HomeMy WebLinkAbout03336 - CANYON REDEVELOPMENT PLAN DDA ORD 1466 Cindy Berardi
From: Craig Ewing
Sent: Wednesday, September 29, 2010 1:27 PM
To: Cindy Berardi
Subject: RE: A2841 Canyon Development
Cindy,
According to a 2003 City Council staff report, "The Canyon Park Resort and Spa
Specific Plan (SP-1) was originally approved on July 19, 1991 ..." This agreement
must have been the work agreement for that plan, which is long completed.
You may close it out.
Craig A. Ewing, AICP
Director of Planning Services
City of Palm Springs we, w-(.+ C
3200 E. Tahquitz Canyon Way , (_,V�;
Palm Springs, CA 92262 -� Sr
760-323-8269
"Go all the way, then come back."
-- Harley Earl
From: Cindy Berardi
Sent: Wednesday, September 29, 2010 12:24 PM
To: Craig Ewing
Subject: A2841 Canyon Development
Craig, the attached Pre-Development Cooperation Agreement was facilitated by the Planning
Department and I am curious whether it can be closed or not? It's an old one! Thank you.
<<File: A2841 Canyon Development LP.pdf»
(_indq E)ctrarAi
Deput:)City C^ierL
Office of t:he Ciqj Clerk
City of Palm Springs
P. O. Box 2743
Palm Springs, CA 92262
(760)322-8355
Cindy.Berard i alms rin sca. ov
Please note the office hours for City Hall are Monday-Thursday 8am-6pm, and we are closed on
Fridays.
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DEVELOPMENT AGREEMENT
City OF PALM SPRINGS
(01city")
CANYON DEVELOPMENT,
a California General Partnership
("owner.")
TABLE OF CONTENTS
1. DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . 3
1. 1 Adjacent Property . . . . . . . . . . . . . . . . 3
1. 2 Agency . . . . . . . . . . . . . . . . . . . . . 3
1. 3 Allottee Indian Lease . . . . . . . . . . . . . . 3
1. 4 Allottee Indian Lease Property . . . . . . . . . 3
1. 5 Applications . . . . . . . . . . . . . . . . . . 3
1. 6 Approved Master Tentative Map . . . . . . . . . . 3
1. 7 Assignment . . . . . . . . . . . . . . . . 3
1. 8 Authorizing Ordinance . . . . . . . . . . . . . . 4
1. 9 City . . . . . . . . . . . . . . . . . . . 4
1. 10 City Council . . . . . . . . . . . . . . . . . . 4
1. 11 City Development Agreement Ordinance . . . . . . 4
1. 12 Commence Construction . . . . . . . . . . . . . . 4
1. 13 Default . . . . . . . . . . . . . . . . . . . . . 4
1. 14 Development . . . . . . . . . . . . . . . . . . . 4
1. 15 Development Agreement Statute . . . . . . . . . . 4
1. 16 Development Approvals . . . . . . . . . . . . . . 4
1. 17 Development Plan . . . . . . . . . . . . . . . . 5
1. 18 Effective Date . . . . . . . . . . . . . . . . . 5
1. 19 Exaction . . . . . . . . . . . . . . . . . . . . 5
1. 20 Existing Development Approvals . . . . . . . . . 5
1. 21 Existing Land Use Regulations . . . . . . . . . . 5
1. 22 Future Development Approvals . . . . . . . . . . 5
1. 23 Land Use Regulations . . . . . . . . . . . . . . 5
1. 24 Legal or Equitable Interest . . . . . . . . . . . 6
1. 25 Mortgage . . . . . . . . . . . . . . . . . . . . 6
1. 26 Mortgagee . . . . . . . . . . . . . . . . . . . . 6
1. 27 Owner . . . . . . . . . . . . . . . . . . . . . . 6
1. 28 Owner Impact Fees . . . . . . . . . . . . . . . . 66
1. 29 Owner's Property . . . . . . . . . . . 6
1. 30 Planned Development District or PDD . . . . . . . 6
1. 31 Planning Director . . . . . . . . . . . . . . . . 6
1. 32 Project . . . . . . . . . . . . . . . . . . . . . 6
1. 33 Redevelopment Plan . . . . . . . . . . . . . . . 7
1. 34 Redevelopment Project Area . . . . . . . . . . . 7
1. 35 Related Entity . . . . . . . . . . . . . . . . . 7
1. 36 Reservations of Authority . . . . . . . . . . . . 7
1. 37 Specific Plan . . . . . . . . . . . . . . . . . . 7
1. 38 Specific Plan Area . . . . . . . . . . . . . . . 7
1. 39 Term . . . . .. . . . . . . . . . . . . . . . . . 7
2 . EXHIBITS . . . . . . . . . . . . . . . . . . . . . . . . 7
3 . TERM . . . . . . . . .. . . . . . . . . . . . . . . . . . 7
3 . 1 Term . . . . .. . . . . . . . . . . . . . . . . . 7
3 . 2 Effective Date . . . . . . . . . . . . . . . 8
3 . 3 Automatic Termination . . . . . . . . . . . . . . 8
3 . 4 Tolling of Termination Date . . . . . . . . . 8
3 . 5 Rights and Duties Following Termination . . . . . 8
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3 . 6 Effect of Termination of Allottee Indian Lease 9
3 . 7 Alternative Development Scenarios . . . . . . . . 9
3 .8 Effect of Entering into Agreement; Prior
Claims. . . . . . . . . . . . . . . . . . . . . . 9
4 . DEVELOPMENT OF OWNER'S PROPERTY . . . . . . . . . . . . 9
4 . 1 Right to Develop . . . . . . . . . . . . . . . . 9
4 . 2 Existing Development Approvals . . . . . . . . . 9
4 . 3 Initiative Measures . . . . . . . . . . . . . . . 9
5 . TIME FOR CONSTRUCTION AND COMPLETION OF PROJECT . . . . 10
5 . 1 Right of Owner to Control Timing . . . . . . . . 10
5 . 2 Timing Constraints to Development Plan . . . . . 10
5. 3 Public Improvements . . . . . . . . . . . . . . . 10
5. 4 Moratorium . . . . . . . . . . . . . . . . . . . 11
6. FEES, TAXES AND ASSESSMENTS . . . . . . . . . . . . . . 11
7 . PROCESSING OF REQUESTS AND APPLICATIONS; OTHER
GOVERNMENT PERMITS . . . . . . . . . . . . . . . . . . . 12
7 . 1 Processing . . . . . . . . . . . . . . . 12
7 . 2 Vesting Tentative Subdivision Maps . . . . . . . 13
7. 3 Phased Final Maps . . . . . . . . . . . . . 13
7 . 4 Other Governmental Permits . . . . . . . . . . . 13
7 . 5 Public Agency Coordination . . . . . . . . . . . 13
8 . AMENDMENT OF DEVELOPMENT AGREEMENT . . . . . . . . . . . 13
8 . 1 Initiation of ;Amendment . . . . . . . . . . . . . 13
8 . 2 Procedure . . . . . . . . . . . . . . . . . . . . 13
8 . 3 Consent . . . . . . . . . . . . . . . . 13
8 .4 Minor Modifications . . . . . . . . . . . . . . . 13
8 . 5 Effect of Amendment to Development Agreement . . 14
9 . RESERVATIONS OF AUTHORITY . . . . . . . . . . . . . 14
9 . 1 Limitations, Reservations and Exceptions . . . . 14
9 . 2 Regulation by Other Public Agencies . . . . . . . 16
10. ANNUAL REVIEW . . . . . . . . . . . . . . . . . 16
10. 1 Annual Monitoring Report . . . . . . . . . . . . 16
10. 2 Certificate of Compliance . . . . . . . . . . . . 17
10. 3 Failure to Conduct Annual Review . . . . . . . . 17
11. DEFAULT, REMEDIES AND TERMINATION . . . . . . . . . . . 17
11. 1 Rights of Non-Defaulting Party after Default . . 17
11. 2 Notice and Opportunity to Cure . . . . . . . . . 17
11. 3 Notice and Hearing . . . . . . . . . . . . 18
11. 4 Standard of Review in Judicial Action . . . . . . 18
11. 5 Dispute Resolution . . . . . . . . . . . . . . . 18
11. 6 Waiver of Breach . . . . . . . . . . . . . . . . 18
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12 . ASSIGNMENT AND TRANSFER . . . . . . . . . . . . . . . . 19
12 . 1 Notice of Transfer . . . . . . . . . . . . . . . 19
12 . 2 Sale to Residential Builder. . . . . . . . . . . 19
12 . 3 Termination of Agreement With Respect to
Individual Parcels Upon Sale to Public . . 19
12 .4 Residential Declaration of Covenants, Conditions
and Restrictions . . . . . . . . . . . . . . . . 19
13 . INDEMNITY . . . . . . . . . . . . . . . . . . 20
13 . 1 Third-.Party Litigation . . . . . . . . . . . . . 2.0
13 . 2 Hold Harmless; Owner's Construction and Other
Activities . . . . . . . . . . . . . . . . . . . 21
13 . 3 Survival of Indemnity Obligations . . . . . . . . 21
14 . EFFECT OF AGREEMENT 019 TITLE . . . . . . . . . . . . . . 21
14 . 1 Covenant Run with the Land . . . . . . . . . . . 21
15. CITY OFFICERS AND EMPLOYEES; NON-DISCRIMINATION . . . . 22
15. 1 Non-liability of City Officers and Employees . . 22
15. 2 Conflict of Interest . . . . . . . . . . . 22
15 . 3 Covenant Against Discrimination . . . . . . . . . 22
16 . MORTGAGEE PROTECTION . . . . . . . . . . . . 22
16. 1 No Encumbrances Except Mortgages to Finance the
Project . . . . . .
16 . 2 Owner's Breach Not Defeat Mo,:tgage Lien . . . . . 23
16 . 3 Holder Not Obligated to Construct or Complete
Improvements . . . . . . . . . . . . . . . . . . 23
16. 4 Notice of Default to Mortgagee . . . . . . . . . 23
16. 5 Right to Cure . . . . . . . . . . . . . . . . . . 24
17 . GENERAL . . . . .. . . . . . . . . . . . . . . . . . 24
17 . 1 Estoppel Certificates . . . . . . . . . . . . . . 24
17 . 2 Force Majeure .. . . . . . . . . . . . . . . 24
17. 3 Construction of_ Development Agreement . . . . . . 25
17. 4 Severability . . . . . . . . . . . . . . . . . . 25
17 . 5 Attorney's Fees . . . . . . . . . . . . . . . . . 25
17 . 6 Reimbursement of Costs . . . . . . . . . . . . 26
17 . 7 Joint and Several Obligations . . . . . . . . . . 26
17. 8 Time of Essence . . . . . . . . . . . . . . . . . 26
17. 9 Waiver . . . .. . . . . . . . . . . . . . . . 26
17 . 10 No Third Party Beneficiaries . . . . . . . . . . 26
a.7 . 11 Mutual Covenants . . . . . . . . . . . . . . . . 26
1.7 . 12 Counterparts ., . . . . . . . . . . . . . . . . . 26
17. 13 Authority to Execute . . . . . . . . . . . . . . 26
17 . 14 Notice . . . . . . . . . . . . . . . . . 27
17 . 15 Further Actions and Instruments . . . . . . . . . 28
17 . 16 Recitals . . . . . . . . . . . . . . . . . . . . 28
17 . 17 Recording . . . . . . . . . . . . . . . . . . . 28
17 . 18 Relationship of Parties . . . . . . . . . . . . . 28
17 . 19 Entire Agreement . . . . . . . . . . . . . . . . 28
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EXHIBIT SUMMARY
Exhibit A Map and Legal Description of Owner's Property
Exhibit A-1 Legal Description of owner's Property under
the Allottee Indian Lease
Exhibit B Description of Project
Exhibit C Existing Development Approvals
Exhibit D Estoppel Certificate
Exhibit E Form of Assumption Agreement
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DEVELOPMENT AGREEMENT
THIS DEVELOPMENT AGREEMENT (this "Development Agreement" or
this "Agreement") is entered into on T)c -z- -'? , 1994, by
the CITY OF PALM SPRINGS (the "City") , a municipal corporation, and
CANYON DEVELOPMENT, a California General Partnership ("Owner")
pursuant to Article 2 . 5 of Chapter 4 of Division 1 of Title 7 ,
Sections 65864 through 65869 . 5 of the California Government Code.
City and Owner shall be referred to within this Development
Agreement jointly as the ".Parties" and individually as a "Party. "
R E C I T A L S:
A. Capitalized Terms. The capitalized terms used in these
recitals and throughout this Agreement shall have the meanings
assigned to them in Article 1. Any capitalized terms not defined
in Article 2 shall have the: meanings otherwise assigned to them in
this Agreement or apparent from the context in which they are used.
B. Development of Property. City approved Specific Plan No.
50576-SP-1 on July 19 , 1991 by Resolution No. 17600 for the
development of 746 acres more or less in the southern portion of
Palm Springs and at the same time certified EIR No. 91012026 by
Resolution No. 17598 . The time period for judicially challenging
the approved Specific Plan and related EIR has expired. On January
19, 1994, City approved an amendment to the Specific Plan by
Resolution No. 18275 (the "Specific Plan Area") . City approved
Planned Development District No. 217A on January 19, 1994 by
Resolution No. 18276 ("PI)D") for Owner's Property. Owner has a
legal or equitable interest in the Specific Plan Area as described
in Exhibit "A" (the "owner's Property") . Owner plans to develop
the portion of the Owner's Property as a mixed-use, phased
development in accordance with the Development Plan, the PDD and
this Agreement. owner may acquire real property in the Specific
Plan Area in which it does not presently have a legal or equitable
interest, and this property shall become subject to this Agreement
upon such acquisition.
