HomeMy WebLinkAbout07/11/2006 Blue Sheet Granite Construction Company/Tangerine Development Agreement
TOWN COUNCIL
MEETING
INFORMATION
TOWN OF MARANA
MEETING DATE: July 11,2006
AGENDA ITEM:
E.4
TO: MAYOR AND COUNCIL
FROM: Frank Cassidy, Town Attorney
SUBJECT: Resolution No. 2006-100: Relating to Development; approving and
authorizing the Mayor to execute the Granite Construction Com-
pany/Tangerine Development Agreement.
DISCUSSION
This proposed development agreement addresses the expansion of Granite's resource extraction
activities to the former Velma Beard property, located between Granite's existing resource ex-
traction activities next to the Pima County landfill and the Cemex resource extraction which was
the subject of the Tangerine Commerce Park development agreement approved on December 20,
2005. If approved, this development agreement will:
· Require Granite to dedicate to the Town at no charge the Beard House and 150 feet of
land along the Santa Cruz River.
. Require Granite to install a berm along the ISO-foot dedication line of the Santa Cruz
River except at the Beard House, where a fence will be required.
. Allow resource extraction to a depth of 150 feet.
· Allow resource extraction within 50 feet of future Tangerine Road (extending south to
Avra Valley Road), provided that an eight-foot berm is located within the setback;
otherwise, a 300-foot setback is required.
· Require a setback from the Santa Cruz River as determined by the Pima County Flood
Control District (currently anticipated to be 200 feet).
· Require no setback from the existing Granite and Cemex resou~ce extraction parcels and
will allow the Granite resource extraction activities to be connected.
. Provide for the payment of a 5-cent-per-ton resource fee.
· Limit stockpiling to the height of the perimeter grade or the eight-foot screening berm
when it is constructed.
· Clarify the existing vested right to resource extraction on Granite's combined properties.
. Remain effective for 40 years.
With this agreement, Granite expressly consents to the formation of the Tangerine Farms Im-
provement District and agrees not to protest its formation.
RECOMMENDATION
Staff recommends adoption of Resolution No. 2006-100, approving and authorizing the Mayor to
execute the Granite Construction Company/Tangerine Development Agreement.
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A TT ACHMENT(S)
Granite Construction Company/Tangerine Development Agreement.
SUGGESTED MOTION
I move to adopt Resolution No. 2006-100.
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MARANA RESOLUTION NO. 2006-100
RELATING TO DEVELOPMENT; APPROVING AND AUTHORIZING THE MAYOR TO
EXECUTE THE GRANITE CONSTRUCTION COMPANYITANGERINE DEVELOPMENT
AGREEMENT.
WHEREAS, the Mayor and Council find that the terms and conditions of the Granite
Construction Company/Tangerine Development Agreement are in the best interest of the Town.
NOW, THEREFORE, BE IT RESOLVED BY THE MA YOR AND COUNCIL OF THE
TOWN OF MARANA, ARIZONA, that the Granite Construction Company/Tangerine
Development Agreement, attached to and incorporated by this reference in this resolution as
Exhibit A is hereby approved, and the Mayor is hereby authorized to execute it for and on behalf
of the Town of Marana.
BE IT FURTHER RESOLVED that the various Town officers and employees are
authorized and directed to perform all acts necessary or desirable to give effect to this resolution.
PASSED AND ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF
MARANA, ARIZONA, this 11 th day of July, 2006.
Mayor Ed Honea
ATTEST:
Jocelyn Bronson, Town Clerk
APPROVED AS TO FORM:
Frank Cassidy, Town Attorney
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GRANITE CONSTRUCTION COMP ANY/TANGERINE
DEVELOPMENT AGREEMENT
TOWN OF MARANA, ARIZONA
THIS DEVELOPMENT AGREEMENT (this "Agreement") is made by and among the TOWN OF
MARANA, an Arizona municipal corporation (the "Town") and GRANITE CONSTRUCTION
COMPANY, a California corporation (the "Owner"). The Town and the Owner are collectively
referred to in this Agreement as the "Parties", anyone of which is sometimes individually
referred to as a "Party".
