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06 Reinstated & Amended Covenant - Golf Course Use DOC # 2025-0382831Recording requested by Stewart Tile of Calffomia, Inc. RECORDING REQUESTED BY AND 2025-0382831 WHEN RECORDED MAIL TO 12/09/2025 03:47 P11 Fee: $ 0.00 Page 1 of 46 City of La Quinta Recorded in Official Records County of Riverside 78-495 Calle Tampico Peter Aldana La Assessor--Colunnty`CCllerky�-�Re Clerk -Recorder ,� Quinta. CA 92253 'III 11 -03.- AttnCity Clerk Order No. 2664882 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) BY AND BETWEEN THE CITY OF LA QUINTA AND SILVERROCK HOTEL OWNER LLC, A "PERMITTED TRANSFEREE" OF TBE RE ACQUISITION CO II LLC AND AN AFFILIATE OF TURNBRIDGE EQUITIES Recorded concurrently and in connection with a transfer subject to the imposition of Documentary Transfer Tax - GC 27388.1(a)(2) 698/015610-0207 23079910 2 a11122125 TABLE OF CONTENTS Page 1. GENERAL PROVISIONS......................................................................................................... 7 1.1 Definitions............................................................................................................7 1.1.1 "City...........................................................................................................7 1.1.2 "City-Benefitted Property.......................................................................7 1.1.3 "City Council"...........................................................................................7 1.1.4 "City Manager..........................................................................................7 1.1.5 "City -Owned Golf Course Property.. ....................................................7 1.1.6 "Covenant.................................................................................................7 1.1.7 "Daily Resident Rate Cap......................................................................7 1.1.8 "Developer"..............................................................................................7 1.1.9 "Effective Date".......................................................................................7 1.1.10 "Golf Course'...........................................................................................7 1.1.11 "Golf Course Access/Operations Property"........................................8 1.1.12 "Golf Course Covenant.. ........................................................................8 1.1.13 "Golf Course Covenant Properties".....................................................8 1.1.14 "Golf Course Driving Range Property"................................................8 1.1.15 `Luxury Hotel Property'.........................................................................8 1.1.16 "Parties.. ...................................................................................................8 1.1.17 "Project Component................................................................................8 1.1.18 "Public Golf Clubhouse Property"........................................................8 1.1.19 "Recorder's Office...................................................................................8 1.1.20 `Reinstated Development Agreement"...............................................8 1.1.21 "Resident Access Card(s)"....................................................................8 1.1.22 "Resident Base Rate.. ............................................................................8 1.1.23 "Resident Rate".......................................................................................8 1.1.24 "Resident Rate Annual Percentage Increase"...................................9 1.1.25 "Resident Rate Ten -Year Adjustment"................................................9 1.1.26 "SilverRock Resort Area" ......................................................................9 1.1.27 'Site Map(s)'...........................................................................................9 1.1.28 "Specific Plan".........................................................................................9 1.1.29 "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................................................................................9 1.2 Effective Date......................................................................................................9 1.3 Amendment or Cancellation by Mutual Consent...........................................9 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....................................................................................11 1.6 Covenant Parcels Free of Mechanic's Liens ............................................... 1 I 2, USE GOLF COURSE AND ANCILLARY ACCESS AND MAINTENANCE .................... I 698/015610-0207 23079910 2 a11/22125 -I- TABLE OF CONTENTS Paqe 2.1 Golf Course Property.......................................................................................12 2.2 Golf Course Access/Operations Property....................................................13 2.3 Luxury Hotel Property ................... ................................................................... 13 2.4 Dedications and Improvements.....................................................................13 3. RESIDENT ACCESS AND USE OF THE GOLF COURSE .............................................. 