HomeMy WebLinkAbout2024 02.20 City Council Regular Agenda City of Apache Junction, Arizona Meeting location:
City Council Chambers
at City Hall
Agenda 300 E.Superstition Blvd
Apache Junction,AZ
City Council Meeting 85119
apachejunctionaz.gov
Ph:(480)982-8002
Tuesday, February 20,2024 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. 24-06 Consideration of acceptance of agenda.
Sponsors: Jennifer Pena
2. 24-057 Consideration of approval of minutes of the regular meeting of
February 6, 2024.
Sponsors: Jennifer Pena
Attachments: CCMIN 2024 02 06 MINUTES DRAFT
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.
3. 24-09 Presentation of 25-year Service Award to Officer Eric Reimann, of the
Apache Junction Police Department.
Sponsors: Michael Pooley
F. REGIONAL INTERGOVERNMENTAL UPDATES
The mayor or any member of council may at this time present a brief summary of any regional
intergovernmental updates. However, no discussion shall take place on such items except for clarifying
comments related to substance, time and location.
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4. 24-058 Brief summary of intergovernmental updates from mayor and
councilmembers.
Sponsors. Chip Wilson
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.
5. 24-059 City Manager's Report.
Sponsors: Bryant Powell
6. 24-078 Presentation and discussion with Police Chief Michael Pooley
regarding an update on the AJPD Flock program.
Sponsors: Bryant Powell
7. 24-060 Announcement of Current Events.
Sponsors: Matt Busby
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.
8. 24-062 Presentation, discussion, public hearing, and consideration on
Purchase and Sale Agreement with Golden Triangle QOZB, LLC, for
approximately 10.64 gross acres of land located in downtown Apache
Junction north of the previous site of the Grand Hotel.
Sponsors: Patrick Ainsworth
Attachments: Staff Memo Purchase of Downtown Pro erty
Downtown Purchase Agreement
1. 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.
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.
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9. 24-063 Presentation, discussion, and possible consideration of awarding
contract for Concentrated Downtown Master Plan Update RFP
#ED2023-002 to SWABACK in an amount not to exceed $99,000.00.
Sponsors: Patrick Ainsworth
Attachments: Memo City-Council--Downtown Master Plan Update
SWABACK Agreement
10. 24-054 Presentation, discussion, and possible consideration of approval of
extension through June 30, 2024, of the individual towing contracts
currently in place with Apache Sands Towing, CL King Towing, and
Phoenix Metro Towing which are due to expire on April 5, 2024.
Sponsors: Rob Wisler
Attachments: Council Memo
Apache Sands Extension
CL Kin Extension
Phoenix Metro Extension
K. COUNCIL DIRECTION TO STAFF
This item allows the mayor and city council to direct staff on specifically listed matters.
L. SELECTION OF MEETING DATES, TIMES, LOCATIONS, AND PURPOSES
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.
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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.
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City of Apache Junction, Arizona 300 E Superstition
Boulevard
Agenda Item Cover Sheet Apache Junction,AZ
85119
Agenda Item No. 1.
File ID: 24-056
Sponsor:Jennifer Pena Agenda Date:2/20/2024
Index: In Control: City Council Meeting
Consideration of acceptance of agenda.
City of Apache Junction,Arizona Page 1 Printed on 211512024
City of Apache Junction, Arizona 300 E Superstition
Boulevard
Agenda Item Cover Sheet Apache Junction,AZ
85119
Agenda Item No.2.
File ID: 24-057
Sponsor:Jennifer Pena Agenda Date:2/20/2024
Index: In Control: City Council Meeting
Consideration of approval of minutes of the regular meeting of February 6, 2024.
City of Apache Junction,Arizona Page 1 Printed on 211512024
City of Apache Junction, Arizona Meeting location:
City Council Chambers
Meeting Minutes at City Hall
300 E.Superstition Blvd
CityCouncil Meeting Apache Junction,AZ
g 85119
apachejunctionaz.gov
Ph:(480)982-8002
Tuesday, February 6,2024 7:00 PM City Council Chambers
A. CALL TO ORDER
Mayor Wilson called the meeting to order at 7:00 P.M.
B. INVOCATION AND PLEDGE OF ALLEGIANCE
Councilmember Heck gave the invocation and Councilmember Johnson led the meeting
attendees in the Pledge of Allegiance.
C. ROLL CALL
Present: 7- Mayor Wilson
Vice Mayor Schroeder
Councilmember Nesser
Councilmember Heck
Councilmember Johnson
Councilmember Cross
Councilmember Soller
Staff in Attendance:
Bryant Powell, City Manager
Matt Busby, Assistant City Manager
Jennifer Pena, City Clerk
Joel Stern, City Attorney
Johnny John, Assistant Chief of Police
Rudy Esquivias, Development Services Director
Ted Wolff, Public Works Director
Liz Langenbach, Parks& Recreation Director
Sidney Urias, Interim Planning Manager
Evie McKinney, Deputy City Clerk
D. CONSENT AGENDA
Councilmember Heck moved,seconded by Councilmember Nesser to approve the Consent
Agenda.
Yes: 7- Mayor Wilson, Vice Mayor Schroeder, Councilmember Nesser, Councilmember
Heck, Councilmember Johnson, Councilmember Cross and Councilmember
Soller
No: 0
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1. 24-042 Consideration of acceptance of agenda.
2. 24-043 Consideration of approval of minutes of the regular meeting of January
16, 2024.
3. 24-041 Consideration of approval of award of contract to Sunland Asphalt and
Construction for the application of a pavement preservation fog seal to
select city streets. The work would be through the 1 Government
Procurement Alliance cooperative contract#22-15P-04 in the amount of
$263,577.61 plus a 10% contingency for unforeseen change orders in
the amount of$26,357.76 for a total project cost not to exceed
$289,935.37. Work is planned within the March-May 2024 time frame.
4. 24-044 Consideration of approval of Final Plat for Radiance; Parcel 19.19
(SV-23-21).
E. AWARDS, PRESENTATIONS AND PROCLAMATIONS
5. 24-035 Proclamation designating the month of February as "Teen Dating
Violence Awareness Month."
Mayor Wilson read the Proclamation designating the month of February as "Teen Dating
Violence Awareness Month" and presented it to Assistant Chief of Police Johnny John with the
Apache Junction Police Department.
F. REGIONAL INTERGOVERNMENTAL UPDATES
6. 24-047 Brief summary of intergovernmental updates from mayor and
councilmembers.
Councilmember Cross attended the monthly meeting with Greater Phoenix Economic Council
(GPEC), and shared highlights regarding affordable housing discussion.
Councilmember Soller, along with other Councilmembers, toured the Republic Waste Recycling
Plant, and explained the high tech abilities installed and how most of the plastic waste can now
be recycled.
Mayor Wilson recognized City Manager Bryant Powell for receiving the distinguished John J.
DeBolske Professional Excellence Award from the Arizona City County Management
Association. The award is given to acknowledge the contributions of a City Manager to the field
of local government in Arizona. Mr. Powell received further recognition from the
Councilmembers and meeting attendees by a round of applause.
G. CITY MANAGER'S REPORT
7. 24-048 City Manager's Report.
City Manager Bryant Powell spotlighted the new sign installed at the Veterans Memorial Park, at
the corner of Idaho and Superstition Boulevard. Contributions from various veteran groups were
used to complete this project, and Mr. Powell thanked these groups for this funding, as well as
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City Council Meeting Meeting Minutes February 6,2024
Parks and Recreation for their efforts in making the sign and surrounding area look professional.
Mr. Powell explained that we exist to serve the public, and in order to know how we are doing,
and what the public wants we conduct surveys. He shared the process of our recent customer
service survey, and the participation and success received to this point. In the past, the City
has used The National Community Survey, (NCS)to measure our service to the public. This is
a mail survey done every 2 years, and the results are then posted to our website. The NCS will
be posted on our city website as of February 7, 2024, for the public to submit their survey
responses.
8. 24-049 Announcement of Current Events.
Assistant City Manager Matt Busby shared an update on the Lost Dutchman Marathon to be
held on February 18, 2024. He also encouraged signing up for the weekly updates and
newsletter by visiting the city website at www.apachejunctionaz.gov.
H. PUBLIC HEARINGS
9. 24-040 Consideration of application for a permanent extension of premises for
Fraternal Order of Eagles Lost Dutchman Aerie#3850 located at 2315
S. Coconino Drive, Apache Junction, AZ 85120. The next step in the
process is for the council to hold a public hearing on the application and
make a recommendation of approval or denial to be forwarded to the
Arizona Department of Liquor Licenses and Control.
Councilmember Cross moved,seconded by Councilmember Heck that the application for a
permanent extension of premises for the Fraternal Order of Eagles Lost Dutchman Aerie#3850,
located at 2315 S.Coconino Drive,Apache Junction,AZ, be recommended for approval to the
Arizona Department of Liquor Licenses and Control.
Yes: 7- Mayor Wilson, Vice Mayor Schroeder, Councilmember Nesser, Councilmember
Heck, Councilmember Johnson, Councilmember Cross and Councilmember
Soller
No: 0
City Clerk Jennifer Pena stated the city received an application for a permanent extension of
premises from the Fraternal Order of Eagles Lost Dutchman Aerie#3850 located at 2315 S.
Coconino Drive,Apache Junction, AZ.
She explained correspondence related to inspections of the premises for safety and code
compliant matters have been received from the Apache Junction Police Department, Planning
and Zoning Department, Building and Safety division and the Superstition Fire and Medical
District. All four entities find compliance with the inspection requirements and recommend
approval. Development Services has confirmed an active building permit is in action.
The applicant, Michael Reed, Trustee with the Eagles organization, thanked the Mayor and
Council for their suppport. He explained this new building would be designated as a "No
Smoking"area for the club.
Mayor Wilson opened the public hearing, receiving no comments, he closed the public hearing.
City of Apache Junction,Arizona Page 3
City Council Meeting Meeting Minutes February 6,2024
I. OLD BUSINESS
J. NEW BUSINESS
10. 24-038 Presentation and discussion on the Invasive Plants Grant received from
the Arizona Department of Forestry and Fire Management to mitigate the
spread of buffelgrass at Silly Mountain and surrounding right-of-way
properties, provide education to park visitors and residents, and develop
a park stewards program.
Parks and Recreation Director Liz Langenbach shared a presentation on the Invasive Plants
Grant received in the amount of$193,500.00 from the Arizona Department of Forestry and Fire
Managements, (DFFM). This will be a 3 year project, and the focus will be at the Silly Mountain
Park area. She shared the efforts that have been given by staff and volunteers recently, to get a
head start on the project. A partnering relationship with ASU Project Cities has been
implemented to target park users and residents to educate on how to avoid further spread of the
invasive plants, and to connect with potential volunteers to create a sustainable volunteer
steward program.
Some of the components in the grant are drone herbicide, treating areas that are inaccessible
by staff, contracting work for limbing up the protected species, purchasing of tools and supplies
for the plant removal, and communication to provide treatment plans to local residents and park
users.
DFFM will contribute $193,500, City in-kind contributions, which is the staff and maintenance
time, will be$35,118 and city cash contribution, what is currently being spent on mitigation
efforts is$30,000 for a total project cost of$258,618.00 over the next three (3)years.
K. COUNCIL DIRECTION TO STAFF
L. SELECTION OF MEETING DATES, TIMES, LOCATIONS, AND PURPOSES
M. CALL TO PUBLIC
Jane Brown, Val Vista Road, Apache Junction shared her appreciation for the State of the City
Address. She also suggested the need for more electric battery charging stations, and
commented on The Havenly development project.
George Schroeder, 2444 W. Virginia Street, Apache Junction expressed his concerns regarding
squatters in the City.
Donna Carr, 2178 W.Virginia Street, Apache Junction also shared concerns of squatters in her
neighborhood. She encouraged recycling education. She suggested Pinal County Sheriff Lamb
be invited to speak with the Apache Junction citizens regarding the safety in the community.
She commented on the new sound system in the council chambers.
Eddie Ohly, 2364 N. Apache Drive, Apache Junction is continuing his request for some type of
fencing, guard railing, or cable to be extended along Idaho Road, south of Lost Dutchman.
Catherine Meek, 1327 S. Belair Road, Apache Junction shared several upcoming events being
offered at the Superstition Mountain Museum.
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Andre Meek, 1327 S. Belair Road, Apache Junction expressed his frustration with audience
gaatunaa during the Pledge of Allegiance. He commented on the closure of BLM |and, and the
homeless situation in Apache Junction.
Council requested staff follow up with the request from Mr. Ohly at 2364 N.Apache Drive,
Apache Junction.
N. ADJOURNMENT
Mayor Wilson adjourned the meeting at7:49p.m.
ACCEPTED THIS DAY O . 2024. BY THE MAYOR AND CITY
COUNCIL DF THE CITY DF/\PACHE JUNCTION, AR|Z0NA.
SIGNED AND ATTESTED TO THIS DAY OF . 2024.
VVALTER''CH|P''VV|LSON
Mayor
ATTEST:
JENN|FERPENA
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 . 2024. | further certify that the meeting was duly
called and held and that a quorum was present.
Dated this day of . 2024.
JENN|FERPENA
City Clerk
City vr Apache Junction,Arizona Page
City of Apache Junction, Arizona 300 E Superstition
Boulevard
Agenda Item Cover Sheet Apache Junction,AZ
85119
Agenda Item No. 3.
File ID: 24-039
Sponsor: Michael Pooley Agenda Date:2/20/2024
Index: In Control: City Council Meeting
Presentation of 25-year Service Award to Officer Eric Reimann, of the Apache Junction Police
Department.
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Agenda Item Cover Sheet Apache Junction,AZ
85119
Agenda Item No.4.
File ID: 24-058
Sponsor: Chip Wilson Agenda Date:2/20/2024
Index: In Control: City Council Meeting
Brief summary of intergovernmental updates from mayor and councilmembers.
