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HomeMy WebLinkAbout2020 04.21 City Council Regular Agenda re�c � City of Apache Junction, Arizona Meeting location: City Council Chambers at City Hall Agenda 300 E.Superstition Blvd \ - g Apache Junction,AZ \RiZONr 85119 City Council Meeting apachejunctionaz.gov Ph:(480)982-8002 Tuesday,April 21,2020 7:00 PM City Council Chambers A. CALL TO ORDER B. INVOCATION AND PLEDGE OF ALLEGIANCE C. ROLL CALL D. CONSENT AGENDA The council may, at this time, take single action on any or all items listed as consent agenda items. These may include, but are not limited to, acceptance of agenda, acceptance of minutes, appointments, acceptance of resignations and adoption of certain resolutions and other items which do not require a public hearing. The consent agenda is a timesaving device of which the mayor and city council is to receive documentation on these items from the city manager for their review prior to the meeting. Any member of the council may remove any item from the consent agenda for discussion and cause a separate vote on the matter later in the agenda. 1. 20-196 Consideration of acceptance of agenda. Sponsors: Jennifer Pena 2. 20-197 Consideration of approval of minutes of the regular meeting of April 7, 2020. Sponsors: Jennifer Pena Attachments: 04.07.20 Minutes 3. 20-194 Consideration of approval of Resolution No. 20-16; authorizing the City to enter into an intergovernmental agreement for Roadway Safety Program with Maricopa Association of Governments. The authorization allows for grant monies to be used by the City on a channelizing right turn safety improvement for Junction Street at Tomahawk Road. Sponsors: Shane Kiesow Attachments: Memo Resolution No.20-16 IGA#1059 with MAG for RSP grant funds City of Apache Junction,Arizona Page 1 Printed on 611512026 City Council Meeting Agenda April 21,2020 4. 20-195 Consideration of approval of Resolution No. 20-17; authorizing the City to enter into an intergovernmental agreement for Roadway Safety Program with Maricopa Association of Governments. The authorization allows for grant monies to be used by the City on safety improvements to eighteen (18)traffic signal facilities. Sponsors: Shane Kiesow Attachments: Resolution No.20-17 IGA#1065 with MAG for RSP grant funds Memo 5. 20-207 Consideration of approval of Resolution No. 20-19; appointing the Finance Director, Donna Meinerts, as City's applicant agent for requesting State and Federal disaster recovery assistance for City's emergency response to the COVID-19 Pandemic. Sponsors: Shane Kiesow Attachments: Staff Memo Resolution No.20-19 Disaster Assistance Applicant Agent E. AWARDS, PRESENTATIONS AND PROCLAMATIONS Awards,presentations from other organizations,proclamations issued by the mayor, and acknowledgement of distinguished guests and visitors, and staff presentation of receipt of grant or donated funds are permitted at this time. F. ANNOUNCEMENT OF CURRENT EVENTS The mayor or any member of council may at this time present a brief summary of current events. However, no discussion shall take place on such items except for clarifying comments related to substance, time and location. 6. 20-198 Announcement of current events from mayor and councilmembers. Sponsors: Jeff Serdy G. CITY MANAGER'S REPORT The city manager, members of city staff or those individuals designated by the manager may present information pertinent to items under consideration or information related to the operation of the city. There shall however be no discussion at this time except for clarification inquiries. 7. 20-199 City Manager's Report. Sponsors: Bryant Powell H. PUBLIC HEARINGS Public hearings required by applicable law shall be conducted by the council and any person shall be given the opportunity to speak.All remarks shall be addressed to the council as a whole and not to any member thereof. Such remarks shall be limited to five(5)minutes unless additional time is granted by the mayor. This time limitation shall not apply to applicants and their agents appearing before the council. City of Apache Junction,Arizona Page 2 Printed on 611512026 City Council Meeting Agenda April 21,2020 8. 20-182 Consideration of application for an owner transfer, individual, series 6 liquor license application for Superstition Skies Bar and Restaurant located at 945 E. Scenic Street. The next step in the process is for the council to hold a public hearing on the application and make a recommendation for approval or denial to be forwarded to the Arizona Department of Liquor Licenses and Control. Sponsors: Jennifer Pena Attachments: Memo Application- Redacted PD-Approval SFMD-Approval Building-Approval with Condition Planning-Approval with Conditions Floorplan diagram Excerpt pages from 2007 approval 9. 20-187 Consideration of application for a series 010 beer and wine store liquor license application for Pyramid Smoke Shop and Mini Market located at 2130 W. Apache Trail. The next step in the process is for the council to hold a public hearing on the application and make a recommendation for approval or denial to be forwarded to the Arizona Department of Liquor Licenses and Control. Sponsors: Jennifer Pena Attachments: Memo Application Building-Approval Planning-Approval PD-Approval SFMD-Approval 10. 20-180 Presentation, discussion, public hearing and consideration of proposed projects to be submitted under Resolution No. 20-08, authorizing the submission of the city's Fiscal Year 2020 ("FY20") Community Development Block Grant Regional Account ("CDBG") and Fiscal Year 2020 State Special Project("SSP")applications. Sponsors: Heather Patel Attachments: Staff Report Resolution No.20-08 I. OLD BUSINESS The council shall consider any business that has been previously considered and which is still unfinished to include those items previously postponed or tabled. No member of the public shall be permitted to speak on these items unless invited to do so by the mayor after first submitting a written request-to-speak form with the city clerk. City of Apache Junction,Arizona Page 3 Printed on 611512026 City Council Meeting Agenda April 21,2020 J. NEW BUSINESS The council shall consider any business not yet considered. No member of the public shall be permitted to speak on these items unless invited to do so by the mayor after first submitting a written request-to-speak form with the city clerk. 11. 20-181 Presentation, discussion and consideration of proposed Resolution No. 20-07 authorizing the submission of application(s)to the Governor's Office of Highway Safety Federal Fiscal Year 2021 grant program. Sponsors: Heather Patel Attachments: Staff Report Resolution No.20-07 K. COUNCIL DIRECTION TO STAFF This item allows the mayor and city council to direct staff on specifically listed matters. 12. 20-188 Council direction to staff on proceeding with an application for the nomination of the City of Apache Junction as an International Dark Sky Community. Sponsors: Larry Kirch and Kelsey Schattnik Attachments: Presentation L. SELECTION OF MEETING DATES, TIMES, LOCATIONS, AND PURPOSES 13. 20-200 Executive Session at 6:00 P.M. and Work Session at 7:00 P.M. for Monday, May 4, 2020. Executive Session at 6:00 P.M. and Work Session at 7:00 P.M. for Tuesday, May 5, 2020 in the city council conference room and city council chambers located at 300 E. Superstition Boulevard, Apache Junction, Arizona, respectively; and other meetings if necessary. Sponsors: Bryant Powell M. CALL TO PUBLIC At this time the public has the privilege to address the council with requests, communications, comments or suggestions relating to city business.All speakers must have already submitted a written "Request to Speak"form to the city clerk no later than the conclusion of the city manager's report portion of the agenda. If there is a group speaking on the same item, they should select a spokesperson.All such remarks shall be addressed to the council as a whole and not to any member thereof. The mayor is authorized to ask a speaker to stop speaking and leave the podium or to adjourn the meeting if anyone becomes disorderly, uncivil, makes personal attacks or continues to speak about items that are not within the jurisdiction of the city after being warned such issues are beyond the jurisdiction of the city to act. The council may not answer questions of the speaker, discuss the matter with one another, but may, at the conclusion: 1)respond to criticism by a speaker,-2)ask the city manager to review a matter; 3)ask the city manager to place the matter on a future agenda. Each speaker must approach the podium, speak into the microphone,provide their name and address. There is a three (3)minute time limit per speaker. City of Apache Junction,Arizona Page 4 Printed on 611512026 City Council Meeting Agenda April 21,2020 N. ADJOURNMENT Copies of this agenda and additional information on any of the items listed above may be obtained from the City Clerk's office located at 300 E Superstition Blvd, Apache Junction,AZ 85119, Monday through Thursday from 7:00a-6:00p, excluding holidays. The City of Apache Junction invites and welcomes people of all abilities to use our programs, sites and facilities. Specific requests may be made by contacting the Human Resources Office at(480)474-2617 or TDD(480) 983-0095. The Apache Junction City Council may vote to go into Executive Session for legal advice on any item listed on this agenda pursuant to A.R.S. §38-431.03(A)(3);this notice is given pursuant to A.R.S. § 38-431.02 to the members of the City Council and the public. City of Apache Junction,Arizona Page 5 Printed on 611512026 City of Apache Junction, Arizona 300 E Superstition Boulevard U 2 Agenda Item Cover Sheet Apache Junction,AZ 85119 ` Agenda Item No. 1. Piz File ID: 20-196 Sponsor: Jennifer Pena Agenda Date:4/21/2020 Index: In Control: City Council Meeting Consideration of acceptance of agenda. City of Apache Junction,Arizona Page 1 Printed on 611512026 City of Apache Junction, Arizona 300 E Superstition Boulevard U 2 Agenda Item Cover Sheet Apache Junction,AZ 85119 ` Agenda Item No.2. Piz File ID: 20-197 Sponsor: Jennifer Pena Agenda Date:4/21/2020 Index: In Control: City Council Meeting Consideration of approval of minutes of the regular meeting of April 7, 2020. City of Apache Junction,Arizona Page 1 Printed on 611512026 City of Apache Junction, Arizona Meeting location: pi City Council Chambers Meeting Minutes at City Hall =.s 300 E.Superstition Blvd MN* CityCouncil Meeting Apache Junction,AZ g 85119 www.ajcity.net Ph:(480)982-8002 Tuesday,April 7,2020 7:00 PM City Council Chambers A. CALL TO ORDER Mayor Serdy called the meeting to order at 7:01 p.m. B. INVOCATION AND PLEDGE OF ALLEGIANCE Vice Mayor Wilson gave the invocation and Councilmember Evans led the meeting attendees in the Pledge of Allegiance. C. ROLL CALL Present: 7- Mayor Serdy Vice Mayor Wilson Councilmember Barker Councilmember Evans Councilmember Rizzi Councilmember Schroeder Councilmember Struble Due to the COVID-19 pandemic, councilmembers were encouraged to call in to the meeting. Mayor Serdy attended in person in order to better run the meeting. Vice Mayor Wilson called into the meeting. Councilmember Rizzi called into the meeting. Councilmember Struble called into the meeting. Concilmember Schroeder called into the meeting. Councilmember Barker called into the meeting. Councilmember Evans called into the meeting. Staff in Attendance: Bryant Powell, City Manager Matt Busby, Assistant City Manager Joel Stern, City Attorney Jennifer Pena, City Clerk Pamela Harrison, Library Director Thomas Kelly, Chief of Police Kent Fowler, Police Officer D. CONSENT AGENDA Councilmember Barker moved,seconded by Councilmember Rizzi to approve the consent agenda,to approve the minutes of March 17,2020,to approve award of bid to Western Emulsions, Inc.to approve award of bid to Cholla Pavement Maintenance,to approve Resolution No.20-14 City of Apache Junction,Arizona Page 1 City Council Meeting Meeting Minutes April 7,2020 and to approve Resolution No.20-15. 1. 20-175 Consideration of acceptance of agenda. 2. 20-176 Consideration of approval of minutes of the regular meeting of March 17, 2020. 3. 20-183 Consideration of approval of PW2019-53, award of bid to Western Emulsions, Incorporated for the supply, delivery and application of asphalt emulsion for chip sealing street maintenance operations in an amount no to exceed $548.00 per ton. Resulting in a one (1)year contract which contains the option to renew automatically and continuously for successive periods of one (1) year and not to exceed five (5)years and maximum contract value of $750,000.00. 4. 20-184 Consideration of approval of PW2019-54, award of bid to Cholla Pavement Maintenance for the supply and delivery of pre-coated chip sealing street maintenance operations in an amount not to exceed $85.00 per ton. Resulting in a one (1)year contract which contains the option to renew automatically and continuously for successive periods of one (1)year and not to exceed five (5)years and maximum contract value of$500,000.00. 5. 20-185 Consideration of approval of Resolution No. 20-14 authorizing the city to enter an Intergovernmental Agreement with Maricopa County Department of Transportation for the design and construction of traffic signal improvements at the intersection of Meridian Drive and Baseline Avenue. 6. 20-186 Consideration of approval of Resolution No. 20-15 authorizing the city to enter into an Intergovernmental Agreement with Maricopa County Department of Transportation for the installation of emergency services pre-emption equipment at the intersection of Meridian Drive and Baseline Avenue. Yes: 7- Mayor Serdy, Vice Mayor Wilson, Councilmember Barker, Councilmember Evans, Councilmember Rizzi, Councilmember Schroeder and Councilmember Struble No: 0 E. AWARDS, PRESENTATIONS AND PROCLAMATIONS F. ANNOUNCEMENT OF CURRENT EVENTS 7. 20-177 Announcement of current events from mayor and councilmembers. Councilmember Struble has none. Councilmember Evans has none but wishes everyone to stay well. Vice Mayor Wilson has none. Councilmember Barker thanked all the volunteers in the community for stepping up during this difficult time. City of Apache Junction,Arizona Page 2 City Council Meeting Meeting Minutes April 7,2020 Councilmember Schroeder has none. Councilmember Rizzi thanked all the local restuarants who are still open and serving take out food. She encourages all residents to support the local businesses. Mayor Serdy thanked all of the non profits for supporting those who cannot support themselves during this time. He stated how disappointed he is with Right Away Disposal (RAD)and the shenanigans they have pulled over the last couple of weeks. The city did not force RAD to pick up their trash bins early like RAD has been telling their customers. Mayor Serdy stated that if anyone is going to do a lawsuit to get their$50.00 back from RAID that he will be happy to sign on to that. G. CITY MANAGER'S REPORT 8. 20-178 City Manager's Report. City Manager Bryant Powell thanked the council for continuing this council meeting telephonically. He stated that the city will continue to do our best to work and serve the community through this COVID-19 pandemic. He thanked the entire city staff for working together to continue to provide city services. Mr. Powell said staff has been working hard to keep the distance from one another and be deligent in washing hands. Mr. Powell shared that there were four new executive orders from the governor's office today and he has communicated those with staff. Mr. Powell encourages everyone to go to the governor's office website to view these executive orders. He wanted to highlight one in which restaurants are now able to repackage food and sell it as a grocery store would. Mr. Powell stated that the city's Economic Development has been working so hard with local businesses to help them with their signage so residents know they are open. City staff is also reaching out to local businesses to inform and teach them about the federal stimulus package. A website has been created to promote local small businesses and non profits to learn about financial options. In closing, Mr. Powell stated that this is unprecedented times and city staff continues to work hard through it in order to serve the community. H. PUBLIC HEARINGS I. OLD BUSINESS J. NEW BUSINESS 9. 20-168 As required by Apache Junction City Code, Volume I, Chapter 3: Administration, Article 3-11: Department of the Library, §§ 3-11-1(B), the city manager is seeking ratification of Pamela Harrison for appointment to the position of Library Director. Councilmember Evans moved,seconded by Vice Mayor Wilson to ratify the appointment of Pamela Harrison to the position of Library Director. City of Apache Junction,Arizona Page 3 City Council Meeting Meeting Minutes April 7,2020 Yes: 7- Mayor Serdy, Vice Mayor Wilson, Councilmember Barker, Councilmember Evans, Councilmember Rizzi, Councilmember Schroeder and Councilmember Struble No: 0 City Manager Bryant Powell introduced Pamela Harrison to come up and speak. Pamela Harrison stated that the library's drive thru window is currently open to provide services such as issuing and renewing library cards and to give residents access to rent books and dvds. It has been a great success as the library is averaging 150 - 175 transactions per day through the window. Ms. Harrison stated that precautions have been made such as masks and gloves for the employees and materials received through the window are being quarantined for 72 hours. She stated that this is pretty unique as other cities are not providing any in person services. Ms. Harrison stated that she has been with the city for 6 years but she has been a librarian for her entire career in city and school libraries. She stated that coming to the Apache Junction Public Library has provided her the community intimacy that she wanted so badly. Ms. Harrison promised to continue and to build upon the strong work and services that the library has been providing. K. COUNCIL DIRECTION TO STAFF L. SELECTION OF MEETING DATES, TIMES, LOCATIONS, AND PURPOSES 10. 20-179 Executive Session at 6:00 P.M. and Work Session at 7:00 P.M. for Monday, April 20, 2020. Executive Session at 6:00 P.M. and Work Session at 7:00 P.M. for Tuesday, April 21, 2020 in the city council conference room and city council chambers located at 300 E. Superstition Boulevard, Apache Junction, Arizona, respectively; and other meetings if necessary. Councilmember Barker moved,seconded by Councilmember Evans that an Executive Session at 6:00 P.M.and Work Session at 7:00 P.M.for Monday,April 20,2020 and that an Executive Session at 6:00 P.M.and Work Session at 7:00 P.M.for Tuesday,April 21,2020 be held in the city council conference room and city council chambers located at 300 E.Superstition Boulevard,Apache Junction,Arizona, respectively; and other meetings if necessary. Yes: 7- Mayor Serdy, Vice Mayor Wilson, Councilmember Barker, Councilmember Evans, Councilmember Rizzi, Councilmember Schroeder and Councilmember Struble No: 0 Mayor Serdy stated that the next meetings will probably be done telephonically as well due to COVID-19. M. CALL TO PUBLIC George Schroeder, 244 W. Virginia Street, stated that being alive is better then being cool. He said that no one can find a mother and a sister in his neighborhood but that no one will check their home. He says that RAID wont leave him alone and they will never get money from him. He stated that he will never have trash service with Republic Services and the contract will never stand. City of Apache Junction,Arizona Page 4 City Council Meeting Meeting Minutes April 7,2020 N. ADJOURNMENT Mayor Serdy adjourned the meeting at 7:30 pm ACCEPTED THIS DAY OF 12020, BY THE MAYOR AND CITY COUNCIL OF THE CITY OF APACHE JUNCTION, ARIZONA. SIGNED AND ATTESTED TO THIS DAY OF 12020. JEFFSERDY Mayor ATTEST: JENNIFER PEIVA City Clerk CITY COUNCIL MINUTES CERTIFICATION I hereby certify that the foregoing minutes are a true and correct copy of the minutes of the regular meeting of the City Council of the City of Apache Junction, Arizona, held on the day of , 2020. 1 further certify that the meeting was duly called and held and that a quorum was present. Dated this day of 12020. JENNIFER PEIVA City Clerk City of Apache Junction,Arizona Page 5 City of Apache Junction, Arizona 300 E Superstition Boulevard U = Agenda Item Cover Sheet Apache Junction,AZ 85119 ` • Agenda Item No. 3. �Piz File ID: 20-194 Sponsor: Shane Kiesow Agenda Date:4/21/2020 Index: In Control: City Council Meeting Consideration of approval of Resolution No. 20-16; authorizing the City to enter into an intergovernmental agreement for Roadway Safety Program with Maricopa Association of Governments. The authorization allows for grant monies to be used by the City on a channelizing right turn safety improvement for Junction Street at Tomahawk Road. City of Apache Junction,Arizona Page 1 Printed on 611512026 �PQpCNF✓ ti Public Works Department U Z Home of the Superstition Mountains gHIZON Date: April 6, 2020 To: Mayor and Members of the City Council Through: Bryant Powell, City Manager Mike Wever, Public Works Director From: Shane Kiesow, Public Works Manager Subject: Consideration of Resolution No. 20-16 Public Works staff respectfully brings forth the consideration of Resolution 20-16 allowing the City to enter into an inter-governmental agreement (a.k.a. Joint Agency Agreement ["JAA"]) with Maricopa Association of Governments ("MAG"). This JAA allows Roadway Safety Program grant monies administered by MAG to be used by the City. Grant monies totaling $50,364.00 would be used for the construction of a channelizing right-turn safety improvement to the east- bound lane of Junction Street at Tomahawk Road. City's local contribution is $10,000 for design costs and project management. 575 E. Baseline Avenue, Apache Junction, AZ 85219 • Voice (480) 982-1055 # FAX (480) 983-5752 or (480) 982-8005 RESOLUTION NO. 20-16 A RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF APACHE JUNCTION, ARIZONA, AUTHORIZING THE CITY TO ENTER INTO AN INTERGOVERNMENTAL AGREEMENT FOR ROADWAY SAFETY PROGRAM WITH MARICOPA ASSOCIATION OF GOVERNMENTS . WHEREAS, Maricopa Association of Governments ("MAG") and Arizona Department of Transportation ("ADOT") established the Roadway Safety Program ("RSP") for the specific purpose of achieving reduction in traffic fatalities and serious injuries on public roads; and WHEREAS, MAG, ADOT and the City of Apache Junction ("City") have identified an eligible location within the City that can benefit from this program; and WHEREAS, the RSP funds will be used for safety improvements on Junction Street at Tomahawk Road (the "Project") consisting of channelizing right-hand turns; and WHEREAS, the parties have crafted a written agreement which sets forth the conditions for such arrangement; and WHEREAS, pursuant to A.R. S . §§ 11-952 (A) and 28-401, public entities may enter into agreements with each other for joint or cooperative activities . NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF APACHE JUNCTION ARIZONA, AS FOLLOWS : 1) The mayor and city council approve the form of the intergovernmental agreement for RSP set forth in Attachment A; and the mayor is hereby authorized to sign the agreement on behalf of the City. 2) The city manager and/or his designee is authorized and directed to take all steps necessary to carry out the purpose and intent of this resolution and to fulfill all the duties required under the agreement. RESOLUTION NO. 20-16 PAGE 1 OF 2 PASSED AND ADOPTED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF APACHE JUNCTION, ARIZONA, THIS DAY OF , 2020 . SIGNED AND ATTESTED TO THIS DAY OF , 2020 . Jeff Serdy Mayor ATTEST: Jenifer Pena City Clerk APPROVED AS TO FORM: RICHARD J. STERN City Attorney RESOLUTION NO. 20-16 PAGE 2 OF 2 Attachment A OM nE M�IIE MARICOPA ASSOCIATION of GOVERNMENTS MARICOPA ASSOCIATION OF GOVERNMENTS ROADWAY SAFETY PROGRAM JOINT AGENCY AGREEMENT MAG Roadway Safety Program,Joint Agency Agreement No. 1059 MAG TIP Project#APJ19-871D,APJ20-871C, City of Apache Junction Capital Improvement Plan#90 This Joint Agency Agreement (Agreement) by and between the Maricopa Association of Governments ("MAG"), an Arizona non-profit corporation, and City of Apache Junction, an Arizona municipal corporation, will become effective on the day, which it is executed by the MAG Executive Director. MAG and the City are referred to in this Agreement each individually as a "Party" and collectively as the"Parties". RECITALS A. MAG is the regional planning agency for Maricopa County and portions of Pinal County. MAG is governed by a regional council, which includes the mayor or chief executive of each member agency ("Regional Council"). Pursuant to state law, MAG has developed, and the necessary Parties have approved, a twenty-year comprehensive, performance based, multimodal MAG 2040 Regional Transportation Plan ("RTP"). The Regional Roadway Safety Improvement Program ("RSP") is a component of the RTP that includes safety improvements with a revenue allocation through 2025. B. Funds for the RSP are administered by the Arizona Department of Transportation ("ADOT") through its Highway User Revenue ("HURF") sub-account for local agency streets designated "collector" or above, and through allocations of Surface Transportation Block Grant ("STBG") Funds that are allocated to the MAG region and administered by ADOT. Funds will be disbursed by ADOT once an invoice is reviewed and approved in concurrence with MAG. HURF for the RSP are provided by ADOT and are allocated to the RSP via a funding exchange with the MAG region. Eligible activities must adhere to Article IX,Section 14, of the Arizona Constitution. C. The RSP includes a safety improvement project on Junction Street at Tomahawk Road consisting of a channelizing right turn within the city of Apache Junction ("Project' .The Project is described in greater detail in the Project Application ("Project Application") submitted by City, dated November 7, 2019 and on file in the offices of City and MAG. D. The Project will be designed and constructed in accordance with the standards adopted by City. Page 1 of 9 2020-001-CAJ E. The regional reimbursement schedule for the Project are as follows: Fiscal Year Type of Fiscal Year for Type of Work of Work Reimbursement Reimbursement Reimbursement Funds Pre-Design NIA N/A Local N/A Design FY2019 $10,000.00 Local 2019 Right-of-Way N/A N/A Local N/A Procurement FY2020 Included below HURF FY2020 Construction FY2020 $50,364.00 HURF FY2020 Total Programmed for Reimbursement $50,364.00 F. The Parties are authorized to enter into this agreement by the provisions of Arizona Revised Statutes ("A.R.S.") Section 28-6501 et seq.,A.R.S. Section 11-951 et seq., which authorizes City and MA to enter into joint agency agreements. AGREEMENT NOW,THEREFORE, for good and sufficient consideration, the receipt and sufficiency of which is hereby acknowledged,the Parties agree as follows: A. Pu ose. The purpose of this Agreement is to identify and define the responsibilities of City and MAG for the design, acquisition of right-of-way, construction and financing of the Project, as established in the RSP. B. Responsibilities of the Parties. 1. MAG's Responsibilities. a. Administer the RSP,pursuant to the RSP policies and procedures which are on file with the Parties; b. Provide to City the required format for submitting requests for payment,invoices, progress reports and backup documentation; C. Review and approve invoices for projects to be reimbursed with HURF subject to the terms of this Agreement; d. Submit approved invoices to ADOT for payment by ADOT to City. The payments from ADOT to City will be based on the reimbursement amounts and schedule as noted in the Recitals, Section E. The basis for payment to City shall be reimbursement for costs in conformance with the RSP and the policies and procedures. Page 2 of 9 2020-001-CAJ 2. City Responsibilities. a. Be responsible for all Project costs and submit invoices to MAG for reimbursement. City will: 1) be responsible for the completion of all surveys, design, plans and specifications, including contractor selection documents; 2) conduct contractor selection process(es), award contract(s) for construction pursuant to the applicable laws and ordinances, and provide necessary construction management and inspections, unless noted otherwise in an intergovernmental agreement (IGA); 3) if necessary, purchase or condemn right-of-way required for the completion of the Project, unless otherwise provided in an IGA; 4) be responsible for all utility relocations, and 5) review and approve invoices from its contractors and subcontractors before submitting an invoice to MAG; b. Abide by the RSP policies and procedures throughout the completion of the Project. C. Be responsible for meeting all applicable federal requirements for the Project when using local funding(e.g. National Highway System requirements); d. Obtain appropriate indemnifications and insurance from all contractors and subcontractors involved in the Project; e. Be responsible for all Project costs in excess of the maximum amount of the RSP- MAG funds allocated for the Project in the amount of $50,364.00 ("Allocated Funds"). The amount of funds to be paid to City pursuant to this Agreement will not exceed the Allocated Funds as included in the MAG approved Transportation Improvement Program ("TIP"). The allocated funds are expressed in year of expenditure dollar amounts,which will not be adjusted for inflation; f. Provide invoices and progress reports to MAG consistent with the RSP policies and procedures;and g. Otherwise comply with all requirements of this Agreement. h. Authorize the public works director or designee as City representative to sign, approve and submit invoices to MAG. C. Records and Audit Rights. City's work and accounting records (hard copy, as well as computer readable data), and any other supporting evidence deemed necessary by MAG to substantiate charges and claims related to this Agreement shall be open to inspection and subject to audit and/or reproduction by authorized representatives of MAG, ADOT and the Auditor General of the State of Arizona (collectively Auditors), as applicable to the extent necessary to adequately permit evaluation and verification of the performance and cost of the work, and to conduct and prepare all audits and reports required by law.Auditors shall be afforded access,at reasonable times and places, to all of City records and personnel, pursuant to the provisions of this section, throughout the term of this Agreement, and for a period of five (5) years after last or final payment. Page 3 of 9 2020-001-CAJ D. Term and Termination. This Agreement is valid through the payment of the final invoice for completion of construction, by the end of fiscal year 2020,or July 30,2021 as noted in the reimbursement schedule of the Recitals, section E whichever is later, subject to earlier termination as specifically provided herein. 