC" (Riverside County Recorder No. 2017-0189004), which was recorded on May 11, 2007 (the "Original Covenant"); V. On August 5, 2024, SDC (Debtors) filed the Bankruptcy Lawsuit, and, pursuant to Bankruptcy Court -approved Bid Procedures, Debtors retained a Chief Restructuring Officer (Douglas Wilson Companies) and marketing professional (JLL) for the purposes of, among other items, marketing the sale of the Debtors estate (which and is primarily comprised of the Phase 1 Property) and soliciting proposals for the: (a) acquisition of the Debtors estate, (b) use, re -use, and/or substitution of the partially constructed improvements on the Property, (c) potential replacement project for a world -class 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 766 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT hotel and residential destination resort with related amenities on the Phase 1 Property that complement the existing Arnold Palmer Classic Golf Course surrounding the Property and real property owned by the City (defined below as the City - Owned Option Property), and (d) possible acquisition in the future of the City -Owned Option Property (defined below) in the SilverRock Resort Area (previously referred to as the Future Option Property in the SDC PSDA and generally referred to in the Bankruptcy Lawsuit and marketing materials as the "Phase 2 Property") for possible future development that would also complement a world -class hotel and residential destination resort; 3. Pursuant to Bankruptcy Court order, Bankruptcy Lawsuit Docket No. F], among other provisions: (i) Developer was authorized to purchase the Phase 1 Property, (ii) the Original SDC Development Agreement was required to be reinstated and amended and memorialized by the Reinstated Development Agreement, and (iii) An escrow to facilitated the purchase and sale of the Debtors' estate (which includes the Phase 1 Property) was authorized, which, among other terms and conditions, included the transfer of funds and recording of documents (such as the Reinstated Development Agreement). E. Developer submitted a proposal in response to the marketing materials, and, pursuant to the Bankruptcy Court -approved Bid Procedures, Debtors and City approved Developer's proposal, which, among other terms and conditions, included a modified "Project" (as more particularly defined and memorialized in the Reinstated Development Agreement) on the Phase 1 Property as well as possible acquisition in the future of the City -Owned Option Property (also referred to therein as the Phase 2 Property) for possible future development that would also complement a world -class hotel and residential destination resort, all as more particularly set forth in the Reinstated Development Agreement. F. The Reinstated Development Agreement and Specific Plan, among other land use governing documents, permits, and entitlements, are centered around the existing use and enjoyment, by residents, guests of the City, and members of the public, of the Golf Course in the SilverRock Resort Area. G. This Golf Course Covenant is intended to and does bind City and any and all successors in interest to the City -Owned Golf Course Property (or any portion thereof), as more particularly set forth herein. Likewise, this Golf Course Covenant is intended to and does bind Developer and any and all successors in interest to the Luxury Hotel Property (or portion thereof) and the Public Golf Clubhouse Property (or portion thereof), as more particularly set forth herein. H. Pursuant to and as more particularly set forth the Reinstated Development Agreement, upon conveyance of the City -Owned Golf Course Property from City 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 767 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT to Developer if Developer satisfies specified conditions in the Reinstated Development Agreement, Developer is required, among other provisions relating to land use covenants, to continuously operate and maintain, and have open and available for use and enjoyment, the Golf Course and ancillary improvements and amenities, as more particularly set forth in this Golf Course Covenant. As used in this Covenant with respect to Developer's maintenance and operation responsibilities, the terms "Golf Course" and "City Owned Golf Course Property," shall include the Golf Course Driving Range Property, but only to the extent City and Developer have entered into a mutually agreeable lease or license agreement with respect thereto, covering the time period between conveyance of the Golf Course to Developer and the conveyance of the Phase 2 Property to Developer, and addressing the terms and conditions of Developer's access, maintenance, and operations rights and responsibilities concerning the Golf Course Driving Range Property during that period. For the avoidance of doubt, the Golf Course Driving Range Property will not be conveyed to Developer with the other portions of the City Owned Golf Course Property, and, notwithstanding anything to the contrary in this Covenant, unless and until the Golf Course Driving Range Property is conveyed to Developer, Developer shall have no obligations with respect to maintaining and operating any portion of the Golf Course Driving Range Property unless and only to the extent expressly set forth in a future lease or license agreement entered into between the City and Developer. This Covenant is being recorded to, among other things, ensure that the City - Owned Golf Course Property is maintained and used solely as a first-class golf course that is open to the public, and that residents of the City retain the same quality and level of access to the Golf Course that they have as of the Golf Course Covenant Effective Date which, generally, is one-third (1/3) of all tee times from the time the Golf Course opens until 1:00- p.m., which is approximately 15,000 rounds of golf, all as more specifically set forth in this Covenant. J. City is the owner by dedication of those certain public streets located in the City and known as Avenue 52 and Jefferson Street. The portions of said public streets that are adjacent to the SilverRock Resort Area, as depicted on the Parcel Map, in addition to any and all other real property owned by the City for public use (collectively, the "City-Benefitted Property"), is benefited by this Covenant, and serves as the "benefited estate" for purposes of this Covenant, and the terms and conditions, as more particularly set forth herein. Furthermore, the Golf Course Covenant Properties are burdened by this Golf Course Covenant, serve as the "burdened estate" for purposes of this Golf Course Covenant, and are subject to its terms and conditions, as more particularly set forth herein. 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K .: LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT AGREEMENT: NOW, THEREFORE, in consideration of the foregoing Recitals, which are incorporated herein by this reference, the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and legal sufficiency of which is hereby acknowledged, the Parties do hereby agree as follows: 17. GENERAL PROVISIONS 17.1 Definitions. In addition to the terms that may be defined elsewhere in this Covenant, the following terms when used in this Covenant shall be defined as follows: 17.1.1 "City" means the City of La Quinta, a charter city and municipal corporation, including each and every agency, department, board, commission, authority, employee, and/or official acting under the authority of the City, including without limitation the City Council and the Planning Commission. 17.1.2 "City-Benefitted Property" shall have the meaning in Recital J of this Golf Course Covenant. 17.1.3 "City Council" means the City Council of the City and the legislative body of the City pursuant to California Government Code Section 65867. 17.1.4 "City Manager" means the individual duly appointed to the position of City Manager of City, or his or her authorized designee. 17.1.5 "City -Owned Golf Course Property" shall have the meaning in Recital B of this Golf Course Covenant. 17.1.6 "Covenant" and "Golf Course Covenant" means this Reinstated and Amended Golf Course Covenant Affecting Real Property (Golf Course Use). 17.1.7 "Daily Resident Rate Cap" shall have the meaning set forth in Section 3.4.2(B) of this Covenant. 17.1.8 "Developer" means the Developer identified in the Preamble of this Golf Course Covenant. 17.1.9 "Effective Date" shall the "Golf Course Covenant Effective Date." 17.1.10 "Golf Course" means the SilverRock Resort's Arnold Palmer Classic Course and all operations related thereto, in its current location, as of the Golf Course Effective Date of this Covenant, subject to reconfiguring and realignment pursuant to any reconfiguring approved by the City from time to time. 17.1.11 "Golf Course Access/Operations Property" shall have the meaning in Recital B of this Golf Course Covenant. 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 769 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 17.1.12 "Golf Course Covenant" means this Reinstated and Amended Golf Course Covenant Affecting Real Property (Golf Course Use). 17.1.13 "Golf Course Covenant Properties" shall have the meaning in Recital B of this Golf Course Covenant. 17.1.14 "Golf Course Driving Range Property" shall have the meaning in Recital B of this Golf Course Covenant. 17.1.15 "Luxury Hotel Property" shall have the meaning in Recital A of this Golf Course Covenant. 17.1.16 "Parties" means collectively Developer and City, and their respective successors and assigns. Each may be referred to in the singular as a "Party". 17.1.17 "Project Component" shall have the same meaning as defined in the Reinstated Development Agreement. 17.1.18 "Public Golf Clubhouse Property" shall have the meaning in Recital A of this Golf Course Covenant 17.1.19 "Recorder's Office" means the Riverside County, California, Office of Official Records. 17.1.20 "Reinstated Development Agreement" shall have the meaning in Recital C of this Golf Course Covenant. 17.1.21 "Resident Access Card(s)" means cards issued by the City to qualifying persons, based on establishing a residence in the City among other criteria as the City may establish from time to time, that grant such cardholders preferred rates of play and scheduling of tee times at the Golf Course. 17.1.22 "Resident Base Rate" means the rate charged to a holder of a valid Resident Access Card for each round of golf played at the Golf Course as either (i) the rate set by the City Council for so long as the City owns the Golf Course Parcels, or (ii) the rate set by the City Council as of the date of the conveyance of any right, title or interest in the Golf Course Parcels to Developer or any other third party that is not the City or City -affiliated agency, as may be modified as set forth this Golf Course Covenant. 17.1.23 "Resident Rate" means the rate charged to each holder of a valid Resident Access Card for each round of golf played at the Golf Course, as further governed under Section 3.4.2 of this Golf Course Covenant. 17.1.24 "Resident Rate Annual Percentage Increase" shall have the meaning set forth in Section 3.4.2(C) of this Golf Course Covenant. 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 770 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 17.1.25 "Resident Rate Ten -Year Adjustment" shall have the meaning set forth in Section 3.4.2(D) of this Golf Course Covenant 17.1.26 "SilverRock Resort Area" has the same meaning in the Reinstated Development Agreement and Recital C(1), which refers to the approximately 525 acres of real property located at the southwest intersection of Jefferson Street and Avenue 52 in the City of La Quinta, California 92253, depicted in the Site Maps. 17.1.27 "Site Map(s)" means the maps of the SilverRock Resort Area, which is attached hereto as Exhibit C and incorporated herein by this reference. 17.1.28 "Specific Plan" means the SilverRock Resort Specific Plan, approved by the City Council of City on July 18, 2006, as may be amended from time to time. 17.1.29 "Tee Time Block Schedule Example" shall have the meaning in Section 3.4.1 of this Golf Course Covenant, and as depicted in Exhibit D attached hereto and incorporated herein by reference. 17.2 Effective Date. This Golf Course Covenant shall be effective and of full force and effect upon complete execution by the Parties, which shall be inserted in the preamble, and shall be perfected as binding against any and all owners of the Golf Course Covenant Properties upon recording in the Recorder's Office. 17.3 Amendment or Cancellation by Mutual Consent. Except as expressly allowed herein, this Golf Course Covenant shall not be amended or canceled in whole or in part without the prior written consent of the City, and, except when the City Manager may amend this Covenant as expressly allowed herein, any cancellation or amendment of this Golf Course Covenant shall require the approval of the City Council by not less than a majority vote of the total membership. 17.4 Covenants Run With the Land; Expressed Condition of Golf Course Use in Grant Deeds and Other Similar Instruments; Rights of Reverter or Re -Entry. In any grant deed or other instrument conveying any right, title, or interest in any or all of the Golf Course Covenant Properties (or portion thereof) from the grantor (including the City) to the grantee (including Developer), words shall be included in such grant deed or other instrument signifying that such right, title, or interest, and any such estate created by such conveyance, shall be subject to the terms and conditions of this Golf Course Covenant. Furthermore, such grant deed or other instrument shall expressly condition that the City, and its heirs and assigns, shall have a right of reverter and/or right to re-enter any or all of the City -Owned Golf Course Property upon its ceasing to be used for a golf course pursuant to the terms and conditions of this Golf Course Covenant. 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 771 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT This Golf Course Covenant is intended to be and shall be construed as a restrictive covenant that limits, restricts, and burdens the use of the Golf Course Covenant Properties. The City, as owner in fee of the City -Owned Golf Course Property, and as owner of all Golf Course Covenant Properties when the prior Covenant Affecting Real Property (Golf Course Use) was originally recorded prior to it being reinstated by the Bankruptcy Court visa-vis this Golf Course Covenant, hereby declares that this Golf Course Covenant, and the covenants, conditions, and restrictions of use on the Golf Course Covenant Properties as set forth herein, is intended to and shall run with the land in perpetuity, and each and every successor of the City and Developer that has any ownership interest or right of ownership interest in the Golf Course Covenant Properties (or portions thereof), including Developer, shall be subject to this Golf Course Covenant, which is intended to be and shall be construed as placing a reasonable burden on the use of the Golf Course Covenant Properties, which, among other provisions, recognize that the City -Owned Golf Course Property was developed for use and enjoyment as the Golf Course for the benefit of the Luxury Hotel Property and the residents of the City of La Quinta. To the maximum extent permitted by law, this Covenant shall be construed as an expressed, valid, and enforceable deed restriction, restrictive covenant, or other similarly described encumbrance that runs with the Golf Course Covenant Properties. This Covenant shall be binding upon any person or entity that acquires any right, title, or interest in or to any portion or all of the Golf Course Covenant Properties. Furthermore, this Golf Course Covenant is designed to create equitable servitudes and covenants running with the land, in accordance with the provisions of Civil Code Section 1468. The covenants, conditions, restrictions, reservations, equitable servitudes, liens, and charges set forth herein shall run with the Golf Course Covenant Properties, as the "burdened property," and shall be binding upon all persons or entities having any right, title or interest in the Golf Course Covenant Properties (or portion thereof) and their heirs, successive owners and assigns, and shall be binding upon the Developer, and its successors and assigns. Furthermore, the covenants, conditions, restrictions, reservations, equitable servitudes, liens, and charges set forth herein shall run with the City-Benefitted Property, as the "benefitted property," and shall inure to the benefit of the City and its successors and assigns, and may be enforced by the City and its successors and assigns. The Developer hereby declares its understanding and intent that the burden of the covenants set forth herein touch and concern the land and that the Developer's interest in the Golf Course Covenant Properties is rendered less valuable thereby. The Developer hereby further declares its understanding and intent that the benefit of such covenants touch and concern the land by enhancing and increasing the enjoyment and use of the Golf Course Covenant Properties and by furthering public purposes for the City. In amplification and not in restriction of the provisions hereinabove, it is intended and agreed that the City is deemed a beneficiary of the covenants provided herein both for and in its own right and also for the purposes of protecting the interests of the community. All covenants without regard to technical classification or designation shall be binding for the benefit of the City and such covenants shall run in favor of the City, without regard to whether the City is or remains the owner of the City-Benefitted 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 772 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Property or of any land or interest therein to which such covenants relate. However, all such covenants and restrictions shall be deemed to run in favor of all real property owned by the City, which real property shall be deemed the benefited property of such covenants. The City shall have the right, in the event of any breach of this Covenant, to exercise all rights and remedies, and to maintain any action at law or in equity or other proper proceeding to enforce the curing of such breach of this Covenant. 17.5 Recordina of Covenant. Upon complete execution and notarizing of this Golf Course Covenant, Developer shall record or cause to be recorded in the Recorder's Office this Golf Course Covenant. The Covenant shall be recorded against each and every one of the Golf Course Covenant Properties and the City-Benefitted Property. This Covenant shall be recorded as provided for in the Reinstated Development Agreement, and this Covenant shall have priority over and shall not be made subordinate to any mortgage, deed of trust, or other encumbrance recorded against the Golf Course Covenant Properties. 17.6 Covenant Parcels Free of Mechanic's Liens. The owner of the Golf Course Covenant Properties (or any portion thereof) shall pay when due all claims for labor performed and materials furnished in connection with the Golf Course Covenant Properties during the period of its ownership. No mechanics', materialmen's or other professional services liens (as contrasted with consensual monetary liens such as construction and/or permanent financing approved by the City and subject to this Golf Course Covenant) shall be permitted against the Golf Course Covenant Properties (or any portion thereof) for any work done or materials furnished in connection with the performance of any contractor or construction work to be completed on the Golf Course Covenant Properties; provided, however, that the owner of the Golf Course Covenant Properties (or portion thereof) may contest the validity of any such lien, but upon a final determination of the validity thereof, the owner of the Golf Course Covenant Properties (or portion thereof) subject to such a lien shall cause the lien to be satisfied and released of record. The owner of the Golf Course Covenant Properties (or portion thereof) shall, within thirty (30) days after receipt of written notice of any encumbrance by any such lien or claim of lien, (i) cause any such outstanding lien or claim of lien to be released of record or transferred to bond in accordance with applicable law, or (ii) give such assurance as would enable a title insurance company to insure over such lien or claim of lien. 18. USE GOLF COURSE AND ANCILLARY ACCESS AND MAINTENANCE 18.1 Golf Course Property. The City -Owned Golf Course Property shall be used as a golf course with allowance for appurtenant maintenance yard and facilities, and related golf course amenities, according to the following: 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 773 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT (A) The Golf Course shall be open and available for play as was customarily the practice as of the Golf Course Covenant Effective Date. In explanation of the preceding sentence, the hours of operation, closures for routine maintenance or periodic upgrades, and other factors relating to the services and operations provided, while the Golf Course was open and while it was closed, shall be similar to the practices used annually and regularly, before the Golf Course Covenant Effective Date. (B) The Golf Course at all times shall be of the caliber, reputation, difficulty, design (including any allowable golf course improvements or realignment design), maintenance, and general "golf experience" that the Golf Course has as of the Golf Course Covenant Effective Date. The Golf Course shall maintain a designation as an "Arnold Palmer" (or successor name) and/or a similar caliber designation or better golf course. (C) The City -Owned Golf Course Property shall be available for use and enjoyment by City residents and the general public pursuant to the terms and conditions of this Golf Course Covenant, and any other applicable laws, the Reinstated Development Agreement, the rules and policies imposed by the operator of the Golf Course, and any and all City permits, licenses, approvals, and entitlements, and other agreements relating to the Golf Course. (D) The maintenance yard and facilities shall be and remain on the parcel of the City -Owned Golf Course Property as of the Golf Course Covenant Effective Date. (E) The Golf Course shall be open and available for use on such days and times as generally were in practice as of the Golf Course Covenant Effective Date, subject to occasional closures or interruption for tournaments and special events, as customary in the industry for golf courses of similar caliber. (F) The Golf Course shall have a clubhouse that shall be open to the public. The clubhouse shall have at a minimum the same services and operations (such as food and beverage services, golf equipment and clothing, golf carts, and other similar amenities customarily available at a first-class golf course and resort) as were available as of the Golf Course Covenant Effective Date with expectation of improvement pursuant to Developer's proposed improvements to the Public Golf Clubhouse under the Reinstated Development Agreement. The clubhouse shall be constructed, operated, and maintained in accordance with all applicable laws, the Reinstated Development Agreement, and any and all City permits, licenses, approvals, and entitlements, and any other agreements relating to the clubhouse. 