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Home My WebLink AboutResolution 2005-046 formation of vanderbilt farms community facilities district .- F. ANN RODRIGUEZ, RECORDER DOCKET: 12565 RECORDED BY: JAS PAGE: 2026 DEPUTY RECORDER NO. OF PAGES: 32 8542 AS2 SEQUENCE: 20051060447 W 06/02/2005 MICHAEL CAFISO RES 14:52 2375 E CAMELBACK RD 700 PHOENIX AZ 85016 MAIL AMOUNT PAID $ 37.00 When recorded, please return to: Michael Cafiso, Esq. Greenberg Traurig, LLP Suite 700 2375 East Camelback Road Phoenix, Arizona 85016 RESOLUTION NO. 2005-46 A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE TOWN OF MARANA, ARIZONA, A MUNICIPAL CORPORATION OF ARIZONA, ORDERING AND DECLARING FORMATION OF VANDERBILT FARMS COMMUNITY FACILITIES DISTRICT; APPROVING AND AUTHORIZING THE EXECUTION AND DELIVERY OF A DISTRICT DEVELOPMENT, FINANCING PARTICIPATION AND INTERGOVERNMENTAL AGREEMENT (VANDERBILT FARMS COMMUNITY FACILITIES DISTRICT) AND DECLARING AN EMERGENCY ,~ .Jl" ::;,~~ ~'"'" t~~i ~:::~ ~:;] ~;f.~ f'. "::~~ Ul"~! d(... 1f.::JI -2 ?- J - RESOLUTION NO. 2005-46 A RESOLUTION OF THE MAYOR AND COMM:ON COUNCIL OF THE TOWN OF MARANA, ARIZONA, A MUNICIPAL CORPORA- TION OF ARIZONA, ORDERING AND DECLARING FORMATION OF VANDERBILT FARMS COMMUNITY FACILITIES DIS- TRICT; APPROVING AND AUTHORIZING THE EXECUTION AND DELIVERY OF A DISTRICT DEVELOPMENT, FINANCING PARTICIPATION AND INTERGOVERNMENTAL AGREEMENT (VANDERBILT FARMS COMMUNITY FACILITIES DISTRICT) ; AND DECLARING AN EMERGENCY. BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE TOWN OF MARANA, ARIZONA, as follows: 1 . Findings. a. On a date prior to the date of the adoption here- of, there was presented to us, the governing body of the Town of Marana, Arizona, an incorporated municipality of the State of Arizona (hereinafter called the "Municipality"), a Petition for Adoption of a Resolution Declaring Formation of Vanderbilt Farms Community Facili- ties District, dated as of even date herewith (hereinafter referred to as the "Petition"), signed by the entities which, on the date hereof, are the owners of all real property as shown on the assessment roll for State and county taxes for Pima County, Arizona, or, if such per- sons shown on such assessment roll are no longer the owners of land in Vanderbilt Farms Community Facilities District are the entities which are the successor owners which have become known and have been veri- l ~!!~ fied by recorded deed similar evidence of transfer of ownership to ~:i; or [~::(i ~:~ ~~Iljj be the owners of such real property (including the hereinafter defined ~~~ il"'ll .;t:~;. "PEl Venture" and "FCD Marana" and hereinafter referred to as, collec- ~;~ ~~U~~ 'If,~; tively, the described Petition and ''';iiP "peti tioner") in the by metes bounds to be In the community facilities district, the formation of Pima County Recorder Tracking #200501383 which is prayed for by the Petitioner in the Petition, pursuant to Title 48, Chapter 4, Article 6, Arizona Revised Statutes, as amended (hereinafter referred to as the "Act") . b. The Petitioner has requested the following: I . The name of the community facilities dis- trict of which formation is prayed pursuant to the Petition to be "Vanderbilt Farms Community Facilities District" (hereinafter called the "District"), II. The District to be formed and exist pursu- ant to the terms and provisions of the Act as such terms and provisions are modified, waived or restricted pursuant to agreements to be entered into by and among the Petitioner, the Municipal- ity and the District, III. The District to contain an area of approxi- mately 494.32 acres of land, more or less, wholly l ~~~: within the corporate boundaries of the Municipal- !::::~ I~ 1;t..I-11~ It;::Ji ~~:i; ity and to be composed of the land included in It~;Jj 11'"'4 'F.~; the parcels described as provided in Exhibit "A" r.;;~ ~;~~ to the Petition, which is made part of the 11::::~ a Petition for all purposes and is all the land to 2 be included within the boundaries of the District (hereinafter referred to as the "Property") , IV. The District to be a special purpose dis- trict for purposes of Article IX, Section 19, Constitution of Arizona, a tax levying public improvement district for the purposes of Article XIII, Section 7, Constitution of Arizona, and a municipal corporation for all purposes of Title 35, Chapter 3, Articles 3, 3.1, 3.2, 4 and 5, Arizona Revised Statutes, as amended; except as otherwise provided in the Act, to be considered a municipal corporation and political subdivision of the State of Arizona separate and apart from the Municipality; and to be formed for, and to have, all the purposes of a "district" as such term is defined, and as provided, in the Act, V. The formation of the District to result in the levy of ad valorem taxes to pay costs of :t improvements constructed by the District and for :;~~ H::~: '..,,~ E~l their operation and maintenance, :~::l; il~Ji ~;~~ VI. ~~1! 'I"'~ ,j.