City of Apache Junction,Arizona Page 1 Printed on 211512024
City of Apache Junction, Arizona 300 E Superstition
Boulevard
Agenda Item Cover Sheet Apache Junction,AZ
85119
Agenda Item No. 5.
File ID: 24-059
Sponsor: Bryant Powell Agenda Date:2/20/2024
Index: In Control: City Council Meeting
City Manager's Report.
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Boulevard
Agenda Item Cover Sheet Apache Junction,AZ
85119
Agenda Item No.6.
File ID: 24-078
Sponsor: Bryant Powell Agenda Date:2/20/2024
Index: In Control: City Council Meeting
Presentation and discussion with Police Chief Michael Pooley regarding an update on the AJPD
Flock program.
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Boulevard
Agenda Item Cover Sheet Apache Junction,AZ
85119
Agenda Item No.7.
File ID: 24-060
Sponsor: Matt Busby Agenda Date:2/20/2024
Index: In Control: City Council Meeting
Announcement of Current Events.
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Boulevard
Agenda Item Cover Sheet Apache Junction,AZ
85119
Agenda Item No.8.
File ID: 24-062
Sponsor: Patrick Ainsworth Agenda Date:2/20/2024
Index: In Control: City Council Meeting
Presentation, discussion, public hearing, and consideration on Purchase and Sale Agreement
with Golden Triangle QOZB, LLC, for approximately 10.64 gross acres of land located in
downtown Apache Junction north of the previous site of the Grand Hotel.
City of Apache Junction,Arizona Page 1 Printed on 211512024
CIty of Apache Junction
Hume of the Superstition Mountains
DATE: FEBRUARY20,2024
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
THROUGH: BRYANT PO ELL,CITY MANAGER
FROW PATRICKAIN WORTH,ECONOMIC DEVELOPMENT DIRECTOR
SUBJECT; AUTHORIZING THE CITY MANAGER TO EXECUTE A PURCHASE AND BALE
AGREEMENT FOR THE PURCHASE OF CERTAIN PROPERTY Its THE DOWNTOWN
AREA OF APACHE JUNCTION
Staff has successfully negotiated a Purchase and Sate Agreement(PSA)between the City of Apache
Junction and GOLDEN TRIANGLE QOZB,LLC where the City of Apache Junction wilt purchase 10..6
acres of land in the downtown area of Apache Junction; Staff respectfully requests that the Mayor
and City Council consider the Purchase Agreement and authorize the City Manager or his designee
to execute the agreement,
B"IWOURdLDis-cussion
The property that formerly contained the Grand Hotel at the northeast corner of W.Apache Tait and
N.Apache Trail:has been vacant for over 20 years.The City of Apache Junction has taken a proactive
rote to spur investment in the downtown area with the addition of Flatiron Park and the streetsc pe
improvements along N.Apache Trait and the Focal Pointe
To further promote development and investment in the downtown area, the Ap=heJJJnc1Lon
E. n r k... Q-pmeptw5-trCafe i n consists of a strategy to identify Land sites to purchase and
help prepare for desired development.The subject site recently became available for purchase and
the current property owners and the City have negotiated the following terms:
Purchase pride of the 10.6 -acre property is ,9 0, 00
Any septic system improvements on the property will be removed by the current
owner and a reimbursement not to exceed $100,000 will be paid for by the City of
Apache Junction;
Staff Memo-City Council meeting February 20,202
Purchase and Sale Agreement for Downtown Property
Page 2 of 2
The City of Apache Junction wilt have 90 days from the approval date of the
agreement to review all documents and reports associated'with this property to
ensure that there are no outstanding issues with the property;and
The current property owner will transfer any and all existing proportionate rights,
easements,and agreements conveyed on this propertyto the City of Apache Junction
s part of the sate;
Once the City tees ownership, City representatives milt embark on a process to actively bring
various businesses to the site which may include restaurants,retail, hospitality,and entertainment
uses. Staffwit( provide periodic updates to the City Council on these recruitment activities.
Ultimately, the City of Apache Junction wilt serve as an agent to brim catalyst projects to the
downtown Apache Junction area and not serve as a primary developer.
Recomm-en.
Staff recommends that the City Council approve the Purchase Agreement and authorize the City
Manager or his designee to execute the Purchase and Sate Agreement :and any subsequent
documents necessary to buy the 10.64-acre property,
NORTHEAST CORNER
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PURCHASE AND SALE AGREEMENT
This Purchase and Sale Agreement (this "Agreement") is made effective as of the
day of 2024, by and between GOLDEN TRIANGLE OZ , LL ., an Arizona
limited liability company (`Seller"), and City of Apache Junction, an Arizona municipal
corporation("Buyer"),collectively referred to as the"Parties"or individually as a"Party".
RECITALS
A. Seller is the owner of that certain parcel of real property situated within the
Municipal Boundaries of Apache Junction, County of Pina , State of Arizona, which is
approximately 10. 4 gross acres in size; which is more particularly described and depicted on
Exhibit"A"(the"Property").
13 Seller is willing to sell to Buyer,and Buyer is willing to purchase from Seller, the
Property,pursuant to the terms, provisions and conditions contained herein,
AGREEMENT
NOW THEREFORE, in consideration of the foregoing, and of the terms, conditions an
covenants contained herein, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged,the Parties hereto agree as follows:
l. Agreement of Purchase and Sale. At the consummation of the transaction contemplated
by this Agreement (the "Closing"), subject to the terms, covenants and conditions of this
Agreement, Seller shall sell to Buyer,and Buyer shall purchase from Seller,the Property together
with: (i) all rights, privileges, easements and appurtenances thereto, if any, whether or not
recorded,including,without limitation,all development rights,air rights,water rights,if any,used
in connection with the Property;(ii)all of Seller's interest in all oil;gas and other minerals, ifany,
in and Lander or that may be produced from the Property; (iii)all ditch and ditch rights,reservoirs
and reservoir rights,well and well rights,irrigation grandfathered water rights and Central Arizona
Project water rights appurtenant to or used in connection with the Property and all wells, pumps,
well equipment, irrigation equipment, pivots, sumps and ether pumps, situated on or used in
connection with the Property, if any; (iv) all of Seller's lease rights and rights in management or
other contracts affecting or relating to the Property; (v) the transfer of any and all proportionate
rights and agreements that are tied to the land;and(vi)all engineering and surveying reports,plans,
surveys;drawings,specifications,development and marketing information and materials and ether
information relating to the Property in Seller's possession or control.
1 Purchase Price. The purchase price (the `Purchase Price") for the Property shall be Two
Million Nine Hundred Forty Thousand Three Hundred Dollars and Zero Cents( , ,3t 0.0 ,
which is not dependent on the number of sq. ft, The Purchase Price shall be payable by cash or b
wire transfer of immediately available funds at the Closing.
3. Earnest Mona. Ernest money deposit of Two Hundred Fifty Thousand Dollars and Zero
Cents 2 0,00(.00)will be deposited within ten 0)business days from the date Buyer is notified
of opening of escrow,but subject to return to Buyer pursuant to (b)(ii).
4. Due Diligence.
(a) Due l3iligence Period. The due diligence period shall be ninety( 0)calendar days
starting from city council ratification of this Agreement,
(b) Existing Su . Seller will provide er with anye isting survey oft e Propetry
that Seller has in its possession.
(c) Septic System. Seller will provide Buyer with any information Seller has in its
possession regarding the existing septic/waste system(s)located on the Property,including but not
limited to any Arizona Department of Environmental Quality("A E ")materials, if any,
(i) Removal of Septic System. No later than sixty ( ) days after the
commencement of the Due Diligence Period, Buyer shall elect toeither: (A) have Seller remove
the existing Septic System,or( )take full responsibility,upon Closing, for the septic system and
its future removal, etc. If Buyer timely instructs Seller to remove the septic system, Seller shall
do so prior to the Closing. Seller shall be responsible to obtain all required permits and approvals
prior commencing such work. Upon completion of such worry, Seller will provide Buyer an
invoice in an amount not to exceed $100,000.00, reflecting reasonable costs for the demolition
work inclusive of labor, and any equipment or rental rates and the total cubic feet of disposed
material, which will be paid to Seller no later than thirty (3 ) calendar days after receipt of such
invoice and inspection of site, regardless ofwhether the Closing actually occurs.
-(d) Environmental Reports. Seller will provide Buyer and any Phase I and Phase II
tests,reports,conclusions and/or orders,if any,its possession; In the event Seller does not provide
Phase I and phase II tests, reports, or conclusions, then Buyer shall be granted access to the
property to conduct such activities by a reputable firm within the ninety ( 0) calendar day due
diligence period.
S. Escrow and Closing Related Matters.
(a) Escrow Instructions. The standard form escrow instructions of Escrow Agent
attached hereto as Exhibit" ",with any provisions of this Agreement applicable to Escrow Agent,
together,shall constitute the escrow instructions between Seller, Buyer and Escrow Agent, In the
event of any conflict or inconsistency between the provisions of the standard form escrow
instructions and this Agreement or any deed, instrument or document executed or delivered in
connection with the transaction contemplated hereby,the provisions of this Agreement, or such
deed, instrument or document,shall control.
b) Opening and Closing. For purposes of this Agreement,the opening of escrow(the
"Opening of Escrow")shall be deemed to be the date on which three(3)copies of this Agreement,
fully executed on behalf of Buyer and Seller,are delivered to and accepted by the First American
Title. The Closing shall occur ninety ( 0)calendar days thereafter. The Closing shall take place
in the office of Escrow Agent,or at such time,date and location as the Parties may:mutually agree.
(c) Action at the Closing by Seller. At the Closing, Seller shall deliver or cause to be
delivered to Escrow Agent for the account of Buyer(if not otherwise delivered prior thereto) all
2
of the fallowing instruments dated as of the Closing, fully executed and, if appropriate,
acknowledged:
(i) a fully executed and acknowledged Special Warranty Deed to the Property
in the form attached hereto as Exhibit" "and made a part hereto conveying the Property to Buyer,
as grantee,subject only to Permitted Title Exceptions:
(ii) an Affidavit of Property Value pertaining to the Property;
(iii) a on-Foreign Person Affidavit;and
(iv) such other funds, instruments or documents as are reasonably necessary to
fulfill the covenants and obligations to be performed by Seller pursuant to this Agreement,
(d) Action at the CIogfl h over. At the Closing,Buyer shalt deliver or cause to be
delivered to Escrow Agent for the account of Seller(if not otherwise delivered prior thereto)all of
the following, and with respect to any instruments or documents referred to below, with all such
items being dated as of the Closing,fully executed by Buyer and,if appropriate,acknowledged:
(i) all funds referred to in Paragraph 2 above necessary to pay the Purchase
Price
(ii) such other funds, instruments, or documents as are reasonably necessary
to fulfill the covenants and obligations tube performed by Buyer pursuant to this Agreement.
(e) Closing Costs. The escrow fee payable to Escrow Agent in respect of the
conveyance and transfer of the Property to Buyer shall be divided equally between the Buyer and
Seller. All either fees, recording costs, charges or expenses incidental to the sale, transfer and
assignment of the Property to Buyer shall, except as otherwise herein expressly provided, be
divided equally between the Buyer and Seller. Since Buyer and Seller did not employ a broker or
real estate agent neither Buyer or Seller will pay any brokerage or realtor agent fees.
Payment of Taxes and Assessments. Property taxes,leased upon the latest available
tax bill from the Pinal County Treasurer, shall be assumed and paid by Buyer at the Closing and
prorated according to a proportional sq. ft. analysis performed by the Escrow Agent utilizing its
customary practices for such similar prorations. All general and special assessments and
improvement district liens shall be charged to and paid by Seller as of the Closing. Seller shall
pay any other items such as utilities,rents or interest which may be due as of the date of Closing.
(g) Insurance Policy, At the Closing, and as a condition to close escrow, Buyer shall
cause Escrow Agent to deliver an extended coverage owner's policy of title insurance issued by
Escrow Agent or its principal,or the unconditional commitment of the title insurer("Title Insurer")
to issue such policy, insuring title to the Property in Buyer in the amount of the Purchase Price;
the policy will be subject to the usual printed exclusions, exceptions, conditions and stipulations
set forth in the printed form policy, the Permitted Title Exceptions, and such other matters
approved in writing by Buyer or resulting fromBuyer's actions. Buyer shall pay the premium
associated with a standard coverage policy and any endorsements issued to cure any title objections
that Buyer has elected to curer
3
6. Feasibility; Contingencies. Buyer, and/or such person or entity as may be designated by
yer, shall have the right, at any time prior to the Closing, or until this Agreement otherwise
terminates, to examine and inspect the Property in accordance with the terms hereof: The
obligation ofBuyer to purchase the Property from Seller is contingent upon the satisfaction of each
of the following conditions(each a"Contingency"and, collectively,the"Contingencies") within
the time periods provided.
(a) Title and Su ev Review.
(i) Survey. Seller has provided Buyer and Escrow Agent with a current legal
description and map of the Property which is included in Exhibit "A". After Title Company
provides a title commitment, an Arizona licensed surveyor or engineer, which will be paid for by
Buyer, will provide an up-to-date ALTA/ACSM survey of the Property(the "Survey")verifying
Exhibit "A", and correcting it, if necessary, with an accurate legal description and trap of the
Property and certified to Buyer,Seller and Escrow .Agent.
