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HomeMy WebLinkAbout12/04/2007 Council Agenda Packet,o*N IM N 4 A7 RIZ 1-k REGULAR COUNCIL MEETING NOTICE AND AGENDA Council Chambers 11555 W. Civic Center Drive, Marana, Arizona 85653 December 4, 2007, at or after 7:00 p.m. Ed Honea, Mayor Herb Kai, Vice Mayor Council Members Russell Clanagan Patti Comerford Tim Escobedo Carol McGorray Roxanne Ziegler ACTION MAY BE TAKEN BY THE COUNCIL ON ANY ITEM LISTED ON THIS AGENDA. Revisions to the agenda can occur up to 24 hours prior to the meeting. Revised agenda items appear in italics. AS A COURTESY TO OTHER-S, PLEASE TURN OFF Ok PUT fN SILENT MODE ALL PAGER-S AND CELL PHON . Welcome to this Marana Council meeting. Regular Council meetings are usually held the first and third Tuesday of each month at 7:00 p.m. at the Marana Town Hall, although the date or time may change, or Special Meetings may be called at other times and/or places. Contact Town Hall or watch for posted agendas for other meetings. This agenda may be revi'sed'?p t6'24 hours prior to the meeting. In such a case a new agenda will be posted in place of this agenda. If you are interested in speaking to the Council during Call to the Public, Public Hearings, or other agenda items, you must fill out a speaker card (located in the lobby outside the Council Chambers) and deliver it to the Town Clerk prior to the convening of the meeting. All persons attending the Council meeting, whether speaking to the Council or not, are expected to observe the Council Rules, as well as the rules of politeness, propriety, decorum and good conduct. Any person interfering with the meeting in any way, or acting rudely or loudly will be removed from the meeting and will not be allowed to return. To better serve the citizens of Marana and others attending our meetings, the Council Chambers are wheelchair and handicapped accessible. Any person who, by reason of any disability, is in need of special services as a result of their disability, such as assistive listening devices, agenda materials printed in Braille or large print, a signer for the hearing impaired, etc., will be accommodated. Such special services are available upon prior request to the Town Clerk at least 10 working days prior to the Council meeting. Copies of the agenda are available the day of the meeting in the lobby outside the Council Chambers or online at -www.marana.com, by linking to the Town Clerk page under Agendas, Minutes and Ordinances. For questions about the Council meetings, special services or procedures, please contact the Town Clerk, at 382-1999, Monday through Friday from 8:00 a.m. to 5:00 p.m. Posted no later than December 3, 2007, 7:00 p.m., at the Marana Municipal Complex, the Marana Operations Center and at www.marana.com under Town Clerk, Agendas, Minutes and Ordinances. ,()WN (),, 7 I?MA R N 7 *A] 4RIZOSP, REGULAR COUNCIL MEETING NOTICE AND AGENDA Council Chambers 11555 W. Civic Center Drive, Marana, Arizona 85653 December 4, 2007, at or after 7:00 p.m. REGULAR MEETING A. CALL TO ORDER AND ROLL CALL B. PLEDGE OF ALLEGIANCE AND INVOCATION/MOMENT OF SILENCE C. APPROVAL OF AGENDA D. CALL TO THE PUBLIC At this time any member of the public is allowed to address the Town Council on any issue not already on tonight's agenda. The speaker may have up to three minutes to speak. Any persons wishing to address the Council must complete a speaker card located outside the Council Chambers and deliver it to the Town Clerk prior to the commencement of the meeting. Pursuant to the Arizona Open Meeting Law, at the conclusion of Call to the Public, individual members of the council may respond to criticism made by those who have addressed the Council, may ask staff to review the matter, or may ask that the matter be placed on a future agenda. E. PRESENTATIONS - 1. Presentation: ' Results of the Draft Wastewater Basin Study prepared by Westland Resources, Inc. (Barbara Johnson) ANNOUNCEMENTS/UPDATES PROCLAMATIONS F. MAYOR AND COUNCIL REPORTS: SUMMARY OF CURRENT EVENTS G. MANAGER'S REPORT: SUMMARY OF CURRENT EVENTS H. STAFF REPORTS GENERAL ORDER OF BUSINESS 1. CONSENT AGENDA The Consent Agenda contains items requiring action by the Council which are generally routine items not requiring Council discussion. A single motion will approve all items on the Consent agenda, including any resolutions or ordinances. A Council Member may remove any issue from the Consent agenda, and that issue will be discussed and voted upon separately, immediately following the Consent agenda. ?()WN 0,- 91 MARANA) 7 REGULAR COUNCIL MEETING NOTICE AND AGENDA Council Chambers 11555 W. Civic Center Drive, Marana, Arizona 85653 December 4, 2007, at or after 7: 00 p.m. 1. Resolution No. 2007-204: Relating to Administration; approving and authorizing the Geographic Information Systems (GIS) Department to change its name to Applications and GIS Services (Joe Lettrick) 2. Resolution No. 2007-205: Relating to Public Works; approving and authorizing an intergovernmental agreement between the Regional Transportation Authority and the Town of Marana for the design and construction of the Right Turn Lane at Silverbell Road and Coachline Improvement Project (Barbara Johnson) 3. Resolution No. 2007-206: Relating to Development; approving a release of assurance for Ironwood Reserve Block 1 and acceptance of public improvements for maintenance (Keith Brann) 4. Resolution No. 2007-207: Relating to Development; approving a release of assurance for Continental Reserve Block 16B and acceptance of public improvements for maintenance (Keith Brann) 5. Resolution No. 2007-208: Relating to Development; approving a release of assurance for Silver Shadows Development and acceptance of public improvements for maintenance (Keith Brann) 6. Resolution No. 2007-209: Relating to Development; approving a release of assurance for Gladden Farms Blocks 18 & 20 and acceptance of public improvements for maintenance (Keith Brann) 7. Resolution No. 2007-210: Relating to Information Technology; approving and authorizing a donation of previously used computers and computer equipment to Miracles, Inc. of Arizona, a non-profit corporation (Anthony Casella) 8. Resolution No. 2007-211: Relating to Budget: approval of fiscal year 2007- 2008 budget adjustments (Erik Montague) 9. Resolution No. 2007-212: Relating to Development; opposition to development of the Rosemont Mine in the Santa Rita Mountains (Barbara Johnson) 10. Minutes of the regular meeting of November 6, 2007. J. COUNCIL ACTION 1. Resolution No. 2007-213: Relating to Community Development; approving and authorizing an intergovernmental agreement with Pima County for the management and implementation of the 2007-2008 Community Development Block Grant Program (T. Van Hook) -,()*N 0,_ 7 qk?M?AANA17 RIZOS REGULAR COUNCIL MEETING NOTICE AND AGENDA Council Chambers 11555 W. Civic Center Drive, Marana, Arizona 85653 December 4, 2007, at or after 7:00 p.m. 2. Resolution No. 2007-214: Relating to Personnel; approving and authorizing a contract with Milliman Consultants and Actuaries to provide a town-wide compensation and classification study; and declaring an emergency (Erik Montague) 3. Resolution No. 2007-215: Relating to Development; approving and authorizing a final plat for Saguaro Ranch Phase IIIA (Kevin Kish) 4. Resolution No. 2007-216 : Relating to Personnel; approving and authorizing an additional paid holiday on December 24, 2007 as a special one-time employee appreciation event; and declaring an emergency (Mike Reuwsaat) 5. Resolution No. 2007-217: Relating to Liquor Licenses; recommendation of disapproval to the State Liquor Board for a new license for a limited liability company for a No. 04 (Wholesale) liquor license submitted by Edgar Distel on behalf of Croesus, Limited, LLC, located at 6890 N. Camino Martin, Suite 130 (Jocelyn Bronson) 6. Resolution No. 2007-218: Relating to Development; ratifying design approval for the development known as Silverbell Animal Medical Center (Kevin Kish) 7. PUBLIC HEARING. Resolution No. 2008-219: Relating to Development; approving and authorizing the 2007 Marana General Plan (Paul Popelka) 8. PUBLIC HEARING. Ordinance No. 2007.30: Relating to Annexation; annexing into the corporate limits of the Town of Marana that territory known as Trico-Marana Revised Annexation comprised of approximately 526 acres of land within Pima County (Kevin Kish) 9. Resolution No. 2007-220: Relating to Development; adopting a notice of intent to enter into a retail development tax incentive agreement for the Marana Spectrum project proposed to be located at the southeast quadrant of Interstate 10 and the future Twin Peaks/Linda Vista interchange (Frank Cassidy) K. BOARDS, COMMISSIONS AND COMMITTEES 1. Resolution No. 2007-221: Relating to Community Facilities Districts; ordering and declaring formation of the Gladden Farms Phase 11 Community Facilities District; approving and authorizing the execution and delivery of a District Development, Financing Participation and Intergovernmental Agreement (Gladden Farms Phase 11 Community Facilities District (Erik Montague) ,hWN ry ( I .. 7 9 MAR NA 7 NW / 41ZOX4 REGULAR COUNCIL MEETING NOTICE AND AGENDA Council Chambers 11555 W. Civic Center Drive, Marana, Arizona 85653 December 4, 2007, at or after 7:00 p.m. L. ITEMS FOR DISCUSSION/POSSIBLE ACTION M. EXECUTIVE SESSIONS 1. Executive Session pursuant to A.R.S. §38-431.03 (A)(3), Council may ask for discussion or consultation for legal advice with the Town Attorney concerning any matter listed on this agenda. 2. Executive Session pursuant to A.R.S. §38-431.03(A)(3),(4),(6) and (7) for legal advice with the Town Attorney concerning water rights and water service issues and to consult with and instruct the Town Attorney and the Town Manager concerning the lawsuit entitled Town of Marana v. Pima County, Pima County Superior Court No. C20076038, and to direct the Town Manager and Town Attorney with respect to that litigation and other water rights and water service issues (Frank Cassidy) N. FUTURE AGENDA ITEMS Notwithstanding the mayor's discretion of what items to place on the agenda, if three or more council members request an item to be placed on the agenda, it must be placed upon the agenda for the second regular town council meeting after the date of the request (Marana Town Code, Title 2, Chapter 2-4, Section 2-4-2 B) 0. ADJOURNMENT TOWN COUNCIL MEETING TowN OF MARANA INFORMATION ";z ?" -1 MEETINGDATE: December4,2007 -AGENDAITEM: E. I TO: MAYOR AND COUNCIL FROM: Barbara F. Johnson, Director of Public Works SUBJECT: Presentation: Results of the Draft Wastewater Basin Study prepared by Westland Resources, Inc. DISCUSSION Staff will give a brief presentation on the results of the Draft Wastewater Basin Study prepared by Westland Resources, Inc. 212412004 1:33 PMFJC TOWN COUNCIL MEETING TOWN OF MARANA INFORMATION MEETING DATE: December 4, 2007 AGENDAITEM: 1.1 TO: MAYOR AND COUNCIL FROM: Joe Lettrick, Geographic Information Systems Director SUBJECT: Resolution No. 2007-204: Relating to Administration; approving and authorizing the Geographic Information Systems (GIS) De- partment to change its name to Applications and GIS Services. DISCUSSION Previously, the Town of Marana GIS Department had a narrow role in its service to the Town and its citizens. As time passed and the needs of the Town have grown the GIS Department has taken on more responsibilities and provided additional services to the Town. To better identify those roles and the actual duties which have been assumed by the GIS Depart- ment, changing the department's name to Applications and GIS Services reflects the expanding role of the department. In addition to the existing services which will continue to be provided throughout the Town, the Applications and GIS Services Department will provide support to Public Works, Planning, Finance, the Police Department and the Water Department. The proposed resolution will formalize the name change to reflect the department's additional responsibilities of reviewing, defining, supporting, maintaining and developing all current and future enterprise-wide business applications for the Town. RECOMMENDATION Staff recommends Mayor and Council approve the name change of the GIS department to Appli- cations and GIS Services. ATTACHMENT None FINANCIAL IMPLICATIONS None SUGGESTED MOTION I move to adopt Resolution No. 2007-204. 100007042.DOCIJ CIH 11121107 MARANA RESOLUTION NO. 2007-204 RELATING TO ADMINISTRATION; APPROVING AND AUTHORIZING THE GEOGRAPHIC INFORMATION SYSTEMS (GIS) DEPARTMENT TO CHANGE ITS NAME TO APPLICATIONS AND GIS SERVICES. WHEREAS the GIS Department has previously served the Town in a limited role; and WHEREAS the services and support provided by the department have expanded and relate to more than GIS; and WHEREAS the Mayor and Council of the Town of Marana feel it is in the best interests of the Town to have the GIS Department's name more closely reflect the services it provides. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, that the Town of Marana GIS Department shall henceforth be known as the Applications and GIS Services Department. PASSED AND ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, this 4th day of December, 2007. Mayor Ed Honea ATTEST: Jocelyn C. Bronson, Town Clerk APPROVED AS TO FORM: Cedric Hay, Senior Assistant Town Attorney fOO007043.DOCI) CIH 11121107 TOWN COUNCIL MEETING TOWN OF MARANA 9 "A . 7 INFORMATION izo MEETING DATE: December 4, 2007 AGENDAITEM: 1.2 TO: MAYOR AND COUNCIL FROM: Barbara Johnson, Director of Public Works SUBJECT: Resolution No. 2007-205: Relating to Public Works; approving and authorizing an intergovernmental agreement between the Regional Transportation Authority and the Town of Marana for the design and construction of the Right Turn Lane at Silverbell Road and Coachline Improvement Project. DISCUSSION The Town of Marana and the Regional Transportation Authority (RTA) are authorized by state statute to work together on capital improvement projects. The Town is committed to the design, construction and maintenance of the Right Turn Lane at Silverbell Road and Coachline Improvement Project (the Project) and the RTA has expressed its desire to cooperate in the project as well. The Project consists of the design and construction of a 150' long by 12' wide right turn lane with a 180' long taper located on the south east comer of Silverbell Road and Coachline. The attached intergovernmental agreement establishes the RTA's commitment to a financial contribution in the amount of $345,000 to be used towards the cost of the Project. Upon its completion, title to the Project improvements constructed as a result of the agreement shall vest in the Town and the Town shall be responsible for the continued operation and maintenance of the improvements. ATTACHMENTS Intergovernmental agreement with the Regional Transportation Authority. RECOMMENDATION Staff recommends adoption of Resolution No. 2007-205, approving and authorizing the execution of the intergovernmental agreement with the Regional Transportation Authority to provide for funding of the Right Turn Lane at Silverbell Road and Coachline Improvement Project. SUGGESTED MOTION I move to approve Resolution 2007-205. RTA IGA-Silverbell Coachline 121412007 MARANA RESOLUTION NO. 2007-205 RELATING TO PUBLIC WORKS; APPROVING AND AUTHORIZING THE INTERGOVERN- MENTAL AGREEMENT BETWEEN THE REGIONAL TRANSPORTATION AUTHORITY AND THE TOWN OF MARANA FOR THE DESIGN AND CONSTRUCTION OF THE RIGHT TURN LANE AT SILVERBELL ROAD AND COACHLINE IMPROVEMENT PROJECT. WHEREAS A.R.S. § 48-5301, et seq., authorizes the Regional Transportation Authority to act as a regional taxing authority for the purpose of funding multi-model transportation operations and improvements identified in the Regional Transportation Plan approved on May 16, 2006; and WHEREAS the Authority is authorized by A.R.S. §§ 48-5304 (16) and 48-5308 to admin- ister and distribute the regional transportation funds to the members of the Authority and to sell bonds in furtherance of that purpose to fund those projects or programs identified in the Plan; and WHEREAS the Town of Marana and the Authority wish to cooperate in the design and construction of improvements to the Silverbell Rd/Coachline Rd intersection right-turn bay; and WHEREAS the Mayor and Council of the Town of Marana feel it is in the best interests of both Pima County and the Town of Marana to enter into this intergovernmental agreement. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, that the intergovernmental agreement between the Town of Marana and Pima County Regional Transportation Authority 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. IT IS FURTHER RESOLVED that the Town's Manager and staff are hereby directed and au- thorized to undertake all other and further tasks required or beneficial to carry out the terms, obliga- tions, and objectives of the intergovernmental agreement. PASSED and ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 4th day of December, 2007. ATTEST: Mayor Ed Honea APPROVED AS TO FORM: Jocelyn C. Bronson, Town Clerk Cedric Hay, Senior Assistant Town Attorney (00007060.DOCI) CIH 1112 7/0 7 INTERGOVERNMENTALTRANSPORTATION FUNDING AGREEMENT BETWEEN THE REGIONAL TRANSPORTATION AUTHORITY OF PIMA COUNTY AND TOWN OF MARANA FOR DESIGN AND CONSTRUCTION OF IMPROVEMENTS TO SILVERBELL ROAD/COACHLINE ROAD INTERSECTION This Agreement (hereinafter "the Agreement") is entered into by and between the Regional Transportation Authority of Pima County ("RTA" or "the Authority"), a special taxing district formed pursuant to Title 48 Chapter 30 of the Arizona Revised Statutes (A.R.S.), and Town of Marana, a body politic and corporate of the State of Arizona ("the Lead Agency") pursuant to A.R.S. § 11-952. RECITALS A. A.R.S.§ 48-5301, et seq., authorizes the Authority to act as a regional taxing authority for the purpose of funding multi-model transportation operations and improvements identified in the Regional Transportation Plan ("the Plan") approved by the voters at the special election held in Pima County, Arizona, on May 16, 2006. B. The governing board of the Authority is composed of representatives of each member of the regional council of governments in accordance with A.R.S. § 48-5303. C. Pursuant to A.R.S. § 48-5304 (12), the governing board of the Authority has sole authority to implement the elements of the Plan. D. Pursuant to A.R.S. § 48-5304 (13), the governing board of the Authority shall coordinate the implementation of the Plan among the local jurisdictions. E. A Regional Transportation Fund was established by the Arizona Legislature per A.R.S. § 48-5307 to be the repository for those funds collected for the purpose of funding the transportation projects identified in the Plan. F. The Authority is authorized by A.R.S. §§ 48-5304 (16) and 48-5308 to administer and distribute the regional transportation funds to the members of the Authority and to sell bonds in furtherance of that purpose to fund those projects or programs identified in the Plan. G. The Lead Agency is authorized by A.R.S. § 11-251 (4) to lay out, maintain, control and manage public roads within the Lead Agency's jurisdictional boundaries. H. The Lead Agency may have a legal contract with one or more jurisdictions within Pima County empowering the Lead Agency to perform roadway and other improvements outside the Lead Agency's jurisdictional boundaries. 1. The Lead Agency and the Authority wish to cooperate in the design and construction of improvements to the SILVERBELL ROAD/COACHLINE ROAD INTERSECTION RIGHT-TURN BAY("the Project"). J. The Project is one of the transportation projects included in the Plan or is eligible for funding as part of a categorical program included in the Plan. K. The Authority intends to fund the Project under the terms and conditions contained in this Agreement and has entered into this Agreement for that purpose. L. It is the policy of the Authority to require that a lead agency be identified and an intergovernmental agreement (IGA) be approved and entered into by the Authority and the lead agency before requests for funding reimbursement or payment can be processed by the Authority. M. The Town of Marana has been identified as the Lead Agency for the Project and will be responsible for all aspects of project implementation including, but not limited to, planning, project management, risk management, design, right of way acquisition and construction, advertisement, award, execution and administration of the design and construction contracts for the Project. N. The RTA's Administrative Code will control all payments and other procedures unless otherwise specified herein. 0. The Authority and the Lead Agency may contract for services and enter into agreements with one another for joint and cooperative action pursuant to A.R. S. § 11 -95 1, et seq. NOW, THEREFORE, the Town of Marana and Authority, pursuant to the above and in consideration of the matters and things set forth herein, do mutually agree as follows: AGREEMENT 1. Purpose. The purpose of this Agreement is to set forth the responsibilities of the parties for the design, construction, maintenance and operation of the Project and to address the legal and administrative matters among the parties. 2 2. Project. The Project consists of designing and constructing a right-turn bay on northbound Silverbell Road turning onto eastbound Coachline Boulevard, as more fully depicted in the attached Exhibit A, including the following: a) Detailed project scope and schedule. b) Project budget and cost breakdown of items eligible for reimbursement by the Authority including any proposed billing of staff time directly attributable to Project. c) Total amount of RTA funding allowed for the Project plus a breakdown of any other regional, local, federal or state funding available. d) Designation of Project phases, if applicable, and any additional related agreements. e) Estimated construction start date and duration of construction. f) Projected cost reimbursement timeline. g) Identification of the Lead Agency's duly authorized representative for signing and submitting payment requests. 3. Effective Date; Term. This Agreement shall become effective upon filing a fully executed original with the office of the Pima County Recorder and shall continue in effect until all improvements constructed pursuant to this Agreement are completed, all reimbursement payments to the Lead Agency are concluded, and all warranties applicable to the Project have expired. 4. Responsibilities of the Lead Agency. a. The Lead Agency shall be responsible for the design, construction and/or installation of the Project in accordance with this Agreement and all applicable public roadway, traffic signal, and street lighting design and construction standards. Design Standards are federal, state, county or municipal standards for engineering, traffic, safety or public works facilities design. Examples of Design Standards include the American Association of State Highway and Transportation Officials and Federal Highway Administration standards for highway engineering and construction, the Pima County/City of Tucson Standard Specifications for Public Improvements, the Pima County Roadway Design Manual, October 2002 revision, the Pima County Department of Transportation /City of Tucson Department of Transportation Pavement Marking Design Manual, and Pima County and municipal design guidelines for roadway lane widths and level of drainage protection. b. If consultants or contractors are employed to perform any portion of the Project, the Lead Agency shall be responsible for the contracts for design and construction of the Project and shall select the consultants and contractors to be used on the Project. The Lead Agency shall immediately provide to the Authority copies of any and all contract documents and related materials upon request by the Authority. The Lead Agency shall retain the usual rights of the owner of a public contract including the authority to approve changes and make payments. However, any changes to the Project which would result in the final project cost deviating, by ten or more percent, from the Authority's budget amount for the Project, must be approved by the Authority in advance of those changes being made, regardless of the fact that the Authority will not be paying for them. 3 c. The Lead Agency shall be responsible for all traffic management, including public notification, during construction of the Project. d. The Lead Agency shall operate and maintain the improvements during and after completion of construction. e. The final cost of the Project shall be that amount necessary to complete the Project including any unanticipated work incorporated into the Project by change orders and amendments executed by the Lead Agency. The Lead Agency shall be responsible for all Project costs in excess of the RTA ftmds contributed to the Project. f. The Lead Agency shall exercise its power of eminent domain, if necessary, to acquire property needed for the Project. g. The Lead Agency will be responsible for assuming all risks associated with the Project except those that are assigned to another agency or jurisdiction that has agreed to that assumption. h. The Lead Agency shall require its contractors perfon-ning any portion of the Project to name the Authority as additional insured and additional indemnitee in all of the Lead Agency's construction contracts for the Project. The Lead Agency shall also require its contractors to name the Authority as an additional beneficiary in any performance and payment related assurances posted for the Project. i. The Lead Agency shall be responsible for preparing and'submitting to the Authority, within the first week of each month or as otherwise specified herein, invoices for payment signed by a duly authorized representative of the Lead Agency and which include sufficient background information documenting payments made to contractors, vendors or any other eligible costs identified in this Agreement or the RTA's Administrative Code. The Lead Agency must retain and certify all vendor receipts, invoices and any related Project records as needed and ensure that they are available for review for a minimum of five (5) years after final payment is made unless otherwise specified herein. j. The Lead Agency shall be responsible for submitting a status report describing its progress and adherence to the Project scope, schedule and budget with each request for payment. 5. Responsibilities of Authority. a. Upon receipt of authorized payment requests, the Authority shall convey to the Lead Agency RTA funds in the amount specified in Exhibit A on a reimbursement basis unless otherwise specified herein. All payments and reimbursements shall follow the policies outlined in the RTA's Administrative Code. 4 b. Reimbursements will generally be based on the Project schedules established by the Lead Agency and contained in Exhibit A. c. The RTA staff will review all payment requests to confirm that the request is for reimbursement of costs incurred by the Lead Agency for the Project. If the Authority determines that additional information is needed, the Lead agency will be notified of the request for additional information within five days of the receipt of the invoice by RTA. d. Upon approval of the request by RTA, the payment invoice will be processed for payment within ten working days of the invoice submittal. e. RTA shall provide all necessary cooperation and assistance to its fiscal agent to process all payment requests from the Lead Agency. 6. Termination. Either party may terminate this Agreement for material breach of the Agreement by the other party. Prior to any termination under this paragraph, the party allegedly in default shall be given written notice by the other party of the nature of the alleged default. The party said to be in default shall have forty-five days to cure the default. If the default is not cured within that time, the other party may terminate this Agreement. Any such termination shall not relieve either party from liabilities or costs already incurred under this Agreement. 7. Non-assignment. Neither party to this Agreement shall assign its rights under this Agreement to any other party without written permission from the other party to this Agreement. 