FALCON RIDGE ASSURANCE AGREEMENT.PDF

Form of BPH Agreement
ASSURANCE AGREEMENT
This Agreement is made on November , 2019, by and between MARICOPA COUNTY, a
political subdivision of the State of Arizona, (hereinafter "County"); and EH CCF LIBERTY,
LLC, an Arizona limited liability company and EH RKCF LIBERTY, LLC, an Arizona limited
liability company, each with an address of 7337 E. Doubletree Ranch Road, Suite C-185,
Scottsdale, Arizona 85258, (hereinafter, collectively, the "Owner"). The term Owner as used
herein shall include Owner and any and all successors in title to the Property.
Whereas, Owner is the owner of certain real property full described in Exhibit A attached
hereto and made a part hereto (herein referred to as "Property"); and
Whereas, Owner has applied to the County pursuant to A.R.S. §11-821 et seq. to subdivide
the Property for single family residential development; and
Whereas, A.R.S. §11-821(C) provides: "The regulations shall require the posting of
performance bonds, assurances or such other security as may be appropriate and necessary to
ensure the installation of required street, sewer, electric and water utilities, drainage, flood control
and improvements meeting established minimum standards of design and construction;" and
Whereas, A.R.S. §11-822(A) provides: "No plat of a subdivision of land within the area of
jurisdiction of the County shall be accepted for recording or recorded until it has been approved
by the Board. The approval of the Board shall be endorsed in writing on the plat and shall also
include specific identification and approval of the assurances;" and
Whereas, development of the Property will require, in addition to internal infrastructure
necessary to serve the subdivision, infrastructure for improvements that are located along the
perimeter or outside the boundaries of the Property.
Whereas, Owner has requested that, to satisfy the statutory requirement for providing an
assurance to ensure the installation of required improvements, that the County enter into an
agreement with Owner that no building permits for the construction of homes for sale to third
parties shall be issued in connection with the Property unless and until such time as all required
improvements that meet the minimum standards of design and construction established by the
County pursuant to plans and specifications that have been approved by the County (i) have been
installed at no cost or expense to the County and (ii) have been inspected by the County, which
has been satisfied with such installation pursuant to guidelines adopted by the County; and
Whereas, any such agreement entered into between the parties shall be deemed to be a
"Building Pennit Hold;" and
Whereas, the County is agreeable to entering into such a Building Permit Hold to serve as
the statutorily required assurance of performance provided all of the terms of such Agreement are
satisfied.
NOW THEREFORE, in consideration of the mutual premises contained herein and other
good and valuable consideration, the parties agree as follows:

1. The above recitals are incorporated herein as if fully reproduced at length.
2. No building permit shall be issued to allow construction on or in connection with the Property
except:
a. Building permits for the installation and completion of all required infrastructure for
the project pursuant to plans approved by any and all applicable agencies.
b. Not more than eight (8) building permits issued by the County in accordance with
applicable building codes for model homes, each home to be located on specific lots
approved by the County and be part of a "model home complex". No issued building
permit shall include the right to occupy any model home for any purpose other than to
demonstrate the style of home available to purchasers within the project; provided that
the garage and kitchen areas of one such home per model complex, as designated by
Owner, may be used for the purpose of conducting sales of homes to prospective third
party purchasers.
3. No building permit of any kind shall be issued unless and until this Agreement has been
recorded in the office of the Maricopa County Recorder. Upon completion of the infrastructure
which this Agreement assures or other proper termination of this Agreement, the County shall
execute an appropriate document presented to it by Owner for recording to provide notice that this
Agreement has terminated.
4. In the event the County Board of Supervisors shall not approve the subdivision plat for the
Property, this Agreement shall be deemed to be terminated properly and of no force or effect.
5. Owner shall, at all times during the pendency of this Agreement, maintain a valid, active
building permit for construction of any and all required subdivision infrastructure which has not
been completed and approved by the appropriate agency.
6. Should Owner breach this Agreement, any and all building permits that have been issued
for the Property shall immediately cease to be valid unless and until a financial assurance, in form
and amount satisfactory to the County, has been provided to and accepted by the County.
7. This Agreement shall not be deemed to be satisfied unless and until all infrastructure
building permits issued for the Property have been completed and all required warranty assurances
have been provided.
8. This Agreement may be terminated by Owner providing substituted assurances as required
by ordinances and regulations of Maricopa County as a substitute for this Agreement. Any
financial assurance shall be based upon one hundred twenty percent (120%) of a County approved
cost estimate, as prepared by a civil engineer licensed in the State of Arizona, for the remaining
improvements at the time of termination. Said estimate shall be based on current unit costs for the
various remaining work items.
9. This Building Permit Hold shall remain in full force and effect until financial assurances
acceptable to the County are provided for all infrastructure improvements required to service the
subdivision and for infrastructure located along the perimeter or outside the boundaries of the
Property.
-2-

