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HomeMy WebLinkAbout11/03/2009 Council Agenda PacketREGULAR COUNCIL MEETING NOTICE AND AGENDA 11555 W. Civic Center Drive, Marana, Arizona 85653 Council Chambers, November 3, 2009, at or after 7:00 PM Ed Honea, Mayor Herb Kai, Vice Mayor Russell Clanagan, Council Member Patti Comerford, Council Member Carol McGorray, Council Member Jon Post, Council Member Roxanne Ziegler, Council Member ACTION MAY BE TAKEN BY THE COUNCIL ON ANY ITEM LISTED ON THIS AGENDA. Revisions to the agenda can occur up to 24 hours prior to the meeting. Revised agenda items appear in italics. As a courtesX to others lease turn off or put in silent mode all pagers and cell phones. Meeting Times Welcome to this Marana Council meeting. Regular Council meetings are usually held the first and third Tuesday of each month at 7:00 p.m. at the Marana Town Hall, although the date or time may change, or Special Meetings may be called at other times and/or places. Contact Town Hall or watch for posted agendas for other meetings. This agenda may be revised up to 24 hours prior to the meeting. In such a case a new agenda will be posted in place of this agenda. Speaking at Meetings If you are interested in speaking to the Council during Call. to the Public, Public Hearings, or other agenda items, you must fill out a speaker card (located in the lobby outside the Council Chambers) and deliver it to the Town Clerk prior to the convening of the meeting. All persons attending the Council meeting, whether speaking to the Council or not, are expected to observe the Council Rules, as well as the rules of politeness, propriety, decorum and good conduct. Any person interfering with the meeting in any way, or acting rudely or loudly will be removed from the meeting and will not be allowed to return. Accessibility To better serve the citizens of Marana and others attending our meetings, the Council Chambers are wheelchair and handicapped accessible. Any person who, by reason of any disability, is in need of special services as a result of their disability, such as assistive listening devices, agenda materials printed in Braille or large print, a signer for the hearing impaired, etc., will be accommodated. Such Regular Council Meeting -November 3, 2009 -Page 1 of 119 special services are available upon prior request to the Town Clerk at least 10 working days prior to the Council meeting. Agendas Copies of the agenda are available the day of the meeting in the lobby outside the Council Chambers or online at wwwmarana.com, by linking to the Town Clerk page under Agendas, Minutes and Ordinances. For questions about the Council meetings, special services or procedures, please contact the Town Clerk, at 382-1999, Monday through Friday from 8:00 a.m. to 5:00 p.m. Posted no later than Monday, November 02, 2009, 7:00 PM, at the Marana Municipal Complex, the Marana Operations Center and at www.marana.com under Town Clerk, Agendas, Minutes and Ordinances. REGULAR COUNCIL MEETING CALL TO ORDER AND ROLL CALL PLEDGE OF ALLEGIANCE/INVOCATION/MOMENT OF SILENCE APPROVAL OF AGENDA CALL TO THE PUBLIC At this time any member of the public is allowed to address the Town Council on any issue not already on tonight's agenda. The speaker may have up to three minutes to speak. Any persons wishing to address the Council must complete a speaker card located outside the Council Chambers and deliver it to the Town Clerk prior to the commencement of the meeting. Pursuant to the Arizona Open Meeting Law, at the conclusion of Call to the Public, individual members of the council may respond to criticism made by those who have addressed the Council, may ask staff to review the matter, or may ask that the matter be placed on a future agenda. PRESENTATIONS ANNOUNCEMENTS/UPDATES PROCLAMATIONS MAYOR AND COUNCIL REPORTS: SUMMARY OF CURRENT EVENTS MANAGER'S REPORT: SUMMARY OF CURRENT EVENTS STAFF REPORTS GENERAL ORDER OF BUSINESS CONSENT AGENDA The Consent Agenda contains items requiring action by the Council which are generally routine items not requiring Council discussion. A single motion will approve all items on the Consent Regular Council Meeting -November 3, 2009 -Page 2 of 119 agenda, including any resolutions or ordinances. A Council Member may remove any issue from the Consent agenda, and that issue will be discussed and voted upon separately, immediately following the Consent agenda. C l : Resolution No. 2009-186: Relating to Real Estate; reclassifying and designating a portion of Silverbell-Cortaro District Park as Schisler Drive public right-of-way (Keith Brann) C 2: Resolution No. 2009-187: Relating to Liquor Licenses; recommendation of approval to the State Liquor Board for a New No. 12 (Restaurant) liquor license submitted by Miriam Rosas de Vazquez on behalf of Mariscos Chihuahua located at 4l 85 W. Ina Road (Jocelyn C. Bronson) C 3: Resolution No. 2009-188: Relating to Liquor Licenses; recommendation of approval to the State Liquor Board for a Person and Location Transfer of a No. 6 (Bar) liquor license submitted by Wayne L. Hallquist on behalf of Molinitos located at 3675 W. Ina Road (Jocelyn C. Bronson) C 4: Minutes of the October 20, 2009 regular council meeting COUNCIL ACTION A 1: PUBLIC HEARING: Relating to Development; public hearing to discuss and consider an application by the property owners to annex approximately 7.3 acres within the Oshrin Park Subdivision, specifically lots 3-9 and the adjacent rights-of- way of Spanish Bayonet Drive generally located south of Cortaro Farms Road and east of Cerius Stravenue (Lisa Shafer) A 2: PUBLIC HEARING: Ordinance No. 2009.20: Relating to Development; approving a rezoning for Marana Mercantile, on approximately 39.09 acres located west of the I-10 Frontage Road and north of Marana Road (Kevin Kish) A 3: Resolution No. 2009-160: Relating to Development; approving and authorizing the Mayor to sign a retail development tax incentive agreement regarding the Marana Mercantile development project (Frank Cassidy) A 4: Ordinance No. 2009.22: Relating to Real Estate; approving the Town's transfer to Lawrence A. Oberin of approximately 32,344 square feet of property in exchange for his transfer to the Town of approximately 17,955 square feet of property needed for the Camino de Marana roadway project; authorizing the Mayor to execute an agreement relating to the exchange; and authorizing the Mayor and Town Engineer to execute any other documents necessary to accomplish the exchange (Cedric Hay) BOARDS, COMMISSIONS AND COMMITTEES ITEMS FOR DISCUSSION/POSSIBLERCTION D 1: Legislative Issues: Discussion/Direction/Action regarding all pending bills before the Legislature (Steve Huffman) EXECUTIVE SESSIONS E 1: Executive Session pursuant to A.R.S. §38-431.03 (A)(3), Council may ask for discussion or consultation for legal advice with the Town Attorney concerning any matter listed on this Regular Council Meeting -November 3, 2009 -Page 3 of 119 agenda. E 2: Executive Session pursuant to A.R.S. § 38-431.03(A)(3),(4) and (7), discussion or consultation for legal advice with the Town's attorneys and discussion and to consider its position and instruct the Town Manager and staff concerning possible acquisition of certain water infrastructure and accounts and water rights and/or resources E 3: Executive Session pursuant to A.R.S. § 38-431.03(A)(3),(4) and (7), discussion or consultation for legal advice with the Town's attorneys and discussion and to consider its position and instruct the Town Manager and staff concerning (1) the lawsuit entitled Town of Marana v. Pima County/Pima County v. Marana (consolidated), Maricopa County Superior Court No. CV2008-001131, (2) pending legal issues, settlement discussions and contract negotiations relating to the transition of Marana wastewater collection and treatment to the Town of Marana FUTURE AGENDA ITEMS Notwithstanding the mayor's discretion of what items to place on the agenda, if three or more council members request an item to be placed on the agenda, it must be placed upon the agenda for the second regular town council meeting after the date of the request (Marana Town Code, Title 2, Chapter 2-4, Section 2-4-2 B) ADJOURNMENT Regular Council Meeting -November 3, 2009 -Page 4 of 119 ~~~~ ~~l~; '~-~~v 11555 W. CIVIC CENTER DRIVE, MARANA, ARIZONA 85653 COUNCIL CHAMBERS, November 3, 2009, 7:00:00 PM To: Mayor and Council Item C 1 From: Keith Brann ,Town Engineer Strategic Plan Focus Area: Not Applicable Subject: Resolution No. 2009-186: Relating to Real Estate; reclassifying and designating a portion of Silverbell-Cortaro District Park as Schisler Drive public right-of--way Discussion: A portion of public land at Silverbell-Cortaro District Park, adjacent to the north side of the Wheeler Taft Abbett Sr. Library, is proposed for reclassification and designation to a public right-of-way to provide public access to parking and avoid landlocking the library. The proposed right-of--way is legally described in "Resolution Exhibit A" and depicted in "Resolution Exhibit A-1". Financial Impact: None. Schisler Drive roadway construction and related improvements for the reclassification area were constructed as part of the Silverbell-Cortaro District Park Project C1P No. 1999-012. ATTACHMENTS: Name: Description: Type: ^ Reso_Schisler_Dr 090915.DOC Resolution Resolution ^ Reso Exhibit_A, A-1 Legal Desc _ Depiction,pdf Reso Exhibit A, A-1 Legal Desc; Depiction Exhibit Staff Recommendation: Staff recommends adoption of Resolution No. 2009-186. Suggested Motion: I move to adopt Resolution No. 2009-186, reclassifying a portion of Silverbell-Cortaro District Park as Schisler Drive public right-of-way. Regular Council Meeting -November 3, 2009 -Page 5 of 119 MARANA RESOLUTION N0.2009-186 RELATING TO REAL ESTATE; RECLASSIFYING AND DESIGNATING A PORTION OF SILVERBELL-CORTARO DISTRICT PARKAS SCHISLER DRIVE PUBLIC RIGHT-OF-WAY WHEREAS the Town desires to reclassify and designate a portion of Silverbell-Cortaro District Park as an extension of the adjacent Schisler Drive public right-of--way, to provide legal access to the Wheeler Taft Abbett, Sr. Branch Library. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, Arizona, as follows: SECTION 1. That portion ofSilverbell-Cortaro District Park legally described and depicted in Exhibits "A" & "A-1"attached to and incorporated by this reference in this resolution is hereby reclassified and designated as part of the Schisler Drive public right-of--way. SECTION 2. The Town Engineer is hereby authorized to take all actions and execute all documentation necessary to carry out this resolution. PASSED AND ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, this 3rd day of November, 2009. Mayor Ed Honea ATTEST: Jocelyn C. Bronson, Town Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney Regular Council Meeting -November 3, 2009 -Page 6 of 119 RESOLUTION EXHIBIT ~A" July 7, 2009 WLB No. 186031-K-56B-1003X 'T' ~ W:ILEGALS\1860311Parcel 5611ngess-Egress Library.doc iroup,~. LEGAL ACCESS TO PARKING LOT OF WHEELER TAFT ABBETT, SR., BRANCH LIBRARY WITHIN CONTINENTAL RANCH PARCELS 56, 57& T2 That portion of land within the Northwest Quarter (NW 1/4} of Section 35, in Township 12 South, Range 12 East, Gila and Salt River Meridian, Pima County, Arizona, described as follows: COMMENCING at the centerline intersection of Mamie Kai Drive and Schisler Drive shown on Shee# 2 of the Final Plat For Parcels 56,57, & 72 of Continental Ranch, Lots 1 thru 10, recorded in Book 60 of Maps and Plats, Page 16, records of Pima County, Arizona; THENCE N 38°57'27" E W (plat bearing), along the centerline of said Schisler Drive a distance of 124.24 feet to the POINT OF BEGINNING; . THENCE S 51°02'33" E, 21.59 feet to the Westerly line of the Parcel recorded in Docket 13419, Page 1857; THENCE N 38°57'27" E, along said line a distance of 103.33 feet to a point on the Northerly line of said plat; THENCE N 56°10'25" W, along said line a distance of 21.68 feet to the most Easterly corner of a 25 foot Public Utility Easement recorded in Docket 12554, Page 263 as shown on said plat, a distance of 101.39 feet; THENCE S 38°57'27" W, along the Easterly line of said 25 foot Public Utility Easemen# as shown on said plat a distance of 101.39 #eet to the POINT OF BEGINNING. CONTAINING 2,210 square feet of land, more or less, Prepared by: THE WLB GROUP, INC. -- i '~'`~ ~ ,_ = 12214 JACK A. , BUCHANA(V i Jack A. Buchanan JAB: mo Te> Page 1 of 1 Regular Council Meeting -November 3, 2009 -Page 7 of 119 RESOLUTION EXHIBIT "A-1° i r~ ry~ ~o h~ >~ ~ ~~~~ o~ -~~. '~92~ ,~ ~dn ~d ss~~ . S~ ~~O ry~ ~ ~w Q *-~ ~ ~O ~~ ~~~ ~"' (V Q }.y ^~1 C~ A ~~ ~~ ~ ~~~ ~~~ ~A ,~~ z~ s~ ~ti a~ ~~~y~ n ~ ~~~ 2~T Q RO ""~I ~a~ l9~ a~~on ~ O J~ ~ Z~ ~ ~ ~ ~ _ Y \¢ ~dZ ._ a r:~w r Q - ~ ~~~ ; ~ ~ .~ ~ O ? aQ ~ W_ .- /~ a ~~ ~~ ~mo ~~~ ~ 0 ° N ~ ' ~ ~ m p0~" ~' V ~2 o a ~~ ~ ON~ ~~ -v w ti ,~ ~ W Q a ~~~~~~ .~ '~( ~ ~{ lbw `~{ ~ x ~ r^ ~ ~ M U ~ ~ w v1 w ~ O °a a ti ~f~P ~~~h~~°° Y ~~~ ~ ~ Y W ~~~ ~ ~ r M ~ O t~~ ~~~ o~~~~ ~ ~~ ~~z° ~ Q w a ~•~ mi ~ ~ ~ ~ ~o ~ ~~ 11555 W. CIVIC CENTER DRIVE, MARANA, ARIZONA 85653 COUNCIL CHAMBERS, November 3, 2009, 7:00:00 PM To: Mayor and Council Item C 2 From: Jocelyn C. Bronson ,Town Clerk Strategic Plan Focus Area: Commerce Subject: Resolution No. 2009-187: Relating to Liquor Licenses; recommendation of approval to the State Liquor Board for a New No. 12 (Restaurant) liquor license submitted by Miriam Rosas de Vazquez on behalf of Mariscos Chihuahua located at 4185 W. Ina Road Discussion: Miriam Rosa de Vazquez, on behalf of Mariscos Chihuahua is applying for a New No. 12 (Restaurant) liquor license for premises located at 4185 W. Ina Road. The State Department of Liquor Licenses & Control has completed a background investigation and has forwarded two copies of an application for a spirituous liquor license in accordance with the State of Arizona Guide to Arizona Liquor Laws. One copy of the application has been posted on the front of the proposed licensed premises for 20 days prior to this meeting. The Council, as the appropriate governing board, must hold a meeting and either approve, disapprove or offer a "no-recommendation" decision on the application. This action must take place within 60 days of the filing of the application. If the application is approved at the appropriate government level, and no written protests have been received by the Town, and if there is no objection by the Director, the application will be approved. This process normally takes 90 days after the filing of the application. If the governing body disapproves the application or offers a "no-recommendation" decision, or if protests have been filed, the application must be set for a hearing before the State Liquor Board. The hearing may be conducted by the board or by a designated hearing officer. The purpose of a hearing is to consider all evidence and testimony in favor of or opposed to the granting of a license. The applicant for a new license bears the burden of demonstrating his or her "capability, qualifications and reliability" and that the granting of a license is in "the best interest of the community" except that, in aperson-to-person transfer, an applicant need only prove his or her "capability, qualifications and reliability". An applicant in alocation-to-location transfer need only prove that the granting of the license is in the "best interest of the community". Regular Council Meeting -November 3, 2009 -Page 9 of 119 The decision by the board to grant or deny an application will normally take place within 105 days after the application has been filed, unless the director deems it necessary to extend the time period. A.R.S. 4-201, 4-201.01, 4-203; Rule R-4-15-102. A copy of the application is on file with the Town Clerk and is not contained with these materials. ATTACHMENTS: dame: escriptio~~: Type: ^ Approval_R..eso.._- Mariseos.doe Qption 1: Approval Reso Resolution ^ Disapproval Reso.- Mariscos.doc C}ption 2: Disapproval Reso Resolution Staff Recommendation: Staff recommends adoption with a recommendation of approval to the state liquor board for this liquor license. Suggested Motion: OPTION 1: I move to adopt Resolution No. 2009-187, with a recommendation of approval to the State Liquor Board for a New No. 12 (Restaurant) liquor license submitted by Miriam Rose de Vazquez on behalf of Mariscos Chihuahua located at 4185 W. Ina Road. OPTION 2: I move to adopt Resolution No. 2009-187, with a recommendation of disapproval to the State Liquor Board for a New No. 12 (Restaurant) liquor license submitted by Miriam Rosas de Vazquez on behalf of Mariscos Chihuahua located at 4185 W. Ina Road. Regular Council Meeting -November 3, 2009 -Page 10 of 119 MARANA RESOLUTION N0.2009-187 RELATING TO LIQUOR LICENSES; RECOMMENDATION OF APPROVAL TO THE STATE LIQUOR BOARD FOR A NEW NO. 12 (RESTAURANT) LIQUOR LICENSE SUBMITTED BY MIRIAM ROSAS DE VAZQUEZ ON BEHALF OF MARISCOS CHIHUAHUA LOCATED AT 4185 W. 1NA ROAD WHEREAS, pursuant to A.R.S. Section 4-201, the Town Council of the Town of Marana is empowered to recommend approval or disapproval of a liquor license request to the Arizona Department of Liquor Licenses and Control; and WHEREAS, Miriam Rosas de Vazquez has applied for a New No. 12 (Restaurant) liquor license on behalf of Mariscos Chihuahua, for premises located at 4185 W. Ina Road; and WHEREAS, Town staff filed one copy of the application in the office of the Town Clerk, and posted the other on the premises at 4185 W. Ina Road for 20 days along with a statement requiring any bona fide resident residing, owning, or leasing property within a one mile radius in favor of or opposed to such issuance of the license to file written arguments in favor of or opposed to such issuance with the Town Clerk; and WHEREAS, the Town Council considered all statements filed by the applicant and any bona fide resident at a public meeting on November 3, 2009, and has determined that it is in the best interests of the Town and its citizens that the application for a New No. 12 (Restaurant) liquor license on behalf of Mariscos Chihuahua, filed by Miriam Rosas de Vazquez for premises located at 4185 W. Ina Road be approved. NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana, Arizona, that the Town recommends the application for a New No. 12 (Restaurant) liquor license on behalf of Mariscos Chihuahua, filed by Miriam Rosas de Vazquez for premises located at 4185 W. Ina Road be approved. PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 3`d day of November, 2009.. Mayor Ed Honea ATTEST: Jocelyn C. Bronson, Town Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney Regular Council Meeting -November 3, 2009 -Page 11 of 119 MARANA RESOLUTION N0.2009-187 RELATING TO LIQUOR LICENSES; RECOMMENDATION OF DISAPPROVAL TO THE STATE LIQUOR BOARD FOR A NEW NO. 12 (RESTAURANT) LIQUOR LICENSE SUBMITTED BY MIRIAM ROSAS DE VAZQUEZ ON BEHALF OF MARISCOS CHIHUAHUA LOCATED AT 4185 W. INA ROAD WHEREAS, pursuant to A.R.S. Section 4-201, the Town Council of the Town of Marana is empowered to recommend approval or disapproval of a liquor license request to the Arizona Department of Liquor Licenses and Control; and WHEREAS, Miriam Rosas de Vazquez has applied for a New No. 12 (Restaurant) liquor license on behalf of Mariscos Chihuahua, for premises located at 4185 W. Ina Road; and WHEREAS, Town staff .filed one copy of the application in the office of the Town Clerk, and posted the other on the premises at 4185 W. Ina Road for 20 days along with a statement requiring any bona fide resident residing, owning, or leasing property within a one mile radius in favor of or opposed to such issuance of the license to file written arguments in favor of or opposed to such issuance with the Town Clerk; and WHEREAS, the Town Council considered all statements filed by the applicant and any bona fide resident at a public meeting on November 3, 2009, and has determined that it is in the best interests of the Town and its citizens that the application for a New No. 12 (Restaurant) liquor license on behalf of Mariscos Chihuahua, filed by Miriam Rosas de Vazquez for premises located at 4185 W. Ina Road be disapproved. NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana, Arizona, that the Town recommends the application for a New No. 12 (Restaurant) liquor license on behalf of Mariscos Chihuahua, filed by Miriam Rosas de Vazquez for premises located at 4185 W. Ina Road be disapproved. PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 3`d day of November, 2009. Mayor Ed Honea ATTEST: APPROVED AS TO FORM: Jocelyn C. Bronson, Town Clerk Frank Cassidy, Town Attorney Regular Council Meeting -November 3, 2009 -Page 12 of 119 11555 W. CIVIC CENTER DRIVE, MARANA, ARIZONA 85653 COUNCIL CHAMBERS, November 3, 2009, 7:00:00 PM To: Mayor and Council Item C 3 From: Jocelyn C. Bronson ,Town Clerk Strategic Plan Focus Area: Commerce Subject: Resolution No. 2009-188: Relating to Liquor Licenses; recommendation of approval to the State Liquor Board for a Person and Location Transfer of a No. 6 (Bar) liquor license submitted by Wayne L. Hallquist on behalf of Molinitos located at 3675 W. Ina Road Discussion: Wayne L. Hallquist, on behalf of Molinitos is applying for a Person and Location Transfer of a No. 6 (Bar) liquor license for premises located at 3675 W. Ina Road. The State Department of Liquor Licenses & Control has completed a background investigation and has forwarded two copies of an application for a spirituous liquor license in accordance with the State of Arizona Guide to Arizona Liquor Laws. One copy of the application has been posted on the front of the proposed licensed premises for 20 days prior to this meeting. The Council, as the appropriate governing board, must hold a meeting and either approve, disapprove or offer a "no-recommendation" decision on the application. This action must take place within 60 days of the filing of the application. If the application is approved at the appropriate government level, and no written protests have been received by the Town, and if there is no objection by the Director, the application will be approved. This process normally takes 90 days after the filing of the application. If the governing body disapproves the application or offers a "no-recommendation" decision, or if protests have been filed, the application must be set for a hearing before the State Liquor Board. The hearing may be conducted by the board or by a designated hearing officer. The purpose of a hearing is to consider all evidence and testimony in favor of or opposed to the granting of a license. The applicant for a new license bears the burden of demonstrating his or her "capability, qualifications and reliability" and that the granting of a license is in "the best interest of the community" except that, in aperson-to-person transfer, an applicant need only prove his or her "capability, qualifications and reliability". An applicant in alocation-to-location transfer need only prove that the granting of the license is in the "best interest of the community". Regular Council Meeting -November 3, 2009 -Page 13 of 119 The decision by the board to grant or deny an application will normally take place within 105 days after the application has been filed, unless the director deems it necessary to extend the time period. A.R.S. 4-201, 4-201.01, 4-203; Rule R-4-15-102. A copy of the application is on file with the Town Clerk and is not contained with these materials. ATTACHMENTS: Name: Il~escription: Type: ^ Approval_R.e..so.._- Mofinitos.doc Option 1: Approval Resa Resolution ^ Disapproval Reso Molinitos.doc Option 2: Qisapproval Reso Resolution Staff Recommendation: Staff recommends adoption with a recommendation of approval to the state liquor board for this liquor license. Suggested Motion: OPTION 1: I move to adopt Resolution No. 2009-188, with a recommendation of approval to the State Liquor Board for a Person and Location Transfer of a No. 6 (Bar) liquor license submitted by Wayne L. Hallquist on behalf of Molinitos located at 3675 W. Ina Road. OPTION 2: I move to adopt Resolution No. 2009-188, with a recommendation of disapproval to the State Liquor Board for a Person and Location Transfer of a No. 6 (Bar) liquor license submitted by Wayne L. Hallquist on behalf of Molinitos located at 3675 W. Ina Road. Regular Council Meeting -November 3, 2009 -Page 14 of 119 MARANA RESOLUTION N0.2009-188 RELATING TO LIQUOR LICENSES; RECOMMENDATION OF APPROVAL TO THE STATE LIQUOR BOARD FOR A PERSON AND LOCATION TRANSFER OF A NO. 6 (BAR) LIQUOR LICENSE SUBMITTED BY WAYNE L. HALLQUIST ON BEHALF OF MOLINITOS LOCATED AT 3675 W. INA ROAD WHEREAS, pursuant to A.R.S. Section 4-201, the Town Council of the Town of Marana is empowered to recommend approval or disapproval of a liquor license request to the Arizona Department of Liquor Licenses and Control; and WHEREAS, Wayne L. Hallquist has applied for a Person and Location Transfer of a No. 6 (Bar) liquor license on behalf of Molinitos, for premises located at 3675 W. Ina Road; and WHEREAS, Town staff filed one copy of the application in the office of the Town Clerk, and posted the other on the premises at 3675 W. Ina Road for 20 days along with a statement requiring any bona fide resident residing, owning, or leasing property within a one mile radius in favor of or opposed to such issuance of the license to file written arguments in favor of or opposed to such issuance with the Town Clerk; and WHEREAS, the Town Council considered all statements filed by the applicant and any bona fide resident at a public meeting on November 3, 2009, and has determined that it is in the best interests of the Town and its citizens that the application for a Person and Location Transfer of a No. 6 (Bar) liquor license on behalf of Molinitos, filed by Wayne L. Hallquist for premises located at 3675 W. Ina Road be approved. NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana, Arizona, that the Town recommends the application for a New No. 12 (Restaurant) liquor license on behalf of Molinitos, filed by Wayne L. Hallquist for premises located at 3675 W. Ina Road be approved. PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 3`d day of November, 2009. Mayor Ed Honea ATTEST: APPROVED AS TO FORM: Jocelyn C. Bronson, Town Clerk Frank Cassidy, Town Attorney Regular Council Meeting -November 3, 2009 -Page 15 of 119 MARANA RESOLUTION N0.2009-188 RELATING TO LIQUOR LICENSES; RECOMMENDATION OF DISAPPROVAL TO THE STATE LIQUOR BOARD FOR A PERSON AND LOCATION TRANSFER OF A NO. 6 (BAR) LIQUOR LICENSE SUBMITTED BY WAYNE L. HALLQUI5T ON BEHALF OF MOLINITOS LOCATED AT 3675 W. INA ROAD WHEREAS, pursuant to A.R.S. Section 4-201, the Town Council of the Town of Marana is empowered to recommend approval or disapproval of a liquor license request to the Arizona Department of Liquor Licenses and Control; and WHEREAS, Wayne L. Hallquist has applied for a Person and Location Transfer of a No. 6 (Bar) liquor license on behalf of Molinitos, for premises located at 3675 W. Ina Road; and WHEREAS, Town staff filed one copy of the application in the office of the Town Clerk, and posted the other on the premises at 3675 W. Ina Road for 20 days along with a statement requiring any bona fide resident residing, owning, or leasing property within a one mile radius in favor of or opposed to such issuance of the license to file written arguments in favor of or opposed to such issuance with the Town Clerk; and WHEREAS, the Town Council considered all statements filed by the applicant and any bona fide resident at a public meeting on November 3, 2009, and has determined that it is in the best interests of the Town and its citizens that the application for a Person and Location Transfer of a No. 6 (Bar) liquor license on behalf of Molinitos, filed by Wayne L. Hallquist for premises located at 3675 W. Ina Road be disapproved. NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana, Arizona, that the Town recommends the application for a New No. 12 (Restaurant) liquor license on behalf of Molinitos, filed by Wayne L. Hallquist for premises located at 3675 W. Ina Road be disapproved. PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this Std day of November, 2009. Mayor Ed Honea ATTEST: APPROVED AS TO FORM: Jocelyn C. Bronson, Town Clerk Frank Cassidy, Town Attorney Regular Council Meeting -November 3, 2009 -Page 16 of 119 REGULAR COUNCIL MEETING MINUTES 11555 W. Civic Center Drive, Marana, Arizona 85653 Council Chambers, October 20, 2009, at or after 7:00 PM Ed Honea, Mayor Herb Kai, Vice Mayor Russell Clanagan, Council Member Patti Comerford, Council Member Carol McGorray, Council Member Jon Post, Council Member Roxanne Ziegler, Council Member REGULAR COUNCIL MEETING CALL TO ORDER AND ROLL CALL Mayor Honea called the meeting to order at 7:03 p.m. Council Member Patti Comerford was excused. All other Council Members were present. Council Member Clanagan asked for recognition of an individual who rode in a bike race this past year. Colleen passed earlier this month. Council Member Clanagan asked for Council and the community to please remember her during the moment of silence at the end of the pledge. PLEDGE OF ALLEGIANCE/INVOCATION/MOMENT OF SILENCE Mayor Honea led the pledge of allegiance and moment of silence. APPROVAL OF AGENDA Motion to approve moved by Council Member McGorray, second by Council Member Clanagan. Motion carried unanimously 6-0. CALL TO THE PUBLIC Mayor Honea acknowledged the two boy scouts who were in attendance in order to receive their community badges. PRESENTATIONS ANNOUNCEMENTS/UPDATES PROCLAMATIONS Regular Council Meeting -November 3, 2009 -Page 17 of 119 MAYOR AND COUNCIL REPORTS: SUMMARY OF CURRENT EVENTS Council Member McGorray attended the Golden Corral Ribbon Cutting and said that it was a very community oriented restaurant. She also attended the Sports Authority at the YMCA Leadership Conference. Mayor Honea reported on the Common Ground Awards Ceremony that he, other Council Members, and several staff attended last week. He stated that the town received not one, but three awards this year and he was very proud of the work staff has done. Mayor Honea said that he was very excited for the Camino de Maiiana/Dove Mountain project official opening tomorrow morning. MANAGER'S REPORT: SUMMARY OF CURRENT EVENTS Gilbert Davidson thanked Mayor and Council for setting the right goals for the community and allowing staff to do their jobs. He acknowledged the individual teams who worked hard to receive the awards, as well as the team who put the information together to submit for the awards. He also mentioned that the Council Executive Report was submitted as part of tonight's meeting. STAFF REPORTS GENERAL ORDER OF BUSINESS CONSENT AGENDA Council Member Clanagan asked if there would be reporting requirements for item C1. T VanHook responded that this item was a supplemental agreement to an item brought before Council at the last meeting, as the Department of Homeland Security had some extra funds and awarded them to the town. Motion to approve moved by Council Member Post, second by Council Member McGorray. Motion carried unanimously 6-0. C 1: Resolution No. 2009-181: Relating to the Police Department; authorizing the Town Manager to execute a Subgrantee Agreement with the Arizona Department of Homeland Security for purposes of receiving funds under the 2009 Operation Stonegarden Supplemental Grant Program (T VanHook) C 2: Resolution No. 2009-182: Relating to Risk Management; authorizing the Mayor to execute a tolling agreement extension with Timothy Widger and Acacia Nursery Inc. (Frank Cassidy) C 3: Resolution No. 2009-183: Relating to Liquor Licenses; approval and recommendation to the State Liquor Board for a New No. 12 (Restaurant) liquor license submitted by Hien T. Ma on behalf of Chopstix Fine Asian Dining II located at 8225 N. Courtney Page Way, #191 (Jocelyn C. Bronson) C 4: Minutes of the October 6, 2009 regular council meeting Regular Council Meeting -November 3, 2009 -Page 18 of 119 COUNCIL ACTION A 1: Resolution No. 2009-184: Relating to Personnel; approving an amendment to the Fiscal Year 2009-2010 temporary salary schedule adopted by the Town Council on June 23, 2009; adding the title and salary range for a Regional Emergency Response Planner; and declaring an emergency (Suzanne Machain) Suzanne Machain presented this item to Council. The Town applied for and received grant money to support local efforts towards emergency disaster planning. This is a regional effort between Marana, Sahuarita, Oro Valley, Tucson and Pima County. The grant will be fund 5 full time Regional Emergency Response Planners and the Town of Marana will be receiving one of those positions. Ms. Machain stated that because this is a grant funded position it has been determined that this title should be placed in the temporary salary schedule and the appointment will be a term limited temporary appointment. A joint recruitment between all of the agencies is planned for November. Motion to approve moved by Council Member McGorray, second by Council Member Ziegler. Motion carried unanimously by roll call vote. A 2: Ordinance No. 2009.21: Relating to Annexation; annexing into the corporate limits of the Town of Marana that territory known as the Decker Drive annexation, being an area containing approximately 47 acres of land generally located at the northwest corner of Lambert Lane and Blue Bonnet Road alignments, including the adjacent rights-of--way for Camino de Manana, Decker Drive and Lambert Lane (Lisa Shafer) Lisa Shafer presented this item to Council. Ms. Shafer stated that a public hearing was held before Council on August 18, 2009. The reason for the annexation is for the Dove Mountain/Camino de Manana road extension project. Since the public hearing on August 18, the town has received signed annexation petitions and 207 waivers from the property owners, and staff recommends approval of this item. Motion to approve moved by Vice Mayor Kai, second by Council Member McGorray. Motion carried unanimously 6-0. BOARDS, COMMISSIONS AND COMMITTEES ITEMS FOR DISCUSSION/POSSIBLE ACTION D 1: Relating to Parks and Recreation.: discussion and direction regarding the Town's opportunity to exercise a prepayment option on its state land lease for the 2400 acre Tortolita Mountain Preserve (Tom Ellis and Jennifer Christelman) Gilbert Davidson stated that a brief background and specific options would be presented at tonight's meeting. Jennifer Christelman gave a brief history and overview about the Tortolita Mountain Preserve. Erik Montague gave an overview of the financial options for the lease. He stated that a lease prepayment advantage would be savings over the life of the lease, but disadvantages included cash financing up front which would impact the town's cash flow, higher interest rate for taxable bonds, use of excise tax pledge debt capacity, the town would not own Regular Council Meeting -November 3, 2009 -Page 19 of 119 the land at the end of the lease term, and that the cost to pre-pay the lease limits funding to address alternatives. Tom Ellis gave Council short-term and long-term options. He suggested public engagement and discussion. He stated that according to the town's strategic plan, this land should be preserved. Mr. Ellis also suggested integration with other policy initiatives including the Habitat Conservation Plan, the General Plan, Parks and recreation Comprehensive Master Plan, Strategic Plan and State Land Reform. Mr. Ellis asked for direction to staff for a process for community engagement on open space preservation, community discussion on funds for open-space acquisition and Habitat Conservation Plan, exploration of legislative options for Tortolita Fan Preservation and a delta for community direction on preservation. Motion to direct staff to maintain the existing state land lease schedule for the Tortolita Preserve without exercising the prepayment option and to continue to pursue options to identify the community's desire for permanent protection of this area moved by Council Member McGorray, second by Council Member Clanagan. Motion carried unanimously 6-0. D 2: Legislative Issues: Discussion/Direction/Action regarding all pending bills before the Legislature (Steve Huffman) Gilbert Davidson stated that there were no additional updates at this time. Mayor Honea stated that he spoke with Vic Williams and Nancy Young Wright this week and he believes there will be special sessions in early November and January. EXECUTIVE SESSIONS Motion to go into Executive Session on items EI and E3 moved by Council Member Clanagan, second by Council Member Post. Motion carried unanimously 6-0. Council left the dais at 7:23 pm. Council returned to the dais at 8:00 pm. E 1: Executive Session pursuant to A.R.S. §38-431.03 (A)(3), Council may ask for discussion or consultation for legal advice with the Town Attorney concerning any matter listed on this agenda. E 2: Executive Session pursuant to A.R.S. § 38-431.03(A)(3),(4) and (7), discussion or consultation for legal advice with the Town's attorneys and discussion and to consider its position and instruct the Town Manager and staff concerning possible acquisition of certain water infrastructure and accounts and water rights and/or resources E 3: Executive Session pursuant to A.R.S. § 38-431.03(A)(3),(4) and (7), discussion or consultation for legal advice with the Town's attorneys and discussion and to consider its position and instruct the Town Manager and staff concerning (1) the lawsuit entitled Town of Marana v. Pima County/Pima County v. Marana (consolidated), Maricopa County Superior Court No. CV2008-001131, (2) pending legal issues, settlement discussions and contract negotiations relating to the transition of Marana wastewater collection and treatment to the Town of Marana Regular Council Meeting -November 3, 2009 -Page 20 of 119 FUTURE AGENDA ITEMS ADJOURNMENT Motion to adjourn moved by Council Member McGorray, second by Council Member Ziegler. Motion carried unanimously 6-0. The meeting was adjourned at 8:16 p.m. CERTIFICATION I hereby certify that the foregoing are the true and correct minutes of the Marana Town Council meeting held on October 20, 2009. I further certify that a quorum was present. Jocelyn C. Bronson, Town Clerk Regular Council Meeting -November 3, 2009 -Page 21 of 119 11555 W. CIVIC CENTER DRIVE, MARANA, ARIZONA 85653 COUNCIL, CHAMBERS, November 3, 2009, 7:00:00 PM To: Mayor and Council Item A 1 From: Lisa Shafer ,Assistant Planning Director Strategic Plan Focus Area: Commerce Subject: PUBLIC HEARING: Relating to Development; public hearing to discuss and consider an application by the property owners to annex approximately 7.3 acres within the Oshrin Park Subdivision, specifically lots 3-9 and the adjacent rights-of-way of Spanish Bayonet Drive generally located south of Cortaro Farms Road and east of Cerius Stravenue Discussion: The Town of Marana is processing an annexation for approximately 7.3-acres within the Oshrin Park subdivision, as recorded in book 25 Page 67, specifically lots 3-9 and the adjacent rights-of- way of Spanish Bayonet Drive generally located south of Cortaro Farms Road and east of Cerius Stravenue within a portion of Sections 25 and 26, Township 12 South, Range 12 East. The applicants have expressed interest in annexing their parcels into the Town of Marana with the intention of processing a rezoning to change the residential zoning to a neighborhood commercial zoning designation. Currently there are commercial businesses that are operating on a few of the lots. At a minimum any property owner that is conducting or would like to conduct a commercial business would have to process a rezoning of that property and if approved by the Town Council would begin the development plan process. The proposed area of annexation is contiguous to the Town's corporate limits and is currently within the Town's planning area as defined within the adopted Town of Marana General Plan. The Future Land Use Map within the General Plan designates the subject property as Low Density Residential (LDR). The LDR designation is characterized by single-family detached homes on relatively large lots in a density range of 0.51 - 3.0 residences per acre. Additionally, it allows for commercial development that serves the residential development with both pedestrian connectivity and automobile access. This area is currently being served by Marana Water. The only additional right of way that will be annexed into the Town will be the portion of Spanish Bayonet Drive that runs along the sides of lots 8 and 9. Cortaro Farms Road in this location is currently Town of Marana right of way. The property is currently zoned by Pima County as SH (Suburban Homestead), which is a residential zone with a minimum lot size of 36,000 square feet. In order to establish Town of Marana zoning that equates to existing Pima County zoning without allowing densities greater Regular Council Meeting -November 3, 2009 -Page 22 of 119 than those permitted under the current zoning, the annexation area zoning will translate to Town of Marana R-36 (Single-family Residentia136,000 square feet minimum lot size). A blank petition was filed with the Pima County Recorder's office on October 13, 2009. This public hearing is mandated by state law (A.R.S. § 9-471(A)(3)), which requires the Town to hold a public hearing on the annexation not less than twenty nor more than thirty days after the filing of the blank petition. ATTACHMENTS: ante: ^ Staff created location m.. ap.p..df ^ Property_ow.ners redacted.pdf Description: 3'~-pe: Backup Material Location Map Property C}wners ^ Scanned blank petition.pdf Filed Blank Petition Staff Recommendation: No action required-Public Hearing Suggested Motion: No motion required. Backup Material Backup Materal Regular Council Meeting -November 3, 2009 -Page 23 of 119 ~~ ~~~~ ~ ~ ~~~~~~. Osh ri n Park ~ - ~ Lots 3-9 . ~°;1~ , ~~,~~ ! ~,, ~ Annexation -, ~~''~~~ ``~ "`~~'"~ ~ `'~~ CASE ANX0908-001 I ~ I -W SHADY GROVE DR- - - - - - i Cortaro Ranch I z z Q _-_ --~----r -dV CORTARO CROSSING DR-~~----~ ~ z ~ I I I = z w ` I z ~ z - W CARRIAGE DR--- ~~ w UNKNOWN ~ ~ z I_ _ _ IN" RED ROCK P.IDGE ST -i ~ ~ ~I _ _ _ ~~ ~ VV CORTARO FARI:9S RD ----- - - -- ~ .._~s .._ _- ~,.., ~ Annexation Area '~ i i - ------- n=: ~ W ---W CALLE CAYEUS ------z.