8. Construction of Agreement. a. Entire agreement. This instrument constitutes the entire agreement between the parties pertaining to the subject matter hereof, and all prior or contemporaneous agreements and understandings, oral or written, are hereby superseded and merged herein. Any exhibits to this Agreement are incorporated herein by this reference. b. Amendment. This Agreement may be modified, amended, altered or changed only by written agreement signed by both parties. c. Construction and interpretation. All provisions of this Agreement shall be construed to be consistent with the intention of the parties as expressed in the Recitals hereof. d. Captions and headings. The headings used in this Agreement are for convenience only and are not intended to affect the meaning of any provision of this Agreement. e. Severability. In the event that any provision of this Agreement or the application thereof is declared invalid or void by statute or judicial decision, such action shall have no effect on other provisions and their application, which can be given effect without the invalid or void provision or application, and to this extent the provisions of the Agreement are severable. In the event that any provision of this Agreement is 5 declared invalid or void, the parties agree to meet promptly upon request of the other party in an attempt to reach an agreement on a substitute provision. f, This Agreement is subject to the provisions of A.R.S. § 38-511. 9. Ownership of Improvements. Ownership and title to all materials, equipment and appurtenances installed pursuant to this Agreement shall automatically vest in the Lead Agency upon completion of the Project. 10. Legal Jurisdiction. Nothing in this Agreement shall be construed as either limiting or extending the legal jurisdiction of the Lead Agency or the Authority. 11. No Joint Venture. It is not intended by this Agreement to, and nothing contained in this Agreement shall be construed to, create any partnership, joint venture or employment relationship between the parties or create any employer-employee relationship between the Lead Agency and any Authority employees, or between Authority and any Lead Agency employees. Neither party shall be liable for any debts, accounts, obligations nor other liabilities whatsoever of the other, including (without limitation) the other party's obligation to withhold Social Security and income taxes for itself or any of its employees. 12. No Third Party Beneficiaries. Nothing in the provisions of this Agreement is intended to create duties or obligations to or rights in third parties not parties to this Agreement or affect the legal liability of either party to the Agreement by imposing any standard of care different from the standard of care imposed by law. 13. Compliance with Laws. The parties shall comply with all applicable federal, state and local laws, rules, regulations, standards and executive orders, without limitation to those designated within this Agreement. a. Anti-Discrimination. The provisions of A.R. S. 1 41-1463 and Executive Order Number 99-4 issued by the Governor of the State of Arizona are incorporated by this reference as a part of this Agreement. b. Americans with Disabilities Act. This Agreement is subject to all applicable provisions of the Americans with Disabilities Act (Public Law 101-336, 42 U.S.C. 12101-12213) and all applicable federal regulations under the Act, including 28 CFR Parts 35 and 36. c. Workers' Compensation. An employee of either party shall be deemed to be an "employee" of both public agencies, while performing pursuant to this Agreement, for purposes of A.R.S. 1 23-1022 and the Arizona Workers' Compensation laws. The primary employer shall be solely liable for any workers' compensation benefits, which may accrue. Each party shall post a notice pursuant to the provisions of A.R.S. 1 23-906 in substantially the following form: All employees are hereby further notified that they may be required to work under the jurisdiction or control or within the jurisdictional 6 boundaries of another public agency pursuant to an intergovernmental agreement or contract, and under such circumstances they are deemed by the laws of Arizona to be employees of both public agencies for the purposes of workers' compensation. 14. Waiver. Waiver by either party of any breach of any term, covenant or condition herein contained shall not be deemed a waiver of any other term, covenant or condition, or any subsequent breach of the same or any other term, covenant, or condition herein contained. 15. Force Majeure. A party shall not be in default under this Agreement if it does not fulfill any of its obligations under this Agreement because it is prevented or delayed in doing so by reason of uncontrollable forces. The term "uncontrollable forces" shall mean, for the purpose of this Agreement, any cause beyond the control of the party affected, including but not limited to failure of facilities, breakage or accident to machinery or transmission facilities, weather conditions, flood, earthquake, lightning, fire, epidemic, war, riot, civil disturbance, sabotage, strike, lockout, labor dispute, boycott, material or energy shortage, casualty loss, acts of God, or action or non-action by governmental bodies in approving or failing to act upon applications for approvals or permits which are not due to the negligence or willful action of the parties, order of any government officer or court (excluding orders promulgated by the parties themselves), and declared local, state or national emergency, which, by exercise of due diligence and foresight, such party could not reasonably have been expected to avoid. Either party rendered unable to fulfill any obligations by reason of uncontrollable forces shall exercise due diligence to remove such inability with all reasonable dispatch. 16. Notification. All notices or demands upon any party to this Agreement shall be in writing, unless other forms are designated elsewhere, and shall be delivered in person or sent by mail addressed as follows: The Authority: Gary G. Hayes, Executive Director Regional Transportation Authority 177 N. Church, Suite 405 Tucson, AZ 85701 The Town of Marana: Director of Public Works 11555 West Civic Center Dr. Marana, Arizona 85653 17. Remedies. Either party may pursue any remedies provided by law for the breach of this Agreement. No right or remedy is intended to be exclusive of any other right or remedy and each shall be cumulative and in addition to any other right or remedy existing at law or in equity or by virtue of this Agreement. 18. 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 counterpart may be removed from such counterpart and attached to a single instrument. In Witness Whereof, The Town of Marana has caused this Agreement to be executed by the , upon resolution of the attested to by the and the Authority has caused this Agreement to be executed by its Chair of the ho-ard. 7 REGIONAL TRANSPORTATION AUTHORITY OF PIMA COUNTY Robert E. Walkup, Board Chair Date The Town of Marana: Barbara Johnson, Public Works Director Date ATTEST: Jocelyn C. Bronson, Town Clerk Date The foregoing Agreement between the Town of Marana and the Authority has been approved as to content and is hereby recommended by the undersigned. Mr. Gary Hayes, Executive Director ATTORNEY CERTIFICATION The foregoing Agreement by and between the Regional Transportation Authority of Pima County and the Town of Marana has been reviewed pursuant to A.R. S. Section 11 -952 by the undersigned who have determined that it is in proper forrn and is within the powers and authority granted under the laws of the State of Arizona to those parties to the Agreement. Regional Transportation Authority of Pima County: Thomas Benavidez, Attorney for the Authority Date Town of Marana: Frank Cassidy, Town Attorney Date 8 Exhibit A Silverbell/Coachline Intersection Improvements I RTA Ballot/Project Number: 2 RTA Plan Element: 11-36 Safety 3 RTA Plan Sub-Element (if applicable): 4 TIP Project Number: 5 Project Name: 6 Work Phase Covered by this Exhibit (check all that apply) Intersection Improvements 159.07 Silverbell Road Right Turn Bay at Coachline Blvd Planning Design X Right of Way Construction X Project Management Environmental/Other 7 Project Manager Information (person responsible for status reports): Name: Scott Leska Mailing Address: 11555 W. Civic Center Drive, Marana, AZ 85653 Telephone Number: 382-2600 Fax. Number: 382-2641 Email Address: sleska@marana.com 8 Authorized Representative(s) (for signing & submitting pay requests): Name: Barbara Johnson Mailing Address: 11555 W. Civic Center Drive, Marana, AZ 85653 Telephone Number: 382-2600 Fax. Number: 382-2641 Email Address: biohnson@marana.com Name: Ryan Benavides Mailing Address: 11555 W. Civic Center Drive, Marana, AZ 85653 Telephone Number: 382-2600 Fax. Number: 382-2641 Email Address: rbenavidesCU)marana.c m 9 Map of Project Limits Attached? Attached 1 of 6 Exhibit A Silverbell/Coachline Intersection Improvements 10 Narrative Description of Project Scope, including improvements to be made and project intent (discuss how project will address problematic areas): 11 Total maximum amount of Authority funding allowed for the Project or Project component under this Exhibit: 12 Project Budget (current year dollars): Planning Design Right of Way Construction Project Management Environmental/Other Total Project Budget (all funding sources): 13 Project Budget by Funding Source Planning Design Right of Way Construction Project Management Environmental/Other Total Project Funding (must equal no. 11) 14 Funding Sources (current year dollars): RTA STP 12.6 Funds 2.4 Funds Impact Fees Bond Funds General Fund Fare Box Revenue FTA Funds Other Total Funding Sources (must equal no. 11): The Town of Marana proposes a right-turn bay to mitigate Silverbell Road and provide a higher measure of safety for traveling onto the Continental Ranch subdivision utilizing C The right-turn bay will be constructed on Northbound Silve motorists turning eastbound onto Coachline Blvd. It will in- grading, curb and gutter work. Drainage improvements wi in the construction. $350,000 r- In-House 1 Outsourced :1 $15,000 $15,000 $315,000. $15,000 $330,000 RTA Non-RTA $30,000 $T1 -5,000 $345,000 $0- 2 of 6 Exhibit A Silverbell/Coachline Intersection Improvements 15 Identify other project components not covered by this agreement (if any): None 16 Estimated construction start date and duration of construction: 17 Expected Reimbursement Schedule: (related to this exhibit amount only) January February March April May June July August September October November December Total December 2007; 3 months Calendar Year Calendar Year 2007 2008 $147,500 $147,500 $5,000 $15,000 $10,000 $20,000 $50,000 $295,000 3 of 6 Exhibit A Silverbell/Coachline Intersection Improvements 4 of 6 Exhibit A Silverbell/Coachline Intersection Improvements congestion along r those vehicles 'oachline Blvd. wbell Road for volve paving, 11 also be included To-ta-1 --j $0 $30,000 $0 $315,000 $0 $0 $345,000 T?Aal $0 $30,000 $0 $315,000 $0 $0 $345,000 $345,000 $345,000 5 of 6 Exhibit A Silverbell/Coachline Intersection Improvements Calendar Year 2009 $0 6 of 6 TOWN COUNCIL MEETING TOWN OF MARANA INFORMATION MEETING DATE: December 4, 2007 AGENDA ITEM: 1.3 TO: MAYOR AND COUNCIL FROM: Keith Brann, P.E., Town Engineer SUBJECT: Resolution No. 2007-206: Relating to Development; approving a release of assurance for Ironwood Reserve Block 1 and acceptance of public improvements for maintenance. DISCUSSION This resolution will release the assurance between Lancelot Overland, Monterey Homes Arizona, First American Title Insurance and the Town of Marana regarding Ironwood Reserve Block I as depicted on Exhibit A. Ironwood Reserve Block I subdivision is comprised of lots 148 through 173, 223 through 295, parcels "B", "B I " and "C" and Common Areas "E", "E I 115' 4611 " and "12". In releasing said Assurance, the Town will accept for maintenance, including regulatory traffic control signs and street signs, approximately 0.82 miles of the following paved streets: 9 Shadow Wash Way • Shadow Wash Court • Edgeridge Court • Orpine Court • Sage Creek Court • Sourwood Court ATTACHMENTS 0 Exhibit A - Map of streets to be accepted RECOMMENDATION Staff recommends the release of the assurance for Ironwood Reserve Block I and acceptance of the public improvements for maintenance. SUGGESTED MOTION I move to approve Resolution No. 2007-206. Ironwood Reserve Lots 148-173, 223-295 Full Release MARANA RESOLUTION NO. 2007-206 RELATING TO DEVELOPMENT; APPROVING A RELEASE OF ASSURANCE FOR IRONWOOD RESERVE BLOCK I AND ACCEPTANCE OF PUBLIC IMPROVEMENTS FOR MAINTENANCE. WHEREAS, Ironwood Reserve Block I is a 40.00 acre subdivision located north of Pima Farms Road, containing lots 148 through 173, 223 through 295, parcels "B", "B I" and "C" and Common Areas "E", "El", "F", 64G", 44H3, "I", "Il" and '12"., and is recorded at the Pima County Recorder's Office in Book 58 of Maps and Plats, Page 71; and WHEREAS, the Town has assurance, assuring the completion of public improvements; and WHEREAS, Monterey/Meritage Homes Arizona, has completed the public improvements acceptable to Town standards in accordance with the Assurance Agreement for Ironwood Reserve Block 1; and NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana as follows: Section 1. Ironwood Reserve Block I is hereby released from the Assurance Agreement with Monterey/Meritage Homes Arizona under Trust 60,180. Section 2. The Town accepts for maintenance, including maintenance of regulatory traffic control and street signs, for maintenance, approximately 0.82 miles of the following paved streets as shown on Exhibit A: • Shadow Wash Way • Shadow Wash Court Edgeridge Court Orpine Court Sage Creek Court Sourwood Court Section 3. The Town accepts for maintenance, a potable water system including appurtenances, valves, water meters and fire hydrants for the above referenced project. Marana Resolution No. 2007-206 Page 1 of 2 PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 4th day of December, 2007. ATTEST: Jocelyn C. Bronson, Town Clerk Mayor Ed Honea APPROVED AS TO FORM: Frank Cassidy, Town Attorney Marana Resolution No. 2007-X Page 2 of 2 ?c th W or= %Wr Flamm NosigHoyj ? - " 47 4 r Cc (NOE . _7 N d o 03CAll MNr, 0 ? a301 110 n S N j , OINY la Uf"LJV'=Zj 'VNV ? Noole 3A?f3S 3800OMN081 94i P. L, t?.s PIE - ?1511 flog, Hin 1., 15 It, I ag, j I HN 1 1141 il"E.15 1, Ili's Ig I isj% 111? il"I j?t plg, , gh gr5191 1, 13 W 11 M 11 ws, p 0 w L) 0 E? b 69 2.7 RIM! N 4NNJ x LU z ;I A TOWN COUNCIL MEETING TOWN OF MARANA INFORMATION MEETINGDATE: December4,2007 AGENDAITEM: 1.4 TO: MAYOR AND COUNCIL FROM: Keith Brann, P.E., Town Engineer SUBJECT: Resolution No. 2007-207: Relating to Development; approving a release of assurance for Continental Reserve Block 16B and acceptance of public improvements for maintenance. DISCUSSION This resolution will release the Assurance between Canoa Development and Fidelity National Trust of Arizona, under Trust No. 12370 and the Town of Marana, regarding Continental Reserve Block 16B as depicted on Exhibit A. Continental Reserve Block 16B is comprised of lots I through 86 and common area 'A'. In releasing said assurance, the Town will accept for maintenance, including regulatory traffic control signs and street signs, approximately 0.80 miles of the following paved streets: • Oracle Ridge Trail • Window Trail • Maiden Pools Place • Romero Pools Place • Box Camp Place • Hutchs Pool Place The Town will also accept for maintenance, a potable water system including appurtenances, valves, water meters and fire hydrants for the above referenced project. ATTACHMENTS 0 Exhibit A - Map of streets to be accepted RECOMMENDATION Staff recommends Mayor and Council release the assurance for Continental Reserve Block 16B and accept the public improvements for maintenance. SUGGESTED MOTION I move to approve Resolution No. 2007-207. Continental Reserve Block 16B Lots 1-86 Full Release MARANA RESOLUTION NO. 2007-207 RELATING TO DEVELOPMENT; APPROVING A RELEASE OF ASSURANCE FOR CONTINENTAL RESERVE BLOCK 16B AND ACCEPTANCE OF PUBLIC IMPROVEMENTS FOR MAINTENANCE. WHEREAS, Continental Reserve Block 16B is a 29.42 acre subdivision located south of Continental Reserve Loop Road and west of Wade Road, containing lots 1-86, and common area 'A', and is recorded at the Pima County Recorder's Office in Book 58 of Maps and Plats, Page 73; and WHEREAS, the Town has assurance, assuring the completion of public improvements; and WHEREAS, Canoa Development Inc., has completed the public improvements acceptable to Town standards in accordance with the Assurance Agreement for Continental Reserve Block 16B; and NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana as follows: Section 1. Continental Reserve Block 16B is hereby released from the Assurance Agreement with Fidelity National Trust and Canoa Development Inc. under Trust 60,153. Section 2. The Town accepts for maintenance, including maintenance of regulatory traffic control and street signs, for maintenance, approximately 0.90 miles of the following paved streets as shown on Exhibit A: 0 Oracle Ridge Trail Window Trail Maiden Pools Place Romero Pools Place Box Camp Place Hutchs Pool Place Section 3. The Town accepts for maintenance, a potable water system including appurtenances, valves, water meters and fire hydrants for the above referenced project. Page 1 of 2 PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 0 day of December, 2007. ATTEST: Jocelyn C. Bronson, Town Clerk Mayor Ed Honea APPROVED AS TO FORM: Frank Cassidy, Town Attorney Page 2 qf2 V V38Y NORROO V 99 - I S101 A ?,.Hw 91?X -91=13'd 3AH3S3H IVIN3NIIN03 OYU MAN 3119nd V 30VMVHa 'ONOYHO kJNIAYd M-4 t m p R;P 191u: jqt/L -,INA V? " wo t2 ca CQ un Z-E IL:g co CC .10 Z5 ?i WH i. - H teq vRP?i ZOE - - '19 ICY. Lu Ct :hb_ Lu gi CC k a IL Z Im ;tcc Q 00 8 YAv3S_7Y lam, rg 1§1 Hit. UA P, 8 ?o 4 1 ,iz . TOWN COUNCIL MEETING TowN OF MARANA INFORMATION MEETING DATE: December 4,2007 AGENDAITEM: 1.5 TO: MAYOR AND COUNCIL FROM: Keith Brann, P.E., Town Engineer SUBJECT: Resolution No. 2007-208: Relating to Development; approving a release of assurance for Silver Shadows Development and acceptance of public improvements for maintenance. DISCUSSION This resolution will release the assurance between Silver Shadows Development., First American Title Insurance Company, under Trust No. 9090 and the Town of Marana, regarding Silver Shadows as depicted on Exhibit A. Silver Shadows is comprised of lots I through 7. In releasing said Assurance, the Town will accept for maintenance, including regulatory traffic control signs and street signs, approximately 0. 19 miles of the following paved streets: * Silver Shadows Heights ATTACHMENTS 0 Exhibit A - Map of streets to be accepted RECOMMENDATION Staff recommends Mayor and Council release the assurance for Silver Shadows and accept the public improvements for maintenance. SUGGESTED MOTION I move to approve Resolution No. 2007-208. Silver Shadows Lots 1- 7 Full Release MARANA RESOLUTION NO. 2007-208 RELATING TO DEVELOPMENT; APPROVING A RELEASE OF ASSURANCE FOR SILVER SHADOWS DEVELOPMENT AND ACCEPTANCE OF PUBLIC IMPROVEMENTS FOR MAINTENANCE. WHEREAS, Silver Shadows is a 24.34 acre subdivision located north of Ina Road and west of Silver Shadows, containing lots 1-7 and is recorded at the Pima County Recorder's Office in Book 59 of Maps and Plats, Page 76; and WHEREAS, the Town has assurance, assuring the completion of public improvements; and WHEREAS, Silver Shadows Development, has completed the public improvements acceptable to Town standards in accordance with the Assurance Agreement for Silver Shadows; and NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana as follows: Section 1. Silver Shadows is hereby released from the Assurance Agreement with First American Title Insurance Company, under Trusts 9090. Section 2. The Town accepts for maintenance, including maintenance of regulatory traffic control and street signs, for maintenance, approximately 0. 19 miles of the following paved streets as shown on Exhibit A: 0 Silver Shadows Heights PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 4h day of December, 2007. ATTEST: Mayor Ed Honea Jocelyn C. Bronson, Town Clerk Mamna Resolution No. 2007-208 APPROVED AS TO FORM: Frank Cassidy, Town Attorney Page 1 of I Tu ? i-y i ui LLI uj S, '6 tx tu Ol Z? 0 LU < V, NO 0 y"" AO NMOI klWIM "Id ri N 60 N Y4 PW gm!! 6y UJI 0 2 e- HE 5 l 2 ga xi 3 d tjp --25? ui B.--F - -t8y UJI z g3 x W L 'VE u F S? Ul IM 2 CL uj 2-j 6 z TOWN COUNCIL MEETING TOWN OF MARANA INFORMATION MEETING DATE: December 4, 2007 AGENDAITEM: 1.6 TO: MAYOR AND COUNCIL FROM: Keith Brann, P.E., Town Engineer SUBJECT: Resolution No. 2007-209: Relating to Development; approving a release of assurance for Gladden Farms Blocks 18 and 20 and acceptance of public improvements for maintenance. DISCUSSION This Resolution will release the Assurance between GMAC Model Home Finance Inc., US Homes Corporation/Lennar and Title Security Agency of Arizona, under Trust No's. 892 and 879 and the Town of Marana, regarding Gladden Farms Blocks 18 and 20 as depicted on Exhibit A. Gladden Farms Blocks 18 and 20 is comprised of lots I through 101 and common areas 'A', 'B' and 'C'. The subdivision is recorded in Book 60 of Maps and Plats, Page 37, Pima County Recorders Office, Arizona. In releasing said Assurances, the Town of Marana will accept for maintenance, including regulatory traffic control signs and street signs, approximately 1.20 miles of the following paved streets: Drawbar Drive Aplomado Drive Botteri Drive Caracara Drive Parula Drive Tare Lane Gallinule Drive ATTACHMENTS 0 Exhibit A - Map of streets to be accepted RECOMMENDATION Staff recommends Mayor and Council release the Assurance for Gladden Farms Blocks 18 and 20 and accept the public improvements for maintenance. SUGGESTED MOTION I move to approve Resolution No. 2007-209. Gladden Farms Blocks 18 and 20 Lots 1-97 Full Release MARANA RESOLUTION NO. 2007-209 RELATING TO STREETS; APPROVING A RELEASE OF ASSURANCE FOR GLADDEN FARMS BLOCKS 18 & 20 AND ACCEPTANCE OF PUBLIC IMPROVEMENTS FOR MAINTENANCE. WHEREAS, Gladden Farms Blocks 18 and 20 is a 33.00 acre subdivision located east of Lon Adams Road, containing lots I - 10 1, and common areas "A", "B" and "C" and is recorded at the Pima County Recorder's Office in Book 60 of Maps and Plats, Page 37; and WHEREAS, the Town has assurance, assuring the completion of public improvements; and WHEREAS, US Homes/Lennar, has completed the public improvements acceptable to Town standards in accordance with the Assurance Agreement for Gladden Farms Blocks 18 and 20; and NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana as follows: Section 1. Gladden Farms Blocks 18 and 20 is hereby released from the Assurance Agreement with Title Security Agency of Arizona and US Homes/Lennar, under Trusts 891 and 878. Section 2. The Town accepts for maintenance, including maintenance of regulatory traffic control and street signs, for maintenance, approximately 1.20 miles of the following paved streets as shown on Exhibit A: Drawbar Drive Aplomado Drive Botteri Drive Caracara Drive Parula Drive Tare Lane Gallinule Drive Section 3. The Town accepts for maintenance, a potable water system including appurtenances, valves, water meters and fire hydrants for the above referenced project. Page I of 2 PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 0 day of December, 2007. ATTEST: Jocelyn C. Bronson, Town Clerk Mayor Ed Honea APPROVED AS TO FORM: Frank Cassidy, Town Attorney Page 2 of 2 A z ?b 0 r - wo F, '. 1-0 o . , C 3, z tv LU LU o Lu w ol > Ul 0 'o CD IM Z; Z .4 F UJ L L, . 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Z; Ag Ic T ------ r qn] -C x uj TOWN COUNCIL MEETING TOWN OF MARANA INFORMATION MEETING DATE: December 4, 2007 AGENDAITEM: 1.7 TO: MAYOR AND COUNCIL FROM: Anthony Casella, Infannation Technology Director SUBJECT: Resolution No. 2007-210: Relating to Information Technology; approving and authorizing a donation of previously used com- puters and computer equipment to Miracles, Inc. of Arizona, a non-profit corporation. DISCUSSION This item proposes to allow the Town to dispose of previously used and unneeded computers and computer equipment to Miracles, Inc. of Arizona. The equipment has little value to the Town. In fact, due to the environmental concerns associated with disposing of computers, the Town could be forced to pay for the service of removal and disposal of the old equipment. In the past, the Town has donated old computer equipment to World Care, a non-profit corpora- tion that operates internationally to raise consciousness regarding education, health, environ- mental, and community service issues. While World Care is a worthy organization, donation to Miracles, Inc. of Arizona will allow the Town to benefit the local community. In addition, the IT Department contacted Microsoft to inquire regarding transfer of the software license for the operating systems of the computers. Microsoft indicated that because the Town has already purchased the licenses in question, the Town may transfer the licenses to a third party at its discretion. At this time, the Town has two computers to donate. RECOMMENDATION Staff recommends adoption of Resolution No. 2007-2 10, approving the donation of the unneeded computers and associated equipment and software to Miracles, Inc. of Arizona. FINANCIAL IMPACT None ATTACHMENT(S) None SUGGESTED MOTION I move to adopt Resolution No. 2007-2 10. [00007009.DOCI) JHF MARANA RESOLUTION NO. 2007-210 RELATING TO INFORMATION TECHNOLOGY; APPROVING AND AUTHORIZING A DONATION OF PREVIOUSLY USED COMPUTERS AND COMPUTER EQUIPMENT TO MIRACLES, INC. OF ARIZONA, A NON-PROFIT CORPORATION. WHEREAS the Town of Marana possesses previously used computers and computer equipment that it no longer needs; and WHEREAS the computers and equipment have little or no value to the Town and in some instances are a liability due to the environmental concerns of disposing of computer equipment; and WHEREAS Miracles, Inc. of Arizona, a non-profit corporation that operates in the Town of Marana, has a need for computers and computer equipment; and WHEREAS Town officials have contacted Microsoft and Microsoft has indicated that the Town may transfer the licenses for the software contained on the previously used computers. