Agenda packet — La Quinta City Council, March 5, 2024 (part 5 of 5)

GENERAL

1. The applicant agrees to defend, indemnify and hold harmless the City of La Quinta (“City”), its agents, officers and employees from any claim, action or proceeding to attack, set aside, void, or annul the approval of this Tentative Tract Map, or any Final Map recorded thereunder. The City shall have sole discretion in selecting its defense counsel. The City shall promptly notify the applicant of any claim, action or proceeding and shall cooperate fully in the defense.

2. All the following approvals shall comply with all applicable conditions and mitigation measures:

ENVIRONMENTAL ASSESSMENT 2019-0010
GENERAL PLAN AMENDMENT 2023-1000
ZONE CHANGE 2023-1000
SPECIFIC PLAN AMENDMENT 2023-0003
TENTATIVE TRACT MAP 2023-0005 (37815)
DEVELOPMENT AGREEMENT 2023-1000
In the event of any conflict(s) between approval conditions and/or provisions of these approvals, the Design and Development Director shall adjudicate the conflict by determining the precedence.

3. Within 30 days of the approval of Specific Plan Amendment 2023-0003, the applicant shall provide the City with a final amended Specific Plan in PDF format, with all redlines converted to final text.

4. Tentative Tract Map 2023-0005, and any Final Map recorded thereunder, shall comply with the requirements and standards of Government Code §§ 66410 through 66499.58 (the “Subdivision Map Act”), and Chapter 13 of the La Quinta Municipal Code (“LQMC”). The City of La Quinta’s Municipal Code can be accessed on the City’s Web Site at www.laquintaca.gov.

5. Tentative Tract Map 2023-0005 shall expire in three years from approval date, unless recorded or granted a time extension pursuant to the requirements of La Quinta Municipal Code 9.200.080 (Permit expiration and time extensions).

6. Prior to recordation of the Tentative Tract Map by the City, the applicant shall obtain any necessary clearances from the following agencies, if required:
 Riverside County Fire Marshal
 La Quinta Design and Development Department
 La Quinta Public Works Department

EXHIBIT D
930 CLICK HERE to Return to Agenda
Resolution No. 2024-XXX
Conditions of Approval - Recommended
General Plan Amendment 2023-1000; Zone Change 2023-1000; Specific Plan Amendment 2023-0003; Tentative Tract Map 2023-0005 (37815); Development Agreement 2023-1000 Project: Club At Coral Mountain
Adopted: March 5, 2024

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 Coachella Valley Water District (CVWD)
 Imperial Irrigation District (IID)
The applicant is responsible for all requirements of the permits and/or clearances from the above listed agencies.

7. Tentative Tract Map 2023-0005 is for financing purposes.

8. Developer shall reimburse the City, within thirty (30) days of presentment of the invoice, all costs and actual attorney’s fees incurred by the City Attorney to review, negotiate and/or modify any documents or instruments required by these conditions, if Developer requests that the City modify or revise any documents or instruments prepared initially by the City to effect these conditions. This obligation shall be paid in the time noted above without deduction or offset and Developer’s failure to make such payment shall be a material breach of the Conditions of Approval.

9. Developer shall reimburse the City, within thirty (30) days of presentment of the invoice, all costs and actual consultant’s fees incurred by the City for engineering and/or surveying consultants to review and/or modify any documents or instruments required by this project. This obligation shall be paid in the time noted above without deduction or offset and Developer’s failure to make such payment shall be a material breach of the Conditions of Approval.

10. In conjunction with the recordation of the Final Map, Developer shall record a covenant assuring the participation of each and every landowner in contributing its fair share of the cost of construction of a fire station to serve the project. The covenant shall be in a form acceptable to the City Attorney.

PROPERTY RIGHTS

11. Prior to issuance of any permit(s), the applicant shall acquire or confer easements and other property rights necessary for the construction or proper functioning of the proposed development. Conferred rights shall include irrevocable offers to dedicate or grant access easements to the City for emergency services, graffiti removal, and for maintenance, construction and reconstruction of essential improvements.

12. Pursuant to the aforementioned condition, conferred rights shall include approvals from the master developer over easements and other property rights necessary for construction and proper functioning of the proposed development not limited to access rights over proposed and/or existing parking, access aisles that access public streets and open space/ drainage facilities of the development. Said rights shall also include reciprocal access and reciprocal parking rights over all parcels within Tentative Tract Map 37815.
931 CLICK HERE to Return to Agenda
Resolution No. 2024-XXX
Conditions of Approval - Recommended
General Plan Amendment 2023-1000; Zone Change 2023-1000; Specific Plan Amendment 2023-0003; Tentative Tract Map 2023-0005 (37815); Development Agreement 2023-1000 Project: Club At Coral Mountain
Adopted: March 5, 2024

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13. The applicant shall offer for dedication those easements necessary for the placement of, and access to, utility lines and structures, drainage basins, mailbox clusters, and common areas on the Final Map.

14. The applicant shall cause no easement to be granted, or recorded, over any portion of the subject property between the date of approval of the Tentative Tract Map and the date of recording of any Final Map, unless such easement is approved by the City Engineer.

FINAL MAPS

15. Prior to the City’s approval of a Final Map, the applicant shall furnish accurate mylars of the Final Map.

MAINTENANCE

16. The applicant shall make provisions for the continuous and perpetual maintenance of common areas, perimeter landscaping up to the curb, access drives, sidewalks, and stormwater BMPs.

FEES AND DEPOSITS

17. The applicant shall comply with the provisions of LQMC Section 13.24.180 (Fees and Deposits). These fees include all deposits and fees required by the City for plan checking and construction inspection. Deposits and fee amounts shall be those in effect when the applicant makes application for plan check and permits.

18. The applicant shall either dedicate land or pay an in-lieu fee for parks or recreational facilities in compliance with the provisions of Chapter 13.48 (Park Dedications (Quimby Act)) prior to recordation of Final Maps for future residential tracts. 932 CLICK HERE to Return to Agenda
ORDINANCE NO. XXX

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF

LA QUINTA, CALIFORNIA, AMENDING THE ZONING MAP

TO CHANGE THE SHAPE AND ACREAGE OF

NEIGHBORHOOD COMMERCIAL, LOW DENSITY

RESIDENTIAL, AND GOLF COURSE DISTRICTS FOR
ASSESSOR’S PARCEL NOS. 764-200-076, 764-210-007,
764-210-028, 764-210-029, 766-070-003, 766-070-006, 766- 070-012, 766-070-014, 766-080-001, 766-080-002,766-080- 004 & 766-080-005
CASE NUMBER: ZONE CHANGE 2023-1000
APPLICANT: CM WAVE DEVELOPMENT LLC
WHEREAS, the City Council of the City of La Quinta, California did, on March 5, 2024, hold a duly noticed Public Hearing, to consider a request by CM Wave Development LLC for approval of General Plan Amendment 2023-1000, Zone Change 2023-1000, Specific Plan Amendment 2023-0003, Tentative Tract Map 2023-0005 and Development Agreement 2023-1000, and specifically the Zone Change would amend the Zoning Map distribution and acreage of Neighborhood Commercial, Low Density Residential, Parks and Recreation Districts for Assessor’s Parcel Nos. 764-200-076, 764-210-007, 764-210- 028, 764-210-029, 766-070-003, 766-070-006, 766-070-012, 766-070-014, 766-080-001, 766-080-002,766-080-004 & 766-080-005; and
WHEREAS, the Specific Plan Amendment, General Plan Amendment, and Tentative Tract Map are being adopted by separate Resolution, and the Development Agreement is being adopted by separate ordinance in accordance with state law; and WHEREAS, the Design and Development Department published a public hearing notice in The Desert Sun newspaper on February 23, 2024 as prescribed by the Municipal Code. Public hearing notices were also mailed to all property owners within 500 feet of the site, and emailed or mailed to all interested parties who have requested notification relating to the project; and
WHEREAS, the Planning Commission of the City of La Quinta did adopt Planning Commission Resolution 2024-004 recommending City Council adoption of said Zone Change at a duly noticed Public Hearing on the January 23, 2024; and WHEREAS, said Zone Change has complied with the requirements of “The Rules to Implement the California Environmental Quality Act of 1970” (CEQA) as amended (Resolution 83-63). The City prepared an Environmental Impact Report (SCH #2021020310) for Environmental Assessment 2019-0010. The City Council has adopted Resolution 2024-XXX certifying the Environmental Impact Report for Alternative No. 2, 933 CLICK HERE to Return to Agenda
Ordinance No. XXX
Zone Change 2023-1000
Project: Club at Coral Mountain
Adopted: Month, Date, 2024

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and making Findings to determine that the benefits of the proposed project outweigh the significant impacts associated with aesthetics, air quality, greenhouse gas emissions and traffic as it pertains to vehicle miles traveled, and adopted a Statement of Overriding Considerations as Exhibit A of said Resolution, detailing the findings in support of this determination; and
WHEREAS, at said Public Hearing, upon hearing and considering all testimony and arguments, if any, of all interested persons desiring to be heard, said City Council did make the following mandatory findings pursuant to Section 9.220.010 of the La Quinta Municipal Code to justify approval of said Zone Change [Exhibit A]:

1. The zone map change is consistent with the goals, objectives, and policies of the General Plan, as described above.

2. Approval of the zone map change will not create conditions materially detrimental to the public health, safety, and general welfare because the community will be entirely self-contained and of high quality, and will include homes, a golf course and perimeter improvements and streets consistent and complementary to improvements surrounding the site.

3. The zone map change is compatible with the zoning on adjacent properties as it continues the pattern of master planned communities envisioned in the General Plan for southern areas of La Quinta.

4. The zone map change is suitable and appropriate for the subject property because the property is essentially flat, and the same land uses as currently permitted will be developed.

5. Approval of the zone map change is warranted because the configuration of uses has marginally changed, and consistency with the conceptual plan for the project is required.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LA QUINTA DOES ORDAIN as follows:

SECTION 2. EFFECTIVE DATE: This Ordinance shall be in full force and effect thirty (30) days after its adoption.
934 CLICK HERE to Return to Agenda
Ordinance No. XXX
Zone Change 2023-1000
Project: Club at Coral Mountain
Adopted: Month, Date, 2024

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SECTION 3. POSTING: The City Clerk shall, within 15 days after passage of this Ordinance, cause it to be posted in at least three public places designated by resolution of the City Council, shall certify to the adoption and posting of this Ordinance, and shall cause this Ordinance and its certification, together with proof of posting to be entered into the permanent record of Ordinances of the City of La Quinta.

SECTION 4. CORRECTIVE AMENDMENTS: the City Council does hereby grant the City Clerk the ability to make minor amendments and corrections of typographical or clerical errors to this Ordinance to ensure consistency of all approved text amendments prior to the publication in the La Quinta Municipal Code.

SECTION 5. SEVERABILITY: If any section, subsection, subdivision, sentence, clause, phrase, or portion of this Ordinance is, for any reason, held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have adopted this Ordinance and each and every section, subsection, subdivision, sentence, clause, phrase, or portion thereof, irrespective of the fact that any one or more section, subsections, subdivisions, sentences, clauses, phrases, or portions thereof be declared unconstitutional.

PASSED, APPROVED, and ADOPTED at a regular meeting of the City of La Quinta City Council, held on ________________, 2024, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
___________________________
LINDA EVANS, Mayor
City of La Quinta, California
935 CLICK HERE to Return to Agenda
Ordinance No. XXX
Zone Change 2023-1000
Project: Club at Coral Mountain
Adopted: Month, Date, 2024

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ATTEST:
_______________________________
MONIKA RADEVA, City Clerk
City of La Quinta, California
APPROVED AS TO FORM:
_______________________________
WILLIAM H. IHRKE, City Attorney
City of La Quinta, California
936 CLICK HERE to Return to Agenda
58TH AVENUE
60TH AVENUE

MADISON STREET

CALLE CONCHITA
58TH AVENUE
60TH AVENUE

MADISON STREET

CALLE CONCHITA

ZONING MAP AMENDMENT

DATA TABLE
EXHIBIT DATE: NOVEMBER 1, 2023

APPLICANT /

IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA MSA CONSULTING ,INC.

Civil Engineering Land Surveying Landscape Architecture Planning Environmental Services Dry Utility Coordination GIS 34200 Bob Hope Drive Rancho Mirage, CA 92270 | 760.320.9811 | MSAConsulti FOR TENTATIVE TRACT MAP NO. 37815
LAND OWNER:

CM WAVE DEVELOPMENT, LLC.

ADDRESS: 2440 JUNCTION PLACE, SUITE 200
BOULDER, COLORADO 80301
CONTACT: GARRETT SIMON TELEPHONE: (970) 596-6642
EXHIBIT PREPARER: MSA CONSULTING, INC.

ADDRESS: 34200 BOB HOPE DRIVE
RANCHO MIRAGE, CALIFORNIA 92270
CONTACT: PAUL DEPALATIS, AICP TELEPHONE: (760) 320-9811 ASSESSOR'S PARCEL NUMBER:
764-200-076, 764-210-007, 764-210-028, 764-210-029, 766-070-003, 766-070-006, 766-070-012, 766-070-014, LEGAL DESCRIPTION:

PORTIONS OF SECTIONS 27 & 28, TOWNSHIP 6 SOUTH, RANGE 7 EAST, SAN BERNARDINO MERIDIAN. 766-080-001, 766-080-002, 766-080-004 & 766-080-005
N.T.S.

VICINITY MAP
SITE
58TH AVENUE
60TH AVENUE
AIRPORT BLVD.
54TH AVENUE MADISON STREET JEFFERSON ST.
52ND AVENUE MONROE ST. JACKSON

CITY OF

COUNTY OF

LA QUINTA

RIVERSIDE STREET

EXISTING ZONING

GC GOLF COURSE

CN NEIGHBORHOOD COMMERCIAL

RL LOW DENSITY RESIDENTIAL

PROPOSED ZONING

GC GOLF COURSE

CN NEIGHBORHOOD COMMERCIAL

RL LOW DENSITY RESIDENTIAL
NOTE : THIS ZONING MAP AMENDMENT

WILL ONLY REFINE EXISTING ZONE

BOUNDARIES WITHIN THE WEST TRACT
SPECIFIC PLAN 03-067. ALL EXISTING

ZONING DESIGNATIONS FOR THE WEST
TRACT WILL REMAIN UNALTERED.

EXHIBIT A
ORDINANCE NO. XXX
ZONE CHANGE 2023-1000
PROJECT: CLUB AT CORAL MOUNTAIN
937 CLICK HERE to Return to Agenda
ORDINANCE NO. XXX

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF

LA QUINTA, CALIFORNIA, APPROVING A

DEVELOPMENT AGREEMENT BY AND BETWEEN THE

CITY OF LA QUINTA AND CM WAVE DEVELOPMENT LLC

RELATING TO THE CLUB AT CORAL MOUNTAIN AND

FINDING THAT THE PROJECT IS CONSISTENT WITH
ENVIRONMENTAL ASSESSMENT 2019-0010
CASE NUMBER:

DEVELOPMENT AGREEMENT 2023-1000
APPLICANT: CM WAVE DEVELOPMENT LLC
WHEREAS, the City Council of the City of La Quinta, California did, on March 5, 2024, hold a duly noticed Public Hearing to consider a request by CM Wave Development LLC for approval of General Plan Amendment 2023-1000, Zone Change 2023-1000, Specific Plan Amendment 2023-0003, Tentative Tract Map 2023-0005 and Development Agreement 2023-1000, for the Club at Coral Mountain project, a master planned community on 386 acres of a 929 acre area located south of Avenue 58, north of Avenue 60, and east and west of Madison Street, more particularly described as:

Assessor Parcel Numbers (APNs):
764-200-076, 764-210-007, 764-210-028, 764-210-029, 766-070-003, 766-070- 006, 766-070-012, 766-070-014, 766-080-001, 766-080-002,766-080-004 & 766-080- 005
WHEREAS, the Specific Plan Amendment, General Plan Amendment, and Tentative Tract Map are being adopted by separate Resolution and the Zone Change is being adopted by separate ordinance in accordance with state law; and WHEREAS, California Government Code Section 65864 et seq. (the "Development Agreement Law") authorizes cities to enter into binding development agreements with persons having a legal or equitable interest in real property for the development of such property, all for the purpose of strengthening the public planning process, encouraging private participation and comprehensive planning, and identifying the economic costs of such development; and
WHEREAS, the Design and Development Department published a public hearing notice in The Desert Sun newspaper on February 23, 2024 as prescribed by the Municipal Code. Public hearing notices were also mailed to all property owners within 500 feet of the site, and emailed or mailed to all interested parties who have requested notification relating to the project; and
WHEREAS, the Planning Commission of the City of La Quinta, California did, on January 23, 2024, hold a duly noticed Public Hearing to consider this request and did 938 CLICK HERE to Return to Agenda
Ordinance No. XXX
Development Agreement 2023-1000
Project: Club at Coral Mountain
Adopted: Month, Date, 2024

Page 2 of 4 ends

adopt Planning Commission Resolution 2024-004 recommending approval of the Development Agreement; and
WHEREAS, said Development Agreement has complied with the requirements of “The Rules to Implement the California Environmental Quality Act of 1970” (CEQA) as amended (Resolution 1983-63). The City prepared an Environmental Impact Report (SCH #2021020310) for Environmental Assessment 2019-0010. The City Council has adopted Resolution No. 2024-XXX certifying the Environmental Impact Report for Alternative No. 2 and making Findings to determine that the benefits of the proposed project outweigh the significant impacts associated with aesthetics, air quality, greenhouse gas emissions and traffic as it pertains to vehicle miles traveled, and adopted a Statement of Overriding Considerations as Exhibit A of said Resolution, detailing the findings in support of this determination; and
WHEREAS, at said Public Hearing, upon hearing and considering all testimony and arguments, if any, of all interested persons desiring to be heard, said City Council did make the following mandatory findings pursuant to Section 9.250.020 of the La Quinta Municipal Code to justify approval of said Development Agreement, included to this Resolution as Exhibit A, and incorporated herewith by this reference:

1. The Development Agreement is consistent with the objectives, policies, general land uses, and programs specified in the General Plan and the Andalusia Specific Plan, Amendment No. 5.

