Ten85 WSA Proposed Final with Exhibits 040826 - EXECUTED.pdf
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WHEN RECORDED, RETURN TO: City of Buckeye Attention: City Clerk, Lucinda J. Aja 530 East Monroe Avenue Buckeye, Arizona 85326 WATER SERVICES AGREEMENT BETWEEN THE CITY OF BUCKEYE AND CH CRE TEN85 OWNER LLC A Delaware Limited Liability Company DATED __, 2026 DEVELOPMENT AGREEMENT [Payment for Certain Water Public Infrastructure In Lieu of Owner Construction] 1. Date. The date of this Development Agreement (“Agreement”) is _ 2026 (the “Effective Date”). 2. Parties. The Parties to this Agreement are: (a) CITY OF BUCKEYE, ARIZONA Attention: Doug Sandstrom, City Manager 530 East Monroe Avenue Buckeye, Arizona 85326 (“City”) (b) CH CRE TEN85 OWNER LLC Attention: David E. Sellers 1200 N. 52"4 Street Phoenix, AZ 85008 (“Owner”) 3. Background. The following is the background to this Agreement: (a) Owner is the owner of certain real property generally located at the southwest corner of Southern Avenue and 263" Avenue in the City of Buckeye, consisting of approximately 256 acres (the “Land’), which such real property is legally described on the attached Exhibit A and depicted on the attached Exhibit B, each of which are incorporated herein by reference. (b) —‘ The Land is zoned Light Industrial, and Owner intends to develop or cause to be developed the Land as an industrial development as approved by the City. (c) The City is a Water Provider and is the legal water provider for the Land and intends to provide water to the Land to supply the potable water to meet the water demands Owner has provided to City for the quantity of water Owner believes is sufficient to serve the contemplated development of the Land, attached as Exhibit C and incorporated herein by reference. (d) | Owner acknowledges that Owner or its successor(s) or assign(s) is required to construct, at no cost to the City, the public infrastructure improvements, including water infrastructure, necessary for the development of the Land. This Agreement sets forth the terms and conditions for Owner’s payment of the cost of construction of certain water infrastructure in lieu of Owner’s construction of such water infrastructure. (e) The City will construct, or cause to be constructed, certain infrastructure for the purposes of providing sufficient potable water, as follows: (i) Farallon Water Campus (WC); (ii) Well identified as TB-1 (TB-1 Well) and associated raw water transmission line between TB-1 and WC; (iii) | Water distribution mains along Land’s frontage in W. Southern Ave These foregoing water infrastructure facilities are herein referred to as the (“In Lieu Water Infrastructure”) and are identified and described on Exhibit D attached hereto. In exchange for the City constructing the In Lieu Water Infrastructure to provide water services to the Land, Owner is agreeing to make the In Lieu Payment (as defined below) for Owner’s pro-rata share of the In Lieu Water Infrastructure as described in Exhibit D (as defined below) as outlined in this Agreement for the water demands provided by Owner in Exhibit C. (f) The In Lieu Payment to be paid by Owner shall serve as a credit toward any water development impact fees that may be applicable to the Land in conjunction with the development of the Land. (g) Owner and the City are entering into this Agreement pursuant to the provisions of Arizona Revised Statutes (“A.R.S.”) § 9-500.05 to facilitate the proper development of the Land by providing for, among other things: (i) conditions, terms, restrictions and requirements for public infrastructure necessary for municipal service to the Land and payment therefor, and (ii) other matters related directly or indirectly to the development of the Land. (h) Among other things, development of the Land will result in the planning, design, engineering, construction, acquisition, installation, and/or provision of public infrastructure that will support development of the Land. 4. Agreement. For good and valuable consideration, including the benefits to City and Owner as described above, City and Owner agree as is more specifically set forth in this Agreement. The recitals set forth above in Section 3 of this Agreement are acknowledged and agreed to by the Parties and are incorporated herein by this reference. 