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CC Resolution 2017-003 PS&E Eisenhower & Fernando
RESOLUTION NO.2017 - 003 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LA QUINTA APPROVING A VACANT LAND PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS BETWEEN THE CITY OF LA QUINTA AND BT-LJMJM, LLC, FOR CERTAIN PROPERTY LOCATED NEAR THE INTERSECTION OF EISENHOWER DRIVE AND AVENIDA FERNANDO WHEREAS, the availability of vacant land continues to diminish in the community and timely securing of property for future infrastructure development, including potential drainage improvements, is of utmost importance; and WHEREAS, the owner of the property subject to the purchase agreement approached the City about potentially selling the property to the City; and WHEREAS, City staff has negotiated a Vacant Land Purchase Agreement and Joint Escrow Instructions ("Agreement") with BT-LJMJM, LLC ("Owner"), "Exhibit A" attached, pursuant to which Owner is selling the City certain real property located near the intersection of Eisenhower Drive and Avenida Fernando comprising of approximately 10.4 acres for the confirmed appraised value of $4,500,000, pursuant to the terms and conditions set forth in the Agreement; and WHEREAS, this Resolution has been reviewed with respect to applicability of the California Environmental Quality Act ("CEQA"), the State CEQA Guidelines (California Code of Regulations, Title 14, Sections 15000 et seq., hereafter the "State CEQA Guidelines"), and the City's environmental guidelines; and WHEREAS, pursuant to Sections 15301, 15303, and 15304 of the State CEQA Guidelines, the acquisition of the property is exempt from environmental review under CEQA because the acquisition will result in a continuation of existing topographical features with negligible or no expansion of use, and any future installation of new equipment or facilities will be for open space and drainage infrastructure improvements and involve only minor alterations in land and landscaping. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of La Quinta, California, as follows: SECTION 1. That the above recitals are true and correct and incorporated herein. SECTION 2. That the City Council of the City of La Quinta hereby finds and determines that the acquisition of said property is in the best interests of the citizens Resolution No. 2017-003 Purchase Agreement - BT-LJMJM, LLC. Adopted: February 7, 2017 Page 2of3 of the City of La Quinta, and that the acquisition is exempt from environmental review under CEQA. SECTION 3. The Agreement, a copy of which is on file with the City Clerk, is hereby approved. The City Council consents to the City Manager and City Legal Counsel to make any final modifications to the Agreement that are consistent with the substantive terms of the Agreement approved hereby, and to thereafter sign the Agreement and accept the property and recording of a grant deed on behalf of the city. SECTION 4. The City Council consents to the City Manager to (i) sign such other and further documents, including but not limited to escrow instructions, and (ii) take such other and further actions, as may be necessary and proper to carry out the terms of the Agreement. PASSED, APPROVED, and ADOPTED at a regular meeting of the City Council of the City of La Quinta held this 7th day of February, 2017, by the following vote: AYES: Council Members Fitzpatrick, Pena, Radi, Sanchez, Mayor Evans NOES: None ABSENT: None ABSTAIN: None LIN A EVANS, Mayor City of La Quinta, California ATTEST: SUSAN MAYSELS, City Clefj City of La Quinta, California Resolution No. 2017-003 Purchase Agreement - BT-LJMJM, LLC. Adopted: February 7, 2017 Page 3 of 3 APPROVED AS TO FORM: WILLIAM H. IHRKE, City Attorney City of La Quinta, California 1' = C A L I P O I VACANT LAND PURCHASE AGREEMENT EXHIBIT A ASSOCIATION OF REAL•TORS® AND JOINT ESCROW INSTRUCTIONS (C.A.R. Form VI -PA, Revised 12f15) Date Prepared: January 31. 2017 �T 1. OFFER: A. THIS IS AN OFFER FROM The City of Le Quints, a Couromla Munrcipal Corporation and Charter City ("Buyer), B. THE REAL PROPERTY to be acquired is Approz,10.4 acres tocateugatthe NW Comer orElsenhowerDr. andAvenid'a Fernando , s'Ituated in La Quinta (City), Riverside (County), California, 92253 (Zip Code), Assessors Parcel No. See next ("Property"), Further Described As APNs 658-170415 & 016 and 658-420.031 See also attached Le ai Desl:ri tlon Exhibits "A&B". C. THE PURCHASE PRICE offered is Four Million, Five Hundred Thousand Dollars $ 4,500,000,00 _ D. CLOSE OF ESCROW shall occur on March 24, 2017 (date) (orET Days After Acceptance). E. Buyer and Seller are referred to herein as the "Parties.' Brokers are not Parties to this Agreement. 2. AGENCY: A. DISCLOSURE: The Parties each acknowledge receipt of a W "Disclosure Regarding Real Estate Agency Relationships" (C.A.R. Form AD). B. CONFIRMATION: The following agency relationships are hereby confirmed for this transaction: Listing Agent La Quints Palms Real (Print Firm Name) is the agent of (check one): X the Seller exclusively; orU both the Buyer and Seller. Selling Agent La Quinta Palms Real (Print Firm Name) (if not the same as the Listing Agent) is the agent of (check one); the Buyer exclusively; or the Seller exclusively; or ❑ bath the Buyer and Seller. C. POTENTIALLY COMPETING BUYERS AND SELLERS: The Parties each acknowledge recelpt of a Ig"Possible Representation of More than One Buyer or Seller - Disclosure and Consent" (C.A.R. Form PRBS). 3. FINANCE TERMS: Buyer represents that funds will be good when deposited with Escrow Holder. A. INITIAL DEPOSIT: Deposit shall be in the amount of ............................ . ........... $ 100 000.00 (1) Buyer Direct Deposit: Bu er shall deliver deposit directly to Escrow Holder by electronic funds transfer, Elh cashler`s ceck, [personal check, [] other within 3 business days after Acceptance (or Prior to February 22�2017 ) OR (2)C buyer Deposit with Agent: Guyer has given the deposit by personal check (or ) to the agent submitting the offer (or to ), made payable to . The deposit shall be held encashed until Acceptance and then deposited with Escrow Holder within 3 business days after Acceptance (or ). Deposit checks given to agent shall be an original signed check and not copy. (Note: Initial and increased deposits checks received by agent shall be recorded in Broker's trust fund log.) B. INCREASED DEPOSIT: Buyer shall deposit with Escrow Holder an increased deposit in the amount of ... $ within Days After Acceptance (or ). If the Parties agree to liquidated damages in this Agreement, they also agree to incorporate the increased deposit into the liquidated damages amount in a separate liquidated damages clause (C.A.R. Form RID) at the time the increased deposit is delivered to Escrow Holder. C. ❑ ALL CASH OFFER: No loan is needed to purchase the Property. This offer Is NOT contingent on Buyer obtaining a loan. Written verification of sufficient funds to close this transaction IS ATTACHED to this offer or ❑ Buyer shall, within 3 (or ) Days After Acceptance, Deliver to Seller such verification. D. LOAN(S): (1) FIRST LOAN: in the amount of ....................................................... $ _ &250,000.00 This loan will be conventional financing or ❑FHA, ❑ VA, � Seller financing (C.A,R. Form 5FA), ❑ assumed financing (C.A.R. Form AFA), ❑subject to financing, [] Other . This loan shall be at a fixed rate not to exceed 3.600 % or, ❑ an adjustable rate loan with initial rate not to exceed %. Regardless of the type of loan, Buyer shall pay points not to exceed % of the loan amount. (2) ® SECOND LOAN in the amount of ...................... . ............................ $ This load will be conventional financing or Seller financing (C.A.R. Form 5FA), ❑ assumed financing (C.A.R. Form AFA), ❑ subject to financing, Other . This loan shall be at a fixed rate not to exceed % or, ❑ an adjustable rate loam with initial rate not to exceed °la. Regardless of the type of loan, Buyer shall pay points not to exceed % of the loan amount. (3) FHAIVA: For any FHA or VA loan specified In 3D(1), Buyer has 17 (or _ ) Days After Acceptance to Deliver to Seller written notice (C.A.R. Form FVA) of any lender -required repairs or costs that Buyer requests Seller to pay for or otherwise correct. Seller has no obligation to pay or satisfy lender requirements unless agreed in writing. A FHAIVA amendatory clause (C.A.R. Form FVAC) shall be a part of this transaction. E. ADDITIONAL FINANCING TERMS: See item 1. on Addendum ONE in lieu of CAR Form SFA. Buyers Initials ( ) ( ) Sellers Initials ( ) ( ) 0 1996-201B, California Association of REALTORS®, Inc. VLPA REVISED 12116 (PAGE 1 OF 11) VACANT LAND PURCHASE AGREEMENT 1VLPA PAGE 1 OF 11) Le Quints Prime Really, 51-001 Ebenhower Drive La Qulote, CA 92253 Phone: 760.564AI04 Fex: 760.564.0344 Approximately Bruce Catbrart Produced with zlpForme by zipi-ouIx 16070 Fifteen Moe Road, Fraser, Michigan 4W20 I-1,p91x, _ _ Property Address: Approx.10.4 acres located at the NW Comer of Eisenhower Dr. and Avenida Fernando, La Quinta, Date: January 31, 2017 F. BALANCE OF DOWN PAYMENT OR PURCHASE PRICE in the amount of .... . ... . .. . .......... $ 2150 000.00 to be deposited with Escrow Holder pursuant to Escrow Holder instructions. G. PURCHASE PRICE (TOTAL) :................................................. ....... $ 4,500,000.00 H. VERIFICATION OF DOWN PAYMENT AND CLOSING COSTS: Buyer (or Buyer's lender or loan broker pursuant to paragraph 3J(1)) shall, within 3 (or _J Days After Acceptance, Deliver to Seller written verification of Buyer's dowil payment and closing costs. ([] V'erificatlon attached.) I. APPRAISAL CONTINGENCY AND REMOVAL: This Agreement is (or IR is NOT) contingent upon a written appraisal of the Property by a licensed or certified appraiser at no less than the purchase price. Buyer shall, as specified in paragraph 19B(3), in writing, remove the appraisal contingency or cancel this Agreement within 17 (or ) Days After Acceptance. J. LOAN TERMS: (1) LOAN APPLICATIONS: Within 3 (or _) Days After Acceptance, Buyer shall Deliver to Seller a letter from Buyers lender or loan broker stating that, based on a review of Buyers written application and credit report, Buyer is prequalified or preapproved for any NEW loan specified in paragraph 3D. If any loan specified in paragraph 3D is an adjustable rate loan, the prequalification or preapproval letter shall be based on the qualifying rate, not the initial loan rate. (❑ Letter attached.) (2) LOAN CONTINGENCY: Buyer shall act diligently and In good faith to obtain the designated loan(s). Buyers qualification for the loan(s) specified above is a contingency of this Agreement unless otherwise agreed in writing. If there is no appraisal contingency or the appraisal contingency has been waived or removed, then failure of the- Property to appraise at the purchase price does not entitle Buyer to exercise the cancellation right pursuant to the loan contingency if Buyer is otherwise qualified for the specified loan. Buyers contractual obligations regarding deposit, balance of down payment and closing costs are not contingencies of this Agreement. (3) LOAN CONTINGENCY REMOVAL - Within 21 (or _) Days After Acceptance, Buyer shall, as specified in paragraph 19, in writing, remove the loan contingency or cancel this Agreement. If there Is an appraisal contingency, removal of the loan contingency shall not be deemed removal of the�praisal contingency. (4) NO LOAN CONTINGENCY: Obtaining any loan specified above is NOT a contingency of this Agreement If Buyer does not obtain the loan and as a result Buyer sloes not purchase the Property, Seiler may be emitled to Boyers deposit or other legal remedies. (5) LENDER LIMITS ON BUYER CREDITS: Any credit to Buyer, from any source, for closing or other casts that is agreed to by the Parties ('Contractual Credit') shall be disclosed to Buyers lender. If the total credit allowed by Buyer's lender ("Lender Allowable Credit") is less than the Contractual Credit, then (1) the Contractual Credit shall be reduced to the Lender Allowable Credit, and (11) in the absence of a separate written agreement between the Parties, there shall be no automatic adjustment to the purchase price to make up for the difference between the Contractual Credit and the Lender Allowable Credit K. BUYER STATED FINANCING: Seller is relying on Buyer's representation of the type of financing specified (including but not limited to, as applicable, all cash,. amount of down payment, or contingent or non -contingent ban). Seller has agreed to a specific closing date, purchase price and to sell to Buyer in reliance on Buyers covenant concerning