2. The Development Agreement is compatible with the uses authorized in and the regulations prescribed in the Andalusia Specific Plan and implements the Specific Plan’s design features.

3. The Development Agreement is in conformity with the public necessity, public convenience, general welfare, and good land use practices because it will create a revenue stream to assure that public safety costs incurred by the City for the project will be paid for by the project.

4. The Development Agreement will not be detrimental to the health, safety, and general welfare, as it provides for the long term ordered development of a master planned community.

5. The Development Agreement will not adversely affect the orderly development of property or the preservation of property values insofar as it will ensure that development occurring on the site will generate revenues and assure high quality development.

6. The Development Agreement will have a positive fiscal impact on the city by paying mitigation fees for services it requires, and additional Transient Occupancy Tax and Sales Tax revenues.
939 CLICK HERE to Return to Agenda
Ordinance No. XXX
Development Agreement 2023-1000
Project: Club at Coral Mountain
Adopted: Month, Date, 2024

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NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LA QUINTA DOES ORDAIN as follows:

SECTION 1. FINDINGS AND APPROVAL: That the above recitations are true and constitute the Findings of the City Council in this case, and that the City Council hereby approves and incorporates herein by this reference Development Agreement 2023-1000 by the adoption of this Ordinance and authorizes the City Manager to execute the same in substantially the form presented to the City Council with the adoption of this Ordinance.

SECTION 2. EFFECTIVE DATE: This Ordinance shall be in full force and effect thirty (30) days after its adoption.

SECTION 4. CORRECTIVE AMENDMENTS: The City Council does hereby grant the City Clerk the ability to make minor amendments and corrections of typographical or clerical errors to this Ordinance to ensure consistency of all approved text amendments prior to the publication in the La Quinta Municipal Code.

PASSED, APPROVED, and ADOPTED at a regular meeting of the City of La Quinta City Council, held on ________________, 2024, by the following vote:
940 CLICK HERE to Return to Agenda
Ordinance No. XXX
Development Agreement 2023-1000
Project: Club at Coral Mountain
Adopted: Month, Date, 2024

Page 4 of 4 ends

AYES:

NOES:

ABSENT:

ABSTAIN:

_________________________
LINDA EVANS, Mayor
City of La Quinta, California
ATTEST:
__________________________
MONIKA RADEVA, City Clerk
City of La Quinta, California
APPROVED AS TO FORM:
___________________________
WILLIAM H. IHRKE, City Attorney
City of La Quinta, California
941 CLICK HERE to Return to Agenda

RECORDING REQUESTED BY AND

WHEN RECORDED MAIL TO
City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
Attn: City Clerk
Space Above This Line for Recorder’s Use
(Exempt from Recording Fee per Gov’t Code §6103
and §27383)

DEVELOPMENT AGREEMENT BY AND BETWEEN
THE

CITY OF LA QUINTA
AND

CM WAVE DEVELOPMENT LLC
ORDINANCE NO. XXX
DEVELOPMENT AGREEMENT 2023-1000
ADOPTED: MONTH, DATE, 2024

EXHIBIT A
942 CLICK HERE to Return to Agenda
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DEVELOPMENT AGREEMENT
This Development Agreement (the “Agreement”) is entered into as of the __ day of _______________, 2024 (“Reference Date”), by and between the CITY OF LA QUINTA, a California municipal corporation and charter city organized and existing under the Constitution of the State of the California (“City”), and CM Wave Development LLC, a Delaware limited liability company (“Developer”), with reference to the following:

RECITALS:

A. Government Code Section 65864 et seq. (“Development Agreement Act”) authorizes City to enter into a binding development agreement for the development of real property within its jurisdiction with persons having legal or equitable interest in such real property.

B. Pursuant to Section 65865 of the Government Code, City has adopted its Development Agreement Ordinance (La Quinta Municipal Code Section 9.250.030) establishing procedures and requirements for such development agreements (“Development Agreement Ordinance”).

C. Developer owns certain real property, consisting of approximately 386 acres, located south of Avenue 58, north of Avenue 60, and west of Madison Street, in the City of La Quinta, County of Riverside, State of California, as more particularly described in Exhibit “A” attached hereto and shown on the Site Map attached hereto as Exhibit “B” (the “Site”); and Developer has proposed to develop a master-planned residential community with up to 750 homes, an 18-hole golf course and other open space and private recreational amenities, , and up to 60,000 square feet of neighborhood commercial uses (collectively, the “Project”). The Project is more fully described in, and subject to (i) this Agreement, (ii) the Andalusia Specific Plan (Specific Plan No. SP 03-067), as amended by Amendment No. 5 (“Specific Plan”); (iii) the Environmental Impact Report prepared for the Project, approved and certified by the City Council on __________, by City Council Resolution No. ________ (the “EIR”); (iv) General Plan Amendment No. GPA 2023-____; (v) Zone Change No. ZC 2023-____; (vi) Tentative Tract Map No. TTM 2023-____; and (vii) any future discretionary or ministerial approvals and/or permits issued for the Project (collectively, the “Project Site Development Permits”); (viii) any future subdivision maps approved for the Project (collectively, the “Future Tract Maps”); and (ix) the conditions of approval associated with each and all of the foregoing approvals (collectively, the “Conditions of Approval”). The documents, permits, approvals, and conditions described in the foregoing clauses (i)-(ix) are collectively referred to herein as the “Project Approvals,” and are, or when approved or issued shall be, on file with the City Clerk.

D. The Project and the Site constitute and affect only a portion of the property subject to Specific Plan No. SP 03-067, and neither this Agreement nor any other aspect of the Project Approvals shall impose any conditions, restrictions, or mitigation measures on the other portion of property subject to Specific Plan No. SP 03-067 located on the east side of Madison Street (the “Andalusia Country Club Project”).

E. Developer owns fee simple title to the Site, and by their execution of this Agreement, City and Developer consent to recordation of this Agreement against the Site. 943 CLICK HERE to Return to Agenda
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F. Consistent with Section 9.250.030 of the La Quinta Municipal Code, City and Developer desire to enter into a binding agreement that shall be construed as a development agreement within the meaning of the Development Agreement Act. This Agreement will eliminate uncertainty in planning for and secure the orderly development of the Project, ensure a desirable and functional community environment, provide effective and efficient development of public facilities, infrastructure, and services appropriate for the development of the Project, and assure attainment of the maximum effective utilization of resources within the City, by achieving the goals and purposes of the Development Agreement Act. In exchange for these benefits to City, Developer desires to receive the assurance that it may proceed with development of the Project in accordance with the terms and conditions of this Agreement and the Project Approvals, all as more particularly set forth herein.

G. The Planning Commission and the City Council have determined that the Project and this Agreement are consistent with the City’s General Plan and the Specific Plan, including the goals and objectives thereof.

H. All actions taken by City have been duly taken in accordance with all applicable legal requirements, including the California Environmental Quality Act (Public Resources Code Section 21000, et seq.) (“CEQA”), and all other requirements for notice, public hearings, findings, votes and other procedural matters.

I. On _________, 2024, the City Council adopted its Ordinance No. ___ approving this Agreement.

AGREEMENT:

NOW, THEREFORE, in consideration of the foregoing Recitals, which are incorporated herein by this reference, the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and legal sufficiency of which is hereby acknowledged, the Parties do hereby agree as follows:

1. GENERAL

1.1 Definitions. In addition to the defined words and terms set forth elsewhere in this Agreement, the following defined words and terms shall apply:

1.1.1 “Administrative Adjustment” shall have the meaning set forth in Section

2.2.10 of this Agreement.

1.1.2 “Affiliated Party” shall have the meaning set forth in Section 1.8.3 of this Agreement.

1.1.3 “Agreement” means this Development Agreement and all amendments and modifications thereto.

1.1.4 “Annual Mitigation Payment Date” shall have the meaning set forth in Section 3.6.2 of this Agreement.
944 CLICK HERE to Return to Agenda
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1.1.5 “Applicable Rules” means the following rules, regulations, ordinances and officially adopted policies of the City of La Quinta in full force and effect as of the Effective Date of this Agreement: the City’s General Plan (as amended by GPA 2023-___), the Zoning Ordinance (as amended by Zone Change 2023-___), and the Specific Plan. Additionally, notwithstanding the language of this Section or any other language in this Agreement, all specifications, standards and policies regarding the design and construction of public works facilities, if any, shall be those that are in effect at the time the Project plans are being processed for approval and/or under construction.

1.1.6 “Assignment and Assumption Agreement” shall have the meaning set forth in Section 1.8.1 of this Agreement.

1.1.7 “CC&Rs” means the Declaration(s) of Covenants, Codes, and Restrictions, recorded against all or a portion of the Site, as set forth in Section 3.8 of this Agreement.

1.1.8 “CDFW” means the California Department of Fish and Wildlife, a state agency.

1.1.9 “CEQA” means the California Environmental Quality Act (Cal. Public Resources Code Sections 21000 et seq.) and the State CEQA Guidelines (Cal. Code of Regs., Title 14, Sections 15000 et seq.).

1.1.10 “City” means the City of La Quinta, a charter city and municipal corporation, including each and every agency, department, board, commission, authority, employee, and/or official acting under the authority of the City, including without limitation the City Council and the Planning Commission.

1.1.11 “City Council” means the City Council of the City and the legislative body of the City pursuant to California Government Code Section 65867.

1.1.12 “Conditions of Approval” shall have the meaning set forth in Recital C.

1.1.13 “Coral Mountain Annual Mitigation Fee” shall have the meaning set forth in Section 3.6.2 of this Agreement. The Coral Mountain Annual Mitigation Fee may also be referred to as the “Coral Mountain Residential Unit Fee”.

1.1.14 “CVMSHCP” means the Coachella Valley Multiple Species Habitat Conservation Program, as described in the EIR and as approved by the California Department of Fish and Wildlife with issuance of a Natural Community Conservation Plan (NCCP) Permit on September 9, 2008, and the U.S. Fish and Wildlife Service with the issuance of the final permit on October 1, 2008, for the CVMSHCP.

1.1.15 “Development Director” means the Design and Development Director for the City or designee.

1.1.16 “Developer” has the same meaning as in the preamble to this Agreement. 945 CLICK HERE to Return to Agenda
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1.1.17 “Development Agreement Act” means Section 65864 et seq., of the California Government Code.

1.1.18 “Discretionary Action” means an action which requires the exercise of judgment, deliberation or a decision on the part of City, including any board, commission, committee, or department or any officer or employee thereof, in the process of approving or disapproving a particular activity, as distinguished from an activity which merely requires City, including any board, commission or department or any officer or employee thereof, to determine whether there has been compliance with statutes, ordinances, regulations, or other adopted policies.

1.1.19 “Discretionary Permits” means any permits, approvals, plans, Future Tract Maps, inspections, certificates, documents, and licenses that require a Discretionary Action, including, without limitation, site development permits, grading permits, stockpile permits, and encroachment permits.

1.1.20 “Effective Date” shall have the meaning set forth in Section 1.3 of this Agreement.

1.1.21 “Environmental Impact Report” or “EIR” shall have the meaning set forth in Recital C of this Agreement.

1.1.22 “Finance District” shall have the meaning set forth in Section 4.4 of this Agreement.

1.1.23 “Future Tract Maps” shall have the meaning set forth in Recital C.

1.1.24 “General Plan” means the General Plan of the City.

1.1.25 “Impact Fees” means impact fees, linkage fees, exactions, assessments or fair share charges or other similar impact fees or charges imposed on and in connection with new development by City. Notwithstanding anything herein to the contrary, none of the following shall constitute Impact Fees: (i) Processing Fees, (ii) impact fees, linkage fees, exactions, assessments or fair share charges or other similar fees or charges imposed by other governmental entities and which City is required to collect or assess pursuant to applicable law, including, without limitation, school district impact fees pursuant to Government Code Section 65995, fees required pursuant to the Coachella Valley Multiple Species Habitat Conservation Plan, and the Transportation Uniform Mitigation Fee, or (c) other City-wide fees or charges of general applicability, provided that such City-wide fees or charges are not imposed as an impact fee on new development.

1.1.26 “Insubstantial Modification” shall have the meaning set forth in Section

1.6(a) of this Agreement.

1.1.27 “Ministerial Permits and Approvals” means the permits, approvals, plans, inspections, certificates, documents, licenses, and all other actions required to be taken by City in order for Developer to implement, develop and construct the Project and the Mitigation Measures, including without limitation, building permits, foundation permits, and other similar permits and approvals which are required by the La Quinta Municipal Code and Project plans and 946 CLICK HERE to Return to Agenda
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other actions required by the Project Approvals to implement the Project and the Mitigation Measures. Ministerial Permits and Approvals shall not include any Discretionary Actions or Discretionary Permits.

1.1.28 “Mitigation Measures” means the mitigation measures described in the EIR and in the Mitigation Monitoring Program approved and adopted for the Project.

1.1.29 “New Laws” means amendments or modifications to the Applicable Rules, and all ordinances, resolutions, initiatives, regulations, rules, laws, plans, policies, and guidelines of the City and its City Council, Planning Commission, and all other City boards, commissions, departments, agencies, and committees enacted or adopted after the Effective Date.

1.1.30 “Non-Assuming Transferee” shall have the meaning set forth in Section 1.8.2 of this Agreement.

1.1.31 “Operative Year” shall have the meaning set forth in Section 3.6.2 of this Agreement.

1.1.32 “Parties” means collectively Developer and City. Each shall be referred to in the singular as a “Party”.

1.1.33 “Planning Area” shall mean an area designated on the Site Map as a planning area.

1.1.34 “Planning Commission” means the City Planning Commission and the planning agency of the City pursuant to California Government Code Section 65867.

1.1.35 “Processing Fees” means all processing fees and charges required by City to cover the City’s cost of processing permits and other land use entitlements and conducing the associated inspections, including, but not limited to, fees for filing land use applications, plan check fees, inspection fees, and other processing or administrative fees. Processing Fees shall not include Impact Fees. The amount of the Processing Fees to be applied in connection with the development of the Project shall be the amount which is in effect on a City-wide basis at the time an application for the City action is made. Notwithstanding the language of this Section or any other language in this Agreement, Developer shall not be exempt from the payment of fees, if any, imposed on a City-wide basis as part of City’s program for storm water pollution abatement mandated by the Federal Water Pollution Control Act of 1972 and subsequent amendments thereto, unless a waiver of these fees is provided by City in a subsequent agreement.

1.1.36 “Project” means development of the Site as set forth in more detail in Section 3.1.

1.1.37 “Project Approvals” shall have the meaning set forth in Recital C.

1.1.38 “Public Facilities” shall have the meaning set forth in Section 4.4 of this Agreement.
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1.1.39 “Reserved Powers” means the rights and authority excepted from this Agreement’s restrictions on City’s police powers and which are instead reserved to City, its City Council, Planning Commission, and all other City boards, commissions, departments, agencies, and committees. The Reserved Powers include the powers to enact or adopt New Laws or take future Discretionary Actions after the Effective Date of this Agreement that may be in conflict with the Applicable Rules and Project Approvals, except such New Laws which would prevent, or materially impair Developer’s ability to develop the Project in accordance with the Project Approvals; provided, however, that with respect to such New Laws which would conflict with this Agreement or prevent, or materially impair Developer’s ability to develop the Project in accordance with the Project Approvals, such New Laws shall apply to the Project only if such New Laws are: (1) necessary to protect the public health and safety, and are generally applicable on a City-wide basis (except in the event of natural disasters as found by the City Council such as floods, earthquakes and similar acts of God, which shall apply even if not applicable on a Citywide basis); (2) amendments to Uniform Codes, as adopted by City, and/or the La Quinta Municipal Code, as applicable, regarding the construction, engineering and design standards for private and public improvements to be constructed on the Site; (3) required by a non-City governmental entity to be adopted by or applied by the City (or, if adoption is optional, the failure to adopt or apply such non-City law or regulation would cause the City to sustain a significant loss of funds or loss of access to significant funding or other resources), or (4) necessary to comply with state or federal laws and regulations (whether enacted previous or subsequent to the Effective Date of this Agreement).

1.1.40 “Schedule of Performance And Phasing Plan” means the schedule for the development of the Project as set forth in Exhibit “H” attached hereto and incorporated into this Agreement by this reference.

1.1.41 “Short-Term Vacation Rental(s) Regulations” means Chapter 3.25 (or successor chapter) of the La Quinta Municipal Code that governs the application, permitting, renewal, use, operation, penalties, and other provisions relating to short-term vacation rentals in the City, in effect at the time during the Term of this Agreement, except to the extent any provision in Chapter 3.25 directly conflicts with the rights vested as set forth in Section 5 of this Agreement.

1.1.42 “Site” means approximately 386 acres of real property located south of Avenue 58, north of Avenue 60, and west of Madison Street, in the City of La Quinta, County of Riverside, State of California. The Site is legally described in the Site Legal Description and depicted in the Site Map., attached hereto as Exhibits A and B, respectively.

1.1.43 “Site Development Plan” shall have the meaning set forth in Section

9.180.020 of the La Quinta Municipal Code.

1.1.44 “Site Legal Description” shall mean the legal description of the Site as set forth in Exhibit A, which is attached hereto and incorporated herein by this reference.

1.1.45 “Site Map” means the map of the Site and immediately adjacent properties, which is attached hereto as Exhibit B and incorporated herein by this reference.

1.1.46 “Specific Plan” shall have the meaning as set forth in Recital C. 948 CLICK HERE to Return to Agenda
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1.1.47 “Term” means the period of time for which the Agreement shall be effective in accordance with Section 1.2 herein.

1.1.48 “TOT” means Transient Occupancy Tax levied by the City, in accordance with Chapter 3.24 of the La Quinta Municipal Code and applicable state law, and deposited into the City’s general fund after remittance by all operators (or other entities or individuals) subject to the tax.

1.1.49 “Transferee” means individually or collectively, Developer’s successors in interest, assignees or transferees of all or any portion of the Site.