5. Laws and Regulations. (a) The City of Buckeye Code of Ordinances (“City Code’), as amended from time to time, including but not limited to that portion of City Code titled the Development Code, as well as design, detail, and construction standards adopted by City Council from time to time, shall govern the development of the Land. The City must be able to regulate the planning and development of the Land as well as construction and installation of improvements on the Land in order to serve the best interests of the City. Consequently, the City reserves the right, in its sole and absolute discretion, to amend existing City Code, the Development Code, or to adopt new laws, rules, regulations and standards of development for the City, whether by ordinance or resolution, or official policies and procedures (all of the foregoing, collectively, and as amended or adopted from time to time, referred to as the “Laws and Regulations”). The Laws and Regulations in effect at the time of development, which includes construction of any public infrastructure required pursuant to this Agreement, shall apply to the Land. (b) Future Laws and Regulations shall apply to the Land, regardless of the impact on the development of the Land, if such future Laws and Regulations are required or mandated by federal, state or county law or regulation; required or imposed by judicial or regulatory action; or necessary to alleviate or otherwise contain threats to public health or safety. (c) Any change to the Laws and Regulations as allowed in this Section 5 shall not discriminate against Owner and the Land, and any change shall be uniformly applied to all similar land and landowners at such time such land is within the boundaries of City. 6. Public Infrastructure for Municipal Water Service to the Land. (a) Owner Obligations. Subject to the terms and conditions of this Agreement, and in consideration of the benefits provided to the Owner by the City, as set forth in this Agreement, the Owner agrees to: @ Complete In Lieu Payment. Owner agrees to pay to the City the In Lieu Payment in consideration of the City’s agreement to construct the In Lieu Water Infrastructure that is necessary for the City to provide municipal water service to the Land in accordance with Exhibit C. All construction and installation of the In Lieu Water Infrastructure shall be completed by City, in accordance with City requirements and City-approved plans, and will meet the water demands as described in Exhibit C. Owner shall be responsible for payment to the City of three million eight hundred thirty eight thousand three hundred forty two Dollars and sixty-seven cents ($3,838,342.67) (the “In Lieu Payment”). The In Lieu Payment shall be paid by Owner to the City no later than one hundred twenty (120) days from the Effective Date of this Agreement. The Complete In Lieu Payment shall vest in the Land water provided by the City to meet the demands as described in Exhibit C in the City water system. a. Phased In Lieu Payment. As an alternative to Section 6(a)(i), Owner may pay a Phased In Lieu Payment based on the phases of the development, and the water demands associated with each phase of the development as identified in Exhibit C and approved herein. Payments shall be made prior to the expiration of the term of this Agreement set forth in Section 11 in order to reserve system capacity for the Land’s full demand identified in Exhibit C. The project’s first phased In Lieu Payment shall be paid to the City no later than sixty (60) days from the Effective Date of this Agreement. With sufficient time to ensure timely performance by Owner pursuant to this Agreement, Owner shall inform City of the first phase of the project’s demand, and the City will provide Owner with an invoice for said amount. Each Phased In Lieu Payment will be billed at a rate of eleven thought eight hundred seventeen Dollars and fifty-six cents ($11,817.56) per max day gallon per minute (gpm) of demand. By way of example, if the first phase requires 88.8 max day gpm, the first phase In-Lieu Payment to be paid