1. Termination by MAG. MAG reserves the right to terminate this Agreement in the event that MAG determines, in its reasonable discretion, that local or MAG allocated funds are not available to meet the City's financial responsibilities in regard to the Project or in the event of an act of God or act of war or terror that makes continuation of work pursuant to this Agreement no longer in the public interest. MAG will give sixty (60) calendar days advance notice of such termination,unless such notice is impracticable, in which case MAG will provide such notice as is practicable under the circumstances. In the event of such termination, MAG will recommend to ADOT that it reimburse City as provided in this Agreement, for work satisfactorily performed to the date of termination. MAG also reserves the right to terminate this Agreement in the following circumstances: 1) no Material Project Reimbursement Request ("MPRR") has been submitted to MAG for a period of at least eighteen (18) months from the date of the last Project Reimbursement Request ("PRR"), or the effective date of this Agreement, whichever is later;2) no Substantial Project Reimbursement Request("SPRR")has been submitted to MAG for a period of twenty (20) months from the date of the last PRR, or the effective date of this Agreement, whichever is later;or 3) in the event of a Substantial Project Change. 2. Termination by City. City reserves the right to terminate this Agreement in the event that City determines, in its reasonable discretion, that local funds are not available to meet City's financial responsibilities in regard to the Project or in the event of an act of God or act of war or terror that makes continuation of work pursuant to this Agreement no longer in the public interest. City will give sixty (60) c a 1 e n d a r days advance notice of such termination, unless such notice is impracticable under these circumstances,in which case City will provide such notice,as is practicable. 3. Termination by Mutual Consent. The Parties may terminate this Agreement by mutual consent in the event that they determine that such termination is in furtherance of the goals of the RSP and is in the best interests of the Parties. 4. In the event of termination pursuant to this section, City agrees that it will leave the Project in a condition that is safe for use by the public. E. Availability of Funds. Each Party's obligations under this Agreement are conditioned upon the availability of funds, appropriated or allocated, for the payment of such obligation. No liability shall accrue to MAG in the event MAG declines to review and/or approve invoices for payment on the basis that funds are not available for payment of such invoices and MAG terminates the Agreement in accordance with section (D) (1). F. Indemnification. Each Party to this Agreement agrees to defend,indemnify and hold harmless each other, and its officers, officials, employees, agents, and directors from and against any Page 4 of 9 2020-001-TOJ and all claims, demands, losses, liabilities, causes of action and costs (including expert witness fees, attorneys fees and costs of defense and appellate appeal) (collectively "Claims' , which may be imposed upon, incurred by or asserted against each other, attributable (directly or indirectly) to, or arising in any manner by reason of, the negligence, error, or omission of any agent, officer, servant, or employee of each other, or anyone for whom the Parties may be legally liable,in the performance of this Agreement. G. Conflict of Interest. This Agreement is subject to termination for conflict of interest, pursuant to the provisions of A.R.S. � 38-511. H. Ownership of Improvements upon Termination. Upon the expiration or other termination of this Agreement, ownership of the Project and the improvements constructed under this Agreement shall be vested in City. 1. General Provisions. 1. INCORPORATION OF RECITALS. The Recitals are acknowledged by the Parties to be substantially true and correct,and hereby incorporated as agreements of the Parties. 2. ENTIRE AGREEMENT. This Agreement and any attachments represent the entire agreement between City and MAG and supersede all prior negotiations,representations or agreements, either express or implied,written or oral. It is mutually understood and agreed that no alteration or variation of the terms and conditions of this Agreement shall be valid unless made in writing and signed by the Parties hereto. Written and signed amendments shall automatically become part of the Supporting Documents, and shall supersede any inconsistent provision therein; provided, however, that any apparent inconsistency shall be resolved, if possible, by construing the provisions as mutually complementary and supplementary. 3. OFFICIAL COPIES. Upon date of execution by the MAG Executive Director, City shall receive a signed copy of the agreement within 14 calendar days of execution. 4. APPLICABLE LAW AND VENUE. The terms and conditions of this Agreement shall be governed by and interpreted in accordance with the laws of the State of Arizona. Any action at law or in equity brought by either party for the purpose of enforcing a right or rights provided for in this Agreement, shall be tried in a court of competent jurisdiction in Maricopa County, State of Arizona. The parties hereby waive all provisions of law providing for a change of venue in such proceeding to any other county. In the event either party shall bring suit to enforce any term of this Agreement or to recover any damages for and on account of the breach of any term or condition in this Agreement,it is mutually agreed that the prevailing party in such action shall recover all costs including: all litigation and appeal expenses,collection expenses,reasonable attorney fees,necessary witness fees and court costs to be determined by the court in such action. 5. MODIFICATIONS. Except as otherwise specifically provided in this Agreement, any amendment, modification or variation from the terms of this Agreement shall be in writing and shall be effective only after written approval of all Parties. Page 5 of 9 2020-001-TOJ 6. ATTORNEY FEES. In the event either Party brings any action for any relief, declaratory or otherwise, arising out of this Agreement, or on account of any breach or default of this Agreement, the prevailing Party shall be entitled to receive from the other Party reasonable attorney fees and reasonable costs and expenses, as determined by the arbitrator or court sitting without a jury,which shall be deemed to have accrued on the commencement of such action and shall be enforceable, whether or not such action is prosecuted to judgment. 7. NOTICES. All notices or demands required to be given, pursuant to the terms of this Agreement, shall be given to the other Party in writing, delivered in person, sent by facsimile transmission, deposited in the United States mail, postage prepaid, registered or certified mail,return receipt requested,or deposited with any commercial air courier or express service at the addresses set forth below, or to such other address as the Parties may substitute by written notice, given in the manner prescribed in this paragraph. If to City: Mike Wever City of Apache Junction Public Works Director 575 East Baseline Avenue Apache Junction,AZ 85119 Tel: (480)474-8513 Fax: (480) 983-5752 If to MAG: Executive Director Maricopa Association of Governments 302 No. First Avenue Suite 300 Phoenix,Arizona 85003 Tel: (602) 254-6300 Fax: (602) 254-6490 A notice shall be deemed received on the date delivered, if delivered by hand, on the day it is sent by facsimile transmission, on the second day after its deposit with any commercial air courier or express services or, if mailed, three (3) working days (exclusive of United States Post Office holidays) after the notice is deposited in the United States mail as above provided, and on the delivery date indicated on receipt, if delivered by certified or registered mail. Any time period stated in a notice shall be computed from the time the notice is deemed received. Notices sent by facsimile transmission shall also be sent by regular mail to the recipient at the above address.This requirement for duplicate notice is not intended to change the effective date of the notice sent by facsimile transmission. E-mail is not an acceptable means for meeting the requirements of this section unless otherwise agreed in writing. S. FORCE MAJEURE. Neither City nor MAG, as the case may be, shall be considered not to have performed its obligations under this Agreement in the event of enforced delay (an "Enforced Delay")due to causes beyond its control and without its fault or negligence or failure Page 6 of 9 2020-001-TOJ to comply with applicable laws, including, but not restricted to, acts of God, fires, floods, epidemics,pandemics, quarantine,restrictions, embargoes,labor disputes, and unusually severe weather or the delays of subcontractors or materialmen due to such causes, acts of a public enemy, war, terrorism or act of terror (including but not limited to bio-terrorism or eco- terrorism),nuclear radiation,blockade,insurrection, riot,labor strike or interruption, extortion, sabotage, or similar occurrence or any exercise of the power of eminent domain of any governmental body on behalf of any public entity, or a declaration of moratorium or similar hiatus (whether permanent or temporary) by any public entity directly affecting the obligations under this Agreement. In no event will Enforced Delay include any delay resulting from unavailability for any reason of labor shortages, or the unavailability for any reason of particular consultants, subcontractors, vendors or investors desired by MAG in connection with the obligations under this Agreement. In the event of the occurrence of any such Enforced Delay, the time or times for performance of the obligations of the Parry claiming delay shall be extended for a period of the Enforced Delay;provided,however,that the Party seeking the benefit of the provisions of this Section shall,within thirty(30) calendar days after such Party knows or should know of any such Enforced Delay, first notify the other Party of the specific delay in writing and claim the right to an extension for the period of the Enforced Delay; and provided further that in no event shall a period of Enforced Delay exceed ninety (90) calendar days. 9. ADVERTISING. No advertising or publicity concerning MAG using any contractor's or subcontractor's services shall be undertaken without prior written approval of such advertising or publicity by MAG's Executive Director. 10. COUNTERPARTS. This Agreement may be executed in one or more counterparts, and each originally executed duplicate counterpart of this Agreement shall be deemed to possess the full force and effect of the original. 11. CAPTIONS. The captions used in this Agreement are solely for the convenience of the Parties, do not constitute a part of this Agreement and are not to be used to construe or interpret this Agreement. 12. SEVERABILITY. City and MAG each believe that the execution,delivery and performance of this Agreement are in compliance with all applicable laws. However, in the unlikely event that any provision of this Agreement is declared void or unenforceable (or is construed as requiring City to do any act in violation of any applicable laws,including any constitutional provision,law, regulation, or city code), such provision shall be deemed severed from this Agreement and this Agreement shall otherwise remain in full force and effect; provided that this Agreement shall retroactively be deemed reformed to the extent reasonably possible in such a manner so that the reformed agreement (and any related agreements effective as of the same date) provide essentially the same rights and benefits (economic and otherwise) to the Parties as if such severance and reformation were not required. Unless prohibited by applicable laws, the Parties further shall perform all acts and execute, acknowledge and/or deliver all amendments, instruments and consents necessary to accomplish and to give effect to the purposes of this Agreement,as reformed. 13. AUTHORITY. Each Party hereby warrants and represents that it has full power and authority to enter into and perform this Agreement, and that the person signing on behalf of each has been properly authorized and empowered to enter this Agreement.Each Party further Page 7 of 9 2020-001-TOJ acknowledges that it has read this Agreement, understands it, and agrees to be bound by it. 14. E-VERIFY. a. Warrant of Compliance. Pursuant to the provisions of A.R.S. § 41-4401, each Party warrants to the other that it is in compliance with all Federal Immigration laws and regulations that relate to its employees and with the E-Verify Program under A.R.S. 23-214(A). b. Breach of Warranty. A breach of this warranty by a Party or any of its subcontractors will be considered a material breach of this Agreement and may subject the breaching party to penalties up to and including termination of this Agreement or any subcontract. C. Right to Inspect. Each Party retains the legal right to inspect the papers of any employee who works on this Agreement or any subcontractor to ensure compliance with the warranty given above. d. Random Verification. Either Party may conduct a random verification of the employment records of the other to ensure compliance with this warranty. e. Federal Employment Verification Provisions — No Material Breach. A Parry will not be considered in material breach of this Agreement if it establishes that it has complied with the employment verification provisions prescribed by 8 U.S.C.A. § 1324(a) and (b) of the Federal Immigration and Nationality Act and the E-Verify requirements prescribed by A.R.S. § 23-214(A). f. Inclusion of Article in Other Contracts: The provisions of this Article must be included in any contract either Party enters into with any and all of its contractors or subcontractors who provide services pursuant to this Agreement. g. Prohibition to Contract with Agencies Who Engage in Boycott of the State of Israel: The Parties acknowledge A.R.S. §� 35-393 through 35-393.03, as amended,which forbids public entities from contracting with agencies who engage in boycotts of the State of Israel. Should MAG under this Agreement engage in any such boycott against the State of Israel, this Agreement shall be deemed automatically terminated by operation of law. Any such boycott is a material breach of contract. 15. PROHIBITION OF DOING BUSINESS WITH SUDAN AND IRAN. Pursuant to A.R.S. �§ 35-391.06 and 35-393.06, each Party certifies that it does not have a scrutinized business operation, as defined in A.R.S. §§ 35-391 and 35-393,in either Sudan or Iran. 16. TIME IS OF THE ESSENCE. Time is of the essence with respect to all provisions in this Agreement. Any delay in performance by either Party shall constitute a material breach of this Agreement. Page 8 of 9 2020-001-TOJ IN WITNESS WHEREOF, the Patties hereto have caused these presents to be executed by their duly authorized officers. (The order for obtaining die signatures is as follows: the 1NIAG General Counsel, the appropriate representative of the City of Apache Junction, and the 114AG Executive Director). MAG: Maricopa Association of Governments, an Arizona non-profit corporation By: Date Eric Anderson Executive Director County City: City of Apache Junction,an Arizona m unicipal corporation '.. By: Date Jeff Serdy Mayor ATTEST: Jennifer Pena City Cleric COUNSEL APPROVAL,AS TO FORM: I have read this Agreement and have determined such Agreement is in proper form and is entered into within the powers of and authority granted under the laws of the State of Arizona. [1��IA I FC3NEY) Date I have read this Agreement and have determined such Agreement is in proper form and is entered into within the powers of and authority granted under the laws of the State of Arizona. Richard J. Stern, City Attorney Date Page 9 of q 2020-001-TOJ City of Apache Junction, Arizona 300 E Superstition Boulevard U = Agenda Item Cover Sheet Apache Junction,AZ 85119 ` • Agenda Item No.4. �Piz File ID: 20-195 Sponsor: Shane Kiesow Agenda Date:4/21/2020 Index: In Control: City Council Meeting Consideration of approval of Resolution No. 20-17; authorizing the City to enter into an intergovernmental agreement for Roadway Safety Program with Maricopa Association of Governments. The authorization allows for grant monies to be used by the City on safety improvements to eighteen (18)traffic signal facilities. City of Apache Junction,Arizona Page 1 Printed on 611512026 RESOLUTION NO. 20-17 A RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF APACHE JUNCTION, ARIZONA, AUTHORIZING THE CITY TO ENTER INTO AN INTERGOVERNMENTAL AGREEMENT FOR ROADWAY SAFETY PROGRAM WITH MARICOPA ASSOCIATION OF GOVERNMENTS . WHEREAS, Maricopa Association of Governments ("MAG") and Arizona Department of Transportation ("ADOT") established the Roadway Safety Program ("RSP") for the specific purpose of achieving reduction in traffic fatalities and serious injuries on public roads; and WHEREAS, MAG, ADOT and the City of Apache Junction ("City") have identified systematic improvements within the City as being eligible under this program; and WHEREAS, the RSP funds will be used for the purchase and installation of safety upgrades (the "Project") at various traffic signal locations within the City limits as selected by the City; and WHEREAS, the parties have crafted a written agreement which sets forth the conditions for such arrangement; and WHEREAS, pursuant to A.R. S . §§ 11-952 (A) and 28-401, public entities may enter into agreements with each other for joint or cooperative activities . NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF APACHE JUNCTION ARIZONA, AS FOLLOWS : 1) The mayor and city council approve the form of the intergovernmental agreement for RSP set forth in Attachment A; and the mayor is hereby authorized to sign the agreement on behalf of the City. 2) The city manager and/or his designee is authorized and directed to take all steps necessary to carry out the purpose and intent of this resolution and to fulfill all the duties required under the agreement. RESOLUTION NO. 20-17 PAGE 1 OF 2 PASSED AND ADOPTED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF APACHE JUNCTION, ARIZONA, THIS DAY OF , 2020 . SIGNED AND ATTESTED TO THIS DAY OF , 2020 . Jeff Serdy Mayor ATTEST: Jenifer Pena City Clerk APPROVED AS TO FORM: RICHARD J. STERN City Attorney RESOLUTION NO. 20-17 PAGE 2 OF 2 Attachment A ON TXE MOVE AL AL MARICOPA AMDASSOCIATION of """"""'"°°"" GOVERNMENTS MARICOPA ASSOCIATION OF GOVERNMENTS ROADWAY SAFETY PROGRAM JOINT AGENCY AGREEMENT MAG Roadway Safety Program,Joint Agency Agreement No. 1065 MAG TIP Project#APJ19-870D,APJ20-870C, City of Apache Junction Capital Improvement Plan#88 This Joint Agency Agreement (Agreement) by and between the Maricopa Association of Governments ("MAG"), an Arizona non-profit corporation, and City of Apache Junction, an Arizona municipal corporation, will become effective on the day, which it is executed by the MAG Executive Director. MAG and the City are referred to in this Agreement each individually as a"Parry" and collectively as the"Parties". RECITALS A. MAG is the regional planning agency for Maricopa County and portions of Pinal County. MAG is governed by a regional council, which includes the mayor or chief executive of each member agency ("Regional Council'). Pursuant to state law, MAG has developed, and the necessary Parties have approved, a twenty-year comprehensive, performance based, multimodal MAG 2040 Regional Transportation Plan ("RTP"). The Regional Roadway Safety Improvement Program ("RSP") is a component of the RTP that includes safety improvements with a revenue allocation through 2025. B. Funds for the RSP are administered by the Arizona Department of Transportation ("ADOT") through its Highway User Revenue ("HURF") sub-account for local agency streets designated "collector" or above, and through allocations of Surface Transportation Block Grant ("STBG") Funds that are allocated to the MAG region and administered by ADOT. Funds will be disbursed by ADOT once an invoice is reviewed and approved in concurrence with MAG. HURF for the RSP are provided by ADOT and are allocated to the RSP via a funding exchange with the MAG region. Eligible activities must adhere to Article IX, Section 14, of the Arizona Constitution. C. The RSP includes safety improvements on eighteen traffic signal locations within the city of Apache Junction (`Project").The Project is described in greater detail in the Project Application (`Project Application") submitted by City, dated November 7, 2019 and on file in the offices of City and MAG. D. The Project will be designed and constructed in accordance with the standards adopted by City. Page 1 of 9 2020-002-CAJ E. The regional reimbursement schedule for the Project are as follows: Fiscal Year Type of Fiscal Year for Type of Work of Work Reimbursement Reimbursement Reimbursement Funds Pre-Design MA N/A Local N/A Design FY2019 $26,000.00 Local FY2019 Right-of-Way N/A N/A Local N/A Procurement FY2020 Included below HURF FY2020 Construction FY2020 $229,159.00 HURF FY2020 Total Programmed for Reimbursement $229,159.00 F. The Parties are authorized to enter into this agreement by the provisions of Arizona Revised Statutes ("A.R.S.") Section 28-6501 et seq., A.R.S. Section 11-951 et seq., which authorizes City and MA to enter into joint agency agreements. AGREEMENT NOW,THEREFORE, for good and sufficient consideration, the receipt and sufficiency of which is hereby acknowledged,the Parties agree as follows: A. Pu ose. The purpose of this Agreement is to identify and define the responsibilities of City and MAG for the design, acquisition of right-of-way, construction and financing of the Project, as established in the RSP. B. Responsibilities of the Parties. 1. MAG's Responsibilities. a. Administer the RSP,pursuant to the RSP policies and procedures which are on file with the Parties; b. Provide to City the required format for submitting requests for payment,invoices, progress reports and backup documentation; C. Review and approve invoices for projects to be reimbursed with HURF subject to the terms of this Agreement; d. Submit approved invoices to ADOT for payment by ADOT to City. The payments from ADOT to City will be based on the reimbursement amounts and schedule as noted in the Recitals, Section E. The basis for payment to City shall be reimbursement for costs in conformance with the RSP and the policies and procedures. Page 2 of 9 2020-002-CAJ 2. City Responsibilities. a. Be responsible for all Project costs and submit invoices to MAG for reimbursement. City will: 1) be responsible for the completion of all surveys, design, plans and specifications, including contractor selection documents; 2) conduct contractor selection process(es), award contract(s) for construction pursuant to the applicable laws and ordinances, and provide necessary construction management and inspections, unless noted otherwise in an intergovernmental agreement (IGA); 3) if necessary, purchase or condemn right-of-way required for the completion of the Project, unless otherwise provided in an IGA; 4) be responsible for all utility relocations, and 5) review and approve invoices from its contractors and subcontractors before submitting an invoice to MAG; b. Abide by the RSP policies and procedures throughout the completion of the Project. C. Be responsible for meeting all applicable federal requirements for the Project when using local funding(e.g. National Highway System requirements); d. Obtain appropriate indemnifications and insurance from all contractors and subcontractors involved in the Project; e. Be responsible for all Project costs in excess of the maximum amount of the RSP- MAG funds allocated for the Project in the amount of $229,159.00 ("Allocated Funds"). The amount of funds to be paid to City pursuant to this Agreement will not exceed the Allocated Funds as included in the MAG approved Transportation Improvement Program ("TIP"). The allocated funds are expressed in year of expenditure dollar amounts,which will not be adjusted for inflation; f. Provide invoices and progress reports to MAG consistent with the RSP policies and procedures;and g. Otherwise comply with all requirements of this Agreement. h. Authorize the public works director or designee as City representative to sign,approve and submit invoices to MAG. C. Records and Audit Rights. City's work and accounting records (hard copy, as well as computer readable data), and any other supporting evidence deemed necessary by MAG to substantiate charges and claims related to this Agreement shall be open to inspection and subject to audit and/or reproduction by authorized representatives of MAG, ADOT and the Auditor General of the State of Arizona (collectively Auditors), as applicable to the extent necessary to adequately permit evaluation and verification of the performance and cost of the work, and to conduct and prepare all audits and reports required by law.Auditors shall be afforded access,at reasonable times and places, to all of City records and personnel, pursuant to the provisions of this section, throughout the term of this Agreement, and for a period of five (5) years after last or final payment. Page 3 of 9 2020-002-CAJ D. Term and Termination. This Agreement is valid through the payment of the final invoice for completion of construction, by the end of fiscal year 2020,or July 30,2021 as noted in the reimbursement schedule of the Recitals, section E whichever is later, subject to earlier termination as specifically provided herein. 1. Termination by MAG. MAG reserves the right to terminate this Agreement in the event that MAG determines, in its reasonable discretion, that local or MAG allocated funds are not available to meet the City's financial responsibilities in regard to the Project or in the event of an act of God or act of war or terror that makes continuation of work pursuant to this Agreement no longer in the public interest. MAG will give sixty (60) calendar days advance notice of such termination,unless such notice is impracticable, in which case MAG will provide such notice as is practicable under the circumstances. In the event of such termination, MAG will recommend to ADOT that it reimburse City as provided in this Agreement, for work satisfactorily performed to the date of termination. MAG also reserves the right to terminate this Agreement in the following circumstances: 1) no Material Project Reimbursement Request ("MPRR") has been submitted to MAG for a period of at least eighteen (18) months from the date of the last Project Reimbursement Request ("PRR'�, or the effective date of this Agreement, whichever is later;2) no Substantial Project Reimbursement Request("SPRR")has been submitted to MAG for a period of twenty (20) months from the date of the last PRR, or the effective date of this Agreement, whichever is later;or 3) in the event of a Substantial Project Change. 2. Termination by Ci1y. City reserves the right to terminate this Agreement in the event that City determines, in its reasonable discretion, that local funds are not available to meet City's financial responsibilities in regard to the Project or in the event of an act of God or act of war or terror that makes continuation of work pursuant to this Agreement no longer in the public interest. City will give sixty (60) c a 1 e n d a r days advance notice of such termination, unless such notice is impracticable under these circumstances,in which case City will provide such notice,as is practicable. 3. Termination by Mutual Consent. The Parties may terminate this Agreement by mutual consent in the event that they determine that such termination is in furtherance of the goals of the RSP and is in the best interests of the Parties. 4. In the event of termination pursuant to this section, City agrees that it will leave the Project in a condition that is safe for use by the public. E. Availability of Funds. Each Party's obligations under this Agreement are conditioned upon the availability of funds, appropriated or allocated, for the payment of such obligation. No liability shall accrue to MAG in the event MAG declines to review and/or approve invoices for payment on the basis that funds are not available for payment of such invoices and MAG terminates the Agreement in accordance with section (D) (1). F. Indemnification. Each Party to this Agreement agrees to defend,indemnify and hold harmless each other, and its officers, officials, employees, agents, and directors from and against any Page 4 of 9 2020-002-CAJ and all claims, demands, losses, liabilities, causes of action and costs (including expert witness fees, attorneys fees and costs of defense and appellate appeal) (collectively "Claims"), which may be imposed upon, incurred by or asserted against each other, attributable (directly or indirectly) to, or arising in any manner by reason of, the negligence, error, or omission of any agent, officer, servant, or employee of each other, or anyone for whom the Parties may be legally liable,in the performance of this Agreement. G. Conflict of Interest. This Agreement is subject to termination for conflict of interest, pursuant to the provisions of A.R.S. § 38-511. H. Ownership of Improvements upon Termination. Upon the expiration or other termination of this Agreement, ownership of the Project and the improvements constructed under this Agreement shall be vested in City. I. General Provisions. 1. INCORPORATION OF RECITALS. The Recitals are acknowledged by the Parties to be substantially true and correct,and hereby incorporated as agreements of the Parties. 2. ENTIRE AGREEMENT. This Agreement and any attachments represent the entire agreement between City and MAG and supersede all prior negotiations,representations or agreements, either express or implied,written or oral. It is mutually understood and agreed that no alteration or variation of the terms and conditions of this Agreement shall be valid unless made in writing and signed by the Parties hereto. Written and signed amendments shall automatically become part of the Supporting Documents, and shall supersede any inconsistent provision therein; provided, however, that any apparent inconsistency shall be resolved, if possible, by construing the provisions as mutually complementary and supplementary. 3. OFFICIAL COPIES. Upon date of execution by the MAG Executive Director, City shall receive a signed copy of the agreement within 14 calendar days of execution. 