financing. Buyer shall pursue the financing specified In this Agreement. Seller has no obligation to cooperate with Buyers efforts to obtain any financing other than that specified in the Agreement and the availability of any such alternate financing does not excuse Buyer from the obligation to purchase the Property and close escrow as specified in this Agreement. L. SELLER FINANCING: The following terms (or [9 the terms specified in the attached Seiler Financing Addendum) (C.A.R, Farm SFA) apply ONLY to financing extended by Seller under this.Agreament. (1) BUYER'S CREDIT -WORTHINESS: Buyer authorizes Sella andlor Brokers to obtain, at Buyers expense, a copy of Buyers credit report. Within 7 (or ) Days After Acceptance, Buyer shall provide any supporting documentation reasonably requested by Seller. (2) TERMS: Buyers promissory note, deed of trust and other documents as appropriate shall incorporate and implement the following additional terms: (i) the maximum interest rate specified in paragraph 3D shall be the actual fixed interest rate for Seller financing; (ii) deed of trust shall contain a REQUEST FOR NOTICE OF DEFAULT on senior loans; (III) Buyer shall sign and pay for a REQUEST FOR NOTICE OF DELINQUENCY prior to Close Of Escrow and at any future time if requested by Seller, (iv) note and deed of trust shall contain an acceleration clause making the loan due, when permitted by law and at Sefiees option, upon the sale or transfer of the Property or any interest in it; (v) note shall contain a late charge of 6% of the installment due (or ) if the installment is not received within 10 days of the date due; (vi)'title insurance coverage in the form of a joint protection policy shall be provided insuring Sellers deed of trust interest in the Property (any increased cost over owners policy shall be paid by Buyer); and (vii) tax service shall be obtained and paid for by Buyer to notify Seller if property taxes have not been paid. (3) ADDED, DELETED OR SUBSTITUTED BUYERS: The addition, deletion or substitution of any person or entity under this Agreement or to title prior to Close Of Escrow shall require Sellers written consent Seller may grant or withhold consent in Sellers sole discretion. Any additional or substituted person or entity shall, if requested by Seller, submit to Seller the same documentation as required for the original named Buyer. Seller and/or Brokers may obtain a credit report, at Buyers expense, on any such person or entity. M. ASSUMED OR "SUBJECT TO" FINANCING: Seller represents that Seller is not delinquent on any payments due on any loans. Seller shall, within the time specified in paragraph 19, provide Copies of all applicable notes and deeds of trust, loan balances and current Interest rates to Buyer. Buyer shall then, as specified In paragraph 19B(3), remove this contingency or cancel this Agreement. Differences between estimated and actual loan balances shall be adjusted at Close Of Escrow by cash down payment. Impound accounts, if any, shall be assigned and charged to Buyer and credited to Seller. Seller Is advised that Buyer's assumption of an existing loan may not release Seller from liability on that loan. If this is an assumption of a VA Loan, the sale is contingent upon Seller being provided a release of liability and substitution of eligibility, unless otherwise agreed In writing. If the Property is acquired subject to an existing loan, Buyer and Seller are advised to consult with legal counsel regarding the ability of an existing tender to call the loan due, and the consequences thereof. Buyer's Initials ( ] [ ) Sellers Initials VLPA REVISED 12/16 (PAGE 2 OF 11) wuu�oue.c VACANT LAND PURCHASE AGREEMENT (VLPA PAGE 2 OF 11) "°vu Produced with zlpFann® by zipLoglx 18070 Fifteen MHe Road, Fraser, Michigan 480P8 ymy xIRLIg, cam Approximately Property Address: Approx.10.4 acres located at the NW Corner of Eisenhower Dr. and Avenida Fernando, La Quinta, Date: Janua 31 2017 4. SALE OF BUYER'S PROPERTY: A. This Agreement and Buyer's ability to obtain financing are NOT contingent upon the sale of any property owned by Buyer. OR B. []This Agreement and Buyer's ability to obtain financing are contingent upon the sale of property owned by Buyer as specified in the attached addendum (C.A.R. Form COP). 5. []MANUFACTURED HOME PURCHASE: The purchase of the Property is contingent u an Buyer acquiring a personal property manufactured home to be placed on the Property after Close Of Escrow. Buyer ❑ has has not entered into a contract for the purchase of a personal property manufactured home. Within the time specified in paragraph 19, Buyer shall remove this contingency or cancel this Agreement, (or ❑ this contingency shall remain in effect until the Close Of Escrow of the Property). 6. D CONSTRUCTION LOAN FINANCING: The purchase of the Property is contingent upon Buyer obtaining a construction loan. A draw from the construction loan ❑will ❑will not be used to finance the Property. Within the time specified in paragraph 19, Buyer shall remove this contingency or cancel this Agreement (or []this contingency shall remain in effect until Close Of Escrow of the Property). 7. ADDENDA AND ADVISORIES: A. ADDENDA: CXjAddendum # ONE (C.A.R. Form ADM) ❑ Back Up Offer Addendum (C.A.R. Form BUO) ❑ Court Confirmation Addendum (C.A.R. Form CCA) Septic, Well and Property Monument Addendum fC.A.R. Farm SWPI) rl Short Sale Addendum (C.A.R. Form SSA) rl Other B. BUYER AND SELLER ADVISORIES; IX Buyer's Ins action Advisory (GAR. Form BIA _ ❑ Probate Advisory (C.A.R. Form PA) []Statewide Buyer and Seller Advisory (C.A.R. Form SBSA) Trust Advisory (G.A.R. Form TA) REO Advisory (C.A.R. Form REO) Short Sale Information and Advisory (C.A.R. Form SSIA) Other Seller's Tax Deferred Exchange Addendum 8. OTHER TERMS: Affachment#1 Buyer's Additional Contingencies regarding Sellers penning EndflementApoli'cations. 9. ALLOCATION OF COSTS A. INSPECTIONS, REPORTS AND CERTIFICATES: Unless otherwise agreed, in writing, this paragraph only determines who is to pay for the inspection, test, certificate or service ("Report") mentioned; it does not determine who is to pay for any work recommended or identified In the Report. (1) ❑ Buyer ® Seller shall pay for a natural hazard zone disclosure report, including tax ❑ environmental ❑ Other: prepared by (2) [_I Buyer Seller shall pay for the following Report repared b (3) Buyer Seller shall pay for the following Report prepared by B. ESCROW AND TITLE: (1) (a) 0 Buyer © Seller shall pay escrow fee Each to pay dicir own fees (b) Escrow Holder shall be Four Seasons ,Escrow, La Qulnta CA. - Mafia Monroe (c) The Parties shall, within 5 (or_) Days After receipt, sign and return Escrow Holder's general provisions. (2) (a) Buyer © Seller shall pay for owners title insurance policy specified in paragraph 18E (b) Owners title policy to be issued by First American Title Co. (Buyer shall pay for any title insurance policy insuring Buyers lender, unless otherwise agreed in writing.) C. OTHER COSTS: (1) Buyer Seller shall pay County transfer tax or fee (2) Buyer Seller shall pay City transfer tax or fee ff an (3) Buyer Seller shall pay Homeowners' Association ("HOA") transfer fee ff any (4) Seller shall pay HOA fees for preparing all documents required to be delivered by Civil Code §4525. (5) Buyer to ay for any HOA certification fee. (6) Buyer Seller shall pay HOA fees for preparing all documents other than those required by Civil Code §4525. (7) Buyer X Seller shall pay for any private transfer fee If any (8) Buyer Seller shall pay for (9) Buyer Seller shall pay for 10. CLOSING AND POSSESSION: Possession shali be delivered to Bayer., (i) X at 6 PM or {p` ❑AM/ PM) on the date of Close Of Escrow; (ii) ❑ no later than calendar days after Close Of Escrow; or (III) ❑ at ❑ AMI ❑ PM on The Property shall be unoccupied, unless otherwise agreed in writing. Seller shall provide keys and/or means to operate all Property locks. If Property is located in a common interest subdivision, Buyer may be required to pay a deposit to the Homeowners' Association ("HOA") to obtain keys to accessible HOA facilities. 11. ITEMS INCLUDED IN AND EXCLUDED FROM SALE: A. NOTE TO BUYER AND SELLER: Items listed as included or excluded in the MLS, flyers or marketing materials are not included in the purchase price or excluded from the sale unless specified in 11 B or C. Buyers Initials ( ) ( ) Seller's Initials ( ) ( ) VLPA REVISED 12115 (PAGE 3 OF 11) VACANT LAND PURCHASE AGREEMENT (VLPA PAGE 3 OF 11) o row Produced with zlpFoml® by zipl.ogrx I OD70 Fifteen Mlle Road Fraser, Michigan 48M y8pW=L2elx:com Approximately Property Address: Approx. 10.4 acres located at the NW Comer of Eisenhower Dr. and Avenida Fernando, La Qulnta, Date: January j,, 7 B. ITEMS INCLUDED IN SALE: (1) All EXISTING fixtures and fittings that are attached to the Property; (2) The following items: (3) Seller represents that all items included in the purchase price, unless otherwise (4) All items included shall be transferred free of liens and without Seller warranty. C. ITEMS EXCLUDED FROM SALE: are owned by Seller. 12. STATUTORY AND OTHER DISCLOSURES AND CANCELLATION RIGHTS: A. NATURAL AND ENVIRONMENTAL HAZARD DISCLOSURES AND OTHER BOOKLETS: Within the time specified in paragraph 19A, Seller shall, if required by Law: (1) Deliver to Buyer earthquake guides) (and questionnaire), environmental hazards booklet; (II) disclose if the Property is located in a Special Flood Hazard Area; Potential Flooding (Inundation) Area; Very High Fire Hazard Zone; State Fire Responsibility Area; Earthquake Fault Zone; and Seismic Hazard Zone; and (!if) disclose any other zone as required by Law and provide any other information required for those zones. B. WITHHOLDING TAXES: Within the time specified in paragraph 19A, to avoid required withholding, Seller shall Deliver to Buyer or qualified substitute, an affidavit sufficient to comply with federal (FIRPTA) and California withholding Law (C.A.R. Form AS or QS). C. MEGAN'S LAW DATABASE DISCLOSURE: Notice: Pursuant to Section 290.46 of the Penal Code, Information about specified registered sex offenders is made available to the public via an Internet Web site maintained by the Department of Justice at www.meganslaw.ca.gov. Depending on an offender's criminal history, this information will Include either the address at which the offender resides or the community of residence and ZIP Code in which he or she resides. (Neither Seller nor Brokers are required to check this website. If Buyer wants further Information, Broker recommends that Buyer obtain information from this website during Buyer's Inspection contingency period. Brokers do not have expertise in this area.) D. NOTICE REGARDING GAS AND HAZARDOUS LIQUID TRANSMISSION PIPELINES: This notice Is being provided simply to inform you that information about the general location of gas and hazardous liquid transmission pipelines is available to the public via the National Pipeline Mapping System (NPMS) Internet Web site maintained by the United States Department of Transportation at http;11www.npms.phmsa.dolt.gov1. To seek further information about possible transmission pipelines near the Property, you may contact your local gas utility or other pipeline operators in the area. Contact information for pipeline operators is searchable by ZIP Code and county on the NPMS Internet Web site. E. CONDOMINIUMiPLANNED DEVELOPMENT DISCLOSURES: (1) SELLER HAS: 7 (or _) Days After Acceptance to disclose to Buyer whether the Property is a condominium, or is located in a planned development or other common Interest subdivision (C.A.R. Form VLQ). (2) If the Property is a condominium or is located in a planned development or other common interest subdivision, Seller has 3 (or ) Days After Acceptance to request from the HOA (C.A.R. Form HOA1): (i) Copies of any documents required by Law; (III) disclosure of any pending or anticipated claim or litigation by or against the HOA; (Ill) a statement containing the location and number of designated parking and storage spaces; (iv) Copies of the most recent 12 months of HOA minutes for regular and special meetings; and (v) the names and contact information of all HOAs governing the Property (collectively, "Cl Disdosuree). Seller shall itemize and Deliver to Buyer all Cl Disclosures received from the HOA and any Cl Disclosures in Seller's possession. Buyer's approval of Cl Disclosures is a contingency of this Agreement as specified in paragraph 19B(3). The Party specified in paragraph 9, as directed by escrow, shall deposit funds into escrow or direct to HOA or management company to pay for any of the above. 