HomeMy WebLinkAboutOrdinance 2015.016 Rezoning the Saguaro Ranch Specific PlanR DR I GUE Z
F . ANN C3 , RECORDER
Recorded By: MM
DEPUTY RECORDER
1787
SMARA
TOWN OF MARANA
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MARANA ORDINANCIC NO. 2015.016
20152190280
18
08/07/2015
11 :08
$13.50
RELATING TO DEVELOPMENT; APPROVING A REZONING OF APPROXIMATELY 508
.ACRES OF LAND GENERALLY LOCATED ONE MILE NORTH � of THE NORTH
TERMINUS OF TI IORNYDALE ROAD F ROM 'RD 18 0' RURAL DEVELOPMENT TO `F'
SPECIFIC PLAN FOR THE PURPOSE OF ESTABLISHING TI-3E SAGUARO RANCH
SPECIFIC PLAN; APPROVING A MINOR AMENDMENT TO THE MARANA GENERAL
PLAN; AND APPROVING AND AUrrHOR.IZING THE MAYOR. To EXECUTE THE
AMENDED AND RESTATED SAGUARO RANCH PRE-ANNEXATION AND
DEVELOPMENT AGREEMENT
WHEREAS REAS Northlight Trust 1, a Delaware statutory trust (the "Property owner "), owns
approximately 508 acres of property located one mile north of the north terminus of Thornydale
Road within Sections 17 and 20, Township I I South, Range 13 East, (rel'erred to in this
ordinance as the Rezoning Area), legally described on Exhibit A and depleted on Exhibit A -1
attached to and incorporated in this ordinance by this reference (the "Rezoning Area "); and
WHERE SAS the Property owner has authorized The Planning Center to submit
applications to rezone the Rezoning Area from 'RD-180' Rural Development to yr' Specific
Plan ( "this Rezoning "), amend the Marana General Plan from Rural Density Residential (RDR)
to Master Planning Area (MPA), and to process an amended and restated pre - annexation and
development agreement for the Rezoning Area; and
WHEREAS the Marana Planning Commission held a public hearing on June 24, 2015
and voted 7 -0 to recommend that the Town Council approve this Rezoning and its associated
General Plan Amendment, and to recommend that the Town Council approve the Amended and
Restated Saguaro Ranch Pre - Annexation and Development Agreement subject to the
recommended conditions; and
WHEREAS The Marana Town Council held a public hearing on August 4, 2015 and
determined that the Amended and Restated Saguaro Ranch Pre - Annexation and Development
Agreement, attached as Exhibit B to and incorporated in this ordinance by this reference, is
consistent with the Marana General Plan with the proposed amendment, applicable specific
plans, and relevant "Town policies; and
WHEREAS the Marana 'down Council, at the August 4, 2015 public hearing, determined
that this Rezoning, its associated General Plan Amendment, and the Amended and Restated
Saguaro Ranch Pre - Annexation and Development Agreement are in the best interest of the Town
and its citizens and should be approved.
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Marina Ordinance Nn. 2015.016 - 1 -- 7/24/2015 4:56 I'M B1)V /FJC �
NOW, THEREFORE, BE IT ORDAINED by the Mayor and Council of the Town of
Marana, Arizona, as follows:
Section 1, The zoning of the Rezoning Area is hereby changed from 'RD-180' Rural
Development to `F' Specific Pan, creating the Saguaro Ranch Specific Plan, attached to and
incorporated in this ordinance by this reference.
Section 2. A minor amendment to the General Plan is hereby approved, changing the
General Plan designation of the Rezoning Area from Rural Density Residential (RDR) to Master
Planning Area (MPA).
Section 3. The Amended and Restated Saguaro Ranch Pre - Annexation and Development
Agreement is hereby approved in the form attached to and incorporated by this reference in this
ordinance as Exhibit B, and the Mayor is hereby authorized and directed to execute it for and on
behalf of the Town of Marana.
Section 4. This Rezoning is subject to the following conditions, the violation of which
shall be treated in same manner as a violation of the Town of Marana Land Development Code
(but which shall not cause a reversion of this Rezoning), and which shall be binding on the
Property Owner and its successors in interest (all of whom are collectively included in the term
"Property Owner" in this ordinance):
1. Compliance with all applicable provisions of the Town's codes and ordinances current at
the time of any subsequent development including, but not limited to, requirements for
public improvements and payment of application fees and applicable development impact
fees.
2. Any preliminary plat or development plan for any portion of the Rezoning Area shall be
in general conformance with the tentative development plan presented to and approved
by the 'town Council as part of this Rezoning.
3. A master drainage study must be submitted by the Property Owner and accepted by the
Town Engineer prior to Town approval of a preliminary plat or development plan for any
portion of the Rezoning Area.
4. A water infrastructure and phasing plan (WIP) must be submitted by the Property Owner
and accepted by Tucson Water (the "water provider ") prior to approval of a preliminary
plat for any portion of the Rezoning Area. The WIP shall identify all on -site and off-site
water facilities needed to serve the proposed development. The WIP shall include all
information required by the water provider, such as (but not limited to) analysis of water
use and fire flow requirements, and well source, reservoir, and booster station
infrastructure astructure needed to serve the proposed development. If the water provider requires a
water service agreement as a condition of service to the proposed development, the
Propert Owner Y ner must enter into a water service ice a eement with the water provider
consistent with the accepted WIP.