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, that the previously used and unneeded computers and computer equipment, along with the associated Microsoft software, currently in the possession of the Town of Marana and as identified by the Director of Information Technology, are hereby donated to Miracles, Inc. of Arizona, a non-profit corporation. IT IS FURTHER RESOLVED that the Town's manager and staff are hereby directed and authorized to undertake all other and further tasks required or beneficial to carry out the terms, obligations, and objectives of this resolution. PASSED AND ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, this 4th day of December, 2007. Mayor Ed Honea ATTEST: Jocelyn C. Bronson, Town Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney fOO007008.DOCIJ JHF I 111610 7 TOWN COUNCIL MEETING TOWN OF MARANA INFORMATION MEETINGDATE: December4,2007 AGENDAITEM: 1.8 TO: MAYOR AND COUNCIL FROM: Erik Montague, Finance Director SUBJECT: Resolution No. 2007-211: Relating to Budget; approval of fiscal year 2007-2008 budget adjustments. DISCUSSION Town Council adopted the fiscal year 2007-08 budget on June 26, 2007. The adopted budget set the legal level of budgetary control for the Town at the department level for the General Fund and at the fund level for all other funds. Changes may occur subsequent to budget adoption which require the reallocation of resources. Budget adjustments that move expenditure authority between departments in the General Fund or between funds for all other funds require Council approval. The following tables describe the requested budgetary adjustments and are also shown as a separate table on Exhibit A to the resolution: General Fund Transfers Between Departments Department Decrease Increase Purpose General Transfer of membership/dues to Economic Government 15,000 Development. Transfer of one-time funding to DSC for Town Clerk 62,000 document scanning equipment. Transfer to provide funding for the Wellness Town Mgr 1,076 Committee. Transfer to adjust professional services HR 8,000 supplemental request to amount approved. Transfer of real property staff from Public Legal 168,417 Works to Legal. Econ Dev 60,000 Transfer to provide membership/dues. Transfer of one-time funding to DSC for document scanning equipment and a base Dev Serv Ctr 29,806 budget adjustment Fiscal Year 2007-08 Budget Adjustments 11121107 08:45am EM Transfer of real property staff from Public PW 168,417 Works to Legal. Transfer to provide professional services Police 53,730 funding for items not included in base. Total 283,223 283,223 Transfer between General Fund, Water Fund and Airport Fund Department Decrease Increase Purpose Reallocate copier maintenance costs to Mayor/Council 100 individual departments. Town Clerk 2,500 Town Manager 6,500 Human Resources 2,750 Finance 1,500 Legal 1,000 Community Development 500 Operations 3,000 Building Services 100 Planning & Zoning 2,000 Engineering 4,000 GIS 100 IT 39,150 Police 5,000 Court - Parks & Recreation 9,000 Water Department 1,000 Airport 100 -2- Airport $39,150 $39,150 FINANCIAL IMPACT There is no financial impact associated with these budget adjustments as they are a reallocation of existing resources. ATTACHMENTS None RECOMMENDATION Staff recommends approval of the fiscal year 2007-2008 budget adjustments. SUGGESTED MOTION I move to approve Resolution No. 2007-211. -3- MARANA RESOLUTION NO. 2007-211 RELATING TO BUDGET; APROVAL OF FISCAL YEAR 2007-2008 BUDGET ADJUSTMENTS. WHEREAS, on June 26, 2007, the Council adopted the fiscal year 2007-2008 budgetary document and overall financial plan; and WHEREAS, the adoption of the budgetary document and financial plan set the legal level of budgetary control at the department level for the General Fund and at the fund level for all other funds. NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana, Arizona, that the budgetary adjustments attached hereto as Exhibit A shall be approved by the Town Council. PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 4 1h day of December, 2007. Mayor Ed Honea ATTEST: Jocelyn C. Bronson, Town Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney EXHIBIT A Transfers between General Fund departments Department Decrease Increase Purpose General Government 15,000 Transfer ofmembership/dues to Economic Development. Town Clerk 62,000 Transfer of one-time funding to DSC-for document scanning equipment. Town Mgr 1,076 Transfer to provide funding for the Wellness Committee. Transfer to adjust professional services supplemental request to amount HR 8,000 approved. Legal 168,417 Transfer of real property staff from Public Works to Legal. Econ Dev 60,000 Transfer to provide membership/dues. Transfer of one-time funding to DSC for document scanning equipment Dev Serv Ctr 29,806 and a base budget adjustment PW 168,417 Transfer ofreal property staff from Public Works to Legal. Transfer to provide professional services funding for items not included in Police 53,730 base. Total $283,223 $283,223 Transfer between General Fund, Water Fund and Airport Fund Department Decrease Increase Purpose Mayor/Council 100 Reallocate copier maintenance costs to individual departments. Town Clerk 2,500 Town Manager 6,500 Human Resources 2,750 Finance 1,500 Legal 1,000 Community Development 500 Operations 3,000 Building Services 100 Planning & Zoning 2,000 Engineering 4,000 GIS 100 IT 39,150 Police 5,000 Court - Parks & Recreation 9,000 Water Department 1,000 Airport 100 $39,150 $39,150 TOWN COUNCIL MEETING TowN OF MARANA 11 R NA 7 INFORMATION MEETING DATE: December 4,2007 AGENDAITEM: 1.9 TO: MAYOR AND COUNCIL FROM: Barbara Johnson, Public Works Director SUBJECT: Resolution No. 2007-212: Relating to Development; opposition to development of the Rosemont Mine in the Santa Rita Mountains. DISCUSSION The typical legacy left behind from prior and existing mines places undue costs and adverse impacts on the tax payers of Pima County with few local tax benefits, and is therefore unacceptable. Recent studies show that while the economic impact of the mining industry continues to decline in Pima County, the economic impact of recreation has climbed substantially and the building and operation of a large open pit mine in the Santa Rita Mountains will impact recreation opportunities and jobs. Augusta Resource Corporation submitted a draft plan of operations to the U.S. Forest Service on July 31, 2006 to develop the Rosemont Mine on private and Forest Service managed public land within the Santa Rita Mountains south of Tucson. Augusta's July 31, 2006 plan of operations was not accepted by the U.S. Forest Service due to insufficient information. The U.S. Forest Service via the National Environmental Policy Act will be required to take into account consistency with local land use plans, which in this case is the Pima County Comprehensive Land Use Plan including the Conservation Lands System. Pima County is preparing an application for a Section 10 permit pursuant to the Federal Endangered Species Act via the U.S. Fish and Wildlife Service. The land proposed for mining contains important ecosystems desired for protection. A recent study of 70 Environmental Impact Statements for modem-era hard rock mines found that water quality impacts from hard rock mines are consistently underestimated and therefore the mitigation is consistently inadequate. Water quality impacts to Davidson Canyon and Cienega Creek would be detrimental to rare riparian habitat along the creeks, the endangered species within the creeks, and the high quality water supply to the Tucson Basin. Augusta has not yet shown how the Rosemont Mine will conform to the Clean Water Act, Stormwater and Section 404 permit requirements for the deposition of dredge and fill materials in waters of the United States. Augusta has not yet proved that it has valid Forest Service mining claims. The information Augusta has provided to the public to date leaves many questions unanswered and is insufficient to determine if and how Augusta would be able to meet the five performance criteria outlined by the County to address the negative impacts associated with the proposed Rosemont Mine. tOO006753.RTFI] CIH 1013 0/0 7 The Pima County Board of Supervisors has already expressed its opposition to the proposed mine through its passage of Resolution 2007-15. ATTACHMENTS None RECOMMENDATION Staff recommends Mayor and Council approve this resolution which is in opposition to development of the Rosemont Mine. SUGGESTED MOTION I move to approve Resolution 2007-212. tOO006753.RTFI) -2- MARANA RESOLUTION NO. 2007-212 RELATING TO DEVELOPMENT; OPPOSITION TO DEVELOPMENT OF THE ROSEMONT MINE IN THE SANTA RITA MOUNTAINS. WHEREAS Augusta Resource Corporation submitted a draft plan of operations to the U.S. Forest Service on July 31, 2006 to develop the Rosemont Mine on private and Forest Service managed public land within the Santa Rita Mountains south of Tucson; and WHEREAS a recent study of 70 Environmental Impact Statements for modem-era hard rock mines found that water quality impacts from hard rock mines are consistently underestimated and therefore the mitigation is consistently inadequate; and WHEREAS water quality impacts to Davidson Canyon and Cienega Creek would be detrimental to rare riparian habitat along the creeks, the endangered species within the creeks, and the high quality water supply to the Tucson Basin; and WHEREAS the typical legacy left behind from prior and existing mines places undue costs and adverse impacts on the tax payers of Pima County with few local tax benefits; and WHEREAS recent studies show that while the economic impact of the mining industry continues to decline in Pima County, the economic impact of recreation has climbed substantially; and WHEREAS the building and operation of a large open pit mine in the Santa Rita Mountains will impact recreation opportunities and jobs; and WHEREAS the information Augusta Resource Company has provided to the public to date leaves many questions outlined by Pima County to address the negative impacts associated with the proposed Rosemont Mine. WHEREAS the Pima County Board of Supervisors passed Resolution 2007-15 expressing its opposition to the proposed mine. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA THAT: Section 1. The Town of Marana expresses its opposition to Augusta Resource Corporation's proposed Rosemont Mine. Section 2. The Town of Marana hereby supports the withdrawal of all Pima County natural reserve parks from mineral entry, as well as Federal lands included in National Parks, Monuments, and Forests within Pima County. (00006756DOCI) CIH 1013 0/0 7 Section 3. The Town of Marana hereby supports the acquisition of these lands (Rosemont) for conservation purposes with National Forest Federal Land and Water Conservation Funds. Section 4. The Town of Marana requests the Arizona Congressional Delegation initiate the pennanent withdrawal from mining and mineral exploration all federal lands within Pima County in the Santa Rita Mountains area of the Coronado National Forest. PASSED AND ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, this 4th day of December, 2007. Mayor Ed Honea ATTEST: Jocelyn C. Bronson, Town Clerk APPROVED AS TO FORM: Cedric Hay, Senior Assistant Town Attorney tOO006756DOCI CIH 1013 0/0 7 2 MINUTES OF REGULAR COUNCIL MEETING MARANA MUNICIPAL COMPLEX DATE: NOVEMBER 6,2007 PLACE AND DATE Marana Municipal Complex A. CALL TO ORDER AND ROLL CALL By Mayor Honea at 7:00 p.m. COUNCIL Ed Honea Mayor Present Herb Kai Vice Mayor Present Russell Clanagan Council Member Present Patti Comerford Council Member Present Tim Escobedo Council Member Present Carol McGorray Council Member Present Roxanne Ziegler Council Member Present STAFF Mike Reuwsaat Town Manager Present Gilbert Davidson Deputy Town Manager Present Deb Thalasitis Assistant Town Manager Present Frank Cassidy Town Attorney Present Jocelyn Bronson Town Clerk Present B. PLEDGE OF ALLEGIANCE AND INVOCATIONIMOMENT OF SILENCE Led by Mayor Honea. C. APPROVAL OF AGENDA Upon motion by Council Member Escobedo seconded by Council Member McGorray the agenda was unanimously approved. D. CALL TO THE PUBLIC Ed Stolmaker, President of the Marana Chamber of Commerce, addressed the Council introducing new Intern Jenny Connors. Ms. Connors responsibilities will be to help with the Chamber's Legislative and Economic Development Committee. David Morales addressed the Council regarding the Cortaro Water User's Association and Marana's ftiture growth. Council Member Escobedo introduced Twin Peaks Elementary student, Carly Miller, a cancer patient. Ms. Miller's parents addressed the Council speaking about her leg amputation, treatment and upcoming surgery. Mr. Miller stated that they are planning to hold events and fundraisers to help pay for Carly's prosthetics. Council Member Escobedo announced that Carly will be the Grand Marshal for the Miracle's Inc. Christmas Party. Council Member Escobedo announced that Karl Horvath's granddaughter was recently diagnosed with juvenile diabetes. Mr. Horvath is helping with the organization of a jingle MINUTES OF REGULAR COUNCIL MEETING MARANA MUNICIPAL COMPLEX DATE: NOVEMBER 6,2007 bell run-walk for the arthritis foundation to be held on January ?, 2008 at Reid Park to raise funds on behalf of his granddaughter. Mayor Honea recognized that Cub Scout Pack 219 and Boy Scout Troop 259 earned badges and thanked them and encouraged them to return to speak to Council again. E. PRESENTATIONS 1. Presentation on the status of the Twin Peaks Interchange (KeithBrann) Keith Brann noted that Council had previously asked to see the aesthetics again before they are finalized. Mr. Brann stated that at this point they are at Stage 4 plans. They have been reviewed and comments were returned to the consultant. Mr. BranD stated that they are next expecting design plans. The PS&E set; plans, specifications and estimate; which is the bid set of plans, are expected in late December or early January. Mr. Brann noted that at this time staff is working through different aspects of the project including right of way acquisition and environmental clearances, getting the final railroad construction maintenance agreement, etc. The Twin Peaks Road within Continental Ranch which is currently a dead end will be taken across the Santa Cruz River, across I- 10 with a new full interchange, A-type diamond. It will then go across the railroad, no longer having an at- grade cross in Mailana. The road will then continue on and become the sister project, Camino de Maftana, which goes all the way up to a relocated alignment tying directly to Dove Mountain Blvd. Also as part of this project, there will be a realignment of Linda Vista to a four way intersection when the future Cascada Development comes in. A-two way access road will be constructed behind existing businesses to provide two-way traffic since the frontage road will be converted to one-way as part of this project. Mr. Brann stated that staff is well on its way with design plans and on schedule. The design had to be at a certain point before staff could begin certain aspects including the environmental clearance, submittal of the 404 pen-nit. Mr. Brann noted that they are now at the point where they can negotiate the CMN Agreement with the railroad. He also stated that Stage 4 comments have been returned to the consultant and that they are still pursuing ftinding for the project. With the Stage 4 plan came a Stage 4 cost estimate of $96 million, which includes design, construction management and night-of-way acquisition. We are expecting a bid closer in the range of $70 to $73 million. Myrtene Francis then addressed Council. She stated that Tierra Right of Way Services is under contract with the Town ' of Marana to acquire all of the property rights necessary for the project, as well as provide relocation assistance for the properties of any impacted parties. There are 31 property owners with 45 parties entitled to relocation benefits. The Town will acquire 62.4 acres of right-of way. 7.1 acres of that is for the right-of-way for ADOT. 14.2 acres of permanent easement that includes self easements, drainage easements, and utility easements will also be acquired. At this time, 14 offers to purchase have been presented to the owners in the amount of $5 million, $861 and $400 dollars. In accordance with the planning development, 10 property owners will be dedicating their property rights through their developments; these include: Marana Spectrum, Cascada, and the Red Point developments in that area. United Metro and Rinker Materials have donated the property rights needed through their property for the project. Staff is preparing to file condenination 2 MINUTES OF REGULAR COUNCIL MEETING MARANA MUNICIPAL COMPLEX DATE: NOVEMBER 6,2007 actions with the attorney general's office on several parcels in mid November and that will include full property takes for 6 parcels and I parcel acquisition. Keith Brann stated that the project is not fully funded at this time. There are many options for funding sources for this project. The RTA is by far the largest cash injection into this project. Additional funding sources include state HURF funds, federal STP dollars, and an agreement through ADOT for $14 million. Through the South Transportation Benefit Fee there is also a dedication of $14 million. The other $1.4 million is a water line that the Town will look to possibly use some of its water impact fees or other sources. This a very important feature that staff feels is part of this project. Additionally, there is also $4.5 million of private money that is being negotiated with the Marana Spectrum development. Mr. Brann added that of the $5.9 million of the STP funds, 1.9 million of that was recently requested and at this point approved from the PAG TIP for the 20-14 TIPS. It now works through the process of approval through the sub committees all the way up to the Regional Council. Mr. Brann stated that at this point they have assembled on paper about $93 million of the projected $96 million estimate for the project. He then re-emphasized that additional funding sources are still being sought. Laura Mulkarek stated that the aesthetic treatments will start to the west towards Continental Ranch. As one goes east, there will be aesthetic treatments into the median. On I- 10 we there will be form liner treatments on the piers. The bridge structure itself will have a decorative meadow. On the pedestrian overpass, similar to east Miracle Mile, and on the MSE wall, holding up the westbound frontage road, there will be form liner work on the MSE wall facing east and also facing the interstate. As one enters the Marana area or the Tucson metropolitan area there will be the two suns serving as kind of a gateway feature. The MSE wall going northbound will have cattails. The cloud river wraps underneath the bridge and continues on the other side. The median enhancements are right around at the Santa Cruz River and are called the Barrier sidewalk. Form liner work with cottonwood leaves and sidewalk enhancements will go along over the Santa Cruz River bridge. The middle and median will be a kind of gateway median artwork piece. It reflects like a cylinder that has been broken apart and will show the different sediment layers that are found along the Santa Cruz River basin. Council Member Ziegler asked for a completion date and Mr. Brann responded that a bid date of 2008 is still being sought and that a completion date will most likely be late 2009, early 2010. Vice Mayor Kai asked if it would be possible to incorporate security cameras in this project to keep taggers away. Mr. Brann responded that the option had not been looked into. He did state that zoom cameras will be on Town rights-of-way signals. One of the reasons why the aesthetic treatment was done on the entire on the MSE wall system was through the direction of the Parks Director; they would much rather have the paint code and repaint over tagging than try to have an unspoiled concrete surface, which is impossible to blend in once it's been tagged. He stated that he is unsure if they can prevent tagging but that the project is in design with graffiti design materials and the ability to cover it up. 3 MINUTES OF REGULAR COUNCIL MEETING MARANA MUNICIPAL COMPLEX DATE: NOVEMBER 6,2007 Council Member McGorray commented that the aesthetics are wonderful and she is very pleased with the design. 2. Presentation of the Town's published Annual Budget and Financial Plan for fiscal year 2008 (Erik Montague) Erik Montague mentioned that this budget is different than budgets the Council may have seen before. It incorporates a significant increase or level of information with respect to the Town's goals, vision and allocation of resources that was originally incorporated in the budget in June. This is a comprehensive document, reflecting Mayor and Council's approved allocation of resources back in June. As a financial plan, it is a snapshot of what the Town Council approved. The Government Finance Officers Association has this as an established distinguished budget presentation award. That particular award program was created for the purpose of establishing or guiding the development of well planned budgetary documents to meet the needs of the community as well as interested persons wanting to know more about Town business. In order to be considered for the award, the budgetary document has to meet four major criteria. wide-ranging policy document, financial plan, operations guide, and a communications device. This budgetary document reflects the Town's goals and visions and allocations of those dollars. Staff believes that such a document has been compiled and will be submitting for consideration of the award. Mr. Montague mentioned that this externally published document is available on the Town's website. Mr. Montague thank the Manager's office, the department directors, and Corrie Gil whose intense vision and passion and efforts were able to put together the 195-page document. Mr. Montague stated that the document exemplifies the Council's vision and allocation of those resources to provide for the needs to the community, those services that the community requires, and it really exemplifies the finance department's commitment in ensuring that that 111 formation is available to those that want to have it. Mike Reuwsaat thanked Erik and Corrie and staff for their tremendous effort. He stated that the document is readable to ?i lay person and that if someone gets onto the Town's website, they are easily able to obtain the financial information because of the format it has been put in. It is a real service to our citizens in terms of reaching out being more visible, transparent and accountable. He noted that Corrie has had a real passion to do this and he thanked Erik for his leadership and passion that he has brought to Marana since he has been here. In addition to this, Mr. Reuwsaat stated that the finance department has instituted a full purchase order and encumbrance system within the Town, emphasizing that the finance department is taking the Town to the levels that it needs to be at as an organization as growth continues. 3. Presentation update on the financial status for fiscal year 2008 (Erik Montague) Erik Montague addressed Council stating that he would like this to be the first of a series of events to come before Council to provide information with respect to how the Town is doing. He discussed the status for the first quarter, talking about the larger Arizona economy as basically a subdivision of the state. Mr. Montague stated that they had the opportunity to participate in a budget forum that was hosted by the City of Glendale on 4 MINUTES OF REGULAR COUNCIL MEETING MARANA MUNICIPAL COMPLEX DATE: NOVEMBER 6,2007 October 26, 2007. They received a presentation from the representatives of the Joint Legislative Budget Committee, which is an oversight group that provides information to the state on economic conditions, revenue forecast, and so forth. Mr. Montague stated that that the sole focus of the greater metropolitan region is making recommendations or partial recommendations to the Legislature regarding natures of budget, revenue, expenditure forecasting and future financial needs and impacts. They are a non-partisan group with eight individuals from the House and Senate. Mr. Montague and his staff were given the opportunity to look at some of the models for last fiscal year. Significant portions of the Town's resources come from shared revenues so Mr. Montague noted that those are closely tied to those revenue projections that the state receives. They are at $148.1 million below forecast for the first few months. Currently they are in the process of going through various projections. Numbers between $525 and $675 million dollar shortfalls for the state have been noted. He stated that this is attributable to many factors; one being the housing market. Mr. Montague stated that the JLBC participated in a survey that included the University of Arizona as part of their business management and forecasting modeling areas. The survey was a method to provide an estimate of projection as far as what is to be anticipated in the future. The data presented by JLBC gives a historical perspective of revenue growth from 1999 through 2007 and projected growth from fiscal years 2008 to 2011. Mr. Montague discussed the data and visual presentation with the Council. He stated that the forecast survey shows a continued slow downward trend with respect to growth and that the anticipated recovery will not occur until fiscal year 2009 or 2010 and return to some level of normalcy in 2011. Mr. Montague then mentioned that this model provides the best estimate as to what the economy is going to do over the next few years. Mr. Montague discussed the largest revenue source of the Town's general fund - sales tax (56%). Sales tax revenues for the first three months of this fiscal year are tracking at budget. He mentioned that one of the areas of concern with sales tax revenue has to do with the first quarter. The first quarter is $866,000 dollars less in collections for this quarter this year over the prior fiscal year first quarter. Some of this is associated with the half cent sales tax rollback and some of it is due to the downturn of the economy, especially from the construction sales tax side. Mr. Montague stated that detailed reports from the state have not yet been received, but once received he will distribute to Mayor and Council. Mr. Montague discussed the second largest revenue source of the Town - state-shared revenues. He compared the first quarter of 2007 to the first quarter of 2008. He then briefly discussed the third largest revenue source of the Town - licenses, permits, and fees. He noted that they have collected $1 million in the first quarter, only 20% of what was budgeted for the fiscal year. Mr. Montague said that one of the activity markers has to do with single family residences. There are roughly 125 for the first quarter of this fiscal year compared to 218 for the first quarter of last fiscal year. He emphasized that the slow market will be continuous through 5 MINUTES OF REGULAR COUNCIL MEETING MARANA MUNICIPAL COMPLEX DATE: NOVEMBER 6,2007 2009-2010. He stated that the general fund has collected approximately 27% and that it is a positive indicator for the first quarter of the fiscal year. He stated that the revenues of the general fund are really on track for the first quarter of the fiscal year. The budget will continue to be closely monitored to ensure that they are proactive in trying to mitigate any issues should they occur. On the capital side of the budget they will soon be in the process of looking at existing projects and those that are funded to ensure that they are allocated to the available resources in the current year to those projects that are viable and will actually occur. He concluded with the notion of a slow revenue growth that will continue through the next few years. Town Manager Mike Reuwsaat stated that even though the single family housing is down, the commercial development is helping. He also emphasized that the Council put $3 million aside years ago for transportation infrastructure instead of the general fund and would like to maintain that practice as long as possible to fund the infrastructure for the growth. He also stated that the budget will be monitored closely and make internal changes and modifications to continue to stay healthy. ANNOUNCEMENTS[UPDATES - No announcements or updates. PROCLAMATIONS - Portable Practice Education Preparation (PPEP) (Jocelyn Bronson) Ms. Bronson read the proclamation. F. MAYOR AND COUNCIL REPORTS: SUMMARY OF CURRENT EVENTS Council Member Escobedo thanked Congresswoman Gabrielle Giffords and Senator Kyl for the hard work they are doing to assist the Town with all of the FEMA issues. Mr. Eseobedo reminded everyone that the Miracle's Inc. Holiday Party will be held on December 22'd at Ora Mae Ham Park and the Miracle's Inc. Toy Drive to be held on December 15"' at Continental Raiicli. There will be breakfast and lunch opportunities. On December 8th the super series baseball of Arizona's tournament at SportsPark, and that Miracle's Inc. will be at the Town's Tree Lighting Festival on December I". Council Member Comerford stated that the Marana Tiger football team will be going to the playoffs and invited everyone to their first playoff game in Peoria. Vice Mayor Kai stated that he and Diana and Madison went to Council Member Comerford's haunted garage and thanked her for doing that for the neighborhood kids. Council Member Clanagan stated that he and other staff attended U of A sponsored Community Conversation on water held two weeks ago at the Doubletree hotel. It was a tremendous turnout and shows the importance of water as it relates to the Marana area. He thanked Barbara Johnson and her staff for attending a Continental Ranch senior's meeting to hear the community's concerns about the Twin Peaks Interchange, FEMA, and Proposition 200. Mr. Clanagan attended the Continental Ranch HOA annual meeting, and as a result, discovered that there is a controversy brewing over the sanitation contract. 