13. SELLER DOCUMENTATION AND ADDITIONAL DISCLOSURE: A. Within the time specified in paragraph 19, if Seller has actual knowledge, Seller shall provide to Buyer, in writing, the following information: (1) LEGAL PROCEEDINGS: Any lawsuits by or against Seller, threatening or affecting the Property, including any lawsuits alleging a defect or deficiency in the Property or common areas, or any known notices of abatement or citations filed or issued againstthe Property. (2) AGRICULTURAL USE: Whether the Property is subject to restrictions for agricultural use pursuant to the Williamson Act (Government Code §§51200-51295). (3) DEED RESTRICTIONS: Any deed restrictions or obligations. (4) FARM USE: Whether the Property is In, or adjacent to, an area with Right to Farm rights (Civil Code §3482.5 and §3482.6). (5) ENDANGERED SPECIES: Presence of endangered, threatened,'candidate'species, orwetlands on the Property. (6) ENVIRONMENTAL HAZARDS: Any substances, materlals, or products that may be an environmental hazard including, but not limited to, asbestos, formaldehyde, radon gas, lead -based paint, fuel or chem[cal storage tans, and contaminated soil or water on the Property. (7) COMMON WALLS: Any features of the Property shared in common with adjoining landowners, such as walls, fences, roads, and driveways, and agriculture and domestic wells whose use or responsibility for maintenance may have an effect on the Property. (8) LANDLOCKED: The absence of legal or physical access to the Property. (9) EASEMENTSiENCROACHMENTS: Any encroachments, easements or similar matters that may affect the Property. (10) SOIL FILL: Any fill (compacted or otherwise), or abandoned mining operations on the Property. (11) SOIL PROBLEMS: Any slippage, sliding, flooding, drainage, grading, or other soil problems. (12) EARTHQUAKE DAMAGE: Major damage to the Property or any of the structures from fire, earthquake, floods, or landslides, (13) ZONING ISSUES: Any zoning violations, non -conforming uses, or violations of "setback" requirements. (14) NEIGHBORHOOD PROBLEMS: Any neighborhood noise problems, or other nuisances. B. RENTAL AND SERVICE AGREEMENTS: Within the time specified in paragraph 19, Seller shall make available to Buyer for Inspection and review, all current leases, rental agreements, service contracts and other related agreements, licenses, and permits pertaining to the ❑peration or use of the Property. C. [] TENANT ESTOPPEL CERTIFICATES: Within the time specified in paragraph 19, Seller shall deliver to Buyer tenant estoppel certificates (C.A.R. Forth TEC) completed by Seller or Seller's agent, and signed by tenants, acknowledging: (i) that tenants' rental or lease agreements are unmodified and in full force and effect (or If modified, stating all such modifications); (Ii) that no lessor defaults exist; and (ill) stating the amount of any prepaid rent or security deposit Buyer's Initials ( ) ( ) Seller's Initials ( ) ( ) 12t VLPA REVISED 12115 (PAGE 4 OF 11) museiouaw VACANT LAND PURCHASE AGREEMENT (VLPA PAGE 4 OF 11) wb 4.W Producedwlih zrpFonn®byzpLogix 10070 Fifteen We Road Fraser, Mkhigan 48028 yMWX4 L2(IL = Apprmdmately Property Address: Approx. 10.4 acres located at the NW Corner of ElsenhowerQr. and Avenida Fernando, La Quinta, Date: January 31, 2017 D. MELLO-ROOS TAX; 1915 BOND ACT: Within the time specified in paragraph 19, Seller shall: (11)make a good faith effort to obtain a notice from any local agencies that levy a special tax or assessment on the Property (or, If allowed, substantially equivalent notice), pursuant to the Mello -Roos Community Facilities Act, and Improvement Bond Act of 1915, and (it) promptly deliver to Buyer any such notice obtained. E. SELLER VACANT LAND QUESTIONNAIRE: Seller shall, within the time specified in paragraph 19, complete and provide Buyer with a Seller Vacant Land Questionnaire (C.AR. Form VLQ). 14. SUBSEQUENT DISCLOSURES: In the event Seller, prior to Close Of Escrow, becomes aware of adverse conditions materially affecting the Property, or any material inaccuracy in disclosures, Information or representations previously provided to Buyer of which Buyer is otherwise unaware, Seller shall promptly provide a subsequent or amended disclosure or notice, in writing, covering those Items. However, a subsequent or amended disclosure shall not be required for conditions and material inaccuracies disclosed In reports ordered and paid for by Buyer. 15, CHANGES DURING ESCROW: A. Prior to Close Of Escrow, Seller may engage In the following acts, ('Proposed Changes°), subject to Buyer's rights in paragraph 158: (i) rent or lease any part of the premises; (11) alter, modify or extend any existing rental or lease agreement; (III) enter into, alter, modify or extend any service contract(s); or (Iv) change the status of the condition of the Property. B. At least 7 (or __._ ) Days prior to any Proposed Changes, Seller shall give written notice to Buyer of such Proposed Changes. Within 5 (or _) Days After receipt of such notice, Buyer, in writing, may give Seller notice of Buyer's objection to the Proposed Changes, in which case Seller shall not make the Proposed Changes. IS. CONDITION OF PROPERTY: Unless otherwise agreed in writing: (1) the Property is sold (a) "AS -IS" in its PRESENT physical condition as of the date of Acceptance and (b) subject to Buyer's Investigation rights; (11) the Property, including pool, spa, landscaping and grounds, is to be maintained in substantially the same condition as on the date of Acceptance; and (iii) all debris and personal property not included in the sale shall be removed by Close Of Escrow. A. Seller shall, within the time specified in paragraph 19A, DISCLOSE KNOWN MATERIAL FACTS AND DEFECTS affecting the Property, including known insurance claims within the past five years, and make any and all other disclosures required by law. B. Buyer has the right to conduct Buyer Investigations of the property and, as specified in paragraph 195, based upon information discovered In those investigations: (i) cancel this Agreement; or (ii) request that Seller make Repairs or take either acilon. C. Buyer Is strongly advised to conduct investigations of the entire Property In order to determine its present condition. Seller may not be aware of all defects affecting the Property or other factors that Buyer considers Important. Property Improvements may not be built according to code, In compliance with current Law, or have had permits Issued. 17, BUYER'S INVESTIGATION OF PROPERTY AND MATTERS AFFECTING PROPERTY: A. Buyer's acceptance of the condition of, and any other matter affecting the Property, is a contingency of this Agreement as specified in this paragraph and paragraph 19B. Within the time specified in paragraph 19B(1), Buyer shall have the right, at Buyer's expense unless otherwise agreed, to conduct inspections, investigations, tests, surveys and other studies ("Buyer Investigations"), Including, but not limited to, the right to: (1) inspect for lead -based paint and other lead -based paint hazards; (11) Inspect for wood destroying pests and organisms; (iii) review the registered sex offender database; (iv) confirm the insurability of Buyer and the Property; and (v) satisfy Buyer as to any matter specified in the attached Buyer's Inspection Advisory (C.A.R. Form BIA). Without Seller's prior written consent, Buyer shall neither make nor cause to be made: (1) Invasive or destructive Buyer Investigations except for minimally Invasive testing; or (ii) inspections by any governmental building or zoning inspector or government employee, unless required by Law. B. Seller shall make the Property available for all Buyer Investigations. Buyer shall (i) as specified in paragraph 19B, complete Buyer Investigations and, elther remove the contingency or cancel this Agreement, and (11) give Seller, at no cost, complete Copies of all Investigation reports obtained by Buyer, which obligation shall survive the termination of this Agreement C. Buyer Indemnity and Seller protection for entry upon property: Buyer shall: (1) keep the Property free and clear of liens; (ii) repair all damage arising from Buyer Investigations; and (ill) indemnify and hold Seller harmless from all resulting liability, claims, demands, damages and costs of Buyer's Investigations. Buyer shall carry, or Buyer shall require anyone acting on Buyer's behalf to cant', policies of liability, workers' compensation and other applicable insurance, defending and protecting Seller from liability for any injuries to persons or property occurring during any Buyer Investigations or work done on the Property at Buyers direction prior to Close Of Escrow. Seller Is advised that certain protections may be afforded Seller by recording a "Notice of Non-responsibilty" (C.A.R Form NNR) for Buyer Investigations and work done on the Property at Buyers direction. Buyer's obligations under this paragraph shall survive the termination or cancellation of this Agreement and Close Of Escrow. D. BUYER IS STRONGLY ADVISED TO INVESTIGATE THE CONDITION AND SUITABILITY OF ALL ASPECTS OF THE PROPERTY AND ALL MATTERS AFFECTING THE VALUE OR DESIRABILITY OF THE PROPERTY, INCLUDING BUT NOT LIMITED TO, THE ITEMS SPECIFIED BELOW. IF BUYER DOES NOT EXERCISE THESE RIGHTS, BUYER IS ACTING AGAINST THE ADVICE OF BROKERS. BUYER UNDERSTANDS THAT ALTHOUGH CONDITIONS ARE OFTEN DIFFICULT TO LOCATE AND DISCOVER, ALL REAL PROPERTY CONTAINS CONDITIONS THAT ARE NOT READILY APPARENT AND THAT MAY AFFECT THE VALUE OR DESIRABILITY OF THE PROPERTY. BUYER AND SELLER ARE AWARE THAT BROKERS DO NOT GUARANTEE, AND IN NO WAY ASSUME RESPONSIBILITY FOR, THE CONDITION OF THE PROPERTY. BROKERS HAVE NOT AND WILL NOT VERIFY ANY OF THE ITEMS IN THIS PARAGRAPH 17, UNLESS OTHERWISE AGREED IN WRITING. E. SIZE, LINES, ACCESS AND BOUNDARIES: Lot size, property lines, legal or physical access and boundaries including features of the Property shared in common with adjoining landowners, such as walls, fences, roads and driveways, whose use or responsibility for maintenance may have an effect on the Property and any encroachments, easements or similar matters that may affect the Property. (Fences, hedges, walls and other natural or constructed barriers or markers do not necessarily identify true Property boundaries. Property lines may be verified by survey.) (Unless otherwise specified in writing, any numerical statements by Brokers regarding lot size are APPROXIMATIONS ONLY, which have not been and will not be verified, and should not be relied upon by Buyer.) F. ZONING AND LAND USE: Past, present, or proposed laws, ordinances, referendums, initiatives, votes, applications and permits affecting the current use of the Property, future development, zoning, building, size, governmental permits and Inspections. Any zoning violations, non -conforming uses, or violations of "setbaW requirements. (Buyer should also investigate whether these matters affect Buyers intended use of the Property.) G. UTILITIES AND SERVICES: Availability, costs, restrictions and location of utilities and services, including but not limited to, sewerage, sanitation, septic and leach lines, water, electricity, gas, telephone, cable TV and drainage. Buyers Initials ( ) ( ) Sellers Initials VLPA REVISED 12115 (PAGE 5 OF 11) VACANT LAND PURCHASE AGREEMENT (VLPA PAGE 5 OF 11) yw ti"C JS'N Produced with zlpForm® by zlpLoglx 16070 Fifteen Mlle Road, Fraser, Michigan 46026 h)ta_y zipL9nLK q m Approximately Property Address: Approx. 