4. APPLICABLE LAW AND VENUE. The terms and conditions of this Agreement shall be governed by and interpreted in accordance with the laws of the State of Arizona. Any action at law or in equity brought by either party for the purpose of enforcing a right or rights provided for in this Agreement, shall be tried in a court of competent jurisdiction in Maricopa County, State of Arizona. The parties hereby waive all provisions of law providing for a change of venue in such proceeding to any other county. In the event either party shall bring suit to enforce any term of this Agreement or to recover any damages for and on account of the breach of any term or condition in this Agreement,it is mutually agreed that the prevailing party in such action shall recover all costs including: all litigation and appeal expenses, collection expenses, reasonable attorney fees, necessary witness fees and court costs to be determined by the court in such action. 5. MODIFICATIONS. Except as otherwise specifically provided in this Agreement, any amendment, modification or variation from the terms of this Agreement shall be in writing and shall be effective only after written approval of all Parties. Page 5 of 9 2020-002-CAJ 6. ATTORNEY FEES. In the event either Party brings any action for any relief, declaratory or otherwise, arising out of this Agreement, or on account of any breach or default of this Agreement, the prevailing Party shall be entitled to receive from the other Party reasonable attorney fees and reasonable costs and expenses, as determined by the arbitrator or court sitting without a jury,which shall be deemed to have accrued on the commencement of such action and shall be enforceable, whether or not such action is prosecuted to judgment. 7. NOTICES. All notices or demands required to be given, pursuant to the terms of this Agreement, shall be given to the other Party in writing, delivered in person, sent by facsimile transmission, deposited in the United States mail, postage prepaid, registered or certified mail,return receipt requested,or deposited with any commercial air courier or express service at the addresses set forth below, or to such other address as the Parties may substitute by written notice, given in the manner prescribed in this paragraph. If to City: Mike Wever City of Apache Junction Public Works Director 575 East Baseline Avenue Apache Junction,AZ 85119 Tel: (480)474-8513 Fax: (480) 983-5752 If to MAG: Executive Director Maricopa Association of Governments 302 No. First Avenue Suite 300 Phoenix,Arizona 85003 Tel: (602) 254-6300 Fax: (602) 254-6490 A notice shall be deemed received on the date delivered, if delivered by hand, on the day it is sent by facsimile transmission, on the second day after its deposit with any commercial air courier or express services or, if mailed, three (3) working days (exclusive of United States Post Office holidays) after the notice is deposited in the United States mail as above provided, and on the delivery date indicated on receipt, if delivered by certified or registered mail. Any time period stated in a notice shall be computed from the time the notice is deemed received. Notices sent by facsimile transmission shall also be sent by regular mail to the recipient at the above address.This requirement for duplicate notice is not intended to change the effective date of the notice sent by facsimile transmission. E-mail is not an acceptable means for meeting the requirements of this section unless otherwise agreed in writing. 8. FORCE MAJEURE. Neither City nor MAG, as the case may be, shall be considered not to have performed its obligations under this Agreement in the event of enforced delay (an "Enforced Delay")due to causes beyond its control and without its fault or negligence or failure Page 6 of 9 2020-002-CAJ to comply with applicable laws, including, but not restricted to, acts of God, fires, floods, epidemics,pandemics, quarantine,restrictions, embargoes,labor disputes, and unusually severe weather or the delays of subcontractors or materialmen due to such causes, acts of a public enemy, war, terrorism or act of terror (including but not limited to bio-terrorism or eco- terrorism),nuclear radiation,blockade,insurrection, riot,labor strike or interruption, extortion, sabotage, or similar occurrence or any exercise of the power of eminent domain of any governmental body on behalf of any public entity, or a declaration of moratorium or similar hiatus (whether permanent or temporary) by any public entity directly affecting the obligations under this Agreement. In no event will Enforced Delay include any delay resulting from unavailability for any reason of labor shortages, or the unavailability for any reason of particular consultants, subcontractors, vendors or investors desired by MAG in connection with the obligations under this Agreement. In the event of the occurrence of any such Enforced Delay, the time or times for performance of the obligations of the Party claiming delay shall be extended for a period of the Enforced Delay;provided,however,that the Party seeking the benefit of the provisions of this Section shall,within thirty(30) calendar days after such Party knows or should know of any such Enforced Delay, first notify the other Party of the specific delay in writing and claim the right to an extension for the period of the Enforced Delay; and provided further that in no event shall a period of Enforced Delay exceed ninety (90) calendar days. 9. ADVERTISING. No advertising or publicity concerning MAG using any contractor's or subcontractor's services shall be undertaken without prior written approval of such advertising or publicity by MAG's Executive Director. 10. COUNTERPARTS. This Agreement may be executed in one or more counterparts, and each originally executed duplicate counterpart of this Agreement shall be deemed to possess the full force and effect of the original. 11. CAPTIONS. The captions used in this Agreement are solely for the convenience of the Parties, do not constitute a part of this Agreement and are not to be used to construe or interpret this Agreement. 12. SEVERABILITY. City and MAG each believe that the execution,delivery and performance of this Agreement are in compliance with all applicable laws. However, in the unlikely event that any provision of this Agreement is declared void or unenforceable (or is construed as requiring City to do any act in violation of any applicable laws,including any constitutional provision,law, regulation, or city code), such provision shall be deemed severed from this Agreement and this Agreement shall otherwise remain in full force and effect; provided that this Agreement shall retroactively be deemed reformed to the extent reasonably possible in such a manner so that the reformed agreement (and any related agreements effective as of the same date) provide essentially the same rights and benefits (economic and otherwise) to the Parties as if such severance and reformation were not required. Unless prohibited by applicable laws, the Parties further shall perform all acts and execute, acknowledge and/or deliver all amendments, instruments and consents necessary to accomplish and to give effect to the purposes of this Agreement,as reformed. 13. AUTHORITY. Each Party hereby warrants and represents that it has full power and authority to enter into and perform this Agreement, and that the person signing on behalf of each has been properly authorized and empowered to enter this Agreement.Each Party further Page 7 of 9 2020-002-CAJ acknowledges that it has read this Agreement, understands it, and agrees to be bound by it. 14. E-VERIFY. a. Warrant of Compliance. Pursuant to the provisions of A.R.S. § 41-4401, each Party warrants to the other that it is in compliance with all Federal Immigration laws and regulations that relate to its employees and with the E-Verify Program under A.R.S. 23-214(A). b. Breach of Warranty. A breach of this warranty by a Party or any of its subcontractors will be considered a material breach of this Agreement and may subject the breaching party to penalties up to and including termination of this Agreement or any subcontract. C. Right to Inspect. Each Party retains the legal right to inspect the papers of any employee who works on this Agreement or any subcontractor to ensure compliance with the warranty given above. d. Random Verification. Either Party may conduct a random verification of the employment records of the other to ensure compliance with this warranty. e. Federal Employment Verification Provisions — No Material Breach. A Party will not be considered in material breach of this Agreement if it establishes that it has complied with the employment verification provisions prescribed by 8 U.S.C.A. § 1324(a) and (b) of the Federal Immigration and Nationality Act and the E-Verify requirements prescribed by A.R.S. § 23-214(A). f. Inclusion of Article in Other Contracts: The provisions of this Article must be included in any contract either Party enters into with any and all of its contractors or subcontractors who provide services pursuant to this Agreement. g. Prohibition to Contract with Agencies Who Engage in Boycott of the State of Israel: The Parties acknowledge A.R.S. 55 35-393 through 35-393.03, as amended,which forbids public entities from contracting with agencies who engage in boycotts of the State of Israel. Should MAG under this Agreement engage in any such boycott against the State of Israel, this Agreement shall be deemed automatically terminated by operation of law. Any such boycott is a material breach of contract. 15. PROHIBITION OF DOING BUSINESS WITH SUDAN AND IRAN. Pursuant to A.R.S. §§ 35-391.06 and 35-393.06, each Party certifies that it does not have a scrutinized business operation, as defined in A.R.S. §§ 35-391 and 35-393,in either Sudan or Iran. 16. TIME IS OF THE ESSENCE. Time is of the essence with respect to all provisions in this Agreement. Any delay in performance by either Party shall constitute a material breach of this Agreement. Page 8 of 9 2020-002-CAJ IN WITNESS WHEREOF, die Parties hereto have caused these presents to be executed by their duly authorized officers. (I'he order for obtaining die signatures is as follows: the IVIAG General Counsel, the appropriate representative of the City of Apache Junction, and the 1AAG Executive Director). MAG: Maricopa Association of Governments, an Arizona non-profit corporation By: Date Eric Anderson Executive Director County C4: City of Apache Junction,an Arizona municipal corporation By; Date Jeff Serdy Mayor ATTEST: Jennifer Pefia City Clerk COUNSEL APPROVAL AS TO FORM: I have read this Agreement and have determined such Agreement is in proper form and is entered into within die powers of and authority granted under the laws of the State of Arizona. 3IalZ0 [1\4AG�A170Y] Date I have read this Agreement and have detern-fined such Agreement is in proper form and is entered into within the powers of and authority granted under the laws of the State of Arizona. Richard J. Stern, City Attorney Date Page 9 of 9 2020-002-CAJ �PQpCNF✓ ti Public Works Department U Z Home of the Superstition Mountains gHIZON Date: April 6, 2020 To: Mayor and Members of the City Council Through: Bryant Powell, City Manager Mike Wever, Public Works Director From: Shane Kiesow, Public Works Manager Subject: Consideration of Resolution No. 20-17 Public Works staff respectfully brings forth the consideration of Resolution 20-17 allowing the City to enter into an inter-governmental agreement (a.k.a. Joint Agency Agreement ["JAA"]) with Maricopa Association of Governments ("MAG"). This JAA allows Roadway Safety Program grant monies administered by MAG to be used by the City. Grant monies totaling $229,159.00 would be used for the safety improvements to eighteen traffic signals owned and maintained by the City. City's local contribution is $26,000 for design costs and project management. Specific safety improvements include the upgrades of 8" traffic signal heads to 12" heads and retrofit of pedestrian crosswalk push buttons and indicators. 575 E. Baseline Avenue, Apache Junction, AZ 85219 • Voice (480) 982-1055 # FAX (480) 983-5752 or (480) 982-8005 City of Apache Junction, Arizona 300 E Superstition Boulevard U = Agenda Item Cover Sheet Apache Junction,AZ 85119 ` • Agenda Item No. 5. �Piz File ID: 20-207 Sponsor: Shane Kiesow Agenda Date:4/21/2020 Index: In Control: City Council Meeting Consideration of approval of Resolution No. 20-19; appointing the Finance Director, Donna Meinerts, as City's applicant agent for requesting State and Federal disaster recovery assistance for City's emergency response to the COVID-19 Pandemic. City of Apache Junction,Arizona Page 1 Printed on 611512026 �PQpCNF✓ ti Public Works Department E5 z elAlAoie� &14ose� Home of the Superstition Mountains gHIZON Date: April 13, 2020 To: Mayor and Members of the City Council Through: Bryant Powell, City Manager Mike Wever, Public Works Director From: Shane Kiesow, Public Works Manager Subject: Consideration of Resolution No. 20-19 City staff respectfully brings forth the consideration of Resolution 20-19 appointing Donna Meinerts, Finance Director, as the City's applicant agent for requesting state and federal disaster recovery assistance with City's emergency response to the COVID-19 Pandemic. This resolution will allow the City to recoup up to 90% eligible disaster-related costs that are above and beyond its ability to recover without State/Federal assistance. Examples of eligible response costs could include the disinfection of public facilities, emergency operation center costs, medical supplies and equipment, security/law enforcement and communications of safety information to the public. 575 E. Baseline Avenue, Apache Junction, AZ 85219 • Voice (480) 982-1055 • FAX (480) 983-5752 or (480) 982-8005 RESOLUTION NO. 20-19 A RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF APACHE JUNCTION, ARIZONA, AUTHORIZING AND DESIGNATING FINANCE DIRECTOR, DONNA MEINERTS, AS THE CITY' S APPLICANT AGENT TO EXECUTE AND FILE APPLICATIONS FOR PUBLIC ASSISTANCE FOR THE PURPOSE OF OBTAINING DISASTER ASSISTANCE AS A RESULT OF THE CORONAVIRUS ("COVID-19") PANDEMIC. WHEREAS, in accordance with section 502 of the Robert T . Stafford Disaster Relief and Emergency Assistance Act, 42 U. S .C. §§ 5121-5207 (PL 101-707 [1988] ) ; amending the Disaster Relief Act (PL 93-288 [1974] ) , eligible emergency protective measures taken to respond to the COVID-19 emergency at the direction or guidance of public health officials may be reimbursed under Category B of the Department of Homeland Security' s Federal Emergency Management Agency' s Public Assistance Program; and WHEREAS, the City of Apache Junction needs to be able to apply to the State of Arizona for emergency assistance for response and recovery reimbursable expenses incurred due to a State of Emergency that has been declared by the City of Apache Junction, the Governor of Arizona, and the President of the United States; and WHEREAS, to obtain such reimbursements, the Arizona Department of Emergency Management requires the appointment of an "Applicant' s Agent" who is authorized to request funds, time extensions, and attend to other financial matters related to an emergency proclamation. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF APACHE JUNCTION ARIZONA, AS FOLLOWS : 1) The mayor and city council designate the Finance Director, Donna Meinerts, the Applicant Agent for the City of Apache Junction and is authorized to act on behalf of the city with respect to efforts to receive assistance from the State of Arizona pursuant the emergency proclamation by the city, county, state and/or the federal government. RESOLUTION NO. 20-19 PAGE 1 OF 2 2) The Finance Director, Donna Meinerts, is authorized and directed to take all steps necessary to carry out the purpose and intent of this resolution. PASSED AND ADOPTED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF APACHE JUNCTION, ARIZONA, THIS DAY OF , 2020 . SIGNED AND ATTESTED TO THIS DAY OF , 2020 . Jeff Serdy Mayor ATTEST: Jenifer Pena City Clerk APPROVED AS TO FORM: RICHARD J. STERN City Attorney RESOLUTION NO. 20-19 PAGE 2 OF 2 City of Apache Junction, Arizona 300 E Superstition Boulevard U 2 Agenda Item Cover Sheet Apache Junction,AZ 85119 ` Agenda Item No.6. '+PizoN►' File ID: 20-198 Sponsor: Jeff Serdy Agenda Date:4/21/2020 Index: In Control: City Council Meeting Announcement of current events from mayor and councilmembers. City of Apache Junction,Arizona Page 1 Printed on 611512026 City of Apache Junction, Arizona 300 E Superstition Boulevard U Agenda Item Cover Sheet Apache Junction,AZ 85119 ` Agenda Item No. 7. Piz File ID: 20-199 Sponsor: Bryant Powell Agenda Date:4/21/2020 Index: In Control: City Council Meeting City Manager's Report. City of Apache Junction,Arizona Page 1 Printed on 611512026 City of Apache Junction, Arizona 300 E Superstition Boulevard U 2 Agenda Item Cover Sheet Apache Junction,AZ 85119 ` Agenda Item No.8. Piz File ID: 20-182 Sponsor: Jennifer Pena Agenda Date:4/21/2020 Index: In Control: City Council Meeting Consideration of application for an owner transfer, individual, series 6 liquor license application for Superstition Skies Bar and Restaurant located at 945 E. Scenic Street. The next step in the process is for the council to hold a public hearing on the application and make a recommendation for approval or denial to be forwarded to the Arizona Department of Liquor Licenses and Control. City of Apache Junction,Arizona Page 1 Printed on 611512026 d City of Apache Junction I� 300 East Superstition Boulevard • Apache Junction, Arizona 85119 •www.ajcity.net APRIL 21, 2020 MEMORANDUM TO: HONORABLE MAYOR AND CITY COUNCIL THROUGH: BRYANT POWELL, CITY MANAGER JENNIFER PENA, CITY CLERK FROM: JILL BRIGHT, DEPUTY CITY CLERK SUBJECT: APPLICATION FOR A SERIES 006 LIQUOR LICENSE FOR VIRLIE NUGENT FOR SUPERSTITION SKIES An application for a Series 006 liquor license has been submitted by Virlie Nugent of Superstition Skies, located at 945 E. Scenic Street, Apache Junction, AZ 85119. Correspondence related to inspections of the premises for safety and code compliant matters have been received from the Apache Junction Police Department, Building and Safety Division, Planning and Zoning Department, Apache Junction Police Department, and the Superstition Fire and Medical District. The Police Department and Fire District recommend approval. The Building and Planning Divisions recommend approval with conditions. Due to neighbor complaints, in 2007, Ms. Nugent proposed to build a combination brick wall and wrought iron fence around the east extension of premises area to mitigate disturbance to neighboring residences. To date, only a partial chain link fence has been constructed. Due to continued neighbor complaints, staff strongly suggests that council condition this new liquor license approval on the completion of construction of the combination masonry and wrought iron fence around the east side outdoor area as discussed in 2007 and that amplified music, including loud speakers, not be provided in this area. The applicant was notified by mail and e-mail of the public hearing and was encouraged to attend to address any questions council may have. The city council may now make a recommendations of approval or denial to the Arizona State Liquor Licenses and Control on this application. Home of the Superstition Mountains State of Arizona Department of Liquor Licenses and Control Created 03/18/2020 @ 11:50:14 AM Local Governing Body Report LICENSE Number: 06110012 Type: 006 BAR Name: SUPERSTITION SKIES State: Pending Issue Date: Expiration Date: 08/31/2020 Original Issue Date: 10/02/1984 Location: 945 E SCENIC STREET APACHE JUNCTION,AZ 85119 USA Mailing Address: 3500 S TOMAHAWK ROAD #166 APACHE JUNCTION,AZ 85119 USA Phone: (480)983-3099 Alt.Phone: (602)908-3423 Email: VLNUGENT@HOTMAIL.COM Currently,this license has pending applications. AGENT Name: VIRLIE LOUISE NUGENT Gender: Female Correspondence Address: 3500 S TOMAHAWK ROAD #166 APACHE JUNCTION,AZ 85119 USA Phone: (602)904-3423 Alt.Phone: Email: VLNUGENT@HOTMAIL.COM OWNER Name: VIRLIE LOUISE NUGENT Gender: Female Correspondence Address: 3500 S TOMAHAWK ROAD #166 APACHE JUNCTION,AZ 85119 USA Phone: (602)980-3423 Alt. Phone: Email: Pagel of 2 APPLICATION INFORMATION Application Number: 103016 Application Type: Owner Transfer Created Date: 03/18/2020 _ QUESTIONS & ANSWERS 006 Bar 1) Are you applying for an Interim Pen-nit(INP)? Yes A Document of type INTERIM PERMIT(INP)NOTARY PAGE is required. 4) Is the Business located within the incorporated limits of the city or town of which it is located? Yes 5) Does the Business location address have a street address for a City or Town but is actually in the boundaries of another City,Town or Tribal Reservation? No 14) Please provide name,address,and Distance of nearest school. FOUR PEAKE ELEMENTARY-3 MILES 1785 N 1DAHO RD,APACHE JUNCTION,AZ 85119 15) Please provide name,address,and distance of nearest church. JOHN CALVIN PRESBYTERIAN-3 MILES 11130 E BROADWAY RD,APACHE JUNCTION,AZ 85119 16) Are you one of the following?Please indicate below. Property Tennant Sub-tenant Property Owner Property Purchaser Property Management Company PURCHASER 17) Is there a penalty if lease is not fulfilled? No 18) What is the total money borrowed for the business not including the lease? Please list lenders/people owed money for the business. SO 19) Is there a drive through window on the premises? No 20) If there is a patio please indicate contiguous or non-contiguous within 30 feet. CONTIGUOUS 21) Is your licensed premises now closed due to construction,renovation or redesign or rebuild'? No 28) Total Price paid for Series 6 Bar,Series 7 Beer&Wine Bar or Series 9 Liquor Store(license only) S550,000.00 Page 2 of 2 State of Arizona Department of Liquor Licenses and Control Created 03/18/2020 @ 11:56:50 AM Local Governing Body Report LICENSE Number: INP110011034 Type: INP INTERIM PERMIT Name: SUPERSTITION SKIES State: Active Issue Date: 03/18/2020 Expiration Date: 07/01/2020 Original Issue Date: 03/18/2020 Location: 945 E SCENIC STREET APACHE JUNCTION,AZ 85119 USA Mailing Address: 3500 S TOMAHAWK ROAD #166 APACHE JUNCTION,AZ 85119 USA Phone: (480)983-3099 Alt.Phone: (602)908-3423 Email: VLNUGENT@HOTMAIL.COM AGENT Name: VIRLIE LOUISE NUGENT Gender: Female Correspondence Address: 3500 S TOMAHAWK ROAD #166 APACHE JUNCTION,AZ 85119 USA Phone: (602)904-3423 Alt.Phone: Email: VLNUGENT@HOTMAIL.COM OWNER Name: VIRLIE LOUISE NUGENT Gender: Female Correspondence Address: 3500 S TOMAHAWK ROAD #166 APACHE JUNCTION,AZ 85119 USA Phone: (602)980-3423 Alt. Phone: Email: Pace I of 2 APPLICATION INFORMATION Application Number: 103017 Application Type: New Application Created Date: 03/18/2020 ybacto�( -T-m-ni QUESTIONS & ANSWERS INP Interim Permit 1) Enter License Number currently at location 06110012 2) Is the license currently in use? No How long has it been out of use? 02/21/2020 3) Will you please submit section 5,page 6,of the license application when you reach the upload page? No Page 2 of 2 n v Bill of Sale Forgood and valuable consideration as setforth herein,the undersigned LuckySkies, n LLC, an Arizona limited liability company, hereafter referred to as "Seller", hereby conveys to Janet Sotomayor, hereafter referred to as "Buyer", all its right, title and rY; interest in: (1) State of Arizona Liquor License Number 06110012, (2) all equipment, -� furniture and fixtures located at 945 East Scenic Street, Apache Junction, Arizona 85119, and (3) the inventory of spirituous liquors located at 945 East Scenic Street, Apache Junction, Arizona 85119. The undersigned warrants the title against all persons. This conveyance, along and in conjunction with the reconveyance of that certain real property located at and commonly known as 945 East Scenic Street, Apache Junction, Arizona 85119, are together executed for the release of the undersigned from the obligations owed underthat certain Secured Promissory Note dated March 4, 2019. Date: '�b a o Lucky Skies LLC By Deborah Wohle Member and Manager STATE OF ARIZONA ) ss: County of Pinal ) The foregoing was subscribed and sworn to before me, the undersigned Notary Public, by Deborah Wohle on IJ�e C�u Notary Public �O¢s,� CHRISTINA MCCONIHAY Notary Public-Arizona Mar' County Commission a 572487 �s�i My Comm Expires Oct 29,2023 ARIZONA NOTARY ACKNOWLEDGEMENT (COPY CERTIFICATION) State of Arizona ) County of ) I, Yla Name of Notary), a notary public, do certify that, on the day of �, I personally made the above/attached copy of Qu11-ISO Ck")-A (DocumentTitle)from the original, and it is a true, exact, complete, and unaltered copy. &Kbfa'SpaV (Seal) Pate aLkl-- otary Public Signature g5 1 CHRISTINAMCCONIHAY P Notary Public Anzona Maricopa County Title or Rank �� ,: Commission a 5724E7 A " My Comm.Expires Oct 29,2023 1 J Serial Number, if any My Commission Expires: 10 ;V a o�3 Copyright©2018 NotaryAcknowledgement.com.All Rights Reserved. Fa SECURED PROMISSORY NOTE Apache Junction, Arizona ft 5545,000.00 Date: February ,2020 FOR VALUE RECEIVED, Virlie L.Nugent, an unmarried woman, Virlie L.Nugent 07/02/04 Revocable Living Trust,and Ma Barker&Sons, L.L.C.,all of whom are hereafter collectively referred to as"Maker",and jointly and severally as to all promises and obligations set forth herein,promise to pay to The Janet Sotomayor-Bloomer Living Trust Dated 12/14/1992 or Order, at 400 East San Angelo Avenue, Gilbert,Arizona 85234,or at such other place as the Holder of this Note shall designate in writing,the principal sum of Five Hundred Forty-Five Thousand Dollars($545,000.00). From the date hereof until December 1,2020,the principal sum shall bear no interest. Beginning December 1,2020,the principal sum shall bear interest at the rate of Six and One-Half Percent(6 1/2%)per annum. Maker shall pay monthly installments of Four Thousand One Hundred Dollars($4,100.00), commencing on January 1,2021 and continuing on the first(1 st)day of each succeeding calendar month. The monthly installment payments are based on a Twenty(20)year amortization schedule. The balance of principal and interest are all due and payable Twenty(20)years and one day from January 1,2021. Maker shall have the right at any rime or from time to time to pay all or a portion of the principal and accrued interest without premium or penalty. Prepayments shall apply first to any accrued and unpaid interest as of the date of prepayment and then to the principal. In the event that a monthly installment payment is not received by the Holder on or before the tenth (1 Oth) day after the due date,Maker agrees to pay a late charge in the amount of Two Hundred Fifty Dollars ($250.00). Said late charge is to be added monthly to any past due monthly payment. Holder is under no obligation to accept any late monthly payment without the payment of any applicable late charge(s). Each payment shall be credited first to the late charge(s), if any, then to the accrued interest and then to the unpaid principal. ;Maker is deemed in default on this Promissory Note when any payment becomes due and payable and the same remains unpaid for thirty(30)days after the due date thereof. Upon default of be made in the payment of any amount when due, then the whole amount of unpaid principal and accrued interest thereon shall become immediately due and payable at the option of the Holder of this Note, with interest from and after the date of such default at the rate of Fifteen percent(15%)per annum,the Default Interest Rate, or if such rate of interest is not enforceable through the period beginning with such default,then at such Iower rate(s)as shall from time to time be the highest permissible rate(s) under applicable Arizona law. In the event Maker files a petition in bankruptcy or any petition or application for any relief under any provision of the U.S. Bankruptcy Code to take advantage of any law pertaining to reorganization, insolvency or readjustment of debt, or if Maker makes an assignment for the Page -1- benefit of creditors,admit in writing the inability to pay debts as they become due, be adjudicated a bankrupt or insolvent, commit any act of bankruptcy, or answer a petition filed against Maker in any proceeding under the Bankruptcy Code or any law pertaining to reorganization,insolvency or readjustment of debt admitting the material allegations thereof,or if a court of competent jurisdiction shall enter an order,judgment or decree appointing a receiver for the assets or affairs of Maker,then this Note shall become immediately due and payable without notice to Maker. The undersigned Maker also transfers to Holder as collateral security for the payment of this Promissory Note: (1) that certain commercial real property, along with furniture, fixtures and equipment, all of which are located at and on the address commonly known as 945 East Scenic Street, Apache Junction,Pinal County,Arizona,hereafter referred to as the"Property",and(2) that certain State of Arizona Bar Liquor License Number 06110012 along with the inventory of spirituous liquors at the Property,hereafter referred to as the"Liquor License".The evidence of the collateral security shall be through a Deed of Trust and Assignment of Rents against the Property and a Security Agreement,executed and delivered by Maker to Holder,as Debtor and Secured Party,respectively. The undersigned Maker consents that, upon breach of any of the promises contained in this Promissory Note or upon failure to pay any of the obligations when due,the Holder of this Promissory Note may, at any time,sell or otherwise dispose of the collateral security or any portion thereof, in accordance with the laws of the State of Arizona applicable to enforcement of a Deed of Trust and Assignment of Rents with respect to the Property and to enforcement of a Security Agreement with respect to the Liquor License. The undersigned Maker consents that Holder may apply the proceeds first to any expenses and costs for custody,preservation, collection, sale and delivery of the collateral security,then to the payment of unpaid interest and then to the payment of unpaid principal. Holder shall provide written notice of default of this Promissory Note to Maker at 945 East Scenic Street,Apache Junction,Arizona 85119. Written notice shall be given by certified U.S.mail,postage prepaid, return receipt requested. Said notice shall be deemed to have been given five(5)days after the date of the postmark on the certified mail. Should suit be brought to recover the amounts due under this Promissory Note,or should the same be placed in the hands of an attorney for collection,Maker promises to pay all attorney fees and costs incurred in connection therewith. This Note shall be governed by and construed in accordance with the laws of the State of Arizona,and suit hereon may be brought in a Superior Court in Pinal County, Arizona and for this purpose Maker hereby expressly consents to the jurisdiction of said court. Failure of Holder to exercise any option hereunder shall not constitute a waiver of the right to exercise the same in the event of any subsequent default or in the event of continuance of any existing default after demand for strict performance thereof. Page-2- Maker hereby waives any homestead exemption right against the debt evidenced hereby and waives demand,diligence,presentment for payment,protest and notice of demand,protest; non-payment and exercise of any option hereunder. Maker agrees that the granting without notice of any extension or extensions of time for payment of any sum or sums due hereunder,or for the performance of any covenant, condition or agreement hereof shall in no way release or discharge the liability of the Maker. Time is of the essence of this Promissory Note and each and every term and provision hereof. MAKER: Virlie L.Nugent Ma Barker&: Sons, L.L.C. By Z��_Y Virlie L. Nugent Manager Virlie L. Nugent 07/02/04 Revocable Living Trust By \ a��X Virlie L. Nugent Trustee Page-3- STATE OF ARIZONA ) Ss: County of Pinal ) The foregoing was subscribed and sworn to before me, the undersigned Notary Public,by Virlie L. Nugent individually,on behalf of Ma Barker&Sons, L.L.C.as its manag r, and on behalf of Virlie L.Nugent 0 /02/04 Revo ble Living T ��j a� .,.