The URL can be used to link to this page

Home My WebLink AboutResolution 2016-040 Acquisition Agreement CeMex Construction MaterialsF. ANN RODRIGUEZ, RECORDER III I III IIII II III II IIII I III II Recorded By: LW og Plryl DEPUTY RECORDER s ' `9 SEQUENCE: 20161130035 41 W �d NO. PAGES: 4 SMARA '�' RES 04/22/2016 TOWN OF MARANA �� 9:42:44 PICKUP �RIZ01`�Q` PICK UP AMOUNT PAID: $7.00 MARANA RESOLUTION NO. 2016 -040 RELATING TO PUBLIC WORKS- APPROVING AND AUTHORIZING THE MAYOR TO EXECUTE AN ACQUISITION AGREEMENT AND AUTHORIZING TOWN STAFF TO EXECUTE ALL OTHER DOCUMENTATION NECESSARY FOR THE PURCHASE OF PROPERTY RIGHTS NEEDED FROM CEMEX CONSTRUCTION MATERIALS PACIFIC, LLC FOR THE TANGERINE/DOWNTOWN SEWER CONVEYANCE SYSTEM, TOWN OF MARANA PROJECT NO. WRO 10 WHEREAS the Town of Marana i s constructing the Tangerine /D owntown Sewer Conveyance System, Town of Marana Project No. WRO 10, (the "TD Sewer Project "); and WHEREAS the Town of Marana needs to acquire property rights from CEMEX Construction Materials Pacific, LLC to construct the improvements needed for the TD Sewer Project (the "Needed Property "); and WHEREAS Town staff has negotiated an Acquisition Agreement with CEMEX for acquisition of the Needed Property, the terms of which are consistent with the independent appraisal; and WHEREAS the Mayor and Council of the Town of Marana find that the acquisition or condemnation of the Needed Property is necessary for the public health, safety and welfare of the citizens of Marana. NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana, Arizona, authorizing the Mayor to execute the Acquisition Agreement in substantially the form attached to and incorporated in this resolution as Exhibit A, and authorizing Town staff to execute all other documentation necessary for the purchase of the Needed Property from CEMEX for the TD Sewer Project. PASSED AND ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, this 19tn day of April, 2016. M 9 -RA `A ATTEST:'l ocelyn C Oronson, Town Clerk 000463 / 1 Marana Resolution No. 2016-040 Mayor EA Honea OF Iwo fi I 4/8/2016 1:14 PM raC -- --------------- ---- - ----- ..... ....... ... MARANA ENGINEERING DEPARTMENT ACQUISITION AGREEMENT This Agreement is made by and between CEMEX CONSTRUCTION MATERIALS PACIFIC, LLC (the "Ow "), a Delaware limited liability company, and the TOWN of MARANA (the "Town "), an Arizona municipal corporation. The Owner and the Town are sometimes collectively referred to as the "Parties," either of which is sometimes individually referred to as a "Party." 1. The Property and Acquisition Amount. The Town's record search shows that the Owner owns the properties currently identified as Pima County Assessor's Parcel Numbers 216 -12- 0280, 216 -12 -0296 216 -12 -0346 216 -12 -0350 consisting of approximately 187 acres in the West Half of Section 6, Township 12 South, Range 12 East, G &SRM, and referred to in this Agreement as the "Property." 2. The Acquisition. The Town needs to acquire a public sewer easement and a temporary construction easement (collectively the "Takes ") from the Property. The Takes are described and depicted in Exhibits "A ", "B ", and "C ". In lieu of court proceedings to acquire the Takes by eminent domain, and considering that another sewer easement exists for the benefit of the Town over most of the same location, the Owner agrees to sell and the Town agrees to acquire the Takes for the total sum of $7,027.00 (the "Acquisition Amount "), subject to the terms and conditions set forth in this Agreement. 3. Conveyancing Instruments. Upon execution of this Agreement, the Owner shall deposit into Escrow one or more conveyancing instruments and other documentation necessary to convey the Takes to the Town without warranty. 4. No Salvage. The Owner shall not salvage or remove any fixtures, improvements, or vegetation, located within the Takes. Personal property may be removed prior to close of escrow. 5. Escrow and Prorations. The Town shall pay the Acquisition Amount in full at closing. The date of closing shall be used for proration of rents, property taxes and Other similar costs, to the extent they are affected by the Takes. 6. Security interest. Monies payable under this Agreement may be due holders of notes secured by mortgages or deeds of trusts ( "Lienholders "), up to and including the total amount of unpaid principal, interest and penalty. Those sums shall, upon demand, be paid to the Lienholders. The Owner shall obtain from its Lienholders (if any) releases for transfer of the Takes. 