6 MINUTES OF REGULAR COUNCIL MEETING MARANA MUNICIPAL COMPLEX DATE: NOVEMBER 6,2007 Council Member Ziegler commented on the Continental Ranch controversy and asked that everyone do their homework regarding the contract with Waste Management as they are not the only trash pick up service in the area. Council Member McGorray commented on the FEMA meetings and thanked everyone for their participation and cooperation during the teleconference in the Town's new executive board room. She thanked Jocelyn Bronson for the wonderful CREW graduation and the opportunity to participate. Ms. McGorray also attended the Spooktacular event on Halloween night and also the Common Grounds last Friday in which the Town received the Open Space Award for the Heritage Park. She also reminded everyone to please consider giving to the Marana Food Bank as the holiday season is approaching. Mayor Honea attended the water foram and is hopeful that it will open up some avenues for everyone to work together regarding the water problems. He spoke highly of the Spooktacular event and commended the Parks department for putting together a great event. He also thanked Jocelyn Bronson for putting together another successful CREW program this year and encouraged all citizens to sign up for next year's session. Mayor Honea also stated that the Common Ground was great and that the Heritage Park won the award for open space. He stated that they are working with the Linear Park with the levee and there are many plans for that area. The Town also won an award for the Accenture Golf Tournament, the fourth largest tournament in the United States. It has done extremely well and has really benefited the area greatly. He also stated that he and some others also spoke with the editorial board at the Arizona Republic regarding Marana's perception and things that are going on in the Town. Mayor Honea and Gilbert Davidson also attended the State of the University of Arizona address. He also stated that tomorrow will be the Ritz Carlton official announcement and that this will be the largest Ritz Carlton in the United States. G. MANAGER'S REPORT: SUMMARY OF CURRENT EVENTS Town Manager Mike Reuwsaat introduced and welcomed new Assistant Town Manager, Deb Thalasitis. Mr. Reuwsaat attended the ADOT bypass meeting on November 19, 2007. There were four alternatives presented and he stated that he will distribute those to Council. Representative Jennifer Bums met with Mr. Reuwsaat and Mr. Davidson regarding Marana's concerns related to FEMA, wastewater, water, 1-10 improvements, etc. It was a good opportunity to elevate some of Marana's issues which are also some regional issues. Mr. Reuwsaat and Council Member Clanagan also attended the TREO meeting and expect to get additional value from TREO. A meeting set at Pinal Air Park at the WAATS regarding Pinal Air Park and opening it up for freight traffic. 7 MINUTES OF REGULAR COUNCIL MEETING MARANA MUNICIPAL COMPLEX DATE: NOVEMBER 6,2007 Mr. Reuwsaat stated that Congresswoman Gabrielle Giffords called to give an update that the Congress overruled the President on the public works budget and the money that is in there for the Marana Wastewater treatment fund is still there. On November 21, 2007, HR house bill 4050 - a legislation sent by the Congresswoman - goes before the committee on financial affairs. Deputy Town Manager Gilbert Davidson attended the Arizona Town Hall, the 91s' Town Hall for the state. The topic was land use planning and the challenges facing the state in the next number of years. He will be distributing the report to Council once it comes out. Assistant Manager Deb Thalasitis gave a brief introduction about herself, thanked the Mayor and Council and stated she is delighted for the opportunity to be with the Town. H. STAFF RIEPORTS - No Reports. GENERAL ORDER OF BUSINESS 1. CONSENT AGENDA 1. Resolution No. 2007-182: Relating to Development; approving a release of assurance for Gladden Farms Block 2 and acceptance of public improvements for maintenance (Keith Brann) 2. Resolution No. 2007-183: Relating to Development; approving and authorizing acceptance of public improvements for maintenance at Tangerine Road and Dove Mountain Boulevard (Keith Brann) 3. Resolution No. 2007-184: Relating to Development; approving a release of assurance for Gladden Farms Block 21 and acceptance of public improvements for maintenance (Keith Brann) 4. Resolution No. 2007-185: Relating to Liquor Licenses; approval and recommendation to the State Liquor Board for a new license for a No. 12 (Restaurant) liquor license submitted by Dave Gerard Damitio on behalf of Native New Yorker Restaurant, located at 8225 N. Courtney Page Way (Jocelyn Bronson) 5. Resolution No. 2007-186: Relating to Development; approving and authorizing a fmal plat for Saguaro'Forest at Dove Mountain (Kevin Kish) 6. Resolution No. 2007-187: Relating to Development; approving and authorizing a final plat for Gladden Farms Blocks 22 and 24 (Kevin Kish) 7. Resolution No. 2007-188: Relating to Development; approving and authorizing a fmal plat for Whitney Farms (Kevin Kish) 8. Resolution No. 2007-189: Relating to Development; approving and authorizing a final plat for Gladden Farms Blocks 7 and 13 (Kevin Kish) MINUTES OF REGULAR COUNCIL MEETING MARANA MUNICIPAL COMPLEX DATE: NOVEMBER 6,2007 9. Resolution No. 2007-190: Relating to Development; approving and authorizing a final block plat for Sanders Grove (Kevin Kish) 10. Resolution No. 2007-191: Relating to Public Works; approving and authorizing an intergovernmental agreement between the Regional Transportation Authority and the Town of Marana for wildlife linkage study along Twin Peaks Road over Rattlesnake Pass (Barbara Johnson) 11. Minutes of the regular meeting of October 16, 2007. Items 1-6 and 8-11 were voted on separately from Item 7, from which Mayor Honea excused himself due to a conflict of interest. Items 1-6 and 8-11 were approved unanimously upon motion of Council Member Clangan, second by Council Member Escobedo. Item 7 was approved 6-1 (Mayor Honea abstaining) upon motion of Council Member Escobedo, second by Council Member McGorray. J. COUNCIL ACTION 1. Resolution No. 2007-192: Relating to the Police Department; approving and authoring execution of a grant agreement with the Arizona Peace Officers Standards and Training Board to provide a speaker honorarium for Southern Arizona Law Enforcement Managers training presentation (T. Van Hook) Chief Richard Vidaurri addressed the Council regarding the Southern Arizona Law Enforcement Law Enforcement Managers training. Upon motion by Council Member Russell Clanagan, seconded by Council Member Tim Escobedo, Resolution No. 2007-192 passed unanimously. 2. PUBLIC HEARING. Ordinance No. 2007.25: Relating to Development; approving and authorizing a rezoning for the Uptown at Marana Specific Plan (Kevin Kish) Kevin Kish addressed the Council regarding the Uptown at Marana Specific Plan. No one from the public wished to speak on this issue. Upon motion by Council Member Carol McGorray, seconded by Council Member Tim Escobedo, Ordinance No. 2007.25 was unanimously approved with the 18 listed conditions. 3. PUBLIC HEARING. Ordinance No. 2007.28: Relating to Development; approving and authorizing a rezoning for Camino De Manana Properties (Kevin Kish) Kevin Kish addressed the Council regarding Camino De Manana Properties. The applicant has proposed a change of zoning. This item was heard before the Planning Commission on October 3, 2007 and the Commission voted to recommend approval to the Town Council. Luis lbarra, 1833 N. Whispering Bells Drive, addressed the Council regarding the rezoning request. He requested that the north boundary lots of the applicants be restricted to 9 MINUTES OF REGULAR COUNCIL MEETING MARANA MUNICIPAL COMPLEX DATE: NOVEMBER 6,2007 one story homes and that the trail be relocated to the interior part of its property instead of his south property line. Mayor Honea asked if the project would be served by Marana Water and if there was water capability there. The project manager stated that at the current time, there are no water facilities at the site, but they are working on getting water facilities in the area and that they will be in place at the time the project is there. Brad Despain addressed the Council regarding the water facilities that are being planned for the area. ' Upon motion by Vice Mayor Herb Kai, seconded by Council Member Patti Comerford, Ordinance No. 2007.28 was unanimously approved. 4. Relating to Development; holding a public hearing for the Northeast Transportation Development Impact Fee (Keith Brann) Keith Brann addressed the Council regarding the northeast Transportation Development Impact Fee. He discussed the need for the development impact fee and its associated cost. The report was published on July 24, 2007 and posted on the website. To date, there have been no responses. A presentation was given on September 28, 2007 to SABHA's technical committee. Their request was to see a stepped increase fee and a six-month adoption period. Staff does not agree with this, as the minimum requirement is a 75 day implementation at full price. Mr. Brann described the location of the Northeast Transportation Fee area, bordered by the CAP canal, the extension of Lambert Lane alignments, and by the northern town limits. The existing land uses are sparse aside from the Dove Mountain Specific Plan. The proposed uses take into account development along the Tangerine Corridor and the northern part of the Cascada Development. The fee is meant to support Tangeriiie Road, Camino de Manana, the extension of Lambert Lane to 1-10 where it would connect to the Avra Valley interchange the Tangerine Avra Valley connector, and the Tangerine Interchange and an upgrade of the Avra Valley Interchange. The proposed impact fee was $6872 per equivalent dwelling unit. Like the other roadway impau fees, this fee would also have reductions in its cost based upon multifamily uses or age restricted uses with generate themselves less trips on the roadway. Mr. Brann reminded Council that in July the impact fee process was released. Tonight's public hearing is required by state mandated law, and as a result, this item has been scheduled to be bf?)ught back on December 18 for adoption if the Council so chooses. Lori Lustig From SAHBA, 2840 N. Country Club Road, addressed the Council. She thanked Keith Brann for making the presentation and discussed a step implementation plan. She stated that SAHBA will be speaking with many municipalities in the next few weeks regarding the slowing housing market and asked that the Council take into consideration approving the step fee. 10 MINUTES OF REGULAR COUNCIL MEETING MARANA MUNICIPAL COMPLEX DATE: NOVEMBER 6,2007 Council Member Ziegler asked Mr. Brann why staff does not agree with the six month implementation period. Mr. Brann answered that staff feels that the minimum requirement of 75 days is adequate. Mike Reuwsaat suggested that a fiscal analysis be done and Council presented with the options so that the comparison can be clearly reflected at the December 18th meeting. Vice Mayor Kai asked if there would be an impact on the commercial side of this impact fee. Mr. Brann stated that the commercial area would not be paying through this. He stated that commercial developments contribute more in up front costs instead of a residential or impact fee. Upon motion by Council Member Roxanne Ziegler, seconded by Council Member Russell Clanagan, the two options for the ordinance will be heard at the December 18, 2007 meeting. 5. PUBLIC HEARING. Ordinance No. 2007.29: Relating to Development; approving and authorizing a modification to the rezoning conditions of Ordinance No. 2002.16 (Kevin Kish) Kevin Kish addressed the Council regarding the rezoning conditions of Ordinance No. 2002.16. This ordinance rezoned 18.64 acres from the C large lot zone to the R144. Within that ordinance there was a restriction placed on it for a 20% disturbance as one of the conditions. The applicant purchased the property and is moving forward on a subdivision to create a 5-lot development there on the 3.3 acre minimum lot size area of the R144. During this design it has been requested to increase the disturbance area from 20% to 30%. Staff was concerned so the applicant hired Westland Resources to conduct an environmental study and found that the 30% disturbance is acceptable with some restrictions and conservation measures. The applicant has agreed to those stipulations. Upon motion by Council Member Roxanne Ziegler, seconded by Council Member Russell Clanagan, Ordinance No. 2007.29 was unanimously approved. 6. Resolution No. 2007-193: Relating to Development; requesting Federal Emergency Management Agency withdrawal of the September 17, 2007 draft "Pima County Levee Failure Analysis" floodplain maps; authorizing Town funding of a detailed floodplain study of affected areas of the Town; identifying potential future funding to reimburse study costs; authorizing appropriate Town staff action; and declaring an emergency (Keith Brann) Keith Brann addressed the Council regarding the FEMA floodplain maps. He stated that if FEMA gives the Town the time it requested, the Town will do the floodplain study. Gabrielle Giffords is currently helping the Town's efforts in this matter. Mr. Brann also stated that he has been speaking with an engineer at a possible scope for this. Funding in this fiscal year is available for a northwest Marana drainage study, but the actual study will 11 MINUTES OF REGULAR COUNCIL MEETING MARANA MUNICIPAL COMPLEX DATE: NOVEMBER 6,2007 be broader in scope than previously anticipated.. He stated that the cost allocated in this year's budget will cover the initial study only. Frank Cassidy stated that the resolution requests FEMA to withdraw its draft maps for no less than two years so that the Town has the time to do the necessary studies. This also commits the Town to fund a detailed floodplain analysis and authorizes the Town staff to use the emergency procurement process set forth in the Town Code to hire the experts necessary to complete the studies. He also stated that the Town is still looking for other funding sources. The resolution also anticipates that in the future there would likely need to be a benefit area for people who benefit from this study. The Town would pick up the tab for the existing residents - those who are existing as of the date of the maps being released. Council Member Roxanne Ziegler encouraged staff to coritinue to look to governmental agencies and to the private sector to help fund this study. Mike Reuwsaat commented that state land has contributed $25,000 and that there are people looking for other funding sources as well. Upon motion by Council Member Carol McGorray, seconded by Council Member Tim Escobedo, Resolution No. 2007.193 was unanimously approved. 7. Resolution No. 2007-194: Relating to Public Works; authorizing Town of Marana participation in the settlement of a potential backrdl soil claim for the Honea Heights Sewer Project in the amount of up to 50% of the ultimate award; authorizing the Mayor to send a letter on the Town's behalf regarding same; and declaring an emergency (Frank Cassidy) Frank Cassidy addressed the Council regarding the Honea Heights Sewer Project. I Upon motion by Council Member Tim Escobedo, seconded by Council Member Patti Comerford, Resolution No. 2007-194 was unanimously approved. K. BOARDS, COMMISSIONS AND COMMITTEES L. ITEMS FOR DISCUSSION/POSSIBLE ACTION K. BOARDS, COMMISSIONS AND COMMITTEES L. ITEMS FOR DISC USSION/POSSIBLE ACTION M. EXECUTIVE SESSIONS No executive session was held. Frank Cassidy addressed Council regarding the status of the county sewer litigation. He stated that the Town's motion for a change of venue from Pima County to Maricopa County is the only thing pending at this time. Pima County contends that Pinal County is more convenient. It will be up to Pima County Superior Court Judge to make the final decision. 12 MINUTES OF REGULAR COUNCIL MEETING MARANA MUNICIPAL COMPLEX DATE: NOVEMBER 6,2007 Mike Reuwsaat addressed Council regarding Proposition 200 update. He also stated that the signed Resolution on FEMA needs to be sent to the legislative offices immediately. 1. Executive Session pursuant to A.R.S. §38-431.03 (A)(3), Council may ask for discussion or consultation for legal advice with the Town Attorney concerning any matter listed on this agenda. 2. Executive Session pursuant to A.R.S. §38-431.03(A)(3),(4),(6) and (7) for legal advice with the Town Attorney concerning water rights and water service issues and to consult with and instruct the Town Attorney and the Town Manager concerning the lawsuit entitled Town of Marana v. Pima County, Pima County Superior Court No. C20076038, and to direct the Town Manager and Town Attorney with respect to that litigation and other water rights and water service issues (Frank Cassidy) N. FUTURE AGENDA ITEMS Notwithstanding the mayor's discretion of what items to place on the agenda, if three or more council members request an item to be placed on the agenda, it must be placed upon the agenda for the second regular town council meeting after the date of the request (Marana Town Code, Title 2, Chapter 2-4, Section 2-4-2 B) Council Member Carol McGorray requested the consideration of Council to meet on a more frequent basis. 0. ADJOURNMENT Upon motion by Council Member Tim Escobedo, seconded by Council Member Carol McGorray. CERTIFICATION I hereby certify that the foregoing are the true and correct minutes of the Marana Town Council meeting held on November 6, 2007. 1 further certify that a quorum was present. Jocelyn C. BronsoD, Town Clerk 13 TOWN COUNCIL MEETING TOWN OF MARANA 9 MARA . NA , 7 INFORMATION 1Z0 MEETING DATE: December 4, 2007 AGENDAITEM: J. I TO: MAYOR AND COUNCIL FROM: T. VanHook, Community Development Director SUBJECT: Resolution No. 2007-213: Relating to Community Development: approving and authorizing an intergovernmental agreement with Pima County for the management and implementation of the 2007-2008 Community Development Block Grant Program. DISCUSSION For FY 2007-2008 the Town of Marana has been awarded $210,000 for its participation in Pima County's Community Development Block Grant (CDBG) program. These funds will be distributed from the County upon approval of the County's funding from the U.S. Department of Housing and Urban Development. This is a $40,000 increase over the 2006-2007 award. This amount represents increases for both property acquisition and administrative support, with a slight $5,000 decrease for work on the Honea Heights Park. RECOMMENDATION Staff recommends authorization for the Mayor to fully execute the intergovernmental agreement (IGA) with Pima County for 2007-2008 CDBG funding. This year funding has been allotted for: • Affordable Housing Land Acquisition - $70,000 • Owner Occupied Housing Rehabilitation - $40,000 • Honea Heights Neighborhood Park - $70,000 • Administration - $30,000 The Affordable Housing Land Acquisition program utilizes CDBG funding for the purchase and improvement of land for future affordable housing projects. The funding helps the Town of Marana leverage land costs for affordable housing projects. Owner-Occppied Housing Rehabilitation is offered to low-income Marana residents living in owner-occupied housing. These services include work to repair or replace deteriorated roof systems; repair or replacement of major heating and cooling systems; connection, repair or replacement of septic systems; minor miscellaneous services for electrical and plumbing upgrades, insulation, ceiling, wall, window and door repairs; emergency home repairs assistance to alleviate hazardous conditions that threaten the life and/or health safety of the occupants; and weatherization to help cut down on utility bills by making repairs to the home that will lower heating costs. Honea Heights Neighborhood Park funding will allow Parks and Recreation to purchase and install some additional playground equipment as amenities in the developed parks programmed as part of the Honea Heights III redevelopment project. Additional funding of $30,000 has been approved to cover administrative costs associated with the implementation of the other projects. The IGA will cover equipment and services for these programs retroactively from July 1, 2007 through June 30, 2008. Quarterly reports will be provided to Pima County as a condition of the IGA. SUGGESTED MOTION I move to approve Resolution No. 2007-213. -2- MARANA RESOLUTION NO. 2007-213 RELATING TO COMMUNITY DEVELOPMENT; APPROVING AND AUTHORIZING AN INTERGOVERNMENTAL AGREEMENT WITH PIMA COUNTY FOR THE MANAGEMENT AND IMPLEMENTATION OF THE 2007-2008 COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM. WHEREAS, the Town of Marana recognizes the need to provide safe affordable housing, neighborhood infrastructure, and parks for its citizens and has applied for Community Development Block Grant (CDBG) for these purposes; and WHEREAS, Pima County has submitted an application to the to the U.S. Department for Housing and Urban Development for the 2007-2008 CDBG funds to include the Town of Marana's request for funding; and WHEREAS, in the event that HUD approves Pima County's 2007-2008 CDBG Consolidated Plan Annual Update, it is the desire of the Town of Marana and Pima County that the Town's allocation of the grant be implemented; and NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, that the intergovernmental agreement with Pima County be approved, provided that, as a condition precedent to the agreement becoming effective, HUD must approve Pima County's 2007-2008 CDBG Consolidated Plan Annual Update; and BE IT FURTHER RESOLVED that upon HUD's approval of Pima County's 2007-2008 CDBG Consolidated Plan Annual Update, the Mayor of the Town of Marana is authorized to execute the intergovernmental agreement. PASSED AND ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, this 4 th day of December, 2007. ATTEST: Jocelyn C. Bronson, Town Clerk Mayor Ed Honea APPROVED AS TO FORM: Frank Cassidy, Town Attorney N TOWN COUNCIL TowN OF MARANA MEETING 9 MARANA 7 INFORMATION MEETING DATE: December 4, 2007 AGENDAITEM: J. 2 TO: MAYOR AND COUNCIL FROM: Erik Montague, Finance Director SUBJECT: Resolution No. 2007-214: Relating to Personnel; approving and authorizing a contract with Milliman Consultants and Actuaries to provide a town-wide compensation and classification study; and declaring an emergency. DISCUSSION On October 15, 2007, Request for Proposal HR 2008-0017 was commissioned by the Human Resources department for a Compensation and Salary study for the Town of Marana. The Consultant will perform an analysis of the current classification system and salary structure to deter-mine its strengths and weaknesses. Job families that reflect the work performed by the employees will be identified and positions will be classified into their appropriate families. Position summaries will be evaluated and used in matching other organizations' positions to those of the Town. Salary data from relevant labor markets identified by Town will be gathered and used to benchmark salaries. Positions will be classified into salary grades based on both externally gathered data and internal factors. Recommendations will be made that may include salary modifications for certain positions or families identified, as appropriate. The Town's last comprehensive compensation and classification study was performed in fiscal year 2005-06. Request for Proposals Request for Proposal HR 2008-0017 (RFP) was issued on October 15, 2007, with a closing date of November 9, 2007. The solicitation was advertised in the Arizona Republic, The Daily Territorial and the Town's Web site. In addition, solicitations were mailed to eight firms and the Town received and additional nine requests for solicitations. Two proposals were received: 1. Milliman Consultants and Actuaries 2. Public Sector Personnel Consultants Evaluation Proposals were evaluated by a team from Finance, Community Development, Human Resources and the Town Manager's Office. Compensation and Classification Study 11121107 09:45am EM The areas evaluated were: 1. The firm's qualifications and experience 2. Summary of their approach to achieve the Town's Scope-of-work. 3. Pricing 4. References 5. Financial statements. On November 16 the Team met to discuss their independent evaluations and rate each proposal. Milliman Consultants and Actuaries received the highest score. FINANCIAL IMPACT The study will be performed for an amount not to exceed $100,000. Funding for the study is identified within Human Resources professional services budget. ATTACHMENTS None RECOMMENDATION Staff recommends approval of the contract with Milliman Consultants and Actuaries for a town- wide compensation and classification study. SUGGESTED MOTION I move to approve Resolution No. 2007-214. -2- MARANA RESOLUTION NO. 2007-214 RELATING TO PERSONNEL; APPROVING AND AUTHORIZING A CONTRACT WITH MILLIMAN CONSULTATNS AND ACTUARIES TO PROVIDE A TOWN- WIDE COMPENSATION AND CLASSIFICATION STUDY; AND DECLARING AN EMERGENCY. WHEREAS, the Town's Manger and staff found that that a town-wide compensation and classification study was in the best interest of the Town; and WHEREAS, the Town staff formally solicited requests for proposals for such services, evaluated submittals and found that Milliman Consultants and Actuaries was the most qualified firm to provide the compensation and classification study. NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana, Arizona, as follows: SECTION 1. That a contract between the Town of Marana and Milliman Consultants and Actuaries is hereby approved and the Town Manager and staff are hereby authorized to execute the contract for and on behalf of the Town of Marana. SECTION 2. The Town's Manager and staff are hereby further directed and authorized to undertake all other and further tasks required or beneficial to carry out the terms, obligations, and objectives of the aforementioned contract. SECTION 3. Since it is necessary for the preservation of the peace, health and safety of the Town of Marana that this resolution become immediately effective, an emergency is hereby declared to exist, and this resolution shall be effective immediately upon its passage and adoption. PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 4 h day of December, 2007. Mayor Ed Honea ATTEST: Jocelyn C. Bronson, Town Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney "4* N N TOWN COUNCIL MEETING TowN OF MARANA 7 INFORMATION MEETING DATE: December 4, 2007 AGENDA ITEM: J. 3 TO: MAYOR AND COUNCIL FROM: Kevin Kish, AICP, Planning Director SUBJECT: Resolution No. 2007-215: Relating to Development; approving and authorizing a final plat for Saguaro Ranch Phase III-A. DISCUSSION History and Request This item was continued from the Town Council meeting of September 18, 2007 and October 2, 2007 to allow the applicant and opportunity to address trail concerns raised by Pima County. The Town Council approved the preliminary plat for this project on November 21, 2006. Rick Engineering, on behalf of Saguaro Ranch Development Corporation requests final plat approval of a 34-lot custom home subdivision on approximately 178 acres within the Saguaro Ranch gated home community. The Saguaro Ranch Phase III-A plat is a partial resubdivision of Lots 43-45, Block 3 and a portion of Common Area "A" of the original Saguaro Ranch Final Plat approved by the Town Council September 2, 2003, and recorded at Book 57 Page 57. Location The southern end of the site is located approximately one and one-half miles north of Moore Road and directly east of Old Ranch House Road, within a portion of Sections 17 & 20, Township I I South, Range 13 East. Zoning and Lot Size The Saguaro Ranch Phase III-A subdivision will consist of Lots 43-45, 66-96 and Common Areas "A" and "B". The zoning for the subdivision is RD-180 (Single Family Residential 180,000 square feet minimum lot size). The minimum lot size within this project is Lot 93 at 180,683 square feet with the average lot size of 202,525 square feet. The maximum allowable building height is 30 feet; however, the Saguaro Ranch CC&R's further restrict the maximum building height to 18 feet for residential buildings. Transportation Plan Access to this portion of Saguaro Ranch is located within the main gated community along Old Ranch House Road beyond the tunnel and through previously approved Saguaro Ranch plats. Access to all lots will be off of Common Area "A", which comprises the private street network. 