(ii) Original Revort. Promptly following the Opening of Escrow, Buyer shall
cause Escrow Agent to provide Buyer and Seller with a current preliminary title report of the
Property (the "TitleReport"), together with legible copies of all instruments of record referred to
n Schedule B thereof. If Buyer, in its sole and absolute discretion,fails to approve or disapprove
the Title Report by giving written notice of the satisfaction of this Contingency to Seller and
Escrow Agent on or before the Feasibility Expiration Date, then; (i) this Contingency shall be
deemed automatically and without further act not to have been satisfied;(ii)this Agreement shall
e deemed terminated;and (iii)neither Party shall have any rights as against the other(except for
those obligations of insurance and indemnity that are expressly started to survive the termination
of this Agreement).
iii) Amended lie arts. If Escrow Agent subsequently issues any amendment to
the Title Report(an"Amended eporf')disclosing any additional title matters or modifications to
the previously disclosed title matters, then Buyer shall be entitled to object to any such matter
disclosed on the Amended Report by delivering written notice of such objection to Seller and
Escrow Agent on or before ten (10) business days after Escrow Agent has delivered to Buyer the
Amended Report together with copies of all recorded documents disclosed for the first time in the
Amended Report(the"Amendment Objection ate"). If Buyer.,in its sole and absolute discretion,
fails to approve or disapprove the Amended Report by giving written notice of the satisfaction of
this Contingency to Seller and Escrow Agent on or before the Amendment Objection Date,then:
(i)this Contingency shall be deemed automatically and without further act not to have been
satisfied; (ii) this Agreement shall be deemed terminated; and (iii) neither Party shall have any
rights as against the other (except for those obligations of insurance and indemnity that are
expressly stated to survive the termination of this Agreement),
(iv) Buyer's. Objection; Seller's Cure, if Buyer timely delivers a notice
specifying in reasonable detail its objection to anymatter(s) contained in the Survey, the Title
Report or any Amended Report, Seller may, but shall not be obligated to, attempt to cure the
matter(s)objected to by Buyer. If Seller elects to attempt to cure Buyer's objections, Seller shall
notify Buyer of such election within ten(1 ) business days following Seller's receipt ofBuyer's
objection. If Seller fails to so notify Buyer within such ten (10) business day period, Seller shall
be deemed to have elected not to attempt to cure Buyer's objections; If Seller notifies Buyer and
Escrows Agent of its unwillingness,or inability,to cure such objections or fails to elect to cure such
objections, then Buyer shall, within five business days following receipt of such notice, or
within five( ) business days after Seller's deemed election not to cure, as applicable, elect to
either. (i) waive the natters previously objected to by delivering written notice to Seller and
Escrow Merit and thereafter close the transaction contemplated hereby in accordance with the
terms hereof, taking title subject to all such matters waived byBuyer; or (ii) terminate this
Agreement as provided in Paragraph (c)below. If Seller attempts to cure the matters objected to
by Buyer, but Seller is unable to cure such matters toBuyer's reasonable satisfaction prior to the
date that is ten(10) business days prior to the` losing, Buyer may then elect to either: (i) waive
the matters previously objected to by delivering written notice to Seller and Escrow Agent and
thereafter close the transaction,taking title subject to all matters waived byBuyer;or(ii)terminate
this Agreement and the escrow by written notice to Seller and Escrow{ Agent delivered by
:00 p.m., Arizona time, on the date that is one 1) business day prior to the{losing, whereupon
this Agreement shall terminate, and thereafter (unless otherwise provided in this Agreement)
neither Party shall have any further obligations` or `liabilities under ;this Agreement.
Notwithstanding the foregoing, Seller shall be obligated to convey title to the Property free and
clear of all monetary liens and encumbrances,and Escrow Agent shall be authorized to utilize all
or any portion of the sales proceeds payable to Seller to satisfy any such monetary liens or
encumbrances. Additionally, Seller shall,at or before the Closing,cause to be removed any other
title matters objected to by Buyer which were caused or created by Seller (through its acts or
omissions) following the Opening of Escrow. All matters affecting title to the Property disclosed
on the Title Deport and approved by Buyer, or disclosed on any Amended Deport and approved
by Buyer shall collectively be referred to as the"Permitted Title Exceptions."
(b) feasibility. ;At any time until the Closing or until this Agreement otherwise
terminates, Seller grants to Buyer; its designees and their respective engineers, consultants and
agents, a non-exclusive license to go upon the Property for the purpose of making appropriate
inspections and conducting,atBuyer's sole cost and expense,appropriate feasibility studies with
respect to the Property, Such inspections, soils and asbestos tests and feasibility studies shall be
performed so as not to cause any disruption of Seller's work, if any, on the Property; if Buyer
conducts any test or inspections of or on the Property,then upon termination of this Agreement,
Buyer shall cause the Property to be returned to the condition that existed prior toBuyer's entry,
(i) Condition of Property: Delivery and Redelive of Deports and
Studies. The Property, and any improvements located in or on the Property, will be conveyed by
Seller to Buyer in their "as-is" condition, with no representations or warranties of any nature
whatsoever(except as otherwise specifically set forth herein). To assist Buyer with its feasibility
study, Seller shall provide to Buyer all engineering reports, studies, naps, sketches, surveys, site
plans, soils and drainage reports, and all environmental studies pertaining to the Property that
Seller has in its possession or are existing and reasonably available to Seller as of:Opening of
Escrow. if Buyer elects not to close this transaction and escrow for any reason whatsoever
(including a default by Buyer but excluding a default by Seller),_then all inspections, reports,
studies,tests, maps,sketches, surveys and analyses delivered by Seller to Buyer shall be returned
by Buyer to Seller.
5
(ii) Buyer's Ctb`ection. If Buyer,in its scale and absolute discretion,fails
to approve or disapprove the results of its feasibility studies by giving written notice of the
satisfaction of this Contingency to Seller and Escrow Agent can or before the Feasibility Expiration
Date, then:(i)this Contingency shall be deemed automatically and withoutfurther act not to have
been satisfied;(ii)Escrow Agent shall return to Buyer its Deposit in full,(iii)this Agreement shall
be deemed terminated; (iv) Seller may request a written summary of objections if Buyer fails to
send the written notice within ten (11) business ay an (iv) neither Party shall have any rights
as against the other (except for those obligations of insurance and indemnity that are expressly
stated to survive the termination of this Agreement). If this Contingency is satisfied or deemed
satisfied and Buyer elects to proceed with the Closing; Buyer shall be deemed to be satisfied with
all matters relating tot e Property,the conditions of the Property and all matters relating toBuyer's
use and ownership of the Property, except for those matters expressly addressed by Seller's
representations and warranties set forth herein. This'provision shall survive the Close of Escrow
and the recording of the Deed.
(c) Termination ofAgreement. If either Buyer or Seller is granted the right to terminate
this Agreement in accordance with any provisions of this Agreement, such Party shall exercise
such right by delivering written notice to the other party and to Escrow Agent indicating both its
election to terminate and the specific provision pursuant to which it is making that election.
Possession and Inde nificati anti uty to efend. Seller shall deliver possession of the
Property to Buyer no later than 30 calendar days after the Closing(the"Hold-Over Period")and
subject to the Permitted Title Exceptions. In addition, during such 30-calm ar day old-Over
Period, Seller shall be liable for any and all property damage, shall not file any claim or lawsuit
against the Buyer or its officials for any injuries suffered on the Property. In addition,Seller shall
indemnify and hold harmless the Buyer and its employees,agents and officials for any such claim
or lawsuit or any such claim or lawsuit filed by any third party. There shall be no charge to Seller
for rent during this old-Over Period. However, thereafter, there shall be a $1,000 per month
mitigation fee should Seller remain on the Property. Buyer shall after the old-Cher period have
the right to remove Seller through legal process at the expense of Seller.
g: Re resentations and WarrantigL2fa era Buyer acknowledges, represents,warrants and
covenants to Seller that the following are true as of the Agreement Late and will be true as of the
Closing,and in entering into this Agreement Seller is relying upon,the following:
(a) Due Or anization. Etc, Buyer is duly organized, validly existing and in good
standing under the laws of the State of Arizona and is qualified to do business in the State of
Arizona. Buyer has taken all necessary action to authorize the transaction contemplated by this
Agreement and Buyer's execution and delivery of all documents required herein, and-its
performance hereunder, Buyer's execution and delivery of this Agreement,and the consummation
of the transaction contemplated hereby, will not result in any violation of,or default under,any
term or provision of any agreement, instrument,mortgage,loan agreement or similar document to
which Buyer is a party or by which Buyer is bound, Buyer further represents that it is not.partner
or joint venturer with Seller in connection with the transaction contemplated by this Agreement,
and that it is entering into this Agreement and any other contract, instrument and document
contemplated hereby; voluntarily and solely for its own profit and benefit.
6
(b) No Litigation. Them is no litigation, investigation or proceeding pending or,to the
hest of Buyer's knowledge, contemplated or threatened against Buyer which would impair or
adversely affectBuyer's ability to perform its obligations under this Agreement or any other
instrument or document` related hereto
q: e resntations and Warranties of Seller. Seller acknowledges, represents, warrants and
covenants to Buyer that the following are true as of the Agreement Date and will be true as of the
Closing,and in entering into this Agreement' Buyer is relying upon,the following:
(a) Title; Authority o Conflict. Seller is the sole owner of fee simple title to the
Property and has the authority and power to convey the Property to Buyer in accordance with the
provisions of this Agreement. If Seller is aware of any matter that may affect title to the Property
that is not disclosed in the Title Report, Seller shall promptly notify Buyer and Escrow Agent of
all such matters. Seller is validly existing and in good standing under the laws of the state of its
organization. Seller has taken all necessary action to authorize the transaction contemplated by
this,Agreement and its execution and delivery of this Agreement and all documents required herein
and its performance hereunder. The execution and delivery of this ,Agreement and any other
document required herein, and the consummation of the transactions contemplated hereby and
thereby, will not result in any violation of, or default under, any term or provision of any
agreement,instrument,mortgage,loan,or similar documents to which Seller is a party or by which
Seller in bound. Seller further represents that it is not a partner or joint venturer with uyer in
connection with the transactions contemplated by this Agreement, and that it is entering into this
Agreement and any other contract,instrument and document contemplated hereby,voluntarily and
solely for its own profit and benefits
(b) No Litigation. Seller has not received notice of any threatened or pending suits,
legal actions or other proceedings by any governmental authority,or any either person or entity,or
otherwise,for the taking of all or any part of the Property or which alleges any violation by Seller
of any applicable laws, rules or regulations of any federal, state or local governmental authority
pertaining tot e Property. If Seller becomes aware of any oft e foregoing(whether arising before
or after the date hereof but prior to Closing); Seller shall give prompt written notice thereof to
Buyer prior to Closing,
(c) There are no attachments, levies, executions, assignments for the
benefit of creditors, receiverships, conservatorships or voluntary or involuntary proceedings in
bankruptcy or any other debtor relief actions contemplated by Seller°or filed bySeller,or to Seller's
knowledge, pending in any current judicial or administrative proceeding against Seller.
(d) Foreign Person. Seller is not a Foreign Person as such team is defined under 26
U.S.Code § 1445 of the Code,
(e) No Condemnation.emnation. To the best of Seller's knowledge,'there are no existing,
pending or anticipated condemnation or similar proceedings against or involving the Property.
(f) No Agreements or Title Defects. To Seller's knowledge, there are no unrecorded
agreements,commitments or understandings pursuant to which Seller or its successors in interest
(including Buyer)are required to dedicate any part of the Property or to grant any easement,right-
of-way; road or license for ingress and egress or other use in respect to any part of the Property.
o Person has any option,right of first refusal, lease,easement, license or other right whatsoever
with respect to the Property other than as described in a document recorded in the official records
of Pin al County,Arizona, Throughout the term ofthis Agreement,Seller shall not cause or permit
any mortgage, deed of trust, lien; encumbrance, covenant, condition, restriction, assessment,
easement, right-of-way, obligation;encroachment or liability whatsoever, to be placed of record,
affect the title insurance to be given Buyer pursuant to this Agreement or otherwise exist,from the
date of this Agreement to the date of termination o this Agreement,excepting,however,such title
exceptions as are specifically approved in writing by Buyer. Throughout the term of this
Agreement,and except as otherwise provided in this Agreement,Seller shall not,without the prior
written consent of Buyer, grant to any third party any rights in or relating to the Property.
Notwithstanding the foregoing,nothing in this representation shall be deemed to include,cover or
be applicable to any matter done or undertaken by Buyer or any ofBuyer's representatives.
(g) No Undisclosed Assessments. To the best of Seller's knowledge,there are no taxes,
assessments (special,general or otherwise)or bonds of any nature affecting the Property, or any
portion thereof, except as disclosed in the <Title Deport or any Amended Report and in
Paragraph (a)(ii) and (iii) above Seller has no understanding or agreement with any taxing
authority respecting the imposition or deferment of any taxes or assessments respecting the
Property. Seller has no knowledge of any planned public improvement that might result in a
special assessment being levied against the Property, If Seller becomes aware of any of the
foregoing (whether arising before or after the date hereof) after the date hereof, but prior to
Closing, Seller shall give prompt notice thereof to Buyer prior to Closing.
(h) Septic System. There is an existing abandoned septic system on the Property,about
which Seller will disclose what it knows about such pursuant to Paragraph (c),above.