10.4 acres located at the Niff Comer ofE[senhowerDr.andAvenidafemandoLa Quinta, Date: January_31,2017 H. ENVIRONMENTAL HAZARDS- Potential environmental hazards, including, but not limited to, asbestos, lead -based paint and other lead contamination, radon, methane, other gases, fuel, oil or chemical storage tanks, contaminated soil or water, hazardous waste, waste disposal sites, electromagnetic fields, nuclear sources, and other substances, including mold (airborne, toxic or otherwise), fungus or similar contaminant, materials, products or conditions. I. GEOLOGIC CONDITIONS: Geologic/seismic conditions, soil and terrain stability, suitability and drainage including any slippage, sliding, flooding, drainage, grading, fill (compacted or otherwise), or other soil problems. J. NATURAL HAZARD ZONE: Special Flood Hazard Areas, Potential Flooding (inundation) Areas, Very High Fire Hazard Zones, State Fire Responsibility Areas, Earthquake Fault Zones, Seismic Hazard Zones, or any other zone for which disclosure is required by Law. K. PROPERTY DAMAGE: Major damage to the Property or any of the structures or non-structural systems and components and any personal property included in the sale from fire, earthquake, floods, landslides or other causes. L. NEIGHBORHOOD, AREA AND PROPERTY CONDITIONS: Neighborhood or area conditions, including Agricultural Use Restrictions pursuant to the Williamson Act (Government Code §§51200-51295), Right To Farm Laws (Civil Code §3482.5 and §3482.6),schools, proximity and adequacy of law enforcement, crime statistics, the proximity of registered felons or offenders, fire protection, other government services, availability, adequacy and cost of any speed -wired, wireless Internet connections or other telecommunications or other technology services and installations, proximity to commercial, industrial or agricultural activities, existing and proposed transportation, construction and development that may affect noise, view, or traffic, airport noise, noise or odor from any source, abandoned mining operations on the Property, wild and domestic animals, other nuisances, hazards, or circumstances, protected species, wetland properties, botanical diseases, historic or other governmentally protected sites or improvements, cemeteries, facilities and condition of common areas of common interest subdivisions, and possible lack of compliance with any governing documents or Homeowners' Association requirements, conditions and influences of significance to certain cultures and/or religions, and personal needs, requirements and preferences of Buyer. M. COMMON INTEREST SUBDIVISIONS: OWNER ASSOCIATIONS: Facilities and condition of common areas (facilities such as pools, tennis courts, walkways, or other areas co -owned in undivided Interest with others), Owners' Association that has any authority over the subject property, CC&Rs, or other deed restrictions or obligations, and possible lack of compliance with any Owners' Association requirements. N. SPECIAL TAX: Any local agencies that levy a special tax on the Property pursuant to the Mello -Roos Community Facilities Act or Improvement Bond Act of 1915. O. RENTAL PROPERTY RESTRICTIONS: Some cities and counties impose restrictions that limit the amount of rent that can be charged, the maximum number of occupants and the right of a landlord to terminate a tenancy. P. MANUFACTURED HOME PLACEMENT: Conditions that may affect the ability to place and use a manufactured home on the Property. 18. TITLE AND VESTING: A. Within the time specified in paragraph 19, Buyer shall be provided a current preliminary title report ("Preliminary Report'). The Preliminary Report is only an offer by the title Insurer to issue a policy of title insurance and may not contain every item affecting title. Buyer's review of the Preliminary Report and any other matters which may affect title are a contingency of this Agreement as specified in paragraph 19B. The company providing the Preliminary Report shall, prior to issuing a Preliminary Report, conduct a search of the General Index for all Sellers except banks or other institutional lenders selling properties they acquired through foreclosure (REOs), corporations, and government entities. Seller shall within 7 Days After -Acceptance, give Escrow Holder a completed Statement of Information. B. Title Is taken in its present condition subject to all encumbrances, easements, covenants, conditions, restrictions, rights and other matters, whether of record or not, as of the date of Acceptance except for. (1) monetary liens of record (which Seller is obligated to pay off) unless Buyer is assuming those obligations or taking the Property subject to those obligations; and (if) those matters which Seller has agreed to remove in writing. C. Within the time specified in paragraph 19A, Seller has a duty to disclose to Buyer all matters known to Seller affecting title, whether of record or not. D. At Close Of Escrow, Buyer shall receive a grant deed conveying title (or, for stock cooperative or long-term lease, an assignment of stock certificate or of Seller's leasehold interest), including oil, mineral and water rights if currently owned by Seller. Title shall vest as designated in Buyer's supplemental escrow instructions. THE MANNER OF TAKING TITLE MAY HAVE SIGNIFICANT LEGAL AND TAX CONSEQUENCES. CONSULT AN APPROPRIATE PROFESSIONAL. E. Buyer shall receive a "CLTA/ALTA Homeowner's Policy of Title Insurance", if applicable to the type of property and buyer. A title company, at Buyer's request, can provide information about the availability, desirability, coverage, and cost of various title insurance coverages and endorsements. If Buyer desires title coverage other than that required by this paragraph, Buyer shall instruct Escrow Holder in writing and shall pay any increase in cost. 19. TIME PERIODS; REMOVAL OF CONTINGENCIES; CANCELLATION RIGHTS: The following time periods may only be extended, altered, modified or changed by mutual written agreement. Any removal of contingencies or cancellation under this paragraph by either Buyer or Seller must be exercised in good falth and in writing (C.A.R. Form CR or CC). A. SELLER HAS: 7 (or 10 ) Days After Acceptance to Deliver to Buyer all Reports, disclosures and information for which Seller is responsible under paragraphs 3M, 7A, 8, 9, 12A, B, and E, 13, 16A and 18A. Buyer after first Delivering to Seller a Notice to Seller to Perform (C.A.R. Form NSP) may cancel this Agreement if Seller has not Delivered the items within the time specified. B. (1) BUYER HAS:17 (or 30 ) Days After Acceptance, unless otherwise agreed in writing, to: (1) complete all Buyer Investigations; review all disclosures, reports, and other applicable Information, which Buyer receives from Seller; and approve all matters affecting the Property; and (11) Deliver to Seller Signed Copies of Statutory Disclosures and other disclosures Delivered by Seller in accordance with paragraph 12A. (2) Within the time specified in paragraph 198(1), Buyer may request that Seller make repairs or take any other action regarding the Property (C.A.R. Form RR). Seller has no obligation to agree to or respond to (C.A.R. Form RRRR) Buyer's requests. (3) By the end of the time specified in paragraph 19B(1) (or as otherwise specified in this Agreement), Buyer shall Deliver to Seller a removal of the applicable contingency or cancellation (C.A.R. Form CR or CC) of this Agreement. However, If any report, disclosure or information for which Seller is responsible is not Delivered within the time specified in paragraph 19A, then Buyer has S (or _ ) Days After Delivery of any such items, or the time specified in paragraph 1913(1), whichever is later, to Deliver to Seller a removal of the applicable contingency or cancellation of this Agreement. Buyer's Initials ( ) ( ) Seller's Initials VLPA REVISED 12115 (PAGE 6 OF 11) Mud, wauwa VACANT LAND PURCHASE AGREEMENT (VLPA PAGE 6 OF 11) °°""�T Produced with zipForm® by zlpLoglx 10070 Fifteen Mlle Road, Fraser, Michigan 48020 k ,alRi i C Bi Approximately Property Address: Approx. 10R acres located at the NIN Corner of Eisenhower Dr, and Avenida Fernando, La Qulrrta, Date: Jana 31 2017 (4) Continuation of Contingency: Even after the end of the time specified in paragraph 1913(1) and before Seller cancels, if at all, pursuant to paragraph 19C, Buyer retains the right, in writing, to either (1) remove remaining contingencies, or (il) cancel this Agreement based on a remaining contingency. Once Buyer's written removal of all contingencies.is Delivered to Seller, Seller may not cancel this Agreement pursuant to paragraph 19C(1). C. SELLER RIGHT TO CANCEL: (1) Seller right to Cancel; Buyer Contingencies: If, by the time specified in this Agreement, Buyer does not Deliver to Seller a removal of the applicable contingency or cancellation of this Agreement, then Seller, after first Delivering to Buyer a Notice to Buyer to Perform (CA.R. Form NBP), may cancel this Agreement. In such event, Seller shall authorize the return of Buyer's deposit, except for fees incurred by Buyer. (2) Seller right to Cancel; Buyer Contract Obligations: Seller, after first delivering to Buyer a NBP, may cancel this Agreement if, by the time specified in this Agreement, Buyer does not take the following action(s): (1) Deposit funds as required by paragraph 3A or 3B or if the funds deposited pursuant to paragraph 3A or 3B are not good when deposited; (11) Deliver a notice of FHA or VA costs or terms as required by paragraph 3D(3) (C.A.R Form FVA); (lit) Deliver a letter as required by paragraph 3J(1); (iv) Deliver verification as required by paragraph 3C or 3H or if Seller reasonably disapproves of the verification provided by paragraph 3C or 3H; (v) Return Statutory Disclosures as required by paragraph 12A; or (vl) Sign or initial a separate liquidated damages form for an increased deposit as required by paragraphs 3B and 2713; or (vil) Provide evidence of authority to sign in a representative capacity as specified in paragraph 19. In such event, Seller shall authorize the return of Buyer's deposit, except for fees incurred by Buyer. D. NOTICE TO BUYER OR SELLER TO PERFORM: The NBP or NSP shall: (1) be in writing; (11) be signed by the applicable Buyer or Seller; and (ill) give the other Party at least 2(or 10 ) Days After Delivery (or until the time specified in the applicable paragraph, whichever occurs last) to take the applicable actlon. A NBP or NSP may not be Delivered any earlier than 2 Days Prior to the expiration of the applicable time for the other Party to remove a contingency or cancel this Agreement or meet an obligation specified in paragraph 19. E. EFFECT OF BUYER'S REMOVAL OF CONTINGENCIES: If Buyer removes, in writing, any contingency or cancellation rights, unless otherwise specified in writing, Buyer shall conclusively be deemed to have: (1) completed all Buyer Investigations, and review of reports and other applicable information and disclosures pertaining to that contingency or cancellation right; (ii) elected to proceed with the transaction; and (ill) assumed all liability, responsibility and expense for Repairs or corrections pertaining to that contingency or cancellation right, or for the inability to obtain financing. F. CLOSE OF ESCROW: Before Buyer or Seller may cancel this Agreement for failure of the other Party to close escrow pursuant to this Agreement, Buyer or Seller must first Deliver to the other Party a demand to close escrow (C.A.R. Form DCE). The DCE shall: (I) be signed by the applicable Buyer or Seller; and (ii) give the other Party at least 3 (or 10 ) Days After Delivery to close escrow. A DCE may not be Delivered any earlier than 3 Days Prior to the scheduled close of escrow. G. EFFECT OF CANCELLATION ON DEPOSITS: If Buyer or Seller gives written notice of cancellation pursuant to rights duly exercised under the terms of this Agreement, the Parties agree to Sign mutual instructions to cancel the sale and escrow and release deposits, if any, to the party entitled to the funds, less fees and costs incurred by that party. Fees and costs may be payable to service providers and vendors for services and products provided during escrow. Except as specified below, release of funds will require mutual Signed release instructions from the Parties, judicial decision or arbitration award. If either Party fails to execute mutual instructions to cancel escrow, one Party may make a written demand to Escrow Holder for the deposit (C.A.R. Forth BDRD or SDRD). Escrow Holder, upon receipt, shall promptly deliver notice of the demand to the other Party. If, within 10 Days After Escrow Holder's notice, the other Party does not object to the demand, Escrow Holder shall disburse the deposit to the Party making the demand. If Escrow Holder complies with the preceding process, each Party shall be deemed to have released Escrow Holder from any and all claims or liability related to the disbursal of the deposit. Escrow Holder, at its discretion, may nonetheless require mutual cancellation instructions. A Party may be subject to a civil penalty of, up to $1,000 for refusal to sign cancellation instructions if no good faith dispute exists as to who Is entitled to the deposited funds (Civil Code §1057.3). 20. REPAIRS: Repairs shall be completed prior to final verification of condition unless otherwise agreed in writing. Repairs to be performed at Seller's expense may be performed by Seller or through others, provided that the work complies with applicable Law, including governmental permit, inspection and approval requirements. Repairs shall be performed in a good, skillful manner with materials of quality and appearance comparable to existing materials. It is understood that exact restoration of appearance or cosmetic items following all Repairs may not be possible. Seller shall: (i) obtain invoices and paid receipts for Repairs performed by others; (11) prepare a written statement indicating the Repairs performed by Seller and the date of such Repairs; and (III) provide Copies of invoices and paid receipts and statements to Buyer prior to final verification of condition. 