----- W~~aW RIC~g2 ~-,- ------ O ~ ~ }Q~ ~ m 1 ,~ = t \ ~ ~~ I ` `OIL Z -- W CALLE MAVERICK- -~- ----- -- i --- -- - '.~ --- ALL O ~ E \ i~~ ~/, '~ ~i ~'c~ , ~'~ ~O ~1 ~'a \~i 9C ~ E PAINT CA LL -------------> ------- --W O '~ ~~ .~ <, `\ Request 0 350 70o n. A Request to annex lots 3-9 of the Oshrin Park subdivision into the Town of Marana. Data Disclaimer: The Town of Marana provides this map information 'As Is' at the request of the user with the understanding that is not guaranteed to be accurate, r co rect or complete and conclusions drawn from such information are the responsibility of the user. In no event shall The Town of Marana become liable to users of these ~ y d K~°u~a'~~ouii~i lee{finny IR10vem~er'~n~~~ s~eaial~igc~d~~~ ~r consequential damages, including but not limited to time, money or goodwill, arising from the LOT NAME CONTACT INFO INTENT ANNEX INTO O ~ MARANA owNER 3 .. THOMPSON REZONE TO NC - YES 1.26 STEPHEN AND LIVE ON PROPERTY CINDY LIVING AS RESIDENT TRUST ACRE5 4 _ CUTLER PAUL D REZONE TO NC - YES 1 26 RUN CUTLER . LANDSCAPING, ETAIL NURSERY ACRES R FOUNTAIN CENTER 5 GLANDON REZONE TO NC - YES 1 26 FREDERICK V LIVE ON PROPERTY . ACRES AND SHARON AS RESIDENT- CP/RS 6 _ DEAN GLENN REZONE TO NC - YES 1.26 NO PLANS TO ACRES BUILD 7 _ LEE JOHN A AND YES 1.26 LINDA E ACRES 8 _ CALDWELLJOHN E l1NDECYDEA, YES 1.26 AND DEBORAH J DEPENDS ON ACRES JT/RS COSTS C) _ OVERHOLTZ UNDECIDED YES 1.26 CALVIN ACRES Regular Council Meeting -November 3, 2009 -Page 25 of 119 ANNEXATION PETITION OSHRIN PARK LO i'S 3-9 ANNEXATION TO THE HONORABLE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA: We, the undersigned, being the owners of one-half or more in value of the real and personal property and more than one-half of the persons owning real and personal property, as shown by the last assessment of said property by the County Assessor or by tl2e Arizona Department of Revenue, which would be subject to taxation by the. Town of Marana in the event of annexation within the territory proposed to be annexed, which is described in the legal description attached to and incorporated in this Petition as Exhibit A, said territory being contiguous to the corporate Limits of the Town of Marana, with the exterior boundaries of the territory proposed to be annexed shown on the map attached to and incorporated in this Petition as Exhibit B, request the Town of Marana to annex the described territory as provided in A.R.S. § 9-471. PROPERTY OWNER: PROPERTY ADDRESS: PROPERTY DESCRIPTION: (or parcel number or legal description) AZ STATE TAX CODE #: AUTHORIZED SIGNATURES(S) Date: Date: Date: Date: (NOTE: Each signature must be dated.) Regular Co~Q~~~l~~~ir,pvember 3, 2009 -Page 26 of 119 EXHIBIT A ~,.r>`.. DUNCAN & ASSOCIATES Hubert A Duncan, PE, RLS Legal Desc><•iptian ENGINEERS CONSULTANT SURVEYORS All that certain parcels described as Lots 3 thru 9 of. OSHRIN PARK, lots 1 through 30, a subdivision as recorded in Book 25, Page 67 in Pima County, Arizona records, and more particularly described as follows by metes and bounds; Lots 3-9 and •a portion of Spanish Bayonet Drive right of way to the extent of Lot 8 Beginning at the interior quarter corner of Section 26, Township 12 South, 1Zange 12 East, Gila and Salt River Base Meridian, Pima County, Arizona, being a found aluminum cap stamped " PE 7076 1/4 "also being on the centerline of Cortaro Farms Road, thence N 89° 18' 12" E, along the said centerline a distance of 1796.13 feet to a paint; Thence S 0°41'48" E, a distance of 75.00 feet to the Southerly Right of Way of Cortaro Farms Road, and also being the Northwest Corner of Lot 3; Thence N 89° 18' 12" E, along said Southerly right of way, a distance of 822.61 feet to a point on a line parallel to the said centerline of Cortaro Farms Road at it's intersection with the East Section Line of said Section 26; Thence N 89°39'28" E, along the Southerly right of way of said Cortaro Farms Road and also parallel to the mid section line of Section 25, a distance of 677.55 feet to the Northeast Corner of Lot 9; Thence S 38°44' 11" E, a distance of 198.21 feet to a point; Thence S 89°18'12" W, a distance of 368.12 feet to the Southwest Corner of Lot 9, being on the east right of way of Spanish Bayonet Drive; Thence S 0°41'48" E, along said east right of way, a distance of 58.94 feet to a point; Thence S 89°1 S' 12" W, a distance of 50.00 feet to a point on the west right of way of said Spanish Bayonet Drive, being the Southeast Corner of Lot 8; Regular Council Meeting - NovBr~~i- 3r,1•~~~ ~~~'~ ° Tucson, Arizona 85741 • 520 744-E379 page 2 Thence S 89°45'00" W, a distance of 202.65 feet to the corner common to Lots 8 and 7; Thence S 89° 18' 12" W, a distance of 1001.25 feet to the Southwest Corner of said Lot 3; Thence N 0°41'48" W, along the West Line of Lot 3 to said Northwest Corner of Lot 3. ~kpiras ~+-30-Zdt 1 Regular Council Meeting -November 3, 2009 -Page 28 of 119 Regular w ~ ~ w ib r, ~ 2 0. 41 ~ ~ cae ~ Q ~y 00. a pW, m c00 ~ Nm OY .a p a UaWU 1V NIAQ Ap\'. ~2 M N ~l'sl' w ~ 5 ~ti~ 0 p 'SFS w ~g ~ ml w ~ s< ~ n O o m a+ .sb,l6A0 ev !0'SCZ z oo ~ . ~ ~ , a N ' ~, ! ~ N 7JQ ,~ ~~ N ~ p .". 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N M l0 ~ a 8 8 ~ ~ a Fr, a ~ ; ~ ~w i- ~ z ,S9'Cil ,59'CiZ ~ _ W . ~ yG CO J ~ 3 .84,14.00 S 3 ,86,14.00 S l N ~ a- e i m ¢ St ~ ~ ~ ~ c0 ,'n„ ^ 7.~ Q ~ d N u, Y $ ~ ~$ ~ $ ~ N z N Z Y ~ m tnO ^~" o .S9'LIZ ,59'CIZ Om o " ~ =1 3 3 ,84,I6A0 5 "' 3.84,14.00 S 1 O ~ ao l^ ~ Q m z Ri ~ ~ M ~X ~ ~8 ~+ n H 8 g N ~a ~ z z ~ S9'C1Z ,59'LiZ O~ Q 3 ,86,14-00 S W 3 ,86,16,00 5 O O U m ~ ~ 'ter N w b~ ~ ~' e°v N ~ N I ~ N O1 n O a , '- ~ o I N V ~ w ~ ' O a ""7 ,EL'Z6l ,6S'Z81 p " H ° .~~ 3(IN3AVNF$ Sfce83J ,°~ ~- p a ,Of"Sfb 3 ,ft,f£.O0 5 U O w '~~ W ~ N ~ ~}~ ~ ~ W N ~N ~= ro 0 3Z 30t+d 'L.Z ~f008 I m (s ! ! - ! s sio-r) 7i21Vd tataso 0 Meeting - Nove M -Page 29 of 119 ~ V O N I Of ~ Q ~ h z ~ ~ 7- M ~ to ~ z° G ~ N G ~~ 0 0 `t o Ohw •- 0 7-.2N~~ 9 O OO Viy w t y ~ ~ N rY Z ai Q 'n U '>: N ~ O ~ ~ Y ~ LG Z ~ Q ~ x'...ONZ ai O V. UFO ~ N Vi U i,,," V N ~ 1 ~4 w O h m a ~c yR`w n i ~ >w O "' 7_ ~ p °u ' v n ° O w w°~N o = a ' O m •• ~ » .5 G 0 r0. °- rc o ~ 0 z 0 N Qr ~ ZJ yQ~ ~ T ~ ~ n o „~ N (n ~ ~ I l ~ n n ~• ¢` N ~ O 7-. ~ C N C O O ~ '~ z to v w ~ ~ ~ ~ z". . v NHq==pqnq j MMn'1 „1 1 t N7 0000 X10000 ~~ NnrN ~ 7 v 7 r ji ONOtlI 7 Oh.[~l o O~eON ovinq mmmo°, 1 W7 1 3E.-~vnr ~~ UUUV AFFiDA~IT (Oshrin Park Lots 3-9 Annexation) Domes now the affiant, Kevin Kish, the Town of Development Services General .Manager, an authorized agent of the Tawn of Marana, and. hereby files this affidavit. in compliance with A.R.S. §9-471 (A)(6}. Affiant affirms that he has conducted reasonable review and research and has determined that. no part of the territory in the attached proposed annexation is already subject to an earlier filing far annexation. A previous filing for an annexation that includes the territory which is the subject of this annexation filing was made by the Town of Marana at Docket 13104, Page 969,. Pirna County Recorder's office, but this territory is not subject to that previous filing for reasons including-the Town of Marana's failure to pursue the annexation. by sending out and posting the various notices required by A.R.S. § 9-471. Further, affiant sayeth nat. ~:~ Kevin Kish, Development Services General Manager STATE OF ARIZONA. } } ss COUNTY OF PIMA c ~. ~ Pub~C - Ari~oMi Pima Crxmty `= tYify Gansr~laalcx~ E A{xll 4, 2018 Subscribed and sworn before me this 12~' day of October, 2009 by Kevin Kish, Development Services General Manager for the Town of Marana. My Commission Expires: r of Publi ~~~ Regul {40~U6746.17eOCnlJ -November 3, 2009 -Page 30 of 119 11555 W. CIVIC CENTER DRIVE, MARANA, ARIZONA 85653 COUNCIL CHAMBERS, November 3, 2009, 7:00:00 PM To: Mayor and Council Item A 2 From: Kevin Kish ,Development Services General Manager Strategic Plan Focus Area: Commerce Strategic Plan Focus Area -Additional Information: Approval of this rezoning will support and promote the Town of Marana's initiative for a Central Business District and downtown projects to attract and retain commerce. Subject: PUBLIC HEARING: Ordinance No. 2009.20: Relating to Development; approving a rezoning for Marana Mercantile, on approximately 39.09 acres located west of the I- 10 Frontage Road and north of Marana Road Discussion: His• tort/ This item was continued from the Town Council meetings of November 18, 2008; December 16, 2008; February 3, 2009; Apri17, 2009, May 5, 2009, September 15, 2009 and October 6, 2009 at the request of the applicant. Summary of Application The Planning Center, on behalf of the applicant Desert Troon Companies (formerly known as Diversified Partners Development Co.), requests approval for a change in zoning on a 39.09 acre parcel to develop a retail center. The retail center will consist of a large anchor retail store surrounded by other commercial pads of varying size. This site is located west of the I-10 Frontage Road and north of Marana Road. Rezoning Request The applicant proposes a change of zoning from "R-144" (Residential - 144,000 square foot minimum lot size) and "HI" (Heavy Industrial) to "VC" (Village Commercial). The land directly west of the site is zoned "F" (Specific Plan -Uptown at Marana). Uptown at Marana is a master planned development that comprises of a mix of commercial and residential uses of varying densities and housing types. The land south of the project is zoned "A" (Small Lot Zone) and consists of small businesses and agricultural land. The I-10 Freeway is to the east and north of the proposed project and is zoned "LI" (Light Industrial). The tentative development plan (TDP) calls for a total of 283,351 square feet of commercial/retail space. The development will provide a total of 1,495 parking spaces. The TDP is substantially compliant with current Marana land development codes and the proposed Regular Council Meeting -November 3, 2009 -Page 31 of 119 zoning district requirements. Marana General Plan/Zoning The subject property is designated as Town Center Planning Area (TCPA) per the adopted Marana General Plan. The TCPA designation is intended to be a focal point of public and private commerce surrounded by medium and high density residential neighborhoods with strategically located community facilities. Retail shops, offices, employment centers and a variety of other services and facilities will round out the Town Center Planning Area. The "VC" (Village Commercial) zoning district is a community level retail zone intended to provide for the conduct of business serving the Town of Marana and surrounding communities by the sale of goods and services and a variety of commercial and professional activities in planned mixed-development areas. It is further intended to provide employment opportunities for Marana. The proposed "VC" zoning district would be consistent with the TCPA designation of the General Plan. The subject property is also located within the Single Central Business District (SCBD). The SCBD is a geographic designation (approved and authorized by Resolution 2008-60) which is intended to be the commercial and social core of the community and is expected to include multiple mixed use developments with neighborhood shopping, dining, entertainment and residences. Traffic Circulation The development is proposing to have three access points along the I-10 Frontage Road and three access points along Marana Road. All access points will be stop-controlled except for the main access point at the Marana Road intersection which will be signalized. Internal circulation is comprised of a series of interconnected roadways that lead into various parking areas. Sewer & Water The proposed development will connect to an existing 12 inch sewer line located within Marana Road. A sewer service agreement will be required. The potable water will be provided by Marana Municipal Water Company (MMWC). A water service agreement will be required. Landscape areas will be irrigated using a secondary non-potable water source. Cortaro-Marana Irrigation District (CMID) Per Town of Marana Ordinance 91.22 and CMID District requirements, all existing ditches/canals adjoining the development will require under grounding prior to occupancy. Fire Protection The property is located in the Avra Valley Fire District service area. Design Standards The proposed development will adhere to the Commercial Designs Standards in Title 8 of the Land Development Code. Supplemental guidelines are also found in the "Appendix" section of the Site Analysis document. These guidelines meet or exceed the Commercial Design Standards and are intended to be an information source for designers and foster more creative approach to commercial development. Public Notification The public hearing for this rezoning was noticed for the Town Council meeting of September 15, 2009. In addition., public hearing notification letters were sent to all owners of properties within 300 feet of the site. During the September 1 Sth meeting the Council voted to continue the case to the October 6, 2009 meeting, therefore public renotification was not required. A formal neighborhood meeting was held on October 14, 2008. To date, staff has received one email requesting information on the rezoning. Waiver of Potential Arizona Property Rights Protection Act Compensation Claims To protect the Town against potential claims filed under the Arizona Property Rights Protection Regular Council Meeting -November 3, 2009 -Page 32 of 119 Act as a result of changes in the land use laws that apply to the rezoning areas by the Town's adoption of this ordinance, staff requires the applicant to waive any rights to compensation for diminution in value resulting from this rezoning by execution and recordation of the waiver instrument. The Consent to Conditions as a result of changes in the land use laws that apply to the rezoning areas resulting from the approval of the zoning. If the applicant doesn't forward the waiver in time to record it within 90 days after the ordinance is passed, the ordinance becomes null and void, as if no action were ever taken to pass the ordinance. ATTACHMENTS: ?V`ar~~e: Description: Type: ^ Marana Mercantile Rezoning_Ordinance Marana Mercantile Rezoning Ordinance 2009_20 Ordinance (00016534-3j.DOG ^ Exhibit A_-.,_L...e..gal Description.pdf Exhibit A to Ordinance -Legal Description exhibit ^ PCZ-08013 Marana Mercantile Rezone PCZ-08013 Marana Mercantiie Rezoning Application Backup Material Applcaton.pdf ^ PGZ -08013 Marana _ Mercantile Rezone.pdf PCZ+018013 Marana Mercantile Location Map Backup Material ^ Exhb it on file-Marana .. Mercantile Rezone.dac _.._.. PCZ-08013 Marana Mercantile Exhibit Statement Backup Material ^ Marana Mercantile F?ezoning__Prop 207 Waver Marana Mercantile Rezoning Waiver Backup Material (0001.6163)D_OC Staff Recommendation: Staff recommends approval of the Rezoning with the following conditions: 1. Compliance with all provisions of Town Codes, Ordinances, and policies of the General Plan current at the time of development including, but not limited to, requirements for public improvements. 2. The property owner shall not cause any lot split of any kind without the written consent of the Town of Marana. 3. No approval, permit or authorization by the Town of Marana authorizes violation of any federal or state law or regulation or relieves the applicant or the land owner from responsibility to ensure compliance with all applicable federal and state laws and regulations, including the Endangered Species Act and the Clean Water Act. Appropriate experts should be retained and appropriate federal and state agencies should be consulted to determine any action necessary to assure compliance with applicable laws and regulations. 4. The Developer shall adhere to the Commercial Design Standards found in Title 8 of the Land Development Code as well as the Design Guidelines found in the Appendix of the Site Analysis document. 5. The Developer shall dedicate, or cause to have dedicated, the necessary right-of-way for Marana Road, which shall consist of all of the Rezoning Area located south of the north right-of-way line of Marana Road as depicted on development plan DPR-09031 as it is approved through the normal development review process. The Developer shall be permitted to landscape and maintain the right-of--way adjacent to the portion of the Rezoning Area retained by the Developer after this right-of-way dedication in accordance with the Town's standard license agreement. 6. The Developer's contribution to the cost to design and construct transportation improvements required to serve the Rezoning Area and as required by this condition are satisfied by the Marana Mercantile Development Agreement (the "MMDA") for so long as Regular Council Meeting -November 3, 2009 -Page 33 of 119 the MMDA is effective and the Developer is not in default under the terms of the MMDA. Nothing in this paragraph limits the Town's authority pursuant to Title 48 of the Arizona Revised Statutes to undertake the formation of an improvement district for transportation improvements which, if properly approved, includes the Rezoning Area within the district boundaries. In the absence of the MMDA the following conditions shall apply: (a) General. The Developer shall contribute its proportionate share, based on aTown-approved traffic impact analysis, to the cost to design and construct all transportation improvements required to serve the Rezoning Area. As used in this condition, the Developer's "proportionate share" means an amount not to exceed the Rezoning Area's impact relative to the entire benefit area of the improvements as established by atown-approved traffic impact analysis. (b) Concurrency. To assure concurrency between any development and the then-needed, necessary transportation improvements, no certificates of occupancy shall be issued for any construction on the Rezoning Area unless and until completion of all transportation improvements necessary for safe access to and from the construction (c) Reimbursement. To the extent the cost to construct improvements exceeds the Developer's proportionate share, the Developer may seek reimbursement for the excess through a development agreement or any other available reimbursement procedure or mechanism. As provided by A.R.S. § 9-463.05, the cost of any transportation improvements constructed by the Developer for which the town has adopted a development impact fee shall be credited against transportation impact fees payable for development within the Rezoning Area. 7. Additional traffic studies shall be required at the development plan stage for this project. The Developer shall be responsible for the design and construction of any transportation improvements determined to be necessary by Town Staff based on the findings of those studies. However, the Developer's completion of the traffic study and related improvements as required for development of the Marana Mercantile project in substantial conformance with the first submittal of development plan DPR-09031 (currently on file with the Town) satisfies this condition of rezoning for so long as background traffic assumptions and conditions do not materially change. Assuming the MMDA is approved and for so long as the MMDA is effective and the Developer is not in default under the terms of the MMDA, the MMDA fully satisfies this condition of rezoning, provided that the Marana Mercantile project is developed in substantial conformance with the first submittal of development plan DPR-09031 (currently on file with the Town) and the Developer finalizes the traffic study required for that development plan. 8. Final acceptance of the proposed shoo-fly connection from Marana Road to the frontage must be accepted by the Town of Marana and El Paso Natural Gas. 9. A water service agreement must be submitted by the Developer and accepted by the Utilities Director prior to the approval of water plans. 10. A sewer service agreement must be submitted by the Developer and accepted by the entity responsible for wastewater management and the Town Engineer prior to the approval of the sewer plan. 11. Installation of anon-potable system shall be required to serve the common open space areas and other landscaped amenities as accepted by the Town of Marana. 12. If it is determined that such rights exist on the property and are owned by the Developer at the time of the development plan, the property owner shall transfer with the development plan, by the appropriate Arizona Department of Water Resources form, those rights being IGR, Type I or Type II to the Town of Marana for the Town providing designation of assured water supply and water service to the property. If Type I or Type II is needed on the property, the Town and Developer/Landowner shall arrive at an agreeable solution to the use of those water rights appurtenant to the property. 13. Prior to issuance of any grading permits, the Developer shall resolve any outstanding cultural resources issues. 14. The architectural elevations of the Walmart included within the Site Analysis document have been reviewed by Staff against the Commercial Design Standards in Title 8 of the Land Development Code and shall not be significantly altered to reduce or remove any of the architectural elements as depicted unless approved in writing by the Town's Planning Director. Regular Council Meeting -November 3, 2009 -Page 34 of 119 Commission Recommendation - if applicable: A public hearing for this case was held during the October 22, 2008, Planning Commission meeting. The Planning Commission voted unanimously 6-0 (Commissioner Le Page-Wood excused) to recommend approval to the Town Council. Suggested Motion: I move to adopt Ordinance No. 2009.20, approving a rezoning for Marana Mercantile, on approximately 39.09 acres located west of the I-10 Frontage Road and north of Marana Road. Regular Council Meeting -November 3, 2009 -Page 35 of 119 MARANA ORDINANCE N0.2009.20 RELATING TO DEVELOPMENT; APPROVING A REZONING FOR MARANA MERCANTILE, ON APPROXIMATELY 39.09 ACRES LOCATED WEST OF THE I-10 FRONTAGE ROAD AND NORTH OF MARANA ROAD WHEREAS, DTD-Devco 10, L.L.C., is the owner of approximately 39.09 acres of property located west of the I-10 Frontage Road and north of Marana Road within a portion of Section 21, Township 11 South, Range 11 East, as described on Exhibit A attached to and incorporated by this reference in this Ordinance (the "Rezoning Area"); and WHEREAS, the Marana Planning Commission held a public hearing on October 15, 2008, and at said meeting voted 6-0 (Commissioner La Page-Wood excused) to recommend that the Town Council approve this rezoning; and WHEREAS, the Marana Town Council heard from representatives of the owner, staff and members of the public at the regular Town Council meeting held November 3, 2009, and have determined that this rezoning should be approved. NOW, THEREFORE, BE IT ORDAINED by the Mayor and Council of the Town of Marana, Arizona, as follows: SECTION 1. This rezoning complies with the General Plan. SECTION 2. The zoning of the Rezoning Area is hereby changed from "R-144" (Residential -144,000 square foot minimum lot size) and "HI" (Heavy Industrial) to "VC" (Village Commercial) on the 39.09 acres of land located west of the I-10 Frontage Road and north of Marana Road. SECTION 3. The intent of this rezoning is to allow the development of a retail center. This rezoning is subject to the following conditions, the violation of which shall be treated in the same manner as a violation of the Town of Marana Land Development Code (but which shall not cause a reversion of this rezoning): 1. Compliance with all provisions of Town Codes, Ordinances, and policies of the General Plan current at the time of development including, but not limited to, requirements for public improvements. 2. No lot split of any kind is allowed without the written consent of the Town of Marana. 3. No approval, permit or authorization by the Town of Marana authorizes violation of any federal or state law or regulation or relieves the applicant or the land owner from responsibility to ensure Regulq~~~I~E~~i~o ~®~~r~er 3, 2009 -Page 36 of 119 page 1 of 4 compliance with all applicable federal and state laws and regulations, including the Endangered Species Act and the Clean Water Act. Appropriate experts should be retained and appropriate federal and state agencies should be consulted to determine any action necessary to assure compliance with applicable laws and regulations. 4. The Developer shall adhere to the Commercial Design Standards found in Title 8 of the land Development Code as well as the Design Guidelines found in the Appendix ofthe Site Analysis document. 5. The Developer shall dedicate, or cause to have dedicated, the necessary right-of--way for Marana Road, which shall consist of all of the Rezoning Area located south of the north right-of--way line of Marana Road as depicted on development plan DPR-09031 as it is approved through the normal development review process. The Developer shall be permitted to landscape and maintain the right-of--way adjacent to the portion of the Rezoning Area retained by the Developer after this right-of--way dedication in accordance with the Town's standard license agreement. 6. The Developer's contribution to the cost to design and construct transportation improvements required to serve the Rezoning Area and as required by this condition are satisfied by the Marana Mercantile Development Agreement (the "MMDA") for so long as the MMDA is effective and the Developer is not in default under the terms of the MMDA. Nothing in this paragraph limits the Town's authority pursuant to Title 48 of the Arizona Revised Statutes to undertake the formation of an improvement district for transportation improvements which, if properly approved, includes the Rezoning Area within the district boundaries. In the absence of the MMDA the following conditions shall apply: (a) General. The Developer shall contribute its proportionate share, based on aTown-approved traffic impact analysis, to the cost to design and construct all transportation improvements required to serve the Rezoning Area. As used in this condition, the Developer's "proportionate share" means an amount not to exceed the Rezoning Area's impact relative to the entire benefit area of the improvements as established by atown-approved traffic impact analysis. (b) Concurrency. To assure concurrency between any development and the then-needed, necessary transportation improvements, no certificates of occupancy shall be issued for any construction on the Rezoning Area unless and until completion of all transportation improvements necessary for safe access to and from the construction (c) Reimbursement. To the extent the cost to construct improvements exceeds the Developer's proportionate share, the Developer may seek reimbursement for the excess through a development agreement or any other available reimbursement procedure or mechanism. As provided by A.R.S. § 9-463.05, the cost of any transportation improvements constructed by the Developer for which the town has adopted a development impact fee shall be credited against transportation impact fees payable for development within the Rezoning Area. 7. Additional traffic studies shall be required at the development plan stage for this project. The Developer shall be responsible for the design and construction of any transportation improvements determined to be necessary by Town Staff based on the findings of those studies. However, the Developer's completion of the traffic study and related improvements as required for development of the Marana Mercantile project in substantial conformance with the first Regulq~~yl~e~o I~®agr~er 3, 2009 -Page 37 of 119 page 2 of 4 submittal of development plan DPR-09031 (currently on file with the Town) satisfies this condition of rezoning for so long as background traffic assumptions and conditions do not materially change. Assuming the MMDA is approved and for so long as the MMDA is effective and the Developer is not in default under the terms of the MMDA, the MMDA fully satisfies this condition of rezoning, provided that the Marana Mercantile project is developed in substantial conformance with the first submittal of development plan DPR-09031 (currently on file with the Town) and the Developer finalizes the traffic study required for that development plan. 8. Final acceptance of the proposed shoo-fly connection from Marana Road to the frontage must be accepted by the Town of Marana and El Paso Natural Gas. 9. A water service agreement must be submitted by the Developer and accepted by the Utilities Director prior to the approval of water plans. 10. A sewer service agreement must be submitted by the Developer and accepted by the entity responsible for wastewater management and the Town Engineer prior to the approval of the sewer plan. 11.Installation of anon-potable system shall be required to serve the common open space areas and other landscaped amenities as accepted by the Town of Marana. 12. If it is determined that such rights exist on the Rezoning Area and are owned by the Developer at the time of the development plan, the property owner shall transfer with the development plan, by the appropriate Arizona Department of Water Resources form, those rights being IGR, Type I or Type II to the Town of Marana for the Town providing designation of assured water supply and water service to the Rezoning Area. If Type I or Type II is needed on the Rezoning Area, the Town and Developer/Landowner shall arrive at an agreeable solution to the use of those water rights appurtenant to the Rezoning Area. 13. Prior to issuance of any grading permits, the Developer shall resolve any outstanding cultural resources issues. 14. The architectural elevations of the Walmart included within the Site Analysis document have been reviewed by Staff against the Commercial Design Standards in Title 8 of the Land Development Code and shall not be significantly altered to reduce or remove any of the architectural elements as depicted unless approved in writing by the Town's Planning Director. SECTION 4. This Ordinance shall not be effective until the Town files with the county recorder an instrument (in a form acceptable to the Town Attorney), executed by the property owner and any other party having any title interest in the Rezoning Area, that waives any potential claims against the Town under the Arizona Property Rights Protection Act (A.R.S. § 12-1131 et seq., and specifically A.R.S. § 12-1134) resulting from changes in the land use laws that apply to the Rezoning Area as a result of the Town's adoption of this Ordinance. If this waiver instrument is not recorded within 90 calendar days after the motion approving this Ordinance, this Ordinance shall be void and of no force and effect. Regulq~~~l~p~~~o ~®~~r~er 3, 2009 -Page 38 of 119 page 3 of 4 SECTION 5. All ordinances, resolutions and motions and parts of ordinances, resolutions, and motions of the Marana Town Council in conflict with the provisions of this Ordinance are hereby repealed, as of the effective date of this Ordinance. SECTION 6. If any section, subsection, 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 hereof. PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 3rd day of November, 2009. Mayor Ed Honea ATTEST: Jocelyn C. Bronson, Town Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney Regulq~~~l~~~i~o ~®~f$~er 3, 2009 -Page 39 of 119 page 4 of 4 EXHlB1T A PARCEL 1 That portion of the East half of the Northeast quarterof S.ectian 21 'township 1 i South Range 11 East, Gila and Sait River Base and Meridian, Pima County. Arizona, described as follows, to wit: , Camrnencing at a point~on the east lihe of said Section, disfitnt 1744 feet southetEy from the corner common to Sections 16., 16, 21 and 22, in said Township and Range; Thence North 49°36' Walt 403.00 feet to a point; ' Thenca West 93 feet to a point; Thence South 668 feet to a point; Thence Easf 400 feet to the east line of said Section 21; Thence Northerly along the east line of said Section 21, a distance of 407 feet to the place of beginning.. EXCEPTING THEREFROM that portion lying within the boundaries of the Interstate 10 {also known as the Tucsori-Casa Grande Highway, also known as the Tucson-Picacho Highway}~, as it riow exists, shown on those certain A.D.O.T. plans dated September 6, 1980, Project No. 1-10-4 (26} 231 and in Pima County, Project F.3,94 according to the map.thereof filed for record in tt,e office of the County Recorder of Pima County, Arizona on June 6, 1950, instrument #17973. PARCEL 2 That part'son of the Northeast quarter of Section 21 Township 11 South Range i 1 East, Gila and Salt River Base and Meridian, Pima County, Arizona, described as follows: Al! of the East 89.7 feet of the East half of the Northeast quarter of Section 21 lying South of the Sfiuthwest right of way iirie of Interstate 1'0 {also known as the Tucson-Casa Grandy Highway, also known as the Tucson-Picacho Highway}, as it now exists, shown an those Certain A.D.O.T. plans da#ed September 6, i 9$0, Project I-10-4 {26) 231 and in Pima County, project F.I. 94 according •ta the map thereof filed for record in the office of the County Recorder of Pima County, Arizona on June 6,1950, Instrument #17973. EXCEPTING THEREFROMthat portion lying within Trico Marano Road as established as Road No. 144 on December 6, 1926, by the Pima County Board ofi Supervisors. Fl1RTHER EXCEPTWG THEREFROM that parcel conveyed to Western Cotton Oii Co. by Deed dated November 10., 1950 and recorded November 16,1950 in Docket 30D at Isage 540; FilRTHER EXCEPTING THEREFROM that portion conveyed to the State of Arizona by and through'sts DepartmentafTranspartation byWarranty Deed dated December 8,1992tecorded May 1 4, 1993 in C3ockei 9539 at page 369. Regular Council Meeting: November 3, 2009 -Page 40 of 119 PARCEL 3 The- West 533 feet of the East 138fl feet of that portion of the Northeast quarter of Section 21 Township 11 South Range 11 East, Gita and Salt River Sase -and Meridian, Puna County, Arizona, lying South of the southwesterly right of way line of interstate 10 ('also known as the Tucson-Casa Grande Highway, also known as the Tucson-Picacho Highway) as it now exists, shown on those certain A.D:O.T. plans dated September 6, 1960, Project No. E-10-4 {26) 231 and in Pima County, Project. F.I. 94 according to the map thereof filed for record in the office of the•Caunty Recorder of Pima County, Arizona on June 6, 1950, Instrument X17973 EXCEPTING THEREFROM that portion lying within Trico Mariana Road as established as Road No. 144 on December 6, 1926 by the Pima County Board of Supervisors. PARCEL 4 ' -That part of'the West 300 feet of the East 1680 feet of the Northeast quarter of Section 21 Township 11 South Range 11. East, -Gila and Salt River Sase and Meridian,. Pima..Count}+, Arizona, Lying South and West of the southwesterly right of way' fine of Interstate 10 (also known as the Tucson-Casa Grande Highway, also known as the Tucson-Pacacho Highway? as it now exists, shown on those certain A.D.O.T. plans dated September 6, 1960, Project'No. I-10-4 {26) 23`1 and in Pima County, Project F.I. 94 according #o the map'thereo# filed for record in the office of the County Recorder of Pima County, Arizona on June 6, 1950, . Instrument #117973 ' EXCEPTING THEREFROM that portiarr lying within Trico Marano Raad as established as Road .. No. 144 on December 6, 1926 by the Pima County Soard of Supervisors. Regular Council Meeting -November 3, 2009 -Page 41 of 119 MARANA . ~.~.~ 1'~h4% I >a TOWN OF MARANA Planning Department I I555 W. Civic Center Dr. Marana AZ $5653 (sz0) 38z-zsoo Fax: (szo) ~sz-z639 PLANNING & ZONING APPLICATION 1. TYPE OT' APPLICATION (Check onc) o Preliminary Plat o Final Plat o Development Plan a Landscape Plan o Native Plant Pernut o General Plan Amendment o Specific Pian Amendment. • Rezone/Specific Plan o Significant Land Use Change o Minor Land Division o Variance o Conditional Use Permit o Other Z._GEI\''LRAL DATA RE [JLI2ED Assessor's Parcel Number(s) General Plan Designation 217-25-002B obeconfirmedb sta.. bwri Center PlanniII Gross: Area (AcrefSq. Ft.) Current Zoning .0 acre CFobeconfirmedb sta -144 and HI DevelopmentlProjectName Proposed Zoning arana Mercantile Rezone C Project Location ~, of Martina Rd„ W, of I-10 Fronta e Rd. E. of U gown at Ma n Description of Project 271 125 SF Commercial Retail Property Owner iversified Partners l)evelo went Com an Street Address 5635 N :Scottsdale Road Suite 150 City State Zip Code Phone Number Fax Number E-Mail Address elizabeth Scottsdale AZ $5250 480-947-8800 480-947-8830 d cre.com Contact Person Phone Number Liz Gaston 480-947-8800 Applicant Same as Property Owner Street Address City State Zip. Cade Phone Number Fax Number E-Mail Address Contact Person Phone Number AgentlRepresentative The Plannin Center Street Address 110 South Church Avenue Suite 6 2 City State Zip Code Phone Number Fax Number E-Mail Address lmarales @ Tucson AZ 85701 520-623-6146 20-622-1950 az Tannin center, Contact Person. Town of Martina Linda Morales B~~siness License No. 102691:. 3.:~1UTHOI21'LA'f IOi~' OF PROPERTS'' 011'1 E:R I, the undersigned, certify that. all of the facts set forth in this application are true to the best of my knowledge and that I am either the owner of the property or that I have been authorized in writine by the owner to file this application and checklist. (If not owner of record,.attach w- ittcn authorization from the owner.) ~ ,. ~' c ~ : 1t .~~ c, ~,+..~! x ~`-l'~. ~/ ^ ~~ ~~.' fix" ~y+~ d " 4/' ~ Si nature Date Print Name of A lcanttA ent rea com X;\SHARED FILES\Review Checklist\Appiication.doc May 2006 Regular Council Meeting -November 3, 2009 -Page 42 of 119 ~ ~~ ~-~ Marana Mercantile Rezone ~., f-~---- ~- ;F~ ^ ~ ~`~ ~ T~~ ~ CASE PCZ-08013 r,,,~ c , r ;, ~~ ~, Villages of Tortolita Specific Plan Area 0 _ui ~ ~^v' SAGEBRUSH RD Q Q Subject Prope rly z S L ucas an Uptown at Marana Spec fic Plan Area c 'tir F ~ S~, ~ TF O W MARArdA RD Circle K •"""~r Marana Chevron 0 0 0 z z ~'V GRIER RD RegUeSt o goo ~aoo ~t. " A request for approval to rezone a 39.09 acre parcel from R-144 (Residential - 144,000 square foot minimum lot size) & HI (Heavy Industrial) to VC (Village Commercial). Data Disclaimer: The Town of Marana provides this map information 'As Is' at the request of the user with the understanding that is not guaranteed to be accurate, correct or complete and conclusions drawn from such information are the responsibility of the user. In no event shall The Town of Marana become liable to users of these data, or anY other party, for any loss or direct, indirect, special,incidental or consequential damages, including but not limited to time, money or goodwill, arising from the user u~°a ~~ u f vl' ~ n ' o ncY r ee -November 3 2009 - Pa a 43 of 119 The Marana Mercantile Rezone site analysis exhibit is on file and available for viewing from 8:00 a.m. to 5:00 p.m. Monday through Friday excluding holidays, at the office of the Town Clerk, 11555 W. Civic Center Drive, Marana, AZ 85653. Regular Council Meeting -November 3, 2009 -Page 44 of 119 CONSENT TO CONDITIONS OF REZONING AND WAIVER OF CLAIMS FOR POSSIBLE DIMINUTION OF VALUE RESULTING FROM TOWN OF MARANA ORDINANCE N0.2009.20 DTD-DEVCO 10, L.L.C., an Arizona limited liability company, (the "Owner") owns the land referred to in this instrument as the "Property," which is particularly described in Exhibit A attached to Marana Ordinance No. 2009.20 (the "Rezoning Ordinance") and incorporated by this reference in this instrument. The Property is the subject of Town of Marana rezoning case number PCZ-08013, filed on behalf of the Owner, which the Marana Town Council approved with conditions on October 6, 2009 by the adoption of the Rezoning Ordinance. The Owner hereby agrees and consents to all of the conditions imposed by the Marana Town Council in conjunction with the approval of the Rezoning Ordinance and waive any right to compensation for diminution in value pursuant to Arizona Revised Statutes § 12-1134 that may now or in the future exist as a result of the approval of the Rezoning Ordinance. The Owners also consent to the recording of this document in the office of the county recorder, to give notice of this instrument and its effects to successors in interest of the Property, who shall also be bound by it. Dated this _ day of , 2009. STATE OF ARIZONA ) ss County of Maricopa ) The "Owner": DTD-DEVCO 10, L.L.C., an Arizona limited liability company By: DTR1, L.L.C., an Arizona limited liability company, Manager Gary S. Elbogen, Authorized Agent Date: The foregoing instrument was acknowledged before me on by Gary S. Elbogen, the Authorized Agent of DTRI, L.L.C., an Arizona limited liability company, Manager of DTD- DEVCO 10, L.L.C., an Arizona limited liability company, on behalf of the company. My commission expires: Notary Public Regul~6~~~ f~~ti~q -November 3, 2009 -Page 45 of 119 THEPIAN_ N_INGCENTER_ ~~s~nn ~ tf~t"' i>rOUp, 1nC -~i-~~~_n ;ia ^'?~- 'uc s.^n az 95761 October2008 Marano Mercantile Rezone Marana Mercantile Rezone West of I -10 Frontage Road and North of Marano Road Marana, Arizona PCZ-08013 Submitted to: Town of Marano Planning Department 11555 West Civic Center Drive Marano, Arizona 85653 Prepared for.• Diversified Partners Development Company 5635 North Scottsdale Road, Suite 150 Scottsdale, Arizona 85250 Telephone: (480) 947-8800 Prepared by.