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HomeMy WebLinkAboutOrd 1068 DA 04-01 as it Relates to Case Nos. C/Z 04-01, TT31836, & PP 04-01REVISED 06/24/04 ORDINANCE NO. 1068 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, APPROVING A DEVELOPMENT AGREEMENT WHICH WILL PROVIDE FOR AMONG OTHER MATTERS MODIFIED DEVELOPMENT STANDARDS AND PROVISIONS REQUIRING THAT GOLF COURSE IMPROVEMENTS BE CARRIED OUT IN A TIMELY MANNER. CASE NO. DA 04-01 AS IT RELATES TO CASE NOS. C/Z 04-01, TT 31836 AND PP 04-01 WHEREAS, the Planning Commission of the City of Palm Desert, California, did on the 16th day of March, 2004, hold a duly noticed public hearing to consider the request of PDCC DEVELOPMENT LLC; and WHEREAS, the Planning Commission by its Resolution No. 2255 has recommended approval of Case No. DA 04-01; and WHEREAS, at said public hearing, said City Council heard and considered all testimony and arguments of all interested persons. NOW, THEREFORE, BE IT ORDAINED by the City Council of the City of Palm Desert, California, as follows: 1. That the above recitations are true and correct and constitute the findings of the City Council in this case. 2. That Development Agreement 04-01, Exhibit "A" attached, is hereby approved. 3. The City Clerk of the City of Palm Desert, California, is hereby directed to publish this ordinance in the Desert Sun, a newspaper of general circulation in the city of Palm Desert, California, and shall be in full force and effect thirty (30) days after its adoption. PASSED, APPROVED and ADOPTED at a regular meeting of the Palm Desert City Council, held on this day of , 2004, by the following vote, to wit: AYES: NOES: ABSENT: ABSTAIN: ROBERT A. SPIEGEL, Mayor ATTEST: RACHELLE D. KLASSEN, City Clerk City of Palm Desert, California WHEN RECORDED RETURN TO: The City of Palm Desert 73-510 Fred Waring Drive Palm Desert, California 92260 Attention: City Manager Fee Exempt - Govt. Code §273831 (Space above for Recorder's Use) PALM DESERT COUNTRY CLUB DEVELOPMENT AGREEMENT between THE CITY OF PALM DESERT a California charter city and PDCC DEVELOPMENT, LLC a California limited liability company and PDCC GOLF COURSE OPERATIONS, LLC. a California limited liability company [Dated as of May_, 2004 for reference purposes only] RMPUB\KCV\231373.1 PALM DESERT COUNTRY CLUB DEVELOPMENT AGREEMENT This Palm Desert Country Club Development Agreement ("Agreement") is entered into and effective on the date it is recorded with the Riverside County Recorder ("Effective Date") by and between (i) the CITY OF PALM DESERT, a California charter city ("City"), and (ii) PDCC DEVELOPMENT, LLC, a California limited liability company ("PDCC Development") and PDCC GOLF COURSE OPERATIONS, LLC. a California limited liability company, ("Owner") RECITALS WHEREAS, to strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development, the Legislature of the State of California adopted Section 65864 et seq. of the Government Code authorizing any city, county or city and county to enter into a development agreement with an applicant for a development project, establishing certain development rights in the property which is the subject of the development project application. ("Development Agreement Law"); and WHEREAS, City has adopted an ordinance and regulations establishing procedures and requirements for the approval of development agreements, pursuant to California Government Code Section 65865 ("Development Agreement Procedures"); and WHEREAS, Owner owns certain real property ("Property") owned in fee by Owner and legally described in the attached Exhibit "A"; and WHEREAS, PDCC Development, the majority of which is owned by Owner, owns the rights to develop certain portions of the Property as a residential subdivision accompanied with improvements to the existing golf courses; and WHEREAS, PDCC Development and Owner have requested City to enter into a development agreement for the development of the Property; and WHEREAS, Owner and PDCC Development propose to develop the Property as a residential subdivision accompanied with improvements to the existing golf courses ("Project"); and WHEREAS, by electing to enter into this Agreement, City shall bind future City Councils of City by the obligations specified herein, and limit the future exercise of certain governmental and proprietary powers of City; and WHEREAS, the terms and conditions of this Agreement have undergone extensive review by City and the City Council and have been found to be fair, just and reasonable; and WHEREAS, the best interests of the citizens of the City and the public health, safety and welfare will be served by entering into this Agreement; and WHEREAS, City has found that the provisions of this