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 774 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 18.2 Golf Course Access/Operations Pro The Golf Course Access/Operations Property, or alternative access to and from the City-Benefitted Property with comparable functionality, shall be used and be available for use in the same manner as they were used and available for use as of the Golf Course Covenant Effective Date, according to the following: (A) The Golf Course shall have access (vehicular and pedestrian ingress and egress) from the public street segments comprising a portion of the City-Benefitted Property at all times on, over, and through some or all of Golf Course Access/Operations Property; provided, however, such access may be modified pursuant to a subdivision map or other City action, pursuant to any applicable law, that maintains access to the Golf Course from the public street segments comprising a portion of the City-Benefitted Property. (B) The Golf Course Access/Operations Property, or alternative access to and from the City-Benefitted Property with comparable functionality, shall allow access to the Golf Course for City residents, City officials and employees, and any and all other guests of the Golf Course Property. 18.3 Luxury Hotel Property. The Luxury Hotel Property shall be used in connection with the Golf Course. Prior to and after the completion of construction of the Luxury Hotel, as evidenced by the Certificate of Completion for the Luxury Hotel Project Component as provided in the Reinstated Development Agreement, this Golf Course Covenant shall be binding against the Luxury Hotel Property. 18.4 Dedications and Improvements. Nothing in this Golf Course Covenant shall release or relieve Developer from making any offers of dedications to the City or other applicable public agency, or complete those public improvements in connection with the development of the SilverRock Resort Area, as may be required by any conditions of approval, parcel map, or any other requirement imposed by the City. 19. RESIDENT ACCESS AND USE OF THE GOLF COURSE 19.1 Resident Access Cards for Qualifying Persons. City shall provide a process and program available to qualifying persons to apply for and receive Resident Access Cards. City may contract with Developer or a third party operator of the Golf Course for the administration of the Resident Access Card process and program. City shall establish eligibility requirements, which may be modified from time to time in City's reasonable discretion and subject to the terms and conditions of this Golf Course Covenant, under which City shall administer and issue to qualifying persons the Resident Access Cards. The eligibility requirements shall be the same as were in place as of the Golf Course Covenant Effective Date unless City 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 775 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT modifies those requirements pursuant to this Golf Course Covenant. Eligibility requirements applicable to all Resident Access Cards, which may be modified by City, include but are not limited to: (A) Reasonable methods to prove and verify residency in the City, such as a requirement that an applicant for a Resident Access Card provide to the City a property tax bill or residential lease with the applicant's name on that property tax bill or residential lease. (B) A minimum period during which an applicant for a Resident Access Card must be physically present in the City at a residence in the City, such as a requirement that an applicant is or plans to be physically present in the City for at least six months of each year. 19.2 Terms and Conditions of Use; Revocable License. All Resident Access Cards shall be a license subject to revocation pursuant to terms and conditions established from time to time in City's reasonable discretion and subject to the terms and condition of this Golf Course Covenant. The terms and conditions attached to all currently issued Resident Access Cards as of the Golf Course Covenant Effective Date shall be the same as were in place as of the Golf Course Covenant Effective Date, and the terms and conditions for all Resident Access Cards applied for and issued after the Golf Course Covenant Effective Date shall be the same as were in place as of the Golf Course Covenant Effective Date unless the City modifies those requirements pursuant to this Golf Course Covenant. Terms and conditions applicable to all Resident Access Cards, which may be modified from time to time by City, shall include: (A) The period for which a Resident Access Card remains valid, which shall be three (3) years from date of issuance. (B) The cost to purchase a Resident Access Card, which, as of the Golf Course Covenant Effective Date, is One Hundred Fifty Dollars ($150.00). The cost to purchase a Resident Access Card may increase no more than Ten Dollars ($10) per calendar year, commencing in the year of the Effective Date of this Covenant. (C) If City conveys all right, title, and interest in the City - Owned Golf Property to Developer or any successor in interest, the City Council shall retain the right to set an amount for the purchase of a Resident Access Card that would be the same or similar to the setting of an amount that would be consistent with the setting of such amount as of the Golf Course Covenant Effective Date. 19.3 Obligation to Honor Valid Resident Access Cards. The owner of the City -Owned Golf Course Property (or any portion thereof, including the Golf Course), including Developer and any successor in interest, shall 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 776 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT honor any and all valid Resident Access Cards and, at a minimum, shall honor the privileges set forth in this Golf Course Covenant to any qualifying person holding a valid Resident Access Card. 19.4 Minimum Privileges Granted to Valid Resident Access Card Holders. If the City owns the Golf Course, the minimum privileges established by the City as of the Effective Date of this Golf Course Covenant shall apply to each qualifying person who holds a valid Resident Access Card. If the City is not the owner of the Golf Course, then each qualifying person who holds a valid Resident Access Card shall have the following privileges available for use and enjoyment of the Golf Course: 19.4.1 Booking Tee Times. Until such time as City is no longer the owner of the Golf Course, either of the processes set forth in paragraphs (A) and (B) below shall be available to a holder of a valid Resident Access Card when booking a tee time. At such time as City is no longer the owner of the Golf Course, this Golf Course Covenant shall be automatically modified to delete paragraph (A) below, and thereafter the process set forth in paragraph (B) below shall be available to a holder of a valid Resident Access Card when booking a tee time. (A) The same process and ability to book a tee time as in place as of the Effective Date of this Golf Course Covenant; and/or (B) No less than one week in advance of the day of play, blocks of reserved tee times representing no less than one-third (1/3) of all tee times from the Golf Course's opening time until 1.00 p.m. each day the Golf Course is open for play, reasonably and proportionately scheduled throughout that opening/1:00 p.m. time period, shall be made available to holders of valid Resident Access Cards. In the absence of a modified procedure approved by City, the time at which a tee time may be booked shall commence at 6:00 a.m. on the day by which a reservation must be made; for example, if the holder of a Resident Access Card wants to book a tee time for a Saturday pursuant to the one (1)-week advance reservation provision in Section 3.4.1(B) above, the earliest time at which to make that reservation would be 6:00 a.m. the Saturday before the Saturday of play. Subject to the terms and conditions in this Section 3.4.1, the scheduling of tee times, and the implementation of blocks of reserved tee times, shall follow or be similar to the schedule matrix set forth in the Tee Time Block Schedule Example. Notwithstanding anything to the contrary in this Golf Course Covenant, tournaments and other similar group play shall take priority over other reservations, provided that the "one-third (1/3) of all tee times" requirement described in paragraph (B) above is satisfied on a monthly basis. In the absence of a modified procedure approved by the City, tee times that have been "blocked -off" for Resident Access Card holders, but have not been booked by a Resident Access Card holder two (2) days prior to the date of play, may be made 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 777 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT available to the general public (including guests at the SilverRock Resort) on a first - come, first -served basis. 19.4.2 Reduced Rate for Golf Course Play. The rate charged to each holder of a valid Resident Access Card for each round of golf played at the Golf Course (the "Resident Rate") shall be governed according to the following: (A) In the absence of a different Resident Rate charged pursuant to this Golf Course Covenant, the Resident Rate shall be the Resident Base Rate. (B) The Resident Rate shall not exceed, on any given day the Golf Course is open for play, fifty percent (50%) of the actual combined rate paid by hotel guests staying at any hotel at the SilverRock Resort Area and by the general public (who are not holders of Resident Access Cards) for that same day that the Golf Course is open for play, as determined by the Developer or operator of the Golf Course (if not Developer) in their sole and absolute discretion; for example (and example only), if the actual combined rate for hotel guests and general public playing on March 1 of any given year is $100, the maximum Resident Rate for that March 1 is $50. The fifty percent (50%) cap described in this paragraph is referred to as the "Daily Resident Rate Cap." The Daily Resident Rate Cap shall only apply for golf course play during the "prime season months" from November 1 through March 31 of every year. (C) Subject to the Daily Resident Rate Cap, the Resident Rate may increase annually by a specified percentage (the "Resident Rate Annual Percentage Increase"). In the absence of a different annual percentage increase approved by the City, the percentage increase shall not be more than a three percent (3%) increase per year, unless the City and Developer agree to reset the Resident Base Rate to a market rate at such time. For example (and example only) if Resident Base Rate is $60, the following Resident Rates would apply for the following years 1-10 to the extent the Resident Base Rate has not be reset to a market rate by the mutual agreement of the City and Developer: Season YEAR base 1 2 3 4 5 6 7 8 9 10 PEAK $60 $62 $64 $66 $68 $70 $72 $74 $76 $78 $81 SHOULDER ".' $49 $50 $52 $54 $55 $57 $59 $60 $62 $64 $66 SUMMER 3% $33 $34 $35 $36 $37 $38 $39 $41 $42 $43 $44 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 778 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Notwithstanding the foregoing, prior to the conveyance of the Golf Course from the City to the Developer, the City and Developer shall meet and in good faith agree upon a maximum Resident Rate, taking into account the cost of capital improvements made or to be made to the Golf Course by Developer. (D) Subject to the Daily Resident Rate Cap, after the first consecutive ten (10)-year period commencing from conveyance of all right, title, and interest in the Golf Course from City to Developer or any successor in interest, any increase in the Resident Rate starting in year 11 may not exceed the percentage increase in the Consumer Price Index (or similar nationally recognized inflationary index) (the "CPI") for All Urban Consumers, not seasonally adjusted, for the Riverside -San Bernardino -Ontario statistical area (or subsequent similar index for similar area in which City is located), averaged for the twelve (12) month period commencing fifteen (15) months prior to the applicable ten-year adjustment date and ending three (3) months prior to that applicable ten-year adjustment date (the "Resident Rate Ten -Year Adjustment"). Each year after the Resident Rate Ten -Year Adjustment, any annual increase in the Resident Rate may not exceed the CPI. (E) There shall be no "service charge," or any other amount added to the Resident Rate permitted under this Covenant. In explanation of the foregoing, there shall be no "weekend rate" or other kind of "service charge" added to the Resident Rate. (F) For purposes of determining any increase or adjustment to the Resident Rate, each year shall be based on a calendar year. The first day on which any increase in the Resident Rate may occur is January 1, and for purposes of any increase in the Resident Base Rate, the first day on which such an increase may occur is January 1 of the year following the year of the Golf Course Covenant Effective Date. 19.5 Collection and Receipt of Resident Rate Charges. The owner of the Golf Course shall have the obligation to collect and right to keep moneys charged at Resident Rates; provided, however, if the City owns the Golf Course but contracts with Developer or a third party operator of the Golf Course for the administration of the Resident Access Card process and program, Developer and/or the third party operator of the Golf Course shall have the obligation to collect and right to keep moneys charged at Resident Rates. 19.6 Additional Privileges Permissible to Resident Access Card Holders. Nothing in this Covenant prevents the owner of the City -Owned Golf Course Property (or portion thereof) or manager of the Golf Course from granting additional privileges to holders of valid Resident Access Cards, including but not limited to discounts on food and merchandise available at the clubhouse. 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 779 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 20. DEFAULT AND REMEDIES. 20.1 City Rights. In the event of failure by Developer or any successor in interest that has any ownership interest in the Golf Course Covenant Properties (or any portion thereof) to perform any material term or provision of this Golf Course Covenant, the City shall have those rights and remedies provided in this Golf Course Covenant and shall have any and all rights and remedies available at law or in equity, including but not limited to immediate and permanent injunctive relief. 20.2 Notice and Cure of Default. Upon the receipt of the notice of default by the City, the defaulting party shall promptly commence to cure, correct, or remedy the identified default at the earliest reasonable time after receipt of the notice of default and shall complete the cure, correction or remedy of such default not later than thirty (30) days after receipt of the notice of default, or, for such defaults that cannot reasonably be cured, corrected or remedied within thirty (30) days, such Party shall commence to cure, correct, or remedy such default within such thirty (30) day period, and shall continuously and diligently prosecute such cure, correction or remedy to completion, provided that such cure, correction or remedy is completed within ninety (90) days of the expiration of the initial thirty (30) day cure period. 21. MISCELLANEOUS 21.1 Notices, Demands and Communications Between the Parties. Any approval, disapproval, demand, document or other notice ("Notice") which either Party may desire to give to the other Party under this Golf Course Covenant must be in writing and shall be sufficiently given if (i) delivered by hand, (ii) delivered by reputable same -day or overnight messenger service that provides a receipt showing date and time of delivery, or (iii) dispatched by registered or certified mail, postage prepaid, return receipt requested, to the principal offices of City and Developer at the addresses specified below, or at any other address as that Party may later designate by Notice. To City: City of La Quinta 78-495 Calle Tampico La Quinta, California 92253 Attn: City Manager With a copy to: Rutan & Tucker, LLP 18575 Jamboree Road, 9t" Floor Irvine, California 92612 Attn: William H. Ihrke 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Email: bihrke@rutan.com To Developer: TBE RE Acquisition Co II LLC c/o Turnbridge Equities 4 Bryant Park, Suite 200 New York, New York 10018 Attention: General Counsel and Michael Gazzano Email: jw@turnbridgeeq.com and mg@turnbridgeeq.com with a copy to: DLA Piper 1251 Avenue of the Americas New York, New York 10020 Attention: Todd Eisner Email: todd.eisner@us.dlapiper.com with a copy to: Procopio 200 Spectrum Center Drive, Suite 1650, Irvine, CA 92618 Attn: James Vaughn Email: james.vaughn@procopio.com Any written notice, demand or communication shall be deemed received immediately if personally delivered or delivered by delivery service, and shall be deemed received on the third day from the date it is postmarked if delivered by registered or certified mail. 21.2 Force Majeure. Notwithstanding any other provision set forth in this Golf Course Covenant to the contrary, in no event shall a Party be deemed to be in Default of its obligations set forth herein where delays or failures to perform are due to a Force Majeure, as defined in the Reinstated Development Agreement. Notwithstanding anything to the contrary in this Golf Course Covenant, an extension of time for any such cause shall only be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if notice by the Party claiming such extension is sent to the other Party within a reasonable time following the commencement of the cause, which notice requirement shall be deemed waived if the other Party is aware of the facts giving rise to the Force Majeure. Upon receiving notice of a Force Majeure or becoming aware of the facts giving rise thereto, the Parties shall meet and confer in good faither to determine the aoorooriate Deriod of Force Maieure delay. and document same in writing. Times of performance under this Golf Course Covenant may also be extended in writing by the mutual agreement of City and Developer. 698/015610-0207 22795466.3 a09/18/25 EXHIBIT K 781 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 21.3 Bindina Effect. This Golf Course Covenant, and all of the terms and conditions hereof, shall be binding upon and inure to the benefit of the City, any subsequent owner of all or any portion of the Golf Course Covenant Properties, and their respective assigns, heirs or successors in interest, whether or not any reference to this Golf Course Covenant is contained in the instrument by which such person acquired an interest in the Golf Course Covenant Properties. 21.4 Third Party Beneficiaries. A holder of a valid Resident Access Card shall be deemed and is expressly a third party beneficiary under this Golf Course Covenant, and shall have the right, but not the obligation, to seek enforcement of this Golf Course Covenant's terms and conditions. Except for the Parties to this Golf Course Covenant, which includes any successors in interest, and holders of valid Resident Access Cards, no other persons or entities have any right of action of any kind under this Golf Course Covenant. 21.5 Non -liability of City Officers and Employees. No official, officer, employee, agent or representative of City, acting in his/her official capacity, shall be personally liable for any loss, costs, damage, claim, liability, or judgment, arising out of or connection to this Golf Course Covenant, or for any act or omission on the part of City. 21.6 Covenant Against Discrimination. Developer covenants by and for itself and any successors in interest that there shall be no discrimination against or segregation of any person, or group of persons on any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Property, or any part thereof, nor shall Developer, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, subtenants, sublessees or vendees of the Property, or any part thereof. The foregoing covenants shall run with the land. 21.7 Attornev's Fees and Costs for Prevailina Pa If either Party to this Golf Course Covenant is required to initiate or defend, or is made a party to, any action or proceeding in any way connected with this Golf Course Covenant, the Party prevailing in the final judgment in such action or proceeding, in addition to any other relief which may be granted, shall be entitled to reasonable attorney's fees. Attorney's fees shall include reasonable costs for investigating such action, conducting discovery, retaining expert witnesses, and all other necessary costs the court allows which are incurred in such litigation. 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 782 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 21.8 Severability. If any term or condition of this Golf Course Covenant is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Golf Course Covenant shall continue in full force and effect, to the extent that the invalidity or unenforceability does not impair the application of this Golf Course Covenant to condition the use of the Golf Course for a golf course and the Golf Course Access/Operations Property to provide access and operations for use as a golf course. 