5. A master sewer plan must be submitted by the Property Owner and accepted by the Pima
County Regional wastewater Reclamation Department (the "wastewater utility ") prior to
the approval of any final plat or development plan for the Rezoning Area. The master
sewer plan shall identify all on -site and off site wastewater facilities needed to serve the
proposed development, and shall include all information required by the wastewater
utility. If the wastewater utility requires a sewer service agreement as a condition of
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Marana Ordinance No. 2015.016 -2- 7/24/2015 4:56 I'M I: DVIli.1C:
service to the proposed development, the Property owner must enter into a sewer service
agreement with the wastewater utility consistent with the accepted plaster sewer plan.
6. The Property owner must design and construct any roadway, drainage, water, and
wastewater improvements, and dedicate or acquire any property rights associated with
those improvements. that the Town requires based on the data and findings of the
accepted traffic impact analysis, the accepted master drainage study, the accepted wzP,
the accepted master sewer plan, and other studies approved in connection with the
approval of a preliminary plat or development plan for any portion of the Rezoning Area.
7. The final design of all streets and circulation facilities, including the gated access and
emergency access, must be accepted by the Northwest Fire District prior to Town
Council consideration of the final plat for any portion of the Rezoning Area.
S. The maximum number of lots within the Rezoning Area shall not exceed 150.
9. 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.
10. Prior to the issuance of any grading permits, the Property owner shall submit evidence to
the Town that all federal permit requirements have been met through the Corps of
Engineers and the State Historic Preservation office, if federal permits are required for
the development of the rezoning area.
11. The Property owner shall not cause any lot split of any kind without the written consent
of the Town of Marana.
1. 2. A 100% clearance survey for the desert tortoise shall be completed by a qualified
biologist at the Property owner's expense and a survey report shall be submitted to the
Town and to Arizona Game and Fish Department (AZGFD) prior to issuance of any
g radin g permits. If a desert tortoise is found during the survey ey or at any time during
construction, the Property owner shall immediately notify the Town and AZGFD, and
the tortoise may be moved in accordance with the most current AZGFD Tortoise
Handling Guidelines at the Property owner's expense.
13. The Property owner shall coordinate with the Town of Marana in the provision of a
public trail through portions of the Saguaro Ranch property to provide public access to
the Tortolita Mountain Parr northeast of the Saguaro Ranch boundary. At such time that
appropriate trail easements are secured up to the boundary of Saguaro Ranch, the
Property owner will coordinate with Town staff in determining the appropriate trail
alignment and grant the necessary easements to the Town of Marana enabling the Town
to construct and maintain a sustainable trail.
14. An annual report shall be submitted within 30 days of the anniversary of the Town
Council's approval of the Saguaro Ranch Specific Plan in accordance with the
requirements defined in the Land Development Code.
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Marana Ordinance No. 2015.016 -3 - 7/24/2015 4:56 PM I3DVII -.IC
15. within do days after the adoption of this ordinance, the Property Owner shall provide the
Planning Department with ten bound copies and three electronic copies on CD in PDF
format, which will also include graphics of the tentative development plan in JPEG or
other suitable format of the Saguaro Ranch Specific Plan.
Section 6. 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, effective as of the effective date of this ordinance.
Section 7, 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 4 t1i day of August, 2015.
NAJ7
ATTEST:
'"14/t'g A0"kPL1-kk1
J celyn Bronson, Town Clerk
J
Mayor E4 Hone`a
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Marana Ordinance No. 2015.016 -4- 7/24/2015 4.56 PM BDVIFJC
First Am Title
No. NCS- 667787 -PHX1
EXHIBIT ItAti
PORTIONS OF SECTIONS 17 AND 20 OF TOWNSHIP 11 SOUTH, RANGE 13 EAST OF THE GILA AND SALT
RIVER MERIDIAN, TOWN OF MARANA, PIMA COUNTY, ARIZONA, DESCRIBED AS FOLLOWS:
PARCEL 1
BLOCK 2 OF SAGUARO RANCH, ACCORDING TO THE PLAT RECORDED IN BOOK 57 OF MAPS AND PLATS
AT PACE 57, RECORDS OF THE PIMA COUNTY RECORDER THEREAFTER, AMENDED BY DECLARATION
OF SCRIVENER'S ERROR RECORDED IN DOCKET 12173, PAGE 1647;
EXCEPT ALL URANIUM, THORIUM, OR ANY OTHER MATERIAL WHICH IS OR MAY BE DETERMINED TO
BE PECULIARLY ESSENTIAL TO THE PRODUCTION OF FISSIONABLE MATERIALS, WHETHER OR NOT OF
COMMERCIAL VALUE, AS RESERVED IN THE PATENT FROM THE UNITED STATES OF AMERICA.