C. Legislation Authorizing Development Agreements. To
strengthen the public planning process, encourage private
participation in comprehensive planning and reduce the economic
risk of development, the legislature of the State of California
adopted the Development Agreement Statute, Sections 65864 , et seg. ,
of 'the Government Code, authorizing City to enter into an agreement
with any person having a legal or equitable interest in real
property providing for the development of such property and
establishing certain development rights therein. The legislative
findings and declarations underlying the Development Agreement
Statute and the provisions governing contents of development
agreements state, in Government Code Sections 65864 (c) and 65865. 2 ,
that the lack of public facilities, including, but not limited to,
streets, sewerage, transportation, drinking water, school, and
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utility facilities is a serious impediment to the development of
new housing, and that applicants and local governments may include
provisions in development agreements relating to applicant
financing of necessary public facilities and subsequent
reimbursement over time.
D. Intent of the Parties. Owner and City have determined
that the Project is a development for which a development agreement
is appropriate. The Parties desire to define the parameters within
which the obligations of Owner for infrastructure and public
improvements and facilities will be met, and to provide for the
orderly development of Owner's Property, assist in attaining the
most effective utilization of resources within City, and otherwise
achieve the goals of the: Development Agreement Statute. In
consideration of these benefits to City and the public benefits of
the development of Owner's Property, Owner will receive assurances
that City shall grant all permits and approvals required for total
development of Owner' s Property in accordance with this Agreement.
E. Public Hearings; Findings. On December 23 and December
29, 1993 , the Planning Commission of City (the "Planning
Commission") , after giving notice pursuant to Government Code
Sections 65090, 65091, 65092 and 65094, held a public hearing on
Owner's application for this Agreement. On January 19, 1994, City
Council, after providing public notice as required by law, held a
public hearing to consider Owner's application for this Agreement.
The Planning Commission and City Council have found on the basis of
substantial evidence that the Agreement is consistent with all
applicable plans, rules, regulations and official policies of City
of Palm Springs, including but not limited to the General Plan o£
City and the Specific Plana
F. Public Benefits of Project. The grant of development
rights hereunder is consideration for owner's development of a
multi-million dollar mixed use resort project (the "Project") which
will include (i.) a luxury hotel featuring a number of restaurants,
lounges, resident spa and health club, and pools, (ii) an 18-hole,
minimum 6, 500 yard golf course containing waterscape with a
clubhouse, as well as a tennis facility and tennis clubhouse, (iii)
a youth center, (iv) a major retail and entertainment center, and
(v) a residential development featuring high end family homes as
more fully described on Exhibit "B" attached hereto. The Project
will benefit City by creating an estimated six hundred (600) new
jobs in the community as well. as aiding in the revitalization of
the tourist trade and general economy of City by creating a dynamic
destination resort.
G. Mutual Agreement. Based on the foregoing and subject to
the terms and conditions set forth herein, owner and City desire to
enter into this Development. Agreement.
NOW, THEREFORE, in consideration of the mutual. promises and
covenants herein contained, and having determined that the
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foregoing recitals are true and correct and should be and hereby
are incorporated into this Agreement, the Parties agree as follows:
1. DEFINITIONS.
The following words and phrases are used as defined 'terms
throughout this Development Agreement. Each defined term shall
have the meaning set forth below.
1. 1 Adjacent Propex.-ty. The "Adjacent Property" means that
certain real property described in the Specific Plan but in which
Owner does not hold a legal or equitable interest as of the
Effective Date. The Adjacent Property is not subject to this
Agreement as of the Effective Date but upon owner's acquisition of
a legal or equitable interest therein, will thereafter be deemed
within the definition of. "Owner's Property" and will be treated as
a part of Owner's Property for purposes of this Agreement.
Concurrent with such acquisition, a supplemental legal description
shall be recorded in the Official Records of Riverside County
pursuant to Section 8 .4 (c) .
1. 2 Agency. The "Agency" means the Community Redevelopment
Agency of City of Palm Springs.
1. 3 Allottee Indian Lease. The "Allottee Indian Lease"
means that certain Lease dated June 10, 1992 by and between Owner
and certain Allottees specified therein, and any amendments
thereto, affecting the Allottee Indian Lease Property.
1. 4 Allottee Indian Lease Property. The "Allottee Indian
Lease Property" means the real property described on Exhibit "A-11"
attached hereto.
1. 5 Applications. The term "Application(s) 11 shall mean a
complete application for the applicable land use approvals (such as
a subdivision map, planned development district, etc. ) meeting all
of the current ordinances of City provided that any additional or
alternate requirements in said ordinances enacted after the
Effective Date which affect the Project application shall apply
only to the extent permitted by this Agreement.
1. 6 Approved_ Master Tentative Map. "Approved Master
Tentative Map" shall mean a master tentative map which has been
approved by City in accordance with the California Subdivision Map
Act showing a project consistent with the Specific Plan.
1. 7 Assignment. All forms of use of the verb "assign" and
the nouns "assignment" and "assignee" shall include all contexts of
hypothecations, sales, conveyances, transfers, leases, and
assignments.
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1. 8 Authorizing ordinance. The "Authorizing ordinance"
means Ordinance No. 1466 approving this Development
Agreement.
1. 9 City. The 01City" means City of Palm Springs,
California.
1. 10 City Council. The "City Council" means the governing
body of City of Palm Springs.
1. 11 City Development Agreement Ordinance. The "City
Development Agreement Ordinance" means Section 9408 of the Palm
Springs Zoning Code establishing a procedure for the consideration
and -approval of development agreements pursuant to the Development
Agreement Statute.
1. 12 Commence Construction. The term "commence
construction" and related phrases shall mean that. Owner shall have
secured all necessary permits, including but not limited to grading
and building permits and have completed grading for the building
pads, and substantially constructed foundations for the structures
for which such building permits were issued.
1. 13 Default. A "Default" refers to any material default,
breach, or violation of a provision of this Development Agreement
as defined in Section 11. A "City Default" refers to a Default by
City, while an "Owner Default" refers to a Default by Owner.
1. 14 Development. "'Development" means the improvement of
Owner's Property for purposes of effecting the structures,
improvements and facilities comprising the Project including,
without limitation: grading, the construction of infrastructure and
public facilities related to the Project whether located within or
outside Owner's Property; the construction of structures and
buildings; and the installation of landscaping; but not including
the maintenance, repair, reconstruction or redevelopment of any
structures, improvements or facilities after the construction and
completion thereof.
1. 15 Development Agreement Statute. The "Development
Agreement Statute" means Sections 65864 through 65869. 5 of the
California Government Code as it exists on the Development
Agreement Date.
1. 16 Development Anprovals. "Development Approvals" means
all site--specific (meaning specifically applicable to Owner's
Property only and not generally applicable to some or all other
properties within City) plans, maps, permits, and entitlements to
use of every kind and nature. Development Approvals includes, but
is not limited to, specific plans, site plans, tentative and final
subdivision maps, vesting tentative maps, variances, zoning
designations, planned unit developments, conditional use permits,
grading, building, and other similar permits, the site-specific
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provisions of general plans, environmental assessments, including
environmental impact reports, and any amendments or modifications
to those plans, maps, permits, assessments and entitlements. The
term Development Approvals does not include rules, regulations,
policies, and other enactments of general application within City.
1. 17 Development Plan. The "Development Plan" means the
Existing Development Approvals, Future Development Approvals and
Existing Land Use Regulations.
1. 18 Effective Date. The "Effective Date" means the date
the Agreement becomes effective as set forth in Section 3 . 2 .
1. 19 Exaction. "Exaction" means dedications of land,
payment of development fees and/or construction of public
infrastructure by Owner as part of the Development.
1. 20 Existing Development Approvals. The "Existing
Development Approvals" means only the Development Approvals which
are listed on Exhibit "C" .
1. 21 Existing Land Use Regulations. The "Existing Land Use
Regulations" means those certain Land Use Regulations in effect on
the Effective Date.
1. 22 Future Development Approvals. "Future Development
Approvals" means those Development Approvals (see Section 1. 16)
approved by City after the Effective Date.
1.23 Land Use Regulations. The "Land Use Regulations" means
those ordinances, laws, statutes, rules, regulations, initiatives,
policies, requirements, guidelines, constraints, codes or other
actions of City which purport to affect, govern, or apply to
Owner's Property or the implementation of the Development Plan.
Land Use Regulations include the ordinances and regulations adopted
by City which govern permitted uses of land, density and intensity
of use and the design, improvement, and construction standards and
specifications applicable to the Development of property,
including, but not limited to, the General Plan, specific plans,
zoning ordinances, development moratoria, implementing growth
management and phased development programs, ordinances establishing
development exactions, subdivision and park codes, any other
similar or related codes and building and improvements standards,
mitigation measures required in order to lessen or compensate for
the adverse impacts of a project on the environment and other
public interests and concerns or similar matters. The term Land
Use Regulations does not include, however, regulations relating to
the conduct of business, professions, and occupations generally;
taxes and assessments; regulations for the control and abatement of
nuisances; encroachment and other permits and the conveyances of
rights and interests which provide for the use of or entry upon
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public property; any exercise of the power of eminent domain; or
similar matters.
1. 24 Legal or Equitable Interest. The term "legal or
equitable interest" shall mean a long-term leasehold interest as
evidenced by a recorded lease or memorandum of lease, and
appropriate title insurance or fee title evidenced by a recorded
grant deed and appropriate title insurance.
1. 25 Mortgage. "Mortgage" or "mortgage" shall mean a
mortgage, deed of trust, or sale and leaseback arrangement,
leasehold mortgage or other transaction in which all. or any portion
of or interest in Owner's :Property is pledged as security.
1. 26 Mortgagee. "Mortgagee" or "mortgagee" shall mean the
holder of a beneficial interest under a Mortgage, including the
beneficiary of a deed of trust and the holder of any Mortgage, or
other security interest, or the lessor under a lease-back, or the
grantee under any other conveyance for financing.
1. 27 Owner. "Owner"' means Canyon Development, a California
General Partnership, and any successor in interest in accordance
with Section 12 .
1.28 Owner Impact Fees. "Owner Impact Fees" means a
monetary exaction as defined in Section 6, other than a tax or
assessment, which is levied by City in connection with the Future
Approvals for the purpose of defraying all or a portion of the cost
of: public facilities related to the Project but does not include
fees for processing applications for governmental regulatory
actions, or other fees or exactions authorized by this Agreement.
1. 29 Owner's Property. The "Owner's Property" means that
real property shown and described on Exhibit "A" in which Owner
holds a legal or equitable interest as of the Effective Date, and
any Adjacent Property which hereafter becomes Owner's Property as
provided in Section 1. 1 hereof, and to which this Development
Agreement applies.
1. 30 Planned Development District or PDD. The "Planned
Development District" or "PDD" means the zoning designation of City
of Palm Springs designed to provide for compatible land uses within
a planned development as specifically approved by City Council for
the Project under Planned Development District No. 217A.
1. 31 Plannina Director. "Planning Director" shall mean the
Director of Planning and Zoning or similar officer of City.
1. 32 Project. The "Project" means the development of
owner's Property pursuant to the Development Plan and this
Agreement.
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1. 33 Redevelopment Plan. The term "Redevelopment Plan"
means the Redevelopment Plan for the Canyon Redevelopment Project
Area approved and adopted by Ordinance No. 1388 of City Council of
City.
1. 34 Redevelopment Project Area. The "Redevelopment Project
Area" means the Canyon Redevelopment Project Area which is located
in City and the exact boundaries of which are specifically
described in the Redevelopment Plan.
1. 35 Reservations of Authority. The term "Reservations of
Authority" shall have the meaning set forth in Section 9 of this
Agreement.
1. 36 Specific Plan. The "Specific Plan" shall mean the
Canyon Park Resort & Spa Specific Plan Amendment No. 1 adopted by
City Council on January 19 , 1994.
1. 37 Specific Plan Area. The "Specific Plan Area" means all
that real property which is subject to the Specific Plan.
1. 38 Term. The "Term" means that period of time during
which this Development Agreement shall be in effect and bind the
Parties.
2. . EXHIBITS.
The following are the Exhibits to this Agreement:
Exhibit A Map and Legal Description of Owner' s
Property
Exhibit A-1 Legal Description of Owner's Property tinder
the Allottee Indian Lease
Exhibit B Description of Project
Exhibit C Existing Development Approvals
Exhibit D Estoppel Certificate
Exhibit E Form of Assumption Agreement
3 . TERM.
3 . 1 Term. The term of this Development Agreement (the
"Term") shall commence on the Effective Date and shall continue
until the end of the day preceding the tenth (loth) anniversary of
the Effective Date, unless otherwise expressly provided by this
Agreement including, but limited to, early termination pursuant to
Section 3 . 3 below.
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3 .2 Effective Date. This Agreement shall become effective
upon the later to occur of (i) the date thirty (30) days after the
adoption of the Authorizing Ordinance, or (ii) in the event of a
referendum, the date when such Authorizing Ordinance is approved by
the voters and becomes effective.
3 . 3 Automatic Termination. Unless it has previously
terminated as provided within this Agreement, this Development
Agreement shall automatically terminate without notice upon the
occurrence of any one (1) of the following circumstances:
(a) Completion of the Project and the issuance of all
occupancy permits and acceptance by City of all dedications
and improvements required for the Project.
