33588 Sam's ClubSUBDIVISION IMPROVEMENT AGREEMENT
PARCEL MAP NO. 33588
OFF -SITE IMPROVEMENTS
4�(
THIS SUBDISIO ,f PROVEMENT AGREEMENT2(thegreement") is made and entered into this
day of005, by and between Sam's Real Estate
Business Trust , a Delaware statutory trust hereinafter referred to as "Developer," and the City of La
Quinta, a municipal corporation of the State of California, hereinafter referred to as "City."
RECITALS:
A. City staff have prepared and filed Parcel Map No. 33588 (the "Map") subdividing a unit of land in the
City of La Quinta, County of Riverside (the "Land") pursuant to the provisions of Section 66410,
et seq. of the California Government Code (the "Subdivision Map Act").
B. Prior to approval of the Map, Developer, who has entered into a Purchase Agreement with the
La Quinta Redevelopment Agency ("Agency") to purchase Parcels 2 and 3 on the Map (the
"Developer Parcels") for development thereon of a discount membership warehouse, is required to
agree to install certain public and private improvements (the "Improvements").
C. The Improvements have not been installed and accepted at this time.
D. It is therefore necessary that Developer and City enter into an agreement for the installation of the
Improvements as provided in Section 66462 of the Subdivision Map Act.
NOW, THEREFORE, it is agreed by and between the parties hereto as follows:
1. Improvement Plans. Developer shall furnish original improvement plans for the Improvements
meeting the requirements of the City Engineer.
2. Improvements. Developer shall construct the Improvements required to be constructed or agreed to
be constructed under this Agreement as listed in Exhibit "A", and shall, subject to this Section 2, bear
the full cost thereof. The methods, standards, specifications, sequence, and scheduling of
construction shall be as approved by the City Engineer.
Notwithstanding the above, Developer shall be entitled to a reimbursement from the City for all of the
costs, including soft costs (i.e., design and inspection costs, fees, etc.) Developer incurs to construct
the portion of the Improvements that consists of the median within Dune Palms Road, including the
landscaping installed within said median (collectively, the "DIF Improvements"), out of the City's
Developer Impact Fee fund, to the extent that such costs do not exceed Three Hundred Ninety -One
Thousand Three Dollars ($391,003).
The Agency is negotiating with Stamko Development Co., a California limited partnership ("Stamko"),
the terms of an agreement (the "Stamko Agreement") pursuant to which the Agency would sell to
Stamko Parcel on the Map (the "Stamko Parcel"). In the event the property conveyance
contemplated by the Stamko Agreement closes escrow, Stamko and the Developer will, concurrently
with said closing, enter into a Cost Sharing Agreement, pursuant to which Stamko and the Developer
will apportion, amongst each other, the cost Developer incurs (the "Developer's Shared Costs") to
construct all of the Improvements except the DIF Improvements (the "Non-DIF Improvements"),
based on the lineal frontage of the parties' respective parcels along Highway 111 and Dune Palms.
The Cost Sharing Agreement allocates sixty-four percent (64%) of the Developer's Shared Costs to
Developer and thirty-six percent (36%) of the Developer's Shared Costs to Stamko.
In the event the property conveyance contemplated by the Stamko Agreement fails to close escrow,
and Agency sells the Stamko Parcel to another purchaser, the Agency agrees to require the
purchaser of the Stamko Parcel to reimburse the Developer for thirty-six percent (36%) of the
1 of 7
::ODMA\PCDOCS\DOCS 1 \613056\7
Developer's Shared Costs; provided, however, that the Developer's Shared Costs shall not exceed
the amounts set forth in Exhibit A for the Non-DIF Improvements. In the event the property
conveyance contemplated by the Stamko Agreement fails to close escrow, and the Agency has not
sold the Stamko Parcel within one (1) year after Developer's completion of the Improvements and the
City's acceptance or approval (as applicable) thereof, the City will reimburse the Developer for thirty-
six percent (36%) of the Developer's Shared Costs; provided, however, that the Developer's Shared
Costs shall not exceed the amounts set forth in Exhibit A for the Non-DIF Improvements.