~,,, ;~:~I The Clerk of the Municipality to accept the filing of a "General Plan for Community Facili- 3 ties District" for the District setting out a general description of the improvements for which the District is proposed to be formed and the general areas to be improved (hereinafter referred to as the "General Plan"), and VII. The Municipality to determine that public convenience and necessity require the adoption of this Resolution. c. The Petitioner further attested and declared that on the date hereof, as shown on the assessment roll for State and county taxes in Pima County, Arizona, the Property is owned by the Petitioner and shall be benefited from the improvements for which the District is proposed to be formed; that there are no residents on the Property and there shall be no residents within fifty (50) days preceding the first anticipated election of the District; that the District shall be formed and exist pursuant to the terms and provi- sions of the Act as such terms and provisions are modified, waived or restricted pursuant to agreements to be entered into by and among the Petitioner, the Municipality and the District; that public convenience and necessity require the adoption of this Resolution; and that the :t ::~~: Municipality shall in be liable for the payment of of the ~::i; no way any 11:;::i; ~::i; costs of the public infrastructure described in the General Plan, nor ij~;~ ::;;:~: liable for any liability, debt or obligation of the District. 11;;;11 ::~: ~:'II d. After showing preceding, the Petitioner ,J the respectfully prayed that the Petition be properly filed as provided by 4 law and that, as the Petition is signed by all of the owners of the Property and there are not now, and shall not be within fifty (50) days preceding the first anticipated election of the District, resi- dents on the Property, any requirements of posting, publication, mail- ing, notice, hearing and election otherwise required by the Act in connection with the adoption of this Resolution are waived, the Municipality, on receipt of the Petition, declare the District formed without being required to comply with such provisions for posting, publication, mailing, notice, hearing or election. e. Pursuant to the Act and Section 9-500.05, Arizona Revised Statutes, as amended, the Municipality, the District, PEl Capital Corporation (hereinafter called "PEl Capital"), PEl Capital Venture l, LLC (hereinafter called "PEl Venture") and FCD Marana Venture I, LLC (hereinafter called "FCD Marana" ) are entering into a "development agreement" to specify, among other things, conditions, terms, restrictions and requirements for "public infrastructure" (as such term is defined in the Act) and the financing of public infra- structure and subsequent reimbursements or repayments over time. f. With regard to the real property included within the boundaries of the District, the Municipality, PEl Capital, PEl Venture and FCD Marana determined to specify some of such matters in :~" such an agreement, particularly matters relating to the acquisition or :~;i:~ ~:~; ij::::ii construction of certain public infrastructure by the District, the ~:::i; acceptance thereof by the Municipality and the reimbursement ~;~ or repay- ::;~: (~:ii ment of Vanderbilt Farms with respect thereto, all pursuant to the ::~~: :~" Act. 5 g. Pursuant to the Act and Title 11, Chapter 7 , Article 3, Arizona Revised Statutes, as amended, the District, and the Municipality may enter into an "intergovernmental agreement" with one another for joint or cooperative action for services and to jointly exercise any powers common to them and for the purposes of the plan- ning, design, inspection, ownership, control, maintenance, operation or repair of public infrastructure. h. Pursuant to the Act, the District may also enter into an agreement with PEl Capital, PEI Venture and FCD Marana with respect to the advance of moneys for public infrastructure purposes and the repayment of such advances and to obtain credit enhancement for, and process disbursement and investment of proceeds of, general obligation bonds of the District to be hereafter issued. i . There has been presented to us in connection with the purposes described in paragraphs 1 . e. through h. a District Devel- opment, Financing Participation and Intergovernmental Agreement (Vanderbilt Farms Community Facilities District), to be dated as of April 1, 2005 (hereinafter referred to as the "Development Agree- ment") , by and among the Municipality, the District, PEl Capital, PEl Venture and FCD Marana. 2 . Matters Noticed by the Municipality. ]" a. The Petitioner seeks formation of the District to :;;;;!: !!::~ ~::~ exercise the powers and functions set forth in the Act as such powers ~:J; ll~;~i and functions are modified, waived or restricted pursuant to agree- :~~~ QS~ ments to be entered into by and among the Petitioner, the Municipality ~::!l: ::t.:~ and the District. 6 b. The General Plan has been filed with the Clerk of the Municipality. c. The Petition and all necessary supporting mate- rials have been filed with us, and the showings in the Petition are each noticed by us and are hereby incorporated at this place as if set forth hereat in whole. d. The purposes for which organization of the Dis- trict is sought are as described in the Petition and are purposes for which a district created pursuant to the Act may be lawfully formed. e. The public convenience and necessity require us to adopt this Resolution. 