00045954. DOCX 12 4/5/2016 3:27 PM FJC Marana Mayor and Council Approval: Resolution No. 2016 - � q O S 6 /T125 IR12E TANGERiNEI DOWNTOWN SEWER CONVEYANCE SYSTEM CIP: WRO10 ........ ............ . ........ .................................... I.- .................. I-- ........... ......... I-- ............. Parcel Nos. 21612 -0280, -0290, -0340, & -0350 CEMEX Construction Materials Pacific, LLC Acquisition Agt. Page 1 of 3 7. Possession and Closing. Possession of the Takes shall be given to the Town at the date of closing. Closing shall occur on or before the later of (a) 45 days after the date this Agreement is approved by the Marana Mayor and Council or (b) 45 days after receipt of all necessary releases or consents from any Lienholder. 8. Environmental Representations. Neither Party assumes any obligation of the other Party relating to any potential liability arising from the environmental condition of the Takes. Each Party shall remain responsible for its obligations as set forth by law. The Town assumes the responsibilities of the previous grantee under the previous easement to Pima County. 9. Broker's Commission. No broker or finder has been used and the Town shall owe no brokerage or finders' fee related to this transaction. 10. Closing Costs. The Town shall pay expenses incidental to transfer of title, including title reports, recording fees, escrow fees, releases and Owners Title Insurance Policy. 11. Right of Entry. This Agreement grants the Town, its employees, agents, and consultants, the right to enter the Takes for inspection only effective as of the date this Agreement is signed on behalf of the Owner. At close of escrow, this right of entry will be replaced by the Takes. This right of entry terminates in 180 days if close of escrow has not yet occurred. 12. No Sale. The Owner shall not sell or encumber the Takes prior to close of escrow. 13. conflict of Interest. This Agreement is subject to A. R.S. § 38 -511 which provides for cancellation of contracts by government entities for certain conflicts of interest. 14. Termination of Representation and Warranties. All representations and warranties contained in this Agreement shall terminate at close of escrow. 15. Entire Agreement. This signed document shall constitute the entire Agreement among the Parties. No modification or amendment to this Agreement shall be binding unless in writing and signed by the Parties. The performance of this Agreement constitutes the entire consideration by the Town, including just compensation for the Takes and severance damages to any remainder property and shall relieve the Town of all further obligation or claims relating to Property for the Takes. 16. Exhibits. Any exhibit attached to this Agreement shall be deemed to be incorporated by reference with the same force and effect as if fully set forth in the body of this Agreement. 17. Compromise and Settlement. The Acquisition Amount is the Town's appraiser's determination of market value. The Parties acknowledge that the Acquisition Amount was agreed upon through compromise and settlement to avoid litigation. 18. Council Approval. This Agreement is subject to approval by the Town Council of the Town of Marana. 00045954.DOCX 12 4/5/2016 3:27 PM FJC Marana Mayor and Council Approval: Resolution No. 2016 - fi0 S 6 IT12S IR12E TANGERINEI DOWNTOWN SEWER CONVEYANCE SYSTEM CiP: WR010 ........ Parcel Nos. 216 -12 -0280, -0290, - 0340, & -6356 CEMEX Construction Materials Pacific, LLC Acquisition Agt. Page 2 of 3 IN WITNESS WHEREOF the Parties have executed this instrument as of the last signature date below. The "TOWN ": TOWN OF MARANA, an Arizona municipal corporation t By: Ed HoneqMM , or The "OWNER ": CEMEX CONSTRUCTION MATERIALS PACIFIC, LLC, a Delaware limited liability company Loon I Date: —/,? " V/� Its: APPROVED AS TO CONTENT: Date: n Kmiec, Water Director APPROVED_AS TO FORM: Mayana Tq" Attorney T 00045954. DOCX I2 4/5/2016 3:27 PM FJC Marana Mayor and Council Approval: I Resolution No. 2015 - l r 'D S IT12S IR12E I TANGERINEI DOWNTOWN SEWER CONVEYANCE SYSTEM CIP: WR010 Parcel Nos. 216 -12 -0280, -0290, -0340 & -0350 1 CEMEX Construction Materials Pacific, LLC Acquisition Agt. Page 3 of 3