3. Improvement Security.
A. One class of security to be provided by Developer, hereinafter referred to as "performance
security," shall assure the faithful performance of this Agreement including construction of the
Improvements, and payment of plan check and permit fees. A second class of security to be
provided by Developer, hereinafter referred to as "payment security," shall assure the payment of
the cost of labor, equipment and materials supplied to construct the Improvements. A third class
of security to be provided by Developer, hereinafter referred to as "warranty security," shall sere
as a guarantee and warranty of the Improvements for a period of one year following the
completion and acceptance of the Improvements. Developer shall furnish performance and
payment security prior to and as a condition of City Council approval of the Map. Developer shall
provide warranty security after Improvements are complete and accepted by the City Council and
prior to or concurrently with the final release of performance security.
Developer shall be responsible for the payment of, and agrees to pay, any and all costs and
reasonable expenses and fees, including reasonable attorney's fees, incurred by City in
successfully enforcing the obligations secured pursuant to this Agreement.
B. Improvement security shall conform with Section 66499 of the California Government Code and
one or more of the following:
1) Surety bonds, of the form specified in subsection 66499.2 of the California Government
Code, issued by a surety or sureties listed in the U.S. Department of Treasury Circular 570
(latest version).
2) Irrevocable letters of credit, issued by one or more financial institutions that are subject to
regulation by the state or federal government, and have a financial quality rating of "A" or
better and a commitment reliability rating of "R-2" or better on the Investment Data Exchange
(of the Los Angeles County Treasurer's office), pledging that the funds necessary to carry out
the completion of the Improvements are on deposit, guaranteed for payment, and constitute a
trust fund which is not subject to levy or attachment by any creditor of the depositor until
released by City. Letters of credit shall guarantee that all or any portion of the funds available
pursuant to the letters of credit will be paid upon the written demand of City and that such
written demand need not present documentation of any type as a condition of payment,
including proof of loss. The duration of any such letter of credit shall be for a period of not
less than one year from the execution of the agreement with which it is provided and shall
state, on its face, that the letter of credit will be automatically renewed until such time that
City authorizes its expiration or until sixty (60) days after City receives notice from the
financial institution of intent to allow expiration of the letter of credit.
C. All securities shall be furnished in accordance with the provisions of Exhibit A. The amount of the
performance security shall equal One Hundred Percent (100%) of the estimated cost of
constructing the Improvements, including payment of plan check and permit fees, as estimated by
the City Engineer or a duly authorized representative of the City Engineer. The amount of
Payment security shall equal the amount of the amount of performance security, except as
otherwise set forth in Exhibit A, and shall be furnished as a separate security. Warranty security
shall equal Ten Percent (10%) of the amount of performance security except as otherwise set
forth in Exhibit A.
2of7
::ODMA\PCDOCS\DOCS1 \613056\7
D. At the time of submittal of security, Developer shall pay to City administrative fees applicable to
the form of security provided. Administrative fees shall apply to the subdivision (final map, parcel
map or waiver of parcel map) rather than to individual security instruments. The fees shall be
paid separately for each different form and/or source (surety or financial institution) of security
initially submitted and for substitution of securities but shall not be required for submittal of
warranty security if the warranty security is of the same form and from the same source as the
performance security it replaces. The administrative fee shall be One Hundred Fifty Dollars
($150.00) for each irrevocable letter of credit and for each bond.
E. Security shall not expire, be reduced or become wholly or partially invalid for any reason,
including non-payment of premiums, modifications of this Agreement and/or expiration of the time
for performance stated in this Agreement.
F. Security shall be released in the following manner:
1) Performance security shall be released upon the final completion and acceptance or
approval, by the City Council of the Improvements subject to the provisions of paragraph B.
2) The City Engineer may authorize partial reduction of performance security as work
progresses, upon application by Developer. However, no such reduction shall be for an
amount less than Ten Percent (10%) of the total performance security provided for the faithful
performance of the act or work. In no event shall security be reduced below that required to
guarantee the completion of the act or work or obligation secured, plus Ten Percent (10%).
The City Engineer shall not allow more than two partial reductions of security furnished for
any improvement agreement.
3) If City receives no notice of recorded claims of lien, labor and materials security shall be
released in full 90 days after final acceptance and/or approval by the City Council, of the
Improvements. If City receives notice of any recorded lien, the provisions of the Subdivision
Map Act shall apply.