13 3.1 Resident Access Cards for Qualifying Persons..........................................13 3.2 Terms and Conditions of Use: Revocable License.....................................14 3.3 Obligation to Honor Valid Resident Access Cards.....................................15 3.4 Minimum Privileges Granted to Valid Resident Access Card Holders...............................................................................................................15 3.4.1 Booking Tee Times..............................................................................15 3.4.2 Reduced Rate for Golf Course Play..................................................16 3.5 Collection and Receipt of Resident Rate Charges.....................................18 3.6 Additional Privileges Permissible to Resident Access Card Holders ....... 18 4. DEFAULT AND REMEDIES................................................................................................... 18 4.1 City Rights.........................................................................................................18 4.2 Notice and Cure of Default.............................................................................18 5. MISCELLANEOUS...................................................................................................................18 5.1 Notices. Demands and Communications Between the Parties................18 5.2 Force Majeure...................................................................................................20 5.3 Binding Effect....................................................................................................20 5.4 Third Party Beneficiaries.................................................................................20 5.5 Non -liability of City Officers and Employees................................................20 5.6 Covenant Against Discrimination...................................................................20 5.7 Attorney's Fees and Costs for Prevailing Party...........................................21 5.8 Severability........................................................................................................21 5.9 Time....................................................................................................................21 5.10 Recitals & Exhibits Incorporated....................................................................21 5.11 Authority to Execute: Representations and Warranties .............................21 5.12 City Approvals and Actions ................................. 5.13 Future Golf Covenant......................................................................................22 5.14 Governing Law..................................................................................................22 5.16 Counterpart Signature Pages.........................................................................23 698/015610-0207 23079910 2 a11122125 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 this 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 SilverRock Hotel Owner LLC. a Delaware limited liability company. a "Permitted Transferee" (pursuant to the "Reinstated Development Agreement" defined below) of 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: THE PARCELS WITH THE LUXURY HOTEL AND PUBLIC GOLF CLUBHOUSE ARE THE LEGAL DESCRIPTIONS ATTACHED AS EXHIBITS A-1, A-2: NOT THE ENTIRETY OF THE PHASE 1A PROPERTY (DEFINED IN THE "REINSTATED DEVELOPMENT AGREEMENT)] 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 69&015610-0207 230799102 a11/22/25 -1 - Golf Course (the "Golf Course"), (ii) access, operations, and maintenance parcels of real property appurtenant to the Golf Course (the "Golf Course 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 MAY NEED TO BE ADJUSTED IN FUTURE TO INCLUDE PORTION OF EXISTING PARCEL(S) TO MATCH DEPICTION OF DRIVING RANGE LOCATION IN SITE PLAN: DEVELOPER DOES NOT OWN DRIVING RANGE LOCATION AS OF GOLF COURSE COVENANT EFFECTIVE DATE] C. On October 7, 2025, the La Quinta City Council adopted Ordinance No. 626, approving pursuant to applicable State and City laws that certain Reinstated and Amended Development Agreement, with reference date November 6. 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 ' 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"). 698i015610-0207 23079910 2 a11/22125 -2- 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 (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"); 6981015610-0207 23079910.2 al1/22/25 -3- 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 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 698/015610-0207 23079910 2 al 1/22/25 -4 - 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 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; I Pursuant to Bankruptcy Court order [Bankruptcy Lawsuit Docket No. 759], 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 Developers 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 698/015610-0207 23079910 2 a11/22/25 -5- 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 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. theCity-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 698/015610-0207 230799102 a1 V22/25 -6- 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 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 PROVISIONS 1.1 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: 1.1.1 "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. 1.1.2 'City-Benefitted Property" shall have the meaning in Recital J of this Golf Course Covenant. 