RECITALS
A. The Owner owns approximately 80 acres of real property (the "Property"), within the
corporate limits of the Town, located south of Tangerine Road and west of Interstate 10, as
depicted on the overview map attached as Exhibit A with the Property legally described on
Exhibit B. The Owner intends to utilize this property for sand and gravel extraction ("Resource
Extraction").
B. The Town acknowledges that the Property is zoned Zone D under the Town's Land
Development Code, and is designated for Industrial/General use under the Town's General Plan.
The Town further acknowledges that the zoning and General Plan designation allow Resource
Extraction as a permitted use pursuant to an approved mining plan.
e. Tangerine Road west ofI-lO (referred to in this Agreement as "Tangerine Farms Road")
is being realigned and extended by the Town to improve the geometry of the freeway
interchange and to serve as a major arterial roadway for northwest Marana. The Town also
currently plans a future link road (referred to from this point forward in this Agreement as
"Future Tangerine Road") extending from Tangerine Farms Road over the Santa Cruz River to
A vra Valley Road.
D. To facilitate the construction of the realigned Tangerine Farms Road, the Town is forming
an improvement district (the "Improvement District"), whereby adjacent property owners will
be assessed a pro-rata share of the improvement costs. Other properties owned by Granite,
specifically those properties subject to the 1998 DA (the "1998 DA Lands") will be included in
the Improvement District.
E. The Town desires and the Owner intends to dedicate lands necessary for continuation of
the Santa Cruz River Linear Park (the "Linear Park Land") and for Future Tangerine Road
right-of-way.
F. The Town desires to collect a fee based on the amount of material removed from the
Property due to the Resource Extraction operation, in order to offset the impacts associated with
development on the Property (the "Resource Fee").
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G. The Parties are parties to a Development Agreement dated December 15, 1998 and
recorded in the Pima County Recorder's office at Docket 10973, Page 424 (the "1998 DA"),
addressing the Owner's Resource Extraction activities on lands adjacent to the Property, and
desire to make minor revisions to the 1998 DA for consistency with this Agreement.
H. The Town and the Owner understand, acknowledge and agree that (i) this Agreement is a
"Development Agreement" within the meaning of, and entered into pursuant to the terms of,
A.R.S. ~ 9-500.05, as amended, and (ii) the terms of this Agreement are binding upon the Town,
the Owner and their successors and assigns and shall run with the Property.
1. The Town finds that the development of the Property pursuant to the Applicable Town
Regulations will result in significant planning and economic benefits to the Town and its
residents by:
(i) facilitating development of the Property consistent with the Town's General Plan;
(ii) providing open space and recreation areas;
(iii) generating revenues to the Town based on the terms of this Agreement;
(iv) generating sales tax from activities on the Property; and
(v) creating jobs through employment and construction activity on the Property.
AGREEMENT
Now, THEREFORE, in consideration of the foregoing premises and the mutual promises and
agreements set forth in this Agreement, the Parties hereby agree as follows:
Article 1. Dedication of Land and Access Easement
1.1. Conveyances to the Town. Within thirty days of the Effective Date of this Agreement,
the Owner shall duly execute and deliver to the Town for recording one or more deeds in a form
reasonably acceptable to the Town Attorney conveying to the Town without cost the Linear Park
Land, including the Beard House, and the Tangerine ROW.
1.2. Linear Park Land. The Linear Park Land shall consist of all portions of the Property that
currently exist in the Santa Cruz River bed, and all portions of the Property within 150 feet of the
top of the northern bank of the Santa Cruz River, measured from the front (south) face of the
soil-cement bank protection. The Linear Park Land is depicted in Exhibit C.