(b) Owner's failure on or before the fifth (5th)
anniversary of the Effective Date to submit to the Planning
Director complete Applications for subdivision maps and
planned development districts on all real property necessary
under the Specific Plan to develop the hotel, golf course,
commercial and residential components.
Termination under this section shall not create any
damage liability on behalf of City. Furthermore, it is
specifically understood and agreed that the termination provisions
of this Section 3 . 3 are not subject to the notice and cure
provisions set forth in Section 11 and these provisions are not to
be construed as a forfeiture but rather a failure of Owner to
qualify for the additional time.
3 .4 Tolling of Termination Date. The termination date
specified in Section 3 . 3 (b) shall be tolled for a cumulative
maximum of three (3) years by any lawsuits in which an injunction
or other judicial relief is issued which would prevent development
of the Project pursuant to this Agreement, excluding, however, any
litigation between Owner and City. The tolling period shall begin
with the date of issuance of the injunction or other judicial
relief and terminate when said injunction or other judicial relief
is vacated or terminated for any reason. The tolling provisions of
this section shall exclusively govern the tolling of the automatic
termination provisions of Section 3 . 3 and the provisions of force
majeure set forth in Section 17 . 2 shall not apply to Section 3 . 3 .
However, nothing herein shall be deemed to extend the ten (10) year
maximum term of this Agreement specified in Section 3 . 1 above.
3 . 5 Rights and Duties Following Termination. Upon the
termination of this Development Agreement, neither Party shall have
any further right or obligation hereunder except (i) with respect
to any obligations to have been performed prior to said termination
or with respect to any default in the performance of the provisions
of this Development Agreement which has occurred prior to said
termination, and (ii) with respect to the Prior Claims.
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3 . 6 Effect of Termination of Allottee Indian Lease. Upon
the termination of the Allottee Indian Lease for any reason, this
Development Agreement shall automatically terminate with respect to
the Allottee Indian Lease Property and notwithstanding any other
provision hereof City may amend the Specific Plan and this
Development Agreement without the permission of Owner as it
pertains to the Allottee Indian Lease Property. Owner represents
and warrants to City that the Allottee Indian Lease does not
contain any provision which, would prevent Owner from complying with
all obligations of Owner under this Agreement.
3 .7 Effect of Entering into Agreement; Prior Claims. Owner
contends that based upon prior promises, representations,
resolutions and/or agreements concerning the Project made by City,
Agency and their officers or employees prior to the Effective Date
hereof, Owner has certain rights and is entitled to financial
assistance beyond that conferred by this Agreement. By entering
into this Agreement, owner agrees that City has granted Owner
acceptable vested development rights, but Owner wishes to and does
retain the right to file whatever causes of action it may have, and
to sue City and/or Agency to obtain the financial assistance to
which it believes it is entitled and nothing herein shall be
construed in any manner to waive such rights. City is informed and
believes that Agency is prepared to pursue continued negotiations
with Owner to provide such financial assistance. Nothing herein
shall be construed as expressing agreement of City with Owner's
contentions concerning such claims.
4 . DEVELOPMENT OF Owner'S PROPERTY.
4 . 1 Right to Develop. During the Term, Owner shall have a
vested right to develop owner's Property (subject to Section 5
below) to the full extent permitted by the Development Plan and
this Development Agreement:. The Project is summarized in the
"Description of Project" attached hereto as Exhibit 11B. 11 Except as
provided within this Development Agreement, the Development Plan
shall exclusively control the development of the Property
(including the uses of the Property, the density or intensity of
use, the maximum height and size of proposed buildings, the
provisions for reservation or dedication of land for public
purposes and the design, improvement and construction standards and
specifications applicable to the Project) .
4. 2 Existing Development Approvals. Only those items
specifically set forth on Exhibit "C" hereto are deemed Existing
Development Approvals for purposes of this Agreement. Any
approvals not included within Exhibit "C" shall not apply to the
Project.
4 . 3 Initiative Measures. This Development Agreement is a
legally binding contract which will supersede any initiative,
measure, moratorium, statute, ordinance, or other limitation
enacted after the Effective Date. Any such enactment which
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affects, restricts, impairs, delays, conditions, or otherwise
impacts the implementation of the Development Plan (including the
issuance of all necessary ]Future Project Approvals or permits for
the Project) in any way contrary to the terms and intent of this
Development Agreement shall not apply to the Project.
5 . TIME FOR CONSTRUCTION AND COMPLETION OF PROJECT.
5. 1 Right of Owner to Control Timing. Owner cannot predict
the timing, phasing, or Sequencing in which the Project will be
developed, if at all. Such decisions depend upon numerous factors,
many of which are not within the control of Owner, such as market
orientation and demand, interest rates, absorption, completion, and
the state of the general economy. Therefore, Owner may decide,
subject to the limitations set forth in this Agreement, the timing,
phasing, and sequencing of the Project in Owner's own subjective
business analysis.
5. 2 Timing Constraints to Development Plan. Notwith-
standing the provisions of Section 5. 1, Owner agrees that the
Project will be undertaken consistent with the following timing
constraints:
(a) Owner will submit completed Applications for all
necessary subdivision maps and any needed planned development
districts within five (5) years of the Effective Date, subject
to the tolling provisions of Section 3 . 4 .
(b) Owner may commence construction of the residential
component of the Project at any time, but Owner shall not
receive building permits, nor shall Owner sell individual
unimproved lots, for more than fifty percent (50%) of the
total residential units as same are shown on the Approved
Master Tentative Map, without commencing construction (as
defined in Section 1. 12) of the hotel. It is understood that
where a buildable but unimproved lot is sold by Owner pursuant
to Section 12 . 3 below, the sale of said lot shall count
against the fifty percent (50%) limit herein as if a building
permit had been issued.
5. 3 Public Improvements. The Parties understand and agree
that the Specific Plan was prepared to generalized levels of detail
and analysis which failed to identify precisely all public
infrastructure and the phasing of development of such
infrastructure. This was deferred until processing of the planned
development district. In consideration of the foregoing,
notwithstanding any provision herein to the contrary, city shall
retain the right to condition any Future Approvals to require owner
to dedicate necessary land, pay the development fees specified in
Section 7 , and/or to construct the required public infrastructure
(collectively "Exactions") in accordance with (i) City's codes,
policies, rules and regulations in effect as of the Effective Date
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356;.3
except as otherwise set forth in Sections 6 and 9, and (ii) state
statutory and case law existing at the time said conditions are
imposed.
When Owner is required by this Development Agreement
and/or the Development Plan to construct any public works
facilities which will be dedicated to City or any other public
agency upon completion and if required by applicable laws to do so,
Owner shall perform such work in the same manner and subject to the
same requirements as would be applicable to City or such other
public agency should it have undertaken such construction work.
5 .4 Moratorium. Except as expressly provided in this
Section 5, no subsequent City imposed moratorium, ordinance,
resolution, or other Land Use Regulation or limitation on the
conditioning, rate, timing or - sequencing of the Development of
Owner's Property or any portion thereof shall apply to or govern
the Development of Owner's Property during the term hereof whether
affecting parcel or subdivision maps (whether tentative, vesting
tentative, or final) , building permits, occupancy permits or other
entitlements to use issued or granted by City. In the event of any
such subsequent action by City, Owner shall continue to be entitled
to apply for and receive Development Approvals in accordance with
the Existing Land Use Regulations, subject only to the exercise of
the Reservations of Authority set forth in Section 9 . 1, the
limitations described in Section 9. 2 , and the terms of this
Development Agreement.
6. FEES, TAXES AND ASSESSMENTS.
City shall not, without the prior written consent of Owner,
impose any additional fees, taxes or assessments on all or any
portion of the Project, whether as a condition to a Future
Development Approval or otherwise, except such fees, taxes and
assessments as are described in or required by this Development
Agreement and/or the Development Plan. This Development Agreement
shall not p.cohibit the application of fees, taxes or assessments as
follows:
(a) Owner shall be obligated to pay those fees, taxes
or assessments which exist as of the Effective Date and any
increases in same, provided, however that such increases shall
not exceed the increase, if any, in the Consumer Price Index -
All Urban Consumers (Los Angeles -- Anaheim - Riverside Area)
occurring after the Effective Date;
(b) Owner shall be obligated to pay any fees or taxes
imposed on a City-wide basis which are not related to
construction or development activities such as business
license fees or taxes and utility taxes;
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(c) owner shall be obligated to pay all fees
applicable to a permit application as charged by City at the
time such application is filed by Owner provided that such
fees are based on the actual cost to City in processing such
application;
(d) Owner shall be obligated to pay any fees or
assessments imposed on an area-wide basis, (such as landscape
and lighting assessments and community services assessments)
provided that the fees and assessments levied against Owner's
Property do not constitute more than twenty-five percent (25%)
of the total fees or assessment levied within the applicable
area, unless otherwise consented to in writing by Owner.
(e) owner shall be obligated to pay any fees as
imposed pursuant to any assessment district established within
the Project or otherwise proposed as consented to in writing
by Owner.
7 . PROCESSING OF REQUESTS AND APPLICATIONS; OTHER GOVERNMENT
PERMITS.
7 . 1 Processing. City shall not withhold, by any means or
premise, Future Development Approvals, whether discretionary or
ministerial, either to block construction of or impose conditions
on the Project except as otherwise provided herein. In reviewing
Future Development Approvals which are discretionary, City may
impose only those conditions, exactions, and restrictions which are
allowed by the Development. Plan and this Development Agreement.
Upon satisfactory completion by Owner of all required preliminary
actions, meetings, submittal of required information and payment of
appropriate processing fees, if any, City shall promptly commence
and diligently proceed to complete all required steps necessary for
the implementation of this Development Agreement and the
development by Owner of the Project in accordance with the Existing
Development Approvals. In this regard, Owner, in a timely manner,
will provide City with all documents, applications, plans and other
information necessary for City to carry out its obligations
hereunder and will cause Owner's planners, engineers and all other
consultants to submit in a timely manner all required materials and
documents therefor. It is the express intent of this Development
Agreement that the Parties cooperate and diligently work to
implement any zoning or other land use, site plan, subdivision,
grading, building or other approvals for development of the Project
in accordance with the Existing Development Approvals.
Notwithstanding the foregoing, nothing contained herein shall be
construed to require City to process Owner's applications ahead of
other projects in process in City and city's obligations hereunder
shall be subject to Ci'ty's workload and staffing at any given time.
7 . 2 Vesting Tentative Subdivision Maps. City shall extend
through the Term hereof (pursuant to Government Code Section
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• • � 3
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66452 . 6) all Vesting Tentative Subdivision Maps applied for by
Owner during the Term of this Agreement and approved by City in the
future but is not required to extend such Vesting Maps beyond the
term of this Agreement.
7 . 3 Phased Final Maps. owner may file as many phased final
maps for the Project as it deems appropriate.
7 .4 Other Governmental .Permits. owner shall apply in a
timely manner for such other permits and approvals as may be
required from other governmental or quasi-governmental agencies
having jurisdiction over the Project as may be required for the
development of, or provision of services to, the Project. City
shall cooperate with Owner in its efforts to obtain such permits
and approvals.
7. 5 Public AaencV Coordination. City and Owner shall
cooperate and use reasonable efforts in coordinating the
implementation of the Development Plan with other public agencies,
if any, having jurisdiction over the Property or the Project.
S. AMENDMENT OF DEVELOPMENT AGREEMENT.
8. 1 Initiation of Amendment. Either Party may propose an
amendment to this Development Agreement.
8 . 2 Procedure. Except as set forth in Section 8 .4 below,
the procedure for proposing and adopting an amendment to this
Development Agreement shall be the same as the procedure required
for entering into this Development Agreement in the first instance.
8 . 3 Consent. Except as expressly provided in this
Development Agreement, no amendment to all or any provision of this
Development Agreement shall be effective unless set forth in
writing and signed by duly authorized representatives of each of
the Parties hereto and recorded in the Official Records of
Riverside County.
8 . 4 Minor Modifications.
(a) Implementation of the Project may require minor
modifications of the details of the Development Plan and
performance of the Parties under this Development Agreement.
The Parties desire to retain a certain degree of flexibility
with respect to those items covered in general terms under
this Development Agreement. Therefore, non-substantive and
procedural modifications of the Development Plan shall not
require modification of this Development Agreement.
(b) A modification will be deemed non-substantive
and/or procedural if it does not result in a material change
in density, intensity of use, permitted uses, the maximum
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height and size of buildings, the reservation or dedication of
land for public purposes, or the improvement and construction
standards and specifications for the Project.
(c) The Parties agree that the recordation of
supplemental legal descriptions to the "Owner's Property" from
time to time if Owner acquires any Adjacent Property is a
ministerial procedural act and, therefore, is a minor
modification of this Agreement.
(d) Notwithstanding the foregoing, City will process
any change to this Development Agreement consistent with state
law and will hold public hearings therein if so required by
state law and the Parties expressly agree nothing herein is
intended to deprive any party or person of due process of law.
8.5 Effect of Amendment to Development Agreement. The
Parties agree that except as expressly set forth in any such
amendment, an amendment to this Development Agreement will not
alter, affect, impair, modify, waive, or otherwise impact any other
rights, duties, or obligations of either Party under this
Development Agreement.
9 . RESERVATIONS OF AUTHORITY.