21. FINAL VERIFICATION OF CONDITION: Buyer shall have the right to make a final verification of the Property within 5 (or _) Days Prior to Close Of Escrow, NOT AS A CONTINGENCY OF THE SALE, but solely to confirm: (1) the Property is maintained pursuant to paragraph 16; (11) Repairs have been completed as agreed; and (ill) Seller has complied with Seller's other obligations under this Agreement (C.A. R. Form VP). 22. ENVIRONMENTAL HAZARD CONSULTATION. Buyer and Seller acknowledge: (1) Federal, state, and local legislation impose liability upon existing and former owners and users of real property, in applicable situations, for certain legislatively defined, environmentally hazardous substances; (11) Broker(s) has/havb made no representation concerning the applicability of any such Law to this transaction or to Buyer or to Seller, except as otherwise indicated in this Agreement; (lii) Broker(s) has/have made no representation concerning the existence, testing, discovery, location and evaluation of/for, and risks posed by, environmentally hazardous substances, if any, located on or potentially affecting the Property; and (Iv) Buyer and Seller are each advised to consult with technical and legal experts concerning the existence, testing, discovery, location and evaluation of/for, and risks posed by, environmentally hazardous substances, if any, located on or potentially affecting the Property. 23. PRORATION$ OF PROPERTY TAXES AND OTHER ITEMS: Unless otherwise agreed in writing, the following items shall be PAID CURRENT and prorated between Buyer and Seller as of Close Of Escrow: real property taxes and assessments, interest, rents, HOA regular, special, and emergency dues and assessments imposed prior to Close Of Escrow, premiums on insurance assumed by Buyer, payments on bonds and assessments assumed by Buyer, and payments on Mello -Roos and other Special Assessment Buyer's Initials ( Seller's Initials ( I ( ? VLPA REVISED 12115 (PAGE 7 OF 11) VACANT LAND PURCHASE AGREEMENT (VLPA PAGE 7 OF 11) Produced with zlpForm®by zipLoglx 1W70 FI teen Mlle Road. Fraser, Michigan A8026 Approximately uvoa'[uNme Property Address: Approx.10.4 acres located at the NW Corner of Eisenhower Dr. and Avenida Fernando, La Quinta, Date: January 31,_2017 [district bonds and assessments that are now a lien. The following items shall be assumed by Buyer WITHOUT CREDIT toward the purchase price; prorated payments on Mello -Foos and other Special Assessment District bonds and assessments and HOA special assessments that are now a lien but not yet due. Property will be reassessed upon change of ownership. Any supplemental tax bills shall be paid as follows: (1) for periods after Close Of Escrow, by Buyer, and (h) for periods prior to Close Of Escrow, by Seiler (see C.A.R. Form SPT or SBSA for further information). TAX BILLS ISSUED AFTER CLOSE OF ESCROW SHALL BE HANDLED DIRECTLY BETWEEN BUYER AND SELLER. Prorations shall be made based on a 30-day month. 24. BROKERS: A. COMPENSATION: Seiler or Buyer, or both, as applicable, agrees to pay compensation to Broker as spedfled in a separate written agreement between Broker and that Seller or Buyer. Compensation is payable upon Close Of Escrow, or if escrow does not dose, as otherwise specified in the agreement between Broker and that Seller or Buyer. B. SCOPE OF DUTY: Buyer and Seller acknowledge and agree that Broker: (i) Does not decide what price Buyer should pay or Seller should accept; (11) Does not guarantee the condition of the Property; (III) Does not guarantee the performance, adequacy or completeness of inspections, services, products or repairs provided or made by Seller or others; (Iv) Does not have an obligation to conduct an inspection of common areas or areas off the site of the Property; (v) Shall not be responsible for identifying defects on the Property, in common areas, or oflsite unless such defects are vlsuai(y observable by an inspection of reasonably accessible areas of the Property or are known to Broker; (vi) Shall not be responsible for inspecting public records or permits concerning the title or use of Property; (vlt) Shall not be responsible for identifying the location of boundary lines or other items affecting titre; (vili) Shall not be responsible for verifying square footage, representations of others or information contained in Investigation reports, Multiple Listing Service, advertisements, flyers or other promotional material; (ix) Shall not be responsible for determining the fair market value of the Property or any personal property included in the sale; (x) Shall not be responsible for providing legal or tax advice regarding any aspect of a transaction entered into by Buyer or Seller; and (A) Shall not be responsible for providing other advice or information that exceeds the knowledge, education and experience required to perform real estate licensed activity. Buyer and Seller agree to seek legal, tax, insurance, title and other desired assistance from appropriate professionals. 26. REPRESENTATIVE CAPACITY: If one or morn Parties is signing the Agreement in a representative capacity and not for him/herself as an individual then that Party shall so indicate in paragraph 37 or 38 and attach a Representative Capacity Signature Addendum (C.A.R. Form RCSD). Wherever the signature or initials of the representative identified in the RCSD appear on the Agreement or any related documents, It shall be deemed to be in a representative capacity for the entity described and not in an individual capacity, unless otherwise indicated. The Party acting in a representative capacity (1) represents that the entity for which that party is acting already exists and (11) shall Deliver to the other Party and Escrow Holder, within 3 Days After Acceptance, evidence of authority to ad in that capacity (such as but not limited to: applicable portion of the trust or Certification Of Trust (Probate Code §18100.5), letters testamentary, court order, power of attorney, corporate resolution, or formation documents of the business entity). 26. JOINT ESCROW INSTRUCTIONS TO ESCROW HOLDER: A. The following paragraphs, or applicable portions thereof, of this Agreement constitute the joint escrow instructions of Buyer and Seller to Escrow Holder, which Escrow Holder is to use along with any related counter offers and addenda, and any additional mutual instructions to close the escrow. paragraphs 1, 3, 4B, 5, 6, 7A, 8, 9, 12B, 18, 19G, 23. 24A, 25, 26, 32, 35, 36. 37, 38 and paragraph D of the section titled Real Estate Brokers on page 11. If a Copy of the separate compensation agreement(s) provided for in paragraph 24A, or paragraph D of the section titled Real Estate Brokers on page 10 is deposited with Escrow Holder by Broker, Escrow Holder. shall accept such agreement(s) and pay out from Buyer's or Seller's funds, or both, as applicable, the Broker's compensation provided for in such agreement(s). The terms and conditions of this Agreement not set forth in the specified paragraphs are additional matters for the information of Escrow Holder, but about which Escrow Holder need not be concerned. Buyer and Seller will receive Escrow Holder's general provisions, if any, directly from Escrow Holder and will execute such provisions within the time specified In paragraph 96(1)(c). To the extent the general provisions are inconsistent or conflict with this Agreement, the general provisions will control as to the duties and obligations of Escrow Holder only. Buyer and Seller will execute additional instructions, documents and forms provided by Escrow Holder that are reasonably necessary to dose the escrow and, as directed by Escrow Holder, within 3 (or 90 ) Days, shall pay to Escrow Holder or HOA or HOA management company or others any fee required by paragraphs 9, 12 or elsewhere in this Agreement. B. A Copy of this Agreement including any counter offer(s) and addenda shall be delivered to Escrow Holder within 3 Days After Acceptance (or ).Buyer and Seller authorize Escrow Holder to accept and rely on Copies and Signatures as defined in this Agreement as originals, to open escrow and for other purposes of escrow. The validity of this Agreement as between Buyer and Seller is not affected by whether or when Escrow Holder Signs this Agreement. Escrow Holder shall provide Seller's Statement of Information to Title company when received from Seller. If Seller delivers an affidavit to Escrow Holder to satisfy Seller's FIRPTA obligation under paragraph 12B, Escrow Holder shall deliver to Buyer a Qualified Substitute statement that complies with federal Law. C. Brokers are a party to the escrow for the sole purpose of compensation, pursuant to paragraph 24A and paragraph D of the section titled Real Estate Brokers on page 11. Buyer and Seller irrevocably assign to Brokers compensation specified in paragraph 24A, and irrevocably instruct Escrow Holder to disburse those funds to Brokers at Close Of Escrow or pursuant to any other mutually executed cancellation agreement Compensation instructions can be amended or revoked only with the written consent of Brokers. Buyer and Seller shall release and hold harmless Escrow Holder from any liability resulting from Escrow Holder's payment to Broker(s) of compensation pursuant to this Agreement. D. Upon receipt, Escrow Holder shall provide Seller and Seller's Broker verification of Buyer's deposit of funds pursuant to paragraph 3A and 3B. Once Escrow Holder becomes aware of any of the following, Escrow Holder shall immediately notify all Brokers: (t) if Buyers initial or any additional deposit is not made pursuant to this Agreement, or is not good at time of deposit with Escrow Holder, or (it) if Buyer and Seller instruct Escrow Holder to cancel escrow. E. A Copy of any amendment that affects any paragraph of this Agreement for which Escrow Holder is responsible shall be delivered to Escrow Holder within 3 Days after mutual execution of the amendment. Buyer's Initials ( ) ( ) Sellers Initials VLPA REVISED 12115 (PAGE 8 OF 11) VACANT LAND PURCHASE AGREEMENT (VLPA PAGE 8 OF 11) "" Produced with zlpFonn® by zoLogix 18970 Fifteen Mlle Road, Fraser, Michigan 48028 XauL 4p aakx nm Approximately PropertyAddress: Approx. 10.4 acres located at the NW Garner of alsenhower Dr. and Avonlda Femando, La Quinta, Date: January 31, 2017 27. REMEDIES FOR BUYER'S BREACH OF CONTRACT: A. Any clause added by the Parties specifying a remedy (such as release or forfeiture of deposit or making a deposit non- refundable) for failure of Buyer to complete the purchase in violation of this Agreement shall be deemed invalid unless the clause Independently satisfies the statutory liquidated damages requirements set forth in the Civil Code. B. LIQUIDATED DAMAGES: if Buyer fails to complete this purchase because of Buyer's default, Seller shall retain, as liquidated damages, the deposit actually paid. Buyer and Seller agree that this amount is a reasonable sum given that it is Impractical or extremely difficult to establish the amount of damages thatwould actually be suffered by Seller in the event Buyer were to breach this Agreement. Release of funds will require mutual, Signed release instructions from both Buyer and Seller, judicial decision or arbitration award. AT TIME OF ANY INCREASED DEPOSIT BUYER AND SELLER SHALL SIGN A SEPARATE LIQUIDATED DAMAGES PROVISION INCORPORATING THE INCREASED DEPOSIT AS LIQUIDATED DAMAGES (C.A.RFORM RID). Buyers Initials / Seller's Initials / 28. DISPUTE RESOLUTION: A. MEDIATION: The Parties agree to mediate any dispute or claim arising between them out of this Agreement, or any resulting transaction, before resorting to arbitration or court action through the C.A.R. Consumer Mediation Center (www. consumermediation.org) or through any other mediation provider or service mutually agreed to by the Parties. The Parties also agree to mediate any disputes or claims with Broker(s), who, in writing, agree to such mediation prior to, or within a reasonable time after, the dispute or claim is presented to the Broker. Mediation fees, if any, shall be divided equally among the Parties involved. If, for any dispute or claim to which this paragraph applies, any Party (I) commences an action without first attempting to resolve the matter through mediation, or (i) before commencement of an action, refuses to mediate after a request has been made, then that Party shall not be entitled to recover attorney fees, even if they would otherwise be