3 . Granting of Petition; Formation of District. The Petition attached hereto as Exhibit "A" and made a part hereof for all purposes lS hereby granted, and the District is hereby formed as a district pursuant to the terms and provisions of, and with the powers and authority established by, the Act, subject to the restrictions and modifications set forth in the Petition, with jurisdiction over the Property and that, as the Petition is signed by the owner of the Prop- erty and there are not now, and shall not be within fifty (50) days preceding the first anticipated election of the District, residents on the Property, requirements of posting, publication, mailing, notices, :'1" hearing and election otherwise required by the Act with respect to ::;;i~~ !:::~ ij;:::i; formation of the District are hereby found to be unnecessary. ~:::i; 4 . District Officers. The District shall be 1r;;;!1 Board and ~;~~ ~!~ii governed by a "District Board" comprised of the members of the govern- :;:ii:: :;::1:: ing body of the Municipality, ex officio. The Mayor of the Municipal- 7 ity shall be the "Chairperson of the District Board" ; the Vice Mayor of the Municipality shall be the "Vice Chairperson of the District Board" ; the Town Clerk of the Municipality shall be the "District Clerk" ; the Town Treasurer of the Municipality shall be the "District Treasurer"; the Town Manager of the Municipality shall be the "Dis- trict Manager"; the Finance Director of the Municipality shall be the "District Chief Financial Officer" and the Town Attorney of the Munic- ipality shall be the "District Counsel." 5 . District Boundaries and Map. The District boundaries are as described in metes and bounds in Exhibit "An to the Petition. A map showing the District boundaries is hereby ordered to be drawn and provided by the District Manager. 6 . Dissemination of this Resolution. The Petitioner shall cause a copy of this Resolution to be delivered to the County Assessor and the Board of Supervisors of Pima County, Arizona, and to the Department of Revenue of the State of Arizona. 7 . Authorization and Approval of Development Agreement. The Development Agreement is hereby approved in substantially the form submitted herewith, with such changes, additions, deletions, inser- tions and omissions, if any, as the Mayor of the Municipality, with the advice of the Town Manager of the Municipality and the Town Attor- l of the Municipality, authorize, the execution and delivery :!~::ii ney shall ,;..'" !~:::j; !I:~~': t"h of the Development Agreement to be conclusive evidence of the propri- !S of such document authority ij!i;i! ety and the of the persons or persons :~;i~ ~:;~ executing the same. The Mayor of the Municipality, with the advice of :3: ii!~, the Town Manager of the Municipality and the Town Attorney of the 8 Municipality, is hereby authorized and directed to execute, and the Town Clerk of the Municipality to attest and deliver, the Development Agreement on behalf of the Municipality. 8 . No Liability of or for the Municipality. Neither the Municipality nor the State of Arizona or any political subdivision of either (other than the District) shall be directly, indirectly or morally liable or obligated for the costs of the public infrastructure contemplated by the General Plan and the Development Agreement nor for the payment or repayment of any indebtedness, liability, cost, expense or obligation of the District, and neither the credit nor the taxing power of the Municipality, the State of Arizona or any political sub- division of either (other than the District) shall be pledged there- for. 9 . Effect of Resolution. a. If any section, paragraph, clause or provision of this Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any remaining provisions of this Resolution. b. All resolutions or parts thereof inconsistent herewith are hereby waived to the extent only of such inconsistency. 10. Emergency Clause. The immediate operation of the pro- :~" visions of this Resolution is necessary to the orderly development of :~;i~ !!:~~ ~:;J! property within the Municipality and the resulting preservation of the Jr.:::: "'''~ f' , ~~U public peace, health and safety, an EMERGENCY is hereby declared to :~:~ IW~ Il.)jli exist. This Resolution shall be in full force and effect from and :::i~ !~;~ after its passage, adoption and approval by us, as required by law, 9 and is hereby exempted from the referendum provision of the constitu- tion and laws of the State of Arizona pursuant to Section 19-142 (B) , Arizona Revised Statutes, as amended, and any applicable provision of the Code or any ordinances of the Municipality. * * * :!t; N")I ,;R;" ~:J; ~::::i; ~::1; ~;~ :2 f;~ ~~: ~:::~; 10 PASSED by the Mayor and Common Council of the Town of Marana, Arizona, this 19th day of April, 2005. -:/~ 6-~k:.. .-I'~~......... .. Mayor, Town of Marana, Arizona ATTEST: , Town of Marana, APPROVED AS TO FORM: /~ <7 / ~ ~~-yu. "I<~ 1//v -To n Att.orney, Town of Marana, : 1 Z Onc;3,i t i/ REVIEWED BY: ~/~.