• The Planning Center 110 South Church Avenue, Suite 6320 Tucson, Arizona 85701 Telephone: (520) 623-6146 With assistance from: BSW International 10835 North 25f" Avenue, Suite 250 Phoenix, Arizona 85029 Telephone: (602) 567-2509 BRR Architecture 2400 East Arizona Biltmore Circle Phoenix, Arizona 85016 Telephone: (602) 386-4826 Kittleson & Associates, Inc. 33 North Stone Avenue, Suite 800 Tucson, Arizona 85701 Telephone; (602) 386-4826 ZIA Engineering and Environmental Consultants, LLC. 775 South Telshor Boulevard, Suite F-201 Las Cruces, New Mexico 88011 Telephone; (575) 532-1526 Table of Contents ii t t Marana Mercantile Rezone And.• B.D. Baker Company 6617 North Scottsdale Road, Suite 205 Scottsdale, Arizona 85701 Telephone; (520) 544-4067 E~3 Table of Contents iii 0 1 n Marana Mercantile Rezone Table of Contents Introduction .................................................................................................................. Inventory and Analysis ................................................................................................. A. Existing Land Uses ............................................................................................... 1. Site Location and Regional Context ................................................................. 2. Existing On-Site Land Uses ............................................................................. 3. Existing Land Uses within aOne-quarter-mile Radius ..................................... 4. Location of Wells within 100 Feet .................................................................... B. Topography ........................................................................................................... 1. Topographic Features ...................................................................................... 2. Pre-Development Average Cross-slope ........................................................... C. Hydrology .............................................................................................................. 1. Off-Site Watersheds ......................................................................................... 2. Off-Site Natural and Man-Made Features ........................................................ 3. Upstream Off-Site Watersheds with 100-year Discharges Greater than 50cfs 4. On-Site Hydrology ............................................................................................ 5. Existing Drainage Conditions along Downstream Property Boundary ............. D. Vegetation ............................................................................................................. 1. Vegetation Communities .................................................................................. 2. Significant Cacti, Trees, and Concerned Species ............................................ 3. Vegetation Densities ........................................................................................ E. Wildlife ...............................................................................................................:.. 1. Letter from Habitat Specialist ........................................................................... F. Viewsheds ............................................................................................................ 1. Viewsheds Onto and Across the Site ............................................................... 2. Areas of High Visibility ..................................................................................... G. Traffic .................................................................................................................... 1. Existing and Proposed Off-Site Streets ............................................................ 2. Arterial Streets within One Mile ........................................................................ 3. Existing and Proposed Intersections within One Mile ...................................... 4. Existing Bicycle and Pedestrian Paths and Bus Routes .................................. H. Recreation and Trails ............................................................................................ 1. Trails, Parks and Recreation Areas within One Mile ........................................ I. Cultural/Archaeological/Historic Resources .......................................................... 1. Locations of Resources .................................................................................... 2. Letter from Qualified Archaeologist .................................................................. J. Sewer .................................................................................................................... 1. Existing Sewer Network and Capacity Response ............................................ K. McHarg Composite Map ....................................................................................... Land Use Proposal ...................................................................................................... A. Project Overview ................................................................................................... B. Relationship to Town of Marana General Plan ..................................................... C. Tentative Development Plan ................................................................................. D. Existing Land Uses ............................................................................................... ................1 ................2 ................ 3 ................3 ................ 3 ................3 ................ 7 ..............10 ..............10 ..............10 ..............12 ..............12 ..............12 ..............12 ..............12 ..............14 ..............14 ............. 14 ..............16 ..............16 ..............16 ..............16 ..............19 ..............19 ..............19 ..............23 ..............23 ..............25 ..............25 ..............26 ..............26 ............. 26 ..............28 ..............28 ..............28 ..............30 ..............30 ..............33 ..............35 ..............36 .............. 36 ..............37 ..............37 ~a Table of Contents iv fl fl [~ ii C! t Marana Mercantile Rezone 1. Zoning Boundaries and Existing Land Uses ................................................................... 37 2. Impacts to Existing Land Uses ........................................................................................ 37 E. Topography .......................................................................................................................... 40 1. TDP Responses to Topographic Characteristics ............................................................ 40 2. Encroachment onto 15% Slopes ..................................................................................... 40 3. New Average Cross-Slope .............................................................................................. 40 F. Hydrology ............................................................................................................................. 40 1. TDP Responses to Hydrological Characteristics ............................................................ 40 2. Encroachment/Modification of Drainage Patterns ........................................................... 40 3. Potential Drainage Impacts ............................................................................................. 40 4. Design Features to Address Drainage and Erosion Problems ........................................ 41 5. TDP Conformance to Plans and Policies ........................................................................ 41 G. Vegetation and Wildlife ........................................................................................................ 43 1. TDP Response to Vegetative Characteristics ................................................................. 43 2. TDP Response to the Native Plant Ordinance ................................................................ 43 H. Buffers ................................................................................................................................. 43 I. Viewsheds ........................................................................................................................... 43 J. Traffic ................................................................................................................................... 44 1. Traffic Analysis Report .................................................................................................... 44 K. Public Utilities ...................................................................................................................... 45 1. Provisions for Sewer, Water, Gas and Electric Service .................................................. 45 L. Public Service Impacts ........................................................................................................ 47 1. Potential Impact to Police, Fire and Sanitary Pick-up Services ....................................... 47 2. Impact on Schools ........................................................................................................... 47 M. Recreation and Trails ........................................................................................................... 48 1. Provided Recreation Areas ............................................................................................. 48 2. Access to Off-Site Trails .................................................................................................. 48 N. Cultural/Archaeological/Historic Resources ......................................................................... 48 Appendix ..................................................................................................................................... 49 Table of Contents v t ~i 1 1 Marana Mercantile Rezone List of Exhibits Exhibit I.A.1: Location and Vicinity Map ........................................................................................4 Exhibit I.A.2: Existing Land Uses ................................................................................................ ..5 Exhibit I.A.3.a: Existing Zoning ................................................................................................... ..6 Exhibit I.A.3.d: Subdivision and Development Plans .................................................................. ..8 Exhibit I.A.4: Well Locations ....................................................................................................... ..9 Exhibit 1.B.1:Topography ............................................................................................................ 11 Exhibit I.C.1: Hydrology .............................................................................................................. 13 Exhibit I.D.1: Vegetation Communities ....................................................................................... 15 Exhibit I.E.1: AGFD Online Reference ........................................................................................ 18 Exhibit I.F.1.a: Photo Key ........................................................................................................... 20 Exhibit I.F.1.b: Site Photos .......................................................................................................... 21 Exhibit I.G.1: Traffic .................................................................................................................... 24 Exhibit I.H.1: Trails, Parks, and Recreation ................................................................................ 27 Exhibit 1.1.2: Arizona State Museum Letter .................................................................................. 29 Exhibit I.J.1.a: Sewer Network .................................................................................................... 31 Exhibit I.J.1.b: Capacity Response ............................................................................................. 32 Exhibit I.K.1: Composite Map ...................................................................................................... 34 Exhibit II.C.1: Tentative Development Plan ................................................................................ 38 Exhibit II.D.1: Zoning Boundaries ............................................................................................... 39 Exhibit II.F.1: Post-Development Hydrology ............................................................................... 42 Exhibit II.K.1.b: Statement of Water Service ............................................................................... 46 Exhibit III: Walmart Building Elevations ..................................................................................... 51 List of Tables Table I.A.3.a: Existing Zoning .............................................. Table I.A.3.b: Existing Off-Site Land Uses ........................... Table I.A.3.c: Existing Off-Site Stories ................................. Table I. D.2: Vegetation Density ........................................... Table I.E.1.a: Special Status Species .................................. Table I.F.2: Visibility ............................................................. Table I.G.1: Planned Roadway Improvements .................... Table I.G.2.a: Existing Rights-of-Way .................................. Table I.G.2.b: Street Characteristics .................................... Table I.G.2.c: Average Daily Trips ....................................... ......................................................... 3 ......................................................... 3 ......................................................... 7 .......................................................16 .......................................................17 .......................................................19 ....................................................... 25 ....................................................... ....................................................... 25 ....................................................... 25 ~;~ ~~ Table of Contents i 1 u 1 1 1 t Introduction Marana Mercantile Rezone The Marana Mercantile Rezone is located in the northernmost portion of the Northwest Marana Area Plan's Town Center Planning Area, which is envisioned to function as the community's governmental, social, cultural, recreational and retail center. The land use concept plan seeks to create an attractive and economically successful retail center to support existing and proposed residential development in northern Marana and southern Pinal County. This development will serve as a gateway into the Town of Marana -- a vibrant multi-purpose center with a unique character, but designed using many of the same unifying themes as the remainder of the Town Core. Specialty landscaping and open space areas will be located throughout the development, minimizing the impact of parking areas. Common areas, such as public plazas or small shaded seating areas will be incorporated into the center to encourage outdoor activity. The following report summarizes the site inventory and analysis and land use proposal for the subject property located west of the I-10 Frontage Road and north of Marana Road in Marana, Arizona. The purpose of the study is to identify factors directly or indirectly influencing the rezoning of the property to the proposed level. The 39.09-acre project site lies within Township 11 S, Range 11 E, Section 21 and consists of a single parcel (217-25-0026). The majority of the project site is currently zoned R-144 (Residential Zone) with a small triangle at the southwest corner zoned HI (Heavy Industrial). The proposal is to rezone the project site to VC (Village Commercial Zone) for the development of a large scale anchor retail with smaller retails pads. This report is prepared for the Town of Marana Planning Department in accordance with the Town of Marana zoning requirements. The following Site Analysis and Tentative Development Plan were prepared in accordance with The Town of Marana Land Development Code and Rezone Site Analysis Review requirements. The report is compiled utilizing information based on site visits, topographic and hydrologic analyses, aerial photography, archaeological and traffic analyses, correspondence with appropriate governmental agencies, and additional background information. The Preliminary Development Plan contained herein responds to the site's opportunities and constraints, while addressing sound engineering and planning practices. ~ ~ Inventory and Analysis 1 t t 1 1 1 1 ;, Inventory c~r'~ :, r ..f, _~~ y =.i ~. _..~ ~~ ~~ _ x ~. ~t ,~_ { k _~_ ~ ~: ~~, :~. :~ Marana Mercantile Rezone A. Existing Land Uses 1. Site Location and Regional Context The project site is located on 39.09 acres located west of the I-10 Frontage Road and north of Marana Road in Marana, Arizona. The property lies within Township 11 S, Range 11 E, Section 21 and consists of one assessor parcel number 217-25- 002B. It is situated in the Town Center Planning Area of the Northwest Marana Area Plan per the General Plan. The project site is primarily surrounded by agricultural properties; however, there are many proposed and approved commercial and residential development projects within close proximity. (See Exhibit I.A. 1: Location and Vicinity Map.) 2. Existing On-Site Land Uses The site is currently vacant. (See Exhibit I.A.2: Existing Land Uses.) 3. Existing Land Uses within aOne-quarter-mile Radius a. Existing On-Site and Off-Site Zoning Table I.A.3.a: Existing Zoning Project Site R-144 Residential and HI Heav Industrial North LI Li ht Industrial , F S ecific Plan -Villa es of Tortolita South A Small Lot Zone ,and VC Villa e Commercial East LI (Light Industrial), VC (Village Commercial), and E Trans ortation Corridor west F S ecific Plan - U town at Marana (See Exhibit /.A.3. a: Existing Zoning.) b. Existing Off-Site Land Uses Table I.A.3.b: Existing Off-Site Land Uses North Vacant, and A ricultural South Vacant, A ricultural and Commercial East Vacant West Vacant and A ricultural (See Exhibit I.A.2: Existing Land Uses.) t¢ Inventory and Analysis 3 Marana Mercantile Rezone Exhibit I.A.1: Location and Vicinity Map Legend Note ~tioR,M rHE ~~ } Site Boundary Project Site Location: [_~_~ ~ CE TER G Township 11 S, Range 11 E 8 Section 21 Township, Range and Section Acreage: 39.09 acres ~ `~` ~ooo~ Pa rce I I D#: 217-25-002 B LacaUan. DP6071eahbrtsisite_lacabon Source. Puna County DOT Geographical Inicrmalwn Serices. 2406 Inventory and Analysis 4 Marana Mercantile Rezone Exhibit I.A.2: Existing Land Uses 'x`. Legend NORTH THE PLANNING Site Boundary ` CENTER - - One-Quarter Mile Radius o soo~ ~,ooo~ Loran on. rPi-omexhidts~exisang_iand_uses Source. Pima County DOT Geographic Inform anon Semces, 2006 Inventory and Analysis 5 Marana Mercantile Rezone Legend j._. 1 Site Boundary r ~ One-Quarter Mile Radius AG (Agricunural) R-144 (Single Family ResidenliaQ ~-. _. _ VC (Village Commerciaq i . ....;;1 HI (Heavy Industrial) ~» i E (Transportation Corridor Zone) f ___ LI (Lght Industrial) , F (Specific Plan) .i A (Small Lot Zone) R~ (Single Family Residentiaq Exhibit I.A.3.a: Zoning NOR~" THE ~, PLANNING CENTER a soo~ roao~ File OPD~011e~Olslroning mx0 Source. Pma Cwnty D07 Geographic Irdormahm Services. 2DO8 Inventory and Analysis 6 Marana Mercantile Rezone Number of Stories of Existing Structures Located Off-site Table I.A.3.c: Existing Off-Site Stories North Vacant South Commercial 1 Sto East Vacant West Vacant Pending Rezonings, Conditional Rezonings, and Subdivision/Development Plans Approved Uptown at Marana (PCZ-06099) is an approved Specific Plan located immediately west of the project site. This Specific Plan proposes a variety of uses from medium- and high-density residential to mixed-use, neighborhood commercial and regional commercial. The total area of Uptown Marana is approximately 205 acres, 123 of which are proposed for commercial use and the remaining will be comprised of up to 930 residential lots. Directly south of the project site is a seven-lot commercial subdivision that was approved in 1962 called Nichol's Addition. The Villages of Tortolita (PCZ-06047) is an approved specific plan and is located north of the project site, east of Interstate 10. Approximately 411 acres of the 1,780-acre site is designated for mixed-use development consisting of commercial and residential development, the remainder for single-family residential development. A total of 6,500 residential units are allowed in this project. (See Exhibit I.A.3.d: Subdivisions and Development Plans.) Also within cone-quarter mile radius located east of I-10 and south of The Villages are Blocks 1 and 10 of the San Lucas Subdivision (PRV-02074). These portions of the subdivision are zoned VC (Village Commercial). e. Architectural Styles Used in Adjacent Projects Adjacent development consists of no particular architectural style. ' 4. Location of Wells within 100 Feet According to the Pima County Department of Transportation (DOT) Geographic Information Services and the Arizona Department of Water Resources there are two well sites located on the subject property. The well sites are located near the southwest corner of the site and are registered to Cortaro-Marana Irrigation District (Registry ID #s 604815) and the Arizona Board of Regents (Registry ID # 618712). No other well sites are located within a 100-foot radius of the subject property. (See Exhibit I.A.4: Well Locations.) Inventory and Analysis 7 i~ Marana Mercantile Rezone Exhibit I.A.3.d: Subdivision and Development Plans IYit ~ ~ y Site Plan Bounda ~--~ ~ San Lucas- T PLANNING ~' ~" rY ~ ~ Approved Subdivisions ~ CENTER ~ One-Quarter Mile Radius Barrios de Marana- o scc i.ooa ® Nichol's Addition Conditionally Approved Specific Plan Marana Vista- Residential Subdivision ~ .Uptown at Marana- tocanan OPG011e~ad5Yeglonal dent J Conditonall A roved Vlla es of Tortolita - sa,ece ~~ cwMy oorcxoq~aomom Y PP 9 miamm~, services. zags Specific Plan Conditionally Approved Specific Plan Inventory and Analysis 8 ~ '~ ~ ~ Marana Mercantile Rezone Exhibit I.A.4: Well Locations ~, ~~ ~ ~ ~. ~ `~ ~ • ~ ~ ~ ~ ~ ~; °~~ ~ •, ~o I ` ld9` ~~ 1 ~ Opp 1 ` 4' 1 ~ ,• `~, `, `` 1 , 1 ~ Cortaro-Marana irrigation `~ ~ ~ I Arizona Board of Regents ~ ©# 604815 ~~ ~ # 618712 ` I ~ ~) Legend Site Boundary - - 100-Foot Radius © Existing Wells # Well Registry ID Number NOR"' THE ~' T , PLANNING L~ CENTER 200' ao0 Fk~ DPGR h~..M;m,.u Sovice Pima ~.ouily GC~T Geographic Information Serices. '_'006 Inventory and Analysis 9 t Marana Mercantile Rezone B. Topography 1. Topographic Features The property site has no significant topographical features as it has been leveled for agricultural and industrial uses. The elevations on the property range from 1,980 feet in the southeast comer to 1,970 feet in the northwest corner. Existing topography is shown at 1' contour intervals. (See Exhibit 1.8.1: Topography.) a. Hillside Conservation Areas There are no Hillside Conservation Areas associated with the site. b. Rock Outcrops There are no rock outcrops existing on the subject property. c. Slopes of 15% or Greater There are no slopes 15% or greater on the subject property. d. Other Significant Topographic Features There are no topographic features such as peaks or ridges on the project site. However, there are existing irrigation ditches running through the site. 2. Pre-Development Average Cross-slope The pre-development cross slope is 0.84% based on the formula below. Average cross slope = (I x L x 0.0023) _ (1 x 14.291 x 0.0023) = 0.84% A 39.09 Where: I =contour interval (1') L =total length of contours (14,291) 0.0023 =conversion of "square feet" into "acres x 100" A =total site area in acres (39.09) Inventory and Analysis 10 t i t Marana Mercantile Rezone Exhibit 1.B.1: Topography ~~ ~ oc ~~~ ~~ __ - ~ ~ ~, - - ~ _=ate _ __~.. ,.,~ c ses-a„sw ~ex.:s Marana Road ~ Legend Notes ~_ 1:.:lProjeet Boundary There are no slopes 15 percent or greater, no rock X975 ~' Elevation Contours outcxops, and no peaks or ridges on the site. va>•F: a ~, il~ " iilF NAME. DPD-0I ~E%N~ITS.ON~ IOPO it.,~ ~~ Inventory and Analysis 11 Marana Mercantile Rezone C. Hydrology 1. Off-Site Watersheds The project site is located at the northwest corner of Marana Road and the I -10 Frontage Road, on the northeast quarter of Section 21 in Township 11 South and Range 11 East of the Gila and Salt River Base and Meridian, Pima County, Arizona. The site is bounded to the south by Marana Road, to the east and north by the I-10 Frontage Road and to the west by vacant farm land. The site is not significantly impacted by off-site runoff. The runoff from Marana Road flows to the existing channel along the road and does not impact the site. A small (9.28 acres) off-site watershed area (Interstate 10 Eastbound and the I-10 Frontage Road) discharges about 49 cfs at the northwest corner of the property. This flow continues to the northwest and drains to the existing drainage ditch along the I-10 Frontage Road. Per the Pima County Critical and Balanced basin map, the entire watershed falls on the balanced basin. (See Exhibit 1. C. 1: Hydrology.) 2. Off-Site Natural and Man-Made Features Flows approaching the site from Marana Road at the south are precluded from entering the site by the existing drainage channel along the road. The runoff from the property to the northwest is being conveyed to the north to the existing drainage ditch along the I-10 Frontage Road. The runoff from the off-site watershed to the north that enters to the site from the I-10 Frontage Road is 1 approximately 49 cfs. 3. Upstream Off-Site Watersheds with 100-year Discharges Greater than 50cfs There are no off-site watersheds that generate a 100-year discharge greater than 50 cfs that affect or are impacted by the site. 4. On-Site Hydrology t The site slopes approximately 1 % from the southeast to the northwest. The on- site drainage area is approximately 39.09 acres in size. The hydrologic soil within the site is classified as 100% group "B". Group B soil is characterized by moderate water infiltration and transmission rates. The site is currently vacant and there is no significant vegetation. ' a. 100-Year Floodplains with Discharges Greater Than or Equal to 50 CFS There are no 100-year floodplains on-site with a discharge greater than or equal to 50 cfs. b. Areas of Sheet Flooding and Average Depth There is no sheet flooding area with significant flow depth. ~ ~ Inventory and Analysis 12 Marana Mercantile Rezone Exhibit I.C.1: Hydrology Inventory and Analysis 13 Legend _ _ __ --- r; JProject Boundary ~ 0100-43CFS Flow fs~e 1' Elevation Contours WSE-oa ON-SITE WATERSHED NOaT" a 200 ~D' f- Drainage Flow Arrow WSE-0FF OFF-SITE WATERSHED T , ---Watershed Boundary _ . fRE NAME OPb-0I.E%M&IS DWG PRE HYDRO Marana Mercantile Rezone c. Federally-Mapped Floodways and Floodplains The FEMA FIRM Map Number 0401900980 K, Panel No. 980, effective date: February 8, 1999, the site is currently within shaded Zone "X". Shaded Zone "X" is defined as the area of 500-year flood, area of 100- year flood with average depth of less than 1 foot or with drainage area less than 1 square mile and areas protected by levees from 100 year flood. These maps are in the process of being revised and under the new map the site will possibly be designated as a Special Flood Hazard Area (SERA) inundated by a 100-year flood. At the time of development the site will be required comply with the Town of Marana Land Development Flood Plain & Erosion Hazard Management Code (Title 21) for the appropriate FEMA designation. d. 100-Year Peak Discharges Exceeding 50 CFS The 100-year peak discharge entering the site is 49 CFS and the 100- year peak discharge from the site is 91 CFS. The total discharge leaving the site prior to development 140 CFS. 5. Existing Drainage Conditions along Downstream Property Boundary l The runoff from the site flows to northwest and drains to the existing drainage ditch along the I-10 Frontage Road. D. Ve etation g 1. Vegetation Communities The site has been completely disturbed from previous agricultural uses and a cotton gin on the property with most, if not all, of the native vegetation having been removed. According to the Pima County Department of Transportation (DOT) Geographic Information Services, the site is designated as Low Elevation Valley Floor. The majority of the land is also designated as "Agricultural" or "Developed Medium-High Density" with "Sonoran Palo Verde-Mixed Cacti Desert Scrub" along the northeastern boundary line. t fl Existing vegetation within the subject property associated with disturbed areas include: bermuda grass (Cynodon dactylon), desert globe mallow (Sphaeralcea ambigua), desert broom (Baccharis sarothroides), Johnson grass (Sorghum halepense), and Russian thistle (Salsola iberica). There are a few trees in the northern corner of the property; however, there are no protected native plants present in the project area. (See Exhibit 1.D.1: Vegetation Communities.) Inventory and Analysis 14 Marana Mercantile Rezone Exhibit I.D.1: Vegetation Communities O.eF` P .a:: x ~. NORTH Legend Note: The entire site consists of little to no vegetation. THE PLANNING Site Boundary \_ : CENTER Low Elevation Valley Floor o' zoo' aoo~ File: DPD-011exhibts\vegetaGOn mxtl Source. Pima Counly DOT Geographic Inform aoan Services, 2006 Inventory and Analysis 15 Marana Mercantile Rezone 2. Significant Cacti, Trees, and Concerned Species Due to previous cultivation of the site, there are no significant cacti, groups of trees, or federally-listed, threatened or endangered species on-site. (See Exhibit 1.E.1: AGFD Online Reference.) 3. Vegetation Densities As shown in the aerial photograph, Exhibit I.A.2: Existing Land Uses, the site is considered to be low density vegetation since there is minimal to no vegetation. Aerial photographs examination and site visit verification were used to determine the vegetative densities throughout the site. The vegetative densities in terms of approximate percentages are categorized as follows: Table I.D.2: Vegetation Density High Density Medium Density Low Density 76% - 100% 31 % - 75% 0% - 30% E. Wildlife 1. Letter from Habitat Specialist A list of special status species within the project area is provided from the Arizona Game and Fish Department (AGDF). The information was accessed using the Arizona Online Environmental Review Tool. (See Exhibit I.E.1: AGFD Online Reference.) a. State-Listed Threatened or Endangered Species According to the Sonoran Desert Conservation Plan, the site is in the Cactus Ferruginous Pygmy-owl Habitat Zone 2 and the critical conservation area for the Western Burrowing Owl. Westland Resources conducted an Environmental Due Diligence Report of the project site in January 2004. Their report found that the Cactus Ferruginous Pygmy-owl 1 does not impact the site because it is devoid of suitable habitat for this owl. However, it is possible that the project site may be home to the Western Burrowing Owl. The optimal habitat for this species is found in agricultural fields similar to those fields adjacent to the project site. AGFD recently conducted a survey by traversing the site from public roads. No burrowing owls were detected, but breeding burrowing owls have been detected within two miles of the project site. Table I.E.1 below lists the special status species known to occur within a 3-mile radius of the project site. Inventory and Analysis 16 1 t 1 1 1 1 1 1 1 1 t 1 1 1 Marana Mercantile Rezone Table I.E.1.a: Special Status Species Common Name Scientific Name Status Western Burrowin Owl Athene cunicularia h u aea SC,S Western Yellow-billed Cuckoo Cocc zus americanus occidentalis C,S,WSC Cactus Ferru inous m -owl Glaucidium brasillianum cactorum SC, WSC Sonoran Desert Tortoise Go herus a assizii Sonoran Po ulation SC, WSC Yellow-nosed Cotton Rat Si nodon ochro nathus SC Status uetinmons: s - Sensitroe; sc - Speaes of concern; SR -Salvage Restricted; WSC -Wildlife of Species Concern b. High Densities of a Given Species Population No high densities of a given species exist within the project area. c. Aquatic or Riparian Systems There are no aquatic or riparian ecosystems within the project site. Inventory and Analysis 17 Marana Mercantile Rezone Exhibit I.E.1: AGFD Online Reference L y 3 x v c a -' € ,a ~~ ~ ~A a w r u Q ~ c §~ ~ ~ u u O C .1 "c y Q+~ U s S> N ~ X ~ m. ~~ ~a u ua ~ ~ d~f E r 'J -_ .~ •_ -r ~f: _ O :. z .tea O c r. J ~= r, J ~ ~ ®- O ~fc~ d .~ ~~ ,~._ . ~.~~ '~ l Z= --~~~ ~,. k a _, ti ~, Q r g ~ ~~_~ ~ `° 3 a~ u ~ N v w y N W ~ U ~ ~ L C m ._ OG o N a-a~~ v ~ ~ ~ ~ a mcw o ~ ~~ ~ ~~~ ~ ~~ ~ ~ ~~~ d .°003~~ Q! Q} C 7~0 m ~. O'> >.O ~ rn __ z~ ~ O ~ 61 ~ O d a !0 E O ~j-2 r"~ S} ,j m y C d U 7 V7 ~ U U ~ $ ~~c E m ~ w ~a~'ov~ c ;~'~~ N mm wZV G m 0d. Q O ~ oa p ~~ dro `C ~ S+ N d N 4a o`~~oaiy ~0~+ `0~`0 ~ cn n'~~.~ O Nj~'v0~ m a°o '.: O c~ C N O 6+ ~. a V^ 00 ~~ V d 3 ro T U C 47 US o C Eacz. Q ~ p _ ~ myw mNie`~S :aci~~~~ C O ~ ~~ 47 z d ~rnNC~~c~ 4aav~ ~o O v, c aEgmmm~ a"rdma~~+cNVd v ~ ~ itf p v O~ C O R O 't ~O m O O ~ y ~ O (a a U t`1 N a`NOa`oa` ca Ea`a`u70a` J Q. m ~ ;v O J Q 1- Z Z F- Q U_ J a d a CO a ~s a Inventory and Analysis 18 Marana Mercantile Rezone F. Viewsheds Various photos were taken of views from and across the project site. A photo key map indicates the locations from which the photos were taken. (See Exhibit I.F.1.a: Photo Key Map and Exhibit I.F.1.b: Site Photos.) 1. Viewsheds Onto and Across the Site Views onto the site consist of vacant land with little vegetation. The distant viewsheds across the site are impressive as there is little topography or vegetation to interfere. Mountains are visible in all directions from all property boundaries. Looking south and east across the property, commercial development is visible in the adjacent viewsheds. Along the northeast boundary, Interstate 10 and the I-10 Frontage Road are in the immediate viewshed. 2. Areas of High Visibility The entire sight is highly visible from off-site locations due to the fact that the site is flat with little or no vegetation to obstruct any views. Interstate 10 is at a higher grade than the project site which enables drivers to see across the site. Areas of the site defined as having high, medium and low visibility as viewed from off-site were determined as follows: t t t ~ ~ Table I.F.2: Visibility High Visibility Medium Visibility Low Visibility Areas visible from off- Areas visible from off-site Areas not visible from site and not obscured by but obscured somewhat off-site due to vegetation and/or by vegetation. vegetation and/or to o ra h to o ra h . Inventory and Analysis 19 Marana Mercantile Rezone Exhibit I.F.1.a: Photo Key Legend Site Boundary ~]- Photo ID & Location the photo was taken Note: The entire site is highly visible from off-site locations. e~., ~ ~ ., ` ~ ~ ~ ~~ _ p a~ ~ -~ •`Y ' e ~ ~ ~'' ~ ~ ~. .. , a: .¢ a ~ ., '~ ~y , `~r.~ . I ,may ~ ~ ~~ t~ ° ~_ - ,te '~ ¢ a, ~~ ~ ;. ~, . ~ ~~~ ~~~ ` ~ . ~~~~ `~ ~ ~w , ,~ , ¢, ~, ' u ~: - ~~~~ - ~ ~ ~. ~ , Y` ~~ i NORTH THE PLANNING '~ -' CENTER o' zoo' aoo~ Flle. DPD-Di\exhibtts\phottlkey.mxtl Source: Pima Cbunly DOT GebgraptYCal Inform anon Services, 2006 Inventory and Analysis 20 Marana Mercantile Rezone Exhibit I.F.1.b: Site Photos *~ ~ ~,., ~.:,~- ~wT~ ~ Y . {r.? ~- ~. _~,.~.R .. Photo 2: From the southeast corner looking southeast at the off-site commercial uses. ~., ~`:~. . .. „~ ^24k:b Inventory and Analysis 21 Photo 6: Looking at irrigation infrastructure from the western corner of the project site. Photo 4: Looking northeast at Interstate 10 from the southeast corner. Marana Mercantile Rezone Photo 7: Looking at the western property line from the southwest corner of the site. ;"` t~`a~< , sir ~' ~ ` ~ i ~ f Fa { ~ kS'S~bH( z~ I ~.5 ky . - :;Mi w~~. - fir. } ., ~ ~ f.~-~ ter' ~' µ. ~t i£...p y "~ ~. +1 3~ ~$~~ ~~Y Photo 9: Looking south at the ofi'-site views from the southwest corner. ~-~ ~ ~.. ~~,~ .P .. ~~ Photo 11: Looking directly south ailong the western property line from the northern point. ~; . ~, ,:~_- ~~ ~ Via. ~ ~; ~ -.Y Photo 10: From the northern point of the property looking southeast along I-10 Frontage Road. ~; y+ ~~~ t~` ~~~ - Inventory and Analysis 22 Exhibit I.F.1.b: Site Photos (continued) Photo 12: Looking across the site from the northern point. 1 t 1 1 1 1 1 1 1 1 1 1 1 Marana Mercantile Rezone G. Traffic 1. Existing and Proposed Off-Site Streets The project site is located at the intersection of Marana Road, I-10 Frontage Road and Sandario Road. Marana Road is adjacent to the property's southern boundary. Sandario Road is a north-south road that ends when it reaches Marana Road. The Marana Road/I-10 Interchange is located at the southeast corner of the property and the I-10 Frontage Road borders the property on the east. (See Exhibit 1. G. 1: Traffic.) Please refer to Table I.G.1: Planned Roadway Improvements below for additional information on other improvements Table I.G.1: Planned Roadway Improvements Project Name Sponsor (Plan ID#) Improvement Jurisdiction I-10: I-19 to Marana TI Widen to 8 Lanes ADOT I-10: Marana TI to N. County Line Widen to 6 Lanes ADOT Tangerine Connector #9 Construct New Tangerine Rd to Postvale Rd Roadway Marana (203.00) Lon Adams Road Extend Realign & Grier Rd to Tangerine Rd , Widen to 3 Lanes Marana (212.00) Moore Road Sanders Rd to Tangerine Farms Rd Widen to 4 Lanes Marana (198.00) Sanders Road Twin Peaks Rd to Tangerine Farms Rd Widen to 4 Lanes Marana 200.00 Tangerine Farms #1 Construct 4 Lane Existing Tangerine Rd to Marana Rd Roadway Marana 435.05 Clark Farms Phase #1 Marana Construct New Tangerine Rd to Lon Adams Rd Roadway Marana 211.00 Marana Rd Widen to 4 Lanes, Trico Road to Collector A Santa Cruz River Marana (199.00 Brid e Source: Pima Association of Governments 2030 RTP Inventory and Analysis 23 Marana Mercantile Rezone Exhibit I.G.1: Traffic ~' ~ `• // ~ ~:~ ~ ~o. o ~~ ~ ~, , . oo, fa~ ~., I ~':: ~. ~` I r ~ ~ ~ ` ~~, ~~ .._ , - --, `- _~- Marana'Road - ~ ~ (60'.250'! ~ ~' ~:~ - ,~ - ~ ., o ~. ~ . ~°C ~ ~ ~ ~ .. ~._. 1 1~ 9 ~'` , 1 1~ N C~ b0 •~~. ~ ._.. ~ ~~ I ~ ~ ~~ ~ ~ ~` i-- .. nrierRoad - _ _ _ - . ____ .. __ - ~ ~ ` ~ / ~ ~ . a' - ~ __-_ Legend ~ _e ~ Project Site (30', 90') Existing Right-of-Way, Future Right-of-Way °r~- Bike Route 1 ~ One Mile Radius N0"T" THE {' T `, PLANNING I - - CENTER 0 1it~' 2200' ~ ~ I Locaborc. DPD-011exhi6itsYrafic Sovice Pima County DOT Geographeca7 Information Services, 2006 Inventory and Analysis 24 Marana Mercantile Rezone 2. t 1 1 1 ,. 1 1 1 Arterial Streets within One Mile The following tables identify the rights-of-way information, roadway characteristics, and average daily trips as outlined in the Marana Site Analysis Requirements Traffic section (a - h). The following information was gathered from site visits, the Town of Marana Major Routes Rights of Way Plan and Speed Zone Map, the Pima County Department of Transportation (DOT), Pima County DOT Geographical Information Services, 2030 Regional Transportation Plan, and Pima Association of Governments (PAG). Table I.G.2.a: Existing Rights-of-Way Street Existing Right-of- Way feet Future Right-of-Way feet Right-of-Way Minimum R _ uirements Continuous Right-of-Way Marana Road 60 250 Yes Yes Sandario Road 60 90 Yes Yes I-10 Fronta a Road 100 75 Yes Yes Sanders Road 60 250 Yes Yes Grier Road 60 90 Yes Yes Table I.G.2.b: Street Characteristics Street Ownership Travel Lanes Bike Route Capacity` Speed Limit paved Marana Road Town of Marana 2 No 14,600 45 Yes Sandario Road Town of Marana 2 No 14,600 35 Yes I-10 Fronta a Road ADOT 2 No 13,700 35-55 Yes Sanders Road Town of Marana 2 No 14,600 35-45 Yes Grier Road Town of Marana 2 No 9,100 25-35 Yes 'Source: Florida Department of Transportation Table I.G.2.c: Average Daily Trips Street Segment Average Daily Trips Year Taken Marana Road Sanders Road to I-10 Fronta a Road 3000 2006 I-10 Fronta a Road Sandario Road to Pinal Park Road 19,950 2006 Sanders Road Grier Road to Marana Road 4,000 2006 Grier Road Sanders Road to I-10 Fronta a Road 283 2006 Existing and Proposed Intersections within One Mile The intersections that will be impacted by the project site are the existing Marana Road/Sandario Road intersection, the existing Marana/I-10 Interchange, and the existing Sanders Road/Marana Road intersection, and the proposed Marana Main Street/I-10 Frontage Road intersection, the proposed Marana Main Street/Marana Road intersection and the proposed Tangerine Farms/Marana Road intersection. Refer to the Transportation Impact Analysis Report (submitted under separate cover) for more information. ~a Inventory and Analysis 25 Marana Mercantile Rezone ' 4. Existing Bicycle and Pedestrian Paths and Bus Routes There are no sidewalks along existing roadways surrounding the property; however, there are designated bike routes for experienced riders along the I-10 Frontage Road. The public roadway standards for Northwest Marana include sidewalks and ' paved multi-use lanes on arterial and collector streets. The Pima County Rural Transit System operates on a fixed route capacity. There is a stop at the Marana Road/Sandario Road intersection. H. Recreation and Trails Trails, Parks and Recreation Areas within One Mile There are two planned parks within one mile of the project site. The San Lucas Park will be located one-half mile east of the project site and east of Interstate 10. This park will include: 2 ramadas, 1non-regulation baseball/softball area, 1 half basketball court, 1 tot lot, 1 sand volleyball court, 1 soccer field, 1 dog park and restrooms. The Ora Mae Harn District Park is located approximately one mile southeast of the project site at the corner of Lon Adams and Barnett Roads. This 44-acre park facility includes: 3 lighted ball fields, 1 lighted soccer field, 7 covered ramadas with grills, lighting and electrical outlets, 2 lighted tennis courts, 1 lighted basketball court, 1 large soccer/multi-use field, 1 outdoor swimming pool, 3 lighted covered playground areas and 1 community center/recreation center. (See Exhibit I. H. 1: Trails, Parks and Recreation.) There is one primary trail, the CAP Canal Trail located approximately one mile east of the site. This information regarding parks and trails was obtained from Pima County Geographic Information Services, Marana Geographic Information Services, Marana General Plan, and Town of Marana Parks and Trails. Inventory and Analysis 26 Marano Mercantile Rezone Exhibit I.H.1: Trails, Parks, and Recreation _~ _;~ A ~• ifs °~~` • ' I ~~ ~~ ~~ ` ~~~~ / ~ ~ 'i d~~ • ~•d~% / ` • • • / ` • • • • • `• h~ ' Vr `~ s I `~ ~ ^~_ • • ` I ~ ~ ~ ~ • I San Lucas ~ Park I ~ ~~ Maranai2oad- - I '° 1 -~ ~ r ~ ~m ~ ~ Estes Elementary / ~ ~ School Grier Road Marana i Middle School ~ Ora'Mae Hai ~ ~ ~ District Par Legend _, Site Boundary ~ Public Schools • • • Trails ®Primary Trails - -One Mile Radius Park Areas noRrN f ~T THE PLANNING I CENTER o i.ioo' z,zoa~ LomUOn DP601k>U~iDitslSchods Reae9tion Source: Pm9 County DOT Geogr9phigl IMOrrnalwn Sen+gs. 2{196 Inventory and Analysis 27 Marana Mercantile Rezone I. Cultural/Archaeological/Historic Resources 1. Locations of Resources One archaeological survey was completed in 1983 in the subject project area but no cultural resources are recorded there. Twenty-three cultural resources are recorded within a mile of the proposed project site. Between 1955 and 2004, twenty-six archeological ground surface inspections have been recorded within a mile of the project area. 2. Letter from Qualified Archaeologist A letter from the Arizona State Museum (ASM) Archaeological Records is provided. (See Exhibit 1.1.1: Arizona State Museum Letter.) ASM recommends an on-the-ground survey be conducted by a qualified archaeologist on the parcel prior to any ground modification activities R ?