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2002 Catellus Residential Communities, Inc (DC&TC) -Assignment of Declarant's Status - Not RecordedKECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Best Best & Krieger LLP 74-760 Highway 111, Suite 200 Indian Wells, California 92210 Attention: Daniel E. Oliver, Esq. (Space Above For Recorder's Use) ASSIGNMENT OF DECLARANT'S STATUS THIS ASSIGNMENT OF DECLARANT'S STATUS (this "Assignment") is made this 3 1&k day of July, 2002 by and between CATELLUS RESIDENTIAL COMMUNITIES, INC. a California corporation ("Catellus") and DC&TC, LLC, a California limited liability company ("Assignee"). WITNESSETH: A. Catellus is the "Declarant" under the Declaration of Covenants, Conditions, Restrictions and Reservation of Easements for Miraflores, recorded on February 3, 2000, as Instrument No. 2000-041793, in the Official Records of Riverside County, California, as amended (the "Declaration"). The Declaration covers certain real property in the City of La Quinta, Riverside County, California, including "Annexable Territory," as more particularly described in the Declaration (the "PropertX"). B. Pursuant to Section 1.20 of the Declaration, Catellus desires to assign to Assignee any and all of Catellus' right, title and interest as "Declarant" under the Declaration (the "Declarant's Rights"). NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows: 1. Catellus hereby assigns, sells, transfers, sets over and delivers unto Assignee all of Catellus' estate, right, title and interest in and to the Declarant's Rights, and Assignee hereby accepts such assignment "AS -IS", without any representation or warranty of any kind from Catellus and without any recourse against Catellus. 2. Assignee hereby assumes the performance of all of the terms, covenants and conditions imposed upon Catellus as Declarant under the Declaration accruing or arising on or after the "Effective Date" (as defined below). 3. Assignee hereby agrees to indemnify, protect, defend (with counsel chosen by Catellus) and hold Catellus harmless from and against any and all liability, loss, damage or expense (including, without limitation, reasonable attorneys' fees) which Catellus may incur 630167.03/OC -1- under the Declaration, and from any and all claims or demands whatsoever which may be asserted against Catellus by reason of any alleged obligation or undertaking on its part to perform or discharge any of the terms, covenants or agreements contained therein, to the extent such claims or demands are attributable to the period after the Effective Date. 4. In the event any action or suit is brought by a party hereto against the other party by reason of any breach of any of the covenants, conditions, agreements, indemnities or provisions on the part of the other party arising out of this Assignment, then in that event the prevailing party (which for purposes herein, is the party obtaining substantially the relief sought) shall be entitled to have and recover of and from the other party all costs and expenses of the action or suit, including reasonable attorneys' fees. 5. This Assignment may be executed in counterparts, each of which shall be deemed an original, but all of which, together, shall constitute one and the same instrument. 6. This Assignment shall be binding upon and inure to the benefit of the successors, agents, personal representatives, heirs and legatees of the respective parties hereto. 7. This Assignment shall be governed by, interpreted under, and construed and enforceable in accordance with, the laws of the State of California. 8. This Assignment shall be effective as of October 25, 2000, which is the date that certain portions of the Property were conveyed to Assignee by Catellus' successor in interest, La Quinta Redevelopment Agency. The portions of the Property were conveyed to Assignee pursuant to that certain Grant Deed recorded on October 25, 2000, as Instrument No. 420072, Official Records of Riverside County, California. 630167.03/OC -2- STATE OF CALIFORNIA ) ss. COUNTY OF C)Cc A,. 6 C ) On ,-L�,,-. L `� , 2002, before me, a notary public, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. JITf .. JIL By: r.� - .. MVCornm 3 STATE OF CALIFORNIA ) ) ss. COUNTY OF� i V er5 iaj ) OnaLt. t U 0 , 2002, before me, a notary public, personally appeared M i (%tn e l N. skwv i i n personally known to me (or rov -'to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and 0hi :n(/ owledged to me thatshe executed the same in�her authorized capacity, and that by /her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. NORA CARP.ANZA By: _ i Commiyion # 1239134 Zl'j d Noiary Public - Coiifamia y z r.r s' Rivesrj,+aL County My Cry:li71.Ey,_ Yti^Ct22.2C'3 630167 03 OC -4- IN WITNESS WHEREOF, Catellus and Assignee execute this Assignment below. "Assignee": DC&TC, LLC, a California limited liability company By: Name: Alc-N,4,5L Title: /L1X/v/9 G /tiG. "Catellus": CATELLUS RESIDENTIAL COMMUNITIES, INC., a California corporation By: Name: el {'S Title: i f ACKNOWLEDGED AND APPROVED: LA QUINTA REDEVELOPMENT AGENCY, a public body, corporate and politic 1 � By Name: MARK WRISS Title: _ Act i nTFxt-r ,t-; vF, Director Name: Title: 630167.03/OC -3-