1.1.50 “Uniform Codes” means those building, electrical, mechanical, plumbing, fire and other similar regulations of a City-wide scope which are based on recommendations of a multi-state professional organization and become applicable throughout the City, such as, but not limited to, the Uniform Building Code, the Uniform Electrical Code, the Uniform Mechanical Code, Uniform Plumbing Code, or the Uniform Fire Code (including those amendments to the promulgated uniform codes which reflect local modification to implement the published recommendations of the multi-state organization and which are applicable City-wide).

1.1.51 "Vesting Date” means the later of (i) the Effective Date of this Agreement, and (ii) the running of all applicable statute of limitations and referendum petition deadlines to challenge the Project Approvals with no legal challenge or petition having been filed or submitted, or if filed or submitted, successfully resolved to the satisfaction of Developer and City.

1.1.52 “Zoning Ordinance” means Title 9 of the La Quinta Municipal Code.

1.2 Term.

The term of this Agreement shall commence on the Effective Date and shall continue for fifty (50) years thereafter, unless said term is otherwise terminated, modified, or extended by circumstances set forth in this Agreement or by mutual consent of the Parties after the satisfaction of all applicable public hearing and related procedural requirements.

1.3 Effective Date.

This Agreement shall be effective, and the obligations of the Parties hereunder shall be effective, as of __________________ (“Effective Date”), which is the date that Ordinance No. _____ takes effect.

1.4 Statement of Benefits and Consideration.

The Parties have determined that a development agreement is appropriate for the construction and operation of the Project due to the substantial benefits to be derived therefrom.

City finds and determines that the Project is in the best interests of the health, safety and general welfare of City and its residents, and that entering into this Agreement constitutes a valid, present exercise of its police power. City has undertaken the necessary proceedings, has found and determined that this Agreement is consistent with the General Plan, and has adopted Ordinance 949 CLICK HERE to Return to Agenda
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No._____ approving this Agreement. As a result of the development of the Project in accordance with this Agreement, City will receive substantial benefits.

In consideration of the substantial benefits, commitments, and consideration to be provided by Developer pursuant to this Agreement, and in order to strengthen the public planning process and reduce the economic costs of development, City hereby provides Developer assurance that Developer can proceed with the construction and operation of the Project for the Term of this Agreement pursuant to the Applicable Rules and this Agreement. Developer would not enter into this Agreement or agree to provide the public benefits, commitments and consideration described in this Agreement if it were not for the certainty provided by this Agreement that the Project can be constructed and operated during the Term of this Agreement in accordance with the Applicable Rules and this Agreement.

1.5 City CEQA Findings.

City finds that review of the environmental impacts of this Agreement, and the Project as a whole, has been conducted in accordance with the provisions of CEQA and the State and local guidelines adopted thereunder, and City has given consideration to such environmental review prior to its approval of this Agreement and the Project, and has undertaken all actions necessary to comply with CEQA.

1.6 Modification or Amendment of this Agreement.

Except as expressly stated to the contrary herein, this Agreement may be modified or amended from time to time, in whole or in part, only by mutual written consent of the Parties or their successors in interest, consistent with Government Code Section 65867-65868, the City’s Development Agreement Ordinance, and the following terms:
(a) Insubstantial Modifications. The Parties acknowledge that refinements and further development of the Project may demonstrate that minor changes are appropriate with respect to the details of the Project development and the performance of the parties under this Agreement. The parties desire to retain a certain degree of flexibility with respect to the details of the Project development and with respect to those items covered in general terms under this Agreement, and thus desire to provide a streamlined method of approving insubstantial modifications to this Agreement. Therefore, any minor modification to this Agreement which does not modify (i) the Term of this Agreement; (ii) permitted uses of the Site, (iii) maximum density or intensity of use, except as specifically allowed in the Specific Plan, (iv) provisions for the reservation or dedication of land, (v) conditions, terms, restrictions or requirements for subsequent discretionary actions, or (vi) monetary obligations of Developer (hereinafter an “Insubstantial Modification”), and that can be processed under CEQA as exempt from CEQA, or with the preparation of an Addendum to the EIR, shall not require a public hearing prior to the parties executing a modification to this Agreement. Either Party may propose an Insubstantial Modification, consent to which shall not be unreasonably withheld, conditioned, or delayed by the other Party. Upon the written request of Developer for a modification to this Agreement, the City Manager or designee shall determine, in the City Manager’s sole discretion but not to be unreasonably withheld: (1) whether the requested modification constitutes an “Insubstantial Modification,” as defined herein; (2) whether the requested modification is consistent with 950 CLICK HERE to Return to Agenda
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Applicable Rules (other than that portion of this Agreement sought to be modified); and (3) whether the requested modification tends to promote the goals of this Agreement. If the City Manager or designee determines that the requested modification is an “Insubstantial Modification” that is consistent with Applicable Rules and tends to promote the goals of this Agreement, the proposed modification will be approved by the City as an Insubstantial Modification, and a written modification will be executed by the Parties and attached to this Agreement and recorded in the Recorder’s Office. Any such Insubstantial Modification shall not be deemed an “amendment” to this Agreement under Government Code Section 65858.
(b) Substantial Amendments. Except as otherwise described in Section 1.6(a) of this Agreement, amendments to this Agreement shall be “Substantial Amendments” which require notice and a public hearing pursuant to California Government Code Section 65868. (c) Amendment Exemptions. City approval of (1) administrative adjustments to a Project Approval, as defined in Section 2.2.10 of this Agreement, in conformity with Applicable Rules and this Agreement, shall not require a modification or amendment to this Agreement and shall automatically be deemed to be incorporated into the Project and vested under this Agreement. Likewise, City approval of any minor amendments or modifications to any Exhibit to this Agreement shall not require a modification or amendment to this Agreement and shall automatically be deemed to be incorporated into this Agreement and vested hereunder. (d) Parties Required to Amend. Where a portion of Developer’s rights or obligations have been transferred, assigned, and assumed pursuant to Section 1.8 of this Agreement, the signature of the person or entity to whom such rights or obligations have been assigned shall not be required to amend this Agreement unless such amendment would materially alter the rights or obligations of such assignee/transferee hereunder. In no event shall the signature or consent of any Non-Assuming Transferee be required to amend this Agreement.

1.6.1 Effect of Amendment. Any amendment to this Agreement shall be operative only as to those specific portions of this Agreement expressly subject to the amendment, and all other terms and conditions of this Agreement shall remain in full force and effect without interruption.

1.7 Termination.

Unless terminated earlier, pursuant to the terms hereof, this Agreement shall automatically terminate and be of no further effect upon the expiration of the Term of this Agreement as set forth in Section 1.2. Termination of this Agreement, for any reason, shall not, by itself, affect any right or duty arising from entitlements or approvals set forth under the Project Approvals. As to any specific lot containing a residential dwelling within the Project, this Agreement shall terminate as to such lot upon the issuance by the City of a certificate of occupancy for the dwelling and the close of escrow of the initial sale of that dwelling, save and except only those rights and obligations expressly stated in this Agreement to survive termination. 951 CLICK HERE to Return to Agenda
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1.8 Assignment of Interests, Rights and Obligations.

Developer may transfer or assign all or any portion of its interests, rights or obligations under the Project Approvals to third parties acquiring an interest or estate in the Site, or any portion thereof, including, without limitation, purchasers or ground lessee(s) of lots, parcels or facilities, subject to the following:

1.8.1 Assignment and Assumption Agreements.
(a) In connection with the transfer or assignment by Developer of all or any portion of the Site (other than a transfer or assignment by Developer to an affiliated party, a “Mortgagee”, or a “Non-Assuming Transferee” (as defined in Section 1.8.2 below)), Developer and the transferee shall enter into a written agreement (an “Assignment and Assumption Agreement”) regarding the respective interests, rights and obligations of Developer and the transferee in and under the Project Approvals. Such Assignment and Assumption Agreement may:
(i) release Developer from obligations under the Project Approvals (including this Agreement) pertaining to that portion of the Site being transferred, as described in the Assignment and Assumption Agreement, provided that the transferee expressly assumes such obligations; (ii) transfer to the transferee vested rights to improve that portion of the Site being transferred; and (iii) address any other matter deemed by Developer to be necessary or appropriate in connection with the transfer or assignment.
(b) Except as provided in Section 1.8.2 of this Agreement, Developer shall obtain City’s prior written consent to any Assignment and Assumption Agreement, which consent shall not be unreasonably withheld, conditioned or delayed. City may refuse to give its consent only if, in light of the proposed transferee’s reputation and financial resources, such transferee would not in City’s reasonable opinion be able to perform the obligations proposed to be assumed by such transferee. Such determination shall be made by the City Manager in consultation with the City Attorney and is appealable by Developer directly to the City Council. (c) An Assignment and Assumption Agreement shall be binding on Developer, City and the transferee provided (i) Developer is not then in default under this Agreement, (ii) Developer has provided notice to City of such transfer, and City has approved the transfer, and (iii) the transferee executes and delivers to City a written agreement in which (a) the name and address of the transferee is set forth and (b) the transferee expressly and unconditionally assumes each and every obligation of Developer under this Agreement with respect to the Site, or portion thereof, being transferred (to the extent Developer has not retained a continuing obligation), (c) Developer no longer has any legal or equitable interest in the Site or the portion thereof sold or transferred, as applicable, and (d) City has satisfied itself of transferee’s ability to assume those Developer obligations under this Agreement being assigned. Upon recordation of any Assignment and Assumption Agreement in the Recorder’s Office, Developer shall automatically be released from those obligations assumed by the transferee therein. (d) Developer shall be free from any and all liabilities accruing on or after the date of any assignment or transfer with respect to those obligations assumed by a transferee pursuant to an Assignment and Assumption Agreement. No breach or default hereunder by any person succeeding to any portion of Developer’s obligations under this Agreement shall be 952 CLICK HERE to Return to Agenda
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attributed to Developer, nor may Developer’s rights hereunder be canceled or diminished in any way by any breach or default by any such person following Developer’s release of obligations under the Project Approvals pursuant to an Assignment and Assumption Agreement assigning Developer’s obligations to that successor.
(e) Provided any assignment is consistent with the Development Agreement Act and Development Agreement Ordinance, the City may assign or transfer any of its rights or obligations under this Agreement with the approval of the Developer, which approval shall not be unreasonably withheld.

1.8.2 Non-Assuming Transferees.

Except as otherwise required by Developer, in Developer’s sole discretion, the burdens, obligations and duties of Developer under this Agreement shall terminate with respect to: (i) any single residential parcel conveyed to a purchaser, or (ii) any property that has been established as one or more separate legal parcels and conveyed for open space, park, or similar nonresidential/noncommercial uses. Neither an Assignment and Assumption Agreement nor City’s consent shall be required in connection with subsections (i) and (ii) above as long as Developer continues to assume obligations with respect to the portion that is transferred, or can otherwise demonstrate bonds and/or other financial security will satisfy these obligations, and in such case the transferee in such a transaction and its successors (“Non-Assuming Transferees”) shall be deemed to have no obligations under this Agreement (except for obligations which extend to the individual units, single residential parcels, and any other parcels or property subject to the Declaration of Covenants, Conditions and Restrictions (CC&R) provisions which implement this Agreement) but shall continue to benefit from the vested rights provided by this Agreement until this Agreement is terminated with respect to that parcel under Section 1.7 of this Agreement.

Nothing in this section shall exempt any property transferred to a Non-Assuming Transferee from payment of applicable fees and assessments or compliance with applicable conditions of approval.

1.8.3 Transfers to Affiliated Parties.

Developer, or any “Affiliated Party” of Developer, may at any time and without City’s prior written consent, transfer all or any portion of its rights and obligations under this Agreement to any “Affiliated Party” of such Transferor and, in connection with the transfer of any such obligations, be released from such obligations; provided, however, that Developer and the Affiliated Party duly execute (in recordable form) an Assignment and Assumption Agreement in a form approved by the City Manager and City Attorney, and Developer deliver said agreement to the City to ensure, among other terms and conditions, the City has the current address and notice information for any Affiliated Party that assumes all or any portion of Developer’s rights and obligations under this Agreement. Any Assignment and Assumption Agreement between Developer and any Affiliated Party(ies) shall be recorded in the Recorder’s Office upon complete execution by the parties thereto after approval of the form by the City Manager and City Attorney.

As used herein, the term “Affiliated Party” shall mean any entity that owns fifty-one percent (51%) or a controlling interest in Developer. The City shall have the right to request and review any and all articles of incorporation, bylaws, operating agreements, and other related governing documents of any Affiliated Party to confirm compliance with the requirements of this Section 1.8.3. 953 CLICK HERE to Return to Agenda
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2. AGREEMENTS AND ASSURANCES

2.1 Agreement and Assurance on the Part of Developer.

In consideration for City entering into this Agreement, and as an inducement for City to obligate itself to carry out the covenants and conditions set forth in this Agreement, and in order to effectuate the premises, purposes and intentions set forth in the Recitals of this Agreement, Developer hereby agrees that the terms and conditions of this Agreement, including the Project Approvals incorporated herein, shall govern development and operation of the Site for the Term of this Agreement.

2.2 Agreement and Assurances on the Part of the City.

In consideration for Developer entering into this Agreement, and as an inducement for Developer to obligate itself to carry out the covenants and conditions set forth in this Agreement, and in order to effectuate the premises, purposes and intentions set forth in this Agreement, City hereby agrees as follows:

2.2.1 Vested Entitlement to Develop.

Developer has the vested right to develop the Project subject to the terms and conditions of this Agreement, the Applicable Rules, Project Approvals and the Reserved Powers. It is the intent of City and Developer that the vesting of development rights of Developer shall include the permitted land uses, densities, and intensities of use of the Site, timing or phasing of development, zoning, provisions for the reservation or dedication of land for public purposes, and the location and size of public improvements, as well as those other terms and conditions of development of the Project as set forth in this Agreement and the other Project Approvals. Developer’s vested rights under this Agreement shall also include, without limitation, the right to remodel, renovate, rehabilitate, rebuild or replace all improvements within the Project or any portion thereof throughout the applicable Term for any reason, including, without limitation, in the event of damage, destruction or obsolescence of the existing development or the Project or any portion thereof, subject to the terms and conditions of this Agreement, the Applicable Rules, Project Approvals and the Reserved Powers. Such vesting shall expire upon the earlier of the following occurrences: (a) termination of this Agreement; (b) an uncured material default by Developer of this Agreement; or (c) as to a particular phase, parcel, or lot comprising a portion of the Site, the earlier of the final approved City inspection of the completed development on such phase, parcel, or lot, or the issuance by the City of a certificate of occupancy for such phase, parcel, or lot. Except for the expiration set forth in clause (a) of the preceding sentence, the expiration of the vesting right set forth in the preceding sentence shall not terminate the obligations of Developer under this Agreement. Notwithstanding anything in this Agreement to the contrary, the Project shall remain subject to the following, to the same extent they would apply without this Agreement:
(i) all Applicable Rules;
(ii) all New Laws applied to Developer through the City’s Reserved Powers; 954 CLICK HERE to Return to Agenda
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(iii) all subsequent development approvals and the conditions of approval associated therewith, including but not limited to any further site development permits, tract maps, and building permits; and (iv) the payment of all applicable fees in effect on the Effective Date in the categories and in the amounts as required at the time such fees are due and payable, which may be at the time of issuance of building permits, or otherwise as specified by applicable law, as existing at the time such fees are due and payable, except as otherwise set forth in this Agreement.

2.2.2 Changes in Applicable Rules.
(A) Nonapplication of Changes in Applicable Rules.

Any change in, or addition to, the Applicable Rules, including, without limitation, any change in the General Plan or Specific Plan, zoning or building regulation, adopted or becoming effective after the Effective Date, including, without limitation, any such change by means of ordinance, City Charter amendment, initiative, referendum, resolution, motion, policy, order or moratorium, initiated or instituted for any reason whatsoever and adopted by the City, City Council, Planning Commission or any other board, commission, department or agency of the City, or any officer or employee thereof, or by the electorate, as the case may be, which would, absent this Agreement, otherwise be applicable to the Site and/or to the Project and which would conflict in any way with the Applicable Rules, Project Approvals, or this Agreement, or in any way reduce the development rights and allowances provided by this Agreement, shall not be applied to the Site or the Project unless such changes represent an exercise of City’s Reserved Powers, or are otherwise agreed to in this Agreement. Notwithstanding the foregoing, Developer may, in its sole discretion, consent to the application to the Project of any change in the Applicable Rules. (B) Changes in Uniform Codes.

Notwithstanding any provision of this Agreement to the contrary, development of the Project shall be subject to changes which may occur from time to time in the Uniform Codes, as such Codes are adopted by the City of La Quinta.
(C) Changes Mandated by Federal or State Law.

This Agreement shall not preclude the application to the Project of changes in, or additions to, the Applicable Rules, including rules, regulations, ordinances and official policies, to the extent that such changes or additions are mandated to be applied to developments such as this Project by state or federal regulations, pursuant to the Reserved Powers. In the event state or federal laws or regulations prevent or preclude compliance with one or more provisions of this Agreement, such provisions shall be modified or suspended only to the extent necessary to comply with such state or federal laws or regulations.
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2.2.3 Subsequent Development Review.

2.2.4 Effective Development Standards.

City agrees that it is bound to permit the uses, intensities of use, and densities of development on the Site which are permitted by this Agreement and the Project Approvals, insofar as this Agreement and the Project Approvals so provide or as otherwise set forth in the Applicable Rules. City hereby agrees that it will not unreasonably withhold or unreasonably condition any approvals and/or permits which must be issued by City in order for the Project to proceed, provided that Developer reasonably and satisfactorily complies with all City-wide standard procedures for processing applications for such approvals and/or permits. Nothing in this Agreement shall be interpreted to require the City to issue a permit or approval that is inconsistent with the Applicable Rules.

