ORD 328 The Centre at LQ - DA 1997-002 Amendment No. 1 - Stamko Development (1998)ORDINANCE NO. 328
AN ORDINANCE OF THE CITY COUNCIL OF THE
CITY OF LA QUINTA, CALIFORNIA, APPROVING
DEVELOPMENT AGREEMENT, AMENDMENT #1 BY
AND AMONG THE CITY OF LA QUINTA AND
STAMKO DEVELOPMENT COMPANY
CASE NO.: DEVELOPMENT AGREEMENT 97-002, AMENDMENT #1
APPLICANT: STAMKO DEVELOPMENT COMPANY
WHEREAS, the City Council of the City of La Quinta, California, did on
the 171h day of November, 1998, hold a duly noticed Public Hearing to consider an
amendment to the Development Agreement; and,
WHEREAS, the Planning Commission of the City of La Quinta, California,
did on the 13th of October, 1998, and 10th day of November hold duly noticed Public
Hearings to consider an amendment to the Development Agreement; and,
WHEREAS, the City Council of the City of La Quinta, California, did on
the 151h day of July, 1997, approve and adopt under Ordinance 306 the Development
Agreement; and,
WHEREAS, at said Public Hearing, upon hearing and considering all
testimony and arguments, if any, of all interested persons wanting to be heard, said
City Council did make the following Mandatory Findings of approval to justify
approving said Development Agreement, Amendment #1:
1. The proposed amended Development Agreement is consistent with the
objectives, policies, general land uses and programs of the City of La Quinta
General Plan and Specific Plan 97-029, Amendment #1.
The property is within the Mixed/Regional Commercial (M/RC) District per the
provisions of the 1992 General Plan Update which permits the proposed use
and is consistent with the goals, policies and intent of the La Quinta General
Plan Land Use Element (Chapter 2) provided conditions are met.
2. The land uses authorized and regulations prescribed for the amended
Development Agreement are compatible with the zoning and its related
regulations now applicable to the property. The site is zoned Regional
Commercial (CR) which permits the proposed uses provided conditions are met.
Ordinance No. 328
Development Agreement 97-002, Amendment #1
December 1, 1998
Page 2
3. The proposed amended Development Agreement conforms with public
convenience and the general welfare by providing for extensive public
improvements and conforms to good land use practice by encouraging a long-
range, comprehensive approach to the development of a major automobile
sales/services and mixed commercial complex.
The amended Agreement provides for development requirements that are in
excess of City standards, such as the development density, intensity and
potential adverse environmental impacts that are significantly more restrictive
than those currently permitted under the applicable General Plan and Zoning
Code provisions. In addition, entire landscape medians will be constructed on
both Highway 1 1 1 and Adams Street.
4. Approval of this amended Development Agreement will not be detrimental to
the health, safety, and general welfare since adequate provision has been made
in previous City approvals to provide for necessary and desirable improvements
and since these approvals are incorporated herein.
5. Approval of this amended Development Agreement will not adversely affect the
orderly development of the subject or surrounding property nor the preservation
of area -wide property values, but rather will enhance them by encouraging
planned, phased growth.
6. Approval of the amended Development Agreement will provide a positive fiscal
impact on the City by providing new revenue to the General Fund for services.
7. Consideration of the amended Development Agreement has been accomplished
pursuant to California Government Code Section 65864 et seq. And the City of
La Quinta Municipal Code Section 9.250.030, which governs Development
Agreements.
8. Said amended Development Agreement has complied with the requirements of
"The Rules to Implement the California Environmental Quality Act of 1970" as
amended (Resolution 83-63). The Community Development Department
completed Environmental Assessment 97-337 for the original project. An
Environmental Impact Report, State Clearinghouse No. 9701 1055 was certified
by the City Council in 1996 for this project. A Supplemental EIR has been
prepared for the proposed amended Specific Plan, Site Development Permit and
Development Agreement.
_ Ordinance No. 328
Development Agreement 97-002, Amendment #1
December 1, 1998
Page 3
NOW, THEREFORE, BE IT ORDAINED by the City Council of the City of
La Quinta, California, as follows:
SECTION 1. The City Council hereby approves the Amended Development
Agreement and authorizes the Mayor to execute and the City Manager to follow
through in all acts necessary to implement the Amended Development Agreement.
SECTION 2. ENVIRONMENTAL. The City Council of the City of La Quinta
approved and adopted Resolution 97-62 Certifying the adequacy and completeness of
the EIR (State Clearinghouse Number 97011055) and adopted findings and a
Statement of Overriding Consideration for the original project. The City prepared a
Supplemental EIR to update the original EIR to analyze the potential environmental
impacts of the amended project and adopted Resolution 98-135 certifying the
adequacy and completeness of the SEIR and adopted findings and a Statement of
Overriding Considerations for the amended project.
SECTION 3. EFFECTIVE DATE. This Ordinance shall be in full force and effect
thirty (30) days after its adoption.
SECTION 4: POSTING. The City Clerk shall certify to the passage and adoption
of this Ordinance, and shall cause the same to be posted in at least three public places
designated by resolution of the City Council, and shall cause this Ordinance and its
certification, together with proof of posting, to be entered into the Book of Ordinances
of this City.
The foregoing Ordinance was approved and adopted at a meeting of the City
Council held on this 15th, day of December, 1998, by the following vote:
AYES: Council Members Adolph, Henderson, Perkins, Sniff
NOES: None
ABSENT: Mayor Pena
ABSTAIN: None
Ordinance No. 328
Development Agreement 97-002, Amendment #1
December 1, 1998
Page 4
4, Q� -
JOHN J. PENA, MaVor
City of La Quinta, California
ATTEST:
AUNDRA L. JLKOLA, City Clerk
City of La Quinta, California
APPROVED AS TO FORM:
DAWN C. HONEYWELL, City Attorney
City of La Quinta, California
STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ► ss.
CITY OF LA QUINTA )
I, SAUNDRA L. JUHOLA, City Clerk of the City of La Quinta, California, do hereby
certify the foregoing to be a full, true and correct copy of Ordinance No. 328 which
was introduced on the 1st day of December, 1998 and was adopted at a regular
meeting held on the 151h day of December, 1998 not being less than 5 days after date
of introduction thereof.
I fu ther certify that the foregoing ordinance was posted in three (3) places within the
Cit of La Quinta as specified in a resolution of the City Council.
AUNDRA L. JU LA, City Clerk
City of La Quinta, California
DECLARATION OF POSTING
I, SAUNDRA L. JUHOLA, City Clerk of the City of La Quinta, California, do hereby
cer 'fy that the foregoing ordinance was posted on December 23, 1998 pursuant to
,;AUNDRA
Council Resolution.
JUL.HOLA, City Clerk
City of La Quinta, California
PLEASE COMPLETE THIS INFORMATION
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98812
y FIRST AMENDMENT TO DEVELOPMENT AGREEMENT
This First Amendment to Development Agreement ("Amended Agreement") is made and entered
into this 1 st day of December, 1998, by and between the CITY OF LA QUINTA, a charter city
("City"), STAMKO DEVELOPMENT COMPANY, a California limited partnership ("Developer")
and THE TRUSTEE OF THE JUVONEN LIVING TRUST, a California Trust ("Partial Owner").
The City and Developer are hereinafter sometimes referred to individually as a "Party" and
collectively as the "Parties".
RECITALS
This Amended Agreement is predicated upon the following facts:
A. The City, Developer and Partial Owner originally entered into that certain
Development Agreement dated July 15, 1997 ("Original Augustg20�1997, and recordedent") authorized yon1ty Council
September
Ordinance No. 306 dated July 21, 1997, and effective
3, 1997.
B. Due to certain economic restraints beyond the control of any party to the Original
Agreement, the Developer is unable to perform according to the original unamended Specific Plan
and Developer Lease conditions and, therefore, has requested certain modifications to the site
planning conditions, the Development Agreement, and the Developer Lease to allow the Project to
proceed.
C. The City believes that all of the findings made in the Original Agreement remain true,
that the requested modifications by the Developer as set out in this Amended Agreement with
attachments are consistent with the General Plan , and all other applicable plans, rules, regulations
and official policies of the City of La Quinta and the approval of this Amended Agreement shall
promote the health, safety and general welfare of the City.
D. It is the intent of the Parties that on execution of this Amended Agreement, Developer
shall be obligated to complete the Public Improvements in the manner set forth herein and that
Developer will be entitled to proceed with the Project subject to the Amended Specific Plan 97-029,
and Conditional Use Permit 97-034 attached hereto and incorporated herein as Exhibits "D" and "E"
respectively, in accordance with this Agreement. and with City's rules, regulations and official
policies governing permitted uses, density, design, improvement and construction standards and
specifications in force on the date of this Amended Agreement.
E. Regarding Recital "H" to the Original Agreement: the Project will encompass three
planning areas ("Planning Areas").
F. On November 10, 1998, the Planning Commission of the City of La Quinta (the
"Planning Commission"), after giving -notice pursuant to Government Code Sections 65854, 65854.5
and 65866, held a public hearing on Developer's application for this Amended Agreement. On
C:\My Documents\WPDOCS\DARestAgmt.wpd I
98812
November 17, 1998, the City Council of the City of La Quinta ("City Council"), after providing
public notice as required by law, similarly held a public hearing to consider Developer's application
for this Agreement.
G. The Planning Commission and the City Council have found that the Amended
Agreement is consistent with the General Plan and all other applicable plans, rules, regulations and
official policies of the City.
H. In accordance with the requirements of the California Environmental Quality Act
"(Public Resources Code Sections 21000, et seq., ("CEQA")) , appropriate studies, analysis, reports
or documents were prepared and considered by the Planning Commission and the City Council. The
City Council, after making appropriate findings, certified, by Resolution 98-135, adopted on
November 17, 1998, a Supplemental Environmental Impact Report for the Project in compliance
with CEQA.
1. On December 1, 1998, the City Council adopted Ordinance No. 328 approving this
Amended Agreement with Developer. The Ordinance takes effect on January 14, 1999.
The parties hereto agree to amend the Original Agreement according to the following
specified revisions:
1. Definitions: In this Amended Agreement, the defined terms will have the same meaning as
in the Original Agreement except as may be otherwise noted in this Amended Agreement:
1.1. Authorizing, Ordinance: "'Authorizing Ordinance" means Ordinance No. 328
approving this Amended Agreement.
1.2 Effective Date: (Defined in Section 1.8 of the Original Agreement) . "Effective Date"
means the date that the Authorizing Ordinance as defined in this Amended Agreement becomes
effective.
1.3 Project: (Defined in Section 1.17 of the Original Agreement) "'Project" means a
regional commercial project designed around two main uses: an auto mall and/or a mixed regional
commercial development. The Project has three Planning Areas. Planning Area I will contain three
(3) new car dealerships or a mixed regional commercial development. Planning Area II will contain
either two (2) or six (6) new car dealerships and/or auto related commercial pads and/or a mixed
regional commercial development. Planning Area III will be a mixed commercial center. The three
Planning Areas are delineated in Exhibits "2" through "2-2" to Amendment No. I to the Specific
Plan. The development of the Project shall include all mitigation measures (on -site and off -site)
imposed as part of the CEQA review process, and as conditions to the issuance of Development
Approvals, including, but not limited to, the Specific Plan, and Conditional Use Permit consistent
with this Amended Agreement.
1.4 Specific Plan: The Specific Plan approved by the City Council on July 15, 1997 as
amended by Amendment No. 1 approved by the City Council on November 17, 1998. A reference
to "Amendment to Specific Plan refers only to Amendment No. 1 to Specific Plan.
CAMy Documents\WPDOCSiDARestAgmt.wpd 2
98812
2. Change to Section 3.1.: The second and third sentences of Section 3.1 are changed to read
as follows:
"Developer will endeavor to develop the Property in accordance with the three Planning
Areas specified on the Project Site (Exhibits "A-1, "A-2" and "A-3" ). Planning Area I has
approximately 13.2 acres; Planning Area I has approximately 28.14 acres; and Planning Area
III has approximately 36.73 acres. Developer will endeavor to develop the three Planning
Areas in accordance with the four scenarios set out in the Amended Specific Plan."
3. Change to Section 3.2: The first sentence of Section 3.2 is amended to read in full as
follows:
"The term of this Amended Agreement shall be approximately twelve (12) years,
commencing upon the Effective Date of Ordinance No. 328 approving this Agreement and
authorizing its execution and shall expire on January 14, 2011, unless otherwise terminated,
modified or extended by written mutual agreement pursuant to the terms of this Agreement."
4. Section 3.3: Add the words, "...or Section 3.3.3" after "Section 3.3.2" in:
(a) The first sentence of the first paragraph.
