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Home My WebLink AboutResolution 2021-046 Authorizing the Second Amendment to Cortaro Ranch Commercial Assurance and DA with Cortaro Commercial JV, LLC MARANA RESOLUTION NO. 2021-046 RELATING TO DEVELOPMENT; APPROVING AND AUTHORIZING THE MAYOR TO SIGN THE SECOND AMENDMENT TO CORTARO RANCH COMMERCIAL ASSURANCE AND DEVELOPMENT AGREEMENT WITH CORTARO COMMERCIAL JV, LLC, TO ASSURE DEDICATION AND CONSTRUCTION OF JOPLIN LANE WITH DEVELOPMENT OF CERTAIN CORTARO RANCH COMMERCIAL PROPERTIES WHEREAS the Town Council adopted Resolution No. 2015-085 on September 1, 2015, approving and authorizing the Mayor to sign the Cortaro Ranch Commercial Assurance and Development Agreement (the "Original Agreement") with Caddis Bridge, L.L.C., to assure dedication and construction of Joplin Lane; and WHEREAS the Town Council adopted Resolution No. 2018-039 on May 1, 2018, approving and authorizing the Mayor to sign the First Amendment to Cortaro Ranch Commercial Assurance and Development Agreement (the "First Amendment") with Caddis Bridge, L.L.C.; and WHEREAS Cortaro Commercial JV, LLC (the "Developer") is the successor in interest to Caddis Bridge, L.L.C.; and WHEREAS Cortaro Commercial JV, LLC is actively marketing properties in the Cortaro Ranch Phase II development subject to the Original Agreement and the First Amendment; and WHEREAS the Original Agreement required the Developer to complete certain developer dedications and to construct the portion of Joplin Lane located in the developer dedications within a specified timeframe; and WHEREAS Cortaro Commercial JV, LLC has requested an extension of time for the commencement and completion of construction of its portion of Joplin Lane; and WHEREAS the Mayor and Council,find that entering into the Second Amendment to Cortaro Ranch Commercial Assurance and Development Agreement is in the best interest of the Town and its citizens. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, AS FOLLOWS: SECTION 1. The Second Amendment to the Cortaro Ranch Commercial Assurance and Development Agreement attached to and incorporated within this Resolution No. 2021-046 - 1 - resolution as Exhibit A is hereby approved, and the Mayor is hereby authorized and directed to sign it for and on behalf of the Town of Marana. SECTION 2. The various Town officers and employees are authorized and directed to perform all acts necessary or desirable to give effect to this resolution and the agreement it approves. PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 20th day of April, 2021. Mayor Ed Honea ATTEST: APPROVED AS TO FORM: (4J ),_) ./-- , Cherry Lawson, Town Clerk Ja. - Fairall, Town Attorney 1 41 Ate, Z ESTABLISHED 1977 Resolution No.2021-046 - 2- Exhibit A to Marana Resolution No. 2021-046 SECOND AMENDMENT TO CORTARO RANCH COMMERCIAL ASSURANCE AND DEVELOPMENT AGREEMENT (Town of Marana, Arizona) THIS SECOND AMENDMENT TO CORTARO RANCH COMMERCIAL ASSURANCE AND DEVELOPMENT AGREEMENT(this "Second Amendment") is made and entered into by and between the TOWN OF MARANA, an Arizona municipal corporation (the "Town"), and CORTARO COMMERCIAL JV,LLC,an Arizona limited liability company (the "Developer"). The Town and the Developer are sometimes collectively referred to as the "Parties," each of which is sometimes individually referred to as a "Party." RECITALS A. The Town and CADDIS BRIDGE,L.L.C.,an Arizona limited liability company ("Cad- dis") entered into the CORTARO RANCH COMMERCIAL ASSURANCE AND DEVELOPMENT AGREEMENT(the"Original Agreement"),recorded in the office of the Pima County Recorder on September 4, 2015, at Sequence 20152470219. B. The Town and Caddis subsequently entered into the FIRST AMENDMENT TO CORTARO RANCH COMMERCIAL ASSURANCE AND DEVELOPMENT AGREEMENT (the "First Amendment"), recorded in the office of the Pima County Recorder on May 4, 2018, at Sequence 20181240060. C. The Developer is the successor in interest to Caddis. D. Paragraphs 1, 2, and 3 of the Original Agreement required the Developer to com- plete certain Developer Dedications(as described in Paragraphs 1,2,and 3 of the Original Agreement). E. The First Amendment modified the Subject Property, as defined in the Original Agreement, to remove areas that had little or no connection to or benefit from the Devel- oper Dedications,identifying the Subject Property as Lots 295,296,and 297 of the Cortaro Ranch subdivision, recorded in the office of the Pima County Recorder on May 21, 1998, in Book 51 of Maps and Plats at Page 6 (Sequence 19980780741). F. Lots 295, 296, and 297 of the Cortaro Ranch subdivision were subsequently resub- divided by the Final Plat for Cortaro Ranch Phase II Lots 1 through 6 and Common Areas "A" and "B", recorded in the office of the Pima County Recorder on April 12, 2019, at Sequence 20191020080, and lots 4 through 6 were again resubdivided by the Final Plat for Cortaro Ranch Phase II Lots 4 through 6, recorded in the office of the Pima County Re- corder on February 7, 2020, at Sequence 20200380096. 