2.2.5 Moratoria or Interim Control Ordinances.

In the event an ordinance, resolution, policy, or other measure is enacted, whether by action of City, by initiative, or otherwise, which relates directly or indirectly to the Project or to the rate, amount, timing, sequencing, or phasing of the development or construction of the Project on all or any part of the Site, or the use of the Site (or any portion thereof) as authorized by this Agreement, or the implementation of the Mitigation Measures adopted in connection with approval of the Project, City agrees that such ordinance, resolution or other measure shall not apply to the Site, the Project or this Agreement, unless such changes are lawfully adopted pursuant to the Reserved Powers and do not conflict with any provisions of this Agreement.

2.2.6 Reserved.

2.2.7 Impact Fees.

Notwithstanding any provisions in this Agreement regarding the type, amounts, and rates of Impact Fees to the contrary, the Impact Fees imposed by City with respect to the Project shall be only those Impact Fees in full force and effect as of the Effective Date, in the amounts/rate in effect at the time such fees are paid.

2.2.8 Timeframes and Staffing for Processing and Review.

City agrees that expeditious processing of Ministerial Permits and Approvals and Discretionary Actions, if any, and any other approvals or actions required for the Project are critical to the implementation of the Project. In recognition of the importance of timely processing and review of Ministerial Permits and Approvals and Discretionary Actions, City agrees to reasonably cooperate with Developer to establish time frames for processing and reviewing such Ministerial Permits and Approvals and Discretionary Actions and to comply with any timeframes established in the Project Approvals. City further agrees to timely process and approve all Ministerial Permits and Approvals, so long as they are consistent with the terms of this Agreement, the Applicable 956 CLICK HERE to Return to Agenda
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Rules, and the Project Approvals, and agrees to exercise its discretion concerning Discretionary Actions in manner that is consistent with the terms and conditions of this Agreement.

2.2.9 Extension of Tentative Maps.

In accordance with Government Code Section 66452.6(a)(1), all tentative subdivision maps and tentative parcel maps, whether vesting or not, which may be approved by the City in connection with the development of the Project, shall be extended for the greater period of (a) twenty (20) years or (b) such maximum total time as is permitted in accordance with the Subdivision Map Act (Government Code Sections 66410 et seq.) or Applicable Rules.

2.2.10 Project Approval Adjustments.

To the extent permitted by state and federal law, any Project Approval may, from time to time, be amended or modified in the following manner:
(a) Administrative Adjustments. Upon the written request of Developer for a modification to a Project Approval (other than this Agreement), the Development Director or designee, in consultation with the City Engineer, shall determine: (i) whether the requested modification is minor when considered in light of the Project as a whole, and (ii) whether the requested modification is consistent with Applicable Rules (other than that portion of the Applicable Rules sought to be amended). If the Development Director or designee, in consultation with the City Engineer, determines, in his/her reasonable judgment, that the proposed modification is both minor and consistent with Applicable Rules (other than that portion of a Project Approval sought to be amended), the modification shall be determined to be an “Administrative Adjustment” and the Development Director or designee, in consultation with the City Engineer, may, except to the extent otherwise required by state or federal law, approve the Administrative Adjustment without notice and public hearing. For the purpose of this Section 2.2.10, and by way of example only, site plan review, architectural review, lotting pattern changes, changes in pedestrian paths, tentative subdivision map amendments (including lotting patterns and street alignments) which are minor and will not have a substantial or material impact on traffic circulation as described for each such area in the Specific Plan, substitutions of comparable landscaping for any landscaping shown on a landscape plan, minor variations in the location of lots or homesites that do not substantially alter the design concepts of the Project, final locations of floating park sites, floating public facility sites, and minor variations in the location or installation of utilities and other infrastructure connections or facilities that do not substantially alter the design concepts of the Project, may be treated as Administrative Adjustments by the Development Director and the City Engineer.
(b) Non-Administrative Amendments. Any request of Developer for a modification to a Project Approval (other than this Agreement), which is not approved as an Administrative Adjustment as set forth above, shall be subject to review, consideration, and action pursuant to Applicable Rules.
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3. DEVELOPER’S OBLIGATIONS

3.1 Development of the Project; Planned Development.

Developer shall construct the Project on the Site only in accordance with the Project Approvals. As depicted in the Project Approvals, as the same may be updated or amended from time to time consistent with the terms hereof, the Project shall consist of a mixed-use resort development with the following components:
(A) Up to 60,000 square feet of neighborhood commercial development with associated parking, circulation and landscaping improvements on approximately 7.7 acres on a portion of “Planning Area V”;
(B) Up to 750 single-family residential dwellings and related recreational and open space amenities and infrastructure improvements on approximately 191.8 acres on a portion of “Planning Area III”;
(C) A golf course and other recreational amenities, as well as related facilities and infrastructure improvements on approximately 184.9 acres on a portion of “Planning Area VI” and related facilities and infrastructure improvements; and (D) Allowance of short-term vacation rentals pursuant to Article 5 of this Agreement and as permitted under the Specific Plan.

Developer shall develop the Project only in accordance with the terms of this Agreement, the Applicable Rules, the Project Approvals, and the Schedule of Performance And Phasing Plan as that schedule may be modified pursuant to mutual written agreement of the parties or extended pursuant to Section 8.2 of this Agreement. If any item of performance is not completed in accordance with the Schedule of Performance And Phasing Plan, then following the notice and cure periods set forth in Sections 6.1 and 6.2 of this Agreement, the City shall have the right to terminate the Agreement as to the specific portion of the Project that has not been completed in accordance with the Schedule of Performance And Phasing Plan, subject to the procedures described in Section 6.3 of this Agreement. Except as set forth in this Section 3.1, Developer is not obligated to affirmatively act to develop all or any portion of the Site, pay any sums of money, dedicate any land, indemnify any party (save and except Developer’s obligation to indemnify the City for all costs associated with any legal challenge to this Agreement or the Project Approvals), or to otherwise meet or perform any obligation with respect to the Site, except and only as a condition to the development of the Project. When Developer develops any portion of the Site, Developer shall comply with the terms of this Agreement, the Applicable Rules, and the Project Approvals governing development of the Site or any portion thereof.

3.2 Compliance with Government Code Section 66473.7
Developer shall comply with the provisions of Government Code section 66473.7 with respect to any Tract Maps prepared for the Project.
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3.3 Project Design Features Referenced in EIR.

As a condition of development, Developer shall incorporate into the Project all project design features identified in the EIR and included as part of the “project” evaluated in the EIR and its technical studies, if applicable to Alternative 2 in the EIR, as specifically identified in Exhibit “C” attached hereto. Developer’s compliance with this provision is a contractual commitment that is enforceable by the City pursuant to the terms of this Agreement.

3.4 Mitigation Monitoring Program.

As a condition of development, the Developer shall also comply with the mitigation monitoring program set forth in Exhibit “D” attached hereto (the “Mitigation Monitoring Program”), and Developer’s compliance with this provision is a contractual commitment that is enforceable by the City pursuant to the terms of this Agreement.

3.5 Conditions of Approval.

As a condition of development, the Developer shall also comply with the conditions of approval attached hereto as Exhibit “E,” and Developer’s compliance with this provision is a contractual commitment that is enforceable by the City pursuant to the terms of this Agreement.

Developer acknowledges that additional conditions of approval beyond those set forth in Exhibit “E” may be applicable to the Project if and as associated with future Project approvals, to the extent such additional conditions of approval are consistent with the terms of this Agreement.

3.5.1 CVMSHCP Compliance.
(A) Notwithstanding any provisions in this Agreement to the contrary, the following terms and conditions in furtherance of CVMSHCP compliance shall apply: The Project shall comply with all provisions of the CVMSHCP Guidelines for all areas adjacent to Coral Mountain or any other Bureau of Land Management (“BLM”) open space as shown on Figure 13 in the Specific Plan;
(B) The development of the Project and use of the Site (and each applicable Planning Area on the Site) shall fully comply with all CVMSHCP Land Use Adjacency Guidelines, even though no portion of the Project or the Site is in or adjacent to any CVMSHCP conservation area, as set forth in more detail in Section 2.5 of the Specific Plan. Without limiting the obligation to comply with the CVMSHCP Land Use Adjacency Guidelines, the following terms and conditions apply to the development of the Project and use of the Site: (i) There shall be no planting of invasive, non-native plant species in and adjacent to CVMSHCP conservation areas as shown on Figure 13 of the Specific Plan; and (ii) The Project shall follow the recommended and prohibited species as noted in Tables 4-112 and 4-113 of the CVMSHCP Land Use Adjacency Guidelines, as set forth in Table 3 of the Specific Plan (“Plant Material Palette”). (C) To further the CVMSHCP Land Use Adjacency Guidelines requirement for the incorporation of barriers to minimize unauthorized public access, domestic animal predation, illegal trespass, and dumping in a CVMSHCP conservation area, there shall be a protective barrier that complies with the requirements for Peninsular Bighorn Sheep (“PBS”) barriers along the western boundary, covering all areas adjacent to Coral Mountain and other BLM 959 CLICK HERE to Return to Agenda
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open space property, as set forth in more detail in Section 2.5 of the Specific Plan. The protective sheep barrier shall be at least eight (8) feet high, with the final design and location subject to City approval in consultation with CDFW. All recreational infrastructure and activities shall be located on the development-side and not on the BLM side of the protective sheep barrier.

3.5.2 CC&Rs Incorporating CVMSHCP Compliance.

The CVMSHCP compliance requirements set forth in Section 3.5.1 of this Agreement shall be incorporated into the CC&Rs for the Project and the Site, which shall be recorded against the Site as provided for in Section 3.8 of this Agreement, and shall be enforceable in perpetuity for the life of the Project and use of the Site.

3.6 Payment of Fees.

During the Term of this Agreement, Developer shall timely pay all Processing Fees and Impact Fees with respect to the Project as specified in this Agreement.

3.6.1 [Reserved]

3.6.2 Annual Mitigation Fee; Cessation of Annual Fee.

To ensure that the Project generates sufficient TOT and sales tax revenues to the City to pay all public safety and other public service costs of the City resulting from the Project, during the first ten (10) years of the Term of this Agreement, on each July 1st following the Effective Date (“Annual Mitigation Payment Date”), the Developer or the Developer’s successor shall pay to the City an annual mitigation fee (“Coral Mountain Annual Mitigation Fee”) covering the annual period of the prior July 1 through the June 30 occurring immediately preceding the Annual Mitigation Payment Date (the “Operative Year”) (provided, however, the first Operative Year shall commence on the Effective Date of this Agreement and end on the next occurring June 30).

The Coral Mountain Annual Mitigation Fee shall be comprised of the following: The collective sum of One Thousand Dollars ($1,000.00) for each of the 750 allowed residential units (also referred to as the “Coral Mountain Residential Unit Fee”) in the Project that has received a certificate of occupancy, and that has been sold to a third party purchaser as evidenced by a recorded grant deed for such unit, prior to the applicable Annual Mitigation Payment Date, regardless of when or in which Operative Year the unit was sold.

Notwithstanding the two paragraphs above, if the City has received TOT for rentals from the Project in excess of One Million Dollars ($1,000,000.00) but less than One Million Seven Hundred Thousand Dollars ($1,700,000.00) (“Level 1 TOT Goal”) for two consecutive Operative Years during the Term of this Agreement, the Coral Mountain Annual Mitigation Fee for the next Operative Year (and each Operative Year thereafter) shall be reduced from One Thousand Dollars ($1,000.00) per residential unit in the Project to Five Hundred Dollars ($500.00) per residential unit in the Project. Furthermore, and notwithstanding the three paragraphs above, if the City has received TOT for rentals from the Project in excess of One Million Seven Hundred Thousand Dollars ($1,700,000.00) (“Level 2 TOT Goal”) for two consecutive Operative Years during the Term of this Agreement, then the Developer’s (or the Developer’s successor’s) obligation to pay 960 CLICK HERE to Return to Agenda
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the Coral Mountain Annual Mitigation Fee for any Operative Years thereafter shall terminate and shall no longer be of any further force and effect.

Notwithstanding the obligation (or termination of the obligation) by Developer (or Developer’s successors) to pay the Coral Mountain Annual Mitigation Fee, all rentals of residential units and hotel units shall remain subject to the City’s TOT requirements.

The CC&Rs for the residential units in the Project shall provide for the assessment and collection of the Coral Mountain Annual Mitigation Fee consistent with the terms hereof, and shall provide for and adequately ensure the collection and payment thereof. As to the collection and payment of the Coral Mountain Annual Mitigation Fee, the CC&Rs shall provide the City with enforcement rights against both the Developer or its successor and the individual homeowners.

The City shall be provided with the same rights of collection as to the Coral Mountain Annual Mitigation Fee that the Developer or its successor shall have for the collection of other fees and assessments, but the Developer or its successor shall have the obligation for collection and payment of the Coral Mountain Annual Mitigation Fee. In any action by the City to collect the Coral Mountain Annual Mitigation Fee, the City shall, in addition to the fee, be entitled to collect all of its costs, expenses, and attorneys’ fees in enforcing its rights. The CC&Rs shall be subject to the terms and conditions set forth in Section 3.8 of this Agreement.

3.6.3 Annual Rate Adjustment.

The Coral Mountain Unit Fee, the Level 1 TOT Goal, and the Level 2 TOT Goal shall be adjusted annually, on each July 1
st during the term of this Agreement, commencing on the first anniversary of the first Annual Mitigation Payment Date, by an increase of two percent (2%) per year. The CC&Rs as described in the last paragraph of Section 3.6.2 above shall include the annual rate adjustment as provided in this Section 3.6.3 of this Agreement.

3.6.4 Other Fees and Charges.

Except as expressly limited in this Agreement, nothing set forth in this Agreement is intended to or shall be construed to limit or restrict the City’s authority to impose its existing, or any new or increased, Citywide fees, charges, levies, or assessments for the development of the Site, or to impose or increase, subject to the required procedure, any taxes applicable to the Site including but not limited to transient occupancy taxes. Notwithstanding the foregoing, Developer reserves the right to challenge the application of any fee, charge, levy, assessment, or tax imposed on the Project or Site by the City if Developer contends it violates the terms of this Agreement or the other Project Approvals. Developer shall timely pay all applicable fees, charges, levies, assessments, and special and general taxes validly imposed in accordance with the Constitution and laws of the State of California, including without limitation school impact fees in accordance with Government Code §§ 65995, et seq.

3.7 Dedications and Improvements; Improvement Security.

Developer shall complete and offer dedications to the City or other applicable public agency of those public improvements required in connection with the Project, as specified in the Conditions of Approval. In connection with the recordation of any final subdivision map for the 961 CLICK HERE to Return to Agenda
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Project, Developer shall, through the execution of a subdivision improvement agreement with the City, provide to the City, in a form reasonably acceptable to the City Attorney, improvement security as provided in the City Code to secure the faithful performance of Developer’s obligations under this Agreement to construct the on-site and off-site public improvements identified on that map. The terms, amounts and provisions for release of the improvement security shall be as set forth in the City Code.

3.8 Declaration(s) of Covenants, Codes, and Restrictions.

Developer shall prepare, draft (in a form to be approved by the City Manager and City Attorney), execute, and cause to be recorded in the Recorder’s Office one or more Declaration(s) of Covenants, Codes, and Restrictions (“CC&Rs”) to govern the authorized and required land uses and operations at the Site, and the general maintenance, repair, landscaping, public and private utility usage and ownership (including streets, alleys, sidewalks, water, sewer, gas, electricity, telecommunications, and related infrastructure), and any other terms and conditions as may be necessary or appropriate to maintain the use and operation of the Site, and all common areas, consistent with the terms and conditions of the Project. Developer may have CC&Rs prepared, drafted, executed, and recorded for each of the separate phases (Planning Area III, Planning Area V, and Planning Area VI) of the Project, but the CC&Rs shall include at a minimum the terms and conditions governing the payment of fees as required in Section 6.3 of this Agreement, the terms and conditions allowing for the use of short-term vacation rentals as provided in Article 5 of this Agreement for the applicable Planning Areas of the Project, and general maintenance, repair, landscaping, public and private utility usage and ownership (including streets, alleys, sidewalks, water, sewer, gas, electricity, telecommunications, and related infrastructure. The CC&Rs shall be implemented and enforced by a duly established homeowners association (“HOA”) pursuant to state law for a common interest development. The City shall be deemed a third party beneficiary to the CC&Rs with the right, but not the obligation, to enforce any terms and conditions included for the benefit of the City as provided for in this Agreement or the CC&Rs (“City Required Provisions”). The City Required Provisions, once approved by the City Manager and City Attorney, may not be substantively amended or modified without the prior written consent of the City Manager and City Attorney, which shall not be unreasonably withheld, conditioned or delayed.

3.9 Indemnification.

Developer shall protect, defend, indemnify and hold harmless City and City’s officers, officials, members, employees, volunteers, agents, and representatives (any of the foregoing shall be known individually as “Indemnitee” and collectively as “Indemnitees”), and each of them, jointly and severally, against and from any and all claims, demands, causes of action, damages, costs, expenses, losses and liabilities, at law or in equity, of every kind or nature whatsoever, including reasonable attorneys’ fees and expert witness fees, arising out of or directly relating to construction and development-related activities on the Site by Developer, but excluding those resulting from the gross negligence or willful misconduct of any Indemnitee, but including, without limitation, injury to or death of any person or persons and damage to or destruction of any property, threatened, brought or instituted (“Claims”). In the event of any action, litigation, or other adversarial proceeding in any way involving the Claims specified in this section, City agrees, at no cost to City, to cooperate with Developer. Developer shall have the obligation to provide the 962 CLICK HERE to Return to Agenda
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defense of City in the action, litigation, or other adversarial proceeding, either by providing for legal counsel or, at City’s option, timely paying the legal costs incurred by City in the defense of litigation, even though negligence or gross negligence of Developer or its contractors, subcontractors, agents, employees or other persons acting on its behalf has not been established at the time that the defense is provided. In addition, Developer shall be obligated to promptly pay any final judgment or portion thereof rendered against the Indemnitee or Indemnitees.