(i) Environmental Conditions. Seller is not under investigation for a violation of any
federal, state or local'law, ordinance or regulation relating to industrial hygiene or to the
environmental conditions in, at, on under or about the Property including,but not limited to, soil
and ground water condition. Neither Seller ricer, to Seller's actual knowledge (without duty of
inquiry),any third party,has used,generated,manufactured,stored or disposed in,at,on,under or
about the Property or transported to or from the Property any Hazardous Material (as defined
below). To Seller's actual knowledge (without duty of inquiry), (i) there has been no discharge,
migration or release of any Hazardous Material from, into, on, under or about the Property,and
(ii)there is not now,nor has there ever been on or in the Property underground storage tanks,any
asbestos-containing materials or any polychlorinated biphenyls,including those used in hydraulic
oils, electric transformers, or other equipment, Seller has not, and to Seller' actual knowledge
(with no duty of inquiry)no other person or entity has,buried any refuse,construction materials,
garbage,or any other matter of any kind or nature below the surface of the Property. Seller hereby
assigns to Buyer, without representation or warranty, to be effective only upon and as of the
Closing, all claims, counterclaims, defenses, or actions, whether at common law, or pursuant to
any ether applicable federal or state or other laws which Seller may have against any third parties
relating to the existence of any Hazardous Materials in, at, on, under or about the Property
(including Hazardous Materials released on the Property prior to the Closing and continuing in
existence on the Property t the Closing). As used herein, "Hazardous Material" shalt mean any
flarnmables,explosives, radioactive materials, hazardous wastes, hazardous and toxic substances
or related materials, asbestos or any material containing asbestos (including, without limitation,
vinyl asbestos tile), or any other substance or material, defined or regulated as a "hazardous
substance"by any federal;state or local environmental law,ordinance,rule or regulation including,
without limitation, the Federal Comprehensive Environmental Response Compensation and
Liability Act of 1980, as amended, the Federal Hazardous Materials Transportation Act, as
amended, the Federal Resource Conservation and` Recovery-Act, as amended, the Toxic
Substances Control Act, as amended, and the rules and regulations adopted and promulgated
pursuant to each of the foregoing:
0) No Im ediments, To Seller's actual knowledge (with no duty of inquiry): (i) the
Property is not subject to any neighborhood conservation or preservation districts or any historical
designations, and does not include any archeological site, burial site, artifact or other condition of
archeological or historical significance; (ii)no portion of the Property has been used as an Indian
curial ground or contains any buried Indian artifacts;(iii)there exists no governmental policy or
action precluding or inhibiting the(1) issuance of grading or building permits with respect to the
Property,(2)approval of precise engineering plans or preliminary or final plats with respect to the
Property, ( ) issuance of certificates of occupancy for residences or businesses properly
constructed on the Property, or (4) issuance of water, sewer, or other utility connection permits
affecting the development of the Property, and (iv) there are no adverse soil or geological
conditions affecting the Property that could materially and adversely affect the Property or the
construction of residences or businesses thereon without the need for unusual or new subsurface
excavations, fill, footings,caissons or other installations.
( ) No Transfer or Aureennts. For so long as this Agreement remains in effect,Seller
shall not encumber or permit or suffer the further encumbrance of the Property or any part thereof
or interest therein, or assign, convey, lease or transfer any part thereof or interest therein. Seller
has not entered, and shall not (without the prior written consent of Buyer), enter any contract or
obligation affecting the Property which will be binding upon Buyer after the Closing either than as
disclosed in the Title Report,
(1) No Parties in Possession, There are no parties in possession of the Property or any
part thereof, and after the Closing there shall not be any leases, rental agreements,or other rights
of use or occupancy,whether express or implied,oral or written,affecting the Property.
(m) Current Encumbrances. Any current encumbrance against the Property, as
evidenced by a note secured by a deed of trust,or otherwise, will be satisfied and removed as an
encumbrance of record against the Property in connection with the close of escrow, For the
purposes of this Agreement, the knowledge, actual knowledge or best knowledge of the Seller
shall be deemed to be the knowledge,actual knowledge or best knowledge(as applicable),
10, No Alteration do of the Condition of the Property. During the term of this Agreement the
Seller shall not cause the condition or character of the Property to be altered from that which exists
as of the date hereof,and,subject to normal wear and tear, Seller shall maintain the Property in its
current physical condition,
1, Attomev Fees. If either Party hereto breaches any provisions of this Agreement, the
breaching Party shall pay to the non-breaching Party all reasonable attorney fees and ether costs
_9
and expenses incurred by the non-breaching Party in enforcing this Agreement or preparing for
legal or other proceedings regardless of'whether suit is instituted.
12, Notices. All notices or other communications required or provided to be sent by either
Martyr Escrow Agents all be in writing and shall be sent by united States Postal Service,postage
prepaid, return receipt requested,courier,any nationally recognized overnight delivery service,or
in persona Any such notice sent by registered or certified mail, return receipt requested shall be
deemed to have been duly given and received seventy-two(7 hours after the same is so addressed
and mailed with postage prepaid. Notices delivered by overnight service shall be deemed to have
been given twenty-four (24) hours after delivery of the same, charges prepaid, to U.S. Postal
Service or private courier. Any notice or rather document sent by any other manner shall be
effective only upon actual receipt thereof. All notices shall be addressed to the party at the address
below;
If to Seller: Golden Triangle QOZB, LLC
c/o Karl Huish
1635 N. Greenfield Road, Suite 115
Mesa, AZ 85205
Telephone; - 09-870
Email: karl,huis Abel or.com
With copies to: Hudd Hassell
Golden Triangle QOZB
1635 N. Greenfield Road, Suite 115
Mesa, AZ, 85205
Telephone: 480-209- 700
Email: hudd bel f`lor:com
Reese L. Anderson
Pew& Lake, PLC
1744 S.Val Vista, Suite 217
Mesa,Arizona 85204
Office: 0-46 -4 70
Email: reese,anderson ewandlake:co
If toBuyer- City Manager
Bryant Powell
300 E. Superstition Blvd,
Apache Junction,AZ 85119
With copy to: City Attorney
R.Joel Stern
300 E. Superstition Blvd.
Apache Junction, AZ 85119
10
If to Escrow Agent: Joellen Strong
Senior Escrow Assistant
First American Title Insurance Company
6877 South Kings Ranch Road, Suite
Gold Canyon,AZ 85118
Phone: 480-477-3927
Email:jstrongFirstA .coot
Any address or name specified above may be changed by notice given to the addressee by the other
Party in accordance with this Paragraph 12. The inability to deliver because of a changed address
of which no notice was given, or rejection or other refusal to accept any notice, shall be deemed
to be the receipt of the notice as of the elate of such inability to deliver or rejection or refusal to
accept: Any notice to be given by any party hereto may be given by the counsel for such party.
Any notice to be given to Escrow Agent shall be sent to the address set forth in the Standard
Escrow Instructions attached hereto as Exhibit" "t
1 . Seller's Remedies. Subject to those rights of insurance and indemnity that are expressly
described as surviving the termination of this Agreement, if Buyer shall breach any of the terms
or provisions of this Agreement or otherwise defaults at or prier tot e Closing, Seller may,as its
sole and exclusive remedy, either waive such default and consummate the transaction
contemplated hereby in accordance with the terms hereof,or terminate this Agreement, Buyer and
Seller acknowledge that it would be extremely difficult and impractical, if not impossible, to
ascertain with any degree of certainty the amount of damages which would be suffered by Seller
if Buyer fails to purchase the Property in accordance with the terms of this Agreement. Seller
hereby waives all ether rights or remedies which may be available to it at law or in equity.
14. Buyer' Remedies. In the event of a default or breach by Seller hereunder, Buyer shall
have the right to reimbursement from Seller forBuyer's actual out-of-pocket expenses incurred in
connection with the transaction contemplated by this Agreement and the proposed development of
the Property, together with all other rights and remedies available to it at law and in equity,
including the right to seek specific performance of Seller's obligations hereunder; but in no event
shall Buyer have the right to seek or recover special, exemplary or consequential damages from
Seller.
1 , Survival of Covenants, Agreements. Representations and Warranties. All covenants,
agreements, representations and warranties set forth in this Agreement shall survive the Closing
and shall not merge into any deed or other instrument executed or delivered in connection with the
transaction contemplated hereby.
16. Modification ofAgreement. No modification of this Agreement shall be deemed effective
unless in writing and signed by the Parties hereto, and any waiver granted shall not be deemed
effective except for the instance and in the circumstances particularly specified therein and unless
in writing and executed by the Party against whom enforcement of the waiver is sought.
17. Further Instruments. Each Party,promptly upon the request of the other or capon 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
II
to evidence or give effect to the provisions of this Agreement and which are consistent with the
provisions hereof:
l& Entire Contract. This Agreement constitutes the entire contract between the parties with
regard to the purchase,sale and development of the Property. All terms and conditions contained
in any other writings previously executed by the parties and all other discussions, understandings
r agreements regarding the Property and the subject matter hereof shall be deemed to be
superseded hereby.
19. Inurement. This Agreement shall be binding upon and inure to the benefit oft e successors
and assigns, if any, of the respective Parties hereto.
20. Commissions; Each Party warrants and represents to the other that no real estate sales or
brokerage commissions,or finder's fees,are or may be due in connection with this transaction as
a result of the act of the Party so warranting.
1. Time Periods/Time is of the Essence. If the time for performance of any obligation
hereunder expires on a Saturday, Sunday or legal holiday, the time for performance shall be
extended to the next day which is not a Saturday, Sunday or legal holiday. Time is oft e essence.
2, Severability. The Parties 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 Buyer
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
refonricd agreement(and any related agreements effective as of the same date)provide essentially
the same rights and benefits (economic and otherwise) to the Patties 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 o this Agreement,as reformed.
. Conflict of Interest, This Agreement is subject to, and may be terminated by Buyer in
accordance with,the provisions of A.R.S. § 38-511.
24. Assign rant. Neither Party may assign their rights under this Agreement.
25. Counterparts. This Agreement may be executed simultaneously or in counterparts,each of
which shall be deemed an original, but all of which together shall constitute one and the satire
Agreement.
2 . Recordation. This Agreement shall not be recorded.
27. IRS Real Estate Sales epo in , Buyer and Seller hereby appoint Escrow.Agent as,and
Escrow Agent agrees to act as,"the person responsible for closing" the transaction which is the
subject of this Agreement pursuant to§6045(e)of the Internal Revenue Code of 1986,as amended
(the"Code"). Escrow Agent shall prepare and file IRS Form 10 9-S and shall otherwise comply
12
with the provisions of§ 6045(e)of the Code only to the extent such provisions apply to sellers of
real property. Escrow Agent shall indemnify,protect,hold harmless and defend Seller,Buyer and
their respective attorneys for,from and against any and all claims,actions,costs,loss,liability or
expense arising out of or in connection with the failure of Escrow Agent to comply with the
provisions of this Paragraph 27.
S p livable Law. 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 Pinal County; State of Arizona. The Parties
hereby waive all provisions of law providing for change of venue in such proceeding to any ether
county or for removal to federal court. 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 terrn or
condition in this Agreement, it is mutually agreed that the prevailing Party in such action shall
recover all casts including: all litigation and appeal expenses, collection expenses, reasonable
attorneys' fees,necessary witness fees and court costs to b determined by the court in such action.
. Section 1 31 Exc an e. The Parties agree that either Party may utilize the Propertyin
connection with a so-called Section 1031 tax free exchange and both Parties agree to cooperate
with each other in connection therewith, including but not limited to the execution of documents
required in connection with converting this transaction into an exchange transaction,all at no cost
or liability to the cooperating party and without any delay in the Closing Date.
[Signatures of the Parties Appear on the Following Page]
13
IN WITNESS WHEREOF, the Parties hereto have entered into this Agreement as of the
day and year first above written.
BUYER: SELLER:
CITY OF APACHE JUNCTION, GOLDEN TRIANGLE QOZB LLC,
an Arizona municipal corporation are Arizona limited liability company
y:
Investments, LL rizcia g Bryant Powell l d pan , its an er
City Manager y
Approved as to form: Manager
0�36-!V-24
R. Joel Ste
City Attorney
ESCROW AGENT ACCEPTANCE:
The undersigned Escrow Agent accepts this Agreement as its escrow instructions and
agrees to perform the acts applicable to Escrow Agent in accordance with the terms of this
Agreement. Specifically,Escrow Agent understands, acknowledges and agrees tote provisions
of Paragraph labeled "IDS Real Estate SalesReporting"above. Escrow Agent acknowledges
its receipt of both the First Deposit and a fully executed original ofthis Agreement as of the plate
set forth underneath its signature below,and such cute shall be deemed the elate of the "Opening
n
FIRSTof Escrow".
'
By-
Jo Ellen Strong
Its:
Senior Escrow Assistant
Date:
(the"Opening of Escrow"
14
ACKNOWLEDGEMENTS,
PURCHASE AND SALE AGREEMENT
STATE:OF AIICNA
s
COUNTY A ICC FA
The foregoing Purchase and Sale Agreement was subscribed and sworn to before me this
54 day of _ � 4 by art Na uish, the Manager f L Investments,
I�.I�C, an Ari l-rya Iz ited ` bilit coo`any, the Manager of Golden Triangle CO , LLC., an
Arizona limited liability company.
Notary ublic
y Commission Expires: MEGAN
oil t
NoUry i
as' Num
73
July
0 M n 011111111
STATE OF AI I C NA
)ssr
COUNTY OF PINAI }
The foregoing Purchase and Sale Agreement was subscribed and sworn before me this
day of 2024,by Bryant Powell,as City Manager of the City of Apache
unction,Arizona,are Arizona municipal corporation.