4) Warranty security not utilized during the warranty period shall be released one year after final
acceptance or approval by the City Council of all Tract Improvements. However, if at the end
of the one-year warranty period, there are one or more outstanding requests by City for
performance of work or provision of materials under the terms of the warranty, warranty
security shall be retained until the outstanding requests are satisfied or until Developer has
made other arrangements satisfactory to the City Engineer.
4. Permits Reguired. Prior to commencing any phase of work, Developer shall obtain all permits
required for that phase of work and pay all required fees. Work performed under a permit or permits
shall comply with all provisions of the required permits.
5. Completion of Improvements. Developer shall begin construction of the Improvements within one
hundred eighty (180) days and shall complete construction within eighteen (18) months after the
approval of this Agreement. Portions of the Improvements may be completed at a later date, as
determined by the City Engineer or as set forth in Exhibit A. Failure by Developer to begin or
complete construction of the Improvements within the specified time periods shall constitute cause for
City, in its sole discretion and when it deems necessary, to declare Developer in default of this
Agreement, to revise improvement security requirements as necessary to ensure completion of the
improvements, and/or to require modifications in the standards or sequencing of the Improvements in
response to changes in standards or conditions affecting or affected by the Improvements. Said
failure shall not otherwise affect the validity of this agreement or Developer's obligations hereunder.
6. Force Maieure. In the event that Developer is unable to perform within the time limits herein due to
strikes, act of God, or other events beyond Developer's control, the time limits for obligations affected
by such events will be extended by the period of such events.
3of7
::ODMA\PCDOCS\DOCS 1 \613056\7
7. Time Extension. Developer may make application in writing to the City Council for an extension of
time for completion of the Improvements. The City Council, in its sole and absolute discretion, may
approve or deny the request or conditionally approve the extension with additions or revisions to the
terms and conditions of this Agreement.
As a condition of the time extension, Developer shall furnish securities, similar in form and substance
to those required in SECTION 3 hereinabove, to cover the period of extension. The value of the
securities shall be sufficient to ensure the performance of and payment for Improvements that remain
incomplete at the time of the extension, and to provide warranty security on completed
Improvements.
8. Survev Monuments. Before final approval of street improvements, City will place survey monuments
in accordance with the provisions of Sections 66495, et seq., of the Subdivision Map Act and of the
La Quinta Municipal Code.
9 Final Acceptance of Improvements. At the completion of construction and prior to acceptance of the
Improvements by City, Developer shall submit a request for final approval by City. The request shall
be accompanied by any required certifications from Developer's engineers or surveyors, approval
letters from other agencies having jurisdiction over and approval authority for improvements required
by this Agreement or the Conditions of Approval, and any required construction quality documentation
not previously submitted.
Upon receipt of said request, the City Engineer or a duly -authorized representative will review the
required documentation and will inspect the Improvements. If the Improvements are determined to
be in accordance with applicable City standards and specifications, and as provided herein,
obligations required by the Conditions of Approval and this Agreement have been satisfied, and
Developer has provided revised plans as required in Paragraph 10 hereinafter, the City Engineer
shall recommend acceptance of the Improvements by the City Council.
10. Revisions to Plans. When the Improvements have been inspected and approved by the City
Engineer, Developer shall make any necessary revisions to the original plans held by City so the
plans depict the actual Improvements constructed. When necessary revisions have been made, each
separate sheet of the plans shall be clearly marked with the words "As -Built," "As -Constructed," or
"Record Drawing," the marking shall be stamped by an engineer or surveyor, as appropriate for the
improvements thereon, who is licensed to practice in California, and the plans shall be resubmitted to
the City Engineer.
11. Improvement Warranty. Developer hereby guarantees the Improvements to City for a period of one
(1) year, beginning on the date of final acceptance of the Improvements by the City Council, against
any defective work or labor done, or defective materials furnished, and shall repair or replace such
defective work or materials.
12. Release of Security. City shall retain and release securities in accordance with the provisions of
Section 3 of this agreement. Prior to the release of payment security, the City Engineer may require
Developer to provide a title report or other evidence sufficient to show claims of lien, if any, that may
affect the amount of payment security released.