In the event of any court action or proceeding challenging the validity of this Agreement or the Project Approvals, Developer shall indemnify, hold harmless, pay all costs and provide defense for City in said action or proceeding with counsel chosen by Developer and reasonably approved by City. City shall, at no cost to City, cooperate with Developer in any such defense as Developer may reasonably request. In the event Developer fails or refuses to provide such defense of any challenge to this Agreement or the Project Approvals, or any component thereof, City shall have the right not to defend such challenge, and to resolve such challenge in any manner it chooses in its sole discretion, including terminating this Agreement. In the event of such termination, Developer, upon written request of City, shall immediately execute a termination document or other document reasonably required by a reputable title company to remove this Agreement as a cloud on title.

3.10 Reserved.

4. CITY’S OBLIGATIONS

4.1 Scope of Subsequent Review/Confirmation of Compliance Process.

Nothing set forth herein shall impair or interfere with the right of City to require the processing of building permits as required by law pursuant to the applicable provisions of the La Quinta Municipal Code and the provisions of City’s Fire Codes and ordinances, Health and Safety Codes and ordinances, and Building, Electrical, Mechanical, and similar building codes.

Prior to each request for a building permit, Developer shall provide City with a Compliance Certificate (“Certificate”), in substantially the same form as that attached hereto as Exhibit “F”, which shall describe how all applicable Conditions of Approval have been fully complied with.

The Certificate shall be distributed to the relevant City departments in order to check the representations made by Developer on the Certificate.

4.2 Project Approvals Independent.

All approvals required for the Project which may be or have been granted, and all land use entitlements or approvals generally which have been issued or will be issued by City with respect to the Project, constitute independent actions and approvals by City. If any provision of this Agreement or the application of any provision of this Agreement to a particular situation is held by a court of competent jurisdiction to be invalid or unenforceable, or if this Agreement terminates for any reason, then such invalidity, unenforceability or termination of this Agreement or any part hereof shall not affect the validity or effectiveness of any such Project approvals or other land use approvals and entitlements. In such cases, such approvals and entitlements will remain in effect pursuant to their own terms, provisions, and the Conditions of Approval. It is understood by the 963 CLICK HERE to Return to Agenda
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Parties that pursuant to existing law, if this Agreement terminates or is held invalid or unenforceable as described above, such approvals and entitlements shall not remain valid for the term of this Agreement, but shall remain valid for the term of such approvals and entitlements.

4.3 City Cooperation.

The parties agree that Developer must be able to proceed rapidly with the development of the Site and, accordingly, that expedited City review of tentative maps, final maps, modifications to Project Approvals, building permits and construction inspections, is essential to the successful completion of the Project. Accordingly, to the extent that the applications and submittals are in conformity with the Project Approvals, Applicable Rules, and this Agreement, and adequate funding exists therefor, City agrees to provide adequate City resources to diligently accept, review, and take action on all subsequent applications and submittals made to City by Developer in furtherance of the Project. Similarly, to the extent that adequate funding exists therefor, City shall provide adequate City resources to promptly review and approve improvement plans, conduct construction inspections, and accept completed public facilities that are planned and completed in compliance with the Project Approvals, Applicable Rules, and this Agreement. Developer agrees to reimburse the City for all costs associated with providing expedited services, above and beyond those costs covered by the City’s Processing Fees. In the event City does not have adequate resources, City shall authorize the use of “contract labor” for inspection and plan review purposes, which shall be reimbursed by Developer, pursuant to a mutually agreeable reimbursement agreement that also specifies any fee credit to Developer to avoid Developer paying more than once for the same plan check, inspection, or other City service. City shall consult with Developer concerning the selection of the most knowledgeable, efficient and available “contract labor” for purposes of providing inspection and plan review duties for the City and the Project; provided, however, that City shall retain the right to select any “contract labor” it reasonably chooses.

4.4 Final Map and Improvement Plan Procedures.

The City shall complete improvement plan and final map review in accordance with Applicable Rules, in good faith, and in an expeditious manner. If reasonably necessary, City shall have the right to hire outside inspectors and/or consultants, the cost of which shall be reimbursed by Developer. For those improvement plans or other implementing approvals under the jurisdiction of another agency, if any, the City agrees to reasonably cooperate in providing any necessary information or approval in a timely manner, so long as the plans do not substantially conflict with the Project Approvals.

4.5 Building Permits.

City shall complete its review of house plans and issue building permits in a good faith and expeditious manner. Recordation of a final map shall not be required prior to the issuance of building permits for model homes.

4.6 Environmental Review and Mitigation.

The Parties understand and agree that the EIR for the Project considers the whole of the Project, including each of the Project Approvals and all Discretionary Actions and Ministerial 964 CLICK HERE to Return to Agenda
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Permits and Project Approvals necessary for development of the Project. Accordingly, the City agrees to use the certified EIR for this Project as a program and project EIR to comply with CEQA’s environmental review requirements for all future Discretionary Actions to the maximum extent allowed by law, including applying the CEQA exemptions specified in Government Code Section 65457 and CEQA Guidelines Sections 15182 and 15183, which establish an exemption from further environmental review for the processing of tentative tract maps after certification of a Specific Plan EIR for residential development, if the proposed tentative tract maps are consistent with the Specific Plan and meet other applicable requirements. If an exemption or reliance on the EIR as a program and project EIR is not legally permissible, in the City’s sole judgment, then City and Developer agree to meet and confer as to the most appropriate form of environmental review of such approval, provided, however, that City shall retain the authority to determine the most appropriate form of such environmental review.

4.7 Inspections.

Any building or fire inspection request received by City from Developer will be processed as expeditiously as possible, pursuant to the terms and conditions of this Agreement and (as applicable) provisions in the La Quinta Municipal Code and City’s standard inspection procedures.

4.8 Review for Compliance.

City shall review Developer’s compliance with the terms and conditions of this Agreement at least once during every twelve (12) month period following the Effective Date in accordance with the City’s procedures and standards for such review. During such periodic review by the City, Developer, upon written request from the City, shall be required to demonstrate, and hereby agrees to furnish, evidence of good faith compliance with the terms and conditions of this Agreement. The failure of the City to conduct or complete the annual review as provided herein shall not impact the validity of this Agreement or the obligations of the Parties to perform pursuant to the terms and conditions of this Agreement. If, at the conclusion of the annual review provided for herein, Developer has been found in compliance with this Agreement, City shall, at Developer’s request, issue a certificate of compliance to Developer stating that (i) This Agreement remains in full force and effect, and (ii) Developer is in compliance with this Agreement. The certificate of compliance shall be in a form approved by the Parties and, for the City, the City Manager and the City Attorney, and may be in recordable form. Developer may, at its sole cost and expense, record any such certificate of compliance if obtained. If, at the conclusion of the annual review provided for herein, Developer has been found not to be in compliance with this Agreement, City shall, at is sole and absolute discretion, exercise any and all rights available under this Agreement and otherwise available at law or in equity.

5. SHORT TERM VACATION RENTALS/TRANSIENT OCCUPANCY TAXES.

5.1 Short Term Vacation Rentals as a Permitted Use.

This Agreement does hereby provide that short-term vacation rentals are a permitted use in all Planning Areas within the Project and on the Site that allow residential uses, and the rights to such permitted use are hereby vested pursuant to the terms of this Agreement, and this vested 965 CLICK HERE to Return to Agenda
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right shall inure to the benefit of Developer and all owners of residential units within the Project.

As such, the rights and obligations under this Section 5 shall survive the sale of each residential unit to a third-party homebuyer and termination of this Agreement to each such unit. Except to the extent expressly provided otherwise in this Agreement, the City shall not impose on or apply to the Project (whether by action of the Council, or other legislative body, or by initiative, referendum, or other measure) any ordinance, resolution, standard, directive, condition, or other measure that is in conflict with this provision or that would materially interfere with right to apply for and, with City staff approval, operate short-term vacation rentals in all residential units within the Project. Such short-term vacation rentals within the Project shall be subject to the Short-Term Vacation Rental Regulations, including but not limited to violations and penalties for such violations for failing to comply with the City’s Short-Term Vacation Rental Regulations. (For reference only, a copy of Chapter 3.25 of the La Quinta Municipal Code in effect as of the Effective Date is attached to this Agreement as Exhibit “G”. In the event Chapter 3.25 is repealed in its entirely, only then the provisions of Chapter 3.25 as attached to this Agreement shall govern the permitting, operation, and renewal of short-term vacation rental permits in the Project and on the Site.) In order to ensure the timely collection and reporting of the applicable transient occupancy taxes, and compliance with the applicable operational requirements and conditions set forth in the Short-Term Vacation Rental Regulations, the Developer or its successor or assignee shall be the “authorized agent or representative” (as that term is defined in the Short-Term Vacation Rental Regulations, or, if the definition is removed during the Term of this Agreement, as defined in Chapter 3.25 as of the Effective Date of this Agreement) for all short-term vacation rentals and short-term vacation rental permits within the Project, including but not limited to applying for and managing all short-term vacation rental permits, making all reservations and payments, and ensuring compliance with all other requirements of the Short-Term Vacation Rental Regulations, and shall do so exclusively through a central rental operator pursuant to Section 5.3.1 of this Agreement, which shall be confirmed at the issuance and renewal of each short-term vacation rental permit; provided, however, that the “owner” (as that term is defined in the Short-Term Vacation Rental Regulations, or, if the definition is removed during the Term of this Agreement, as defined in Chapter 3.25 as of the Effective Date of this Agreement) shall remain ultimately obligated as the holder of the short-term vacation rental permit for any and all remedial actions necessary for compliance with the Short-Term Vacation Rental Regulations and this Agreement, including but not limited to the payment of any fines or recorded liens or any other violations for non-compliance; and, provided further, that the “owner” shall have a process available, through an independent arbitrator or neutral decision-maker designated by the Developer or homeowner’s association (“HOA”) of which the short-term vacation rental unit owner is a member, to petition for a change of that owner’s “authorized agent or representative” because the owner demonstrates, with a preponderance of evidence, that the “authorized agent or representative,” designated by the Developer or its successor or assignee, has failed to perform its duty to ensure compliance with all other requirements of the Short-Term Vacation Rental Regulations for that owner’s short-term vacation rental unit. The CC&Rs as described in Section 3.8 of this Agreement shall include the terms and conditions, and detailed specifics for process and decision, whenever an owner may petition the HOA for a change in that owner’s “authorized agent or representative” as required by this Section 5.1; the City Manager and City Attorney shall review and approve, in their reasonable discretion and not to be unreasonably delayed or denied, said terms and conditions in the CC&Rs that would apply if an owner were to petition the HOA for a change in that owner’s “authorized agent or representative” as required by this Section 5.1. 966 CLICK HERE to Return to Agenda
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Pursuant to the expressed exceptions referenced in the preceding paragraph, the following provisions shall apply to the use and operation of the Project and each single family residence on the Site within the Project:
(A) The operational requirements and restrictions in Section 3.25.070 (or successor section) of the La Quinta Municipal Code shall apply to all short-term vacation rental units, including the limits on the number of daytime and overnight guests in each unit to ensure that occupancy levels are appropriate for the number of bedrooms and compatible with singlefamily residential communities; (B) All short-term vacation rental units in the Project shall be subject to, at a minimum, the noise restrictions in Sections 9.100.210 and 11.08.040 (or successor sections) of the La Quinta Municipal Code, in addition to any noise compliance requirements set forth in Chapter 3.25 of the La Quinta Municipal Code.

5.2 Transient Occupancy Tax.

All short-term vacation rentals in the Project shall be subject to, and comply with, the City’s Transient Occupancy Ordinance as set forth in Chapter 3.24 (or successor provisions) of the La Quinta Municipal Code. To the extent the City revises its Transient Occupancy Ordinance after the Effective Date of this Agreement, all short-term vacation rentals in the Project will be subject to those revised or amended provisions unless doing so would violate the vested rights set forth in Section 5.1 of this Agreement. It is the intent of this provision to require, at all times, that all shortterm vacation rentals in the Project comply with the City’s requirements and procedures for collecting, reporting and paying the applicable transient occupancy tax, including as those requirements and procedures may be modified during the term of this Agreement.

5.3 Covenants, Conditions and Restrictions.

All CC&Rs recorded pursuant to Section 3.8 of this Agreement on any property within the Project where residential uses are allowed shall expressly authorize short-term vacation rentals for all residential units. All such CC&Rs shall state the operational requirements and standard conditions applicable to short-term rentals in that tract or planning area of the Project.

5.3.1 Rental Management Program.

Developer shall be responsible for ensuring that for the Term of this Agreement, one or more contract(s) shall be in effect at all times which provide opportunities to the owners of the resort residential units to have the ability to make their units available for short-term rentals permitted by this Agreement and the CC&Rs. The contract or contracts may, but are not required to be, with an on-site rental management agent. Developer may assign this obligation to its successors in accordance with this Agreement.

6. DEFAULT; REMEDIES; DISPUTE RESOLUTION.

6.1 Notice of Default.
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In the event of failure by either Party substantially to perform any material term or provision of this Agreement, the non-defaulting Party shall have those rights and remedies provided herein, provided that such non-defaulting Party has first provided to the defaulting Party a written notice of default in the manner required by Section 8.1 hereof identifying with specificity the nature of the alleged default and the manner in which said default may satisfactorily be cured.

6.2 Cure of Default.

Upon the receipt of the notice of default, the alleged defaulting Party shall promptly commence to cure, correct, or remedy the identified default at the earliest reasonable time after receipt of the notice of default and shall complete the cure, correction or remedy of such default not later than thirty (30) days after receipt of the notice of default, or, for such defaults that cannot reasonably be cured, corrected or remedied within thirty (30) days, such Party shall commence to cure, correct, or remedy such default within such thirty (30) day period, shall and continuously and diligently prosecute such cure, correction or remedy to completion.

6.3 City Remedies.

In the event of an uncured default by Developer of the terms of this Agreement, City, at its option, may institute legal action in law or in equity to cure, correct, or remedy such default, enjoin any threatened or attempted violation, or enforce the terms of this Agreement; provided, however, that in no event shall City be entitled to consequential damages or other monetary damages (with the exception of Developer’s potential obligations for indemnity or attorneys’ fees as provided in Sections 3.9 and 8.22 or for potential Short Term Vacation Rental penalties or other code enforcement remedies) for any Developer default. For purposes of this Agreement the term “consequential damages” shall include, but not be limited to, potential loss of anticipated tax or fee revenues from the Project or any portion thereof. Furthermore, City, in addition to or as an alternative to exercising the remedies set forth in this Section 6.3, in the event of a material uncured default by Developer, may give notice of its intent to terminate or modify this Agreement pursuant to City’s Development Agreement Ordinance and/or the Development Agreement Act, in which event the matter shall be scheduled for consideration and review by the City Council in the manner set forth in the City’s Development Agreement Ordinance or the Development Agreement Act.

6.4 Developer’s Exclusive Remedies.

The parties acknowledge that the City would not have entered into this Agreement if it were to be liable in damages under, or with respect to, this Agreement or any of the matters referred to herein including, but not limited to, the Project Approvals, the Applicable Rules or any future amendments or enactments thereto, or the Project, except as provided in this Section. Accordingly, Developer covenants on behalf of itself and its successors and assigns, not to sue the City for damages or monetary relief (except for attorneys’ fees as provided for by Section 8.22) for any breach of this Agreement by City or arising out of or connected with any dispute, controversy, or issue between Developer and City regarding this Agreement or any of the matters referred to herein including but not limited to the application, interpretation, or effect of this Agreement, the Project Approvals, the Applicable Rules or any future amendments or enactments thereto, or the Project, or any land use permits or approvals sought in connection with the development of the Project or any component thereof, or use of a parcel or any portion thereof, the parties agreeing that 968 CLICK HERE to Return to Agenda
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declaratory and injunctive relief, mandate, and specific performance shall be Developer’s sole and exclusive judicial remedies.

7. MORTGAGEE PROTECTION; CERTAIN RIGHTS OF CURE

7.1 Encumbrances on the Project Site.

This Agreement shall not prevent or limit Developer from encumbering the Site or any portion thereof or any improvements thereon with any mortgage, deed of trust, sale and leaseback arrangement, or any other form of conveyance in which the Site, or a portion thereof or interest therein, is pledged as security, and contracted for in good faith and fair value (a “Mortgage”) securing financing with respect to the construction, development, use or operation of the Project.

7.2 Mortgage Protection.

This Agreement shall be superior and senior to the lien of any Mortgage. Notwithstanding the foregoing, no breach of this Agreement shall defeat, render invalid, diminish, or impair the lien of any Mortgage made in good faith and for value, and any acquisition or acceptance of title or any right or interest in or with respect to the Site or any portion thereof by a holder of a beneficial interest under a Mortgage, or any successor or assignee to said holder (a “Mortgagee”) [whether pursuant to foreclosure, trustee’s sale, deed in lieu of foreclosure, lease termination or otherwise] shall be subject to all of the terms and conditions of this Agreement.

7.3 Mortgagee Not Obligated.

No Mortgagee will have any obligation or duty under this Agreement to perform the obligations of the Developer or other affirmative covenants of Developer hereunder, or to guarantee such performance, except that (i) the Mortgagee shall have no right to develop or operate the Site, and (ii) to the extent that any covenant to be performed by the Developer is a condition to the performance of a covenant by the City, the performance thereof shall continue to be a condition precedent to the City’s performance hereunder.

7.4 Notice of Default to Mortgagee; Right of Mortgagee to Cure.

With respect to any mortgage or deed of trust granted by Developer, whenever City may deliver any notice or demand to Developer with respect to any breach or default by Developer in completion of construction of the Project or any component of the Project, City shall at the same time deliver a copy of such notice or demand to each holder of record of any mortgage or deed of trust which has previously requested such notice in writing. Each such holder shall (insofar as the rights granted by City are concerned) have the right, at its option, within sixty (60) days after the receipt of the notice, to cure or remedy or commence to cure or remedy and thereafter to pursue with due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage. It is understood that a holder shall be deemed to have satisfied the sixty (60) day time limit set forth above for commencing to cure or remedy a Developer default which requires title and/or possession of the Site (or portion thereof) if and to the extent any such holder has within such sixty (60) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and cures or remedies the default.
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8. MISCELLANEOUS

8.1 Notices, Demands and Communications Between the Parties.

Any approval, disapproval, demand, document or other notice (“Notice”) which either Party may desire to give to the other Party under this Agreement must be in writing and shall be sufficiently given if (i) delivered by hand, (ii) delivered by reputable same-day or overnight messenger service that provides a receipt showing date and time of delivery, or (iii) dispatched by registered or certified mail, postage prepaid, return receipt requested, to the principal offices of City and Developer at the addresses specified below, or at any other address as that Party may later designate by Notice.