1.3. The Beard House. The Beard House consists of the only building on the Property and is
included in the dedication, even though a portion lies more than 150 feet from the top of the
northern bank of the Santa Cruz River. The land to be deeded with the Beard House shall extend
to approximately 12Yz feet east of the existing CMID channel located east of the Beard House
and to the southern edge of the historic crop line. The land to be deeded in connection with the
Beard House is depicted in Exhibit Cl.
1.4. Tangerine ROW. The Owner shall dedicate to Town at no cost the eastern 75 feet of the
Property (widening slightly as it approaches the north boundary of the Property, to accommodate
the road's westward curvature) for Future Tangerine Road right-of-way, as depicted in Ex-
hibit D (the "Tangerine ROW"). Any right-of-way dedication for Future Tangerine Road that
exceeds the Tangerine ROW shall be acquired based on just compensation to the Owner, with
due consideration to any reduced Resource Extraction resulting from the acquisition.
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1.5. Access. The Parties acknowledge the existence of an existing access easement heading
due north from the end of the driveway serving the Beard House and the Linear Park Land (the
"Existing Access"), which shall continue to provide access until the Owner's Resource Extrac-
tion activities on the Property require its closure. At that time, the Town should have secured
alternative access to the Beard House and Linear Park Land through the adjacent State land lo-
cated south of the Property (the "State Land"). If the Town does not secure alternate access to
the Beard House and the Linear Park Land by the time the Existing Access is affected by the
Owner's Resource Extraction activities on the Property, the Owner shall grant the Town a tem-
porary access and utility easement along the southern boundary of the Property as depicted on
Exhibit E, which shall automatically terminate when the Town acquires the State Land or some
other alternative access. Within 30 days of acquiring the State Land or other alternative access
(whichever occurs fIrst), the Town shall record a document with the Pima County Recorder's
offIce terminating the temporary access and utility easement.
1.6. Boundary Adiustments. If construction of a public road within any of the rights-of-way
requires a realignment of that right-of-way, the Town and the Owner shall cooperate to adjust the
right-of-way boundaries provided that the total amount of land within all of the right-of-way
dedicated by the Owner shall remain substantially the same.
Article 2. The Improvement District
2.1. Consent to Formation. The Owner understands that the Town intends to create the Im-
provement District to facilitate the improvement of Tangerine Farms Road. Owner further un-
derstands that the Town intends to include the 1998 DA Lands within the Improvement District
and intends to assess special taxes on the 1998 DA Lands to pay for the improvements. Owner
hereby agrees not to protest the formation of the Improvement District.
Article 3. Entitlements
3.1. Permitted Use. The Town hereby acknowledges and affIrms that the Owner's desired use
of the Property, Resource Extraction, is permitted as of right under the Town's Land Develop-
ment Code and General Plan designation. The Owner agrees that all operations will be con-
ducted in accordance with an approved site plan (depicted on Exhibit F), and the approved Min-
ing Plan.
3.2. Established Use; Vesting. The Town hereby acknowledges and affIrms that the Owner is
currently using the 1998 DA Lands for Resource Extraction, and that the approval of this Agree-
ment and the Mining Plan will effectively join the 1998 DA Lands to the Property as a single
ongoing and established vested use which may continue for the term of this Agreement, subject
to the provisions of paragraph 3.3 below. After approval of this Agreement and the Mining Plan,
any Resource Extraction on either the 1998 DA Lands or the Property shall be considered con-
tinuation of the Resource Extraction use on both the 1998 DA Lands and the Property.
3.3. Vesting Exceptions. The Owner's right to continue Resource Extraction on the Property
as provided in paragraph 3.2 above is subject to the following exceptions:
3.3.1. If the Town duly adopts an ordinance making Resource Extraction a legal noncon-
forming use on the Property and Resource Extraction activities thereafter cease on both the
1998 DA Lands and the Property for a period of at least two years for reasons attributable to
the Owner, the right to continue Resource Extraction shall cease.
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3.3.2. Duly adopted ordinances or regulations necessary to comply with any state or fed-
erallaws or regulations shall apply, provided that if any such state or federal law or regula-
tion prevents or precludes compliance with any provision of this Agreement, the affected
provision shall be modified as necessary to comply with the state or federal law or regulation.