� Notary Public-State of Arizona PINAL COUNTY My Commission Expires +++ # December 15.2020 Notary Public Page-4- ry �7 r� t_T) REAL PROPERTY SALE AND LEASE AGREEMENT .q AND PERSONAL PROPERTY SALE AGREEMENT :.n This Real Property Sale and Lease Agreement and Personal Property Sale Agreement, hereafter referred to as the"Agreement,"is made by and between The Janet Sotomayor-Bloomer Living Trust dated December 14, 1992 and Janet Sotomayor, an unmarried woman,both of whom are together collectively referred to hereafter as"Seller,"and VirIie L.Nugent, an unmarried woman,Ma Barker&Sons,L.L.C.,an Arizona limited liability company,and Virlie L.Nugent 07i0Z104 Revocable Living Trust,all of whom are hereafter collectively referred to as "Buyer". The Date of this Agreement is4o-?a 2020. RECITALS: A. WHEREAS, Seller is the owner of that certain commercial real property and improvements, furniture, fixtures and equipment,all of which are located at and on the address commonly known as 945 East Scenic Street,Apache Junction,Arizona, the legal description of which is set forth on the attached Exhibit A,hereafter referred to as the"Property." B. WHEREAS, Seller is the owner of State of Arizona Bar Liquor License Number 06110012 and the inventory of spirituous liquors,both of which are collectively together referred to hereafter as the"Liquor License". C. WHEREAS, Seller desires to sell and Buyer desires to purchase the Property on certain terms and conditions, the deferred balance of which will bear no interest from the date hereof until December 1, 2020, and the installment payments of which are due beginning January 1,2021, as set forth in that certain Secured Promissory Note. D. WHEREAS, Seller desires to sell and Buyer desires to buy the Liquor License on certain terms and conditions. E. WHEREAS,for the period from the date hereof until January 1,2021,Seller agrees to lease the Property on a certain"Triple Net Lease"to Buyer and Buyer agrees to lease the Property from Seller on a certain"Triple Net Lease". F. WHEREAS,the parties desire to memorialize the terms and conditions of their agreement. TERMS AND CONDITIONS: NOW,THEREFORE, in consideration of the foregoing and the mutual promises and covenants contained herein, and for other good and valuable consideration,the receipt and Page-1- adequacy of which are hereby acknowledged, the parties agree as follows: 1. Incorporation by Reference. The language of the above paragraphs A through F, inclusive,is hereby incorporated by reference as though word for word herein contained. 2. Agreement to Sell and to Buy. Seller agrees to sell, and Buyer agrees to purchase the Property and the Liquor License upon the terms and conditions hereinafter set forth. 3. Agreement to Lease Property. Seller agrees to lease the Property to Buyer and Buyer agrees to lease the Property from Seller. The lease between the parties will cover a period not to exceed December 31,2020. The lease will be a"Triple Net Lease"pursuant to which Buyer will pay the real property taxes,obtain a policy of Ere, casualty and liability insurance and will maintain the interior and exterior of the Property. 4. Escrow Agent. The parties select Clear Title Agency of Arizona LLC,an Arizona limited liability company,at 1075 South Idaho Road, Suite 1068, Apache Junction 85119 to act as the Escrow Agent for this Agreement. Escrow Agent has opened an escrow,No. 75-190328, for this transaction. The parties will deposit a signed copy of this Agreement with Escrow Agent's representative, Trisha Getz. 5. Purchase Price. Buyer will pay Seller Five Hundred Fifty Thousand Dollars ($550,000.00),allocated as follows: Three Hundred Fifty Thousand Dollars($350,000.00)for the Property and Two Hundred Thousand Dollars($200,000.00)for the Liquor License,which amounts are hereafter collectively together referred to as the "Purchase Price."The Purchase Price shall be paid as follows: a. Five Thousand Dollars($5,000.00)when the patties have signed this agreement which amount shall be deposited with Escrow Agent and is hereafter referred to as the"Earnest Money Deposit." At Close of Escrow, Escrow Agent shall apply the Earnest Money Deposit for the benefit of Buyer against the Purchase Price. b. Five Hundred Forty-Five Thousand Dollars($545,000.00)by Secured Promissory Note fully amortized for a period of twenty(20)years. The Secured Promissory Note shall be interest free until December 1, 2020 and will bear interest at the rate of six and one-half per cent(6 1I2%)per annum, beginning December 1, 2020. klonthly installments of principal and interest payments on the Secured Promissory Note shall be the amount of Four Thousand One Hundred Dollars ($4,100.00)and the first payment shall be due January 1,2021. Any unpaid principal and accrued interest is due and payable at the end of twenty(20)years and one day from January 1,2021. The Secured Promissory Note will be secured by a Deed of Trust and Assignment of Rents covering the Property and a Security Agreement Page-2- covering the Liquor License. The Deed of Trust and the Security Agreement shall be recorded in the Office of the Pinal County Recorder. The Security Agreement shall also be recorded in the form of a Uniform Commercial Code(UCC)Financing Statement at the Office of the Arizona Secretary of State. The Security Agreement and the UCC Financing Statement shall be filed at the Arizona Department of Liquor Licenses and Control along with a Statement of Legal or Equitable Interest("SLEI"). 6. Property Lease. From the date Seller obtains possession of the Property until December 31,2020, Buyer will lease the Property from Seller pursuant to a Triple Net Lease. Buyer will pay monthly installments of rents according to the following schedule: MONTH AMOUNT Balance of February 2020 -0- March 2020 $3,000.00 April 2020 53,000.00 May 2020 $31000.00 June 2020 $2,000.00 July 2020 -0- August 2020 -0- September 2020 -0- October 2020 $2,000.00 November 2020 53,000.00 December 2020 53,000.00 In addition to the monthly rents, Buyer will pay the costs and expenses related to: (a)the real property taxes(commonly known as "ad valorem"taxes)and assessments against the Property, (b)all repair and maintenance costs of the interior and the exterior of the Property, and (c) the costs of fire and extended insurance on the building located on the Property and its contents for the full replacement value (not less than 90%), plus the costs of extended and liability insurance coverage including liquor seller/server(not less than One Million Dollars (51,000,000.00) for claims arising out of the business operations conducted thereon. All insurance policies shall be Page-3- issued by companies authorized to do business in the State of Arizona and that are rated "A"or better by Best Insurance Guide and shall name Seller as an additional insured. 7. Security Provisions. Seller is providing financing to the Buyer for the lease and purchase of the Property and the purchase of the Liquor License. The value of the Property is enhanced by its continuing use for the operation of a business under the Liquor License, Through this transaction, Seller is leasing and conveying the Property and the Liquor License to Buyer in order that a bar business continues to be operated at the Property. Accordingly in order to protect Seller's interest in preserving the value of the Property and the Liquor License until all payments due under the Triple Net Lease and the Secured promissory Note have been paid in full,the following provisions shall be included: a. Key Man Life Insurance Poli c. Virlie L.Nugent is hereby designated as the"Key Man"of Buyer and a policy of life insurance will be obtained insuring her life and shall provide that,in the event of her death, the obligations owed to Seller will be paid from the proceeds of the policy. The policy will name Seller as the owner and the beneficiary. Buyer shall pay the premiums due on the key man life insurance policy. If Buyer fails to pay the premiums,then Seller may pay them and the amounts so paid shall be added to the obligations owed by Buyer to Seller. b. Late Fee,Default Rate of Interest and Acceleration.Any installment payment of principal and interest which is not made within ten(10)days of its due date shall be subject to a late fee of two hundred fifty dollars ($250.00). Any installment payment of principal and interest which is not made within thirty(30)days of its due date shall entitle Seller/Note Holder to raise the rate of interest to fifteen percent(15%)per annum(the Default Rate of Interest) and to declare the entire balance immediately due and payable. C. Fire, Casualtv and Liability Insurance. Buyer shall carry a policy of fire and casualty insurance insuring the building and contents located on the Property for the full replacement value(not less than 90%)thereof. Buyer shall carry a policy of liability insurance and liquor seller/server insurance in an amount of not less than One Million Dollars($1,000,000.00) insuring Buyer and Seller against any claims arising under Buyer's operation of a bar business at the Property. d. Cross-Default Provisions. The provisions of the Triple Net Lese, the Secured Promissory Note,the Security Agreement and the Deed of Trust will proNride that any default of one shall constitute a default of all. For example,a default of the Secured Promissory Note shall constitute a default of the Security Agreement, a default of the Deed of Trust and a Page-4- default of the Triple Net Lease; a default of the Security Agreement shall constitute a default of the Secured Promissory Note,a default of the Deed of Trust and a default of the Triple Net Lease;a default of Deed of Trust shall constitute a default of the Secured Promissory Note,a default of the Security Agreement and a default of the Triple Net Lease. e. No Transfer or Alienation. Until the Secured Promissory Note is paid in full and Buyer has fulfilled all obligations of the Triple Net Lease, the Security Agreement and the Deed of Trust,Buyer shall not transfer any interest or allow any interest to be created against the Property or any part thereof,or transfer the Liquor License or allow any interest to be created against the Liquor License. If Buyer desires to transfer all or any portion of the Property or the Liquor License,it shall notify Seller. Upon its receipt of such notification, Seller shall have sole and absolute discretion in determining whether to give its consent to any transfer of the Property, or any portion thereof, or a transfer of the Liquor License or to allow the creation of an interest thereon against either or both. Unless Buyer has given notice to Seller and Seller has approved Buyer's proposed transaction, any transfer shall operate to accelerate the balance due under the Secured Promissory Note immediately due and payable. f. Collection Agent. Payments due under the Secured Promissory Note shall be made through a collection and servicing account approved by the parties. Each party agrees to pay one-half of the costs for the collection and servicing account. g. No Structural Alterations or Modifications. Until the Secured Promissory Note is paid in full, Buyer shall not make any alterations or modifications to the Property which affects the structural integrity or load-bearing walls of the building structure located thereon. If Buyer desires to alter or modify the Property or a portion thereof and such does not affect the structural integrity or load-bearing walls of the building,Buyer shall notify Seller and shall employ contractors licensed by the Arizona Registrar of Contractors, first obtaining any and all permits required by any governmental agency having jurisdiction. �. Opening of Escrow. a. Escrow has been opened by Escrow Agent to facilitate the consummation of the sale of the Property and the Liquor License pursuant to this Agreement. Escrow Agent's printed form Escrow Instructions shall constitute escrow instructions to Escrow Agent and are hereby incorporated into this Agreement. The terms contained in this Agreement Page-5- constitute additional escrow instructions to Escrow Agent. hi the event of any conflict between this Agreement and the Escrow Instructions,this Agreement shall control. 9. Close of Escrow. a. For purposes of this Agreement, "Close of Escrow" shall be deemed to occur when each party fully performs all of its obligations hereunder and all conditions precedent to each party's obligation to close Escrow have been satisfied or waived. b. Close of Escrow shall occur at the office of Escrow Agent or at such other location at the parties may agree. 10. Conveyancin-R and Closiniz Documents. Seller has agreed that Buyer may take title to the Property in the name of Virlie L.Nugent 07/02/04 Revocable Living Trust and title to the Liquor License in the name of Ma Barker&Sons, L.L.C. Notwithstanding the names on the title to the Property and the Liquor License,Buyer's obligations shall be joint and several as Virlie L.Nugent,Virlie L. Nugent 07/02/04 Revocable Living Trust and Ma Barker&Sons, L.L.C. shall separately and jointly be liable for the obligations owed under the Triple Net Lease, the Secured Promissory Note, the Security Agreement and the Deed of Trust. a. On or before the Closing Date, Seller shall deposit with Escrow Agent for delivery to Buyer upon closing of Escrow: i. Warranty Deed conveying to the Buyer all of Seller's right,title and interest in and to the Property, free and clear of liens,claims and encumbrances. ii. Keys to the Property iii. Bill of Sale for Liquor License iv. Application for transfer of the Liquor License required by the Arizona Department of Liquor Licenses of Control and a separate application for Interim Permit for the operation of the business during the pendency of the transfer application. b. On or before the Closing Date, Buyer shall deposit with Escrow Agent for delivery to Seller upon closing of the Escrow: i. Five Thousand Dollars($5,000), the amount of funds due at Closing. Page-6- ii. Secured Promissory Note in the amount of Five Hundred Forty- Five Thousand Dollars($545,000.00). iii. Deed of Trust and Assignment of Rents covering the Property. iv. Triple Net Lease of the Property. V. Security.Agreement covering the Liquor License. vi. Statement of Legal or Equitable Interest(SLED evidencing Seller's secured interest in the Liquor License. I t. Inspection and Approval. A. Property. Seller makes no representation or warranty concerning the condition of the Property. Buyer acknowledges that Seller is selling the Property in its"AS IS-WHERE IS"condition. Prior to signing this Agreement, Buyer or its authorized representative shall conduct a physical inspection of the Property and all components thereof, including but not limited to the heating ventilating and air conditioning(HVAC) system, electrical service,plumbing and the roof. Buyer agrees to indemnify, defend and hold harmless Seller from all claims and liabilities,or mechanics'or materialmen's liens,which may be asserted against Seller as a result of any such entry or inspection by Buyer or Buyer's representative. B. Liquor License. Seller makes no representation or warranty concerning the Liquor License. Buyer acknowledges that Seller is selling the Liquor License in its"AS IS - WHERE IS"condition. Prior to signing this Agreement, Buyer or its authorized representative shall conduct a search of and review the public records of the Arizona Department of Liquor Licenses and Control on the Liquor License. 12, Contingencies Prerequisite to Buyer's Obligation to Close Escrow. The obligation of Buyer to purchase the Property from Seller and to close Escrow pursuant hereto is conditioned upon and subject to the satisfaction(unless waived by Buyer)of each of the following conditions on or before the Closing Date. The parties agree that Buyer shall have no obligation to Close Escrow until it has approved all of the following: a. Seller shall have performed fully and complied with all material agreements and conditions contained herein required to be performed or complied with by it prior to or at Close of Escrow. b. Physical inspection of the Property. Page-7- C. The preliminary title report for the Property and the requirements for Buyer to obtain title thereto free and clear of liens and encumbrances. d. Review of the public records of the Arizona Department of Liquor Licenses for the Liquor License. If any of the conditions described in this paragraph are not satisfied or waived by Buyer,then Buyer, at its sole and absolute discretion,may cancel this Agreement by notice to Escrow Agent, whereupon the Earnest Money Deposit paid in Escrow by Buyer shall be returned to Buyer and, neither party shall thereafter have any further obligations or liabilities to the other hereunder. 13. Risk of Loss. Prior to Close of Escrow,the risk of loss resulting from any cause, including without limitation fire or other casualty, to the Property or any part thereof shall be that of Seller. If,at any time prior to Close of Escrow, the improvements on the Property are destroyed or materially damaged,or if the function of the improvements for the operation of a bar business are materially impaired, Buyer may cancel this Agreement by notice to Seller and Escrow Agent. Following Buyer's notice of cancellation based on such aforesaid material impairment, the Escrow and this Agreement shall terminate and the Earnest Money Deposit paid in Escrow by Buyer shall be returned by Escrow Agent to Buyer, and neither party shall thereafter have any further obligations or liabilities to the other hereunder. 14. Representations and Warranties of Seller. Seller makes no representations or warranties concerning the Property or its condition or its suitability for Buyer's intended use. Seller also makes no representations or warranties concerning the Liquor License. Seller represents and warrants to Buyer that only the following representations and warranties are true and correct and that,except to the extent Seller gives notice as hereinbelow provided,such representations and warranties will be true and correct as of Close of Escrow: a. Seller possesses full, complete and total authority to sell the Property and the Liquor License on the terms and conditions set forth in this Agreement. b. Seller will make no modifications or alterations to the Property other than ordinary repairs or alterations made in the ordinary course of business ownership that would be made by a reasonable owner of the Property. If, prior to Close of Escrow, Seller makes any modifications or alterations to the Property,then Seller shall give notice of such modification or alteration to Buyer. C. At Close of Escrow, Seller will have no outstanding contracts or other obligations made with vendors to provides goods, services and supplies. d. Seller will have no outstanding mechanic's or materialmen's liens arising from any labor or material furnished to Seller prior to Close of Escrow. Page-S- e. Seller will have no outstanding notices from any governmental or other agency or organization thereof,and has no knowledge of any violation of any laws,ordinances, rules or regulations with respect to the Property or of any proposed condemnation or exercise of eminent domain with respect to the Property. f. Seller will have no outstanding complaints or consent agreements from the Arizona Department of Liquor Licenses and Control alleging any violation of the Department's regulatory statutes and/or rules. 15. Conditions Precedent to Seller's Obligation to Close. The obligation of Seller to convey the Property to Buyer and to close Escrow pursuant hereto is conditioned upon and subject to the satisfaction(unless waived by Seller) of the following condition on or before the Closing Date: a. Buyer shall have performed fully and complied with all material agreements and conditions contained herein required to be performed or complied with by it prior to or at Close of Escrow. b. Buyer shall have deposited the funds due at Close of Escrow and shall have executed the Secured Promissory Note, the Security Agreement and the Deed of Trust. If any of the conditions described in this paragraph are not satisfied or waived by Seller,then Seller may cancel this Agreement by notice to Escrow Agent, whereupon the Earnest Money Deposit paid in Escrow by Buyer plus interest thereon shall be forfeited to Seller and neither party shall thereafter have any further obligations or liabilities to the other hereunder. 16. Remedies. a. Default by Buyer. Buyer and Seller acknowledge that any default or breach by Buyer prior to Close of Escrow will cause Seller to incur damages and expenses which are difficult if not impossible to estimate and ascertain with certainty. Therefore, in the event of a default or breach by Buyer,prior to Close of Escrow, the sole right and remedy of Seller shall be to cancel this Escrow and to retain as liquidated damages the Earnest Money Deposit paid into Escrow by Buyer. Except for the remedy herein provided, Seller hereby waives all other rights and remedies against Buyer. b. Default by Seller. If Seller should default or breach its obligations under this Agreement prior to Close of Escrow,the sole right and remedy of Buyer shall be to cancel this Escrow and to receive a full refund of the Earnest ?Money Deposit paid into Escrow by Buyer. Except for the remedy Page -9- herein provided, Buyer waives all other rights and remedies against Seller. 17. Closin-Costs,Taxes and Assessments. a. At Close of Escrow, the recording fees and the fees charged by Escrow Agent shall be paid equally between Buyer and Seller. 18. Broker and Commission. Each party represents and warrants to the other party to this Agreement that it has not retained the services of any broker or agent in connection with the transactions contemplated by this Agreement to whom any compensation,fee or commission would be owing. In the event any party hereto has retained the services of an agent or broker to whom any compensation, fee or commission is or becomes owing,the party retaining such services shall be solely responsible to pay any amount owing to such agent or broker in arranging the transaction contemplated by this Agreement. 19. Notices. All notices or other communications required or provided to be sent by either party or Escrow Agent shall be in writing and shall be deemed to have been given and received upon personal delivery or,unless personal delivery is required herein,seventy-two(72) hours after deposit in the United States mail, registered or certified,return receipt requested, postage prepaid addressed to the party at the address set forth below or at such other address(es) as the parties or Escrow Agent may from time to time specify in writing delivered in a like manner. Buyer: Virlie L. Nugent 07/02104 Revocable Living Trust Ma Barker&Sons L.L.C. Virlie Nugent 3500 South Tomahawk Road,#166 Apache Junction,Arizona 85119 Seller: The Janet Sotomayor-Bloomer 12/14/1992 Living Trust Janet Sotomayor 400 East San Angelo Avenue Gilbert,Arizona 85234 Escrow Agent: Trisha Getz Clear Title Agency of Arizona LLC 1075 South Idaho Road Apache Junction, Arizona 85119 20. Miscellaneous Provisions. a. Modification of Agreement. No modification of this Agreement shall be deemed effective unless in writing and signed by the parties hereto,and Page -10- any waiver granted shall not be deemed effective except for the instance and in the circumstances particularly specified therein and unless in writing, executed by the party against whom enforcement of the waiver is sought. b. Fiu-ther Instruments. Each party,promptly upon the request of the other or upon the request of Escrow Agent, shall execute and have acknowledged and delivered to the other or to Escrow Agent, as may be appropriate,any and all further instruments reasonably requested or appropriate to evidence or give effect to any of the provisions of this Agreement and which are consistent with the provisions hereof. c. Entire Contract. This Agreement constitutes the entire agreement,whether written or oral,between the parties. Any written or oral understandings, terms or conditions between the parties regarding the Business not set forth herein shall be deemed to be superseded hereby. d. Inurement. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the respective parties hereto, subject to the restrictions on assignment hereinabove provided. C. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Arizona. f. Descriptive Headings. The descriptive headings of the paragraphs of this Agreement are inserted for convenience only and shall not control or affect the meaning or construction of any provisions hereof. g. Time of the Essence. Time is of the essence of this Agreement. h. Time Periods. If the time for the performance of any obligation under this Agreement expires on a Saturday,Sunday or legal holiday,the time for performance shall be extended to the immediately succeeding day which is not a Saturday, Sunday or legal holiday. Except for express reference to "business" days, all time periods shall be deemed to be calendar days. i. Attorneys' Fees. In the event it becomes necessary for either Buyer or Seller to employ legal counsel or to bring an action at law or other proceeding to enforce any of the terms, covenants, conditions or remedies of this Agreement, the prevailing party in any such action or proceeding shall be entitled to recover its costs and expenses incurred in such action from the other party, including without limitation the cost of reasonable attorneys' fees. Page-11- 21. Disclosure. Seller discloses to Buyer that it has employed Harvey M. Yee, Attorney at Law, State Bar Number 004872,P. O.Box 6299,Glendale,Arizona 85312 to prepare this Agreement, the Triple Net Lease,the Secured Promissory Note,the Security Agreement,the Deed of Trust and Assignment of Rents,UCC Financing Statement and Statement of Legal or Equitable Interest on behalf of Seller. WHEREFORE,we have signed our names. SELLER: BUYER: The Janet Sotomayor-Bloomer Living Virlie L.Nugent 07/02/04 Revocable Trust Dated 12/14/1992 Living Trust � BY LL 4blt� Janet Sotomayor Virlie L.Nugent Trustee Trustee Janet Sotomayor Virlie L.Nugent Ma Barker&Sons,L.L.C. B Virlie L.Nugent Manager Page-12- STATE OF ARIZONA ) ss: County of Pinal ) The foregoing was subscribed and sworn to before me, the undersigned Notary Public by Janet Sotomayor, an unmarried woman, individually and on behalf of a Janet Sotomayor-Bloomer Living Trust Dated 12/14/1992 as its trustee on am GE Z- -ate of ArizonaUNTYNotary Public n Expires5,2020 STATE OF ARIZONA ) ss: County of Pinal ) The foregoing was subscribed and sworn to before me, the undersigned Notary Public by Virlie L.Nugent individually,on behalf of Ma Barker& Sons,L.L.G.as its manager an4on behalf of Virlie L. Nugent 07102/04 Revocable Living Trust as its trustee on t�W oZU ogCk d E7RII�kIA ®ETZ Public•State of Arizona - Page PINAL COUNTY Commission Expires Notary Public ecember 15,2ozo -13- No. 75-526720 EXHIBIT"A" PARCEL NO. 1: THE SOUTHEAST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,TOWNSHIP I NORTH, RANGE B EAST,GILA AND SALT RIVER BASE AND MERIDIAN, PINAL COUNTY,ARIZONA; EXCEPTING ALL COAL,OIL,GAS AND OTHER MINERAL DEPOSITS,AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND. PARCEL NO.2: THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,TOWNSHIP I NORTH, RANGE B EAST,GILA AND SALT RIVER BASE AND MERIDIAN, PINAL COUNTY,ARIZONA; EXCEPTING ALL COAL,OIL,GAS AND OTHER MINERAL DEPOSITS,AS RESEIMD TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND. PARCEL NO.9: THE EAST 42,00 FEET OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21, TOWNSHIP 1 NORTH,RANGE 8 EAST, GILA AND SALT RIVER BASE AND MERIDIAN,PINAL COUNTY, ARIZONA; EXCEPTING ALL COAL,OIL, GAS AND OTHER MINERAL DEPOSITS,AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND. PARCEL NO.4: ; THE EAST 42.00 FEET OF THE NORTH HALF OF THE ti NORTH HALF OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,TOWNSHIP i NORTH,RANGE 8 EAST,GILA AND SALT RIVER BASE AND MERIDIAN,PINAL COUNTY,ARIZONA, EXCEPTING ALL COAL,OIL, GAS AND OTHER MINERAL DEPOSITS,AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND. Legal Description of 945 East Scenic St. Apache Junction,Arizona 85119 Pinal County Assessor 101-18-023A SECURITY AGREEMENT This Security Agreement, hereafter referred to as this "Agreement', is made between Virlie L. m Nugent, an unmarried woman, Ma Barker&Sons, L.L.C., an Arizona limited liability company, a and Virlie L.Nugent 07/02/04 Revocable Living Trust,all of whom are collectively hereafter referred to as"Debtor,"and The Janet Sotomayor-Bloomer Living Trust Dated 12/14/1992 and ' Janet Sotomayor,an unmarried woman, both of whom are collectively hereafter referred to as "Secured Party." ; L^ The date of this Agreement is February C26 ,2019. 