to the City would equal one million forty-nine thousand three hundred ninety-nine Dollars and ten cents ($1,049,339.10). The entire amount for each additional phase shall be paid to the City in conjunction with each phase’s submission for building permit review. Any phase(s) for which payment is not made in full prior to the expiration of this Agreement will be subject to water development impact fees as set forth in Section 6(a)(i)(b) below. b. Impact Fee Approach. As an alternative to Section 6(a)(i) and 6(a)(i)(a), Owner shall pay impact fees then-in effect for water demands based on the phases of development, as identified in Exhibit C. No reservation of system capacity will be made, and system capacity is subject to availability at the time of the impact fee payment. Impact Fees shall be paid prior to receipt of building permit for each phase of the Land’s vertical development. (ii) Transmission Line Easement. Pursuant to the Final Plat for Buckeye Ten85, recorded in the Official Records of Maricopa County, Arizona in Book 1825 at Page 39 (the “Plat”), Owner identified a proposed easement connecting the four dedicated well sites (APNs: 504-39-997, 504-39-996, 504-39- 995, and 504-39-994) to the right of way (ROW) in Souther Avenue. At no cost to the City and no later than sixty (60) days following the Effective Date, Owner shall convey to the City, by separate easement agreement in the form attached hereto as Exhibit Fa thirty-foot wide easement in the same general location as shown on the Plat for the access, ownership, construction, installation, operation, maintenance and repair of the transmission line as part of the City’s infrastructure systems, together with an easement for ingress and egress. The City agrees that the Owner may amend the Plat to reflect the actual easement size and location, subject to approval by the City.- (iii) Well Sites and Necessary Easements. Pursuant to the Plat, Owner dedicated four tracts for use as well sites as follows: Well Site #1 (APN 504-39- 994), Well Site #2 (APN 504-39-995), Well Site #3 (APN 504-39-996), and, Well Site #4 (APN 504-39-997). The City has determined that Well Site #3 is not required as a well site. At no cost to the City and no later than sixty (60) days following the Effective Date, Owner shall convey the real property identified as Well Sites 1, 2, and 4 to the City by special warranty deed. In addition, Owner shall grant to the City, at no cost to the City, all rights-of-way, easements, access rights, and other interests in real property necessary for the ownership, construction, installation, operation, maintenance and repair of the infrastructure to be constructed on the Well Sites including easements: (i) as are necessary for the operation, maintenance and repair of infrastructure as part of the City’s infrastructure systems, including easements for ingress, egress, utilities, and, if necessary, noise and odor; and (ii) from the infrastructure to the point of connection to the then existing or proposed infrastructure system for the Land at the nearest point of interconnection in a public right-of-way or such other location approved by the City and as are necessary for the purpose of construction, installation, operation, maintenance and repair of the property and equipment comprising the infrastructure (“Necessary Easements”). Owner shall provide title commitments for Well Sites 1, 2 and 4, each evidencing no liens or encumbrances, and pay the premium for a standard owner’s title insurance policy in favor of the City for each of the foregoing Well Sites in the amount of the fair market value of each. As part of the conveyance of Well Sites 1, 2, and 4, and at Owner’s sole cost, Owner shall cause to be conducted for the City’s review and approval, Phase I environmental site assessments and reports. Owner agrees that the Well Sites and Necessary Easements are a material part of the consideration for this Agreement, and no credit or reimbursement will be due Owner from City for the Well Sites and Necessary Easements required by and through this Agreement. (iv) Additional Infrastructure. Owner’s payment of the In Lieu Payment to the City pursuant to this Agreement does not