PARCEL 2
LOT 50 OF SAGUARO RANCH II, ACCORDING TO THE PLAT RECORDED IN BOOK 61 OF MAPS AND
PLATS AT PAGE 89, SAID RECORDS OF THE PIMA COUNTY RECORDER;
EXCEPT ALL URANIUM, THORIUM, OR ANY OTHER MATERIAL WHICH IS OR MAY BE DETERMINED TO
BE PECULIARLY ESSENTIAL TO THE PRODUCTION OF FISSIONABLE MATERIALS, WHETHER OR NOT OF
COMMERCIAL VALUE, AS RESERVED IN THE PATENT FROM THE UNITED STATES OF AMERICA.
PARCEL 3
AN EASEMENT FOR INGRESS, EGRESS AND UTILITIES APPURTENANT TO PARCEL 1 UNDER, UPON AND
ACROSS THAT PROPERTY AS MORE FULLY DESCRIBED IN INSTRUMENT RECORDED IN DOCKET 5843,
PAGE 384; MODIFIED IN DOCKET 12241, PAGE 2366, RERECORDED IN DOCKET 17269, PAGE 466.
PARCEL 4
PORTIONS OF THE EAST HALF OF SAID SECTION 17 AND THE NORTHEAST QUARTER OF SAID
SECTION 20 DESCRIBED AS FOLLOWS;
BEGINNING AT THE NORTH ONE QUARTER CORNER OF SAID SECTION 17 AS MONUMENTED BY A 2
INCH GLO BRASS DISC;
THENCE NORTH 89 DEGREES 43 MINUTES 55 SECONDS EAST 1321.04 FEET" UPON THE NORTH LINE OF
THE NORTHEAST QUARTER OF SAID SECTION 17 TO THE EAST LINE OF THE WEST HALF OF SAID
NORTHEAST QUARTER;
THENCE SOUTH 00 DEGREES 02 MINUTES 00 SECONDS EAST 2636.99 FEET UPON SAID EAST LINE TO
THE NORTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 17;
THENCE NORTH 89 DEGREES 43 MINUTES 30 SECONDS EAST 1323.06 FEET UPON SAID NORTH LINE
TO THE EAST ONE QUARTER CORNER OF SAID SECTION 17 AS MDNUMENTED BY A 3 INCH GLO BRASS
DISC;
THENCE SOUTH 01 DEGREES 13 MINUTES 04 SECONDS EAST 2640.37 FEET UPON THE EAST LINE OF
THE SOUTHEAST QUARTER OF SAID SECTION 17 TO THE SOUTHEAST CORNER OF SAID SECTION 17
AS MDNUMENTED BY ANOTHER 3 INCH GLO BRASS DISC;
THENCE SOUTH 01 DEGREES 08 MINUTES 42 SECONDS WEST 466.43 FEET UPON THE EAST LINE OF
Page 2
First American Title
First American Title
No. NCS- 667787 -PHX1
SAID NORTHEAST QUARTER OF SECTION 20 TO THE NORTH LINE OF SAGUARO] RANCH PHASE III -A,
ACCORDING TO THE PLAT RECORDED IN BOOK 63 OF MAPS AND PLATS AT PAGE 33, SAID RECORDS
OF THE PIMA COUNTY RECORDER;
THENCE THE FOLLOWING 16 (SIXTEEN) COURSES UPON THE NORTH LINE OF SAID SAGUARO RANCH
PHASE III -A:
1) NORTH 88 DEGREES 51 MINUTES 18 SECONDS WEST 28.61 FEET;
2) NORTH 14 DEGREES 33 MINUTES 23 SECONDS WEST 413.15 FEET;
3) SOUTH 90 DEGREES 00 MINUTES 00 SECONDS WEST 175.99 FEET;
4) NORTH 14 DEGREES 51 MINUTES 08 SECONDS WEST 198.51 FEET;
5) NORTH 67 DEGREES 51 MINUTES 40 SECONDS WEST 964.84 FEET;
6) SOUTH 28 DEGREES 22 MINUTES 24 SECONDS EAST 495.81 FEET TO A TANGENT CURVE CONCAVE
NORTHEASTERLY;
7) SOUTHEASTERLY UPON THE ARC OF SAID CURVE TO THE LEFT, HAVING A RADIUS OF 300.00 FEET
AND A CENTRAL. ANGLE OF 41 DEGREES 48 MINUTES 11 SECONDS, FOR AN ARC DISTANCE OF 218.88
FEET TO A POINT OF CUSP WITH A TANGENT LINE;
8) NORTH 70 DEGREES 10 MINUTES 35 SECONDS WEST 40.33 FEET TO A TANGENT CURVE CONCAVE
SOUTHEASTERLY;
9) SOUTHWESTERLY UPON THE ARC OF SAID CURVE TO THE LEFT, HAVING A RADIUS OF 50.40 FEET
AND A CENTRAL ANGLE OF 134 DEGREES 54 MINUTES 54 SECONDS, FOR AN ARC DISTANCE OF 117,74
FEET TO A NON - TANGENT LINE;
10) NORTH 79 DEGREES 31 MINUTES 35 SECONDS WEST 197.48 FEET;
11) SOUTH 46 DEGREES 34 MINUTES 23 SECONDS WEST 645.71 FEET;
12) NORTH 87 DEGREES 00 MINUTES 52 SECONDS WEST 62.9.41 FEET;
13) NORTH 22 DEGREES 49 MINUTES 40 SECONDS WEST 158.24 FEET;
14) SOUTH 89 DEGREES 59 MINUTES 44 SECONDS (NEST 51.51 FEET;
15) NORTH 15 DEGREES 30 MINUTES 51 SECONDS WEST 374.09 FEET TO THE SOUTH LINE OF THE
SOUTHEAST QUARTER OF SECTION 17;
16) SOUTH 89 DEGREES 46 MINUTES 25 SECONDS WEST 233,88 FEET UPON SAID SOUTH LINE TO THE
SOUTH ONE QUARTER CORNER OF SAID SECTION 17 AS MONUMENTED BY A HALF INCH REBAR WITH
ALUMINUM CAP STAMPED "PE 2903;
THENCE NORTH 00 0 00'58" EAST 5274.92 FEET UPON THE NORTH-SOUTH MID - SECTION LINE TO THE
POINT OF BEGINNING.