120407 PRV-04105 Sagurao Ranch Phase 111-A FP TC.doc FIrail Access to Tortolita Mountain Park The 200' ingress/egress utility easement currently shown on the plat is the existing recorded easement. It enters the subdivision at Common Area "B-2" and generally follows Old Saguaro Ranch Road north out of the subdivision. Approval of the final plat does not alter the existing easement. Saguaro Ranch Development will be working with Pima County to relocate the easement in the future. Disturbance The maximum allowable disturbance for the entire Saguaro Ranch project is 20%. The areas of disturbance for each buildable lot will be defined at the time a grading permit is issued; this area will not exceed 27,000 square feet per lot as stated in general note #16. Lot 79 is allowed a maximum disturbance of 33,000 square feet due to an agreement between Saguaro Ranch and the current owner when they were brought into the project. A proposed undisturbed area covenant must be submitted with each building permit application, which stipulates the future preservation of the undisturbed acreage. The final document will be recorded prior to occupancy of the house. Tracking of total site disturbance will be performed by the Town using the metes and bounds surveys submitted with building permit applications in combination with periodic surveillance of the site using aerial photography and geographic information systems. Benefit Fee Area All home sites within the Saguaro Ranch Development are required to pay a park impact fee of $1,000 and a school impact fee of $1,200 per lot at the time of building pen-nit issuance per the pre-annexation agreement adopted by Town Council on June 17, 2003, Resolution 2003-65. Summar Staff has reviewed the request against the requirements of the Marana Land Development Code, the General Plan and the Pre-Annexation Agreement. The final plat is in conformance with all required development regulations and design guidelines. ATTACHMENTS Town Council will be provided a summary application, location map and final plat reduction. RECOMMENDATION Staff has reviewed the application for compliance with the Pre-annexation Development Agreement adopted by Resolution 2003-65 on June 17, 2003, as amended by Resolutions 2004- 42 and 2004-106, the rezoning conditions of Ordinance 2003.20, the Marana Land Development Code and the Marana General Plan. This Final Plat is in substantial conformance with all required development regulations and conditions of zoning. Staff recommends approval of a Final Plat for Saguaro Ranch Phase III-A. SUGGESTED MOTION I move to approve Resolution No. 2007-215. 120407 PRV-04105 Sagurao Ranch Phase 111-A FP TC.doc MARANA RESOLUTION NO. 2007-215 RELATING TO DEVELOPMENT; APPROVING AND AUTHORIZING A FINAL PLAT FOR SAGUARO RANCH PHASE III-A. WHEREAS, Saguaro Ranch Development Corporation, Brent L. Slay, James C. and Mary Susan Williams, Bruce T. Halle, Jr., Marianne M. Parrs, Daniel E. Pearcy and Mittida Raksanaves, and Saguaro Ranch Investments, LLC, the owners of Saguaro Ranch Phase 111-A have applied for approval of a final plat for 34 single-family custom homes and proposed guest ranch site on 177.71 acres, including lots 43-45, 66-96 and Common Areas "A" (private streets/public utility easements) and "B" (recreational), and is generally located approximately one and one-half mile north of the Moore Road and directly east Old Ranch House Road, within a portion of Sections 17 & 20, Township 11 South, Range 13 East; and WHEREAS, the Town Council approved the Saguaro Ranch final plat on September 2, 2003, consisting of Lots 9-52, Blocks I through 4 and Common Areas "A" and "B"; and WHEREAS, the Town Council approved the Saguaro Ranch Phase III preliminary plat, a partial resubdivision of the original Saguaro Ranch final plat, on November 21, 2006; and WHEREAS, the Town Council, at their regular meeting on December 4, 2007, has determined that the Saguaro Ranch Phase III-A final plat should be approved. NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana, Arizona, that Saguaro Ranch Phase 111-A final plat, consisting of lots 43-45, 66-96 and Common Areas "A" (private streets/public utility easements) and "B" (recreational), and is generally located approximately one and one-half mile north of the Moore Road and directly east Old Ranch House Road, within a portion of Sections 17 & 20, Township I I South, Range 13 East is hereby approved. PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 4'h day of December, 2007. ATTEST: Jocelyn C. Bronson, Town Clerk Mayor Ed Honea APPROVED AS TO FORM: Frank Cassidy, Town Attorney Marana Resolution No. 2007-215 The Saguaro Ranch Phase 111-A exhibits are on file and available for viewing from 8:00 a.m. to 5:00 p.m. Monday through Friday excluding holidays, at the office of the Town Clerk, 11555 W. Civic Center Drive, Marana, AZ 85653. TOWN COUNCIL MEETING INFORMATION TOWN OF MARANA MEETING DATE: December 4,2007 AGENDAITEM: J. 4 TO: MAYOR AND COUNCIL FROM: Michael Reuwsaat, Town Manager SUBJECT: Resolution No. 2007-216: Relating to Personnel; approving and authorizing an additional paid holiday on December 24, 2007 as a special one-time employee appreciation event; and declaring an emergency. DISCUSSION This item proposes to give employees an additional paid holiday on Christmas Eve, Monday, December 24, 2007, as a special one-time event. Council is presented with the option of either giving employees the whole day off (Option A) or giving employees a half day off (Option B), on the afternoon (1:00 p.m. to 5:00 p.m.) of December 24, 2007. This proposal is sought as a way to demonstrate the Town's appreciation for the excellent work of its employees. RECOMMENDATION Staff recommends adoption of Resolution No. 2007-216, approving an additional paid holiday of December 24, 2007, as a one-time special event. Council's pleasure as to which option is cho- sen. FINANCIAL IMPACT The estimated payroll cost is $49,280 for a full day and $24,640 for a half day. ATTACHMENT(S) Resolution Option A and Resolution Option B SUGGESTED MOTION I move to adopt Resolution No. 2007-216, Option tOO007003.DOC12) JHF OPTION A MARANA RESOLUTION NO. 2007-216 RELATING TO PERSONNEL; APPROVING AND AUTHORIZING AN ADDITIONAL PAID HOLIDAY ON DECEMBER 24,2007 AS A SPECIAL ONE-TIME EMPLOYEE APPRECIATION EVENT; AND DECLARING AN EMERGENCY. WHEREAS the Town of Marana is committed to expressing its support and appreciation of its employees; and WHEREAS Town of Marana employees are positive and professional and strive to provide the.best public service to the Town and its citizens; and WHEREAS the Council-approved paid holiday of Christmas, December 25, falls on a Tuesday this year. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, THAT: SECTION 1. Monday, December 24, 2007, is hereby declared a special one-time paid holiday for employees of the Town of Marana. SECTION 2. The holiday will be handled pursuant to established Town personnel policies and procedures and in the same manner as all other Council-approved paid holidays, except that paid time off for this one-time holiday will not be counted as hours worked for the purposes of calculating overtime. SECTION 3. The Town's manager and staff are hereby directed and authorized to undertake all other and further tasks required or beneficial to carry out the terms, obligations, and objectives of this resolution. SECTION 4. Since it is necessary for the preservation of the peace, health and safety of the Town of Marana that this resolution become immediately effective, an emergency is hereby declared to exist, and this resolution shall be effective immediately upon its passage and adoption. [00007000.DOCII.I) JHF 11121107 PASSED AND ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, this 4th day of December, 2007. Mayor Ed Honea. ATTEST: Jocelyn C. Bronson, Town Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney {00007000.DOC / 1. 1) OPTION B MARANA RESOLUTION NO. 2007-216 RELATING TO PERSONNEL; APPROVING AND AUTHORIZING AN ADDITIONAL PAID HOLIDAY ON DECEMBER 24,2007 AS A SPECIAL ONE-TIME EMPLOYEE APPRECIATION EVENT; AND DECLARING AN EMERGENCY. WHEREAS the Town of Marana is committed to expressing its support and appreciation of its employees; and WHEREAS Town of Marana employees are positive and professional and strive to provide the best public service to the Town and its citizens; and WHEREAS the Council-approved paid holiday of Christmas, December 25, falls on a Tuesday this year. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, THAT: SECTION 1. The afternoon, from 1:00 p.m. to 5:00 p.m., of Monday, December 24, 2007, is hereby declared a special one-time paid holiday for employees of the Town of Marana. SECTION 2. The holiday will be handled pursuant to established Town personnel policies and procedures and in the same manner as all other Council-approved paid holidays, except that paid time off for this one-time holiday will not be counted as hours worked for the purposes of calculating overtime. SECTION 3. The Town's manager and staff are hereby directed and authorized to undertake all other and further tasks required or beneficial to carry out the terms, obligations, and objectives of this resolution. SECTION 4. Since it is necessary for the preservation of the peace, health and safety of the Town of Marana that this resolution become immediately effective, an emergency is hereby declared to exist, and this resolution shall be effective immediately upon its passage and adoption. (0000700].DOC121 JHF 11121107 PASSED AND ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, this 4th day of December, 2007. ATTEST: Jocelyn C. Bronson, Town Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney Mayor Ed Honea (00007001.DOC / 2) 2 No " TOWN COUNCIL !3 7 MEETING TOWN OF MARANA 11 fiMORA I ? 7 INFORMATION MEETING DATE: December 4, 2007 AGENDAITEM: J. 5 TO: MAYOR AND COUNCIL FROM: Jocelyn C. Bronson, Town Clerk SUBJECT: Resolution No. 2007-217: Relating to Liquor Licenses; recommendation of disapproval to the State Liquor Board for a new license for a limited liability company for a No. 04 (Wholesale) liquor license submitted by Edgar Distel on behalf of Croesus Limited, LLC, located at 6890 N. Camino Martin, Suite 130. DISCUSSION Edgar Distel, on behalf of Croesus Limited, LLC, is applying for new license for a limited liability company for a No. 04 (Wholesale) liquor license for premises located at 6890 N. Camino Martin, Suite 130. The State Department of Liquor Licenses & Control has completed a background investigation and has forwarded two copies of an application for a spirituous liquor license in accordance with the State of Arizona Guide to Arizona Liquor Laws. One copy of the application has been posted on the front of the proposed licensed premises for 20 days prior to this meeting. The Council, as the appropriate governing board, must hold a meeting and either approve, disapprove or offer a "no-recommendation" decision on the application. This action must take place within 60 days of the filing of the application. If the application is approved at the appropriate government level, and no written protests have been received by the Town, and if there is no objection by the Director, the application will be approved. This process normally takes 90 days after the filing of the application. If the governing body disapproves the application or offers a "no-recommendation" decision, or if protests have been filed, the application must be set for a hearing before the State Liquor Board. The hearing may be conducted by the board or by a designated hearing officer. The purpose of a hearing is to consider all evidence and testimony in favor of or opposed to the granting of a license. The applicant for a new license bears the burden of demonstrating his or her "capability, qualifications and reliability" and that the granting of a license is in "the best interest of the community" except that, in a person-to-person transfer, an applicant need only prove his or her 96 capability, qualifications and reliability". An applicant in a location-to-location transfer need only prove that the granting of the license is in the "best interest of the community". Croesus Limited, LLC The decision by the board to grant or deny an application will normally take place within 105 days after the application has been filed, unless the director deems it necessary to extend the time period. A.R.S. 4-201, 4-201.01, 4-203; Rule R-4-15-102. The Marana Police Department's routine investigation recommends "disapproval" for this application. The reasons for their recommendation are listed in the attached memo, dated November 21, 2007. Mr. Distel received a copy of this memo, together with a letter signed by the Town Clerk on the same date, also attached. RECOMMENDATION Staff recommends "disapproval" of this application to the state liquor board for this liquor license. SUGGESTED MOTION I move to adopt Resolution No. 2007-217, disapproving the liquor license application of Edgar Distel on behalf of Croesus Limited, LLC. -2- MARANA RESOLUTION NO. 2007-217 RELATING TO LIQUOR LICENSES; RECOMMENDATION OF DISAPPROVAL TO THE STATE LIQUOR BOARD FOR A NEW LICENSE FOR A LIMITED LIABILITY COMPANY FOR A NO. 04 (WHOLESALE) LIQUOR LICENSE SUBMITTED BY EDGAR DISTEL ON BEHALF OF CROESUS LIMITED, LLC, LOCATED AT 6890 N. CAMINO MARTIN, SUITE 130. WHEREAS, pursuant to A.R.S. Section 4-201, the Town Council of the Town of Marana is empowered to recommend approval or disapproval of a liquor license request to the Arizona Department of Liquor Licenses and Control; and WHEREAS, Edgar Distel has applied for a new license for a limited liability company for a No. 04 (Wholesale) liquor license on behalf of Croesus Limited, LLC, for premises located at 6890 N. Camino Martin, Suite 130; and WHEREAS, Town staff filed one copy of the application in the office of the Town Clerk, and posted the other on the front of the premises at 6890 N. Camino Martin, Suite 130 for 20 days along with a statement requiring any bona fide resident residing, owning, or leasing property within a one mile radius in favor of or opposed to such issuance of the license to file written arguments in favor of or opposed to such issuance with the Town Clerk; and WHEREAS, the Town Council considered all statements filed by the applicant and any bona fide resident at a public meeting on December 4, 2007, and has determined that it is in the best interests of the Town and its citizens that the application for a new license for a limited liability company for a No. 04 (Wholesale) liquor license for Croesus Limited, LLC, filed by Edgar Distel for premises located at 6890 N. Camino Martin, Suite 130 be disapproved. NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana, Arizona, that the Town recommends disapproval of the application for a new license for a limited liability company for a No. 04 (Wholesale) license Croesus Limited, LLC, filed by Edgar Distel for premises located at 6890 N. Camino Martin, Suite 130. PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 4 1h day of December, 2007. ATTEST: Mayor Ed Honea APPROVED AS TO FORM: Jocelyn C. Bronson, Town Clerk Frank Cassidy, Town Attorney Marana Resolution No. 2007-217 MARANA =/ I \ TOWN OF MARANA COMMUNITY INFORMATION SERVICES November 21, 2007 Edgar Distel Croesus Limited, LLC c/o 7320 N. La Cholla #154-105 Tucson, AZ 85741 RE: Liquor License for premises located at 6890 N. Camino Martin, Suite 130 Dear Mr. Distel- Upon receipt of a $50 processing fee, your 'request for a No. 04 (Wholesale) liquor license for the above location is scheduled to be heard before the Mayor and Council on Tuesday, December 4,2007, beginning at 7:00 pm. This meeting will be held at the Marana Municipal Complex, 11555 W. Civic Center Drive, Marana. The Marana Police Department has concluded their investigation of this application with a recommendation of 'no approval! While the-Council may take this recommendation under consideration, they are not obligated to deny the license based on that factor alone. I encourage you to have a representative present at the meeting for any questions that may arise. YOU may pay this fee before December 4 by credit card at our reception desk or check made payable to "Town of Marana" and directed to my attention. Please feel free to call me if you have any questions. Sincerely, Jocelyn C. Bronson, CMC Town Clerk 11555W CIVIC CENTER DRIVE, BLDG. Al IIIIIII MARANA, ARIZONA 85653-7007 1111111 TELEPHONE: (520)382-1999 FAX: 382-1998 MARANX POLICE DEPARTMENT INTEROFFICE MEMORANDUM TO: Mayor & Council via Town Clerk's Office FROM: Lt. Joe Carrasco ?1-? SUBJECT: Liquor License Application of Edgar Distel/Croesus Limited LLC DATE: November 2l't, 2007 The Marana Police Department was asked to perform a background check regarding the above- referenced liquor license application, submitted on October 18, 2007. During this investigation, the following concerns were noted: I . Edgar Distel is listed as the applicant and as the sole member, director, officer and stockholder of Croesus Limited LLC. On the application, question number 15 states "Have you EVER been detained, cited, arrested, indicted or summoned into court for violation of ANY law or ordinance (regardless of the disposition even if dismissed or expunged)?" (Emphasis in original). Mr. Distel indicated "No" as his answer to this question. However, a records check of local law enforcement databases revealed that Mr. Distel was arrested on March 19, 2001 in Oro Valley for a warrant on a charge of issuing a bad check, in violation of A.R.S. § 13-1807. Mr. D , istel was re-contacted by the Marana Police Department regarding this discrepancy. At that time, Mr. Distel stated that his son had stolen his check and committed the offense. 2. On the application, question number 12 requests business and employment information of the applicant for the last five years. Mr. Distel reported that he was retired from a law practice and listed his residence address as Ahe address. for the law practice. Investigation 'revealed that Mr. Distel was disbarred by the Supreme Court of Arizona on December 4, 2002 for conduct in violation of his duties and obligations as a lawyer. In addition, Mr. Distel was disbarred in the State of Colorado, where he had also been licensed to practice law, by order dated July 24, 2003. Based on this information, the Marana Police Department recommends disapproval of this license. (00007020.DOC /) TOWN OF MARANA - POLICE DEPARTMENT 11555 W. CIVIC CENTER DRIVE, MARANA, ARIZONA 85653 PHONE: (520) 382-2000 - FAX: (520) 382-2001 N TOWN COUNCIL MEETING TOWN OF MARANA 11 RANA 7 INFORMATION MEETING DATE: December 4, 2007 AGENDAITEM: J. 6 TO: MAYOR AND COUNCIL FROM: Kevin Kish, AICP, Planning Director SUBJECT: Resolution No. 2007-218: Relating to Development; ratifying design approval for the development known as Silverbell Animal Medical Center. DISCUSSION Reauest Fifer Design Studio, on behalf of the owner, Dr. Kim Perkins, requests Silverbell Road Corridor Overlay District (SRCOD) ratification of the design review for Silverbell Animal Medical Center. Location The project is located on a 2.2 acre parcel generally located on the east side of Silverbell Road, approximately 0.5 miles north of Cortaro Road. Architectural Desipn The proposed Silverbell Medical Animal Center is a 6,218 square foot one story structure with a building height of 25.2 feet. The building will be comprised of stucco finish over metal frame with masonry/stone/glass accents and a metal finish roo ' f. The building's unique four sided architecture includes rounded roofs with stone and masonry columns. High windows on the building aid with interior lighting and add an architectural accent. Columns, rooflines and site walls add depth to wall spans. Parking will be located at the rear and sides of the building. The site will be extensively landscaped including boulders and berms to add vertical relief. Silverbell Road Corridor Overlay District Desh!n Review Committee The site and building design was reviewed by the Silverbell Road Corridor Overlay District Manager's Design Review Committee on November 7, 2007. The committee voted unanimously to recommend approval for the design of the Silverbell Animal Medical Center development with the following two conditions: 1) The metallic roof color is changed to "champagne" with the fascia color matching the wall, and 2) "wire mesh filled with stone" not to be used on the building walls but could be used as a pillar. ATTACHMENTS Summary application, development plan, landscape plan, 3-D architectural rendering, floor plans and color exterior elevations. 120407 Silverbell Animal Medical Center SRCOD Design Review DPR-06106 RECOMMENDATION Staff reviewed the proposed design review and finds it complies with all applicable design, development and performance standards and guidelines as required by the Silverbell Road Corridor Overlay District. The SRCOD Manager's Design Review Committee unanimously approved the site and building design with conditions. Staff recommends approval of the design recommendation for the Silverbell Animal Medical Center subject to recommended conditions. RECOMMENDED CONDITIONS OF APPROVAL 1. The metallic roof color is changed to "champagne" with the fascia color matching the wall. 2. "Wire mesh filled with stone" not to be used on the building walls but could be used as a pillar. SUGGESTED MOTION I move to approve Resolution No. 2007-218. 120407 Silverbell Animal Medical Center SRCOD Design Review DPR-06106.doc MARANA RESOLUTION NO. 2007-218 RELATING TO DEVELOPMENT; RATIFYING DESIGN APPROVAL FOR THE DEVELOPMENT KNOWN AS SILVERBELL ANIMAL MEDICAL CENTER. WHEREAS, the Town of Marana approved and adopted the overlay district for the Silverbell Road Corridor Overlay District on December 16, 2003 (Ordinance No. 2003.27), located within the corporate boundaries of the Town of Marana, Arizona; and WHEREAS, Dr. Kim Perkins is the owner of approximately 2.2 acres generally located on the eastside of Silverbell Road approximately 0.5 miles north of Cortaro Road, within a portion of Section 27, Township 12 South, and Range 12 East; located within the Silverbell Road Corridor Overlay District, and has applied to the Town of Marana for design review approval for a veterinary center; and WHEREAS, the Manager's Design Review Committee met on November 7, 2007 and recommended approval of the Silverbell Animal Medical Center; and WHEREAS, the Mayor and Council have considered the application at the regular Town Council meeting held December 4, 2007 and has determined that the recommendation of approval by the Silverbell Road Corridor Overlay District Manager's Design Review Committee for Silverbell Animal Medical Center should be ratified. NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana, Arizona, that the recommendation of the Manager's Design Review Committee regarding the design for the Silverbell Animal Medical Center is hereby ratified with the following conditions: 1. The metallic roof color is changed to "champagne" with the fascia color matching the wall. 2. "Wire mesh filled with stone" not to be used on the building walls but could be used as a pillar. PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 4th day of December, 2007. ATTEST: ED HONEA, Mayor APPROVED AS TO FORM: Jocelyn C. Bronson, Town Clerk Frank Cassidy, Town Attorney The Silverbell Animal Medical Center exhibits are on file and available for viewing from 8:00 a.m. to 5:00 p.m. Monday through Friday excluding holidays, at the office of the Town Clerk, 115 5 5 W. Civic Center Drive, Marana, AZ 85653. N 0 TOWN COUNCIL MEETING TOWN OF MARANA 11 M J?ANA 7 INFORMATION 4,71zo"h (i MEETING DATE: December 4, 2007 AGENDA ITEM: J. 7 TO: MAYOR AND COUNCIL FROM: Paul R Popelka, RLA/AICP, Planner III SUBJECT: PUBLIC HEARING. Resolution No. 2007-219: Relating to Development; approving and authorizing the 2007 Marana General Plan. DISCUSSION Plannine Commission Hearin A public hearing for this case was held at the November 14, 2007, Planning Commission meeting. The Planning Commission voted 6-0 (Commissioner Schisler was excused) to recommend approval to the Town Council. Backp,round This is a request for approval of a General Plan Amendment updating the 2003 Marana General Plan. The 2003 plan has been updated in conformance with Arizona's Growing Smarter and Growing Smarter Plus Legislation, which requires municipalities of Marana's size to adopt a General Plan that provides an implementation and phasing strategy for the vision and goals of the community with specific plan element and public participation requirements. The legislation requires an update with public ratification every ten years, due in 2013 for Marana. This 2007 General Plan is a five year update that does not require public ratification for approval. One requirement of the legislation is the formal adoption of a Public Participation Plan that guides public input efforts. Developed by staff early this year, the Public Participation Plan was adopted by Mayor and Council in March 2007 and is included in the 2007 Marana General Plan as an appendix item. In early September, Staff distributed a draft document to adjacent jurisdictions (Pinal County, Pima County, City of Tucson and the Town of Oro Valley) and, several reviewing state, regional, and local agencies for formal comment. Those agencies were given opportunity to comment within 60 days for formal review and comment. Comments from several Agencies have been incorporated into the General Plan. Public outreach over the past several months has included focus group meetings with groups from mining, agriculture and ranching, development, Southern Arizona Homebuilders Association, utility companies, the Chamber of Commerce, and the Metropolitan Pima Alliance. Several meetings have also been held with the Habitat Conservation Plan Stakeholders Working Group, the Economic and Business Development Commission, the Affordable Housing Commission, and the Parks and Recreation Commission. Information has been sent to all HOA's for publication in their newsletters, and open houses for the general public were held in 120407 Marana General Plan 2007 TC September and October. The General Plan website has been maintained with information and a comment box for direct feedback to Town staff. Public Notification A public notice for the hearing was published in the newspaper as well as posted at various locations around the Town. MARANA GENERAL PLAN 2007 The General Plan includes an Introduction, ten Plan Elements, Implementation and Appendices. Each of these sections has been updated from the 2003 General Plan, and although much of that plan remains valid, there have been many changes in the 2007 General Plan. A brief summary of each section follows. Introduction Overview of the General Plan and review of the Town Vision - Orderly Growth, Economic Opportunity, and Community Values - originally formed in the 1997 General Plan. Land Use Definition of the expanded Planning Area, updates to population and existing land use, and projections for future land use within the Planning Area. Goals emphasize sustainability, preservation of significant natural areas, and diversity and quality in development and neighborhoods. Circulation Update of changes in planning the future circulation network based on land development activity and newly proposed interchanges along 1-10. Goals emphasize a logical system to meet future mobility needs for moving people and goods, including options for roads, mass transit, bicycle and pedestrian improvements. Growth Areas Definition of those areas best suited for growth so that land development, circulation, infrastructure and preservation of natural resources all work together to create sustainable patterns of development. Public Facilities and Services Summary of facilities and services from the Town, like roads, water, and police protection, as well as from quasi-public agencies like schools and fire districts. Goals in this element call for clear planning for future needs, partnerships with other providers, expanding our water and wastewater systems, and public safety. Cost of Development Emphasis on the costs of providing public facilities and services and the funding sources for those costs, including developer provided improvements, impact fees, improvement districts, grants, and other tools. Goals address methods and programs that meet those needs in the most efficient and fiscally responsible ways. 120407 Marana General Plan 2007 TC Environment Emphasis on the natural resources - land, air, and water - and cultural resources of the community. Air quality, water quality, protection of cultural resources, and preservation of environmental quality are balanced with growth and development. The goals are about protecting, conserving, and making the best sustainable use of available resources. Recreation and Open Space Summary of recreation facilities and programs, trails, and preservation of open space. The goals again address protection of natural open spaces as well as provision of an extensive system of parks, trails, and recreation programs to serve the community. Water Resources Summary of programs for potable and non-potable water to meet population growth and development. Important aspects of water resources include water sources, reuse and recharge for long range, sustainable programs for water use. Goals address sustainable use of water, conservation, water quality, reuse, and recycling. Economic Development Emphasis on all aspects of economic development, targeting specific needs in housing and employment diversity, business and industrial job centers, tourism, retail, infrastructure, health care and education. The goals outline strategies for supporting existing and new business development and tourism. Housing Definition of the value and availability of diversified housing choices and neighborhoods for all residents of the community. Goals emphasize quality, diversity, and affordability of new and existing housing. Implementation Review of basic functions of the General Plan and a comprehensive outlay of the steps required to implement each recommendation of the plan. The Action Plan defines on-going, short-term, mid-term, and long-term strategies for programs like circulation and annexation. Each goal, policy, and action is assigned a responsible party and time frame for implementation. Appendix Detailed information on the Public Participation Plan, a section with data and development plans for all specific plans in the community, updated Land Use Decision Keys and Glossary. CONCLUSION Staff would like to extend thanks to all Town departments, the Planning Commission, Town Council, and all the interested citizens and groups that contributed to this effort. 