Agreement and its purposes are consistent with the objectives, policies, and general land uses and programs specified in City's General Plan; and WHEREAS, all actions taken and approvals given by City have been duly taken or approved in accordance with all applicable legal requirements for notice, public hearings, findings, votes and other procedural matters in accordance with the Development Agreement Law and Development Agreement Procedures; and WHEREAS, all actions taken by the 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 NOW THEREFORE, in consideration of the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, City and Owner (each herein sometimes called a "Party" and jointly the "Parties") do hereby agree as follows: 1.1 this Agreement. ARTICLE 1 GENERAL PROVISIONS Binding Effect of Agreement. The Property is hereby made subject to 1.2 Ownership of Property. Owner represents, covenants and warrants that it is the owner of fee simple title to the Property. 1.3 Term. The term ("Term") of this Agreement shall commence on the Effective Date and shall continue for a period of seven (7) years thereafter unless this Term is modified or extended pursuant to the terms of this Agreement. The Zoning Modifications (Exhibit "B") shall survive the termination of this Agreement for residential lots on which certificates of occupancy have been issued prior to such termination. 1.4 Assignment, Sale and Transfer of Interest in the Property and this Agreement. Owner shall have the right to assign, sell or transfer the Property in whole or in part at any time during the term of this Agreement; provided, however, that any such assignment, sale or transfer shall include the assignment and assumption of the rights, duties and obligations arising under or from this Agreement. No sale, transfer or assignment of any right or interest under this Agreement shall be made unless made together with the sale, transfer or assignment of all or a part of the Property. 1.5 Amendment or Cancellation of Agreement. Except as otherwise provided herein, this Agreement may be amended or canceled in whole or in part only by written consent of all parties in the manner provided for in California Government Code Section 65868; provided, however, City's Director of Community Development may, in his/her sole discretion, make and approve minor technical, non -substantive modifications to this Agreement as requested by Owner. 1.6 Termination. This Agreement shall be deemed automatically terminated and of no further effect upon the occurrence of any of the following events: 1.6.1 Expiration of the Term of this Agreement as set forth in Section 1.4. 1.6.2 Entry of a final judgment setting aside, voiding or annulling the adoption of the ordinance adopting this Agreement. 1.6.3 The adoption of a referendum measure pursuant to California Government Code Section 65867.5, overriding or repealing the ordinance adopting this Ag reement. Termination of this Agreement shall not constitute termination of any Development Approvals (hereinafter defined) granted for the Project prior to such termination. Upon the termination of this Agreement, no party shall have any further right or obligation hereunder, except with respect to: (i) any obligation to have been performed prior to such termination, (ii) any default in the performance of the provisions of this Agreement which occurred prior to such termination, or (iii) any obligations which are specifically set forth herein as surviving the termination of this Agreement. 1.7 Notices. (a) As used in this Agreement, "notice" includes, but is not limited to, the communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver, appointment or other communication required or permitted hereunder. (b) All notices shall be in writing and shall be considered given either: (i) when delivered in person to the recipient named below; or (ii) on the date of delivery shown on the return receipt, after deposit in the United States mail in a sealed envelope as either registered or certified mail with return receipt requested, and postage and postal charges prepaid, and addressed to the recipient named below; or (iii) on the date of delivery shown in the records of the telegraph company after transmission by telegraph to the recipient named below; or (iv) on the date of delivery by facsimile transmission to the recipient named below. All notices shall be addressed as follows: If to City: With a copy to: If to Owner or PDCC Development: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, California 92260 Attention: City Manager and City Attorney Telephone: (760) 346-0611 Facsimile: (760) 340-0574 Best Best & Krieger LLP 74-760 Highway 111, Suite 200 Indian Wells, California 