3.3.3. Duly adopted ordinances or regulations necessary to alleviate or otherwise contain
a legitimate, bona fide threat to the health or safety of the general public shall apply.
3.4. Mining Plan. Owner agrees to file and Town agrees to process a mining plan (the "Min-
ing Plan") which will govern the Resource Extraction operations. The Mining Plan will be ap-
proved either concurrently with this Agreement or as soon thereafter as reasonably possible. The
Town agrees to process the Mining Plan in good faith, and shall not unreasonably withhold its
approval. The major provisions of the Mining Plan shall conform substantially to the following:
3.4.1. Setbacks.
3.4.1.1. Future Tangerine Road. The minimum Resource Extraction setback from Fu-
ture Tangerine Road is 300 feet, which shall be reduced to 50 feet upon completion of an
eight foot high berm within the setback (see paragraphs 3.4.2 and 3.4.3 below).
3.4.1.2. Santa Cruz River. The Resource Extraction setback from the Santa Cruz
River for the Property and for the 1998 DA Lands shall be as established and approved
by the Pima County Flood Control District. Paragraphs 2(c) and (e) of the 1998 DA are
hereby amended to conform to this paragraph. Based on preliminary discussions, the Par-
ties currently anticipate that the Pima County Flood Control District will establish and
approve a 200-foot setback from the Santa Cruz River.
3.4.1.3. Property Lines of Other Resource Extraction Land. There shall be no mini-
mum Resource Extraction setback from the lands to the north of the Property, currently
owned by Cemex and approved for Resource Extraction. '
3.4.1.4. Granite Property Line. Resource Extraction operations on the Property and on
the 1998 DA Lands are to be combined into a single continuous operation upon approval
of this Agreement and the Mining Plan, so Resource Extraction may occur without any
setback through the property line between the Property and the 1998 DA Lands. The
1998 DA is hereby amended to the extent necessary to conform to this paragraph.
3.4.2. Berms. Eight foot high berms shall be installed within the 50-foot setback from Fu-
ture Tangerine Road (see paragraph 3.4.1.1 above) and within 50 feet of the Linear Park
Land, except that no berm shall be required around the Beard House. Instead, the Owner
shall install a fence around the Beard House in approximately the location of the "Future
Property Line" depicted on Exhibit CI.
3.4.3. Berm Standards. Where this Agreement provides for the installation of an eight
foot high berm within a setback, trees of at least 15 gallon size shall be installed between the
berm and the property line, with an average spacing of one per 30 linear feet of berm. The
slope of the berm facing the screened property line shall be undulated and shall have a
maximum slope of 3: I (three feet of horizontal distance for each one foot of vertical height)
and an average slope of 4: 1 (four feet of horizontal distance for each one foot of vertical
height).
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3.4.4. Applicable Regulatory Standards. Owner shall comply with Pima County dust
control requirements. Owner shall comply with all Federal and State regulations for Re-
source Extraction, and shall abide with regulations from the following regulatory entities:
Town of Marana, Marana Floodplain Administration, Pima County Flood Control District,
Federal Emergency Management Agency (FEMA), Mine Safety Health Administration
(MSHA), Arizona State Mine Inspector, Pima County Air Quality Control DistrictlPima
County Heath Department, State Department of Environmental Quality, and Arizona De-
partment of Transportation. Fire Department access will be maintained according to Uni-
form International Fire Code requirements.
3.4.5. Other Standards.
3.4.5.1. Maximum extraction depths shall be 150 feet.
3.4.5.2. The height of any stockpiling shall not extend above the perimeter grade of
the Resource Extraction area. The perimeter grade is the natural grade or the grade of the
top of the eight foot high screening berm or wall after it is built.
3.4.5.3. The Owner shall file an annual report with the Town identifying excavated
areas, and providing current aerials and topography. The aerials shall be updated annu-
ally and the topography shall be updated every two years.