13. City Right to Cure. If Developer fails to perform any obligation hereunder and such obligation has not
been performed within sixty (60) days after written notice of default from City (or, for obligations that
cannot reasonably be performed within sixty (60) days, if Developer fails to commence to perform
such obligation within said sixty (60) day period and diligently pursue the completion thereof), then
City may perform the obligation, and Developer shall pay the entire cost of such performance by City
including costs of suit and reasonable attorney's fees incurred by City in enforcing such obligation. In
cases of emergency or compelling public interest, as determined by the City Engineer, the
requirement for written notice of default and/or the passage of sixty (60) days shall be deemed
waived and all other provisions of this Article shall remain in effect.
4of7
::0DMA\P0D0CS\D0CS1 \613056\7
14. Indemnification. Developer hereby binds itself, its officers, employees, agents, representatives,
executors, administrators, guarantors, heirs, and assigns, and agrees to indemnify, defend and hold
City and its officers, employees, agents, representatives, and assigns harmless from and against any
losses, claims, demands, actions, or causes of action of any nature whatsoever, arising out of or in
any way connected with Developer's performance herein under, including costs of suit and
reasonable attorneys' fees.
15. No Modification of Conditions. This Agreement shall in no respect act to modify or amend any
provision of the Conditions of Approval. In the event that any requirement or condition of this
Agreement is inconsistent with or fails to include one or more provisions of the Conditions of
Approval, which document(s) is (are) incorporated herein by reference, the provisions in the
Conditions of Approval shall remain in effect and shall control.
16. Severability. In the event that any provision or provisions of this Agreement are held unenforceable,
all provisions not so held shall remain in full force and effect.
17 General Provisions.
A. All notices pursuant to this Agreement shall be in writing and shall be personally delivered or sent
by registered or certified mail, return receipt requested, to the parties at their respective
addresses indicated hereon. Notices personally delivered shall be effective upon delivery.
Notices mailed as provided herein and sent postage prepaid shall be effective upon the date of
delivery or refusal indicated on the return receipt. Either party may change its address for notices
hereunder by notice to the other given in the manner provided in this subparagraph.
B. The terms, conditions, covenants, and agreements set forth herein shall apply to and bind the
heirs, executors, administrators, assigns, and successors of the parties hereto.
C. Neither party to this Agreement relies upon any warranty or representation not contained in this
Agreement.
D. This Agreement shall be governed by and interpreted with respect to the laws of the State of
California.
E. In the event of any dispute between the parties with respect to this Agreement, the prevailing
party shall be entitled to prompt payment of its reasonable attorneys' fees from the non -prevailing
party.
F. Any failure or delay by either party in asserting any of its rights and remedies as to any default
shall not operate as a waiver of any default or of any such rights or remedies provided for
hereunder.
[Signatures on next page]
5of7
::ODMA\PCDOCS\DOCS1 \613056\7
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first
written above.
CITY: City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
�70/777-7075
✓
Thomas P. Genovese, City Manager
REVIEWED AND APPROVED:
Engineer
APPROVED AS TO FORM:
/W ILe-51
City Attorney
DEVELOPER: Sam's Real Estate Business Trust,
a Delaware statutory trust
2001 SE 101h Street
Bentonville, AR 72716-0550
By:
Asst. Vice President of Real Estate
ATTEST:
Assistant Secretary
(Corporate Seal)
'7 la 9 /.2 oo-1-7
Date I
Date
Date
Date
::ODMA\PCDOCS\DOCS1\613056\7 6 of 7
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first
written above.
CITY: City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
760/777-7075
Thomas P. Genovese, City Manager
ATTEST:
City Clerk
REVIEWED AND APPROVED:
City Engineer
APPROVED AS TO FORM:
City Attorney
DEVELOPER: Sam's Real Estate Business Trust,
a Delaware statutory trust
2001 Sth Street
/ Bent o i e. AR 72716-0550
By:
A_ . VicLi President of Wal Estate
(Corporate Seal)
Date
Date
Date
� l�
Date
Approve as to legal terms only
b
WAL RT&9GAL DEPT.
Date:
6of7
::0DMA\PCD0CS\D0CS1 \613056\7
Exhibit A
SECURITY — PARCEL MAP NO. 33588
As elements of the work are completed, Developer may request a maximum of two partial releases of
performance security. Partial releases shall be for not less than ten percent (10%) of the total
performance security for the tract and shall not reduce total performance security below the amount
necessary to complete the Improvements plus ten percent (10%) of the original amount. Partial releases
of performance security will be evaluated and may be granted, in whole or in part, by the City Engineer.