92210 Attention: City Attorney for City of Palm Desert Telephone: (760) 568-2611 Facsimile: (760) 340-6698 PDCC Golf Course Operations, LLC 601 South Figueroa, Suite 3550 Los Angeles, California 90017 Attn: Larry J. Kosmont Telephone: (213) 599-4385 With a copy to: Facsimile: (213) 623-8288 Sullivan, Hill, Lewin, Rez & Engel 550 West C Street, Suite 1500 San Diego, CA 92101 Attn: Madeline Clark Cahill Telephone: (619) 233-4100 Facsimile: (619) 231-4372 (c) Any Party may, by notice given at any time, require subsequent notices to be given to another person or entity, whether a party or an officer or representative of a party, or to a different address, or both. Notices given before actual receipt of notice of change shall not be invalidated by the change. ARTICLE 2 DEVELOPMENT OF THE PROPERTY 2.1 Development Approvals. For the purpose of this Agreement, the term "Development Approvals" means the following entitlements issued or approved by City for development and/or use of the Project: (a) ZOA 04-01 (b) TT 31836; (c) PP 04-01 (d) Zoning Modifications (Exhibit "B") 2.2 In order to conform the residential portion development of the Project to the development standards that were implemented in developing the existing residential developments of Palm Desert Country Club, certain modifications to the Palm Desert zoning standards with respect to lot size and set backs need to be implemented. These modifications ("Zoning Modifications") are listed on Exhibit "B", and are approved only for the Project. 2.3 As part of the Project, and in consideration for the Development Approvals, including the Zoning Modifications, Owner and PDCC Development have committed to certain "Club House and Golf Course Improvements" to be developed in two phases in the total estimated amount up to $6.8 million. The Club House and Golf Course Improvements are detailed on Exhibit "C" with a specific phasing plan contained in Exhibit "D", dividing such improvements into "Phase 1" and "Phase II", all as is more particularly described on attached Exhibit "D". Owner's and PDCC Development's performance and maintenance of the Club House and Golf Course Improvements shall be the subject of separate improvement and maintenance agreements, Owner's and PDCC Development's execution and performance of which are a condition of the continued validity of this Agreement. The final tract map for lots 1 through 54 shall not be approved by the City and recorded until all of the Phase I Improvements are substantially completed and approved by the City of Palm Desert. The final tract maps for the remaining lots shall not be approved by the City and recorded until either (a) all of the Phase II Improvements are substantially completed and approved by the City of Palm Desert; or (b) in the City's reasonable discretion, Owner and PDCC Development post a bond for the benefit of the City equal to one hundred twenty-five percent (125%) of the costs necessary to complete the Phase II Improvements, as such cost amount is evidenced by a certified statement from Owner and PDCC Development to the City ("Owner's Statement") detailing the cost of the remaining the Phase II Improvements, based on the percentage of completion of the Phase II Improvements as of the date the Owner's Statement is issued. 2.4 Rights to Develop. Subject to the terms, conditions, and covenants of this Agreement, Owner's right to develop the Project in accordance with the Development Approvals (and subject to the Conditions of Approval) shall be deemed vested upon execution of (1) this Agreement; (2) the improvement agreement referenced in Section 2.3; and (3) the maintenance agreement referenced in Section 2.3 in a form reasonably acceptable to the City that guarantees the long term maintenance of the Club House and Golf Course Improvements which vesting shall expire upon the earlier of the following occurrences: (a) termination of this Agreement; (b) an uncured material default by Owner of this Agreement; or (c) as to a particular phase, parcel, or lot comprising a portion of the Project, 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 Owner under this Agreement. Except as explicitly modified by this Agreement, the Project shall remain subject to the following, to the same extent it would without this Agreement: (i) all ordinances, regulations, rules, laws, plans, policies, and guidelines of the City and its City Council, Planning Commission, and all other City boards, commissions, and committees existing on the Effective Date of this Agreement (collectively, the "Existing Development Regulations"); (ii) all amendments or modifications to Existing Development Regulations after the Effective Date of this Agreement and all