THE BASIS OF BEARINGS FOR THE PARCEL 5 LEGAL DESCRIPTION IS THE NORTH LINE OF THE
NORTHEAST QUARTER OF SECTION 17, TOWNSHIP 11 SOUTH, RANGE 13 EAST, G &SRM, AS
MONUMENTED BY THE 2 INCH GLO BRASS DISC AT THE NORTH ONE QUARTER CORNER OF SECTION
17 AND BY A 3 INCH GLO BRASS DISC AT THE NORTHEAST CORNER OF SAID SECTION 17, THE
DISTANCE BETWEEN SAID MONUMENTS BEING 2641.11 FEET AND SAID BEARING BEING: NORTH
89 0 43'55" EAST.
EXCEPT ALL URANIUM, THORIUM, OR ANY OTHER MATERIAL WHICH IS OR MAY BE DETERMINED TO
BE PECULIARLY ESSENTIAL TO THE PRODUCTION OF FISSIONABLE MATERIALS, WHETHER OR NOT OF
COMMERCIAL VALUE, AS RESERVED IN THE PATENT FROM THE UNITED STATES OF AMERICA.
PARCEL 5
LOT 45, SAGUARO RANCH PHASE III-A, ACCORDING TO THE PLAT OF RECORD IN BOOK 63 OF MAPS,
PAGE 33, PIMA COUNTY, ARIZONA RECORDS;
EXCEPT ALL URANIUM, THORIUM, OR ANY OTHER MATERIAL WHICH IS OR MAY BE DETERMINED TO
BE PECULIARLY ESSENTIAL TO THE PRODUCTION OF FISSIONABLE MATERIALS, WHETHER OR NOT OF
COMMERCIAL VALUE, AS RESERVED IN THE PATENT FROM THE UNITED STATES OF AMERICA,
Rage 3
First Arne rica n Title
EXHIBIT AM1 TO ORDINANCE o' "' goo'
P M MMMMO
SAG RANCH
SCALE: V =60' THF- PLANNING_ CENTER
PROJEC1:l1CP -01 DATE: 07/24115 !,! . • ��rl l �.: {.;l, v
FILENAME: NCP -01_0idjotaftoMep,m d
AMENDED AND RESTATED SAGUARO RANCH
PRE - ANNEXATION DEVELOPMENT AGREEMENT
TOWN OF M ARIZONA
THIS AMENDED AND RESTATED SAGUARO RANCH PRE - ANNEXATION DEVELOPMENT
AGREEMENT (this "Agreement ") is made and entered into by and between the TOWN OF
MARANA, an Arizona municipal corporation (the "Town "), and NORTHLIGHT TRUST 1, a
Delaware statutory trust (""Northlight") The Town and Northlight are sometimes
collectively referred to as the "Parties," either one of which is sometimes individually
referred to as a "Party."
RECITALS
A. This Agreement governs and addresses that portion of the Saguaro Ranch devel-
opment project located in Marana, Arizona, referred to as "Northlight's Saguaro Ranch
Properties" and more particularly described in paragraph 1(E) below.
B. Northlight is the current master developer of Saguaro Ranch.
C. The Town and the prior developer of Saguaro Ranch entered into the Saguaro
Ranch Pre - Annexation Development Agreement, recorded in the office of the Recorder
of Pima County, Arizona, on June 27, 2003, at Docket 12081, Page 5329 (Sequence
20031241266) (the "Original Saguaro Ranch PADA ").
D. Pursuant to and consistent with the terms of the Original Saguaro Ranch PADA,
the Town adopted Marana Ordinance No. 2003.14 and Marana Ordinance No. 2003.15
on July 1, 2003, annexing into the town limits of Marana the lands there and here re-
ferred to as the "Saguaro Ranch North Annexation" and the "Saguaro Ranch South
Annexation," respectively. Marana Ordinance No. 2003.14 (the Saguaro Ranch North
Annexation) was recorded in the Pima County Recorder's office on July 11, 2003, at
Docket 12090, Page 5177 (Sequence 20031331315); and Marana Ordinance No. 2003.15
(the Saguaro Ranch South Annexation) was recorded in the Pima County Recorder's
office on July 11, 2003, at Docket 12090, Page 5184 (Sequence 20031331317).
E. The Town and the prior developer of Saguaro Ranch entered into the First
Amendment to Saguaro Ranch Pre - Annexation Development Agreement, recorded in
the office of the Recorder of Pima County, Arizona, on April 12, 2004, at Docket 12278,
Page 3161 (Sequence 20040700641) (the "Saguaro Ranch 1st PADA Amendment").