~ ~.'.'.J....... Town Manager, Town of Marana, Arizona ATTACHMENTS: EXHIBIT A -- Conformed Copy of Petition for Adoption of this :~" !fllf1lii ,'~: Resolution ::::~ I~~ ~ :: ::11 * * * Il~;~ ::;~~ rei;!! ]: ''';;rj' 1481254.1-4/19/05 11 EXHIBIT nAn CONFORMED COpy OF PETITION FOR ADOPTION OF THIS RESOLUTION :~" ::;r.: ~::;:~ ~::~ ~:::n ~:!~ :~;~: ~~;~ .I~;~I :i::!~,! A-I -- PETITION FOR ADOPTION OF A RESOLUTION ORDERING AND DECLARING FORMATION OF VANDERBILT FARMS COMMUNITY FACILITIES DISTRICT STATE OF ARIZONA ) COUNTY OF PIMA ) ss. TOWN OF MARANA ) THE UNDERSIGNED OWNERS OF ALL OF THE LAND (hereinafter referred to as, collectively, "Petitioner" ) in the parcels hereinafter described, acting pursuant to the provisions of Title 48, Chapter 4, Article 6, Arizona Revised Statutes, as amended (hereinafter referred to as' the IIAct") , respectfully petitions The Honorable Town Council of the Town of Marana, Arizona (hereinafter referred to as the "Municipality") , to adopt a resolution (hereinafter referred to as the "Resolution" ) declaring and ordering formation of a community facilities district (hereinafter referred to as the "District") and would respectfully request the following with respect thereto: I . The name of the District to be "Vanderbilt Farms Community Facilities District," II. The District to be formed and exist pursuant to the terms and provisions of the Act as such terms and provisions are modified, waived or restricted pursuant to agreements to be en~ered into by and l :;;;~: :!::~: among Petitioner, the Municipality and the District, iE::i; ~~:::i; "t"" ~::& II"'!I ,,t.::: ij:;;rl :::~: :~::!i . ..-..-.- _._-_..---~.....- ~~-- --- III. The District to contain an area of approximately 494.32 acres of land, more or less, wholly within the corporate boundaries of the Municipality and to be composed of the land included in the parcels described as provided in Exhibit ItAn hereto, which is made a part hereof for all purposes, IV. The District to be a special purpose district for purposes of Article IX, Section 19, Constitution of Arizona, a tax levying public improvement district for the purposes of Article XIII, Section 7, Constitution of Arizona, and a municipal corporation for all purposes of Title 35, Chapter 3 , Articles 3 , 3 .1, 3 .2, 4 and 5, Arizona Revised Statutes, as amendedi except as otherwise provided in the Act, to be considered a municipal corporation and political subdivision of the State of Arizona, separate and apart from the ~ MunicipalitYi and to be formed for, and to have, all the purposes of a "district" as such term is defined, and as provided, in the Act, v. The formation of the District to result in the levy of ad valorem taxes to pay costs of improvements constructed by the District and for their operation and maintenance, VI. 1 ,~i Before the Resolution is adopted, the Clerk of the Munici- ,iL ::;~~ !~::i; pall.ty to accept the filing of a "general planlt (as such term is ~:~~J! rr:~ ;:~ ';",,11 defined in the Act and hereinafter referred to as the "General Plan" ) ji;;;~ ~~::~ 2 ' i~;j ~f:~, i!SJi - - ---. ,.---., ....... -. .'.-~" for the District setting out a general description of the improvements for which the District is proposed to be formed and the general areas to be improved, and VII. The Municipality to determine that public convenience and necessity require the adoption of the Resolutionj WHEREFOREj Petitioner attests and declares that on the date hereof I as shown on the assessment roll for State and county taxes in pima County, Arizona, all of the land to be in the District is owned by Petitioner or, if a person listed on such assessment roll is no longer the owner of land in the District, that the name of the succes- sor owner has become known and has been verified by recorded deed or other similar evidence of transfer of ownership to be Petitioner; that there currently are no residents on the land to be in the District and there shall be no residents within fifty (50 ) days preceding the first anticipated election for the District; that the land to be included in the District shall be benefited from the improvements for which the District is proposed to be formedj that the District shall be formed and exist pursuant to the terms and provisions of the Act as such terms and provisions are modified, waived or restricted pursuant to agreements to be entered into by and among Petitioner, the Munici- pality and the District; that public convenience and necessity require the adoption of the Resolution; and that the Municipality shall in no :lL way be liable for the payment of any of the costs of the public ::;;~: :~:~u infrastructure described in the General Plan, nor liable for any lia- ij:':~1 !!::] bility, debt or obligation of the District; ~~;~i ~"~j .,.:,,, ~5.~1 3 ~!~, :Jt ". ........ -.. -.................__.......~., .~..... -- ---~.....-~_. .