9 . 1 Limitations , Reservations and Exceptions. Notwith-
standing anything to the contrary set forth in Section 7 herein-
above, in addition to the Existing Land Use Regulations, only the
following Land Use Regulations adopted by City hereafter shall
apply to and govern the Development of Owner's Property
("Reservations of Authority") :
(a) Future Reculations. Future Land Use Regulations
which are not in conflict with the Existing Land Use
Regulations or which are in conflict with the Existing Land
Use Regulations but the application of which to the
Development of Owner's Property has been consented to in
writing by Owner. Notwithstanding the foregoing, Owner has
specifically agreed to the rights of City as set forth in
subsections (b) , (c) and (d) hereof.
(b) State and Federal Laws and Regulations. Where
state or federal laws or regulations enacted after the
Effective Date prevent or preclude compliance with one or more
provisions of the Development Agreement, those provisions
shall be modified, through revision or suspension, to the
extent necessary to comply with such state or federal laws or
regulations and the modified Development Agreement shall
remain in effect, subject to the following:
(i) City shall not request modification of the
Development Agreement pursuant to this provision unless
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• 272557
and until City makes a finding that such modification
is required (as opposed to permitted) by state and
federal laws or regulations;
(ii) Unless otherwise agreed by the Parties, the
modifications must be limited to those required (as
opposed to permitted) by the state or federal laws; and
(iii) The modified Development Agreement must be
consistent with the state or federal laws or
regulations requiring modification or suspension.
(c) Public Health and Safety/Uniform Codes.
(i) Adopi--ion Automatic Regarding Uniform Codes.
This Development Agreement shall not prevent City from
adopting Future Land Use Regulations which are uniform
codes and are based on recommendations of a multi-state
professional organization and become applicable
throughout City, such as, but not limited to, the
Uniform Building, Electrical, Plumbing, Mechanical, or
Fire Codes.
(ii) Adopt ion regarding Public Health and
Safety/Uniform Codes. This Development Agreement shall
not prevent City from adopting Future Land Use
Regulations respecting public health and safety to be
applicable throughout City which directly result from
findings by City that failure to adopt such Future Land
Use Regulations would result in a condition injurious
or detrimental to the public health and safety and that
such Future General Regulations are the only reasonable
means to correct or avoid such injurious or detrimental
condition.
(d) Planned Development District Regulations . Not-
withstanding the provisions of Section 5. 1, it is recognized
by the Parties that 'the Existing Approvals, including the
Specific Plan, are generalized and that City's procedures for
providing development involve a more precise and detailed
review including subdivision map approval, planned development
district approval, and building plan check review and
approval. At these levels of review, site specific criteria
are considered, along with factors such as building heights,
parking and loading requirements, front yard setbacks, minimum
lot frontages, grading, open space requirements and similar
matters as specified in Section 9403 . 00 of the Palm Springs
Zoning Ordinance. For example, although the Specific Plan
specifies the general location of the hotel and residential
subdivision, City, through its Planning Commission, at the
time of the approval, process for the planned development
district must approve the exact location with due
consideration for topography, geology, view, compatibility
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272557
with surrounding property and other constraints. In addition,
City has not fully evaluated the need for or timing of
construction of public infrastructure as provided in Section
5.3 . Therefore, City retains the right to impose appropriate
conditions of approval in granting Future Approvals,
consistent with its Existing Land Use Regulations, to further
the purposes of this Development Agreement, so long as said
Future Approvals permit Owner to construct the Project with
the density and intensity of use provided in the Specific
Plan.
In the event of a .conflict between the time requirements in
the PDD provisions of the Palm Springs Municipal Code and this
Agreement, the provisions of this Agreement shall control.
9. 2 Regulation by Other Public Agencies. It is
acknowledged by the Parties that other public agencies not within
the control of City possess authority to regulate aspects of the
Development of Owner's Property separately from or jointly with
City and this Development Agreement does not limit the authority of
such other public agencies .
10. ANNUAL REVIEW.
10. 1 Annual Monitoring Report. The Planning Director shall
review performance under this Development Agreement annually, on or
before the anniversary of the Effective Date, in order to ascertain
the compliance by Owner with the terms of this Development
Agreement. Upon completion of this review, the Planning Director
shall submit a report to City Council setting forth the evidence
concerning compliance or non-compliance by Owner with the terms of
this Development Agreement and a recommended finding on that issue
("Report") . Unless waived by City Council, there shall be a public
hearing on the Report not less than thirty (30) days after notice
of said hearing is given to Owner and a copy of the Report is
delivered to Owner. Owner shall reimburse City for the cost of the
annual review notice. City can continue the hearing from time to
time as it sees fit, including to gather additional evidence or to
give Owner additional time to respond to any violations which have
been discovered. Owner shall be prepared to discuss and respond to
any and all issues respecting the Project, not limited to the
issues, if any, in the Report. Owner shall be given an opportunity
to present oral and written testimony.
If City Council determines that Owner has substantially
complied with the terms and conditions of this Development
Agreement, the review shall be concluded. I£ City Council finds
and determines that Owner has not substantially complied with the
terms and conditions of this Development Agreement for the period
under review, City Council shall declare a default by Owner in
accordance with Section 11. 2 .
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10.2 Certificate of Compliance. If at the conclusion of a
periodic review City Council finds that Owner is in compliance with
this Development Agreement, City shall, upon request by Owner,
issue an Estoppel Certificate to Owner in the form shown on Exhibit
nDn
10 . 3 Failure to Conduct Annual Review. The failure of City
to conduct the Annual Review shall not be an Owner Default.
11. DEFAULT, REMEDIES AND TERMINATION.
11. 1 Riqhts of Non--Defaulting Party after Default. The
Parties acknowledge that ;both Parties shall have hereunder all
legal and equitable remedies as provided by law following the
occurrence of a default (as defined in Section 11. 2 below) or to
enforce any covenant or agreement herein. Except in cases of
automatic termination as provided in Article 3 , before this
Agreement may be terminated or action may be taken to obtain
judicial relief the Party seeking relief ("Nondefaulting Party")
shall comply with the notice and cure provisions of this Article
11.
11. 2 Notice and Opportunity to Cure. A Nondefaulting Party
in its discretion may elect to declare a default under this
Development Agreement only in accordance with the procedures
hereinafter set forth for any failure or breach of the other party
("Defaulting Party") to perform any material duty or obligation of
said Defaulting Party under the terms of this Development
Agreement. However, the Non-Defaulting Party must provide written
notice to the Defaulting Party setting forth the nature of the
breach or failure and the actions, if any, required by Defaulting
Party to cure such breach or failure. The Defaulting Party shall
be deemed in "default" under this Development Agreement, if said
breach or failure can be cured, but the Defaulting Party has failed
to take such actions and cure such default within ninety (90) days
after the date of such notice (or such lesser time as may be
specifically provided in this Agreement) . However, if such default
cannot be cured within such ninety (90) day period, and if and, as
long as the Defaulting Party does each of the following:
(a) Notifies the Non-Defaulting Party in writing with
a reasonable explanation as to the reasons the asserted
default is not curable within the ninety (90) day period;
(b) Notifies the Non-Defaulting Party of the
Defaulting Party's proposed cause of action to cure the
default;
(c) Promptly commences to cure the default within the
ninety (90) day period;
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(d) Makes periodic reports to the Non-Defaulting Party
as to the progress of the program of cure; and
(e) Diligently prosecutes such cure to completion,
then the Defaulting Party shall not be deemed in breach of this
Agreement. Notwithstanding the foregoing, the Defaulting Party
shall be deemed in default under this Agreement if said breach or
failure involves the payment of money but the Defaulting Party has
failed to completely cure said monetary default within thirty (30)
clays (or such lesser time as may be specifically provided in this
Agreement) after the date of such notice.
11. 3 Notice and Hearing. Prior to the termination of this
Development Agreement due to the alleged default of Owner which has
not been timely cured under Section 11. 2 , excluding, however, (i)
termination provisions contained in Section 3 , and (ii) defaults
disclosed as a result of the annual review process pursuant to
Section 11, City shall provide Owner with a noticed hearing before
City Council. Owner shall be given at least fifteen (15) days
prior written notice of such hearing. At the hearing, Owner must
present its response to the grounds for termination and its reasons
as to why this Agreement should not be terminated. City Council
shall render its decision as to whether this Agreement shall be
terminated within thirty (30) days after the close of such hearing.
Such decision shall set forth in writing the findings supporting
City Council's decision. Action by City Council shall then be
deemed final and there shall be no further right of appeal or
hearing before City Council.
11. 4 Standard of Review in Judicial Action. It is agreed by
the Parties that the purpose of providing the foregoing public
hearing prior to termination is to make public any such action by
City and assure that Owner may make a presentation before action is
taken. The standard of review in any such public hearing shall be
that the findings are supported by the evidence, and that there has
not been an abuse of discretion, as provided in California Code of
Civil Procedure Section 1094 . 5.
11. 5 Dispute Resolution. Owner and City may mutually elect,
in the exercise of their respective sole discretion, to consent to
arbitration (binding or non-binding) as a means of resolving
disputes or questions of interpretation of this Development
Agreement at the time such dispute arises. Should the Parties
elect to arbitrate an issue, they shall at that time establish the
rules, procedures, and supervising organization for such
arbitration.
11. 6 Waiver of Breach. By recordation of a final map on all
or any portion of Owner's Property, Owner shall be deemed to have
waived any claim that any condition of approval of the map is
improper or that the map as approved constitutes a breach of the
provisions of this Development Agreement.
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12 . TRANSFER.
12 . 1 Notice of Transfer. Owner has the right to assign and
transfer this Development Agreement without city's approval,
concurrently with the sale of the Property, or any portion thereof;
provided, however, the transferee shall enter into an assumption
agreement with City concerning Owner's rights and responsibilities
under this Agreement so transferred, in the form attached hereto as
Exhibit "E, " as applicable to the portion of the Property so
transferred, which agreement shall identify all principals of the
transferee as well as contact persons of the transferee. Upon such
transfer, assignment and assumption, Owner's rights hereunder shall
be deemed transferred to the transferee to the extent applicable
for the portion of the Property so transferred, and Owner shall be
released of its duty to perform any obligations so assigned and
assumed under this Development Agreement, except to the extent
owner is in default under -the terms of this Development Agreement
prior to said transfer.
12 . 2 Sale to Residential Builder. Notwithstanding the
provisions of Section12 . 1, nothing herein shall prevent Owner from
selling or otherwise transferring a portion of the Property for
residential development subject to any approved final subdivision
map to a residential builder or builders for construction of houses
in accordance with the terms of this Agreement, provided that the
transferee enters into an assumption agreement with City with
respect to the portion of the Property so acquired in the form
attached hereto as Exhibit 11E. "
12 . 3 Termination of Agreement With Respect to Individual
Parcels Upon. Sale to Public. Notwithstanding any provisions of
this Development Agreement to the contrary, this Development
Agreement shall terminate as to any lot which has been finally
subdivided, graded for the building pad, and improved with all
required public improvements but not containing a residential
structure and individually (and not in "bulk") sold to an owner-
user, and thereupon and without the execution or recordation of any
further document or instrument, such lot shall be released from and
no longer be subject to this Agreement. City shall execute such
documents as are reasonably necessary to clear title to the lot
from the provisions of this Agreement.
12 .4 Residential Declaration of Covenants , Conditions and
Restrictions. Prior to the transfer of any portion of the
residential lots to a third party, Owner shall submit a proposed
form of Declaration of Covenants, Conditions and Restrictions to be
recorded against the applicable residential subdivision to City for
its review and approval ("Residential CC&Rs") . It is anticipated
that said Residential CC&Rs will contain, among other things,
protective covenants to protect and preserve the integrity and
value in the residential subdivision, including but not limited to
use restrictions, maintenance covenants, etc. , restrictions under
this Development Agreement which will continue to apply to the
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• Z"1255'�
subdivision, and a provision giving City the right to enforce said
Residential CC&Rs.
13 . INDEMNITY.
13 . 1 Third-Party Litigation.
(a) Non-liability of Citv. In addition to the other
provisions of this Development Agreement, including, without
limitation, the provisions of this Section 13, City shall have
no liability under this Development Agreement for any failure
of City to perform under this Development Agreement or the
inability of Owner to develop owner's Property as contemplated
by the Development Plan or this Development Agreement as the
result of a final judicial determination that on the Effective
Date, or at any time thereafter, the General Plan, the Land
Use Regulations, this Development Agreement, or portions
thereof, are invalid or inadequate or not in compliance with
law.
(b) Legal Cha]Llenge to Specific Plan. In the event
that a legal challenge to the validity of the Specific Plan is
filed prior to the expiration of the applicable statute of
limitations, and such challenge results in a final judicial
determination that the Specific Plan is not valid or was not
properly adopted, this Agreement shall remain in effect and
shall apply to the Specific Plan as readopted in accordance
with such judicial determination or any revised specific plan
which is adopted by City with respect to Owner's Property.
(c) Revision of Land Use Restrictions. If for any
reason the General Plan, Land Use Regulations, this
Development Agreement or any part thereof is hereafter
judicially determined as provided above to be not in
compliance with the State or Federal Constitutions, laws or
regulations and if such noncompliance can be cured by an
appropriate amendment thereof otherwise conforming to the
provisions of this Agreement, then this Development Agreement
shall remain in full force and effect to the extent permitted
by law. The Development Plan and/or this Agreement shall be
amended, as necessary, in order to comply with such judicial
decision.
(d) Participat,ion in Litiqation; Indemnity. Owner
agrees to, and shall defend, indemnify and hold harmless City
and its respective elected boards, commissions, officers,
agents and employees from any and all actions, suits, claims,
liabilities, losses, damages, penalties, obligations and
expenses (including but not limited to attorneys' fees and
costs) arising from a challenge to the validity of (i) this
Agreement, (ii) the PDD, (iii) the Specific Plan, or (iv) the
granting of any Existing or Future Development Approvals.