ordinances, regulations, rules, laws, plans, policies, and guidelines of the City and its City Council, Planning Commission, and all other City boards, commissions, and committees enacted or adopted after the Effective Date of this Agreement (collectively, "New Laws"), except such New Laws which would prevent or materially impair Owner's ability to develop the Project in accordance with the Development Approvals, unless such New Laws are (A) adopted by the City on a City wide -basis and applied to the Site in a non-discriminatory manner, (B) 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 govemmental law or regulation would cause the City to sustain a loss of funds or loss of access to funding or other resources), or (C) New Laws the City reserves the right to apply under this Agreement (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; (iv) the payment of all fees or exactions 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 and costs are due and payable; and (v) the reservation or dedication of land for public purposes or payment of fees in lieu thereof as required at the time such reservations or dedications or payments in lieu are required under applicable law to be made or paid. 2.4.1 Additional Applicable Codes and Regulations. Notwithstanding any other provision of this Agreement, the City also reserves the right to apply the following to the development of the Project: Building, electrical, mechanical, fire and similar building codes based upon uniform codes adopted in, or incorporated by reference into, the Palm Desert Municipal Code, as existing on the Effective Date of this Agreement or as may be enacted or amended thereafter, applied to the Project in a nondiscriminatory manner. In the event of fire or other casualty requiring construction of more than fifty (50%) percent of any building previously constructed hereunder, nothing herein shall prevent the City from applying to such reconstruction, all requirements of the City's Building, Electrical, Mechanical, and similar building codes based upon uniform codes adopted in, or incorporated by reference into, the Palm Desert Municipal Code, solely to the extent applicable to all development projects in the City. This Agreement shall not prevent the City from establishing any new City fees on a City- wide basis and applied to the Project in a non-discriminatory manner, including new development impact fees, or increasing any existing City fees, including existing development impact fees, and to apply such new or increased fees to the Project or applicable portion thereof where such new or increased fees may be charged. 2.4.2 Owner's Obligations. Conditions of Approval. The Owner shall comply with the Conditions of Approval for the Development Approvals. Owner acknowledges that additional conditions of approval beyond those set forth in Exhibit "F" may be applicable to the Project if imposed in conjunction with future Project approvals. Failure to comply with the Conditions of Approval shall be a material breach of this Agreement and grounds for its termination. 2.4.3 Project Approvals Interdependent. 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 the City with respect to the Project, constitute interdependent actions and approvals by the City. If any material provision of this Agreement or the application of any such 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 prior to completion of the Project, then all Project Approvals are automatically rescinded, and pursuant to Municipal Code section 25.37.110 the zoning of the Property shall revert to the zoning which existed prior to the Project Approvals. 2.5 Changes and Amendments. The parties acknowledge that refinement and further development of the Project will require subsequent development approvals and may demonstrate that changes are appropriate and mutually desirable in the Development Approvals, except that minor modifications to the Development Agreement, as determined by the Director of Community Development to not be a substantial change in the proposed Project or conditions of approval, can be approved by the Director of Community Development. In the event Owner finds that a non -minor modification in the Development Approvals is necessary or appropriate, Owner shall apply for a subsequent development approval to effectuate such change and City shall process and act on such application except as otherwise provided by this Agreement. 