120407 Marana General Plan 2007 TC ATTACHMENTS Printed copies of the Marana General Plan 2007 (dated November 20, 2007) were distributed at the November 20, 2007 Town Council meeting and are not included in this packet. RECOMMENDATION Staff recommends approval of Resolution No. 2007-219, the 2007 update and amendment to the Town of Marana General Plan. SUGGESTED MOTION I move to approve Resolution No. 2007-219. 120407 Marana, General Plan 2007 TC MARANA RESOLUTION NO. 2007-219 RELATING TO DEVELOPMENT; APPROVING AND AUTHORIZING THE 2007 MARANA GENERALPLAN. WHEREAS, the Town of Marana approved and adopted the current Marana General Plan on November 5, 2002 (Resolution 2002-123); and WHEREAS, in 1998 and 2000 the Arizona Legislature adopted the Growing Smarter Act and Growing Smarter Plus Act requiring Arizona cities and counties to prepare, adopt, and update General Plans; and WHEREAS, in order to evaluate and subsequently respond to changing growth issues, Marana has updated its current General Plan in compliance with the Growing Smarter legislation; and WHEREAS, the Town of Marana has disclosed the Town's update draft to jurisdictional reviewing agencies as well as citizens, business owners, community stakeholders, and other private and public entities of interest in conformance with the State Legislation and in a manner conducive to fostering public participation and comprehensive planning; and WHEREAS, on November 14, 2007, after holding the required public hearing, the Planning Commission of the Town of Marana, Arizona, considered the document known as "Town of Marana General Plan 2007" for adoption as the Marana General Plan, and unanimously recommended adoption of said plan for use as the Marana General Plan; and WHEREAS, the Town Council of the Town of Marana, Arizona, held a public hearing on December 4, 2007 on the Marana General Plan to obtain input on said plan, and believes that the adoption of the Marana General Plan is in the best interest of the citizens of the Town of Marana, Arizona. NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Marana, Arizona, that the Marana General Plan 2007 be approved. Marana Resolution No. 2007-219 Page I of 2 PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 4th day of December 2007. ATTEST: Jocelyn C. Bronson Town Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney Ed Honea, Mayor Marana Resolution No. 2007-219 Page 2 of 2 N TOWN COUNCIL TOWN OF MARANA MEETING I MARANA 7 INFORMATION MEETING DATE: December 4, 2007 AGENDAITEM: J. 8 TO: MAYOR AND COUNCIL FROM: Kevin Kish, AICP, Planning Director SUBJECT: Ordinance No. 2007.30: Relating to Annexation; annexing into the corporate limits of the Town of Marana that territory known as Trico-Marana Revised Annexation comprised of approximately 526 acres of land within Pima County. DISCUSSION This annexation of approximately 526 acres extends to Trico Road to the west, approximately3/4of a mile south of Hardin Road to the north, approximately V4 of a mile north of Trico-Marana Road to the south and to the existing Town of Marana boundary to the east. All notification requirements have been properly complied with for this annexation as set forth in A.R.S. § 9-471. The Blank Petition was recorded with the Pima County Recorders Office on October 30, 2007. The Town Council conducted a public hearing for this annexation on November 20, 2007. The property proposed for annexation is in two ownerships, 5KG Investment Company LLC and Pima County. A portion of the property owned by Pima County houses the wastewater treatment facility. The Town has received signed petitions representing over 50% of the property owners and over 50% of the real and personal property value. The 526 acres is zoned Rural Homestead (RH) in Pima County and will translate to the Town of Marana zoning designation of RD-180 (Single Family Residential with a minimum lot size of 180,000 square feet). Arizona Revised Statutes requires the Council to approve a plan, policy or procedure that will provide the annexed territory with appropriate levels of infrastructure and services to serve the new development within ten years of the annexation becoming final. Currently this area has in very close proximity to electric, water and wastewater facilities. All of which could be connected to with minimal impact. Staff is now requesting Council action adopting and finalizing this annexation. ATTACHMENTS Official map and legal description of the annexation area; map showing the area in context with the current Town limits. RECOMMENDATION Staff recommends approval of this annexation. SUGGESTED MOTION I move to adopt Ordinance No. 2007.30. 120407 Trico-Marana Revised Annexaton Mdoc MARANA ORDINANCE NO. 2007.30 RELATING TO ANNEXATION; ANNEXING INTO THE CORPORATE LIMITS OF THE TOWN OF MARANA THAT TERRITORY KNOWN AS TRICO-MARANA REVISED ANNEXATION COMPRISED OF APPROXIMATELY 526 ACRES OF LAND WITHIN PIMA COUNTY. WHEREAS, petitions, in writing, accompanied by a map or plot of said real property sought to be annexed have been filed and presented to the Mayor and Council of the Town of Marana, Arizona, signed by the owners of more than fifty percent of the value of the real and personal property and more than fifty percent of the persons owning real and personal property that would be subject to taxation by the Town of Marana as shown by the last assessment of said property, said property being contiguous to the Town of Marana, and not now embraced within its limits, asking that the property be annexed into the Town of Marana, and to extend and increase the corporate limits of the Town of Marana so as to embrace same; and WHEREAS, the Mayor and Council of the Town of Marana, Arizona, desire to approve the annexation petitions and extend and increase the corporate limits of the Town of Marana to include said territory, which is approximately 526 acres; and WHEREAS, the Trico-Marana Revised annexation is an area within portions of Sections 14 and 23, Township 11 South, Range 10 East, of the Gila and Salt River Base and Meridian, Pima County, Arizona; and WHEREAS, the petitions set forth a true and correct description of all the exterior boundaries of the entire area proposed to be annexed to the Town of Marana and had attached thereto at all times an accurate map of the territory desired to be annexed; and WHEREAS, no alterations increasing or reducing the territory sought to be annexed have been made after the petition was signed by any owner of real and personal property in such territory; and WHEREAS, the zoning classification on the property prior to annexation was "Pima County Zone RH" (Rural Homestead). In order to establish original Town of Marana zoning without permitting densities or uses that are greater than those permitted in Pima County, the properties will translate to the RD-180 zone (Single Family Residential) in the Town of Marana's Land Development Code; and --Page I of 2-- WHEREAS, the provisions of A.R.S. § 9-471, and amendments thereto, have been fully observed; and WHEREAS, proper and sufficient certification and proof of the foregoing facts are now on file in the office of the Town Clerk of the Town of Marana, together with a true and correct copy of the original petition referred to herein, which is on file in the office of the County Recorder. NOW, THEREFORE, BE IT ORDAINED by the Mayor and Council ofthe Town of Marana, Arizona that: The territory known as the Trico-Marana Revised annexation is annexed into the Town of Marana and that the present corporate limits are extended and increased to include the described area. 2. A copy of this Ordinance, together with an accurate map of the territory hereby annexed to the Town of Marana, certified by the Mayor of the Town, shall be forthwith filed and recorded in the office of the County Recorder of Pima County, Arizona. 3. The zoning classifications of "Pima County Zone RH" (Rural Homestead) within the annexed area is hereby changed to "Town of Marana Zone RD- 180" (Single Family Residential). 4. On file in the office of the Town Clerk of the Town of Marana, Arizona, are those certain documents, known as Exhibits A and B, which are recorded and hereby referred to, adopted, and made a part of this Ordinance, describing and illustrating the Trico-Marana Revised Annexation area. PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 4'h day of December, 2007. ATTEST: Mayor Ed Honea Jocelyn C. Bronson, Town Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney --Page 2 of 2-- EXHIBIT A Proposed Annexation: The Southeast Quarter of the Southeast Quarter of Section 14, Township 11 South, Range 10 East, Gila and Salt River Base Meridian, Pima County, Arizona; and, The North Half and the North Half of the South Half of Section 23, Township I I South, Range 10 East, Gila and Salt River Base Meridian, Pima County, Arizona. INCLUDING the adjacent right-of-way of Trico Road. (00006742.DOC /) Exhibit B I w O-MARANA K -i Proposed Annexation Area ...... Marana Town Limits N -4 ?E 0 700 1,400 mmmn==?? Feet S TOWN COUNCIL MEETING TOWN OF MARANA 11 A A 7 INFORMATION MEETING DATE: December 4, 2007 AGENDAITEM: J. 9 TO: MAYOR AND COUNCIL FROM: Frank Cassidy, Town Attorney SUBJECT: Resolution No. 2007-220: Relating to Development; adopting a notice of intent to enter into a retail development tax incentive agreement for the Marana Spectrum project proposed to be lo- cated at the southeast quadrant of Interstate 10 and the future Twin Peaks/Linda Vista interchange. DISCUSSION A.R.S. § 9-500.1 l(K) requires a city or town to adopt a notice of intent to enter into a retail de- velopment tax incentive agreement at least 14 days before approving the agreement. Staff plans to bring to the Council for its consideration at the December 18, 2007 meeting a retail develop- ment tax incentive agreement for the Marana Spectrum development project located in the southeast quadrant of the Interstate 10 and the future Twin Peaks/Linda Vista interchange. The current draft of the proposed Marana Spectrum Development Agreement, which contains the re- tail tax incentive which brings it within the purview of the statute, is attached. It provides for reimbursement of 45% of the retail sales tax generated from the Marana Spectrum project begin- ning after substantial improvements have been completed and continuing until the earlier of 15 years after completion of the interchange, the 20th anniversary of the agreement, or when $30,000,000 has been reimbursed to the developer. Additional details and information will be provided when this item is fonnally brought to Council for consideration on December 18. RECOMMENDATION Staff recommends adoption of Resolution No. 2007-220, adopting the notice of intent to enter into the Marana Spectrum Development Agreement. FINANCIAL IMPACT None ATTACHMENT Draft of Marana Spectrum Development Agreement. SUGGESTED MOTION I move to adopt Resolution No. 2007-220. fOO007029.DOCI) FJClcds 11120107 MARANA RESOLUTION NO. 2007-220 RELATING TO DEVELOPMENT; ADOPTING A NOTICE OF INTENT TO ENTER INTO A RETAIL DEVELOPMENT TAX INCENTIVE AGREEMENT FOR THE MAR-ANA SPECTRUM PROJECT PROPOSED TO BE LOCATED AT THE SOUTHEAST QUADRANT OF INTERSTATE 10 AND THE FUTURE TWIN PEAKS/LINDA VISTA INTERCHANGE. WHEREAS Town staff is completing its negotiations with respect to the terms of a proposed retail development tax incentive agreement for the Marana Spectrum development project, to be located in the southeast quadrant of Interstate 10 and the future Twin Peaks/Linda Vista interchange; and WHEREAS A.R.S. § 9-500.11 (K) requires a city or town to adopt a notice of intent to enter into a retail development tax incentive agreement at least 14 days before approving the agreement; and WHEREAS Town staff anticipates that it will bring the proposed Marana Spectrum development agreement to Town Council for its consideration at the December 18, 2007 meeting. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, that this notice of intent is hereby adopted to enter into the Marana Spectrum development agreement, a retail development tax incentive agreement, no earlier than December 18, 2007. PASSED AND ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, this 4th day of December, 2007. Mayor Ed Honea ATTEST: Jocelyn C. Bronson, Town Clerk APPROVED AS TO FORM: Frank Cassidy, Town Attorney {0000703 LDOC /) 1112 0/0 7 FJClcds MARANA SPECTRum DEVELOPMENT AGREEMENT TowN OF MARANA., ARiZONA This Development Agreement (this "Agreement") is entered into by and between the TOWN OF MARANA, an Arizona municipal corporation (the "Town") and Kimco BARCLAY MARANA, L.P., a Delaware limited partnership (the "Owner/Developer"). The Town and the Owner/Developer are collectively referred to in this Agreement as the "Parties," and each is sometimes individually referred to as a ?6party." RECITALS A. Owner/Developer was formed and exists for the purposes of owning and developing approximately 170 acres of real property located within the corporate limits of the Town (the "Property"). B. Owner/Developer intends and desires to develop a regional lifestyle/entertaim-nent/power retail shopping center on the Property containing approximately 1,200,000 square feet (the "Development"). C. The Property and the proposed Development were included in and subject to the provisions of the Marana Spectrum Specific Plan (the "Marana Spectrum Plan"), approved by the Town on August 7, 2007 pursuant to Ordinance No. 2007.19. D. The Property is legally described in Exhibit A attached to this Agreement. E. The Town and Owner/Developer desire to establish certain agreements regarding the Development pursuant to A.R.S. § 9-500.05 and certain agreements in connection with development activities for the economic benefit of the Town pursuant to A.R.S. § 9-500.11 upon and in accordance with the terms and conditions set forth in this Agreement. F. The Development is consistent with the Town's long-term economic development strategies and is expected to create a source of significant tax revenue for the Town for many years. G. The Development will have a substantial positive economic impact on the Town because it is expected to provide diverse commercial and retail service opportunities consistent with the businesses targeted by the Town. The facilities to be constructed as part of the Development are expected to produce a significant number of new jobs and generate substantial sales tax revenues. Consequently, the short-term and long-term benefits of the Development will offset and significantly outweigh the costs of the reimbursements provided by the Town under this Agreement. H. The Development will provide significant intangible benefits to the Town as a retail lifestyle/entertainment/power center and may also include mixed use, hotel, office and residential components. 100006071.DOC / 21 11/7/20075:09PM MARANA SPECTRum DEVELOPMENT AGREEMENT - 1 - 1. The Development is in compliance with the Town's adopted and approved General Plan (as defined in A.R.S. § 9-461). J. 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. Because of its location and typography, the Development will entail significant atypical additional offsite and site costs requiring reimbursement for feasible development. K. In approving this Agreement, the Town Council has found and determined that certain activities relating to the Development are economic development activities within the meaning of A.R.S. § 9-500.11, that all expenditures by the Town pursuant to this Agreement constitute the appropriation and expenditure of public monies for and in connection with economic development activities and that it is appropriate to provide Owner/Developer with the reimbursement in this Agreement as an inducement to cause Owner/Developer to construct, own and operate the Development in the Town. L. The Town adopted a notice of intent to enter into this Agreement not less than 14 days before the Town Council approved this Agreement, in compliance with A.R.S. § 9-500.11. M. The Town Council finds that the Development will raise more revenue for the Town than the amount of the reimbursements to the Owner/Developer within the duration of this Agreement. N. An independent third party not financed by the Owner/Developer has verified the Town Council's finding that the Development will raise more revenue for the Town than the amount of the reimbursements to the Owner/Developer within the duration of this Agreement. 0. The Town Council finds that in the absence of the reimbursements to the Owner/Developer provided pursuant to this Agreement, the Development would not locate in the Town in the same time, place or manner as it will with the reimbursements to the Owner/Developer. P. The Owner/Developer will incur out-of-pocket public infrastructure construction costs and will make certain contributions for public infrastructure and environmental mitigation in the immediate vicinity of and directly benefiting the Development. Q. The reimbursements to the Owner/Developer provided pursuant to this Agreement are intended to reimburse the Owner/Developer for its out-of-pocket public infrastructure construction costs and public infrastructure and environmental mitigation contributions and related interest and carrying costs, as described more specifically in this Agreement. AGREEmENT NOW, THEREFORE, in consideration of the mutual promises made in this Agreement, the Parties agree as follows: Article 1. Background 1.1. Incorporation of the Recitals. The foregoing Recitals are incorporated here by this reference. (00006071.DOC / 2) 11/7/20075:09PM MARANA SpEcTRum DEVELOPMENT AGREEMENT -2- 1.2. Proposed Uses. The Development is a retail center planned to accommodate a range of differing but complementary retail-related land uses on an integrated and master-planned basis. Typical uses envisioned in the center include destination and major anchor retailers not otherwise found or clustered in the Town, lifestyle and other retail shops, restaurants, entertainment facilities, national electronic and other hard goods retailing, financial institutions and other service businesses, landscaping, and distinctive common areas. The Development may also include mixed use, hotel, office and residential components. Overall, the Development, which will have a unique regional draw, will create substantial additional sales tax revenues for the Town, will assist in the creation or retention of jobs and will otherwise improve or enhance the economic welfare of the residents of the Town by bringing customers to the Development from the Town and surrounding communities. Exhibit B attached to this Agreement is a conceptual description of the master site plan for the Development. This master site plan will be updated in accordance with paragraph 2.3.2 below. 1.3. Definitions. The following definitions shall apply to this Agreement: 1.3.1. "Anchor Tenant" means a retailer occupying more than 80,000 square feet of building area. 1.3.2. "Anchor Tenant Parcel" means any parcel in the Development owned, leased or operated by an Anchor Tenant. 1.3.3. "Construction Sales Tax Revenues" mean those portions of the Town's transaction privilege taxes (currently 4%) generated pursuant to Section 8-415 or 8-416 of the Marana Tax Code from construction contracting or speculative builder activities occurring on the Property. 1.3.4. "Developer Parcel" means any portion of the Property other than the Anchor Tenant Parcels. 1.3.5. The "Development" is defined in recital B above and described in Exhibit B and in paragraph 1.2 above. 1.3.6. "Development Regulations" is defined in paragraph 2.1 below. 1.3.7. "Initial Development Plan" is defined in paragraph 2.3.1 below. 1.3.8. "Initial Minimum Improvements" is defined in paragraph 2.3.1 below. 1.3.9. "Interchange" means the currently planned freeway bridge and related ramps commonly referred to as the "Twin Peaks TI," consisting of the approaches and interchange system at approximately milepost 245 of Interstate 10, connecting Interstate 10 to Camino de Mafiana adjacent to the Property. 1.3.10. The "Marana Spectrum Plan" is the Marana Spectrum Specific Plan, approved by the Town on August 7, 2007 pursuant to Ordinance No. 2007.19 (see recital C above). . 1.3.11. "Interest" or "Interest Rate" means interest on the applicable obligation or sum at the rate of 6.5% per annum. 1.3.12. "Maximum Reimbursement Amount" means Thirty Million Dollars ($30,000,000). f00006071DOC / 2) 11/7/20075:09PM MAR-ANA SPECTRUm DEVELopmENT AGREEMENT -3- 1.3.13. The "Property" is defined in recital A above and described in Exhibit A attached to this Agreement. 1.3.14. "Public Improvements" means the improvements described on Exhibit C attached to this Agreement (see paragraph 3.1 below). 1.3.15. "Public Improvement Costs" means all costs, expenses, fees and charges actually incur-red and paid by or on behalf of Owner/Developer to contractors, architects, engineers, surveyors, governmental agencies, other professionals and consultants, and other third parties for materials, labor, planning, design, engineering, surveying, site excavation and preparation, governmental permits and payments, payment and performance bonds, other professional services, and all other costs and expenses related or incidental to and reasonably necessary for, the acquisition, improvement, construction, installation, or provision of the Public Improvements, together with all costs associated with the acquisition of lands, rights- of-way and easements either to be dedicated to the Town or upon which Public Improvements are to be constructed, with Interest as provided in this Agreement. 1.3.16. "Reimbursement Account" means a separate account within the Town's General Fund or accounted for by an appropriate book or ledger entry designation for the purpose of making Reimbursement Payments (see paragraph 6.2 below) 1.3.17. "Reimbursement Payments" is defined, in paragraph 6.4 below. 1 1.3.18. "Sales Tax Revenues" means that portion of the Town's transaction privilege taxes (currently 2%) generated from the following activities occurring on the Property: 1.3.18. 1. Amusements, exhibitions and similar activities pursuant to Section 8-410 of the Marana Tax Code. 1.3.18.2. Hotels pursuant to Section 8-444 of the Marana Tax Code. 1.3.18.3. Rentals pursuant to Section 8-445 of the Marana Tax Code. 1.3.18.4. Restaurants and bars pursuant to Section 8-455 of the Marana Tax Code. 1.3.18.5. Retail sales pursuant to Section 8-460 of the Marana Tax Code. References to sections of the existing Marana Tax Code shall include corresponding sections of successor codes. Article 2. Development of the Property. 2.1. Development Regulations. The development of the Property shall be governed by the underlying zoning or land use designation and the standards provided for in the Marana Spectrum Plan, including the Owner/Developer's design and development standards and guidelines, as clarified and supplemented by this Agreement. The Marana Development Code, including the written rules, regulations, substantive procedures, and policies relating to development of land, adopted or approved by the Mayor and Council (collectively the "Marana Development Code") in effect on the effective date of the Marana Spectrum Plan shall apply to the extent not covered by the Marana Spectrum Plan or this Agreement. In the event of any express conflict, the terms of this Agreement and the Marana Spectrum Plan shall control over the Marana Development Code. For purposes of this Agreement, the underlying zoning or, land use designation shall mean full development, exclusive of voluntary limitations or restrictions, under the controlling underlying zoning or land use designation included in the Marana 100006071.DOC / 21 11/7/20075:09PM MAKANA SPECTRUM DEVELOPMENT AGREEMENT -4- Spectrum Plan, and if not so covered, under the Marana Development Code. All signage and lighting standards shall be governed exclusively by the Marana Spectrum Plan for a period of five years from the Effective Date of this Agreement. Anything else in this Agreement to the contrary notwithstanding, the Town shall not apply any ordinances enacted after the Effective Date of this Agreement which impose special limitations or restrictions on the development of single user retail facilities in excess of a certain size limitation (such as 100,000 square feet or more of retail space) for retail facilities on the Property. The immediately preceding sentence shall terminate on the tenth anniversary of the Effective Date of this Agreement. The requirements of this paragraph are collectively referred to as the "Development Regulations." 2.2. Development Review. The Property shall be developed in a manner consistent with the Development Regulations and this Agreement, which together establish the basic land uses, and the densities, intensities and development regulations that apply to the land uses authorized for the Property. Upon the Owner/Developer's compliance with the applicable development review and approval procedures and substantive requirements of the Development Regulations, the Town agrees to issue such pen-nits or approvals for the Development as may be requested by the Owner/Developer. 2.3. Initial Development Plan. As a condition precedent to the Owner/Developer's right to receive and the Town's obligation to make Reimbursement Payments under Article 6 of this Agreement, and not as a separate obligation, within 36 months of the date the Interchange is completed by the Arizona Department of Transportation and first open for vehicular traffic and use by the general public, the Owner/Developer shall prepare and submit to the Town the following: 2.3. 1. A development plan (the "Initial Development Plan") for the initial construction of the Development, consisting of at least 120,000 square feet of retail building space and related parking, supporting infrastructure and amenities (the "Initial Minimum Improvements"). 2.3.2. An updated revised conceptual master site plan for the entire Development. 2.4. Minimum Construction Obligation. As a condition precedent to the Owner/Developer's right to receive and the Town's obligation to make Reimbursement Payments under Article 6 of this Agreement, and not as a separate contractual obligation, the Owner/Developer shall obtain building permits for and begin construction of the Initial Minimum Improvements in a manner consistent with the Initial Development Plan within twelve months after the later of (i) the Town's approval of the Initial Development Plan or (ii) the Interchange is completed by the Arizona Department of Transportation and first open for vehicular traffic and use by the general public. 