1.1.3 "City Council" means the City Council of the City and the legislative body of the City pursuant to California Government Code Section 65867. 1.1.4 `City Manager" means the individual duly appointed to the position of City Manager of City. or his or her authorized designee. 1.1.5 "City -Owned Golf Course Property" shall have the meaning in Recital B of this Golf Course Covenant. 1.1.6 "Covenant" and "Golf Course Covenant" means this Reinstated and Amended Golf Course Covenant Affecting Real Property (Golf Course Use). 1.1.7 "Daily Resident Rate Cap" shall have the meaning set forth in Section 3.4.2(B) of this Covenant. 1.1.8 `Developer" means the Developer identified in the Preamble of this Golf Course Covenant 1.1.9 "Effective Date" shall the "Golf Course Covenant Effective Date." 1.1.10 "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. 6981015610-0207 230799102 a11122/25 -7- 1.1.11 `Golf Course Access/Operations Property" shall have the meaning in Recital B of this Golf Course Covenant. 1.1.12 "Golf Course Covenant" means this Reinstated and Amended Golf Course Covenant Affecting Real Property (Golf Course Use). 1.1.13 "Golf Course Covenant Properties" shall have the meaning in Recital B of this Golf Course Covenant. 1.1.14 "Golf Course Driving Range Property" shall have the meaning in Recital B of this Golf Course Covenant. 1.1 15 "Luxury Hotel Property" shall have the meaning in Recital A of this Golf Course Covenant. 1.1.16 "Parties" means collectively Developer and City. and their respective successors and assigns. Each may be referred to in the singular as a Party'. 1.1.17 "Project Component" shall have the same meaning as defined in the Reinstated Development Agreement. 1.1.18 "Public Golf Clubhouse Property" shall have the meaning in Recital A of this Golf Course Covenant 1.1.19 "Recorder's Office" means the Riverside County, California. Office of Official Records. 1.1.20 Reinstated Development Agreement" shall have the meaning in Recital C of this Golf Course Covenant. 1.1.21 "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. 1.1,22 "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. 1.1.23 '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. 698;015610-0207 23079910.2 a11/22/25 -8- 1.1.24 -Resident Rate Annual Percentage Increase" shall have the meaning set forth in Section 3.4.2(C) of this Golf Course Covenant. 1.1.25 "Resident Rate Ten -Year Adjustment's shall have the meaning set forth in Section 3.4.2(D) of this Golf Course Covenant 1.1.26 "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. 1.1.27 "Site Map(s)" means the maps of the SilverRock Resort Area. which is attached hereto as Exhibit C and incorporated herein by this reference. 1.1.28 "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. 1.1.29 "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. 1.2 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. 1.3 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. 1.4 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 698i015610-0207 23079910.2 a11/22/25 -9- ceasing to be used for a golf course pursuant to the terms and conditions of this Golf Course Covenant. 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 vis-a-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 698/015610-0207 23079910 2 a11122125 -1 0- 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 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. 1.5 Recording 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, 1.6 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. 698/015610-0207 230799102 a11/22/25 -11 - 2 USE GOLF COURSE AND ANCILLARY ACCESS AND MAINTENANCE 2.1 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: (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 Developers proposed improvements to the Public Golf Clubhouse under the Reinstated Development 6981015610-0207 23079910 2 a11/22/25 -1 2- 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. 2.2 Golf Course Access/Operations Property_ 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. 2.3 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. 2.4 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. 3. RESIDENT ACCESS AND USE OF THE GOLF COURSE 3.1 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 698/015610-0207 230799102 a11/22/25 -1 3- 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 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. 3.2 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 698;015610-0207 23079910.2 a11/22125 -1 4- consistent with the setting of such amount as of the Golf Course Covenant Effective Date. 3.3 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 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, 3.4 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: 3.4.1 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 6981015610.0207 23079910 2 a11/22/25 -1 5- 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 available to the general public (including guests at the SilverRock Resort) on a first - come, first -served basis. 3.4.2 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: ( continued on next page ] 698/015610-0207 230799102 al1/22/25 -16- 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 $33 $34 $35 $36 $37 $38 $39 $41 $42 $43 $44 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. 698/015610-0207 23079910 2 a11/22/25 -1 7- 35 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. 3.6 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. 4. DEFAULT AND REMEDIES. 