00074760.DOCX/5 SECOND AMENDMENT TO CORTARO RANCH COMMERCIAL ASSURANCE&DEVELOPMENT AGREEMENT - 1 - Exhibit A to Marana Resolution No. 2021-046 G. The property that is the subject of this Second Amendment is Cortaro Ranch Phase II Lots 1 through 6, as collectively described in the Final Plat for Cortaro Ranch Phase II Lots 1 through 6 and Common Areas "A" and "B", and the Final Plat for Cortaro Ranch Phase II Lots 4 through 6, as described in Recital F above (the "Subject Property"). H. Paragraph 4(A) of the Original Agreement required the Developer to complete the Developer Dedications on the earlier of the following: (1) the third anniversary of the effective date of the Original Agreement or (2) the date a building permit was requested for vertical construction on any portion of the Subject Property. I. The First Amendment extended the time for completion of the Developer Dedica- tions to the earlier of the following: (1)September 1,2020,or(2)the date a building permit was requested for vertical construction on any portion of the Subject Property. J. Paragraph 5 of the Original Agreement required the Developer to construct the por- tion of Joplin Lane located in the Developer Dedications (the "Developer Joplin Lane Construction Obligation"). K. Paragraph 6(C) of the Original Agreement required the Developer to commence construction of the Developer Joplin Lane Construction Obligation not later than 180 days after making the Developer Dedications, and to complete the construction within 180 days of commencement of construction. L. Pursuant to the extension granted by the First Amendment, the Developer com- pleted the Developer Dedications as of August 7, 2020; as such, the Developer was re- quired to commence construction of the Developer Joplin Lane Construction Obligation no later than February 3,2021,and to complete construction no later than August 2,2021. M. The Parties desire to amend the Original Agreement (i) to extend the time for the Developer Joplin Lane Construction Obligation, and (ii) to reflect changes in circum- stances since the date of the Original Agreement. N. This Amendment is consistent with the portions of the Town's General Plan appli- cable to the Subject Property. AGREEMENT Now,THEREFORE,in consideration of the foregoing premises and the mutual prom- ises and agreements set forth in this Second Amendment, the Parties hereby agree as fol- lows: 1. Modification of subparagraph 6(C) of the Original Agreement. Subparagraph 6(C) of the Original Agreement is hereby rescinded and replaced with the following paragraph: (A) Construction initiation and completion. Except as provided in paragraph 6(B) above,the Developer shall commence construction of the Developer Joplin Lane Con- struction Obligation not later than 180 days after the Effective Date of this Second Amendment, and shall complete the construction within 120 days of commencement 00074760.DOCX/5 SECOND AMENDMENT TO CORTARO RANCH COMMERCIAL ASSURANCE&DEVELOPMENT AGREEMENT - 2- Exhibit A to Marana Resolution No. 2021-046 of construction. The improvements constituting the Developer Joplin Lane Construc- tion Obligation shall not be considered completed unless and until they have been constructed in accordance with all applicable plans and regulations and inspected by the Town for compliance with the plans and regulations. 2. Notices and filings. Paragraph 11 of the Original Agreement,as amended by the First Amendment, is amended by replacing "Jamsheed Mehta, Town Manager" with "Terry Rozema, Town Manager." 3. Other terms of the Original Agreement remain in effect. Except as amended by this Sec- ond Amendment, the terms of the Original Agreement, as previously amended, remain in full force and effect. 4. Conflict of interest. This Second Amendment is subject to A.R.S. § 38-511,which pro- vides for cancellation of contracts in certain instances involving conflicts of interest. IN WITNESS WHEREOF, the Parties have executed this Second Amendment as of the last date set forth below their respective signatures (the "Effective Date"). The "Town": The "Developer": TOWN OF MARANA, an Arizona municipal CORTARO COMMERCIAL JV,LLC,an corporation Arizona limited liability company By: By: Ed Honea, Mayor Paul M. Thrift, Manager Date: Date: ATTEST: Cherry L. Lawson, Town Clerk APPROVED AS TO FORM: Jane Fairall, Town Attorney 00074760.DOCX/5 SECOND AMENDMENT TO CORTARO RANCH COMMERCIAL ASSURANCE&DEVELOPMENT AGREEMENT -3 - Exhibit A to Marana Resolution No. 2021-046 STATE OF ARIZONA) ss County of Pima ) The foregoing instrument was acknowledged before me on this day of , 2021, by Paul M. Thrift, the Manager of CORTARO COMMERCIAL JV, LLC, an Arizona limited liability company, on behalf of the LLC. (Seal) Notary Public 00074760.DOCX/5 SECOND AMENDMENT TO CORTARO RANCH COMMERCIAL ASSURANCE&DEVELOPMENT AGREEMENT -4 -