Notary Public
My Commission Expires.
l
LIST OF EXHIBITS
Exhibit"A" - Legal Description of the Property
Exhibit" ", Standard Escrow Instructions
Exhibit"C Fonn of Special Warranty Deed
t
16
EXHIBIT"A"
E P 5
GROUP
LEGAL DESCRIPTION OF THE PROPERTY
Remaining North Fortsel A)Golden Triangle
.dote No.21 January 16,262
portionot these certain parcels of land describedire Special Wanorier Deed recordedIn Fee No.2 2 - 7 ,
Pin al County Records,lying In the east half of Section 20,Township I North.Range 8 East of the Gilait Rhier
Meridian,City of Apache Junction,Final County,Arizona more particularly described as follows:
KGINMNG t a brass cap In hand hole at the east quarter corner of said Section 20,from which a cotton picker
spindle2t the northeast coffer of said Section 20,bears North 0 degrees 14 minutes 10 (Basis of
Beating),2636.87 feet;
Thence amoff the southeasterly line f Parcel Nm1 as described In said Fee ,2021-0778110,South 66 degrees
27 minutes 34 seconds
Thence along the westerly right-of-way lire of .Idaho Road,said westerly One I i East
50.00 feet of ft SoutheastQuarter 4f said Section 26,North 0 degrees14 minutes 16 seconds Wes,21.54 feet;
Thence Southdegrees 45 minutes 41 seconds West,4.80feet to the beginning of a curve,concave southeast
having a radiusof 2 ;
Thence ut 109.06 feet along the arc of said cum to the left through a central angle of 24 degrees
02 minutes 03 seconds,
Thence South 65 northwest.h degrees'4 minutes 1 t €rare of c rr
ire a radios f 293,00
,
Thence o rl 120,2S feet along the arc of sold curve to the right through a central angle of 23 degrees
30 minutes S4 seconds,
Thencedegrees 14 minutes 32 seconds West, 16.70 feet to the beginning of e
northeast having d radius f 244.50 feet;
Thence surly 296.38 feet along the arc of said curve to the right through a central angle of 69 degrees
27 minutes 12 seconds,
Thence North 21 degrees 18 minutes 16 seconds West,34,78 feet to the beginning of a crr ,concave
southwest,having a radius of 723.ODfeet,
Thence ere rly 153.07 feet ato the arc of said curve to the left through central ange of 12 degrees
07 minutes 50 seconds;
7
Thence ,(*v E P S
OROUP
North 33 degrees 26 minutes 06 seconds West, 38.19 feet to the beginningf a teams, concave
southwest,having a radius of 320.W feet,
Thence northwesterly 105.31t along the arc of said curve to the left through a central angle of 18 degrees
51 minutes 23 seconds,
Thenceort 52 degrees 17 minutes 29 seconds West,17, ;
Thence along easterly rf ht line f Apache'frail,North 37 degrees 42'minutes 31 seconds 19.50
7hence South 1 degrees 39 minutes 54 seconds East,40.85 feet,
Thence North 66 degrees 25 minutes 44 seconds East,268.78 ,
Thenceorth 37 degrees 42 minutes 31 seconds East,733.23
Thence along the westerly right-of-way One of N,Idaho Road,said westerly line in line East
50.00 t of the Northeast Quarter of said Section 20,South 0 degrees 14 minutes 10 seconds East,383.73
Thence North 66 degrees 25 minutes seconds East,54AS
feet-feet-
Thence along East line of said NortheastQuarter,South 0 degrees 14 minutes seconds East,674.26
to the PONT OF BEGINNING
Saki overall portion of laud contains 463,571 square feet or 10.6421 es,more or less,and being subject
any easements,restrictions,and/or rights-of-ways of record or'
Ibis description shown hereon is not to be used late subdivision regulations of the state,county and/or
municipality or any rather land division restrictions.
l t x
T
Rai
S Gavvzp,sex ..r. N.Mrn'&'$"h."'x A4"L A.s t""SIN"
r9Zr,7,4�*Fax
zS,'a.,ar..°„
NORTHEAST CORNER
SECTION C, ,
FOUND C TT M IC Epi
tA
MATTHEWO
50°
era =
TOTAL LAND AREA:
L8 463,571 Square
1 ,
ore or less 0
s ti�
EAST(MARTEN CORNER
S CI(W 20, TIN, ROE
FOUND *ACCT" BRASS CAP,
IN
"A"
1;15£ PCIBT OF BEGINNING
US k
NOT TO SCa Sheet 1 of
r3 C1 1 2130 .Alm ac@HCsG$ ,
z
TABLECURVE
rURVE LEND RADIUS 11 A ORO CHORD 814E
1 9.06' 260,00' 24'02' 3* 10617` 577`4441"
L2 120,25 223, 23'°r13 54* 11 ,41' S77'26"75"bti
6 266.35' 244,5 613'27`12 276,56' N 0152�
64 153, 7` 72100' 12 7'517" 152.72' N27`22`11'a#
5 M31` 32,00' 16'51'237 104,84' N42"51'47'W
LINE TABLE LINE TABLE
LINE BEARING LENGTH LINE LEANING gLENGTW
Lt 56627"3461 54,44 L9 N31"42'311 1 ,5 '
L2 NOO'14''2" 21,54' LIO S5t'38'54E 45.65''
L3 S82'4541"7! 4 W L11 N66°25` 4*E 26836
L4 S6543'35"1 86,41' L12 N31'42`31" '133,23`
L5 S111'14'32'7 16,70' Ll3 SOM4'1O" 383,73'
..-lL6 N2rl8'16'W 34,76" L14 N6675`44"E 54,45'
L7 N33'261176*W 38A ' L15 5111'1 01" 674,26`
L6 N52'17'211"W 17,6 '
Sheet 2 of 2
1 [ + ,'4 rye„
r1 r� EFIS .1 z 1
:[tq
1 :s. s
Exhibit " www.epsgroupiaccom
EXHIBIT cs a
STANDARD ESCROW INSTRUCTIONS
First American Title Insurance Company
JEllen Strong, Senior Escrow Assistant
6877 S. ins Ranch Rd., Suite
Gold Canyon,Arizona 85118
SELLER AND UYE ILL:
. Deposit with Escrow Agent all documents necessary to complete the sate a
established by the terms ofthese instructions and authorize Escrow Agent to deliver
or record said documents as required herein.
2. Direct that all money payable be paid to Escrow Agent unless otherwise specified.
3. Authorize Escrow Agent to act upon any statement furnished by a lien holder or his
agent,without liability or responsibility for the accuracy of such statement.
4. Authorize Escrow Agent to pay from available funds held by it for said purpose
amounts necessary to procure documents and to pay charges and 'obligations
necessary to consummate this transaction.
. Direct that the disbursement of any funds shal l be made by check of Escrow Agent.
, Direct that when these instructions and all title requirements havebeen complied
with Escrow Agent shall deliver by recording; in the appropriate public office all
necessary documents, disburse all funds and issue the title insurance policy.
. Indemnify and save harmless Escrow Agent against all costs, damages, tto e 's
fees,expenses and liabilities,which it may incur or sustain in connection with these
instructions any interpleader action, or any servicing account arising herefro
(except for any wrongful acts or negligence on the part of Escrow Agent)and will
pay the same on demand.
SELLER AND BUYERAGREE:
g. Escrow Agent has the right to resign upon written ten (10)calendar days notice; if
such right is exercised,all funds and documents shall be returned to the party who
deposited them.
. Escrow Agent shall not accept payments under a cancellation notice,unless in cash,
certified or cashier's check or money order,
21
1 . Should Escrow Agent be closed on any day of compliance with these instructions,
the requirement may be met on the next succeeding day Escrow Agent open for
business,
11. Time is of the essence of any agreement to pay or perform hereunder which
agreement shall remain unpaid or unperformed as of Closing. No payment of Buyer
of such amounts shall be received or receipted for by Escrow Agent unless all
amounts due as of the date ofcompliance are paid unless and until written authority
therefor has been delivered to Escrow Agent by the payee of said amount.
. Escrow Agent may at anytime, at its discretion, commence a civil action to
rote lead any conflicting demands to a Court of competent jurisdiction.
13. It is fully understood that First American Title Agency serves as an escrow agent
only in connection with these instructions and cannot give legal advice t ►any party
hereto:
14. The title insurance }provided for unless otherwise specified, shall be evidenced by
the standard form of title insurance policies on file with the Insurance Director of
the State of Arizona subject to exceptions shown in the commitment for title
insurance and title insurance policy issued.
EXHIBIT "C"
(Form of Special Warranty Deed)
After Recording Return To
City of Apache Junction
City Attorney
300 E. Superstition Blvd.
Apache Junction,AZ 85 11
SPECIAL WARRANTY DEED
For and in consideration of Ten Dollars, and other valuable consideration, GOLDEN
TRIANGLE QOZB, LLC., an Arizona limited liability company "Granter" ,hereby conveys to
the CITY GE APACHE JUNCTION,ION,an Arizona municipal corporation,whose address is 300 East
Superstition Blvd.,Apache Junction, AZ, 8 119 C'Grantee"), the real property situated in Apache
Junction, Pinar County, Arizona, together withall rights and privileges appurtenant thereto, as
legally described as fellows:
See Exhibit"A"'I attached hereto
and subject to current taxes and rather assessments, reservations in patents and all easements,
rights-of-way, encumbrances, liens; covenants, conditions, restrictions, obligations and liabilities
as may appear of record, and all matters which an accurate survey or physical inspection of the
real property Mould disclose.
Grantor hereby binds itself and its successors to warrant and defend the title,as against all acts of
the grantor herein and no ether. No other warranties,express or implied,are given by Grantor by
reason of this conveyance.
DATED this day of 2024.
[Signature of Grantor Appears on the Following Page]
23
GRANTOR
GOLDEN TRIANGLE QOZB, LL. .,
an Arizona limited liability company
y:
Karl N.Huish, Manager
STATE OF ARIZONA
ssa
County of Maricopa
The foregoing instrument was acknowledged before me this day of
024, by Karlwish, as Manager of KDL Investments, LL , an Arizona
limited liability company, Manager of Golden Triangle QOZB, LLC,an Arizona limited liability
company, for and on behalf thereof.
Notary Public
y Commission expires:
4
i cc :$fit rr '
Description the Property)
to be attached at Closingl
2
City of Apache Junction, Arizona 300 E Superstition
Boulevard
Agenda Item Cover Sheet Apache Junction,AZ
85119
Agenda Item No.9.
File ID: 24-063
Sponsor: Patrick Ainsworth Agenda Date:2/20/2024
Index: In Control: City Council Meeting
Presentation, discussion, and possible consideration of awarding contract for Concentrated
Downtown Master Plan Update RFP#ED2023-002 to SWABACK in an amount not to exceed
$99,000.00.
City of Apache Junction,Arizona Page 1 Printed on 211512024
City of Apache Junction
' Home of the Superstition Mountains
DATE: February 7, 2024
TO: Mayor and City Council
THROUGH: Bryant Powell, City Manager
FROM: Patrick Ainsworth, Economic Development Director
Kimberly Heldt, Purchasing Administrator
SUBJECT: Concentrated Downtown Master Plan Update RFP #ED2023-002
The Economic Development Strategic Plan (adopted in 2022) and the Apache Junction
General Plan (adopted in 2020) have both called for an update to the Downtown
Redevelopment and Implementation Strategy (adopted in 2010). With recent attention
to the downtown, city staff finds it prudent to advance the implementation of these two
plans and move forward with updating the DRIS document, but with a concentration on
the Downtown Core area.
To meet the needs of the economic development division, the city issued a Request for
Proposals on December 11, 2023, with a reply deadline of January 10, 2024. Three
proposals were received, and one was deemed nonresponsive. The two proposals
evaluated were:
SWABACK $ 90,000.00
Upfront Planning & Entitlements $ 88,932.14
Staff reviewed the proposals for proven technical ability, qualifications/experience,
proposed solution/method of approach and pricing. SWABACK was deemed the most
responsive and responsible bidder.
Staff requests council award the contract to SWABACK, including a 10%contingency fee
for a total amount not to exceed $99,000.00
CITY OF APACHE JUNCTION
AGREEMENT FOR CONCENTRATED DOWNTOWN MASTER PLAN UPDATE
PROJECT NO. ED 2023-002
t is mere i y between the I
APACHE _JUNCTION ("City"), Arizonamunicipalcorporation,_ n ,
Arizonaan ("Consultant"), -shall be collectively referred
"Parties", or individually "Party
RECITALS
ul r t i ' request forproposal ( " "
and r t beingconsidered the "Contract ") via
in which Consultant asserts its willingness,ability and qualifications
provideto is work and service(hereinafter r rr t r ")
B. City andConsultant desire- to set forth hereinit respective
responsibilities and the man _ and termsisConsultant ii render the
Work.
C. City lied with the publicbidding requirements under
Arizona visa Statute itl Junction Cit , Vol. i, Chapter
AAmLinistration,Article 3-7, Procurement Prog9dureq.
AGREEMENT
NOW, THEREFORE, In consideration of the Recitalsnoted _ v , the
mutual covenants and conditions 1 a valuable
consideration,. t receipt ssufficiency._f is r r acknowledged,the
Partiesagree follows:
® DUTIES: Consultant agrees to performthe
professional rvi a detailed i
2. ® In accordance withterms and conditions
is Agreement, Cityall compensate Consultantr professional services in an
amount of Ninety Thousand Dollars and Zero ( ) with a ten
percent i ncy fee for any change order in the amount of NineThousand
Dollars and Zero , )for a total amountnotto exceedNinety-Nine
Thousand Dollars rCents )in accordance withrig sheet
sat forth in`Exhibit
3. CONSULTANT I LI Consultant shall bill City on a time
expenseaxis in a total amount notto _exceedi n 2 above. ishall pay such
billings withinit ( calendar days of the date of receipt.
4. TERM/RENEWAL: The term of thisAgreement starts February ,
2024 and on December 1, _ Following initial` Parties
not r r extend this r
5. CITY'S STANDARD OF PERFORMANCE:' City shall furnish Consultant
with all data, information and other supporting vices specified in Exhibit
CONSULTANT'S6. While performing
the services, Consultant shall exercise the reasonable pr f i n l care andskill
customarily exercised reputable membersI is profession
practicing in the Phoenix Metropolitan Area, and shalls _reasonable ili
and best judgment whiler i i its professional skill and expertise.
Consultant shall be responsible for all errors and omissions Consultant commits
in the performancei
7. NOTICES: All notices to a Partyrequired `under is Agreement shall
be i writing �r classcertified _mail, _prepaid,_ return receipt
requested, ' rsa I in
if to City: City of Apache Junction
Patrick ins r , Economic Development Director
300 East Superstition I `var
Apache Junction, 1
r R.ah1g%kgrth .._nr
And a Copy; : City AttorneyR. Joel Stern
300 E. Superstition Bul v
Apache Junction, AZ 85119
htr 'w pry
If to Consultant: SWABACK
Jeffreya
McDonald7550 E. r., Ste.
Scottsdale, AZ 85250
8. INSURANCE: Consultant, _at its own expense, shall purchase
maintain the herein stipulated ` insurance i ni my licensed,
possessing rr nt A.M. Best, Inc. Rating of B++6, or approved unlicensed in
the State of rina with policiesand forms ai ry to City.
All insurance required r i all be i t i in full force n until all
r i required tperformed_maintained
under the termsAgreement i
satisfactorily i formally p failure , at the sole
discretion i , constitute a matrial breach of thisAgreement.