~-~ --- WHEREFORE, as this Petition is signed by the owners of all the land to be in the District and there are not now, and shall not be within fifty (50 ) days preceding the first anticipated election of the District, residents on the land in the District, any requirements of posting, publication, mailing, notice, hearing and election otherwise required by the Act in connection with adoption of the Resolution are waived, and the Municipality may, on receipt of this Petition, adopt the Resolution to declare the District formed without being required to comply with such provisions for posting, publication, mailing, notice, hearing or election; and WHEREFORE, petitioner respectfully prays that this Petition be properly filed as provided by law; that the Municipality adopt the Resolution and declare and order the District formed without being required to comply with the provisions for posting, publication, mailing, notice, hearing and election otherwise required by the Act in connection with the Resolution; and that such other orders, acts, procedure and relief as are proper, necessary and appropriate to the purposes of organizing the District and to the execution of the purposes for whi ch the District shall be organi zed be granted as The Honorable Town Council of the Municipality shall "deem proper and necessary. [BALANCE OF PAGE LEFT BLANK INTENTIONALLY] ;~ .oiI" rf~ ~~ll ,J::~, ~::::: ~;;:~ ~~~ t::J, !!::~; !i:~~ '~~;:~: NI 4 .d, ::;;!I: ~ .- ~.- - --,- - , -....., --_.-.......~ .-......- ~__.". ._~. , 1..-,--, 4 RESPECTFULLY SUBMITTED this 18th day of April, 2005. PEr CAPITAL VENTURE I, L.L.C. I an Arizona limited liability company BY'~~' ...... ....... ............. Donald M. Edwards, Manager FCD MARANA VENTURE I, L.L.C. , an Arizona limited liability company By. ....~. .......... Donald M. Edwards, Manager u.s. DEVELOPMENT LAND, L.L.C. I an Arizona limited liability company By. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Its: . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . VANDERBILT FARMS, L.L.C. , an Arizona limited liability company By. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Brandon Wolfswinkel, Member Manager . .................... ...... ..... ..... .... :lL i!~:;~ Thomas A. Clark "~;,,, ~:~:~ [::~I ~:~:~: ":!l:l,if r.;:~~ .... ..... ............ ..., ..... ......"." ....... ;j':i Miley Clark l:~ :::m: 5 -_. RESPECTFULLY SUBMITTED this 18th day of April, 2005. PEl CAPITAL VENTURE I, L.L.C. , an Arizona limited liability company By. . . . . . · . . . · · · · · · · · · · · · · · · . · . · .. · · · .. · · Donald M. Edwards, Manager FeD MARANA VENTURE I I L.L.C. , an Arizona limited liability company By. . . . . . . . . · · . . . · · · · · · · · · .. · · · .. · · · · · · · · Donald M. Edwards, Manager U.S. DEVELOPMENT LAND, L.L.C. , an Arizona limited liability company /~. / . .~/ ~,k/f-- By · · · : ./i/1 ~i4- ~ ~ · · · · · · · · · · · Its. . . . . . . . · . · . . · · .. · · · · · · · · · · · · -. · .. · · VANDERBILT FARMS, L.L.C. , an Arizona limited liability company By.. . . . .. . . . . · .. . · . . · .. .. · · . .. . · .. · · . · · · .. · · · · Brandon Wolfswinkel, Member Manager I .. .............. ................... ..... ... Thomas A. Clark 'l ~.'ltt ,'I~~: ill-im Ht.~lj I ~ L: I ~!; IE:i ~:~; ii~:JI ......,..... ............ ..... ............... ~;;i~ Miley Clark ~~;ii ~(li; ~:.:i!, 5 ,.. ~__.__~_ _..._ _...... _. ~.r..__ RESPECTFULLY SUBMITTED this 18th day of April, 2005. PEl CAPITAL VENTURE I, L.L.C. , an Arizona limited liability company By. . . . . . . . . . . . . . . . . . 10 . . . . . . . . . . . . . . . . . Donald M. Edwards, Manager FCD MARANA VENTURE I, L.L.C. , an Arizona limited liability company By. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Donald M. Edwards, Manager U.S. DEVELOPMENT LAND, L.L.C. , an Arizona limited liability company By. . . . . . . . . . . . . . . . . . . . . . . . . . 10 . . . . . . . . . Its: . . . . . . . . . 10 10 . . . 10 . . . . . 10 . . . . . . . . 10 . . VANDERBILT FARMS, L.L.C. , an Arizona limited liability company 6~o'- ~ By . ....... 10 10 . . . . . . . . . 10 . . . . 10 . . . . . . . . . Brandon Wolfswinkel, Member Manager . ..............................". -........ Thomas A. Clark '11 ,,Il.. :2 ~~;;;: ;'lIIdl ~,:::;I .............. ....... ................ .........~ ~:~~ Miley Clark ~~:~J :~;~; ~;;ii 5 d, !~::;; . r ~ _ .~____u. __a __ _....., "'~r",-._ ~ -~_.... -_. RESPECTFULLY SUBMITTED this 18th day of April, 2005. PEl CAPITAL VENTURE I, L.L.C. I an Arizona limited liability company By. . . . . . . · . · · · . · · · . · · · · · · · . · · . · . . · · · · · Donald M. Edwards, Manager FeD MARANA VENTURE I, L.L.C. , an Arizona limited liability. company By. . . . . . . . . . . · · · · · · · · · · · · · · · · · · · · · · · · · Donald M. Edwards, Manager U.S. DEVELOPMENT LAND, L.L.C. , an Arizona limited liability company By. . . . . . . . . . . . . . · · · · · · · · · · · · · · · · · · · · · · Its: . . . . . . · · . · · · · · · · · · · . · · · · · · · · .-'. · · VANDERBILT FARMS, L.L.C. , an Arizona limited liability company By. . . . . . . . . . . · . . · · · · · · · · · · · · · · · · · · · · · · Brandon Wolfswinkel, Member Manager ... .~~.'??~.~. ,Ii Thomas A. Clark ::~~:: ~~::;: :' ~::~~ 111II~U; 1ll'lF'; 1:r.