~1 tc :~ Inventory and Analysis 28 1 Marana Mercantile Rezone Exhibit 1.1.2: Arizona State Museum Letter Trte llNR' sn• t. t ...._. .._ ~ i ,'V :..:;n'~A ARCHAEOLOGfCAL RECORDS SEARCH attar Ftc:t~:c~t Received ~ ;'007 Records Check Completed: ~:~r'20Q7 Requester Name and title: Company Address: C;ty, State, 7_ip Code: PhonelFaxror E mail. Project Name andlor Numl I~PD-01/Par~ei 4 "725002B ,iessica Sunce 'the Planning ; .; -••-r 110 ": Church ~wte 6320 Tucsc,n 85701 623 ~' 46 per Project t7escnption Commercla' -f~.: =~pment - 42 acres Rroject Area: NV+.'i'. Sandarip & Mar;;~,~; Reads, Marana, Pima ~~'ourrty, Arizona. Legal Description: a portion of tre N; ~~:%1, T11S, R11E, CErSRB&M, Marana, (3ima Co., AZ. Search Results: h records sea°~~~~ of the ~,-,A fifes maintained at the Arizona State Museum (AF.^n; found that cue archaeoioglcal ~nspn~~~~nn was completed in 1983 in the subject project area bu! ~~~; ~=ultura! resc_:~ ces a~~e recorded thN,F twenty-three cultura; resources are recorded within a n,,N of the propr_se~i project, including thr. national Register-elig~~e~e ~;arana Platform Mound S~tr and other s~,:=~~~~`icant prehistoric and h~stonc properties. Betwecc i5a56 and 200d, twenty six ar'chaec~loq~cal y~i;una 5ur`aCe inspections `;Oth linear 8nd b10Ck st.'veV5 rra~e trF.er recorded wfif',rt~ r. ntife Of ihi ~rC~j2Ct area. An aerial U";r?r~l?hOtOgfaphlC vleL~ ,' «:, C~ . 'oDEr?y taken in 2005 sn~ow~ ~ tormerr; ;Mowed field with ground-suriaee modification ,n ^:;;~ ,,,e ru:71~. and south parts ot', ~ ~ -~;~ These parts may have been yra:ls:d or bladed. Co~~~~= ~~a'~ ~ ~ures of uncertain pear _, ,' are also an the parcel. Sites rn Project Area: None recorded Recommendations Because the 2C yFar time interval since the subject parcel was last inspected archeeoio{>>~a~av ~r,ay nave ;esu[ted in the exposure of previously buried cultural resources and becar.~-=- :~~:,umarn cu~t~,u;r~ =esources are already recorded in the area, staff at the ASM recommend :~ ~: r~ .:~_,-~_e! be arcn.aeoiogicapy examined in advance of arty around dksturbance from n,, ,:., ~:- ~ r~iease contact Su 8enaron, the Town of Marana's ~ TpM1 cultural resources manager .~~ '~?~'; 382-2662 to assist you with the neXt steps #o achieve :,~~n,phance with ttie Tt7M's arr: ~„~,e, reyulatrons It ,,,~, t iJM requires additional archaeological work, you maq wish to consui~ .,,-~h ,~~~e of the protessronal a~cnaeologists whose names are riaintairaed on a hs? l:csted on AE;h4s web site at the tollo~^:~~~~g address: e _ _ 'a_ ~. ~ _ ;~c - ~._ A C{u2tified GOntraCl0r shu,~c, be famiua vvitb current reporting st~~rr:lards and should he!;.. v ~ ,cidress the `^M's eult~~a! resources compliance requirements ~~;! scant to A^z~-r°s Revised Statures § 41-865. if any human rem~~l~s ~_~ °~,; ~erary objects are r! covered ~"u~~-,y the project work all effort will stop withu tfie areG ct t'~e remains and Mr. John ^Y~adsen A- Pr associate curator of Qrchaeofogy. will tx ; un a ;tad ~mnied~ately aE (520} 621-x1785. It you have any ques#ipns regarding this records searc ~ ~-ease contact me at the tetterhear: address qr a the phone numt~r or ~-mail address as foil~w~s Sincerely, t ~ Nancy E F~arson Assistant Permits Adrn~rr;stt~!: 11520) 52'2096 Phone af~G E'ax ~ ~ Inventory and Analysis 29 r Marana Mercantile Rezone J. Sewer 1. Existing Sewer Network and Capacity Response A map of the existing public sewers in relation to this project has been included as Exhibit I.J.1.a: Sewer Network. According to the response from Pima County Regional Wastewater Reclamation Department, included as Exhibit I.J.1.b: Capacity Response, the Marana Mercantile project is tributary to the Marana Wastewater Treatment Facility. Treatment capacity will not be available until completion of the 1.5 MGD upgrade to the MWFT, planned for Fiscal Year 2009/2010. ~`y Inventory and Analysis 30 Marana Mercantile Rezone Exhibit I.J.1.a: Sewer Network r~~~ ~; ~ ~ ~~ ~ ~ . ~ ,, I I `~ N r 15" 18„ - - 15" , G-2003-024 G-2003-024 6-2003-024 c ~~ r Legend ~~ ~y 1... Site Bounda ry ~ Manhole Covers Sewer Network X-####-## As Built No. (##'1 Pipe Diameter NORTM THE T!~ PLANNING CENTER 0 375' 750' Locatlon: DP0.011exhibitsVSeNer Source: Pima County DOT Geographl[al Inform ali an Services, 2006 Inventory and Analysis 31 Marana Mercantile Rezone t Exhibit I.J.1.b: Capacity Response •_ ~+i~o~-~ Pima Counly I Regions{ Wasts~water Reclamation itnrellt 201 td. Slone Ave., S" Floor Mic;hae(Gntzuk, P.E. Tucson, Arizona 85701 1lgit our websi6e: Director (520) 7406500 ttdp:/Iwwiw.pima.govJNnrrn Augus- 5, 2008 Maolin Zheng tiSW international 10835 N. 25th Avenue, #250 Phoenix, A2 85029 Capacity R No. 0&140A (Anwnded) Type I RE: Marana Mercantile Rezoning, 39 Acres on Parcel 0 217-25.0026. E tact Flows of 34,40l10Pd (ADYI~}. Greetings: The above re need project is tri t4 the Marana Wastewater Treatment FaaPdy (MTWF}. Treatment capaaty is limiked, but currerttiy available for this project. Additional treatment ' capacity for this area ~ to become availab~ upon otxnpieti~t of the 1.5 (NGD (million gallons per day} upgrade of the MWTF, planned for Fiscal Year 200912010. Conveyance capacityr will t~ti to be evaluated and cbnfimled by the Town of Marana far their portion of the system. This letter is not a reservation ~ commitment t~ treatment or conveyance capacity for this f~~• 1 Note: Conditions within the p,rbNc seer system cronstaMly charge. A Type II fetter must be obtained to verify that capacity exists in the downstream pubik sewer system, just prior to submlttiny the development plan or wbdivisbrr plat for rwiev~r and approval, so that the Sewer 8srvMe Agreement may be proparod durirw the p If further irtformation ~ needed, please feel free to contact us ~ {520} 740-8500. Respectfully, Tla4 /~a+.rt Tim Rowe, P.E. Capacity Management Section TR:ks c: Subhash Ravel; T11, R11, Sec. 21 I Inventory and Analysis 32 i t 1 Marana Mercantile Rezone K. McHarg Composite Map The composite map is a visual summary of specific site constraints affecting the subject property. These on-site constraints include topography, hydrology, vegetation, wildlife and views. As demonstrated in the previous sections of this site analysis, the project site is not affected by these constraints. Therefore, the proposed development (described in the following Land Use Proposal) is appropriate at this location. (See Exhibit I.K. 1: Composite Map.) Inventory and Analysis 33 Marano Mercantile Rezone Exhibit I.K.1: Composite Map ~~ Inventory and Analysis 34 Legend Notes _ - - --__ r; JProject Boundary ~ Drainage Flow Arrow • There are no slopes 15 percent or greater, no rock +975 1' Elevation Contours ° ° ° Watershed Boundary outcrops, and no peaks or ridges on the site. 25' Water Easement wse.oN On-Site Watershed • There is no significant vegetation NoaTH o. 2aa ~. ~-._ 60' Gas Easement wse-oFF Off-Site Watershed on site. ~ T , ~ 10' Electric Easement • Entire sight is highly visibile from __ ~Q1W-a3 CF5 Flpyy Of}-SIte IOCBtIOnS. F~NAME: DVD-01{~yg~.pyyG COMPOSITE 1 1 1 1 1 1 1 1 1 1 t Land ~ Marana Mercantile Rezone A. Project Overview The 39.09-acre project site is currently vacant and primarily surrounded by agricultural properties; however, there are many proposed and approved commercial and residential development projects within close proximity. The rezoning request proposes a change from the existing R-144 (Residential Zone) and HI (Heavy Industrial) to VC (Village Commercial). The proposed Marana Mercantile development includes large scale anchor retail and smaller retail pads. The development seeks to create an attractive and economically successful retail center to support existing and proposed residential development in northern Marana and southern Pinal County. B. The development will serve as a gateway into the Town of Marana -- a vibrant multi- purpose center with a unique character, but designed using many of the same unifying themes as the remainder of the Town Center. Specialty landscaping and open space areas will be located throughout the development, minimizing the impact of parking areas. Common areas such as public plazas or small shaded seating areas will be incorporated into the center to encourage outdoor activity. The project design will be in compliance with the adopted Town of Marana Commercial Design Standards. Please refer to the Appendix for supplementary information regarding design guidelines. In addition, the proposed development will have three access points along the I-10 Frontage Road and three access points along Marana Road. All access points will be stop-controlled except for the main access point at the Marana Road intersection which will be signalized. The Cortaro Marana Irrigation District (CMID) channel running along Marana Road will be undergrounded as part of this development. Relationship to Town of Marana General Plan The project site lies within the Town Center Planning Area per the General Plan. Areas designated as Town Center are "intended to be a focal point of public and private commerce surrounded by medium density residential neighborhoods with strategically located community facilities. Pedestrian-oriented circulation patterns are required for new development. Schools, refail shops, offices and employment centers as well as multiple recreational areas and a variety of other services and facilities round out the Town Center ." The Marana Mercantile Rezoning application meets the goals of the General Plan by proposing a development that: • Serves as a "gateway" to the Marana Town Center; • Concentrates higher intensity commercial use at the Marana Road and I-10 Interchange which is a major entrance to the Town; • Provides a visually attractive commercial and institutional development with a sense of identity in line with the vision for the Town Center outlined in the General Plan; • Provides a commercial center that is vibrant, sustainable, and enhances the economic opportunity for the Town of Marana; • Provides infrastructure systems and public facilities to support development in an efficient and timely manner; • Develops a circulation system that is efficient for all modes of traffic including automobiles, bicycles and pedestrians; Land Use Proposal 36 Marana Mercantile Rezone • Provides uniform development regulations for land use, circulation and open space; • Ensures coordinated, responsible planning through the use of cohesive procedures, development regulations, standards and guidelines. C. Tentative Development Plan As demonstrated in the Inventory and Analysis section of this document, the project site is 1 not constrained by existing topography, hydrology, vegetation, wildlife or views. Exhibit ll. C. 1: The Tentative Development Plan (TDP) shows the proposed development. (A 24- inch by 36-inch exhibit of the TDP is provided in a pocket at the end of this report.) D. Existing Land Uses 1. Zoning Boundaries and Existing Land Uses The project site encompasses 39.09 acres and is currently vacant. The project proposal consists of rezoning the site from R-144 (Residential) and HI (Heavy Industrial) to VC (Village Commercial) for development to occur. (See Exhibit II. D.1; Zoning Boundaries.) 2. Impacts to Existing Land Uses Existing and proposed development surrounding the project site, which is in close proximity to Interstate 10 and the Marana Road traffic interchange, may be characterized as retail and service-oriented commercial uses and vacant/agricultural. This project will contain uses that are similar to and compatible with the adjoining existing and proposed commercial development. The architectural design of the new development will reflect that of the greater Northwest Marana Town Center and it will be complementary to neighboring proposed developments. t t Land Use Proposal 37 Marano Mercantile Rezone Exhibit II.C.1: Tentative Development Plan F ~~ Uptown at Marana Specific Plan VacanUAgricultural Retention Basin "A" Volume = 92,411 C.F. Area = 20,265 SQ FT F Uptown at Marana Specific Plan Shops A 8,000 SF Retention Basin "B" Volume = 17,812 C.F. Area = 6,412 SQ FT Retention Basin "C" - Volume = 25,0$6 C.F. Area = 9,944 SQ FT VacanUAgricultural Retention Basin "D" - Volume = 8,195 C.F. Area = 3,450 SQ FT Pad A - 4,237 SF Light Industrial F i F_ Villages of Tortolita Villages of Specific Plan Tortolita { Specific \ Plan SF ~~~ \ o~~.,~ o~ \ ~~~\\` ~d~ a ~S Anchor Retail 186,960 gross SF Retention Basin "E" Volume =50,586 C.F. Area = 16,123 SQ FT VacanUAgricultural Legend ---_~___ :_;; J Project Boundary ~b 1' Elevation Contours 25' Water Easement 60' Gas Easement ®10' Electric Easement ~ Landscape Buffer 30' Building Setback ------ Watershed Boundary ~ Drainage Flow Arrow 0100. 43 CFS~ FIOW ---Sewer Line Pad B~ 2,600 SF Retention Basin "H" Volume = 4,371 C.F. Area = 3,061 SQ FT A Small Lot Zone • Project Site Area: 39.09 Acres • Existing Zoning: R-144 (Residential Zone) and HI (Heavy Industrial) • Proposed Zoning: VC ("Village Commercial) • Proposed Use: Commercial Retail • Proposed Building Square Footage: 283,351 SF • Parking Required: 1425 Spaces • Parking Provided: 1495 Spaces Vacant VC Village ommerc day ~ Vacant ~a '~ \~ Vacant Retention Basin 'G" Volume = 106,759 C.F. Area = 32,877 SD FT ~ \ dD ~\\ ~7, SF Retention Basin "F" Volume = 28,902 C.F. \ Area = 14,427 SQ FT ~ arana Road - 125' Half ROW ~.,......... I O Conjrhercial j ~ r ~ c m v c m • All landscaping will be drought tolerant in accordance with the Town of Marano Land Development Code requirements. • Maximum proposed building height: 50 Feet "~" o' 2ao~ aaa ~~, FlLE NAME: DFD-0t-EXHIBRS.DVJC B.57C11 lDP Land Use Proposal 38 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 Marana Mercantile Rezone Exhibit II.D.1: Zoning Boundaries 0 ~~ Proposed s 1 vc _ ~, village Comraal ~~ VacanUAgricultural ~ '` . < ~~ _ sarzr~sw ~s3o.ts Marana Road Com'merciai ~, A ~ ' Small Lot Zone ~ VaoanUAgricuRurai ~I~icl»~ itlon Il ~ _ ._ _.__ _ ..__.____mw._.._ _._ _~._.. ___ _ , _ _ _~. _ Legend r„Project Boundary a 2aa ma FILE NAME: DPU01-f%MBIIS.OVYYG~ZJG ~a Land Use Proposal 39 Marana Mercantile Rezone E. Topography ' 1. TDP Responses to Topographic Characteristics The project site is relatively flat; hence, no topographic features affect or prevent the proposed development. 2. Encroachment onto 15% Slopes There are no slopes greater than 15%. ' 3. New Average Cross-Slope Due to the site being relatively flat, the proposed development will have little impact on the average cross-slope. F. Hydrology 1. TDP Responses to Hydrological Characteristics The proposed drainage plan will allow drainage along the property boundary to mimic existing flow patterns. The drainage plan will include on-site drainage retention basins. The grading of the site will provide positive outfall to the basins. The site will provide 100 percent retention. The grading and drainage will be designed so as not to alter drainage boundary conditions. 2. Encroachment/Modification of Drainage Patterns t The development of the site will not change the drainage pattern of the site substantially. Currently, there is no proposed 100-year floodplain area within the site; however FEMA is in the process of updating the FIRM map for this area and there is a possibility that a 100-year floodplain elevation could be determined for the site. At the time of development the site will be required comply with the designated 100-year floodplain, per the Town of Marana Land Development Flood Plain & Erosion Hazard Management Code (Title 21). 3. Potential Drainage Impacts 1 t 1 A small watershed of about 9.28 acres located to the north of the property generates a 100-year flow of 49 cfs and discharges to the existing drainage ditch along the I-10 Frontage Road near the northwest corner of the property and does not significantly impact the subject property. The discharge leaving from the site prior to development is approximately 91 cfs. The retention ponds will be adequately sized to retain the runoff produced by the 100-year storm followed by a 10-year storm, as per the Development Requirements for Drainage in Northern Marana (DRDNM). (See Exhibit II.F.3: Post-Development Hydrology.) Land Use Proposal 40 u 1 L~ t 1 t ii Marana Mercantile Rezone 4. Design Features to Address Drainage and Erosion Problems Retention basins will be provided as shown on Post-Development Hydrology exhibit. The approximate retention volume required by the 100-year storm followed by the 10-year storm is 551,020 c.f. The Development Requirements for Drainage in Northern Marana allow for the use of drywells to aid in the draining process of the ponds and reduce the volume required to be retained. The drywell credit was applied after the 100-year storm and prior to the 10-year storm and is not to exceed the volume produced by the 10-year, 1-hour storm, as per the DRDNM. The total volume required, after the drywell credit was applied, is 376,779 c.f. and the total retention pond volume provided is 334,121 c.f. There is a proposed 66,000 c.f. underground water harvesting system to retain the remaining volume. The total volume retained on the project site is 400,121 c.f. Security barriers will be provided around the perimeter of ponds with side slopes steeper than 4H:1 V and depths greater than 2 feet. The erosion and sediment control measures will be designed and installed per AZPDES general permit requirement and Town of Marana standards during the construction phase. The plans will also be prepared to stabilize the construction site within the construction limits with means of landscaping, hardscaping, rock mulching and riprapping. 5. TDP Conformance to Plans and Policies There are no floodplains with 100-year discharge greater or equal to 50 cfs. There is no significant off-site flow impacting the property. On-site generated runoff will be collected in the proposed retention basins and underground water harvesting system. The retention basins will retain the required volume produced by the 100-year, 1-hour storm followed by a 10-year, 1-hour storm, per the DRDNM. The pond depths are not to exceed 6 ft and the side slopes are not to be steeper than 3H:1 V without appropriate erosion control/stabilization measures, per Pima County Stormwater Detention/Retention Manual (PCDRM). The finished floor elevations (FFEs) will be set according to the Town of Marana Land Development Flood Plain & Erosion Hazard Management Code (Title 21) for the appropriate FEMA floodplain designation. The maximum flow depth at any location in the parking lot will not exceed 6 inches. The proposed TDP meets all requirements regarding area plan policies, basin management policies, and the Town of Marana policies relating to flood control. Land Use Proposal 41 Marana Mercantile Rezone Exhibit II.F.1: Post-Development Hydrology ~,~ ~ o,~~' ~~ a Retention Basin "A" Volume = 92,411 C.F. Area =20,265 SQ FT AREA=7.87 AC 0100=16 CFS Retention Basin 'B" M Volume = 17,812 C.F. Area = 6,412 SQ FT _~ Retention Basin "C" --~ ~ Volume = 25,086 C.F. Area = 9,944 SQ FT ~, ~. , \\ < Retention Basin "D" _ •-~ , Volume = 8,195 C.F. ws-osuo Area = 3,450 SQ FT AREA=3.16 AC 0100=8.5 CFS 07 =79 z Volume = 50,586 C.F. Area = 16,123 SQ FT ~'_ s.osua, ~~ 4"5.72 AC ~~ , D=42 CFS ~, ~ ,~ ~~ ~ ~ ~~ ~.- ~ ~~~ ~, Ra~~~a a AREA=8.86 AC o~oo=aa cFs Retention Basin "G" Volume = 106,759 C.F. Area = 32,877 SQ FT \~ \ \ Retention Basin "F" Volume = 28,902 C.F. \ Area = 14,427 SD FT '.77 AC - ~~~~~''-' 4700=44 CFS • ~F$ - *i11wsXi1R9f~i~M Marana Road Retention Basin "H" Volume = 4,371 C.F. i Area = 3,061 SQ FT e a: I '~ 4 .p Legend _ _ __ r;;;JProject Boundary 1~ioloaaacFSi Flow ~s7s 1' Elevation Contours WSE17N ON-SITE WATERSHED + Drainage Flow Arrow wsE-OFF OFF-SITE WATERSHED ----•- Watershed Boundary [..l N~7H 0' 200' 400' ~T~ FILE NAME'. DPD-01-E1tH1~75.OWG FK7SI HYDRO Land Use Proposal 42 Marana Mercantile Rezone 1 G. Vegetation and Wildlife 1. TDP Response to Vegetative Characteristics Since the site has been previously disturbed, the property is relatively barren ' except for a few trees in the northern corner. The project site will be mass graded; however, existing plant materials will be evaluated and all viable vegetation will either be preserved in place or transplanted on-site. 2. TDP Response to the Native Plant Ordinance ' The project site is primarily barren and lacking in quality vegetation. As a result, no protected or endangered plant or wildlife species appear to exist on the site. H. Buffers As depicted in the TDP in Exhibit II.C.1, landscaping will be provided along the ' perimeter of the project to screen and/or buffer the surrounding land uses from the proposed development, as well as to enhance the appearance of the proposed off-street parking areas. All landscape treatments for the proposed development will be in compliance with the Town of Marana Landscape Requirements and Commercial Design Standards. In addition to aesthetics, landscaping will be appropriately located and positioned for purposes of safety and welfare throughout the site. Parking areas and pedestrian ways will be defined and shaded by vegetation, and landscaping will not be located in a way that would interfere with site visibility and vehicular circulation. As required by Marana's Outdoor Lighting Code, the project site will be adequately lighted in the evening hours for employee and customer safety, and all lighting will be shielded and directed downward to protect neighboring properties. I. Viewsheds Due to the project's distance from any residential uses, the distant viewsheds of the mountains to the east and northeast enjoyed by residents in this area will be minimally impacted by this project. The immediate viewsheds of the commercial uses to the south ' and west, as well as drivers on Interstate 10 will include an attractive commercial development with enhanced landscaping. 1 ~ ~ Land Use Proposal 43 Marana Mercantile Rezone J. Traffic 1. Traffic Analysis Report For more detailed information regarding the transportation impact of the proposed development, refer to the Marana Wal-Mart Transportation Impact Analysis (Revised July 2008) prepared by Kittelson & Associates, Inc. As mentioned earlier in II.A: Project Overview, the current site plan proposes three access points along Marana Road, and three along the eastbound I-10 Frontage Road. All access points will be stop-controlled except for the main access point at Marana Road/Marana Main Street intersection which will be signalized. Additional traffic studies will be submitted at the development plan stage of this project. Land Use Proposal 44 K. 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 ~ 1 Marana Mercantile Rezone Public Utilities 1. Provisions for Sewer, Water, Gas and Electric Service a. Sewer As depicted in Exhibit ll. C. 1: Tentative Development Plan, on-site sewer collection facilities will be connected to the existing 12" public sewer system (G-2002-172) in the Marana Road right-of-way at existing manhole #3404-01. A public manhole (at property line) and an 8" public sewer will be installed in the Marana Road right-of-way from the property line to the existing sanitary sewer manhole #3404-01. Onsite collection sewer lines will be installed throughout the site and connected to the newly installed 8" line. b. Water The Town of Marana Municipal Water Department will provide water service to the project site. The State of Arizona Department of Water Resources has designated the Town of Marana Water Department as having an assured water supply. However, a water service agreement between the developer and the Town of Marana Water Department will be necessary for development. The service agreement shall identify water use, fire flow requirements and all major on-site and off-site water facilities. The developer will be responsible for the construction of the water distribution system and then transfer title of the system to the Town of Marana to operate, maintain and service the system. (See Exhibit II.K.1.b: Statement of Water Service.) c. Gas Southwest Gas Corporation provides service to the project area. d. Electric Tucson Electric Power Company provides service to the project area. Land Use Proposal 45 ~ ~ Marano Mercantile Rezone Exhibit II.K.1.b: Statement of Water Service ~ ' -~~~ r. ~/ TOWN Caf MARANA WATER DEPARTMENT Auuust i.20f1~ Ms. 7essiea bunee Planner The Planning Center 114 S. Church Tucson, AZ $5701 Project: Specific plan for commercial dc, ~•topmem ra northwest corner ofMarana Rd and Interstate IQ Dear Ms. Bunco: WATER SisPPLI' The Town of Marana has been dcsiglwted h}' the state of Arizona, Department of Water Resources, as having ~n assured water supply. This does not tnran that avatar service is currently available to the propOSCiI ,le, clopmrnt. •Ille de, ~ t,~t,m~•nt Iii . +, i1 hm t91e boundary of the Towm of Marana water service area. Therefore, wafer sttpph• is a„ui,~d WATERU K\'I('I The appr,n al ,~f „ate, meter applications is subject to the availability of water service at the tines an apphrat un, ~. Emile I he developer shall be required to subnat a water development agreement identifying water use. lire 170., ~t,luncntcnts and all major on-site and off-site water facilities Tht develnl,cr .hull e„nctruct a water distribution systcnt u, scr,~e the dreelapmcm and transfer title of the system u, the li~„n ~~f Aissrana, in consideration the Coven o1 Marana .hut! upeialr. nwmttlin and service the system. t he dc, ~ h~prr shall have the cost responsibility to construct both the onstte and a,ttiite facilities required to ace, a t~~~• hutabte and fire protection dcrnattds far your develupment 1'he comtttcnis h. i ciN made are valid for a period of one year only. If you have any questions, please call our office at S2u_?h?-257(}. Silscerely, C. Brad DeSpain l?tilities Director 6100 W INA ROA6 tl! TUCSON. ARIZONA 85749 ~ PHONE: (520J 382-2570 ~ f:AX: 3872540 Land Use Proposal 46 Marana Mercantile Rezone L. Public Service Impacts 1. Potential Impact to Police, Fire and Sanitary Pick-up Services a. Police The project site is within the Town of Marana's police jurisdiction. The Town of Marana Police Headquarters is located at 11555 W. Civic Center Drive, approximately one mile south of the project site. b. Fire Service The entire project site lies within the exterior boundaries of the Avra Valley Fire District. The nearest fire station (Northwest Fire District Station #36) is located at 13475 N. Marana Main Street, approximately one mile south of the project site. c. Sanitary Pick-Up Sanitary pick-up will be provided through a contract with a private garbage collection service. 2. Impact on Schools Since this is a commercial development there will not be an impact on the two schools located within one mile of the project site. sa Land Use Proposal 47 Marana Mercantile Rezone M. Recreation and Trails 1 1. Provided Recreation Areas No recreational amenities will be offered within the proposed development and ' existing off-site amenities will not be impacted. 2. Access to Off-Site Trails ' There will be no access provided to off-site trails given the proximity of the closest trail, the CAP Canal Trail, is approximately one mile away and east of Interstate 10. N. Cultural/Archaeological/Historic Resources ' On September 11, 2004, Old Pueblo Archaeology Center conducted a field survey of the project site to identify the presence, if any, of any cultural resources located on the project site. Two areas of the site were found to contain historical materials and were assigned the designations of AZ AA:12:970 (ASM) and AZ AA:12:971 (ASM). Old Pueblo Archaeology Center recommended that the site be documented in accordance with the Arizona State Historic Preservation Act Documentation Standards for Historic Properties in order to mitigate any effects that development might have upon it. In accordance with this recommendation, Architect, Harris Sobin prepared a Historic Architecture Report for ' Demolition. Both reports will be submitted under separate cover to Town of Marana's Cultural Resources Manager. In the event that significant archeological objects, any human remains, or funerary objects are uncovered during construction work, all work will be stopped in the area of the discovery and the Director of the Arizona State Museum as well as Repatriation Coordinator will be immediately notified of the discovery in accordance with A.R.S 41-865. ' Action must then be taken to prevent further disturbance of such remains. The Director of the Arizona State Museum will have ten working days to respond to any request to proceed with ground-disturbing activities. Land Use Proposal 48 I1 0 Marana Mercantile Rezone Appendix Design Guideline Intent The purpose of these commercial design guidelines is to establish clear direction for the development of ahigh-quality, attractive project that is compatible with the Town's General Plan principles and policies. These guidelines are supplemental to the Town of Marana's Commercial Design Standards. These guidelines will foster a more creative approach to commercial development and ensure the project is functional and safe. Design Guidelines These guidelines are intended to be an information. source for site development, landscape architecture, architecture and monumentation/identity features. These guidelines provide criteria for builders, planners, architects, landscape architects and civil engineers under the direction of the developer, and apply to the entire rezoning site. Additionally, Walmart has been identified as the potential large retail anchor for the project. Therefore, rendered elevations have been included as Exhibit lll: Walmart Building Elevations in order to convey the design intent for this anchor store. Since other users for the remainder of the project have not yet been identified, or in the unlikely event that Walmart is not the ultimate anchor of the project, the following architectural guidelines will ensure that the project is built in a high quality manner that meets or exceeds the Town's standards, and is appropriate given the project's highly visible location. Architectural Guidelines The guidelines outlined in this section are intended to promote the overall design quality of the commercial development. Aspects of scale, proportion and detail should be considered from the beginning of the design process. a. Site Design -The following guidelines shall apply to the site layout and orientation of building locations. • Placement and orientation of buildings shall maintain view corridors from Interstate 10 and Marana Road. • Anchor building shall be placed for the safe and functional separation of auto, pedestrian, and shipping traffic. • Loading and delivery facilities shall be separated from customer parking, and pedestrian areas. • Proper building orientation facilitates access between adjacent ingress/egress alignments. • To the maximum extent feasible, drive aisles shall utilize atwo-way traffic circulation pattern. ~ ~ I~ Appendix 49 Marana Mercantile Rezone • Where feasible, utilize grading, curb cutting, and drainage techniques to maximize water harvesting. I'. 0 1 Appendix 50 I 1 t 1 1 1 1 1 1 N C O N C N U N O C H c 0 r d W of __ m t W k i e_ ~. a ~u C 0 0 N 4 ~ ~ I O x_ N Q Q Q ~s N C O N C N C U_ T~ V T~S V i 'a d C a+ C O U ~. N C O W __ .3 m t4 ++ 's K w M N > x_ ~~ ~ m C a ~ a Q L Ot ,Q/ 01 Q C J di d E 0 d 0 0 N t d O v O 5 M N c O N C N C U C _~ m C C O (~ N c a d W of C .M~ W 2~ I W~ ~y W M x c a ~. Q Q ~. r Q E Y L c G C N 4 a 0 0 ~, I m c c 0 v N C O R d W .~ m ca iv t K W 4 ~a 4~ :~ ~~ s~ 5~ ~" ___. '. 3 a ii :a S ~~ Y A fr" ~~ F- 0 i uY fY '^ x c o ~ C > ~ ~ Q ur Q Q n, a. z c r i r t ___. _. Q3 N ~ u% t) r 1 4« u G 4 i ~ . ,~., N C O N L~' N C U N C m w+ C O V N C O m W c .~ m ca E ~_ x w W rc r~ 7 j ~ x ~I c I ~ ~ ' ~ Q Q Q I C I r I7I++I' r R-~ ~I I I N i ~; d 0 i 0 I = 1- M t t t ~ ~ Marana Mercantile Rezone b. Building Form and Architectural Elements -The following guidelines suggest treatments of architecture and common design aspects which arise with retail centers of this size and scale. • Blank walls void of architectural details or other variation are prohibited. All facades should have a varied design to avoid a monolithic appearance and break down the building into smaller sections for a more pedestrian scale with each side or section varying in its architectural features, type, material, and or color. • Sides and rear of the building facade shall be similar to the primary (front) facade in their architectural treatment when visible from the public realm or adjacent residential areas. Walls shall be articulated using a combination of decorative columns, diversity in texture and/or materials, offsets, or landscape pockets. • The backs or sides of buildings that are clearly visible from an arterial roadway or from Interstate 10 shall receive the most design emphasis in this regard. • Building design shall incorporate textured surfaces, projections, recesses, shadow lines, color, window patterns, overhangs, reveals, changes in parapet height to avoid monolithic shapes, and surfaces. • Entries shall be emphasized and provide shade for pedestrians. • Delivery, loading, trash, and other service areas must be screened or integrated into the building. Screening must be accomplished by a wall constructed of integrally colored CMU, architectural metal screens, brick, stone or stucco to match the primary structure. • Green walls or vegetation screening will be allowed. • All roof top mechanical equipment shall be screened by incorporating screening into the structure utilizing materials compatible with the supporting building. It shall be screened in a method, such as line of sight, sufficient enough to ensure no adjacent properties are negatively affected by either their appearance or any noise generated by this equipment. • The use of cast stone lintels, corbels, arches, stone detailing, entablatures, friezes, columns and other such elements are encouraged. • Integration of fabric/canvas awnings, flat metal awnings, and trellises is encouraged. • The use of chain link fencing or exposed cinder block walls is not permitted. c. Materials -The following section provides guidance on approved material types, colors, and treatment. Appendix 56 t t Marana Mercantile Rezone • Painted or integrally colored Exterior Insulation and Finish Systems (EIFS) - Stucco. • Stone veneers and faux stone products on building facades. • Integrally colored and painted concrete masonry units (CMU's). Smooth and split-face units of four, six, and eight inches tall. • Exposed galvanized steel members. • Aluminum storefront entry systems and window framing. • Vision and spandrel glasses. • Ornamental metal fencing. • Standing seam metal roofing. • Shade cloth screening. • Cast stone concrete caps. • Rusted steel accents. • Adobe brick or brick veneer. d. Lighting -This section addresses strict lighting regulations related to the Town of Marana Outdoor Lighting Code. • All lighting fixtures and primary sources of light will be directed down and shielded from adjoining properties. • Landscape lighting should be low level and recessed to shield the source of the light from adjacent parcels. • Trees within landscape areas should be sited and spaced to avoid conflicts with overhead light fixtures. e. Parking -Parking shall be shared where available and determined by the developer. Surface parking areas should be separated and appropriately landscaped. • Parking areas shall be screened through the use of a berm, wall or landscaping from adjacent public rights-of-way. • A pedestrian system consisting of primary and secondary sidewalks shall be provided that links uses, parking and external trails and sidewalks. Primary sidewalks shall be incorporated into landscaped islands and separated from drive aisles where possible. ~- tt Appendix 57 Marana Mercantile Rezone • Handicap parking spaces shall be in conformance with the Americans with Disabilities Act (ADA) both in dimension and in quality for specific uses. f. Signage/Prohibited Signs -The following signs shall be prohibited: ' Inflatable signs. ' Rooftop signs. • Signs on trailers or painted on the sides of disabled or parked vehicles. ' Rotating, revolving or flashing signs. ' Signs advertising or displaying any unlawful act, business or purpose. Any sign, notice or advertisement affixed to any street right-of-way, public sidewalk, crosswalk, curb, lamp post, hydrant, tree, telephone pole, lighting system, or upon any fixture of the fire or police alarm system of the Town of Marana. • Any strings or pennants, banners or streamers, cluster of flags, strings of twirlers or propellers, flares, balloons and similar attention-getting devices, ' including noise-emitting devices, with the exception of the following: ^ National, state or local governmental flags properly displayed. ' Holiday decorations shall be regulated by the development Master Association or sub-association through project CC&R's. Landscape Architecture Guidelines The intent of these standards, which will meet the requirements found in the Commercial Design Standards of the Land Development Code, is to provide high-quality landscape criteria for building sites, rights-of-way and open space within the development. The purpose of the landscaping is to soften and blend features between sites to create visual corridors and connections to the project. Impacts shall be mitigated using these standards to: ' Buffer transportation corridors, view corridors, drainages and public open spaces. • Landscaping shall be integrated with building design in internal areas of the site. Consideration shall be given to plant materials, types, growth rates, canopy size and required maintenance in relationship to building location, operation, site lines and site utilities. • A variety of plant materials shall be incorporated, including indigenous, low water use vegetation. ~N Appendix 58 Marana Mercantile Rezone • The use of climbing plant materials along walkways and on trellises and pergolas is encouraged. • A minimum tree size of 15 gallons shall be required for all trees. • Trees that produce large canopies and provide shade are especially encouraged in parking zones. • All planter areas within parking lots shall be provided with trees at the rate of not less than one tree per four parking stalls. For every 10 parking stalls a 9'x18' curbed island is required. • A minimum of 2'-0" landscape clear zone around the building shall be provided to help prevent insects or vermin from migrating into building. • An 8'-0" concrete paved walkway shall be provided at the building entry. • A 12'-0" minimum concrete paved walkway at major pedestrian circulation routes. • All landscape areas shall be irrigated using an underground drip irrigation system. Use of turf is prohibited. Water should be from a secondary non- potable water source where available. • Trees within landscape areas should be sited and spaced to avoid conflicts with overhead light fixtures. • Landscape plans shall be coordinated with above- and below-ground utilities to avoid conflicts at the time of installation. • Pedestrian shade/trellises are encouraged throughout the site. `ivy Appendix 59 (j ~I Marana Mercantile Rezone ' Biblio ra h 9 p Y ' Aerial Photographs, Pima Association of Governments, 2005, Arizona State Land Federal Emergency Management Agency (FEMA), Letter of Map Revision (LOMR). MapGuide, Pima County Department of Transportation. Marana General Plan, 2007. Marana Land Development Code, revised 2007. Northwest Marana Area Plan, 2000. ' Pima County DOT Geographical Information Services, 2007. Kittelson & Associates, Inc., Marana Wal-Mart Transportation Impact Analysis, November 2007, Updated July 2008. Sonoran Desert Conservation Plan, MapGuide. Town of Marana Trail System Master Plan, 2007. Traffic Volumes in Metropolitan Tucson and Eastern Pima County, 2005 - 2007. C i L 0 Bibliography 60 11555 W. CIVIC CENTER DRIVE, MARANA, ARIZONA 85653 COUNCIL CHAMBERS, November 3, 2009, 7:00:00 PM To: Mayor and Council Item A 3 From: Frank