Consultant'sInsurance shall be primary
- insurance as respects the City, and any
insurance_ self-insuranceined by City shall not contributeit.
failureAny _ith the claim reporting provisions of the insurance poi_ i
r policyany breach of an warranty l_not affect_ coverageafforded_
under the i policies City,
InsuranceThe policies, Compensation, contain
rightstransfer recoveryion)against City,its agents,omissions,
ls
service._
and employees for any claims arising out of r' , , i ,
The
insurance policies i r which__- contains_ self-
insured
rself-insuredI not be
applicablei" i i .
Consultant shall be solely responsible i / self retention
City, at i option, itdeductibles
or self-insured retentions r an Irrevocable and unconditional
credit.letter of
i i receive, within working
copiescertified ' r all of the hereiniInsurancei iand/or,
endorsements. City shall not be obligated, r, to_ review
receiptConsultant
i` i i i _i' , and such
shall not relieve Consultant from, _or Insisti right
i i i
The insurance policies, except Workers'
i i `, it i lCity,i agents,officers,offic i i
Additionaland employees as
Commercial GeneraLLighft
Consultant; i i Commercial General Liabilityinsurance withlimit
not less than , I ,
Products/Completedr , _ Aggregate
limit. The policyl rage for bodily Injury, broad form property
damage, personal Injury,
contractual products and completed operations and blanket
r including,_ _ limited
Indemnification_ provisions
i i i , whichr ill be at least as
broad as that on
_i
Insurance_ i , Policy __r
policySuch lcontain severability of
Interest provision,
provision , provisioniwould
limitto .thirdi r -
The Commercial General 'i i Insured
i , _ .' i , r ,
least as broad as the Insurance
GO 20101185, or the
,
equivalent_ thereof, coverage _r
Consultantoperations
If required by this Agreement, work,if Consultant sublets services
or operations, maintain," i iduring
servicesprosecution of the work, , roperationsOwner
and Consultant's Protective Liability insurance policyr bodily
Includingproperty damage, which may arise in the r i
r , i Coverageshall
be on an occurrence basis with a limit not less than $1,000,000 roccurrence,
and the policy shall be issued by the same insurance company that issues
Consultant'si Liability
Automobile Lighiflit,
Consultant shall maintain Commercial/Businessi Liability insurance
combinedwith a " i limit bodilyInjuryproperty
r i
vehicles assigned
In
Coverage i auto",
, > i r
Servicei . Such
i rloading
hazardous_ substances, materials or endorsement shall be Included and ,_ bodilyinjury
shalland property damage
obligationsWorkers' Comoensatlon
Consultant shall carry Workers' Compensation insurance to cover
Imposed by federal i i i 9
_employees engaged in the performance of the work or services; and, Employer's
Liability ,
accident, $100,000 disease
r each employee, and $500,000 diseasei i i .
executionBy is Agreement, Consultant certifies as follows:
"I am aware and understand the provisions
whichrequires r to be Insured againstliability
workers'compensation or to undertake self-insurancein accordance
with the provisionsi , and I will comply with
provisions commencingr work of this
Agreement."
If Consultant
workers' compensation Insurance
Is
required, I submit a declarationr affidavit to Citystating
covenanting to obtain such I_
Insurance iemploys
emp
oyees subject to coverage.
In case any r is subcontracted, Consultant will require subcontractors
provider _ rs'Compensation and Employer's Liability Insurance
same extent as required of Consultant.
PLofessional Liability
retainedConsultant r i work or service requiredi
Agreement ill maintain Liability r i , errors,
mistakesomissions arising r iperformed
Consultant, or any person employed by Consultant, with a limit
claim.$1,000,000 each
PriorCertificates of Insutance
commencing' r services under i
furnish i i i Insurance, rendorsements it
by the Agreement i _ i r r ,evidence,. Ii i
r r i i ir i r i i _i l i
` forcer insurance
and endorsements it be subject r
shall comply i terms iAgreement,
issued dl of the Apache Junction City
elivered iAttorney, iJunction, `300 East
Superstition Boulevard,Apache Junction,
eventIn the any insurance policies required iAgreement written
"claims basis,coverage shall extend for two(2)years past completion and
Consultant'sacceptance of r services evidenced
Certificates of Insurance.
If a policy it ri life certificate
be sent to City thirtyl ri r to the expiration
All Certificates r Policies i i i serial r and title.
_ i ' _ Additional
Endorsementr"a substantially equivalentinsurance company form
to the City Attorney) i verage required by thisi l be
filed with the Cityshall include iadditional insured. i
or policies shall be In the usual form of a public liability insurance, but shall also
include the following provision:
"Solely as respects work done by or on behalf of the named Insured
for the City of Apache Junction, it Is agreed that the City of Apache
Junction and Its officers and employees are added as additional
Insureds under this policy."
Insurance required herein shall not expire, be canceled, or materially changed
without thirty(30) calendar days' prior written notice to City.
9. APPLICABLE LAW AND ®
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 Pinal 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.
10. FORGE-MAJEURE: Neither City nor Consultant, 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 to comply with applicable
laws, including, but not restricted to, acts of God, fires, floods, epidemics,
pandemics, quarantine, restrictions, embargoes, labor
rs disputes, and unusually
severe weather or the delays of subcontracto 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 Consultant in connection with the obligations under this
Agreement Consultant agrees that Consultant alone will bear all risks of delay
which are not Enforced Delay. 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
6
Enforced et , first notify the other Party of the specific I in writing
claim o right to an extension for the period 'the Enforcedl'ay; and provided
further that I v n shall a periodEnforced l xc a in )
calendar
11. TERMINATION: is Agreementr ` I t either
r any r� (1) s' ri notice. I this Agreement is
terminated, City shall be reimbursed r Consultant the amount i for any
undelivered and/or unaccepted productsr services, Upon termination, i
reel to pay for all delivered, accepted, and properlyinvoiced services that
were r vi to the announcedTermination Da
. INDEMNIFICATION: To the Ballast extent permitted by i
Consultant all defend, indemnify andl r I ss City, its elected
appointed rs officials, and employees from and againstany and all
liability Including limited tdemands, claims, actions, s,'costs n
expenses,including reasonable ,and expertwitness fees,arising r ,or
alleged rig r , relating , arising r alleged to have resulted
from a acts, errors, mistakes, omissions, Work or services `of Consultant, its
employees, r any tier of s I t' subcontractors in the performance
`f this'' r , but only to the extent causednegligence, recklessness
or intentional wrongful not Consultant
I n r' isubcontractors"in the
performance r under this`Agreement or any subcontract- Consultant's
duty to defend,hold harmless and indemnify City, i specialdistricts,elected
appointed officers,officials, n employees shall aria in connectioni
a claim, damage, loss` r expense that is attributableto ,i j sickness,
disease, i , impairment,' ` destruction 'bodilypropertyincluding loss
of s resulting fry , caused ,sI ' acts, errors, mistakes,
omissions, work or services in the performancethis Agreement including` ' any
employee tierConsultant'ssubcontractor or`any other
person for whose acts, errors, is s,;omissions,Workor services Consultant
may be legally liable, but 'only the extent caused li `no
recklessness r Intentional wrongful conduct ns l r any tier of
Consuftant's subcontractors or any other person- for whose acts, errors,
mistakes, omissions, r services Consultant _may legally liable In e
performance r r this Agreement or subcontract. amount and
type of Insurance v ' e requirementsst hereinforth will in
cons limitingthe scope indemnity i this paragraph. rights n
obligations under this Section shall`survive termination of this Agreement,
1 Consultant shall pay all license, sales, consumer,
transaction ri it , use and other similar taxes forservices i y
Consultant whichare legallyenacted` at t i the obligations under i
Agreement are performed.
. Unless otherwise pr vi in this Agreement,
Consultant shall secure and pay for all applicable permits, government fees,
licenses and inspections nec ss r for the proper execution completion
services is r customarily secured rexecution the Agreement,
Malt l! i Ii notices l i it laws, ordinances, rules,
regulations and lawful` orders of any public authority bearinga r c
of the obligations. Consultant represents and warrn that any license
necessary to perform thservices under this Agreementis current and valid.
Consultant understands that the activityi r i constitutes "doing
business In the CityJunction" and Consultantagrees to obtain
business license pursu nt to Chapterf the ApacheJunction i I® 1,
and keep such license current during the term of this Agreement. Consultant also
acknowledges t the tax provision of the ApacheJunction ter
may also apply and if so, shall obtain a transactionprivilege license and/or
other licenses as may be required l applicable, laws, Further, Consultant
agreesll `applicable privilegen' use x s that are applicable to the
activities, products andservices provided under this`Agreement.
® c f I labor, payroll, rcosts
ainin ,. is � shall n a generallyrecognized accounting
basis and made availableto Cityfor inspection n request. Consultant shall
maintain records r a periodat least ) years after termination of this
Agreement, and shall make such `c available ri that retention period
for examination or`audit by City personnelduring regular sin s hours,
16. RIGHT .,m .. . I. i e Nothing in this
Agreement shall imply` i Is obligated to obtain the=, services sc i ' r _i
with only this particular'Consultant.
17. INDEPENDENT' CONTRACTOR: City and Consultantagree
understand that the relationship between bot r i s is that of an independent
contractor.
1 , WAIVER
1 1 failure of Cityr
Consultant t. insist in any one or more instances r ,c f any of the
terms or conditions is Agreement or to exerciseany right or privilege
contained herein ail considered s ra r ii suchterms,
conditions,' rightsr privileges, n _ they shall remain in full force and effect.
, Consultant
understands „1 s the applicabill of the American iDisabilities'
Act, t Immigration Reform° an Control Act f n r Free
Workplace c services performed under this Agreement,
s required 1 1, Consultant hereby warrantsits compliance with
all federal immigration laws and regulations t relate Its l y
- 1 ( '), Consultant further warrants that after hiring an employee,
Consultant ' ill verify 1eligibility the I roue
riprogram. `I Consultant s any subcontractors- in 'performance of
services, subcontractors shall warrant their compliance iall federal
Immigration lawsand regulations that relate to its employees
( ), and subcontractors shall further warrant that after hiring an employee,
such subcontractor verifies the employment eligibility of the empIthrough'
the ri program. breach this warranty shalldeemedmaterial
breachf tAgreement that Is subject l l s 'up t" and including
termination of this"Agreement. Consultant is subject Ity of$100 per day
r the`first i I ti , $500 per day for the secondi M i n, and $1,000 per day
r the thirdviolation. it at its icn may terminate is Agreement after the
third i I tion. Consultant shait not be deemed in material breach of>this
Agreement if the Consultantand/or subcontractors establish compliance i the
employment'verification provisions of Sections 274A ander l
Immigration n i n lity Act and the E-Verify requirements in iA.R.S.
( )® City retains the legal right to inspect the papersof any Consultantr
subcontractor employee who works under this Agreement to ensure that the
Consultant r subcontractor Is complying wi e warranty. Any Inspection' ill
be conducted after reasonabletics n reasonable times. I state law is
amended, the" Parties may modify this paragraph consistent i
ENTIRE20. AGREEMENT: °This Agreement n n attachments
represent tire r between CityConsultant and supersede all
prior negotiations, representations or agreements, either express r implied,
written r oral. It is mutually understood and agreedl r ion or variation
of the terms and conditions of this Agreement shall be validunless made in writing
signedand Parties ere Written signedn II
automatically; become part of the SupportingDocuments, and shall supersede
any inconsistent r vii therein;. provided, however, that any apparent
inconsistency shall be resolved, if possible, by construing the provisions as
mutually complementary supplementary.
21. I I m City andConsultant each believe that the execution,
delivery n performance f this r r i compliance i all-applicable
laws. However, in the unlikelyevent that any provisionthis r is
declared void' or unenforceable r i construed s requiring i t _ i
violation napplicable. , `Including a constitutional` ` provision,
regulation,` .or. city code), such r visi shall be deemed severed r i
Agreement and this Agreement shall otherwise remain in full farce and effect;
provided t ` this Agreement shall retroactively be deemed reformed to the
extent reasonablycssi I in suchmanner so that the
reformedagreement
any related agreements ctive as of the s ) provide essentially
same rights benefits (economic and otherwise) to the Parties as if such
severance and reformation r not required. nla s prohibited by applicable
laws, the Parties further shall perform all acts and execute, acknowledge and/or
deliver all amendments, instruments and con _nts necessary cc li n
to give effect to the purposes of this'Agreement, as reformed.
22. f tT LC—G-ATLO—N: City and Consultant
each bind themselves, their partners, successors, assigns and legal
representatives to the other Party heretort rs, successors,
`assigns and legal representatives of such other Party in respectto all covenants,
agreements and obligations contained in this Agreement. Neither Party
Agreementit assign the Agreement r sublet it s 1 r delegate
duties'hereunder, without o written
` s t`'of t other, nor shallConsultant
assignn monies' u r u t i withoutthe, previous it t
of City.
23. Y OF WORK: Acceptance of services or work by Cityall
t relieve Consultant of the responsibility r subsequent corr cti any such
errors and the clarification of any ambiguities. Consultant shall make all
necessaryrevisions rcorrections'resulting errors omissions on the
part of
Consultant it additional ns i n.
24. I ® Time Is of
the essencei respect to all
provisions in this Agreement. Any delay in performance by either Party shall
constitute a material breach of this Agreement.
25. PROHIBITION IT
BOYCOTTIN 1 rica acknowledge
through , as , is forbids public entitiesr
contracting with
Consultants n a in boycotts of Statethe ' Israel.
ShouldConsultant is Agreement n I such boycott_against the
State of Israel, this Agreement shall ad automatically terminated
operation of law. Any such y tis a materia.1 breach of contract.