(b) The first and second sentences of the second paragraph.
5. Section 3.3.3: The following assignments of the rights of the assignor under this Amended
Agreement shall be made without the consent of City, but upon giving notice to the City
concurrently with any transfer of any part of the Property;
(a) From Developer to any member of Desert City Dealers, or to any other auto
dealer purchasing Property from Developer.
(b) From Developer to any person or entity using a portion of Planning Area II
for auto related uses.
(c) From Desert City Dealers to any member of Desert City Dealers.
(d) From Desert City Dealers to Developer pursuant to Developer's exercise of
its right to purchase any portion of the Property pursuant to the Option and Purchase Agreement as
amended between Developer and Desert City Dealers.
(e) From a member of Desert City Dealers who acquires title to a portion of the
Property to Developer pursuant to Developer's exercise of its right to purchase any portion of the
Property pursuant to the Option and Purchase Agreement as amended between Developer and Desert
City Dealers.
(f) In connection with the transfer of any portion of the Property located in
Planning Area 111.
CAMy Documents\WPDOCS\DARestAgmt.wpd 3
6. Section 4.3.1.: The first sentence is amended to read in full as follows:
"City and Developer agree that the EIR which is designated EA No. 97-337 as supplement
by the Supplemental EIR designated EA 97-337 and the obligations of Developer under this
Agreement to incorporate mitigation measures as part of the Project constitute full and
complete mitigation of any identified adverse environmental impacts generated by the
Project."
7. Section 5.2: Is amended to read as follows:
"5_2 Planning Areas:
Planning Area 1: Planning Area I will contain three (3) new car dealerships.
Planning Area II: Planning Area II will contain up to six (6) new car
dealerships and/or auto related commercial pads and/or a mixed regional commercial development
containing structures of up to 306,000 square feet.
Planning Area III: Planning Area III will be a mixed commercial center
containing structures of up to 400,000 square feet."
8. Section 5.3: The second sentence of Section 5.3 is amended to read in full as follows.
"The buildings in Planning Areas I, 11 and III shall be constructed on the Property
as specified in the Development Scenarios described in the Amendment to Specific
Plan."
9. Section 5.3. 1.: The maximum F.A.R. for all Planning Areas under all Development Scenarios
is .25.
10. Section 5.4: Is amended to read in full as follows:
"5.4 Phasing of Construction:
Scenarios as follows:
5.4.1. Phasing of Construction: The Project shall be developed in four
(a) . Development Scenario # 1:
(1) Three (3)new car dealership pads;
(ii) Six (6) new car dealerships and/or auto -related
commercial pads; and
(iii) 400,000 square feet of mixed regional commercial.
CAMy Documents\WPDOCs\DARestAgmt.wpd 4
(b) Development Scenario #2:
(i) Three (3) new car dealership pads;
(ii) Two (2) new car dealerships and/or auto -related
commercial pads; and
(iii) 610,000 square feet of mixed regional commercial.
(c) Development Scenario #3:
(i) Three new car dealership pads; and
(ii) 695,000 square feet of mixed regional commercial
(d) Development Scenario #4:
(i) 850,000 square feet of mixed regional commercial
development.
Developer shall construct or contribute to the construction of the Public
Improvements connected with Planning Area I, Planning Area II and Planning Area III as set forth
in the Developer Lease Agreement (Exhibit "C"), Specific Plan (Exhibit "D") and the terms of this
Amended Agreement."
"5.4.2. Develo"er: Developer agrees to exercise due diligence and submit to City
applications for all such necessary permits and approvals in accordance with applicable City
procedures and Existing Rules."
"5.4.3. City: City hereby agrees that it will accept from Developer for processing and
review all applications for Development Approvals for the use of the Property in accordance with
this Amended Agreement, providing that said applications are submitted in accordance with this
Agreement and the Existing Rules."
"5.4.4 Completion of Project: Developer agrees to diligently prosecute to completion
the construction of the Project and to complete construction of Planning Area I within the term of
this Amended Agreement subject to any such extensions as may hereafter become applicable in
accordance with the provisions of this Amended Agreement. Improvements, scheduling, dates, or
times of performance by either Party hereto may be subject to revision from time to time due to
factors which cannot be predicted and which are within the control of the Parties, such as economic
market conditions and demand interest rates and competition. Any such revision must be mutually
agreed to by the Parties in writing referencing this Section 5.4.4 and in recordable form. Such
revisions are deemed to be within the framework of this Amended Agreement as presently drafted
and executed and do not constitute amendments requiring new notice and hearing under local law."
11. Section 6.1. The second paragraph of Section 6.1 is amended to read in full as follows:
"The Developer shall provide the Public Improvements and pay all fees and other amounts
the payment of which is provided for pursuant to this Amended Agreement in conformity
with the timing of the development of the Public improvements set forth in this Amended
Agreement, and the Developer Lease Agreement; such performance shall be required so long
as this Amended Agreement remains in effect without regard to whether the Developer is
CAMy Documents\WPDOC$\DARestAgmt.wpd 5
98812
timely implementing the development of Project pursuant to this Amended Agreement.
Where this Amended Agreement sets forth a specific time for the provision of Public
Improvements or the payment of fees or other amounts, the Developer shall strictly comply
with such requirements. Where a Public Improvement fee, or other amount is required
pursuant to Existing Rules and the terms of this Amended Agreement to be paid at the time
of issuance of building permits and a specific date is not set forth in this Amended
Agreement for the provision of such Public Improvements or payment of such fees or
amounts, the Public Improvement, fee, or other amount shall be required to be provided at
the time building permits are issued for the structure."
12. Amendment of Exhibits. The Site Plans, the Developer Lease Agreement and Specific Plan,
which were Exhibits "A", "C", and "D" to the Original Agreement shall be completely restated and
amended in the forms attached hereto and/or supplemented as indicated in this Amended Agreement
or the attached Exhibits.
13. Section 13.3: Section 13.3 is amended to read in full as follows:
"The Developer shall provide funds for payment of all expenses associated with the Project
entitlement review including the environmental review by legal counsel and preparation by
consultant as well as the drafting of all documents for the project prepared by the City's legal
counsel. A Sixty -Eight Thousand Five Hundred Dollar ($68,500) advance deposit towards
this payment has to be provided to the City. In addition to the foregoing all application fees
shall be paid by Developer at the time of submittal for the revised specific plan and any other
required planning submittals."
14. No Other Chance: All sections of the original Agreement which have not been specifically
amended by this Amended Agreement shall remain intact and enforceable in their entirety.
IN WITNESS WHEREOF, this Amended Agreement has been executed by the
Parties and Partial Owner on the day and year first above written, as authorized by Ordinance No.
328 of the City Council of the City of La Quinta.
CITY OF LA QUINTA, a charter city
By:
TERRY rDERSON, Mayor Pro Tern
A'
�AUNDRA L.-JUHOLA, City Clerk
City of La Quinta, California
CAMy Documents\WPDOCS\DARestAgmt.wpd 6
98812
APPROVED AS TO FORM:
DAWN C. HONEYW�Cityy,rney
City of La Quinta, California
STAMKO DEVELOPMENT COMPANY,
A Californiakimited Partnership
By:
Its:
The Juvonen Living Trust
("All -Purpose" Acknowledgment) STEWART TITLE
STATE OF CA=IA
�7
COUNTY OF
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d ,Srmatrry of Conr anO/ 7 q 7/ before e, M/ `f' "'L�
I(here insert name and title of the o cer), personally appea
W personally known to me (or proved to me on the basis of satisfactoryzv(� 14¢/✓3 4- 'ga ✓ONE
cc
LU 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 _
A* the same in his/her/their authorized ca aci p ty(ies), and that by s
his/her/their signature(s) on the instrument the person(s), or the entity L'NDA t�.MUI NDY
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upon behalf of which the person(s) acted, executed the instrument. `
1 id0 . 3 CTc Ynia
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Signature
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C:\My Documents\WPDOCS\DARestAgmt.wpd 7
98812
State of California
County of Riverside
On March 10, 1999 before me, Regenia Hensley, Notary Public, personally appeared,
TERRY HENDERSON, Mayor Pro Tem, SAUNDRA L. JUHOLA, City Clerk and DAWN
C. HONEYWELL, City Attorney, personally known to me to be the persons whose
names are subscribed to the within instrument and acknowledged to me that they
executed the same in their authorized capacities, and that by their signatures on the
instrument the person or the entity upon behalf of which the persons acted, executed
the instrument.
WITNESS my hand and official seal.
R NIA HENSLEY
Notary Public
(Seal)
OFFICIAL SEAL
REGENIA HENSLEY P
COMM. #1107891
Notary Public - California
RIVERSIDE COUNTY
My Commission Expires
AUGUST 7 2000
OPTIONAL INFORMATION
Document Description: First Amendment to Development Agreement
by and between the CITY OF LA QUINTA and STAMKO
DEVELOPMENT COMPANY, a California limited partnership
and THE TRUSTEE OF THE JUVONEN LIVING TRUST, a
California Trust
Date Original Agreement entered into: July 15, 1997
Aulthorized by City Council Ordinance No. 306 dated July 21, 1997
Effective August 20, 1997
Recorded September 3, 1997
t
98812
STATE OF CALIFORNIA )
ss.
COUNTY OF )
On — a�o --GJ9 , 199_, before me,
a
Notary Public in and for said State, 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 acknowledge to me that he
executed the same in his authorized capacity, and that by his 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.
[SEAL] Signature \—���
MILLIE ARNOLD
Comm, # 1060303
• NOTARY PUBLIC CALFORN A
>� Ri6omde Cony
My Comm Expires May 28,1999
f
98 812
EXHIBIT C
RECORDING REQUESTED BY )
AND WHEN RECORDED MAIL TO )
AND MAIL TAX STATEMENTS TO: )
City of La Quinta )
78-495 Calle Tampico )
La Quinta, California 92253 )
Attn: City Clerk
(Space above for Recorder's Use)
RESTATED AND AMENDED
DEVELOPER LEASE AGREEMENT
THIS DEVELOPER LEASE AGREEMENT ("Agreement") is entered into as of the 1 st day
of December, 1998, by and among the City of La Quinta, a charter city . ("City") and Stamko
Development Co., a California limited partnership ("Developer") with reference to the following:
RECITALS
A. WHEREAS, Developer is the fee owner of certain property located in the City
("Project Site"), which Project Site is legally described on Exhibit "A" attached hereto and as further
described in the Specific Plan for the three development scenarios which include three car
dealerships in Planning Area 1; and
B. WHEREAS, in connection with the development of the Project, Developer intends
to dedicate and convey certain real property adjacent to Adams Street to the City and certain property
adjacent to Highway 111 to the State for public facilities ("Dedicated Property"), which Dedicated
Property is described on Exhibits "B-1" and `B-2" attached hereto and depicted on Exhibits "C-1"
and "C-2" attached hereto; and
C. WHEREAS, the City and State currently own certain rights -of -way adjacent to the
Project Site along Adams Street and Highway 111 ("Existing Rights -of -Way"), which Existing
Rights -of -Way are described on Exhibit "D-1" and "D-2" attached hereto and depicted on Exhibits
66E-1 " and "E-2"; and
D. WHEREAS, the City desires, subsequent to acquiring the Dedicated Property from
Developer, to lease the Dedicated Property and the Existing Right -of -Way, to Developer, for
purposes of having Developer construct thereon certain public facilities ("Public Facilities"), which
Public Facilities are described on Exhibit "F" attached hereto; and
E. WHEREAS, Developer has agreed to construct the Public Facilities on the Dedicated
and Existing Right -of -Way Property, and then to sublease the Public Facilities to the City pursuant
to this Agreement for the benefit of the public and in furtherance of public purposes of the City; and
CAMy Documents\WPDOCS\DALeaseAmd-Stamko-final.wpd
98812
F. WHEREAS, Developer and City first approved a form of this Agreement on July 21,
1997; and
G. WHEREAS, due to economic conditions beyond the control of Developer, the
original form of this Agreement has become impractical and infeasible to perform; and
H. WHEREAS, the City believes that a revision to the original terms of the form of this
Agreement is in the best interest of the City and its general health, safety and welfare;
NOW, THEREFORE, for and in consideration of the mutual covenants and agreement herein
contained, and other good and valuable consideration the receipt and sufficiency of which is hereby
acknowledged, it is agreed as follows:
Section 1. Definitions.
Unless the context otherwise requires, the terms defined in this Section 1 shall, for all
purposes of this Agreement, have the meanings herein specified.
(a) "Agreement' shall mean this Developer Lease Agreement.
(b) "Base Rental Payments" shall mean the rental payments payable by the City
to Developer pursuant to the Sublease, as described herein.