21.9 Time. Time is of the essence in the performance of this Golf Course Covenant and of each and every term and condition hereof as to which time is an element. 21.10 Recitals & Exhibits Incorporated. The Recitals to this Golf Course Covenant and all of the exhibits and attachments to this Golf Course Covenant are, by this reference, incorporated into this Golf Course Covenant and made a part hereof. 21.11 Authority to Execute; Representations and Warranties. Developer warrants and represents that (i) it is duly organized and existing, (ii) it is duly authorized to execute and deliver this Golf Course Covenant, (iii) by so executing this Golf Course Covenant, Developer is formally bound to the provisions of this Golf Course Covenant, (iv) Developer's entering into and performance of its obligations set forth in this Golf Course Covenant do not violate any provision of any other agreement to which Developer is bound, and (v) there is no existing or threatened litigation or legal proceeding of which Developer is aware which could prevent Developer from entering into or performing its obligations set forth in this Golf Course Covenant. 21.12 City Approvals and Actions. Whenever a reference is made in this Golf Course Covenant to an action or approval to be undertaken by the City, the City Manager or his or her authorized designee is authorized to act on behalf of the City unless this Golf Course Covenant specifically provides otherwise, including but not limited to provisions in this Golf Course Covenant when the City Council must review and take action, or the law requires otherwise. The City Manager shall have the authority to implement this Golf Course Covenant, including the authority to negotiate and sign on behalf of the City implementing agreements and other documents, so long as the substantive provisions of this Golf Course Covenant are maintained. Nothing in this Section limits or precludes the City Manager from presenting to the Planning Commission and/or City Council, as applicable, for review and consideration any matters to which the City Manager otherwise may act on behalf of City pursuant to this Section. 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 783 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 21.13 Future Golf Covenant. Pursuant to the Reinstated Development Agreement and that certain agreement entitled Option to Purchase Real Property dated of or about even date as this Golf Course Covenant by and between City and Developer (the "Phase 2 Property Option Agreement"), Developer has an option to purchase certain real property that is part of the SilverRock Resort Area and owned in fee by City, defined in the Reinstated Development Agreement as the "Phase 2 Property" (also referred to as the "City -Owned Option Property") on which the Golf Course Driving Range Property is located. City and Developer acknowledge and agree that in the event Developer timely exercises the option pursuant to the Phase 2 Property Option Agreement, a subdivision map may be processed and recorded to subdivide the specific portion of the Phase 2 Property that constitutes the Golf Course Driving Range Property improved with the Golf Course Driving Range. Concurrently with, and as a condition to, City's conveyance of the Golf Course Driving Range Property to Developer as part of the Phase 2 Property Option Agreement, City and Developer shall execute and record against the newly subdivided Golf Course Driving Range Property an amendment to this Golf Course Covenant (and any other requested releases or terminations) that releases the portions of the Phase 2 Property that are not the newly subdivided Golf Course Driving Range Property, and ensures that City residents continue to have access to the Golf Course Driving Range Property in a manner that is consistent with residents access to the Golf Course pursuant to this Golf Course Covenant. 21.14 Governina Law. The internal laws of the State of California shall govern the interpretation and enforcement of this Covenant without regard to conflicts of law principles. Any action at law or in equity brought by for the purpose of enforcing, construing, or interpreting the validity of this Covenant or any provision hereof shall be brought in the Superior Court of the State of California in and for the County of Riverside, or such other appropriate court in said county. 21.15 Termination of Original Covenant. On and after the Golf Course Covenant Effective Date, and pursuant to order from the Bankruptcy Court, the Original Covenant (as defined above) shall be deemed reinstated and amended as provided for in this Golf Course Covenant. Furthermore, City covenants and agrees that the Original Covenant is no longer of any force and effect, and on and after the Golf Course Covenant Effective Date, it is expressly understood and agreed by the Parties that this Golf Course Covenant (along with all other agreements, including the Reinstated Development Agreement, between City and Developer resulting from the purchase and sale of the Phase 1A Property vis-a-vis the Bankruptcy Lawsuit) governs the Golf Course Covenant Properties. 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 21.16 Counterpart Sianature Paaes. For convenience the Parties may execute and acknowledge this Golf Course Covenant in counterparts and when the separate signature pages are attached hereto, shall constitute one and the same complete Golf Course Covenant. [end — signature page follows] 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 785 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT IN WITNESS WHEREOF, Developer and City have executed this Golf Course Covenant as of the Golf Course Covenant Effective Date. Date: , 2025 Date: , 2025 ATTEST: Monika Radeva, City Clerk APPROVED AS TO FORM RUTAN & TUCKER, LLP William H. Ihrke, City Attorney "DEVELOPER" TBE RE Acquisition Co II LLC, a Delaware limited liability company and affiliate of Turnbridge Equities By: Its: By: Its: "CITY" CITY OF LA QUINTA, a California municipal corporation and charter city By: Jon McMillen, City Manager [End of signatures] 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 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 before me, (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 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K (Seal) 787 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT 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 before me, (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 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K (Seal) :: LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT A-1 LEGAL DESCRIPTION OF LUXURY HOTEL PROPERTY [to be inserted] [possible include depiction on plotted parcel map] 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K e LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT A-2 LEGAL DESCRIPTION OF PUBLIC GOLF CLUBHOUSE PROPERTY [to be inserted] [possible include depiction on plotted parcel map] 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 790 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT B LEGAL DESCRIPTION OF CITY -OWNED GOLF COURSE PROPERTY [to be inserted] [possible include depiction of parcels on plotted parcel map] 698/015610-0207 22795466.3 a09/ 18/25 EXHIBIT K 791 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT C SITE MAPS (Attached) 698/015610-0207 22795466.2 a09/18/25 EXHIBIT K 792 " ts LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT ANNOTATED SITE MAP (2025 SilverRock Master Plan) Golf Clubhouse Phase Z Clubhouse: 16,200sf Residential Lots -_ Hotel Banquet / BOH 29lots 2 7 y Banquet: 21,600 sf 1 Phase Avg Lot SF: 14,110 ri r Option Land • ` BOH: 26,000 sf Condominiums 70 Condos (Avg 3,000 sf) Clubhouse (15,000 sf) Luxury Hotel # keys: 150 Spa SF:21.000 l% LobbySF:25,000 ,�••Phase2 Option Land 1 Residential Lots �93 lots ^� —... Avg Lot SF: 20k Luxury HotelI,F,- Branded Condominiums " & Clubhouse ro Branded Single Family Home Lots - 1 Public Golf Clubhouse Phase 2 Option Land L ' Phase lA i LJ Phase 1B [Site Maps Continue on Next Page] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT K 794 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Residences 29lots Avg 14,11 os1 Spa (21,000Sn Ahmanson House Adult Pool New Guest Rooms (16r Lobby Building (24,600s11 Family Pool 698/015610-0207 22795466.2 a09/18/25 PHASE 1A DETAILED SITE MAP (2025 SilverRock Master Plan) [Site Maps Continue on Next Page] EXHIBIT K Golf Clubhouse (16,200st) Hotel Banquet (21.600st) BOH (26,000st) Condominium 10 Condominium buildings 6 units / bldg. 3,000st Avg Unit Residential Clubhouse & Pool I15 nnosli Luxury Hotel Branded Condominiums 8 Clubhouse Branded Single Family Homes Public Golf Clubhouse 795 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT PA1 -Golf Course (existing) PA2-Luxury Brandt (29 lots) PA3-Luxury Hotel (154 guest rooms. h restaurants. retail. BOH, etc. totaling 2 698/015610-0207 22795466.2 aO9/18/25 SITE MAP BY PLANNING AREAS (PAs) (2025 SilverRock Master Plan) [End of Site Maps] EXHIBIT K -Public Gott Clubhouse 000 sf) -Luxury Hotel Banquet & kof House Functions iquet: 25,ODOsf) H: 30,000sf) - Luxury Branded Condominiums units) idem Clubhouse & Facilities 000sf) -Luxury Branded Residences ots) -Future Golf, Residential, Commercial hole private golf course, 253 dential units, and 40,OODsf imercial) 796 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT D TEE TIME BLOCK SCHEDULE EXAMPLE Time Player 1 Player 2 Player 3 Player 4 7:00 7:08 7:15 Resident Block 7:23 7:30 7:38 7:45 8:00 8:08 8:15 8:23 8:30 8:38 Resident Block 8:45 9:00 9:08 9:15 9:23 9:30 9:38 9:45 10:00 10:08 10:15 10:23 10:30 10:38 Resident Block 10:45 11:00 11:08 11:15 11:23 11:30 11:38 11:45 11--53 Starter Time 12:00 12:08 12:15 Resident Block 12:23 12:30 12:38 12:45 1:00 1:08 1:15 1:23 Tee Sheet Open @ 1:00 p.m. 1:30 1:38 1:45 698/015610-0207 22795466.2 a09/18/25 EXHIBIT K 797 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT L FORM OF ASSIGNMENT AND ASSUMPTION AGREEMENT [ attached ] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT L 798 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT REQUESTED BY AND WHEN RECORDED MAIL TO: City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 Attn: Citv Manaaer Exempt From Recording Fee Pursuant to Government Code § 27383 ASSIGNMENT AND ASSUMPTION AGREEMENT This Assignment and Assumption Agreement ("Assignment") is entered into this day of by and between , a limited liability company [TBE RE ACQUISITION CO II LLC, a Delaware limited liability company] [OR, INSERT OTHER TURNBRIDGE ENTITY] and affiliate of Turnbridge Equities ("Assignor") and , a ("Assignee") with reference to the following: RECITALS A. Assignor is the owner in fee simple of certain real property located at the southwest intersection of Jefferson Street and Avenue 52 in the City of La Quinta, California (the "Site"). The Site is more particularly described on Exhibit A, which is attached hereto and incorporated herein by this reference. B. On the Assignor and the City of La Quinta, a California municipal corporation and charter city ("City") entered into that certain Development Agreement, which was recorded against the [Site or Development Property] in the Official Records of the County of Riverside on 2025, as Instrument No. (the "Development Agreement"). C. Pursuant to the terms of the Development Agreement, the Site was to be used for a (the "Project"). D. City and Assignor further entered into that certain [insert other applicable documents encumbering the Site, such as Option Agreement, Agreement to Share Transient Occupancy Tax Revenue, and/or Agreement Containing Covenants, Conditions, and Restrictions Affecting Real Property] (collectively with the Development Agreement, the "Project Agreements"). E. Assignor now desires to transfer the Site to Assignee, and concurrently therewith, to transfer to Assignee all of Assignor's rights and responsibilities 698/015610-0207 22795466.2 a09/18/25 EXHIBIT L 799 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT under the Project Agreements [to the extent that such rights and responsibilities relate to the Site]. NOW, THEREFORE, in consideration of the foregoing Recitals, which are incorporated herein by this reference, and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: Assignor hereby assigns to Assignee all of Assignor's rights and responsibilities under the terms of the Project Agreements, [but only to the extent that such rights and responsibilities arise from the ownership of the Project and/or Site] from and after the "Effective Date" (as that term is defined in Section 4 below) of this Assignment (collectively, the "Assigned Rights and Obligations"). 2. Assignee hereby accepts the foregoing assignment of the Assigned Rights and Obligations, and agrees to be bound by the terms of the Project Agreements [to the extent that such terms affect or are affected by ownership of the Site]. 3. The parties hereto acknowledge and agree that Assignee shall not be responsible for any of the obligations of the Project Agreements which arise from ownership of any portion of the Site and which arise prior to the Effective Date hereof. As such, a default by Assignor under any of the Project Agreements prior to the Effective Date hereof ("Assignor's Default") shall not be deemed a default by Assignee, and Assignor shall indemnify, defend and hold harmless Assignee from any and all losses, claims or liability, including without limitation reasonable attorneys' fees and costs, arising from an Assignor's Default. A default by Assignee under any of the Project Agreements with respect to the Site after the Effective Date hereof ("Assignee's Default") shall not be deemed a default by Assignor, and Assignee shall indemnify, defend and hold harmless Assignor from any and all losses, claims or liability, including without limitation reasonable attorneys' fees and costs, arising from an Assignee's Default. 4. This Assignment shall be deemed effective upon the last of the following events to occur: (a) conveyance of the Site to Assignee as evidenced by the recording of the grant deed therefor in the Official Records of the County of Riverside, California, and (b) the written consent to this Assignment by the City with respect to the Assigned Obligations arising under the Project Agreements (herein referred to as the "Effective Date"). 5. Except as otherwise described in paragraph 4 above, the parties hereto each warrant and represent that they have taken all necessary corporate action to authorize the execution and performance of this Assignment and 698/015610-0207 22795466.2 a09/18/25 EXHIBIT L :11 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT that the individuals executing this document on behalf of the parties are authorized to do so, and by doing so, create binding obligations as described herein of the party represented. 6. This Assignment shall be governed by the internal laws of the State of California, without regard to conflict of law principles. 7. This Assignment may be signed in counterparts which, when signed by both parties hereto, shall constitute a binding agreement. [End — Signature page follows] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT L 801 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT WHEREFORE, the parties hereto have executed this Assignment on the date first written above. "ASSIGNOR" TBE RE ACQUISITION CO II LLC, a Delaware limited liability company, and affiliate of Turnbridge Equities Date: 120 By:Its: By: Its: "ASSIGNEE" Date: 120 698/015610-0207 22795466.2 a09/18/25 EXHIBIT L :IYA LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT CONSENT By execution below, the City hereby consents to the foregoing assignment. CITY OF LA QUINTA, a California municipal corporation and charter city Date: 520 By:Its: ATTEST: City Clerk APPROVED AS TO FORM: RUTAN & TUCKER, LLP City Attorney City Manager 698/015610-0207 22795466.2 a09/18/25 EXHIBIT L 803 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT EXHIBIT A LEGAL DESCRIPTION OF THE SITE [ attachment to Assignment and Assumption Agreement ] 698/015610-0207 22795466.2 a09/18/25 EXHIBIT L 804 VOWIMMETAII SHORT-TERM VACATION RENTAL REGULATIONS For Reference Purposes Only — See Agreement [Attached] M LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS Chapter 3.25 SHORT-TERM VACATION RENTALS 3.25.010 Title. This chapter shall be referred to as the "Short -Term Vacation Rental Regulations." (Ord. 619 § 1, Exh. A, 12-17-2024; Ord. 590 § 1(Exh. A), 3-16-2021; Ord. 586 § 1(Exh. A), 12-15-2020; Ord. 572 § 1, 2018; Ord. 563 § 1, 2017; Ord. 501 § 2, 2012) 3.25.020 Purpose. A. The purpose of this chapter is to establish regulations for the use of privately owned residential dwellings as short-term vacation rentals that ensure the collection and payment of transient occupancy taxes (TOT) as provided in Chapter 3.24 of this code, and minimize the negative secondary effects of such use on surrounding residential neighborhoods. B. This chapter is not intended to provide any owner of residential property with the right or privilege to violate any private conditions, covenants and restrictions applicable to the owner's property that may prohibit the use of such owner's residential property for short-term vacation rental purposes as defined in this chapter. C. The requirements of this chapter shall be presumed to apply to any residential dwelling that has received a short-term vacation rental permit. A rebuttable presumption arises that, whenever there is an occupant(s), paying rent or not, of a residential dwelling that has received a short-term vacation rental permit, the requirements of this chapter shall apply, including but not limited to any suspension or other modifications imposed on a short-term vacation rental permit as set forth in this chapter. The city manager or authorized designee shall have the authority to implement any necessary or appropriate policies and procedures to apply the rebuttable presumption set forth in this section. (Ord. 619 § 1, Exh. A, 12-17-2024; Ord. No. 607, Exh. A, 12-5-2023; Ord. 590 § 1(Exh. A), 3-16-2021; Ord. 586 § 1(Exh. A), 12-15-2020; Ord. 572 § 1, 2018; Ord. 563 § 1, 2017; Ord. 501 § 2, 2012) 3.25.030 Definitions. For purposes of this chapter, the following words and phrases shall have the meaning respectively ascribed to them by this section: "Advertise," "advertisement," "advertising, "publish," and "publication" mean any and all means, whether verbal or written, through any media whatsoever whether in use prior to, at the time of, or after the enactment of the ordinance adding this definition, used for conveying to any member or members of the public the ability or availability to rent a short-term vacation rental unit as defined in this section, or used for conveying to any member or members of the public a notice of an intention to rent a short-term vacation rental unit as defined in this section. For purposes of this definition, the following media are listed as examples, which are not and shall not be construed as exhaustive: verbal or written announcements by proclamation or outcry, newspaper advertisement, magazine advertisement, handbill, written or printed notice, printed or poster display, billboard La Quinta, California, Municipal Code (Supp. No. 7 Upd 2) Page 1 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] : 01 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS display, e-mail or other electronic/digital messaging platform, electronic commerce/commercial Internet websites, and any and all other electronic media, television, radio, satellite -based, or Internet website. "Applicable laws, rules and regulations" means any laws, rules, regulations and codes (whether local, state or federal) pertaining to the use and occupancy of a privately owned dwelling unit as a short-term vacation rental. "Applicant" means the owner of the short-term vacation rental unit. "Authorized agent or representative" means a designated agent or representative who is appointed by the owner and is also responsible for compliance with this chapter with respect to the short-term vacation rental unit. "Booking transaction" means any reservation or payment service provided by a person or entity who facilitates a home -sharing or vacation rental (including short-term vacation rental) transaction between a prospective occupant and an owner or owner's authorized agent or representative. "City manager" means that person acting in the capacity of the city manager for the City of La Quinta or authorized designee. "Declaration of non-use" means the declaration described in Section 3.25.050. "Dwelling" has the same meaning as set forth in Section 9.280.030 (or successor provision, as may be amended from time to time) of this code; "dwelling" does not include any impermanent, transitory, or mobile means of temporary lodging, including but not limited to mobile homes, recreational vehicles (RVs), car trailers, and camping tents. "Estate home" is defined as a single-family detached residence with five (5) or more bedrooms, subject to evaluation criteria and inspection of the property pursuant to Section 3.25.060(D)(1). An estate home is a sub -type of short-term vacation rental unit and shall be subject to a general short-term vacation rental permit, primary residence short-term vacation rental permit, or homeshare short-term vacation rental permit, as applicable, pursuant to this chapter. "General short-term vacation rental permit" is a type of short-term vacation rental permit that is neither a homeshare short-term vacation rental permit nor a primary residence short-term vacation rental permit. "Good neighbor brochure" means a document prepared by the city that summarizes the general rules of conduct, consideration, and respect, including, without limitation, provisions of this code and other applicable laws, rules or regulations pertaining to the use and occupancy of short-term vacation rental units. "Homeshare short-term vacation rental permit" is a type of short-term vacation rental permit whereby the owner hosts visitors in the owner's dwelling, for compensation, for periods of