Cassidy ,Town Attorney Strategic Plan Focus Area: Commerce, Community Building, Progress and Innovation Subject: Resolution No. 2009-160: Relating to Development; approving and authorizing the Mayor to sign a retail development tax incentive agreement regarding the Marana Mercantile development project Discussion: This item relates to and is designed to be approved concurrently with the Marana Mercantile rezoning on tonight's agenda. Two of the recommended Marana Mercantile rezoning conditions (conditions 6 and 7) address offsite roadway infrastructure. The Marana Mercantile Development Agreement (the MMDA) is designed to take the place of rezoning conditions 6 and 7 for so long as the MMDA is effective and the Developer is not in default under its terms. The MMDA was presented for discussion at the Council's August 4, 2009 meeting, and was originally scheduled for adoption at the Council's September 15th meeting. It was continued to the October 6th meeting, and now to this meeting, to accommodate some additional revisions, which are incorporated into the draft presented today. Most of the new revisions were made to clarify the Developer's roadway infrastructure construction and contribution obligations. For example, the agreement now includes specific roadway cross-sections of the various roadway improvements and addresses potential future cost-sharing of the shoofly road by the property located to the west. If adopted as currently proposed, the MMDA will require the Town to reimburse the Developer's costs to construct certain roadway improvements out of 45% of the retail sales tax and 75% of the construction sales tax generated from the Marana Mercantile project. The proposed sales tax reimbursement makes the agreement a "retail development tax incentive agreement" governed by A.R.S. § 9-500.11. Like any other retail development tax incentive agreement, adoption of the MMDA requires the following steps: . The adoption of a notice of intention to enter into the MMDA at least 14 days before its adoption (the notice of intention was adopted on August 18, 2009) . A finding by simple majority vote of the Council that (1) the proposed tax incentive is anticipated to raise more revenue than the amount of the incentive within the duration of the MMDA and (2) that in the absence of a tax incentive, the retail business facility or similar retail business facility would not locate in Marana in the same time, place or Regular Council Meeting -November 3, 2009 -Page 46 of 119 manner (these findings are incorporated into the adopting resolution) . Verification by an independent third party not financed by the Developer that the proposed tax incentive is anticipated to raise more revenue than the amount of the incentive within the duration of the MMDA (an August 27, 2009 certification by the independent real estate and economic consulting firm Elliott D. Pollack & Company is included in the materials) The "Required Roadway Improvements" in the MMDA are all of the following: . Marana Road as a two-lane curbed roadway with a continuous left-turn lane, sidewalk, and multi-use lanes (and with turn lanes and signalization as required by aTown-approved traffic impact analysis) from the Marana Road/Qnterstate 10 interchange to the western boundary of the Property, consistent with the north half of the anticipated ultimate six-lane future cross-section of Marana Road, and including transition to the existing Marana Road to the west . Sandario Road as a two-lane curbed urban collector with a continuous left-turn lane, sidewalks, and multi-use lanes, from the new Marana Road improvements to then-existing Sandario Road, in as short a distance as feasible based on a Sandario Road design speed of 35 miles per hour . Marana Main Street as a two-lane curbed urban collector with a continuous left-turn lane, sidewalks, and multi-use lanes, connecting Marana Road to existing 5andario Road . Signalization of the Interstate-10 off-ramps at Marana Road, if required by the Town- approved traffic impact analysis In addition, the Developer is required to construct a shoofly road -- a two-lane curbed roadway with a continuous left-turn lane/~median, connecting the Interstate 10 Frontage Road and the new Marana Road improvements and intersecting Marana Road directly across from Marana Main Street. The shoofly will have cone-foot no-access easement that precludes direct access from the Uptown property until Uptown has paid its fair share cost of the shoofly road as determined by the Town or by agreement between Uptown and Mercantile. This version of the MMDA proposes to reimburse 100% of the cost to construct all of the Required Roadway Improvements and 25% of the cost to construct the shoofly. The MMDA draft as presented at the August 4 meeting did not propose any reimbursement for the shoofly. The shoofly is not a permanent public roadway. It will probably be closed as a public road when the Interstate 10 Frontage Road is converted to one way southbound. The currently proposed draft MMDA will start reimbursements after construction of the Required Roadway Improvements and the shoofly are substantially complete and after a certificate of occupancy is issued for 100,000 square feet of retail space. The MMDA will terminate on the earlier of (a) when all of the Required Roadway Improvements are completed by someone other than the developer, (b) when the total amount of sales tax reimbursements equal the full reimbursable costs including interest, or (c) on the 20th anniversary of the effective date of the agreement. Once the Developer begins construction of the Required Roadway Improvements or the shoofly road, all unreimbursed balances incur interest. The interest rate is a set amount ranging from 5.5% to 4.0%, depending on when construction of the improvements begins (the sooner work is begun, the higher the interest rate}. The MMDA also addresses many other development-related issues that are typically addressed by Marana development agreements, including a provision prohibiting the imposition of new development impact fees during the first 42 months of the agreement and provisions requiring mediation and, if necessary, binding arbitration of all disputes A redline comparison draft is included with the backup materials, showing all of the changes Regular Council Meeting -November 3, 2009 -Page 47 of 119 between the currently proposed MMDA and version 4 dated July 14, which was included in the Council's August 4 and August 18 agenda packets. Financial Impact: The developer's economic analysis indicates that the Marana Mercantile project could generate nearly $1.4 million in annual Marana sales tax at full build-out. The Elliot D. Pollack & Company analysis notes that the Developer's figures are based on an average sales rate across the entire planned center of approximately $241 per square foot, while the median for the western United States is actually $311 per square foot. Applying the more conservative $241 figure to the minimum 100,000 square feet of retail area, the Elliott D. Pollack & Company analysis estimates that full reimbursement will be completed within eight years after the Marana Mercantile shopping center is opened. ATTACHMENTS: ~Tatne: ^ Reso_approvng Marana Mercantile_DA (00016561- 2)D.OC ^ EX_A_Marana Mercantile DR {0001,4953 8j.pdf ^ Elliott D. Pollack Certification Memo __. _ .. (.©.0.0.1.6542.), PDF Description: Type: Resolutian Exhibit Backup Material Backup Material Resa Appraving t~:9ercantile DA Exh A to Reso: Mercantile DA Elliott D Pol[aek & Go Certification Memo ^ Marana Mercantile DA (00014953-4j-00014953-8_,pdf Redline Comparison Mercantile DA version 8 vs 4 Staff Recommendation: Concurrently with Council approval of the Marana Mercantile rezoning on tonight's agenda, staff recommends the adoption of Resolution No. 2009-160, approving the Marana Mercantile Development Agreement and authorizing the Mayor to sign it on the Town's behalf. Suggested Motion: I move to adopt Resolution No. 2009-160, approving the Marana Mercantile Development Agreement and authorizing the Mayor to sign it on the Town's behalf. Regular Council Meeting -November 3, 2009 -Page 48 of 119 MARANA RESOLUTION N0.2009-160 RELATING TO DEVELOPMENT; APPROVING AND AUTHORIZING THE MAYOR TO SIGN A RETAIL DEVELOPMENT TAX INCENTIVE AGREEMENT REGARDING THE MARANA MERCANTILE DEVELOPMENT PROJECT WHEREAS A.R.S. § 9-500.11 authorizes the Town to enter into a retail development tax incentive agreement under certain circumstances; and WHEREAS the Mayor and Council find that the proposed tax incentive to be approved by this resolution is anticipated to raise more revenue than the amount of the incentive within the duration of the agreement; and WHEREAS the Mayor and Council find that in the absence of a tax incentive, the Marana Mercantile development project would not locate in the Town of Marana in the same time, place or manner as it is agreeing to do under the terms of the Marana Mercantile Development Agreement; and WHEREAS the Town's finding that the proposed tax incentive is anticipated to raise more revenue than the amount of the incentive within the duration of the Marana Mercantile Development Agreement has been verified by an independent third party; and WHEREAS on August 18, 2009, the Town adopted a notice of intent to enter into the Marana Mercantile Development Agreement, as required by A.R.S. § 9-500.11(K); and WHEREAS the Mayor and Council find the terms and conditions of the Marana Mercantile Development Agreement are in the best interest of the Town. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, AS FOLLOWS: SECTION 1. The Marana Mercantile Development Agreement attached to and incorporated by this reference in this resolution as Exhibit A is hereby approved, and the Mayor is hereby authorized and directed to execute it for and on behalf of the Town of Marana. SECTION 2. The various Town officers and employees are authorized and directed to perform all acts necessary or desirable to give effect to this resolution. Regulq~~j~~c,~oNr~ 3, 2009 -Page 49 of 119 _ 1 _ PASSED AND ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, this 3`d day of November, 2009. Mayor Ed Honea ATTEST: Jocelyn C. Bronson, Town Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney Regulq~q~i~~~oN~ 3, 2009 -Page 50 of 119 _ 2 _ MARANA MERCANTILE DEVELOPMENT AGREEMENT TOWN OF MARANA, ARIZONA This Development Agreement (this "Agreement") is entered into by and between the TOWN OF MARANA, an Arizona municipal corporation (the "Town") and DTD-DEVCO 10, L.L.C., an Arizona limited liability company (the "Owner/Developer"). The Town and the Owner/ Developer are collectively referred to in this Agreement as the "Parties," and each is sometimes individually referred to as a "Party." RECITALS A. Owner/Developer was formed and exists for the purposes of owning and developing ap- proximately 39.09 acres of real property located within the corporate limits of the Town (the "Property"). B. Owner/Developer intends and desires to develop a regional retail shopping center on the Property containing approximately 280,000 square feet (the "Development"). C. The Property and the proposed Development are included in and subject to the provisions of the Marana Mercantile Rezoning (the "Marana Mercantile Rezoning"), approved by the Town concurrently with the date of this Agreement pursuant to Ordinance No. 2009.20. D. The Property is legally described in Exhibit A attached to this Agreement. E. The Town and Owner/Developer desire to establish certain agreements regarding the De- velopment pursuant to A.R.S. § 9-500.05 and certain agreements in connection with develop- ment activities for the economic benefit of the Town pursuant to A.R.S. § 9-500.11 upon and in accordance with the terms and conditions set forth in this Agreement. F. The Development is consistent with the Town's long-term economic development strate- gies and is expected to create a source of significant tax revenue for the Town for many years. G. The Development will have a substantial positive economic impact on the Town because it is expected to provide commercial and retail service opportunities consistent with the busi- nesses targeted by the Town. The facilities to be constructed as part of the Development are ex- pected to produce a significant number of new jobs and generate substantial sales tax revenues. Consequently, the short-term and long-term benefits of the Development will offset and signifi- cantly outweigh the costs of the reimbursements provided by the Town under this Agreement. H. The Development is in compliance with the Town's adopted and approved General Plan (as defined in A.R.S. § 9-461). I. The Town is authorized by A.R.S. § 9-500.05 to enter into a development agreement with a landowner or other person or entity having an interest in real property located within the Town to facilitate development of the property by providing for, among other things, the conditions, {00014953.DOC / 8} 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT -1- Regular Council Meeting -November 3, 2009 - P tp~~~j~t9A to Resolution 2009-160 terms, restrictions, and requirements for development and public infrastructure and the financing of public infrastructure. J. In approving this Agreement, the Town Council has found and determined that certain ac- tivities relating to the Development are economic development activities within the meaning of A.R.S. § 9-500.11, that all expenditures by the Town pursuant to this Agreement constitute the appropriation and expenditure of public monies for and in connection with economic develop- ment activities and that it is appropriate to provide Owner/Developer with the reimbursement in this Agreement as an inducement to cause Owner/Developer to construct, own and operate the Development in the Town. K. The Town adopted a notice of intent to enter into this Agreement not less than 14 days be- fore the Town Council approved this Agreement, in compliance with A.R.S. § 9-500.11. L. The Town Council finds that the Development will raise more revenue for the Town than the amount of the reimbursements to the Owner/Developer within the duration of this Agree- ment. M. An independent third party not financed by the Owner/Developer has verified the Town Council's finding that the Development will raise more revenue for the Town than the amount of the reimbursements to the Owner/Developer within the duration of this Agreement. N. The Town Council finds that in the absence of the reimbursements to the Owner/ Developer provided pursuant to this Agreement, the Development would not locate in the Town in the same time, place or manner as it will with the reimbursements to the Owner/Developer. O. The Owner/Developer will incur out-of-pocket public infrastructure construction costs and will make certain contributions for public infrastructure in the immediate vicinity of and di- rectly benefiting the Development. P. The Property is located in an area where the Town has determined that the existing public transportation infrastructure is inadequate, and where the Required Roadway Improvements, as defined in this Agreement, need to be constructed before the Development occurs, but to a large extent would be needed even if the Development does not occur. Q. Because the Required Roadway Improvements would to a large extent be needed whether or not the Development occurs, the Town has determined that full reimbursement of any costs incurred by the Owner/Developer for the construction of the Required Roadway Improvements is both appropriate and necessary. R. The reimbursements to the Owner/Developer provided pursuant to this Agreement are in- tended to reimburse the Owner/Developer for its out-of-pocket construction costs and contribu- tions and related interest and carrying costs for the Required Roadway Improvements, as de- scribed more specifically in this Agreement. AGREEMENT Now, TxEREFORE, in consideration of the mutual promises made in this Agreement, the Par- ties agree as follows: {00014953.DOC / 8} 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT -2- Regular Council Meeting -November 3, Zoos - ~~rlprsq to Resolution 2009-160 Article 1. Background 1.1. Incorporation of the Recitals. The foregoing Recitals are incorporated here by this refer- ence. 1.2. Proposed Uses. The Development is a retail center planned to accommodate a range of differing but complementary retail-related land uses on an integrated and master-planned basis. Overall, the Development will create substantial additional sales tax revenues for the Town, will assist in the creation or retention of jobs and will otherwise improve or enhance the economic welfare of the residents of the Town by bringing customers to the Development from the Town and surrounding communities. Exhibit B attached to this Agreement is a conceptual depiction of the master site plan for the Development. This master site plan will be updated in accordance with paragraph 2.3.2 below. 1.3. Definitions. The following definitions shall apply to this Agreement: 1.3.1. "Construction Sales Tax Revenues" mean those portions of the Town's transaction privilege taxes (currently 4%) generated pursuant to Section 8-415 or 8-416 of the Marana Tax Code from construction contracting or speculative builder activities occurring on the Property. 1.3.2. The "Development" is defined in recital B above and described in Exhibit B and in paragraph 1.2 above. 1.3.3. "Development Regulations" is defined in paragraph 2.1 below. 1.3.4. "Initial Development Plan" is defined in paragraph 2.3.1 below. 1.3.5. "Initial Minimum Improvements" is defined in paragraph 2.3.1 below. 1.3.6. "Interest" or "Interest Rate" means interest on the applicable obligation or sum (in- cluding the Total Reimbursement Amount) at the following rate per annum, compounded quarterly on the first day of each calendar quarter: 1.3.6.1. Five and a half percent (5.5%) if the Owner/Developer issues a notice to pro- ceed for the construction of the Required Roadway Improvements on or before December 31, 2012. 1.3.6.2. Five percent (5.0%) if the Owner/Developer issues a notice to proceed for the construction of the Required Roadway Improvements after December 31, 2012 but on or before December 31, 2013. 1.3.6.3. Four and a half percent (4.5%) if the Owner/Developer issues a notice to pro- ceed for the construction of the Required Roadway Improvements after December 31, 2013 but on or before December 31, 2014. 1.3.6.4. Four percent (4.0%) if the Owner/Developer issues a notice to proceed for the construction of the Required Roadway Improvements after December 31, 2014. If at any time the construction halts for six consecutive months for any reason other than "force majeure" (paragraph 7.27 below), the Interest Rate shall be decreased one-half percent (0.5%) for each six-month period the delay continues; provided, however, that the Interest Rate shall not be reduced below four percent (4.0%). {00014953.DOC / 8 } 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT -3- Regular Council Meeting -November 3, Zoos - ~~lyrA to Resolution 2009-160 1.3.7. The "Marana Mercantile Rezoning" is the rezoning for the Property, approved by the Town concurrently with the date of this Agreement pursuant to Ordinance No. 2009.20 (see recital C above), including all conditions and stipulations of rezoning and design guide- lines associated with it. 1.3.8. The "Owner/Developer" is defined in the introductory paragraph of this Agreement and in paragraph 2.6 below. 1.3.9. The "Property" is defined in recital A above and described in Exhibit A attached to this Agreement. 1.3.10. "Reimbursement Account" means a separate account within the Town's General Fund or accounted for by an appropriate book or ledger entry designation for the purpose of making Reimbursement Payments (see paragraph 4.4 below) 1.3.11. "Reimbursement Payments" is defined in paragraph 4.6 below. 1.3.12. "Required Roadway Improvements" means the design and construction of all of the following (subject to modification pursuant to Paragraphs 2.5 and 3.4 of this Agreement): 1.3.12.1. Marana Road as a two-lane curbed roadway with a continuous left-turn lane, sidewalk, and multi-use lanes (and with turn lanes and signalization as required by a Town-approved traffic impact analysis) from (but not including) the Marana Road/ Interstate 10 interchange to the western boundary of the Property. The location, align- ment, and elements of these Marana Road improvements shall be consistent with the north half of the anticipated ultimate six-lane future cross-section of Marana Road, as de- picted in the cross-section depicted in Exhibit C attached to this Agreement. The Marana Road improvements shall also include a transition from the western boundary of the Property to then-existing Marana Road to the west in as short a distance as feasible, as determined by the Town Engineer in the reasonable exercise of good engineering prac- tice. 1.3.12.2. Sandario Road as a two-lane curbed urban collector with a continuous left- turn lane, sidewalks, and multi-use lanes, consistent with the roadway cross-section de- picted in Exhibit D attached to this Agreement, from the new Marana Road improve- ments (paragraph 1.3.12.1 above) to then-existing Sandario Road, in as short a distance as feasible, as determined by the Town Engineer in the reasonable exercise of good engi- neering practice based on a Sandario Road design speed of 35 miles per hour. 1.3.12.3. Marana Main Street as a two-lane curbed urban collector with a continuous left-turn lane, sidewalks, and multi-use lanes, consistent with the roadway cross-section depicted in Exhibit D attached to this Agreement, connecting Marana Road to existing Sandario Road. The length of these Marana Main Street improvements is currently esti- mated to be 0.42 miles, but shall in any event be no more than 0.46 miles, measured along the Marana Main Street centerline. 1.3.12.4. signalization of the Interstate-10 off-ramps at Marana Road, if required by the Town-approved traffic impact analysis. 1.3.12.5. Any additional improvements to the foregoing roadways, to the extent agreed upon in writing by the Owner/Developer and the Town. {00014953.DOC / 8} 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT -4- Regular Council Meeting -November 3, Zoos - 1~I~IYf ~1 to Resolution 2009-160 1.3.13. "Required Roadway Improvement Costs" means all costs, expenses, fees and charges actually incurred and paid by or on behalf of Owner/Developer to contractors, archi- tects, engineers, surveyors, governmental agencies, other professionals and consultants, and other third parties for materials, labor, planning, design, engineering, surveying, site excava- tion and preparation, governmental permits and payments, payment and performance bonds, other professional services, and all other costs and expenses related or incidental to and rea- sonably necessary for, the acquisition, improvement, construction, installation, or provision of the Required Roadway Improvements, together with all costs associated with the acquisi- tion of lands, rights-of--way and easements either to be dedicated to the Town or upon which Required Roadway Improvements are to be constructed; provided, however, that Required Roadway Improvement Costs shall not include the value of right-of--way dedicated by Owner/Developer from the Property or any finance or interest costs incurred by Owner/ Developer in connection with the design and construction of the Required Roadway Im- provements. The term "Required Roadway Improvement Costs" shall also include one-fourth of the costs, expenses, fees and charges actually incurred and paid by or on behalf of Owner/Developer to contractors, architects, engineers, surveyors, governmental agencies, other professionals and consultants, and other third parties for materials, labor, planning, de- sign, engineering, surveying, site excavation and preparation, governmental permits and payments, payment and performance bonds, other professional services, and all other costs and expenses related or incidental to and reasonably necessary for, the acquisition, improve- ment, construction, installation, or provision of the Shoofly. To the extent that any adjoining property utilizes the Shoofly for public ingress or egress, the Town shall cause that adjoining property owner to reimburse the Owner/Developer for that adjoining property owner's pro- portionate share, as reasonably determined by the Town or if a private cost-sharing agree- ment has been recorded between the Owner/Developer and that adjoining property owner to the west, as set forth in such a recorded agreement, of the three-fourths of the Shoofly costs not included in the Required Roadway Improvement Costs. 1.3.14. "Sales Tax Revenues" means that portion of the Town's transaction privilege taxes (currently 2%) generated from the following activities occurring on the Property: 1.3.14.1. Amusements, exhibitions and similar activities pursuant to Section 8-410 of the Marana Tax Code. 1.3.14.2. Hotels pursuant to Section 8-444 of the Marana Tax Code. 1.3.14.3. Rentals pursuant to Section 8-445 of the Marana Tax Code. 1.3.14.4. Restaurants and bars pursuant to Section 8-455 of the Marana Tax Code. 1.3.14.5. Retail sales pursuant to Section 8-460 of the Marana Tax Code. References to sections of the existing Marana Tax Code shall include corresponding sec- tions of successor codes. 1.3.15. The "Shoofly" is a two-lane curbed roadway with a continuous left-turn lane/ median, consistent with the cross-section depicted in Exhibit E attached to this Agreement, connecting the Interstate-10 Frontage Road and the new Marana Road improvements (para- graph 1.3.12.1 above) and intersecting Marana Road directly across from Marana Main Street, open to and accessible by the traveling public for so long as the Town Engineer rea- {00014953.DOC / 8 } MARANA MERCANTILE DEVELOPMENT AGREEMENT -5- 10/6/2009 8:50 AM Regular Council Meeting -November 3, 2009 - Ppt,~~RFj1jt9A to Resolution 2009-160 sonably determines it is required for the safe operation of the Marana Road/Interstate-10 traf- fic interchange. The Owner/Developer shall dedicate a public easement to the Town for the Shoofly, reserving aone-foot no-access easement where the west edge of the Shoofly follows the western boundary of the Property. The one-foot no-access easement shall be waived when and to the extent the Town determines that access may be safely granted to an adjoin- ing property owner and provided that the adjoining property owner has paid its proportionate share of the Shoofly costs, as set forth in the last sentence of paragraph 1.3.13 above. The Shoofly public easement dedication shall revert to the Owner/Developer when the Shoofly is no longer open to and accessible by the traveling public as a result of the Town Engineer's reasonable determination that the Shoofly is no longer required for the safe operation of the Marana Road/Interstate-10 traffic interchange. 1.3.16. The "Total Reimbursement Amount" is defined in paragraph 4.1 below, and shall not exceed the Required Roadway Improvement Costs, plus Interest. Article 2. Development of the Property. 2.1. Development Regulations. The development of the Property shall be governed by the underlying zoning or land use designation and the standards provided for in the Marana Mercan- tile Rezoning, including the Owner/Developer's design and development standards and guide- lines, as clarified and supplemented by this Agreement. The Marana Development Code, includ- ing the written rules, regulations, substantive procedures, and policies relating to development of land, adopted or approved by the Mayor and Council (collectively the "Marana Development Code") in effect on the effective date of the Marana Mercantile Rezoning shall apply to the ex- tent not covered by the Marana Mercantile Rezoning or this Agreement. In the event of any ex- press conflict, the terms of this Agreement and the Marana Mercantile Rezoning shall control over the Marana Development Code. For purposes of this Agreement, the underlying zoning or land use designation shall mean full development, exclusive of voluntary limitations or restric- tions, under the controlling underlying zoning or land use designation included in the Marana Mercantile Rezoning, and if not so covered, under the Marana Development Code. Anything else in this Agreement to the contrary notwithstanding, the Town shall not apply any ordinances en- acted after the Effective Date of this Agreement which impose special limitations or restrictions on the development of single user retail facilities in excess of a certain size limitation (such as 100,000 square feet or more of retail space) for retail facilities on the Property. The immediately preceding sentence shall terminate on the tenth anniversary of the Effective Date of this Agree- ment. The requirements of this paragraph are collectively referred to as the "Development Regu- lations." 2.2. Development Review. The Property shall be developed in a manner consistent with the Development Regulations and this Agreement, which together establish the basic land uses, and the densities, intensities and development regulations that apply to the land uses authorized for the Property. Upon the Owner/Developer's compliance with the applicable development review and approval procedures and substantive requirements of the Development Regulations, the Town agrees to issue such permits or approvals for the Development as may be requested by the Owner/Developer. 2.3. Initial Development Plan. As a condition precedent to the Owner/Developer's right to receive and the Town's obligation to make Reimbursement Payments under Article 4 of this {00014953.DOC / 8; 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT -6- Regular Council Meeting -November 3, 2009 - P~~Fj'1j19~ to Resolution 2009-160 Agreement, and not as a separate obligation, the Owner/Developer shall prepare and submit to the Town the following: 2.3.1. A development plan (the "Initial Development Plan") for the initial construction of the Development, consisting of at least 100,000 square feet of retail building space and re- lated parking,. supporting infrastructure and amenities (the "Initial Minimum Improve- ments"). 2.3.2. An updated revised conceptual master site plan for the entire Development. 2.4. Minimum Construction Obli ag tion. As a condition precedent to the Owner/Developer's right to receive and the Town's obligation to make Reimbursement Payments under Article 4 of this Agreement, and not as a separate contractual obligation, the Owner/Developer shall obtain building permits for and begin construction of the Initial Minimum Improvements in a manner consistent with the Initial Development Plan. 2.5. Marana Main Street Ri>?ht-of-Way Acquisition. The Town agrees to timely begin and diligently pursue the acquisition of all right-of--way (the "Marana Main ROW") needed for the construction of the Marana Main Street improvements (the "Marana Main Improvements") from Marana Road to Sandario Road (see subparagraph 1.3.12.3 above). If the Town fails to acquire the Marana Main ROW by the time the Owner/Developer begins actual physical construction of the Initial Minimum Improvements, the Marana Main Improvements shall be permanently de- leted from the definition of Required Roadway Improvements, and shall not be required to be constructed by the Owner/Developer; provided, however, that the Owner/Developer shall, at least 180 days prior to actual physical construction of the Initial Minimum Improvements, give the Town written notice of the date Owner/Developer plans to begin actual physical construction of the Initial Minimum Improvements. 2.6. Effect of Sale of a Portion of the Property. The Owner/Developer anticipates that it will sell a portion of the Property to a third party soon after this Agreement is executed, and in any event before the obligations of the Owner/Developer under this Agreement are satisfied. Upon that event: 2.6.1. For purposes of the performance of the Owner/Developer's obligations relating to the Required Roadway Improvements and the Shoofly, the term "Owner/Developer" shall jointly and severally include each and every owner of any portion of the Property. 2.6.2. For purposes of entitlement to receive Reimbursement Payments under Article 4 of this Agreement, the "Owner/Developer" shall mean that owner of any portion of the Property who incurs all or a portion of the Required Roadway Improvement Costs. Article 3. Construction of the Required Roadway Improvements and the Shoofly 3.1. Timing of Construction of Required Roadway Improvements and the Shoofly. Construc- tion of the Required Roadway Improvements and the Shoofly must be substantially complete before the Town issues a certificate of occupancy for any structure on the Property. The Town's right to withhold certificates of occupancy is a contract right granted by this Agreement, and is granted notwithstanding any right of the Owner/Developer or its successors in interest to receive certificates of occupancy pursuant to the Marana building codes. {00014953.DOC / 8} 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT -7- Regular Council Meeting -November 3, Zoos - A'7~1~~4 to Resolution 2009-160 3.2. Owner/Developer's Public Roadwa~provement Obli atg ions. The Town shall not re- quire the Owner/Developer to construct, provide funding for, or contribute land at no cost for any public roadway improvements other than the Required Roadway Improvements and the Shoofly. 3.3. Required Roadway Im~royements Construction and Reimbursement. In satisfaction of the Owner/Developer's public roadway improvement obligations under the Marana Mercantile Rezoning and as a condition precedent to receiving Reimbursement Payments under Article 4 of this Agreement, the Owner/Developer shall, in conjunction with its construction of the Devel- opment and in accordance with the State of Arizona and the Town public infrastructure construc- tion procurement laws and procedures: 3.3.1. Design and construct the Required Roadway Improvements and the Shoofly; and 3.3.2. Pay all Required Roadway Improvement Costs as they become due. 3.4. Effect of Prior Construction. The Owner/Developer shall not be required to construct the Required Roadway Improvements and the Shoofly (or the Shoofly's functional equivalent) if they are under construction by the Town or some other entity before the Owner/Developer ob- tains building permits for construction of the Initial Minimum Improvements. However, since the purpose of this Agreement is to facilitate repayment of the Owner/Developer for costs associated with Owner/Developer's construction of the Required Roadway Improvements and the Shoofly, this Agreement shall terminate if and when all of the Required Roadway Improvements and the Shoofly (or the Shoofly's functional equivalent) are completed by anyone other than the Owner/Developer (see paragraph 7.1 below). If some, but not all, of the Required Roadway Im- provements and the Shoofly (or the Shoofly's functional equivalent) are under construction by the Town or some entity other than the Owner/Developer, the remainder of the Required Road- way Improvements and the Shoofly, as they may be modified pursuant to the next sentence, shall be constructed by the Owner/Developer. In that event, the Town shall be authorized to expand or realign the Required Roadway Improvements and/or the Shoofly to the extent reasonably neces- sary to accommodate additional capacity and alignment considerations directly attributable to the Development, taking into consideration other then-existing development, if any. 3.5. Other Arizona Department of Transportation Requirements. The Arizona Department of Transportation (ADOT) controls and issues permits for all roadway construction, modification, and access affecting Interstate 10 and the Interstate 10 frontage roads. To the extent ADOT ac- cess or improvement requirements exceed or are inconsistent with the Required Roadway Im- provements and Shoofly, representatives of the Parties shall meet in good faith to modify this Agreement to address ADOT infrastructure improvement requirements imposed as a condition of issuing an ADOT permit for the Shoofly and for the Required Roadway Improvements affected by the ADOT infrastructure requirements, or for the modification of the Shoofly or the Required Roadway Improvements as necessary to obtain an ADOT permit. Except as addressed in an amendment to this Agreement, the Town shall not be responsible to pay for the cost of new or modified roadway infrastructure required by ADOT permit and resulting from construction of the Development. 3.6. Town Review and Approval of Plans. Except as expressly provided in this Agreement, the development and construction of the Required Roadway Improvements is subject to the {00014953.DOC / 8} 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT -g- Regular Council Meeting -November 3, Zoos - l~~l~'~9A to Resolution 2009-160 Town's normal plan submittal, review and approval procedures and construction inspection re- quirements. Article 4. Town Reimbursement to Owner/Developer 4.1. Total Reimbursement Amount. The Town shall make Reimbursement Payments to the Owner/Developer for the Owner/Developer's Required Roadway Improvement Costs plus Inter- est (collectively, the "Total Reimbursement Amount"). 4.2. Accrual of Interest. From and after the commencement of construction of the Required Roadway Improvements, Interest shall accrue on any unreimbursed portion of the Total Reim- bursement Amount at the Interest Rate. If a period of two years lapses between the commence- ment of construction of the Required Roadway Improvements and the Town's first reimburse- ment payment to the Owner/Developer pursuant to paragraph 4.6 below, Interest shall be tolled and shall not accrue from the first day after the two-year period until the date of the Town's first reimbursement payment to the Owner/Developer pursuant to paragraph 4.6 below, when it shall again begin accruing on any then-remaining unreimbursed portion of the Total Reimbursement Amount. Accrued Interest on the Total Reimbursement Amount shall be a portion of the Reim- bursement Payments in paragraph 4.6 below. 4.3. Owner/Developer's Quarterly Statement of Costs. The Owner/Developer shall submit to the Town a quarterly statement showing the actual construction costs incurred and contributions paid to date for the Required Roadway Improvements. The Owner/Developer shall provide the Town with invoices or other backup information reasonably requested by the Town to confirm the accuracy of the Owner/Developer's quarterly statement of costs and contributions. 4.4. Reimbursement Account. The Town shall deposit into the Reimbursement Account 45% of the Sales Tax Revenues (see paragraph 1.3.14 above) and 75% of the Construction Sales Tax Revenues (see paragraph 1.3.1 above) as they are received from the Arizona Department of Revenue, beginning with the first such revenues generated from the Property and ending upon the earlier of the following: 4.4.1. The expiration of this Agreement. 4.4.2. When the Town has fully reimbursed the Owner/Developer for the Required Roadway Improvement Costs. Funds in the Reimbursement Account shall be reimbursed to the Owner/Developer pursuant to paragraph 4.6 below. 4.5. Reimbursement from Other Sources If the Town receives any reimbursement (individu- ally or collectively, a "Third Party Reimbursement") for any portion of the Required Roadway Improvement Costs from any third party (by way of example, from any improvement district, capital improvement project, any other benefitted landowner, etc.), then the Town shall immedi- ately deposit such Third Parry Reimbursement into the Reimbursement Account for distribution to Owner/Developer in accordance with the provisions of paragraph 4.6 below. 4.6. Reimbursement Payments. The Town shall pay to the Owner/Developer within the first 45 days of each calendar quarter all funds in the Reimbursement Account ("Reimbursement Payments"), beginning the first calendar quarter after the later of (i) Town's issuance of the cer- tificate of occupancy for any combination of buildings that are constructed as part of and satisfy {00014953.DOC / 8 } 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT -9- Regular Council Meeting -November 3, 2009 - P~RFjpt~q to Resolution 2009-160 the requirement for the Initial Minimum Improvements as shown on the Initial Development Plan (see paragraph 2.3.1 above) or (ii) the Owner/Developer's satisfaction of all conditions precedent to receiving Reimbursement Payments as set forth in this Agreement. Any funds ac- crued in the Reimbursement Account but not yet disbursed to the Owner/Developer upon the ex- piration of this Agreement shall be paid to Owner/Developer within thirty days after the expira- tion of this Agreement. Reimbursement Payments shall be deemed to be made first on account of accrued and unpaid Interest and then on account of unreimbursed Required Roadway Improve- ment Costs. 4.7. Owner/Developer Audit. Not more than once each calendar year, the Owner/Developer may, at its own cost, audit Town sales tax returns and other appropriate financial records of the Town to assure prompt and accurate deposit into the Reimbursement Account of all revenues as required pursuant to this Agreement. 4.8. Annual Report. Within 45 days following the end of each Town fiscal year, the Town shall deliver to the Owner/Developer areport of all Sales Tax Revenues generated by or attribut- able to the Development which have been utilized by the Town in determining the amount de- posited into the Reimbursement Account. 4.9. Limitations. During the Term of this Agreement, the Town shall not enter into any agreement or transaction which impairs the rights of Owner/Developer under this Agreement, including, without limitation, the right to receive the Reimbursement Payments and the proceeds of the Reimbursement Account in accordance with the procedures established in this Agreement. 