available to that Party In any such action. THIS MEDIATION PROVISION APPLIES WHETHER OR NOT THE ARBITRATION PROVISION IS INITIALED. Exclusions from this mediation agreement are specified in paragraph 28C. B. ARBITRATION OF DISPUTES: The Parties agree that any dispute or claim In Law or equity arising between them out of this Agreement or any resulting transaction, which is not settled through mediation, shall be decided by neutral, binding arbitration. The Parties also agree to arbitrate any disputes or claims with Broker(s), who, In writing, agree to such arbitration prior to, or within a reasonable time after, the dispute or claim Is presented to the Broker. The arbitrator shall be a retired judge or justice, or an attorney with at least 5 years of transactional real estate Law experience, unless the parties mutually agree to a different arbitrator. The Parties shall have the right to discovery in accordance with Code of Civil Procedure §1283.05. In all other respects, the arbitration shall be conducted in accordance with Title 9 of Part 3 of the Code of Civil Procedure. Judgment upon the award of the arbitrator(s) may be entered Into any court having jurisdiction. Enforcement of this agreement to arbitrate shall be governed by the Federal Arbitration Act. Exclusions from this arbitration agreement are specified in paragraph 28C. "NOTICE: BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THE 'ARBITRATION OF DISPUTES' PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, UNLESS THOSE RIGHTS ARE SPECIFICALLY INCLUDED IN THE 'ARBITRATION OF DISPUTES' PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY." "WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE'ARBITRATION OF DISPUTES' PROVISION TO NEUTRAL ARBITRATION." Buyer's Initials / _ Seller's initials / C. ADDITIONAL MEDIATION AND ARBITRATION TERMS: (1) EXCLUSIONS: The following matters are excluded from mediation and arbitration: (1) a judicial or non judicial foreclosure or other action or proceeding to enforce a deed of trust, mortgage or installment land sale contract as defined In Civil Code §2985; (11) an unlawful detainer action; and (ill) any matter that is within the jurisdiction of a probate, small claims or bankruptcy court. (2) PRESERVATION OF ACTIONS: The following shall not constitute a waiver nor violation of the mediation and arbitration provisions: (1) the filing of a court action to preserve a statute of limitations; (11) the filing of a court action to enable the recording of a notice of pending action, for order of attachment, receivership, Injunction, or other provisional remedies; or (lit) the filing of a mechanic's lien. (3) BROKERS: Brokers shall not be obligated nor compelled to mediate or arbitrate unless they agree to do so In writing. Any Broker(s) participating in mediation or arbitration shall not be deemed a party to the Agreement 29. SELECTION OF SERVICE PROVIDERS: Brokers do not guarantee the performance of any vendors, service or product providers ("Providers"), whether referred by Broker or selected by Buyer, Seller or other person. Buyer and Seller may select ANY Providers of their own choosing. 30. MULTIPLE LISTING SERVICE ("MLS"): Brokers are authorized to report to the MLS a pending sale and, upon Close Of Escrow, the sales price and other terms of this transaction shall be provided to the MLS to be published and disseminated to persons and entities authorized to use the Information on terms approved by the MLS. Buyers Initials ( ) ( ) Sellers Initials ( ) ( ) is VLPA REVISED 12/15 (PAGE 9 OF 11) VACANT LAND PURCHASE AGREEMENT (VLPA PAGE 9 OF 11) ` ==T Produced with zipForm® by zlpLogix 18070 Fifteen Mlle Road, Fraser, Michigan 48026 L49�fI! Approximately Property Address: APProx 1a4 acres roceted at the NW Corner of E1senhowerDr. and Avenida Fernando, Le Qu/nta, Date: Janygry 312017 31. ATTORNEY FEES: In any action. proceeding, or arbitration between Buyer and Seller arising out of this Agreement, the prevailing Buyer or Seller shall be entitled to reasonable attorneys fees and costs from the non -prevailing Buyer or Seller, except as provided In paragraph 28A. 32, ASSIGNMENT. Buyer shall not assign all or any part of Buyers interest in this Agreement wllhoutfirst having obtained the written consent of Seller. Such consent shall not be unreasonably withheld unless otherwise agreed in writing. Any total or partiahassignment shall not relieve Buyer of Buyers obligations pursuant to this Agreement unless otherwse agreed In writing by Seller (C.A.R. Form AOAA). 33. EQUAL HOUSING OPPORTUNITY: The Property is sold in compliance with federal, state and local anti -discrimination Laws. 34. TERMS AND CONDITIONS OF OFFER: This is an offer to purchase the Property on the above terms and conditions. The liquidated damages paragraph or the arbitration of disputes paragraph is incorporated in this Agreement If initialed by all Perties or if incorporated by mutual. agreement In a counteroffer or addendum. If at least one but not all Parties initial, a counter offer Is required until agreement is reached. Seller has the right to continue to offer'the Property for sale and to accept any other offer at any time prior to notification of Acceptance, Buyer has read and acknowledges receipt of a Copy of the offer and agrees to the confirmation of agency relationships. If this offer is accepted and Buyer subsequently defaults, Buyer may be responsible for payment of Brokers' compensation. This Agreement and any supplement, addendum or modification, Including any Copy, may be Signed in two or more counterparts, all of which shall constitute one and the same writing. 35. TiME OF ESSENCE; ENTIRE CONTRACT; CHANGES: Time is of time essence. All understandings between the Parties are Incorporated in this Agreement. Its terms are Intended by the Parties as a final, complete and exclusive expression of their Agreement with respect to its subject matter, and may not be contradicted by evidence of any prior agreement or contemporaneous oral agreement. If any provision of this Agreement is held to be Ineffective or invalid, the remaining provisions will nevertheless be given full force and effect. Except as othewise specified, this Agreement shall be interpreted and disputes shall be resolved In accordance wth the Laws of the State of California. Neither this Agreement nor any provision in It may be extended, amended, modified, altered or changed, except in writing Signed by Buyer and Seller. 36. DEFINITIONS: As used in this Agreement: A. "Acceptance" means the time the offer or final counter offer is accepted In writing by a Party and Is delivered to and personally received by the other Party or that Party's authorized agent In accordance with the terms of this offer or a final counter offer. B. "Agreement" means this document and airy counter offers and any Incorporated addenda, collectively forming the binding agreement between the Parties. Addenda are Incorporated onlywhen Signed by all Parties. C. "C.A.R. Form" means the most current version of the specific form referenced or another comparable form agreed to by the parties. D. "Close Of Escrow" means the date the grant deed, or other evidence of transfer of title, Is recorded. E. "Copy" means copy by any means including photocopy, NCR, facsimile and electronic. F. "Days" means calendar days. However, after Acceptance, the last Day for performance of any act required by this Agreement (including Close Of Escrow) shall not include any Saturday, Sunday, or iegal holiday and shall instead be the next Day. G. "Rays After" means the specified number of calendar days after -the occurrence of the event specified, not counting the calendar date on which the specified event occurs, and ending at 11:59 PM on the tidal day. H. "Days Prior" means the specified number of calendar days before the occurrence of the event specified, not counting the calendar date on which the specified event is scheduled to occur. I. "Deliver", "Delivered" or "Delivery", unless otherwise specified in. writing, means and shall be effective upon: personal receipt by Buyer or Seller or the individual Real Estate Licensee for that principal as specified in the section titled Real Estate Brokers on pagel 1, regardless of the method used (i.e., messenger, mall, email, fax, other). J. "Electronic Copy" or "Electronic Signature" means, as applicabie, an electronic copy or signature complying with California Law. Buyer and Seller agree that electronic means will not be used by either Party to modify or alter the content or Integrity of this Agreement without the knowledge and consent of the other Party. K. "Law" means any law, code. statute,- ordinance, regulation, rule or order, which Is adopted by a controlling city, county, state or federal legislative, judicial or executive body or agency. L. "Repairs" means any repairs (Including pest control), alterations, replacements, modifications or retrofitting of the Property provided for under this Agreement. M. "Signed" means either a handwritten or electronic signature on an original document, Copy or any counterpart. 37. EXPIRATION OF OFFER: This offer shall be deemed revoked and the deposit. If any, shall be returned to Buyer unless the offer is Signed by Seller and a Copy of the Signed offer is personally received by Buyer, or by who is authorized to receive it, by 5.00 PM on the third Day after tills offer Is signed by Buyer (or by U AW PM, on (date)) - Da One or more Buyers is signing the Agreement in a representative capacity and not for hirMnerself as an Individual. See attached Representative Capacity Signature Disclosure (C.A.R. Form RCSD-B) for additional terms. Date BUYER (Print name) Frank Spevacek, CI Manager for The City of La Quinta, a California Munici al Co oratlon and Charter CI Date BUYER T`W (Print name) Additional Signature Addendum attached (C.A.R. Form ABA). Buyers initials ( ) ( ) Seller's Initials ( ) ( ) VLPA REVISED 1211S (PAGE 10 OF 11) VACANT LAND PURCHASE AGREEMENT (VLPA PAGE 10 OF 11) " ProduwdwM 2lpFwn0by2gpLopbc 18o7o Fifteen M is Road, Fraser, Nchlpen 48026 lYzwjJRLa91GGiYsi Appm1widy Property Address: Ap,prox. 10.4 acres located at the NW Corner of Eisenhower Dr. and Avenida Fernando, Le Quints, pate; Janus 31 2017 38. ACCEPTANCE OF OFFER: Seller warrants that Seiler is the owner of the Property, or has the authority to execute this Agreement Seller accepts the above offer and agrees to sell the Property on the above terms and conditions, and agrees to the above confirmation of agency relationships. Seller has read and acknowledges receipt of a Copy of this Agreement, and authorizes Broker to Deliver a Signed Copy to Buyer. ❑ (If checked) SELLER'S ACCEPTANCE IS SUBJECT TO ATTACHED COUNTER OFFER (C.A.R. Form SCO or SMCO) DATED: © One or more Sellers is signing the Agreement in a representative capacity and not for him/herself as an individual. See attached Representative Capacity Signature Disclosure (C.A.R. Form RCSD-S) for additional terms. Date SELLER (Print name) ST--LJMJM LLC. A California Limited Liabili Co. Jack McGrar�, Manaaing Member Date SELLER (Print name) ❑ Additional Signature Addendum attached (C.A.R. Form ASA). (Do not initial if making a counter offer.) CONFIRMATION OF ACCEPTANCE: A Copy of Signed Acceptance was (Initials) r?rsonall received by Buyer or Buyer's authorized agent on (date) n at n AM/ []PM. A binding Agreement Is created when a Copy of Signed Acceptance is personally received by Buyer or Buyer's authorized agent whether or not confirmed in this document Completion of this confirmation is not legally required In order to create a binding Agreement; it is solely intended to evidence the date that Confirmation of Acceptance has occurred. REAL ESTATE BROKERS: A. Real Estate Brokers are not parties to the Agreement between Buyer and Seller. B. Agency relationships are confirmed as stated In paragraph 2. C. If specified in paragraph 3A(2), Agent who submitted the offer for Buyer acknowledges receipt of deposit. D. COOPERATING BROKER COMPENSATION: fisting Broker agrees to pay Cooperating Broker (Selling Firm) and Cooperating Broker agrees to accept, out of Listing Broker's proceeds in escrow, the amount specified in the MLS, provided Cooperating Broker is a Participant of the MLS in which the Property is offered for sale or a reciprocal MLS. If Listing Broker and Cooperating Broker are not both Participants of the MLS, or a reciprocal MLS, in which the Property Is offered for sale, then compensation must be specified in a separate written agreement (C.A,R. Form CBC). Declaration of License and Tax (C.A.R. Fort DLT) may be used to document that tax reporting will be required or that an exemption exists. Real