-20-
94119 dd LWoMpr\a602.14
S . 2'7255'7
City shall provide owner with notice of the pendency of such
action and request that Owner defend such action. If Owner
fails to do so, City may defend the action and Owner shall pay
the cost thereof. Further, Owner agrees to defend, indemnify,
and hold harmless City, and Agency and their respective elected
boards, commissions, officers, agents and employees from any
and all liabilities, losses, damages, penalties, obligations
and expenses (including but not limited to attorneys fees and
costs) arising from the pending lawsuit, entitled "Jeremy
Crocker, individually and as co-trustee of the Francis F. and
Rosalee W. Crocker Trust v. Community Redevelopment Agency of
City of Palm Springs , et al. , Riverside County Superior Court,
Case No. Indio 65118, until such time that Owner elects, in
its discretion, to no longer defend such action.
Notwithstanding the foregoing, the provisions of this section
13 . 1 (c) shall not apply to any inverse condemnation action
filed against City and./or Agency whether or not such action is
joined with any of the actions specified in said section.
13 . 2 Hold Harmless; Owner's Construction and Other
Activities. Owner hereby agrees to, and shall defend, save and
hold City and its elected and appointed boards, commissions,
officers, agents, and employees harmless from any and all claims,
costs (including attorneys' fees) and liability for any damages,
personal injury or death, which may arise, directly or indirectly,
from Owner's or Owner's agents, contractors, subcontractors,
agents, or employees' operations under this Development Agreement,
whether such operations be by Owner or by any of Owner's agents,
contractors or subcontractors or by any one or more persons
directly or indirectly employed by or acting as agent for Owner or
any of Owner's agents, contractors or subcontractors. Nothing
herein is intended to make Owner liable for the acts of City's
officers, employees, agents, contractors of subcontractors.
13 . 3 Survival of Indemnity Obligations. All indemnity
obligations hereunder incurred prior to termination of this
Agreement shall survive termination of this Agreement for any
reason.
14 . EFFECT OF AGREEMENT OPT TITLE.
14 . 1 Covenants Run with the Land. Subject to the provisions
of Sections 12 and 17:
(a) All of the provisions, agreements, rights, powers,
standards, terms, covenants and obligations contained in this
Development Agreement shall be binding upon the Parties and
their respective heirs, successors (by merger, consolidation,
or otherwise) and assigns, devisees, administrators,
representatives, lessees, and all other persons acquiring any
.rights or interests in Owner's Property, or any portion
-21-
94119 dd 1A,.11\j.,\A02.14
• 2'7255'7
thereof, whether by operation of laws or in any manner
whatsoever and shall inure to the benefit of the Parties and
their respective heirs, successors (by merger, consolidation
or otherwise) and assigns;
(b) All of the provisions of this Development
Agreement shall be enforceable as equitable servitudes and
constitute covenants running with the land pursuant to
applicable law; and
(c) Each covenant to do or refrain from doing some act
on Owner's Property hereunder (i) is for the benefit of and is
a burden upon every portion of Owner's Property, (ii) runs
with such lands, and (iii) is binding upon each party and each
successive owner during its ownership of such properties or
any portion thereof, and each person having any interest
therein derived in any manner through any owner of such lands,
or any portion thereof, and each other person succeeding to an
interest in such lands.
15 . CITY OFFICERS AND EMPLOYEES; NON--DISCRIMINATION.
15 . 1 Non-liability of City Officers and Employees. No
official, agent, contractor, or employee of City shall be
personally liable to Owner, or any successor in interest, in the
event of any default or breach by City or for any amount which may
become due to Owner or to its successor, or for breach of any
obligation of the terms of this Development Agreement.
15 . 2 Conflict of Interest. No officer or employee of City
shall have any financial interest, direct or indirect, in this
Development Agreement nor shall any such officer or employee
participate in any decision relating to the Agreement which affects
the financial interest of any corporation, partnership or
association in which he is, directly or indirectly, interested, in
violation of any state statute or regulation.
15 . 3 Covenant Against Discrimination. Owner covenants that,
by and for itself, its heirs, executors, assigns, and all persons
claiming under or through them, that there shall be no discrimina-
tion against or segregation of, any person or group of persons on
account of race, color, creed, religion, sex, marital status,
national origin, or ancestry in the performance of this Development
Agreement. Owner shall take affirmative action to insure that
employees are treated during employment without regard to their
race, color, creed religion, sex, marital status, national origin
or ancestry.
16 . MORTGAGEE PROTECTION.
16. 1 No Encumbrances Except Mortgages to Finance the
Project. Notwithstanding the restrictions on transfer in Section
-22-
9au9 dd I:Wolllja\a602.14
2'72557
0,� '
xLr�ilx_6.i-3
12., Mortgages required for any reasonable method of financing of
the acquisition of land or construction of the improvements are
permitted but only for the purpose of securing loans of funds used
or to be used for financing the acquisition of a separate lot(s) or
parcel (s) , for the construction of improvements thereon, in payment
of interest and other financing costs, and for any other expendi-
tures necessary and appropriate to develop the Project under this
Agreement, or for restructuring or refinancing any of same. Owner
(or any entity permitted -to acquire title under this Agreement)
shall notify City in advance of any Mortgage. Any lender shall not
be bound by any amendment, implementation, or modification to this
Agreement without such lender giving its prior written consent
thereto. In any event, Owner shall promptly notify City of any
Mortgage that has been created or attached to Owner's Property
prior to completion of construction, whether by vol.untary act of
Owner or otherwise.
16. 2 Owner's Breach Not Defeat Mortgage Liar.. Owner's
breach of any of the covenants or restrictions contained in this
Agreement shall not defeat or render void the lien of any Mortgage
made in good faith and for value but as a condition precedent to
receiving any rights under this Agreement, the Mortgagee or
successor who acquires an interest in Owner's Property by
foreclosure, trustees sale or otherwise, must execute an assumption
agreement (in the form attached hereto as Exhibit "E") whereby said
new owner agrees that the terms, conditions, covenants,
restrictions, easements and reservation of this Agreement shall be
binding and effective against said owner. Said owner shall execute
such assumption agreement within sixty (60) days after acquiring
title to the property. If said owner fails to execute such
agreement within the sixty (60) day time period specified, and in
the manner specified, then at the end of such sixty (60) day
period, City shall have the right to terminate this Agreement by
delivery of written notice to the new owner of .record, and this
Agreement shall terminate if such assumption agreement is not
executed within thirty (30) days after City's delivery of such
notice. The provisions of Section 11 shall not apply to this
provision.
16. 3 Holder Not Obligated to Construct or Complete
Improvements. The holder of any Mortgage shall in no way be
obligated by the provisions of this Agreement to construct or
complete the improvements or to guarantee such construction or
completion. Nothing in this Agreement shall be deemed or construed
to permit or authorize any :such holder to devote the Project or any
portion thereof to any uses, or to construct any improvements
thereon, other than those uses or improvements provided for or
authorized by this Agreement.
16. 4 Notice of Default to Mortgagee. Whenever City shall
deliver any notice or demand to Owner with respect to any breach or
default by Owner hereunder, City shall at the same time deliver a
copy of such notice or demand to each Mortgagee of record of any
-23-
94119 dd kkvoll\jar\a602.14
27255'7
2:35G13
Mortgage who has previously made a written request to City
therefor, or to the representative of such lender as may be
identified in such a written request by the lender. No notice of
default shall be effective as to the Mortgagee unless such notice
is given.
16 . 5 Right to Cure. Each Mortgagee (insofar as the rights
of City are concerned) shall have the right, at its option, within
ninety (90) days after the receipt of the notice, and one hundred
eighty (180) days after Owner's cure rights have expired, whichever
is later, to:
(a) Obtain possession, if necessary, and to commence
and diligently pursue said cure until the same is completed,
and
(b) Add the cost of said cure to the security
interest debt and the lien or obligation on its security
interest;
provided that in the case of a default which cannot with diligence
be remedied or cured within such cure periods referenced above in
this Section 16. 5, such Mortgagee shall have additional time as
reasonably necessary to remedy or cure such default.
In the event there is more than one such Mortgagee, the
right to cure or remedy a breach or default of Owner under this
Section shall be exercised by the Mortgagee first in priority or as
the Mortgagees may otherwise agree among themselves, but there
shall be only one exercise of such right to cure and remedy a
breach or default of Owner under this Section.
17. GENERAL.
17 . 1 Estoppel Certificates. Either Party (or a lender under
Section 16) may at any time deliver written Notice to the other
Party requesting an estoppel certificate (the "Estoppel
Certificate") stating:
(a) The Agreement is in full force and effect and is
a binding obligation of the Parties; and
(b) The Agreement has not been amended or modified
either orally or in writing or, if so amended, identifying the
amendments.
A Party receiving a request for an Estoppel Certificate
shall provide a signed certificate to the requesting Party within
thirty (30) days after receipt of the request. The Planning
Director may sign Estoppel Certificates on behalf of City. An
Estoppel Certificate may be relied on by assignees and Mortgagees.
-24-
94119 dd 1:\vo11\j.6a602.14
2'725i'7
�y�ru�+l�nf
The Estoppel Certificate shall be substantially in the same form as
Exhibit "D" .
17 . 2 Force Majeure. The time within which Owner or City
shall be required to perform any act under this Development
Agreement shall be extended by a period of time equal to the number
of days during which performance of such act is delayed due to war,
insurrection, strikes, lock-outs, riots, floods, earthquakes,
fires, casualties, natural disasters, Acts of God, acts of the
public enemy, epidemics , quarantine restrictions, freight
embargoes, archaeological finds, governmental restrictions on
priority, initiative or referendum, moratoria, or unusually severe
weather, or any other similar causes beyond the control or without
the fault of the Party claiming an extension of time to perform.
An extension of time for any such cause shall be for the period of
the enforced delay and shall commence to run from the time of the
commencement of the cause, if written notice by the party claiming
such extension is sent to the other party within thirty (30) days
of knowledge of the commencement of the cause. Any act or failure
to act on the part of a Party shall not excuse performance by that
Party. The provisions of this Section 17 . 2 shall not apply to
Section 3 .
17. 3 Construction of Development Agreement. The language of
this Development Agreement shall be construed as a whole and given
its fair meaning. The captions of the sections and subsections are
for convenience only and shall not influence construction. This
Development Agreement shall be governed by the laws of the State of
California. This Development Agreement is not intended to
constitute, nor shall be construed to constitute, an impermissible
attempt to contract away the: legislative and governmental functions
of City, and in particular, City's police powers. This Development
Agreement shall not, be deemed to constitute the surrender or
abrogation of City's governmental powers over Owner's Property.
17 .4 Severability. If any provision of this Development
Agreement is adjudged invalid, void or unenforceable, that
provision shall not affect, impair, or invalidate any other
provision, unless such judgment affects a material part of this
Development Agreement. I£ all or any portion of this Development
Agreement is found to unenforceable, this Development Agreement or
that portion which is found to be unenforceable shall be deemed to
be a statement of intention by the Parties and the Parties shall
take all necessary actions to modify this Development Agreement to
reflect the original intent in a valid and enforceable manner.
Notwithstanding any other provisions of this Development Agreement,
if any material provision of' this Development Agreement is found to
be unenforceable, void, or voidable, Owner or City may terminate
this Development Agreement.
17 . 5 Attorney's Fees. Should either party hereto institute
any action or proceeding at law or in equity to enforce or to
interpret any provision hereof or for damages or other relief by
-25-
94119 dd Bvo11%j.A.602.14
2`7255
reason of an alleged breach of any provision hereof, each party
shall bear its own attorneys' fees and other litigation expenses
regardless of the outcome of such action or proceeding.
17 . 6 Reimbursement of Legal Costs. Owner has reimbursed
City for the legal cost of preparing the Agreement, as well as
litigation and other legal costs incurred by City and Agency
through November 23 , 1993 . This is a liquidated sum and
constitutes an accord and satisfaction of a disputed amount and a
settlement of all sums due from owner to City and Agency through
said date, except for sums related to preparation of an owner
Participation Agreement between Owner and Agency. In addition,
Owner shall reimburse City for reasonable Development Agreement
related costs incurred after November 23, 1993 .
17 . 7 Joint and Several Obligations. All obligations and
liabilities of Owner hereunder shall be joint and several among the
obligees.
17. 8 Time of Essence. Time is of the essence in:
(a) The performance of the provisions of this
Development Agreement as to which time is an element; and
(b) The resolution of any dispute which may arise
concerning the obligations of Owner and City as set forth in
this Development Agreement.
17.9 Waiver. Failure by a party to insist upon the strict
performance of any of the provisions of this Development Agreement
by the other party, or the failure by a party to exercise its
rights upon the default of the other party, shall not constitute a
waiver of such party's right to insist and demand strict compliance
by the other party with the terms of this Development Agreement
thereafter.
17 . 10 No Third Party Beneficiaries. The only parties to this
Development Agreement are Owner and City. There are no third party
beneficiaries and this Development Agreement is not intended, and
shall not be construed to :benefit or be enforceable by any other
person whatsoever.
17 . 11 Mutual Covenants. The covenants contained herein are
mutual covenants and also constitute conditions to the concurrent:
or subsequent performance by the Party benefitted thereby of the
covenants to be performed hereunder by such benefitted Party.
17 . 12 Counterparts. This Development Agreement may be
executed by the Parties in counterparts which counterparts shall be
construed together and have the same effect as if all of the
Parties had executed the same instrument.