1. Definitions. A. "Closing"means the execution and consummation of the transactions contemplated by this Security Agreement. B. "Collateral"means: (1)State of Arizona Bar Liquor License Number 06110012, along with inventory of spirituous liquor, and(2) that certain commercial real property and improvements,alone with fumiture, fixtures and equipment, all of which items of collateral are located at and on the address commonly known as 945 East Scenic Street,Apache Junction,Arizona 85119. C. "Equipment"shall have the meaning given to that term in the Uniform Commercial Code. D. "Events of Default"shall have the meaning set forth in this Security Agreement, along with the provisions of that certain Secured Promissory Note in the original principal amount of Five Hundred Forty-Five Thousand Dollars($545,000.00). E. "Financing Statement"shall the meaning given to that term in the Uniform Commercial Code. F. "Fixtures"shall the meaning given to that term in the Uniform Commercial Code. G. "Obligations"means the following: (1) Debtor's obligations under the Secured Promissory Note. (2) Debtor's obligations under this Agreement. (3) Debtor's other present and future obligations to Secured Party of whatever nature or kind,howsoever arising or evidenced, fixed or contingent, liquidated or unliquidated, primary or secondary. - 1 - (4) The repayment of all amounts that Secured Party may advance or spend for the maintenance or preservation of the Collateral and any other expenditures that Secured Party may make under the provisions of this Security Agreement for the benefit of Debtor,and for the perfection or prioritization of Secured Party's rights in the Collateral. (5) All amounts owed under any modification,renewal,refinancing, replacement or extensions of any obligation. (6) All attorneys' fees, paralegals' fees, expert witness fees,professional fees for consultants,accounts and other similar professionals,taxes, recording and filing fees, and all other out of pocket fees,costs and expenses incurred by Secured Party in the enforcement of the obligations,the protection or realization on or sale or other disposition of the Collateral, the protection or perfection of Secured Parry's security interest in the Collateral, or the negotiation,preparation,closing or enforcement of any amendment, workout agreement,extension, forbearance agreement or re- documentation or restructuring of the Promissory Note, the Obligations or the Collateral. (7) All fees and out-of-pocket costs that arise after the filing of a petition by or against Debtor under the Bankruptcy Code,even if the obligations do not accrue because of the automatic stay provisions of the Code or otherwise. H. "Registered Collateral"shall mean any vehicle,truck, mobile home,manufactured home,vessel,boat, aircraft,railroad rolling stock, patent application,patent,mask work,copyright, trademark,uncertified security, government contract right, United States license or pen-nit and State of Arizona liquor license or permit. I. "Security Agreement"shall mean this agreement made between Debtor and Security Party and any amendment, addendum or modification thereto. J. "Uniform Commercial Code"shall mean the Uniform Commercial Code as amended from time to time in the State of Arizona. K. Any term used in the Uniform Commercial Code and not defined in this Security Agreement shall have the meaning given to the tenn in the Uniform Commercial Code. 2. Grant of Security Interest. To secure the payment or performance of the Obligations, Debtor grants a security interest in the Collateral to Secured Party. 3. Representations and Warranties. Debtor represents and warrants to Secured Party as of -2 - the date hereof and for so long as the Obligations remain unsatisfied that: A. Title to and transfer of Collateral. Debtor will own the Collateral free and clear of any claims, liens, security interests,encumbrances and restrictions on transfer or pledge of any firm,person or entity other than those in favor of Secured Party. B. Location of Collateral. All Collateral,whether tangible or intangible, is located at 945 East Scenic Street, Apache Junction,Arizona 85119. C. Debtor Information. The information disclosed about Debtor and the Collateral is true and correct. D. Authorization. This Security Agreement, any writings or records evidencing the Obligations and the transactions and grants contemplated by this Security Agreement: (1) have been duly authorized, executed and delivered by the Debtor and are the legal,valid and binding obligations of the Debtor enforceable in accordance with their respective terms, (2) do not violate, conflict with or result in a breach under its articles of organization or bylaws or any agreement, instrument, lease, restriction, obligation,law,rule,regulation,or court or administrative order to which Debtor or the Collateral is subject,and (3) do not require any license,permit,authorization,filing or consent other than those that have or will be made or obtained by Debtor or Secured Party. E. Collateral Conditions. There is no material condition,hazard or hazardous materials, contamination, defect,third party claim or threatened claim, tax or judgment lien, levy, attachment or assessment affecting the Collateral or Debtor which could expose Secured Party or the Collateral to risk of loss or diminution in value. 4. Debtor's Covenants. The Debtor covenants and agrees that until the Obligations are paid and satisfied in full: A. Filing of Financing Statement. Secured Party may file Financing Statements and all amendments thereto describing as the Collateral all assets or personal property of the Debtor, or any or all of the Collateral by any description Secured Party deems appropriate in any jurisdiction or office. - 3 - B. Claim by Third Party. If any third person should make a claim to any portion of the Collateral,Debtor will join with Secured Party in notifying the third person of Secured Party's security interest and its status as the primary perfected secured creditor of the Collateral. C. Cooperation. The Debtor shall take such action and execute and deliver or obtain delivery of such documents, instruments,financing statements,applications, forms and acknowledgments as Secured Party may from time to time request to maintain a prior perfected security interest on the part of Secured Party in the Collateral. Debtor shall pay for all costs of same upon demand by Secured Party. D. Inspection. Secured Party may inspect the Collateral or any part thereof. E. Company Existence. Debtor will preserve the of the Arizona limited liability companies and agrees that the limited liability companies will not in one transaction or a series of related transactions: (1) merge into or consolidate with any other entity or sell all or any substantial part of its assets, (2) change the state of its organization or (3) change its limited liability company name. (4) change the existing ownership of the membership interests to any other person. F. Intentionally Deleted. G. Dispositions of Collateral. Except for sales of spirituous liquor products in the ordinary course of business,the Debtor shall not transfer the Collateral or any part thereof into the name of another person or entity or sell,lease, license,settle, compromise,release or otherwise dispose of the Collateral or any part thereof or grant or suffer to exist any lien or security interest in the Collateral or any part thereof. H. Insurance. Debtor shall keep all tangible Collateral insured for the full insurable value thereof, naming Secured Party as a loss payee, and providing that no coverage may be canceled or amended without thirty(30)days prior written notice to Secured Party by the Insurer. Debtor shall obtain and maintain a policy of liquor seller liability insurance in its name in an amount not less than One Million Dollars($1,000,000.00)and Secured Party shall be named as an additional insured on said insurance policy. - 4- 1. Compliance with Laws. Debtor shall comply and cause the Collateral to comply with all laws,regulations, orders,decrees,rulings and requirements applicable to its business and the Collateral, including the statutes set forth in Title 4,Arizona Revised Statutes, and the administrative rules set forth in Title 19,Arizona Administrative Code. Debtor acknowledges and agrees that any complaint issued or consent agreement offered which alleges violation of the Title 4 statutes or the Title 19 rules shall be deemed to be non-compliance of this paragraph. J. Maintenance of Collateral. Debtor shall keep all of the tangible Collateral safe,in good condition and repair,and properly maintained, serviced and conditioned. Debtor shall preserve all its rights under any licenses, leases,contracts,accounts and general intangibles. K. Hold Harmless. Debtor agrees to hold Secured Party harmless from any risk of loss of the Collateral or any part thereof. S. Events of Default. The occurrence of any of the following shall constitute an Event of Default: A. Default under this or other Agreements. Any default or event of default by Debtor under this Security Agreement,the Secured Promissory Note or the Deed of Trust and Assignment of Rents. B. Breach or Misrepresentation. Any breach or misrepresentation of any representation or warranty contained in this Security Agreement or the Secured Promissory Note or the Deed of Trust and Assignment of Rents. C. Unauthorized Disposition. Transfer or disposition of all or any portion of the Collateral. D. Judicial Process. Attachment,execution or levy on all or any portion of the Collateral. E. Insolvency. Debtor voluntarily or involuntarily becoming subject to any insolvency proceeding, including bankruptcy,reorganization,liquidation, receivership or an assignment for the benefit of creditors. F. Environmental or Other Forfeiture Problems. Any administrative or judicial proceeding under any federal,state or local hazardous waste or environmental law, asset forfeiture or similar law. G. Loss of Priority. If at any time Secured Party receives a Financing Statement, lien or judgment indicating that: - 5 - (1) the Collateral or any portion thereof is subject to a lien or security interest not permitted by this Agreement or (2) Secured Parry's security interest is not a prior perfected security interest in the Collateral. 6. Default Costs. Should an Event of Default occur, Debtor will pay to Secured Party all costs and fees reasonably incurred by the Secured Party for the purpose of enforcing its rights hereunder,including: costs of foreclosure,costs of obtaining money damages,fees for the services of attorneys and paralegals employed by Secured Party for any purpose related to this Security Agreement or the Obligations, including consultation, drafting documents,sending notices or instituting,prosecuting or defending litigation or arbitration. 7. Remedies upon Default. A. General. Upon any Event of Default, Secured Party may pursue any remedy available at law(including those available under the provisions of the Uniform Commercial Code)or in equity to collect,enforce or satisfy any Obligations then owing;whether by acceleration or otherwise. B. Concurrent Remedies. Upon any Event of Default, Secured Party shall have the right to pursue any of the following remedies separately,successively or concurrently: (1) File suit and obtain judgment and, in conjunction with any action,Secured Party may seek any ancillary remedies provided by law,including levy of attachment and garnishment.. (2) Take possession of any Collateral if not already in its possession without demand and without legal process on or off Debtor's premises. Upon Secured Party's demand,Debtor will assemble and make the Collateral available to Secured Party as Secured Party may direct. Debtor grants to Secured Party the right,for this purpose,to enter into or on any premises where Collateral may be located and to store, sell or otherwise dispose of Collateral on or off'of Debtor's premises. (3) Without taking possession, sell, lease or otherwise dispose of the Collateral at public or private sale in accordance with the Uniform Commercial Code. (4) Transfer into Secured Party's name all cash, deposit accounts,securities and any other kind of property, tangible or intangible, held or in the name - 6- of either limited liability company to better effect the collection, sale or other disposition thereof or realization thereon. (5) Notify any persons who owe any monies of any kind to Debtor and to have such persons pay directly to Secured Party any and all amounts owing to Debtor or to any of the Collateral; and to compromise, settle claims and authorize credits with respect to any of the Collateral. (6) Receive,redirect to Secured Party,or open mail of Debtor. (7) Sign,endorse and deposit payments or remove the contents of and retain payments from collections from any source whatsoever to facilitate the collection or realization on any Collateral by Secured Party. (8) Hold one or more public or private sales of the Collateral or any part thereof on or after ten(10)days' written notice,either of which Secured Party may postpone,adjourn or cancel without further notice. (9) Use without charge and transfer or license Debtor's rights in any pen-nits or licenses or similar materials which Secured Party determines, in its sole discretion,will facilitate a sale or other disposition of the Collateral. (10) Prior to the disposition of the Collateral or any part thereof, store,process, repair, clean or recondition or otherwise prepare any of the Collateral for disposition to the extent Secured Party deems appropriate and in connection with such preparation and disposition, without charge,use any Collateral used by Debtor. (11) Vote or consent, and in connection therewith, Debtor grants to Secured Party a proxy to vote or to consent to any matter involving the limited liability company. 8. Foreclosure Procedures. A. No Waiver. No delay or omission by Secured Party to exercise any right or remedy accruing upon any Event of Default shall impair any right or remedy, waive any default or operate as an acquiescence to the Event of Default, or affect any subsequent default of the same or of a different nature. B. Notices. Secured Party shall give Debtor such notice of any private or public sale at 3500 South Tomahawk Road, #166, Apache Junction,Arizona 85119 and at 945 East Scenic Street, Apache Junction,Arizona 85119. - 7 - C. Condition of Collateral. Secured Party has no obligation to cleanup,recondition, or otherwise prepare the Collateral for sale. D. No Obligation to Pursue Others. Secured Party has no obligation to attempt to satisfy the Obligations by collecting them from any other person liable for them and Secured Party may release, modify or waive any collateral provided by any other person to secure any of the Obligations,all without affecting Secured Parry's rights against Debtor. Debtor waives any right it may have to require Secured Party to pursue any third person for any of the Obligations. E. Compliance with other laws. Secured Party may comply with any applicable state or federal law requirements in connection with a disposition of the Collateral and compliance will not be considered adversely to affect the commercial reasonableness of any sale of the Collateral. F. Warranties. Secured Party may sell the Collateral without giving any warranties as to the Collateral. Secured Party may specifically disclaim any warranties of title or the like. This procedure will not be considered adversely to affect the commercial reasonableness of any sale of the Collateral. G. Sales on credit. If Secured Party sells any of the Collateral upon credit, Debtor will be credited only with payments actually made by the purchaser, received by Secured Party and applied to the indebtedness of the purchaser. In the event the purchaser fails to pay for the Collateral, Secured Party may thereafter resell the Collateral and Debtor shall be credit with the proceeds of such sale. H. Purchases by Secured Party. In the event Secured Party purchases any of the Collateral being sold, Secured Party may pay for the Collateral by crediting some or all of the Obligations of the Debtor. I. No marshaling. Secured Party has no obligation to marshal any assets in favor of Debtor. Secured Party has no obligation to marshal any assets against or in payment of the Obligations. 9, Attorney-in-Fact. For as long as this Security Agreement is in effect, the Debtor hereby irrevocably appoints Secured Party as the Debtor's attorney-in-fact,with full authority in the place and stead of the Debtor and in the name of the Debtor or otherwise, from and after the occurrence of an Event of Default,to take any action and to execute any instrument which the Secured Party may deem necessary or advisable to accomplish the purposes of this Security Agreement, including,without limitation: A. Settle. To ask,demand,collect,sue for,recover,compromise, receive and give acquittance and receipts for monies due and to become due under or in connection - 8 - with any of the Collateral. B. Collection. To receive, indorse, and collect any drafts,checks or other instruments, documents,notes, chattel paper,general intangibles or other Collateral. C. Pursue Claims. To file any claims or take any action or institute any proceedings which the Secured Party may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Secured Party with respect to any of the Collateral. D. Handle Mail. To receive and open all mail addressed to the Debtor,remove any proceeds of Collateral therefrom and deliver the balance of such mail to the Debtor. E. Lien Releases. To execute and deliver lien releases, certificates and other documents to obtain payment for work or materials or other Collateral. F. Assignment of Liquor License. To assign the Debtor's interest in that certain State of Arizona Liquor License,Number 06110012, to Secured Party or to any person designated by Secured Party provided that said assignee obtains the consent and approval thereafter from the Arizona Department of Liquor Licenses and Control. The Debtor hereby ratifies all that Secured Party as its attorney-in-fact shall do or cause to be done by virtue of this power of attorney. This power of attorney is coupled with an interest and shall be irrevocable. The grant of this power of attorney to take actions from and after an Event of Default shall not be construed to limit the powers of the Secured Party to take actions otherwise permitted by this Security Agreement,any other agreement between the parties hereto,the Uniform Commercial Code or other law to take actions prior to the occurrence of an Event of Default. 10. Secured Parry's Performance of Debtor's Obligations. If the Debtor fails to perform any agreement contained herein,the Secured Promissory Note or the Deed of Trust,the Secured Party may, at its option and in its sole discretion,perform, or cause performance of,such agreement, and the expenses of the Secured Party incurred in connection therewith shall constitute additional Obligations,and shall be payable by the Debtor to the Secured Party upon demand by the Secured Party. Secured Party shall have the right to verify or appoint an agent or representative to verify the validity.amount or any other matter relating to any item of Collateral to which Debtor is a party and such verification may be by mail, telephone or otherwise in Secured Parry's sole discretion. 11. Secured Party's Rights and Duties. The powers and rights conferred upon the Secured - 9 - Party hereunder are solely to protect its interest in the Collateral and shall not impose any duty upon it to exercise any such rights or powers. Without limiting the generality of the foregoing, the Secured Party shall be under no obligation to take any steps necessary to preserve rights in the Collateral against any other parties but may do so at its option and in its sole discretion. Secured Party shall not be liable for any acts,omissions,errors of judgment or mistakes of fact or law with respect to the Collateral. 12. Non-assignable Collateral. To the extent and only to the extent that any Collateral is not fully lawfully or contractually assignable to or collectable by Secured Party,the Secured Party shall nevertheless retain a security interest and right of collection and all other rights provided under this Security Agreement to the extent permitted under applicable laws governing such Collateral,in the Proceeds of such Collateral and the right to require Debtor to do and take all such actions to collect or otherwise realize upon such Collateral for Secured Parry's benefit. 13. Continuing Liability of Debtor. No rights or powers conferred or actions taken or not taken by Secured Party under this Security Agreement or in connection with the Collateral shall relieve Debtor of any liability with respect to the Obligations and the Secured Parry's interest in the Collateral. Debtor shall perform all its duties and obligations to third parties in respect of the Collateral and not rely on Secured Party for performing the same. Secured Party,by virtue of this Security Agreement or taking any action under it,shall not assume, be liable for or relieve Debtor from,any obligations or responsibilities of Debtor to third parties. 14. Assignment of Claims. Upon the request of Secured Party, Debtor shall assign any of Debtor's claims and accounts against governmental entities,agencies, units or departments to Secured Party so as to comply with applicable laws or regulations governing assignment of rights,claims or accounts involving governmental entities. 15. Notice. Any notice of any default, sale, lease,other disposition,or other intended action by Secured Party shall be deemed reasonable if it is in writing and sent postage prepaid by certified United States mail,return receipt requested, ten(10)days in advance of the intended disposition or other intended action. 16. Address for Notice. Any notice given under this Security Agreement shall be sent to the following address: - 10 - A. Debtor: Virlie L. Nugent Ma Barker& Sons, L.L.C. Virlie L.Nugent 07/02/04 Revocable Living Trust 3500 South Tomahawk Road,#166 Apache Junction,AZ 85119 945 East Scenic Street Apache Junction,Arizona 85119 B. Secured Party: Janet Sotomayor The Janet Sotomayor-Bloomer Living Trust dated 12/14/1992 400 East San Angelo Avenue Gilbert,Arizona 85234 Either party may change its address for notice by giving notice thereof in accordance with paragraph 15 of this Security Agreement. 17. Waiver. No waiver of any of the provisions of this Security Agreement shall be deemed, or shall constitute,a waiver of any other provisions,whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party making the waiver. Waiver by Secured Party of any Event of Default hereunder, or of any breach of the provisions of this Agreement by Debtor, or any right of Secured Party hereunder, shall not constitute a waiver of any other Event of Default. 18. Amendment. This Security Agreement constitutes the entire agreement between the parties and supersedes all prior and contemporaneous agreements,representations,and understandings of the parties,whether written or oral. No supplement, modification,or amendment of this Agreement shall be binding unless executed in writing by the parties. 19. Governing Law. This Security Agreement and the rights and obligations of the parties hereunder shall be construed and interpreted in accordance with the laws of the State of Arizona so as to give maximum legal effect to protecting the rights of the Secured Party in the Collateral and to enforcing the covenants of the Debtor in the performance of the Obligations. In the event that any term or provision of this Security Agreement is determined to be invalid or unenforceable, such determination shall not affect the remainder hereof. 20. Duration. This Security Agreement shall remain in effect from the date first above mentioned until the date when all of the Obligations have been fully satisfied. 21. Assigns and Successors. This Security Agreement and all rights and liabilities hereunder and in and to any and all Collateral shall inure to the benefit of the Secured Party and its successors and assigns. This Security Agreement and all duties owed by Debtor with - 11 - respect to the Obligations may not be assigned or transferred. 22. Severability. If any provision of this Security Agreement shall be deemed unenforceable, illegal or invalid in any respect,the remaining provisions hereof shall remain in frill force and effect. 23. Further Assurances. Debtor agrees to execute any further documents and to take any further actions requested by Secured Party to evidence or perfect the security interest granted herein or to effectuate the rights granted to Secured Party herein. WHEREFORE, we have signed our names below. DEBTOR SECURED PARTY Virlie L. Nugent Janet Sotomayor Virlie L.Nugent 07/02/04 Revocable The Janet Sotomayor-Bloomer 12/14/1992 Living Trust Living Trust By By o� Virlie L.Nugent Janet Sotomayor Trustee Trustee Ma Barker&Sons, L.L.C. $y Virlie L.Nugent Manager - 12 - STATE OF ARIZONA ) ss: County of Pinal ) The foregoing was subscribed and sworn to before me, the undersigned Notary Public by Virlie L.Nugent, an unmarried woman, individually, on behalf of Ma Barker&Sons, L.L.G. as its manager nd on behalf of lVirlie L.Nugent 07/02/04 Revocable Living Trust as its trustee on TRISHA GETZ Notary Public-Slate of Arizona PINAL COUNTY My Commission Expires December 15,2020 Notary Public STATE OF ARIZONA ) ss: County ofPinal ) The foregoing was subscribed and sworn to before me, the undersigned Notary Public, by Janet Sotomayor, an unmarried woman,individually and o behalf f The Janet Sotomayor-Bloomer 12/14.11992 Living Trust as its trustee on �� �a O 142 4a C) TRISHA GETZ Notary Public•Slate of Arizona PINAL COUNTY My Commission Expires Notary Public December 15,2020 - 13 - WHEN RECORDED, MAIL TO: Virlie L. Nugent Virlie L.Nugent 07/02/04 Revocable Living Trust 3500 South Tomahawk Road,#166 Apache Junction,AZ 85119 945 East Scenic Street Apache Junction,AZ 85119 WARRANTY DEED For the consideration of Ten Dollars,and other valuable considerations, The Janet Sotomayor-Bloomer Living Trust dated 12/14/1992 and Janet Sotomayor, an unmarried woman, hereafter called the Grantor, hereby convey to Virlie L.Nugent 07/02/04 Revocable Living Trust, hereafter called the Grantee,the following real property located at and commonly known as 945 East Scenic Street,Apache Junction 85119, situated in Pinal County, Arizona,Assessor Parcel Number 101-18-023A,together with all rights and privileges appurtenant thereto, legally described on: EXHIBIT"A"ATTACHED Subject to current taxes and other assessments, reservations in patents and all easements, rights-of-way, encumbrances,liens, covenants, conditions,restrictions, obligations and liabilities as may appear of record,the Grantor warrants the title against all persons whomsoever. DATE: X 0 GRANTOR The Janet Sotomayor-Bloomer Living Trust dated 12/14/1992 X�X <::::; Janet Sotomayor Janet Sotomayor Trustee - 1 - GRANTEE Virlie L. Nugent 07/02/04 Revocable Living Trust By LO-rz-_4 Virlie L.Nugent Trustee STATE OF ARIZONA ) ss. County of Pinal ) The foregoing was subscribed and sworn to before me, the undersigned Notary Public,by Janet Sotomayor, an unmarried woman,individually an on be calf of The Janet Sotomayor-Bloomer 12/14/1992 Living Trust as its trustee on a D r,! TRISHA GETZ_ Notary Public-State of Arizona • PINAL COUNTY Notary Public My Commission Expires December 15,2020 STATE OF ARIZONA ) ss. County ofPinal ) The foregoing was subscribed and sworn to before me, the undeisigne NotaryPublic,by Virlie L. Nugent 07/02/04 Revocable Living Trust by its trustee on D O A)O a 000 w T�I iAA al± Notary Public•State of Anzona Notary Public PINAL COUNTY „ + My commission Expires December 1 2020 — 2 — No. 75-526720 EXHIBIT"A" PARCEL NO. 1: THE SOUTHEAST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,TOWNSHIP 1 NORTH, RANGE 8 EAST, GILA AND SALT RIVER BASE AND MERIDIAN, PINAL COUNTY,ARIZONA; EXCEPTING ALL COAL,OIL,GAS AND OTHER MINERAL DEPOSITS,AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND. PARCEL NO.2: THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,TOWNSHIP 1 NORTH, RANGE 8 EAST, GILA AND SALT RIVER BASE AND MERIDIAN, PINAL COUNTY,ARIZONA; EXCEPTING ALL COAL,OIL,GAS AND OTHER MINERAL DEPOSITS,AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND, PARCEL NO.3: THE EAST 42.00 FEET OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21, TOWNSHIP 1 NORTH,RANGES EAST,GILA AND SALT RIVER BASE AND MERIDIAN,PINAL COUNTY, ARIZONA; EXCEPTING ALL COAL,OIL, GAS AND OTHER MINERAL DEPOSITS,AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF.SAID LAND. PARCEL NO.4: THE EAST 42.00 FEET OF THE NORTH HALF OF THE NORTH HALF OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,TOWNSHIP i NORTH,RANGE 8 EAST, GILA AND SALT RIVER BASE AND MERIDIAN,PINAL COUNTY,ARIZONA, EXCEPTING ALL COAL,OIL,GAS AND OTHER MINERAL DEPOSITS,AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND, Legal Description of 945 East Scenic St. Apache Junction,Arizona 85119 Pinal County Assessor 101-18-02$A When recorded, mail to: Trisha Getz Clear Title Agency of Arizona LLC 1075 South Idaho Road, Suite 106B Apache Junction,Arizona 85119 DEED OF TRUST AND ASSIGNMENT OF RENTS DATE: 0 &O Z 0,90 TRUSTOR: Virlie L.Nugent 07/02/04 Revocable Living Trust 3500 South Tomahawk Road,#166 Apache Junction,AZ 85119 945 East Scenic Street Apache Junction,Arizona 85119 BENEFICIARY: Janet Sotomayor,an unmarried woman The Janet Sotornayor-Bloomer Living Trust Dated 12/14/1992 400 East San Angelo Avenue Gilbert,Arizona 85234 TRUSTEE Clear Title Agency of Arizona LLC 1075 South Idaho Road, Suite 106B Apache Junction,Arizona 85119 PROPERTY in Pinal County, State of Arizona, located at and commonly known as 945 East Scenic Street,Apache Junction, Arizona 85119, situated in Pinal County,Arizona,Assessor Parcel Number 101-18-023A,together with all rights and privileges appurtenant thereto, legally described on EXHIBIT"A"ATTACHED, hereafter referred to as the"Property." This Deed of Trust and Assignment of Rents is made on the above date by and between the above-named Trustor and Beneficiary. Trustor owes Beneficiary a certain Secured Promissory Note in the amount of Five Hundred Forty-Five Thousand Dollars ($545,000.00). The parties agree to select an independent company to establish an account for the collection of the installment payments due under the Secured Promissory Note through which Trustor will - 1 - make payment. The Secured Promissory Note provides that,unless paid earlier by Trustor, it is all due and payable fifteen years and one day from January 1, 2021. This Deed of Trust and Assignment of Rents secures to Beneficiary: repayment of the Secured Promissory Note with interest thereon, and all renewals, extensions, and modifications, any and all other amounts plus interest advanced by Beneficiary to protect its rights in the Property,the perfonnance of Trustor's covenants and agreements made herein and in a certain Security Agreement made between Trustor and Beneficiary. For these purposes, Trustor irrevocably grants, conveys,transfers and assigns the Property,including all buildings, improvements,equipment, furniture and fixtures located thereon,to Trustee, in trust with power of sale. Trustor further transfers and assigns to Trustee,in trust with power of sale, all the improvements now or to be erected on the Property,all easements,rights, appurtenances, rents, leases, issues,profits,royalties, mineral,oil and gas rights and profits,water rights and stock, all income of the Property and all fixtures now or later a part of the Property. All replacements and additions shall also be covered by this Deed of Trust and Assignment of Rents and transferred from Trustor to Trustee in trust with power of sale,at the time of replacement or addition. Trustor covenants,represents and warrants that it is lawfully seised of the estate conveyed by this Deed of Trust and Assignment of Rents and has the right to grant and convey the Property to Beneficiary,and that the Property is unencumbered,except for any encumbrances of record known to and accepted by Beneficiary. Trustor agrees to defend the title to the Property against all claims and demands, subject to any encumbrances of record. To protect the security of this Deed of Trust and Assignment of Rents,the parties covenant and agree as follows: 1. Trustor shall promptly pay when due the principal of and interest, including Default Interest,as provided and evidenced by the terms of the Secured Promissory Note together with any late charges due thereunder. 