-3 f;' ;:~! ~;:~ ~:;JI ~~:~, it:~~ji 5 ... .- - ----~. .........~.. -..., .~.... .. . - _. The undersigned, as beneficiary and trustee, respectively, pursuant to the following encumbrance, hereby consent to and join in the foregoing Petition and to the provisions thereof: Deed of Trust, dated December 30, 2004, from FeD Marana Venture I, LLC to Lawyers Title Insurance of Arizona, Inc. for the benefit of PEl Capital Venture I, L.L.C. , recorded on December 30, 2004, in Docket 12459, page 7514, in the records of the Office of the Recorder of Pima County, Arizona Dated April 18, 2005 BENEFICIARY: PEI CAPITAL VENTURE I, L.L.C. , an Arizona limited liability company By. .~. . . . . . . . . . ......,. ....... Donald M. Edwards, Manager TRUSTEE: LAWYERS TITLE INSURANCE OF ARIZONA, INC. I an Arizona corporation By. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Its: . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . '11 :i1.::ii .;t::" ~~!,,~ ~:~:~: ~;I,H:jt ~;~ ::;;~ ~:;Ji h!.R. ;""U" iF 6 -_. The undersigned, as beneficiary and trustee, respectively, pursuant to the following encumbrance, hereby consent to and join in the foregoing Petition and to the provisions thereof: Deed of Trustl dated December 30, 2004, from FeD Marana Venture I, LLC to Lawyers Title Insurance of Arizona, Inc. for the benefit of PEl capital Venture I, L.L.C. , recorded on December 30, 2004, in Docket 12459, page 7514, in the records of the Office of the Recorder of Pima County, Arizona Dated April 18, 2005 BENEFICIARY: PEl CAPITAL VENTURE I, L.L,C" an Arizona limited liability company By. . . . . . . . . . . . . . . . . . · . · . . · . · · · · · · · · . . . Donald M. Edwards, Manager TRUSTEE: LAWYERS TITLE -OF AFIZONA, INC. , an Arizona corporation ....... ......... ...... I ;\1 II., :~i~~ ::::JI ~"::::~ ~::::: J1ildl ~~;j~ Jljl' ~~~ "i~:, ii;ij: l~; 6 f:~4~ ~~.i~~1 _ _... .._ ..._. ...... .......__.....-...._____.....-._L ..............-..~._~__.._~_.... ..... .______ STATE OF ARIZONA ) f' ) ss. COUNTY OF ~.~~ ) /~ The ~g instrument was acknowledged before me this . ..: day of. ~.. ...., 2005, by Donald M. Edwards, as Manager of PEl CAPITAL VENTURE I, L.L.C., an Arizona limited liability company, on behalf of the limited liability company. . OFFICIAL SEAL DeBORAH ANN AHL plJtMJJdHA1-/2AL - ~ NOTARY PUBUC .. STATE OF ARIZONA .. · MARICOPA COUNTY · .. My Camm. Expires Nov. 23, 2005 ............ ... ........... ........... .... Notary Public My Commission Expires: .~1J)lf:.. ~? i .0f)t)? · · · STATE OF ARIZONA ) . ) COUNTY OF ~ll:dJP./!-;. ss. ) I~ The ~ng instrument was acknowledged before me this .. .... day of . ... ...., 2005, by Donald M. Edwards, as Manager of FeD MARANA VE TURE I, L.L.C., an Arizona limited liability company, on behalf of the limited liability company. . OFFICIAL SEAL DEBORAH ANN AHL &~(l.1UL~ ~ NOTARY PUBUC .. STATE OF ARIZONA _ - MARICOPA COUNTY .. My Carom. Expires Nov. 23. 2005 ..... ....... .... ....... ..... ....... .... Notary Public My Commission Expires: .LjJCfY . c?? J . ~p.6'.~ ,~j ,II" ::;;:!: !!:~i; ~:::Ji :~:::i~ ij:;~~ !!"~I .1'::" ~:;;~ l~; ~:~ 7 -_. STATE OF ARIZONA ) m. ) 5S. COUNTY OF ... C<:I (.p.p.t/."-' ) The f;1re~oing instrument was acknowledged.. pefore me this . 1$f.1.v day of . rJ(J(".. t. . . . . . . . . I 2005 I by . m I.Cr hl1"C I. .N ,:r:.ho '4~. · · .. as Member Manager of u.s. DEVELOPMENT LAND, L.L.C. I an Arizona limited liability company, on behalf of the limited liability company. . . . Un;,{~...4: · .1.0:1 ~ · · · · · · · Notary Public ~ My Commission Expires: (i UNDAS. JONAS . m fil~.l...--. . .A ~J .:;J.. 6f::J R _ Naby NlIIc - Adlona ~ Martcopa Cowttv . . MvComm.ExplMlMar22.2OOI STATE OF ARIZONA ) ) ss. COUNTY OF ........ ...... ) The foregoing instrument was acknowledged before me - this .. .... day of ...... ..... ...., 2005, by Brandon Wolfswinkel, as Member Manager of VANDERBILT FARMS I L. L. C., an Arizona limited liability company, on behalf of the limited liability company. . ................... .................. ... Notary Public My commission Expires: ....... II.. ....... ....... I -ii ,iL ~;:::: ,i!~'t n::~~ ""J: ff~i;~ ~;::: . f~i~ il!;;:i 8 ~-,.,--_...- -~....----~~- STATE OF ARIZONA ) ) ss. COUNTY OF ... ....... .... ) The foregoing instrument was acknowledged before me this ...... day of ......... ......_, 2005, by .......... 11I.................., as Member Manager of u.s. DEVELOPMENT LAND , L.L.C. , an Ari zona limited liability company, on behalf of the limited liability company. 'II .... .... ............ .... II. .............. Notary Public My Commission Expires: .... ..... ........... ..... STATE OF ARIZONA ) COUNTY OF .~r7' ) ss. ) ?J-/'.. The f~9 instrument was acknowledged before me this . .1... day of .. . .. ... ..., 2005, by Brandon Wolfswinkel, as Member Manager of VANDE ILT FARMS, L.L.C., an Arizona limited liability company, on behalf of the limited liability company. , W~ Notary P My Commission Expires: 1/-,1 -() ~ (I NOTARY PUBUC ..... ................ STATE OF ARIZONA MARICOPA COUNTY KARLA WILSON My CO~~!~~on Expires Nov. 28, 2005 . ,~, ,iL ::;i?: ::::ii f:] ~::J~ ~~:~ ~;;:: ~~i:jl 8 ~::ii :t - ...._ ,n.. .