Requests for partial releases, setting forth in detail the amount of work completed and the value thereof,
shall be made in writing to the City Engineer.
Labor & materials security shall remain in place until 90 days after all required tract improvements are
complete and accepted by the City Council.
Improvement Description Performance Labor &
Materials
Widen west side of Dune Palms Road adjacent
to Parcels 1, 2, & 3, and construct deceleration
$ 211,880
$ 211,880
lanes to driveways serving Parcels 2 & 3
Construct landscaped median on Dune Palms
Road adjacent to Parcels 1, 2, & 3, including
$ 416,630
$ 416,630
median openings and turn pocket lanes
Construct meandering sidewalk along Dune
$ 77,500
$ 77,500
Palms Road adjacent to Parcels 1, 2, & 3
Install perimeter landscaping in right of way
and in landscape setback area along Dune
$ 113,475
$ 113,475
Palms Road adjacent to Parcels 1, 2, & 3
Modify Traffic Signal at Highway 111/ Dune
$ 100,000
$ 100,000
Palms Road intersection
Construct meandering sidewalk along Highway
$ 15,310
$ 15,310
111 adjacent to Parcel 1
Install perimeter landscaping in right of way
and in landscape setback area along Highway
$ 45,060
$ 45,060
111 adjacent to Parcel 1
Construct Sunline Bus Shelter on Highway
$ 65,000
$ 65,000
111*
Total Construction Cost
$1,044,855
$1,044,855
Professional Fees, Design 10%
$ 104,485
$ 104,485
Professional Fees, Const 10%
$ 104,485
$ 104,485
Bond Amount
$1,253,825
$1,253,825
The list of Improvements set forth above is intended as a general description only. A detailed
description of the Improvements is set forth in the Conditions of Approval, and installation and/or
construction of the Improvements shall be performed in accordance with the Conditions of Approval and
any other documents and/or specifications referenced therein. In the event of an inconsistency between
the list of Improvements set forth in this Exhibit "A" and the list of Improvements set forth in the Conditions
of Approval, the Conditions of Approval shall prevail.
* Developer shall be solely responsible for the cost to construct the Sunline Bus Shelter on Highway
111. In the event Stamko fails to purchase the Stamko Parcel, neither the Agency nor a subsequent
purchaser of the Stamko Parcel shall be responsible to reimburse the Developer for any portion of such
costs.
::0DMA\PCD0CS\D0CS1\613056\7 7 of 7
ENTITY TRANSFEROR
The undersigned officer, Thomas P. Genovese, who being duly sworn according to law,
deposes and says on oath as follows:
1. The undersigned is presently Executive Director of La Quinta Redevelopment
Agency, a public body, corporate and politic (the "Company").
2. The undersigned is familiar with the affairs of the Company and has personal
knowledge of the facts sworn to in this Affidavit, and is authorized on behalf of the Company to
make this Affidavit.
3. The Company is the owner of that certain property (the "Property") described on
Exhibit "A" attached hereto and by this reference made a part hereof and the Company has
caused to be executed and delivered that certain deed, of even date herewith, conveying the
Property to Sam's Real Estate Business Trust, a Delaware statutory trust ("Purchaser").
4. Section 1445 of the Internal Revenue Code provides that a purchaser of a U.S.
real property interest must withhold tax if the seller is a foreign person. For U.S. tax purposes
(including section 1445), the owner of a disregarded entity (which has legal title to a U.S. real
property interest under local law) will be the transferor of the property and not the disregarded
entity. To inform the Purchaser that the withholding of tax is not required upon the disposition
of the Property by the Company, the undersigned hereby certifies the following on behalf of the
Company:
(a) The Company is not a disregarded entity as defined in Section 1.1445-
2(b)(2)(iii);
(b) The Company's U.S. Employer Identification Number is 95-3740431;
(c) The Company's office address is 78-495 Calle Tampico, La Quinta, CA
92253.
5. The Company understands that this certification may be disclosed to the Internal
Revenue Service by the Purchaser and that any false statement contained herein could be
punished by fine, imprisonment, or both.
6. Under penalties of perjury, I declare that I have examined this certification and to
the best of my knowledge and belief it is true, correct and complete, and I further declare that I
have authority to sign this document on behalf of the Company.