Estate Broker (Selling Firm) La Quints Pahns-Realfy _- - CaIBRE Lic. #00915271 By Bruce Y Catl —rt CaIBRE Lic. # 009/5271 Date By CalBRE Lic. # Date Address 51001 Eisenhower Dr. City. La 4ulnfa State CA. Zip 92253" Telephone (760)564-4104 _- Fax (760,1564-0344 E-mail b cathcar# a uirtfa aimsreal .com Deal Estate Broker (Listing Firm) La Quints Palms Real CaISRE Lic. #00915271 By Bruce Y. Cathcart CaIBRE Lic, # 00915271 Date By - CaIBRE Lic. # Date Address 51001 Eisenhower Dr, CityLa Qulnta State CA. Zip 92253 Telephone 60 564-4104 Fax T6j0)564-0344 E-mail byeafhcag@ ayuinta a1msreaity.com ESCROW HOLDER ACKNOWLEDGMENT: Escrow Holder acknowledges receipt of a Copy of this Agreement, (if checked, [:]a deposit in the amount of $ ), counter offer numbers _ ❑ Sellers Statement of Information and _ — , and agrees to act as Escrow Holder subject to paragraph 26 of this Agreement, any supplemental escrow instructions and the terms of Escrow Holder's general provisions. Escrow Holder is advised that the date of Confirmation of Acceptance of the Agreement as between Buyer and Seller Is Escrow Holder Escrow # By — Date Address _ PhonelFaxiE-mall _ Escrow Holder has the following license number # ❑ Department of Business Oversight, ❑ Department of Insurance, Bureau of Real Estate. PRESENTATION OF OFFER: ( _ Listing Broker presented this offer to Seller on (date). Broker or Designee Initials � REJECTION OF OFFER: ( j(� No counter offer is being made. This offer was rejected by Seller on (date). Sellers Initials @1999- 2016, California Association of REALTORS@, Inc. United States copyright law (Title 17 U.S. Code) forbids the unauthorized distribution, display and reproduction of this form, or any portion thereof, by photocopy machine or any other means, Including facsimile or computerized formats. THIS FORM HAS BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF REALTORS@ (C.A.R.). NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ACCURACY OF ANY PROVISION IN ANY SPECIFIC TRANSACTION. A REAL ESTATE BROKER IS THE PERSON QUALIFIED TO ADVISE ON REAL ESTATE TRANSACTIONS. IF YOU DESIRE LEGAL OR TAX ADVICE, CONSULT AN APPROPRIATE PROFESSIONAL 1525 Published and Distributed by: Buyers Arknpwiedge that page t t Is part of REAL. ESTATE BUSINESS SERVICES, INC. this Agreementa subsidiary of the CALIFORNIA ASSOCIATION OF REALTORSO Soull Virgil Avenue Los An el CaNfomia 80020 Reviewed by VI -PAPA REVISED 1�111�4 (PA76E 1� O11) BrokerorDeslgnee_ w. � ,,�st - " VACANT LAND PURCHASE AGREEMENT (VLPA PAGE 11 OF 11) Produced wlth zlpForm®by zlpLoglx 16070 Fifteen We Road, Fraser, Michigan 46026 ziq!<o i3&o l Approdmatdy �llftCALIFORNIA ASSOCIATION w� OF REALTORS8 ADDENDUM (C.A.R. Form ADM, Revised 12115) No. ONE The following terms and conditions are hereby incorporated in and made a park of the: © Purchase Agreement, ❑ Residential Lease or Month -to -Month Rental Agreement, []Transfer Disclosure Statement ({Vote. An amendment to the TDS may give the Buyer a right to rescind), ❑ Other dated January_ 31,_ 2017 , on property known as Approx. 10-4 acres located et the NW Comer of Eisenhower Dr. andAvenft Fernando -- - — La Quinta. 92253 in which The City of La Quinta, a California Municipal Corporation and Charter City, Frank Spavacek, City Manager is referred to as ("BUyerrrenant") and BT LJMJM LI�C. A California Limited Liability Co. Jack Mc(3roryi Manaaln�Member is referred to as ("Seller/Landlord"). 1. The Seller to carry back a Note secured by a freed of Trust in the amount of Two Million, Two Hundred and Fifty Thousand DDllats ($2,259,000.411) to be amortized over two veers at an annual rate of 3 112%, payable principle and interest In two payments each in the amount of One Million, One Hundred Sixty Six Thousand, Four Hundred Seventy Four Dollars and Ten - Cents $1 16& 474.10 Due at 12 and 24 months after the close of escrow. Said note shall Include a due on sales clause and a late fees uai to 3%or maximum allowed bylaw, whichever Is lower of the a ment due for payments not received within 14 days of Its due date. 2. item #1 (above) Is used in place of CAR Form SFA as referenced in Paragraph 3(L) of the Purchase Agreement. _ In addition_ t this Item #1_eliminates the following paragraphs from fhe Purchase Agreement. Pariagraphs 3(H),(J),(K),(,L(1,22,N),&) and Parawaphs d 5 and 6. 3. Paragraph 15 "Changes During Escrow" is eliminated from the Purchase Agreement_ 4. AnV reference to "BUYER" shall be eliminated from Para ra hs 2 A and 26 C In the Purchase Agreement 5. The Buyer and Seller shall si n fhe attached "Signature_ Pa e" in addition to initiating and signinggigning the Purchase Agreement and Addendums. 6. The Close of Escrow shall be contingrentypon the La Quinta Planning Commission finding the acquisition of the Property is consistent with the La Quinta General Plan .per Government Code section 65402. 7. This Purchase Agreement and all Attachments and Addendums are sublect to the approval o€ the La QLd Clty Council at the February 7 2017 Council Meeting, in compliance with schedulln_rt and notice regWrements. 8. For the purpose of the times for performance under this A reement fhe date of Acre tance" shall be the date of the approval of the La Quinta City Council. - - - The foregoing terms and conditions are hereby agreed to, and the undersigned acknowledge receipt of a copy of this document. Date Date Buyer[Tenant _ Seller/Landlord Frank Spevacek, City Manager for BT-LJMJM, LLC. A California Limited Liability Co. The City of La Quinta Jack McGrory, Managing Member a California Municipal Corporation and Charter City © 1986-2015, California Association of REALTORS®, Inc. United States copyright law (FfUe 17 U.S. Code) forbids the unauthorized distribution, display and reproduction of this form, or any portion thereof, by photocopy machine or any other means, Including facsimile or computerized formats. THIS FORM HAS BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF REALTORSO (C.A.R.). NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ACCURACY OF ANY PROVISION IN ANY SPECIFIC TRANSACTION. A REAL ESTATE BROKER IS THE PERSON QUALIFIED TO ADVISE ON REAL ESTATE TRANSACTIONS. IF YOU DESIRE LEGAL OR TAX ADVICE, CONSULT AN APPROPRIATE PROFESSIONAL. This form is made available to real estate professionals through an agreement with or purchase from the California Association of REALTORS& It is not intended to identify the user as a REALTOR& REALTOR@ is a registered collective membership mark which may be used only by members of the NATIONAL ASSOCIATION OF REALTORS@ who subscribe to Its Code of Ethics. Published and Distributed by: REAL ESTATE BUSINESS SERVICES, INC. a subsidiary of the California Association of REALTORSO r 526 South Virgil Avenue, Los Angeles, California 90020 Reviewed by Date ADM REVISED 12115 (PAGE 1 OF 1) ADDENDUM ADM PAGE 1 OF 1 La Quinta farms Realty, 51-001 Eisenhower Drive La Quinta, CA 92253 Phone: 760.564.4104 Fax 760.564.0344 Approximately Bruce Cathcart Produced with zipForm® by xiptcgix 18070 Fifteen Mlle Road, Fraser, Michigan 48026 ioLoai&com Seiler Tax Deferred Exchp e: The Seller is aware that the Buyer, The City of La Quinta, has the power of eminent domain within certain jurisdictional limits of the City of La Quinta. Even though the Seller initiated negotiations with the Buyer for the potential sale of the property, in the event Seller determined not to sell the Real Property to Buyer, Buyer's staff would have potentially recommended to the City Council of the City of La Quinta that the City of La Quinta, after providing notice to the Seller and holding a hearing as required by applicable law, consider adopting a resolution of necessity and thereafter commencing proceedings to acquire the Real Property for public use by the exercise of its power of eminent domain.. It is the intent of the Seller to have this acquisition completed as a tax deferred exchange pursuant to Sections 1031 or 1033 of the Internal Revenue Code of 1986, as amended, and Section 18662 of the California Revenue and Taxation Code. Notwithstanding the foregoing, neither the Buyer nor the City Council, City staff or any City agents, makes any representation, warranty or guaranty to the Seller or any other person, firm or entity concerning the tax treatment by any taxing authority, including but not limited to, the Internal Revenue Service, of the conveyance of the Real Property to the Buyer, including the tax treatment and tax consequences of an acquisition under the threat of condemnation or pursuant to this Agreement. The Seller acknowledges that the Buyer is not providing tax advice to the Seller or to any person, fizrn, or entity, and the Seller further acknowledges and agrees that the Seller must consult Seller's own tax advisor concerning the tax treatment, tax implications, and tax consequences of the sale of the Real Property to the Buyer. Seller agrees to indemnify, protect, defend (with counsel of Buyer's choosing), and hold harmless the Buyer, The La Quinta City Council, Buyer's officers, employees, officials, attorneys, consultants and other agents from any claims, cause of actions, damages, disputes or violations of law resulting from Seller's use of the tax deferred exchange in the sale of the Real Property. Buyer: City of La Quinta, a California Municipal Corporation and Charter City Frank Spevacek, City Manager Seller. BT-LJMJM, LLC. A California Limited Liability Company Jack McGrory, Managing Member Attachment #1 re Additional Buyer Contingency Vacant Land Purchase Agreement and Joint Escrow Instructions Appx. 10.4 acres located at the NW Corner of Eisenhower Dr. and Avenida Fernando, La Quinta dated 1an.31, 2017 Within one (1) business day after confirmation from Escrow Holder that Buyer has deposited the Balance of the Down Payment/Purchase Price in the amount identified in Paragraph 3(F) of the Agreement, and in no event later than 12:00 noon the business day before the date of the Close of Escrow, Seller shall file with the City's Design and Development Department, with copies delivered to the City Manager, City Attorney, and Escrow Holder, the voluntary withdrawal of any and all pending entitlement applications submitted by Seller for permits or licenses pertaining to the Property (collectively, the "Property Entitlement Applications"), including the withdrawal of the following permit applications: • Application for Specific Plan Approval 2016-001(SP 2016-001); * Tentative Tract Map Application 2016-002 (TTM 2016-002); o Environmental Assessment Form 2016-0010 (EA 2016-0010); • Development Agreement Application 2016-001(DA 2016-001). Notwithstanding any provisions in the Agreement to the contrary, upon the withdrawal of the Property Entitlement Applications, Seller for itself, its agents, assigns and related entities, fully releases, acquits and discharges Buyer and any and all of Buyer's boards, commissions, departments, La Quinta City Council and any and all of Buyer's officials, officers, directors, employees, attorneys, accountants, other professionals, insurers and agents (collectively "Released Parties") from all rights, claims, demands, damaged, actions or causes of action which Seller has alleged or may allege or may have against any of the Released Parties arising from any of the Property Entitlement Applications or any rights that may have been obtained by Seller with the processing, granting, or denying of the Property Entitlement Applications, including any monetary compensation relating thereto. This release is intended as a full and complete release and discharge of any and all such claims that Seller may have against any of the Released Parties arising from the facts and circumstances described above. In making this release, Seller intends to release the Released Parties from any liability of any nature whatsoever for any claim or injury or for damages or equitable or declaratory relief of any kind, whether the claim, or any facts on which such claim might be based, is known or unknown to the party possessing the claim. Seller expressly waives all rights under Section 1542 of the Civil Code of the State of California, which provides as follows: A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor. Seller acknowledges that it may hereafter discover facts or law different from or in addition to those which it now believes to be true with respect to the release of claims. Seller agrees that the foregoing release shall be and remain effective in all respects notwithstanding such different or additional facts or law or its discovery thereof. Seller shall not be entitled to any relief in connection therewith, including, but not limited to any damages or any right or claim