4.1 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. 4.2 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. 5. MISCELLANEOUS 5.1 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 6981015610-0207 23079910.2 a11122125 -1 8- 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, 911 Floor Irvine, California 92612 Attm William H. Ihrke Email: bihrke@rutan.com To Developer: SilverRock Hotel Owner 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. 698/015610-0207 23079910 2 al V22125 -1 9- 5.2 Force Maieure. 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 appropriate period of Force Majeure 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. 5.3 Binding 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, 5.4 Third Partv 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. 5.5 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. 5.6 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) 69BY015610-0207 23079910.2 a11122125 -20- 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. 5.7 Attorney's Fees and Costs for Prevailing Party. 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. 5.8 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. 5.9 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. 5.10 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. 5.11 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. 69&015610.0207 23079910 2 a11/22/25 -21 - 5.12 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. 5.13 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. 5.14 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. 69&015610-0207 23079910.2 a11/22125 -22- 5.15 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. 5.16 Counterpart Signature Pages. 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 23079910 2 al1/22/25 -23- IN WITNESS WHEREOF, Developer and City have executed this Golf Course Covenant as of the Golf Course Covenant Effective Date. Date:dV� Z� 2025 Date. -- ATTEST: SIGNED IN COUNTERPART Monika Radeva, City Clerk APPROVED AS TO FORM RUTAN & TUCKER, LLP SIGNED IN COUNTERPART William H. Ihrke, City Attorney "DEVELOPER" SilverRock Hotel Owner LLC, a Delaware limited liability company, an affiliate of Turnbridge Equities 1 By: Name: Andre oblon Title: Authorized Signatory "CITY" CITY OF LA QUINTA, a California municipal corporation and charter city , 2025 By: SIGNED IN COUNTERPART Jon McMillen; City Manager [End of signatures] [Signature Page - La Quinta - Reinstated and Amended Covenant Affecting Real Property] (Golf Course Use) IN WITNESS WHEREOF. Developer and City have executed this Golf Course Covenant as of the Golf Course Covenant Effective Date. Date: N l7J-tVA b(*- , 2025 DEVELOPER" SilverRock Hotel Owner LLC. a Delaware limited liability company and affiliate of Turnbridge Equities SIGNED IN COUNTERPART Name: Andrew Joblon Title: Authorized Signatory "CITY" CITY OF LA QUINTA, a California municipal corpora ion and charter city Date: , 2025 By. , on McMillen, City Manager ATTEST: V" Monika Radeva, City N&Ilk APPROVED AS TO FORM RUTAN & TUCKER, LLP w _ William H. Ihrke, City Attorney [End of signatures] 69& 015610-0207 23079910.2 a11/22125 -24- GOVERNMENT CODE 27361.7 I CERTIFY UNDER PENALTY OF PERJURY THAT THE ILLEGIBLE PORTIONS OF THIS DOCUMENT TO WHICH THIS STATEMENT IS ATTACHED, READS AS FOLLOWS: JOHN MCMILLEN Dated: December 5, 2025 Sandy Staley, Title Officer, Stewart Title Place of Execution: RIVERSIDE, CA 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 Los Angeles On 11126 �Z-S— . before me,04MIy h- TZG'5G1j-e4-q (insert namynd title of the officer) Notary Public, personally appeared �rLG'�� 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. MARS' Fl al.LD WITNESS my hand and official seal. ? Notary lublic • California a LOS AngNl1 County s_ Commission 0 I424724 / ( My Comm. Emrts Nov f, 2026 Signature (Seal) [Notary Page - La Quinta - Reinstated and Amended Covenant Affecting Real Property] (Golf Course Use) 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, �Q1M1 1✓I�U�U� 1(i'n'sert name and title of the officer) Notary Public, personally appeared � C µ - I'CW 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 that the foregoing paragraph is true and correct. WITNESS my hand nd official seal. Signature 698/015610-0207 23079910.2 a11/22/25 -25- laws of the State of California r htOPuh RADEva NctaryDublic Cafiia torn Riverside County Commission 0 2500681 Mr Comm. Expres Oct 22. 2028 (Seal) EXHIBIT A-1 LEGAL DESCRIPTION OF LUXURY HOTEL PROPERTY All that certain property located in the City of La Quinta, County of Riverside, State of California. described as follows PARCEL A 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 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 777-490-058, 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 23079910.2a11/22/25 EXHIBIT A-1-1 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 1B 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 23079910.2a11122125 EXHIBIT A-1-2 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 23079910.2a11122/25 EXHIBIT A-1-3 PARrFI n 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 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. APN: 777-490-074 AND PORTIONS OF APNs 777-490-072, 777-490-073, 777-490- 075, 777-490-077, 777-490-078, 777-490-079 AND 777-490-080 (OLD APNs PORTION of 777-490-043, 777-490-044 AND 777-490-045) PARrFI F- [INTENTIONALLY OMITTED] PAR('FI F- [INTENTIONALLY OMITTED] (continues on next page) 698/015610.0207 23079910 2 al 1/22125 EXHIBIT A-1-4 PARCEL G [INTENTIONALLY OMITTED] PARCFI H [INTENTIONALLY OMITTED] PARCEL I: 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 1 A 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 1 A 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 1B 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 Luxury Hotel Property] *Explanatory Note: "Luxury Hotel Property" covers the "Luxury Hotel Project Component" as defined in the Reinstated Development Agreement and this Covenant and comprises that real property covering Planning Areas (PAs) 3 and 5, as depicted in the SITE MAP BY PLANNING AREAS (PAs), attached to this Covenant. 