HomeMy WebLinkAboutRecorded Doc 2016-404 20166-404 PLEASE COMPLETE THIS INFORMATION 2016-0455427
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Peter Aldana
Assessor
--Counnt1y Clerk-RecorderCity
Attn C City f Cathedral City I .. I _ I
68700 Avenida Lalo Guerrero , R A Exam: J
Cathedral City, CA 92234
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EXEMPT FROM RECORDER FEES PURSUANT TO
GOV. CODE § 27383
First Amendment to Purchase and Performance Agreement
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FIRST AMENDMENT TO
PURCHASE AND PERFORMANCE
AGREEMENT
by and between
VERANO RECOVERY, LLC
and
CITY OF CATHEDRAL CITY
Dated (5- : v i - , 2016
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FIRST AMENDMENT TO PURCHASE AND PERFORMANCE AGREEMENT
[VERANO, Rio Vista Village Specific Plan]
This First Amendment to Purchase and Performance Agreement ("First
Amendment"), which is dated for reference as indicated on the cover page, is hereby
entered into by and between Verano Recovery, LLC a California limited liability
corporation ("Developer") and City of Cathedral City, a California general law city and
municipal corporation ("City"), on the following terms and conditions. Developer and
City are sometimes individually referred to as "Party" or collectively as "Parties".
RECITALS
A. City and Verano entered into that certain Purchase and Performance
Agreement dated June 2, 2015, and recorded in the official records of the County of
Riverside as Instrument No. 2015-0422082 ("Purchase Agreement"). The Purchase
Agreement relates to the development of a residential community commonly known as
Verano located within the boundary of Rio Vista Village Specific Plan. All terms in this
First Amendment have the meaning ascribed in the Purchase Agreement, unless
expressly defined herein.
B. The Parties have agreed that satisfaction of the conditions of the
Purchase Agreement will best be facilitated by amending certain of the terms and
conditions of the Purchase Agreement as provided in this First Amendment.
OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the promises made and recited herein,
the parties do hereby enter into this First Amendment which modifies and amends the
Agreement as follows:
1. AMENDMENTS. The Purchase Agreement is hereby modified and
amended as follows:
1.1 Section 3.1 Phase 1: Actions to be Taken by End of First Year.
Section 3.1 of the Purchase Agreement is hereby amended to read as follows:
"3.1. Phase 1: Actions to be Taken by December 31, 2017. The
Developer shall cause all of the following actions to be taken by December
31, 2017, unless the action expressly states a different deadline for the
action:"
1.2 Section 3.1.1. Monuments. Section 3.1.1. of the Purchase
Agreement is hereby amended to read as follows:
"3.1.1. Monuments. Developer shall verify existing monuments, remove
and correctly reinstall erroneous monuments, and shall install missing
monuments in all areas of completed construction of Tract 28639-1 by
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December 31, 2017. Developer shall install monuments in the remaining
portion of Tract 28639-1, and for Tentative Map 32559 and Tentative
Parcel Map 34148, upon the first Certificate of Occupancy for each
construction phase undertaken therein."
1.3 Section 3.1.2. Public Streets Improvements. A new subsection
"c." is hereby added to Section 3.1.2 of the Purchase Agreement as follows:
"3.1.2.c. Developer shall complete Rio Vista Drive and all other street
improvements in areas of completed construction of Tract 28639-1 by
December 31, 2017. Developer shall complete street improvements in the
remaining portion of Tract 28639-1 , and for Tentative Map 32559 and
Tentative Parcel Map 34148, on a block by block basis corresponding to
the construction of residential units for the block. However, Developer
shall have up to, but not in excess of, one (1) calendar year to complete
street improvements to the standards established in Section 3.1.2 above
after issuance of the first Certificate of Occupancy for each block."