(c) "City" shall mean the City of La Quinta, California, a charter city duly
organized and existing under the laws of the State of California, and its successors and assigns.
(d) "Dedicated Property" shall mean that certain real property as described on
Exhibits `B-1" and `B-2" and depicted on Exhibits "C-1" and "C-2", which real property shall be
conveyed by Developer to the City and to the State pursuant to the terms of this Agreement.
partnership. (e) "Developer" shall mean Stamko Development Co., a California limited
M "Existing Right -of -Way" shall mean the existing right-of-way currently owned
by the City, as described in recital paragraph C hereof.
(g) "Interest Component' shall have the meaning set forth in Section 7 hereof.
(h) "Lease" shall mean the portion of this Agreement which constitutes the lease
of the Dedicated Property and the Existing Right -of -Way by City, as lessor, to Developer, as lessee
(see Section 3 below).
(i) "Lease Commencement Date" shall mean that date upon which the City
accepts Developer's dedication of the Dedicated Property.
0) "Leasehold Value" shall have the meaning set forth in Section 7 hereof.
CAMy Documents\WPDOCS\DALeaseAmd-Stamko-final.wpd 2
98812
(k) "Principal Components" shall have the meaning set forth in Section 7 hereof.
(1) "Project" shall mean the commercial facility, including three car dealerships,
and related improvements described in recital paragraph A above.
(m) "Project Site" shall mean the real property described on Exhibit "A".
(n) "Public Facilities" shall mean the public facilities to be constructed on the
Dedicated Property and the Existing Right -of -Way by Developer described on Exhibit "F" attached
hereto.
(o) "Rental Period" shall have the meaning set forth in Section 7(b)(3) hereof.
(p) "Sales and Use Tax" shall mean the 1 % sales and use tax imposed and
received by the City under authority granted to the City pursuant to Section 7201 of the California
Revenue and Taxation Code.
(q) "Sales and Use Tax Revenues" shall mean any revenues collected by the City
pursuant to Sales and Use Tax as described above as a result of commercial activity generated by this
Project on this Project Site.
(r) "Specific Plan" shall mean the Specific Plan approved by the City Council
on December 1, 1998.
(s) "Sublease" shall mean the portion of this Agreement which constitutes the
sublease of the Dedicated Property and the Existing Right -of -Way by Developer, as sublessor, to
City, as sublessee (see Section 5 below).
(t) "Sublease Commencement Date" shall mean that date upon which the City
accepts the Public Facilities as being complete.
(u) "Term of this Agreement" shall mean that period of time commencing as of
the date of the transfer of the property in the Planning Area I to the three car dealership owners for
purposes of developing a minimum of three new car dealerships and terminating as of the date of
termination of the Sublease.
Section 2. Conveyance of Dedicated Property.
Developer shall convey or cause to be conveyed to the City or its designee, and the City or
its designee shall accept conveyance of, the Dedicated Property, for public purposes, prior to
Developer's seeking building permits for the construction of any portion of the Project. Developer
covenants that prior to conveying the Dedicated Property to the City or its designee, and provided
that the City performs its obligations as set forth in Section 7 of this Agreement, Developer shall
own fee title to all of the Dedicated Property, and that such Property shall be conveyed to the City
or its designee free and clear of all liens and encumbrances, except those approved in writing by the
City. Such conveyance of the Dedicated Property from Developer to the City or its designee shall
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be deemed to be and is a condition precedent to the rights and obligations of the parties under the
terms of this Agreement, provided however, that such conveyance shall not be a condition precedent
to those obligations of the City under Section 7(b)(2) of this Agreement. Upon the Developer's
conveyance of the Dedicated Property to the City or its designee, this Agreement shall be recorded
in the Official Records of the County of Riverside, California.
Section 3. Lease Terms.
Effective upon the conveyance of the Dedicated Property to the City, or its designee, as
described above, the City (or its designee) hereby leases the Dedicated Property and Existing Right -
of -Way to Developer and Developer leases the Dedicated Property and Existing Right -of -Way from
the City, or its designee, on the terms and conditions set forth in this Agreement. Rent for the entire
term of the Lease shall be an advance payment by Developer to the City of the sum of $1.00. The
term of the Lease shall commence on the date that the City or its designee accepts conveyance of the
Dedicated Property and continue until the termination of the Sublease, as described in Section 5
herein, and, upon termination of the Sublease, the Lease shall likewise terminate.
Section 4. Construction of Public Facilities.
(a) Developer's Obligations. Developer shall finance and construct all of the
Public Facilities described on Exhibit ' F" attached hereto.
In general, the Public Facilities shall consist of:
Highway III from Adams Street to La Quinta Drive; Adams Street/Highway III
intersection; Adams Street from Highway I I I to 4r Street, including center median; La Quinta
Drive/Highway I I I intersection.
The Public Facilities shall be constructed concurrently with the Planning Area I of
the Project which includes a minimum of three auto dealerships.
In connection with the Public Facilities, Developer shall do the following:
(1) prepare plans and specifications for the Public Facilities in accordance
with City and/or State standards, and submit such plans and specifications to the appropriate City
and/or State departments for review and approval;
(2) provide the City with twenty (20) days written notice prior to the
commencement of construction;
(3) secure all necessary licenses, permits, rights of way, and rights of entry
as may be reasonably necessary for construction;
(4) prior to commencement of construction, Developer shall provide the
City with faithful performance and material payment bonds or other security as approved by City,
each in the amount of 110% of the estimated cost of construction, as determined by the City; the
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survey, amount and form of such bonds shall be subject to the approval of City Attorney; and such
bonds shall remain in full force and effect until the Public Facilities are accepted by the City, at
which time such bonds may be reduced to 10% of the cost of construction for a period of one (1) year
to guarantee against any defective work, labor or materials;
(5) provide workers' compensation insurance for all Developer employees
working on construction, in amounts as required by California law;
(6) provide and maintain comprehensive liability insurance which shall
name both Developer and the City as insureds, and which shall provide coverage from personal
injury claims, including accidental and/or wrongful death, and claims for property damage which
may arise directly or indirectly from Developer's construction work, or the performance of
Developer's obligations hereunder, whether such construction and performance is done by
Developer, or any constructor, subcontractor or other party employed directly or indirectly by any
of them; such insurance shall provide for limits of not less than $2,000,000 per occurrence and shall
further provide that the issuing company may not cancel, modify or terminate coverage unless it shall
have given the City thirty (30) days' prior written notice of such cancellation, termination or
modification; Developer shall assure that the insurance required by this section shall remain in full
force and effect throughout the construction of the Public Facilities, and Developer's failure to do
so shall be deemed a material breach of this Agreement; and
(7) upon completion of construction, convey to the City, in form and
substance acceptable to City Attorney, all rights of way and easements deemed necessary by the City
Engineer, in its reasonable discretion, for the operation and maintenance of the Public Facilities,
including ingress and egress easements as may be reasonably need for storm drain operation and
maintenance.
(b) City's Obligations. In connection with Developer's construction of the Public
Facilities, the City shall do the following:
(1) review and either approve or provide comments for necessary revisions
for the plans and specifications for the Public Facilities prepared by Developer in a timely manner
prior to the commencement of construction of said Public Facilities;
(2) inspect the construction of the Public Facilities as required; and
(3) upon completion and acceptance by the City of the Public Facilities
and conveyance of all required rights of way and easements, accept full responsibility for operation
and maintenance of the Public Facilities, except as to parkway maintenance responsibilities adjacent
to Highway I I I and Adams Street as outlined within the Specific Plan and Covenants, Conditions
and Restrictions which shall remain the responsibility of the Developer or its successors and assigns
(i.e., Property Owner Association).
Section 5. Sublease.
Effective upon the completion of the Public Facilities, Developer hereby subleases the Public
Facilities constructed on Adams Street (Exhibits "B-1" and "C-1") to the City and the City hereby
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subleases the Public Facilities construction on Adams Street (Exhibits "D-1" and "E-1") from
Developer on the terms and conditions set forth in this Agreement. The Public Facilities shall be
deemed to be "complete" upon final inspection and acceptance by the City. Concurrently, the Public
Facilities constructed on Highway II I (Exhibit `B-2", "C-2" and "D-2" and "E-2") shall be
transferred to the State of California.
Section 6. Term of the Sublease.
The Sublease shall begin as of the Sublease Commencement Date as defined in Section 1(t)
hereof. The Sublease shall end on the earlier of (1) December 31, 2011; (2) the time at which the
prepayment option is exercised under Section 7(a)(4); or (3) in the event of termination pursuant to
Section 20.
Section 7. Citv's Obligation under Sublease.
Under the terms of the Sublease, the City shall perform the following obligations:
(a) Prepayment of Certain Sublease Payments.
(1) Initial Prepayment. Agency shall receive notification of intent to close
escrow two weeks in advance. Within 24 hours of confirmation of close of escrow of the transfer
of property to the three auto dealers in Planning Area 1 of the Project, the City shall provide a
prepayment of a portion of the Sublease rent, to Wells Fargo Bank as a third parry administrator
("Administrator"), in an amount equal to One Million Dollars ($1,000,000)(the "Prepayment
Amount"). Within twenty-four (24) hours of City providing the Prepayment Amount to
Administrator, Developer shall provide an amount equal to Eight Hundred Thousand Dollars
($800,000) to the Administrator. The combined amount of $1.8 million shall be used to reimburse
Developer for the cost of constructing the Public Facilities specified on Exhibit "F". Reimbursement
draws shall be provided in accordance with Section 7(a)(3). Reimbursed amounts shall be funded
in accordance with Section 7(a)(3) below. Any amounts not necessary for the construction of the
Public Facilities shall be refunded back to City and Developer on a pro rata basis. In the event that
the $1.8 million is not sufficient to complete the Public Facilities, the Developer shall be solely
responsible for any additional amounts.
(i) As used in this Agreement, the term "Professional Services"
means civil engineering and construction staking (and all of their components) but does not include
landscaping. Developer shall bid the project (except Professional Services) to three to five qualified
firms to render services in the geographic area of the City. Developer hopes to solicit bids from at
least five firms. However, if five (5) qualified firms who render services in the geographic area of
the City cannot be found, then a less number, but not less than three (3) shall be sent bids.
Professional Services shall be bid to a minimum of three (3) qualified firms who render services in
the geographic area of the City.
(ii) The bid forms and specifications shall be prepared by
Developer and reviewed by the City for its approval. City shall review the draft bid forms and
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specifications within twenty (20) business days following delivery of the draft forms and
specifications to the City by Developer and shall review the final bid forms and specifications within
five (5) business days following delivery of the final forms and specifications to the City by
Developer. Developer and City shall work closely to develop final bid forms and specifications.
The bid forms and specifications shall separate public and private improvements. The City and
Developer shall jointly review all bids received. Developer shall select the bid winners, subject to
the reasonable approval of the City. In the event of any disagreement between Developer and the
City the parties shall meet and confer regarding resolution of the issue. Both parties shall negotiate
reasonably and in good faith.
(iii) The development and construction of the project may be bid
as a unit but it is contemplated that the individual work components of the project may bid separately
if elected by Developer. It is the intent of the City and the Develop that the Developer will obtain
the best quality for the best price in all aspects of the project.
(2) When the bids are received, Developer may or may not negotiate with
individual bid respondents to improve the price and/or quality of the bid response. In the event that
bid that is selected by the Developer contains aggregate costs for either the Professional Services
(including, in this instance, landscaping) or the "hard costs" of the project which exceed 50% of the
aggregate amount of each category of costs estimated on attached Exhibit F, then Developer and the
City shall meet and confer regarding the overages. The 50% measure referred to the preceding
sentence shall include amounts which Developer has expended and for which Developer will receive
reimbursement. In the event that Developer and the City, negotiating reasonably and in good faith,
are unable to arrive at a compromise regarding the excess, then either parry shall have the right to
terminate this Lease in written notice to the other. During the course of construction, the City shall
have the right to approve of any change orders for any contract which exceed $25,000 as an increase
in cost. City will review any change order request within five (5) business days following the
submission of the request to the City. If Developer and City disagree on the change order, then
Developer and the City shall meet and confer regarding the change order and shall negotiate
reasonably and in good faith.
(3) Reimbursement Procedure. Reimbursement draws shall be made upon
proof of actual expenses as provided in this Subsection (3) and shall be verified by the City and a
consultant ("Consultant") retained by the City. The expenses of the Consultant, which shall be no
more than five percent (5%) of the hard costs of construction of the Public Facilities, shall be a part
of the costs of the Public Facilities as specified on attached Exhibit "F" and shall be disbursed to the
Consultant upon the joint invoice approval of City and Developer. Developer shall have ten (10)
business days to review the invoice of Consultant following submission of the request to Developer.