-26-
94119 dd I:\vo11\jar\a602.14
17. 1.3 Authority to Execute. The persons executing this
Development Agreement on behalf of the Parties hereto warrant that
(i) such party is duly organized and existing, (ii) they are duly
authorized to execute and deliver this Development Agreement on
behalf of said Party, (i.ii) by so executing this Development
Agreement, such Party is formally bound to the provisions of this
Development Agreement, and (iv) the entering into of this
Development Agreement does not violate any provision of any other
Agreement to which said Party is bound and (v) there is no
litigation or legal proceeding which would prevent the Parties from
entering into this Agreement.
17. 14 Notice.
(a) To Owner. Any notice required or permitted to be
given by City to Owner under this Development Agreement shall
be in writing and delivered personally to Owner or mailed with
postage fully prepaid, registered or certified mail, return
receipt requested, addressed as follows:
Canyon Development
2850 South Palm Canyon Drive
Palm Springs, California 92264
Attention: Joseph Solomon, Karen Hall
With a copy to:
Richards, Watson & Gershon
333 South Hope Street
38th Floor
Los Angeles, California 90071-1469
Attn: William L. Strausz, Esq.
Gregory W. Stepanicich, Esq.
Donald M. Fenmore, Esq.
12424 Wilshire Blvd.
Suite 750
Los Angeles, California 90025
or such other address as Owner may designate in writing
to City.
(b) To City. Any notice required or permitted to be
given by Owner to City under this Development Agreement shall
be in writing and delivered personally to City Clerk or mailed
with postage fully prepaid, registered or certified mail,
return receipt requested, addressed as follows:
City of Palm Springs
3200 Tahquitz Canyon Way
Palm Springs, California. 92262
Attention: Planning Director
-27-
94119 dd I:Wo11\jar\a602.14
2'72557
55 13
With a copy to:
City of Palm Springs
3200 Tahquitz Canyon Way
Palm Springs, California 92262
Attention'.: City Attorney
or such other address; as City may designate in writing to
Owner.
Notices provided pursuant to this section shall be deemed
received at the date of delivery as shown on the affidavit of
personal service or the Postal Service receipt.
17 . 15 Further Actions and Instruments. Each of the Parties
shall cooperate with and provide reasonable assistance to the other
to the extent necessary to implement this Development Agreement.
Upon the request of. either Party at any time, the other Party shall
promptly execute, with acknowledgement or affidavit if reasonably
required, and file or record such required instruments and writings
and take any actions as may be reasonably necessary to implement
this Development Agreement or to evidence or consummate the
transactions contemplated by this Development Agreement.
17 . 16 Recitals. The recitals in this Development Agreement
constitute part of this Development Agreement and each Party shall
be entitled to rely on the truth and accuracy of each recital as an
inducement to enter into this Development Agreement.
17 . 17 Recording. City Clerk shall cause a copy of this
Development Agreement to be executed by City and recorded in the
Official Records of Riverside County no later than ten (10) days
after the Effective Date. The recordation of this Development
Agreement is deemed a ministerial act and the failure of City to
record the Development Agreement as required by this Section and
the Development Agreement Statute does not make the Development
Agreement void or ineffective.
17 . 18 Relationship of Parties. It is specifically understood
and agreed by and between the Parties that the Project is a private
development, that neither Party is acting as the agent of the other
in any respect hereunder, and that such Party is an independent
contracting entity with respect to the terms, covenants, and
conditions contained in this Development Agreement. The only
relationship between City and Owner is that of a government entity
regulating the development of private property and the owner of
such private property.
17 . 19 Entire Agreement. With the exception of Owner's Prior
Claims, this Development Agreement constitutes the entire agreement
between the Parties with respect to the subject matter of this
Development Agreement, and this Development Agreement supersedes
all previous negotiations, discussions, and agreements between the
-28-
94119 dd Mvo11\jar\a602.14
272557
Parties. No parol evidence of any prior or other agreement shall
be permitted to contradict, or vary the terms of this Development
Agreement, except in connection with the Prior Claims.
IN WITNESS WHEREOF, City and Owner have executed this
Development Agreement on the date first above written.
CITY OF PALM SPRINGS
y �
Mayor
ATTEST:
Ci�Y/ Clerk
APPROM BY Tmr= CITY COUNCIL
.APPROVED AS TO FOFi:
By:
David .mil 'shire
City Attorney
CANYON DEVELOPMENT,
a California General Partnership
By: ADLER CANYON PROPERTIES, a
California Corporation,
Managing General Partner
•Its President
r " .
By;
Its: Vice-President
By: HARLEY PALM SPRINGS, L.P. ,
a California Limited Partnership
General Partner
By: ADLER CANYON PROPERTIES,
a California Corporation,
Managing General Partner
Its,: President
t,r
Its• Vice-President
-29-
94119 dd 1Av.11\j.r\.6(P.14
2'725��
STATE OF CALIFORNIA )
ss.
COUNTY OF )
On the day of , 199 , before me, the
(, undersigned, a Notary Public, in and for said State and County,
personally appeared , personally known
to me (or proved to me on the basis of satisfactory evidence) to be
the person who executed the within inst- ument as the
on, behalf of City OF PALM SPRINGS, the
municipal corporation therein named, and acknowledged to me that
such corporation executed the within instrument pursuant to its
bylaws or a resolution of its board of directors. Y
WITNESS my hand and official seal.
Notary Public
(SEAL)
STATE OF CALIFORNIA )
ss .
COUNTY OF Los Angeles )
On the 10th day of February , 1994 , before me,
the undersigned, a Notary Public, in and for said State and County,
personally appeared Brian Adler
personally known to me ,f-
satis€aetery-near-idsTr-, ) to be the person(s) whose name() is/ire
subscribed to the within instrument and acknowledged to me that
he/shetthep executed the same in his/hertthe#r authorized
capacity(ies}, and that by his/herftheir signature(s) on the
instrument the person(s) , or the entity upon behalf of which such
person{s) acted, executed the instrument.
WITNESS my hand and official seal.
f 1
Notary Pub
(SEAL)
O"'CIAL SEAEE
MM
yy CC
PAULETTE ScHLEIMER
oo
mm
Nolgry Publlc-Califnrrrlq
w LOS ANGF.LES COUNTY
July 29 g1994 Iros
—30-
94119 dd I:\vo11\jar\a602.14
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
1W
SECTIONOPTIONAL
State of Z7✓i� L CAPACITY CLAIMED BY SIG
/ 9h statute does not require the
County of ✓J i '-� fill in the data below, doing so may prove
w�l P invaluable to persons relying on the document.
)) L , j ,J ,A'1.71dr7;2T� � l�. , ❑ INDIVIDUAL
On y before me,
DATE NAME, OFOFFICER-E.G,"LCNE DOE,NOTARX PUBLIC"
I .• ;
q ///� Q CORPORATE OFFICER(S)
Pli r a'rhl! �/ YG�.///f,GCGGk��, v.l
personally appeared �� , — TITLE(S)
NAMES)OF SIGNER(G)
personally known to me-OR-=]prdveZ-ti5"me-oTrthe-basis-9f satisfaetory-evidence- ❑ PARTNER(S) ❑ LIMITED
,✓✓ to be the person0whose name( is�3 ❑ GENERAL
subscribed to the within instrument and ac- ❑ATTORNEY-IN-FACT
knowledged to me that he/sh t ey�executed ❑TRUSTEE(S)
the same in his/her/ it authorizes ❑GUARDIAN/CONSERVATOR
capacit le N and that by his/he the-i
EIAINE L.SCHWARIZ signaturgtQ on the instrument the perSOrl `'), ❑OTHER:comm +
z -� or the entity upon behalf of which the —
"' _ - Notary PuWlc—California
r
Y`' • RNERSIDE COUNTY persorlcjS.acted, executed the Instrument.
bti My Comm.Expires FEB 3,1995 SIGNER IS REPRESENTING:
t NAME OF PERSON(S)OR ENTITV(IES) j
WITNESS my hand and official seal.
SIG—U OF NOTARY Y
OPTIONAL SECTION
THIS CERTIFICATE MUST BE ATTACHED TO TITLE OR TYPE OF DOCUMENT—
THE DOCUMENT DESCRIBED AT RIGHT: `
NUMBER OF PAGES DATE OF DOCUMENT
Though the data requested here is not required bylaw, SIGNER(S)OTHER THAN NAMED ABOVE i
it could prevent fraudulent reattachment of this form. _
01992 NATIONAL NOTARY ASSOCIATION•8236 Remmet Ave.,P.O Box 7184•Canoga Park,CA 91309-7184
h
0 272557
;235613
STATE OF CALIFORNIA )
) ss.
COUNTY OF Los Angeles )
On the 10th day of February 1994 , before me,
the undersigned, a Notary Public, in and for said State and County,
personally appeared Joseph Solomon
personally known to me (.01 -grevec - to -me- o-rt-t#xe -baaia-art
sa#ia#n�tvey evicte�tce) to be the person(-s-) whose name (s) is/-a-re-
subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized
capacity(3es) , and that by his/herjtheir signature (s) on the
instrument the person(s) , or the entity upon behalf of which such
person(ej acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public
(SEAL)
OFFICIAL SEAL
PAULETTE SCIJLEINIA
..� Notary Public-Ccffcmla
. .� LOS ANGELES COUN1'�7
My Juy 29 c1994 IfEiS
-31-
9,1119 dd lAvolVjuAx602.14
r
:MtnTMu;x,w...a.w4.w��liRYYAkh'�W�%�M�
2122557
EXHIBIT "A"
883571-M
MAP AND LEGAL DESCRIPTION OF OWNER'S PROPERTY
THE LAND REFERRED TO IN THIS GUARANTEE IS SITUATED IN THE STATE OF
CALIFORNIA, COU14TY OF RIVERSIDE, AND IS DESCRIBED AS FOLLOWS:
PARCEL 1:
THOSE PORTIONS OF SECTION 35, TOWNSHIP 4 SOUTH, RANGE 4 EAST,
SAN BERNARDINO SASE AND MERDIAN, ACCORDING TO THE OFFICIAL PLAT
THEREOF, DESCRIBED AS FOLLOWS:
A. THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER.
B. THE NORTHWEST' QUARTER OF THE NORTHEAST QUARTER.
C. THE NORTH HALF OF THE NORTHEAST QUARTER OF THE NORTHEAST
QUARTER.
D. THE NORTH HALF OF THE SOUTHEAST QUARTER OF THE NORTHWEST
QUARTER
E. THE NORTHEAST QUARTER OF THE SOUTHWEST QUARTER OF THE
NORTHWEST QUARTER.
F. THE NORTH HALF OF THE SOUTHEAST QUARTER OF THE SOUTHWEST
QUARTER OF THE NORTHWEST QUARTER.
G. THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER.
H. THE WEST HALF OF THE NORTHEAST QUARTER OF THE SOUTHWEST
QUARTER.
I . THE SOUTH HALF OF THE SOUTHEAST QUARTER OF THE NORTHWEST
QUARTER.
J . THE SOUTH HALF OF THE SOUTHEAST QUARTER OF THE SOUTHWEST
QUARTER OF THE NORTHWEST QUARTER.
K. THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER.
L. THE WEST HALF OF TI.E SOUTHEAST QUARTER OF THE NORTHEAST
QUARTER.
M. THE SOUTH HALF OF THE NORTHEAST QUARTER OF THE NORTHEAST
QUARTER.
N. THE EAST HALF OF THE NORTHEAST QUARTER OF THE SOUTHWEST
QUARTER.
EXHIBIT "A"
TO DEVELOPMENT AGREEMENT
272557
883571-M
0. THE NORTHEAST QUARTER OF THE SOUTHEAST QUARTER OF THE
SOUTHWEST QUARTER.
P. THE EAST HALF OF THE SOUTHEAST QUARTER OF THE NORTHEAST
QUARTER.
Q. THE SOUTH HALF OF THE SOUTHWEST QUARTER OF THE SOUTHWEST
QUARTER OF THE NORTHWEST QUARTER;
EXCEPT FROM THE ABOVE, ALL THE LAND INCLUDED WITHIN THE
FOLLOWING DESCRIBED SUBDIVISIONS:
A. TRACT 2253 , AS SHOWN BY MAP ON FILE IN BOOK 55 PAGES 13, 14
AND' 15, OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
B. TRACT 2269 , AS SHOWN BY MAP ON FILE IN BOOK 42 PAGES 70, 71,
72,• 73 AND 74 , OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
C. !TRACT. 2366 , AS SHOWN BY MAP ON FILE IN BOOK 50 PAGES 38 AND
39,' OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
D. TRACT 2472, AS SHOWN BY MAP ON FILE IN BOOK 48 PAGE 15, OF
MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
E. TRACT 2539, AS SHOWN BY MAP ON FILE IN BOOK 45 PAGE 51, OF
MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
F. TRACT 3247, AS SHOWN BY MAP ON FILE IN BOOK 55 PAGE 8, OF
MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
G. TRACT 3679 , AS SHOWN BY MAI) ON FILE IN BOOK 58 PAGES 6 AND 7,
OF 'MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
H. TRACT 3650, AS SHOWN BY MAP ON FILE IN BOOK 57 PAGE 40, OF
MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
I . TRACT 4102, AS SHOWN BY MAP ON FILE IN BOOK 69 PAGES 62 AND
63; OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
J. ,TRACT 6109 , AS SHOWN BY MAP ON FILE IN BOOK 64 PAGES 1 AND 2,
OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
TRACT 16149, AS SHOWN BY MAP ON FILE IN BOOK 116 PAGES 3
THROUGH 8, BOTH INCLUSIVE, OF MAPS, RECORDS OF RIVERSIDE COUNTY,
CALIFORNIA.