thirty (30) consecutive calendar days or less, while the owner lives on -site and in the dwelling, throughout the visiting occupant's stay. "Hosting platform" means a person or entity who participates in the home -sharing or vacation rental (including short-term vacation rental) business by collecting or receiving a fee, directly or indirectly through an agent or intermediary, for conducting a booking transaction using any medium of facilitation, including but not limited to the Internet. "Large lot" means a single "parcel," as defined in Section 9.280.030 (or successor provision, as may be amended from time to time) of this code, that meets all of the criteria set forth in subsection (A) of Section 3.25.057. "Local contact person" means the person designated by the owner or the owner's authorized agent or representative who shall be available twenty-four (24) hours per day, seven (7) days per week with the ability to respond to the location within thirty (30) minutes for the purpose of: (1) taking remedial action to resolve any (Supp. No. 7 Upd 2) Page 2 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] 807 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS complaints; and (2) responding to complaints regarding the condition, operation, or conduct of occupants of the short-term vacation rental unit. A designated local contact person must obtain a business license otherwise required by Sections 3.24.060 and 3.28.020 (or successor provisions, as may be amended from time to time) of this code. "Management company" means any individual or entity, whether for profit or nonprofit, and regardless of entity type, such as a limited liability company, corporation, or sole proprietorship, that is retained by an owner to be the owner's authorized agent or representative, or is the owner of a short-term vacation rental unit subject to this chapter, and is engaged in or represents itself to be engaged in the business of managing real property. "Multi -unit lock -off STVR unit" means a specific design and construction of a single-family detached dwelling or multi -family attached unit(s) dwelling, which construction is designed to allow sections of such dwelling to be Locked -off and separated into individual stand-alone units and meets one (1) or more of the exemptions set forth in Section 3.25.055. The design and construction of a multi -unit Lock -off STVR unit provides at a minimum for: a) Independent living facilities within the space secured by a lock -off door(s), b) Separate access to the exterior area(s) and public right-of-way without the need to enter or walk through the primary living area of the dwelling or other lock -off STVR units, and c) Permanent provisions for sleeping and sanitation (bathroom) within the space secured by a lock -off door(s). Examples of multi -unit Lock -off STVR units include a dwelling that has "hotel- or motel -like" exterior access door(s) and interior security door(s) that can be secured from either side between two (2) stand-alone units where each stand-alone unit has the ability to secure itself from the other adjacent unit; or, a two (2)-story dwelling (such as a two (2)-story duplex) in which the first floor and second floor are separate Lock -off STVR units, and the first and second floors each have their own independent exterior access to the exterior areas and public right-of-way. A multi -unit lock -off STVR unit is a sub -type of short-term vacation rental unit and shall be subject to a general short-term vacation rental permit or primary residence short-term vacation rental permit, as applicable, pursuant to this chapter. "Notice of permit modification, suspension orrevocation" means the notice the city may issue to an applicant, authorized agent or representative, local contact person, occupant, owner, responsible person, or any other person or entity authorized to be issued such notice under this code for a short-term vacation rental unit, upon a determination by the city of a violation of this chapter or other provisions of this code relating to authorized uses of property subject to this chapter. "Occupant" means any person(s) occupying the dwelling at any time. "Owner" means the person(s) or entity(ies) that hold(s) Legal and/or equitable title to the subject short-term vacation rental unit. "Primary residence" means a dwelling where an owner spends the majority of the calendar year on the property used as a short-term vacation rental unit, and the property is identified in the Riverside County assessor's record as the owner's primary residence. "Primary residence short-term vacation rental permit" is a type of short-term vacation rental permit whereby the short-term vacation rental unit is the owner's primary residence, as defined herein in this section. "Property" means a residential legal Lot of record on which a short-term vacation rental unit is Located. "Qualified and certified large lot" has the meaning as set forth in Section 3.25.057. (Supp. No. 7 Upd 2) Page 3 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS "Rent" has the same meaning as set forth in Section 3.24.020 (or successor provision, as may be amended from time to time) of this code. "Rental agreement" means a written or verbal agreement for use and occupancy of a privately -owned residential dwelling that has been issued a short-term vacation rental permit, including a dwelling that may have a permit which has been or is under suspension. "Responsible person" means the signatory of an agreement for the rental, use and occupancy of a short-term vacation rental unit, and/or any person(s) occupying the short-term vacation rental unit without a rental agreement, including the owner(s), owner's authorized agent(s) or representative(s), Local contact(s), and their guests, who shall be an occupant of that short-term vacation rental unit, who is at Least twenty-one (21) years of age, and who is legally responsible for ensuring that all occupants of the short-term vacation rental unit and/or their guests comply with all applicable laws, rules and regulations pertaining to the use and occupancy of the subject short-term vacation rental unit. "Short-term vacation rental permit" means a permit that permits the use of a privately owned residential dwelling as a short-term vacation rental unit pursuant to the provisions of this chapter, and which incorporates by consolidation a transient occupancy permit and a business License otherwise required by Sections 3.24.060 and 3.28.020 (or successor provisions, as may be amended from time to time) of this code. A short-term vacation rental permit is one (1) of the following types: (1) general short-term vacation rental permit, (2) primary residence short-term vacation rental permit, or (3) homeshare short-term vacation rental permit, as defined in this section. "Short-term vacation rental unit" means a privately owned residential dwelling, such as, but not Limited to, a single-family detached or multiple -family attached unit, apartment house, condominium, cooperative apartment, duplex, or any portion of such dwellings and/or property and/or yard features appurtenant thereto, rented for occupancy and/or occupied for dwelling, Lodging, or any transient use, including but not limited to sleeping overnight purposes for a period of thirty (30) consecutive calendar days or Less, counting portions of calendar days as full days, by any person(s) with or without a rental agreement. "STVR" may be used by city officials as an abbreviation for "short-term vacation rental." "Subtenant" means any person subject to, or claiming to be subject to, an arrangement in which a privately owned residential dwelling, rented to a Lawful occupant, is in turn sub -rented or sub -Leased by that Lawful occupant to another person or third party, where said arrangement allows for the use and/or occupancy of the dwelling, whether or not said arrangement is with or without a rental agreement. "Suspension" means that short-term vacation rental permit that is suspended pursuant to Section 3.25.090. "Tenant" or "transient,"for purposes of this chapter, means any person, including any Subtenant, who seeks to rent or who does rent, or who occupies or seeks to occupy, for thirty (30) consecutive calendar days or less, a short-term vacation rental unit. (Ord. 619 § 1, Exh. A, 12-17-2024; Ord. No. 607, Exh. A, 12-5-2023; Ord. 595 § 1(Exh. A), 6-15-2021; Ord. 590 § 1(Exh. A), 3-16-2021; Ord. 586 § 1(Exh. A), 12-15-2020; Ord. 572 § 1, 2018; Ord. 563 § 1, 2017; Ord. 501 § 2, 2012) (Supp. No. 7 Upd 2) Page 4 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] :0; LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS 3.25.040 Authorized agent or representative. A. Except for the completion of an application for a short-term vacation rental permit and business license, the owner may designate an authorized agent or representative to ensure compliance with the requirements of this chapter with respect to the short-term vacation rental unit on his, her or their behalf. Nevertheless, the owner shall not be relieved from any personal responsibility and personal liability for noncompliance with any applicable law, rule or regulation pertaining to the use and occupancy of the subject short-term vacation rental unit, regardless of whether such noncompliance was committed by the owner's authorized agent or representative or the occupants of the owner's short-term vacation rental unit or their guests. B. The owner shall be the applicant for and holder of a short-term vacation rental permit and business license and shall not authorize an agent or a representative to hold a short-term vacation rental permit and business license on the owner's behalf. The owner's authorized agent or representative may submit an application on behalf of the owner pursuant to Section 3.25.060, but the owner's signature is required on all short-term vacation rental application forms, and the city may prescribe reasonable requirements to verify that an applicant or purported owner is the owner in fact. (Ord. 619 § 1, Exh. A, 12-17-2024; Ord. 590 § 1(Exh. A), 3-16-2021; Ord. 586 § 1(Exh. A), 12-15-2020; Ord. 572 § 1, 2018; Ord. 563 § 1, 2017; Ord. 501 § 2, 2012) 3.25.050 Short-term vacation rental permit —Required. A. The owner is required to obtain a short-term vacation rental permit and a business license from the city before the owner or the owner's authorized agent or representative may rent or advertise a short-term vacation rental unit. No short-term vacation rental use may occur in the city except in compliance with this chapter. No property in the city may be issued a short-term vacation rental permit or used as a short-term vacation rental unit unless the property is a residential dwelling that complies with the requirements of this chapter. A short-term vacation rental permit and business license shall be valid for one (1) year and renewed on an annual basis in order to remain valid. A short-term vacation rental permit and business license renewal application should be submitted sixty (60) calendar days prior to the permit's expiration date, but no later than the permit's expiration date. Failure to renew a short-term vacation rental permit as prescribed in this section may result in the short-term vacation rental permit being terminated. A new owner of a property (or a new person and/or new entity that owns or controls a business or organization or other entity of any kind, such as a limited liability company, which is the owner of a property) previously operated as a short-term vacation rental unit by the former owner (or by a former person or entity that owned or controlled the business or organization or other entity of any kind that continues to be the owner of the property) may not renew the previous owner's short-term vacation rental permit and shall apply for a new short-term vacation rental permit, pursuant to this chapter, if the new owner (or new person and/or new entity that owns or controls a business or organization or other entity of any kind that continues to be the owner of a property) wants to continue to use the residential dwelling as a short-term vacation rental unit. For purposes of this subsection, a transfer of a short-term vacation rental unit with a valid short-term vacation rental permit resulting from any of the following shall not be deemed a transfer to a new owner which (Supp. No. 7 Upd 2) Page 5 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] 810 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS would otherwise trigger the requirement to apply for and obtain a new short-term vacation rental permit: (a) Transfers to an entity of any kind, such as a limited liability company or a trust, where the member(s) of the entity or beneficiary(ies) of the trust is(are) the owner(s) of the real property with a valid short-term vacation rental permit, and the proportionate interest(s) of the owner(s) are the same for the real property placed in the entity. (b) Transfers that take effect upon the death of an owner to an heir designated by the owner (by devise, bequest, or similar transfer upon death) who is any of the following: (i) surviving spouse or domestic partner; or (ii) surviving sibling related by blood or in law, such as a brother, sister, brother-in-law, sister-in-law, step -brother, or step -sister; or (iii) surviving parent or grandparent by blood or in law, such as a mother, father, mother-in-law, father-in-law, step -mother, step- father, grandmother, grandfather, grandmother -in-law, grandfather -in-law, step -grandmother, or step -grandfather; (iv) surviving child or grandchild, such as a daughter, son, daughter-in-law, son-in-law, step -daughter, step -son, granddaughter, grandson, granddaughter -in-law, grandson -in-law, step -granddaughter, or step -grandson. (c) Transfers to a trust with the beneficiary(ies) identified as an heir described in subsection 13(2)(b) above. 3. If an owner or an owner's authorized agent or representative, pursuant to all applicable laws, constructs additional bedrooms to an existing residential dwelling or converts non -bedroom spaces and areas in an existing residential dwelling into additional bedrooms, the owner or owner's authorized agent or representative shall notify the city and update the short-term vacation rental unit's online registration profile upon city approval of the addition or conversion so that the city may confirm that such conversion is consistent with this chapter and the code, including all applicable provisions in Title 8 of the code, and reissue the short-term vacation rental permit so that it accurately identifies the number of approved bedrooms, if the owner wants to continue to use the dwelling as a short-term vacation rental unit. The city may conduct an on -site inspection of the property to verify compliance with this chapter and the code. Code compliance inspections may be billed for full cost recovery at one (1) hour for initial inspection and in thirty (30)-minute increments for each follow-up inspection pursuant to subsection D. For purposes of this chapter, "reissue" or "reissuance" of a short-term vacation rental permit means a permit that is reissued by the city, with corrected information, as applicable, to be valid for the balance of the existing one (1)-year permit and license period. C. A short-term vacation rental permit and business license shall be valid only for the number of bedrooms in a residential dwelling equal to the number of bedrooms the city establishes as eligible for listing as a short-term vacation rental unit. The allowable number of bedrooms shall meet all applicable requirements under federal, state and city codes, including, but not limited to, the provisions of Section 9.50.100 (or successor provision, as may be amended from time to time) governing "additional bedrooms" and all applicable building and construction codes in Title 8 of this code. A short-term vacation rental permit shall not be issued for, or otherwise authorize the use of, additional bedrooms converted from non -bedroom spaces or areas in an existing residential dwelling except upon express city approval for the additional bedrooms in compliance with this code, including Section 9.50.100 (or successor provision, as may be amended from time to time), and upon approval of an application for a new or renewed short-term vacation rental permit as provided in subsection B. D. A short-term vacation rental permit and business license shall not be issued, and may be suspended or permanently revoked, if the property, or any building, structure, or use or land use on the property is in Created: 2025-08-21 07:38:34 [EST] (Supp. No. 7 Upd 2) Page 6 of 21 EXHIBIT M 811 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS violation of this code. The city may conduct an inspection of the property prior to the issuance or renewal of a short-term vacation rental permit and/or business license. Code compliance inspections may be billed for full cost recovery at one (1) hour for initial inspection and in thirty (30)-minute increments for each follow-up inspection. For purposes of this subsection, a code violation exists if, at the time of the submittal of an application for a new or renewed short-term vacation rental permit or business license, the city has commenced administrative proceedings by issuing written communication and/or official notice to the owner or owner's authorized agent or representative of one (1) or more code violations. For purposes of this chapter, "building," "structure," and "use or land use" have the same meanings as set forth in Section 9.280.030 (or successor provisions, as may be amended from time to time) of this code. E. A short-term vacation rental permit and business license shall not be issued or renewed, and may be suspended or permanently revoked, if any portion of transient occupancy tax has not been reported and/or remitted to the city for the previous calendar year by the applicable deadline for the reporting and/or remittance of the transient occupancy tax. A short-term vacation rental permit and business license shall not be issued or renewed, and may be suspended or permanently revoked, if the residential dwelling to be used as a short-term rental unit lacks adequate on -site parking. For purposes of this subsection, "adequate on -site parking" shall be determined by dividing the total number of occupants commensurate with the approved number of bedrooms as provided in the table under Section 3.25.070 by four (4), such that the ratio of the maximum allowed number of overnight occupants to on -site parking spots does not exceed four to one (4:1). For example, a residential dwelling with five (5) bedrooms may permissibly host a total number of ten (10) to twelve (12) overnight occupants and therefore requires three (3) on -site parking spots. On - site parking shall be on an approved driveway, garage, and/or carport areas only in accordance with Section 3.25.070(R), and no more than two (2) street parking spots may count towards the number of on -site parking spots necessary to meet the "adequate on -site parking" requirement under this subsection. G. An owner or owner's authorized agent or representative who claims not to be operating a short-term vacation rental unit or who has obtained a valid short-term vacation rental permit and business license pursuant to this chapter, may voluntarily opt -out of the requirements of this chapter, prior to the issuance or expiration of a short-term vacation rental permit and business license that are applicable to the short-term vacation rental unit, only upon the owner, the owner's authorized agent or representative and/or the owner's designated local contact person submitting a written request or executing, under penalty of perjury, a declaration of non-use as a short-term vacation rental unit, in a form prescribed by the city (for purposes of this chapter, a "declaration of non-use"). Upon the receipt and filing with the city a written request or a fully executed declaration of non-use, the short-term vacation rental permit and business license shall be closed and the owner or owner's authorized agent or representative shall be released from complying with this chapter as long as the property is not used as a short-term vacation rental unit. Use of the property as a short-term vacation unit after the city's receipt and filing of a written request or a declaration of non-use is a violation of this chapter. If, after a written notice or a declaration of non-use has been received and filed with the city, the owner or owner's authorized agent or representative wants to use that property as a short-term vacation rental unit, the owner may apply for a new short-term vacation rental permit and business license only after twelve (12) consecutive months have elapsed from the date of the city's receipt of the written notice or the declaration of non - Created: 2025-08-21 07:38:34 [EST] (Supp. No. 7 Upd 2) Page 7 of 21 EXHIBIT M 812 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS use, and the owner and owner's authorized agent or representative otherwise shall fully comply with the requirements of this chapter and the code. (Ord. 619 § 1, Exh. A, 12-17-2024; Ord. 611, § 1(Exh. A), 3-19-2024; Ord. No. 607, Exh. A, 12-5-2023; Ord. 595 § 1(Exh. A), 6-15-2021; Ord. 590 § 1(Exh. A), 3-16-2021; Ord. 586 § 1(Exh. A), 12-15-2020; Ord. 577 § 1, 2019; Ord. 572 § 1, 2018; Ord. 563 § 1, 2017; Ord. 501 § 2, 2012) 3.25.055 Non -issuance of new short-term vacation rental permits; periodic council review. A. Commencing May 20, 2021, which is the effective date of Ordinance No. 596 which added this section, there shall be no processing of, or issuance for, any applications for a new short-term vacation rental permit, required by this chapter to use or operate a short-term vacation rental unit in the city, except applications for a new a short-term vacation rental permit covering a short-term vacation rental unit that meets one (1) or more of the following: 1. A residential dwelling within a residential project located in the CT Tourist Commercial District zone, as defined in Section 9.70.070 (or successor section) of this code and depicted in the city's official zoning map. 2. A residential dwelling within a residential project located in the VC Village Commercial District zone, as defined in Section 9.70.100 (or successor section) of this code and depicted in the city's official zoning map. 3. A residential dwelling within a residential project subject to a development agreement with the city, or subject to a condition of approval(s) attached to any entitlement approved by the city (including but not limited to a specific plan, subdivision map, or site development permit), pursuant to which short-term vacation rentals are a permitted use, and the residential dwelling's use as a short-term vacation rental is authorized under a declaration of covenants, conditions, and restrictions (CC&Rs), for the residential project. 