(i) An initial disbursement shall be made to the Developer for
previously incurred pre -development costs and fees upon verification of such costs and fees by the
City and Consultant in accordance with the provisions of this Subsection (3).
(ii) Prior to each and every disbursement under this Agreement,
the conditions specified in Subsection (iii) though (v) shall be satisfied.
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(iii) At least ten (10) business days prior to a requested
disbursement, Developer shall deliver to Consultant and City a request ("Request") for the amount
of the Disbursement. The Developer shall certify in the Request that it is accurate and complete.
The Request shall specifically identify the nature of each expense, including, but not limited to, by
reference to the line items set forth in attached Exhibit F, and shall specify the status of completion
of the construction.
(iv) City shall review the Request and the accompanying
documentation and determine that the work is within the scope of Public Facilities. This review
shall occur within ten (10) business days of receipt of Developer's request. For all items approved,
payment shall be authorized within fifteen (15) days of the receipt of the request. The City shall
advise the Developer of any issues with respect to the amounts requested by the Developer within
twenty (20) days of the receipt of the request from Developer.
(v) The City shall have received appropriate waivers of mechanics'
and materialmen's lien rights and stop notice rights executed by all contractors and other persons
rendering service or delivering materials covered by the Request.
(vi) Developer shall deliver to City within five (5) business days
following the first day of each month: a monthly report which shall set forth the following for the
prior calendar month; any force mageure delay; an update of the construction schedule; and any other
material matters relating to the completion of the Public Facilities.
(vii) Checks shall be issued by Wells Fargo Bank to Developer upon
the written request jointly signed by Developer and City.
(viii) In the event there is a dispute between the City and Developer
regarding any Request, then within five (5) business days following the twenty (20) days specified
in Subsection (iv) above, the City, Consultant, and Developer shall meet and confer regarding the
disputed amount. If the disputed amount is in excess of $50,000 or when the total of all unresolved
disputed amounts equals $50,000, or more, or when construction of the Public Facilities has been
completed without regard to the unresolved amount in dispute, then either Developer or the City may
request alternative dispute resolution ("ADR") before a retired judge appointed by JAMS, or similar
organization. The ADR hearing:
1. Shall be before a judge with experience in construction cost cases;
2. Shall be heard within forty-five (45) days following the date of the request for the ADR;
3. The City and Developer shall divide initially the cost of the ADR, but the judge shall have
the right to apportion the costs between the parties in a manner deemed reasonable by the
judge and consistent with the decision of the judge in ADR.
(4) Subsequent Prepayment. The City has the right but not the obligation
to prepay either the Base Rental Payments or the Supplemental Rental Payments. In the event of a
determination to prepay, the schedule attached hereto as "Exhibit G" and incorporated by this
reference shall be used to determine prepayment amounts. In the event that the City elects to prepay
the entire payment, the Sublease would be terminated.
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(b) Rental Payments. The City agrees to pay to Developer, on a quarterly basis,
rental payments ("Rental Payments") for the applicable rental period or portion thereof throughout
the term of the Sublease. All Rental Payments shall be allocated as set forth in this Section 7.
Rental Payments shall potentially include Base Rental Payments and Supplemental Rental Payments.
(1) Amount of Base Rental Payments. Base Rental Payments shall be
calculated as follows: From the Sublease Commencement Date and continuing through the term of
the Sublease, Base Rental Payments shall be thirty-three percent (33%) of the Sales and Use Tax
Revenues generated by businesses or activities located on the Project Site up to a maximum amount
of One Hundred Twenty -Two Thousand Two Hundred and Fifty Dollars ($122,250) in any twelve
(12) month period of the Sublease. In any twelve (12) month period where the Base Rental Payment
is less than $122,250, the amount which is the difference between the amount paid and the $122,250
shall be forgiven and shall be deducted from the First Principal Component, as if paid in full.
(2) Amount of Supplemental Rental Payments. Supplemental Rental
Payments shall be contingent upon a minimum annual Sales and Use Tax Revenue payment to the
City of Five Hundred Thirty Thousand Dollars ($530,000), adjusted annually by the CPI index for
Riverside and San Bernardino counties for that year. If the threshold is met, a payment of Seventy -
Six Thousand Four Hundred Eleven Dollars ($76,411) shall be made for that year. There shall be
ten (10) annual payments of Supplemental Rental Payments. Each Payment shall be due no earlier
than: 1) forty-five (45) days after the receipt of the revenue reconciliation report; and 2) the first
anniversary date of the first twelve (12) months following the first full calendar quarter in which
Sales and Use Tax Revenues are generated by businesses or activities located on the Project Site.
If in any year (the same four calendar quarters used to calculate the first annual payment) the
minimum annual sales and use tax fails to meet $530,000 this payment including interest shall be
forgiven.
(3) Time for Payment. The City's obligation to pay Base Rental Payments
shall begin on the Sublease Commencement Date. The City shall make quarterly Base Rental
Payments to Developer for each rental period ("Rental Period") or portion thereof, which Rental
Period shall consist of each calendar quarter. Each Base Rental Payment for a Rental Period shall
be due to Developer Forty -Five (45) days after the City receives its Sales and Use Tax Revenue
Reconciliation Report for the Rental Period.
(4) Form of Rental Payments. Each Base Rental Payment and/or
Supplemental Rental Payment shall be paid in lawful money of the United States of America, by
warrant or check drawn against funds of the City, and mailed or delivered to the address provided
for Developer in Section 17 of this Agreement.
(5) Records Required. If requested by the City, Developer shall provide,
or cause each business or activity located on the Project Site to provide, to the City, all Sales and Use
Tax information. Generally, the City shall rely on the Sales and Use Tax information supplied by
the State and the City's accountant consultants.
The City shall maintain sufficient records and accounts to separately identify
all Sales and Use Tax Revenues paid to it from businesses and activities located on the Project Site,
and shall provide to Developer, at the time of making each Rental Payment, a written accounting
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with respect to each Payment.
(6) Certain Definitions. As used in this Agreement, the following will
have the indicated meanings:
(i) "First Principal Component" means the amount of $800,000.
(ii) "Second Principal Component" means the amount of 500,000.
(iii) "Principal Components" means the total of both First Principal
Component and Second Principal Component.
(iv) "Interest Component": Simple interest on the Principal
Components which shall accrue at the rate equal to eight and one-half percent (8.5%) per annum
payable as provided in this "Agreement until the Principal Components are paid or forgiven in full.
(v) "Leasehold Value" means the total of the Principal
Components and the Interest Component.
Section 8. Limit on Total Payments.
Notwithstanding anything to the contrary herein, the Rental Payments payable by the City
to Developer during the term of the Sublease shall not exceed the full amount of the Leasehold Value
and are specifically limited to Sales and Use Tax Revenues as described in Section 8 herein. In the
event that the Rental Payments over the term of this Agreement do not equal the Leasehold Value
due to the fact that certain amounts have been forgiven as set out in "B(1)" and `B(2)", the
Developer agrees that no further payments are due and all obligations of the City are satisfied.
The Interest Component shall commence to accrue on the date of the Sublease
Commencement Date and shall accrue until the Principal Components are paid or forgiven in full
or, if the Sublease is terminated validly before such payment as provided in the Agreement then the
Interest Component shall cease accruing upon the payment by City to Developer of all amounts
which become due to Developer as a result of the termination of this Agreement.
Section 9. Source of City's Payment Obligations.
The obligation of the City to Developer to pay the Base Rental Payments and/or the
Supplemental Rental Payments shall be a special and not a general obligation of the City, and shall
be payable solely from the Sales and Use Tax Revenues received by the City from businesses and
activities conducted on the Project Site. Prior to the time that the full amount of the Leasehold Value
under this Agreement is fully paid to Developer as provided herein, the City shall not pledge or
encumber the Sales and Use Tax Revenues derived or to be derived from businesses or activities
operating on the Project Site so as to impair Developer's rights hereunder. During the term of this
Agreement, any subsequent pledge of the Sale and Use Tax Revenues generated from the businesses
and activities conducted on the Project Site shall be subject and subordinate to Developer's rights
hereunder. Notwithstanding any provision herein to the contrary, in the event that the State of
California's allocation of Sales and Use Tax Revenues to the City is changed, revised or otherwise
amended after the date of this Agreement, the City and Developer each agree to meet in good faith
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to revise this Agreement to reflect as closely as possible the original intent of the parties in entering
into this Agreement with respect to the allocation of Sales and Use Tax Revenues.
Section 10. Right of First Refusal.
As additional consideration, the City shall have a right of first refusal to purchase lots 4 and
5 in Planning Area II (as such lots are shown in Exhibit 2 to the Specific Plan) for $5.57 per square
foot plus 8.5% annual interest until July 1, 2000 and lots 6, 7, 8, and 9 in Planning Area II (as such
lots are shown in Exhibit 2 to the Specific Plan) for $4.75 per square foot plus 8.5% interest until
December 31, 1999.
Section 11. Maintenance Repair. Additions and Improvements to Public Facilities.
(a) Operating and Maintenance Expense. Throughout the term of the Sublease,
the City shall, at its sole expense, operate, maintain, repair and/or replace as necessary, the Public
Facilities (subject to the Sublease related to Adams Street and not including any Public Facilities
dedicated to another public entity) and insure that said Public Facilities remain in good order,
condition and repair at a level of service consistent with that maintained for similar types of public
improvements located elsewhere throughout the City. The parties hereto acknowledge and agree that
Developer shall have no obligation to incur any expense of any kind or character in connection with
the management, operation, repair, replacement or maintenance of the Public Facilities during the
term of the Sublease. Throughout the term of the Sublease, the City shall keep the Public Facilities
free and clear of all liens, charges, and encumbrances. Notwithstanding any damage to the Public
Facilities from whatever source, the City shall, throughout the term of the Sublease, repair the Public
Facilities consistent with this Section without any interruption or abatement of its rental obligations
as set forth hereunder.
(b) Additions and Improvements to the Public Facilities. The City shall have the
right throughout the term of this Agreement, to make any additions or improvements to the Public
Facilities, to attach fixtures, structures or signs, and to affix any personal property thereto, provided
the use of the Public Facilities for the purposes contemplated in this Agreement is not impaired in
any way. Title to all personal property placed in or on any of the Public Facilities shall remain with
the City, provided however, that any modifications or improvements which constitute fixtures will
automatically become subject to this Agreement. Subject to the foregoing, the title to any personal
property, improvements or fixtures which may be placed on the Property by any sublessee or licensee
of the City shall be controlled by the terms of the sublease or license contract entered into by the City
with such sublessee or licensee.
Upon Developer's completion of construction of the Public Facilities and their
acceptance by the City, Developer shall have no further obligation of any kind to make any additions,
improvements, repairs or other changes to the Public Facilities. In the event that Developer elects
to make additions, improvements or other changes to the Public Facilities it shall do so only with the
prior written consent of the City. Any such additions, improvements or other changes shall comply
with the encroachment permit rules of the City and all other applicable City building requirements.
Notwithstanding the foregoing, should Developer make application for additional on site
improvements beyond those contemplated by the Project, Developer may, at that time, be
conditioned to make further improvements to the Public Facilities as part of the approval for such
additional on site developments.
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Section 12. Indemnification.
(a) Indemnification by the City. The City agrees for the term of the Sublease, it
shall indemnify, defend and hold harmless Developer, its officers, agents, employees, directors and
representatives from any loss, claim, expense, and/or penalties arising directly or indirectly from the
Public Facilities and the City's operation, maintenance and repair thereof, save and except those
losses, claims, expenses and/or penalties arising from the gross negligence or willful misconduct of
Developer. Such indemnification shall include, without limitation, indemnification for damage or
claims for personal injury, including death, and claims for property damage, and including any costs
incurred by Developer in defending against same, including without limitation, actual attorneys' fees.
The City represents that it is self -insured as a member of a joint powers insurance
authority (the "Authority") as to public liability insurance against claims for bodily injury or death
or damage to property occurring upon, or about the improvements. In the event that the City elects
to purchase liability insurance in the future rather than remaining self -insured with the Authority,
such liability insurance shall, during the term of this Sublease, name Developer as an additional
insured to the extent appropriate to comply with the provisions of this Section 12.
(b) Indemnification by Developer. The Developer agrees that throughout the term
of the Lease, it shall indemnify, defend and hold harmless the City, its officers, agents, employees
and representatives from any loss, claim, expense and/or penalties arising directly or indirectly from
Developer's construction of the Public Facilities, committed in connection with Developer's
performance of or failure to perform its obligations under the terms of the Lease. Developer agrees
that throughout the term of the Sublease, it shall indemnify and hold harmless the City, its officers,
agents, employees and representatives from any loss, claim, expense and/or penalties arising directly
or indirectly from Developer's gross negligence or willful misconduct committed in connection with
Developer's performance of or failure to perform its obligations under the terms of the Sublease.