2.6 Modification or Suspension by State or Federal Law. In the event that state or federal laws or regulations, enacted after the Effective Date of this Agreement, prevent or preclude compliance with one or more of the provisions of this Agreement, such provisions of this Agreement shall be modified or suspended as may be necessary to comply with such state or federal laws or regulations, provided, however, that this Agreement shall remain in full force and effect to the extent it is not inconsistent with such laws or regulations and to the extent such laws or regulations do not render such remaining provisions impractical to enforce. 2.7 Intent and Purpose. The parties acknowledge and agree that City is restricted in its authority to limit its police power by contract and that the foregoing limitations, reservations and exceptions are intended to reserve to City all of its police power which cannot be so limited. This Agreement shall be construed, contrary to its stated terms if necessary, to reserve to City all such power and authority which cannot be restricted by contract. The provisions of this Agreement and benefits to be received by City and Owner hereunder are in the best interests of City and the health, safety, morals and welfare of its taxpayers and residents and are in accordance with the public purposes set forth in federal, state and local laws and regulations, including California Government Code Section 565865. The parties hereby acknowledge that implementation of this Agreement and the resulting development of the Property will result in substantial public benefits that justify City's decision to execute this Agreement. These benefits include, but are not limited to, furtherance of the goals and objectives of the City's General Plan and the City's Redevelopment Plan applicable to the Property, and the strengthening of the City's land use and social structure by stimulating economic activity and job creation within the City. ARTICLE 3 REMEDIES 3.1 Remedies. Each of the parties hereto may pursue any remedy at law or equity available for the breach of any provision of this Agreement, including, without limitation, proceedings in order to sue for damages or claim any damages for any breach of this Agreement or for any cause of action which arises out of this Agreement. 3.2 Specific Performance. The parties acknowledge that although money damages are available to the parties for a breach of this Agreement, such money damages and other remedies at law generally are inadequate and specific performance and other non -monetary relief, including temporary and permanent injunctive relief, are particularly appropriate remedies for the enforcement of this Agreement and should be available for the following reason: Owner has invested significant time and resources and performed extensive planning and processing of the Project in agreeing to the terms of this Agreement and will be investing even more significant time and resources in reliance upon the terms of this Agreement, and it is difficult and impracticable to determine the sum of money which would adequately compensate Owner for such efforts; the parties acknowledge and agree that any injunctive relief may be ordered on an expedited, priority basis. ARTICLE 4 MISCELLANEOUS PROVISIONS 4.1 Recordation of Agreement. This Agreement and any amendment or cancellation thereof shall be recorded with the Riverside County Recorder within the period required by Government Code Section 65868.5. 4.2 Entire Agreement. This Agreement sets forth and contains the entire understanding and agreement of the parties with respect to the subject matter hereof, and there are no oral or written representations, understandings or ancillary covenants, undertakings or agreements which are not contained or expressly referred to herein. No testimony or evidence of any such representations, understandings or covenants shall be admissible in any proceeding of any kind or nature to interpret or determine the terms or conditions of this Agreement. 4.3 Severability. If any term, provision, covenant or condition of this Agreement shall be determined invalid, void or unenforceable, the remainder of this Agreement shall not be affected thereby to the extent such remaining provisions are not rendered impractical to perform taking into consideration the purposes of this Agreement. 4.4 Interpretation and Governing Law. This Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California, without regard to conflicts of laws principles (if applicable). This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the parties hereto, and the rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Agreement, all parties having been represented by counsel in the negotiation and preparation hereof. 4.5 Time of Essence. Time is of the essence in the performance of the provisions of this Agreement as to which time is an element. 