-1-
N\P7M4 mmon\Closing DowmmtsTntity iransfuor(MA).dm
r
GIVEN under my hand and seal this _ day of June, 2005.
ATTEST:
un reek, Agency Secretary
STATE OF CALIFORNIA
eve. -side
COUNTY OF �`A
LA QUINTA REDEVELOPMENT AGENCY,
a public body, corporate and politic
By::
Thomas P. Genovese
Its: Executive Director
On a Q 2005, before me, the undersigned, a Notary Public in and for
said County and Stat , personally appeared 'T/ion'lG.a #0 aenc vese
personally known to me or proved to me on the basis of satisfactory evidence to be the person(s)
whose name(s) is/afe subscribed to the within instrument and acknowledged to me that he/she#hcy
executed the same in his/her*ieir authorized capacity(ies), and that by his/kes4heir signature(s) on
the instrument the person(s), or entity upon behalf of which the person(s) acted, executed the
instrument.
WITNESS my hand and official seal.
..�
no -pa
=,00-
-2-
N9W764\Common\Closing MmmentsTntity Transferor(RDA) m
LEGAL DESCRIPTION
All of that certain real property in the County of Riverside, State of California, described
as follows:
PARCELS 2 AND 3 OF PARCEL MAP NO.33588, RECORDED ON
, 2005, IN PARCEL MAP BOOK , PAGES _
THROUGH OF OFFICIAL RECORDS OF RIVERSIDE COUNTY,
STATE OF CALIFORNIA.
-3-
N:\W7MWommon\Qosing DmmenUTntity Tmsferor (RDA) don
OUTSTANDING BOND REPORT
Name: Sam's Real Estate Business
Tract No. 33588
Date of Contract: July 28, 2005
Required Bond Amounts:
Dune Palms (widen & decal. lanes
Dune Palms (median & pocket lanes
Dune Palms (sidewalk)
Dune Palms (peri. Landscaping)
Dune Palms/Hwy 111 (traffic signal)
Hwy 111 (sidewalk)
Hwy 111 (peri. Landscaping)
Hwy 111 (bus shelter)
Prof. Fees Design
Prof. Fees Construction
Dates of Bond Reductions:
Outstanding Bonds and Bond Company:
Amount:
$1,253,825
$1,253,825
$211,880 / $211,880
$416,630 / $416,630
$ 77,500 / $ 77,500
$113,475 / $113,475
$100,000 / $100,000
$ 15,310 / $ 15,310
$ 45,060 / $ 45,060
$ 65,000 / $ 65,000
$104,485 / $104,485
$104,485 / $104,485
JP Morgan Chase Bank
LOC# L5LS-66051 1
LOC# L5Ls-694393
Date Cancelled/Released:
d PJ PMorgan
JPMorgan Chase Bank, N.A.
c/o JPMorgan Treasury Services
Global Trade Services
10420 Highland Manor Drive
Tampa, FL 33610
TO:
CITY OF LA QUINTA
78-495 CALLE TAMPICO
LA QUINTA, CALIFORNIA 92253
AUG 9, 2005
OUR L/C NO.: L5LS-694393
APPLICANT REF. NO.: 4941
AMENDMENT NO.: 1
APPLICANT:
SAM'S REAL ESTATE BUSINESS TRUST
2001 SE LOTH STREET
BENTONVILLE, AR 72716-0550
IN ACCORDANCE WITH INSTRUCTIONS RECEIVED, THE ABOVE REFERENCED STANDBY
LETTER OF CREDIT HAS BEEN AMENDED AS FOLLOWS:
RECEIVER'S REFERENCE:
4941
APPLICANT'S NAME AND ADDRESS ARE CHANGED TO
SAM'S REAL ESTATE BUSINESS TRUST
2001 SE LOTH STREET
BENTONVILLE, AR 72716-0550