Such indemnification, above identified, shall include, without limitation, indemnification for
damages or claims for personal injury, including death, and claims for property damage, and
including any costs incurred by City in defending against same, including without limitation, actual
attorneys' fees.
Section 13. Sale, Transfer or Assignment. The City shall have the right to permit the
nonexclusive use of all or any portion of the Public Facilities by any third parry as may be necessary
to serve the public purposes of the City, provided however, that no sale, transfer or assignment of
all or any portion of the City's rights under the terms of this Agreement shall be construed as
relieving the City from any or all of its obligations as set forth in this Agreement. Specifically, it is
contemplated that all or portions of those Public Facilities to be constructed adjacent to Highway I I I
shall be transferred to the State of California and removed from both the Lease and the Sublease and
shall no longer be subject to any part of this Agreement relating to such Lease and Sublease after
completion, however, such transfer shall not affect the obligation of the City to pay the full
Leasehold Value to Developer according to the terms and limitations of this Agreement. Except as
otherwise provided in this Agreement, the Developer shall not assign all or any portion of its rights
and obligations hereunder to any successors -in -interest to the Project Site or portion thereof, except
with the prior written consent of the City, which consent shall not be unreasonably withheld. Any
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such assignment shall not relieve Developer of its obligations under the terms of this Agreement,
except upon express written consent of the City. Notwithstanding anything contained herein to the
contrary, the Developer may, without the prior written consent of the City, assign any or all of its
rights and obligations hereunder to any Affiliated Entity. For purposes of this Agreement, an
"Affiliated Entity" shall mean any corporation, partnership, limited liability company or other form
of business entity in which Developer has not less than a fifty percent (50%) ownership interest and
not less than fifty percent (50%) management control.
Any sale, transfer or assignment of the rights and obligations of either party under the
terms of this Agreement shall require thirty (30) days prior written notice to the other party of such
assignment, provided however, that no such prior written notice shall be required in connection with
any of the following:
(1) An assignment by Developer which consists of the conveyance for the purpose
of securing loans to be used solely for the financing of the direct and indirect costs of the Public
Facilities, including without limitation, financing costs, interest and commissions, planning, design,
construction, development and leasing of the Public Facilities to be constructed by Developer,
provided that the assignee of any such assignment shall receive only the right to collect Base Rental
Payments due under the terms of this Agreement.
(2) Transfers resulting from a sale of Developer's interest in the Public Facilities,
or the Dedicated Property, or Existing Right of Way, or any portion thereof at foreclosure (or a
conveyance thereof in lieu of a foreclosure) pursuant to a foreclosure thereof by a lender.
(3) Subject to the terms contained in Section 11(a) of this Agreement, the
conveyance or dedications of any portion of the Public Facilities, or the Dedicated Property, or the
Existing Right of Way, to the City or other appropriate governmental agency, or the granting of
easements or permits to facilitate the development of the Project.
Section 14. Eminent Domain.
If the whole of the Public Facilities shall be taken under the power of eminent domain, then
this Agreement shall terminate as of the date possession shall be so taken. If less than the whole of
the Public Facilities shall be taken under the power of eminent domain, then this Agreement shall
continue in full force and effect and shall not be terminated by virtue of such taking, and the parties
hereto waive the benefit of any law to the contrary, and in such event there shall be a partial
abatement of the Base Rental Payments due under the terms of this Agreement.
Any award made in eminent domain proceedings for the taking or damaging of the Public
Facilities, in whole or in part, shall be paid to Developer to the extent of the then remaining balance
of the Principal Component of the Leasehold Value, plus any portion of the Interest Component
which is then accrued but not yet paid. The amount of the award which is in excess of the sum
needed to pay Developer the then remaining balance of the Principal Component, plus any accrued
but then unpaid portion of the Interest Component, shall be paid to the City.
Section 15. Liens.
The City shall pay or cause to be paid when due, all sums of money that may become due for,
CAMy Documents\WPDOCS\DALeaseAmd-Stamko-final.wpd 13
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or purporting to be for, any labor, services, materials, supplies or equipment alleged to have been
furnished or to be furnished to or for the Public Facilities throughout the term of the Sublease and
which may be secured by any mechanics', materialmen's or other lien against the Public Facilities
and/or Developer's interest therein, and the City shall further cause each such lien to be fully
discharged and released, provided however, that if the City and/or Developer desires to contest any
such lien, that party may do so upon posting security in a form and amount acceptable to the other
party sufficient to pay said sums in the event that said liens are reduced to final judgment. Developer
shall cooperate with the City in its efforts to discharge and release any liens pursuant to this Section
15 and shall further discharge and release or cause to be discharged and released any liens created
directly or indirectly by Developer on or against the Public Facilities.
Section 16. Quiet Enjoyment.
The parties hereto mutually covenant and agree that the City, by keeping and performing the
covenants contained herein, shall at all times during the term of this Agreement peaceably and
quietly, have, hold and enjoy the Public Facilities without hindrance or molestation by Developer
or anyone whose rights arise through Developer.
Section 17. Notices.
All notices, demands, offers, and correspondence and other communications required or
permitted under this Agreement shall be in writing and shall be personally delivered or sent by
registered or certified mail, postage prepaid. Any notices sent shall be deemed received upon the
earlier of:
(a) If personally delivered, the date of delivery to the address of the person
receiving such notice; or
(b) If mailed, three (3) business days after the date of posting by the United States
Post Office, in the form of and at the address set forth below:
If to the City:
City of La Quinta
Attention: City Manager
78-495 Calle Tampico
La Quinta, California 92253
If to Developer and/or Owner:
Stamko Development Co.
10100 Santa Monica Boulevard, Suite 400
Los Angeles, California 90067
Attention: Christine F. Clarke
CAMy Documents\WPDOCS\DALeaseAmd-Stamko-final.wpd 14
98812
A Party may change its address by giving notice and other writing to the other Party in
accordance with the notice provisions of this Section. Thereafter, notices, demands, correspondence
and other communications shall be delivered to the new address.
Section 18. Taxes.
During the term of this Agreement, the City shall be responsible for and pay when due any
ad valorem taxes, or special assessments, if any, levied upon the Dedicated Property, and/or Existing
Right of Way, and/or the Public Facilities or upon any parties' interest therein. The parties hereto
agree to cooperate with each other in any effort to apply for exemption from any such tax or
assessment. Throughout the term of this Agreement, Developer shall pay any gross receipt taxes,
income taxes or any other form of tax whatsoever which may be levied upon Developer's rental
income derived from this Agreement.
Section 19. Waiver.
The waiver by either parry of any breach by the other party of any term, covenant or condition
hereof shall not operate as a waiver of any subsequent breach of the same or any other term, covenant
or condition hereof. To be effective, any waiver must be in writing and signed by an authorized
representative of the party bound by said waiver.
Section 20. Default by the Citv.
If the City fails to pay any Base Rental Payments and/or Supplemental Rental Payments due
hereunder within ten (10) days from the date that such.Base Rental Payment and/or Supplemental
Rental Payments is due and payable, or if the City fails to keep any other terms, covenants or
conditions herein for a period of thirty (30) days after written notice thereof from Developer to the
City, or if the City shall abandon or vacate the Public Facilities, or if the City's interest in this
Agreement or. any part thereof shall be assigned or transferred in violation of the terms of this
Agreement, either voluntarily or by operation of law, then in such event the City shall be deemed to
be in default under the terms of this Agreement. If the City fails to deposit the Prepayment Amount
within 24 hours as provided in Section 7(a)(1), then Developer shall have the right to make a written
demand to the City to comply. If the City fails to comply with the demand for deposit within 24
hours following written notice by Developer then Developer has the right, at its option, and without
further notice or demand, to take the actions provided for in the succeeding paragraph of this Section,
including, but not limited to, seeking equitable relief.
If the Developer sends a written notice of default as provided in the preceding paragraph, and
the City fails to remedy any default described in the notice then following thirty (30) days, Developer
has the right, at its option, and without further notice or demand, to do any one or more of the
following (and in connection with obtaining any equitable relief, City hereby acknowledges that
Developer may seek such equitable relied:
(1) Take any action or legal proceeding to recover Base Rental Payments and/or
Supplemental Rental Payments as they come due pursuant to Section 7 of this Agreement.
C:\My Documents\WPDOCS\DALeaseAmd-Stamko-final.wpd 15
(2) To terminate this Agreement and all rights of City under this Agreement by giving
to City a written notice of termination. Upon termination, Developer may recover the worth at the
time of award of any unpaid Base Rental Payments and/or Supplemental Rental Payments earned
at the time of such termination. The "worth at the time of award" is computed by allowing interest
from the date of termination until the time of award at the rate of eight and one-half percent (8.5%).
The maximum amount recoverable shall be the amount of Base Rental Payments and/or
Supplemental Rental Payments plus interest due at the time of termination.
(3) If permitted under applicable law, to continue this Agreement in effect and obtain a
judgment and recover the amounts set forth in Subsection (2) above.
(4) Obtain a preliminary and permanent injunction from a court of competent jurisdiction
directing the City to make Base Rental Payments and/or Supplemental Rental Payments under this
Agreement as they become due pursuant to the terms and conditions of this Agreement.
(5) Obtain a preliminary and permanent injunction from a court of competent jurisdiction
directing the City to perform any other terms and conditions of this Agreement.
(6) Recover from the City all costs and fees incurred by it (including attorneys' fees and
court costs) in enforcing its rights under this Agreement, including, but not limited to collecting
amounts due under this Agreement.
Without limiting the generality of the foregoing, Developer shall have the remedy
described in California Civil Code Section 1951.4, providing that Developer may elect to continue
this Agreement in effect, after the City's breach and abandonment, and recover rent as it becomes
due, if the City has the right to sublet or assign, subject only to reasonable limitations.
Section 21. Default by Developer.
If Developer shall fail to keep any terms, conditions or covenants contained in this
Agreement for a period of thirty (30) days after written notice thereof from the City to Developer,
or if Developer shall file any petition or institute any proceedings wherein Developer asks or seeks
to be adjudicated a bankrupt, or to be discharged from any or all of its debts or obligations, or offers
to its creditors to effect a composition or extension of time to pay Developer's debts, or Developer
seeks a reorganization or seeks to effect a plan of reorganization or readjustment of Developer's
debts, or if any such petition or proceeding of a same or similar nature shall be filed, or instituted
against Developer, and Developer shall fail to have such petition or proceeding dismissed within
sixty (60) days of its filing, then and in such event Developer shall be deemed to be in default
hereunder.
If Developer should, after receiving written notice from the City, fail to remedy any such
default within sixty (60) days of delivery of said notice (sixty-five (65) days if the notice is sent by
mail), then the City shall have the right, at its option, to terminate this Agreement by delivering
written notice of such intent to terminate to Developer not less than sixty (60) days prior to the
effective date of such termination, and after the effective date of such termination, the City shall be
relieved of all obligations hereunder, provided however, in the event that the termination occurs after
the completion of the Public Facilities construction and their acceptance as complete by the City,
the City shall continue to make the Base Rental Payments and Supplemental Rental Payments
C:\My Documents\WPDOCS\DALeaseAmd-Stamko-final.wpd 16
98 812
pursuant to Section 7 hereof for the thirteen -year term that the Agreement would have been in effect
if not terminated, to Developer or its successor in interest, as long as the City continues to use the
Public Facilities,
Section 22. Hazardous Materials.
(a) Developer's Representations. Developer hereby represents that, to the best
of its knowledge, the Dedicated Property is not in violation of any currently existing federal, state
or local hazardous materials laws. Developer further agrees that it shall indemnify, protect, defend
and hold harmless the City from and against any and all claims, liabilities, suits, losses, costs,
expenses and damages arising from any breach of the above representation, including but not limited
to attorneys' fees arising from any claim for loss or damage to property, including the Dedicated
Property, and the improvements thereon; for personal injury or death of persons; or for the cost of
remediation necessitated by the presence of hazardous materials which existed on the Dedicated
Property prior to the Commencement Date of the Sublease and not otherwise resulting from the
City's use or possession of the Dedicated Property.