include all required utility infrastructure as defined by the City’s development code including water mains within the boundaries of the Land and water infrastructure necessary to service the Land. Owner shall be required to construct onsite water infrastructure on the Land necessary for the City to provide municipal water service to the Land at Owner’s sole cost. (v) Secondary Water Connection. For the purpose of meeting City Fire Code requirements, Owner may be required to develop a City approved secondary water service for the purpose of fire suppression in lieu of a second City service connection feeding the Development (vi) | Owner shall timely and fully comply with all terms and conditions of this Agreement. (b) City Obligations. Subject to the terms and conditions of this Agreement, and in consideration of the benefits provided to the City by the Owner as set forth in this Agreement, the City agrees to: @) The City shall construct or cause to be constructed the In Lieu Water Infrastructure (as defined above and set forth in Exhibit D). The City shall also provide sufficient potable water to meet water demands as set forth in Exhibit C not later than December 31, 2027. The City will ensure that prior to March 31, 2026, thirty-three percent (33%) or 107.18 gpm of project’s total water demand of 324.8 gpm will be available for project. (ii) | Upon receipt of the In Lieu Payment or Phased In Lieu Payment from Owner, City shall credit in the same amount toward any City water development impact fees that may be owed for the development of the Land. Any increases to the water demands will require a written amendment to this Agreement. (iii) Subject to (i) Owner’s timely and complete performance of Owner’s obligations set forth in Section 6 of this Agreement, and (ii) Owner’s construction and installation, at Owner’s sole cost and when needed by Owner, of all onsite water infrastructure on the Land necessary for the City to provide municipal water service to the Land, municipal water service will be available for the Land to meet the requirements of Exhibit C. Any failure by Owner to timely and completely perform its obligations pursuant to this Agreement, will relieve the City from its obligations under Section 6(b).If Owner has timely and completely performed its obligations, the obligations of the City under this Section 6(b) shall survive the expiration or termination of this Agreement. (iv) | Water delivered to the Land from In Lieu Water Infrastructure shall meet all standards for water quality set by Arizona Department of Environmental Quality. (v) The City agrees to provide periodic construction and construction timeline updates to Owner on a no less than quarterly basis. 7A Conflicts of Interest. The Parties acknowledge that this Agreement is subject to cancellation pursuant to Section 38-511, Arizona Revised Statutes, as amended. 8. Covenants Running with the Land. The provisions of this Agreement shall be for the benefit of, and shall be a burden upon, the Land, and the provisions of this Agreement shall be covenants running with the Land. 9. Indemnity. Owner (or its successors or assigns) shall indemnify, defend and hold harmless the City and each council member, officer, official or employee thereof (the City and any such person being herein called an “Indemnified Party”), for, from and against any and all losses, claims, damages, liabilities costs and expenses (including reasonable attorneys’ fees) to which any such Indemnified Party may become subject, at law or in equity or otherwise (“Claims”), insofar as such Claims (or actions in respect thereof) arise out of or are based upon the negligence or intentional misconduct of Owner in the performance of its obligations under this Agreement, except for those Claims which have been caused by the City’s gross negligence or intentional misconduct. An Indemnified Party shall, promptly after receipt of written notice or actual knowledge of a Claim against such Indemnified Party in respect of which indemnification may be sought against Owner, notify Owner in writing of such claim. 