ALL OCCURANCES OF SAM'S WEST, INC. NOW TO READ 'SAM'S REAL ESTATE BUSINESS
TRUST'
UNDER SPECIAL CONDITIONS, 2ND PARAGRAPH
QUOTE IT IS A CONDITION OF THIS LETTER OF CREDIT THAT IT SHALL BE DEEMED
AUTOMATICALLY EXTENDED WITH OUT AMENDMENT FOR ONE (1) YEAR FROM THE PRESENT
OR ANY FUTURE EXPIRATION DATE UNLESS AT LEAST SIXTY (60) DAYS PRIOR TO SUCH
EXPIRATION DATE YOU ARE NOTIFIED BY COURIER OR CERTIFIED MAIL, RETURN
RECEIPT REQUESTED, THAT WE ELECT NOT TO CONDSIDER THIS LETTER OF CREDIT
RENEWED FOR ANY SUCH PERIOD. UNQUOTE
NOW TO READ:
QUOTE IT IS A CONDITION OF THIS LETTER OF CREDIT THAT IT SHALL BE DEEMED
AUTOMATICALLY EXTENDED WITH OUT AMENDMENT FOR ONE (1) YEAR FROM THE PRESENT
OR ANY FUTURE EXPIRATION DATE UNLESS AT LEAST SIXTY (60) DAYS PRIOR TO SUCH
EXPIRATION DATE CITY OF LAQUINTA ASSISTANT CITY ENGINEER 1 IS NOTIFIED BY
COURIER OR CERTIFIED MAIL, RETURN RECEIPT REQUESTED, ADDRESSED TO ASSISTANT
CITY ENGINEER 1 THAT WE ELECT NOT TO CONDSIDER THIS LETTER OF CREDIT
RENEWED FOR ANY SUCH PERIOD. UNQUOTE
173042 U070495 Page 1 of 2
0i PMorgan
JPMorgan Chase Bank, N.A.
c/o JPMorgan Treasury Services
Global Trade Services
10420 Highland Manor Drive
Tampa, FL 33610
TO:
CITY OF LA QUINTA
78-495 CALLE TAMPICO
LA QUINTA, CALIFORNIA 92253
AUG 9, 2005
OUR L/C NO.: L5LS-660511
APPLICANT REF. NO.: 4941-1
AMENDMENT NO.: 1
APPLICANT:
SAM'S REAL ESTATE BUSINESS TRUST
2001 SE LOTH STREET
BENTONVILLE, AR 72716-0550
IN ACCORDANCE WITH INSTRUCTIONS RECEIVED, THE ABOVE REFERENCED STANDBY
LETTER OF CREDIT HAS BEEN AMENDED AS FOLLOWS:
RECEIVER'S REFERENCE:
4941-1
APPLICANT'S NAME AND ADDRESS ARE CHANGED TO
SAM'S REAL ESTATE BUSINESS TRUST
2001 SE LOTH STREET
BENTONVILLE, AR 72716-0550
ALL OCCURENCES OF SAM'S WEST, INC. NOW TO READ 'SAM'S REAL ESTATE BUSINESS
TRUST.'
UNDER SPECIAL CONDITIONS, 2ND PARAGRAPH:
QUOTE IT IS A CONDITION OF THIS LETTER OF CREDIT THAT IT SHALL BE DEEMED
AUTOMATICALLY EXTENDED WITH OUT AMENDMENT FOR ONE (1) YEAR FROM THE PRESENT
OR ANY FUTURE EXPIRATION DATE UNLESS AT LEAST SIXTY (60) DAYS PRIOR TO SUCH
EXPIRATION DATE YOU ARE NOTIFIED BY COURIER OR CERTIFIED MAIL, RETURN
RECEIPT REQUESTED, THAT WE ELECT NOT TO CONDSIDER THIS LETTER OF CREDIT
RENEWED FOR ANY SUCH PERIOD.UNQUOTE
NOW TO READ:
QUOTE IT IS A CONDITION OF THIS LETTER OF CREDIT THAT IT SHALL BE DEEMED
AUTOMATICALLY EXTENDED WITH OUT AMENDMENT FOR ONE (1) YEAR FROM THE PRESENT
OR ANY FUTURE EXPIRATION DATE UNLESS AT LEAST SIXTY (60) DAYS PRIOR TO SUCH
EXPIRATION DATE YOU ARE NOTIFIED BY COURIER OR CERTIFIED MAIL, RETURN
RECEIPT REQUESTED, ADDRESSED TO ASSISTANT CITY ENGINEER 1 THAT WE ELECT NOT
TO CONDSIDER THIS LETTER OF CREDIT RENEWED FOR ANY SUCH PERIOD. UNQUOTE
173044 U070495 Page 1 of 2