2.5. Cooperation. The Parties shall cooperate and share information and plans for the construction of the Interchange and the construction of the Development, to assure coordination between the Interchange construction and the development of the Development. This coordination and information sharing shall include, without limitation, the Interchange height, scope, ramps and curb cuts. 2.6. Abandonment Proceedings. The Town agrees to timely begin and diligently pursue abandonment proceedings pursuant to A.R.S. § 28-7201 et seq. to abandon the existing Linda Vista Road right-of-way to the extent it is located within the Development to the new alignment 100006071.DOC / 21 11/7/20075:09PM MARANA SPECTRum DEVELOPMENT AGREEMENT -5- shown on the development plans for the Development. Owner/Developer acknowledges the Town's obligation to proceed as required by law, including the need to address any rights of property owners and utility companies that rely on the right-of-way sought to be abandoned, and the Parties will cooperate in good faith to address those rights justly and appropriately while working toward the goal of full abandonment through the Property. 2.7. Anchor Tenant's Ability to Develop Anchor Tenant Parcel. Any Anchor Tenant may develop its Anchor Tenant Parcel independently of the development of the Developer Parcel and any other Anchor Tenant Parcel. So long as it complies with applicable Town requirements any Anchor Tenant shall be entitled to receive a building permit and certificate of occupancy for the improvements to be constructed on its Anchor Tenant Parcel, whether or not Owner/Developer shall have developed the Developer Parcel in accordance with this Agreement; provided, however, that an Anchor Tenant's right to a certificate of occupancy shall be expressly conditioned upon such Anchor Tenant's submission to and approval by the Town of a development plan consistent with the Development Regulations and completion of: (i) the building to be located on the Anchor Tenant Parcel; (ii) all other necessary improvements to the Anchor Tenant Parcel; (iii) all drives, utilities and entrances serving the improvements on Anchor Tenant Parcel; (iv) applicable amounts of perimeter sidewalks for the Development that serve the Anchor Tenant Parcel; (v) applicable amounts of appurtenant landscaping for entrances and drives located on the Developer Parcel but serving Anchor Tenant Parcel; and (vi) offsite improvements serving the Anchor Tenant Parcel set forth on the approved development plan for the Anchor Tenant Parcel and provided further that the Town's standard bonding obligations shall be enforced with respect to Anchor Tenant's completion of (i) through (vi) above. Further in the event Owner/Developer is not performing under this Agreement with reference to any obligations or improvements referenced in subparts (ii) through (vi) above, Anchor Tenant shall have the right to cure such non-performance for a period of six months from the date of the Town's written non-performance notice to Owner/Developer in accordance with paragraph 7.2 below. Article 3. Owner/Developer's Contributions for Public Improvements 3. 1. Public IMprovements Construction and Reimbursement. As a condition precedent to receiving Reimbursement Payments under Article 6 of this Agreement, and not as a separate contractual obligation, the Owner/Developer shall, in conjunction with its construction of the Development and in accordance with the State of Arizona and the Town public infrastructure construction procurement laws and procedures: 3. 1. 1. Design and construct the Public Improvements described in Exhibit C attached to this Agreement which are identified as being constructed by the Owner/Developer; and 3.1.2. Reimburse the Town, within sixty days of completion and written demand by the Town, all costs of the Public Improvements described in Exhibit C attached to this Agreement which are identified as being constructed by the Town; and 3.1.3. Pay all Public Improvement Costs as they become due. 3.2. Town Review and Approval of Plans. Except as expressly provided in this Agreement, the development and construction of the Public Improvements is subject to the Town's normal plan submittal, review and approval procedures and construction inspection requirements. 100006071.DOC / 2) 11/7/20075:09PM MARANA SPECTRUM DEVELOPMENT AGREEMENT -6- 3.3. Town Construction. The Town shall timely construct all Public Improvements identified as being constructed by the Town as set forth in Exhibit C to this Agreement. Article 4. Owner/Developer's Environmental Mitigation Contribution As a condition precedent to receiving Reimbursement Payments under Article 6 of this Agreement, and not as a separate contractual obligation, the Owner/Developer shall make a cash contribution of $456,000 to the Town to be used for acquisition of environmentally sensitive lands for the preservation of species native to the general area of the Development. Article 5. Owner/Developer's Payment of Development Impact Fees 5.1. Water Im ees adopted by the Town pact Fees. The only Town development impact f pursuant to A.R.S. § 9-463.05 and currently applicable to the Development are the Gravity Storage and Renewable Water Resource Fee and the Water System Infrastructure Impact Fee, adopted by Marana Ordinance No. 2005.25. 5.2. Other Lmpact Fees. Except as specifically provided in the first sentence of paragraph 5.1 above, no surcharge, development fees or impact fees, exactions or impositions of any kind whatsoever for water, sewer, utilities, streets or other transportation systems, parks, preserves, stonn sewers, flood control, public safety or other public services or any other infrastructure cost or expense shall be chargeable to the Owner/Developer or to any owner, lessee or occupant of the Development until the ninth anniversary of the Effective Date of this Agreement. Article 6. Town Reimbursement to Owner/Developer 6.1. Maximum Reimbursement Amount. The Maximum Reimbursement Amount shall be Thirty Million Dollars ($30,000,000), which is the Parties' good faith current estimate of the sum of the following: 6. 1. 1. The Owner/Developer's Public Improvement Costs and reimbursements to the Town for Public Improvements (see Article 3 and paragraph 1.3.15 above). 6.1.2. The Owner/Developer's cash contribution to the Town for acquisition of environmentally sensitive lands (see Article 4 above). 6.1.3. The total amount of all development impact fees actually charged to the Development and paid by the Owner/Developer or any other owner, tenant or occupant of the Development (see Article 5 above). 6.1.4. Interest on the foregoing amounts at the Interest Rate. 6.2. Reimbursement Account. The Town shall deposit into the Reimbursement Account 45% of the Sales Tax Revenues (see paragraph 1.3.18 above) as they are received from the Arizona Department of Revenue, beginning with the first such revenues generated from the Property and ending upon the earlier of the following: 6.2. 1. The expiration of this Agreement. 6.2.2. When the total cumulative amount deposited in the Reimbursement Account equals the Maximum Reimbursement Amount. Such amounts shall be reimbursed to the Owner/Developer pursuant to paragraph 6.4 below. (00006071.DOC / 2) 11/7/20075:09PM MARANA SPECTRum DEVELOPMENT AGREEMENT -7- 6.3. No Reimbursement Out of Construction Sales Tax Revenues. No portion of any reimbursement under this Article shall consist of Construction Sales Tax Revenues (see paragraph 1.3.3 above). 6.4. Reimbursement Poments. The Town shall pay to the Owner/Developer within the first 45 days of each calendar quarter all funds in the Reimbursement Account ("Reimbursement Payments"), beginning the first calendar quarter after the later of (i) Town's issuance of the certificate of occupancy for the last building constructed as the Initial Minimum Improvements as shown on the Initial Development Plan (see paragraph 2.3.1 above) or (ii) the Owner/Developer's satisfaction of all conditions precedent to receiving Reimbursement Payments as set forth in this Agreement. Any funds accrued in the Reimbursement Account but not yet disbursed to the Owner/Developer upon the expiration of this Agreement shall be paid to Owner/Developer within thirty days after the expiration of this Agreement. 6.5. Owner/Developer Audit. Not more than once each calendar year, the Owner/Developer may, at its own cost, audit Town sales tax returns and other appropriate financial records of the Town to assure prompt and accurate deposit into the Reimbursement Account of all revenues as required pursuant to this Agreement. 6.6. Annual Rpport. Within 45 days following the end of each Town fiscal year, the Town shall deliver to the Owner/Developer a report of all Sales Tax Revenues generated by or attributable to the Development which have been utilized by the Town in determining the amount deposited into the Reimbursement Account. 6.7. Limitations. During the Tenn of this Agreement, the Town shall not enter into any agreement or transaction which impairs the rights of Owner/Developer under this Agreement, including, without limitation, the right to receive the Reimbursement Payments and the proceeds of the Reimbursement Account in accordance with the procedures established in this Agreement. Article 7. Cooperation and Alternative Dispute Resolution. 7.1. Appointment of Rgpresentatives. To further the commitment of the Parties to cooperate in the progress of the Development, the Town and the Owner/Developer each shall designate and appoint a representative to act as a liaison between the Town and its various departments and the Owner/Developer. The initial representative for the Town (the "Town Representative") shall be the Planning Director, and the initial representative for the Owner/Developer shall be Trey Eakin or a replacement to be selected by the Owner/Developer. 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. 7.2. Non-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 8.29 below to the Non-Perfon-ning 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 (i) twenty 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) thirty 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 thirty days, then such longer period as may be reasonably (00006071.DOC / 2) 11/7/20075:09PM MARANA SPECTRUM DEVELOPMENT AGREEMENT -8- required, provided and so long as the cure is promptly commenced within thirty 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 Article. The Parties agree 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 Owner/Developer'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. 7.3. Mediation. If there is a dispute under this Agreement which the Parties cannot resolve between themselves, the Parties agree that there shall be a forty-five 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 Owner/Developer 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 Owner/Developer 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 Owner/Developer. The results of the mediation shall be nonbinding on the Parties, and any Party shall be free to initiate arbitration after the moratorium. 7.4. Arbitration. After mediation, as provided for in this Article, any dispute, controversy, claim or cause of action arising out of or relating to this Agreement shall be settled by submission of the matter 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. Article 8. General Terms and Conditions. 8. 1. Tenn. This Agreement shall become effective upon its execution by all the Parties and the effective date of the resolution or action of the Town Council 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 December 31 immediately following the earlier of (i) the twentieth anniversary of the Effective Date and (ii) the fifteenth anniversary of the date the Interchange is completed by the Arizona Department of Transportation and first open for vehicular traffic and use by the general public. The Town at its option may record a document in the office of the Pima County Recorder which states the date the Interchange was completed by the Arizona Department of Transportation and first open for vehicular traffic and use by the general public. 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. (00006071.DOC / 21 11/7/20075:09PM MARANA SPECTRUM DEVELOPMENT AGREEMENT -9- 8.2. 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/Developer of the non-performance 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. 8.3. 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 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 and not by the jury. Nothing in the use of the word "lawsuit" in the preceding sentence shall constitute a waiver of paragraph 7.4 above, requiring disputes to be resolved by binding arbitration. 8.4. Countgoarts. 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 the counterparts and attached to a single instrument so that the signatures of all Parties may be physically attached to a single document. 8.5. Headinas. The descriptive headings of this Agreement are intended to be used to assist in interpreting the meaning and construction of the provisions of this Agreement. 8.6. Recitals. The recitals set forth at the beginning of this Agreement are hereby acknowledged, confirmed to be accurate and incorporated here by reference. 8.7. Exhibits. Any exhibit attached to this Agreement shall be deemed to have been incorporated in this Agreement by reference with the same force and effect as if fully set forth in the body of this Agreement. 8.8. Further Acts. Each of the Parties shall execute and deliver all documents and perform all acts as reasonably necessary, from time to time, to carry out the matter 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 permit approvals or revisions, and other necessary approvals relating to the Development. 8.9. Time Essence. Time is of the essence of each and every obligation by the Town and Owner/Developer under this Agreement. 8.10. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the Parties pursuant to A.R.S. § 9-500.05 (D). Owner/Developer shall retain the right to receive Reimbursement Payments as provided by paragraph 6.4 of this Agreement regardless of the status of title or ownership of any or all of the Property unless Owner/Developer expressly assigns its rights to receive the Reimbursement Payments. No assignment, however, shall relieve either party of its obligations under this Agreement, except that an assignment by Owner/Developer in connection with the transfer of title to the Property shall relieve Owner/Developer of its obligations under this Agreement if the transferee agrees to be fully bound by the provisions of this Agreement. Any assignment by Owner/Developer shall be subject to the approval of the Town, which shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, Owner/Developer may, without the Town's consent, assign this Agreement to any Affiliate of Owner/Developer, or any entity in which Owner/Developer or an Affiliate of Owner/Developer is a managing member or managing partner or any entity in which BARCLAY GROUP and Kimco DEVELOPERS, INC. are owners. As 100006071.DOC / 21 11/7/20075:09PM MARANA SPECTRum DEVELOPMENT AGREEMENT _10- used in this paragraph, the term "Affiliate" means any entity under common control with Owner/Developer. After assignment of rights as provided in this paragraph, the assignee shall receive the right to sales tax reimbursements under Article 6 of this Agreement to the extent of the assignment. 8.11. No Title Encumbrance. Notwithstanding the fact that this Agreement is being recorded in the Official Records of Pima County, it is intended that this Agreement shall not be an encumbrance upon the title of any person or entity purchasing or owning a portion of the Property, and that the terms and conditions of the Agreement are not covenants running with the land and that no person or entity is bound by (or entitled to) the burdens and benefits of this Agreement unless the burdens are expressly assumed by or the benefits are expressly assigned to that person or entity. 8.12. Lender Provisions. Notwithstanding paragraph 8.10 above, the Town is aware that financing for development, construction, and operation of the Development may be provided, in whole or in part, from time to time, by one or more third parties (collectively, "Lender"), and that Lender may request a collateral assignment of this Agreement as part of its collateral for its loan to Owner/Developer. The Town agrees that such collateral assignments are permissible without the consent of the Town. In the event of non-performance by Owner/Developer, the Town shall provide notice of non-performance to any Lender previously identified in writing to the Town at the same time notice is provided to Owner/Developer. If a Lender is permitted under the terms of its agreement with Owner/Developer to cure the non-performance and/or to assume Owner/Developer's position with respect to this Agreement, the Town agrees to recognize the rights of Lender and to otherwise permit Lender to assume such rights and obligations of Owner/Developer under this Agreement. Nothing contained in this Agreement shall be deemed to prohibit, restrict, or limit in any way the right of a Lender to take title to all or any portion of the Property, pursuant to a foreclosure proceeding, trustee's sale, or deed in lieu of foreclosure. The Town shall, at any time upon request by Owner/Developer or Lender, provide to any Lender an estoppel certificate, acknowledgement of collateral assignment, or other document evidencing that this Agreement is in full force and effect, that it has not been amended or modified (or, if appropriate, specifying the amendment or modification), and that no non-performance by Owner/Developer exists under this Agreement (or, if appropriate, specifying the nature and duration of any existing non-performance) and certifying to such other matters reasonably requested by Owner/Developer or Lender. Upon request by a Lender, the Town will enter into a separate assumption or similar agreement with the Lender consistent with the provisions of this paragraph. 8.13. No Partnership. 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/Developer and the Town. 8.14. Third Party Beneficiaries. No term or provision of this Agreement is intended to, or shall be for the benefit of any person, firrn, organization or corporation not a party to this Agreement, and no such other person, firm, organization or corporation shall have any right or cause of action under this Agreement, except that each present and future Anchor Tenant is hereby made a limited third party beneficiary with respect to paragraphs 2.7 and 8.11 of this Agreement. Any Anchor, Tenant is not made a third party beneficiary of any other term, provision or covenant contained in this Agreement. No Anchor Tenant shall have the right to enforce any provision of this Agreement except paragraphs 2.7 and 8.11. Except as provided in (00006071.DOC / 21 11/7/20075:09PM MARANA SPECTRum DEVELOPMENT AGREEMENT - 11 - paragraphs 2.7 and 8.11 of this Agreement, this Agreement is made and entered into for the sole protection and benefit of the Parties and their permitted assigns, and no person other than the Parties and their permitted assigns shall have any right of action based upon any provision of this Agreement. 8.15. Other Instruments. Each Party shall, promptly upon the request of the other, have acknowledged 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. 8.16. Imposition. of Duty by Law. This Agreement does not relieve any Party of any obligation or responsibility imposed upon it by law. 8.17. Entire Agreement. This Agreement, including the attached exhibits, constitutes the entire agreement between the Parties pertaining to the subject matter of this Agreement. All prior and contemporaneous agreements, representation and understanding of the Parties, oral or written, are hereby superseded and merged in this Agreement. 8.18. Amendments. 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 accomplish the goals expressed in the final plats or development plans governing the Property and Marana Spectrum Plan as amended and superseded 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. 8.19. Names and Plans. Subject to customary reservations by the architects and other design professionals of copyrights to plans and specifications, the Owner/Developer shall be the sole owner of all names, titles, plans, drawings, specifications, ideas, programs, ideas, designs, and work products of every nature at any time developed, formulated or prepared by or at the instance of the Owner/Developer in connection with the Property or any plans; provided, however, that in connection with any conveyance of portions of the infrastructure as provided in this Agreement such rights pertaining to the portions of the infrastructure so conveyed shall be assigned to the extent that such rights are assignable, to the appropriate governmental authority. 8.20. Good Standing, AuthoriLy. The Owner/Developer represents and warrants to the Town that it is duly formed and validly existing under the laws of the state of Delaware and is authorized to do business in the state of Arizona. The Town represents and warrants to the Owner/Developer that it is an Arizona municipal 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 authorized and empowered to bind the Party on whose behalf each such individual is signing. 8.21. Severabilit . If any provision of this Agreement is declared illegal, invalid or unenforceable, in whole or in part, under present or future laws, it shall be severed from the remainder of this Agreement, which shall otherwise remain in full force and effect. In lieu of the illegal, invalid or unenforceable provision, there shall be added automatically as part of this Agreement a provision as similar in terms to the illegal, invalid, or unenforceable provisions as may be possible and still be legal, valid, and enforceable, and this Agreement shall be deemed reformed accordingly. Without limiting the generality of the foregoing, if all or any portion of the payments required by the terms of this Agreement are determined, by a court of competent 100006071.DOC / 2) 11/7/20075:09PM MARANA SPECTRUM DEVELOPMENT AGREEMENT -12- jurisdiction in a final non-appealable judgment, to be contrary to public policy or otherwise precluded, the parties shall utilize their reasonable, best efforts to promptly restructure and/or amend this Agreement, or to enter into a new agreement to afford the Owner/Developer the economic benefits of this Agreement in light of the benefits to the Town. 8.22. 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 7.4 above, requiring disputes to be resolved by binding arbitration. 8.23. Interpretation. This Agreement has been negotiated by the Town and the Owner/Developer, 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. 8.24. Recordation. The Town shall record this Agreement in its entirety in the office of the Pima County Recorder no later than ten days after it has been executed by the Town and the Owner/Developer. 8.25. No Owner/Developer Rgpresentations. Nothing contained in this Agreement shall be deemed to obligate the Town or the Owner/Developer to commence or complete any part or all of the development of the Property. 8.26. 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. 8.27. Force Majeu . 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 an event of non-performance under this Agreement so long as such Party shall use its commercially reasonable efforts to remedy with all reasonable dispatch the event or condition causing 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 or subdivision thereof or any of their departments, agencies, or officials, or of any civil or military authority; insurrection; civil disturbances; riots; epidemics; 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 relations 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 such Party, unfavorable to a Party shall not constitute failure to use its best efforts to remedy such a condition. 8.28. Conflict of Interest. This Agreement is subject to A.R.S. § 38-511, which provides for cancellation of contracts in certain instances involving conflicts of interest. 8.29. Notices and Filings. 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, sent via overnight national courier, (00006071.DOC / 2) 11/7/20075:09PM MARANA SPECTRum DEVELOPMENT AGREEMENT -13- or sent by registered or certified United States mail, postage prepaid, if 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 Manager Town of Marana Marana Municipal Complex 115 5 5 West Civic Center Drive, A3 Marana, Arizona 85653 To Owner/Developer: Kimco BARCLAY MARANA, L.P. c/o BARCLAY GROUP VENTURE CAPITAL, L.L.C. 7702 E. Doubletree Ranch Road, Suite 220 Scottsdale, Arizona 85258 with a copy to: Kimco DEVELOPERS INC. Att'n: Dan Slattery, Executive Vice President I I I I Burlington Avenue, Suite 113 Lisle, IL 60532 and: Kimco REALTY CORPORATION Att'n: Ruth Mitteldorf 3333 New Hyde Park Road New Hyde Park, New York 11042-0020 [Remainder of page intentionally left blank.] 