F. Pursuant to and consistent with the terms of the Saguaro Ranch 1st PADA
Amendment, the Town adopted Marana Ordinance No. 2004.01 on April 6, 2004, annex -
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AMENDED & RESTATED SAGUARO RANCH PRE - ANNEXATION DEVELOPMENT AGREEMENT
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Exhibit "A"
ing into the town limits of Marana the lands there and here referred to as the "Saguaro
Ranch East Annexation." Marana Ordinance No. 2004.01 (the Saguaro Ranch East An-
nexation) was recorded in the Pima County Recorder's office on April 12, 2004, at Dock-
et 12278, Page 3145 (Sequence 20040700635), and re-recorded in the Pima County Re-
corder's off ice on December 1, 2006, at Docket 12942, Page 1778 [Sequence 20062310303]
to correct a scrivener's error.
G. The Town and the prior developer of Saguaro Ranch entered into the Second
Amendment to Saguaro Ranch Pre - Annexation Development Agreement, recorded in
the office of the Recorder of Pima County, Arizona, on August 4, 2004, at Docket 12358,
Page 2953 (Sequence 20041500794) (the "Saguaro Ranch 2nd PADA Amendment"), to
allow additional time for the developer to make the $1,000,000 contribution to the Town
as required by paragraph 2.35 of the Original Saguaro Ranch PADA.
4.
H. Paragraph 2.31 of the Original Saguaro Ranch PADA required the developer of
Saguaro Ranch a $50,000 per lot contribution. to Pima County for the 16th and subse-
quent lots sold for a maximum contribution of $1,000,000 to be used for trail construc-
tion, open space, community improvements, and transportation needs in the Saguaro
Ranch area.
I. Paragraph 2.32 of the Original Saguaro Ranch PADA required the developer of
Saguaro Ranch to pay Pima County $50,000 "once the current trail easement through
the Property is abandoned."
J. Pima County has confirmed to Town staff that $850,000 has been paid to Pima
County pursuant to Paragraphs 2.31 and 2.32 of the Original Saguaro Ranch PADA., but
Pima county was unable to determine which payments had not yet been made. The
Parties believe that all $550,000 has been paid pursuant to Paragraph 2.31.
K. It is unclear to the Parties whether enough lots have been sold to have caused the
entire $1,000,000 amount in Paragraph 2.31 of the Original Saguaro Ranch PADA to be
currently due.
L. The Parties understand that the easement to have been abandoned pursuant to
Paragraph. 2.32 of the Original Saguaro Ranch PADA is the easement for access to the
former Leef property purchased by Pima County, consisting generally of the south half
of the southeast quarter of the northeast quarter of Section 17, Township 11 South,
Range 13 East. It appears to the Parties that the abandonment condition of Paragraph
2.32 of the Original Saguaro Ranch PADA has not been and is not currently anticipated
to be accomplished by Pima County.
M. Northlight is the successor in interest to the developer of Saguaro Ranch.
N. Northlight has purchased land located in the east half of Section 19, Township 11
South, Range 13 East, and referred to in this Agreement as ''Northlight's Dove Moun-
tain Holdings.""
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AMENDED & RESTATED SAGUARO RANCH PRE - ANNEXATION DEVELOPMENT AGREEMENT
-2-
o. Northlight has submitted an application for rezoning of portions of the Saguaro
Ranch North Annexation and the Saguaro Ranch East Annexation to "Saguaro Ranch
Specific Plan" designation, and the Town has approved the Saguaro Ranch Specific Plan
by the adoption of Marana ordinance No. 2015.016 on August 4, 2015.
P. The Saguaro Ranch Specific Plan anticipates the construction of either a sewer
main extension connecting to the sewer system owned and operated by Pima County
Regional water Reclamation District or a private sewer treatment plant to serve devel-
opment of Lot 50 of Saguaro Ranch.
Q. The Parties desire to amend and restate the terms of the original Saguaro Ranch.
PADA as amended by the Saguaro Ranch 1st DADA Amendment and the Saguaro
Ranch 2nd PADA Amendment and to replace them with this Agreement, to clearly set
forth the remaining respective rights and obligations of the Parties relating to North -
light's Saguaro Ranch Properties.
R. 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, terms, restrictions, and requirements
for development and public infrastructure and the financing of public infrastructure.
AGREEMENT
Now, THEREFORE, in consideration of the foregoing recitals, which are incorporated
into this Agreement as though fully restated here, and the mutual covenants set forth in
this Agreement, the Parties hereby agree as follows:
1. Definitions. The following definitions apply to this Agreement-,
(A) The "Development Regulations" collectively means the existing Town- -
approved zoning for Northlight's Saguaro Ranch Properties (including the Saguaro
Ranch Specific Plan, for the portion of Northlight's Saguaro Ranch Properties
covered by it), the Existing Saguaro Ranch Plats, and the MDC, which set forth the
basic land uses, densities and intensities of land uses currently authorized for and
development regulations related to Northlight's Saguaro Ranch Properties.