(b) City's Representation. City hereby represents that, to the best of its
knowledge, the property constituting the Existing Right -of -Way is not in violation of any currently
existing federal, state or local hazardous materials laws. City further agrees that it shall indemnify,
protect, defend and hold harmless the Developer from and against any and all claims, liabilities,
suits, losses, costs, expenses and damages arising from any breach of the above representation,
including but not limited to attorneys' fees arising from any claim for loss or damage to property,
including the Existing Right -of -Way, and the improvements thereon; for personal injury or death of
persons; or for the cost of remediation necessitated by the presence of hazardous materials which
existed on the Existing Right -of -Way prior to the commencement date of the Lease and not
otherwise resulting from the Developer's use or possession of the Existing Right -of -Way.
Section 23. Attorneys' Fees.
In any action or arbitration arising directly or indirectly out of the terms of this Agreement,
the prevailing party shall be entitled to all costs and expenses, including without limitation, actual
attorneys' fees and costs of suit whether in equity or in an action at law, as may be necessary to
enforce the terms and conditions of this Agreement.
Section 24. Oration to Purchase.
The City at any time during the term of this Agreement, shall have the option to purchase the
Public Facilities in the manner provided in this Section. The City may exercise its option to
purchase the Public Facilities by giving Developer not less than sixty (60) days' prior written notice
of its intent to exercise such option. The City's notice of intent to exercise its option shall specify
the date upon which the purchase shall occur ("Purchase Date"), which Purchase Date must coincide
with the due date for the City's payment to Developer of a Base Rental Payment as such dates are
defined in Section 7 of this Agreement. Upon exercising its option to purchase the Public Facilities,
the purchase price ("Purchase Price") to be paid by the City to Developer shall be equal to the
outstanding balance, as of the Purchase Date, of the Principal Components of the Leasehold Value
attached hereto, plus any portion of the Interest Component which is accrued and unpaid on the
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9S812
Purchase Date. On the Purchase Date, the City shall pay the full amount of the Purchase Price to
Developer in immediately available funds, and the City shall also pay at that time, in cash or other
immediately available funds, the amount of any Base Rental Payments which have accrued prior to
the Purchase Date, but which Base Rental Payments have not yet been paid to Developer. Upon the
City's exercise of its option and upon the City's payment to Developer of the Purchase Price and Base
Rental Payments as provided under the terms of this Section 24, all right, title and interest of
Developer in and to the Dedicated Property, Existing Right of Way, and the Public Facilities shall
be transferred to the City "as is" and without warranty. This option to purchase shall not effect the
payments, if any, due under the Supplemental Rental Payments Section 7(b)(2).
Section 25. Recordation and Filins.
Upon full execution of this Agreement, Developer shall record this Agreement in the Official
Records of the County Recorder for the County of Riverside, California.
Section 26. Entire Agreement.
This Agreement contains the entire Agreement of the parties hereto with reference to the
subject matter hereof, and supersedes all negotiations or previous agreements between the parties
with respect to all or any portion of the subject matter hereof.
Section 27. Validity and Severabili1y.
If any one or more of the terms, provisions, promises, covenants or conditions contained in
this Agreement shall to any extent be adjudged invalid, unenforceable, void or voidable for any
reason whatsoever by a final decision of a court of competent jurisdiction, then each of the remaining
terms, provisions, promises, covenants and conditions contained herein shall remain unaffected
thereby and shall be valid and enforceable to the fullest extent permitted by law.
If for any reason this Agreement shall be held by a court of competent jurisdiction to be void,
voidable, or unenforceable by Developer or by the City, or if for any reason it is held by such a court
that the covenants and conditions of the City or Developer hereunder, including covenants to pay
rents as set forth in this Agreement, are unenforceable for the full term hereunder, then and in such
event for and in consideration of the right of the City to possess, occupy and use the Public Facilities
and the right of Developer to occupy the Project, which rights in such event are hereby granted, this
Agreement shall thereupon become and shall thereafter be deemed to be a lease from year to year
under which the annual rentals herein specified will be paid by the City and Developer respectively.
Section 28. Headings.
Any headings contained in this Agreement are solely for the purposes of convenience of
reference and shall not constitute a part hereof nor shall they be utilized to interpret any term or
condition contained in this Agreement.
Section 29. Counterparts.
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98812
This Agreement may be executed in any number of counterparts, each of which when so
executed shall be deemed to be an original, and all of which when taken together shall be deemed
a single original.
Section 30. Governini; Law.
This Agreement shall be construed and governed by the laws of the State of California.
Section 31. Time of the Essence.
Time is of the essence with respect to this Agreement.
Section 32. Amendments.
This Agreement may be amended at any time, and from time to time provided, however, that
no amendment of this Agreement shall be effective unless such amendment is in writing and signed
by all parties hereto.
Section 33. Other Documents.
The parties hereto agree that each shall, concurrently herewith or at any time hereafter, upon
reasonable demand by the other, execute any other documents or instruments and do or cause to be
done any other acts as may be necessary or convenient to carry out the intent and purposes of this
Agreement.
Section 34. Successors.
Subject to the provisions contained herein, this Agreement shall be binding upon and inure
to the benefit of the successors and assigns of the respective parties hereto.
Section 35. Authorily.
The persons executing this Agreement on behalf of the parties hereto warrant that (a) the
party is duly organized and existing; (b) they are duly authorized to execute and deliver this
Agreement on behalf of said party; (c) by so executing this Agreement, such parry is formally bound
to the provisions contained herein; (d) the entering into of this Agreement does not violate any
provision of any other agreement to which that parry is bound; and (e) there is no litigation nor legal
proceeding or other legal impediment which would prevent the parties from entering into this
Agreement.
Section 36. Exhibits and Recitals.
The Recitals contained in this Agreement, and each and every one of the Exhibits referenced
in this Agreement shall be deemed to be incorporated herein by this reference. The Exhibits attached
hereto are as follows:
CAMy Documents\WPDOCS\DALeaseAmd-Stamko-final.wpd 19
88812
Exhibit Description
"A"
Legal Description of Project Site
"13-1"
Legal Description of Right -of -Way Dedication (Adams)
4413-2"
Legal Description of Right -of -Way Dedication (Highway 111)
"C-1"
Depiction of Right -of -Way Dedication (Adams)
"C-2"
Depiction of Right -of -Way Dedication (Highway 111)
"D-l"
Legal Description of Existing Right -of -Way (Adams)
46D-2"
Legal Description of Existing Highway I I I Right -of -Way
"E-1"
Depiction of Existing Right -of -Way (Adams)
64E-2"
Depiction of Existing Highway 111 Right-of-way
"F"
Public Facilities
"G"
Prepayment Schedules
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and
attested to by the proper officers for each of the parties and the official seals of the parties to be
hereto affixed, all as of the day and year first above written.
CITY OF LA QUINTA,
a municipal charter city
Date:
THOMAS P. GENOVESE, City Manager
ATTEST:
SAUNDRA L. JUHOLA, City Clerk
City of La Quinta, California
APPROVED AS TO FORM:
DAWN HONEYWELL, City Attorney
City of La Quinta, California
STAMKO DEVELOPMENT CO.,
a California limited partnership
Date: By:
Its:
THE JUVONEN LIVING TRUST
Date: By
Its:
CAMy Documents\WPDOCS\DALeaseAmd-Stamko-final.wpd 20
98812
EXHIBIT "A"
TO EXHIBIT "C" OF THE DEVELOPMENT AGREEMENT
LEGAL DESCRIPTION OF PROJECT SITE
PROJECT SITE
IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, THAT
PORTION OF THE NORTHWEST ONE -QUARTER LYING SOUTHERLY OF STATE
HIGHWAY 111 AND THE SOUTHWEST ONE -QUARTER OF SECTION 29, TOWNSHIP 5
SOUTH, RANGE 7 EAST, S.B.M., DESCRIBED AS FOLLOWS:
COMMENCING AT THE SOUTHWEST CORNER OF SAID SOUTHWEST ONE -QUARTER
OF SECTION 29;
THENCE NORTH 00 20'28" WEST ALONG THE WESTERLY LINE OF SAID SOUTHWEST
ONE -QUARTER A DISTANCE OF 1087.25 FEET TO THE TRUE POINT OF BEGINNING;
THENCE CONTINUING ALONG SAID WESTERLY LINE NORTH 00 20'08" WEST A
DISTANCE OF 1565.71 FEET TO THE NORTHWEST CORNER OF SAID SOUTHWEST ONE -
QUARTER OF SECTION 29;
THENCE NORTH 00 20'08" WEST, ALONG THE WESTERLY LINE OF THE NORTHWEST
ONE -QUARTER OF SECTION 29, A DISTANCE OF 318.50 FEET TO THE BEGINNING OF
A NONTANGENT CURVE, CONCAVE NORTHERLY, HAVING A RADIUS OF 2555.00
FEET, A RADIAL LINE PASSING THROUGH SAID POINT BEARS SOUTH 19 32'07" WEST,
SAID POINT BEING ON THE SOUTH LINE OF THE STATE HIGHWAY CONVEYED TO THE
STATE OF CALIFORNIA BY DEED RECORDED AUGUST 23, 1968 AS INSTRUMENT NO.
82038, OFFICIAL RECORDS;
THENCE EASTERLY ALONG SAID SOUTHERLY LINE AND ALONG THE ARC OF SAID
CURVE THROUGH A CENTRAL ANGLE OF 11 53'09", AN ARC DISTANCE OF 530.03 FEET;
THENCE CONTINUING ALONG SAID SOUTHERLY LINE AND TANGENT TO LAST
MENTIONED CURVE, SOUTH 82 21'02" EAST A DISTANCE OF 1287.12 FEET TO THE
BEGINNING OF A TANGENT CURVE, CONCAVE NORTHERLY, HAVING A RADIUS OF
5055.00 FEET;
THENCE CONTINUING ALONG SAID SOUTHERLY LINE AND EASTERLY ALONG THE
ARC OF SAID CURVE, THROUGH A CENTRAL ANGLE OF 06 03' 12", AN ARC DISTANCE
OF 534.06 FEET TO A POINT, A RADIAL LINE PASSING THROUGH SAID POINT BEARS
SOUTH 01 35' 46" WEST, SAID POINT BEING ON THE WESTERLY LINE OF THE
EASTERLY 330.00 FEET OF THE NORTHEAST ONE -QUARTER OF THE SOUTHWEST
ONE -QUARTER OF SAID SECTION 29;
CAMy Documents\WPDOCS\DALeaseAmd-Stamko-final.wpd
98812
PROJECT SITE LEGAL DESCRIPTION CONTINUED
THENCE PARALLEL WITH THE EASTERLY LINE OF THE SOUTHWEST ONE -QUARTER
OF SAID SECTION 29 AND NONTANGENT TO LAST MENTIONED CURVE, SOUTH 00
13'55" EAST A DISTANCE OF 1311.87 FEET TO A POINT ON THE SOUTHERLY LINE OF
THE NORTHEAST ONE -QUARTER OF THE SOUTHWEST ONE -QUARTER OF SAID
SECTION 29;
THENCE NORTH 89 51'46" WEST ALONG SAID SOUTHERLY LINE A DISTANCE OF 330.01
FEET TO THE NORTHWEST CORNER OF THE EASTERLY 660.00 FEET OF THE
SOUTHEAST ONE -QUARTER OF THE SOUTHWEST ONE -QUARTER OF SAID SECTION
29;
THENCE SOUTH 00 13' 55" EAST ALONG SAID WESTERLY LINE A DISTANCE OF 239.25
FEET;
THENCE NORTH 89 51' 38" WEST A DISTANCE OF 1987.25 FEET TO THE TRUE POINT OF
BEGINNING.
SUBJECT TO EXISTING EASEMENTS OF RECORD.
COMPRISING 87.72 ACRES, MORE OR LESS.
CAMy Documents\WPDOCS\DALeaseAmd-Stamko-final.wpd
98812
EXHIBIT `B-1" OF EXHIBIT "C"
LEGAL DESCRIPTION
RIGHT OF WAY DEDICATION — ADAM STREET
A PORTION OF THE EASTERLY 25.00 FEET OF THE WESTERLY 55.00 FEET OF THE
SOUTHWEST ONE QUARTER OF SECTION 29, TOWNSHIP 5 SOUTH, RANGE 7 EAST,
SAN BERNARDINO MERIDIAN, IN THE CITY OF LA QUINTA, COUNTY OF
RIVERSIDE, STATE OF CALIFORNIA, MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
BEGINNING AT THE SOUTHWESTERLY CORNER OF SAID SECTION 29,
THENCE ALONG THE WESTERLY LINE OF SAID SECTION 29 NORTH 00020'08"
WEST A DISTANCE OF 1087.25 FEET;
THENCE ALONG THE WESTERLY PROLONGATION OF THE SOUTHERLY LINE
OF THAT PARCEL OF LAND DESCRIBED IN DEED RECORDED AUGUST 2,
1995 AS INSTRUMENT NO. 251766, RECORDS OF SAID RIVERSIDE COUNTY,
SOUTH 89051'43" EAST A DISTANCE OF 30.00 FEET;
THENCE NORTHERLY ALONG A LINE PARALLEL WITH AND 30.00 FEET
EASTERLY OF THE WESTERLY LINE OF SAID SECTION 29 NORTH 00020'08"
WEST A DISTANCE OF 1110.16 FEET TO THE TRUE POINT OF BEGINNING,
THENCE CONTINUING ALONG SAID PARALLEL LINE NORTH 00020'08" WEST
A DISTANCE OF 225.79 FEET;
THENCE NORTH 89039'52" EAST A DISTANCE OF 25.00 FEET TO A POINT ON
ALINE PARALLEL WITH AND 55.00 FEET EASTERLY OF THE WESTERLY
LINE OF SAID SECTION 29;
THENCE SOUTHERLY ALONG SAID LINE SOUTH 00020'08" EAST A DISTANCE
OF 225.79 FEET;
THENCE NORTH 89039'52" WEST A DISTANCE OF 25.00 FEET TO THE POINT
OF BEGINNING.