4.6 Waiver. Failure by a party to insist upon the strict performance of any of the provisions of this Agreement by the other party, or the failure by a party to exercise its rights upon the default of the other party, shall not constitute a waiver of such party's right to insist and demand strict compliance by the other party with the terms of this Agreement thereafter. 4.7 No Third Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of the parties and their successors and assigns. No other person shall have any right of action based upon any provision of this Agreement. 4.8 Force Majeure. Neither party shall be deemed to be in default where failure or delay in performance of any of its obligations under this Agreement is caused by floods, earthquakes, other Acts of God, fires, wars, riots or similar hostilities, strikes and other labor difficulties beyond the party's control, (including the party's employment force), government regulations, court actions (such as restraining orders or injunctions), the other party's breach of this Agreement, or other causes beyond the party's control. Without limiting the generality of the foregoing, upon the initiation of any legal proceeding by a third party to challenge the modifications to the Existing Development Approvals as described in this Agreement or to challenge any action taken by City in connection therewith, the Term of this Agreement shall automatically be extended to the longer of the period set forth in Section 1.3 or until final resolution of all such proceedings, including any appeals filed in connection therewith. 4.9 Mutual Covenants. The covenants contained herein are mutual covenants and also constitute conditions to the concurrent or subsequent performance by the party benefited thereby of the covenants to be performed hereunder by such benefited party. 4.10 Successors in Interest. The burdens of this Agreement shall be binding upon, and the benefits of this Agreement shall inure to, all successors in interest to the parties to this Agreement. All provisions of this Agreement shall be enforceable as equitable servitudes and constitute covenants running with the land. Each covenant to do or refrain from doing some act hereunder with regard to development of the Property: (a) is for the benefit of and is a burden upon every portion of the Property; (b) runs with the Property and each portion thereof; and, (c) is binding upon each party and each successor in interest during Ownership of the Property or any portion thereof. 4.11 Counterparts. This Agreement may be executed by the parties in counterparts, which counterparts shall be construed together and have the same effect as if all of the parties had executed the same instrument. 4.12 Project as a Private Undertaking. It is specifically understood and agreed by and between the parties hereto that the development of the Project is a private development, that neither party is acting as the agent of the other in any respect hereunder, and that each party is an independent contracting entity with respect to the terms, covenants and conditions contained in this Agreement. No partnership, joint venture or other association of any kind is formed by this Agreement. The only relationship between City and Owner is that of a government entity regulating the development of private property and the owner of such property. 4.13 Further Actions and Instruments. Each of the parties shall cooperate with and provide reasonable assistance to the other to the extent contemplated hereunder in the performance of all obligations under this Agreement and the satisfaction of the conditions of this Agreement. Upon the request of either party at any time, the other party shall promptly execute, with acknowledgment or affidavit if reasonably required, and file or record such required instruments and writings and take any actions as may be reasonably necessary under the terms of this Agreement to carry out the intent and to fulfill the provisions of this Agreement or to evidence or consummate the transactions contemplated by this Agreement. The provisions of this section shall not require the taking of any actions which are prohibited by law or, except as expressly set forth in this Agreement, impair the lawful discretion of City as to those matters to which the law imparts discretion to City. 4.14 Attorneys' Fees. If legal action is brought by either party against the other for breach of this Agreement, or to compel performance under this Agreement, the prevailing party shall be entitled to an award of reasonable attorneys' fees and litigation costs in addition to all other relief to which it may be entitled. 