(B) The "Existing Saguaro Ranch Plats" means all of the following:
(i) Saguaro Ranch Lots 9 -52, Blocks 1, 2, 3, & 4, Parcel 'A', Common Area `A',
and Common Area 'B', according to the plat recorded in the office of the Record-
er of Pima County, Arizona, at Book 57 of Maps and Plats, Page 57 (the "original
Saguaro Ranch Plat").
(ii) Saguaro Ranch South Amended Lots 1 -31, Parcel "A ", Block "A" & Com-
mon Areas "A ", "B ", & "C ", according to the plat recorded in the office of the
Recorder of Pima County, Arizona, at Book 59 of Maps and Plats, Page 69 (the
"Saguaro Ranch South Amended Plat ") .
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AMENDED & RESTATED SAGUARO RANG PRE - ANNEXATION DEVELOPMENT AGREEMENT
-3-
(III) Saguaro Ranch II Lots 50, 51, & 53 - 65, Parcel "'A" & Common Areas "'A"
& "B ", according to the plat recorded in the office of the Recorder of Pima Coun-
ty, Arizona, at Book 61 of Maps and Plats, Page 89 (the "'Saguaro Ranch II Plat ")
(iv) Saguaro Ranch Phase 111-A Lots 43-45 & 66 -96, Common Areas "A" &
"B-- 1 " - 2 ", according to the plat recorded in the office of the Recorder of Pima
County, Arizona, at Book 63 of Maps and Plats, Page 33 (the ""Saguaro Ranch III
Pl at"" )
(C) "' MDC" means the Marana Land Development Code (including the written
rules, regulations, procedures, and other policies relating to development of land,
whether adopted by the Mayor and Council or by Town Staff) collectively
establishing, among other things, the type of land uses, location, density and
intensity of such land uses, and community character of the Property, and providing
for, among other things, the development of a variety of housing, commercial and
recreation/ open space opportunities.
[D] "Northlight's Dove Mountain Moldings" is defined in Recital N above.
(E) "Northlight's Saguaro Ranch Properties" collectively means all of the
following:
(1) The entire land area covered by the Saguaro Ranch Specific Plan.
(ii) Lots 36, 37, and 39, and Block 2, as depicted on the Original Saguaro
Ranch Plat.
(iii) Lots 10, 11, and 13, and Block A, as depicted on the Saguaro Ranch South
Amended Plat.
(iv) Lots 50, 53, and 55 through 64, and Common Areas ""A" and "B ", as
depicted on the Saguaro Ranch II Plat. (Lot 50 is also part of the Saguaro Ranch
Spec if is Plan.)
(v) Lots 68, 70 -76, 78, and 80 through 96, and Common Areas "A". "B-1" and
" 113 - 2" as depicted on the Saguaro Ranch III Plat.
(F) ""Saguaro Ranch" means the entire land area covered by the Existing Sagua-
ro Ranch Plats and the Saguaro Ranch Specific Plan.
(G) "'Town Engineer" means the duly appointed town engineer of the Town of
Marana.
2. A nzendmen t and res to tenlen t of obliga tions under prior ag reenien ts. The Parties
acknowledge and agree that the following list sets forth a true and complete summary,
amendment, and restatement of the Parties' rights and obligations under the Original
Saguaro Ranch PADA as amended by the Saguaro Ranch 1st PADA Amendment and
the Saguaro Ranch 2nd PADA Amendment, and as further amended and restated by
this Agreement:
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AMENDED & RESTATED SAGUARO RANCH PRE- AN NEXATION DEVELOPMENT AGREEMENT
�4-
(A.) Annexation and original zoning. The Town has completed the annexation of all
lands contemplated for annexation under, and has adopted zoning for the annexed
lands in a manner consistent with, the Original Saguaro Ranch PADA and the
Saguaro Ranch 1st PADA Amendment.
(B) Development review ?. Northlight's Saguaro Ranch Properties shall be developed
in accordance with the Development Regulations. Upon Northlight'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 Northlight's Saguaro Ranch Properties as may be requested
by Northlight.
(C) Amendments to Agreement. The Town and Northlight agree to cooperate and
in good faith pursue any amendments to this Agreement that are reasonably
necessary to accomplish the goals expressed in Development Regulations.
(D) Archaeological/historic resources. The development of Northlight's Saguaro
Ranch Properties shall meet all Town requirements set forth in Title 2 and Title 20 of
the MDC related to archeological and historic resources.
(E) Site built construction only. All residential dwelling units shall be site built.
This subsection shall apply to all land within Northlight's Saguaro Ranch Properties,
whether sold in bulls or individually, whether subdivided or not, and shall apply to
each and every lot and shall run with the land.
(F) Additional property. Paragraph 1.6 of the Original Saguaro Ranch PADA is
deleted.
(G) Water Utilities. Northlight has secured potable water service through Tucson
Water. As a condition of receiving building permits, Northlight must provide the
Town with proof of potable water service to the property that is the subject of the
requested building permits.
(H) Wastev)ater. As a condition of receiving building permits, Northlight must
provide the Town with proof of wastewater system approval from Pima County
Regional water Reclamation District and/or Pima County Department of
Environmental Quality for the property that is the subject of the requested building
permits.
(I) Onsite private recreational facilities. Paragraph 2.3 of the Original Saguaro Ranch
PADA is deleted.