4. A residential dwelling within the area covered by the SilverRock Resort Specific Plan or the Estates at Griffin Lake Specific Plan. 5. A residential dwelling is located adjacent to the CT Tourist Commercial District zone, as defined in Section 9.70.070 and depicted in the city's official zoning map, and within the following boundaries; west of Avenida Obregon, south of the Avenida Fernando, east of Calle Mazatlan, and north of the driveway access between Calle Mazatlan and Avenida Obregon that serves as a southern boundary for the La Quinta Tennis Villas/Tennis Condos area identified on page 25 of the La Quinta Resort Specific Plan, 121 E—Amendment 5 (as may be subsequently amended from time to time). For purposes of this subsection, "adjacent to" means across the street from or accessible by a driveway or service road designed to provide access to area(s) within the CT Tourist Commercial District zone. The city manager or authorized designee shall have the authority to implement policies or procedures to review and verify whether an application for a new short-term vacation rental permit meets the criteria set forth in this section. C. This section shall not apply to applications for a homeshare short-term vacation rental permit or applications for a renewal of an existing short-term vacation rental permit and business license, submitted in compliance with this chapter, including when the short-term vacation rental permit is under suspension during the time for processing the renewal application. Applications for renewals must be submitted as prescribed by this chapter. Any short-term vacation rental unit, covered by a permit that is subject to an application for renewal, which is under temporary suspension in violation of (Supp. No. 7 Upd 2) Page 8 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] 813 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS this chapter or any other provisions of this code, shall not become permitted to use the dwelling as a short-term vacation rental unit until all violations that led to the temporary suspension have been remedied and the suspension has expired. Any revoked short-term vacation rental permit shall not be eligible for renewal or new short-term vacation rental permit. D. The city council shall periodically review the impacts or effects, if any, caused by the non -issuance of new short-term vacation rental permits set forth in this section. The city manager or authorized designee shall prepare a report assessing impacts or effects, if any, for the council to review at a regular or special meeting. E. Commencing on January 4, 2024, which is the effective date of Ordinance No. 607 adding this subsection (E), this section may not be amended by the city council, except by no less than four -fifths (4/5) majority vote of the city council. (Ord. 619 § 1, Exh. A, 12-17-2024; Ord. No. 607, Exh. A, 12-5-2023; Ord. 596 § 2, 2021; Ord. 595 § 1(Exh. A), 6- 15-2021; Ord. 591 § 1(Exh. A), 4-20-2021) 3.25.057 Large Lots; exemption from non -issuance of new short-term vacation rental permits. A. If none of the exemptions in subsection (A) or (C) of Section 3.25.055 of this code applies, the owner of a large lot may voluntarily submit to the city an application and request to be exempted from the non - issuance of new short-term vacation rental permits set forth in Section 3.25.055 only if, at the time of submittal of an application for exemption pursuant to this section, all of the following criteria are met: 1. The "lot area," as defined in Section 9.280.030 (or successor provision, as may be amended from time to time) of this code, is comprised of a single parcel that is no less than twenty-five thousand (25,000) square feet; 2. The single parcel has at least one (1) existing dwelling, as defined in this chapter, in use or available for use; 3. The single parcel is not, nor will the single parcel ever be for the duration of the period of any qualified exemption under this section, subject to a subdivision under the subdivision map act in Division 2 (commencing with Section 64410) of Title 7 of the California Government Code or under Title 13 of this code (or successor provisions, as may be amended from time to time); 4. The single parcel is not, nor will the single parcel ever be for the duration of the period of any qualified exemption under this section, subject to a reduction in the square footage of the lot area by Lot line adjustment, parcel merger, or other action that creates a legal parcel under the subdivision map act in Division 2 (commencing with Section 64410) of Title 7 of the California Government Code or under Title 13 of this code (or successor provisions, as may be amended from time to time); 5. If the single parcel is within a residential project governed by a homeowners association, the use of the single parcel as a short-term vacation rental unit is authorized under the homeowners association's covenants, conditions, and restrictions (CC&Rs) and any other applicable governing documents for the residential project governed by the homeowners association; 6. Use of the single parcel as a short-term vacation rental unit is not prohibited or otherwise inconsistent with any recorded instruments governing the use of the single parcel; and 7. The single parcel has adequate on -site parking pursuant to this chapter for use as a short-term vacation rental unit. (Supp. No. 7 Upd 2) Page 9 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] 814 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS Subject to the application and review provisions in this section, if the city determines the single parcel meets the criteria of a large lot to be exempted from the non -issuance of new short-term vacation rental permits that otherwise applies pursuant to Section 3.25.055, the provisions regarding the non -issuance of new short-term vacation rental permits in Section 3.25.055 shall no longer apply to, or be applicable as long as the single parcel meets the criteria in this section, to the large lot upon certification by the city that the criteria set forth in this section have been met. 1. Upon certification by the city that the criteria in this section have been met, then the single parcel shall be identified as a "qualified and certified large lot" for purposes of this section and this chapter. 2. Upon certification by the city of the single parcel as a qualified and certified large lot pursuant to this section, an owner of a residential dwelling within a qualified and certified large lot may apply for a new short-term vacation rental permit pursuant to this chapter and shall be subject to the same requirements of any other short-term vacation rental permit application, use, and operation governed by this chapter. 3. The city may impose any necessary or proper conditions of approval with the certification of a single parcel as a large lot pursuant to this section, including conditions that would terminate the exemption from compliance with Section 3.25.055 if the large lot is subdivided or used in violation of the requirements of this section. Additionally, the city may require as a condition of approval that the owner of the qualified and certified large lot execute a land use covenant, in a form approved by the city and recorded in the county recorder's office against the single parcel, memorializing the terms and conditions applicable to the large lot for use as a short-term vacation rental unit. 4. Any owner of real property that is no longer or is not in compliance with the criteria in this section to be a qualified and certified large lot shall have no right or authority to advertise, use, or operate said real property as a short-term vacation rental unit. Any short-term vacation rental permit (either new or renewal permit) issued by the city in reliance of said real property having previously been located within a qualified and certified large lot shall no longer be valid upon said real property no longer being in compliance with this section. 5. An owner of a qualified and certified large lot who is the successor in interest to the owner who applied for and received the certification of the single parcel as a qualified and certified large lot does not need to re -apply for an exemption from Section 3.25.055 under this chapter as long as the single parcel determined to be the qualified and certified large lot remains in compliance with this section. 6. It is the expressed intent of the city council that an application for exemption from Section 3.25.055, submitted to the city pursuant to this section, need only occur one (1) time as long as the current owner of a qualified and certified large lot remains in compliance with this section whenever a new or renewal application for a short-term vacation rental permit is submitted to the city and for the duration of the term of the issued short-term vacation rental permit. It is also the expressed intent of the city council that the current owner of real property that may have previously been a qualified and certified large lot may be required by the city to submit a new application for exemption from Section 3.25.055, pursuant to this section, if the real property no longer meets the criteria set forth in this section. C. Any application submitted pursuant to this section shall be subject to any fees established by resolution of the city council and shall identify, by addresses, assessor's parcel number (APN), and any other identifying information requested by the city, the real property purporting to be a large lot. D. An application submitted pursuant to this section shall be reviewed and considered as follows: (Supp. No. 7 Upd 2) Page 10 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] 815 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS Submittal ofApplication. An application for a finding of exemption under this section and certification as a large lot shall be completed in a form approved by the city manager or authorized designee. Applications shall be filed with the city clerk, who shall forward to the planning department together with all maps, plans, documents and other materials required by the city clerk or director of the planning department. Determination of Completeness. The city clerk's office and planning department shall coordinate with the applicant to make a determination whether the application is complete or incomplete. Upon the determination that the application is complete by the city clerk, the city clerk shall schedule review and consideration of the complete application by the city council. Public Hearing and Consideration of the Application. The city council shall hold a public hearing on the application, and the city council shall be the decision -making authority for the application. The public hearing shall be set within ninety (90) days from the determination by the city clerk of a complete application. The public hearing shall be noticed in accordance with Section 9.200.100(D) (or successor provisions, as may be amended from time to time) of this code. At the public hearing, the city council shall receive written comments and any other evidence or testimony relating to the application. At the public hearing, the city council may take action on the application, or continue the application to a specified date. Required Findings. No application presented to the city council pursuant to this section may be approved or conditionally approved unless all of the following findings and requirements are met: a. The single parcel subject to the application is in a residential zone, is a legal non -conforming use, or is in a zone that otherwise would allow for residential uses. b. The applicant is the owner of the single parcel subject to the application. c. The exemption under this section is required for the applicant as owner to be able to apply for a short-term vacation rental permit and use a dwelling or dwellings on the parcel as a short-term vacation rental unit under this chapter. d. Approval of the application will not create conditions materially detrimental to the public health, safety and general welfare or injurious to or incompatible with other properties or land uses in the vicinity. Included with this assessment shall be whether approval of the application and issuance of a certification that the single parcel is a qualified and certified large lot results in multiple exemptions under this section being concentrated in one (1) geographic location of the city in a manner than may be incompatible with other properties or land uses in the vicinity. 5. Decision. The city council shall approve, approve with conditions, or deny the application. With the concurrence of the applicant, an application may be withdrawn prior to the issuance of a decision by the city council. The decision on an application, including any required findings and any other reasons that serve to explain the determination plus all conditions of approval, shall be in writing. An approval or approval with conditions from the city council shall be adopted by resolution and accompanied with the certification from the city that the single parcel subject to the application meets the criteria for a qualified and certified large lot. 6. Appeal. The decision of the city council shall be the final decision of the city on the application. E. Subject to the review and approval provisions in this section, the city manager or authorized designee shall have the authority to implement policies or procedures to review and verify whether an application and request to be exempted from Section 3.25.055 meets the criteria set forth in this section and any other criteria reasonably necessary for verification of such application and request. The city council may periodically review the impacts or effects, if any, caused by this section concurrently with its periodic review provided for in subsection (D) of Section 3.25.055. (Supp. No. 7 Upd 2) Page 11 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] 816 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS (Ord. 619 § 1, Exh. A, 12-17-2024; Ord. No. 607, Exh. A, 12-5-2023) 3.25.060 Short-term vacation rental permit —Application requirements. A. The owner or the owner's authorized agent or representative must submit the information required on the city's short-term vacation rental permit application form provided by the city, which may include any or all of the following: 1. The name, address, and telephone number of the owner of the subject short-term vacation rental unit; 2. The name, address, and telephone number of the owner's authorized agent or representative, if any; 3. The name and twenty-four (24)-hour telephone number of the local contact person; 4. Reserved; 5. The number of bedrooms shall not exceed the number of permitted bedrooms. The allowable number of bedrooms shall meet all applicable building and construction requirements under federal, state and city codes, including, but not limited to, the provisions of Section 9.50.100 (or successor provision, as may be amended from time to time) governing "additional bedrooms" and all applicable building and construction codes in Title 8 of this code; 6. Acknowledgement of receipt of all electronically distributed short-term vacation rental information from the city, including any good guest brochure; 7. The owner or owner's authorized agent or representative who has applied for a short-term vacation rental permit shall provide the city with written authorization that issuance of a short-term vacation rental permit pursuant to this chapter is not inconsistent with any recorded or unrecorded restrictive covenant, document, or other policy of a homeowner association (HOA) or other person or entity which has governing authority over the property on which a short-term vacation rental unit will be operated; in furtherance of this requirement, there shall be a rebuttable presumption that an owner or owner's authorized agent or representative does not have written authorization for the issuance of a short-term vacation rental permit if a HOA or other person or entity which has governing authority over the property has submitted to the city a duly -authorized official writing, which informs the city that short-term vacation rentals of thirty (30) consecutive days or less are not permitted on the property applying for a short-term vacation rental permit; and 8. Such other information as the city manager or authorized designee deems reasonably necessary to administer this chapter. The short-term vacation rental permit application shall be accompanied by an application fee as set by resolution of the city council. A short-term vacation rental permit and business license shall not be issued or renewed while any check or other payment method cannot be processed for insufficient funds. C. The city may determine the maximum number of bedrooms in a residential dwelling with multiple bedrooms eligible for use as a short-term vacation rental unit upon issuance of a short-term vacation rental permit. When determining the maximum number of bedrooms eligible for use as short-term vacation rentals, the city shall consider the public health, safety, and welfare, shall comply with building and residential codes, and may rely on public records relating to planned and approved living space within the residential dwellings, including, but not limited to, title insurance reports, official county records, and tax assessor records. An owner and/or owner's authorized agent or representative may not advertise availability for occupancy of a short-term vacation rental unit for more than the Created: 2025-08-21 07:38:34 [EST] (Supp. No. 7 Upd 2) Page 12 of 21 EXHIBIT M 817 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS approved number of bedrooms listed in the short-term vacation rental permit issued by the city pursuant to this chapter. In addition to any other rights and remedies available to the city under this chapter, the first violation for failing to advertise the approved number of bedrooms may be subject to a fine by an administrative citation, and a second or subsequent violation for failing to advertise the approved number of bedrooms may result in a revocation (which may include permanent revocation) of the short-term vacation rental permit and/or any affiliated licenses or permits pursuant to the provisions set forth in Section 3.25.090. An owner of a residential dwelling on a lot may apply for additional bedrooms to be included in the maximum number of bedrooms eligible for use under a short-term vacation rental permit, subject to and only if all of the following criteria are met: 1. Only existing rooms within a dwelling may be eligible for repurposing for use as an additional bedroom. 2. Use of an existing room as an additional bedroom shall comply with all building and residential codes, including but not limited to all applicable codes in Title 8 of this code. 3. Any use of an existing room as an additional bedroom shall result in no less than 1,000 square feet of the remainder of the indoor habitable space within the dwelling to be used for living, eating, cooking, and sanitation purposes. "Indoor habitable space" for purposes of this Subsection 3.25.060(C)(3) includes, for example, kitchen, bathroom, dining room, living room, den, home -office, and hallway areas, but excludes, for example, closets, garage, storage, attic, basement, and other areas not usually and regularly occupied by persons in the dwelling. 