100006071.DOC / 21 11/7/20075:09PM MARANA SPECTRum DEVELOPMENT AGREEMENT -14- IN WITNESS WHEREOF, the Parties have executed this Agreement as of the last date set forth below their respective signatures. TOWN: THE TOWN OF MARANA, an Arizona municipal corporation By: Ed Honea, Mayor Date: ATTEST: OWNER/DEVELOPER: Kimco BARCLAY MARANA, L.P., a Delaware limited partnership By: KD MARANA 1553, INC., a Delaware corporation, its general partner By:- Name: Title:- Date: Jocelyn C. Bronson, Clerk APPROVED AS To FORM: Frank Cassidy, Town Attorney STATE OF ARIZONA) ss County of Pima The foregoing instrument was acknowledged before me on by the of KD MARANA 1553, INC., a Delaware corporation, general partner of Kimco BARCLAY MARANA, L.P., a Delaware limited partnership. My commission expires: Notary Public 100006071.DOC / 2) 11/7/20075:09PM MARANA SPECTRum DEVELOPMENT AGREEMENT -15- LIST OF EXHIBITS A. Legal description of the Property B. Conceptual description of the master site plan for the Development C. Description of the Public Improvements 100006071.DDC / 21 11/7/20075:09PM MARANA SPECTRum DEVELOPMENT AGREEMENT EXHIBIT A -16- EXHIBIT A Legal description of the Property 100006071.DOC / 21 11/7/20075:09PM MARANA SPEcTRum DEVELOPMENT AGREEMENT EXHIBIT A EXHIBIT B Conceptual description of the master site plan for the Development (00006071.DOC / 2) 11/7/20075:09PM MAR-ANA SPECTRum DEVELOPMENT AGREEMENT EXHIBIT B EXHIBIT C Description of the Public Improvements (00006071.DOC / 2) 11/7/20075:09PM MARANA SPECTRUM DEVELOPMENT AGREEMENT EXHIBIT C N 0 TOWN COUNCIL TOWN OF MARANA MEETING WANA 7 INFORMATION (i 4R12Ut0-- MEETING DATE: December 4, 2007 AGENDAITEM: K. I TO: MAYOR AND COUNCIL FROM: Erik Montague, Finance Director SUBJECT: Resolution No. 2007-221: Ordering and declaring formation of the Gladden Farms (Phase 11) Community Facilities District; approving and authorizing the execution and delivery of a District Development, Financing Participation and Intergovernmental Agreement (Gladden Farms (Phase 11) Community Facilities District). DISCUSSION This resolution authorizes the execution of a District Development, Financing Participation and Intergovernmental Agreement (Gladden Farms (Phase 11) Community Facilities District) (the "CFD Agreement") concerning matters related to the creation of the Gladden Farms (Phase 11) CFD. It also takes all steps necessary to order and declare formation of the Gladden Farms (Phase II) CFD. The Mayor and Council of the Town of Marana will serve as the Board of Directors of the Gladden Farms (Phase 11) CFD (the "CFD Board"), the Town Manager will serve as the CFD Manager, the Town Engineer will serve as the CFD Engineer, the Town Attorney will act as the CFD Attorney, and the other Town officials will act in their same capacity for the CFD. One or more of the CFD positions may eventually be contracted to outside personnel; for example, it is likely that an outside engineering form will be substituted as CFD Engineer, to accept and inspect public infrastructure acquired or constructed by the CFD. By a resolution of its own, the CFD Board will schedule an election to authorize the sale of a total of $60,000,000 in bonds over the life of this CFD. The CFD Agreement allows control by the Developer until the first $20,000,000 in bond are issued or 20 years, whichever occurs first. It is anticipated that this first $20,000,000 in bonds, if the CFD board decides to sell them, will be used to reimburse the Developer for public infrastructure constructed by it, in and for the benefit of Gladded Farms (Phase II), including certain infrastructure addressed in Exhibit B to the CFD Agreement, which must be provided by the Developer. The remaining bond authorization will be available to fund later public infrastructure projects to the extent that they benefit Gladden Farms (Phase 11). These documents anticipate a maximum secondary tax rate of $2.80 per $100 of assessed valuation, which includes $0.30 per $100 for operation and maintenance expenses. The actual rate could go higher, if for some reason the total assessed valuation within the CFD falls or some other unforeseen event makes it necessary to raise the tax rate to cover the bond obligations. Gladden Farms (Phase H) CFD Fonnation 11120107 06:05pm EM The Developer's financial obligations under this documents or as a result of forming this CFD include; (a) non-refundable application fee of $75,000; (b) an annual obligation to pay up to $100,000 in CFD operation and maintenance costs, to the extent such costs are not covered by the $0.30 per $100 operation and maintenance tax; (c) deposit of $25,000 with the Town to cover initial costs of the CFD prior to the levy of the $0.30 per $100 operation and maintenance tax; (d) the obligation to provide standby contributions to cover any difference in the amount necessary to pay annual financial obligations with respect to all outstanding bonds and the amount generated by a tax rate of no more than $2.50 per $ 100 of assessed valuation; and (e) the obligation, at the CFD Board's discretion, to deposit twice the maximum annual debt service for any fiscal year (in addition to the reserve fund in the amount of up to one year's debt service paid out of bond proceeds, at the discretion of the CFD Board). FINANCIAL IMPACT No significant financial impact associated with the formation of the CFD. ATTACHMENTS Petition for Adoption of a Resolution Ordering and Declaring Formation of Gladden Farms (Phase 11) Community Facilities District; and General Plan for the Proposed Gladden Farms (Phase 11) Community Facilities District; Resolution No. 2007-221 ordering and declaring formation of Gladden Farms (Phase 11) Community Facilities District and approving and authorizing the execution and delivery of a District Development, Financing Participation and Intergovernmental Agreement (Gladden Farms (Phase II) Community Facilities District) RECOMMENDATION Staff recommends the adoption of Resolution No. 2007-22 1. SUGGESTED MOTION I move to approve Resolution No. 2007-221. -2- MARANA RESOLUTION NO. 2007-221 A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE TOWN OF MARANA, ARIZONA, A MUNICIPAL CORPORATION OF ARIZONA, ORDERING AND DECLARING FORMATION OF GLADDEN FARMS (PHASE II) COMMUNITY FACILITIES DISTRICT AND APPROVING AND AUTHORIZING THE EXECUTION AND DELIVERY OF A DISTRICT DEVELOPMENT, FINANCING PARTICIPATION AND INTERGOVERNMENTAL AGREEMENT (GLADDEN FARMS (PHASE II) COMMUNITY FACILITIES DISTRICT) BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE TOWN OF MARANA, ARIZONA, as follows: 1. Findings. a. On a date prior to the date of the adoption hereof, there was presented to us, the governing body of the Town of Marana, Arizona, an incorporated municipality of the State of Arizona (hereinafter called the "Municipality"), a Petition for Adoption of a Resolution Declaring Formation of Gladden Farms (Phase II) Community Facilities District, dated as of even date herewith (hereinafter referred to as the "Petition"), signed by the entities which, on the date hereof, are the owners of all real property as shown on the assessment roll for State and county taxes for Pima County, Arizona, or, if such persons shown on such assessment roll are no longer the owners of land in Gladden Farms (Phase II) Community Facilities District are the entities which are the successor owners which have become known and have been verified by recorded deed or similar evidence of transfer of ownership to be the owners of such real property (hereinafter referred to as, collectively, the "Petitioners") described in the Petition by metes and bounds to be in the community facilities district, the formation of which is prayed for by the Petitioners in the Petition, pursuant to Title 48, Chapter 4, Article 6, Arizona Revised Statutes, as amended (hereinafter referred to as the "Act"). b. The Petitioners have requested the following: I. The name of the community facilities district of which formation is prayed pursuant to the Petition to be "Gladden Farms (Phase II) Community Facilities District" (hereinafter called the "District"), Ii. The District to be formed and exist pursuant to the terms and provisions of the Act as such terms and provisions are modified, waived or restricted pursuant to agreements to be entered into by and among the Petitioners, the Municipality and the District, 2 I I I . The District to contain an area of approximately 604 acres of land, more or less, wholly within the corporate boundaries of the Municipality and to be composed of the land included in the parcels described by metes and bounds as provided in Exhibit "A" to the Petition, which is made a part of the Petition for all purposes and is all the land to be included within the boundaries of the District (hereinafter referred to as the "Property"), IV. The District to be a special purpose district for purposes of Article IX, Section 19, Constitution of Arizona, a tax levying public improvement district for the purposes of Article XIII, Section 7, Constitution of Arizona, and a municipal corporation for all purposes of Title 35, Chapter 3, Articles 3, 3.1, 3.2, 4 and 5, Arizona Revised Statutes, as amended; except as otherwise provided in the Act, to be considered a municipal corporation and political subdivision of the State of Arizona separate and apart from the Municipality; and to be formed for, and to 3 have, all the purposes of a "district" as such. term is defined, and as provided, in the Act, V. The formation of the District to result in the levy of ad valorem taxes to pay costs of improvements constructed by the District and for their operation and maintenance, VI. The Clerk of the Municipality to accept the filing of a "General Plan for Community Facilities District" for the District setting out a general description of the improvements for which the District is proposed to be formed and the general areas to be improved (hereinafter referred to as the "General Plan"), and VI I. The Municipality to determine that public convenience and necessity require the adoption of this Resolution. C. The Petitioners further attested and declared that on the date hereof, as shown on the assessment roll for State and county taxes in Pima County, Arizona, the Property is owned by the Petitioners and shall be benefited from 4 the improvements for which the District is proposed to be formed; that there are no residents on the Property and there shall be no residents within fifty (50) days preceding the first anticipated election of the District; that the District shall be formed and exist pursuant to the terms and provisions of the Act as such terms and provisions are modified, waived or restricted pursuant to agreements to be entered into by and among the Petitioners, the Municipality and the District; that public convenience and necessity require the adoption of this Resolution; and that the Municipality shall in no way be liable for the payment of any of the costs of the public infrastructure described in the General Plan, nor liable for any liability, debt or obligation of the District. d. After showing the preceding, the Petitioners respectfully prayed that the Petition be properly filed as provided by law and that, as the Petition is signed by all of the owners of the Property and there are not now, and shall not be within fifty (50) days preceding the first anticipated election of the District, residents on the Property, any requirements of posting, publication, mailing, notice, hearing and election otherwise required by the Act in connection with the adoption of this Resolution are waived, the Municipality, on receipt of the Petition, declare the District formed without being required to comply with such provisions for posting, publication, mailing, notice, hearing or election. 5 e. Pursuant to the Act and Section 9-500.05, Arizona Revised Statutes, as amended, the Municipality, the District, FC/M Gladden II, LLC (hereinafter called "FC/M Gladden"), Forest City Land Group, Inc. (hereinafter called "Forest City"), and Marana EP Investors, LLC (hereinafter called "Marana EP") are entering into a "development agreement" to specify, among other things, conditions, terms, restrictions and requirements for "public infrastructure" (as such term is defined in the Act) and the financing of public i'nfrastructure and subsequent reimbursements or repayments over time. f. With regard to the real property included within the boundaries of the District, the Municipality, FC/M Gladden, Forest City and Marana EP determined to specify some of such matters in such an agreement, particularly matters relating to the acquisition or construction of certain public infrastructure by the District, the acceptance thereof by the Municipality and the reimbursement or repayment of FC/M Gladden with respect thereto, all pursuant to the Act. 9- Pursuant to the Act and Title 11, Chapter 7, Article 3, Arizona Revised Statutes, as amended, the District, and the Municipality may enter into an "intergovernmental agreement" with one another for joint or cooperative action for services and to jointly exercise any powers common to them and for the purposes of the planning, design, inspection, ownership, control, maintenance, operation or repair of public infrastructure. 6 h . Pursuant to the Act, the District may also enter into an agreement with FC/M Gladden, Forest City and Marana EP with respect to the advance of moneys for public infrastructure purposes and the repayment of such advances and to obtain credit enhancement for, and process disbursement and investment of proceeds of, general obligation bonds of the District to be hereafter issued. i. There has been presented to us in connection with the purposes described in paragraphs l.e. through h. a District Development, Financing Participation and Intergovernmental Agreement (Gladden Farms (Phase II) Community Facilities District), to be dated as of 1, 2007 (hereinafter referred to as the "Development Agreement"), by and among the Municipality, the District, FC/M Gladden, Forest City and Marana EP. 2. Matters Noticed by the Municipality. a. The Petitioners seek formation of the District to exercise the powers and functions set forth in the Act as such powers and functions are modified, waived or restricted pursuant to agreements to be entered into by and among the Petitioners, the Municipality and the District. b. The General Plan has been filed with the Clerk of the Municipality. C. The Petition and all necessary supporting materials have been filed with us, and the showings in the 7 Petition are each noticed by us and are hereby incorporated at this place as if set forth hereat in whole. d. The purposes for which organization of the District is sought are as described in the Petition and are purposes for which a district created pursuant to the Act may be lawfully formed. e. The public convenience and necessity require us to adopt this Resolution. 3. Granting of Petition; Formation of District. The Petition attached hereto as Exhibit "A" and made a part hereof for all purposes is hereby granted, and the District is hereby formed as a district pursuant to the terms and provisions of, and with the powers and authority established by, the Act, subject to the restrictions and modifications set forth in the Petition, with jurisdiction over the Property and that, as the Petition is signed by the owners of the Property and there are not now, and shall not be within fifty (50) days preceding the first anticipated election of the District, residents on the Property, requirements of posting, publication, mailing, notices, hearing and election otherwise required by the Act with respect to formation of the District are hereby found to be unnecessary. 4. District Board and Officers. The District shall be governed by a "District Board" comprised of the members of the governing body of the Municipality, ex officio. The Mayor of the Municipality shall be the "Chairperson of the District 8 Board"; the Vice Mayor of the Municipality shall be the "Vice Chairperson of the District Board"; the Town Clerk of the Municipality shall be the "District Clerk"; the Town Treasurer of the Municipality shall be the "District Treasurer"; the Town Manager of the Municipality shall be the "District Manager"; the Finance Director of the Municipality shall be the "District Chief Financial Officer" and the Town Attorney of the Munic- ipality shall be the "District Counsel." 5. District Boundaries and Map. The District boundaries are as described in Exhibit "A" to the Petition. A map showing the District boundaries is hereby ordered to be drawn and provided by the District Manager. 6. Dissemination of this Resolution. The Petitioners shall cause a copy of this Resolution to be delivered to the County Assessor and the Board of Supervisors of Pima County, Arizona, and to the Department of Revenue of the State of Arizona. 7. Authorization and Approval of Development Agreement. The Development Agreement is hereby approved in substantially the form submitted herewith, with such changes, additions, deletions, insertions and omissions, if any, as the Mayor of the Municipality, with the advice of the Town Manager of the Municipality and the Town Attorney of the Municipality, shall authorize, the execution and delivery of the Development Agreement to be conclusive evidence of the propriety of such document and the authority of the persons or persons executing 9 the same. The Mayor of the Municipality, with the advice of the Town Manager of the Municipality and the Town Attorney of the Municipality, is hereby authorized and directed to execute, and the Town Clerk of the Municipality to attest and deliver, the Development Agreement on behalf of the Municipality. 8. No Liability of or for the Municipality. Neither the Municipality nor the State of Arizona or any political subdivision of either (other than the District) shall be directly, indirectly or morally liable or obligated for the costs of the public infrastructure contemplated by the General Plan and the Development Agreement nor for the payment or repayment of any indebtedness, liability, cost, expense or obligation of the District, and neither the credit nor the taxing power of the Municipality, the State of Arizona or any political subdivision of either (other than the District) shall be pledged therefor. 9. Effect of Resolution. a. If any section, paragraph, clause or provision of this Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any remaining provisions of this Resolution. b. All resolutions or parts thereof inconsistent herewith are hereby waived to the extent only of such inconsistency. 10 PASSED by the Mayor and Common Council of the Town of Marana, Arizona, this 4th day of December, 2007. ........................... . ................... Mayor Ed Honea, Town of Marana ATTEST: ......................................................... Jocelyn C. Bronson, Town Cle r k Town of Marana, Arizona APPROVED AS TO FORM: ..................................................... Frank Cassidy, Town Attorney Town of Marana, Arizona REVIEWED BY: ............................................................. Michael A. Reuwsaat, Town Manager Town of Marana, Arizona ATTACHMENTS: EXHIBIT A -- Conformed Copy of Petition for Adoption of this Resolution 327866321.1-10/9/2007 11 EXHIBIT "A" CONFORMED COPY OF PETITION FOR ADOPTION OF THIS RESOLUTION A-1 PETITION FOR ADOPTION OF A RESOLUTION ORDERING AND DECLARING FORMATION OF GLADDEN FARMS (PHASE II) COMMUNITY FACILITIES DISTRICT STATE OF ARIZONA COUNTY OF PIMA ss. TOWN OF MARANA THE UNDERSIGNED OWNERS OF ALL OF THE LAND (hereinafter referred to as, collectively, "Petitioners") in the parcel hereinafter described, except for the exclusions. described by metes and bounds, acting pursuant to the provisions of Title 48, Chapter 4, Article 6, Arizona Revised Statutes, as amended (hereinafter referred to as the "Act"), respectfully petition The Honorable Town Council of the Town of Marana, Arizona (hereinafter referred to as the "Municipality"), to adopt a resolution (hereinafter referred to as the "Resolution") declaring and ordering formation of a community facilities district (hereinafter ref-ired to as the "District") and would respectfully request the following with respect thereto: The name of the District to be "Gladden Farms (Phase II) Community Facilities District," Ii. The District to be formed and exist pursuant to the terms and provisions of the Act as such terms and provisions are modified, waived or restricted pursuant to agreements to be entered into by and among Petitioners, the Municipality and the District, I I I . The District to contain an area of approximately 604 acres of land, more or less, wholly within the corporate boundaries of the Municipality and to be composed of the land included in the parcel, except for the exclusions described by metes and bounds, as provided in Exhibit "A" hereto, which is made a part hereof for all purposes, IV. The District to be a special purpose district for purposes of Article IX, Section 19, Constitution of Arizona, a tax levying public improvement district for the purposes of Article XI1I, Section 7, Constitution of Arizona,' and a municipal corporation for all purposes of Title 35, Chapter 3, Articles 3, 3.1, 3.2, 4 and 5, Arizona Revised Statutes, as amended; except as otherwise provided in the Act, to be considered a municipal corporation and political subdivision of the State of Arizona, separate and apart from the Municipality; and to be formed for, and to have, all the purposes of a "district" as --lich is defined, and as provided, in the Act, V. '-'he formation of the District to result in the levy of ad valorem taxes to pay costs of improvements constructed by the District and for their operation and maintenance, Vi. Before the Resolution is adopted, the Clerk of the Municipality to accept the filing of a "general plan" (as such term is defined in the Act and hereinafter referred to as the "General Plan") 2 for the District setting out a general description of the improvements for which the District is proposed to be formed and the general areas to be improved, and VII. The Municipality to determine that public convenience and necessity require the adoption of the Resolution; WHEREFORE, Petitioners attest and declare that on the date hereof, as shown on the assessment roll for State and county taxes in Pima County, Arizona, all of the land to be in the District is owned by Petitioners or, if a person listed on such assessment roll is no longer the owner of land in the District, that the name of the succes- sor owner has become known and has been verified by recorded deed or other similar evidence of transfer of ownership to be Petitioners; that there currentl,,- are no residents on the land to be in the Dis- trict and there shall be no residents within fifty (50) days preceding the first anticil:-?--d election for the District; that the land to be included in the District shall be benefited from the improvements for which the District is proposed to be formed; that the District shall be formed and exist pursuant to the terms and provisions of the Act as such terms and provisions are modified, waived or restricted pursuant to agreements to be entered into by and among Petitioners, the Municipality and the District; that public convenience and necessity require the adoption of the Resolution; and that the Municipality shall in no way be liable for the payment of any of the costs of the public infrastructure described in the General Plan, nor liable for any liability, debt or obligation of the District; 3 WHEREFORE, as this Petition is signed by the owners of all the land to be in the District and there are not now, and shall not be within fifty (50) days preceding the first anticipated election of the District, residents on the land in the District, any requirements of posting, publication, mailing, notice, hearing and election otherwise required by the Act in connection with adoption of the Resolution are waived, and the Municipality may, on receipt of this Petition, adopt the Resolution to declare the District formed without being required to comply with such provisions for posting, publication, mailing, notice, hearing or election; and WHEREFORE, Petitioners respectfully pray that this Petition be properly filed as provided by law; that the Municipality adopt the Resolution and declare and order the District formed without being required to comply with the provisions for posting, publication, mail- ing, notice, heariit i and election otherwise required by the Act in connection with IU1-4e Resolution; and that such other orders, acts, procedure and relief as are proper, necessary and appropriate to the purposes of organizing the District and to the execution of the purposes for which the District shall be organized be granted as The Honorable Town Council of the Municipality shall deem proper and necessary. [BALANCE OF PAGE LEFT BLANK INTENTIONALLY] 4 RESPECTFULLY SUBMITTED this .... day of .......... 2007. FC/M GLADDEN II, LLC, an Arizona limited liability company By: Its Managing Member, Forest City Land Group, Inc., an Ohio corporation By ......................................... Dean Wingert, Vice President NORTHWEST HOSPITAL, LLC, a Delaware limited liability company By ......................................... Printed Name: .............................. Title: ..................................... 5 The undersigned, as beneficiary and assignee under the following encumbrances, hereby consent to and join in the foregoing Petition and to the provisions thereof: Deed of Trust, dated July 29, 2005, from FC/M Gladden II, LLC to Fidelity National Title Insurance Company for the benefit of Residential Funding Corporation, recorded on July 29, 2005, in Docket 12605, page 6002 of the Office of the Recorder of Pima County, Arizona Dated: ............ 1 2007 BENEFICIARY: RESIDENTIAL FUNDING CORPORATION, a Delaware corporation By .................................... Printed Name: ......................... Title: ................................ Assignment of Beneficial Interest recorded on August 26, 2005, in Docket 12625, Page 6005 under Deed of Trust, dated July 29, 2005, from FC/M Gladden II, LLC to Fidelity National Title Insurance Company for the benefit of Residential Funding Corp-ratiun, recorded on July 29, 2005, di, L:-cket 126?- ?',, page (D002 of the Office of the Rle(-?order of Piitt,-, 'rvai.Ly, Arizona Dated: ............ 1 2007 ASSIGNEE: RFC CONSTRUCTION FUNDING CORPORATION, a Delaware corporation By .................................... Printed Name: ......................... Title: ................................ 6 STATE OF ARIZONA ss. COUNTY OF PIMA The foregoing instrument was acknowledged before me on this .......... day of ..................... 2007, by Dean Wingert, Vice Pr esident of Forest City Land Group, Inc., an Ohio corporation, managing member of FC/M Gladden II, LLC, an Arizona limited liability company, on behalf of the limited liability company. ........... : .......................... Notary Public My commission expires: STATE OF .......... ) ss. COUNTY OF .......... The foregoing instrument was acknowledged before me on this .......... day of ..................... 2007, by ..................... ................... I an authorized representative of IN WITNESS WHEREOF, I hereunto set my hand and official seal. ........... : ....................... Nota ry Public My commission expires: 7 STATE OF ........... ) ss. COUNTY OF .......... The foregoing instrument was acknowledged before me on this .......... day of ..................... 2007, by ..................... ................... I an authorized representative of Residential Funding Co rpo r ation, a Delaware corporation. IN WITNESS WHEREOF, I hereunto set my hand and official seal. ................................... Notary Public My commission expires: STATE OF ........... ) ss. COUNTY OF .......... The foregoing instrument was acknowledged before me on this .......... day of ..................... 2007, by ..................... ................... I an authorized representative of RFC Construction Funding Co rporation, a Delaware corporation. IN WITNESS WHEREOFf I hereunto set my hand and official seal. ........... : ....................... Notary Public My commission expires: ATTACHMENT: EXHIBIT A - Legal Description Of Property To Be Included In The District 327866336.1-10/9/2007 8 EXHIBIT A LEGAL DESCRIPTION OF PROPERTY TO BE INCLUDED IN THE DISTRICT Blocks 26 thru 43 of Gladden Farms Blocks 26-43, as shown on the plat recorded in Book 62 of Maps and Plats, Page 64, records of Pima County, Arizona; EXCEPT for the following described parcel: COMMENCING at the most Northerly corner of Block 30 of said subdivision; THENCE South 00'30'09" East 838.61 feet upon the West line of said Block 30 to the POINT OF BEGINNING; THENCE North 89029'51" East 100.00 feet; THENCE South 00030'09" East 35.00 feet; THENCE South 89029151" West 100.00 feet; THENCE North 00030109" West 35.00 feet to the POINT OF BEGINNING. A-1 GENERAL PLAN FOR THE PROPOSED GLADDEN FARMS (PHASE II) COMMUNITY FACILITIES DISTRICT TO: CLERK, TOWN OF MARANA, ARIZONA For the purposes of Section 48-702(B), Arizona Revised Statutes, as amended, the following is the general plan for the pro- posed, captioned district: GENERAL AREA TO BE IMPROVED WTTHTN THE PROPOSED CAPTIONED DISTRICT (THE "DISTRICT"): All that area described in Exhibit "A" attached hereto and made a part hereof for all purposes. GENERAL DESCRIPTION OF THE PUBLIC INFRASTRUCTURE IMPROVE- MENTS FOR WHICH THE DISTRICT IS PROPOSED TO BE FORMED: All that "public infrastructure" (as such term is defined in Section 48-701, Arizona Revised Statutes, as amended) described in Exhibit "B" attacl.-?d hereto and made a part hereof for all purposes. DATFD: ATTACHMEN-S: EXHIBIT "A" -- _f -007 1,eartL Description Of Property To Be Included In The DiL?trict EXHIBIT "B" -- Description Of Public Infrastructure 327866308.1-11/27/2007 EXHIBIT A GENERAL AREA TO BE IMPROVED Blocks 26 thru 43 of Gladden Farms Blocks 26-43, as shown on the plat recorded in Book 62 of Maps and Plats, Page 64, records of Pima County, Arizona; EXCEPT for the following described parcel: COMMENCING at the most Northerly corner of Block 30 of said subdivision; THENCE South 00030'09" East 838.61 feet upon the West line of said Block 30 to the POINT OF BEGINNING; THENCE North 89029'51" East 100.00 feet; THENCE South 00030109" East 35.00 feet; THENCE South 89029'51" West l6b.00 feet; THENCE North 00030'09" West 35.00 feet to the POINT OF BEGINNING. A-1 EXHIBIT B DESCRIPTION OF PUBLIC INFRASTRUCTURE (a) Sanitary sewage systems, including collection, trans- port, storage, treatment, dispersal, effluent use and discharge. (b) Drainage and flow control systems, including collec- tion, transport, diversion, storage, detention, retention, dispersal, use and discharge. (c) Water systems for domestic, industrial, irrigation, municipal or fire protection purposes including production, collec- tion, storage, treatment, transport, delivery, connection and di3per- sal, but not including facilities for -?gricultural irrigation purposes unless for the repair or replacem-nt of existing facilities when required by other improvements permitted 1-?y this article. (d) Highways, streets, roacl-.,?ays and parking facilities including all areas for vehicular use for tra7el, ingress, egress and parking. (e) Areas for pedestrian, equestrian, bicycle or other nonmotor vehicle use for travel, ingress, egress and parking. (f) Pedestrian malls, parks, recreational facilities other than stadiums, and open space areas for the use of members of the public for ente,_ta_inm?iit, assembly and recreation. (g) if ing including earthworks, structures, lakes and other water plants, trees and related water delivery systems. (h) Public buildings, public safety facilities and fire protection facilities.. (i) Lighting systems. (j) Traffic control systems and devices including signals, controls, markings and signage. (k) School sites and facilities with the consent of the governing board of the school district for which the site or facility is to be acquired, constructed or renovated. (1) Equipment, vehicles, furnishings and other-personality related to the items listed hereinabove. (m) Any and all other public infrastructure hereinafter included in the definition of such term in Section 48-701, Arizona Revised Statutes, as amended. B-1