1.4 Section 3.1.3. Alley Improvements. Section 3.1.3 of the
Purchase Agreement is hereby amended to read as follows:
"3.1.3 Alley Improvement. All constructed and completed alleys on Lots
AA through EE, inclusive, Lots LL through PP, inclusive, and Lot GG, and
a portion of Lot FF in the Project shall be deeded to and maintained as
noted in Section 3.1.2 above. Developer shall complete all alley
improvements in areas of completed construction of Tract 28639-1 by
December 31, 2017. Developer shall complete alley improvements in the
remaining portion of Tract 28639-1, and for Tentative Map 32559 and
Tentative Parcel Map 34148, on a block by block basis corresponding to
the construction of residential units for the block. However, Developer
shall have up to, but not in excess of, one (1) calendar year to complete
alley improvements to the standards established in Section 3.1.2 above
after issuance of the first Certificate of Occupancy for each block."
1.5 Section 3.1.4 Construction Improvements for the Completed
Construction Area. Section 3.1.4 of the Purchase Agreement is hereby amended as
follows: The clause "... to be completed within the first anniversary year (Phase A) ..."
is hereby deleted and the following clause inserted in its place — "... to be completed by
December 31, 2017 ...".
1.6 Section 3.1.5. Sand Removal. Section 3.1.5 of the Purchase
Agreement is hereby amended as follows:
3.1.5 Sand Removal Within the first anniversary year (Phase A), the
Developer shall cause the blown sand that has accumulated in the public
spaces within the Project Area boundaries as of the Effective Date to be
removed and properly disposed of in accordance with all applicable laws.
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The Developer shall remove and properly dispose of the blown sand that
is within the public spaces of the Project Property for the term of the
Agreement. In addition, in order to deter the formation of sand dunes, the
Developer shall cause all existing chain link green fabrics and wooden
snow fences in the Project Area to be removed and replaced with a sand
deterrent acceptable to the City.
A new subsection "a" is hereby added to Section 3.1.5 as follows:
"3.1.5.a." The same removal and deterrence actions required in Section
3.1.5 above shall become an ongoing obligation of the HOA after
Developer completes and City accepts improvements within each
separate Phase of the Project.
1.7 Section 3.1.7. Club House Improvements. A new subsection "a"
is hereby added to Section 3.1.7 of the Purchase Agreement as follows:
"3.1.7.a. Developer and City agree that the Phase 1 Remodeling has
been substantially completed and that the required exterior landscaping
and completion of the Phase 1 Pool and Spa (collectively "Remaining
Remodel Items") remain to be completed. Developer shall complete the
Remaining Remodel Items, and open the Club House, pool and spa for
residents by the earlier of the issuance of the 300th Certificate of
Occupancy (inclusive of the one hundred thirty-seven (137) existing
residences) for the Project or March 31, 2018, whichever is the first to
occur."
1.8 3.1.8. Circle Park. A new Section 3.1.8 is hereby added to the
Purchase Agreement as follows:
"3.1.7.b. Developer and City agree that the Circle Park has been
substantially completed; however, the level of improvements and
landscape refurbishment is subject to a landscape and irrigation plan
(Improvement Plan) approved per the City approval process. The Parties
will mutually agree on a punch-list of remaining items to be completed
("Park Punch List Items") in conjunction with the preparation of the
Improvement Plan and approvals. Developer shall complete the Park
Punch List Items and implementation of the newly-approved Improvement
Plan lands by the earlier of the issuance of the 300th Certificate of
Occupancy (inclusive of the one hundred thirty-seven (137) existing
residences) for the Project or March 31, 2018, whichever is the first to
occur."
1.9 Section 3.2. Phase 2: Actions to be Taken by End of Fifth
Year. Section 3.2 of the Purchase Agreement is hereby amended to read as follows:
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"Section 3.2. Phase 2: Action to be Taken by End of Fifth Year. Unless
another deadline is expressly provided for below, the Developer shall
cause the following actions to be taken prior to June 30, 2020:"
1.10 Section 3.2.1. Remaining Club House Improvements. A new
subsection "a" is hereby added to Section 3.2.1 of the Purchase Agreement as follows:
"3.2.1.a" Developer shall complete the Phase 2 Remainder Improvements
to the Club House parcel by June 20, 2020.
1.11 Section 3.2.2. Backbone Street Infrastructure. A new
subsection "a' is hereby added to Section 3.2.2 of the Purchase Agreement as follows:
"3.2.2.a. Developer shall complete all street improvements identified in
Section 3.2.2 and Exhibit F for Phase 2 of the Project on a block by block
basis corresponding to the construction of residential units for the block.