4. The owner of the dwelling shall have the obligation to ensure the use of an existing room as an additional bedroom pursuant to this Subsection 3.25.060(C) is neither inconsistent with nor a violation of any legal or contractual obligations of the owner as the property owner of the dwelling, including but not limited to any residential/home insurance policies, title insurance policies, or tax assessment records. Nothing in this Subsection 3.25.060(C) does, or may be interpreted as, affecting or authorizing a use of an existing room as an additional bedroom under any other law or regulation, except for purposes of including such additional bedroom in the maximum number of bedrooms eligible for use under a short-term vacation rental permit pursuant to this chapter. D. Short-term vacation rental permit applications shall comply with the following: A short-term vacation rental permit application for an estate home shall be subject to evaluation and inspection of the property to ensure that the short-term vacation rental unit will not create conditions materially detrimental to the public health, safety and general welfare or injurious to or incompatible with other properties in the vicinity. Evaluation and inspection shall include, but not be limited to: verification of the number of bedrooms, active noise monitor, adequate on -site parking spaces, availability of nearby street parking, physical distance of an estate home from adjacent properties, such as location and distance of outdoor gathering spaces, pools, and other living spaces from neighboring properties. The city manager, or designee, shall have the authority to impose additional conditions on the use of an estate home as a short-term vacation rental unit to ensure that any potential secondary effects unique to the subject short-term vacation rental unit are avoided or adequately mitigated. A short-term vacation rental permit application may be denied if the applicant has failed to comply with application requirements in this chapter, or has had a prior short-term vacation rental permit for the same unit revoked within the past twelve (12) calendar months. In addition, upon adoption of a resolution pursuant to subsection H, the city may limit the number of short-term vacation rental units in a given geographic area based on a high concentration of short-term vacation rental units. The city shall maintain a waiting list of short-term vacation rental permit applications for such (Supp. No. 7 Upd 2) Page 13 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] 818 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS geographic areas where the city determines, based on substantial evidence after a noticed public hearing, there is a higher than average concentration of short-term vacation rental units that either affects the public health, safety, and welfare or significantly negatively impacts the character and standard of living in a neighborhood within that geographic area, or both. E. Short-term vacation rental permit applications may take up to, and the city shall have, thirty (30) calendar days to process. Nothing in this subsection or chapter shall be construed as requiring the city to issue or deny a short-term vacation rental permit in less than thirty (30) calendar days, as no permit shall be issued until such time as application review is complete. No short-term vacation rental use may occur in the citywithout a valid short-term vacation rental permit issued in accordance with this chapter. Upon a change of ownership of a property (or upon a new person and/or new entity owning or controlling a business or organization or other entity of any kind, such as a limited liability company, which is the owner of a property) licensed to operate as a short-term vacation rental unit, the owner or owner's authorized agent or representative shall notify the city of such change immediately. The existing short-term vacation rental permit shall be terminated, unless subject to Section 3.25.050(B)(2), and the property must cease operating as a short-term vacation rental immediately. Failure to comply may result in a fine of one thousand dollars ($1,000.00) per day for a continuing violation of this subsection F. G. Immediately upon a change of an owner's authorized agent or representative, local contact, or any other change pertaining to the information contained in the short-term vacation rental application, the owner or owner's authorized agent or representative shall update the short-term vacation rental unit's online registration profile used by the city for the implementation of the short-term vacation rental regulations. Failure to immediately update this information may result in a violation of this chapter, including but not limited to a suspension or revocation of a short-term vacation rental permit, until all information is updated. H. The city manager or authorized designee may prepare, for adoption by resolution by the city council, a review procedure and criteria to evaluate the limitation for issuance of STVR permits and/or STVR applications for geographic areas within the city as set forth in subsection D. (Ord. 619 § 1, Exh. A, 12-17-2024; Ord. No. 607, Exh. A, 12-5-2023; Ord. 590 § 1(Exh. A), 3-16-2021; Ord. 586 § 1(Exh. A), 12-15-2020; Ord. 572 § 1, 2018; Ord. 563 § 1, 2017; Ord. 501 § 2, 2012) 3.25.065 Short-term vacation rental permit —Grounds for denial. A. In addition to any other grounds provided in this chapter, an application (including renewal application) for a short-term vacation rental permit may be denied if use of the short-term vacation rental unit has been, will be, or is apt to become any one (1) or more of the following. 1. Prohibited by any local ordinance or by any state or federal law, statute, rule or regulation; 2. A public nuisance; 3. In anyway detrimental to the public interest; 4. Prohibited by zoning laws and ordinances. An application (including renewal application) for a short-term vacation rental permit may also be denied on the grounds that the applicant has knowingly made a false statement in a material matter (Supp. No. 7 Upd 2) Page 14 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] 819 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS either in his/her/their application or in his/her/their testimony before the city manager or other body hearing such testimony. C. This section is intended to be, and shall be construed as being, in alignment with the grounds for denial of a business license set forth in Section 3.28.080 (or successor section) of this code. (Ord. 619 § 1, Exh. A, 12-17-2024; Ord. 591 § 1(Exh. A), 4-20-2021) 3.25.070 Operational requirements and standard conditions. A. The owner and/or owner's authorized agent or representative shall use reasonably prudent business practices to ensure that the short-term vacation rental unit is used in a manner that complies with all applicable laws, rules and regulations pertaining to the use and occupancy of the subject short-term vacation rental unit. An estate home may be established for short-term vacation rental use subject to evaluation and inspection of the property pursuant to Section 3.25.060(D)(1). An estate home established for short-term vacation rental use is required to be equipped with a noise monitoring device(s) that is operable at all times. The responsible person(s) shall be an occupant(s) of the short-term vacation rental unit for which he, she or they signed a rental agreement for such rental, use and occupancy, and/or any person(s) occupying the short-term vacation rental unit without a rental agreement, including the owner, owner's authorized agent or representative, local contact(s) and their guests. The responsible person(s) shall not sub -rent or sub -lease the short-term vacation rental unit to a Subtenant unless said sub -rental or sub -leasing is in full compliance with this chapter. No non -permanent improvements to the property, such as tents, trailers, or other mobile units, may be used as short-term vacation rentals. The total number of occupants, including the responsible person(s) and children regardless of age, allowed to occupy any given short-term vacation rental unit may be within the ranges set forth in the table below. By the issuance of a short-term vacation rental permit, the city or its authorized designees, including police, shall have the right to conduct a count of all persons occupying the short-term vacation rental unit in response to a complaint or any other legal grounds to conduct an inspection resulting from the use of the short-term vacation rental unit, and the failure to allow the city or its authorized designees the ability to conduct such a count may constitute a violation of this chapter. The city council may by resolution further restrict occupancy levels provided those restrictions are within the occupancy ranges set forth below. Number of Bedrooms Total of Overnight* Occupants Total Daytime** Occupants (Including Number of Overnight Occupants) 0—Studio 2 2-8 1 2-4 2-8 2 4-6 4-8 3 6-8 6-12 4 8-10 8-16 5 10-12 10-18 6 12-14 12-20 (Supp. No. 7 Upd 2) Page 15 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] 820 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS 7 14 14-20 8 16 16-22 9 18 18-24 *Overnight (10:01 p.m.-6:59 a.m.) **Daytime (7:00 a.m.-10:00 p.m.) C. The person(s) listed as the local contact person in the short-term vacation rental unit's online registration profile shall be available twenty-four (24) hours per day, seven (7) days per week, with the ability to respond to the location within thirty (30) minutes to complaints regarding the condition, operation, or conduct of occupants of the short-term vacation rental unit or their guests. The person(s) listed as a local contact person shall be able to respond personally to the location, or to contact the owner or the owner's authorized agent or representative to respond personally to the location, within thirty (30) minutes of notification or attempted notification by the city or its authorized short-term vacation rental designated hotline service provider. No provision in this section shall obligate the city or its authorized short-term vacation rental designated hotline service provider to attempt to contact any person or entity other than the person(s) listed as the local contact person. D. The owner, the owner's authorized agent or representative and/or the owner's designated local contact person shall use reasonably prudent business practices to ensure that the occupants and/or guests of the short-term vacation rental unit do not create unreasonable or unlawful noise or disturbances, engage in disorderly conduct, or violate any applicable law, rule or regulation pertaining to the use and occupancy of the subject short-term vacation rental unit. Occupants of the short-term vacation rental unit shall comply with the standards and regulations for allowable noise at the property in accordance with Sections 9.100.210 and 11.08.040 (or successor provision, as may be amended from time to time) of this code. No radio receiver, musical instrument, phonograph, compact disk player, loudspeaker, karaoke machine, sound amplifier, or any machine, device or equipment that produces or reproduces any sound shall be used outside or be audible from the outside of any short- term vacation rental unit between the hours of 10:00 p.m. and 7:00 a.m. Pacific Standard Time. Observations of noise related violations shall be made by the city or its authorized designee from any location at which a city official or authorized designee may lawfully be, including but not limited to any public right-of-way, any city -owned public property, and any private property to which the city or its authorized designee has been granted access. Prior to occupancy of a short-term vacation rental unit, the owner or the owner's authorized agent or representative shall: Obtain the contact information of the responsible person; Provide copies of all electronically distributed short-term vacation rental information from the city, including any good guest brochure to the responsible person and post in a conspicuous Location within the short-term vacation rental unit, in a manner that allows for the information to be viewed in its entirety; and require such responsible person to execute a forma( acknowledgement that he/she/they is/are legally responsible for compliance by all occupants of the short-term vacation rental unit and their guests with all applicable laws, rules and regulations pertaining to the use and occupancy of the short-term vacation rental unit. This information shall be maintained by the owner or the owner's authorized agent or representative for a period of three (3) years and be made readily (Supp. No. 7 Upd 2) Page 16 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] 821 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS available upon request of any officer of the city responsible for the enforcement of any provision of this code or any other applicable law, rule or regulation pertaining to the use and occupancy of the short-term vacation rental unit. G. The owner, the owner's authorized agent or representative and/or the owner's designated local contact person shall, upon notification or attempted notification that the responsible person and/or any occupant and/or guest of the short-term vacation rental unit has created unreasonable or unlawful noise or disturbances, engaged in disorderly conduct, or committed violations of any applicable law, rule or regulation pertaining to the use and occupancy of the subject short-term vacation rental unit, promptly respond within thirty (30) minutes to immediately halt and prevent a recurrence of such conduct by the responsible person and/or any occupants and/or guests. Failure of the owner, the owner's authorized agent or representative and/or the owner's designated local contact person to respond to calls or complaints regarding the condition, operation, or conduct of occupants and/or guests of the short-term vacation rental unit within thirty (30) minutes, shall be subject to all administrative, legal and equitable remedies available to the city. H. The owner of a short-term vacation rental unit that has a valid homeshare short-term vacation rental permit shall occupy the dwelling during the transient stay. A violation of any provision of this chapter, this code, or any other applicable federal, state, or local laws or codes, by the owner, owner's authorized agent or representative and/or the owner's designated local contact person shall be subject to all administrative, legal and equitable remedies available to the city. I. Trash and refuse shall not be left or stored within public view, except in proper containers for the purpose of collection by the city's authorized waste hauler on scheduled trash collection days. The owner, the owner's authorized agent or representative shall use reasonably prudent business practices to ensure compliance with all the provisions of Chapter 6.04 (Solid Waste Collection and Disposal) (or successor provision, as may be amended from time to time) of this code. J. Signs may be posted on the premises to advertise the availability of the short-term vacation rental unit as provided for in Chapter 9.160 (Signs) (or successor provision, as may be amended from time to time) of this code. K. The owner, the owner's authorized agent or representative and/or the owner's designated local contact person shall post a copy of the short-term vacation rental permit and a copy of the good guest brochure in a conspicuous place within the short-term vacation rental unit, and a copy of the good guest brochure shall be provided to each occupant of the subject short-term vacation rental unit. L. Unless otherwise provided in this chapter, the owner and/or the owner's authorized agent or representative shall comply with all provisions of Chapter 3.24 concerning transient occupancy taxes, including, but not limited to, submission of a monthly return in accordance with Section 3.24.080 (or successor provisions, as may be amended from time to time) of this code, which shall be filed monthly even if the short-term vacation rental unit was not rented during each such month. M. Guesthouses, detached from the primary residential dwelling on the property, or the primary residential dwelling on the property, may be rented pursuant to this chapter as long as the guesthouse and the primary residential dwelling are rented to one (1) party; provided, however, that this Subsection (M) does not apply to multi -unit lock -off STVR units. N. The owner and/or the owner's authorized agent or representative shall post the number of authorized bedrooms and the current short-term vacation rental permit number at the beginning or top of any Created: 2025-08-21 07:38:34 [EST] (Supp. No. 7 Upd 2) Page 17 of 21 EXHIBIT M 822 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS advertisement that promotes the availability or existence of a short-term vacation rental unit; provided, however, this requirement may be satisfied if a hosting platform used by the owner and/or owner's authorized agent or representative provides a designated field(s) to post the number of authorized bedrooms and the current short-term vacation rental permit number for the short-term vacation rental unit. In the instance of audio -only advertising of the same, the short-term vacation rental permit number and the number of authorized bedrooms shall be read as part of the advertisement. 0. The owner and/or owner's authorized agent or representative shall operate a short-term vacation rental unit in compliance with any other permits or licenses that apply to the property, including, but not limited to, any permit or license needed to operate a special event pursuant to Section 9.60.170 (or successor provision, as may be amended from time to time) of this code. The city may limit the number of special event permits issued per year on residential dwellings pursuant to Section 9.60.170 (or successor provision, as may be amended from time to time). P. The city manager, or designee, shall have the authority to impose additional conditions on the use of any given short-term vacation rental unit to ensure that any potential secondary effects unique to the subject short-term vacation rental unit are avoided or adequately mitigated, including, but not limited to, a mitigating condition that would require the installation of a noise monitoring device to keep time -stamped noise level data from the property that will be made available to the city upon city's reasonable request. Q. The standard conditions set forth herein may be modified by the city manager, or designee, upon request of the owner or the owner's authorized agent or representative based on site -specific circumstances for the purpose of allowing reasonable accommodation of a short-term vacation rental unit. All requests must be in writing and shall identify how the strict application of the standard conditions creates an unreasonable hardship to a property such that, if the requirement is not modified, reasonable use of the property as a short-term vacation rental unit would not be allowed. Any hardships identified must relate to physical constraints to the subject site and shall not be self-induced or economic. Any modifications of the standard conditions shall not further exacerbate an already existing problem. R. On -site parking shall be on an approved driveway, garage, and/or carport areas only; this section does not impose restrictions on public street parking regulations. Recreational vehicles may be parked in accordance with the provisions set forth in Section 9.60.130 (or successor provision, as may be amended from time to time) of this code. S. No "apartment," "apartment building," or "apartment project," as defined in Section 9.280.030 (or successor provision, as may be amended from time to time) of this code shall be eligible to apply for or obtain a short- term vacation rental permit. A privately owned residential dwelling, regardless of whether it is permitted or not as a short-term vacation rental unit, rented for a period of thirty one (31) consecutive calendar days or more, counting portions of calendar days as full days, by any person(s), with or without a rental agreement, that is subsequently sub - rented or sub -leased to a Subtenant for a period of thirty (30) consecutive days or less, counting portions of calendar days as full days, constitutes use of the privately owned residential dwelling as a short-term vacation rental unit and is subject to the provisions of this chapter. This Subsection (T) is declaratory of existing law under this chapter. (Ord. 619 § 1, Exh. A, 12-17-2024; Ord. No. 608, § 1, 12-5-2023; Ord. No. 607, Exh. A, 12-5-2023; Ord. 590 § 1(Exh. A), 3-16-2021; Ord. 586 § 1(Exh. A), 12-15-2020; Ord. 577 § 1, 2019; Ord. 572 § 1, 2018; Ord. 563 § 1, 2017; Ord. 501 § 2, 2012) (Supp. No. 7 Upd 2) Page 18 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] 823 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS 3.25.080 Recordkeeping and hosting platform duties. A. The owner or the owner's authorized agent or representative shall maintain for a period of three (3) years, records in such form as the tax administrator (as defined in Chapter 3.24) may require to determine the amount of transient occupancy tax owed to the city. The tax administrator shall have the right to inspect such records at all reasonable times, which may be subject to the subpoena by the tax administrator pursuant to Section 3.24.140 (Records) (Transient Occupancy Tax) (or successor provisions, as may be amended from time to time) of this code. Hosting platforms shall not complete any booking transaction for any residential dwelling or other property purporting to be a short-term vacation rental unit in the city unless the dwelling or property has a current and valid short-term vacation rental permit issued pursuant to this chapter, which is not under suspension, for the dates and times proposed as part of the booking transaction. 1. The city shall maintain an online registry of active and suspended short-term vacation rental permits, which hosting platforms may reference and rely upon for purposes of complying with subsection B. If a residential dwelling or other property purporting to be a short-term vacation rental unit matches with an address, permit number, and/or current and valid permit dates (not under suspension) set forth in the city's online registry, the hosting platforms may presume that the dwelling or other property has a current and valid short-term vacation rental permit. 