4.10. Multiple Business Locations and Contractors: Release of Tax Information. Since con- tractors report their transaction privilege taxes on the basis of revenues for all construction work throughout the Town and since some businesses with multiple locations in the Town report their transaction privilege taxes on the basis of revenues for all their locations in the Town, rather than separately for each location, Owner/Developer shall require each such contractor to separately report transaction privilege taxes for construction activities occurring on the Property and shall require each such business to separately report transaction privilege taxes for transactions at its business located in the Development. The Owner/Developer shall exercise reasonable efforts to obtain from each such contractor and business a consent to release of tax information in a form reasonably acceptable to the Town. If the separate report required by this paragraph is not pro- vided to the Town, the Town shall make a reasonable estimate of the Sales Tax Revenues de- rived from the Development based on all information available to the Town, including informa- tion provided by the Owner/Developer, and the good faith certification by the Town's Finance Director shall be considered final and binding upon the Owner/Developer. The final certification of the Town's Finance Director shall be subject to all applicable laws that may prohibit or limit the dissemination or use of transaction privilege tax and related information. Article 5. Owner/Developer's Payment of Development Impact Fees 5.1. Water Impact Fees. The only Town development impact fees adopted by the Town pur- suant to A.R.S. § 9-463.05 and currently applicable to the Development are the Gravity Storage and Renewable Water Resource Fee and the Water System Infrastructure Impact Fee, adopted by Marana Ordinance No. 2005.25. {00014953.DOC / 8 } 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT -10- Regular Council Meeting -November 3, Zoos - i~gBrlpt ~4 to Resolution 2009-160 5.2. Other Impact Fees. Except as specifically provided in the first sentence of paragraph 5.1 above, no surcharge, development fees or impact fees, exactions or impositions of any kind whatsoever for water, sewer, utilities, streets or other transportation systems, parks, preserves, storm sewers, flood control, public safety or other public services or any other infrastructure cost or expense shall be chargeable to the Owner/Developer or to any owner, lessee or occupant of the Development within the first 42 months after the Effective Date of this Agreement. Article 6. Cooperation and Alternative Dispute Resolution. 6.1. Appointment of Representatives. To further the commitment of the Parties to cooperate in the progress of the Development, the Town and the Owner/Developer each shall designate and appoint a representative to act as a liaison between the Town and its various departments and the Owner/Developer. The initial representative for the Town (the "Town Representative") shall be the Planning Director, and the initial representative for the Owner/Developer shall be Gary El- bogen or a replacement to be selected by the Owner/Developer. The representatives shall be available at all reasonable times to discuss and review the performance of the Parties to this Agreement and the development of the Property. 6.2. Non-Performance; Remedies. If either Party does not perform under this Agreement (the "Non-Performing Party") with respect to any of that Party's obligations under this Agreement, the other Party (the "Demanding Party") shall be entitled to give written notice in the manner prescribed in paragraph 7.29 below to the Non-Performing Party, which notice shall state the na- ture of the non-performance claimed and make demand that such non-performance be corrected. The Non-Performing Party shall then have (i) twenty days from the date of the notice within which to correct the non-performance if it can reasonably be corrected by the payment of money, or (ii) thirty days from the date of the notice to cure the non-performance if action other than the payment of money is reasonably required, or if the non-monetary non-performance cannot rea- sonably be cured within thirty days, then such longer period as may be reasonably required, pro- vided and so long as the cure is promptly commenced within thirty days and thereafter diligently prosecuted to completion. If any non-performance is not cured within the applicable time period set forth in this paragraph, then the Demanding Party shall be entitled to begin the mediation and arbitration proceedings set forth in this Article. The Parties agree that due to the size, nature and scope of the Development, and due to the fact that it may not be practical or possible to restore the Property to its condition prior to Owner/Developer's development and improvement work, once implementation of this Agreement has begun, money damages and remedies at law will likely be inadequate and that specific performance will likely be appropriate for the non- performance of a covenant contained in this Agreement. This paragraph shall not limit any con- tract or other rights, remedies, or causes of action that either Party may have at law or in equity. 6.3. Mediation.. If there is a dispute under this Agreement which the Parties cannot resolve between themselves, the Parties agree that there shall be a forty-five day moratorium on arbitra- tion during which time the Parties agree to attempt to settle the dispute by nonbinding mediation before commencement of arbitration. The mediation shall be held under the commercial media- tion rules of the American Arbitration Association. The matter in dispute shall be submitted to a mediator mutually selected by Owner/Developer and the Town. If the Parties cannot agree upon the selection of a mediator within seven days, then within three days thereafter the Town and the Owner/Developer shall request the presiding judge of the Superior Court in and for the County of Pima, State of Arizona, to appoint an independent mediator. The mediator selected shall have {00014953.DOC / 8 } 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT - 11 - Regular Council Meeting -November 3, Zoos - 1~1'Y~In~1 to Resolution 2009-160 at least five years' experience in mediating or arbitrating disputes relating to real estate develop- ment. The cost of any such mediation shall be divided equally between the Town and the Owner/Developer. The results of the mediation shall be nonbinding on the Parties, and any Party shall be free to initiate arbitration after the moratorium. 6.4. Arbitration. After mediation, as provided for in this Article, any dispute, controversy, claim or cause of action arising out of or relating to this Agreement shall be settled by submis- sion of the matter by both Parties to binding arbitration in accordance with the rules of the American Arbitration Association and the Arizona Uniform Arbitration Act, A.R.S. § 12-501 et seq., and judgment upon the award rendered by the arbitrator(s) may be entered in a court having jurisdiction. Article 7. General Terms and Conditions. 7.1. Term. This Agreement shall become effective upon its execution by all the Parties and the effective date of the resolution or action of the Town Council approving this Agreement (the "Effective Date"). The term of this Agreement shall begin on the Effective Date and, unless sooner terminated by the mutual consent of the Parties, shall automatically terminate and shall thereafter be void for all purposes on the earliest of the following: (a) when construction of all of the Required Roadway Improvements is completed by an entity other than the Owner/Developer (see paragraph 3.4 above), (b) when the total amount of all Reimbursement Payments (see para- graph 4.6 above) equals the Required Roadway Improvement Costs plus Interest or (c) on De- cember 31 immediately following the twentieth anniversary of the Effective Date. If the Parties determine that a longer period is necessary for any reason, the term of this Agreement may be extended by written agreement of the Parties. 7.2. Waiver. No delay in exercising any right or remedy shall constitute a waiver of that right or remedy, and no waiver by the Town or the Owner/Developer of the non-performance of any covenant of this Agreement shall be construed as a waiver of any preceding or succeeding breach of the same or any other covenant or condition of this Agreement. 7.3. Attorney's Fees. If any Party brings a lawsuit against any other Party to enforce any of the terms, covenants or conditions of this Agreement, or by reason of any non-performance of this Agreement, the prevailing Party shall be paid all reasonable costs and reasonable attorneys' fees by the other Party, in an amount determined by the court and not by the jury. Nothing in the use of the word "lawsuit" in the preceding sentence shall constitute a waiver of paragraph 6.4 above, requiring disputes to be resolved by binding arbitration. 7.4. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The signature pages from one or more counterparts may be removed from the coun- terparts and attached to a single instrument so that the signatures of all Parties may be physically attached to a single document. 7.5. Headin;?s. The descriptive headings of this Agreement are intended to be used to assist in interpreting the meaning and construction of the provisions of this Agreement. 7.6. Recitals. The recitals set forth at the beginning of this Agreement are hereby acknowl- edged, confirmed to be accurate and incorporated here by reference. {00014953.DOC / 8; 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT -12- Regular Council Meeting -November 3, Zoos - 1~~1r~4 to Resolution 2009-160 7.7. Exhibits. Any exhibit attached to this Agreement shall be deemed to have been incorpo- rated in this Agreement by reference with the same force and effect as if fully set forth in the body of this Agreement. 7.8. Further Acts. Each of the Parties shall execute and deliver all documents and perform all acts as reasonably necessary, from time to time, to carry out the matter contemplated by this Agreement. Without limiting the generality of the foregoing, the Town shall cooperate in good faith and process promptly any requests and applications for plat or permit approvals or revi- sions, and other necessary approvals relating to the Development. 7.9. Time Essence. Time is of the essence of each and every obligation by the Town and Owner/Developer under this Agreement. 7.10. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the Parties pursuant to A.R.S. § 9-500.05 (D). Owner/Developer shall retain the right to receive Reimbursement Payments as provided by para- graph 4.6 of this Agreement regardless of the status of title or ownership of any or all of the Property unless Owner/Developer expressly assigns its rights to receive the Reimbursement Payments. No assignment, however, shall relieve either party of its obligations under this Agreement, except that an assignment by Owner/Developer in connection with the transfer of title to the Property shall relieve Owner/Developer of its obligations under this Agreement if the transferee agrees to be fully bound by the provisions of this Agreement. Any assignment by Owner/Developer shall be subject to the approval of the Town, which shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, Owner/Developer may, without the Town's consent, wholly or partially assign this Agreement to: (a) any Affiliate of Owner/Developer, or any entity in which Owner/Developer or an Affiliate of Owner/Developer is a managing member or managing partner or (b) any entity in which DTRI, L.L.C. oY DESERT TROON, LIMITED, L.L.C. are owners; or (c) any entity which owns a parcel in the Project containing a building of at least 50,000 square feet. As used in this paragraph, the term "Affiliate" means any entity under com- mon control with Owner/Developer. After assignment of rights as provided in this paragraph, the assignee shall receive the right to Reimbursement Payments under Article 4 of this Agreement to the extent of the assignment. 7.11. No Title Encumbrance. Notwithstanding the fact that this Agreement is being recorded in the Official Records of Pima County, it is intended that this Agreement shall not be an encum- brance upon the title of any person or entity purchasing or owning a portion of the Property, and that the terms and conditions of the Agreement are not covenants running with the land and that no person or entity is bound by (or entitled to) the burdens and benefits of this Agreement unless the burdens are expressly assumed by or the benefits are expressly assigned to that person or en- tity. 7.12. Lender Provisions. Notwithstanding paragraph 7.10 above, the Town is aware that fi- nancing for development, construction, and operation of the Development may be provided, in whole or in part, from time to time, by one or more third parties (collectively, "Lender"), and that Lender may request a collateral assignment of this Agreement as part of its collateral for its loan to Owner/Developer. The Town agrees that such collateral assignments are permissible without the consent of the Town. In the event of non-performance by Owner/Developer, the Town shall provide notice of non-performance to any Lender previously identified in writing to {00014953.DOC / 8} 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT -13- Regular Council Meeting -November 3, Zoos - 1~'~1''n~4 to Resolution 2009-160 the Town at the same time notice is provided to Owner/Developer. If a Lender is permitted under the terms of its agreement with Owner/Developer to cure the non-performance and/or to assume Owner/Developer's position with respect to this Agreement, the Town agrees to recognize the rights of Lender and to otherwise permit Lender to assume such rights and obligations of Owner/Developer under this Agreement. Nothing contained in this Agreement shall be deemed to prohibit, restrict, or limit in any way the right of a Lender to take title to all or any portion of the Property, pursuant to a foreclosure proceeding, trustee's sale, or deed in lieu of foreclosure. The Town shall, at any time upon request by Owner/Developer or Lender, provide to any Lender an estoppel certificate, acknowledgement of collateral assignment, or other document evidencing that this Agreement is in full force and effect, that it has not been amended or modified (or, if appropriate, specifying the amendment or modification), and that no non-performance by Owner/Developer exists under this Agreement (or, if appropriate, specifying the nature and dura- tion of any existing non-performance) and certifying to such other matters reasonably requested by Owner/Developer or Lender. Upon request by a Lender, the Town will enter into a separate assumption or similar agreement with the Lender consistent with the provisions of this para- graph. 7.13. No Partnership. It is not intended by this Agreement to, and nothing contained in this Agreement shall, create any partnership, joint venture or other arrangement between the Owner/Developer and the Town. 7.14. Third Party Beneficiaries. No term or provision of this Agreement is intended to, or shall be for the benefit of any person, firm, organization or corporation not a party to this Agreement, and no such other person, firm, organization or corporation shall have any right or cause of action under this Agreement. Except as provided in paragraph 7.12 of this Agreement, this Agreement is made and entered into for the sole protection and benefit of the Parties and their permitted assigns, and no person other than the Parties and their permitted assigns shall have any right of action based upon any provision of this Agreement. 7.15. Other Instruments. Each Party shall, promptly upon the request of the other, have ac- knowledged and delivered to the other any and all further instruments and assurances reasonably request or appropriate to evidence or give effect to the provisions of this Agreement. 7.16. Imposition of Duty Law. This Agreement does not relieve any Party of any obliga- tion or responsibility imposed upon it by law. 7.17. Entire Agreement. This Agreement, including the attached exhibits, constitutes the en- tire agreement between the Parties pertaining to the subject matter of this Agreement. All prior and contemporaneous agreements, representation and understanding of the Parties, oral or writ- ten, are hereby superseded and merged in this Agreement. 7.18. Amendments. No change or addition shall be made to this Agreement except by a writ- ten amendment executed by the Parties. The Parties agree to cooperate and in good faith pursue any amendments to this Agreement that are reasonably necessary to accomplish the goals ex- pressed in the final plats or development plans governing the Property and Marana Mercantile Rezoning as amended and superseded by this Agreement. Within ten days after any amendment to this Agreement, it shall be recorded in the office of the Pima County Recorder by and at the expense of the Party requesting the amendment. {00014953.DOC / 8 } 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT -14- Regular Council Meeting -November 3, Zoos - 1~1~1 n~1 to Resolution 2009-160 7.19. Names and Plans. Subject to customary reservations by the architects and other design professionals of copyrights. to plans and specifications, the Owner/Developer shall be the sole owner of all names, titles, plans, drawings, specifications, ideas, programs, ideas, designs, and work products of every nature at any time developed, formulated or prepared by or at the in- stance of the Owner/Developer in connection with the Property or any plans; provided, however, that in connection with any conveyance of portions of the infrastructure as provided in this Agreement such rights pertaining to the portions of the infrastructure so conveyed shall be as- signed to the extent that such rights are assignable, to the appropriate governmental authority. 7.20. Good Standing; Authority. The Owner/Developer represents and warrants to the Town that it is duly formed and validly existing under the laws of the state of Arizona and is authorized to do business in the state of Arizona. The Town represents and warrants to the Owner/Developer that it is an Arizona municipal corporation with authority to enter into this Agreement under applicable state laws. Each Party represents and warrants that the individual executing this Agreement on its behalf is authorized and empowered to bind the Party on whose behalf each such individual is signing. 7.21. 5everability. If any provision of this Agreement is declared illegal, invalid or unen- forceable, in whole or in part, under present or future laws, it shall be severed from the remainder of this Agreement, which shall otherwise remain in full force and effect. In lieu of the illegal, invalid or unenforceable provision, there shall be added automatically as part of this Agreement a provision as similar in terms to the illegal, invalid, or unenforceable provisions as may be pos- sible and still be legal, valid, and enforceable, and this Agreement shall be deemed reformed ac- cordingly. Without limiting the generality of the foregoing, if all or any portion of the payments required by the terms of this Agreement are determined, by a court of competent jurisdiction in a final non-appealable judgment, to be contrary to public policy or otherwise precluded, the parties shall utilize their reasonable, best efforts to promptly restructure and/or amend this Agreement, or to enter into a new agreement to afford the Owner/Developer the economic benefits of this Agreement in light of the benefits to the Town. 7.22. Governing Law. This Agreement is entered into in Arizona and shall be construed and interpreted under the laws of Arizona, and the Parties agree that any litigation or arbitration shall take place in Pima County, Arizona. Nothing in the use of the word "litigation" in the preceding sentence shall constitute a waiver of paragraph 6.4 above, requiring disputes to be resolved by binding arbitration. 7.23. Interpretation. This Agreement has been negotiated by the Town and the Owner/Developer, and no Party shall be deemed to have drafted this Agreement for purposes of construing any portion of this Agreement for or against any Party. 7.24. Recordation. The Town shall record this Agreement in its entirety in the office of the Pima County Recorder no later than ten days after it has been executed by the Town and the Owner/Developer. 7.25. No Owner/Developer Representations. Nothing contained in this Agreement shall be deemed to obligate the Town or the Owner/Developer to commence or complete any part or all of the development of the Property. {00014953.DOC / 8} 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT - 1S - Regular Council Meeting -November 3, zoos - i~~lyrsq to Resolution 2009-160 7.26. Approval If any Party is required pursuant to this Agreement to give its prior written approval, consent or permission, such approval, consent or permission shall not be unreasonably withheld or delayed. 7.27. Force Majeure. If any Party shall be unable to observe or perform any covenant or con- dition of this Agreement by reason of "force majeure," then the failure to observe or perform such covenant or condition shall not constitute an event of non-performance under this Agree- ment so long as such Party shall use its commercially reasonable efforts to remedy with all rea- sonable dispatch the event or condition causing such inability and such event or condition can be cured within a reasonable amount of time. "Force majeure" as used in this paragraph means any condition or event not reasonably within the control of such Party, including without limitation, "acts of God," strikes, lock-outs, or other disturbances of employer/employee relations; acts of public enemies; orders or restraints of any kind of government of the United States or any state or subdivision thereof or any of their departments, agencies, or officials, or of any civil or mili- tary authority; insurrection; civil disturbances; riots; epidemics; landslides; lightning; earth- quakes; subsidence; fires; hurricanes; storms; droughts; floods; arrests, restraints of government and of people; explosions; and partial or entire failure of utilities. Failure to settle strikes, lock- outs and other disturbances of employer/employee relations or to settle legal or administrative proceedings by acceding to the demands of the opposing party or parties, in either case when such course is, in the judgment of such Party, unfavorable to a Party shall not constitute failure to use its best efforts to remedy such a condition. 7.28. Conflict of Interest. This Agreement is subject to A.R.S. § 38-511, which provides for cancellation of contracts in certain instances involving conflicts of interest. 7.29. Notices and Filings. All notices, filings, consents, approvals and other communications provided for in or given in connection with this Agreement shall be validly given, filed, made, transmitted or served if in writing and delivered personally, sent via overnight national courier, or sent by registered or certified United States mail, postage prepaid, if to (or to such other ad- dresses as any Party may from time to time designate in writing and deliver in a like manner): To the Town: Town Manager Town of Marana Marana Municipal Complex 11555 West Civic Center Drive, A3 Marana, Arizona 85653 To Owner/Developer: DTD-Devco 10, L.L.C. C/o DESERT TROON COMPANIES. 17207 N. Perimeter Drive, Suite 200 Scottsdale, Arizona 85255 Attn: Legal Department with a copy to: CHESTER & SHEIK, P.C. 8777 North Gainey Center Drive, Suite 191 Scottsdale, Arizona 85258 Attn: David Shein, Esq. [Remainder of page intentionally left blank.] {00014953.DOC / 8 } 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT -16- Regular Council Meeting -November 3, 2009 - P~Bfj'1jts~ to Resolution 2009-160 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the last date set forth below their representatives' respective signatures. TowN: THE TOWN OF MARANA, an Arizona municipal corporation By: Ed Honea, Mayor Date: ATTEST: Jocelyn C. Bronson, Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney STATE OF ARIZONA) Ss County of Maricopa ) O WNER/DEVELOPER: DTD-DEVCO 10, L.L.C., an Arizona limited liability company By: DTR1, L.L.C., an Arizona limited liability company, Manager By: Gary S. Elbogen, Authorized Agent Date: The foregoing instrument was acknowledged before me on October _, 2009, by Gary S. Elbogen, the Authorized Agent of DTRI, L.L.C., an Arizona limited liability company, Manager of DTD-DEVCO 10, L.L.C., an Arizona limited liability company, on behalf of the company. My commission expires: Notary Public {00014953.DOC / 8 } MARANA MERCANTILE DEVELOPMENT AGREEMENT -17- 10/6/2009 8:50 AM Regular Council Meeting -November 3, Zoos - 1~I~lYt~1 to Resolution 2009-160 LIST of ExxIBITS A. Legal description of the Property B. Conceptual description of the master site plan for the Development C. Typical cross-section for the Marana Road improvements D. Typical cross-section for Sandario Road connection and Marana Main Street (standard cross-section for atwo-lane urban collector with a continuous left-turn lane) E. Typical cross-section for the Shoofly {00014953.DOC / 8} MARANA MERCANTILE DEVELOPMENT AGREEMENT ExxtsIT LIST -18- Regular Council Meeting -November 3, Zoos - ~1~~1'lnA to Resolution 2009-160 10/6/2009 8:50 AM ExxIBIT A Legal description of the Property PARCEL ONE That portion of the East half of the Northeast quarter Section 21 Town-ship 11 South Range 11 East, Gila and Salt River Base and Meridian, Pima County, Arizona, described as follows, to wit: Commencing at a point on the east line of said Section, distant 1744 feet southerly from the corner common to Sections 15, 16, 21 and 22, in said Township and Range; Thence North 49° 36 'West 403.00 feet to a point; Thence West 93 feet to a point; Thence South 668 feet to a point; Thence East 400 feet to the east line of said Section 21; Thence Northerly along the east line of said Section 21, a distance of 407 feet to the. place of beginning. EXCEPTING THEREFROM that portion lying within boundaries of the Interstate 10 (also known as the Tucson-Casa Grande Highway, also known as the Tucson-Picacho Highway), as it now exists, shown on those certain A.D.O.T. plans dated September 6, 1960, Project No. I-10-4 (26) 231 and in Pima County, Project F.I.94 according to the map thereof filed for record in the office of the County Recorder of Pima County, Arizona on June 6, 1950, Instrument #17973. PARCEL TWO That portion of the Northeast quarter of Section 21 Township 11 South Range 11 East, Gila and Salt River Base and Meridian, Pima County, Arizona described as follows: All of the East 847 feet of the East half of the Northeast quarter of Section 21 lying South of the Southwest right of way line Interstate 10 (also known as Tucson-Casa Grande Highway, also known as the Tucson-Picacho High- way), as it now exists, shown on those certain A.D.O.T. plans dated September 6, 1960, Project I-10-4 (26) 231 and in Pima County, Project F.I. 94 according to the map thereof filed for record in the office of the County Recorder in Pima County, Arizona on June 6, 1950, Instrument # 17973. EXCEPTING THEREFROM that portion lying within Trico Marana Road as estabilished as Road No. 144 on Decem- ber 6, 1926, by the Pima County Board of Supervisors. FURTHER EXCEPTING THEREFROM that parcel conveyed to Western Cotton Oil Co. By Deed dated November 10, 1950 and recorded November 16, 1950 in Docket 300 at page 540; FURTHER EXCEPTING THEREFROM that portion conveyed to the State of Arizona by and through its Department of Transportation by Warranty Deed dated De-cember 8, 1992 recorded Mayl 1, 1993 in Docket 9539 at page 369. PARCEL THREE The West 533 feet of the East 1380 feet of that portion of the North-east quarter of Section 21 Township 11 South Range 11 East, Gila and Salt River Base and Meridian, Pima County, Ari- zona, lying South of the southwesterly right of way line on Interstate 10 (also known as the Tucson-Casa Grande Highway, also known as the Tucson-Picacho Highway) as it now exists, shown in those certain A.D.O.T. plans dated September 6, 1960, Project No.I-10-4 (26) 231 and in Pima County, Project F.I. 94 ac-cording to the map thereof filed for record in the office of the County Recorder of Pima County, Ari- zona on June 6, 1950, Instrument #17973 EXCEPTING THEREFROM that portion lying within Trico Marana Road as established as Road No. 144 on December 6, 1926 by the Pima County Board Supervi- sors. PARCEL FOUR That part of the West 300 feet of the East 1680 feet of the Northeast quarter of Section 21 Township 11 South Range 11 East, Gila and Salt River Base and Meridian, Pima County, Arizona ly- ing South and West of the southwesterly right of way line of Interstate 10 (also known as the Tucson- Casa Grande Highway, also known as the Tucson-Picacho Highway) as it now exists, shown on those certain A.D.O.T, plans dated September 6, 1960, Project No. I-10-4 (26) 231 and in Pima County Project F.I. 94 according to the map thereof filed for record in the office of the County Recorder in Pi-ma County, Arizona on June 6, 1950, Instrument #17973 EXCEPTING THEREFROM that portion lying within Trico Marana as established as Road No. 144 on December 6, 1926 by the Pima County Board of Supervisors. {00014953.DOC / 8} 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT EXxIBIT A Regular Council Meeting -November 3, Zoos - ~~lyr~q to Resolution 2009-160 EXHIBIT B Conceptual depiction of the master site plan for the Development Er, ~'~ ~` ~ ~ . ,~ r' \ ~~ ~/~ f ti ! ~ ~ . i ~ ~ , r ,: , ;~ ~ i` ~..__-_' -.`. .\ ~~\ i ~~ , r -..,,; ~ j `,. ~ r ~. {00014953.DOC / 8} 10/6/2009 8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT ExxISIT B Regular Council Meeting -November 3, Zoos - I~~IYr~I to Resolution 2009-160 EXHIBIT C Typical cross-section for the Marana Road improvements {00014953.DOC / 8 } MARANA MERCANTILE DEVELOPMENT AGREEMENT EXHIBIT C 10/6/2009 8:50 AM Regular Council Meeting -November 3, Zoos - t~~p~lyt~q to Resolution 2009-160 ~ ~~ z4 <_ 0 om a ~ it i L-' ^ U s x '`~ I ~~ L -- - '~ --- - m ,. ~ x y_ c W ~ N ~ = ~~ N r w N 0 O ~ S ~~ (fl Q. ~ W ~ ~ z ~ _- wg _-_ _ N " ~z 2¢ M N OF ~ ~ C C ~ 1 ~ g ~1 ~ Z EXHIBIT D Typical cross-section for Sandario Road connection and Marana Main Street (standard cross-section for atwo-lane urban collector with a continuous left-turn lane) {00014953.DOC / 8} MARANA MERCANTILE DEVELOPMENT AGREEMENT Exx~IT D 10/6/2009 8:50 AM Regular Council Meeting -November 3, Zoos - ~~~1r~4 to Resolution 2009-160 w av Z ~ ( O i q F J Q r M O ~ .~- ~ Z ~ k ~ O in M ~ U ~~ ¢ WZ ~ .- ~ Z ~ ~~ p ~ OF- 5 ~ q N to ~ w Z in ~ ~ -W.1 m =N N ^ _~ Q ~ ~ ~ Q W O ~ NO N (V .- g (V r.. U N i;.i F Q 0 ~W ~Z ~ h ~ . ,...~ Z O ~ qq UL.. z ,., 3"<.. : N ~~ a ~ r .::. .'I ~ z N W N Q 6~ ~+ P ~ N Q o ~ ~`~ a F . z ~~ ~ 1=W -~cn p¢ z o ~x ~ ~ ~_ ! ~ N ip t ~ ~ ~ ~ ~ CY 1 F- ~ q ~ Z D' ( j ~ ~ O Ua ~o~ U'-' a ~ b~ wrn aN ~ ~ g ao N ~ wz ~-- -_ ...._*. ~ ~ d0 ~p ~ v a ~• ~ ~ z ~N p ~ ~ ~ z p ~ w r ~ o z Q~cn Y o U D 3 <n u ~ m ~ '~ Htn 1- Y " ~: ~: ~' QUO Jim ~ ~ O ~ ~ fn to W Q ~ ~ C N O N O ia 0 ~ ~ . ~ ~ W Lc! W ~ " Q N O X i-- 3 F- W w Exx~IT E Typical cross-section for the Shoofly {00014953.DOC / 8} MARANA MERCANTILE DEVELOPMENT AGREEMENT ExxIBIT E 10/6/2009 8:50 AM Regular Council Meeting -November 3, Zoos - ~~lyrsq to Resolution 2009-160 fD U L~ O Y Q 0 m U Li O Y U Q 0] 0 0 0 0 !Y N W F- ~-- ro c~ ~ v _ ~ I W pU o- z °- h ¢~ m W ~ ~ 4 ~UQ W Z Q .J C~ Z J N z C] w w z a J C~ Z Z a F~- O w d Z if1 (V W Q ~ . H .~ W ~ d ~ f- Z Q O ~ ~~ U Q Q 0 ~c O 0 W H m 2 X W 0 n m rn m a rn 0 0 N (7 N N O Z rn c .~ a> ~U C O U `m rn m Elliott D. Pollack & Company MEMORANDUM To: Mr. Frank Cassidy Town Attorney Town of Marana From: Richard C. Merritt Date: August 27, 2009 Re: Certification of Sales Tax Revenue to Town of Marana Related to the Development Agreement between the Town of Marana and DTD-DEVCO 12, L.L.C. (Marana Mercantile) The Town of Marana plans to enter into a Development Agreement with DTD-DEVCO 12, L.L.C. for a retail development project known as Marana Mercantile. The project is a proposed 39 acre regional retail shopping center. The preliminary plan for the property will accommodate over 300,000 square feet of commercial space. The Development Agreement between the Town of Marana and DTD-DEVCO 12, L.L.C. calls for the Town to reimburse and pay to DTD-DEVCO 12, L.L.C. transaction privilege taxes generated by the commercial development, including construction sales taxes, equal to the construction costs, contributions, and related interest and carrying costs for the Required Roadway Improvements at a current interest rate of 5.5% (this rate could decrease if the project is delayed past specific dates specified in the development agreement). The Town will reimburse DTD-DEVCO 12, L.L.C. 45% of the Town's sales taxes imposed on retail sales within the planned project and 75% of the Town's construction sales tax incurred from construction of the project up to the total reimbursement amount. The total reimbursable amount is defined above as the sum of public infrastructure costs, and the related interest of the cost of constructing these improvements. The duration of the agreement is the lesser of 20 years from the effective date of the agreement, when the Required Roadway Improvements are completed by someone other than the Owner/Developer, or until the total reimbursable amount is reached. The Required Roadway Improvements are estimated to cost nearly $5.4 million in current dollars. Depending on the length of time that is required to reimburse this cost through sales tax revenue, the total reimbursable amount could be much higher due to accrued interest. Regular Council Meeting -November 3, 2009 -Page 77 of 119 Information provided by the Owner/Developer estimate sales performance per square foot ranging from $150 in smaller shops and pads to $275 in the large anchor tenant. The average sales rate across the entire planned center would be approximately $241 per square foot. Surveys conducted by the Urban Land Institute (ULI) demonstrate that similar community centers generate a range of retail sales between $209 and $472 per square foot, with a median sales performance of $311. This data is based on median sales rates within the Western Region of the U.S. Individual centers may produce sales higher or lower than the median depending upon the type of tenants in the shopping center and the demographic characteristics of the population living within the surrounding trade area. However, it appears that the sales assumptions are reasonable. In order to evaluate the impact of accrued interest on the total reimbursement that would be due to the developer from the Town, a "worst-case scenario" was tested. The scenario assumed that only 100,000 square feet of space is built (in accordance with the Initial Minimum Improvements definition in the Development Agreement) and retail sales occur at the forecasted average sales rate of $241 per square foot per annum. In addition, it was assumed that the entire Required Roadway Improvements were constructed at a cost of $5,396,000. Even in this most extreme case, sales taxes generated from the shopping center's sales and construction activity should be sufficient to repay the reimbursement amount within eight years from the opening of the center. Finding According to the proposed Development Agreement, 75% of construction sales taxes and 45% of the ongoing sales tax receipts will be reimbursed to DTD-DEVCO 12, L.L.C. for roadway improvements up to the total reimbursement amount of $5.4 million plus interest. Assuming that the project develops and begins operating within the next 5 to 10 years and based on achievable sales performances and the development of the Initial Minimum Improvements, the reimbursement to DTD-DEVCO 12, L.L.C. will not exceed the project's total revenues within the specified Development Agreement timeframe. Certification Pursuant to Arizona Revised Statutes 9-500.11, Elliott D. Pollack & Company certifies that the proposed project is anticipated to raise more revenue than the amount of the incentive within the duration of the Development Agreement. Richard C. Merritt President Regular Council Meeting -November 3, 2009 -Page 78 of 119 MARANA MERCANTILE DEVELOPMENT AGREEMENT TOWN OF MARANA ARIZONA This Development Agreement (this "Agreement") is entered into by and between the Towr`T of MARANA, an Arizona municipal corporation (the "Town") and DTD-DEVCO ~-z?1~ L.L.C., an Arizona limited liability company (the "Owner/Developer"). The Town and the Owner/Developer are collectively referred to in this Agreement as the "Parties," and each is sometimes individually referred to as a "Party." RECITALS A. Owner/Developer was formed and exists for the purposes of owning and developing approximately 39.09 acres of real property located within the corporate limits of the Town (the "Property"). B. Owner/Developer intends and desires to develop a regional retail shopping center on the Property containing approximately 280,000 square feet (the "Development"). C. The Property and the proposed Development are included in and subject to the provisions of the Marana Mercantile Rezoning (the "Marana Mercantile Rezoning"), approved by the Town. concurrently with the date of this Agreement pursuant to Ordinance No. ?9~~2 2 D. The Property is legally described in Exhibit A attached to this Agreement. E. The Town and Owner/Developer desire to establish certain agreements regarding the Development pursuant to A.R.S. § 9-500.05 and certain agreements in connection with development activities for the economic benefit of the Town pursuant to A.R.S. § 9-500.11 upon and in accordance with the terms and conditions set forth in this Agreement. F. The Development is consistent with the Town's long-term economic development strategies and is expected to create a source of significant tax revenue for the Town for many years. G. The Development will have a substantial positive economic impact on the Town because it is expected to provide commercial and retail service opportunities consistent with the businesses targeted by the Town. The facilities to be constructed as part of the Development are expected to produce a significant number of new jobs and generate substantial sales tax revenues. Consequently, the short-term and long-term benefits of the Development will offset and significantly outweigh the costs of the reimbursements provided by the Town under this Agreement. H. The Development is in compliance with the Town's adopted and approved General Plan (as defined in A.R.S. § 9-461). I. The Town is authorized by A.R.S. § 9-500.05 to enter into a development agreement with a landowner or other person or entity having an interest in real property located within the Town to facilitate development of the property by providing for, among other things, the conditions, {00014953.DOC / 48} ~10/~5/2009 '~~8~.SQ AM MARANA MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 79 of 119 1 terms, restrictions, and requirements for development and public infrastructure and the financing of public infrastructure. J. In approving this Agreement, the Town Council has found and determined that certain activities relating to the Development are economic development activities within the meaning of A.R.S. § 9-500.11, that all expenditures by the Town pursuant to this Agreement constitute the appropriation and expenditure of public monies for and in connection with economic development activities and that it is appropriate to provide Owner/Developer with the reimbursement in this Agreement as an inducement to cause Owner/Developer to construct, own and operate the Development in the Town. K. The Town adopted a notice of intent to enter into this Agreement not less than 14 days before the Town Council approved this Agreement, in compliance with A.R.S. § 9-500.11. L. The Town Council finds that the Development will raise more revenue for the Town than the amount of the reimbursements to the Owner/Developer within the duration of this Agreement. M. An independent third party not financed by the Owner/Developer has verified the Town Council's finding that the Development will raise more revenue for the Town than the amount of the reimbursements to the Owner/Developer within the duration of this Agreement. N. The Town Council finds that in the absence of the reimbursements to the Owner/Developer provided pursuant to this Agreement, the Development would not locate in the Town in the same time, place or manner as it will with the reimbursements to the Owner/Developer. O. The Owner/Developer will incur out-of-pocket public infrastructure construction costs and will make certain contributions for public infrastructure in the immediate vicinity of and directly benefiting the Development. P. The Property is located in an area where the Town has determined that the existing public transportation infrastructure is inadequate, and where the Required Roadway Improvements, as defined in this Agreement, need to be constructed before the Development occurs, but to a large extent would be needed even if the Development does not occur. Q. Because the Required Roadway Improvements would to a large extent be needed whether or not the Development occurs, the Town has determined that full reimbursement of any costs incurred by the Owner/Developer for the construction of the Required Roadway Improvements is both appropriate and necessary. R. The reimbursements to the Owner/Developer provided pursuant to this Agreement are intended to reimburse the Owner/Developer for its out-of-pocket construction costs and contributions and related interest and carrying costs for the Required Roadway Improvements, as described more specifically in this Agreement. AGREEMENT Now, T1~REFORE, in consideration of the mutual promises made in this Agreement, the Parties agree as follows: { 00014953. DOC / 48 } X10/d-4f /2009 ?