2. Upon any default by Trustor in the payment of the Secured Promissory Note or upon any default by Trustor in the payment of any indebtedness secured by this Deed of Trust and Assignment of Rents or upon any default of this Deed of Trust and Assignment of Rents by Trustor or upon any default of the certain Security Agreement made between the parties, Beneficiary may declare all sums secured by this Deed of Trust and Assignment of Rents immediately due and payable. Beneficiary shall deliver written notice of Trustor's default to Trustee, setting forth the nature of the default, the declaration that all sums are immediately due and payable and the Beneficiary's election to cause the sale of the Property under this Deed of Trust and Assignment of Rents. Beneficiary agrees to deposit with Trustee this Deed of Trust, the Promissory Note and any documents evidencing expenditures made Beneficiary which are secured by this Deed of Trust and Assignment of Rents. -2 - Trustor acknowledges that the obligations required of it under this Deed of Trust and Assignment of Rents are intended by the parties to be included with and made a part of the obligations owed by Trustor as the Debtor to Beneficiary as the Secured Party under that certain Secured Promissory Note,that certain Security Agreement and that certain Triple Net Lease made between the parties. Trustor agrees that any default in the performance of its obligations under one obligation shall constitute a default under the other obligations. For example,a default of the Secured Promissory Note shall constitute a default of the Triple Net Lease, a default of this Deed of Trust and Assignment of Rents and a default of the Security Agreement. Similarly,a default of the Triple Net Lease shall constitute a default of the Secured Promissory Note, a default of the Security Agreement and a default of this Deed of Trust. Likewise, a default of the Security Agreement shall constitute a default of the Triple Net Lease,a default of the Secured Promissory Note and a default of this Deed of Trust and Assignment of Rents. Further,a default of the Deed of Trust and Assignment of Rents shall constitute a default of the Triple Net Lease, a default of the Secured Promissory Note and a default of the Security Agreement. Trustor requests that a copy of any notice of trustee's sale under this Deed of Trust and Assignment of Rents be sent by certified U. S. mail,postage prepaid,return receipt requested to both of Trustor's addresses set forth above. 3. Trustor shall pay to Trustee for the benefit of Beneficiary on the day any monthly payment is due under the Promissory Note until the Promissory Note is paid in full,an additional amount equal to one-twelfth(1/12)of: (a) yearly taxes and assessments against the Property and (b)yearly hazard and liability insurance premiums. The additional monthly payments Trustor makes hereunder are hereafter referred to as the"Impound Funds" Trustee may estimate the amount of the Impound Funds due monthly from Trustor using current data and reasonable estimates. Trustee will provide to Trustor and Beneficiary an accounting of the Impound Funds paid for one year and the amount of any adjustment to be made thereto. Trustor's policy of casualty and liability insurance coverage in an amount equal to the full replacement value of the improvements to the Property and liability insurance coverage in the amount of One Million Dollars($1,000,000.00)for premises liability coverage for liquor server/seller liability. Trustor will provide a copy of the insurance policy to Beneficiary and Beneficiary shall be named as the loss payee of the policy of casualty and liability insurance. Any policy of insurance shall be obtained through a company licensed to do business in the State of Arizona and rated"A"or better by Best Insurance Guide. Any amount collected under any insurance policy may be applied by Beneficiary on any indebtedness secured by this Deed of Trust and Assignment and in such order as Beneficiary may determine in its sole and absolute discretion. At the option of Beneficiary, the amount collected under any insurance policy may be released to Trustor. The Impound Funds shall be applied by Trustee to pay for yearly: (a) taxes and assessments and(b)premiums for insurance policies insuring the Property against claims for loss or liability. Trustee may but shall not be required to pay Trustor any interest on the Impound - 3 - Funds. Trustee shall provide an annual accounting to Trustor of the Impound Funds showing credits and debits thereto and the purpose for each debit. The Impound Funds are pledged as additional security for the indebtedness secured by this Deed of Trust and Assignment of Rents. If the amount of the Impound Funds held by Trustee should exceed the amount required to pay the yearly taxes and assessments,the excess shall be applied to the amounts due the following year. If the amount of the Impound Funds held by Trustee is not sufficient to pay the yearly taxes and assessments,then Trustor shall pay to Trustee any amount necessary to make up the deficiency. On payment in full of all amounts secured by this Deed of Trust and Assignment of Rents,any amount then remaining in the Impound Funds shall be promptly refunded by Trustee to Trustor. If the Property is sold by Trustee under the power of sale or is acquired by Beneficiary,then all Impound Funds then held by Trustee shall be applied,no later than immediately prior to the sale of the Property or its acquisition by Beneficiary,and credited against the balance owed by Trustor under the Promissory Note. 4. All payments received by Trustee under the foregoing paragraphs numbered I and 3 shall be applied as follows: first,to any late charges due under the Secured Promissory Note;then to any amounts due for Impound Funds; then to interest due under the Secured Promissory Note; and finally, to principal due under the Secured Promissory Note. S. Trustor agrees that it is responsible for the prompt and timely payment of any and all taxes,assessments, charges,fines, and impositions attributable to the Property. Trustor agrees to pay all costs, fees and expenses of this Deed of Trust and Assignment of Rents, including Trustee fees for issuing any Deed of Partial Release and Partial Reconveyance or Deed of Release and Full Reconveyance and all charges,costs and expenses in the event of default and then reinstatement of this Deed of Trust and Assignment of Rents. Trustor agrees to pay the foregoing obligations in accordance with the Impound Funds provisions of paragraph 3 of this Deed of Trust and Assignment of Rents. If, for any reason, Trustor makes any payment directly, then Trustor will promptly furnish to Trustee and Beneficiary all receipts evidencing such payment. Trustor also agrees to discharge any lien of any kind which has priority over this Deed of Trust and Assignment of Rents. If Trustor fails to discharge a lien, then Beneficiary or Trustee may, in its sole and absolute discretion,pay,purchase, contest, or compromise any encumbrance, charge,or lien that in the judgment of either appears to be prior or superior to this Deed of Trust and Assignment of Rents and,in exercising such discretion,Beneficiary or Trustee may pay necessary expenses and employ and pay counsel. If Trustor fails to make any payment or to do any act provided in this Deed of Trust and Assignment of Rents, the Beneficiary or Trustee may, in their sole and absolute discretion, make or do the same in such manner and to such extent to protect the security hereof and, accordingly, -4- Trustor grants Beneficiary or Trustee the authorization to enter on the Property for such purpose. 6. Trustor agrees to keep the Property in good condition and repair. Trustor agrees that no building on the Property shall be removed or demolished. Trustor agrees to promptly complete or restore any damage or destruction done to the Property and to do so in accordance with all applicable building and safety codes,using contractors licensed by the State of Arizona. Trustor agrees to pay when due all claims for labor performed and materials furnished to or for the benefit of the Property and any improvement thereon. Trustor shall not make any alteration to any improvement on the Property which affects the structural integrity thereof or atTects any load-bearing wall. Trustor shall not abandon the Property or commit or allow to be committed any waste of the Property or any act in violation of law. During the period when this Deed of Trust and Assignment of Rents is effective against the Property,Trustor agrees to take all such steps to preserve,protect and maintain the value of the Property as would be taken by a reasonable owner thereof. 7. Trustor agrees to appear and defend any action or proceeding purporting to affect the security granted by this Deed of Trust and Assignment of Rents or the right or powers of Beneficiary or Trustee. Trustor agrees to pay all costs and expenses of Beneficiary and Trustee, including the cost of evidence of title and attorneys' fees in any action or proceeding in which Beneficiary or Trustee may appear or be named. Trustor agrees to pay all costs and expenses of Beneficiary and Trustee in any suit brought by Beneficiary or Tnistee to foreclose this Deed of Trust and Assignment of Rents. If Trustor fails to appear and defend as provided in this paragraph,then Beneficiary or Trustee may, in its sole and absolute discretion,appear in and defend any action or proceeding purporting to affect the security of this Deed of Trust and Assignment of Rents or the rights or powers of Beneficiary or Trustee. 8. Trustor agrees to pay immediately any sum expended by Beneficiary or Trustee pursuant to the provisions of this Deed of Trust and Assignment of Rents,together with interest from the date of expenditure at the same rate as is provided for in the Promissory Note. Any sum so expended by Beneficiary or Trustee which is not immediately reimbursed by Trustor shall become a part of the indebtedness secured by this Deed of Trust and Assignment of Rents. 9. In the event any portion or the whole of the Property is taken under the power of eminent domain,any award paid in connection therewith whether as damages or for injury to the Property by reason of public use or for damages for private trespass or injury to the Property is assigned by Trustor to Beneficiary and the award shall be paid to Beneficiary. Any award paid pursuant to any taking by eminent domain may be applied by Beneficiary on any indebtedness secured by this Deed of Trust and Assignment and in such order as Beneficiary may determine in its sole and absolute discretion. At the option of Beneficiary, the amount collected under any taking by eminent domain may be released to Trustor. 10. As additional security,during the continuance of this Deed of Trust and Assignment of Rents. Trustor gives to and confers on Beneficiary the right, power and authority to collect the - 5 - income from the Property,reserving to Trustor the right,prior to any default by Trustor in the payment of any indebtedness secured by this Deed of Trust and Assignment of Rents or in performance of any agreement under this Deed of Trust and Assignment of Rents, to collect and retain such income from the Property. On default by Trustor, Beneficiary may at any time, without notice, either in person,by agent,or by a receiver to be appointed,and without regard to the adequacy of any security for the indebtedness secured by this Deed of Trust and Assignment of Rents, enter on and take possession of the Property. If Beneficiary enters upon and takes possession of the Property, the collection of any income from the Property and the application of the income shall not cure or waive any default by Trustor or cure or waive any notice of trustee's sale or invalidate any act done pursuant to such notice. 1 I. Time is of the essence of this Deed of Trust and Assignment of Rents. By accepting payment of any sum secured by this Deed of Trust and Assignment of Rents after its due date, Beneficiary does not waive any right to require prompt payment when due of all succeeding sums or the right to declare Trustor in default for failing to make payment by the due date. 12. On written request of Beneficiary stating that all sutras secured by this Deed of Trust and Assignment of Rents have been paid in full, on surrender of this Deed of Trust and Promissory Note to Trustee for cancellation and retention,and on payment of its fees, Trustee shall release and reconvey the Property then held under this Deed of Trust and Assignment of Rents. 13. At any time on written request of Beneficiary,Trustee may release and reconvey all or any part of the Property,consent to the making and/or recording of any map or plat of the Property or any part thereof,join in granting any easement on the Property or join in or consent to any extension agreement or any agreement subordinating the lien, encumbrance or charge of this Deed of Trust and Assignment of Rents. 14. Beneficiary may appoint a successor trustee in the manner prescribed by law. A successor trustee shall,without conveyance from the predecessor trustee,succeed to all the predecessor's title,estate,rights,powers,and duties. Trustee may resign by giving notice of its resignation to Beneficiary and Trustor by certified U. S. mail, postage prepaid, return receipt requested. 15. Trustee acknowledges that when this Deed of Trust and Assignment of Rents is duly executed it shall be recorded and will constitute a public record as provided by law. Trustee shall notify the parties of any action or proceeding in which Trustor, Beneficiary or Trustee is a party unless said action or proceeding is brought by Trustee. 16. This Deed of Trust and Assignment of Rents applies to, benefits and binds all parties, their heirs, legatees, devises, administrators, executors, successors and assigns. The term "Beneficiary"shall mean the owner and holder of the Promissory Note secured by this Deed of Trust and Assignment of Rents. In this Deed of Trust and Assignment of Rents, whenever the context so requires, the masculine gender includes the feminine and neuter, and the singular - 6- number includes the plural. IN WITNESS WHEREOF,Trustor and Beneficiary have executed this Deed of Trust and Assignment of Rents. TRUSTOR Virlie L.Nugent 07/02/04 Revocable Living Trust By " 0�"&t,* Virlie L.Nugent Trustee BENEFICIARY BENEFICIARY The Janet Sotomayor-Bloomer Living Trust Dated 12/14/1992 anet Sotomayor Janet Sotomayor� Trustee STATE OF ARIZONA ) ss: County of Pinal ) The foregoing was subscribed and sworn to before me, the undersigned Notary Public,by Virlie L. Nugent as trus a of the Virlie L. Nugent 07/02/04 Revocable Living Trust on va /aa aoz;?y . _ LRGETZ e.. ate of Arizona UNTY1 �' on Expires ���• 15,2020 Notary Public - 7 - STATE OF ARIZONA ) ss: County of Pinal ) The foregoing was subscribed and sworn to,before me,the undersigned Notary Public, by Janet Sotomayor, an unmarried woman, individually and on behalf of The Janet S�`mayor-Bloomer Living Trust Dated 12/14/1992 as its trustee on TRISHA GETZ -'t�4 lzx- Notary Public•State of Arizona PINAL COUNTY Notary Public ,. My Commission Expires "'' December 15,2020 No. 75-526720 EXHIBIT"A" PARCEL NO. 1: THE SOUTHEAST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,TOWNSHIP I NORTH, RANGE 8 EAST,GILA AND SALT RIVER BASE AND MERIDIAN, PINAL COUNTY,ARIZONA; EXCEPTING ALL COAL,OIL,GAS AND OTHER MINERAL DEPOSITS,AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND. PARCEL NO.2: THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,TOWNSHIP I NORTH, RANGE 8 EAST, GILA AND SALT RIVER BASE AND MERIDIAN, FINAL COUNTY,ARIZONA; EXCEPTING ALL COAL,OIL, GAS AND OTHER MINERAL DEPOSITS,AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND, PARCEL NO.3. THE EAST 42,00 FEET OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21, TOWNSHIP 1 NORTH, RANGE S FAST, GILA AND SALT RIVER SASE AND MERIDIAN, PINAL COUNTY, ARIZONA; EXCEPTING ALL COAL,OIL, GAS AND OTHER MINERAL DEPOSITS, AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND. PARCEL NO.4: THE EAST 42.00 FEET OF THE NORTH HALF OF THE NORTH HALF OF THE:SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,TOWNSHIP 1 NORTH,RANGE 8 EAST,GILA AND SALT RIVER SASE AND MERIDIAN,PINAL COUNTY,ARIZONA; EXCEPTING ALL COAL,OIL,GAS AND OTHER MINERAL DEPOSITS,AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND. Legal Description of 945 East Scenic St. Apache Junction,Arizona 85119 Pinal County Assessor 101-18-023A UCC FINANCING STATEMENT FOLLOW INSTRUCTIONS A.NAME 8r PHONE OF CONTACT AT FILER(optional) Trisha Getz 480 278 8475 S.E-MAIL CONTACT AT FILER(optional) tgetz@cleartitle:az.com C.SEND ACKNOWLEDGMENT TO: (Nara and Address) FTrisha Getz Clear Title Agency of Arizona LLC 1075 South Idaho Road,Suite 106B Print] Reset] Apache Junction,AZ$5119 THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY 1.DEBTOR'S NAME: Provide only tine Debtor name(1a or 1 b)(use exact,full name:do not brig modidy,or abbreviate any part of the Debtor's name);If any part of the Indlvtdual Debtor's turns will not 6I in line 1 b.stir of of horn 1 blank,check here and p lovido the Individ5ul Debtor information in item 10 of the Financing Slalament Addendum(Farm UCCIAd) la.ORGANIZATION'S NAME Ma Barker& Sons,L.L.C. OR 1b.INDIVIDUALS SURNAME FIRST PERSONAL NAME ADDITIONAL NAME(Sa INITIALS) SUFFIX tc. MAILING ADDRESS CITY STATE I POSTAL CODE COUNTRY 945 East Scenic Street Apache Junction AZ 85119 USA 2,DEBTOR'S NAME; Provide only ong Debtor name(2a or 2b)(use exact.A4 name;do not omit.modify.cr abbreviate any pan of the Debtors name);if any part of the Individwl Debtor's name wi not fit In line 2b.leave all of hem 2 blank,check here end provide the Individual Debtor infomlatlon in item 10 of the Financing Staternent Addendum(Form UCC1Ad) 2a.ORGANIZATION'S NAME OR 2b.INDPADUAL'S SURNAME FIRST PERSONAL NAME ADDITIONAL NAME(S}'I14WL(S) SUFFIX 2c. MAILING ADDRESS CITY STATE POSTALCODS COUNTRY 3.SECURED PARTY'S NAME(er NAME of ASSIGNEE c(ASSIGNOR SECURED PARTY). Provide only one Sacred Party name(3a or 3b) 3a.ORGANIZATION'S NAME OR 3b.INDFADUAL'S SURNAME FIRST PERSONAL NAME ADDITIONAL NAAIE(SyINITIAL(S) SUFFIX Sotomayor Janet 3c. MAILING ADDRESS CITY STATE POSTALCODE COUNTRY 400 East San Angelo Avenue Gilbert AZ 185234 USA 4.COLLATERAL- Tla financing statement covers the following wnataral; State of Arizona Bar Liquor License Number 06110012 Inventory of Spirituous Liquors located at 945 East Scenic Street,Apache Junction,Arizona 85119 Furniture,Fixtures and Equipment now or hereafter placed on and located at 945 East Scenic Street,Apache Junction, Arizona 85119 5.Check lapbl it applicable and check pry one box.Colsaleral is held in a Trust(sea UCC1Ad,item 17 and Instrwhons) bong adr>nWwed by a Decadent's Personal Reprmwtative 63.Chock only it ap�*ratic and check only one box. 6b.Check only if appb atfe and check onl•i one box Public-France Transaction ❑Manufactured-Home Transaction A Debtor is a Transmdtmg Utility ❑ Agricultural Lien ❑Non•UCC Fang 7.ALTERNATIVE DESIGNATION(d app6rablo) ❑ LessevLasar � Consrgnpe.'Consigner � Se•Uer7I3u1•v � 13adee7gador � Licenscailicenwr 8 OPTIONAL FILER REFERENCE DATA FILING OFFICE COPY—UCC FINANCING STATEMENT(Form UCCi)(Rev.0412WI l) International Association of Commercial Administrators IIACAI UCC FINANCING STATEMENT ADDENDUM FOLLOW INSTRUCTIONS 9 NAME OF FIRST DEBTOR. Some as fine to or lb on Flnancwly Statement:d tie tb was Ieh blank because Individual Debtor rr.Pr io did not fil abed[here❑ 9a_ORGANIZATMN'S NAME Ma Barker & Sons,L.L.C. OR 9b INDIVIDUAL'S SURNAME FIRST PERSONAL NAME Print Reset ADDITIONAL NA►IS(SNINITIAL(S) SUFFIX THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY 10.DEBTOR'S NAME Provide(10a or 110b)only!dM additional Debtor name or Debtor name that d4 not tit In line 1 b or 2b of the Flneming Statement(Fam UCC1I(t*e exact,full name, do not omit,modiry,ce abbreviate any pan of the Debtor's name)and enter the mailing address In line 10c 100.ORGANIZATION'S NAME Virile L.Nugent 07/02/04 Revocable Living Trust OR 10b.INDIVIDUAL'S SURNAME INDIVIDUAL'S FIRST PERSONAL NAME INDIVIDUAL'S ADDITIONAL NAME(S)+INITIAL(S) SUFFIX 10c. MAILINGADDRESS CITY STATE JPOSTALCGOE COUNTRY 945 East Scenic Street Apache Junction AZ 85119 USA 11.Q ADDITIONAL SECURED PARTY'S NAME [:]ASSIGNOR SECURED PARTY'S NAME: Provide only am narm(11a or 11b) I Ia.ORGANIZATION'S NAME OR 11 b.INDIVIDUAL'S SURNAME FIRST PERSONAL NAME ADDITIONAL NAME(S),INITIAL(S) SUFFIX 11c. NIA1LINO ADDRESS CITY STATE POSTAL CODE COUNTRY 12.ADDITIONAL SPACE FOR ITEM 4(Collateral): 13.17 Tr»FINANCING STATEMENT is to be tied(fer record](or recorded(in the 14 Th.s FINANCING STATEMENT REAL ESTATE RECORDS (dapplicable} Covers timber to be Cut El covers as•extnpod coQateral 1:1 a film as a fianav filing 15.Name and address of a RECORD OWNER of teal esWe deaeriL'ed in Item 16 16 Description of real spale (it Debtor does not have a record Interest) 17.MISCELLANEOUS: International Association of Commercial Administrators(IACA) FILING OFFICE COPY—UCC FINANCING STATEMENT ADDENDUM(Form UCC1Ad)(Rev,0420111) No. 75-526720 EXHIBIT"A" PARCEL NO. 1: THE SOUTHEAST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,TOWNSHIP 1 NORTH, RANGE 8 EAST, GILA AND SALT RIVER BASE AND MERIDIAN, PINAL COUNTY,ARIZONA; EXCEPTING ALL COAL,OIL,GAS AND OTHER MINERAL DEPOSITS, AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND. PARCEL NO.2: THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,TOWNSHIP 1 NORTH, RANGE 8 EAST,GILA AND SALT RIVER BASE AND MERIDIAN, PINAL COUNTY,ARIZONA; EXCEPTING ALL COAL,OIL,GAS AND OTHER MINERAL DEPOSITS,AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND. PARCEL NO.3: THE EAST 42.00 FEET OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21, TOWNSHIP 1 NORTH,RANGE 8 EAST, GILA AND SALT RIVER BASE AND MERIDIAN,PINAL COUNTY, ARIZONA; EXCEPTING ALL COAL,OIL, GAS AND OTHER MINERAL DEPOSITS,AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND. PARCEL NO.4: THE EAST 42.00 FEET OF THE NORTH HALF OF THE NORTH HALF OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 21,TOWNSHIP 1 NORTH,RANGE 8 EAST, GILA AND SALT RIVER SASE AND MERIDIAN, PINAL COUNTY,ARIZONA, EXCEPTING ALL COAL,OIL,GAS AND OTHER MINERAL DEPOSITS,AS RESERVED TO THE UNITED STATES OF AMERICA IN PATENT OF SAID LAND. Legal Description of 945 East Scenic St. Apache Junction,Arizona 85119 Pinal County Assessor 101-18-023A TRIPLE NET LEASE THIS TRIPLE NET LEASE,hereafter referred to as the"Lease", is made and entered into by and between The Janet Sotomayor-Bloomer Living Trust dated December 14, 1992 and Janet Sotomayor, an unmarried woman,both of whom are together collectively referred to hereafter as "Landlord," and Ma Barker&Sons, L.L.C., an Arizona limited liability company, hereafter referred to as"Tenant." Date: —09 /�,K)zo`+Od �• RECITALS: A. WHEREAS,Landlord is the owner of certain commercial business premises and associated parking area located at and commonly known as 945 East Scenic Street, Apache Junction,Arizona 85119,hereafter referred to as the "Premises." Landlord desires to lease the Premises to Tenant. WHEREAS,Tenant desires to lease the Premises from Landlord. B. WHEREAS,Tenant represents and warrants that the Premises will be used for the purpose of conducting a bar business under a State of Arizona Liquor License. C. WHEREAS,the parties agree to enter into a"Triple Net Lease." The term "Triple Net Lease,"as used in this Lease, shall mean that,in addition to a stated dollar amount for minimum monthly rent,Tenant also agrees to pay the costs and expenses related to: (a)the real property taxes(commonly known as"ad valorem"taxes)and assessments against the Premises,(b)repair and maintenance costs of the interior and the exterior of the Premises, and (c)the costs of fire, casualty, extended and liability insurance coverage for the Premises. TERMS AND CONDITIONS: NOW,THEREFORE, for good and valuable consideration,the receipt and sufficiency of which are acknowledged, the parties,intending to be legally bound,hereby agree as follows: l. LEASE AND TERM. For and in consideration of the agreement of Tenant to pay the rent and other sums herein provided for and to perform the terms,covenants and conditions herein contained, Landlord hereby leases the Premises to Tenant and Tenant hereby leases the Premises from Landlord. The Lease will begin when Landlord gives possession to Tenant and end December 31,2020. 2. MINIMUM RENT. Tenant agrees to pay a prescribed minimum rent each month to Landlord as follows: Page 1 of 4 MONTH AMOUNT Balance of February 2020 -0- March 2020 S3,000.00 April 2020 S3,000.00 May 2020 S31000.00 June 2020 S2,000.00 July 2020 -0- August 2020 -0- September 2020 -0- October 2020 S2,000.00 November 2020 S31000.00 December 2020 S3,000.00 The Minimum Rent shall be paid in advance on or before the first day of each calendar month. Tenant agrees to pay the Minimum Rent to Landlord at 400 East San Angelo Avenue, Gilbert, Arizona 85234. 3. UTILITIES. Tenant shall pay for all water, gas, heat, light, power, telephone and other utilities supplied to or used at the Premises. 4. TAXES. Tenant agrees to pay all taxes levied against its personal property located on or about the Premises. Tenant agrees to pay the real property(ad valorem) taxes and assessments levied against or attributable to the Premises. Tenant agrees to pay any rental, privilege or occupancy tax levied by any taxing authority on the rents paid. 5. REPAIR AND MAINTENANCE. At its sole cost and expense,Tenant agrees to repair and maintain the interior and the exterior of the Premises. 6. INSURANCE. Tenant agrees to obtain and keep in force a policy of fire and extended insurance coverage upon the building for its full replacement.value(not less than 90%), its personal property,records, equipment, and inventory. Tenant also agrees to obtain and maintain a policy of public liability insurance including liquor seller/server in an amount not less than One Million Dollars($1,000,000.00). Tenant agrees that all insurance policies containing liability coverage will name Landlord as an additional insured. All insurance policies, whether obtained by Landlord or Tenant, shall be issued by companies authorized to do business in the State of Arizona and that are rated "A" or better by Best Insurance Guide. 7. LATE CHARGE: Tenant agrees that any amount due under any provision of this Lease which is not paid within five(5) days after payment is due shall bear a late charge equal to ten percent(10%) of the amount due. 8. SIGNAGE. Tenant may use pre-existing sign on the Premises. Page 2 of 4 9. DEFAULT. If Tenant shall be in default as to any of the covenants or conditions on its part agreed to be performed hereunder for a period of five(5)days after written notice thereof from Landlord to Tenant, then Landlord,besides other rights or remedies it may have under this Lease or otherwise,shall have the immediate right of re-entry and may remove all persons from the Premises. 