10. Dispute Resolution. The parties shall be limited to the remedies and dispute resolution process set forth in Exhibit E attached hereto concerning any dispute, controversy, claim, or cause of action arising out of or relating to this Agreement. The parties agree that any award rendered by the arbitrator (as defined in Exhibit E) pursuant to the provisions of Exhibit E shall be binding on all parties, and ifa party does not abide by the award rendered by the arbitrator, the provisions of Exhibit E shall apply. 11. Term. Subject to provisions of this Agreement, this Agreement shall automatically terminate as to the Land without the necessity of any notice, agreement or recording by and between the Parties five (5) years from the Effective Date of this Agreement. 12. No Agency or Partnership. Neither City nor Owner are acting as the agent of the other with respect to this Agreement, and this Agreement shall not be deemed to create a partnership, joint venture or other business relationship between City and Owner. 13. No Third-Party Beneficiary. This Agreement shall not create any third-party beneficiary rights to any person or entity who is not a party to this Agreement, including any lender to the Owner, unless expressly provided to the contrary in this Agreement (and then only to the extent so provided). 14. Recording. City shall record this Agreement with the County Recorder no later than ten (10) days after the last Party to execute this Agreement. 15. Time of Essence. Time is of the essence of this Agreement. 16. Benefit and Binding Effect. This Agreement shall be for the benefit of and binding upon the Parties hereto and their successors and assigns. 17... Waiver of Claims. The Owner on behalf of itself and all other parties having an interest in the Land intends to encumber the Land with the following agreements and waivers. Owner agrees and consents to all the conditions imposed by this Agreement, and by signing this Agreement waives any and all claims, suits, damages, compensation and causes of action for diminution in value of the Land the owner of the Land may have now or in the future under the provisions of A.R.S. Sections 12-1134 through and including 12-1136 resulting from this Agreement or from any “land use law” (as such term is defined in the aforementioned statute sections) expressly permitted or contemplated by this Agreement to be enacted, adopted or applied _ by the City now or hereafter. Owner acknowledges and agrees the terms and conditions set forth in this Agreement cause an increase in the fair market value of the Land and such increase exceeds any possible reduction in the fair market value of the Land caused by any future land use laws, rules, ordinances, resolutions or actions expressly permitted or contemplated by this Agreement and adopted or applied by the City to the Land. 18. Amendment. Any amendment to this Agreement shall be in writing and signed by both Parties. 19. Notices. All notices, requests, waivers, approvals, acceptances or other communications under this Agreement shall be in writing and shall be deemed given when personally delivered, sent by electronic mail, or two days after mailing by certified mail, return receipt requested and postage prepaid, to the addresses or facsimile numbers set forth below: (a) For City: Doug Sandstrom, City Manager City of Buckeye 530 East Monroe Avenue Buckeye, Arizona 85326 With a copy to: Tosca Henry, City Attorney City of Buckeye 530 East Monroe Avenue Buckeye, Arizona 85326 (b) Owner: CH CRE TEN85 OWNER LLC Attention: David E. Sellers 1200 N. 524 Street Phoenix, AZ 85008 No notice to a Party shall be effective unless and until a copy of such notice is given to, or as appropriate, received by, all persons indicated above as entitled to receive required copies of notices to that Party. The above-described recipients of notices may change their address for notice purposes by giving the other Parties notice of such change, provided, however, that no such change in notice shall be effective for a period of ten (10) calendar days following such notice of such change. 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 date of such inability to deliver or rejection or refusal to accept. Any notice to be given by any Party hereto may be given by legal counsel for such Party. 