to set aside or rescind this Agreement. Buyer's Initials: Seller's Initials: EXHIBIT "A" LOT LANE ADJUS&T NO. 2001-361 PORTION OF FAST HALE`, SECTION 36, TOWNSHIP 5 SOUTH, RANGE 0 EAST, S.D.M. THAT PORTION OF THE EAST HALF OF SECTION 36, TOWNSHIP 5 SOUTH, RANGE 6 EAST, SIN 13ERNARDINO BASE AND MERIDIAN, AS SHOWN BY GOVEMENT SURVEY, DESCRIBED AS FOLLOWS; COMMENCING AT THE NORTH QUARTER CORNER OF SAID SECTION 36; THENCE SOUTH 8325'03" EAST. ALONG THE NORTHERLY LINE OF SAID SECTION, 158925 FEET, TO THE WESTIrFiL.Y LINE OF TRACT NO. 3249 AS FILED IN BOOK 56 PAGES 35 AND 36 OF MAPS IN THE OFFICE OF THE COUNTY RECORDER OF RIVERSIDE COUNTY; THENCE SOUTH O'35'O4" EAST, ALONG SAID WESTERLY LINE, AND THE WESTERLY LINE OF TRACT NO. 3411, AS FILED IN BOOK 55 PAGES 99 AND 100 OF MAPS, IN THE l rncE -or SAID COUNTY RECORDER, 2371.24 FEET, TO THE WESTERLY LINE OF E1SENHOWER DRIVE, (50,00 F"ODT HALF WIDTH) PER SAID TRACT NO. 3411, SAID POINT BEING 'THE F't3UR OI BEGII+[Il, SAID POINT ALSO BEING ON A CURVE CONCAVE SOUTHEASTERLY HA'ANG A RADIUS OF 2050.00 FEET, A RADIAL LINE THROUGH SAID POINT BE NORTH 56'27'37` WEST; THENCE SOUTHWESTERLY ALONG SAID WESTERLY LINE AND SAID CURVE THROUGH A CENTRAL ANGLE OF 31'27'20", AN ARC LENGTH OF 1125.46 FEEL; THENCE SOUTH V05'0�r WEST, ALONG SAID WESTERLY LINE, 50.93 FEET, TO THE CENtERL.INE OF AVENIDA FERNANDO AS SHOWN BY TRACT NO. 2850--1 AS FILED IN BOOK 268 PAGES 89 THROUGH 92 OF MAPS, IN THE OFFICE OF SAID COUNTY RECORDER; THENCE NORIN 89'52'S2" WEST, 103.05 FEET,TO THE BEGINNfNG OF A CURVE CONCAVE SOUTHEEST£RLY 14AViNG A RADIUS OF 30D.40 FEET, "IENCE SOU7 tWESTERL.Y ALONG SAID CURVE THROUGH A CEi+ITRAl, ANGLE OF 2YOT-OO", AN ARC LENGTH OF 120.51 FEET; THENCE SOUTH 67',06'W WEST, 181.76 FEET, TO THE BEGINNING OF A CURVE CONCAVE NORTHERLY HAVING A RADIUS OF 161.99 FEET, THENCE WESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 34 48`55, AN ARC LFNGTH OF 93.43 FM-. MCE LEAVING SAID CENTERLINE, NORTH 4T50'W EAST, 96.51 FEET, TO T14E BEGINNING OF A CURVE CONCAVE SOUTHEASTERLY HAVING A RADIUS OF 50.00 FEET, THENCE NORYHE* MLY ALONG SND CURVE THROUGH A CENTRAL ANGLE OF 3T35'0U', AN ARC LENGTH OF 34.54 FEET; THENCE NORTH i 8725'OT EAST, 77.00 FEET, TO THE BEGINNING OF A CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS OF 50.00 FEET, THENCE NORTHEAgEFILY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 4750'0, AN ARC LENGTH OF 43.49 FEET; THENCE NORTH 3735'0d' I;;AS'T, 137.00 170, THENCE NORTH IS15-019 TAST, 145.00 FEET; TFIENCE NORTH 14=20'OT MT, 1132.00 FEET; THENCE NORTH 22'3O'O6' WEST, 174.00 FEEF; THENCE NORTH 4455'01T WEST, 125.50 FEET; THENCE NORTH 35.35'0 WEST, 121.50 FEET; THENCE NORTH 6415'OO" WEST, 32ZOD FEET; THENCE NORTH 4'40'00" WEST, 125.00 FEET, THENCE NORTH 55 20'00* WEST, 51.00 FEET; THENCE NORTH br%'OT WEST, 21.63 FEET; THENCE NORTH 9(700'00' EAST, 781.37 FEET; THENCE NORTH BT53'5ff EAST, 220-92 FEET, TO ]FIE POINT OF BEGINNING. SAID PARCEL 2 CONTAINS 10.648 ACRES, MORE OR LESS. AS SHOWN ON EXHIBIT "b" ATTACHED HERETO AND MADE A PART HEREOF PARCEL MERGER No. LOT LINT_ ADJUSTMENT No. Ir ::� 3 Col-, APPROVED BY CITY OF LA QUINT+A COM UNI" DEVELOPMENT i7I~VAR-0, BY ---- DATE A ;' Zlj-. / Exhlbi .. .r- 2801-515074 EXHIBIT `a B:F'v LOT LINE 0 UMENT N0. 3001-361 POR. OF EAST HALF, SEC. 36, T.- SS., N. 6E., S.D.M. NOTE: SEE DATA TADS 4N SHEET 2 0�r— N 8725'83'W 1589.V � ��, �' °' PARCEL 3 51.630 AC. i ¢ 3l TRA 3 1 4 36 oz is Pam. Lu 51 + 31 I SCALE 1" =500' tc); �y PARCEL It e 44.612 AC. GOVT. %, AVM FEIWAW � j O 94 AftCL.L. f 1 4 ' 10.64.8 AC. ��4 C' eIr N 89'59'IYW V 4® i4, C/L AM41DA f9WID0 t SAL LA Np r U! �, A � 3DETAIL i I SCALE: 1 = 250' L% OM f EXISTING LOT LINE TO 8E ADJUSTED F t� EXISTINGLOT LINE TO REMAIN �°^-•��' NEW LOT LINE PREPARED UNDER THE SUPERVISION OF; SEE DETAIL EO"fir OLC7 LOT N0. 0 RI( 11 H fiEREON B NEW LOT NO. NA A IDT LINE ADJUSTMENT NO. 3001--361 E P. 12/31 L.S. CITY OF LA Qq UINTA 1��t�n►u�aauw:�nm-:���mnwa z��►m� CALIFORNIA REPRESENTATIVE CAPACITY SIGNATURE DISCLOSURE W, ASSOCIATION (FOR BUYER REPRESENTATIVES) w r OF R E A L T O R S O (C.A.R. Form RCSD-B, Revised 6/16) This form is not an assignment. It should not be used to add new parties after a contract has been formed. The purpose of this form is to Identify who the principal is in the transaction and who has authority to sign documents on behalf of the principal This is a disclosure to the © Purchase Agreement, ❑ Buyer Representation Agreement, ❑ Other , dated 0113112017 ("Agreement'), for the property known as Approx. 10.4 acres located at the NW Comerof ElsenhowerDr. and Avenida Fernando ("Property"), between 8T LJMJM, LLC. A Ce ifornia Limited Liability Co. Jack McGrory, Managing Member ("Seller", "Buyer Broker"). and The City of La Qt irflta,a Califomia Municipal Corporation afld Charter C( _ (°Buyer") If a trust, identify Buyer as the trustees)) of the trust or by simplified trust name (e.g. John Doe, co -trustee, Jane Doe, co - trustee or Doe Revocable Family Trust 3.) Full name of trust should be identified in 1A below. If power of attorney, insert prirtci al's name as Buyer. 1. HA. TRUST: (1) Assets used to acquire/lease the Property are held in trust pursuant to a trust document titled dated (2) The person(s) si Wing below islare Sole/Go/Successor Trustee s) of the Trust B. ENTITY: Buyer is a l] Corporation, [] Limited Liability Company, [(] Partnership g Other: Municipal Co . which has authorized the ofiocer(s), managing mernber(s), partner(s) or person(s) si Win below to act on its behalf. An authorizing resolution of the applicable body of the entity described above Lj is Lj is not attached. C. POWER OF ATTORNEY. Buyer ("Principal") has authorized the person(s) signing below ("Attorney -in -Fact", "Power of Attorney" or " POK) to act on his/her behalf pursuant to a General Power of Attorney ( D Specific Power of Attorney for the Property), dated _ . This form is not a Power of Attorney. A Power of Attorney must have already been executed before this form Is used. 2. Buyer's Representative represents that the trust, entity or power of attorney for which that Party is acting already exists. Buyer: By Date: (Sign Name of Trustee, Officer, Managing Member, Partner, or Attomey-in-Fact) (Print Representative Name) Frank Spevacek, Ci!y Manager Title: By Date: (Sign Name of Trustee, Officer, Managing Member, Partner, or Attorney -in -Fact) (Print Representative Name) �_—Title: Acknowledgement of Receipt By Other Party: (Buyer Broker) NONE By Date: (Seller) Date: (Print Seller Name) BT LJMJM, LLC A �Caiifornla Limited Lla4yity Co. Jack McQLory, Managin Mefriber (Seller) (Print Seller Name) Date: © 2015-2016 California Association of REALTORS®, Inc. United States copyright law (Title 17 U.S. Code) forbids the unauthorized distribution, display and reproduction of this form, or any portion thereof, by photaaapy machine or any other means, Including facsimlle of computerized formats, THIS FORM HAS BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF REALTORSO, NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ACCURACY OF ANY PROVISION IN ANY SPECIFIC TRANSACTION, A REAL ESTATE BROKER IS THE PERSON QUALIFIED TO ADVISE ON REAL ESTATE TRANSACTIONS. IF YOU DESIRE LEGAL OR TAX ADVICE, CONSULT AN APPROPRIATE PROFESSIONAL. Pubtlshed and Distributed by: " REAL ESTATE BUSINESS SERVICES. INC. a subsWiery of the Califomla Assoclarlon of REAi__TORSO c . 525 South Mrgil Avenue, Los Angeles, Cailfornia 90020 Reviewed by sue. RCSD-B REVISED 6116 (PAGE 1 OF 1) a,a�we� _ REPRESENTATIVE CAPACITY SIGNATURE DISCLOSURE (RCSD-B PAGE 1 OF 1_) La Qulnta Petra Realty, 51401 Ebenhower Drive La Quints, CA 92253 Phone: 760.564A104 Fax: 760.564.0344 Appraatmately Bruce Cathcart Produced with ApFa me by zlpLagix 1807U Fifteen Mile Road, Fraser, Whlgan 48026 mmm1 3 i Qmwm Ak A CALIFORNIA REPRESENTATIVE CAPACITY SIGNATURE DISCLOSURE 1% ASSOCIATION (FOR SELLER REPRESENTATIVES) fir O F R E A L T O R S® (C.A.R. Form RCSD-S, Revised 6116) This form is not an assignment. It should not be used to add new parties after a contract has been formed. The purpose of this form is to identify who the principal is in the transaction and who has authority to sign documents on behalf of the principal. This is a disclosure to the © Purchase Agreement, ❑ Listing Agreement, ❑ Other dated 01/31/2017 , ("Agreement°), for the property known as Approx. 10.4 acres focated at the NW Comer of Eisenhower Dr. andAven/cfa Femando ("property"), between The City of La QuJntar a Callfarnla Mt1nlGlpa! Corporation and Charter City {"Buyer, _Litng Broker) and BT--LJMJM tLC. A California L.lrrrlted Liability Co. Jack McGrom Mara to Member ("sellel"j. If a trust, identify Seller as the trustee(s) of the trust or by simplified trust name (ex. John Doe, co -trustee, Jane Doe, co -trustee or Doe Revocable Family Trust 3.). Full name of trust should be identified in 1A below. If power of attorney, insert principal's name as Seller. 1. [] A. TRUST: (1) The Property is held in trust pursuant to a trust document, titled (Full name of Trust) (2) The person(s) si ning below Is/are Sole/Co/Successor Trustee(s) of the Trust. © B. ENTITY: Seller is [Corporation, Pa Limited Liability Company, ❑ Partnership Q Other: which has authorized the officer(s), managing member(s), partner(s) or person(s) signing below to act on its behalf. An authorizing resolution of the applicable body of the entity described above L] €sL] is not attached. C. POWER OF ATTORNEY: Seller ("Principal") has authorized the person(s) signing below ("Attorney -in -Fact", "Power of Attorney" or "POK) to act on his/her behalf pursuant to a General Power of Attorney ( ] Specific Power of Attorney for the Property), dated . This form is not a Power of Attorney. A Power of Attorney must have already been executed before this form is used. D. ESTATE: (1) Seller is an [] estate, [] conservatorship, or [] guardianship identified by Superior Court Case name as , Case # (2) The person(s) signing below is/are court approved representatives (whether designated as Sole or Co -Executor, Administrator, Conservator, Guardian) of the estate, conservatorship or guardianship identified above. 2. Seller's Representative represents that the trust, entity or power of attorney for which that Party is acting already exists. Seller: By Date: (Sign Name of Trustee, Officer, Managing Member, Partner, Attomey-in-Fact or Administrator/Executor) (Print Representative Name) BT--LJMJM LLC A Ceffforn/a umned uabinty Co. Jack McGrory, Managing Member Title: By Date: (Sign Name of Trustee, Officer, Managing •Member, Partner, Attomey-in-Fact or Administrator/Executor) (Print Representative Name) Title: Acknowledgement of Receipt By Other Party: (Listing Broker) La Qulnta Palms ReaW _ By Date: (Buyer) Date: (Print Buyer Name) Frank_ pevace City Manager, City of La Cluinta, a California uniclpa orpora ion an a er i y (Buyer) Date: (Print Buyer Name) O 201E-201B California Association of REALTORS@, Inc. United States copyright law (Title 17 U.S. Code) forbids the unauthorized distribution, display and reproduction of this form, or any portion thereof, by photocopy machine or any other means, Including facsimile or computerized formats. THIS FORM HAS BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF REALTORS& NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ACCURACY OF ANY PROVISION IN ANY SPECIFIC TRANSACTION. A REAL ESTATE BROKER IS THE PERSON QUALIFIED TO ADVISE ON REAL ESTATE TRANSACTIONS IF YOU DESIRE LEGAL OR TAX ADVICE, CONSULT AN APPROPRIATE PROFESSIONAL Published and Distributed by., REAL ESTATE BUSINESS SERVICES, INC. a subsidiary of the Callfomta Associadon of REALTOR,SO c a 526 South Virgil Avenue, Los Angeles, Cerifonrla 90020 Revlewed by w�ia RCSDS REVISED 6116 (PAGE 1 OF 1) REPRESENTATIVE CAPACITY SIGNATURE DISCLOSURE (RCSD-S PAGE 1_OF 1) La Quinta Palim Realty, 51.001. Eisenhower Drive LR Qutnta, CA 92253 Phone: 760.564A104 Fax: 760,564.0344 Approximeidr Bruce Cathcart Produced with bpFtxtrA by zlpLoglx 1807D Flflean Mlle Road, Fraser, Michigan 48026 Property Address; Approx.10 4 acres Locatedat the NW Comer of Eisenhower Dr. and Avenida Fernando, Le auinta CA. IN WITNESS WHEREOF, Buyer and Seller each hereby represents that it has read this Agreement, understands it, and hereby executes this Agreement to be effective as of the day and year first written above. SELLER: BT J JMJM, LLC A California Limited Liability Company Jack McGrory, Managing Member ATTEST: City Clerk APPROVED AS TO FORM: RUTAN & TUCKER, LLP City Attorney BUYER: CITY OF LA QUIGNTA, a Califon3ia Municipal Corporation and Charter City 0 Frank Spevacek, City Manager [end of signatures] 2671015610-0045 1139$81.01 e0610V11