HomeMy WebLinkAboutResolution 2021-021 Approving The Settlement Agreement with Marana Technology Campus LLC & NW Storage LLC MARANA RESOLUTION NO. 2021-021
RELATING TO UTILITIES; APPROVING AND AUTHORIZING THE MAYOR TO
EXECUTE THE SETTLEMENT AGREEMENT REGARDING PUBLIC WATER
INFRASTRUCTURE PARTICIPATION AND WATER SERVICE AGREEMENT
WITH MARANA TECHNOLOGY CAMPUS, L.L.C. AND NORTHWEST STORAGE,
L.L.C.
WHEREAS the Town and Marana Technology Campus, L.L.C. and Northwest
Storage,L.L.C. (the "Owners") entered into the"Public Water Infrastructure Participation
and Water Service Agreement (Marana Technology Campus)," approved by the Town
Council on August 5, 2014, via Resolution No. 2014-074 (the "Original Agreement"); and
WHEREAS pursuant to the terms of the Original Agreement, the Owners were
obligated to design and construct a water main, along with other associated
improvements, along the Marana Technology Campus frontage; and
WHEREAS to date, the water main on the Marana Technology Campus frontage
and other associated work addressed by the Original Agreement (the "Subject Water
Main") has not been constructed; and
WHEREAS the Town notified the Owners that it is prepared to file a lawsuit to
compel construction of the Subject Water Main; and
WHEREAS the parties have agreed to enter into a Settlement Agreement to
resolve their dispute without litigation; and
WHEREAS the Mayor and Council of the Town of Marana find that the best
interests of Marana and its citizens are served by entering into a Settlement Agreement
with the Owners.
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF
THE TOWN OF MARANA, that the Settlement Agreement with Marana Technology
Campus, L.L.C. and Northwest Storage, L.L.C., attached to and incorporated within this
Resolution as Exhibit A,is hereby approved,the Mayor is authorized and directed to sign
it for and on behalf of the Town of Marana,and the Town's Manager and staff are hereby
directed and authorized to undertake all other and further tasks required or beneficial to
carry out its terms, obligations, and objectives..
00073973.DOCX/1
Resolution No.2021-021
PASSED AND ADOPTED by the Mayor and Council of the Town of Marana,
Arizona, this 16th day of February, 2021.
e/fi
Mayor Ed Honea
ATTE : APPROVED AS TO FORM:
ri -
Cherry L. L. son, Town Clerk J. Fairall, Town Attorney
r'<,
MARANA AZ
ESTAbLiSHED 1977
00073973.DOCX/1
Resolution No.2021-021
Exhibit A to Resolution No. 2021-021
SETTLEMENT AGREEMENT REGARDING PUBLIC WATER INFRASTRUCTURE
PARTICIPATION AND WATER SERVICE AGREEMENT
TOWN OF MARANA,ARIZONA
(Marana Technology Campus)
This Settlement Agreement regarding Public Water Infrastructure Participation and
Water Service Agreement(this"Settlement")is made and entered into by and between MARANA
TECHNOLOGY CAMPUS, L.L.C., an Arizona limited liability company; NORTHWEST STORAGE,
L.L.C.,an Arizona limited liability company;and the TOWN OF MARANA,an Arizona municipal
corporation (the "Town"). MARANA TECHNOLOGY CAMPUS, L.L.C. and NORTHWEST STORAGE,
L.L.C. are collectively referred to as the "Owners." The Owners and the Town are sometimes
collectively referred to in this Settlement as the"Parties," either of which is sometimes referred
to as a"Party."
RECITALS
A.The Parties entered into the"Public Water Infrastructure Participation and Water Service
Agreement (Marana Technology Campus)," recorded in the Pima County Recorder's office on
August 14,2014 at Sequence 20142260255(the"Original Agreement").
B.Paragraph 3 of the Original Agreement provided:
"3. Owners' obligation to design and construct the water main on the
Marana Technology Campus frontage. Before the Town provides potable
water service and 1,500 gpm maximum fire flow to the Marana Technology
Campus,the Owners shall design and construct all of the following:
"a.An approximately 970 linear foot 16-inch PVC X-Zone water main
along the Marana Technology Campus frontage, from the western
terminus of the Town-Constructed Water Main to the western boundary of
the Marana Technology Campus.