+06-1?h48 M.4RAN.4 MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 80 of 119 2 Article 1. Background 1.1.IncorPoration of the Recitals. The foregoing Recitals are incorporated here by this reference. 1.2. Proposed Uses. The Development is a retail center planned to accommodate a range of differing but complementary retail-related land uses on an integrated and master-planned basis. Overall, the Development will create substantial additional sales tax revenues for the Town, will assist in the creation or retention of jobs and will otherwise improve or enhance the economic welfare of the residents of the Town by bringing customers to the Development from the Town and surrounding communities. Exhibit B attached to this Agreement is a conceptual ~ierr e fiction of the master site plan for the Development. This master site plan will be updated in accordance with paragraph 2.3.2 below. 1.3. Definitions. The following definitions shall apply to this Agreement: 1.3.1. "Construction Sales Tax Revenues" mean those portions of the Town's transaction privilege taxes (currently 4%) generated pursuant to Section 8-415 or 8-416 of the Marana Tax Code from construction contracting or speculative builder activities occurring on the Property. 1.3.2. The "Development" is defined in recital B above and described in Exhibit B and in paragraph 1.2 above. 1.3.3. "Development Regulations" is defined in paragraph 2.1 below. 1.3.4. "Initial Development Plan" is defined in paragraph 2.3.1 below. 1.3.5. "Initial Minimum Improvements" is defined in paragraph 2.3.1 below. 1.3.6. "Interest" or "Interest Rate" means interest on the applicable obligation or sum (including the Total Reimbursement Amount) at the following rate per annum, compounded quarterly on the first day of each calendar quarter: 1.3.6.1. Five and a half percent (5.5%) if the Owner/Developer issues a notice to proceed for the construction of the Required Roadway Improvements on or before December 31, 2012. 1.3.6.2. Five percent (5.0%) if the Owner/Developer issues a notice to proceed for the construction of the Required Roadway Improvements after December 31, 2012 but on or before December 31, 2013. 1.3.6.3. Four and a half percent (4.5%) if the Owner/Developer issues a notice to proceed for the construction of the Required Roadway Improvements after December 31, 2013 but on or before December 31, 2014. 1.3.6.4. Four percent (4.0%) if the Owner/Developer issues a notice to proceed for the construction of the Required Roadway Improvements after December 31, 2014. If at any time the construction halts for six consecutive months for any reason other than "force majeure" (paragraph 7.27 below), the Interest Rate shall be decreased one-half percent (0.5%) for each six-month period the delay continues; provided, however, that the Interest Rate shall not be reduced below four percent (4.0%). {00014953.DOC / 48 } ~10/44~/2009 i:n~nn x8.50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 81 of 119 ~ 1.3.7. The "Marana Mercantile Rezoning" is the rezoning for the Property, approved by the Town concurrently with the date of this Agreement pursuant to Ordinance No. ?=~ . 2009?0 (see recital C above), including all conditions and stipulations of rezoning and design guidelines associated with it. 1.3.8. The "Owner/Developer" is defined in the introductory paragraph of this Agreement and in paragraph 2.6 below. 1.3.9. The "Property" is defined in recital A above and described in Exhibit A attached to this Agreement. 1.3.10. "Reimbursement Account" means a separate account within the Town's General Fund or accounted for by an appropriate book or ledger entry designation for the purpose of making Reimbursement Payments (see paragraph 44.4 below) 1.3.11. "Reimbursement Payments" is defined in paragraph 4:44,¢ below. 1.3.12. "Required Roadway Improvements" means the design and construction of all of the following (subject to modification pursuant to Paragraphs 2.5 and 3.4 of this Agreement): 1.3.12.1. Marana Road as a two-lane curbed roadway {with a continuous left-tul-n lane. sidewalk. and multi-use lanes (and with turn lanes and signalization as required by a Town-approved traffic impact analysis) from (but not including) the Marana Road/Interstate 10 interchange to the western boundary of the Property. The location. alignment. and elements of_these Marana Road improvements shall be consistent with the north half of the anticipated ultimate six-lane future cross-section of Marana Road. as depicted in the cross-section depicted in Exhibit C attached to this Agreement The Marana Road improvements shall also include a transition from the western boundary he Property to then-existin Marana Road to the west in as short a distance as feasible as_ determined by the Town En:?ineer in the reasonable exercise of good en~ineerini? ractice. 1.3.12.2. Sandario Road as a two-lane ~g~neer~fr~rn~~laranaz~e-adze e~~is2}nom ~ a v a^urbed urban collector with a continuous left-turn lane. sidewalks. and multi-use lanes. consistent with the roadwav cross-section_ depicted in Exhibit D attached to this Agreement from the new Marana Roa improvements (paragraph 1 3 12 1 abovel to then-existing Sandario Road in as shor a distance as feasible as determined by the Town Engineer in the reasonable exercise of eood engineering practice based on a Sandario Road design speed of 35 miles per hour 1.3.12.3. Marana Main Street as a r~ee-;tee-( ° '~~° °'' a~~°^*~^^two-lane curbed urban collector with a continuous left-turn lane ~^ *'~° ^~~~'~"°' ^,,.-1,°~' r^°a.,.°~~ ~^° a~p~e~o=ed~3~#e T~•w^ ~'~°~^°°--~ *° ° *, sidewalks. and multi-use lanes. consistent with the roadwav cross-section depicted in Exhibit D attached to this Agreement connecting Marana Road to existing Sandario Road;. The length of these Marana Main Street improvements is currently estimated to be ^ ~'~°*~r^° ^f ^20 42 miles3 butte shall in any event be no more than :4-bQ,~4 miles, measured along i-Esthe Marana Main Street centerline. { 00014953.DOC / 48 } ~ 10/d-4/2009 3a8(-g}148:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 82 of 119 4 1.3.12.4. Signalization of the Interstate-10 off-ramps at Marana Road, if required by the Town-approved traffic impact analysis. 1.3.12.5. Any additional improvements to the foregoing roadways, to the extent agreed upon in writing by the Owner/Developer and the Town. 1.3.13. "Required Roadway Improvement Costs" means all costs, expenses, fees and charges actually incurred and paid by or on behalf of Owner/Developer to contractors, architects, engineers, surveyors, governmental agencies, other professionals and consultants, and other third parties for materials, labor, planning, design, engineering, surveying, site excavation and preparation, governmental permits and payments, payment and performance bonds, other professional services, and all other costs and expenses related or incidental to and reasonably necessary for, the acquisition, improvement, construction, installation, or provision of the Required Roadway Improvements, together with all costs associated with the acquisition of lands, rights-of-way and easements either to be dedicated to the Town or upon which Required Roadway Improvements are to be constructed; provided, however, that Required Roadway Improvement Costs shall not include the value of right-of-way dedicated by Owner/Developer from the Property or any finance or interest costs incurred 'oy Owner/Developer in connection with the design and construction of the Required Roadway Improvements. The term "Required Roadway Improvement Costs" shall also include one- fourth of the costs expenses fees and charges actually incurred and maid by or on behalf of Owner/Develo~er to contractors architects engineers survevors governmental a~yencies. other professionals and consultants. and other third parties for materials. labor. planning. d~s'gg 1~g surveying site excavation and pre arp ation~overnmental permits and payments payment and performance bonds other professional services. and all other costs and expenses related or incidental to and reasonably necessary for. the acquisition. improvement construction installation or provision of the Shoofly To the extent that any ad~oining~ro~erty utilizes the Shoofly for public ingress or egress the Town shall cause that adioining_nroperty owner to reimburse the Owner/Developer for that ad~oinin~ property owner's proportionate share as reasonably determined by the Town or if a private cost- sharin~ agreement has been recorded between the Owner/Developer and that ad~oining_ property owner to the west as set forth in such a recorded agreement. of the three-fourths of the Shoofly costs not included in the Required Roadway Improvement Costs 1.3.14. "Sales Tax Revenues" means that portion of the Town='s transaction privilege taxes (currently 2%) generated from the following activities occurring on the Property: 1.3.14.1. Amusements, exhibitions and similar activities pursuant to Section 8-410 of the Marana Tax Code. 1.3.14.2. Hotels pursuant to Section 8-444 of the Marana Tax Code. 1.3.14.3. Rentals pursuant to Section 8-445 of the Marana Tax Code. 1.3.14.4. Restaurants and bars pursuant to Section 8-455 of the Marana Tax Code. 1.3.14.5. Retail sales pursuant to Section 8-460 of the Marana Tax Code. References to sections of the existing Marana Tax Code shall include corresponding sections of successor codes. {00014953.DOC / 48} X10/446/2009 X8:50 AM MARANA MERCANTILE DEVELOPMENT .AGREEMENT Regular Council Meeting -November 3, 2009 -Page 83 of 119 5 1.3.15. The "Shoofly" is a two-lane curbed roadway a~ with a continuous left-turn lane/median. consistent with the cross-section depicted in Exhibit E attached to this Agreement. connecting the Interstate-10 Frontage Road and the new Marana Road improvements (parag=raph 1.3.12.1 abovel and intersecting Marana Road directly across from Marana Main Street, open to and accessible by the traveling public for so long as the Town Engineer reasonably determines it is required for the safe operation of the Marana Road/Interstate-10 traffic interchange. The 9~ner/Develoner shall dedicate a public easement to the Town for the Shoofly reserving a one-foot no-access easement where the west edge of the Shoofly follows the western oundarv of the Property The one-foot no-access easement shall be waived when and to the extent the Town determines that access may be safel~,granted to an ad~oining~roperty owner end provided that the adjoining prow owner has paid its ~r_oportionate share of the ~oofly costs as set forth in the last sentence of parag=raph 1 3 13 above The Shooflypublic easement dedication shall revert to the Owner/Developer when the Shoofly is no lon~oen to and accessible by the traveling public as a result of the Town Engineer's reasonable determination that the Shoofly is no lop eg r re uired for the safe operation of the Marana Road/Interstate-lOtrgffic interchange. 1.3.16. The "Total Reimbursement Amount" is defined in paragraph 4-1 ~--1-4 1 below, and shall not exceed the Required Roadway Improvement Costs, plus Interest. Article 2. Development of the Property. 2.1. Development Regulations. The development of the Property shall be governed by the underlying zoning or land use designation and the standards provided for in the Marana Mercantile Rezoning, including the Owner/Developer's design and development standards and guidelines, as clarified and supplemented by this Agreement. The Marana Development Code, including the written rules, regulations, substantive procedures, and policies relating to development of land, adopted or approved by the Mayor and Council (collectively the "Marana Development Code") in effect on the effective date of the Marana Mercantile Rezoning shall apply to the extent not covered by the Marana Mercantile Rezoning or this Agreement. In the event of any express conflict, the terms of this Agreement and the Marana Mercantile Rezoning shall control over the Marana Development Code. For purposes of this Agreement, the underlying zoning or land use designation shall mean full development, exclusive of voluntary limitations or restrictions, under the controlling underlying zoning or land use designation included in the Marana Mercantile Rezoning, and if not so covered, under the Marana Development Code. Anything else in this Agreement to the contrary notwithstanding, the Town shall not apply any ordinances enacted after the Effective Date of this Agreement which impose special limitations or restrictions on the development of single user retail facilities in excess of a certain size limitation (such as 100,000 square feet or more of retail space) for retail facilities on the Property. The immediately preceding sentence shall terminate on the tenth anniversary of the Effective Date of this Agreement. The requirements of this paragraph are collectively referred to as the "Development Regulations." 2.2. Development Review. The Property shall be developed in a manner consistent with the Development Regulations and this Agreement, which together establish the basic land uses, and the densities, intensities and development regulations that apply to the land uses authorized for the Property. Upon the Owner/Developer's compliance with the applicable development review and approval procedures and substantive requirements of the Development Regulations, the { 00014953.DOC / 43 } X10/d-4/2009 '_:n--~-=-°T"8:50 A:~4 MARANA MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 84 of 119 6 Town agrees to issue such permits or approvals for the Development as may be requested by the Owner/Developer. 2.3. Initial Development Plan. As a condition precedent to the Owner/Developer's right to receive and the Town's obligation to make Reimbursement Payments under Article 4 of this Agreement, and not as a separate obligation, the Owner/Developer shall prepare and submit to the Town the following: 2.3.1. A development plan (the "Initial Development Plan") for the initial construction of the Development, consisting of at least 100,000 square feet of retail building space and related parking, supporting infrastructure and amenities (the "Initial Minimum Improvements"). 2.3.2. An updated revised conceptual master site plan for the entire Development. 2.4. Minimum Construction Obli ag tion. As a condition precedent to the Owner/Developer's right to receive and the Town's obligation to make Reimbursement Payments under Article 4 of this Agreement, and not as a separate contractual obligation, the Owner/Developer shall obtain building permits for and begin construction of the Initial Minimum Improvements in a manner consistent with the Initial Development Plan. 2.5. Marana Main Street Right-of-Way Accfuisition. The Town agrees to timely begin and diligently pursue the acquisition of all right-of-way (the "Marana Main ROW") needed for the construction of the Marana Main Street improvements (the "Marana Main Improvements") from Marana Road to Sandario Road (see subparagraph 1.3.12.3 above). If the Town fails to acquire the Marana Main ROW by the time the Owner/Developer begins actual physical construction of the Initial Minimum Improvements, the Marana Main Improvements shall be permanently deleted from the definition of Required Roadway Improvements, and shall not be required to be constructed by the Owner/Developer; provided, however, that the Owner/Developer shall, at least 180 days prior to actual physical construction of the Initial Minimum Improvements, give the Town written notice of the date Owner/Developer plans to begin actual physical construction of the Initial Minimum Improvements. 2.6. Effect of Sale of a Portion of the Property. The Owner/Developer anticipates that it will sell a portion of the Property to a third party soon after this Agreement is executed, and in any event before the obligations of the Owner/Developer under this Agreement are satisfied. Upon that event: 2.6.1. For purposes of the performance of the Owner/Developer's obligations relating to the Required Roadway Improvements and the Shoofly, the term "Owner/Developer" shall jointly and severally include each and every owner of any portion of the Property. 2.6.2. For purposes of entitlement to receive Reimbursement Payments under Article 4 of this Agreement, the "Owner/Developer" shall mean that owner of any portion of the Property who incurs all or a portion of the Required Roadway Improvement Costs. Article 3. Construction of the Required Roadway Improvements and the Shoofly 3.1. Timing of Construction of Required Roadway Improvements and the Shoofly. Construction of the Required Roadway Improvements and the Shoofly must be substantially complete before the Town issues a certificate of occupancy for any structure on the Property. The Town's right to withhold certificates of occupancy is a contract right granted by this {00014953.DOC / 43 } ~10/~4¢/2009 2:OFrR~48.50 AM MAR ANA MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 85 of 119 ~ Agreement, and is granted notwithstanding any right of the Owner/Developer or its successors in interest to receive certificates of occupancy pursuant to the Marana building codes. 3.2.Owner/Developer's Public Roadway Improvement Obli atg ions. The Town shall not require the Owner/Developer to construct, provide funding for, or contribute land at no cost for any public roadway improvements other than the Required Roadway Improvements and the Shoofly. 3.3. Required Roadway Improvements Construction and Reimbursement. In satisfaction of the Owner/Developer's public roadway improvement obligations under the Marana Mercantile Rezoning and as a condition precedent to receiving Reimbursement Payments under Article 4 of this Agreement, the Owner/Developer shall, in conjunction with its construction of the Development and in accordance with the State of Arizona and the Town public infrastructure construction procurement laws and procedures: 3.3.1. Design and construct the Required Roadway Improvements and the Shoofly; and 3.3.2. Pay all Required Roadway Improvement Costs as they become due. 3.4. Effect of Prior Construction. The Owner/Developer shall not be required to construct the Required Roadway Improvements and the Shoofly (or the Shoofly's functional equivalent) if they are under construction by the Town or some other entity before the Owner/Developer obtains building permits for construction of the Initial Minimum Improvements. However, since the purpose of this Agreement is to facilitate repayment of the Owner/Developer for costs associated with Owner/Developer's construction of the Required Roadway Improvements and the Shooflv, this Agreement shall terminate if and when all of the Required Roadway Improvements and the Shoofly (or the Shoofly's functional equivalent) are completed by anyone other than the Owner/Developer (see paragraph 7.1 below). If some, but not all, of the Required Roadway Improvements and the Shoofly (or the Shoot's functional equivalent) are under construction by the Town or some entity other than the Owner/Developer, the remainder of the Required Roadway Improvements and the Shoofly, as they may be modified pursuant to the next sentence, shall be constructed by the Owner/Developer. In that event, the Town shall be authorized to expand or realign the Required Roadway Improvements and/or the Shoofly to the extent reasonably necessary to accommodate additional capacity and alignment considerations °°~~'*~•~~- ~ ~m~'ire~ctly attributable to the Development. taking into consideration other then- existing development i, f anv. 3.~. Other Arizona Department of Transportation Requirements The Arizona Department of Transportation (ADOTI controls and issues permits for all roadway construction modification and access affecting Interstate 10 and the Interstate 10 frontage roads To the extent ADOT access or improvement reauirements exceed or are inconsistent with the Required Roadwav mprovements and Shoofl representatives of the Parties shall meet in good faith to modify this Agreement to address ADOT infrastructure improvement requirements imposed as a condition of i'n~ an ADOT permit for the Shooflv and for the Required Roadway Improvements affected by the ADOT infrastructure requirements or for the modification of the Shooflv or the Required oadwav Improvements as necessarv to obtain an ADOT permit Fxcept as addressed in an amendment to this Agreement the Town shall not be responsible to pav for the cost of new or modified roadwav infrastructure required by ADOT perrrLt and resulting from construction of the Develot~nzeG~t_ {00014953.DOC /48} X10/d-45/2009 ?:n--~-an^'8:50 AM MARAN.A MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 86 of 119 R 3.6. ~-Town Review and Approval of Plans. Except as expressly provided in this Agreement, the development and construction of the Required Roadway Improvements is subject to the Town's normal plan submittal, review and approval procedures and construction inspection requirements. Article 4. Town Reimbursement to Owner/Developer 4.1.._4.'.'~a~Total Reimbursement Amount. The To~~~n shall make Reir»burseme_nt Pavments to the O«~i~er/Develo~~er for e Owner/Developer's Required Roadway Improvement Costs plus Interest (collectively, the "Total Reimbursement Amount"). 4.2. Accrual of Interest. From and after the commencement of construction of the Re uired Roadwav Improvements. Interest shall accrue on any unreimbursed portion of the Total Reimbursement Amount at the Interest Rate. If a period of two years lapses between the commencement of construction of the Reauired Roadway Improvements and the Town's first reimbursement navment to the Owner/Developer pursuant to paragravh 4 6 below Interest shall be tolled and shall not accrue from the first day after the two- ear period until the date of the Town's first reimbursement Pavment to the Owner/Developer pursuant to paragraph 4.6 below. when it shall a ain begin accruinge on any then-remaining unreimbursed portion of the Total Reimbursement Amount. Accrued Interest on the Total Reimbursement Amount shall be a portion of the Reimbursement Pavments in paragraph 4.6 below. 4.3. ,.t; ^f '', A° ,,,„ ,t ~„ °~~~ ~', ^.'' ~°'^ =~Owner/Developer's Ouarterl~ Statement of Costs. The Owner/Developer shall submit to the Town a quarterly statement showing the actual construction costs incurred and contributions paid to date for the Required Roadway Improvements. The Owner/Developer shall provide the Town with invoices or other backup information reasonably requested by the Town to confirm the accuracy of the Owner/Developer's quarterly statement of costs and contributions. 4.4.4--Reimbursement Account. The Town shall deposit into the Reimbursement Account 45% of the Sales Tax Revenues (see paragraph 1.3.14 above) and 75% of the Construction Sales Tax Revenues (see paragraph 1.3.1 above) as they are received from the Arizona Department of Revenue, beginning with the first such revenues generated from the Property and ending upon the earlier of the following: 4.4.1._4z?1-The expiration of this Agreement. 4.4.2.,_4:?:?-When the Town has fully reimbursed the Owner/Developer for the Required Roadway Improvement Costs. Funds in the Reimbursement Account shall be reimbursed to the Owner/Developer pursuant to paragraph 44.6 below. 4.5. 4-3-Reimbursement from Other Sources If the Town receives any reimbursement (individually or collectively, a "Third Party Reimbursement") for any portion of the Required Roadway Improvement Costs from any third party (by way of example, from any improvement {00014953.DOC / 48 } ~] 0/~4C/2009 -'_-:86--F~148:50 AM MARANA MERCANTILE DEVELOPMENT .AGREEMENT Regular Council Meeting -November 3, 2009 -Page 87 of 119 9 district, capital improvement project, any other benefitted landowner, etc.), then the Town shall immediately deposit such Third Party Reimbursement into the Reimbursement Account for distribution to Owner/Developer in accordance with the provisions of paragraph 4:44 below. 4,6....4-4-Reimbursement Payments. The Town shall pay to the Owner/Developer within the first 45 days of each calendar quarter all funds in the Reimbursement Account ("Reimbursement Payments"), beginning the first calendar quarter after the later of (i) Town's issuance of the certificate of occupancy for *'~°'^°*'~~•~'~'~•,~anv combination of buildings that are constructed as_ part of and satisfy the requirement for the Initial Minimum Improvements as shown on the Initial Development Plan (see paragraph 2.3.1 above) or (ii) the Owner/Developer's satisfaction of all conditions precedent to receiving Reimbursement Payments as set forth in this Agreement. Any funds accrued in the Reimbursement Account but not yet disbursed to the Owner/Developer upon the expiration of this Agreement shall be paid to Owner/Developer within thirty days after the expiration of this Agreement. Reimbursement Payments shall be deemed to be made first on account of accrued and unpaid Interest and then on account of unreimbursed Required Roadway Improvement Costs. 4.7.4-Owner/Developer Audit. Not more than once each calendar year, the Owner/Developer may, at its own cost, audit Town sales tax returns and other appropriate financial records of the Town to assure prompt and accurate deposit into the Reimbursement Account of all revenues as required pursuant to this Agreement. 4.8. 4~Annual Report. Within 45 days following the end of each Town fiscal year, the Town shall deliver to the Owner/Developer areport of all Sales Tax Revenues generated by or attributable to the Development which have been utilized by the Town in determining the amount deposited into the Reimbursement Account. 4.9. 4~Limitations. During the Term of this Agreement, the Town shall not enter into any agreement or transaction which impairs the rights of Owner/Developer under this Agreement, including, without limitation, the right to receive the Reimbursement Payments and the proceeds of the Reimbursement Account in accordance with the procedures established in this Agreement. 4.1 Q., 4:~-Multiple Business Locations and Contractors: Release of Tax Information. Since contractors report their transaction privilege taxes on the basis of revenues for all construction work throughout the Town and since some businesses with multiple locations in the Town report their transaction privilege taxes on the basis of revenues for all their locations in the Town, rather than separately for each location, Owner/Developer shall require each such contractor to separately report transaction privilege taxes for construction activities occurring on the Property and shall require each such business to separately report transaction privilege taxes for transactions at its business located in the Development. The Owner/Developer shall exercise reasonable efforts to obtain from each such contractor and business a consent to release of tax information in a form reasonably acceptable to the Town. If the separate report required by this paragraph is not provided to the Town, the Town shall make a reasonable estimate of the Sales Tax Revenues derived from the Development based on all information available to the Town, including information provided by the Owner/Developer, and the good faith certification by the Town's Finance Director shall be considered final and binding upon the Owner/Developer. The final certification of the Town's Finance Director shall be subject to all applicable laws that may prohibit or limit the dissemination or use of transaction privilege tax and related information. {00014953.DOC / 48} ~10/~4-x/2009 ?:^--w-.-~°""5:50 AAR MARANA MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 88 of 119 1 ~ Article 5.Owner/Developer's Payment of Development Impact Fees 5.1. Water Impact Fees. The only Town development impact fees adopted by the Town pursuant to A.R.S. § 9-463.05 and currently applicable to the Development are the Gravity Storage and Renewable Water Resource Fee and the Water System Infrastructure Impact Fee, adopted by Marana Ordinance No. 2005.25. 5.2. Other Impact Fees. Except as specifically provided in the first sentence of paragraph 5.1 above, no surcharge, development fees or impact fees, exactions or impositions of any kind whatsoever for water, sewer, utilities, streets or other transportation systems, parks, preserves, storm sewers, flood control, public safety or other public services or any other infrastructure cost or expense shall be chargeable to the Owner/Developer or to any owner, lessee or occupant of the Development within the first 42 months after the Effective Date of this Agreement. Article 6. Cooperation and Alternative Dispute Resolution. 6.1. Appointment of Representatives. To further the commitment of the Parties to cooperate in the progress of the Development, the Town and the Owner/Developer each shall designate and appoint a representative to act as a liaison between the Town and its various departments and the Owner/Developer. The initial representative for the Town (the "Town Representative") shall be the Planning Director, and the initial representative for the Owner/Developer shall be Gary Elbogen or a replacement to be selected by the Owner/Developer. The representatives shall be available at all reasonable times to discuss and review the performance of the Parties to this Agreement and the development of the Property. 6.2. Non-Performance: Remedies. If either Party does not perform under this Agreement (the "Non-Performing Party") with respect to any of that Party's obligations under this Agreement, the other Party (the "Demanding Party") shall be entitled to give written notice in the manner prescribed in paragraph 7.29 below to the Non-Performing Party, which notice shall state the nature of the non-performance claimed and make demand that such non-performance be corrected. The Non-Performing Party shall then have (i) twenty days from the date of the notice within which to correct the non-performance if it can reasonably be corrected by the payment of money, or (ii) thirty days from the date of the notice to cure the non-performance if action other than the payment of money is reasonably required, or if the non-monetary non-performance cannot reasonably be cured within thirty days, then such longer period as may be reasonably required, provided and so long as the cure is promptly commenced within thirty days and thereafter diligently prosecuted to completion. If any non-performance is not cured within the applicable time period set forth in this paragraph, then the Demanding Party shall be entitled to begin the mediation and arbitration proceedings set forth in this Article. The Parties agree that due to the size, nature and scope of the Development, and due to the fact that it may not be practical or possible to restore the Property to its condition prior to Owner/Developer's development and improvement work, once implementation of this Agreement has begun, money damages and remedies at law will likely be inadequate and that specific performance will likely be appropriate for the non-performance of a covenant contained in this Agreement. This paragraph shall not limit any contract or other rights, remedies, or causes of action that either Party may have at law or in equity. 6.3. Mediation. If there is a dispute under this Agreement which the Parties cannot resolve between themselves, the Parties agree that there shall be a forty-five day moratorium on arbitration during which time the Parties agree to attempt to settle the dispute by nonbinding { 00014953.DOC / 48 } X10/-14¢/2009 ?;BFrP-I~8:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 89 of 119 11 mediation before commencement of arbitration. The mediation shall be held under the commercial mediation rules of the American Arbitration Association. The matter in dispute shall be submitted to a mediator mutually selected by Owner/Developer and the Town. If the Parties cannot agree upon the selection of a mediator within seven days, then within three days thereafter the Town and the Owner/Developer shall request the presiding judge of the Superior Court in and for the County of Pima, State of Arizona, to appoint an independent mediator. The mediator selected shall have at least five years' experience in mediating or arbitrating disputes relating to real estate development. The cost of any such mediation shall be divided equally between the Town and the Owner/Developer. The results of the mediation shall be nonbinding on the Parties, and any Party shall be free to initiate arbitration after the moratorium. 6.4. Arbitration. After mediation, as provided for in this Article, any dispute, controversy, claim or cause of action arising out of or relating to this Agreement shall be settled by submission of the matter by both Parties to binding arbitration in accordance with the rules of the American Arbitration Association and the Arizona Uniform Arbitration Act, A.R.S. § 12-501 et seq., and judgment upon the award rendered by the arbitrator(s) may be entered in a court having jurisdiction. Article 7. General Terms and Conditions. 7.1. Term. This Agreement shall become effective upon its execution by all the Parties and the effective date of the resolution or action of the Town Council approving this Agreement (the "Effective Date"). The term of this Agreement shall begin on the Effective Date and, unless sooner terminated by the mutual consent of the Parties, shall automatically terminate and shall thereafter be void for all purposes on the earliest of the following: (a) when construction of all of the Required Roadway Improvements is completed by an entity other than the Owner/Developer (see paragraph 3.4 above), (b) when the total amount of all Reimbursement Payments (see paragraph 44.6 above) equals the Required Roadway Improvement Costs plus Interest or (c) on December 31 immediately following the twentieth anniversary of the Effective Date. If the Parties determine that a longer period is necessary for any reason, the term of this Agreement may be extended by written agreement of the Parties. 7.2. Waiver. No delay in exercising any right or remedy shall constitute a waiver of that right or remedy, and no waiver by the Town or the Owner/Developer of the non-performance of any covenant of this Agreement shall be construed as a waiver of any preceding or succeeding breach of the same or any other covenant or condition of this Agreement. 7.3. Attorney's Fees. If any Party brings a lawsuit against any other Party to enforce any of the terms, covenants or conditions of this Agreement, or by reason of any non-performance of this Agreement, the prevailing Party shall be paid all reasonable costs and reasonable attorneys' fees by the other Party, in an amount determined by the court and not by the jury. Nothing in the use of the word "lawsuit" in the preceding sentence shall constitute a waiver of paragraph 6.4 above, requiring disputes to be resolved by binding arbitration. 7.4. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The signature pages from one or more counterparts may be removed from the counterparts and attached to a single instrument so that the signatures of all Parties may be physically attached to a single document. {00014953.DOC / 48 J ~10/~4~/2009'_:n-~;~.°""8:50 AM MAR ANA MERCANTILE DEVELOPMENT AGREE'viENT Regular Council Meeting -November 3, 2009 -Page 90 of 119 12 7.5. Headings. The descriptive headings of this Agreement are intended to be used to assist in interpreting the meaning and construction of the provisions of this Agreement. 7.6. Recitals. The recitals set forth at the beginning of this Agreement are hereby acknowledged, confirmed to be accurate and incorporated here by reference. 7.7. Exhibits. Any exhibit attached to this Agreement shall be deemed to have been incorporated in this Agreement by reference with the same force and effect as if fully set forth in the body of this Agreement. 7.8. Further Acts. Each of the Parties shall execute and deliver all documents and perform all acts as reasonably necessary, from time to time, to carry out the matter contemplated by this Agreement. Without limiting the generality of the foregoing, the Town shall cooperate in good faith and process promptly any requests and applications for plat or permit approvals or revisions, and other necessary approvals relating to the Development. 7.9. Time Essence. Time is of the essence of each and every obligation by the Town and Owner/Developer under this Agreement. 7.10. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the Parties pursuant to A.R.S. § 9-500.05 (D). Owner/Developer shall retain the right to receive Reimbursement Payments as provided by paragraph 4:A-4~ of this Agreement regardless of the status of title or ownership of any or all of the Property unless Owner/Developer expressly assigns its rights to receive the Reimbursement Payments. No assignment, however, shall relieve either party of its obligations under this Agreement, except that an assignment by Owner/Developer in connection with the transfer of title to the Property shall relieve Owner/Developer of its obligations under this Agreement if the transferee agrees to be fully bound by the provisions of this Agreement. Any assignment by Owner/Developer shall be subject to the approval of the Town, which shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, Owner/Developer may, without the Town's consent, wholly or partially assign this Agreement tom any Affiliate of Owner/Developer, or any entity in which Owner/Developer or an Affiliate of Owner/Developer is a managing member or managing partner or~~ any entity in which DTR1, L.L.C. Or DESERT TROON, LIMITED, L.L.C. are owners• or (cl an_v euti~ which owns a panel in the Project containing_a building of at least, 50.000 square feet. As used in this paragraph, the term "Affiliate" means any entity under common control with Owner/Developer. After assignment of rights as provided in this paragraph, the assignee shall receive the right to Reimbursement Payments under Article 4 of this Agreement to the extent of the assignment. 7.11. No Title Encumbrance. Notwithstanding the fact that this Agreement is being recorded in the Official Records of Pima County, it is intended that this Agreement shall not be an encumbrance upon the title of any person or entity purchasing or owning a portion of the Property, and that the terms and conditions of the Agreement are not covenants running with the land and that no person or entity is bound by (or entitled to) the burdens and benefits of this Agreement unless the burdens are expressly assumed by or the benefits are expressly assigned to that person or entity. 7.12. Lender Provisions. Notwithstanding paragraph 7.10 above, the Town is aware that financing for development, construction, and operation of the Development may be provided, in whole or in part, from time to time, by one or more third parties (collectively, "Lender"), and {00014953.DOC / 48) X10/d-4/2009 ?:n- oo-nn"8.50 AM M.ARANA MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 91 of 119 13 that Lender may request a collateral assignment of this Agreement as part of its collateral for its loan to Owner/Developer. The Town agrees that such collateral assignments are permissible without the consent of the Town. In the event of non-performance by Owner/Developer, the Town shall provide notice of non-performance to any Lender previously identified in writing to the Town at the same time notice is provided to Owner/Developer. If a Lender is permitted under the terms of its agreement with Owner/Developer to cure the non-performance and/or to assume Owner/Developer's position with respect to this Agreement, the Town agrees to recognize the rights of Lender and to otherwise permit Lender to assume such rights and obligations of Owner/Developer under this Agreement. Nothing contained in this Agreement shall be deemed to prohibit, restrict, or limit in any way the right of a Lender to take title to all or any portion of the Property, pursuant to a foreclosure proceeding, trustee's sale, or deed in lieu of foreclosure. The Town shall, at any time upon request by Owner/Developer or Lender, provide to any Lender an estoppel certificate, acknowledgement of collateral assignment, or other document evidencing that this Agreement is in full force and effect, that it has not been amended or modified (or, if appropriate, specifying the amendment or modification), and that no non-performance by Owner/Developer exists under this Agreement (or, if appropriate, specifying the nature and duration of any existing non-performance) and certifying to such other matters reasonably requested by Owner/Developer or Lender. Upon request by a Lender, the Town will enter into a separate assumption or similar agreement with the Lender consistent with the provisions of this paragraph. 7.13. No Partnership. It is not intended by this Agreement to, and nothing contained in this Agreement shall, create any partnership, joint venture or other arrangement between the Owner/Developer and the Town. 7.14. Third Party Beneficiaries. No term or provision of this Agreement is intended to, or shall be for the benefit of any person, firm, organization or corporation not a party to this Agreement, and no such other person, firm, organization or corporation shall have any right or cause of action under this Agreement. Except as provided in paragraph 7.12 of this Agreement, this Agreement is made and entered into for the sole protection and benefit of the Parties and their permitted assigns, and no person other than the Parties and their permitted assigns shall have any right of action based upon any provision of this Agreement. 