2. The provisions of this subsection B shall be interpreted in accordance with otherwise applicable state and federal law(s) and will not apply if determined by the city to be in violation of, or preempted by, any such law(s). (Ord. 619 § 1, Exh. A, 12-17-2024; Ord. 590 § 1(Exh. A), 3-16-2021; Ord. 586 § 1(Exh. A), 12-15-2020; Ord. 572 § 1, 2018; Ord. 563 § 1, 2017; Ord. 501 § 2, 2012) 3.25.090 Violations. A. Additional conditions. A violation of any provision of this chapter or this code by any applicant, occupant, responsible person, local contact person, owner or owner's authorized agent or representative (including a management company), shall authorize the city manager, or designee, to impose additional conditions on the use of any given short-term vacation rental unit to ensure that any potential additional violations are avoided. B. Permit modification, suspension and revocation. A violation of any provision of this chapter, this code, California Vehicle Code, or any other applicable federal, state, or local laws or codes, including, but not limited to, applicable fire codes and the building and construction codes as set forth in Title 8 of this code, by any applicant, occupant, responsible person, local contact person, owner, or owner's authorized agent or representative (including a management company), shall constitute grounds for modification, suspension and/or revocation (which may include permanent revocation) of the short-term vacation rental permit and/or any affiliated licenses or permits pursuant to the provisions set forth in Section 3.25.100. C. Notice of violation. The city may issue a notice of violation to any applicant, occupant, responsible person, local contact person, owner, owner's authorized agent or representative (including a management company), or hosting platform, pursuant to Section 1.01.300 (or successor provisions, as may be amended from time to time) of this code, if there is any violation of this chapter committed, caused or maintained by any of the above parties. (Supp. No. 7 Upd 2) Page 19 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] 824 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS Two (2) strikes policy. Subject to a minor violation reprieve request, two (2) violations of any provision of this chapter or this code within one (1) year by any applicant, occupant, responsible person, local contact person, owner, owner's authorized agent or representative (including a management company), with respect to any one (1) residential dwelling shall result in an immediate suspension of the short-term vacation rental permit with subsequent ability to have a hearing before the city, pursuant to this chapter, to request a lifting of the suspension. For purposes of this subsection, a "minor violation reprieve request" means a written request submitted to the city's code enforcement officer for relief from counting one (1) or more violations within the one (1) year period as a minor violation, and "minor violation" means a violation of a particular section of this code that resulted in minimal impact on the use and enjoyment of the adjacent and nearby properties caused by any of the following: 1. Minor debris or trash containers left in view as a first offense; 2. A short-term vacation rental permit number or bedroom count not posted on an advertisement as a first offense; 3. A short-term vacation rental permit number or bedroom count posted in the wrong location on an advertisement as a first offense; or 4. Over occupancy due to a minor child not associated with a disturbance. A determination of whether a code violation is a minor violation shall be based on substantial evidence presented to the code enforcement officer relating to that violation. E. Administrative and misdemeanor citations. The city may issue an administrative citation to any applicant, occupant, responsible person, local contact person, owner, owner's authorized agent or representative (including a management company), or hosting platform, pursuant to Chapter 1.09 (Administrative Citations) (or successor provisions, as may be amended from time to time) of this code, if there is any violation of this chapter committed, caused or maintained by any of the above parties. Nothing in this section shall preclude the city from also issuing an infraction citation upon the occurrence of the same offense on a separate day. An administrative citation may impose a fine for one (1) or more violations of this chapter in the maximum amount allowed by state law or this code in which the latter amount shall be as follows: General short-term vacation rental violations (occupancy/noise/parking). a. First violation: one thousand dollars ($1,000.00); b. Second violation: two thousand dollars ($2,000.00); c. Third violation: three thousand dollars ($3,000.00). Operating a short-term vacation rental without a valid short-term vacation rental permit. a. First violation: one thousand and five hundred dollars ($1,500.00); b. Second or more violations: three thousand dollars ($3,000.00); c. Third or more violations: five thousand dollars ($5,000.00); d. In addition to the fines set forth above, the first, second, third, or subsequent violation of operating a short-term vacation rental unit without a valid short-term vacation rental permit shall be cause for an owner (or person and/or entity that owns or controls a business or organization or other entity of any kind, such as a limited liability company, which is the owner of a property) to be prohibited for all time from being eligible to be issued a short-term vacation rental permit and/or business license for use of a property as a short-term vacation rental unit. Hosting a special event at a short-term vacation rental unit without a special event permit as required by Section 9.60.170 (or successor provision, as may be amended from time to time) of this code. (Supp. No. 7 Upd 2) Page 20 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] 825 LA QUINTA CITY COUNCIL PUBLIC HEARING DRAFT Title 3 - REVENUE AND FINANCE Chapter 3.25 SHORT-TERM VACATION RENTALS a. First violation: five thousand dollars ($5,000.00); b. Second violation: five thousand dollars ($5,000.00). Advertising a short-term vacation rental without a valid short-term vacation rental permit by person(s) or entity(ies) other than a management company. a. First violation: one thousand dollars ($1,000.00); b. Second violation: two thousand dollars ($2,000.00); c. Third violation: three thousand dollars ($3,000.00). Advertising a short-term vacation rental without a valid short-term vacation rental permit by a management company. a. First violation: one thousand and five hundred dollars ($1,500.00); b. Second violation: three thousand dollars ($3,000.00); c. Third or more violations: five thousand dollars ($5,000.00); d. In addition to the fines set forth above, the first, second, third, or subsequent violation of knowingly advertising a short-term vacation rental unit without a valid short-term vacation rental permit by a management company shall be cause for the management company to be prohibited from being used to advertise or operate a short-term vacation rental unit at the property identified for not having a valid short-term vacation rental permit. Additionally, repeat violations, which is three (3) or more violations of this subsection (E)(5), by a management company for knowingly advertising a short-term vacation rental unit without a valid short-term vacation rental permit shall be cause for the management company to be prohibited for all time from being eligible to be issued a short-term vacation rental permit and/or business license in the city for such property management purposes. Public Nuisance. In addition to any and all rights and remedies available to the city, it shall be a public nuisance for any person or entity to commit, cause or maintain a violation of this chapter, which shall be subject to the provisions of Section 1.01.250 (Violations public nuisances) (or successor provisions, as may be amended from time to time) of this code. (Ord. 619 § 1, Exh. A, 12-17-2024; Ord. No. 607, Exh. A, 12-5-2023; Ord. 590 § 1(Exh. A), 3-16-2021; Ord. 586 § 1(Exh. A), 12-15-2020; Ord. 578 § 1, 2019; Ord. 572 § 1, 2018; Ord. 563 § 1, 2017; Ord. 501 § 2, 2012) 3.25.100 Appeals. A. Any person aggrieved by any decision of a city officer made pursuant to this chapter may request a hearing before the city manager in accordance with Chapter 2.08 (or successor provisions, as may be amended from time to time) of this code. B. Notwithstanding any provisions in Section 2.08.230 or otherwise in the code, the decision by the city manager of an appeal brought under this chapter shall be the final decision by the city for any violation of a short-term vacation rental permit issued under this order, except for any administrative citation imposing a fine, which shall be processed and subject to an administrative appeal pursuant to Chapter 1.09 of the code. (Ord. 619 § 1, Exh. A, 12-17-2024; Ord. 590 § 1(Exh. A), 3-16-2021; Ord. 586 § 1(Exh. A), 12-15-2020; Ord. 572 § 1, 2018; Ord. 563 § 1, 2017) (Supp. No. 7 Upd 2) Page 21 of 21 EXHIBIT M Created: 2025-08-21 07:38:34 [EST] 826 ATTACHMENT 1 PROJECT INFORMATION CASE NUMBER: DEVELOPMENT AGREEMENT 2025-0001 (REINSTATED AND AMENDED DA2014-1001) ENVIRONMENTAL ASSESSMENT 2025-0002 (ADDENDUM NO. 3 TO EA2002-453) REQUEST: CONSIDER ADOPTING ENVIRONMENTAL ASSESSMENT 2025- 0002 (ADDENDUM NO. 3 TO EA2002-453) AND APPROVING DEVELOPMENT AGREEMENT 2025-0001 (REINSTATED AND AMENDED DA2014-1001) LOCATION: APN: 770-260-037; 776-150-029, -030; 777-060-008, -010, -011, - 019, -020, -062, -070, -071, -072, -074, -075, -078, -079, -080, -081, - 082, -083, -084, -085; 777-490-023, -024, -035, -037, -039, -042, -046, -047, -048, -049, -050, -053, -054, -055, -057, -058, -059, -060, -061, -062, -063, -064, -065, -066, -067, -068, -069, -070, -071, -072, -073, -074, -075, -076, -077, -078, -079, -080; 777-510-001, -002, -003, - 004, -005, -006, -007, -008, -009, -010, -011, -012, -013, -014, -015, - 016, -017, -018, -019, -020, -021, -022, -023, -024, -025; 777-520-001, -002, -003, -004, -005, -006, -007, -008, -009, -010, -011, -012, -013, -014, -015, -016, -017, -018 CEQA: THE LA QUINTA DESIGN AND DEVELOPMENT DEPARTMENT HAS DETERMINED THAT THE PROJECT MEETS THE REQUIREMENTS OF GUIDELINES SECTIONS 15162 AND 15164 OF THE CALIFORNIA ENVIRONMENTAL QUALITY ACT, AND AN ADDENDUM TO EA2002-453 HAS BEEN PREPARED. GENERALPLAN DESIGNATION: LOW DENSITY RESIDENTIAL, TOURIST COMMERCIAL, OPEN SPACE - RECREATION ZONING DESIGNATION: LOW DENSITY RESIDENTIAL, TOURIST COMMERCIAL, OPEN SPACE - RECREATION SURROUNDING ZONING/ LAND USES: NORTH: LOW DENSITY RESIDENTIAL/CITRUS CLUB SOUTH: LOW DENSITY RESIDENTIAL/PGA WEST EAST: LOW DENSITY RESIDENTIAL/THE HIDEAWAY WEST: OPEN SPACE/ SANTA ROSA MOUNTAINS 827 1-7w s 4 7W e "l ` �w'rFii'i'iR"Yt��' • S i!I��- .., C � 1 � 'rsf. ' f. �,�,,• .)TIT r Phase Y IA 161 �� • R �. lift h � . tl SS, L%iaiii x�iY� �•Y71M INA�`�� •1 PAt - Golf Course (existing) PA2-Luxury Brandt (2910ts) PA3 - Luxury Hotel (154 guest rooms, lc restaurants, retail, amenities. BOH, etc 250,ODOsf) 1 e r M re r M a Proposed Land Plan /_1%aED]:IM14z119c3 PA4 - Public Golf Clubhouse 117,000sf) PAS - Luxury Hotel Banquet a Beck of House Functions (Banquet: 25.000sf) (BOH: 30,000sf) PAS - Luxury Branded Condominiums (70 units) Resident Clubhouse 6 Facilities f 20.000sf) PA7-Luxury Branded Residences (93 tots) PAS - Future Golf, Residential, and Commercial 118-hole private golf course, 253 residential units, and 40.000sf commercial) 829 WRITTEN PUBLIC COMMENTS CITY COUNCIL MEETING SEPTEMBER 22,2025 CITY COUNCIL SPECIAL MEETING - SEPTEMBER 22, 2025 - WRITTEN PUBLIC COMMENTS BY RESIDENT MARY MANN PUBLIC HEARING ITEM NO. 1 - SILVERROCK ENVIRONMENTAL ASSESSMENT 2025-0002 (ADDENDUM NO. 3 TO EA 2002-453) From: Mary Mann <maryhpmann@gmail.com> Sent: Monday, September 22, 2025 12:01 PM To: Olivia Rodriguez; City Clerk Mail Subject: Written Comment 9/22/25 LQCC Public Comment LQCC- Special meeting September 22, 2025 Mary Mann La Quinta Resident maryhpmann@gmail.com 775-527-8963 Topic: Requirement for Special Meeting? Not enough notice for the `Silver Rock' development consideration Given the long time and significant City Expense of time and money on this project and the iterations of financial and physical negotiations and the high visibility, traffic in this important area of La Quinta. Why is there a rush on the City Council review that could not wait until regular meeting? I was concerned by the lack public attendance and comments in the Planning Commission meeting on this topic less than 2 weeks ago. The closed sessions may have informed the Council, but the new plan, introduction of new potential developer, and changes to the project were given very limited time and publicity to engage La Quinta residents on the future of this important and large project to the City. The calling of a Special meeting on Friday afternoon for Monday for approval of a complicated new plan does not allow for review, I suspect even for the Council. I also do not see the meeting posted City Council Agendas I La Quinta, CA, though I did find elsewhere on the site. No instructions on public comment included in agenda. The new Silver Rock elements and configuration, the multifaceted new development agreement are complicated and will affect the tone of development in the City going forward. Please consider planning to provide public throughway on Silver Rock Way and through access from Avenue 52 into the Southside of the area and also adding access to public lands. More thought should be given to the Phase 2 terms, especially related to providing public businesses, open space, throughfare on public roads and connecting different parts of La Quinta and public park. These impacts on traffic and needs of potential new users in this area should be considered. Thanks, Mary CITY COUNCIL SPECIAL MEETING - SEPTEMBER 22, 2025 - WRITTEN PUBLIC COMMENTS FROM LOZEAU DRURY, LLP PUBLIC HEARING ITEM NO. 1 - SILVERROCK ENVIRONMENTAL ASSESSMENT 2025-0002 (ADDENDUM NO.3 TO EA 2002-453) T 510.836.4200 1939 Harrison Street. Ste. 150 www.lozeaudrury.com F 510.836.4205 Oakland, CA 94612 richard(&,lozeaudrury.com September 22, 2025 VIA EMAIL, Linda Evans, Mayor Deborah McGarrey, Mayor Pro Tern John Pena, Councilmember Kathleen Fitzpatrick, Councilmember Steve Sanchez, Councilmember City Council City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 CityClerkMail@LaQuintaCA.gov Cheri Flores, Interim Design and Development Director Design and Development Department City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 Planning@LaQuintaCA.gov Re: Comment on Addendum to Mitigated Negative Declaration and Environmental Assessment 2002-453 (SCH No.1999081020) for the SilverRock Resort Project September 22, 2025 City Council Special Meeting Agenda Item 1 Dear Mayor Evans, Mayor Pro Tern McGarrey, Honorable Councilmembers and Ms. Flores: This comment is submitted on behalf of Supporters Alliance for Environmental Responsibility ("SAFER") regarding the SilverRock Resort Project (Development Agreement 2025-0001 (Reinstated and Amended DA 2014-0001) Environmental Assessment 2025-0002 (Addendum No. 3 To EA 2002-453)), which proposes to develop one hotel with approximately 154 keys, 55,000 square foot banquet/shared use facilities, 445 residences, 40,000 square foot commercial area, 17,000 square foot public golf clubhouse, 20,000 square foot residential amenities building, and a 18-hole golf course on a partially vacant site south of Avenue 52 and west of Jefferson Street ("Project"), to be heard as Agenda Item I at the City Council's Special Meeting on September 22, 2025. SAFER objects to the City's action for two reasons. First, the City has failed to provide adequate notice of this action under the Brown Act. The City is taking action at a special meeting of the City Council today, Sept. 22, 2025 at 4:00 p.m. However, the City did not provide any adequate notice of this hearing. Notice was allegedly posted on Friday, September 19, 2025 at an unspecified time. However, the notice is not in the normal section of the City's website for City Council Agendas are posted. In fact, the City's website indicates that there is no City Council meeting at all today, and that the next meeting is on Comment on Addendum to Mitigated Negative Declaration and Environmental Assessment 2002-453 (SCH #1999081020) for the SilverRock Resort Project September 22, 2025 City Council Special Meeting Agenda Item 1 Page 2 of 9 October 7, 2025. This is plainly inadequate notice under the Brown Act. The City should reschedule the City Council meeting and provide legally adequate public notice. Second, SAFER objects to the City's reliance on an Addendum to a 2002 Mitigated Negative Declaration ("MND") and Environmental Assessment 2002-453 (SCH No. 1999081020), certified in 2002 for the Project. Under the California Environmental Quality Act ("CEQA"), an addendum is not appropriate because the Project is not within the scope of the prior MND and there is new information available since certification of the 2002 MND indicating new significant impacts and/or the availability of new mitigation measures. Therefore, SAFER requests that the City Council refrain from taking any action on the Project at this time and, instead, direct staff to prepare an initial study for the Project, followed by a project -specific EIR or negative declaration as required by CEQA. I. THE CITY FAILED TO PROVIDE ADEQAUTE NOTICE OF TODAY'S MEETING UNDER THE BROWN ACT. The City proposes to approve the Project today, September 22, 2025 at 4:00 p.m. at a special meeting of the City Council. However, the City has not provided adequate notice under CEQA and the Brown Act. Therefore, the City should reschedule the meeting and provide adequate public notice. The City's office website has a link to City Council meetings and agendas: hgps://www.laquintaca.gov/business/city-council/city-council-a eg ndas/ That official web page lists no meeting at all for today, and states that the next City council meeting will be held on October 7, 2025. Any reasonable member of the public would be led to believe that there is no City Council meeting today at all. After contacting the City Clerk, our staff was informed that the meeting was listed on a different, obscure section of the City's website sometime on Friday, September 19, 2025. This web link is very difficult to find and is not on the official City Council agenda's section of the website. Also, even if this were adequate public notice (which it is not), it was posted less than two business days prior to the meeting, instead of the minimum of 72-hours' notice required by the Ralph M. Brown Act ("Brown Act") for posting an agenda before the regular meeting of a local agency's legislative body. (AR887; Cal. Gov. Code § 54954, subd. (a); TransparentGov Novato v. City of Novato (2019) 34 Cal.App.5th 140; Cal. Gov. Code § § 54954, subd. (a), 54954.2.) Also, even if the notice were minimally adequate under the Brown Act, it did not provide the "ample notice" required by CEQA. The requirement to exhaust administrative remedies does not apply when an agency finds that a project is exempt from CEQA review and files a notice of exemption without providing the public "ample notice" of the exemption or an opportunity to express objections to the claimed exemption before project approval. (Hines v. Cal. Coastal Comm'n (2010) 186 Comment on Addendum to Mitigated Negative Declaration and Environmental Assessment 2002-453 (SCH #1999081020) for the SilverRock Resort Project September 22, 2025 City Council Special Meeting Agenda Item 1 Page 3 of 9 Cal.AppAth 830, 854-55; Tomlinson v. Cnty. of Alameda (2012) 54 Cal.AppAth 281, 290; City of Pasadena v. State (1993) 14 Cal.AppAth 810.) This rule should apply equally to CEQA addenda, since the addendum is essentially a finding that no further CEQA review is required for a project modification. The exhaustion requirement applies only when the agency provides a CEQA public comment period or there is a public agency hearing before the notice of agency determination is filed. (Azusa Land Reclamation Co. v. Main San Gabriel Basin Watermaster (1997) 52 Cal.AppAth 1165, 1210.) Thus, when an agency holds a public hearing for a project but does not provide the public with adequate notice that a CEQA exemption will be considered, the requirement to exhaust remedies on the CEQA claim does not apply. (Los Angeles Dept. of Water & Power v. Cnty. of Inyo (2021) 67 Cal.App.5th 1018, 1034 ("LADWP v. Inyo") ("When an agency holds a hearing but does not provide adequate notice that a CEQA exemption will be considered, the requirement to exhaust remedies on the CEQA claim does not apply.")) To trigger the exhaustion requirement, the agency must provide an adequate "'opportunity for members of the public to raise ... objections' to County's reliance on the two CEQA exemptions." (Id. at 1034-5, citing § 21177(e).) The exhaustion does not apply at all, "When an agency holds a hearing but does not provide adequate notice that a CEQA exemption will be considered, the requirement to exhaust remedies on the CEQA claim does not apply." (Id. at 1034.) The Tomlinson court held that exhaustion of administrative remedies was required when the petitioner had four months' notice that the county intended to exempt the project from CEQA review. (Tomlinson, 54 Cal.AppAth at 290.) Likewise, in Arcadians for Env't Pres. v. City of Arcadia (2023) 88 Cal.App.5th 418, 433 (Arcadians), the court held that a general request for an EIR was insufficient exhaustion of administrative remedies to challenge a CEQA exemption when the public had over three months' notice of the city's intention to exempt the project from CEQA review. By contrast, in LADWP v. Inyo, the agency did not mention CEQA until only a few days before the final hearing. Under those circumstances, the court held that there was not "ample opportunity" for the public to raise CEQA comments, and no exhaustion was required. (LADWP v. Inyo, 67Cal.App.5th at 1035.) Here, as in LADWP v. Inyo, the City did not provide the public with "ample notice" of their intent to avoid CEQA review through the use of an addendum. Whereas the petitioners in Tomlinson and Arcadians had months of notice of the agencies' intent to exempt the projects from CEQA review, here, the City failed to provide any notice of the special city council meeting on the City's official website listing City Council meetings and agendas. Any reasonable person looking at the City's office website would believe that there is no meeting until October 7, 2025. Even if the City's notice on Friday, September 19, 2025, on an improper location of the City's website, was found to be adequate, it failed to provide the requisite 72-hours notice. The inadequate notice was posted less than two business days before the night of the vote. The public thus had at most two business days' notice of the City's intent to exempt the Project from CEQA review using a CEQA addendum, which does not constitute "ample Comment on Addendum to Mitigated Negative Declaration and Environmental Assessment 2002-453 (SCH #1999081020) for the SilverRock Resort Project September 22, 2025 City Council Special Meeting Agenda Item 1 Page 4 of 9 time" for the public to exhaust its administrative remedies. Until that time, the public had no idea that the City intended to exempt the Project entirely from all CEQA review, or the basis for the City's CEQA exemptions. No reasonable person could have responded to these claims for exemption over the weekend. Therefore, the public cannot be held to a high standard of exhaustion. II. THE CEQA ADDENDUM IS LEGALLY INADEQUATE. The City proposes to approve the Project based on an addendum to a mitigated negative declaration prepared in 2002. This is despite the fact that the revised Project will add 1690 people to the City, increasing the City's population by 9.9 percent, which will have environmental effects on traffic, public services (schools, police, fire, sewage, etc.), air quality, water supply, growth inducement and almost all other effects analyzed in the 2002 mitigated negative declaration ("MND"). A supplemental CEQA document is required to analyze the Project and to mitigate its increased impacts. A. LEGAL STANDARD. CEQA contains a strong