However, Developer shall have up to, but not in excess of, one (1)
calendar year to complete these street improvements to the standards
established in Section 3.2.2 and Exhibit F after issuance of the first
Certificate of Occupancy for each block."
1.12 Section 9.15.4 Effect of Assignment. Section 9.15.4 of the
Purchase Agreement is hereby amended to read as follows:
"9.15.4. Effect of Assignment. Upon Assignment and approval of that
Assignment, as provided in Section 9.15, such Assignee shall, with the
prior consent of City, either (a) be entitled to all of the rights and be
subject to all of the obligations as set forth in this Agreement, as such
rights and obligations apply specifically, either wholly or pro-rata, to that
portion of the Project to which Assignee has acquired an interest as the
result of such Assignment; or (b) be entitled to such of the rights and be
subject to such of the obligations set forth in this Agreement as are
expressly identified in the Assignment and related to that portion of the
Project to which Assignee has acquired an interest as a result of such
Assignment.
1.13 New Section 9.15.5 Effect of Default. A new section 9.15.5 is
hereby added to the Purchase Agreement as follows:
"9.15.5 Effect of Default. Any default by the Developer in the terms or
conditions of this Agreement or in the Project Approvals, existing at the
time of assignment of any of its rights and obligations hereunder, shall
remain the obligation of the Developer, unless the Assignee expressly
accepts such obligation and the City expressly approves the assignment
of such obligation. Any default by the Assignee in the terms or conditions
of this Agreement or in the Project Approvals, occurring after the time of
assignment of any rights and obligations of the Developer to the Assignee,
shall be solely the responsibility of that Assignee, and shall not be deemed
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to be a default by either the Developer or any other Assignee and shall not
affect the rights occurring to any other portion of the Project Property
pursuant to this Agreement or the Project Approvals.
2. GENERAL PROVISIONS.
2.1 Remainder Unchanged. Except as specifically modified and
amended in this First Amendment, the Agreement remains in full force and effect and
binding upon the parties.
2.2 Integration. This First Amendment consists of pages 1 through 6
inclusive, which constitute the entire understanding and agreement of the parties and
supersedes all negotiations or previous agreements between the parties with respect to
all or any part of the transaction discussed in this First Amendment.
2.3 Effective Date / Conditions Precedent. This First Amendment
shall not become effective and binding upon the Parties unless and until the following
conditions precedent have occurred:
2.3.1 The Parties have approved and duly executed the First
Amendment;
2.3.2 Developer must have paid its outstanding debt to the City by
delivery of $179,831 in immediately available and good and
sufficient funds to City. City will prepare and record the
necessary reconveyances of the Deeds of Trust securing
this debt within five (5) days of receiving payment.
2.3.3 This First Amendment has been recorded in the official
records of the Officer of the Riverside County Recorder.
2.4 Applicable Law. The laws of the State of California shall govern
the interpretation and enforcement of this First Amendment.
2.5 References. All references to the Agreement include all their
respective terms and provisions. All defined terms utilized in this First Amendment have
the same meaning as provided in the Agreement, unless expressly stated to the
contrary in this First Amendment.
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IN WITNESS WHEREOF, the parties hereto have executed this First
Amendment to the Agreement on the date and year first written above.
CITY OF CATHEDRAL CITY
`Charles P. McClendon
City Manager
ATTEST:
r41111W+
Gary F. Ho ell, City I= '1'
APPROVED AS TO FORM
Eric S. Vail, City Attorney
DEVELOPER
Verano Recoverry„LLC-
j
By.Name: , v c A\ m 4
Title: rv , e \c,lO \ Eomm ; i s Cc
<4\610,C ‘r> INA ('
By: J
Name:
Title:
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document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA /p/
COUNTY OF 44-1- 14198 r
11 QJP L pp /►/
On 1a_ 1d/G before me,4,4uSi l'(a tavlc. + ersondlly appeareda►gaj 1. /0,1144,6/proved to me on the
basis f satisfactory evidence to be the person(sYwhose names(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and
correct.
WITNESS my hand and official se C ' . 1
Norart
Signature: . to v
; crrm.Excites Nov. Lu'E
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