CERTIFICATION26. TO A.Ra. §35-394. In accordance with
Arizona Revised Statutesq , Consultant r certifies agrees a
su s curry l n II u r t , durationof this Agreement us
1 forced l f i rs i People's RepublicChina, any
services r goods produced by the forcedlabor of ethnic UyghursI l 's
Republic of China, `and/ory suppliers,contractors or subcontractors that s
the forced labor or any servicesr ,goods produced by the forced labor is
Uyghurs iPeople's'Republicf China. IConsultant becomesaware during
the term of this Agreement that Consultantis not in compliance i ,is Section,
then Consultant shall notify theCity;within five ( ) business days after becoming
aware such noncompliance. If Consultant does not provide ity with written
certification that Consultanthas `remedied such noncompliancewithin a
hundred eighty (1 ) days after notifying inoncompliance, is
Agreement's Ii terminate, except that if the Agreementtermination dato occurs
fore the end of such one hundred (1 _ ) day remedy period, this
Agreement all terminate on such contract r i ati t
27, CONFLICTS OF INTEREST: This Agreement Is subject to, and may
be terminated by City In accordance with, the provisions of A.R.S. § 38-511.
IN WITNESS WHEREOF,Consultant and City have executed this Agreement
as of the date first set forth above.
CONSULTANT:
SWABACK, LLC, an Arizona corporation
I el",
Title:
CITY:
CITY OF APACHE JUNCTION, an Arizona
municipal corporation:
gy:walter''� i it
Title: Mayor
ATTEST:
Jennifer Pena
City Clerk
APPROVEO AS TO FORM:
Richard J. Stern
City Attorney
STATE OF Af
COUNTY OF! L )
The foregoing ri and sw rn t this
SWABACK, an Arizona corporation.
_,ry ii
My Commission Expires:
OF
� r ALu SrAL
1!0-
I
)
COUNTY OF PINAL
The foregoing subscribed r before i ....,.<.... ...day
f m 20—, by Walter" i "Wilson, as Mayor of the City of
Apache Junction, rig a,an Arizonai i al corporation.
eta lip
My Commission Expires:
Exhibit-
COSTPROPOSAL
PROJECT NO. ED 2023-002
FIRM: SWABACK
McDonald Drive, Scottsdale, rig
480-367-2100 Fax
BASE t
The nature of this recommended planning approach is,by nature, exploratory and as such, all of our
work is done based on budgets established for each task.
y reviewing analogous work,we are able to articulate an overall process that we believe will best serve
you and your interests. As stated, we think this process should take approximately 4 l2 months to
substantially complete. Depending on your particular needs and interests,this could be accelerated or
extended depending on work time us review time:
Scope of Services and Methodology:
1a TASK ONE: Information Collection Phase ,.o<„o.. . ,.w,..;: ...aoA:,,aa,o......... 15 QQ,QQ
2. TASK . Public Involvement ent Phase:... 5 QQ QO
r
TASK THREE: Plan Document Pry aratiian hase.. .;.4e:. :eoa.e.a.eawema.m<.,ammmw,.a 5 QQ A
Labor Costs: yR77 QQ.
Reimbursable Expenses; $2, Q <QQ
TOTAL BASE LUMP SUM BID W
NINETY00
Total Basee Lump Sum Bidin Words
. .
" Date January 10th
Signature
Jeffrey M. Denzak it Partner
. . , . w NN.. .. . .n .
rintPed Name
City of Apache Junction, Arizona 300 E Superstition
Boulevard
Agenda Item Cover Sheet Apache Junction,AZ
85119
Agenda Item No. 10.
File ID: 24-054
Sponsor: Rob Wisler Agenda Date:2/20/2024
Index: In Control: City Council Meeting
Presentation, discussion, and possible consideration of approval of extension through June 30,
2024, of the individual towing contracts currently in place with Apache Sands Towing, CL King
Towing, and Phoenix Metro Towing which are due to expire on April 5, 2024.
City of Apache Junction,Arizona Page 1 Printed on 211512024
City of Apache Junction
' Home of the Superstition Mountains
DATE: JANUARY 31, 2024
TO: MAYOR AND CITY COUNCIL MEMBERS
THROUGH: BRYANT POWELL, CITY MANAGER
FROM: ROBERT WISLER, MANAGEMENT ANALYST
SUBJECT: POLICE TOWING CONTRACT EXTENSIONS
Executive Summary
The current police towing contracts with Apache Sands Towing, CL King Towing, and
Phoenix Metro Towing expire April 5, 2024. City staff will be competitively bidding tow
services for the next ten years and would like to have the new contracts align with the
fiscal year. Staff recommendation is to extend the existing contracts through June 30,
2024.
Analysis and Recommendation
If these contracts expire without an extension before a new contract is set to begin,
AJPD will be, in the interim, without towing services. Extending the contracts prevents
AJPD from being unable to tow vehicles parked illegally, from impounding vehicles
involved in crimes, or from clearing car accident scenes. Until the new contract is ready
for approval, extending the current contracts is the only alternative to retain those
services.
Next Steps
The current contracts must be extended by April 5, 2024, to ensure there is no lapse in
police towing service. City staff anticipates the new contract will come to Council in
June, after the budget is approved, for approval so that the new contract will take effect
on July 1, 2024.
FIRST AMENDMENT TO AGREEMENT FOR TOWING AND VEHICLE
STORAGE SERVICES BETWEEN CITY OF APACHE JUNCTION AND
APACHE SANDS TOWING
THIS AMENDMENT is made and entered into this , 2024
("the Execution " JUNCTION, an
Arizona municipal corporation ("City"),
t i 9! Arizona
corporation/limited liability company ("Contractor"),
Aprilreferred to as the "Parties" or individually as a "Party".
RECITALS
, 2017,
the Parties initially entered into this agreement
("Agreement")
"
storage services.
B. The last day of the Agreement # 5,
2024.
C. City staff will be competitivelybidding r the next ten years
selectionthrough a Request for Proposals process and the i
will likelyit after April , 2024.
D. City staff desiresin the next ten-year cycle of towing services
July 9
2024.
E. In order not to have a disruption in towingservices, i
to be extended it the beginning of the 2024-2025fiscal
F. The extensionis further warranted by fiscal year budgetingof
software functionality.
AGREEMENT
THEREFORE, in i i promises i
and other good and valuable consideration, i i
hereby acknowledged, the Parties agree to amend the Agreement as I
A. Section 3. CONTRACT TERM: Thisibeginning on
April , 2024 and shall remainin full force and effect through June 30, 2024.
B. Except as expressly amended herein, provisions
shallAgreement executed by the Parties i in full force and effect until the
Agreement is terminatedobligations
PartiesIN WITNESS WHEREOF, the i
theirsigned by representatives
written.
APACHE SANDS TOWING, an Arizona
corporation/limited liability
Laza .O
CITY:
CITY OF APACHE JUNCTION, ARIZONA,
Arizonaan i i I corporation
Walter " i �Wilson
its: Mayor
Jennifer
City Clerk
APPROVED AS TO FORM:
4 ?!Zv
City Attorney
FIRST AMENDMENT TO AGREEMENT FOR TOWING AND VEHICLE
STORAGE SERVICES BETWEEN CITY OF APACHE JUNCTION AND CL
KING TOWING
THIS AMENDMENT is made and entered i , 2024
("the Execution „ JUNCTION, an
Arizonai i I " , and CL KING TOWING, an Arizona
corporation/limitedi itity company ("Contractor"), sometimes collectively
referredi „ or individually as a "
RECITALS
April , the Partiesinitially into this
("Agreement!') i ity hired Contractor to provideivehicle
services.storage
B. The last day of the Agreement is April , 2024.
C. City staff willcompetitively i iservices
Proposalsthrough a Request for iproviders
will likelyi i , 2024.
D. City staff desiresin the next ten-year cycle of towing services
July 9 .
E. In order not to have a disruption_ in towingservices, this
to be extended it the beginning1 .
extensionF. The 1 r budgeting efficiency
functionality.software
AGREEMENT
NOW, THEREFORE, i r icontained
and other good and valuable consideration, i i
Partieshereby acknowledged, the .
A. Section 3. CONTRACT TERM: Thisibeginning on
Aprili in full force and effect through June 30, 2024.
herein,B. Except as expressly amended all other terms and provisions
PartiesAgreement executed by the iuntil
Agreement is terminatedI obligations
signedIN WITNESS WHEREOF, the Parties have caused this Amendment to be
ir duly authorized representatives
written.
CL KING TOWING, an Arizona
cor
oration/ i i liabili c ompany
CITY OF APACHE JUNCTION, ,
Arizonaan i i I corporation
Walter "Chi " Wilson
Its:
Jennifer Pena
City Clerk
APPROVED AS TO FORM:
_SA �qj!2
R—. Joel Stern
City Attorney
2
FIRST AMENDMENT TO AGREEMENT FOR TOWING AND VEHICLE
STORAGE SERVICES BETWEEN CITY OF APACHE JUNCTION AND
PHOENIX METRO TOWING
THIS AMENDMENT is made and entered into this
("the Execution
,9) by and between the CITY OF APACHE
JUNCTION,
Arizona an
i i ion ("City"), and PHOENIX METRO TOWING, an Arizona
corporation/limitedi ii ("Contractor"), sometimes collectively
referred "Parties" or individuallyRECITALS
April , i initially i
("Agreement") whichihired
storage services.
B. The last day of the Agreement is April , 2024.
C. City staff will be competitivelybidding i r the next ten years
selectionthrough a Request for Proposals process and the r i
likelywill i it 5, 2024.
D. City staff desiresin the next ten-year cycle of towing services
July 1, .
orderi i in towingservices, this
untilto be extended i i I year.
F. The extensionis further warranted by fiscal year budgeting
software functionality.
AGREEMENT
THEREFORE, in i i
and other good and valuable consideration, the receipti
follows:hereby acknowledged, the Parties agree to amend the Agreement as
A. Section 3. CONTRACT TERM: This Agreement shall be effectivebeginning
April , 2024 and shall remainin full force and effect through June 30, 2024.
B. Except as expressly amended herein, all other terms and provisions of the
PartiesAgreement executed by the in full forceuntil
Agreement is terminatedobligations .
PartiesIN WITNESS WHEREOF, the i
signedit duly authorizedfirst
written.
PHOENIX METRO TOWING, an Arizona
corporation/limited liability
CITY:
JUNCTION,CITY OF APACHE P
Arizonaan 1 I corporation
I i " Wilson
Its: Mavor
Jennifer Pena
City Clerk
R. Joel Stern
APPROVED AS TO FORM:
CITY COUNCIL MEETING ROLL CALL Date: aI l
Work Study Regular Special
S: E: S:`I;03 E:60 S: E:
CITY COUNCIL: Present Ab/excu Present Ab/excu Present Ab/excu
MAYOR WILSON
VICE MAYOR SCHROEDER
COUNCILMEMBER CROSS 1 ✓
COUNCILME.MBER HECK
COVIVCILMEMBER JOHNSON
COUNCILMEMBER NESSER
COUNCILMEMBER SO,LLER L/
TOTAL
CITY STAFF: Present Ab/excu Present Ab/excu Present Ab/excu
City Manager Bryant Powell f
Assistant City Manager Matt Busby I,
City Clerk Jennifer Pena L/
City Attorney Joel Stern
Information Technology Director
Doug Wirthgen
Public Information Officer AI Bravo
Public Safety Director Michael Pooley t/
Dev Services Director Rudy Esquivias
PW Director Ted Wolff
Parks& Rec Director Liz Langenbach
ED Director Patrick Ainsworth
Library Director Pam Harrison
Finance Director e v Q
HR Director Anna McCray
Water District Director Mike Loggins
Municipal Judge A. Doug LaSota
OTHERS:
Deputy City Clerk Evie McKinney
Int.Planning Manager Sidney Urias
Building&Safety Mngr Adrian Alegria
Senior Planner
Planner Kelsey Schattnik
Associate Planner Nick Leftwich
PW Project Engineer Raquel Schatz
City Engineer Emile Schmid
S:\Templates& Fornns\Roll Call-City Council-Attendance.docx AGQ<, p _rimer
City Council
VOTE - ROLL CALL
ITEM # 1.-�' MEETING OF
MOTION BY: �b�J1Q� SECONDED BY:,
NOTES:
YES NO ABSTAINED
CITY COUNCIL:
COUNCILMEMBER HECK v
COUNCILMEMBER CROSS
VICE MAYOR SCHROEDER
COUNCILMEMBER NESSER
COUNCILMEMBER JOHNSON ✓
COUNCILMEMBER SOLLER ✓
MAYOR WILSON
TOTAL
UNANIMOUS IN FAVOR OPPOSED ABSTAINED
TOTAL
Vote sheet 4
5:/5—Templates&Forms/Vote Call—City Council
City Council
VOTE - ROLL CALL
ITEM # MEETING OF
MOTION BY: �n (,� c� SECONDED BY:
NOTES:
R Ili�d nL. oA U q Arr�S 16 Ira, fie..r
�l)VA o(c er, -A-r C alcl es Q Z`3 l 1 c
J
Sul 8 rn-u— Z sk,�
YES NO ABSTAINED
CITY COUNCIL:
COUNCILMEMBER CROSS 1/
COUNCILMEMBER HECK
COUNCILMEMBER JOHNSON
VICE MAYOR SCHROEDER
COUNCILMEMBER NESSER
COUNCILMEMBER SOLLER
MAYOR WILSON
TOTAL
UNANIMOUS IN FAVOR OPPOSED ABSTAINED
TOTAL
Vote sheet 5
S:/5—Templates&Forms/Vote Call—City Council
City Council
VOTE - ROLL CALL ,
ITEM # y 663 MEETING OF a '"a0-c?c)a �J
MOTION BY: SECONDED BY: so U-05y
NOTES:
�,<SA-er Pbun S W AbA rk K
;7rc:z
YES NO ABSTAINED
CITY COUNCIL: /
COUNCILMEMBER CROSS
COUNCILMEMBER HECK f
COUNCILMEMBER JOHNSON
VICE MAYOR SCHROEDER
COUNCILMEMBER NESSER
COUNCILMEMBER SOLLER
MAYOR WILSON
TOTAL
UNANIMOUS IN FAVOR OPPOSED ABSTAINED
TOTAL, C P
Vote sheet 5
S:/5—Templates&Forms/Vote Call—city Council
City Council
VOTE - ROLL CALL
ITEM # ID 2y 65"11 MEETING OF o-0'70-20Z Y'
MOTION BY: SECONDED BY:
Woo
NOTES:
0 W�(I,-;t C&-yk� Ey-A s"O(I Uati4�,, l 30
YES NO ABSTAINED
CITY COUNCIL:
VICE MAYOR SCHROEDER
COUNCILMEMBER NESSER
COUNCILMEMBER HECK ✓
COUNCILMEMBER SOLLER
COUNCILMEMBER JOHNSON ✓
COUNCILMEMBER CROSS
MAYOR WILSON
TOTAL
UNANIMOUS IN FAVOR OPPOSED ABSTAINED
TOTAL
Vote sheet 6
S:/5—Templates&Forms/Vote Call—City Council
r
- CITY OF APACHE JUNCTION:...:.