SAID PORTION CONTAINS 5,645 SQUARE FEET, MORE OR LESS.
S�Q LAND S
THE ABOVE DESCRIPTION BEING SHOWN ON THE ATTACHED �``�P�� KEc�F
EXHIBIT "C-1" AND HEREBY BEING MADE APART HEREOF. v o No. 6687
O:WM82\SU RVEY\MAP\RWADAMS.doc
KII # 40382.000
Exp. 06/30/00
P ARED N E SUPERVISION OF
ber 12. 1998
LEH DATE
KEITH I TERNATIONAL. - PALM DESERT
760-346-9844 760-346-9368
98812
EXHIBIT `B-2" OF EXHIBIT "C"
LEGAL DESCRIPTION
RIGHT OF WAY DEDICATION - HIGHWAY 111
A PORTION OF THE NORTHWEST ONE QUARTER AND THE SOUTHWEST ONE QUARTER OF
SECTION 29, TOWNSHIP 5 SOUTH, RANGE 7 EAST, SAN BERNARDINO MERIDIAN, IN THE CITY OF
LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, MORE PARTICULARLY DESCRIBED
AS FOLLOWS:
BEGINNING AT THE WEST ONE QUARTER CORNER OF SAID SECTION 29; THENCE NORTH
89039'42" EAST A DISTANCE OF 55.00 FEET;
THENCE ALONG A LINE PARALLEL AND 55.00 FEET EASTERLY OF THE WESTERLY LINE OF
SAID SECTION 29 NORTH 00020' 18" WEST A DISTANCE OF 251.83 FEET TO THE TRUE POINT
OF BEGINNING;
THENCE CONTINUING NORTH 00020' 18" WEST A DISTANCE OF 3.29 FEET TO A POINT ON
THE SOUTHERLY RIGHT OF WAY OF HIGHWAY 111;
THENCE NORTH 51031'44" EAST A DISTANCE OF 50.59 FEET TO A POINT ON A CURVE
HAVING A RADIAL BEARING OF NORTH 17024'49" EAST;
THENCE ALONG THE ARC OF SAID CURVE CONCAVE NORTHERLY HAVING A RADIUS OF
2555.00 FEET THROUGH A CENTRAL ANGLE OF 09038'32" A DISTANCE OF 429.98 FEET;
THENCE CONTINUING ALONG THE SOUTHERLY RIGHT OF WAY LINE OF SAID HIGHWAY
111 SOUTH 82021'04" EAST A DISTANCE OF 992.56 FEET;
THENCE SOUTH 07038'56" WEST A DISTANCE OF 15.00 FEET TO A POINT ON ALINE
PARALLEL WITH AND 15.00 FEET SOUTHERLY OF THE SOUTHERLY RIGHT OF WAY OF
HIGHWAY I11;
THENCE ALONG A LINE PARALLEL WITH AND 15.00 FEET SOUTHERLY OF THE SOUTHERLY
RIGHT OF WAY OF HIGHWAY 111 NORTH 82021'04" WEST A DISTANCE OF 992.56 FEET TO A
POINT OF CURVATURE;
THENCE CONTINUING ALONG A LINE PARALLEL WITH AND 15.00 FEET SOUTHERLY OF
THE SOUTHERLY RIGHT OF WAY OF HIGHWAY 111 ALONG THE ARC OF A CURVE
CONCAVE NORTHERLY HAVING A RADIUS OF 2570.00 FEET THROUGH A CENTRAL ANGLE
OF 09045'53" A DISTANCE OF 438.00 FEET;
THENCE SOUTH 53032' 16" WEST A DISTANCE OF 37.16 FEET TO THE TRUE POINT OF
BEGINNING.
SAID PORTION CONTAINS 33,991 SQUARE FEET, MORE OR LESS. ��� LAND S
THE ABOVE DESCRIPTION BEING SHOWN ON THE ATTACHED EXIIIBIT \``�P�E
"C-2" AND HEREBY BEING MADE A PART HEREOF. v No. 6687
0:M0382\SURVEY\MAP\RW-111.doc
KII 0 40382.000
Exp. 06/30/00
P PAR D U 00,
p
E SUPERVISION OF
iember 12. 1998
DALE LE ER DATE
KEITH INTERNATIONAL. - PALM DESERT
760-346-9844 760-346-9368
98812
EXHIBIT "C-1" OF EXHIBIT "C"
T.P.O.B. -I-,-PI
F—
Ld g
LLJ
F—
V)
3
V) 'bS
Q o
p to
< Iz
W 1/4 CDR SEC 29
T5S, R7E, SBM
N89'39'5YE
25.00'
3
io
0
0
EA
NW39'5Y E
25.00'
PARCEL OF LAND
SHOWN IN DEED
RECORDED
AUGUST 2. 1995
AS INST. 251766.
N8751'43"W 1987.24'
_ AVENUE 48 _
P�SW COR SEC 29 SCALE 1" =300'
T5S, R7E, SBM
0 150 300 600 900
RIGHT OF WAY DEDICATION — ADAMS STREET
—Civil—Planning
PREPARED UNDER THE SUPERVISION OF: �I-AND
KEITH EngineeringKEZFy
—Architecture
INTERNATIONAL Archi ecture No. 6687
-�
INC.—Conyru�getion l� Exp. 06/30/00
PALM DESERT DIVISION Management
DALE K LEHER ATE:
(760) 30 9W v F 7( 60) 30-933M G 92211 LS 66 EXP. 6-30-00 q OF cAQF`
98812
EXHIBIT "C-2" OF EXHIBIT "C"
A=09'38'32'
R=2555.00'
L=429.98'
T=215.49'
0
b' _ HIGHWAY 111
A=09'45'53' '�-
o4•W �— R=2570.00' N8221992.56'
L-438.00' NW 1 /4 SEC 29 _ _ _ —
—T--fl n - SW 1 %4 SEC 29 T5
SEE DETAIL BELOW
W
W
LINE TABLE
F-
LINE
BEARING
LENGTH
V)
Tt
N8739'42 E
55.00'
T2
NW20'18"W
251.83'
N
V
T3
N00'20'18"W
3.29'
Q
T4
N51'31'44"E
50.59'
Q
T5
N07'38'56* E
15.00'
T6
N5S32' 16' E
37.16'
W
W
V)
v CZ)
HIGHW7Q!-'-
\24 49QR2_
T3
," N
55'
T.P.O.B.
DETAIL
SCALE 1" =400'
0 200 400 800 1200
SCALE 1" =100'
66?!%6666"!!!l
0 50 100 200 300
RIGHT OF WAY DEDICATION - HIGHWAY 111 1
—Planning PREPARED UNDER THE SUPERVISION OF: io LAND S��G
Cw
KEITH Engineering vC,� OP�F Ce��C�
—Architecture
INTERNATIONAL —Arch° ec°ure No. 6687
—Land
INC. 5urv*ying• �� 1 Exp.06/30/00
—Construction
PALM DESERT DIVISION Management A4"
41-865 OWMAIX • SIAiE 101 . PALM DESERT, CA 92211 DALE KE EHER DATE: sT9T
(760) 346-9844 • FAX (760) 346-930 LS 668 EXP. 6-30-00 E cA� �F
98812
EXHIBIT "D-1" OF EXHIBIT "C"
EXISTING RIGHT OF WAY
ADAMS STREET
A PORTION OF THE NORTHWEST ONE QUARTER AND THE SOUTHWEST ONE QUARTER OF
SECTION 29, TOWNSHIP 5 SOUTH, RANGE 7 EAST, SAN BERNARDINO MERIDIAN, IN THE
CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE WEST ONE QUARTER CORNER OF SAID SECTION 29, THENCE
ALONG THE WESTERLY LINE OF THE NORTHWEST QUARTER OF SAID SECTION 29
NORTH 00020' 18" WEST A DISTANCE OF 255.12 FEET;
THENCE NORTH 89039'42" EAST A DISTANCE OF 55.00 FEET;
THENCE SOUTH 00020' 18" EAST A DISTANCE OF 255.12 FEET;
THENCE SOUTH 00020'08" EAST A DISTANCE OF 200.00 FEET;
THENCE SOUTH 89039'52" WEST A DISTANCE OF 25.00 FEET;
THENCE SOUTH 00020'08" EAST A DISTANCE OF 255.79 FEET;
THENCE SOUTH 89039'52" WEST A DISTANCE OF 30.00 FEET;
THENCE NORTH 00020'08" WEST A DISTANCE OF 455.75 FEET TO THE POINT OF
BEGINNING.
SAID PARCEL CONTAINS 32,703 SQUARE FEET, MORE OR LESS.
THE ABOVE DESCRIPTION BEING SHOWN ON THE ATTACHED EXHIBIT "E-1" AND
HEREBY BEING MADE A PART HEREOF.
0:M0382\SU RVEY\MAP\RWADAMEX.doc
KII # 40382.000
LAND SG
KE(4F�
o
No. 6687
Exp. 06/30/00
PR RED UZO
SUPERVISION OF
O;"
DXWrlWl DATE
KEITH NTERNATIONAI PALM DESERT
760-346-9844 760-346-9368
98812
EXHIBIT "D-2" OF EXHIBIT "C"
EXISTING RIGHT OF WAY
HIGHWAY I I I
A PORTION OF THE NORTHWEST ONE QUARTER OF SECTION 29, TOWNSHIP 5 SOUTH,
RANGE 7 EAST, SAN BERNARDINO MERIDIAN, IN THE CITY OF LA QUINTA, COUNTY OF
RIVERSIDE, STATE OF CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE WEST ONE QUARTER CORNER OF SAID SECTION 29, THENCE
ALONG THE WESTERLY LINE OF THE NORTHWEST QUARTER OF SAID SECTION 29
NORTH 00020' 18" WEST A DISTANCE OF 255.12 FEET TO THE TRUE POINT OF
BEGINNING;
THENCE CONTINUING ALONG THE SAID WESTERLY LINE NORTH 00020' 18" WEST A
DISTANCE OF 121.99 FEET TO A POINT ON THE CENTERLINE OF HIGHWAY 111,
SAID POINT BEING ON A NON -TANGENT CURVE CONCAVE NORTHEASTERLY AND
HAVING A RADIAL BEARING OF NORTH 19°59'33" EAST;
THENCE ALONG THE ARC OF SAID CURVE HAVING A RADIUS OF 2500.00 FEET
THROUGH A CENTRAL ANGLE OF 12020'36" A DISTANCE OF 538.59 FEET;
THENCE SOUTH 82021'04" EAST A DISTANCE OF 992.56;
THENCE SOUTH 07038'56" WEST A DISTANCE OF 55.00 FEET;
THENCE NORTH 82021'04" WEST A DISTANCE OF 992.56 FEET TO A POINT OF
CURVATURE;
THENCE ALONG THE ARC OF SAID CURVE CONCAVE NORTHEASTERLY HAVING A
RADIUS OF 2555.00 FEET THROUGH A CENTRAL ANGLE OF 09038'32" A DISTANCE
OF 429.98 FEET;
THENCE SOUTH 51031'44" WEST A DISTANCE OF 50.59 FEET;
THENCE SOUTH 89039'42" WEST A DISTANCE OF 55.00 FEET TO THE TRUE POINT OF
BEGINNING.
SAID PARCEL CONTAINS 87,812 SQUARE FEET, MORE OR LESS.
THE ABOVE DESCRIPTION BEING SHOWN ON THE ATTACHED
EXHIBIT "E-2" AND HEREBY BEING MADE A PART HEREOF.