To City: City of La Quinta
78-495 Calle Tampico
La Quinta, California 92253
Attn: Community Development Director
With a copy to: Rutan & Tucker, LLP
611 Anton Boulevard, Suite 1400
Costa Mesa, California 92626
Attn: William H. Ihrke
To Developer: CM Wave Development LLC
c/o Meriwether Companies
2235 Broadway
Boulder, CO 80302
Attn: Garrett Simon
And
CM Wave Development Companies
c/o John Gamlin
79-625 Rancho San Pascual
La Quinta, CA 92253
With a copy to:

Stowell, Zeilenga, Ruth, Vaughn & Treiger,
LLP
4590 E. Thousand Oaks Blvd., Suite 100
Westlake Village, CA 91362
Attn: James D. Vaughn, Esq
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Any written notice, demand or communication shall be deemed received immediately if personally delivered or delivered by delivery service, and shall be deemed received on the third day from the date it is postmarked if delivered by registered or certified mail.

8.2 Force Majeure.

In addition to specific provisions of this Agreement, performance by either Party hereunder shall not be deemed to be in default, and all performance and other dates specified in this Agreement shall be extended, where delays or Defaults are due to causes beyond the control or without the fault of the Party claiming an extension of time to perform, which may include the following (each, a “Force Majeure”): war; insurrection; acts of terrorism; strikes; lockouts; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions or priority imposed or mandated by other governmental entities; unusually severe weather; inability to secure necessary labor, materials or tools; delays of any contractor, subcontractor or supplier; acts or omissions of the other Party; or acts or failures to act of any public or governmental agency or entity (other than the acts or failures to act of City which shall not excuse performance by City), or any other causes beyond the control or without the fault of the party claiming an extension of time to perform. Notwithstanding anything to the contrary in this Agreement, an extension of time for any such cause shall only be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if notice by the Party claiming such extension is sent to the other Party within thirty (30) days of the commencement of the cause, or shall commence to run from the date such notice is subsequently given. Times of performance under this Agreement may also be extended in writing by the mutual agreement of City and Developer.

Notwithstanding the paragraph above, Developer is not entitled pursuant to this Section

8.2 to an extension of time to perform because of past, present, or future difficulty in obtaining suitable construction or permanent financing for the development of the Site, or because of economic or market conditions.

8.3 Binding Effect.

This Agreement, and all of the terms and conditions hereof, shall be binding upon and inure to the benefit of the Parties, any subsequent owner of all or any portion of the Project or the Site, and their respective assigns, heirs or successors in interest, whether or not any reference to this Agreement is contained in the instrument by which such person acquired an interest in the Project or the Site.

8.4 Independent Entity.

The Parties acknowledge that, in entering into and performing this Agreement, each of Developer and City is acting as an independent entity and not as an agent of the other in any respect.

8.5 Agreement Not to Benefit Third Parties.

This Agreement is made for the sole benefit of the Parties, and no other person shall be deemed to have any privity of contract under this Agreement nor any right to rely on this 971 CLICK HERE to Return to Agenda
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Agreement to any extent for any purpose whatsoever, nor have any right of action of any kind on this Agreement nor be deemed to be a third party beneficiary under this Agreement.

8.6 Covenants.

The provisions of this Agreement shall constitute mutual covenants which shall run with the land comprising the Site for the benefit thereof, and for the benefit of City, and the burdens and benefits hereof shall bind and inure to the benefit of each of the Parties hereto and all successors in interest to the Parties hereto for the term of this Agreement.

8.7 Non-liability of City Officers and Employees.

No official, officer, employee, agent or representative of City, acting in his/her official capacity, shall be personally liable to Developer, or any successor or assign, for any loss, costs, damage, claim, liability, or judgment, arising out of or connection to this Agreement, or for any act or omission on the part of City.

8.8 Covenant Against Discrimination.

Developer and City covenant and agree, for themselves and their respective successors and assigns, that there shall be no discrimination against, or segregation of, any person or group or persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry, or any other impermissible classification, in the performance of this Agreement. Developer shall comply with the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101, et seq.).

8.9 No Waiver.

No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought and referring expressly to this Section. No delay or omission by either Party in exercising any right or power accruing upon non-compliance or failure to perform by the other Party under any of the provisions of this Agreement shall impair any such right or power or be construed to be a waiver thereof, except as expressly provided herein. No waiver by either Party of any of the covenants or conditions to be performed by the other Party shall be construed or deemed a waiver of any succeeding breach or nonperformance of the same or other covenants and conditions hereof.

8.10 Severability.

If any term, provision, covenant or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall continue in full force and effect, to the extent that the invalidity or unenforceability does not impair the application of this Agreement as intended by the Parties.

8.11 Cooperation in Carrying Out Agreement.

Each Party shall take such actions and execute and deliver to the other all such further instruments and documents as may be reasonably necessary to carry out this Agreement in order 972 CLICK HERE to Return to Agenda
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to provide and secure to the other Party the full and complete enjoyment of its rights and privileges hereunder.

8.12 Estoppel Certificate.

Either Party may, at any time, deliver written notice to any other Party requesting such Party to certify in writing that, to the best knowledge of the certifying Party, (i) this Agreement is in full force and effect and a binding obligation of the Parties, (ii) this Agreement has not been amended or modified either orally or in writing, or if so amended, identifying the amendments, (iii) the requesting Party is not in default in the performance of its obligations under this Agreement, or if in default, describing the nature and amount of any such defaults, and (iv) any other reasonable information requested. A Party receiving a request hereunder shall execute and return such certificate within ten (10) days following approval of the proposed estoppel certificate by the City Attorney, which approval shall not be unreasonably withheld or delayed. The City Manager, Assistant City Manager, and Development Director are each authorized to sign and deliver an estoppel certificate on behalf of City. City acknowledges that a certificate hereunder may be relied upon by transferees and Mortgagees.

8.13 Construction.

The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either Party by reason of the authorship of this Agreement or any other rule of construction that might otherwise apply. As used in this Agreement, and as the context may require, the singular includes the plural and vice versa, and the masculine gender includes the feminine and vice versa.

8.14 Recordation.

This Agreement shall be recorded with the County Recorder of Riverside County at Developer’s cost, if any, within the period required by Government Code Section 65868.5.

Amendments approved by the Parties, and any cancellation or termination of this Agreement, shall be similarly recorded.

8.15 Captions and References.

The captions of the paragraphs and subparagraphs of this Agreement are solely for convenience of reference, and shall be disregarded in the construction and interpretation of this Agreement. Reference herein to a paragraph or exhibit are the paragraphs, subparagraphs and exhibits of this Agreement.

8.16 Time.

Time is of the essence in the performance of this Agreement and of each and every term and condition hereof as to which time is an element.
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8.17 Recitals & Exhibits Incorporated; Entire Agreement.

The Recitals to this Agreement and all of the exhibits and attachments to this Agreement are, by this reference, incorporated into this Agreement and made a part hereof. This Agreement, including all Exhibits attached hereto, constitutes the entire agreement between the Parties with respect to the subject matter of this Agreement, and this Agreement supersedes all previous negotiations, discussions and agreements between the Parties, and no parole evidence of any prior or other agreement shall be permitted to contradict or vary the terms hereof.

8.18 Exhibits.

Exhibits “A”-“H” to which reference is made in this Agreement are deemed incorporated herein in their entirety, whether or not such exhibits are attached hereto in full. Said exhibits are identified as follows:

A Legal Description of Site
B Site Map
C Project Design Features
D. Mitigation Monitoring Program
E. Conditions of Approval
F. Compliance Certificate
G. Chapter 3.25 of the La Quinta Municipal Code (as of Effective Date) H. Schedule of Performance And Phasing Plan

8.19 Counterpart Signature Pages.

For convenience the Parties may execute and acknowledge this agreement in counterparts and when the separate signature pages are attached hereto, shall constitute one and the same complete Agreement.

8.20 Authority to Execute; Representations and Warranties.

Developer warrants and represents that (i) it is duly organized and existing, (ii) it is duly authorized to execute and deliver this Agreement, (iii) by so executing this Agreement, Developer is formally bound to the provisions of this Agreement, and (iv) Developer’s entering into and performance of its obligations set forth in this Agreement do not violate any provision of any other agreement to which Developer is bound, and (v) except for the threat of litigation from individuals and organizations who made comments on the EIR or otherwise exhausted their administrative remedies prior to the close of the public hearings on the Project Approvals, there is no existing or threatened litigation or legal proceeding of which Developer is aware which could prevent Developer from entering into or performing its covenants and obligations set forth in this 974 CLICK HERE to Return to Agenda
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Agreement. City warrants and represents that the person or persons executing this Agreement on its behalf have been duly authorized to execute this Agreement and bind the City to all covenants and obligations set forth in this Agreement.

8.21 City Approvals and Actions.

Whenever a reference is made in this Agreement to an action or approval to be undertaken by the City Manager, his or her authorized designee is authorized to act on behalf of the City unless specifically provided otherwise or the law otherwise requires.

8.22 Governing Law; Litigation Matters.

The internal laws of the State of California shall govern the interpretation and enforcement of this Agreement without regard to conflicts of law principles. Any action at law or in equity brought by either Party hereto for the purpose of enforcing, construing, or interpreting the validity of this Agreement or any provision hereof shall be brought in the Superior Court of the State of California in and for the County of Riverside, or such other appropriate court in said county, and the Parties hereto waive all provisions of law providing for the filing, removal, or change of venue to any other court. Service of process on City shall be made in accordance with California law.

Service of process on Developer shall be made in any manner permitted by California law and shall be effective whether served inside or outside of California. In the event of any action between the Parties hereto seeking enforcement of any of the terms of this Agreement or otherwise arising out of this Agreement, the prevailing Party in such litigation shall be awarded, in addition to such relief to which such Party is entitled, its reasonable attorney’s fees, expert witness fees, and litigation costs and expenses.

8.23 No Brokers.

Each of the City and the Developer represents to the other party that it has not engaged the services of any finder or broker and that it is not liable for any real estate commissions, broker’s fees, or finder’s fees which may accrue by means of this Agreement, and agrees to hold harmless the other party from such commissions or fees as are alleged to be due from the party making such representations.

IN WITNESS WHEREOF, Developer and City have executed this Agreement as of the Reference Date.
“DEVELOPER”

CM WAVE DEVELOPMENT, LLC,
a Delaware limited liability company
By:

Its:
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“CITY”
CITY OF LA QUINTA, a California municipal
corporation
By: ___________________________
Name: Jon McMillen
Title: City Manager
ATTEST:

Monika Radeva
City Clerk

APPROVED AS TO FORM

RUTAN & TUCKER, LLP
William H. Ihrke
City Attorney
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EXHIBIT “A”
EXHIBIT “A”

LEGAL DESCRIPTION OF SITE
(Attached)
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EXHIBIT “A”
EXHIBIT "A"

LEGAL DESCRIPTION

THE LAND REFERRED TO HEREIN BELOW IS SITUATED LA QUINTA, IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

PARCEL A:

PARCEL "B" OF LOT LINE ADJUSTMENT NO. 2006-462, AS APPROVED BY THE CITY OF LA QUINTA DECEMBER 07, 2006 BEING:

THAT PORTION OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 28, TOWNSHIP 6 SOUTH, RANGE 7 EAST, S.B.M. IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AND PARCEL "D" OF LOT LINE ADJUSTMENT NO. 2002-930, RECORDED FEBRUARY 13, 2003, AS DOCUMENT NO. 2003-102524, RECORDS OF RIVERSIDE COUNTY MORE PARTICULARLY DESCRIBED AS FOLLOWS;

BEGINNING AT THE NORTHWEST CORNER OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 28; THENCE SOUTH 89° 56' 35" EAST ALONG THE NORTHERLY LINE OF SAID SECTION 28, A DISTANCE OF 499.01 FEET; THENCE SOUTH 00° 03' 25" WEST, A DISTANCE OF 261.25 FEET; THENCE SOUTH 58° 09' 44" EAST, A DISTANCE OF 765.93 FEET; THENCE NORTH 77° 42' 02" EAST, A DISTANCE OF 176.74 FEET, TO THE EASTERLY LINE OF SAID PARCEL "D" AND THE BEGINNING OF A NON-TANGENT CURVE CONCAVE EASTERLY HAVING A RADIUS OF 2455.00 FEET FROM WHICH A RADIAL LINE OF SAID CURVE BEARS NORTH 77° 42' 23" EAST; THENCE SOUTHERLY AND SOUTHEASTERLY ALONG SAID CURVE AND SAID EASTERLY LINE THROUGH A CENTRAL ANGLE OF 20° 10' 55", AN ARC DISTANCE OF 864.75 FEET; TO THE BEGINNING OF A REVERSE CURVE CONCAVE WESTERLY, HAVING A RADIUS OF 2345.00 FEET; THENCE SOUTHEASTERLY, SOUTHERLY AND SOUTHWESTERLY ALONG SAID CURVE AND SAID EASTERLY LINE THROUGH A CENTRAL ANGLE OF 65° 20' 50", AN ARC DISTANCE OF 2674.53 FEET; TO THE BEGINNING OF A REVERSE CURVE CONCAVE SOUTHEASTERLY, HAVING A RADIUS OF 2455.00 FEET;

THENCE SOUTHWESTERLY AND SOUTHERLY ALONG SAID CURVE AND SAID EASTERLY LINE THROUGH A CENTRAL ANGLE OF 20° 25' 31", AN ARC DISTANCE OF 875.17 FEET TO THE EASTERLY LINE OF SAID SECTION 28 AND THE MOST SOUTHERLY CORNER OF SAID PARCEL "D"; THENCE NORTH 00° 17' 44" EAST ALONG THE EASTERLY LINE OF SAID SECTION 28 AND THE PARCEL LINE OF SAID PARCEL "D", A DISTANCE OF 2104.91 TO THE EAST QUARTER CORNER OF SAID SECTION 28; THENCE SOUTH 89° 30' 09" EAST ALONG SAID PARCEL LINE, A DISTANCE OF 30.00 FEET; THENCE NORTH 00° 05' 52" EAST ALONG SAID PARCEL LINE, A DISTANCE OF 1326.33 FEET; THENCE NORTH 89° 30' 56" WEST ALONG SAID PARCEL LINE A DISTANCE OF 30.00 FEET TO THE SOUTHEAST CORNER OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 28; THENCE NORTH 89° 54' 54" WEST ALONG THE SOUTHERLY LINE OF SAID NORTHEAST QUARTER OF THE NORTHEAST QUARTER, A DISTANCE OF 1322.31 FEET TO THE SOUTHWEST CORNER OF SAID NORTHEAST QUARTER OF THE NORTHEAST QUARTER; THENCE NORTH 00° 09' 14" EAST ALONG THE WESTERLY LINE OF SAID NORTHEAST QUARTER OF THE NORTHEAST QUARTER, A DISTANCE OF 1325.69 TO THE POINT OF BEGINNING.

TOGETHER WITH THAT CERTAIN PORTION OF MADISON STREET, VACATED BY SAID CITY ON JANUARY 07, 2003 PER RESOLUTION NO. 2003-003, A COPY OF WHICH RECORDED APRIL 30, 2014 AS INSTRUMENT NO. 2014-0157740 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF

SAID COUNTY, AND WHICH WOULD BY OPERATION OF LAW REVERT TO THE ABOVE DESCRIBED PROPERTY.

APN: 766-070-012-5, 764-210-007-9, 764-210-028, 764-210-029, 764-200-076-0 978 CLICK HERE to Return to Agenda
EXHIBIT “A”
EXHIBIT "A"
(Continued)
PARCEL B:

THE SOUTHEAST QUARTER OF THE NORTHWEST QUARTER, THE SOUTHERLY 180.00 FEET TO THE

NORTHEAST QUARTER OF THE NORTHWEST QUARTER, THE SOUTH HALF OF THE NORTHEAST QUARTER, THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER, EXCEPT THE WEST 820.00 FEET THEREOF AND THE SOUTHERLY 180.00 FEET OF THE WEST 820.00 FEET OF THE NORTHWEST QUARTER, OF THE NORTHEAST QUARTER, ALL IN SECTION 28, TOWNSHIP 6 SOUTH, RANGE 7 EAST, SAN BERNARDINO BASE AND MERIDIAN;
EXCEPTING THEREFROM THAT PORTION THEREOF INCLUDED WITHIN 58TH AVENUE.

SAID COUNTY, AND WHICH WOULD BY OPERATION OF LAW REVERT TO THE ABOVE DESCRIBED PROPERTY.

APN: 766-070-003-7,006-0
PARCEL C:

THE NORTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 28, TOWNSHIP 6 SOUTH, RANGE 7 EAST, SAN BERNARDINO BASE AND MERIDIAN;

EXCEPTING THEREFROM ALL OIL, MINERAL, HYDROCARBON AND KINDRED SUBSTANCES IN AND UNDER SAID PROPERTY, WITHOUT RIGHT OF SURFACE ENTRY.

APN: 766-080-001-6, 002-7
PARCEL D:

THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 28, TOWNSHIP 6 SOUTH, RANGE 7 EAST, SAN BERNARDINO BASE AND MERIDIAN;

EXCEPTING THEREFROM THAT PORTION OF LAND LYING IN THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 28, TOWNSHIP 6 SOUTH, RANGE 7 EAST, SAN BERNARDINO BASE AND MERIDIAN, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTH QUARTER CORNER OF SAID SECTION 28; THENCE NORTH 00°07'45" WEST, ALONG THE WEST BOUNDARY OF SAID SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER, 287.38 FEET TO A POINT ON THE ARC OF A CURVE; THENCE 94.73 FEET ALONG THE ARC OF SAID CURVE TO THE LEFT, HAVING A RADIUS OF 910.00 FEET AND A CENTRAL ANGLE OF 05°57'51" WHOSE CHORD BEARS SOUTH 66°04'50" EAST, A DISTANCE OF 94.68 FEET; THENCE SOUTH 69°03'45" EAST, 679.03 FEET TO A POINT IN THE SOUTH BOUNDARY OF SAID SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER; THENCE SOUTH 89°29'45" WEST, ALONG SAID SOUTH BOUNDARY, 720.12 FEET TO THE POINT OF BEGINNING; EXCEPTING THEREFROM THAT PORTION THEREOF LYING WITHIN 60TH AVENUE.