7.15. Other Instruments. Each Party shall, promptly upon the request of the other, have acknowledged and delivered to the other any and all further instruments and assurances reasonably request or appropriate to evidence or give effect to the provisions of this Agreement. 7.16.Imposition of Duty by Law. This Agreement does not relieve any Party of any obligation or responsibility imposed upon it by law. 7.17. Entire Agreement. This Agreement, including the attached exhibits, constitutes the entire agreement between the Parties pertaining to the subject matter of this Agreement. All prior and contemporaneous agreements, representation and understanding of the Parties, oral or written, are hereby superseded and merged in this Agreement. 7.18. Amendments. No change or addition shall be made to this Agreement except by a written amendment executed by the Parties. The Parties agree to cooperate and in good faith pursue any amendments to this Agreement that are reasonably necessary to accomplish the goals expressed in the final plats or development plans governing the Property and Marana Mercantile Rezoning as amended and superseded by this Agreement. Within ten days after any amendment {00014953.DOC /48} X10/d 4_¢/2009 X8•.50 AM MARANA MERCANTILE DEVELOPMENT .AGREEMENT Regular Council Meeting -November 3, 2009 -Page 92 of 119 14 to this Agreement, it shall be recorded in the office of the Pima County Recorder by and at the expense of the Party requesting the amendment. 7.19. Names and Plans. Subject to customary reservations by the architects and other design professionals of copyrights to plans and specifications, the Owner/Developer shall be the sole owner of all names, titles, plans, drawings, specifications, ideas, programs, ideas, designs, and work products of every nature at any time developed, formulated or prepared by or at the instance of the Owner/Developer in connection with the Property or any plans; provided, however, that in connection with any conveyance of portions of the infrastructure as provided in this Agreement such rights pertaining to the portions of the infrastructure so conveyed shall be assigned to the extent that such rights are assignable, to the appropriate governmental authority. 7.20. Good Standing; Authority. The Owner/Developer represents and warrants to the Town that it is duly formed and validly existing under the laws of the state of Arizona and is authorized to do business in the state of Arizona. The Town represents and warrants to the Owner/Developer that it is an Arizona municipal corporation with authority to enter into this Agreement under applicable state laws. Each Party represents and warrants that the individual executing this Agreement on its behalf is authorized and empowered to bind the Party on whose behalf each such individual is signing. 7.21. Severability. If any provision of this Agreement is declared illegal, invalid or unenforceable, in whole or in part, under present or future laws, it shall be severed from the remainder of this Agreement, which shall otherwise remain in full force and effect. In lieu of the illegal, invalid or unenforceable provision, there shall be added automatically as part of this Agreement a provision as similar in terms to the illegal, invalid, or unenforceable provisions as may be possible and still be legal, valid, and enforceable, and this Agreement shall be deemed reformed accordingly. Without limiting the generality of the foregoing, if all or any portion of the payments required by the terms of this Agreement are determined, by a court of competent jurisdiction in a final non-appealable judgment, to be contrary to public policy or otherwise precluded, the parties shall utilize their reasonable, best efforts to promptly restructure and/or amend this Agreement, or to enter into a new agreement to afford the Owner/Developer the economic benefits of this Agreement in light of the benefits to the Town. 7.22. Governing Law. This Agreement is entered into in Arizona and shall be construed and interpreted under the laws of Arizona, and the Parties agree that any litigation or arbitration shall take place in Pima County, Arizona. Nothing in the use of the word "litigation" in the preceding sentence shall constitute a waiver of paragraph 6.4 above, requiring disputes to be resolved by binding arbitration. 7.23. Interpretation. This Agreement has been negotiated by the Town and the Owner/Developer, and no Party shall be deemed to have drafted this Agreement for purposes of construing any portion of this Agreement for or against any Party. 7.24. Recordation. The Town shall record this Agreement in its entirety in the office of the Pima County Recorder no later than ten days after it has been executed by the Town and the Owner/Developer. 7.25. No Owner/Developer Representations. Nothing contained in this Agreement shall be deemed to obligate the Town or the Owner/Developer to commence or complete any part or all of the development of the Property. {00014953.DOC / 48 } ~10/k~~/2009 ?:--~ro-.-~.°^"8:50.4M MARANA MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 93 of 119 15 7.26. Approval. If any Party is required pursuant to this Agreement to give its prior written approval, consent or permission, such approval, consent or permission shall not be unreasonably withheld or delayed. 7.27. Force Majeure. If any Party shall be unable to observe or perform any covenant or condition of this Agreement by reason of "force majeure," then the failure to observe or perform such covenant or condition shall not constitute an event of non-performance under this Agreement so long as such Party shall use its commercially reasonable efforts to remedy with all reasonable dispatch the event or condition causing such inability and such event or condition can be cured within a reasonable amount of time. "Force majeure" as used in this paragraph means any condition or event not reasonably within the control of such Party, including without limitation, "acts of God," strikes, lock-outs, or other disturbances of employer/employee relations; acts of public enemies; orders or restraints of any kind of government of the United States or any state or subdivision thereof or any of their departments, agencies, or officials, or of any civil or military authority; insurrection; civil disturbances; riots; epidemics; landslides; lightning; earthquakes; subsidence; fires; hurricanes; storms; droughts; floods; arrests, restraints of government and of people; explosions; and partial or entire failure of utilities. Failure to settle strikes, lock-outs and other disturbances of employer/employee relations or to settle legal or administrative proceedings by acceding to the demands of the opposing party or parties, in either case when such course is, in the judgment of such Party, unfavorable to a Party shall not constitute failure to use its best efforts to remedy such a condition. 7.28. Conflict of Interest. This Agreement is subject to A.R.S. § 38-511, which provides for cancellation of contracts in certain instances involving conflicts of interest. 7.29. Notices and Filings. All notices, filings, consents, approvals and other communications provided for in or given in connection with this Agreement shall be validly given, filed, made, transmitted or served if in writing and delivered personally, sent via overnight national courier, or sent by registered or certified United States mail, postage prepaid, if to (or to such other addresses as any Party may from time to time designate in writing and deliver in a like manner): To the Town: Town Manager Town of Marana Marana Municipal Complex 11555 West Civic Center Drive, A3 Marana, Arizona 85653 To Owner/Developer: DTD-Devco ~-?10. L.L.C. C/O DESERT TROON COMPANIES. 17207 N. Perimeter Drive, Suite 200 Scottsdale, Arizona 85255 Attn: Le 1~~Department with a copy to: CHESTER & SKIN, P.C. 8777 North Gainey Center Drive, Suite 191 Scottsdale, Arizona 85258 Attn: David Shein, Esq. [Remainder of page intentionally left blank.] {00014953.DOC / 48} ~10/~4¢/2009 ?:nom°TR8•SO AM MARANA MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 94 of 119 16 IN WITNESS wlnrREOF, the Parties have executed this Agreement as of the last date set forth below their representatives' respective signatures. TowN: TIC TowN of MARANA, an Arizona municipal corporation By: Ed Honea, Mayor Date: ATTEST: Jocelyn C. Bronson, Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney STATE OF ARIZONA) County of Maricopa ) SS OWNERIDEVELOPER: DTD-DEVCO ~? 0 L.L.C., an Arizona limited liability company By: DTR1, L.L.C., an Arizona limited liability company, Manager By: 'Trni Gary S. Elbo~en. Authorized A Date: The foregoing instrument was acknowledged before me on , the October .2009. by Garv S. Elbogen, the Authorized A~ of DTR1, L.L.C., an Arizona limited liability company, Manager of DTD-DEVCO ~1~ L.L.C., an Arizona limited liability company , on behalf of the company. My commission expires: Notary Public { 00014953.DOC / 48 } ~ 1 ~/~4¢/2009 3r0~-I~A48 MARANA MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 95 of 119 1 ~ LIST OF EXHIBITS A. Legal description of the Property B. Conceptual description of the master site plan for the Development C, Typical cross-section for the Marana Road improvements D. Tvpical cross-section for Sandario Road connection and Marana Main Street (standard cross-section for atwo-lane urban collector with a continuous left-turn lanel E. Tvpical cross-section for the Shoofly {00014953.DOC / -I8 } ~10/~46/2009 ?:^~°T"8:50 AM MAR,4NA ~~n'~„^'-.~E~:rIVIERC.4VTILE DEVELOP;~IEVT AGREEMENT EXHIBIT LIST Regular Council Meeting -November 3, 2009 -Page 96 of 119 1 g EXHIBIT A Legal description of the Property PARC EL ONE That portion of the East hal f of the N ortheast q uarter Section 21 Town-ship 11 South Range 11 E ast. Gila and Salt River Base an d Meridia n. Pima Co unty. Arizona. described as follows ~ wit: C omm encin at a point on the east line of said Se ction. dista nt 1744 feet southerl from the corner comm on to Sections 15. 16. 21 and 22. in sa id Townsh ip and Ran ge: Thence North 49° 36 'West 403.00 feet to a po int: Thence West 93 feet to a poin t• Thence South 668 feet to a point• Thence East 400 feet to the ea st lin e of said Section 21 • Thence North erly alon g the east li ne of said Section 21 a distance of 407 feet to the place of beginning. EXCEPTING THEREF ROM that portion lyin ;within boundaries of the Interst ate 1 0 (also known as the Tucson-C asa Gran de Hid hwa y. also known as the Tucson-Picacho Highw ay). as it now exists shown on those c ertain A D O T plan s dated September 6. 1960. Project No. I-10-4 (26) 231 and in Pima Count~jec t F.L94 ae cordinQ to the map thereof filed for record in the office of th e Countv Recorder of Pima Count y. Arizona on June 6. 1950. Instrument #17 7 PARCEL TWO That portion o f the Northeast quarter of Section 21 Town ship 11 South Range 11 East. Gila and Salt River Base and Meridian. Pima County¢ Arizona described a s follows: All of the East 847 feet of the Ea st half of the Nort heast quarter of Section 21 1vinQ South of th e Southwest right of wav line Interstate 10 (also known as Tucson-Casa Grande Highwav also kn own as the Tucson-Picacho Hi h~wav). as it now exists. sho wn on those certain A.D.O.T. plans dated Se ptember 6. 1960. Proiect I-10- 4 (26) 2.31 an d in Pima Countv . Project F.I. 94 according to the map thereo f filed for record in the office of the Count y Recorder in Pima Countv. Arizona on June 6. 1950. Instr ument #1.7973. EXCEPTING THEREFRO M that portion l ying within Trico Marana Road as estabilished as Road No 144 on December 6. 1926. by the Pim a County Board of Supervisors. FURTHER EXCEPTING THEREFROM that parcel c onveved to West ern Cotton Oil Co. By Deed dated Nove mber ] 0. 1950 and recorded November 1 6. 1950 in Docket 300 at page 540: FURTHER EXCEPTIN G THEREFROM that portion conveved to the State of Arizona by and through its Department of Tran suortation by Warranty Deed dated De-cember 8. 1992 recor PARCEL THREE The West 5 ded Mavl 1. 1993 in Docket 9539 at pa e 33 feet of the East 1380 feet of that portio n of the North-east quarter of Section 21 T ownship 11 Sout h Range 11 East. Gila and Salt River Base and Meridian. Pima Countv. Arizona. le g South of the so uthwesterl~ght of wav line on Interstate 10 (also known as the Tucson- a a r nde Hi h~wav. also k nown as the Tucson-Picacho Hi,~hwav) as it now exists. shown in those certain A.D. O.T. Tans dated S e cember 6. 1960. Proiect No.I-10-4 (26) 23 1 and in Pima Coun . Pro'ec F I 94 ac-cording to the map thereof filed for record in the office of t he Countv Recorder- of Pima County. Ariz ona on June 6. 1 950. Instrument #17973 EXCEPTING TH EREFROM that portion I ing within Trico Marana Road as established as Road No. 144 on December 6. 1926 by the Pima Countv Board Super PARCEL FO visors. UR That part of t he West 300 feet of the East 1680 feet of th e Northeast quarter of Section 21 Township 11 South Range 11 East. Gila and Salt River Base and Me ridian. Pima Countv. Arizona 1 int South and West of the s outhwesterl~r-ig,ht of wav line of Interstate 10 (also known as the Tucson- Casa Grande Hi~y also k nown as the Tucson-Picacho Hiahwayl as i t now exists. shown on those certain A D O T plans dated S eptember 6 1960 Proiect No I-10-4 (26) 23 1 and in Pima Countv Proiect F.I. 94 acco rding to the mad thereof filed for record in the office of th e Countv Recorder in Pi-ma Countv. Ariz ona on June 6. 1 950. Instrument #17973 EXCEPTING TH EREFROM that portion lving_ within Trico Marana as established as Road No. 144 on December 6. 1926 by the Pima Countv Board of Supervisors. {00014953.DOC / 48 } ~10/~4E/2009 X8.50 AM MAR.ANA MERCANITLE DEVELOPMENT .AGREEMENT Regular Council Meeting -November 3, 2009 -Page 97 of 119 EXHIBrI. A ExxisrT B Conceptual e is ion of the master site plan for the Development { 00014953.DOC / 48 } ~ 10/46/2009 ?:96-~A48:50 AM MARANA MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 98 of 119 EXHIBIT B EXHIBIT C Tv>Jical cross-section for the Marana Road improvements 100014953.DOC / 81 10/6/2009 8:50 AM MARANA MERC,4NTILE DEVELGPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 99 of 119 EkHIBTT C EXHIBIT D Typical cI-oss-section for Sandario Road connection and Marana Main Street lstandard cross-section for atwo-lane urban collector with a continuous left-turn lanel {00014953.DOC / 8 } 10/6/2009 8:50 AM MARAN.4 MERCANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 100 of 119 EXHIBIT D EXHIBIT E T~uical cross-section for the Shoofly _{000149>3.DOC / 8} 10/6/2009 8:50 Ab4 M.AR.ANA .VIERC.ANTILE DEVELOPMENT AGREEMENT Regular Council Meeting -November 3, 2009 -Page 101 of 119 EXHIBIT E Document comparison by Workshare Professional on Friday, October 09, 2009 3:17:18 PM Input: Document 1 ID file://C:/Documents and Settings/fcassidy/My Documents/Marana Mercantile DA (00014953-4).DOC Description Marana Mercantile DA (00014953-4) Document 2 ID file://X:/WDOX/TNATDOCS/DEVELOP/MERCANTILE/000 14953. DOC Description 00014953 Rendering set standard d: le change Statisti cs: Count Insertions 131 Deletions 94 Moved from 3 Moved to 3 Style change 0 Format changed 0 Total changes 231 Regular Council Meeting -November 3, 2009 -Page 102 of 119 11555 W. CIVIC CENTER DRIVE, MARANA, ARIZONA 85653 COUNCII. CHAMBERS, November 3, 2009, 7:00:00 PM To: Mayor and Council Item A 4 From: Cedric Hay ,Senior Assistant Town Attorney Strategic Plan Focus Area: Community Building, Progress and Innovation Subject: Ordinance No. 2009.22: Relating to Real Estate; approving the Town's transfer to Lawrence A. Oberin of approximately 32,344 square feet of property in exchange for his transfer to the Town of approximately 17,955 square feet of property needed for the Camino de Mariana roadway project; authorizing the Mayor to execute an agreement relating to the exchange; and authorizing the Mayor and Town Engineer to execute any other documents necessary to accomplish the exchange Discussion: Mr. Lawrence A. Oberin owns and resides on a triangular shaped parcel of land immediately southeast of Camino de Mariana and immediately north of Oasis Road at the point where the two roads currently intersect. The town needs to acquire approximately 17,955 square feet of Mr. Oberin's property, including the legal access to his home, for the Camino de Mariana Roadway Improvement Project, No. 2001-052. If approved, this item will acquire the right-of--way needed from the Oberin property in exchange for atown-owned approximately 32,344 square foot uneconomic remainder of a parcel the town purchased immediately east of and adjacent to the Oberin property. The land the town is transferring to Mr. Oberin is a larger parcel than the land the town is getting from Mr. Oberin. Town staff believes this difference in parcel size is justified. If the town were to acquire the needed right-of-way from Mr. Oberin through the condemnation process, Mr. Oberin would be entitled not only to the value of the land being taken, but also to any additional damages to the remaining Oberin property resulting from the portion of the property that is being taken and from the construction of the Camino de Mariana project itself. In this case, the Camino de Mariana project affects Mr. Oberin's legal access, the distance between his home and the roadway, the increased noise from the new road, and other factors. If the exchange is approved, the town will install a new access to Mr. Oberin's property across the exchange property. The town has published public notice of this exchange as required by Arizona law. Financial Impact: Regular Council Meeting -November 3, 2009 -Page 103 of 119 None. ATTACHMENTS: 'dame: Oescriptiott: Type: O Oberin Camino de Manana Exchange Oberin Oamina de t~.~anana Exchange Ordinance Ordinance Ordinance.DOC ^ EX_A_Oberin CDM Exh A to Ord: Oberin Ca3nino de ttlanana Exchange E..xchange_Agreem...ent.DOG Agreement Exhibit ^ Exhbt_A.pdf Exhibit A to agreement Exhibit ^ Exhbt_B.pdf Exhibit B to agreement Exhibit Staff Recommendation: Staff recommends adoption of Ordinance No. 2009.22, approving the Oberin exchange agreement and authorizing the Mayor and Town Engineer to execute the documents necessary to complete the transaction. Suggested Motion: I move to adopt Ordinance 2009.22, approving the real estate exchange agreement between the Town and Lawrence A. Oberin for the Camino de Manana Roadway Improvement Project. Regular Council Meeting -November 3, 2009 -Page 104 of 119 MARANA ORDINANCE N0.2009.22 RELATING TO REAL ESTATE; APPROVING THE TOWN'S TRANSFER TO LAWRENCE A. OBERIN OF APPROXIMATELY 32,344 SQUARE FEET OF PROPERTY IN EXCHANGE FOR HIS TRANSFER TO THE TOWN OF APPROXIMATELY 17,955 SQUARE FEET OF PROPERTY NEEDED FOR THE CAMINO DE MANANA ROADWAY PROJECT; AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT RELATING TO THE EXCHANGE; AND AUTHORIZING THE MAYOR AND TOWN ENGINEER TO EXECUTE ANY OTHER DOCUMENTS NECESSARY TO ACCOMPLISH THE EXCHANGE WHEREAS the Town of Marana has begun construction of right-of--way improvements known as the Camino de Manana/Dove Mountain Extension Project No. 2001-052; and WHEREAS the Town of Marano desires to acquire approximately 17,955 square feet of land from Lawrence A. Oberin that is needed for the construction of the project; and WHEREAS Mr. Oberin is willing to trade the land the Town needs in exchange for ap- proximately 32,344 square feet of Town-owned land immediately east of Mr. Oberin's properly; and WHEREAS the properties being exchanged are specifically described and mapped on the exhibits attached to the "Camino de Mariana Real Estate Exchange Agreement" between the Town and Mr. Oberin (the "Exchange Agreement"), which is attached as Exhibit A to this ordi- nance; and WHEREAS the parcel being exchanged by the Town is of little value to anyone other than Mr. Oberin; and WHEREAS the properties being exchanged are of substantially equal value when the im- pact to Mr. Oberin's lot and the potential for severance damages are balanced with the fact that the property being offered by the Town will not be needed once the project has been completed; and WHEREAS A.R.S. § 9-407 requires land exchanges to be authorized by ordinance; and WHEREAS the Council finds that the exchange authorized by this ordinance is in the best interests of the Town and the public. NOW, THEREFORE, BE IT ORDAINED BY THE MAYOR AND COUNCIL, OF THE TOWN OF MARANA, SECTION 1. The exchange of lands as set forth in the Exchange Agreement presented to the Mayor and Council concurrently with this ordinance and attached as Exhibit A is hereby ap- proved, and the Mayor is hereby directed to execute it on behalf of the Town. Reguly~~~~i~~0~o~mber 3, 2009 -Page 105 of 119 _ 1 - {00017464.DOC /} SECTION 2. The Mayor and Town Engineer are hereby authorized to execute any and all documents necessary to effectuate the above-contemplated exchange for and on behalf of the Town of Marana. PASSED AND. ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, this 3`d day of November, 2009.. Mayor Ed Honea ATTEST: Jocelyn C. Bronson, Town Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney Regulq~~~~j~~~~0~o~mber 3, 2009 -Page 106 of 119 _ 2 _ {00017464.DOC /} TOWN OF MARANA/OBERIN REAL ESTATE EXCHANGE AGREEMENT Tx>S AGREEMENT ("Agreement") is made and entered into by and between TxE Towle of MARANA, an Arizona municipal corporation (the "Town") and Lawrence A. Oberin, a single man ("Mr. Oberin"). The Town and Mr. Oberin are sometimes collectively referred to as the "Parties," either of which is sometimes individually referred to as a "Party." RECITALS A. Mr. Oberin owns a triangular parcel of property located immediately northeast of the cur- rent intersection of Camino de Manana and Oasis Rd., identified as Pima County Assessor's parcel number 216-33-080A. B. The Town needs a portion of Mr. Oberin's property measuring approximately 17,955 square feet in size ("the Take") for the Camino de Manana Roadway Improvement Project No. 2001-052 ("the Project"). The Take is particularly described in Exhibit A attached to and incor- porated by this reference in this Agreement. C. The Town owns a parcel of land adjacent to the eastern border of Mr. Oberin's Property identified as Pima County Assessor's parcel number 216-33-096Q measuring approximately 32,344 square feet in size (the "Town Parcel"). The Town Parcel is particularly described in Exhibit B attached to and incorporated by this reference in this Agreement. D. The Town is willing to exchange the Town Parcel to Mr. Oberin in exchange for the Take. E. Mr. Oberin is willing to exchange the Take to the Town in exchange for the Town Parcel and is willing to accept the exchange in satisfaction of his right to receive just compensation for the Town's acquisition of the Take, including any potential severance damages to the remainder of Mr. Oberlin's property resulting from the Town's acquisition of the Take and the Town's construction of the Camino de Manana Roadway Improvement Project. F. The exchange of property and property rights contemplated by this Agreement is author- ized pursuant to A.R.S. § 9-407, the procedural requirements of which will have been satisfied by the Town prior to the Town's approval and execution of this Agreement and its related docu- ments. TOWN OF MARANA/OBERTN REAL ESTATE EXCHANGE AGREEMENT - 1 - 10/11/2009 6:12 PM CIH FJC Regular Council Meeting -November 3, Zoos - P~A~47B~~1 to Ordinance 2009.22 AGREEMENT Now, THEREFORE, in consideration of the foregoing premises and the mutual covenants set forth in this Agreement, the Parties hereby agree as follows: 1. Exchange of land and property interests. The Parties will complete the following exchange of land and property interests no later than thirty days after the effective date of the Ordinance authorizing this Agreement: (A) The Town to Mr. Oberin. The Town shall transfer title to the Town Parcel to Mr. Oberin no later than thirty days after the effective date of the Ordinance authorizing this ex- change by means of a Special Warranty Deed to be signed by the Town Engineer. (B) Mr. Obern to the Town. Mr. Oberin shall transfer title to the Take to the Town by means of a Special Warranty Deed no later than thirty days after the effective date of the Or- dinance authorizing this exchange. 2. Confirmation of just compensation. By signing this Agreement, Mr. Oberin accepts the Town Parcel as just compensation for the Take, including any potential severance damages to the remainder of Mr. Oberlin's property resulting from the Town's acquisition of the Take and the Town's construction of the Camino de Mariana Roadway Improvement Project. Mr. Oberin expressly waives any and all further compensation resulting from the Town's acquisition of the Take, including severance damages. 3. Notices. All notices, requests and other communications under this Agreement shall be given in writing and either (i) personally served on the party to whom it is given, or (ii) mailed by registered or certified mail, postage prepaid, return receipt requested, or (iii) sent by private overnight courier such as Federal Express or Airborne, or (iv) transmitted by facsimile (provided that a confirming copy of the facsimile transmission is mailed on the date of such transmission), addressed as follows: If to the Town: TOWN OF MARANA 11555 W. Civic Center Dr. Marana, Arizona 85653-7006 (520) 382-1900 Fax (520) 382-1945 If to Mr. Oberin: LAWRENCE A. OBERIN 6075 W. Camino de Marana Tucson, Arizona 85742-8991 (520) 572-4898 TOWN OF MARANA/OBERIN REAL ESTATE EXCHANGE AGREEMENT -2- 10/11/2009 6:12 PM CIH FJC Regular Council Meeting -November 3, Zoos - I=~~~Bf~'I~ to Ordinance 2009.22 All notices shall be deemed given when delivered or transmitted by facsimile or, if mailed as provided above, on the second day after the day of mailing, and if sent by overnight courier, on the next day after the date of deposit with the courier. Any party may change its address for the receipt of notices at any time by giving written notice thereof to the other parties in accordance with the terms of this section. The inability to deliver notice because of a changed address of which no notice was given, or rejection or other refusal to accept any notice, shall be deemed to be the effective receipt of the notice as of the date of such inability to deliver or rejection or refusal to accept. 4. Miscellaneous. (A) This Agreement may not be modified except in a writing signed by the Parties. (B) Time is of the essence of this Agreement. (C) This Agreement shall be governed by and interpreted in accordance with the laws of the State of Arizona, and any lawsuit to enforce any provision of this Agreement or to obtain any remedy with respect to this Agreement shall be brought in the Pima County Superior Court, and for this purpose the Parties expressly and irrevocably consent to the jurisdiction of the Pima County Superior Court. (D) If either of the Parties fails to perform any of its obligations under this Agreement or if a dispute arises concerning the meaning or interpretation of any provision of this Agreement, the defaulting party or the party not prevailing in the dispute, as the case may be, shall pay any and all costs and expenses incurred by the other party in enforcing or es- tablishing its rights under this Agreement, including, without limitation, court costs and reasonable attorneys' fees. (E) The captions and section numbers appearing in this Agreement are inserted only as a matter of convenience, and do not define, limit, construe or describe the scope or in- tent of such sections or articles of this Agreement. (F) This Agreement may be executed in multiple counterparts, each of which shall, for all purposes, be deemed an original and all of which, taken together, shall constitute one and the same agreement. (G) This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors in interest and assigns; provided, however, that no assignment of this Agreement shall in any way relieve the assignor of its obligations under this Agreement. (H) This Agreement is subject to A.R.S. § 38-511, which provides for cancellation of contracts in certain instances involving conflicts of interest. (I) Exhibits referred to in this Agreement are attached to and incorporated by refer- ence as if set forth in full in this Agreement. 10/11/2009 6:12 PM CIH FJC TOWN OF MARANA/OBERIN REAL ESTATE EXCHANGE AGREEMENT -3- Regular Council Meeting -November 3, Zoos - P~~'1~8~ $1 to Ordinance 2009.22 IN wiTNESS WHEREOF, the Parties hereto have executed this Agreement as of the last date set forth below their respective signatures. "TowN" THE TOWN OF MARANA, an Arizona munici- pal corporation By: Ed Honea, Mayor Date: ATTEST: Jocelyn C. Bronson, Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney "Mr. Oberin" LAWRENCE A. OBERIN, a single man Lawrence A. Oberin Date: TOWN OF MARANA/OBERIN REAL ESTATE EXCHANGE AGREEMENT -4- 10/11/2009 6:12 PM CIH F7C Regular Council Meeting -November 3, Zoos - P~~~~ ~ to Ordinance 2009.22 August.26, 2fl09 EXHIBIT A LEGAL DESCRIPTI{3N PlJBLIC RIGHT-tJF-11VAY A-1:; 2'16-33-OSOA A portion of'that property described in: Docket 11135,. page 1'469, as recorded in the office of the Pima County Recorder, located. in the' Northwest. one-quarter' of Section 14, Township 12 South., Range 1:2 East, Oiia and Salt River Meridian, Pieria County, Arizona, described as follows: COMMENCING' at the west .one: quarter corner of said. Section 14, as monumented by a 518 inch steel rebar in concrete with 1-1J2 inch aluminum cap marked; "LS 1052 515'- S14 1l4 4[67," from which the center quarter of said section, as shov+in by Pima County Seefion Corner References, bears North 89 degrees 26 rriin~tes 28 seconds East; a distance of 2636.11 feet; THENCE upon the- center quarter line of Section 14, North 89 degrees 26 minutes 28 seconds East a distance of 8'10.56. feet; THENCE perpendicular to said cenfier quarter line;, North: 00 degrees 33 minutes 32 seconds Esst a distance: of 30:.00 feet to a point on the north right-of :way of Qasis Road as shown in Book 3 of Load Maps at: Page 69, Pima County Recorder's Office, and the southeas# corner of that. parcel .described in Docket 1.3456, page 161, being the POINT OF BEGINNING; THENCE upon the- southeasterly line of said parcel described in Docl~et 1345.6, page 1616, North 57 degrees. 36 minutes 41 seconds East;. a distance of 232.83 feet #o fhe beginning of a curve, concave to the southeast; THENCE upon said southeasterly line, a curve to the .right havir3g a radius of 22:44,36 feet and a central angle of 8 degrees 57 rninutes 10 seconds., for an arc distance of 35U.70 feet to a point on the west line of the southeast quarter of the northwest quarter, being also the west line of that property described in. Docket 13555', page 556 (Partial Acquisition D-6; 216-33-096K);: THEI+ICE upon said west line, South 00 degrees 16 minutes 44 seconds East, a distance of 30.70 feet to a point on the are of anon-tangent curve, concave to the southeast, through which a radial line bears North 25 degreesl5 minutes 12 seconds 11Vest; ~. THENCE sout}iwesterly upon said nQri-tangent curve to the left;. having a radius of 2240.OQ feet and a central angle of 5 degrees 37 minutes 38 seconds, an arc distance of 2.19..98 fee#; THENCE North 30 degrees 52 minutes 48 seconds Vl/est a distance of 4.00 feef; E:\U3U74\PostDesignU.:EGALS~Legaf-3.1b-»-U80A~21b-33.080A.rtf Page 1 of; Regular Council Meeting -November 3, 2009 -Page 111 of 119 THENCI= South 57 degrees 53. minutes- 43 seconds V1/est a distance of ~ 57..02- feet; THENCE South 52 degrees 16 minutes 46 seconds West a. distance bf 75.33 feet;. THENCE South 57 degrees 3G min;utes 51 seconds IfVest a distance of 51'..78 feetto a point on said north righ#-ofrv~ay of Oasis Road.;, TFiENGE upon said right-of-vvvay, South 89 degrees 26 minutes 28 seconds llVest a distance of 73:94 feet to the PCOIIVT f3fF BE~INNNG See Exhibit. B attached hereto and made a part hereof. Prepared for and on the behalf' of Psernas Pro}'eet No 7TMA037403 J.O: Teague; RL.S 13557 Expires 9/30/2010 C:\03071PvstDesgn\LEGALS1I,ega1-? 1 G-~3-0$(1tS12 ~ b-53-080A,rtt Page?..of 3 Regular Council Meeting -November 3, 2009 -Page 112 of 119 SCALE: 1" 00' P.O.B. i _ 810.56' CURVE RAOI.US ARC LENGTH .DELTA ANGLE C1 2244.36' 350.70' 08'ST10" C2 2240.00' 21.9.98' 05'3736" //- O`' ~ _ 4~" J 5`~' ~ P~~ ~U. ~' .~ ' ~F- ~0 . ~ 4C . ~~1~ ` ,~ G~ ice' 9-~~ ~ ~~ a GPi ~ 5 ~_ /,, ~ 216-33-080A Q- ~, y' ~`L, . '~ OBERIN, LAWRENCE A. ~ ~ I DK. 11135, PG. 146.9 ~~ 0.4122 y, ~~ OASIS RD. BK. 3, i?G: 69 RM - - _ _..- N 89'2'6'28'" E .263.6,:11' (BASIS OF BEARING) P.O.C. W. 1 /4 COR, SECTION. 14 5/8" REBAR 1N CONC.: W/ 1-1 /7" AC STAMPED" LS 1052 S15(S14 1/4 4/67" C1 /4 SECTION 14 PE'R PCFiO CORNER REFS. LINE BEARING. DISTANCE L1 N 00'33'32" W 30;OQ' l2' N 5736'41" E 232..83.' L3 S 00°1'6'44" E 30.70' L4 N 30'52'48°` W 4.00' L5 S 57°53'43" W 157:02' L6 S 52°1.6'46" W 75:33' l:7 S 5736'51" W 51.78' L8 S 89'26'2.8" W. 73.94' L9 N 25'15'12" W .2240.00 ~1~~ 1 fa a ~ ~ s P S ~? Ni ~ PUBLIC RIGHT OF' SAY` ~ E.~txt ~ ~ U8, Iuc~, u ffifu Td (~a1 ~gy_~pp (a~E ui_s~s A PORTION OF' THE NORTHWEST 1 /4, taz{5m)192-1290 SECTIOi~t I4, T 1? S, R 12 E ~~com GILr~ 8E SALT DIVER MERIDIAN, PIMA COUNTY, ARIZONA. 7TMA037403 03074-03 DATE: AUGUST 26, 2009 o DRAWN BY: SM Con ' ,(~~etina -November 3. 2009 - Paae 11'~ of 11 q Pege s of s October 20, 2009 EXHIBIT B LEGAL DESCRIPTION A-1; 216-33-096Q That property described in Docket 13555, page. 556, Exhibit "AA", records of the county recorder, Pima County, Arizona, located in the southeast one-quarter of the northwest one-quarter of Section 14, Township 12 South, Range 12 East, Giia and Salt River Meridian, Pima County, Arizona, EXCEPTING that property described as follows: A portion of that property described in Docket 13555, page 556 Exhibit "AA", records of the county recorder, Pima County, Arizona, located in the southeast one-quarter of the northwest one-quarter of Section 14, Township 12 South, Range 12 East, Gila and Salt River Meridian, Pima County, Arizona, described as follows: COMMENCING at the center one quarter corner of said Section 14 THENGE South 89 degrees 26 minutes 28 seconds West along the centerline of Section 14, a distance of 1318.10 feet to the southwest corner of the southeast one-quarter of the northwest one-quarter of Section 14; THENCE North 00 degrees 16 minutes 44 seconds West, along the west line of the southeast one-quarter of the northwest one-quarter, a distance of 30.00 feet to the north right of way of Basis Road per Pima County Road Proceedings No. 391 and the POINT OF BEGINNING; THENCE continuing along the west line of the southeast one-quarter of the northwest one-quarter, North 00 degrees 16 minutes 44 seconds West, a distance of 253.07 feet to a point on anon-tangent curve concave to the southeast, having a radius of 2240.00 feet, a central angle. of 0 degrees 14 minutes 24 seconds, and from which the center bears South 25 degrees 15 minutes 12 seconds East, being also the POINT OF BEGINNING,; THENCE continuing along the west line: of the southeast one-quarter of the northwest one-quarter, North 00 degrees 16 minutes 44 seconds West, a distance of 30.70 feet to a point on anon-tangent curve concave to the southeast, having. a radius of 2244.36 feet, a central angle of 0 degrees 07 minutes 14 seconds, and from which the center bears South 23 degrees 26 minutes 07 seconds East; THENCE northeasterly along the curve, an arc distance of 4.68 feet to the beginning. of a compound curve, concave. to the southwest, having a radius of 35.00 feet, a central angle of 91 degrees 56 minutes 48 seconds, and from which the center bears South 23 degrees 18 minutes 57 seconds East; Regular Council Meeting -November 3, 2009 -Page 114 of 119 E ip3074lPostDes3gd~LEGALSl216-33-a96Q-paroel.rCf 1 of 5 THENCE easterly, and southeasterly along the curve, an arc distance of 56.17 feet; THENCE South 21 degrees 22 minutes 09 seconds East, tangent to the curve, a distance of 33.13 feet to a point of cusp of a curve concave to the southwest, having a radius of 40.00 feet and a central angle of 93 degrees 38 minutes 39 seconds, and from which the center bears South 68 degrees 37 minutes 51 seconds West; THENCE northwesterly, westerly and southwesterly along the curve, an arc distance ofi 65.38 feet to the beginning of a compound curve, concave to the southeast, having a radius of 2240.00 feet, a central angle of 0 degrees 14 minutes 24 seconds, and from which the center bears South 25 degrees 00 minutes 47 seconds East; THENCE southwesterly along the curve, an arc distance of 9.39 feet to the PRINT OF BEGJNNING; Containing as a corollary, approximately 0.032 acres, 1,384 square feet. The basis of bearing for the above description is South 89 degrees 26 minutes 28 seconds West between the center one-quarter corner of Section 14 and the west one- quarter corner of Section 14. AND SUBJECT TQ that drainage easement described by the attached document "Drainage Easement - C, D-6; 216-33-096K" See Exhibit B attached hereto and made a part hereof. Prepared for and on the behalf of Psomas: Project No. 7TMA037403 J.O. Teague, RLS 18557 ~~F~cat~ 18557 J.O. TEAGUE Expires 9/3012010 Re~I~r3~~~EU~rQL~~~~~-r3~~c~~pa~ti115 of 119 2of5 EXCEPTION AREA= 1,3$4f SQ. FT. 0 X 216-33-080A OBERIN, LAWRENCE A. r v~ '~' ~--~t3: O ~O_ ~ ~~- f/ ' ~ ~ r7 ~~ cV 216-33-096Q DK.13555, ~~ PG. 556 AREA= ~ 32,344E SQ. FT. 0 v AQ ~© ~© -~ O~ c~`J P.O.C. G 1 f 4 GOR. GALE. FROM PGDOT TIES LINE BEARING DISTANCE L1 N 00`16'44" W 30.00' L2 N 21'22'09" E 22.56' L3 N 00'16'44" W 30.70' L4 S 21'22'09" E 33.13' SUBJECT T0: DRAINAGE EASEMENT-G D-6; 216-33-096K W. 1 /4 COR. SEC. 14 FND 5/8" STEEL REBAR Wj 1-1 /2" ALUM GAP MARKED "LS 1052 S15-S1~ 1/4 467" SCALE: 1 " = 50' P.O.B. ~\ f ,;, 5~~9'26%2~" W x:44.92' .- OASIS ROAD (EXISTING) 1318..01 ' ~ 1318.10' ~J- - - S 89'26'28" W 2636.11' (BASIS OF BEARING) CURVE RADIUS ARC LENGTH DELTA ANGLE C 1 2240.00' 9.39' 00' 14'24" G2 40.00' 65.38' 93'38'39" C3 440.00' 279.73' 36'25'33" G4 2244.36' 4.68' 00'07'10" C5 35.00' 56...17' 91'56'48" E IIT 'B' A-1; TAX PARCEL 21 fi-33-096Q A PORTION OF THE NORTHWEST ONE-QUARTER OF CCf^TI!'1A1 1 A Tf1t AIAIC LJin i rf ~"r11 iTLI ~AAIf+C i +7 CAC`T TI{ A 800 E Wetmore Rood. Suite 710 Tucson, AZ 85719 AND SALT RIVER MERIDIAN, PIMA COUNTY, ARIZONA {520} 292-2300 (520) 293-1290 faz www.psomas:com Regul~r g~c¢'I M~~ing -November 3, Zoos -Page 1 ~19 OCTOBER 22, 2009 + DRAWN BY: SM 3of5 March 17, 2008 Psomas ~ 03074-03 EXHIBIT B LEGAL DESCRIPTIGN DRAINAE~/~EAEA~}S+~EfVI~Ea(NT - C D~Vp L [~~e?..T~~V6l A portion of the Northwest one-quarter of Section 14, Township 12 South, Range 12 East, Gila and Salt River N[eridian, Pima County, Ar[zona, described as follows: CI:?MMENCING afithe West'l corner of said Section 14 be[ng a found 5/8" steel rebar in concrete with 1-1/2" aluminum cap marked "LS 1x52, S15-S14 old, 4167fl; THENCE N 89°26'28" E upon the South line of said Northwest one-quarter a distance of 1529.01 feet; THENCE N 00°33'32" W a distance of 54.29 feet to the PAINT OF BEGINNING on the arc of anon-tangent curve concave Northeasterly, a radial fine of said curve. through said point having a bearing of S 37°39'16" W; THENCE Northwesterly upon the arc of said curve, to the right, having a radius of 440.00 feet and a central angle of 5°43'54" for an arc length of 44.02 feet to a point on anon-tangent. fine, a radial .line of said curve through said point having a bearing of S 43°23'70" W; THENCE S 41°34'21" W upon said non-tangent line a distance of 25.00 feet; THENCE S 49°09'06" E a distance of 44.86 feet; THENCE N 39°36'29" E a distance of 25.26 feet to the POINT OF BEGINNING; Containing 1100 sq. ft., 0.0253 acres, more or less; See Exhibit B attached hereto and made a part hereof. 4~~~~Sr~,~,~,r~ ~,~~~ ~"`~~', ~~ ~~ ~ ` ~ Pre aced b ~ ~C~ ~ ,' . ~ z ~~~ PSOt71as _~F f~,~ ,4G .; ~ ~ p I ~~ ~ i, ~ ~ ~. 1.1 l Craig ,l. Nagood, AZ R.L.S. 25071 Regular Cou~~4~f~~KN~re~m~er 3, 2009 -Page 117 of 119 ~ of2 4of5 CURVE RADIUS ARC LEh1GTH DELTA ANGLE C1 440.x0' 44.x2' 5`43'54" ~a 0 0 cam! 0 z ~- m a U x v i 0 X o- N ~~ 0 0 ~, 6 ~ ~. Y ~~ ~ ~ ~P~/~ ~ PQ ~ '~~ ~`°` ~P~~'' OASIS ROAD i L' ~~4 ~ ~~~~ PROP©SED R f W F / P.a.B, - ~- _ ---- 1529.01' ____ _~' Q~ r- ---- N 89'26'28" E P.a.C. W. ~ CaR. SEC, t 4 FIVD ~" STEEL REBAR W/ 1-~` ALUM CAP MARKED " LS 1052, S. t 5-S. t 4 ~, 4 f 67" ` _ _ L OASI S ROAD_ _ 2636.11' EXISTING RfW . C ~ C4R. SEC. 14 CALC. FRAM PCDDT TIES n ~ T1 ~II~~ IT~j A' B' 3J LZS~ t~-~3:J t~~,~.:tt! JL ~J TAX PARCEL 2.16--33-096K A PORTION OF THE NORTHWEST ONE-QUARTER OF SECT[ON 14, TOWNSHIP 12 R ~ SOUTH, RANGE 12 EAST, GII~ AND SALT 8°° ~. w~tmo~e R°°d, s~~ce "° RIVER MERfDIAN, PIMA COUNTY, ARIZONA Tucson, AZ 85719 (520) 292-2300 (520) 292-1290 fax '"f~'~~~f~P~cS~H~iI Meeting -November 3, 2009 -Page 118 of 119 43074-d3 DATE: March 17, 2dd8 o DRAWRI BY: mrT 2 of 2 SCALE: 1" = 6d' LINE BEARING DISTAPJCE Lt L2 S S 41`34'21" 49'd9'06" W E 25.00' 44.86" L3 N 39`36'29" E 25.26' 5of5 11555 W. CIVIC CENTER DRIVE, MARANA, ARIZONA 85653 COUNCIL CHAMBERS, November 3, 2009, 7:00:00 PM To: Mayor and Council Item D 1 From: Steve Huffman ,Intergovernmental Affairs Administrator Strategic Plan Focus Area: Not Applicable Subject: Legislative Issues: Discussion/Direction/Action regarding all pending bills before the Legislature Discussion: This item is scheduled for each regular council meeting in order to provide an opportunity to discuss any legislative item that might arise during the current session of the State Legislature. Periodically, an oral report may be given to supplement the Legislative Bulletins. ATTACHMENTS: ItiTalne: Deseriptit~n: T}~pe: RJo Attachments Available Staff Recommendation: Upon the request of Council, staff will be pleased to provide recommendations on specific legislative issues. Suggested Motion: Mayor and Council's pleasure. Regular Council Meeting -November 3, 2009 -Page 119 of 119