20. Force Majeure. The performance of either Party and the duration of this Agreement shall be extended by any causes that are beyond the control of the Party required to perform, such as an act of God, civil or military disturbance and labor or material shortage. 21. Governing Law. This Agreement shall be governed by and construed under the laws of the state of Arizona, and any litigation shall take place only in Maricopa County, Arizona. 22. Attorneys’ Fees. The prevailing Party in any litigation in connection with this Agreement shall be entitled to its attorneys’ fees and costs. 23. No Waiver. No delay in exercising any right or remedy shall constitute a waiver thereof, and no waiver by the City or Owner of the breach of any covenant of this Agreement shall be construed as a waiver of any preceding or succeeding breach of the same or any other covenant or condition of this Agreement. 24. Representations and Warranties. As of the date of the execution of this Agreement, the Parties represent and warrant to each other as follows: (a) By Owner: (i) Owner is a corporation or limited liability company duly formed and in good standing in its State of incorporation or formation and duly qualified to do business in Arizona. (ii) Owner has the authority, including the person signing for Owner, and the right to enter into this Agreement as authorized by the managers or members of the Owner pursuant to the operating agreement of Owner. (iii) Owner is not prohibited from executing this Agreement by any law, rule, regulation, instrument, agreement, order or judgment. (iv) | Owner has not relied on any representations or warranties of the City other than those expressly set forth in this Agreement. (b) By City: This Agreement was approved at a duly noticed and held public meeting by the Mayor and City Council, at which a quorum was present, and the execution of this Agreement was authorized. 25. Assignment. Owner shall have the right to transfer or assign (“Transfer”) part or all of its rights under this Agreement to any person or entity receiving title to all or part of the Land (each, a “Transferee”) at any time during the duration of this Agreement by written assignment and with the written consent of the City which shall not be unreasonably withheld. An assignment shall be made by a written instrument recorded in the Official Records of Maricopa County, Arizona expressly assigning such rights and obligations and shall be signed by Owner and Transferee. In the event of a complete or partial assignment by Owner, all or such portion of the Owner’s obligations so assigned shall terminate as to the assigning Owner effective upon the assumption by the Transferee of such rights and obligations. 26. Counterpart Signature. This Agreement may be executed in counterpart, each of which shall be deemed an original, and all of which combined shall constitute one and the same instrument. 27. Certification. To the extent applicable under A.R.S. § 35-394, Owner certifies that it does not, and will not for the duration of this Agreement, use the forced labor, any goods or services produced by the forced labor, or any contractors, subcontractors, or suppliers that use the forced labor or any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China. 28. Exhibits; Merger. This Agreement, together with Exhibit A through Exhibit E listed below, attached hereto and incorporated herein by this reference, constitute the entire agreement between the Parties with respect to construction of the Infrastructure as set forth in this Agreement. All prior contemporaneous agreements, representations and understandings of the Parties, oral or written, with respect thereto are hereby superseded and merged herein. Exhibit A Legal Description of the Land Exhibit B Depiction of the Land Exhibit C Owner’s Engineer’s Estimate of the Water Volume Demands to Serve the Development of the Land Exhibit D City’s Estimate of Cost for In Lieu Water Infrastructure Exhibit E Dispute Resolution/Remedies 29. Signature. The Parties have executed this Agreement as of the Effective Date. CITY OF BUCKEYE, ARIZONA, an Arizona municipal corporation Eric W. Orsborn, Mayor ATTEST: Lucinda