3.4.5.4. The Owner shall inspect all perimeter slopes at least once every three months
and implement repairs of areas with significant erosion within 60 days after the inspec-
tion. Quarterly inspection reports shall be submitted to the Town with the annual report.
3.4.5.5. Upon establishment of any required landscaping and construction of any re-
quired drainage improvements, the Owner shall have the perimeter slopes inspected by a
soils engineer, and obtain certification from the soils engineer that the perimeter slopes
are stable.
Article 4. Resource Extraction Fee
4.1. Resource Fee. Commencing upon the Effective Date of this Agreement, Owner of the
Property shall pay a Resource Fee of five cents per ton of material that is extracted and eventu-
ally sold from the Property and from the 1998 DA Lands. The Resource Fee shall be paid on a
quarterly basis, and the Town shall have the right to audit the records related to the Fee in the
same manner as sales tax payable to the Town. If the Town levies a similar fee related to the
extraction of sand and gravel, the Resource fee shall be credited against any such fees.
Article 5. Cooperation and Alternative Dispute Resolution
5.1. Appointment of Representatives. To further the commitment of the Parties to cooperate
in the progress of the Development, the Town and the Owner each shall designate and appoint a
representative to act as a liaison between the Town and its various departments and the Owner.
The initial representative for the Town shall be Assistant Town Manager Gilbert Davidson or the
Assistant Town Manager who oversees the Planning Department. The initial representative for
the Owner shall be Bill Mackey. 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 .
5.2. Timing. The Town acknowledges the necessity for prompt and complete review by the
Town of all plans and other materials (the "Submitted Materials") submitted by the Owner to
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the Town under this Agreement or pursuant to any zoning procedure, permit procedure, or other
governmental procedure pertaining to the development of the Property and agrees to use its best
efforts to accomplish prompt and complete review of the Submitted Materials whenever possi-
ble.
5.3. Default Remedies. If either Party defaults (the "Defaulting Party") with respect to any
of that Party's obligations under this Agreement, the other Party (the "Non-Defaulting Party")
shall be entitled to give written notice in the manner prescribed in paragraph 6.1 to the Default-
ing Party, stating the nature of the default claimed and demanding that the default be corrected.
The Defaulting Party shall then have (i) twenty days from the date of the notice within which to
correct the default if it can reasonably be corrected by the payment of money, or (ii) sixty days
from the date of the notice to cure the default if action other than the payment of money is rea-
sonably required, or if the non-monetary default cannot reasonably be cured within sixty days,
then such longer period as may be reasonably required, provided and so long as the cure is
promptly commenced within sixty days and thereafter diligently prosecuted to completion. If
any default is not cured within the applicable time period set forth in this paragraph, then the
Non-Defaulting Party shall be entitled to begin the mediation and arbitration proceedings set
forth in paragraphs 5.4 and 5.5 below. The Parties agree that due to the size, nature and scope of
the anticipated development of the Property, and due to the fact that it may not be practical or
possible to restore the Property to its condition prior to Owner'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 en-
forcement of this Agreement. This paragraph shall not limit any other rights, remedies, or causes
of action that either party may have at law or in equity.
5.4. Mediation. If there is a dispute under this Agreement which the Parties cannot resolve
among themselves, the Parties agree that there shall be a twenty-one 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 the Owner and the Town. If the Parties cannot agree upon the se-
lection of a mediator within seven days, then within three days thereafter the Town shall (on its
behalf and on behalf of the Owner) 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 be neutral and have at least five years' experience in mediating or arbitrating disputes relat-
ing to real estate development. The cost of any such mediation shall be divided equally between
the mediating Parties. The results of the mediation shall be nonbinding on the Parties, and any
Party shall be free to initiate arbitration after the moratorium period.
5.5. Arbitration. If mediation (paragraph 5.4 above) fails to result in resolution of the dispute,
the dispute, controversy, claim or cause of action arising out of or relating to this Agreement
shall be settled by submission of the matter by all 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 en-
tered in a court having jurisdiction.