--.....-.-. --- STATE OF ARIZONA ) ) SSe COUNTY OF ............... ) .1.1/ft. The for~instrument was acknowledged before me this day of . . . . . . . ., 2 0 0 5 , by THOMAS A. CLARK and MILEY CLARK. ~tk.~ . . My Commission Expires: · · tAURtEaANN-M.+tUGHES Notary PubUc - Arizona Pima County Mv (~ommisslon Expires ivta 2612008 STATE OF ARIZONA ) ) 55. COUNTY OF .............. } The foregoing instrument was acknowledged before me this ...... day of ... ..... ........, 2005, by .............................. ., as ...... .... ......... ....... of LAWYERS TITLE INSURANCE OF ARIZONA, INC. , an Arizona corporation, on behalf of the corporation. ......... .............................,. Notary public My Commission Expires: . ..... ...... ............. ATTACHMENT: , ,ti .;1" EXHIBIT A - Legal Description Of Property To Be Included In The ::;i:l: District ::~::ii ~::::ii ~:::I; Ii;:!!! ~;;~: f'! 148 J 252.14/12/05 ,:111 ~::~ 9 ., . - ~- - .. &.-. -- ..~- ._~_..--......... ~-~~' ~ .~,--, STATE OF ARIZONA ) ) SSe COUNTY OF .............. ) The foregoing instrument was acknowledged before me this ...... day of .....- .......,.., 2005, by THOMAS A. CLARK and MILEY CLARK. ,... ....." II ...................... ........... Notary Public My Commission Expires: ..........." ...... III......... STATE OF ARIZONA ) ~1v1 A ) ss. COUNTY OF ........ ...... ) , "3 h- The fo&gOing instrument was acknOWledged~fore me this . . . . .. d~ Vf '..:' · .P'~.I J..:-. . . ., 2005, by ....J.D.l;I{:.e.. R .'. · · · "P.~. ... . · · . I as A~. ~.. ltt:"'.. .~f~~~r of LAWYERS TITLE 'OF ARIZONA, INC. , an Arizona corporation, on behalf of the corporation. '\: ,. -1 OFFICIAL SEAL M .~~ CLARK R A ~C..ARIZONA PIMA COUNTY o~;~.. E'x.p'.' M'a.rch 7, 2008 ._._- ATTACHMENT: EXHIBIT A - Legal Description Of Property To Be Included In The .11 ,JL District :;~~ ::::Ji 1\;:::;; ~~:~J,: ;;YJI1U I!;;;!l 1481252.1-4/12/05 ~;:~, t~1 ~;::;: ':",di 9 r.lH ~;l ~:;~~; ....~.- .. +. -~_. - _.". ....._-~---_. --~... ..,-,-~. ~............- -_. EXHIBIT A LEGAL DESCRIPTION OF PROPERTY TO BE INCLUDED IN THE DISTRICT Parcel I That portion of the South Half of Section 26, Township 11 South, Range 11 East, Gila and Salt River Base and Meridian, pima County, Arizona, lying Southerly and Westerly of that portion conveyed to Cortaro- Marana Irrigation District in Docket 1985 at page 243. EXCEPT the South 30 feet within the right of way of Grier Road #112 (Moore Road) as shown in Book 2 of Road Maps at page 126; AND EXCEPT the West 30 feet within the right of way of postvale Road #28 as shown in Book 1 of Road Maps at page 70; AND EXCEPT that portion conveyed to the Town of Marana by Deed recorded in Docket 9014 at page 1524, more particularly described as follows: BEGINNING at the Northwest corner of the Southwest Quarter of said Section 26, Township 11 South, Range 11 East; THENCE North 89 degrees 45 minutes 37 seconds East, along the North line of said Southwest Quarter of Section 26, a distance of 1605..05 feet to a point in the Southwest right of way line of Interstate Highway 10; THENCE South 49 degrees 36 minutes 21 seconds East, along said Southwest right of way line, 47.90 feet; THENCE Northwesterly along a curve concave to the South having a radius of 25.00 feet and a central angle of 41 degrees 38 minutes 02 seconds, 18.17 feet; THENCE South 89 degrees 45 minutes 37 seconds West parallel to and 25.00 feet South of the North line of said Southwest Quarter, 1569.80 feet; THENCE Southerly along a curve concave to the Southeast having a radius of 25.00 feet and a central angle of 89 degrees 51 minutes 26 seconds, 39.21 feet; I THENCE South 89 degrees 45 minutes 37 seconds West, 30.00 feet to a ;jl;, point in the West line of said Southwest Quarter of Section 26; :1 d'!~ j:,,, ~""" :::::~ THENCE North 00 degrees 05 minutes 49 seconds West, 49.94 feet to the ![:::~ POINT OF BEGINNING, EXCLUDING THEREFROM any portions previously dedi- ~::~ cated as public right of way. ~;;;~ :;;:~ A-l ~~;;! ~Iil\~, ,,,..Ii lit . ~_- ...... ..".. ,.... ...~.. I __ ~- -......... . ........ .~...---...- ___......___~- -.-...--..- .... ,-< ..~ ' Parcel II The South Hal f of Section 27, Township 11 South, Range 11 East, Gila and Salt River Base and Meridian, pima County, Arizona. EXCEPT the East 30 feet within the right of way of Postvale Road #28 as shown in Book 1 of Road Maps at page 70; AND EXCEPT the South 30 feet within the right of way of Grier Road #112 (Moore Road) as shown in Book 2 of Road Maps at page 127; AND EXCEPT the West 30 feet within the right of way of Grier Road #117 (Sandario Road) as shown in Book 2 of Road Maps at page 174; AND EXCEPT the North 25 feet within the right of way of Barnett Road as shown in Book 14 of Road Maps at page 21; AND EXCEPT any portion thereof within Farm Field Five, a subdivision of record in the Office of the Pima County Recorder in Book 57 of Maps and Plats at page 2. AND EXCEPT that portion conveyed in Deed recorded in Docket 12459 at page 7508 and re-recorded in Docket 12485 at page 379, described as follows: A portion of the South Half of Section 27, Township 11 South, Range 11 