presumption in favor of requiring a lead agency to prepare an EIR. This presumption is reflected in the fair argument standard. Under that standard, a lead agency must prepare an EIR whenever substantial evidence in the whole record before the agency supports a fair argument that a project may have a significant effect on the environment. (Pub. Res. Code § 21082.2; Laurel Heights Improvement Ass'n v. Regents of the University of California (1993) ("Laurel Heights IT') 6 CalAth 1112, 1123; No Oil, Inc. v. City of Los Angeles (1974) 13 Cal.3d 68, 75, 82; Quail Botanical Gardens v. City of Encinitas (1994) 29 Cal.AppAth 1597, 1602.) Preparation of an Addendum Under CEQA Here, the City has prepared an addendum to the previously certified 2002 MND. Pursuant to the CEQA Guidelines, "[a[n addendum to an adopted negative declaration may be prepared if only minor technical changes or additions are necessary or none of the conditions described in Section 15162 calling for the preparation of a subsequent EIR or negative declaration have occurred." (CEQA Guidelines § 15164(b).) an addendum is not appropriate when: (1) Substantial changes are proposed in the project which will require major revisions of the previous EIR or negative declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; (2) Substantial changes occur with respect to the circumstances under which the project is undertaken which will require major revisions of the previous EIR or Negative Declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously Comment on Addendum to Mitigated Negative Declaration and Environmental Assessment 2002-453 (SCH #1999081020) for the SilverRock Resort Project September 22, 2025 City Council Special Meeting Agenda Item 1 Page 5 of 9 identified significant effects; or (3) New information of substantial importance, which was not known and could not have been known with the exercise of reasonable diligence at the time the previous EIR was certified as complete or the negative declaration was adopted, shows any of the following: (A) The project will have one or more significant effects not discussed in the previous EIR or negative declaration; (B)Significant effects previously examined will be substantially more severe than shown in the previous EIR; (C)Mitigation measures or alternatives previously found not to be feasible would, in fact, be feasible and would substantially reduce one or more significant effects of the project, but the project proponents decline to adopt the mitigation measure or alternative; or (D) Mitigation measures or alternatives which are considerably different from those analyzed in the previous EIR would substantially reduce one or more significant effects on the environment, but the project proponents decline to adopt the mitigation measure or alternative. Importantly, where, as here, the previous CEQA document is an MND rather than an environmental impact report ("EIR"), the fair argument standard of review applies. As the California Supreme Court has explained, [T]he inquiry prescribed by the Guidelines is not whether the environmental impacts of the modification are significant, but whether the modification requires major revisions to the negative declaration because of the involvement of new, potentially significant environmental effects that had not previously been considered in connection with the earlier environmental study." (Friends of Coll. of San Mateo Gardens v. San Mateo Cnty. Comm. Coll. Dist. (2016) 1 Cal.5th 937, 958 n.6 ("San Mateo Gardens").) The court in San Mateo Gardens further explained that an addendum is not appropriate "if the proposed modification may produce a significant environmental effect that had not previously been studied." (San Mateo Gardens, I Cal.5th at 958.) Tiering Under CEQA CEQA permits agencies to `tier' CEQA documents, in which general matters and environmental effects are considered in a document "prepared for a policy, plan, program or ordinance followed by narrower or site -specific [environmental review] which incorporate by reference the discussion in any prior [environmental review] and which concentrate on the environmental effects which (a) are capable of being mitigated, or (b) were not analyzed as significant effects on the environment in the prior [EIR]." (Cal. Pub. Res. Code ("PRC") § 21068.5.) "[T]iering is appropriate when it helps a public agency to focus upon the issues Comment on Addendum to Mitigated Negative Declaration and Environmental Assessment 2002-453 (SCH #1999081020) for the SilverRock Resort Project September 22, 2025 City Council Special Meeting Agenda Item 1 Page 6 of 9 ripe for decision at each level of environmental review and in order to exclude duplicative analysis of environmental effects examined in previous [environmental reviews]." (Id. § 21093.) CEQA regulations strongly promote tiering of environmental review. "Later activities in the program must be examined in light of the program [document] to determine whether an additional environmental document must be prepared." (14 CCR § 15168(c).) The first consideration is whether the activity proposed is covered by the program. (Id. § 15168(c)(2).) If a later project is outside the scope of the program, then it is treated as a separate project and the previous environmental review may not be relied upon in further review. (See Sierra Club v. County of Sonoma (1992) 6 Cal.AppAth 1307, 1320-21.) The second consideration is whether the "later activity would have effects that were not examined in the program." (14 CCR § 15168(c)(1).) A program environmental review may only serve "to the extent that it contemplates and adequately analyzes the potential environmental impacts of the project ...." (Sierra Nevada Conservation v. County of El Dorado (2012) 202 Cal.AppAth 1156, 1171 [quoting Citizens for Responsible Equitable Envtl. Dev. v. City of San Diego Redevelopment Agency (2005) 134 Cal.AppAth 598, 615].) If the program environmental review does not evaluate the environmental impacts of the project, a tiered [CEQA document] must be completed before the project is approved. (Id. at 1184.) For these inquiries, the "fair argument test" applies. (Sierra Club, 6 Cal.AppAth at 1318; see also Sierra Club v. County of San Diego (2014) 231 Cal.AppAth 1152, 1164 ("when a prior EIR has been prepared and certified for a program or plan, the question for a court reviewing an agency's decision not to use a tiered EIR for a later project `is one of law, i.e., `the sufficiency of the evidence to support a fair argument."' [quoting Sierra Club, 6 Cal.AppAth at 1318]).) Under the fair argument test, a new EIR must be prepared "whenever it can be fairly argued on the basis of substantial evidence that the project may have significant environmental impact. (Sierra Club, 6 Cal.AppAth at 1316 [quotations and citations omitted].) When applying the fair argument test, "deference to the agency's determination is not appropriate and its decision not to require an EIR can be upheld only when there is no credible evidence to the contrary." (Id. at 1318.) "[I]f there is substantial evidence in the record that the later project may arguably have a significant adverse effect on the environment which was not examined in the prior program EIR, doubts must be resolved in favor of environmental review and the agency must prepare a new tiered EIR, notwithstanding the existence of contrary evidence." (Id. at 1319.) B. The Revised Project Wil have Significant New Impacts. 1. Growth Inducement. The Addendum states that the Revised Project will at 1690 new residents to the City of La Quinta, which constitutes a 9.9 percent increase in population. (Addendum 3.0-8). This is a massive percentage increase in population, despite the Addendum's conclusion to the contrary. This growth will impact the Project's impacts on water supply, traffic, schools Comment on Addendum to Mitigated Negative Declaration and Environmental Assessment 2002-453 (SCH #1999081020) for the SilverRock Resort Project September 22, 2025 City Council Special Meeting Agenda Item 1 Page 7 of 9 and other public services, air pollution and all manner of impacts. It must be analyzed in a supplemental CEQA document. 2. Traffic. The increase in 1690 persons will increase the Project's traffic impacts. The Addendum analyzes traffic impacts using level of service (LOS) analysis and concludes the impacts would be less than significant. However, as of 2020 CEQA requires traffic impacts to be analyzed using vehicle miles travelled (VMT) analysis. CEQA was amended to require traffic analysis using vehicle miles travelled (VMT) rather than level of service (LOS). (CEQA Guidelines Section 15064.3.) By July 1, 2020, all CEQA lead agencies must analyze a project's transportation impacts using vehicle miles traveled (VMT). VMT measures the per capita number of car trips generated by a project and distances cars will travel to and from a project, rather than congestion levels at intersections (level of service or "LOS," graded on a scale of A — F). The 2002 MND and the 2025 Addendum used LOS analysis, not VMT. The Revised Project's traffic impacts must be analyzed under the new VMT methodology consistent with Section 15064.3. (Citizens for Positive Growth & Preservation v. City of Sacramento (2019) 43 Cal.App.5th 609, 626.) The City must apply the law as it exists at the current time, not the law from 2002. (W. Adams Heritage Assn. v. City of Los Angeles (2025) 106 Cal.App.5th 395, 439-40.) It is almost certain that the Project's increased population will have significant VMT impacts given the Project's remote rural location. 3. Air Quality. The increase in population of 1690 new residents will increase the Project's air quality impacts. The Addendum calculates that the Revised Project will generate VOC emissions of 52.2 pounds per day —just slightly below the CEQA threshold of 55 pounds per day. This level is close enough to create a fair argument that the project may have significant air quality impacts. 4. Valley Fever. A supplemental CEQA document is required to analyze the Project's Valley Fever impacts. The state is experiencing a significant increase in Valley Fever — increasing by over 10 times since the 2002 MND. According to the Centers for Disease Control ("CDC") (https://www.cdc.gov/features/valleyfever/index.html): Valley fever is a fungal lung infection that can be devastating... Valley fever is an infection caused by a fungus that lives in the soil. About 10,000 cases are reported in the United States each year, mostly from Arizona and California. Valley fever can be misdiagnosed because its symptoms are similar to those of other illnesses. Here are some important things to know about Valley fever, also called coccidioidomycosis. Comment on Addendum to Mitigated Negative Declaration and Environmental Assessment 2002-453 (SCH #1999081020) for the SilverRock Resort Project September 22, 2025 City Council Special Meeting Agenda Item 1 Page 8 of 9 From soil to lungs The fungus that causes Valley fever, Coccidioides, is found in the southwestern United States, parts of Mexico and Central America, and parts of South America... Many people who are exposed to the fungus never have symptoms. Other people may have flu -like symptoms, including: Fatigue (tiredness) Cough Fever Shortness of breath Headache Night sweats Muscle aches or joint pain Rash on upper body or legs The symptoms of Valley fever can be similar to those of other common illnesses, which may cause delays in getting patients correctly diagnosed and treated. For many people, symptoms will go away without any treatment, after weeks or months. Healthcare providers prescribe antifungal medication for some people to try to reduce symptoms or prevent the infection from getting worse. People who have severe lung infections or infections that have spread to other parts of the body always need antifungal treatment and may need to stay in the hospital. According to the Los Angeles County Department of Public Health (http://publichealth.lacounty.gov/acd/Diseases/Cocci.htm): Blacks, Latinos, Native Americans, Filipinos, males, pregnant women, the very young (<5 years), elderly, and immunocompromised individuals are at high risk for severe disease. According to the California Department of Public Health (CDPH), a significant increase in Valley Fever cases occurred in 2017. CDPH also states (https://www.cdph.ca.gov/Programs/OPA/Pages/NR18-041.aspx): Most infected people will not show signs of illness. Those who do become ill with Valley Fever may have flu -like symptoms that can last for two weeks or more. While most people recover fully, some may develop more severe complications which include pneumonia, or infection of the brain, joints, bone, skin, or other organs. There is currently no vaccine, but antifungal medications are available. Individuals should specifically ask their health care provider about Valley Fever if they think they may be infected. Comment on Addendum to Mitigated Negative Declaration and Environmental Assessment 2002-453 (SCH #1999081020) for the SilverRock Resort Project September 22, 2025 City Council Special Meeting Agenda Item 1 Page 9 of 9 People who live, work, or travel in Valley Fever areas are also at higher risk of getting infected, especially if they work outdoors or participate in activities where soil is disturbed. The 2002 MND did not analyze the significant increase in Valley Fever that the state is recently experiencing. Construction workers and others are at particular risk of contracting this disease. Supplemental CEQA review is required to analyze the impact and to adopt feasible mitigation measures. III. CONCLUSION. For the reasons set forth above, the City should cancel today's special meeting of the city council because the City failed to provide adequate public notice of the meeting under the Brown Act and CEQA. Supplemental CEQA review is required for the Project because it will have significant new impacts that were not analyzed in the 2002 MND because it will add 1690 new residents to the City of La Quinta, increasing the City's population by almost 10 percent. Sincerely, &-1�17 Richard Drury LOZEAU I DRURY LLP POWER POINTS CITY COUNCIL SPECIAL MEETING SEPTEMBER 22,2025 City Council Special Meeting September 22, 2025 — 4:00 p.m. City Council Special Meeting September 22, 2025 PUBLIC COMMENT — MATTERS NOT ON THE AGENDA "JA. mat;7j &--- 4' ft—:b , p - CACM OL CALIFORNIA 11 City Council Special Meetin September 22, 2025 PH1 — SilverRock Development Agreement 2025-0001 Environmental Assessment 2025-0002 �I( \1IMW� <'IA Project Location Background • SilverRock Resort was acquired by the City's then Redevelopment Agency in 2002. • Project area consists of 525± acres. • Specific Plan approved in 2006 and Development Agreement approved in 2014. • Golf course realignment, temporary clubhouse facilities, mass grading, and various master site infrastructure improvements have been completed. Background • Construction began on the luxury hotel and amenities, luxury residential units, and a permanent golf clubhouse, but not completed due to the bankruptcy of the former developer. • The City has been actively meeting with multiple investor and developer groups to find a replacement owner and developer of the SilverRock Resort. • The Reinstated and Amended Development Agreement (ADA) would reinitiate development with a new developer, TBE RE Acquisition Co 11 LLC., a subsidiary of Turnbridge Equities. Proposal • Development Agreement • Reinstate and Amend Development Agreement approved in 2014 • Economic Report, Option Agreements in support of DA • CEQAAnalysis • Addendum No. 3 to original 2002 Mitigated Negative Declaration Pror)osed Land Plan Development Agreement • Phase 1: • 150± room luxury hotel (Montage location) • Public golf clubhouse near hotel • 29 branded residences north of the hotel, with a private clubhouse • 70 condos & 293 homes east of the hotel, which can be STVRs • Landscaping, trails, and infrastructure Development Agreement • Phase 2: • Potential purchase of the east and south portions of the site • Includes private golf course, 253f residential units & 40,000 SF commercial • Other provisions: • Financing • Schedule of performance • CEQA mitigation measures • Limiting impacts to golf play during construction Additional Document • Economic Report analyzes: • TOT rebate program for 15 years: $106.6 million • Fixed purchase price for Phase 2: $17 million • Net revenue to City over 30 years: $301.9 million • Option Agreement allows: • Must be exercised within 5 years of trigger date with the ability to extend annually up to 5 times • Purchase of golf course & Phase 2 only when hotel is operational • Repurchase by City if developer fails to meet specific requirements of construction of Phase 2 CEQA • The DA is a project under CEQA. • An Addendum to EA 2002-453 has been prepared. • All impacts of the Project have been analyzed, and have been found to be equal to or less than those anticipated in the original analysis. • The current Project will be subject to the same mitigation measures as the original project. Planning Commission Action • At its meeting of September 9, 2025, the Planning Commission unanimously recommended approval, with one member absent due to a conflict of interest. Recommendation 1. Adopt a resolution adopting Environmental Assessment 2025-0002 (Addendum No. to Environmental Assessment 2002-453). 2. Adopt a resolution to conditionally approve the Economic Development Subsidy Report, Transient Occupancy Tax Revenue Sharing Agreement, and Option to Purchase Real Property Agreement which includes a Repurchase Option Agreement, and authorize the City Manager to execute the agreements if specified conditions are met. 3. Move to take up Ordinance No. by title and number only and waive further reading. 4. Move to introduce at first reading, Ordinance No. to conditionally approve Development Agreement 2025-0001, Reinstated and Amended Development Agreement 2014-1001, to facilitate development of the SilverRock Specific Plan area. if al te Qa CALIFORNIA T T U R N 6 R 1 D G E 9 O U I T I( T SilverRock Resort City Council Presentation By: Turnbridge Equities September 025 September 22, 2025 19 0 1 F I R M O V E R V I E W 2015 Turnbridge 6 by the Numbers $4.1 Billion Turnbridge, an SEC -registered direct 53 Investments investment fund manager, is built on a tenacious passion for real estate investing, an exhaustive resourcefulness $1 Billion to sourcing and executing real estate investments, and a resolute focus on executing the firm's strategies every day. 16.4 Million SF TRADE SECRET / CONFIDENTIAL INFORMATION 20 Founded in 2015 by Andrew Joblon. Six offices nationally. Investment (total capitalization), since Turnbridge firm inception, spanning all asset classes and multiple geographies. In Austin, Boston, Nashville, New York, Raleigh -Durham, Washington, DC, Miami, Los Angeles since Firm inception. Fund I C Fund II Invested Equity and Co -Invest committed to -date. Portfolio since inception (21.9 million SF fully developed). TURNBRI DGE EQUITIES 10 September 22, 2025 21 0 3 P R O J E C T O V E R V I E W Select Community Benefits Construction -related Jobs • 2,500 — 3,000 construction -related jobs (estimate) Permanent Jobs • 445 full-time equivalent jobs (estimate) Golf Clubhouse • Brand new, ground -up public golf clubhouse for the existing SilverRock Golf Course Golf Course Improvements • Millions of dollars in improvements to existing SilverRock Golf Course TRADE SECRET /-FIDENTINL INFORMATION TOT Revenue • $8.5m annually (estimate at stabilization) TU R N B R I D G E EQUITIES 22 11 September 22, 2025 0 3 P R O 1 E C T O V E R V I E W SilverRock Resort 140 Acres (Phase 1; +200 acres in Phase 2) Programming 1 Luxury hotel 150 Guest rooms 25,000sf Banquet / Conference Facility (approx.) 21,000Sf Spa (approx.) 16,0000 Public Golf Clubhouse (approx.) 122 Residential lots (Phase 1A C 1B) 70 Condo units TRADE SECRET / CONFIDENTIAL INFORMATION T U R N B R I D G E E Q U I T I E S 23 03 PROJECT OVERVIEW SilverRock Specific Plan Area TRADE SECRET / CONFIDENTIAL INFORMATION 24 T U R N B R I D G E EQUITIES 12 September 22, 2025 SilverRock Site Plan • Phase 1: approx 140 acres 1 • Phase IA r r F 11 Phase 18 r r TRADE SECRET / CINFIDENTI'L INFORMATION 25 0 3 P R O J E C T 0 V E R V I E W SilverRock TU RN B R I D G E EQUITIES Site Plan --- • PA1: Existing Golf Course (City -owned) TRADE SECRET / CONFIDENTIAL INFORMATION 26 TU R N BR I D G E EQUITIES 13 September 22, 2025 SilverRock Site Plan .ig Golf Course (City -owned) Phase 1A • PA2: 2G luxury branded single family residential lots TRADE SECRET / CDNFIOENTIAL NFDRMATION 27 `% , 0 3 P R O J E C T 0 V E R V I E W SilverRock Site Plan rA.L: rxisung Golf Course (City -owned) ' h a s e 1A PA2: 2G luxury branded single family lots • PA3s5: Luxury Hotel `— (150 rooms) TRADE SECRET / CONFIDENTIAL iNFORMATON 28 T I 2 N b R 1GC CQJITICS T U R N B R I D G E EQUITIES 14 September 22, 2025 SilverRock Site Plan ig Golf Course (City -owned) 'hase 1A PA2: 2G luxury branded single family lots PA3s5: Luxury Hotel (150 rnnmcl • PA4: Public Golf Clubhouse TRADE SECRET / CINFIOENTIAL NFORMATION 29 0 3 P R O J E C T 0 V E R V I E W SilverRock Site Plan rHi: rxisung Golf Course (City -owned) 'hase 1A PA2: 2G luxury branded single family lots PA3s5: Luxury Hotel (150 rooms) P - ... _ ._ _. .. •ise • PA6: 70 luxury branded condominiums TRADE SECRET / CONFIDENTIAL INFORMATON 30 T I 2 N b R 1GC CQJITICS TURNBRI DGE EQUITIES 15 September 22, 2025 0 3 PROJECT OVE RVIEW SilverRock Site Plan Golf Course (city -owned) lase 1A PA2: 2G luxury branded single family lots PA3s5: Luxury Hotel (150 rooms) PA4: Public Golf Clubhouse PA6: 70 luxury branded condominiums Phase 1B • PA7: G3 luxury branded single family residential lots TRADE SECRET / CONFIDENTIAL INFORMATON 31 0 3 PROJECT OVE RVIEW SilverRock Site Plan 3olf Course (City -owned) hase 1A PA2: 2G luxury branded single family lots PA3s5: Luxury Hotel (150 rooms) PA4: Public Golf Clubhouse PA6: 70 luxury branded condominiums hase 1B PA7: G3 luxury branded 'ngle family lots Phase 2 • PA8: TBD (City -owned) TRADE SECRET / CONFIDENTIAL INFORMATON 32 TURNBRI DGE EQUITIES T U R N B R I D G E EQUITIES 16 September 22, 2025 0 3 P R O 1 E C T O V E R V I E W SilverRock Site Plan TRADE SECRET/ CONFIDENTIAL INFORMATION 33 34 T U R N B R I D G E EQUITIES 17