J. Aja, City Clerk APPROVED AS TO FORM: Tosca Henry, City Attorney STATE OF ARIZONA COUNTY OF MARICOPA On this day of , 2026, before me personally appeared Eric W. Orsborn, Mayor of the CITY OF BUCKEYE, ARIZONA, whose identity was proven to me on the basis of satisfactory evidence to be the person who he claims to be, and acknowledged that he signed this Development Agreement on behalf of the City. I certify under PENALTY OF PERJURY under the laws of the State of Arizona that the foregoing paragraph is true and correct. (Seal and Expiration Date) Notary Public in and for the State of Arizona 10 OWNER: CH CRE TEN85 OWNER LLC A Delaware limited liability company Name: Denid Severs Title: Kosnoriud Siqnerony STATE OF ARIZONA COUNTY OF MARICOPA Onthis A" day of _Non\ , 2026, before re me personally appeared Dovid Sls the &xnarizad sais of CH CRE TENS Owner , “Whose identity was proven to me on the basis of satisfattory evidence to be the person who he/she claims to be, and acknowledged that he/she signed this Development Agreement on behalf of CH CRE TENSS_OWNIR LUO I certify under PENALTY OF PERJURY under the laws of the State of Arizona that the foregoing paragraph is true and correct. (Seal and Expiration Date) pa am RANCHO Bae ©: wort on N Public in/and for the State of Arizona ll EXHIBIT A TO AGREEMENT [Legal Description of Land] LEGAL DESCRIPTION THAT PORTION OF THE WEST HALF OF SECTION 36, TOWNSHIP 1 NORTH, RANGE 4 WEST OF THE GILA AND SALT RIVER MERIDIAN, MARICOPA COUNTY, PARTICULARLY DESCRIBED AS FOLLOWS: ARIZONA, MORE COMMENCING AT THE NORTHWEST CORNER OF SAID SECTION 36 FROM WHICH THE NORTH QUARTER CORNER OF SAID SECTION 36 BEARS SOUTH 88°41'56” EAST, A DISTANCE OF 2652.61 FEET; THENCE SOUTH 88°41'56” EAST, ALONG THE NORTH LINE OF THE NORTHWEST QUARTER OF SAID SECTION 36, A DISTANCE OF 329.53 FEET; THENCE SOUTH 0118'04” WEST, A DISTANCE OF 143.16 FEET TO THE POINT OF BEGINNING; THENCE SOUTH 88°43'03” EAST, A DISTANCE OF 157.10 FEET; THENCE SOUTH 88°41'23” EAST, A DISTANCE OF 612.95 FEET; THENCE NORTH 17°24” EAST, A DISTANCE OF 68.20 FEET; THENCE SOUTH 88°41'56” EAST, A DISTANCE OF 330.03 FEET; THENCE NORTH 118'04” EAST, A DISTANCE OF 5.00 FEET; THENCE SOUTH 88°41'56” EAST, A DISTANCE OF 90.53 FEET; THENCE SOUTH 78°10'41” EAST, A DISTANCE OF 21.47 FEET; THENCE SOUTH 88°41'56” EAST, A DISTANCE OF 30.73 FEET; THENCE SOUTH 11804” WEST, A DISTANCE OF 5.58 FEET; THENCE SOUTH 88°41'56” EAST, A DISTANCE OF 47.14 FEET; THENCE NORTH 73°17°49" EAST, A DISTANCE OF 14.56 FEET; THENCE SOUTH 88°41'56” EAST, A DISTANCE OF 951.27 FEET; THENCE SOUTH 44°19'11" EAST, A DISTANCE OF 42.88 FEET; THENCE SOUTH 0°03’35” WEST, A DISTANCE OF 767.43 FEET; THENCE NORTH 89°56'25” WEST, A DISTANCE OF 10.00 FEET; THENCE SOUTH 0°03’35” WEST, A DISTANCE OF 472.92 FEET; THENCE SOUTH 89°56’25” EAST, A DISTANCE OF 10.00 FEET; THENCE SOUTH 0°03’35” WEST, A DISTANCE OF 876.05 FEET; THENCE NORTH 89°56’25” WEST, A DISTANCE OF 10.00 FEET; THENCE SOUTH 0°03’35” WEST, A DISTANCE OF 467.01 FEET; THENCE SOUTH 89°56'25” EAST, A DISTANCE OF 10.00 FEET; THENCE SOUTH 0°03’35” WEST, A DISTANCE OF 553.34 FEET; THENCE SOUTH 2°24’04” WEST, A DISTANCE OF 98.61 FEET; THENCE NORTH 87°35'56” WEST, A DISTANCE OF 10.00 FEET; THENCE SOUTH 2°24'04” WEST, A DISTANCE OF 505.82 FEET; THENCE SOUTH 87°35'56” EAST, A DISTANCE OF 10.69 FEET; TITLE: XB13 ENGINEERING DATE: 2/18/26 10450 N. 74TH ST., SUITE 200 SCOTTSDALE. AZ 85258 DESC: NET PLAT T 480 991 3985 F 480 991 3986 10F5 CIVIL AND SURVEY PROJ.NO.LGEC298 J LEGAL DESCRIPTION THENCE SOUTH 0°03'35” WEST, A DISTANCE OF 233.71 FEET; THENCE SOUTH 0°37'54” WEST, A DISTANCE OF 769.64 FEET; THENCE NORTH 89°22’06” WEST, A DISTANCE OF 8.32 FEET; THENCE SOUTH 0°03'35” WEST, A DISTANCE OF 247.01 FEET; THENCE SOUTH 45°05’37” WEST, A DISTANCE OF 56.49 FEET; THENCE NORTH 89°52°15" WEST, A DISTANCE OF 1,201.24 FEET; THENCE NORTH 0°00’28”" EAST, A DISTANCE OF 1,196.66 FEET; THENCE NORTH 89°34’23” WEST, A DISTANCE OF 1,264.54 FEET; THENCE NORTH 0°02’56” WEST, A DISTANCE OF 1,268.23 FEET; THENCE SOUTH 89°16'34” EAST, A DISTANCE OF 35.33 FEET; THENCE NORTH 0°02'51” WEST, A DISTANCE OF 60.01 FEET; THENCE NORTH 89°16'34” WEST, A DISTANCE OF 35.33 FEET; THENCE NORTH 