O:\40382\SURVEY\MAP\RW-111 EX.doc
KII # 40382.000
LAND SL
KE((Fh
No. 6687
Exp. 06/30/00
PR ARED DER HE SUPERVISION OF
Novemher 12. 1998
AL LE DATE
KEITH INTERNATIONAL. - PALM DESERT
760-346-9844 760-346-9388
EXHIBIT "E-1" OF EXHIBIT "C"
N8739'4Y E
55.00' HI GH Wn v —
N
W 1/4 COR SEC 29
T5S, R7E, SBM v
wI
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Q
0
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i
J
1v N8739'52"E
k i 25.00'
ui
N N
N89'39'5YE
30.00'
PARCEL OF LAND
SHOWN IN DEED
RECORDED
AUGUST 2, 1995
AS INST. 251766.
SCALE 1" =300'
0 150 300 600 900
EXISTING RIGHT OF WAY - ADAMS STREET
—Planning PREPARED UNDER THE SUPERVISION OF: p LAND S
I ITH
—Engineering
��� KE((F'Q�
INTERNATIONAL
—Architecture
tuure
No. 6687
Arc`s h
INC.
—Land
$YNeying
—Construction
/ 9
Exp.06/30/00
PALM DESERT DIVISION
Management
DALE K EHER DATE:
sry
B114RDW • SUITE 101 $ MM DESERT, CA • 92211
41-865
OF cA�\E��
(760) 346-9644 s FAX (760) 346-9368
LS 6687 EXP. 6-30-00
98812
EXHIBIT "E-2" OF EXHIBIT IV
M
4
A-1720'36
\ R-250
� L=538.5959'
T.P.O.B.
HIGHWAY
T4 1
1TU—`
A=09'8'03Y— N82'21' 4• W
99
2.5R=255590' 6'
9
L=429.8' NW 1/4 SEC 2— — —1—
m�
�5�SC2----
-T=99
SW 1%4
h
C;
W
W LINE TABLE
LINE BEARING LENGTH
O T1 N00'20'18 W 255.12'
T2 N00'20' 18 W 121.99'
T3 N0738'5G'E 55.00'
T4 N51'31'44"E 50.59'
Q T5 N8739'4YE 55.00'
0
O N
� I W
H
_ 3m
Q y V1
ZLa
LJJ I=
Z i
330'
SCALE 1" =400'
0 200 400 800 1200
I EXISTING RIGHT OF WAY - HIGHWAY 111 I
—Planning
KEITH
neering
Engineering
INTERNATIONAL
—Architecture
—„;
e
LIN
INC.
Land
Surveying
PALM DESERT DIVISION
—Construction
monagement
41-865 80AROMIALK + SMITE 101 a PALM DESERT, G • 92211
(760) 346-9544 • FAX (760) 346-9368
PREPARED UNDER THE SUPERVISION OF
le u z ��
DALE KE EHER DATE:
LS 6687 EXP. 6-30-00
�p LAND S
KE4��
v 4
N0. 6687
Exp. 06/30/00
EXHIBIT "F"
TO EXHIBIT "C" OF THE DEVELOPMENT AGREEMENT
PUBLIC FACILITIES
FOR PLANNING AREA I
1. ADAMS STREET IMPROVEMENTS (From Highway 111 to 47th Avenue)
QUANTITY
UNIT
UNIT
COST
TOTAL
COST
ITEM
Rough Grading
1
LS
$ 4,013.00 $
4,013
Existing Pavement Saw Cut
1,570
LF
0.40
628
Existing Pavement Removal
400
SF
0.60
240
Existing Curb Removal
120
LF
4.00
480
Pavement (including
Westside Pavement
Widening)
22,150
SF
1.92
42,528
6" Type -DO Curb
650
LF
8.00
5,200
Type A-6 Curb
455
LF
10.00
4,550
10' Wide Cross Cutter
1,830
SF
3.50
6,405
Access Ramps/Corner
2
EA
750.00
1,500
Cutbacks
6' Sidewalk
2,710
SF
2.50
6,775
Redwood Header
360
LF
2.00
720
Unclassified Excavation/
1
LS
15,000.00
15,000
Removal
Water/Dust Control
1
LS
8,000.00
8,000
Traffic Control
1
LS
8,000.00
8,000
Signing and Striping
1
LS
10,000.00
10,000
Mobilization
1
LS
10,000.00
10,000
Parkway Landscaping
1
LS
22,740.00
22,740
98812
Exhibit F To Exhibit C
Public Facilities
Page Two
Landscaped Median 1 LS 32,700.00 32,700
Dry Utilities 4,950 LF 286,548.00 286,548
ADAMS STREET IMPROVEMENT ESTIMATED HARD COSTS $ 466,027
2. HIGHWAY 111 IMPROVEMENTS (West of La Quints Drive To Adams Street)
UNIT TOTAL
QUANTITY UNIT COST COST
h G din 1 LS $ 4,013.00 $ 4,013
Roug ra g
Existing Pavement
Removal To Subgrade
Pavement
8' Meandering Sidewalk
loll Wide Cross Gutter
Type Al-8 Curb and
Gutter
Access Two Ramps/Corner
Cutbacks
Unclassified Excavation/
Removal
Water/Dust Control
Traffic Control
Signing and Striping
Mobilization
Signal Modification -
Adams and 111
New Signal - ill Project
Entrance
14,050
SF
$ 0.60 $
8,430
32,400
SF
2.26
73,224
9,037
SF
2.50
22,593
3,330
SF
3.50
11,655
1,160
LF
11.00
12,760
5
EA
750.00
3,750
1
LS
15,000.00
15,000
1
LS
8,000.00
8,000
1
LS
10,000.00
10,000
1
LS
10,000.00
10,000
1
LS
10,000.00
10,000
1
LS
50,000.00
50,000
1
LS
100,000.00
100,000
98812
Exhibit F To Exhibit C
Public Facilities
Page Three
Parkway Landscaping 1 LS 156,070.00 156,070
Dry Utilities 120 LF 26,508.00 26,508
18" D.I.P. Water Main 2,804 LF 68.72 192,69
HIGHWAY ill IMPROVEMENT ESTIMATED HARD COSTS $ 714,698
3. FEES FOR ADAMS STREET AND HIGHWAY 111 IMPROVEMENTS
UNIT TOTAL
IT K QUANTITY UNIT COST COST
City 5% Agency Fee 1 LS 49,402.00 49,402
CVWD 5% Agency Fee 1 LS 9,265.00 9,635
Civil Engineering 10%
1 LS
Fee
Construction Staking
7% Fee 1 LS
Landscape Architect 1 LS
City Consultant 5% Fee 1 LS
ESTIMATED FEES FOR ADAMS STREET AND
HIGHWAY Ill IMPROVEMENT
4. CONTINGENCY
118,073.00 118,073
82,651.00 82,651
30,000.00 30,000
59,036.00 59,036
UNIT TOTAL
ouANTITY UNIT COST COST
Contingency 15% 1 LS 229,429.00 222,42
ESTIMATED CONTINGENCY 9 229,429
PLANNING AREA I TOTAL ESTIMATED COSTS
FOR ADAMS STREET AND HIGHWAY Ill IMPROVEMENTS $1,1758,951
HYPOTHETICAL RENTAL PAYMENT SCHEDULE
STAMKO DEVELOPMENT CO.
RESTATED AND AMENDED DEVELOPER LEASE AGREEMENT
A BASE RENTAL PAYMENT CALCULATION:
Initial Prepayment
Actual Infrastructure Costs
Amount to be Repaid by City
Amount of Base Rental Payments
4 Quarter
(A)
(B)
(C)
Period
Annual
33% of
Amount
Ending
Sales
Sales
Available
Tax
Tax
for Rent
(Assumed)
Col B (up ti
$122,250)
12/31/99
-
-
1 12/31/00
400,000
132.000
122,250
2 12/31/01
550,000
'181,500
122,250
3 12/31/02
450.000
148.500
122,250
4 12/31/03
350,000
115.500
115,500
5 12/31/04
325,0D0
107,250
107,250
6 12/31/05
450.000
148,500
122,250
7 12/31=
550,000
181,500
122,250
8 12/31/07
600,D00
198,000
122,250
9 12/31/08
650,000
214,500
122,250
10 12/31/09
700,000
231,000
122,250
Note: Any Payment Shotall, Including princi
SCENARIO 1
(Infrastructure Improvements LESS Than
$1.8 Million)
Total City Developer
$1,800,000 S1,D00,000 $800,000
100% 66% 44%
$1,500,000 833,333 666.667
100% 66% 44%
SCENARIO 2
(Infrastructure Improvements EQUAL
$1.8 Million)
Total City Developer
$1.800,000 $1,0D0,000 $800,000
100% 66% 44%
$1,800,000 1,000,000 800,000
100% 56% 44%
SCENARIO 3
(Infrastructure Improvements MORE Than
$1.8 Million)
Total City Deve4oper
$1,800,000 $1,000,000 $800,000
100% 66% 44%
$2.000,000 1,000,000 1,000,000
100% 60% 60%
(D) (E) (F) (G) (� (D) - (E) (F) (G) (H (D) (E) (F) (G) (H)
Rental Principal Interest Payment Ending Rental Principal Interest Payment Ending Rental Principal Interest Payment Ending
alance all
Payment Paid Paid at Shortfall BPayment Paid Paid at ShortfBalance Payment Paid Paid at Shortfall Balance
8.60% (Forgiven) 1 8.50% (Forgiven) 1 8.60% (Forgiven)
Principal Due:
666,66
Principal Due:
800,D00
Principal Due:1
800,000
122,250
65,583
56,667 -
601,083
122,250
54,250
68,000
745.750
122,250
54,250
68,0D0
4 , 0
122,250
71,158
51,092
529,926
122,250
68,861
63,389
686,889
122,250
58,861
63,389
686.889
122,250
77,206
46,044
462,719
122,250
63,864
58,386
623.024
122,250
63,864
58,386 -
623,024
115,500
77,019
38,481 6,750
368,950
115,500
62.543
52,957 6,750
553,731
115,5D0
62,543
62.957 6,750
563,731
107,250
75,989
31.361 15,000
278,D61
107.250
60,183
47,067 15,D00
478,549
107,250
60,183
47.067 15,000
478,549
122,250
98,615
23,635 -
179,446
122,250
81,573
40,677
396,975
122,250
81,573
40,677
396,975
122,250
106.997
15,253
72,449
122,250
88,507
33.743
308,468
122.250
88,507
33,743
308,468
78.607
72,449
6,158
-
122,250
96,030
26,220
212.438
122,250
96,030
26,220
212,438
-
-
- -
-
122,250
104.193
18,057
108,245
122,250
1D4,193
18,057
108,245
-
117,446
108,245
9,201
0
117.446
108.245
9,201
0
)al and/or interest due in each payment year, is forgiven and (with principal deducted from outstanding balance) if Amount Available for Rent is less than $122,250
CZ
W
N
HYPOTHETICAL RENTAL PAYMENT SCHEDULE
STAMKO DEVELOPMENT CO.
RESTATED AND AMENDED DEVELOPER LEASE AGREEMENT
B SUPPLEMENTAL RENTAL PAYMENT CALCULATION
4 Quarter
(A)
(B)
(C)
(D)
(E)
(F)
(G)
(H)
(I)
Period
Ending
Annual
Sales
Annual
Annual
Scheduled
Annual
Principal
Interest
Payment
Ending
CPI
Sales Tax
Payment
Rental
Paid
Paid at
Waived
Balance
Tax
(Assumed)
Threshhold
(Prin. &
Payment
8.50%
(Prin. &
(Principal)
(Assumed)
(Adjusted
Interest)
Interest )
by CPI)
1
12/31/99
12/31/00
Principal
Due:
500,000
400,000
n/a
530,000
76,204
-
-
-
76,204 466,296
2
12/31/01
550,000
2.00%
540,600
76,204
76,204
36,569
39,635
-
429,727
3
12/31/02
450,000
2.35%
553,304
76,204
-
-
-
76,204
390,050
4
12/31/03
350,000
2.50%
567,137
76,204
-
-
-
76,204
347,001
5
12/31/04
325,000
3.50%
586,986
76,204
-
-
-
76,204
300,292
6
12/31/05
450,000
1.50%
595,791
76,204
-
-
-
76,204
249,613
7
12/31/06
550,000
2.00%
607,707
76,204
-
-
-
76,204
194,626
8
12/31/07
600,000
2.50%
622,900
76,204
-
-
-
76,204
134,966
9
12/31/08
650,000
3.50%
644,701
76,204
76,204
64,732
11,472
-
70,234
10
12/31/09
700,000
4.00%
670,489
76,204
76,204
70,234
5,970
-
(0)
CJ
X
GO
N