4.15 Subsequent Amendment to Authorizing Statute. This Agreement has been entered into in reliance upon the provisions of the Development Agreement Law in effect as of the Effective Date. Accordingly, to the extent the subsequent amendment to the Development Agreement Law would affect the provisions of this Agreement, such amendment shall not be applicable to the Agreement unless necessary for this Agreement to be enforceable. {Signatures follow on next page) ATTEST: By: SIGNATURE PAGE TO PALM DESERT COUNTRY CLUB DEVELOPMENT AGREEMENT Rachelle D. Klassen, City Clerk APPROVED AS TO LEGAL FORM: BEST BEST & KRIEGER LLP By: Dave J. Erwin, City Attorney CITY: CITY OF PALM DESERT a California charter city By: Its: SIGNATURE PAGE TO PALM DESERT COUNTRY CLUB OWNER: PDCC GOLF COURSE OPERATIONS, LLC a California limited liability company By: Its: By: Its: PDCC DEVELOPMENT: PDCC DEVELOPMENT, LLC. a California limited liability company By: Its: STATE OF CALIFORNIA COUNTY OF RIVERSIDE ) ) ) On , 2004, before me, the undersigned notary public, personally appeared , personally known to me OR proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature of Notary Public STATE OF CALIFORNIA COUNTY OF RIVERSIDE ) ) ) On , 2004, before me, the undersigned notary public, personally appeared , personally known to me OR proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature of Notary Public STATE OF CALIFORNIA COUNTY OF RIVERSIDE ) ) ) On , 2004, before me, the undersigned notary public, personally appeared , personally known to me OR proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature of Notary Public EXHIBIT "A" TO PALM DESERT COUNTRY CLUB DEVELOPMENT AGREEMENT Legal Description of Property [Attached behind this page] EXHIBIT "B" TO PALM DESERT COUNTRY CLUB DEVELOPMENT AGREEMENT ZONING MODIFICATIONS EXHIBIT "C" TO PALM DESERT COUNTRY CLUB DEVELOPMENT AGREEMENT Description of Project and Existing Development Approvals — Golf Course Improvements [Attached behind this page] EXHIBIT C PALM DESERT COUNTRY CLUB GOLF COURSE RENOVATION SUMMARY • New Automated Irrigation System throughout 27 Holes • Relocated Green Complexes as necessary to accommodate new residential development • New Practice Putting Green at Clubhouse • New Short Game Area near Clubhouse • Reshape Fairway Landing Areas as necessary • New Water Features (Water falls) — Holes 9 & 18 • Rebuild Existing Lakes — Holes 1, 7 and 13 • Remodel Bunkering throughout 27 Holes • Relocate New Tee Complexes as necessary to accommodate new residential development • New Concrete Cart Trails as necessary and appropriate, throughout 27 holes • Tree Beautification Program/Tree Removal and Relocation of Palm Trees • Relocate Golf Course maintenance facility to near #14 Tee boxes adjacent to City Park CLUB HOUSE REMODEL SUMMARY • Remodel interior of Clubhouse with overall reconfiguration within existing Clubhouse of the following primary Clubhouse components: • Golf Shop • Administrative Offices • Kitchen • Bar/Grill • Toilets • Men's Lockers (approximately 100) • Ladies Lockers (approximately 50) • Members Only Room (expected Occupancy of 50-75) • Utilities, HVAC • Entry • Upgrade Clubhouse Exterior • Paint • Enhanced Clubhouse entrance • New Water Feature at entrance • Relocate Cart Storage Barn and incorporate with other Clubhouse and Golf Course Activities EXHIBIT D CLUB HOUSE AND GOLF COURSE IMPROVEMENTS PHASE I IMPROVEMENTS A. Club House remodel, including exterior, interior, landscaping and parking lot B. Relocate cart storage barn C. Improve 9-hole executive golf course D. Initial improvements to the irrigation system This phase of improvements will cost approximately $3,600,000. PHASE II IMPROVEMENTS A. Improve 18-hole championship golf course B. Complete all irrigation improvements C. Relocate maintenance facility This phase of improvements will cost approximately $3,223,000. Total Golf Course and Club House Improvements to cost up to $6,823,000 million. EXHIBIT "E" TO PALM DESERT COUNTRY CLUB DEVELOPMENT AGREEMENT Second Phase Residences (Depiction of Lots) [Attached behind this page] Front Setback Rear Setback Side Setbacks Max. Building Min. Lot Area DEVELOPMENT STANDARDS CODE REQUIREMENTS R-1 9,000 / PR 20'/as approved 15'/as approved 14' total, 5' minimum/ as approved Height 18'/24' 9,000/or as approved Max. Site Coverage 35%/40% EXISTING PDCC DEV. STANDARDS 14-20 feet 10-20 feet 5' + 3' 13-18 feet 6,000 PROPOSED R-1 9,000 LOTS 10-15 feet 11-22 feet 5' + 5' 18' 9,000 sq.ft.gross/ 5,000 sq.ft.net 20-37% PROPOSED PR-6 LOTS 10-15 feet 5-20 feet 5' + 5' 18' 4,691 sq.ft. 38.7% 88Z8 EZ9 ElZ—WO 81:ll 1700Z4Z-unf NIA195M ZOO BIN M 311.fld id3S30 Nf1Vd-01 • i' ...)• a, r �.a C7iL1',V.1 '•f 0£47:0N £0/20: 1 4 L: L L ,i0/472/90 9929 229 212 5 SIGN1nd 1NOWSO)I EXHIBIT "F" TO PALM DESERT COUNTRY CLUB DEVELOPMENT AGREEMENT CONDITIONS OF APPROVAL [Attached behind this page]