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Article 6. General Terms and Conditions
6.1. Manner of Serving. 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 or sent by registered or certified
United States mail, postage prepaid, 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 OF MARANA
Town Manager
11555 West Civic Center Drive, Building A3
Marana, Arizona 85653
With a copy to:
TOWN OF MARANA
Town Attorney
11555 West Civic Center Drive Building A3
Marana, Arizona 85653
To the Owner:
Branch Manager
GRANITE CONSTRUCTION COMPANY
4115 East Illinois Street
Tucson, Arizona 85726
bill.mackey@gcinc.com
Business: (520) 584-6527
Cellular: (520) 904-2467
With a copy to:
Keri L. Silvyn, Esq.
LEWIS AND ROCA PLLC
One S. Church Avenue Suite #700
Tucson, AZ 85701
ksilvyn@lrlaw.com
6.2. Effective Date. This Agreement shall become effective upon the latest of the following
(the "Effective Date"): (i) the date of execution by all of the Parties; or (ii) the effective date of
the Town Council resolution approving and authorizing the execution of this Agreement.
6.3. Term. 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 fortieth 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.
6.4. 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 of the breach 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.
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6.5. 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 breach or default 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 5.5,
requiring disputes to be resolved by binding arbitration.
6.6. 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 such
counterparts and such signature pages all attached to a single instrument so that the signatures of
all Parties may be physically attached to a single document.
6.7. Headings and Recitals. The descriptive headings of this Agreement are inserted for con-
venience only and shall not control or affect the meaning or construction of any of the provisions
of this Agreement. The Recitals set forth at the beginning of this Agreement are hereby acknowl-
edged, confirmed to be accurate and incorporated here.
6.8. 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.
6.9. Further Acts. Each of the Parties shall execute and deliver all easements, covenants and
documents and perform all acts as reasonably necessary, from time to time, to carry out the mat-
ters 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 per-
mit approvals or revisions, and other necessary approvals relating to the development of the
Property by the Owner and its successors.
6.10. Time Essence. Time is of the essence for purposes of this Agreement.
6.11. Successors. All of the provisions of this Agreement shall inure to the benefit of and be
binding upon the successors, assigns and legal representative of the Parties. Unless and until the
Town consents to an assignment of rights and obligations under this Agreement, the Town may
enforce the obligations of the Owner under this Agreement against the predecessor and successor
in interest, the assignor and assignee, and the principal and legal representative. If there is a
complete assignment of all rights and obligations of Owner under this Agreement and the Town
approves the assignment, the liability of the assigning party under this Agreement shall terminate
effective upon the assumption of those liabilities by the assignee of the Owner. The Town under-
stands that the Owner may create one or more entities or subsidiaries owned or controlled by the
Owner for purposes of carrying out the development of the Property as contemplated in this
Agreement, and the Town's consent to the Owner's assignment of its rights under this Agree-
ment to such entities or subsidiaries shall not be reasonably withheld, delayed or conditioned.
The Town may not unreasonably withhold, delay or condition its approval of assignment under
this paragraph.
6.12. No Partnership and Third Parties. 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 and the Town. 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
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Agreement, and no such other person, firm, organization or corporation shall have any right or
cause of action under this Agreement except as expressly provided in this Agreement.
6.13. 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.
6.14. Imposition of Duty by Law. This Agreement does not relieve any Party of any obliga-
tion or responsibility imposed upon it by law.
6.15. Entire Agreement. This Agreement constitutes the entire agreement between the Par-
ties pertaining to the subject matter of this Agreement. All prior and contemporaneous agree-
ments, representation and understanding of the Parties, oral or written, are hereby superseded and
merged in this Agreement.
6.16. Amendments to Agreement. 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 accom-
plish the goals expressed 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.
6.17. Good Standing: Authoritv. The Owner represents and warrants to the Town that it is
duly formed and validly existing under the laws of California and is authorized to do business in
the state of Arizona. The Town represents and warrants to the Owner that it is an Arizona mu-
nicipal 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 au-
thorized and empowered to bind the Party on whose behalf each such individual is signing.