"b.A 16-inch valve,box and cover.
"c.A tie-in to the Town-Constructed Water Main.
"d.A 2-inch drain valve assembly at the western terminus of the water
main referenced in subparagraph 3.a above,for future connections."
C.To date, the water main on the Marana Technology Campus frontage and other
associated work addressed by paragraph 3 of the Original Agreement(all collectively referred to in
this Settlement as the"Subject Water Main")has not been constructed,and the Town has notified
the Owners that it is prepared to file a lawsuit to compel its construction.
D.The Owners retain ownership of the land fronting the Subject Water Main(which land
is referred to as the"Owners'Remaining Land"),identified as Pima County Assessor's Parcel No.
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SETTLEMENT AGREEMENT REGARDING MARANA TECHNOLOGY CAMPUS PUBLIC WATER INPRASTRUCrURE PARTICIPATION AGREEMENT
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Exhibit A to Resolution No. 2021-021
216-08-003B,and consisting of an approximately 6.86 acre parcel described as the north 432.34 feet
of the west 970 feet of the east 1000 feet of the North half of Lot 2,Section 5,Township 12 South,
Range 12 East,excluding existing public rights-of-way.
E.The Owners previously constructed and installed approximately 930 feet of a 16-inch
water main along the Marana Technology Campus on Breakers Road,as required by the Town,to
obtain water service to other property owned by the Owners,and because the Town accepted the
dedication of such main,the Owners believed their obligation under the Original Agreement was
thereby fulfilled.
F. The Parties enter into this Settlement to resolve their dispute without litigation.
AGREEMENT
Now,THEREFORE, based on the foregoing recitals, which are incorporated here as the
intention of the Parties in entering into this Settlement,the Parties agree as follows:
1.Owners'construction of the Subject Water Main.The Owners shall complete construction
of the Subject Water Main by the earlier of(i)the Owners'sale of the Owners'Remaining Land or
(ii)the second anniversary of this Settlement.
2.Engineering plans.The Owners shall hire and pay a registered civil engineer to submit to
the Town design plans for the Subject Water Main consistent with the provisions of the Original
Agreement and this Settlement.The design plans shall be submitted to the Town no later than 180
days after the Effective Date of this Settlement
3.No occupancy permits. The Owners and their successors in interest will not seek and the
Town will not grant occupancy permits for any structure on the Owners'Remaining Land unless
and until the Owners have completed the construction of the Subject Water Main.
4.Permits and fees.The Owners shall obtain all governmental approvals and permits and pay
all adopted fees for the construction of the Subject Water Main.
5. Survey and topo.The Owners may construct the Subject Water Main using existing survey
and topographical information. If any topography has changed in the field since the time of the
original survey,the Owners(and not the Town)will be responsible for any design or construction
changes as a result of the discrepancy.
6.Drainage report.The Owners shall not be required to submit any additional drainage report
for the construction of the Subject Water Main. The work will be completed using the drainage
accompanying the 30% plans for the Tangerine Corridor Project,which establishes existing flow
volumes. The Owners' engineer must calculate scour depths to ensure the Subject Water Main is
buried deep enough to avoid damage from flooding. The scour depths and calculation will be
reviewed by and acceptable to the Town Engineer and the Town Water Director.
7.Archaeology. All archeological studies associated with the Subject Water Main have been
completed. No additional archeological testing or work is required before commencement of
construction of the Subject Water Main.Nothing in this paragraph changes or reduces the Owners'
obligations under Arizona Revised Statutes sections 41-844("duty to report discoveries;disposition
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SETTLEMENT AGREEMENT REGARDING MARANA TECHNOLOGY CAMPUS PUBLIC WATER INFRASTRUCTURE PARTICIPATION AGREEMENT
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Exhibit A to Resolution No. 2021-021
of discoveries; definitions") and 41-865 ("disturbing human remains or funerary objects; rules;
violation;classification;definitions").
8.Water modeling. No water modeling will be required in association with the Owners'
construction of the Subject Water Main.