APN: 766-080-005-0
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EXHIBIT “A”
PARCEL E:

THE NORTH HALF OF THE SOUTHEAST QUARTER OF SECTION 28, TOWNSHIP 6 SOUTH, RANGE 7 EAST, SAN BERNARDINO BASE AND MERIDIAN.

SAID COUNTY, AND WHICH WOULD BY OPERATION OF LAW REVERT TO THE ABOVE DESCRIBED PROPERTY.

APN: 766-080-004-9
PARCEL F:

PARCEL A OF LOT LINE ADJUSTMENT NO. 2006-462, AS APPROVED BY THE CITY OF LA QUINTA DECEMBER 7, 2006, BEING A PORTION OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 28, TOWNSHIP 6 SOUTH, RANGE 7 EAST, SAN BERNARDINO BASE AND

MERIDIAN, IN THE CITY OF LA QUINTA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AND A PORTION OF PARCEL D OF THE LOT LINE ADJUSTMENT NO. 2002-390 RECORDED FEBRUARY 13, 2003 AS INSTRUMENT NO. 2003102524 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, WHICH

IS INCLUDED WITHIN SAID PARCEL A, ALL OF WHICH IS MORE PARTICULARLY DESCRIBED AS FOLLOWS:

COMMENCING AT THE NORTHWEST CORNER OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 28;
THENCE SOUTH 89° 56' 35" EAST ALONG THE NORTHERLY LINE OF SAID NORTHEAST QUARTER A DISTANCE OF 499.01 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 00° 03' 25" WEST, A DISTANCE OF 261.25 FEET; THENCE SOUTH 58° 08' 44" EAST A DISTANCE OF 765.93 FEET;
THENCE NORTH 77° 42' 02" EAST, A DISTANCE OF 176.74 FEET, TO THE EASTERLY LINE OF SAID

PARCEL D AND THE BEGINNING OF A NON-TANGENT CURVE CONCAVE EASTERLY, HAVING A RADIUS OF 2455.00 FEET FROM WHICH A RADIAL LINE OF SAID CURVE BEARS NORTH 77° 42' 23" EAST;

THENCE NORTHERLY ALONG SAID CURVE AND SAID EASTERLY LINE THROUGH A CENTRAL ANGLE OF 00° 14' 26" AN ARC DISTANCE OF 10.31 FEET TO THE EASTERLY LINE OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 28;
THENCE NORTH 00° 05' 52" EAST ALONG SAID EASTERLY LINE, A DISTANCE OF 616.74 FEET TO THE NORTHEAST CORNER OF SAID SECTION 28;
THENCE NORTH 89° 56' 35" WEST ALONG THE NORTHERLY LINE OF SAID SECTION 28, A DISTANCE OF 822.00 FEET TO THE TRUE POINT OF BEGINNING.

APN: 766-070-014
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EXHIBIT “B”
EXHIBIT “B”

SITE MAP
(Attached)
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EXHIBIT “B”
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EXHIBIT “C”
EXHIBIT “C”

PROJECT DESIGN FEATURES
(Attached)
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DRAFT PROJECT DESIGN FEATURES
Coral Mountain Resort, La Quinta CA
Exhibit C
Coral Mountain Resort Exhibit C 1 March 2022
DRAFT Project Design Features
Air Quality
The project incorporates the following design features and attributes for promoting energy efficiency and sustainability, which shall be enforceable by the City pursuant to the terms of the Development Agreement.

The following PDFs were accounted for in CalEEMod to reduce emissions associated with each applicable subcategory:
• Pedestrian connections shall be provided to surrounding areas consistent with the City’s General Plan. Providing a pedestrian access network to link areas of the project site encourages people to walk instead of drive. The project would provide a pedestrian access network that internally links all uses and connects to all existing or planned external streets and pedestrian facilities contiguous with the project site. The project would minimize barriers to pedestrian access and interconnectivity. • Having different types of land uses near one another can decrease VMT since trips between land use types are shorter and may be accommodated by non-auto modes of transport. For example, when residential areas are in the same neighborhood as retail and office buildings, a resident does not need to travel outside of the neighborhood to meet his/her trip needs. A description of diverse uses for urban and suburban areas is provided below
• The project will include improved design elements to enhance walkability and connectivity. Improved street network characteristics within a neighborhood include street accessibility, usually measured in terms of average block size, proportion of fourway intersections, or number of intersections per square mile. Design is also measured in terms of sidewalk coverage, building setbacks, street widths, pedestrian crossings, presence of street trees, and a host of other physical variables that differentiate pedestrian-oriented environments from auto-oriented environments. • Commute Trip Reduction Program is a multi-strategy program that encompasses a combination of individual measures. It is presented as a means of preventing doublecounting of reductions for individual measures that are included in this strategy. It does so by setting a maximum level of reductions that should be permitted for a combined set of strategies within a voluntary program.
• Encouraging telecommuting and alternative work schedules reduces the number of commute trips and therefore VMT traveled by employees. Alternative work schedules could take the form of staggered starting times, flexible schedules, or compressed work weeks.
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EXHIBIT C – DRAFT PROJECT DESIGN FEATURES
Coral Mountain Resort Exhibit C 2 March 2022
• The project will design building shells and building components, such as windows; roof systems:
• electrical and lighting systems: and heating, ventilating, and air conditioning systems to meet 2019 Title 24 Standards which results in 30% less energy for non-residential buildings and 53% less energy for residential use due to lighting upgrades. • The project is required to comply with SCAQMD Rule 445, which prohibits the use of wood burning stoves and fireplaces in new development.
• Using electricity generated from photovoltaic (PV) systems displaces electricity demand which would ordinarily be supplied by the local utility. Since zero GHG emissions are associated with electricity generation from PV systems, the GHG emissions reductions from this PDF are equivalent to the emissions that would have been produced had electricity been supplied by the local utility. A minimum of 15% of the project’s electricity demand will be generated on-site.
• In order to reduce the amount of waste disposed at landfills, the project would be required to implement a 65% waste diversion as required by AB 939.

The following PDFs are part of the project, but no numeric credit has been taken for their implementation to assure a conservative analysis:
• Increasing the vehicle occupancy by ride sharing will result in fewer cars driving the same trip, and thus a decrease in VMT. The project will include a ride-sharing program as well as a permanent transportation management association membership and funding requirement. The project will promote ride-sharing programs through a multi-faceted approach such as:
• Designating a certain percentage of parking spaces for ride sharing vehicles • Designating adequate passenger loading and unloading and waiting areas for ride-sharing vehicles
• Providing a web site or message board for coordinating rides • The project will implement marketing strategies to reduce commute trips. Information • sharing and marketing are important components to successful commute trip reduction strategies. Implementing commute trip reduction strategies without a complementary marketing strategy will result in lower VMT reductions. Marketing strategies may include:
• New employee orientation of trip reduction and alternative mode options • Event promotions
• Publications
• Specified use of Energy Star appliances.
• Installation of water-efficient plumbing fixtures.
• Installation of tankless water heater systems.
• Installation of light-emitting diode (LED) technology within homes. 985 CLICK HERE to Return to Agenda
EXHIBIT C – DRAFT PROJECT DESIGN FEATURES
Coral Mountain Resort Exhibit C 3 March 2022
• Use of recycled water for common area landscape irrigation. • Use of drought-tolerant plants in landscape design.
• Installation of water-efficient irrigation systems with smart sensor controls. • Lighting sources contribute to GHG emissions indirectly, via the production of the electricity that powers these lights. Public street and area lighting include: streetlights, pedestrian pathway lights, area lighting for parks and parking lots, and outdoor lighting around public buildings. Lighting design should consider the amount of light required for the area intended to be lit. Lumens are the measure of the amount of light perceived by the human eye. Different light fixtures have different efficacies or the amount of lumens produced per watt of power supplied. This is different than efficiency, and it is important that lighting improvements are based on maintaining the appropriate lumens per area when applying this measure. Installing more efficacious lamps will use less electricity while producing the same amount of light, and therefore reduces the associated indirect GHG emissions.

Greenhouse Gas Emissions
The project incorporates the following design features and attributes for promoting energy efficiency and sustainability, which shall be enforceable by the City pursuant to the terms of the Development Agreement. The following PDFs were accounted for in CalEEMod to reduce emissions associated with each applicable subcategory:
• Pedestrian connections shall be provided to surrounding areas consistent with the City’s General Plan. Providing a pedestrian access network to link areas of the project site encourages people to walk instead of drive. The project would provide a pedestrian access network that internally links all uses and connects to all existing or planned external streets and pedestrian facilities contiguous with the project site. The project would minimize barriers to pedestrian access and interconnectivity. • Having different types of land uses near one another can decrease VMT since trips between land use types are shorter and may be accommodated by non-auto modes of transport. For example, when residential areas are in the same neighborhood as retail and office buildings, a resident does not need to travel outside of the neighborhood to meet his/her trip needs. A description of diverse uses for urban and suburban areas is provided below
• The project will include improved design elements to enhance walkability and connectivity. Improved street network characteristics within a neighborhood include street accessibility, usually measured in terms of average block size, proportion of fourway intersections, or number of intersections per square mile. Design is also measured in 986 CLICK HERE to Return to Agenda
EXHIBIT C – DRAFT PROJECT DESIGN FEATURES
Coral Mountain Resort Exhibit C 4 March 2022
terms of sidewalk coverage, building setbacks, street widths, pedestrian crossings, presence of street trees, and a host of other physical variables that differentiate pedestrian-oriented environments from auto-oriented environments. • Voluntary Commute Trip Reduction Program – A multi-strategy program that encompasses a combination of individual measures. It is presented as a means of preventing double-counting of reductions for individual measures that are included in this strategy. It does so by setting a maximum level of reductions that should be permitted for a combined set of strategies within a voluntary program. • Encouraging telecommuting and alternative work schedules reduces the number of commute trips and therefore VMT traveled by employees. Alternative work schedules could take the form of staggered starting times, flexible schedules, or compressed work weeks.
• The project will design building shells and building components, such as windows; roof systems:
electrical and lighting systems: and heating, ventilating, and air conditioning systems to meet 2019 Title 24 Standards which are expected to result in 30% less energy use for nonresidential buildings and 53% less energy use for residential use due to lighting upgrades. • The project is required to comply with SCAQMD Rule 445, which prohibits the use of wood burning stoves and fireplaces in new development.
• Using electricity generated from photovoltaic (PV) systems displaces electricity demand which would ordinarily be supplied by the local utility. Since zero GHG emissions are associated with electricity generation from PV systems, the GHG emissions reductions from this PDF are equivalent to the emissions that would have been produced had electricity been supplied by the local utility. A minimum of 15% of the project’s electricity demand will be generated on-site.
• In order to reduce the amount of waste disposed at landfills, the project would be required to implement a 65% waste diversion as required by AB 939.

The following PDFs are part of the project, but no numeric credit has been taken for their implementation to provide a conservative analysis:
• Increasing the vehicle occupancy by ride sharing will result in fewer cars driving the same trip, and thus a decrease in VMT. The project will include a ride-sharing program as well as a permanent transportation management association membership and funding requirement. The project will promote ride-sharing programs through a multi-faceted approach such as:
• Designating a certain percentage of parking spaces for ride sharing vehicles • Designating adequate passenger loading and unloading and waiting areas for ride-sharing vehicles
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EXHIBIT C – DRAFT PROJECT DESIGN FEATURES
Coral Mountain Resort Exhibit C 5 March 2022
• Providing a web site or message board for coordinating rides • The project will implement marketing strategies to reduce commute trips. Information sharing and marketing are important components to successful commute trip reduction strategies. Implementing commute trip reduction strategies without a complementary marketing strategy will result in lower VMT reductions. Marketing strategies may include:
• New employee orientation of trip reduction and alternative mode options • Event promotions
• Publications
• Specified use of Energy Star appliances.
• Installation of water-efficient plumbing fixtures.
• Installation of tankless water heater systems.
• Installation of light-emitting diode (LED) technology within homes. • Use of recycled water for common area landscape irrigation. • Use of drought-tolerant plants in landscape design.
• Installation of water-efficient irrigation systems with smart sensor controls. • Lighting sources contribute to GHG emissions indirectly, via the production of the electricity that powers these lights. Public street and area lighting includes: streetlights, pedestrian pathway lights, area lighting for parks and parking lots, and outdoor lighting around public buildings. Lighting design should consider the amount of light required for the area intended to be lit. Lumens are the measure of the amount of light perceived by the human eye. Different light fixtures have different efficacies or the amount of lumens produced per watt of power supplied. This is different than efficiency, and it is important that lighting improvements are based on maintaining the appropriate lumens per area when applying this measure. Installing more efficacious lamps will use less electricity while producing the same amount of light, and therefore reduces the associated indirect GHG emissions.

Energy Resources
See PDFs listed under Greenhouse Gas Emissions, above, as they are applicable to energy consumption.

Energy-saving and sustainable design features, as well as operational programs would be incorporated. Because these features/attributes are integral to the project, and/or are regulatory requirements, they are not considered to be mitigation measures. The project will require submittal to the appropriate agencies discussed in this section for review and approval of on-site design for circulation, building standards and utility installation. The following PDFs are part of the project; however, per the GHG Report, no numeric credit has been taken for their implementation in order to produce a conservative analysis:
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EXHIBIT C – DRAFT PROJECT DESIGN FEATURES
Coral Mountain Resort Exhibit C 6 March 2022
• Specified use of Energy Star appliances
• Installation of water-efficient plumbing fixtures
• Installation of tankless water heaters
• Installation of light-emitting diode (LED) technology within homes • Use of recycled water (non-potable) for common area landscape irrigation • Use of drought-tolerant plants in landscape design
• Installation of water-efficient irrigation systems with smart sensor controls • Installation of photovoltaic (PV) systems
Noise
Six-Foot Perimeter Wall to Reduce Arterial Roadway Noise A six-foot perimeter wall will be developed along the northern and eastern property boundaries, adjacent to the proposed Low Density Residential Planning Area (PA II). The six-foot perimeter walls will be located adjacent to PA II in order to protect the proposed onsite residential uses from off-site traffic noise by implementing improvements that diminish noise levels. Perimeter walls will be developed along the southern and western property boundaries as a design requirement of the City and in conformance with Section 3.5.1 of the Development Agreement.

The Noise Study determined that the barriers shall provide a weight of at least four pounds per square foot of face area with no decorative cutouts or line-of-sight openings between shielded areas and the roadways. The barrier must present a solid face from top to bottom. Unnecessary openings or decorative cutouts shall not be made. All gaps (except for weep holes) should be filled with grout or caulking. Because this requirement was assumed in the Noise Study analysis, and to assure effective mitigation of noise from the project, Mitigation Measure NOI-5 is provided in Section 4.11, Noise, in the Draft EIR to assure the proper construction of perimeter walls. This project Development Agreement will ensure that the project design features and mitigation will be enforceable by the City.

Public Services
The proposed project will be required to comply with existing regulations and standards (identified in Section 4.12, Public Services, of the Draft EIR) to ensure that the project’s potential impacts associated with public facilities and services related to fire and police emergency and non-emergency services, as well as impacts to schools, do not result in significant impacts.

Typical for residential communities in the City of La Quinta, the project and residential areas shall be gated, thus increasing community security and minimizing potential crimes, and consistent with standard operations of resort communities, the project will incorporate private security 989 CLICK HERE to Return to Agenda
EXHIBIT C – DRAFT PROJECT DESIGN FEATURES
Coral Mountain Resort Exhibit C 7 March 2022
services to maximize security of the overall project. Additionally, lighting features throughout the project will enhance security and maximize visibility within the project including streets, intersections, and other crosswalks.

Transportation
Project Design Features (PDF) are incorporated that encourage the use of alternative transportation measures including pedestrian and bicycle travel. The project will include design elements such as sidewalk coverage, building setbacks, street widths, pedestrian crossings, presence of street trees, and other physical variables that differentiate pedestrian‐oriented environments from auto-oriented environments. The project will provide a pedestrian access network that internally links all uses and connects to all existing or planned external streets and pedestrian facilities contiguous with the project site. The project would minimize barriers to pedestrian access and interconnectivity. The project includes sidewalk connections, particularly to / from the retail areas interacting with residential and resort uses on-site.

Project Design Features for VMT Reduction
Transportation demand management (TDM) strategies were evaluated for the purpose of reducing VMT impacts determined to be potentially significant. Quantifying Greenhouse Gas Mitigation Measures, (CAPCOA) 2010 provides guidance for evaluating the potential reduction in VMT expected for individual measures.

The project setting best reflects what CAPCOA refers to as a suburban place type because it is characterized by dispersed, low-density, single-use automobile dependent land use patterns. The maximum reduction expected when combining multiple mitigation strategies for the suburban place type is 10 percent and requires a project to contain a diverse land use mix, workforce housing, and project‐specific transit, according to CAPCOA.

The project incorporates design features and attributes promoting trip reduction. Because these features/attributes are integral to the project, and/or are regulatory requirements, they are not considered to be mitigation measures. These features are considered after the VMT data is extracted from the traffic model.

Project VMT is reduced by the following project design features/attributes, which are enforceable by the City pursuant to the terms of the Development Agreement, and are anticipated to collectively reduce project home-based VMT by approximately 6%. • The placement of different types of land uses near one another can decrease VMT since trips between land use types are shorter and may be accommodated by non‐ auto modes of transport. For example, when residential areas are in the same 990 CLICK HERE to Return to Agenda
EXHIBIT C – DRAFT PROJECT DESIGN FEATURES
Coral Mountain Resort Exhibit C 8 March 2022
neighborhood as commercial and resort land uses, a resident does not need to travel outside of the neighborhood to meet his/her recreational and retail needs.