698)015610-0207 23079910.2a11122/25 EXHIBIT A-1-5 EXHIBIT A-2 LEGAL DESCRIPTION OF PUBLIC GOLF CLUBHOUSE PROPERTY All that certain property located in the City of La Quinta, County of Riverside. State of California. described as follows: 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) [end of legal descrition] *Explanatory Note: "Public Golf Clubhouse Property" covers the "Public Golf Clubhouse Project Component" as defined in the Reinstated Development Agreement and this Covenant and comprises that real property covering Planning Areas (PA) 4, as depicted in the SITE MAP BY PLANNING AREAS (PAs). attached to this Covenant. 698/015610-0207 230799102a11122/25 EXHIBIT A-2-1 EXHIBIT B 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: PArral A 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 "D" of Lot Line Adjustment No. 2020-0010, recorded July 15, 2021 as Instrument No. 2021-0426548 of California, as described therein. Official records of Riverside County, State of California. APN 777-490-035, APN 777-490-060, APN 777-490-061, APN 777-490-062, APN 777- 490-067, APN 777-060-070. APN 777-060-071 Except all oil, gas hydrocarbon substances and mineral 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. [continued on next page] 698/015610-0207 23079910 2 al 1/22/25 EXHIBIT B-1 Parcel B [INTENTIONALLY OMITTED] Parcel C That portion of Parcel 19 of Parcel Map No. 37207, in the City of La Quinta, County of Riverside, State of California, as shown by 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 "D" of Lot Line Adjustment No. 2020-0007, recorded august 20, 2021 as Instrument No. 2021-0500126 of Official Records of Riverside County, State of California, as described therein. APN 777-060-080, APN 777-490-070. APN 777-060-072 Parcel n Parcel 20 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. APN 777-060-081 Parcel E Parcel 17 of Parcel Map No. 37207, as shown by 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 any portion of said land lying within Tract No. 37730, in the City of La Quinta, County of Riverside, State of California, filed in Book 479, Pages 27 through 33, inclusive of Maps, in the Office of the County Recorder of said County. APN 777-150-029, APN 777-490-050, APN 770-260-037 [end of legal description for City -Owned Golf Course Property] 698/015610-0207 230799102a11/22125 EXHIBIT B-2 EXHIBIT C SITE MAPS (Attached) 698/015610-0207 230799102a11/22/25 EXHIBIT C-1 Recorder PETER ALDANA P.O. Box 751 COUNTY OF RIVERSIDE Riverside, CA 92502-0751 ASSESSOR -COUNTY CLERK -RECORDER (951)486-7000 www.rivcoacr.org CERTIFICATION Pursuant to the provisions of Government Code 27361.7, 1 certify under the penalty of perjury that the following is a true copy of illegible wording found in the attached document: (Print or type the page number(s) and wording below): r�)L{ -P-x Date: ` _ - C� Signature: <� Print Name: ACR 601 (Rev. 09/2005) Available in Alternate Formats GENERAL SITE MAP (2025 SilverRock Master Plan) [Site Maps Continue on Next Page] 6981015610-0207 23079910.2 al 1/22125 EXHIBIT C-2 ANNOTATED SITE MAP (2025 SilverRock Master Plan) Gol"Clubhouse Clubhouse:16.200st y — Restdemlal Lots Hotel Banquet / BOH 291ots ',- I Phase2 Ba nquet. 21.600 st Avg Lot SF'. 14.11 r. �.,- Option LanO 80H. 26.000 st - _ b Condominiums - 70 Condos (Avg 3.000 st) s - Clubhouse (15.000 s1) Luxury Hotel a keys: 150 , 1' W-.— t C Spa SF21,000 1 L Lobby SF: 25.000 -, �y�, j Phase 2 Option Laid. 4- t ! Residential Lots 1 `) 931ots Avg Lot SF: 201, Luxury Hotel 11 1 1 ` 1 Branded CondoCondominiumsClubh 6 Clubhouse � / &antletl Single Family Home lots 1 ' - Public Golt Clubhouse "N j /� Phase 2 lOption Land 1 I ' Phase lA 1 ' L Phase 1B [Site Maps Continue on Next Page] 6981015610-0207 23079910 2 al1l22l25 EXHIBIT C-3 PHASE 1A DETAILED SITE MAP (2025 SilverRock Master Plan) [Site Maps Continue on Next Page] 698/015610.0207 230799102a11/22/25 EXHIBIT C-4 PA t - Golf C..,,. l..r.unu PA2 - L..ury 0r..dt its lots) PA7 - L 1154 cu..t room.. It SOH..tc. tot.fing 2. SITE MAP BY PLANNING AREAS (P (2025 SilverRock Master Plan) [End of Site Maps] 698/015610.0207 230799102a11/22125 EXHIBIT C-5 Dubuc Golf CluDho- 000.1) - Luxury Hot.1 B.nqu.t 6 kM Hou.. functwn. ,,—,: 25.000.r) H: 30 000.f) -L..ury 8—d.d Condonx .—, ..t.) rd.nt Clubhou..6 f—W... 000.1) - Lu.ury fJr.nd.d M.rd.nc.. lots) - Futur. Golf. P—d.ntul. Convn.rcr.l nol. pr.v.te (olf eour.., 253 d.nu.l und, .nd �O. DWsf ,Ztciaty EXHIBIT D TEE TIME BLOCK SCHEDULE EXAMPLE 00 �. 7:15 Resident Block 7:53 8:00— Starter Time :3 81 �8 Resident Block 00 §arter TiAMIII L...-..v-_ _ ��- • 0; :3 9:53 Starter Time 10:53 Resident Block Starter Time 11:09 11:30 HAS 11:53 12:00 Starter Time 12:08 12-15 12.23 Starter 12:53 Time Tee Sheet • • 11 • 6981015610-0207 23079910.2a11/22/25 EXHIBIT D-1