6.18. Severability. If any provision of this Agreement is declared void or unenforceable, it
shall be severed from the remainder of this Agreement, which shall otherwise remain in full
force and effect. If a law or court order prohibits or excuses the Town from undertaking any
contractual commitment to perform any act under this Agreement, this Agreement shall remain
in full force and effect, but the provision requiring the act shall be deemed to permit the Town to
act at its discretion, and if the Town fails to act, the Owner shall be entitled to terminate this
Agreement.
6.19. 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 5.5, requiring disputes to be resolved by binding
arbitration.
6.20. Interpretation. This Agreement has been negotiated by the Town and the Owner, 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.
6.21. Recordation. The Town shall record this Agreement in its entirety in the office of the
Pima County Recorder no later than ten days after the Effective Date.
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6.22. No Owner Representations. Except as specifically set forth in this Agreement, nothing
contained in this Agreement shall be deemed to obligate the Town or the Owner to complete any
part or all of the development of the Property.
6.23. 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.
6.24. 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 a default under this Agreement so long as such
Party shall use its best effort to remedy with all reasonable dispatch the event or condition caus-
ing 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 thereof or any of their departments, agen-
cies, or officials, or of any civil or military authority; insurrection; civil disturbances; riots; epi-
demics; 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 rela-
tions 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 and unfavorable to a Party
shall not constitute failure to use its best efforts to remedy such a condition.
6.25. Conflict of Interest. This Agreement is subject to A.R.S. S 38-511, which provides for
cancellation of contracts in certain instances involving conflicts of interest.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK.]
{000023I 7.DOC I}
GRANITE CONSTRUCTION COMPANY IT ANGERINE DEVELOPMENT AGREEMENT
- 10-
201218.2
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date
(see paragraph 6.2 above).
TOWN:
THE TOWN OF MARANA, an Arizona
municipal corporation
OWNER:
GRANITE CONSTRUCTION COMPANY, a
California corporation
By:
Ed Honea, Mayor
By:
Its:
[Print Name & Title]
ATTEST:
Jocelyn C. Bronson, Clerk
ApPROVED AS TO FORM:
Frank Cassidy, Town Attorney
STATE OF CALIFORNIA )
) ss.
County of )
The foregoing instrument was acknowledged before me on by
, as of GRANITE CONSTRUCTION COMPANY, a
California corporation, on behalf of the corporation.
My commission expires:
Notary Public
{00002317.DOC I}
GRANITE CONSTRUCTION COMPANY/TANGERINE DEVELOPMENT AGREEMENT
- 11 -
201218.2
Exhibit
A.
B.
C.
el.
D.
E.
F.
LIST OF EXHIBITS
Description
Overview map of the Property
Legal description of the Property
Depiction of the Linear Park Land
Depiction of the Beard House
Depiction of the Tangerine ROW
Depiction of the Temporary Access Easement
Site Plan
{00002317.DOC I}
GRANITE CONSTRUCTION COMP ANy/T ANGERINE DEVELOPMENT AGREEMENT
- 12-
201218.2
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File No.: 06118230
EXHIBIT "B"
PARCEL 1:
All that part of the North Half of the Southeast Quarter of Section 1,
Township 12 South, Range 11 East, Gila and Salt River Base and Meridian,
Pima County, Arizona, described as follows:
COMMENCING at the Northeast corner of said North Half of the Southeast
Quarter, said point being a 1/2 inch pin tagged LS 15342;
THENCE South 89 degrees 25 minutes 28 seconds West along the North line
of said parcel, a distance of 1230.25 feet;
THENCE South 00 degrees 34 minutes 32 seconds East, a distance of 864.56
feet to the POINT OF BEGINNING;
THENCE South 89 degrees 25 minutes 28 seconds West, a distance of
772.58 feet to the Northeasterly line of that certain levee maintenance
easement described in Docket 10888 at page 1881 in the office of the
County Recorder of Pima County, Arizona;
THENCE Northwesterly along said line, being the arc of a curve to the left
having a radius of 7000.96 feet, through a central angle of 05 degrees 42
minutes 06 seconds, a distance of 696.70 feet to the West line of said
Southeast Quarter;
THENCE South 00 degrees 37 minutes 59 seconds East along said West line,
a distance of 741.96 feet to the Southwest corner of the North Half of said
Southeast Quarter;
THENCE North 89 degrees 22 minutes 30 seconds East along the South line
of said North Half, a distance of 1518.36 feet to the Intersection with the
Northeasterly line of said maintenance easement;
THENCE North 63 degrees 18 minutes 28 seconds West along said
Northeasterly line, a distance of 125.41 feet;
THENCE North 00 degrees 32 minutes 05 seconds West, a distance of
397.99 feet to the POINT OF BEGINNING.