10. NOTICES. All notices,demands or other writing in this Lease provided to be given, made or sent by either party hereto to the other shall be deemed to have been fully given, made or sent within seventy-hvo (72)hours when made in writing and deposited in the United States mail certified,return receipt requested,and postage prepaid and addressed as follows: TO LANDLORD: TO TENANT: Janet Sotomayor Virlie Nugent 400 East San Angelo Avenue 945 East Scenic Street Gilbert,Arizona 85234 Apache Junction,Arizona 85 119 11. TIME OF ESSENCE: Time is of the essence of this Lease and each and every term,covenant and condition herein. IN WITNESS WHEREOF,we have signed our names below as landlord and tenant of this Lease. LANDLORD The Janet Sotomayor-Bloomer Living Trust dated December 14, 1992 Janet Sotomayor Trustee TENANT Ma Barker&Sons, L.L.G. By Virlie L. Nugent Manager Page 3 of 4 STATE OF ARIZONA ) )ss. County of Pinal ) The foregoing Triple Net Lease was acknowledged before me,the undersigned Notary Public, by Janet Sotomayor as trust a of T Janet So mayor-Bloomer Living Trust dated December 14, 1992 on ��42 12 1,2 Oa . Notary Public =State ETZ of ArizonaTYSTATE OF ARIZONA ) xpires2020 )SS. County of Pinal ) The foregoing Triple Net Lease was acknowledged before me,the undersi ed Notary Public, by Virlie L. Nugent as manager of Ma Barker&Sons, L.L.C. on Notary Public TRISHA GETZ Notary Public.State of Arizona s" PINAL COUNTY ,, My Commission Expires December 15,2020 Page 4 of 4 Del- Pke- 'I�B�s r ' � 3 . C L i� arc���°R y��c Al Rm p ' �)Int. .p RIX FpACH,p pOLICE Apache Junction Police Department Z Interdepartmental Memo gNIZONP DATE: 03/24/2020 TO: Ms. Jill Bright Deputy City Clerk FROM: Lieutenant T. Parker#69 SUBJECT: Superstition Skies Restaurant & Bar, Premise Liquor Inspection Ms. Bright, At your request I conducted a liquor and business inspection and review of Superstition Skies Restaurant& Bar at 945 E. Scenic, within the City of Apache Junction for alcoholic beverage sales. The inspection/review occurred on 3/24/2020. During my review of the business I contacted the owner identified by an Arizona Driver's License#1312940437 as Virlie Louise Nugent(DOB:8/19/1945). Ms. Nugent has no recent significant activity with our agency. On 3/24/2020 at approximately 0930 hours I met with Ms. Nugent and conducted a site inspection on the property. At the time of my inspection, the business was closed. I reviewed the premises and liquor controlled areas. As I conducted the inspection I noticed the floor layout was similar to the draft provided within the liquor application packet. The stage and dance floor remained located within the northeast portion of the establishment as from the previous business owner. The main entrance will remain the north doors facing the parking lot. They also have a fenced in outdoor patio area along the north wall just east of the main entrance doors. The kitchen area will remain within the south side of the building. The southwest portion of the establishment is used for liquor storage (just south of the bar area). Additional liquor storage is within a lockable area within the kitchen. These chosen liquor storage areas are out of sight and reach of customers and unauthorized employees. My inspection indicates the following: • The nearest religious worship facilities are: • Kingdom Hall of Jehovah's Witnesses at 255 S. Winchester, approximately '/2 mile southwest of the bar location. • John Calvin Presbyterian at 1130 E. Broadway Road, approximately one mile southeast of the bar location. • Pentecost International Worship Center at 1180 E. Broadway Road, approximately one mile southeast of the location. • All religious facilities however are outside the three hundred feet restriction in accordance with A.R.S. 4-207 • There are no known permitted childcare facilities nearby. • Ms. Virlie L. Nugent), the applicant, has had no recent significant contact with the Apache Junction Police Department. Ms. Nugent has had prior experience with restaurant and bar ownership and management. Therefore, with our findings and observations this police department does not object in approving the liquor license for this establishment as long as all other laws and requirements have been met to the City of Apache Junction, County of Pinal, and State of Arizona. Jillian Bright From: Tina Gerola <tina.gerola@sfmd.az.gov> Sent: Tuesday, March 24, 2020 2:54 PM To: Jillian Bright; Rudy Esquivias; Dave Zellner; Rick Ochs Cc: Jennifer Pena; Maureen Fredrickson Subject: RE: Liquor License App for Superstition Skies Good afternoon everyone, I hope you are all well. The Superstition Fire & Medical District recommends approval of this application for the transfer of liquor license. This restaurant has completely closed their doors for business at this time. I will be working with Ms. Nugent on any fire & life safety issues when the time comes for her to reopen. Thank you and take care. Tina Gerola I Fire Inspector �� Community Risk Reduction Specialist I■ f■ ilAbll:l L) Superstition Fire &Medical District Office 1 (480) 982-4440 ext. 104 Mobile 1 (480) 416-9775 NEW MOBILE NUMBER OffirP Hrnirc I Mnnriav-Thnrcdav from lam-hnm Connect with us! 0 0 failey0 From:Jillian Bright<jbright@AJ City.Net> Sent: Monday, March 23, 2020 4:40 PM To: Rudy Esquivias<resquivias@ajcity.net>; Dave Zellner<dzellner@AJCity.Net>;Tina Gerola <tina.gerola@sfmd.az.gov>; Rick Ochs<rick.ochs@sfmd.az.gov> Cc:Jennifer Pena <jpena@AJCity.Net>; Maureen Fredrickson <mfredrickson@AJCity.Net> Subject: Liquor License App for Superstition Skies Good Afternoon, The city clerk's office has received the attached application for type 006 owner transfer liquor license for Superstition Skies located at 945 E. Scenic Street. Please conduct your inspections and submit your department recommendations to me by Wednesday, April 8th in order for this item to be on the April 21 st council meeting. Thank You, r-77 .-:,-7 t Deputy City Clerk i City Clerk's Office 480.474.5061 City of Apache Junction 300 E. Superstition Blvd. Apache Junction, AZ 85119 Follow Us On: mum City Hall Hours of Operation 7AM-6PM, Monday through Thursday, closed on Fridays. This message and the information within is intended for the recipient. If you received this email in error, please notify the sender and then delete the email. Emails generated by council members or City staff pertaining to City business are public records and are preserved according to the City's records retention schedule. To ensure compliance with the Open Meeting Law, members of the City Council should not forward email correspondence to other members of the Council. Members of the Council and other public bodies may reply to this message, but should not copy other members of the public body. 2 Jillian Bright From: Dave Zellner Sent: Tuesday, April 7, 2020 11:36 AM To: Jillian Bright; Larry Kirch Subject: FW: Liquor License App for Superstition Skies Attachments: Floorplan jpg Jillian, after I sent the below I remembered that Mr. Borichter the neighbor to the southeast had issue regarding the scope of the "outdoor' consumption areas.The plan showing the areas of consumption includes an area on the east side of the main building. I have highlighted it on the attachment. I believe this area needs to be removed from consideration as part of the area available for consumption. Larry can provide additional insight. Dave Z From: Dave Zellner Sent: Tuesday, April 07, 2020 11:26 AM To: Jillian Bright Subject: RE: Liquor License App for Superstition Skies Hi Jillian, At this time the Building Division has not conducted any onsite inspections of the facility since the newest change in ownership. When the business reopens we will do an inspection to verify no unpermitted work has been done. At this time we do not have an issue with the approval of the liquor license. Dave Zellner From: Jillian Bright Sent: Tuesday, April 07, 2020 11:23 AM To: Rudy Esquivias; Dave Zellner Subject: FW: Liquor License App for Superstition Skies Good Morning! Just a reminder that I will need your liquor license recommendations for Superstition Skies by tomorrow. Thank You, Jill Bright From:Jillian Bright Sent: Monday, March 23, 2020 4:40 PM To: Rudy Esquivias<resquivias@ajcity.net>; Dave Zellner<dzellner@AJCity.Net>; 'tina.gerola@sfmd.az.gov' <tina.gerola@sfmd.az.gov>; Rick Ochs<rick.ochs@sfmd.az.gov> Cc:Jennifer Pena <jpena@AJCity.Net>; Maureen Fredrickson <mfredrickson@AJCity.Net> Subject: Liquor License App for Superstition Skies Good Afternoon, i The city clerk's office has received the attached application for type 006 owner transfer liquor license for Superstition Skies located at 945 E. Scenic Street. Please conduct your inspections and submit your department recommendations to me by Wednesday, April 8'" in order for this item to be on the April 21 It council meeting. Thank You, T,77,,R t-:- 7 Deputy City Clerk City Clerk's Office 480.474.5061 City of Apache Junction 300 E. Superstition Blvd. Apache Junction, AZ 85119 Follow Us On: ® M City Hall Hours of Operation 7AM-6PM, Monday through Thursday, closed on Fridays. This message and the information within is intended for the recipient. If you received this email in error, please notify the sender and then delete the email. Emails generated by council members or City staff pertaining to City business are public records and are preserved according to the City's records retention schedule. To ensure compliance with the Open Meeting Law, members of the City Council should not forward email correspondence to other members of the Council. Members of the Council and other public bodies may reply to this message, but should not copy other members of the public body. 2 Jillian Bright From: Rudy Esquivias Sent: Wednesday, April 8, 2020 6:11 PM To: Jillian Bright; Dave Zellner; 'tina.gerola@sfmd.az.gov'; Rick Ochs Cc: Jennifer Pena; Maureen Fredrickson Subject: RE: Liquor License App for Superstition Skies Attachments: Excerpt pages from 2007 approval.pdf; Sup Skies 2020 site plan.pdf Jill: Superstition Skies,then Lucky Skies,then back to Superstition Skies, is a long established non-conforming restaurant and bar in a residential zone,which pre-dates the incorporation of the city. To the best of our knowledge the use has been continuous and retains its nonconforming privileges. Several years ago (2007), after the passage of the "no smoking in buildings" laws, Superstition Skies applied for and was approved for a couple extension of premises areas: an enclosed patio area on the north side (front) of the building, to the east of the front door; and an area on the east side of the building out an east side door. These areas are indicated on the site plan included with the current application. At the time of approval of the east side extension of premises, the applicant (Ms. Nugent) stated in her application and at the council public hearing that she proposed to build a combination brick wall and wrought iron fence around the east extension of premises area to mitigate disturbance to neighboring residences (see application page and site plan from 2007). It appears that only a partial chain link fence was erected. Staff acknowledges Ms. Nugent's current site plan, depicting the north and east side patio areas proposed for the serving of alcohol. However, over the years there have been many noise complaints from neighbors about these outside areas since they were approved, particularly about the east side area. Staff strongly suggests that Council condition any new liquor license approval on the construction of the combination masonry and wrought iron fence around the east side outdoor area as discussed in 2007 and that amplified music, including loud speakers, not be provided in this area. Thanks. C&U i?uivica Planning Manager/Zoning Administrator City of Apache Junction 300 E. Superstition Blvd. Apache Junction, AZ 85119 480-474-2645 resquivias@ajcity.net (Development Services Department office hours: Monday through Thursday from 7:OOam to 6:OOpm, closed Fridays and Holidays.) From: Jillian Bright Sent: Monday, March 23, 2020 4:40 PM To: Rudy Esquivias; Dave Zellner; 'tina.gerola@sfmd.az.gov'; Rick Ochs Cc: Jennifer Pena; Maureen Fredrickson Subject: Liquor License App for Superstition Skies Good Afternoon, i The city clerk's office has received the attached application for type 006 owner transfer liquor license for Superstition Skies located at 945 E. Scenic Street. Please conduct your inspections and submit your department recommendations to me by Wednesday, April 8th in order for this item to be on the April 21 It council meeting. Thank You, T.M, - +- Deputy City Clerk City Clerk's Office 480.474.5061 JV; City of Apache Junction 300 E. Superstition Blvd. Apache Junction, AZ 85119 Follow Us On: r- I M a City Hall Hours of Operation 7AM-6PM, Monday through Thursday, closed on Fridays. This message and the information within is intended for the recipient. If you received this email in error, please notify the sender and then delete the email. Emails generated by council members or City staff pertaining to City business are public records and are preserved according to the City's records retention schedule. To ensure compliance with the Open Meeting Law, members of the City Council should not forward email correspondence to other members of the Council. Members of the Council and other public bodies may reply to this message, but should not copy other members of the public body. 2 5ec4H1 13 D;AIRI ed' Fl¢emises a 9 235 Pajft 7a++. �atn1 E ` BEM #I im DiJ•n5 �'ryt a Jlik/En RM A;pSI.agSp cx%£ Luko ts1 _ Ic� i � ARIZONA DEPARTME U t LICENSES & CONTROL 800 W Washington 6r"Floor L j P 400 W Congress#621 -Noenix AZ 86007-2934 (602)542-5141 va 19 4,t�srr� !t'� Tucson AZ 86701-1352 (520)628-6695 PP ATI N - "' S/PATIQPE THIS APPLICATION MUS ARTIHENT OF LIQUOR Perm neat change of area of ce—G # w r` '� -^ ��P ❑Temporary change for date(s)of: 1. Licensee's Name: GL{ l5' � — �,L � n�ddie 2. Mailing Address: �j SC P�71G ,5���(� `1(���`fC//l4 to 3. Business Name�1 P AW /� Zorj ? LICENSE#: C,)ly 4. Business Address: P/1/C ST rf9P��1?C/r 1 Pitt 5. Business Phone: Residence Phone: 6. Do you understand Arizona Liquor Laws and Regulations? IYYES❑NO FAX# 7. Have you received approved Liquor Law Training? ❑ NO �YES When? �I, ✓ ,,7 8. What security precautions will be t ken to prey nt liquor violations in the extended area? S' 9. Does this extension bring your premises within 300 feet of a church or school? ❑YES X NO 10. IMPORTANT: ATTACH THE REVISED FLOOR PLAN CLEARLY DEPICTING YOUR LICENSED PREMISES AND WHAT YOU PROPOSE TO ADD. ""After completing sections 1-9,take this application to your local Board of Supervisors, City Council or Designate for their recommendation. This recommendation is not binding on the Department of Liquor. This cha a in pre rises lK OMMENDED by the local Board of Supervisors City Coun it or Designate: ed re g Ila I , 1 /' �� being first duly sworn upon oath,hereby depose,swear and declare, (Prim U name under penalty of perjury, that I arA the APPLICANT making the foregoing application. I have read this application and the contents and all s tem is are tru yo and complete. NOW State of AC(Za,UA County of 1 C61 SIM SUBSCRIBED IN MY PRESENCE AND SWORN TO before me this date st9 ' ff C & 00 PATRICIA H. S ORSKI M MyCommistbtt Expire 1M0 U rO Year (Signature of NOTARY PUBLIC) Investigation Recommendation❑Approval ❑Disapproval by: Date: Director Signature required for Disapprovals Date: ucal"ft c `Disabled individuals requiring special accommodation,please calf the Department(602)542-9027, Q i o c �b 1 7 City of Apache Junction, Arizona 300 E Superstition Boulevard U 2 Agenda Item Cover Sheet Apache Junction,AZ 85119 ` Agenda Item No.9. Piz File ID: 20-187 Sponsor: Jennifer Pena Agenda Date:4/21/2020 Index: In Control: City Council Meeting Consideration of application for a series 010 beer and wine store liquor license application for Pyramid Smoke Shop and Mini Market located at 2130 W. Apache Trail. The next step in the process is for the council to hold a public hearing on the application and make a recommendation for approval or denial to be forwarded to the Arizona Department of Liquor Licenses and Control. City of Apache Junction,Arizona Page 1 Printed on 611512026 a te- City of Apache Junction I: 300 East Superstition Boulevard • Apache Junction, Arizona 85119 • www.ajcity.net APRIL 21, 2020 MEMORANDUM TO: HONORABLE MAYOR AND CITY COUNCIL THROUGH: BRYANT POWELL, CITY MANAGER JENNIFER PENA, CITY CLERK FROM: JILL BRIGHT, DEPUTY CITY CLERK SUBJECT: APPLICATION FOR A SERIES 010 BEER AND WINE STORE LIQUOR LICENSE FOR HISHAM ALKHATIB FOR PYRAMID SMOKE SHOP & MINI MARKET An application for a Series 010 beer and wine store liquor license has been submitted by Hisham Alkhatib of Pyramid Smoke Shop and Mini Market, located at 2130 W. Apache Trail, Apache Junction, AZ 85120. Correspondence related to inspections of the premises for safety and code compliant matters have been received from the Apache Junction Police Department, Building and Safety Division, Planning and Zoning Department, Apache Junction Police Department, and the Superstition Fire and Medical District. These entities find compliance with the inspection requirements and recommend approval. The applicant was notified by mail and e-mail of the public hearing and was encouraged to attend to address any questions council may have. The city council may now make a recommendations of approval or denial to the Arizona State Liquor Licenses and Control on this application. Home of the Superstition Mountains RECEIVED State of Arizona CITY CLERK DEFT. Department of Liquor Licenses and2MUR(M AM 10: 32 Created 03/20/2020 @ 09:31:46 AMA 0f APACHE JU;�r F Local Governing Body Report LICENSE Number: Type: 010 BEER AND WINE STORE Name: PYRAMID SMOKE SHOP AND MINI MARKET State: Pending Issue Date: Expiration Date: Original Issue Date: Location: 2130 W APACHE TRAIL APACHE JUNCTION,AZ 85120 USA Mailing Address: 2130 W APACHE TRAIL APACHE JUNCTION,AZ 85120 USA Phone: (480)877-8878 Alt.Phone: Email: PYRAMIDSMOKEMKT@GMAIL.COM AGENT Name: HISHAM ALKHATIB Gender: Male Correspondence Address: 2130 W APACHE TRAIL APACHE JUNCTION,AZ 85120 USA Phone: (480)877-8878 Alt.Phone: Email: PYRAMIDSMOKEMKT@GMAIL.COM OWNER Name: PYRAMID SMOKE SHOP AND MINI MARKET Contact Name: HISHAM ALKHATIB Type: LIMITED LIABILITY COMPANY AZ CC File Number: 834384947 State of Incoi poi ation: AZ Incorporation Date: 04/11/2019 Correspondence Address: 2130 W APACHE TRAIL APACHE JUNCTION,AZ 85120 USA Phone: (480)877-8878 Alt. Phone: Email: PYRAMIDSMOKEMKT@GMAIL.COM Pape I of 3 APPLICATION INFORMATION Application Number: 81454 Application Type: New Application Created Date: $f3� 3)2C32CfZ0 el I zet-Tomn QUESTIONS & ANSWERS 010 Beer and Wine Store 1) If you intend to operate the business while your application is pending you will need an interim permit pursuant to A.R.S.§4-203.01.Would you like to apply for an Interim Permit? If yes,after completing this application,please go back to your Licensing screen,under New License Application choose"Interim Permit"from the drop-down window. Yes 2) Have you submitted a questionnaire?Each person listed must submit a questionnaire and mail in a fingerprint card along with a$22.processing fee per card. No A Document of type QUESTIONNAIRE is required. 3) Please provide name,address,and Distance of nearest school. Apache Trail High School 945 Apache Trail Apache Junction,AZ 85120 4) Please provide name,address,and distance of nearest church. Delaware Drive Church of Christ 105 S Delaware Dr Apache Junction,AZ 85120 5) Are you a tenant?(A person who holds the lease of a property;a lessee) Yes A Document of type LEASE is required. 6) Is there a penalty if lease is not fulfilled? No 7) Are you a sub-tenant?(A person who holds a lease which was given to another person(tenant)for all or part of a property) No 8) Are you the owner? No 9) Are you a purchaser? No 10) Are you a management company? No 1 1) Is the Business located within the incorporated limits of the city or town of which it is located? Yes Page 2 of 3 12) What is the total money borrowed for the business not including the lease? Please list lenders/people owed money for the business. 0 13) Have you provided a diagram of your premises? No A Document of type DIAGRAM/FLOOR PLAN is required. 14) Is there a drive through window on the premises? No 15) If there is a patio please indicate contiguous or non-contiguous within 30 feet. no 16) Is your licensed premises now closed due to construction,renovation or redesign or rebuild? No DOCUMENTS DOCUMENT TYPE FILE NAME UPLOADED DATE ALIEN STATUS ID.jpeg 11/09/2019 LEASE Lease.jpeg 11/09/2019 DIAGRAM/FLOOR PLAN Store layout.jpeg 11/09/2019 QUESTIONNAIRE QUES I.jpeg 11/09/2019 QUESTIONNAIRE QUES 2.jpeg 11/09/2019 Page 3 of 3 State of Arizona Department of Liquor Licenses and Control Created 03/20/2020 @ 10:10:50 AM Local Governing Body Report LICENSE Number: INP110011062 Type: INP INTERIM PERMIT Name: PYRAMID SMOKE SHOP AND MINI MARKET State: Active Issue Date: 03/20/2020 Expiration Date: 07/03/2020 Original Issue Date: 03/20/2020 Location: 2130 W APACHE TRAIL APACHE JUNCTION,AZ 85120 USA Mailing Address: 2130 W APACHE TRAIL APACHE JUNCTION,AZ 85120 USA Phone: (480)877-8878 Alt.Phone: Email: PYRAMIDSMOKEMKT@GMAIL.COM AGENT Name: HISHAM ALKHATIB Gender: Male Correspondence Address: 2130 W APACHE TRAIL APACHE JUNCTION,AZ 85120 USA Phone: (480)877-8878 Alt.Phone: Email: PYRAMIDSMOKEMKT@GMAIL.COM OWNER Name: PYRAMID SMOKE SHOP AND MINI MARKET Contact Name: HISHAM ALKHATIB Type: LIMITED LIABILITY COMPANY AZ CC File Number: 834384947 State of Incorporation: AZ Incorporation Date: 04/11/2019 Correspondence Address: 2130 W APACHE TRAIL APACHE JUNCTION,AZ 85120 USA Phone: (480)877-8878 All. Phone: Email: PYRAMIDSMOKEMKT a GMAIL.COM Page I of 2 APPLICATION INFORMATION Application Number: 88259 Application Type: New Application Created Date: 3120I202--) � -ee QUESTIONS & ANSWERS INP Interim Permit 1) Enter License Number currently at location zzao -N O� 'J2M 2) Is the license currently in use? Yes 3) Will you please submit section 5,page 6,of the license application when you reach the upload page? No Pabe 2 of 2 r�", _D Connor Family Trust =� James A.Connor,Trustee r'-- 939 Ranch House Rd. r� Westlake Village,Ca. 91361 ? (818)449-1624(W) ,—• (805)660-2884(Cell) 0 t.i., January 3,2020 [r, Aizcc Pama , Dept of Az Liquor Customer Service Representative 800 W.Washington St.5th Floor Phoenix,AZ 85007 Re: 2130 W.Apache Trail,Apache Junction,Az 85120 Dear Aizee, The purpose of this letter is to verify that the previous tenant of the above referenced commercial building,Vivan LLC(Chirag Patel),failed to exercise their option to extend their lease agreement on the property,and instead elected to vacate the premises due to personal reasons. Please let me know if you have any further questions regarding this. Thanks, 27 James A. Connor,Trustee Connor Family Trust CC: Hisham Alkhatrb First Amendment to Lease (January 3,2020) r•,r� r•, The following is the first amendment to the lease agreement originally dated March 27, 2019 in which the Connor Family Trust is referred to as Lessor and Hisham Alkhitab is x't referred to as Lessee,involving the free-standing commercial building located at 2130 NV. Apache Trail,Apache Junction,Arizona. The following additional terms and conditions are hereby incorporated into said lease: 1.Additional Lessee: Effective immediately the"Pyramid Smoke Shop&Mini t' Market LLC"is hereby added as an additional Lessee on the lease agreement. All other Terms and Conditions of the original lease shall continue to apply. The above has been read and approved: Lessor: Connor Family Trust Lessee: Hisham Alkhatib By. _ By: Trustee Date: January-1,202 Date: 01 Lessee: Pyramid Smoke Shop&Mini Market LLC By: Hisham Alkhatib,Member Date: STANDARD INDUSTRIAL/COMMERGAL SINGLE-TENANT LEASE-GROSS (DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS) I L BasieProwtsluhsrbaskPrwFslons'h .._. 1.1 Partin This Lem("Lease"),dated for nakmace purposes only March 27. 2019 ,ismadebVandbetween Connor Family Trust ('lasser")and Hisharo Alkhatib (tame').(aAMa&*the'ParTkc;orkOMdualva'Pwty"). � 12 Prey That¢Aah real property.Including all improvements therein or lobe provided by Lessor under the terms of this tease, ^ commonly knownas(street address.cftstatCilp): 2130 H. Apache Trail, Apache Junction, Arizona 85120 l'^' ('Premises').The Premises are located in the County of Pi nal ,and are generally described as(describe briefly the nature of the property i 7 and,if applicable.the'Ptajecl:'Iftheprop"Is located within sRaject): the free—standing commercial building which contains approximately 2,890 square feet .(See also Paragraph2) L3 Term: 3 years and, 0 mond ('Or*W Term)commencing April 1, 2019 ('Commencementoate') andending March 31 � � , 2022 (' �one)-(See alsoParagraph3) Co I14 (('I LS BmiterK: $2,500.00 per month rgusRadl,psyableantire 1st day of eachmanhcommenring July 2019 .(See also Panig aph 4i ®If this bear is dredged,there sre pr.Wens in"lease for the ease Rent to be ad)usted.See Paragraph 50. 16 Base Rentaad Oder Mcninlhid Upon Ezecudm (a) aaseRart: .52,500.00 fortheperiod June 2019 (b) SaarAty Deposit: $3,000.00 ("Secur"Depralt').(See also Paragraph% (c) AsodadmFeax forthe period (d) other. for (a) TOW Due Upon liaeartlotoftwiarse S5.500.00 . LT AgmeAthe: convenience store / mini market .(Seealolrarapnph6) Le bourftfeety.Lessorbthe"hmutogW.The a rvaol'6ueRanluWIs Lessor .(Seeakolarasraphe) L9 Real6trte8robers.(Seeabo Paragraphh 15 ad 2S) (a) RepreaNadwt:Each Party adewvdetips recelWkga Disclosure Regarding Real Estate Agency Relationship,confirms and consents to thefodowing age"relalionstdps inthis(rase with"fallowing real estatebroteaz('Brober(sr)and/ortheiragents J Agam(s)'r Lessors Brokerage Finn N/A tleeroe No. h the bmkerof(check one): the lessor,or❑both the Leweeand Lessor(dual agent). lessors Agent N/A Ucesse No Is(cleckoee):❑the Lessors Agent(salesperson orbroker associate);or❑both the lessee's Agentamd the lessors Agmt(&W agent). lessee s erokersae Fhm N/A License No lathe beolmr of(seek one):0 the Lessee;or©troth the lesseeand Lessor(dualagent). lessee's Agent N/A UcensseNo Is(checkone):Cl thalesseo'tAgent(sakspasokorixokesasw&te):or0 both the lesseelsfgerd and the L"WiAgentt(dual agent'. I 1-10 GuwmWxL The obligations afthe Lessee underthis Lease am tobe guaranteed by Hisham Alkhatib rGuwanmc'L(Sees(so Paragraph 37) L11 Attedkments.Attacked hereto amthe following,all of which constitute a part of this Lease: 2 an Addendum consisting of Paragraphs 50 through 55 ❑a Mot plan depicting the Premises: a current son of the Rules and Regulations, ❑a Worklester; ®other(specif _l,uaranty of Lease 2. Promises. 21 te*kW Lessor hereby leasesto Lessee,and Lessee hereby leases from Lessor,the Premises,for the term,at the rental,and upon all of the terms covenants and coeditionss setfmth in thistease.While the approximate square footage of the Premises rnaylave been used In the marLeting ofthe Premhes for purposes of comparison,the Base Rent stated herein is NOT tied to square footage and is not subject to adjustment should the arival slew be detmrined to be ddkfw . NOTE-1 b advised toverlfy the gaud she prior to eaecuti gthls Lease. 22 Condition,Lessor shag derrverthe Prekists to lessee broom dean and free of debris on the Commencement Date or the Early Possession Date.whichever fast occurs("Start Date),and,so long as the required service contracts described In Paragraph 7.1(b)below are obtained by Lessee and In effect within thirty days following the Start Date.uarrams that the existing electrical.plumbing,fee sprbdkler,fighting, heating,ventilating and air conditioning systems("ify%C),loading doors,sump pumps,if arty,and all othersuch elements in the Premises,other than those constructed by lessee stall be In good operating condition on said date and that the surface and structural elements of the maf, bearing walk and fmadation of any buildings on the Premises(the'Brildirng')shag be free ofmaindal defect;and that the Unit does not contain hazardous lewlsof ary mold orfnme defined as took under applicable side or federal hw.H a nonmmp(tancewith said warrantyerdsts as of the Start Date,or Horse of such systems oredemems should malfunction orfall within the appropriate warranty period.Lessor shag,as Lassoes sole obligation with respect to such mattes except as otherwise provided In this Lease,promptly after rerelptof written notice from Lessee setting forth with spcdWW the nature arid extentof such nontnmprwmce,malfunction or faime,rectify same at Lessor's expense.The warranty periods shag Ibe as follows:0)6 months as to the HVAC systems,and(id an 60 days as to the remaining systems and other elements of the Building.if lessee does not give Lessor the required notice within theapproprtate warranty period,correctionof arty such non-compliance,malfunction or failure shag be the obgption of Lessee at Lessee's sole eostand asperse,except for the toot foundations,and bearing walls which are handled as provided in paragraph 7 Lessor also warrants,that unless otherwise specified in writing,Lessor tit unavmre of(l)any recorded Notices of Default affecting the Prenlse;(01 any delinquent amounts due under any loan secured by the Premises:and(il)any bankruptcy proceeding affecting the Premises See Paragraph 55. AH INMALS 7WaT1AlSS O 2019AIR CRE.AN Rights Reserved. last Edited:3/28/201912,02 PM STr-27.30,Revised 01-01-2019 Page I of 15 Jillian Bright From: Dave Zellner Sent: Tuesday, April 7, 2020 11:23 AM To: Jillian Bright Subject: RE: Liquor License App for Pyramid Smoke Shop & Mini Mart Hi Jillian, Since it is a retail location and had a prior retail license the Building Division has no issues with the request. Dave Zellner From: Jillian Bright Sent: Tuesday, April 07, 2020 11:20 AM To: Dave Zellner Subject: FW: Liquor License App for Pyramid Smoke Shop & Mini Mart Good Morning Dave, Just a reminder that I will need your recommendation for Pyramid Smoke Shop & Mini Mart's liquor license application by tomorrow. Thank You, Jill Bright 55 ,I From:Jillian Bright Sent:Thursday, March 26, 2020 12:59 PM To: Rudy Esquivias<resquivias@ajcity.net>; Dave Zellner<dzellner@AJCity.Net>; 'tina.gerola@sfmd.az.gov' <tina.gerola@sfmd.az.gov>; 'Rick Ochs' <rick.ochs@sfmd.az.gov> Cc:Jennifer Pena <jpena@AJCity.Net>; Maureen Fredrickson <mfredrickson@AJCity.Net> Subject: Liquor License App for Pyramid Smoke Shop & Mini Mart Good Afternoon, The city clerk's office has received the attached application for type 010 beer and wine store liquor license for Pyramid Smoke Shop & Mini Mart located at 2130 W. Apache Trail. Please conduct your inspections and submit your department recommendations to me by Wednesday, April 8'" in order for this item to be on the April 21 It council meeting. Thank You, T,77,►R2 ,:, .7 F Deputy City Clerk City Clerk's Office 480.474.5061 i City of Apache Junction 300 E. Superstition Blvd. Apache Junction, AZ 85119 Follow Us On: City Hall Hours of Operation 7AM-6PM, Monday through Thursday, closed on Fridays. This message and the information within is intended for the recipient. If you received this email in error, please notify the sender and then delete the email. Emails generated by council members or City staff pertaining to City business are public records and are preserved according to the City's records retention schedule. To ensure compliance with the Open Meeting Law, members of the City Council should not forward email correspondence to other members of the Council. Members of the Council and other public bodies may reply to this message, but should not copy other members of the public body. 2 Jillian Bright From: Rudy Esquivias Sent: Tuesday, March 31, 2020 1:46 PM To: Jillian Bright; Dave Zellner; 'tina.gerola@sfmd.az.gov'; 'Rick Ochs' Cc: Jennifer Pena; Maureen Fredrickson; Larry Kirch; Sidney Urias; Kelsey Schattnik; Nicholas Leftwich Subject: RE: Liquor License App for Pyramid Smoke Shop & Mini Mart Jill: The Planning Division has no objections to the liquor license request for the smoke shop and mini-mart at 2130 W. Apache Trail. The property is zoned B-2, which permits the uses outright, appears to meet the separation requirements from churches and school properties, and has been used as a mini-mart with liquor sales in the recent past. Please contact me with any zoning related questions. thanks. Planning Manager/Zoning Administrator City of Apache Junction 300 E. Superstition Blvd. Apache Junction, AZ 85119 480-474-2645 resquivias@ajcity.net (Development Services Department office hours: Monday through Thursday from 7:00am to 6:00pm, closed Fridays and Holidays. ) From: Jillian Bright Sent: Thursday, March 26, 2020 12:59 PM To: Rudy Esquivias; Dave Zellner; 'tina.gerola@sfmd.az.gov'; 'Rick Ochs' Cc: Jennifer Pena; Maureen Fredrickson Subject: Liquor License App for Pyramid Smoke Shop & Mini Mart Good Afternoon, The city clerk's office has received the attached application for type 010 beer and wine store liquor license for Pyramid Smoke Shop & Mini Mart located at 2130 W. Apache Trail. Please