(J) Community improvements and transportation contributions. The Parties agree to
work together to determine whether and to what extent the developer's obligations
under Paragraph 2.31 of the Original Saguaro Ranch PADA have been satisf led. If
the Parties are unable to determine that the obligations have been satisfied beyond
the $850,000 in payments already acknowledged by Pima County, Northlight agrees
to pay Pima County $50,000 per lot for the first three lots sold from Northlight's
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AMENDED & RESTATED SAGUARO RANCH PRE -- ANNEXATION DEVELOPMENT AGREEMENT
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Saguaro Ranch Properties, to satisfy the remaining obligations under Paragraph 2.31
of the original Saguaro Ranch PADA. If so required, such additional payment shall
be deemed to have satisfied Northlight's obligations under Paragraph 2.31 of the
Original Saguaro Ranch PADA.
(IC) Regional public park /trail system. Northlight shall dedicate a public trail
easement through Northlight's Saguaro Ranch Properties and Northlight's Dove
Mountain Holdings to provide public access to the Tortolita Mountain Park
northeast of the Saguaro Ranch boundary, as more particularly discussed and
described in the Saguaro Ranch Specific Plan. Northlight shall not be responsible to
construct or pay for the trail, but nothing in this sentence shall prohibit or preclude
the Town from using all available funds, including any park impact fees paid as a
result of construction in Saguaro Ranch, to construct the trail. All developer
obligations under paragraph 2.32 of the original Saguaro Ranch PADA will have
been fully satisfied upon dedication of the trail in satisfaction of the requirements of
this paragraph.
(L) Park improvement contribution. Paragraph 2.34 of the original Saguaro Ranch
PADA is replaced by the obligation to pay all applicable Town park development
impact fees for any development of Northlight's Saguaro Ranch Properties.
(M) .Regional recreational facility. The $1,000,000 payment referenced in paragraph
2.35 of the original Saguaro Ranch PADA has been fully paid and satisfied.
(N) Roadzt)ay improvements. Before the Town approves any final plat, Northlight
shall work with the Town Engineer to identify and agree on all roadway
improvements needed for the development of Northlight's Saguaro Ranch
Properties and the portion of Northlight's Saguaro Ranch Properties that is the
subject of the final plat.
(o) .dire protection. Northlight's Saguaro Ranch Properties are now within the
boundaries of Northwest Fire District, so paragraph 2.5 of the original Saguaro
Ranch PADA is no longer needed and is deleted.
(P) School site. Northlight shall negotiate a school site contribution agreement
with Marana Unified School District, and shall provide a copy of the recorded
agreement to the Town. Until the agreement is recorded, $1,200 shall be paid to the
Town upon application for each initial residential building permit on a particular
subdivision lot within Northlight's Saguaro Ranch Properties.
(Q) Wide zifireless area netzi)ork contribution. Paragraph 2.7 of the original Saguaro
Ranch PADA is deleted.
(R) .Responsibility for financing infrastructure improvements. Upon request of
Northlight, the Town's staff shall process any request for a community facilities
district (a "CFD ") on all or any portion of Northlight's Saguaro Ranch Properties
pursuant to A. R.S. § 4$ -701 et seq. and the Town Guidelines for Establishment of
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AMENDED & RESTATED SAGUARO RANCH PRE - ANNEXATION DEVELOPMENT AGREEMENT
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Community Facilities Districts, and the Town Council shall reasonably consider
such request for a CFD.
(S) Environmental compliance. Northlight shall comply with the Pima County
ordinances relating to the protection of peaks and ridges for any protected peaks or
ridges as designated by Pima County on Saguaro Ranch at the time of its annexation
into the town limits of the Town. Northlight shall establish a 10 -year natural
resource management monitoring program to monitor the effect of the development
on Saguaro Ranch.
(T) Protection of open space. Northlight shall provide construction fencing to
protect all natural areas and other areas to be kept in their natural state during
construction. Northlight shall not disturb more than 20% of Northlight's Saguaro
Ranch Properties, including areas for emergency access, easements, roadways and
drainage ways. Northlight shall comply with all Town grading requirements.
(U) Ou7nership and control of natural open space. Enforcement authority over and
control of all natural open space areas set aside and maintained as required by this
Agreement and permanent ownership of all undisturbed natural areas set aside and
maintained as required by this Agreement that are located outside the boundaries of
individually -owned residential lots shall be given to one of the following:
(1) one or more homeowners associations established by declarations of
restrictive covenants recorded over all or part of Saguaro Ranch.
(ii) A government or conservation entity the Town reasonably determines is
willing and able to permanently maintain the undisturbed natural areas as
required by this Agreement.
(V) Lodging uses prohibited, no environmental enhancement contribution. Lodging
uses are prohibited in Northlight's Saguaro Ranch Properties. For purposes of this
paragraph, lodging uses include any land use whose revenues are subject to the
Town's bed tax (specifically, the tax on hotel uses pursuant to Section 8 -444 of the
Marana Tax Code). Paragraph 3.4 of the original Saguaro Ranch PADA is deleted.
(w) Termination upon sale to the public. this Agreement shall terminate without
the execution or recordation of any further document or instrument as to any lot that
has been finally subdivided and individually (and not in "bulk ") leased (for a period
of longer than one year) or sold to the end purchaser or user thereof, and thereupon
such lot shall be released from and no longer be subject to or burdened by the
provisions of this Agreement.