10. Nothing contained in this Agreement shall be construed as obviating the necessity of
Owner providing financial warranty assurances for any improvements pursuant to applicable
County ordinances, resolutions or rules.
11. This Agreement may be cancelled by the County pursuant to the terms of A.R.S. § 38-511.
12. All notices, and communications to be given under this Agreement shall be in writing and
shall be deemed to have been duly given if delivered personally (in which case the date of delivery
would the actual date), if mailed first-class, postage prepaid, or certified mail (in which case the
date of delivery would be three (3) days from the date of mailing), or if sent by telegram, telex,
facsimile, telecommunication or other similar form of communication (in which case the date of
delivery would be the date of receipt confirmation), as follows, or as otherwise provided by notice
to the other party:
If to County:
Maricopa County Planning and Development Department
501 N. 44th Street
Phoenix AZ
Attention: Director
If to Owner:
EH RKCF Liberty, LLC
EH CCF Liberty, LLC
7337 E. Doubletree Ranch Road, Suite C-185
Scottsdale, Arizona 85258
Attn: C. Joseph Blackboum

13. This Agreement shall inure to the benefit of, be binding upon, and be enforceable by the
parties to this Agreement and their respective successors and assigns. This Agreement shall run
with and be an encumbrance upon the Property.
14. This Agreement, including all Exhibits, constitutes the entire agreement and understanding
between the parties relating to the provision of assurances required by statute and supersedes all
prior representations, communications and arrangements, whether oral, written or inferred,
between the parties relating to that subject matter. This Agreement shall not be amended or
modified except by a writing duly executed by Owner and the County. The waiver of any breach
of any term or condition of this Agreement shall not be deemed to constitute the waiver of any
other breach of the same or any other term or condition.
15. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction
shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability
without invalidating the remaining provisions of this Agreement, and any such prohibition or
unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in
any other jurisdiction.
16. This Agreement may be executed in any number of counterparts, each of which shall be
deemed an original, but all of which together shall constitute one and the same instrument.
17. Owner shall provide to the County, satisfactory evidence that the person executing this
Agreement for Owner has been authorized to do so.
Dated as of the day and year first above written.

OWNER:
EH CCF LIBERTY, LLC,
an Arizona limited liability company
By: Everest RFC, Inc., an Arizonkoprporation, Manager
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Title: Authorized Signer
EH RKCF LIBERTY, LLC,
an Arizona limited liability company
By: Everest RFC, c., an Arizoira-vorporation, Manager
By:
Name'. > klAt,t 0 D ...,0
Title: Authorized Signer
COUNTY:
MARICOPA COUNTY BOARD OF SUPERVISORS
By:
Name:
Title:
ATTEST:
Date:
Clerk of the Board of Supervisors
Ap6o;ed as to m and content:
ill 4. Date: 11- EL , LI
Deputy Count Attorney

RESOLUTIONS OF THE BOARD OF DIRECTORS
Of
EVEREST RFC, INC.
November 21, 2019
WHEREAS, C. Joseph Blackboum, President of Everest RFC, Inc., an Arizona
corporation (the "Company") is authorized and empowered to act on behalf of the Company;
WHEREAS, the Company is the manager of the following entities (the "Entities"):
EH CCF Liberty, LLC
EH-RKCF Liberty, LLC
RESOLVED, that Ryan O'Donovan, in his capacity as an authorized agent of Everest
RFC, Inc., is hereby authorized and directed to take any and all actions and execute and deliver
any and all instruments which he deems reasonable and necessary and incidental in connection
with the business of the Entities.
RESOLVED, that the foregoing actions shall be effective as of November 21, 2019.
C. Joseph Blackboum
President

EXHIBIT A
Legal Description of the Owner Property
The East half of the Northwest quarter of Section 11, Township 2 North, Range 1 West of the
Gila and Salt River Base and Meridian, Maricopa County, Arizona;
EXCEPT the North 1310 feet of the East 770 feet;
Also Excepting therefrom, that part of the Northwest quarter of Section 11, Township 2 North,
Range 1 West, of the Gila and Salt River Meridian, Maricopa County, Arizona, more particularly
described as follows:
Commencing at the Maricopa County Brass Cap marking the North Quarter corner of said
Section 11, from which the Maricopa County Department of Transportation Brass Cap marking
the Northwest corner of said Section 11 bears North 89° 02' 11" West, a distance of 2,607.43
feet;
Thence North 89° 02' 11" West, along the North line of the Northwest quarter of said Section
11, a distance of 770.07 feet to a point on the West line of the East 770 feet of the East half of
said Northwest quarter, said West line being coincident with Parcel 1 and Parcel 2 as recorded in
Instrument No. 94-0859174, Maricopa County Records;
Thence South 00° 02' 11" WEST along said West line, a distance of 676.75 feet to the TRUE
POINT OF BEGINNING;
Thence continuing South 00°12' 08" West, along said West line, a distance of 100.00 feet;
Thence North 89° 47' 52" West, departing said West line, a distance of 100.00 feet to a point on a
line which is parallel with and 100.00 feet Westerly, as measured at right angles, from said West
line;
Thence North 00°12' 08" East, along said parallel line, a distance of 100.00 feet;
Thence South 88° 47' 52" East, departing said parallel line, a distance of 100.00 feet to the TRUE
POINT OF BEGINNING.