The project’s mixed‐use environment could provide for a potential reduction in project residential VMT of 3% according to CAPCOA guidance. • The project includes improved design elements to enhance walkability and connectivity. Recognized improved street network characteristics within the project include sidewalk coverage, building setbacks, street widths, pedestrian crossings, presence of street trees, and a host of other physical variables that differentiate pedestrian‐oriented environments from auto-oriented environments. The project provides a pedestrian access network that internally links all uses and connects to all existing or planned external streets and pedestrian facilities contiguous with the project site. The project minimizes barriers to pedestrian access and interconnectivity. The project includes sidewalk connections, particularly to / from the retail areas resulting in interaction with residential, retail, and recreational uses on‐site. The project’s implementation of this measure is anticipated to result in a potential reduction in project residential VMT of 2% according to CAPCOA guidance.
• The project will implement marketing strategies to optimize on‐site resort and residential uses. Information sharing and marketing are important components to successful trip reduction strategies. Marketing strategies may include:
o Resident member benefits that include use of the recreational amenities o Publications
The project’s implementation of this measure could provide for a potential reduction in project residential VMT of 1% according to CAPCOA guidance.
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EXHIBIT “D”
EXHIBIT “D”

MITIGATION MONITORING PROGRAM
(Attached)
[to be inserted]
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EXHIBIT “E”
EXHIBIT “E”

CONDITIONS OF APPROVAL
(Attached)
[to be inserted]
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EXHIBIT “F”
EXHIBIT “F”

COMPLIANCE CERTIFICATE
(CM Wave Development LLC, DEVELOPMENT AGREEMENT)
The undersigned, CM Wave Development LLC, a Delaware limited liability company (“Developer”), pursuant to that certain Development Agreement dated _______________, 2022, (the “Development Agreement”), by and among Developer and the City of La Quinta, a California municipal corporation and charter city (the “City”) by its signature below hereby certifies to the City, for the City’s reliance that:

1. Capitalized terms not defined herein shall have the same meaning as set forth in the Development Agreement;

2. The undersigned is familiar with the certifications and representations set forth in this Compliance Certificate;

3. Developer has performed and complied with its obligations under the Development Agreement to be performed or complied with by it on or prior to the date hereof.

4. [CITY MAY INSERT ANY ADDITIONAL CONDITIONS UNDER THE

DEVELOPMENT AGREEMENT TO BE SATISFIED PRIOR TO ISSUING BUILDING PERMIT].

IN WITNESS WHEREOF, this Compliance Certificate is executed effective the ______ day of _______________, ______, under penalty of perjury under the laws of California.

CM Wave Development LLC, a Delaware limited
liability company
By:

Its:

By:

Its:
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EXHIBIT “G”
EXHIBIT “G”
CHAPTER 3.25 OF LA QUINTA MUNICIPAL CODE AS OF EFFECTIVE DATE (for reference only)
(Attached)
[to be inserted]
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EXHIBIT “H”
EXHIBIT “H”

SCHEDULE OF PERFORMANCE AND PHASING PLAN
(Attached)
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EXHIBIT “H”
PROJECT COMPONENT LAND USE START COMPLETION*
MASTER SITE IMPROVEMENTS - Backbone N.A.

Developer “Backbone” improvements, including mass and
rough grading, and Infrastructure, including streets, utilities, and perimeter landscaping, Madison Entry Facility
Within 18 months of Vesting Date 3 years after Start Date

PLANNING AREA III RESIDENTIAL
Phase 1 – Parcels A, B, C, G, including “in-tract” developer master site improvements – utilities, streets, landscape; Within 36 months of Vesting Date 2 years after Start Date Amenities, including Main Club, Sports & Fitness Within 36 months of Vesting Date 2 years after Start Date Golf Maintenance Facility; Within 36 months of Vesting Date 2 years after Start Date Phase 2 – Parcels D, E, F, including “in-tract” developer master site improvements – utilities, streets, landscape;
Within 48 months of Vesting Date 2 years after Start Date Phase 3 – Parcels U, V, including “in-tract” developer master site improvements – utilities, streets, landscape;
Within 60 months of Vesting Date 2 years after Start Date Phase 4 – Parcels R, S, T, including “in-tract” developer master site improvements – utilities, streets, landscape;
Within 72 months of Vesting Date 2 years after Start Date Phase 5 – Parcels H, I, J, K, L, M, N, O, P, including “in-tract” developer master site improvements – utilities, streets, landscape;
Within 84 months of Vesting Date 2 years after Start Date Amenities at Coral Mountain, Bike Pump Track, observatory, gathering and dining areas, trail network completion Within 84 months of Vesting Date 2 years after Start Date

PLANNING AREA V NEIGHBORHOOD COMMERCIAL
Site Improvements and 5,000 SF market (including nonconditioned outdoor space) Within 84 months of Vesting Date 2 years after Start Date

PLANNING AREA VI GOLF COURSE
Phase 1 – Grading, Golf Course Construction Within 20 months of Vesting Date 2 years after Start Date *Completion defined as 70% of C-of-O’s issued, and are the outside deadlines permissible under this Agreement, subject to the terms of this Agreement.

Note: If Developer provides evidence reasonably satisfactory to the City that then existing market conditions do not allow for the development on economically feasible terms and orderly absorption of such product type to the point of completion as specified above, then such period shall be extended for up to five 1-year periods to be approved by the City Manager. **Vesting Date is defined as the later of (i) the Effective Date of the Development Agreement, and (ii) the running of all applicable statute of limitations and referendum petition deadlines with no legal challenges or petitions having been filed or submitted, or if filed or submitted, successfully resolved to the satisfaction of Developer and City. 997 CLICK HERE to Return to Agenda
EXHIBIT “H”
998
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ATTACHMENT 1

PROJECT INFORMATION
CASE NUMBERS: ENVIRONMENTAL ASSESSMENT 2019-0010
GENERAL PLAN AMENDMENT 2023-1000
ZONE CHANGE 2023-1000
SPECIFIC PLAN AMENDMENT 2023-0003
TENTATIVE TRACT MAP 2023-0005
DEVELOPMENT AGREEMENT 2023-1000
APPLICANT: CM WAVE DEVELOPMENT LLC
REQUEST: ADOPT RESOLUTIONS TO CERTIFY AN ENVIRONMENTAL IMPACT REPORT FOR ALTERNATIVE NO. 2 (EA2019-0010) AND APPROVE
GENERAL PLAN AMENDMENT 2023-1000, SPECIFIC PLAN
AMENDMENT 2023-0003, TENTATIVE TRACT MAP 2023-0005, AND

INTRODUCE FOR FIRST READING ORDINANCES APPROVING ZONE
CHANGE 2023-1000 AND DEVELOPMENT AGREEMENT 2023-1000
FOR THE CLUB AT CORAL MOUNTAIN PROJECT CONSISTING OF 750 RESIDENTIAL UNITS, A GOLF COURSE AND 60,000 SQUARE FEET OF RETAIL COMMERCIAL SPACE; CEQA: THE DESIGN AND

DEVELOPMENT DEPARTMENT HAS DETERMINED THAT
ALTERNATIVE 2 OF PREVIOUSLY PREPARED ENVIRONMENTAL
IMPACT REPORT, EA2019-0010, APPLIES TO THE PROPOSED
PROJECT; LOCATION: SOUTH OF AVENUE 58, EAST AND WEST OF MADISON STREET, AND NORTH OF AVENUE 60.

LOCATION: SOUTH OF AVENUE 58, EAST AND WEST OF MADISON STREET, AND NORTH OF AVENUE 60
CEQA: ALTERNATIVE 2 OF THE CORAL MOUNTAIN RESORT
ENVIRONMENTAL IMPACT REPORT (SCH #2021020310)

GENERAL PLAN
DESIGNATION: LOW DENSITY RESIDENTIAL, OPEN SPACE RECREATION AND

GENERAL COMMERCIAL
ZONING
DESIGNATION: LOW DENSITY RESIDENTIAL, OPEN SPACE GOLF AND

NEIGHBORHOOD COMMERCIAL

SURROUNDING
ZONING/LAND USES: NORTH: LOW DENSITY RESIDENTIAL, MEDIUM DENSITY

RESIDENTIAL, OPEN SPACE GOLF/VACANT LANDS,

EXISTING COUNTRY CLUB
SOUTH: LOW DENSITY RESIDENTIAL/VACANT LAND, EXISTING

SINGLE-FAMILY HOMES
EAST: LOW DENSITY RESIDENTIAL/EXISTING COUNTRY CLUB
WEST: OPEN SPACE/CORAL MOUNTAIN, VACANT LANDS
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Vicinity Map
ATTACHMENT 2
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Public Comment
Club at Coral Mountain
City Council Public Hearing
March 5, 2024
ATTACHMENT 3
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1 Tania Flores
From: Jennifer Granath <[email protected]>
Sent: Friday, February 23, 2024 6:25 PM
To: Planning WebMail
Subject: Notice of public hearing 3/5 regarding amendment for zone change of parcel [Some people who received this message don't often get email from [email protected]. Learn why this is important at https://aka.ms/LearnAboutSenderIdentification ] ** EXTERNAL: This message originated outside of the City of La Quinta. Please use proper judgement and caution when opening attachments, clicking links or responding to requests for information. ** I am writing to you to OPPOSE a zoning change that would allow short term rentals in the proposed development of the west side of Madison Avenue, south of 58th.

Currently, it should continue to be consistent with the andalusia community development across the street.

That development allows 30 day minimum rentals as you probably know.

I am writing to oppose the proposal to allow short term rentals in that community Thank you Jennifer Granath 650-941-4774
1003 CLICK HERE to Return to Agenda
Tania Flores
From: Cheri Flores
Sent: Friday, January 26, 2024 2:28 PM
To: Tania Flores
Cc: Danny Castro; Consulting Planner
Subject: Fw: Club at Coral Mountain: Planning Commission Meeting Cheri L. Flores | Planning Manager
City of La Quinta
78495 Calle Tampico La Quinta, CA 92253
Ph. 760-777-7067
www.laquintaca.gov
From: Mary Greening <[email protected]>
Sent: Friday, January 26, 2024 12:10 PM
To: Cheri Flores <[email protected]>
Subject: Re: Club at Coral Mountain: Planning Commission Meeting ** EXTERNAL: This message originated outside of the City of La Quinta. Please use proper judgement and caution when opening attachments, clicking links or responding to requests for information. ** I oppose the short term rentals in this project. Given all the problems with them I would hope the council would put in significant restrictions on the number of
This is not an upscale development if it’s full of transient visitors.

Mary Greening
From my iPhone
You don't often get email from [email protected]. Learn why this is important 1004 CLICK HERE to Return to Agenda
1 Tania Flores
From: Consulting Planner
Sent: Wednesday, February 14, 2024 4:01 PM
To: Dennis Miller
Cc: Tania Flores
Subject: Re: Coral Mountain Resort Draft EIR
Good Afternoon Mr. Miller,
Thank you for your comment. It will be provided to the City Council when they consider the matter.

Nicole Sauviat Criste
Consulting Planner
City of La Quinta
From: Dennis Miller <[email protected]> Sent: Friday, February 9, 2024 3:01 PM
To: Consulting Planner <[email protected]> Subject: Coral Mountain Resort Draft EIR

** EXTERNAL: This message originated outside of the City of La Quinta. Please use proper judgement and caution when opening attachments, clicking links or responding to requests for information. ** I support #2.

750 units in the development is very dense. I understand short term rentals are a significant part of the sales strategy. That is a concern.

Thank you for the opportunity to contribute.

Dennis Miller
58131 Carmona
La Quinta, CA 92253
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1 Tania Flores
From: Randall Bone <[email protected]>
Sent: Wednesday, January 24, 2024 8:42 AM
To: Cheri Flores; Danny Castro; Tania Flores; Consulting Planner Cc: Julie Bloom
Subject: Sunrise Company support for Coral Mountain
** EXTERNAL: This message originated outside of the City of La Quinta. Please use proper judgement and caution when opening attachments, clicking links or responding to requests for information. ** Dear City of La Quinta Planning Commission and Staff,
Sunrise Company supports the Coral Mountain resort development in La Quinta. Sunrise Company has been developing master-planned communities in the Desert for over 60 years. We are currently developing Andalusia Country Club in La Quinta and Toscana Country Club in Indian Wells.

We are not speaking on behalf of individual Andalusia Country Club residents but on behalf of Sunrise Company.

Our main priority is ensuring the long-term success of Andalusia, both the Club and the residential community as well as the continued vitality and success of the City of La Quinta community.

After studying the new plan, we believe it meets the feedback from City Council that the plan be consistent with the General Plan. We support the new plan and believe Coral Mountain will enhance the surrounding communities and the overall La Quinta community. The Coral Mountain community will also bring economic vitality to La Quinta for decades to come.

Thank you for your due diligence on this and all other developments.

Randall Bone
Chief Executive Officer
Sunrise Company

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JASON E. UHLEY 1995 MARKET STREET
General Manager-Chief Engineer RIVERSIDE, CA 92501
951.955.1200
951.788.9965 FAX
www.rcflood.org

RIVERSIDE COUNTY FLOOD CONTROL

AND WATER CONSERVATION DISTRICT
255031
February 28, 2024
City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
Attention: Nicole Sauviat Re: Coral Mountain Resort, Multiple APNs The Riverside County Flood Control and Water Conservation District (District) does not normally recommend conditions for land divisions or other land use cases in incorporated cities. The District also does not plan check City land use cases or provide State Division of Real Estate letters or other flood hazard reports for such cases.

District comments/recommendations for such cases are normally limited to items of specific interest to the District including District Master Drainage Plan facilities, other regional flood control and drainage facilities which could be considered a logical component or extension of a master plan system, and District Area Drainage Plan fees (development mitigation fees). In addition, information of a general nature is provided.

The District's review is based on the above-referenced project transmittal, received February 13, 2024. The District has not reviewed the proposed project in detail, and the following comments do not in any way constitute or imply District approval or endorsement of the proposed project with respect to flood hazard, public health and safety, or any other such issue:
☒ This project would not be impacted by District Master Drainage Plan facilities, nor are other facilities of regional interest proposed.
☐ This project involves District proposed Master Drainage Plan facilities, namely, . The District will accept ownership of such facilities on written request by the City. The Project Applicant shall enter into a cooperative agreement establishing the terms and conditions of inspection, operation, and maintenance with the District and any other maintenance partners. Facilities must be constructed to District standards, and District plan check and inspection will be required for District acceptance. Plan check, inspection, and administrative fees will be required. All regulatory permits (and all documents pertaining thereto, e.g., Habitat Mitigation and Monitoring Plans, Conservation Plans/Easements) that are to be secured by the Applicant for both facility construction and maintenance shall be submitted to the District for review. The regulatory permits' terms and conditions shall be approved by the District prior to improvement plan approval, map recordation, or finalization of the regulatory permits. There shall be no unreasonable constraint upon the District's ability to operate and maintain the flood control facility(ies) to protect public health and safety.
☐ This project proposes channels, storm drains larger than 36 inches in diameter, or other facilities that could be considered regional in nature and/or a logical extension a District's facility, the District would consider accepting ownership of such facilities on written request by the City. The Project Applicant shall enter into a cooperative agreement establishing the terms and conditions of inspection, operation, and maintenance with the District and any other maintenance partners. Facilities must be constructed to District standards, and District plan check and inspection will be required for District acceptance. Plan check, inspection, and administrative fees will be required. The regulatory permits' terms and conditions shall be approved by the District prior to improvement plan approval, map recordation, or finalization of 1007 CLICK HERE to Return to Agenda
City of La Quinta - 2 - February 28, 2024
Re: Coral Mountain Resort, Multiple APNs 255031
the regulatory permits. There shall be no unreasonable constraint upon the District's ability to operate and maintain the flood control facility(ies) to protect public health and safety. ☐ An encroachment permit shall be obtained for any construction related activities occurring within District right of way or facilities, namely, ____________________. If a proposed storm drain connection exceeds the hydraulic performance of the existing drainage facilities, mitigation will be required. For further information, contact the District's Encroachment Permit Section at 951.955.1266. ☒ The Districts previous comments dated March 9, 2021 and August 3, 2021 are still valid.

GENERAL INFORMATION
This project may require a National Pollutant Discharge Elimination System (NPDES) permit from the State Water Resources Control Board. Clearance for grading, recordation, or other final approval should not be given until the City has determined that the project has been granted a permit or is shown to be exempt.

If this project involves a Federal Emergency Management Agency (FEMA) mapped floodplain, then the City should require the applicant to provide all studies, calculations, plans, and other information required to meet FEMA requirements, and should further require that the applicant obtain a Conditional Letter of Map Revision (CLOMR) prior to grading, recordation, or other final approval of the project and a Letter of Map Revision (LOMR) prior to occupancy.

The project proponent shall bear the responsibility for complying with all applicable mitigation measures defined in the California Environmental Quality Act (CEQA) document (i.e., Negative Declaration, Mitigated Negative Declaration, Environmental Impact Report) and/or Mitigation Monitoring and Reporting Program, if a CEQA document was prepared for the project. The project proponent shall also bear the responsibility for complying with all other federal, state, and local environmental rules and regulations that may apply.

If a natural watercourse or mapped floodplain is impacted by this project, the City should require the applicant to obtain a Section 1602 Agreement from the California Department of Fish and Wildlife and a Clean Water Act Section 404 Permit from the U.S. Army Corps of Engineers, or written correspondence from these agencies indicating the project is exempt from these requirements. A Clean Water Act Section 401 Water Quality Certification may be required from the local California Regional Water Quality Control Board prior to issuance of the Corps 404 permit.

Very truly yours,

AMY MCNEILL
Engineering Project Manager
Attachment
EM:blj
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La Quinta City CouncilMarch 5, 2024

La Quinta City Council
March 5, 2024