L-PARCEL MAP 11797, AS SHOWN BY MAP ON FILE IN BOOK 55 PAGES 18
AND 19, OF PARCEL MAPS, RECORDS OF RIVERSIDE: COUNTY,
CALIFORNIA.
ALSO EXCEPTING THEREFROM ALI, THAT PORTION THEREOF LYING WITHIN
272557
883571-M
SOUTH PALM CA14YON DRIVE.
PARCEL 2:
LOTS I THROUGH 63 , INCLUSIVE, OF TRACT 12848 , AS SHOWN BY MAP ON
FILE IN BOOK 124 PAGES 1, 2, 3 AND 4, OF MAPS, RECORDS OF
RIVERSIDE COUNTY, CALIFORNIA.
PARCEL 2A:
THAT PORTION OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER
01' SOUTH[WEST QUARTER, SECTION 35, TOWNSHIP 4 SOUTH, RANGE 4
EAST, SAN BERNARDINO BASE AND MERIDIAN, LYING NORTHWESTERLY OF
THE NORTHWESTERLY LINE OF LOTS 7 .AND 8 OF TRACT 12848, AS SHOWN
BY MAP ON FILE IN BOOK 124 PAGES 1 , 2, 3 AND 4 , OF MAPS, RECORDS
OF RIVERSIDE COUNTY, CALIFORNIA.
SAID PROPERTY IS ALSO SHOWN ON THE MAP OF SAID TRACT 12848 AS
17LOODWAY".
PARCEL', 3 :
THAT PORTION OF THE SOUTHWEST QUARTER OF NORTHWEST QUARTER OF
SECTION 36, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN BERNARDINO BASE
AND MERIDIAN, DESCRIBED AS:
BEGINNING AT THE NORTHWEST CORNER OF SAID TRACT;
THENCE EAST ALONG THE NORTH LINE OF SAID TRACT, 705 FEET TO
THE SOUTHEAST BANK OF PALM CANYON WASH;
THENCE ALONG SAID BANK SOUTH 16 DEGREES 24 ' WEST, 728. 5 FEET;
THENCE SOUTH 38 DEGREES 2.1. ' WEST 805 .0 FEET TO THE SOUTHWEST
CORNER OF SAID TRACT;
THENCE NORTH ALONG THE WEST LINE OF SAID TRACT, ' 1330 FEET,
MORE OR LESS, TO THE POINT OF BEGINNING.
PARCEL 3A:
THAT PORTION OF THE NORTH HALF OF NORTHWEST QUARTER OF SECTION
36`, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN BERNARDINO BASE AND
MERIDIAN, DESCRIBED AS:
BEGINNING AT A POINT,' AT THE INTERSECTION OF THE NORTH LINE OF
SAID SECTION 36 AND THE. NORTHWEST BANK OF PALM CANYON WASH, SAID
POINT BEING 628 FEET EAST OF THE NORTHWEST CORNER OF SAID
SECTION; '
THENCE EAST ALONG THE NORTH LINE OF SAID SECTION, 833 FEET TO
THE SOUTHEAST BANK OF SAID WASH;
THENCE ALONG SAID SOUTHEAST BANK, SOUTH 13 DEGREES 30 ' WEST 210 FEET;
THENCE SOUTH 29 DEGREES 35 ' WEST 1120 FEET;
THENCE SOUTH 45 DEGREES 25 ' WEST 216. 3 FEET, TO THE SOUTH LINE
OF SAID NORTH RALF OF NNORTHWEST.' QUARTER;
272557
23,561.3
683571-M
THENCE WEST ALONG SAID SOUTH LINE 705.0 FEET TO THE WEST
LINE OF SAID NORTH HALF NORTHWEST QUARTER;
THENCE NORTH ALONG SAID WEST LINE 666.0 FEET TO THE
NORTHWEST BANK OF SAID WASH;
THENCE NORTH 43 DEGREES 24 ' EAST 914.0 FEET ALONG SAID
NORTHWEST BANK TO THE POINT OF BEGINNING, CONTAINING 30. 2
ACRES, MORE OR LESS;
EXCEPTING THEREFROM THAT PORTION OF THE NORTHWEST QUARTER OF
SECTION 36, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN BERN.ARDINO BASE
AND MERIDIAN, LYING NORTHWESTERLY OF THE FOLLOWING DESCRIBED
LINE:
COMMENCING AT THE NORTHWEST CORNER OF SAID SECTION 36;
THENCE SOUTH ALONG THE WEST LINE OF SAID SECTION 36 A DISTANCE
OF 593.01 FEET TO THE NORTHWESTERLY CORNER OF THAT CERTAIN
EASEMENT GRANTED TO THE RIVERSIDE COUNTY FLOOD CONTROL AND WATER
CONSERVATION DISTRICT BY DEED RECORDED IN BOOK 1598 PAGE 181 OF
OFFICIAL RECORDS OF RIVERSIDE COUNTY'," CALIFORNIA, AND THE TRUE �
POINT OF BEGINNING,
THENCE NORTH 49 DEGREES 34 ' 14" EAST ALONG THE NORTHWESTERLY
LINE. OF SAID EASEMENT 190 .76 FEET;
THENCE NORTHEASTERLY IN A STRAIGHT LINE TO A POINT IN THE
NORTHERLY LINE OF SAID SECTION 36 DISTANT 714 . 80 FEET EASTERLY
ALONG SAID NORTHERLY LINE FROM SAID NORTHWEST CORNER OF SECTION
36, SAID LAST POINT BEING THE MOST WESTERLY CORNER OF THE PARCEL
OF LAND DESCRIBED IN THE DEED TO RIVERSIDE COUNTY FLOOD CONTROL
AND WATER CONSERVATION DISTRICT RECORDED APRIL 18, 1951 AS
INSTRUMENT NO. 16616 IN BOOK 1263 PAGE 237 OF OFFICIAL RECORDS
OF RIVERSIDE COUNTY, CALIFORNIA.
PARCEL 4:
SOUTH HALF OF GOVERNMENT LOT 7 AND ALL OF GOVERNMENT LOT 1.2 IN
SECTION 34, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN BERNARDINO BASE
AND MERIDIAN, IN THE CITY OF PALM SPRINGS, ACCORDING TO THE
OFFICIAL PLAT THEREOF;
EXCEPTING THEREFROM TRACT 10527 , IN THE CITY OF PALM SPRINGS, AS
SHOWN BY MAP ON FILE IN BOOK 1.02 PAGES 43, 44 AND 45, OF MAPS,
RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
PARCEL 4A:
THE NORTHEAST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 34,
TOWNNSHIP 4 SOUTH, RANGE 4 EAST, ' SAN BERN_ARDINO BASE AND
MERIDIAN, IN THE CITY OF PALM SPRINGS, ACCORDING TO THE OFFICIAL
PLAT THEREOF;
EXCEPTING THEREFROM TRACT 10527 , IN THE CITY OF PALM SPRINGS, AS
SHOWN BY MAP ON FILE IN BOOK 1.02 PAGES 43, 44 AND 45 , OF MAPS,
2`7255'7
883571-M
RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
PARCEL 4B:
THE, NORTH HALF OF THE NORTHWEST QUARTER OF THE SOUTHEAST QUARTER
OF SECTION 34 , TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN BERNARDINO
BASE AND MERIDIAN, IN THE CITY OF PALM SPRINGS, ACCORDING TO THE
OFFICIAL PLAT THEREOF,
PARCEL 4C:
THE SOUTH HALF OF THE. NORTHWEST QUARTER OF THE SOUTHEAST QUARTER
OF :SECTION 34, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN BERNARDINO
BASE AND MERIDIAN, IN THE CITY OF PALM SPRINGS, ACCORDING TO THE
OFFICIAL PLAT THEREOF,
PA-RCEL 5 :
THE SOUTH HALF OF THE SOUTHEAST QUARTER OF SECTION 34 , TOWNSHIP
4 SOUTH, RANGE 4 EAST, SAN BERNARDINO BASE AND MERIDIAN, IN THE
CITY OF PALM SPRINGS, ACCORDING TO THE OFFICIAL PLAT THEREOF.
PARCEL 6 :
THE NORTH HALF OF THE NORTHEAST QUARTER OF THE SOUTHWEST QUARTER ,
OF 'THE SOUTHWEST QUARTER; THE NORTH HALF OF THE NORTH HALF OF
THE SOUTHEAST QUARTER OF THE NORTHEAST QUARTER OF THE SOUTHWEST .
QUARTER OF THE SOUTHWEST. QUARTER; AND THE WEST HALF OF THE
SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 35,
TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN BERNARDINO BASE AND
MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF.
PARCEL 7:
THE SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF THE SOUTHWEST
QUARTER OF SECTION 35F TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN
BERNARDINO BASE AND M RIDI,AN, ACCORDING TO THE OFFICIAL SURVEY
THEREOF .
PARCEL 8 :
LOTS 71 THROUGH 74 AND LETTERED LOTS C AND D INCLUSIVE, OF TRACT
16149, AS SHOWN BY MAP ON FILE IN BOOK 116 PAGES 3 THROUGH 8,
BOTH INCLUSIVE, OF MAPS; RECORDS OF RIVERSIDE COUNTY, CALIFORNIA,
AS AMENDED BY CERTIFICATE OF CORRECTION RECORDED JANUARY 8 , 1981
AS INSTRUMENT NOS. 3024 AND 3025 AND RECORDED MARCH 29, 1982 AS
INSTRUMENT NOS . 52094 and 52095 OF OFFICIAL RECORDS OF RIVERSIDE
COUNTY, CALIFORNIA.
PARCEL 9 :
A '=55 7
883571-M
THE SOUTHWEST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHEAST
QUARTER OF SECTION 35, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN
BERNARDINO BASE AND MERIDIAN, AS SHOWN BY OFFICIAL GOVERNMENT
SURVEY;
EXCEPTING THEREFROM THE NORTHERLY 36 FEET OF THE WESTERLY 100
FEET OF SAID LAND.
PARCEL 9A:
NONEXCLUSIVE EASEMENTS FOR PUBLIC UTILITIES, ROADWAYS AND SEWER
PURPOSES OVER THE FOLLOWING DESCRIBED PROPERTY:
THE EAST 20 FEET OF THE NORTHWEST QUARTER, THE SOUTH 20 FEET;
EXCEPT THE WESTERLY 100 FEET OF SAID SOUTH 20 FEET OF THE
NORTHWEST QUARTER; THE WEST 20 FEET OF THE NORTHEAST QUARTER;
THE SOUTH 20 FEET OF THE NORTHEAST QUARTER; THE WEST 20 FEET OF
THE SOUTHEAST QUARTER; THE NORTH 20 FEET OF THE SOUTHEAST
QUARTER; AND THE EAST 20 FEET OF THE NORTHEAST QUARTER, ALL IN
THE NORTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 35,
TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN BERNARDINO BASE AND
MERIDIAN.
PARCEL 10:
NORTHWWEST QUARTER OF TIIE NORTHWEST QUARTER OF THE SOUTHEAST
QUARTER OF SECTION 35, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN
BERNARDINO BASE AND MERIDIAN, RECORDS OF RIVERSIDE COUNTY,
CALIFORNIA;
EXCEPTING THEREFROM THE SOUTH 38 FEET OF THE WEST 100 FEET
THEREOF AS CONVEYED TO THE PALM SPRINGS WATER C6. , BY DEED
RECORDED FEBRUARY 2, 1967 AS INSTRUMENT NO. 9239 OF OFFICIAL
RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
PARCEL 10A:
THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHEAST
QUARTER OF SECTION 35, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN
BERNARDINO BASE AND MERIDIAN, ACCORDING TO THE OFFICIAL PLAT
THEREOF.
PARCEL 10B:
THE SOUTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHEAST
QUARTER OF SECTION 35, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN
BERNARDINO BASE AND MERIDIAN, ACCORDING TO THE OFFICIAL PLAT
THEREOF.
PARCEL 10C:
27255'7
883571-M
A NON-EXCLUSIVE EASEMENT FOR PUBLIC UTILITIES, ROADWAYS AND
SEWER PURPOSES OVER THE EAST 20 FEET, AND ALSO, THE NORTH 20
FEET,-
EXCEPT THE WESTERLY 100 FEET OF THE NORTH 20 FEET OF THE
SOUTHWEST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHEAST
QUARTER OF SECTION 35, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN
BERNARDINO BASE AND MERIDIAN.
PARCEL 11:
LOTS 41. THROUGH 50 , INCLUSIVE, AND LETTERED LOTS F AND G OF
TRACT 18087 , AS SHOWN BY MAP ON FILE IN BOOR 211 PAGES 81
THROUGH 89, OF MAPS, AND AS SHOWN BY AMENDED MAP ON FILL IN BOOK
216 PAGES 32 THROUGH 40, OF MAPS, RECORDS OF RIVERSIDE COUNTY,
CALIFORNIA.
PARCEL 12:
THE SOUTH HALF OF THE SOUTHWEST QUARTER OF THE SOUTHWEST QUARTER
OF SECTION 35, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN BERNARDINO
BASE AND MERIDIAN.
PARCEL 13:
THE EAST HALF OF THE NORTHEAST QUARTER OF THE SOUTHWEST QUARTER.
OF SECTION 34, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN BERNARDINO
BASE AND MERIDIAN, AND THE WEST HALF OF THE NORTHEAST QUARTER OF
THE SOUTHWEST QUARTER AND SOUTH HALF OF THE SOUTHWEST QUARTER
OF SECTION 34, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN BERNARDINO
BASE AND MERIDIAN.