conduct your inspections and submit your department recommendations to me by Wednesday, April 8'" in order for this item to be on the April 21 S' council meeting. Thank You, JU4/brims Deputy City Clerk City Clerk's Office 480.474.5061 i City of Apache Junction 300 E. Superstition Blvd. Apache Junction, AZ 85119 Follow Us On: ud City Hall Hours of Operation 7AM-6PM, Monday through Thursday, closed on Fridays. This message and the information within is intended for the recipient. If you received this email in error, please notify the sender and then delete the email. Emails generated by council members or City staff pertaining to City business are public records and are preserved according to the City's records retention schedule. To ensure compliance with the Open Meeting Law, members of the City Council should not forward email correspondence to other members of the Council. Members of the Council and other public bodies may reply to this message, but should not copy other members of the public body. 2 �PpACHF�G POLICE Apache Junction Police Department .E Z Interdepartmental Memo �4RiM�s gRfz,o DATE: 3/30/2020 TO: Ms. Jillian Bright, Deputy City Clerk City Clerk's Office FROM: Lieutenant T. Parker SUBJECT: Pyramid Smoke Shop and Mini Market, Premise Liquor Inspection Ms. Bright, At your request I conducted a liquor and business inspection of Pyramid Smoke Shop and Mini Market, a local convenient store, at 2130 W. Apache Trail. The inspection/review occurred on 3/30/2020. On 3/30/2020 at approximately 1200 hours I met with the owner of Pyramid Smoke Shop and Mini Market, Hisham Alkhatib (DOB: 01/05/1968) identified by his Arizona Driver's License #D10732527 and conducted a site inspection on the property. Mr. Alkhatib showed me the establishment of 2130 W. Apache Trail and his proposed alcoholic beverage controlled area(s) as he currently had no alcohol within the store. The main entrance is located on the south side of the building towards the roadway of West Apache Trail. At the time of my inspection the business was open. As I conducted the inspection I noticed the floor plan that was submitted with the application packet matched current floor layout. The product placement of liquor and beer will be within the designated areas listed within the store diagram submitted. My inspection indicates the following: • The nearest religious worship facilities are: • Apache Junction Church of Christ at 609 S. Grand Drive; • Desert Chapel United Methodist Church at 462 N. Palo Verde; and • First Assembly of God at 651 N. Ocotillo Drive. • All religious facilities however are outside the three hundred feet restriction in accordance with A.R.S. 4-207. • The nearest school is Apache Trail High School at 945 W. Apache Trail. • There are no known permitted childcare facilities nearby. • Mr. Alkhatib the applicant, or his spouse Mrs. Melaine Alkhatib (DOB: 5/27/1971) has no significant contact with the Apache Junction Police Department. In speaking with Mr. Alkhatib, he advised me he has over 20 years' experience in convenient store and gas stations service with alcohol sales primarily in Massachusetts. He has not taken an Arizona DLLC approved Basic or Management Liquor Course however,plans to register and complete one soon with the anticipation of his license being approved. The importance of liquor management and of liquor violations was discussed and he assured he will take precautions in preventing any alcohol related violations from occurring. Therefore, with our findings and observations this police department does not object in approving the liquor license for this establishment as long as all other laws and requirements have been met to the City of Apache Junction, County of Pinal, and State of Arizona. Jillian Bright From: Tina Gerola <tina.gerola@sfmd.az.gov> Sent: Tuesday, March 31, 2020 3:19 PM To: Rudy Esquivias;Jillian Bright; Dave Zellner; Rick Ochs Cc: Jennifer Pena; Maureen Fredrickson; Larry Kirch; Sidney Urias; Kelsey Schattnik; Nicholas Leftwich Subject: RE: Liquor License App for Pyramid Smoke Shop & Mini Mart The Superstition Fire & Medical District recommends approval of this application. Thank you. Tina Gerola I Fire Inspector Community Risk Reduction Specialist Superstition Fire &Medical District Office 1 (480) 982-4440 ext. 104 Mobile 1 (480) 416-9775 NEW MOBILE NUMBER OffirP Hrnirc I Mnnriav-Thnrcdav from lam-From Connect with us! 0 (Dey 0 0 6) From: Rudy Esquivias<resquivias@ajcity.net> Sent:Tuesday, March 31, 2020 1:46 PM To:Jillian Bright<jbright@AJ City.Net>; Dave Zellner<dzellner@AJCity.Net>;Tina Gerola <tina.gerola@sfmd.az.gov>; Rick Ochs<rick.ochs@sfmd.az.gov> Cc:Jennifer Pena <jpena@AJCity.Net>; Maureen Fredrickson <mfredrickson@AJCity.Net>; Larry Kirch <Ikirch@AJCity.Net>; Sidney Urias<surias@AJCity.Net>; Kelsey Schattnik<kschattnik@AJCity.Net>; Nicholas Leftwich <nleftwich@AJCity.Net> Subject: RE: Liquor License App for Pyramid Smoke Shop & Mini Mart Jill: The Planning Division has no objections to the liquor license request for the smoke shop and mini-mart at 2130 W. Apache Trail. The property is zoned B-2, which permits the uses outright, appears to meet the separation requirements from churches and school properties, and has been used as a mini-mart with liquor sales in the recent past. Please contact me with any zoning related questions. thanks. Cku4 &2Uivias Planning Manager/Zoning Administrator City of Apache Junction 300 E. Superstition Blvd. Apache Junction, AZ 85119 480-474-2645 resquivias@ajcity.net 1 (Development Services Department office hours: Monday through Thursday from 7:00am to 6:00pm, closed Fridays and Holidays.) From: Jillian Bright Sent: Thursday, March 26, 2020 12:59 PM To: Rudy Esquivias; Dave Zellner; 'tina.gerola@sfmd.az.gov'; 'Rick Ochs' Cc: Jennifer Pena; Maureen Fredrickson Subject: Liquor License App for Pyramid Smoke Shop & Mini Mart Good Afternoon, The city clerk's office has received the attached application for type 010 beer and wine store liquor license for Pyramid Smoke Shop & Mini Mart located at 2130 W. Apache Trail. Please conduct your inspections and submit your department recommendations to me by Wednesday, April 8t" in order for this item to be on the April 21 st council meeting. Thank You, r77 .),._!,-7*- Deputy City Clerk City Clerk's Office 480.474.5061 City of Apache Junction 300 E. Superstition Blvd. Apache Junction, AZ 85119 Follow Us On: LjAffl City Hall Hours of Operation 7AM-6PM, Monday through Thursday, closed on Fridays. This message and the information within is intended for the recipient. If you received this email in error, please notify the sender and then delete the email. Emails generated by council members or City staff pertaining to City business are public records and are preserved according to the City's records retention schedule. To ensure compliance with the Open Meeting Law, members of the City Council should not forward email correspondence to other members of the Council. Members of the Council and other public bodies may reply to this message, but should not copy other members of the public body. 2 City of Apache Junction, Arizona 300 E Superstition Boulevard U 2 Agenda Item Cover Sheet Apache Junction,AZ 85119 ` Agenda Item No. 10. Piz File ID: 20-180 Sponsor: Heather Patel Agenda Date:4/21/2020 Index: In Control: City Council Meeting Presentation, discussion, public hearing and consideration of proposed projects to be submitted under Resolution No. 20-08, authorizing the submission of the city's Fiscal Year 2020 (TY20") Community Development Block Grant Regional Account("CDBG") and Fiscal Year 2020 State Special Project("SSP")applications. City of Apache Junction,Arizona Page 1 Printed on 611512026 O� PQACHE�Gti n� z City of Apache Junction r> Development Services Department '9Piz'0 DATE: April 8, 2020 TO: The Honorable Mayor and City Council THROUGH: Bryant Powell, City Manager Larry Kirch, Development Services Director FROM: Heather Patel, Program and Resource Manager SUBJECT: Resolution No. 20-08 REQUEST Presentation, discussion, and action on: 1. Conduct a public hearing to receive input and discuss potential projects for the utilization of Community Development Block Grant Regional Account("CDBG") funds for Fiscal Year 2020 ("FY20") and State Special Project ("SSP") funds for Fiscal Year 2020; 2. Select the project(s)to be submitted and designate which project will be submitted for CDBG for FY20 funding and which will be submitted for SSP for FY20 funding; and 3. Review, discuss, and approve Resolution No. 20-08, authorizing the submission of the city's FY20 CDBG and FY20 SSP applications. Both Programs are Federal grant programs administered by the Arizona Department of Housing ("ADOH"). The CDBG funding is allocated to the community as long as a viable project is submitted, whereas the SSP funding is a statewide competitive application process. BACKGROUND Since 1974, the United States Department of Housing and Urban Development has provided assistance to local communities through the CDBG and SSP Programs. These Programs were established to help communities address the following national objectives: 1) Meet the needs of low and moderate income citizens; 2) Prevent/eliminate slums and blight in a community; and/or 3) Address urgent needs to the health/welfare of a community. A community can use the funds to address one of the national objectives or can direct the funds to a non-profit organization. Apache Junction has participated in the CDBG program since 1982. Planning&Zoning—Building&Safety—Revenue Development 300 E. Superstition Boulevard • Apache Junction,AZ 85119 • Ph: (480)474-5083 •Fax(480)982-7010 The City of Apache Junction is eligible to submit applications to the Arizona Department of Housing("ADOH") for both the CDBG and SSP funding. Crucial to the CDBG and SSP programs is the involvement of local citizens and elected officials. In fact, to participate in the programs and receive funds a community must be able to document that citizens and officials have been given the opportunity to discuss community needs and suggest possible projects. Ultimately, the decision on which CDBG and SSP projects will be submitted rests with the elected officials in a community. To assist communities in meeting the requirements for public participation, ADOH has established a mandatory public participation process. Failure to meet the public participation requirements will result in the disqualification of the city from the programs and an inability to receive funds. During the public meetings the city is required to discuss the following: 1) Objectives of CDBG Program A. Project benefits the low to moderate income population 1. If the project will benefit the entire community. The city currently does not have a community wide low income percentage greater than 51% and therefore this option is not eligible; 2. If the project will benefit a limited clientele as defined by the CDBG program, it is eligible; or 3. If the project will benefit a specific area of the community, the area must be proven to be at least 51% low to moderate income to be eligible. B. Project addresses slum and blight 1. If the area is an approved redevelopment area per ARS and the Arizona Department of Housing, it is eligible. Eligible Redevelopment Areas include Crossroads and Apache Trail. C. Project addresses an urgent need 1. This is classified under natural disasters and is traditionally not eligible for the City of Apache Junction. 2) Type of Eligible Activities Although many projects are considered eligible under the CDBG program, the proposed project must be reflected in the Arizona Department of Housing's Consolidated Plan and Action Plan. Likewise there are restrictions for projects being submitted under the SSP program including projects considered ready to go which means the environmental review and project design has been completed. Other projects shown preference include housing rehabilitation and equipment purchases. 3) The city's previous use of CDBG funds For a complete list of past projects visit www.ajcity.net/cdbg Housing $2,105,060 Public Safety $1,016,066 Planning&Zoning—Building&Safety—Revenue Development 300 E. Superstition Boulevard • Apache Junction,AZ 85119 • Ph: (480)474-5083 •Fax(480)982-7010 Public Works $3,367,867 Community facilities $579,170 Other projects $650,979 Total funding $7,719,142 4) Amount of funds available The City of Apache Junction is anticipating receiving $74,542 in CDBG funds to be used over a two year period of time (December 2020—November 2022). These funds are guaranteed to the community as long as a viable project is submitted for funding to ADOH. The city may retain up to 18% of these funds for administrative costs. This application is due August 1, 2020. In years past, the city partnered with the Town of Payson to receive double funding every other year. The city chose to end that partnership in 2011. The City of Apache Junction is anticipating submitting an application for the SSP funds in which the city may request up to $300,000 to be used over a two year period of time. These funds are a statewide competitive grant. The city may retain up to 18% of these funds for administrative costs. The anticipated application due date is summer 2021. 5) Review of the city's grievance and technical assistance procedures A. Grievance Procedure For detailed grievance procedures, visit www.ajcity.net/cdbg. B. Technical Assistance Procedure Any individual/organization wishing to request technical assistance relating to the application process for CDBG or State Special Project funding should contact the City of Apache Junction's Grants Coordinator regarding submittal of request. Requests for assistance must be in writing. Response to written request for assistance must be within three working days of receipt of request. Technical assistance will be available until close of the public participation process as indicated in the public notice posted each funding year. Technical assistance may include,but is not be limited to, the following: 1) Provision of basic background information on CDBG; 2) Provision of basic background information on City Council procedures; and 3) Assistance in preparation of a one-page project proposal form. Should an individual or organization need assistance preparing a request,based on a physical challenge or being non-English-speaking, that assistance will be provided through the Development Services Department and the City of Apache Junction at no charge to the individual or organization. Planning&Zoning—Building&Safety—Revenue Development 300 E. Superstition Boulevard • Apache Junction,AZ 85119 • Ph: (480)474-5083 •Fax(480)982-7010 6) Identification of housing and community development needs through public meetings and hearings to obtain suggestion of projects by citizens, elected officials and staff 7) Discussion of needs/projects/priorities and staff recommendation including information pertaining to the number of residents served, the number of low income residents who will benefit from each activity and whether or not a resident(s)will be displaced as a result of the project. 8) Implementation Schedule 1/22/20 Public Notice#1 2/10/20 End of Technical Assistance 2/10/20 Public Meeting#1 3/12/20 Leadership Team meeting- staff discussion 4/l/20 Public Notice#2 4640 „'Session Gotmcil diseuss 4/20/20 End of public comment period 4/21/20 Public Hearing#2 8/l/20 CDBG Regional Account application due to CAG 9/l/20 CDBG Regional Account application due to Arizona Department of Housing 12/2020 Anticipated CDBG Regional Account award notification and contract signing 1/2021 Anticipated CDBG Regional Account project start date DISCUSSION Based upon the city's current low to moderate income status, the city must focus their CDBG and SSP efforts on projects that meet one of the following criteria: 1) Is within a designated and approved redevelopment area, e.g. Apache Trail Redevelopment Area; 2) Assist persons within a limited clientele category, e.g. seniors, disabled, etc.; 3) Assist homeowners who are proven to be low income, e.g. housing rehabilitation; and 4) Assist neighborhoods that are proven to be low income. On February 10, 2020 a public meeting was held to solicit input from the public on potential projects for the submission of an application. Technical assistance was provided to the community until February 10, 2020 to help formulate projects for consideration and to determine if a potential project meets the requirements of the CDBG program. One local non-profit attended the public meeting, however no viable projects were proposed. Projects to be considered based upon previous citizen information, community needs and program eligibility include: 1) Owner occupied housing rehabilitation("OOHR") This proposed project rehabilitates owner occupied homes in which a priority is given to occupants who are elderly, disabled, or under the age of 18. All applicants must be low to moderate income. SSP funding would be recommended for this type of project. Seven (&) homes could be rehabilitated with these funds. Planning&Zoning—Building&Safety—Revenue Development 300 E. Superstition Boulevard • Apache Junction,AZ 85119 • Ph: (480)474-5083 •Fax(480)982-7010 2) Emergency Repair This proposed project provides one-two improvements to a home with less restrictions than the OOHR program. This program is available to assist those homeowners who do not qualify under the OOHR program. The city currently has a waiting list of 16 homeowners. SSP funding would be recommended for this type of project. All 16 applicants could be served with these funds. 3) Public service projects Although no non-profit has requested funding, this options provides the council the opportunity to consider funding a local nonprofit who can serve low to moderate income or limited clientele persons. CDBG funding would be recommended for this type of project. 4) Infrastructure improvements—Grand View neighborhood The Grand View neighborhood was the second neighborhood identified in the SSC Initiative. The city council elected to submit a FY15 CDBG, FY16 SSP, FY17 CDBG, FY17 SSP, FY18 CDBG, FY18 SSP, FY19 CDBG, and FY19 SSP application for improvements. The proposed project would continue with the installation of sidewalks, curb & gutters, other drainage solutions, and water line replacements. Design has been completed. This project would serve 1,070 residents of which 71.03% are low to moderate income. On March 12, 2020, the Leadership team discussed the aforementioned potential projects. Ultimately, the Leadership Team recommends the following to the city council: 1) Infrastructure improvements to Grand View neighborhood(both CDBG and SSP eligible) As part of the application requirements for submission of CDBG and SSP applications, a resolution is required that authorizes the city to submit applications to ADOH for funding. Resolution No. 20-08 further authorizes the Mayor to sign the applications, contracts, and grant documents, and take all actions necessary to implement and complete the activities submitted within the applications. RECOMMENDATION/ACTION REQUIRED Staff respectfully recommends the city council: 1. Conduct a public hearing and review the proposed projects; 2. Select the project(s)to be submitted and designate which project will be submitted for FY20 CDBG funding and FY20 SSP funding. The following projects are recommended by the leadership team: a. Infrastructure improvements to Grand View neighborhood (both CDBG and SSP eligible) 3. Approve Resolution No. 20-08. ATTACHMENTS Attachment One: Resolution No. 20-08 Planning&Zoning—Building&Safety—Revenue Development 300 E. Superstition Boulevard • Apache Junction,AZ 85119 • Ph: (480)474-5083 •Fax(480)982-7010 RESOLUTION NO. 20-08 A RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF APACHE JUNCTION, ARIZONA, AUTHORIZING THE SUBMISSION OF APPLICATIONS) FOR FY 2020 STATE COMMUNITY DEVELOPMENT BLOCK GRANT REGIONAL ACCOUNT ("CDBG") , FY 2020 STATE SPECIAL PROJECT ("SSP") FUNDS, AND CERTIFYING THAT THE APPLICATION (S) : (1) MEETS THE IDENTIFIED HOUSING AND COMMUNITY DEVELOPMENT NEEDS; AND (2) IS NECESSARY FOR IMPLEMENTATION AND COMPLETION OF THE ACTIVITIES OUTLINED IN THE CDBG AND SSP APPLICATION (S) . WHEREAS, the City of Apache Junction is desirous of undertaking community development activities; and WHEREAS, the State of Arizona is administering the Community Development Block Grant ("CDBG") Program; and WHEREAS, the State CDBG Program requires that the requested CDBG funds address one of the three congressionally-mandated national objectives; and WHEREAS, the activities within these applications address the identified housing and community development needs, including the needs of low and moderate income persons; and WHEREAS, a grantee of State CDBG funds is required to comply with the CDBG Program guidelines and federal statutes and regulations; and WHEREAS, on February 10, 2020 and April 21, 2020, the City of Apache Junction held public hearings on CDBG and SSP proposed projects . NOW, THEREFORE, BE IT RESOLVED by the Mayor and City Council of the City of Apache Junction as follows : SECTION I : Staff is authorized to submit applications to the State of Arizona Department of Housing for Fiscal Year 2020 CDBG, and Fiscal Year 2020 SSP funds, and the Mayor is authorized to sign RESOLUTION NO. 20-08 PAGE 1 OF 2 the applications, contracts, grant documents and other related documents for receipt and use of CDBG funds for: FY 2020 CDBG - Grand View neighborhood improvements for maximum grant award; and FY 2020 SSP - Grand View neighborhood improvements for $300, 000 SECTION II : The mayor or his designee is authorized to take any and all actions necessary to implement and complete the activities submitted in the applications . SECTION III : The applications for State CDBG and SSP funds further the needs under State guidelines for low and moderate income persons . SECTION IV: The City of Apache Junction shall comply with all State CDBG Program guidelines, federal statutes and regulations applicable to the State CDBG Program and certifications contained in the applications . PASSED AND ADOPTED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF APACHE JUNCTION THIS DAY OF 2020 . SIGNED AND ATTESTED TO THIS DAY OF 2020 . JEFF SERDY Mayor ATTEST: JENNIFER PENA City Clerk APPROVED AS TO FORM: RICHARD J. STERN City Attorney RESOLUTION NO. 20-08 PAGE 2 OF 2 City of Apache Junction, Arizona 300 E Superstition Boulevard U 2 Agenda Item Cover Sheet Apache Junction,AZ 85119 ` Agenda Item No. 11. Piz File ID: 20-181 Sponsor: Heather Patel Agenda Date:4/21/2020 Index: In Control: City Council Meeting Presentation, discussion and consideration of proposed Resolution No. 20-07 authorizing the submission of application(s)to the Governor's Office of Highway Safety Federal Fiscal Year 2021 grant program. City of Apache Junction,Arizona Page 1 Printed on 611512026 O� PQACHE✓GEC �L Z City of Apache Junction �RlzoNP Development Services Department ✓ DATE: April 8, 2019 TO: The Honorable Mayor and City Council THROUGH: Bryant Powell, City Manager Larry Kirch, Development Services Director Thomas Kelly, Chief of Police FROM: Heather Patel, Program and Resource Manager SUBJECT: Resolution No. 20-07 REQUEST Consideration of approval of Resolution No. 20-07 authorizing the submission of application(s) to the Governor's Office of Highway Safety Federal Fiscal Year 2021 grant program. BACKGROUND Each year the Governor's Office of Highway Safety ("GOHS") offers a grant program which allocates federal funds to finance state and local government highway safety projects intended to supplement, not be a substitute for, ongoing state or local program expenditures. Projects should be designed to eliminate a deficiency in an applicant agency's program or to expand an existing program. DISCUSSION The Apache Junction Police Department submits an application each year. The applications were due on March 13, 2020. The approval of this resolution will be retroactive. This year, the department submitted four applications totaling $174,521. a. DUI overtime and Portable Breath Tests b. Vehicle c. Motorcycle d. Speed enforcement overtime, radars, and e-citation machines This item was discussed during the April 6, 2020 council work session. RECOMMENDATION/ACTION REQUIRED Staff respectfully recommends the city council approve Resolution No. 20-07 and the proposed applications. ATTACHMENTS Attachment One: Resolution No. 20-07 Planning& Zoning—Building& Safety—Revenue Development 300 E. Superstition Boulevard •Apache Junction,AZ 85119 • Ph:(480)474-5083 •Fax(480)982-7010 RESOLUTION NO. 20-07 A RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF APACHE JUNCTION, ARIZONA, PERTAINING TO THE SUBMISSION OF PROJECTS FOR CONSIDERATION IN ARIZONA' S 2021 HIGHWAY SAFETY PLAN. WHEREAS, the Governor' s Office of Highway Safety is seeking proposals from state and local agencies for projects relating to all aspects of highway safety; and WHEREAS, the City of Apache Junction, through the Apache Junction Police Department, is interested in submitting projects to be considered for funding in the form of reimbursable grants from the National Highway Traffic Safety Administration. NOW, THEREFORE, BE IT RESOLVED by the Mayor and City Council of the City of Apache Junction as follows : SECTION I : Staff is authorized to submit projects for consideration in Arizona' s 2021 Highway Safety Plan. SECTION II : The mayor or chief of police, his or their designee, is appointed the agent for the City of Apache Junction, to conduct all negotiations and to execute and submit all documents and any other necessary or desirable instruments in connection with such grant. SECTION III : The mayor or his designee is authorized to take any and all actions necessary to implement and complete the activities submitted in the applications . RESOLUTION NO. 20-07 PAGE 1 OF 2 PASSED AND ADOPTED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF APACHE JUNCTION THIS DAY OF 2020 . SIGNED AND ATTESTED TO THIS DAY OF 2020 . JEFF SERDY Mayor ATTEST: JENNIFER PENA City Clerk APPROVED AS TO FORM: RICHARD J. STERN City Attorney RESOLUTION NO. 20-07 PAGE 2 OF 2 City of Apache Junction, Arizona 300 E Superstition Boulevard U Agenda Item Cover Sheet Apache Junction,AZ 85119 ` Agenda Item No. 12. 'Piz File ID: 20-188 Sponsor: Larry Kirch and Kelsey Schattnik Agenda Date:4/21/2020 Index: In Control: City Council Meeting Council direction to staff on proceeding with an application for the nomination of the City of Apache Junction as an International Dark Sky Community. City of Apache Junction,Arizona Page 1 Printed on 611512026 Council Direction to Staff : Designation as an International Dark Sky Community City of Apache Junction City Council April 21, 2020 What is an International Dark Sky Community? "An IDA International Dark Sky Community is a town, city, municipality or other legally organized community that has shown exceptional dedication to the preservation of the night sky through the implementation and enforcement of a quality outdoor lighting ordinance, dark sky education and citizen support of dark skies. Dark Sky Communities excel in their efforts to promote responsible lighting and dark sky stewardship, and set good examples for surrounding communities:" https://www.da rkskv.org/our-work/conservation/idsp/communities/ r. Eligibility Community : Must have some type of legal organization that is officially recognized by outside groups . This can be in the form of a town, city, municipality or other legally organized community (such as an urban neighborhood or subdivisions ) . There is no night sky quality criterion associated with this category. Eligibility • Certified IDA International Dark Sky Communities Big Paf K _ village . Jak creek, Arizona Lk * Camp Verde, Arizona ( U . S . ) • Cottonwood , Arizona ( U . S . ) * Flagstaff, Arizona ( U . S . ) * Fountain Hills, Arizona ( U . S . ) • Sedona , Arizona ( U . S . ) y Application Process • Submit an International Dark Sky Community Inquiry. • Update zoning code to meet minimum requirements . • Designate a point of contact . • Obtain a letter of nomination from a qualified International Dark-Sky Association ( IDA) member nominator. • Send application to IDA staff for review. IDA . . Application • • • • - Process : . . -• • STEP 1:Application is reviewed by DSPC.One of the following STEP 1:The applicant works closely outcomes occur: with IDSP Manager to develop STEP 1:The applicant reviews g p >Application is approved by DSPC-certification process; indicates application in accordance with application is submitted for interest in the program appropriate guidelines approval by IDA Board of Directors >Anytime,ongoing; Via email with >Application is approved by DSPC >Anytime;via darksky.org IDSP staff/manager with conditions-application is STEP 2:The applicant receives an revised, applicant may resubmit assessment of site eligibility and STEP 2:With IDSP Manager anytime for re-review by DSPC IDSP category recommendation approval,the applicant submits an >Application is rejected - updated from IDA staff application for Dark Sky Places application may be eligible for >Within 30 days of initial inquiry Committee(DSPC) review submission at future deadline submission; Via communication >On or before submission deadline with IDSP staff for review at the following STEP 2: DSPC submits committee meeting; Via submission recommendations to IDA Board for to IDSP Program Manager final approval STEP 3:After eligibility is >Board approves or returns the determined by IDA staff,the application 10 business days after applicant notifies IDA of intent to DSPC approval pursue formal Dark Sky Place certification STEP 3: New IDSP is certified upon >Timeline varies based on eligibility Board Approval and guideline requirements; >Announcement is coordinated Applicant confirms intent with IDSP with IDA staff at the applicant's staff via written communication discretion Questions/Discussion �.- . .,,.. Aft ♦ p A Recommended Motion Planning Staff seeks councils direction to proceed with the application process to certify the city of Apache Junction as an International Dark Sky Community. City of Apache Junction, Arizona 300 E Superstition Boulevard U Agenda Item Cover Sheet Apache Junction,AZ 85119 ` Agenda Item No. 13. Piz File ID: 20-200 Sponsor: Bryant Powell Agenda Date:4/21/2020 Index: In Control: City Council Meeting Executive Session at 6:00 P.M. and Work Session at 7:00 P.M. for Monday, May 4, 2020. Executive Session at 6:00 P.M. and Work Session at 7:00 P.M. for Tuesday, May 5, 2020 in the city council conference room and city council chambers located at 300 E. Superstition Boulevard, Apache Junction, Arizona, respectively; and other meetings if necessary. City of Apache Junction,Arizona Page 1 Printed on 611512026