PARCEL 2:
Page 1 of3
EXHIBIT "B"
File No.: 06118230
The North Half of the Southeast Quarter of Section 1, Township 12 South,
Range 11 East, Gila and Salt River Base and Meridian, Pima County, Arizona.
EXCEPT the following described parcel:
COMMENCING at the Northeast corner of said North Half of the Southeast
Quarter, said point being a 1/2 inch pin tagged LS 15342;
THENCE South 89 degrees 25 minutes 28 seconds West along the North line
of said parcel, a distance of 1230.25 feet;
THENCE South 00 degrees 34 minutes 32 seconds East, a distance of 864.56
feet to the POINT OF BEGINNING;
THENCE South 89 degrees 25 minutes 28 seconds West, a distance of
772.58 feet to the Northeasterly line of that certain levee maintenance
easement described in Docket 10888 at page 1881 in the office of the
County Recorder of Pima County, Arizona;
THENCE Northwesterly along said line, being the arc of a curve to the left
having a radius of 7000.96 feet, through a central angle of 05 degrees 42
minutes 06 seconds, a distance of 696.70 feet to the West line of said
Southeast Quarter;
THENCE South 00 degrees 37 minutes 59 seconds East along said West line,
a distance of 741.96 feet to the Southwest corner of the North Half of said
Southeast Quarter;
THENCE North 89 degrees 22 minutes 30 seconds East along the South line
of said North Half, a distance of 1518.36 feet to the intersection with the
Northeasterly line of said maintenance easement;
THENCE North 63 degrees 18 minutes 28 seconds West along said
Northeasterly line, a distance of 125.41 feet;
THENCE North 00 degrees 32 minutes 05 seconds West, a distance of
397.99 feet to the POINT OF BEGINNING.
PARCEL 3:
A 30 foot wide access easement in the Northeast Quarter of Section 1,
Township 12 South, Range 11 East and the Northwest Quarter of Section 6,
Township 12 South, Range 12 East, Gila and Salt River Base and Meridian,
Page 2 of3
EXHIBIT "B"
File No.: 06118230
Pima County, Arizona, the Easterly line of which is contiguous with the
Westerly line of the Central Arizona Project easement described in Docket
8801 at page 1257, in the office of the County Recorder of Pima County,
Arizona, and more particularly described as follows:
COMMENCING at the East Quarter corner of said Section 1;
THENCE South 89 degrees 25 minutes 28 seconds West (South 89 degrees
25 minutes 02 seconds West, record) along the South line of said Northeast
Quarter, a distance of 25.20 feet to the POINT OF BEGINNING;
THENCE North 00 degrees 26 minutes 54 seconds West, a distance of
1519.71 feet (North 00 degrees 31 minutes 48 seconds West, 1519.41 feet,
record) ;
THENCE North 39 degrees 53 minutes 08 seconds East (North 39 degrees 53
minutes 13 seconds East, record), a distance of 932.45 feet, more or less, to
the Westerly right of way line of 1-10 frontage road and the POINT OF
TERMINUS of said line.
Page 3 of3
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