3. Effect on prior agreements.
(A) Northlight's Saguaro .Ranch Properties. For and with respect to Northlight's
Saguaro Ranch Properties, the original Saguaro Ranch. PADA as amended by the
Saguaro Ranch 1st PADA Amendment and the Saguaro Ranch 2nd PADA
Amendment is hereby replaced with this Agreement.
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AMENDED & RESTATED SAGUARO] RANCH PRE - ANNEXATION DEVELOPMENT AGREEMENT
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(B) Other portions of Saguaro Ranch. Lots leased (for a period of longer than one
year) or sold to an end purchaser or user are released from the developer's
obligations by operation of Paragraph 8.5.2 of the Original Saguaro Ranch PADA.
The Original Saguaro Ranch PADA as amended by the Saguaro Ranch 1st PADA
Amendment and the Saguaro Ranch 2nd PADA Amendment remains in full force
and effect for and with respect to any portion of Saguaro Ranch (other than
Northlight's Saguaro Ranch Properties) that has not been released from the
developer's obligations by operation of Paragraph 5.8.2 of the Original Saguaro
Ranch PADA.
4. Term. This Agreement shall become effective upon the later of its execution by all
the Parties and the effective date of the Town Council resolution 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 15th
anniversary of the Effective Date.
5. Cooperation and alternative dispute resolution.
(A) Appointment of representatives. To further the commitment of the Parties to
cooperate in the progress of the development of Northlight's Saguaro Ranch
Properties, the Town and the Northlight each shall designate and appoint a
representative to act as a liaison between the Town and its various departments and
the Northlight. The initial representative for the Town (the "Town Representative")
shall be the Town Manager, and the initial representative for the Northlight shall be
Mike Conlin or a replacement to be selected by the Northlight. The representatives
shall be available at all reasonable times to discuss and review the performance of
the Parties and the development.
(B) Neon- 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 6 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 (1) 15 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) 30 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 30 days, then such
longer period as may be reasonably required, provided and so long as the cure is
promptly commenced within 30 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 paragraph. The Parties agree
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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
Northlight'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.
(C) Mediation. If there is a dispute under this Agreement which the Parties cannot
resolve between themselves, the Parties agree that there shall be a 45-day
moratorium on arbitration 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 mediation rules of the American
Arbitration Association. The matter in dispute shall be submitted to a mediator
mutually selected by the Northlight 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 Northlight 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 Northlight. The
results of the mediation shall be nonbinding on the Parties, and any Party shall be
free to initiate arbitration after the moratorium..
(D) Arbitration. After mediation, as provided for in this paragraph 5, any dispute,
controversy, claim or cause of action arising out of or relating to this Agreement
shall be settled by submission of the platter 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.
G. 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 7.IIIARANA
11555 W. Civic Center Drive, Bldg. A3
Marana, Arizona 85653 -7006
Telephone: (520) 382 -1900
Fax: (520) 382.1901
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AMENDED & RESTATED SAGUARO RANCH PRE- ANNEXATION DEVELOPMENT AGREEMENT
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If to Northlight
NORTHLIGHT TRUST 1
ATTN: NORTHLIGHT SPECIAL GP I LLC
1 Grand Central PI
60 E 42nd St Rm 2500
New York NY 10165 -2502
Telephone:
Fax:
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.
7. 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. Nothing
in the use of the word "lawsuit" in the preceding sentence shall constitute a waiver
of paragraph 5(D) above, requiring disputes to be resolved by binding arbitration.
(D) If either Party brings a lawsuit or arbitration proceeding 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 or arbitrator and not by the jury. Nothing in the use of the word "lawsuit"
in the preceding sentence shall constitute a waiver of paragraph. 5(D) above,
requiring disputes to be resolved by binding arbitration.
(E) 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.
(F) 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 upon
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AMENDED & RESTATED SAGUARO RANCH PRE - ANNEXATION DEVELOPMENT AGREEMENT
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the conveyance of all of Northlight` s Saguaro Ranch Properties to a single grantee,
the grantor shall automatically be released from any further obligation or liability
under this Agreement and this Agreement shall thereafter bind the grantee.
(G) This Agreement is subject to A.R.S. § 38 -511, which provides for cancellation
of contracts in certain instances involving conflicts of interest.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the last date set
forth below their respective signatures.
THE " TOWN "
TOWN OF MARANA, an Arizona municipal
corporation
By .
Mayor Ed Honea
Date:
ATTEST:
Jocelyn Bronson, Town Clerk
APPROVED AS TO FORM:
Frank Cassidy, Town Attorney
State of )
ss
County of )
"NORTHLIGHT ":
NORTHLIGHT TRUST 1,
a Delaware statutory trust
By: NORTHLIGHT SPECIAL GP I LLC,
a Delaware limited liability company
M
Its:
Date:
The foregoing 'Instrument was acknowledged before me on
the
SPECIAL GP I LLC, a Delaware limited liability company,
TRUST 1, a Delaware statutory trust, on its behalf.
(seal)
Manager
of NORTHLIGHT
of NORTHLIGHT
Notary Public
by
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