0°02'15” WEST, A DISTANCE OF 1,314.82 FEET; THENCE NORTH 89°53'11” EAST, A DISTANCE OF 118.01 FEET; THENCE NORTH 0°04'24” WEST, A DISTANCE OF 99.86 FEET; THENCE SOUTH 89°57'28” WEST, A DISTANCE OF 99.99 FEET; THENCE NORTH 10°03’56” EAST, A DISTANCE OF 362.78 FEET; BEGINNING. THENCE NORTH 14°1103” EAST, A DISTANCE OF 758.56 FEET TO THE POINT OF TITLE: XB13 ENGINEERING DATE: 2/18/26 10450 N. 747H ST., SUITE 200 SCOTTSDALE, AZ 85258 DESC: NET PLAT T 480 991 3985 F 480 991 3986 20F5 CIVIL AND SURVEY PROJ.NO.LGEC298 EXHIBIT N. LINE, N.W. 1/4, SEC. 36, T.1N., R.4W. $88'41'56"E 2652.61’ SOUTHERN AVE. OQ) fs Loa ~ 114 ANN PoB—— | re, Ss $0°03'35"W oO SEE DETAIL a on —— . ad L33 NS 29 < Soy N $0°03'35"W__ =/A oss 472.92’ 4 =2% BUCKEYE 225 / $9 ,- Ww INDUSTRIAL L17 N zr 150 1874 8 /47, MCR —_ z 9 SO'03'35"W_ || = =~ | KNo'02'15"w 876.05 we a 1314.82’ NigZ “2! ” fo) > \|}47-b29 NO'03'35"E__#]|S . S$ Ox 128 467.01’ xg xe! os'3stw___ Lis] Oo = re $0°03'35"W eu =e 553.34 L20 Qn : La 992 = '/\_no'02'56"w — 5 K | 1268.23’ N2°24'04"E 3 ro) || 8 OR 505.82 “4 Mw } SI 1264.54 4 = Ww — zA'9 a") L22 0H =| ~~N89°34'23"W \ l “® __ | S003'35"W_// Say Pars 233.71" | 2 A.P.N. olo rer = 9) 504—39-028H 2|9 5° s754"W_ n OWNER: BUCKEYE | S : \ ul SR85, LLC L24a~\ = | “NOT A PART” J- 126 = +] M123 Q* BASELINE ROAD N89°52'15"W (BASIS OF BEARING) 2642.18’ S. LINE, S.W.. 1/4, SEC. 36, T.1N., R.4W. TITLE: XB13 SCALE: N.T.S. DATE: 2/18/26 DESC: NET PLAT ENGINEERING 30F5 CIVIL AND SURVEY 10450 N. 74TH ST., SUITE 200 SCOTTSDALE, AZ 85258 T 480 991 3985 F 480 991 3986 PROJ.NO.LGEC298 i EXHIBIT LINE TABLE LINE TABLE LINE | BEARING DISTANCE LINE | BEARING DISTANCE l1 $88°41’56"E | 329.53' L18 | N89°56’25"W 10.00’ L2 | S01°18'04"W 143.16 L19 | $89°56’25"E 10.00’ L3 | S88°43'03"E | 157.10’ L20 | S02°24'04"W 98.61" L4 | $88°41'23"E | 612.95’ L21 | S87°35'56"E 10.00' LS | NO117°24°E 68.20’ L22 | $87°35’56"E 10.69’ L6 | S88°41°56”E | 330.03’ L23 | N89°22’06"W 8.32’ L7_ | NO118'04"E 5.00’ L24 | SO0°03’35"W | 247.01’ L8 | $88°41°56"E 90.53’ L25 | $45°05’37"W 56.49" LO | $7810'41"E 21.47’ L26 | N89°52°15"W | 1201.24’ L10 | S88°41°56"E 30.73’ L27 | $89°16'34"E 35.33" L11 | $01°18'04"W 5.58’ L28 | NOO"02’51"W 60.01’ L12 | $88°41°56"E 47.14 L29 | N89°16'34"W 35.33’ L13 | N7317°49"E 14.56’ L30 | N89°53'11"E 118.01’ L14 | $88°41°56"E | 951.27’ L31 | NOO'04’'24"W 99.86" LIS | $4419°11"E 42.88' L32 | $89°57’28"W 99.99’ L16 | N89°56’25"W 10.00’ L33 | N10°03'56"E | 362.78’ L17_ | $89°56’25"E 10.00° L34 | N14°11’03"E 758.56" LO L7 L6 L8 L13 DETAIL 1”=100’ TITLE: XB13 40F5 ENGINEERING CivIL AND SURVEY DATE: 2/18/26 10450 N. 74TH ST., SUITE 200 SCOTTSDALE, AZ 85258 DESC: NET PLAT T 480 991 3985 F 480 991 3986 PROJ.NO.LGEC298 EXHIBIT MONUMENT LEGEND: S. 1/4 COR. SEC. 36, T.1N., R.4W. © FOUND ALUMINUM CAP FLUSH STAMPED "MC LS 22258” S.W. COR. SEC. 36, T.1N., R.4W. FOUND BRASS CAP IN HANDHOLE W. 1/4 COR. SEC. 36, T.1N., R.4W. FOUND 5/8” IRON BAR N.W. COR. SEC. 36, T.1N., R.4W. FOUND BRASS CAP IN HANDHOLE W/ SECTION LABELS (POC) FND. A.D.0.T. BRASS CAP FLUSH FND. IRON BAR W/ NO I.D. Io) © FND. A.D.0.T. ALUMINUM CAP FLUSH N. 1/4 SEC. 36, T.1N., R.4W. FOUND COTTON PICKER SPINDLE W/NO STAMP © 0 ® @ ® ® © ©) @ TITLE: XB13 5 OF 5 ENGINEERING CIVIL AND SURVEY DATE: 2/18/26 10450 N. 74TH ST., SUITE 200 SCOTTSDALE, AZ 85258 DESC: NET PLAT T 480 991 3985 F 480 991 3986 PROJ.NO.LGEC298 J EXHIBIT B TO AGREEMENT [Depiction of Land] The project lies within the City of Buckeye, Maricopa County, Arizona. The site is located on the west side of 263rd Avenue between Southern and Baseline Roads. It is specifically located in the west half of Section 36, Township 1 North, Range 4 West of the Gila and Salt River Base and Meridian. Figure 1, in Appendix A, illustrates the location of the project site in relation to the City of Buckeye Street system. Figure 2, in Appendix A is the city water system map showing the adjacent development and water improvements. Please note that per the city Figure 2, even though acity document, it is not an accurate or reliable source for the existing water facilities in this area. EXHIBIT C TO AGREEMENT [Owner’s Engineer’s Estimate of the Water Volume Demand to Serve the Development of the Land]