Mayors Script
:
Tuesday, February 20, 2024
A.. CALL TO ORDER.
P would like to call this City of Apache Junction Council.Meeting of February 20,1
2024 to order.,.and ask everyone.to put their phones on silen
B. INVOCATION AND PLEDGE OF ALLEGIANCE
The invocation'will'be led by &the pledge by
';Coun'cilmember
C. ROLL:CALL.
Roll Call
D CONSENTAGENDA
As a-:reminder-All items under the Consent Agenda will be approved with one
lmotion: If a counci.lmember wishes to:remove an itetmfor further discussion, they
request will be_made prior to approving the consent agenda arid;will be moved to
:
New Business!
1. : Consideration:of acceptance o agenda.:
2. Consideration o approva o minutes o t e regu ar meeting o February ,
2024.
Do I:have a motion on.the@consent a enda?i wart or the:motion and the 2nd
g f_
E:.AWARDS, PRESENTATIONS AND_PROCLAMATIO.NS
3. Presentation of:25year service award to Officer:.Eric Reimann
. Call on Chief Pooley
F. REGIONAL INTERGOVERNMENTAL UPDATES : :: —=- - - =— -
4 ;Regional Intergovernmental meeting updates from Coin__
..
G. CITY MANAGERS REPORT
5 City Managers-Repo :Bryant to'report
6. Presentation and discussion with Chief:Pooley regarding Apache Junction
Police Department Flock program i Bryant;to start
7. Announcement.of Current Events: ` ;Mutt Busby to report
H. PUBLIC_ HEARINGS
8. Presentation, discussion,; public hearing, and consideration on Purchase and:
Sale A reement:with Golden Trian Ie QOZB, LLC. for land locate n
g. .. .. . g
downtown e A ach .Junction
p _ Patrick,Ainsworth.to report
Anv discussion aon the cocil? Council:can discuss
y nigun
- o- =-- -- i .
As:a'Public Hearing, would anyone like to speak:on this item?, Public can speak
'I'll close the. public. hearing and a.
for* a' motion..) . wd►,t-for the motion=and the 2nd
'Roll67 1I _
I. OLD BUSINESS
J::: NEW BUSINESS
9 . Presentation, discussion and possible consideration of contract awarded . ... .. .
Downtown Master Plan Update RFP to SWABACK , Patrick Ainsworth to report
Any discussion among the council? council can.discuss
Do I have-a motion and second wait for the motion and the.2
Roll,-Call
10. Presentation; discussion;a.nd:possible consideration of.approval of
- ,extension of towing contracts
Rob W- -reort
isler. to p
Any discussion amongthe council. ;council can discuss
:Do I have a.motion and second.] : wait or.:the 'motion and:the..2'.' ,
`Roll Cali,
K. COUNCIL DIRECTION TO STAFF
L. 'SELECTION OF MEETING DATES, TIMES; LOCATIONS AND PURPOSES
rs �. tc) i la CiSI< .J ou :.�e�d-e .:crn PaKe..7
M.:CALL TO PUBLIC
I.would like to remind everyone that the Call to the Public is a:courtesy and not: :
. _
required by law.
- It is a time for:the p --p ublic to Lxgress req uests,v communications;:commentssnd
- -- —------ == — -— ----- -- --- -- --
suggestions r .
,Request to speakforms must be completed and handed to the.city.clerk before;-
the:end - the city mans _er's re ortt.
All issues shall-be presented in a_professional:manner without personal attacks:,
. . n
Under the open meeting law,the:council cannot engage in discussion on theL_
issues resented but may res and to criticism and may:direct staff to follow u �
.p . . y p y. p
With the peaker directly and/or place.this matter on a future agenda:for council
-�—
..discussion
There is a,three-minute limit for each spec r Public can speak -3 m.inutes)
,Does.council have any requests of staff to follow-up on
N. ADJOURNMENT— I adjourn this meeting.
Date. C^ z G 2 �, CITY OF APACHE JUNCTION
REQUEST TO SPEAK FORM
Please fill out completely and return to the City Clerk PRIOR to the conclusion of the City Manager's Report portion of the agenda.
I would like to speak on Agenda Item #: �� 1� � C
I would like to speak on a Non-Agenda matter regarding: j_
Do you wish to speak before Council on this item? Yes No Only If Necessary
I am in favor of the proposed Item. I am opposed to the proposed Item.
z- a _S o r (�If<
First Naine Last Name
(PRINT)
Address City Zip Code
Telephone Email address
This information will be used by staff for follow-up, if necessary. Speakers shall make comments directly to the Mayor and City Council
when called up to speak at the podium.
Note: Call to the Public comments have a three minute limit and Public Heanna comments have a five minute limit.
Consent for Minor to be Audio and/or Video Recorded:
I, , as the,parent/guardian of (minor(s)), a minor(s), agree to allow said
minor(s) to appear and/or participate in the City of Apache Junction City Council Meeting. I further understand that this activity may be
audio and/or video recorded and I hereby consent to the minor being audio and/or video recorded during his/her participation with the
likelihood that their image will appear on cable TV and the internet video stream showing their participation. A.R.S. § 1-602 (A)(9).
Signature of Parent/Guardian Date
08/26/2019
Date: CITY OF APACHE JUNCTION
REQUEST TO SPEAK FORM
Please fill out completely and return to the City Clerk PRIOR to the conclusion of the City Manager's Report portion of the agenda.
I would like to speak on Agenda Item #:
I would like to speak on a Non-Agenda matter regarding:
Do you wish to speak before Council on this item? Yeses No Only If Necessary
am in favor of the proposed Item. I am opposed to the proposed Item.
First Name Last Name
(PRINT)
Address City Zip Code
Telephone Email address
This information will be used by staff for follow-up, if necessary. Speakers shall make comments directly to the Mayor and City Council
when called up to speak at the podium.
Note: Call to the Public comments have a three minute limit and Public Hearing comments have a five minute limit.
Consent for Minor to be Audio and/or Video Recorded:
I, , as the parent/guardian of (minor(s)), a minor(s), agree to allow said
minor(s) to appear and/or participate in the City of Apache Junction City Council Meeting. I further understand that this activity may be
audio and/or video recorded and I hereby consent to the minor being audio and/or video recorded during his/her participation with the
likelihood that their image will appear on cable TV and the internet video stream showing their participation. A.R.S. § 1-602 (A)(9).
_v
Si nature of Parent/Guardian Date
08/26/2019
Date: L CITY OF APACHE JUNCTION
J4 REQUEST TO SPEAK FORM
Please fill out completely and return to the City Clerk PRIOR to the conclusion of the City Manager's Report portion of the agenda.
would like to speak on Agenda Item #: LI� �� /,," "
would I e to speak on a Non-A enda matter regardin : �J 1 c�,c.V
Do you wish to speak before Council on this item? Yes No Only If Necessary
I aM in favor of the proposed Item. I am opposed to the proposed Item.
fir} a /
First Name Last Name
(PRINT)
L �o ���` ��; o �e �� (S_?),Jzo(�
Uedres / City Zip Code
3(,a3-Z70Z 4e cl 0 a//7 mct/ (11 0
Email address
This information will be used by staff for follow-up, if necessary. Speakers shall make comments directly to the Mayor and City Council
when called up to speak at the podium.
Note: Call to the Public comments have a three minute limit and Public Hearing comments have a five minute limit.
Consent for Minor to be Audio and/or Video Recorded:
as the parent/guardian of (minor(s)), a minor(s), agree to allow said
minor(s) to appear and/or participate in the City of Apache Junction City Council Meeting. I further understand that this activity may be
audio and/or video recorded and I hereby consent to the minor being audio and/or video recorded during his/her participation with the
likelihood that their image will appear on cable TV and the internet video stream showing their participation. A.R.S. § 1-602 (A)(9).
Signature of Pagant/Guardi ate
08/26/2019
Date: 2. 2c) 2 I CITY OF APACHE JUNCTION
REQUEST TO SPEAK FORM
Please fill out completely and return to the City Clerk PRIOR to the conclusion of the City Manager's Report portion of the agenda.
I would like to speak on Agenda Item #:
1 ,
would like to speak n a Non-Agenda matter regarding:
1� . 1s��
Do you wish to speak before Council on this item? Yes No Only If Necessary
7P 'T�_
am infavor of the proposed Item. I am opposed to the proposed Item.
HaollaA CL-d-01
First Name Last Name
(PRINT)
lb� W
Address (� f City lip Code
4b_,24 vz� a(�l'lGth �C ,-e;l
Telephone mail address
This information will be used by staff for follow-up, if necessary. Speakers shall make comments directly to the Mayor and City Council
when called up to speak at the podium.
Note: Call to the Public comments have a three minute limit and Public Hearing comments have a five minute limit.
Consent for Minor to be Audio and/or Video Recorded:
I, , as the parent/guardian of (minor(s)), a minor(s), agree to allow said
minor(s) to appear and/or participate in the City of Apache Junction City Council Meeting. I further understand that this activity may be
audio and/or video recorded and I hereby consent to the minor being audio and/or video recorded during his/her participation with the
likelihood that their image will appear on cable TV and the internet video stream showing their participation. A.R.S. § 1-602 (A)(9).
Signature of Parent/Guardian Date
08/26/2019
Date: 9 �20 CITY OF APACHE JUNCTION
REQUEST TO SPEAK FORM
Please fill out completely and return to the City Clerk PRIOR to the conclusion of the City Manager's Report portion of the agenda.
I would like to speak on Agenda Item #:
would like to speak on a Nor?Agenda matter regarding: s 3
Do you wish to speak before Council on this item? Yes No Only If Necessary
I am in favor of the proposed Item. I am opposed to the proposed Item.
14'Cl(q PaA'550
FirstWarne ' Last Name
(PRINT)
f,--2oaz1
Address City 0 Zip Code
bozo—&6/- y'37f 1�Lw�,-Ss �0, ear
Telephone Email address
This information will be used by staff for follow-up, if necessary. Speakers shall make comments directly to the Mayor and City Council
when called up to speak at the podium.
Note: Call to the Public comments have a three minute limit and Public Hearing comments have a five minute limit.
Consent for Minor to be Audio and/or Video Recorded:
I, , as the parent/guardian of (minor(s)), a minor(s), agree to allow said
minor(s) to appear and/or participate in the City of Apache Junction City Council Meeting. I further understand that this activity may be
audio and/or video recorded and I hereby consent to the minor being audio and/or video recorded during his/her participation with the
likelihood that their image will appear on cable TV and the internet video stream showing their participation. A.R.S. § 1-602 (A)(9).
Signature of Parent/Guardian Date
08/26/2019
Date: _Z`�f" CITY OF APACHE JUNCTION
REQUEST TO SPEAK FORM
Please fill out completely and return to the City Clerk PRIOR to the conclusion of the City Manager's Report portion of the agenda.
I would like to speak on Agenda Item #:
would like to speak on a Non-Agenda matter regarding: /_05L- a
Do you wish to speak before Council on this item? Yes No Only If Necessary
A k I am in favor of the proposed Item. 0IA- I am opposed to the proposed Item.
FP_,yw_tk
First Name Last Name
(PRINT)
EaxD
Address City Zip Code
�q460 aq)
Telephone Email address
This information will be used by staff for follow-up, if necessary. Speakers shall make comments directly to the Mayor and City Council
when called up to speak at the podium.
Note: Call to the Public comments have a three minute limit and Public Hearing comments have a five minute limit.
Consent for Minor to be Audio and/or Video Recorded:
I, , as the parent/guardian of (minor(s)), a minor(s), agree to allow said
minor(s) to appear and/or participate in the City of Apache Junction City Council Meeting. I further understand that this activity may be
audio and/or video recorded and I hereby consent to the minor being audio and/or video recorded during his/her participation with the
likelihood that their image will appear on cable TV and the internet video stream showing their participation. A.R.S. § 1-602 (A)(9).
Signature of Parent/Guardian Date
08/26/2019
Date: 2j- 2.0 ' CITY OF APACHE JUNCTION
REQUEST TO SPEAK FORM
Please fill out completely and return to the City Clerk PRIOR to the conclusion of the City Manager's Report portion of the agenda.
I would like to speak on Agenda Item #:
would like to speak on a Non-Agenda matter regarding:
Do you wish to speak before Council on this item? Yes No Only If Necessary
I am in favor of the proposed Item. I am opposed to the proposed Item.
LL-1-0� - -
First Name Last Name
(PRINT)
Address City Zip Code
Telephone Email address CJ
This information will be used by staff for follow-up, if necessary. Speakers shall make comments directly to the Mayor and City Council
when called up to speak at the podium.
Note: Call to the Public comments have a three minute limit and Public Hearing comments have a five minute limit.
Consent for Minor to be Audio and/or Video Recorded:
I, , as the parent/guardian of (minor(s)), a minor(s), agree to allow said
minor(s) to appear and/or participate in the City of Apache Junction City Council Meeting. I further understand that this activity may be
audio and/or video recorded and I hereby consent to the minor being audio and/or video recorded during his/her participation with the
likelihood that their image will appear on cable TV and the internet video stream showing their participation. A.R.S. § 1-602 (A)(9). -
Signature of Parent/Guardian Date
08/26/2019