East, Gila and Salt River Meridian, pima County, Arizona, described as follows: Commencing at the South Quarter corner of said Section 27; Thence North 00 degrees 35 minutes 52 seconds West, along the mid- section line of said Section 27, a distance of 30.00 feet to the POINT OF BEGINNING; Thence South 89 degrees 25 minutes 06 seconds West, along a line 30.00 feet North of and parallel to the South line of said Section 27, a distance of 720.01 feet; Thence North 00 degrees 35 minutes 37 seconds West, a distance of 95.00 feet to the Southeast corner of FARM FIELD FIVE, a subdivision of record in Book 52 of Maps and Plats at page 2, records of Pima County, Arizona; Thence continue North 00 degrees 35 minutes 37 seconds West along the East line of said FARM FIELD FIVE, a distance of 1325.37 feet to the Northeast corner thereofj :~" i lll"~~jf Thence North degrees minutes seconds distance 'J;:;" 8'9 27 05 East, a of ~::~: IJ'lt:i;~! 1271.45 feet to the beginning of a tangent concave to the North III lit:,: curve ~:::~ having a radius of 2045.00 feet; tl~::: I~!l:q;: ~~;,~i ~~;~: ~S~ A-2 ~:::~ ~::~.i ..... ~~. ............ ...-.... ...._w..____ -_. ~- .~ --- Thence Easterly, along said curve, through a central angle of 11 degrees 15 minutes 06 seconds, an arc distance of 401.59 feet to a point of tangency; Thence North 78 degrees 11 minutes 59 seconds East, a distance of 218.49 feet to the beginning of a tangent curve concave to the South- west, having a radius of 64.00 feet; Thence Easterly and Southerly along. said curve, through a central angle of 90 degrees 00 minutes 00 seconds, an arc distance of 100.53 feet to a point of tangency; Thence South 11 degrees 48 minutes 01 seconds East, a distance of 642.08 feet to the beginning of a tangent curve concave to the West, having a radius of 1955.00 feet; Thence South along said curve, through a central angle of 11 degrees 48 minutes 01 seconds, an arc distance of 402.64 feet to a point of tangency; Thence South 00 degrees 00 minutes 00 seconds West, a distance of 438.54 feet to a point on a line 30.00 feet North of and parallel to the South line of said Section 27; Thence South 89 degrees 25 minutes 03 seconds West, along said line, a distance of 1393.93 feet to the North-South mid-section line of said Section 27, and the POINT OF BEGINNING. Parcel III A portion of the South Half of Section 27, Township 11 South, Range-ll East, Gila and Salt River Meridian, Pima County, Arizona, described as follows: Commencing at the South Quarter corner of said Section 27; Thence North ooe degrees 35 minutes 52 seconds West, along the mid- section line of said Section 27, a distance of 30.00 feet to the POINT OF BEGINNING; Thence South 89 degrees 2S minutes 06 seconds West, along a line 30.00 feet North of and parallel to the South line of said Section 27, a distance of 720.01 feet; Thence North 00 degrees 35 minutes 37 seconds West, a distance of 95.00 feet to the southeast corner of FARM FIELD FIVE} a subdivision of record in Book 52 of Maps and Plats at page 2, records of Pima .(! ,IL. County, Arizona; ::;;::: ~::~ Thence continue North 00 degrees 35 minutes 37 seconds West along the ~::::ii !I;::;; ;;l!Il.11 East line of said FARM FIELD FIVE, a distance of 1325.37 feet to the Northeast corner thereof; ~;;;~ ::~;~~ ~;i;~ A-3 H:~~ ~llIIdl ~::::ii .,.. .-. ,..-....-.-.--.....-.. .~-~~--~..~,_--.._-- Thence North 89 degrees 27 minutes 05 seconds East, a distance of 1271.45 feet to the beginning of a tangent curve concave to the North having a radius of 2045.00 feet; Thence Easterly, along said curve, through a central angle of 11 degrees 15 minutes 06 seconds, an arc distance of 401.59 feet to a point of tangency; Thence North 78 degrees 11 minutes 59 seconds East, a distance of 218.49 feet to the beginning of a tangent curve concave to the South- west, having a radius of 64.00 feeti Thence Easterly and Southerly along said curve, through a central angle of 90 degrees 00 minutes and 00 seconds, an arc distance of 100.53 feet to a point of tangency; Thence South 11 degrees 48 minutes 01 seconds East, a distance of 642.08 feet to the beginning of a tangent curve concave to the West, having a radius of 1955.00 feet; Thence South along said curve, through a central angle of 11 degrees 48 minutes 01 seconds, an arc distance of 402.64 feet to a point of tangencYi Thence South 00 degrees 00 minutes 00 seconds West, a distance of 438.54 feet to a point on a line 30.00 feet North of and parallel to the South line of said Section 27; Thence South 89 degrees 25 minutes 03 seconds West, along said line, a distance of 1393.93 feet to the North-South mid-section line of said Section 27, and the POINT OF BEGINNING. Parcel IV Lots 1 through 248 and Common Areas "A" through "Kn of FARM FIELD FIVE, a subdivision of Pima County~ Arizona, according to the map of record in the Office of the Pima County Recorder in Book 57 of Maps and Plats at page 2, as amended by Declaration of Scrivener' s Error recorded in Docket 12369.at page 1453. :1i, iilt1Lh ~r~~ ~::;t ~:~~ ~~;J\ ~;;~~ ~;i~! ~::::il A-4 P':;w ~..... ., ., __ ._. ~._ _"., _ ._+~.._r . ...._