PARCEL 13A:
THE SOUTH HALF OF GOVERNMENT LOT 6 OF SECTION 34, TOWNSHIP 4
SOUTH, RANGE 4 EAST, SAN BERNARDINO BASE AND MERIDIAN.
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272557
EXHIBIT "A-1" 0
LEGAL DESCRIPTION OF OWNER'S PROPERTY
UNDER ALLOTTEE INDIAN LEASE
THE LAND REFERREDITO IN THIS LEASE IS SITUATED IN THE STATE OF
CALIFORNIA, COUNT IY OF RIVERSIDE, AND IS DESCRIBED AS FOLLOWS:
I
HOTEL PROPERTYlLEGAL DESCRIPTION
THOSE PORTIONS � F SECTION 35, TOWNSHIP 4 SOUTH, RANGE 4 EAST,
SAN BERNARDINO SASE AND MERDIAN,. ACCORDING TO THE• OFFICIAL PLAT
THEREOF, DESCRIBED AS FOLLOWS:
A. THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER.
B.' THE' NORTHWEST' QUARTER OF THE NORTHEAST QUARTER.
C. THE NORTH HAP OF. THE NORTHEAST QUARTER OF THE NORTHEAST
QUARTER.
D. THE, NORTHHALF .OF THE SOUTHEAST QUARTER OF THE NORTHWEST
QUARTER
E. THE NORTHEAST QUARTER OF THE SOUTHWEST QUARTER OF THE
NORTHWEST QUARTER,
F. ITHE' NORTH HALF OF THE SOUTHEAST QUARTER OF THE SOUTHWEST
QUARTER OF THEINORTHWEST QUARTER..
G. THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER.
H. THE WEST HAP�F OF THE NORTHEAST QUARTER OF THE SOUTHWEST
QUARTER. .
I. THE SOUTH HALF OF THE SOUTHEAST QUARTER OF THE NORTHWEST
QUART"ER•r''�:. I .. .' ,..
i
J. THE, SOUTH LF OF THE SOUTHEAST QUARTER OF THE SOUTHWEST
QUARTER OF THE NORTHWEST QUARTER.
K. THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER.
L. THE; WEST HAS,F OF THE SOUTHEAST 'QUARTER OF THE NORTHEAST
QUARTER.
H. THE SOUTH HALF OF THE NORTHEAST QUARTER OF THE NORTHEAST
QUARTER.
13. THE; EAST HALF OF THE NORTHEAST QUARTER OF THE SOUTHWEST
QUARTER..
EXHIBIT "A-1"
TO DEVELOPMENT AGREEMENT
2172557
0. THE NdRTH',RAST QUARTER OF THE SOUTHEAST QUARTER OF THE
SOUTHWEST:QUAR'L R. '
P. THE EAST HALF OF THE SOUTHEAST QUARTER OF THE NORTHEAST
QUARTER.
Q. THE SOUTH HALF OF THE SOUTHWEST QUARTER OF THE SOUTHWEST
QUARTER OF THE ;NORTHWEST QUARTER)
EXCEPT FROM THE 'ABOVE, ALL THE LAND INCLUDED WITHIN THE
FOLLOWING' DESCRIBED SUBDIVISIONS:
A. TRACT 2253, As SHOWN BY MAP ON FILE IN BOOK 55 PAGES 13, 14
AND 15, OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
6, TRACT 2269, AS SHOWN BY MAP ON FILE IN BOOK 42 PAGES 70, 71,
72,173 AND 74, OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
C. TRACT 2366 , AS SHOWN BY MAP ON FILE IN BOOK 50 PAGES 38 AND
39, OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
O. TRACT 2472, AS SHOWN BY MAP ON FILE IN BOOK 48 PAGE 15 , OF
MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
E. TRACT 2539 , AS SHOWN BY MAP ON FILE IN BOOK 45 PAGE 51, OF
MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
F. TRACT 3247 , AS SHOWN BY MAP ON FILE IN BOOK 55 PAGE 8, OF
RAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
G. TRACT 3679 , AS SHOWN BY MAP ON FILE IN BOOK 56 PAGES 6 AND 7,
OF MAPS, RECORD$ OF RIVERSIDE COUNTY, CALIFORNIA.
H. TRACT 3650, AS SHOWN BY MAP ON FILE IN BOOK 57 PAGE 40 , OF
MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
I. TRACT 4102 , AS SHOWN BY MAP ON F]:LE IN BOOK 69 PAGES 62 AND
63, OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
J. TRACT• 6109 , AS SHOWN BY MAP ON FILE IN BOOK 84 PAGES 1 AND 2 ,
OF MAPS, RECORD} OF RIVERSIDE COUNTY, CALIFORNIA.
K. TRACT 16149,1 AS SHOWN BY MAP ON FILE IN BOOK 116 PAGES 3
THROUGH 8', BOTH INCLUSIVE, OF MAPS, RECORDS OF RIVERSIDE COUNTY,
CIMFORNI,A.
L. PARCEL MAP 11797, -AS SHOWN BY MAP ON FILE IN BOOK 55 PAGES 18
AND 19, OF PARCEL, MAPS, RECORDS OF RIVERSIDE COUNTY,
CALIFORNIA.
ALSO EXCEPTING THEREFROM ALL THAT PORTION THEREOF LYING WITHIN
SOUTH PALM CANYON DRIVE.
• • 272557
CANYON COVE LOTS (TRACT 16149) 'LEGAL DESCRIPTION
LOTS 1 THROUGH 74, BOTH INCLUSIVE, OF TRACT 16149, AS SHOWN BY MAP
ON FILE,.2N BOOK 116 PAGES 3 THROUGH 8, BOTH INCLUSIVE, OF, MAPS,
RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, AND AS AMENDED BY
CERTIPIC.ATE OF CORRECTION RECORDED JANUARY 8, 1981 AS INSTRUMENT
NOS. 3024 AND 3025 AND RECORDED MARCH 29, 1982 AS INSTRUMENT NOS .
52094 AND 52095 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
t�J
EXHIBIT "B"
DESCRIPTION OF PROJECT
Canyon Park Resort & Spa will include guard-gated residential
enclaves for up to 400 homes; up to a 400-room luxury hotel; a
health and fitness complex; an 18-hole regulation length golf
course, driving range and a clubhouse; tennis complex with a
clubhouse and a youth facility. An upscale retail and restaurant
complex, meeting rooms and banquet facilities will compliment this
unique destination resort.
The Canyon Park Resort & Spa project is planned to be
developed on approximately 340 acres of the total acres defined
under the Specific Plan. Tne project site is located in the
southern portion of City of Palm Springs on the South Palm Canyon
Drive between Murray Canyon Drive and the southern boundary of City
of Palm Springs.
The following describes uses under the Specific Plan:
Single Family Residential.
400 - Single Family Homes (minimum 2 ,500 s. f. each)
Multi Family Residential
60 units - Multi Family
Guest Facilities
400-room luxury hotel up to 1,250, 000 s. f. inclusive of a health
and fitness center; retail and restaurant complex up to 91, 800 s. f.
Recreational Facilities
18-hole first-class golf course with minimum of 6, 500 yds. Also a
clubhouse of up to 36 , 600 s. f. and a driving range.
Other
Up to 30 acres of lakes and water features in and around the hotel,
golf course, and homesites.
2)zss7
EXHIBIT "C"
EXISTING DEVELOPMENT APPROVALS
1. General Plan
2 . Specific. Plan
3 . Redevelopment :Plan
4 . Palm Springs Municipal Code
5 . Palm Springs Zoning Code
G. PDD
EXHIBIT "C"
TO DEVELOPMENT AGREEMENT
272557
EXHIBIT "D"
ESTOPPEL CERTIFICATE
Date Requested:
Date of Certificate:
On City of Palm Springs approved the
"Development Agreement between the Canyon Development, a California
General Partnership and City of Palm Springs" (the "Development
Agreement") .
This Estoppel Certificate certifies that, as of the "Date of
Certificate" set forth above:
[CHECK WHERE APPLICABLE]
[ 1 1. The Development Agreement remains binding and effective:
[ ] 2. . The Development has not been amended;
[ ] 3 . The Development Agreement has been amended in the
following aspects:
[ ] 4 . Neither Owner nor any of its successors is in default
under the Development Agreement;
[ ] 5. The following defaults exist under the Development
Agreement:
This Estoppel Certificate may be relied upon by an transferee
or mortgagee of any interest in the property which is the subject
of the Development Agreement.
CITY OF PALM SPRINGS
By:
Planning Director
EXHIBIT "D"
TO DEVELOPMENT AGREEMENT
272557
�W�S.y IVVI
EXHIBIT "E"
RECORDING REQUESTED BY AND
WHEN RECORDED, MAIL TO:
The City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Attn: City Attorney
pace a oTe line for ecor er s Use y
ASSUMPTION AGREEMENT
THIS ASSUMPTION AGREEMENT (this "Agreement" ) is made and
entered into as of the day of 19_, by and
between a
( "Transferee" ) , and THE CITY
OF PALM SPRINGS, a Municipal Corporation ( "City") .
RECITALS:
A. Canyon Development, a California General Partnership, and
the City of Palm Springs entered into that certain Development
Agreement dated , 199_ (the "Original Development
Agreement") , with respect to certain real property located in the
City of Palm Springs, County of Los Angeles, State of California,
as described therein (the "Entire Property") . Said Original
Development Agreement was recorded on 1 19 as
Instrument No. in the Official Records of Riverside County,
California. (If applicable : Said Original Development Agreement
has been amended by that certain Amendment to Development
Agreement dated , 19 executed by and between
and the City which was recorded on
19 as Instrument No. in the Official Records of Riverside
County, California. The terms "Development Agreement" shall mean
the Original Development Agreement as so amended. )
B. Pursuant to that certain document entitled
it dated _ , 19_ executed by
and recorded on 19 as Instrument
No. in the Official Records of Riverside County, California,
Transferee has acquired ownership of that certain portion of the
Entire Property as described in Exhibit "A" which is attached
hereto and incorporated by reference, and which portion is
hereinafter referred to as the "Transferee' s Property" .
Transferee' s Property shall remain subject to the terms and
conditions of the Development Agreement as set forth herein.
EXHIBIT "E"
TO DEVELOPMENT AGREEMENT
F32\053\0140V-0022\2078154.4 01/19/94
2'7255'7
T C'
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C. All capitalized terms herein shall have the same meaning
as set forth in the Development Agreement .
NOW, THEREFORE, the parties agree as follows :
1 . Effective Date. The effective date of this Agreement
shall be the date this Agreement is recorded in the Official
Records of the County Recorder of Riverside County, California (the
"Effective Date" ) . This Agreement shall not be effective until
the Effective Date .
2 . Rights under Development Agreement_ Pursuant to Section
of the Development Agreement, Transferee has acquired all right,
title and interest as Owner under the Development Agreement to the
extent such right, title and interest is applicable to Transferee' s
Property.
3 . Assumption. Transferee hereby assumes and agrees to
perform all of the obligations of Owner set forth in the
Development Agreement to the extent such obligations are applicable
to Transferee' s Property.
4 . Status of Owner' s Defaults . As of 19 , City
represents to Transferee (i) that an Owner' s Default applicable to
Transferees' Property exists under the Development Agreement as
follows :
and/or (ii) that the following breach, default, or omission by
Owner has occurred that with ncti.ce or passage of time will
constitute an Owner' s Default applicable to Transferees' Property
under the Development Agreement :
5 . Binding Effect. This Agreement, and each and all of the
provisions hereof, shall inure to the benefit of, or bind, as the
case may require, the parties hereto, and as well, their respective
successors and assigns.
6 . Execution in Counternart . This Agreement may be
executed in several counterparts, each of which shall be an
original and all of which shall constitute but one and the same
instrument.
FS2\059\O140E40022\ M154.4 01/18/94 -2-
235)G1,3
IN WITNESS WHEREOF, the parties hereto have enterer_' into this
Agreement as of the day and year first above written.
Transferee
City
CITY OF PALM SPRINGS
By: _
Mayor
ATTEST:
City Clerk
APPROVED AS TO FORM:
By:
City Attorney
FS2\053\014084-0022F2078154 4 01/18/94 -3 -
• 2'72557
a
STATE OF CALIFORNIA )
ss .
COUNTY OF )
On the day of _ 19 , before me, the
undersigned, a Notary Public, in and for said State and County,
personally appeared personally known
to me (or proved to me on the basis of satisfactory evidence) to be
the person who executed the within instrument as the
on behalf of the CITY OF PALM SPRINGS, the
municipal corporation therein named, and acknowledged to me that
such corporation executed the within instrument pursuant to its
bylaws or a resolution of its board of directors .
WITNESS my hand and official seal .
Notary Public
(SEAL)
F82\053\014094-0022\2073154.4 01/19/94 -4-
2`J255'7
STAiR OF CALIFORNIA )
ss .
COUNTY OF )
On the day of 19 , before me,
the undersigned, a Notary Public, in and for said State and County,
personally appeared
personally known to me (or proved to me on the basis of.
satisfactory evidence) to be the person (s) whose name (s) is/are
subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized
capacity (ies) , and that by his/her./their signature (s) on the
instrument the person (s) , or the entity upon behalf of which such
person (s) acted, executed the instrument .
WITNESS my hand and official seal .
(SEAL) Rotary Public
F52\053\014M-0022=78154.4 01/18/94 -5-