9. Construction material.The previously submitted plans for the Subject Water Main(prepared
by The WLB Group, Plan No. ENG1510-002 and W-2015-002 engineer-stamped by Corey
Thompson dated January 8,2016)included a design for ductile iron pipe,not PVC. PVC will be
acceptable for construction of the Subject Water Main except in locations where the design
conditions require otherwise(e.g.under proposed box culvert,scour areas,etc.).
10.Notices. Any notice required under this Settlement shall be complete when sent via First
Class Mail or hand delivered to the following addresses.Any Party may change their address for
purposes of notice under this Settlement by mailing a notice of change of address to the other Party.
Owners: MARANA TECHNOLOGY CAMPUS,L.L.C.
c/o Douglas J.Gratzer,Member
8061 West Tangerine Road
Marana,AZ 85658
NORTHWEST STORAGE,L.L.C.
c/o Douglas J.Gratzer,Member
8061 West Tangerine Road
Marana,AZ 85658
Town: Town of Marana
c/o Marana Legal Department
11555 West Civic Center Drive
Marana,AZ 85653
11.Governing law.This Settlement 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 Settlement or to
obtain any remedy with respect to this Settlement 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.
12.Court costs and reasonable attorneys'fees to prevailing Party in dispute.If a Party fails to
perform any of its obligations under this Settlement,or if a dispute arises concerning the meaning
or interpretation of any provision of this Settlement,the prevailing Party shall be entitled to all court
costs and reasonable attorneys' fees incurred in enforcing or establishing its rights under this
Settlement.
13.Cancellation for conflicts.This Settlement is subject to A.R.S. §38-511,which provides for
cancellation of contracts in certain instances involving conflicts of interest.
14.Counterparts. This Settlement may be executed in any number of counterparts. Each
counterpart shall be deemed an original,but all counterparts shall constitute but one agreement.
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SETTLEMENT AGREEMENT REGARDING MARANA TECHNOLOGY CAMPUS PUBLIC WATER INFRASTRUCTURE PARTICIPATION AGREEMENT
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Exhibit A to Resolution No. 2021-021
15.Recording; binding effect. After being signed by all Parties, this Settlement shall be
recorded in the office of the Pima County Recorder and shall be binding upon all successor owners
of the Owners'Remaining Land.
16.Effective date.The date of this Settlement(the"Effective Date")shall for all purposes be the
last Party's signature date on this Settlement,
The"Owners": The"Town":
MARANA TECHNOLOGY CAMPUS,L.L.C.,an TOWN OF MARANA,an Arizona municipal
Arizona limited liability company corporation
By: By:
ug s J.Gratzer,Member Ed Honea,Mayor
Date:
NORTHWEST STORAGE,L.L.C.,,an Arizona ATTEST:
limited liability compa a ,'
By: Cherry L.Lawson,Town Clerk
11 a uglas J.Gratzer,Member
APPROVED AS TO FORM:
Frank Cassidy,Town Attorney
STATE OF ARIZONA )
)ss.
County of Pima )
The foregoing instrument was acknowledged before me this 1.3 day of s,./Q4ru� '2020,
by _.� -: rfy E „ i ' .V. )f' ARANA TECHNOLOGY AMPUS, L.L.C., an Ari a limited
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liar ,� `.. �,:_
K�� Pima ount
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( ,I`(``�'r My Commo
March 01issi ,n2 Eox2piires
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Notary Public
STATE OF ARIZONA )
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County of Pima ) ..---'
The foregoing instrument was acknowledged before me this he day of _a_di ( ,2020,
by Douglas J. Gratzer, Member of NORTHWEST STORA L.L.C., an Arizona limited liability
compan ,on behalf of the LLC.
(seal) y \ ND At L WATKINS Public/
,i�_.��I NotryPublic. Stae ofArizona
PimaCount i —��..�1 v y<: �+'� MyommissioExpiresNotary
�� March 01 2021
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SETTLEMENT AGREEMENT REGARDING MARANA TECHNOLOGY CAMPUS PUBLIC WATER INFRASTRUCTURE PARTICIPATION AGREEMENT
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