D. X-0906-EX.PDF

Project No.: TT0011
Item No. : X-0906-EX
APN: Portion of 500-06-034D
MARICOPA COUNTY
DEPARTMENT OF TRANSPORTATION
PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS
Agreement made on , 0 by and between:
The City of Goodyear, a Municipal Corporation of the State of Arizona, with the address
of 190 N. Litchfield Rd., Goodyear, AZ 85338, hereinafter referred to as "Buyer".
AND
Maricopa County, a political subdivision of the State of Arizona, through its Department
of Transportation, with the address of: do Real Estate Department, 2801 W. Durango,
Phoenix AZ 85009, hereinafter referred to as "Seller".
"Agreement" means, when fully executed by Seller and Buyer, this Purchase Agreement
and Escrow Instructions,
WITNESSETH
THAT Seller agrees to sell to Buyer and Buyer agrees to purchase from Seller, the
property legally described on Exhibit A attached hereto and made a part hereof, declared
by the Maricopa County Board of Supervisors to be excess vacant land by Agenda Item
C-64-20-049-M-00, approved on September 4, 2019, hereinafter referred to as the
"Property".
Seller will convey the Property to Buyer by Special Warranty Deed.
Page 1 of 10

1. PURCHASE PRICE AND OTHER BUYER COSTS
The purchase price or consideration shall be: Seventeen Thousand Eight Hundred
Seventy Four Dollars and 00/100 ($17,874.00) Dollars.
1.01. Payments. Payment shall be made as follows:
The balance of the purchase price (plus any
additional taxes, fees or other closing costs) shall be
paid by Buyer to the Escrow Agent at or before the
Close of Escrow by cash, certified or cashier's
check, or bank wire transfer to be paid to Escrow
Agent.
$17,874.00
1.02. Close of Escrow. Close of Escrow shall occur on or before February 21,
2020, which date shall be referred as the "Close of Escrow". Escrow may
be extended up to 60 days at the discretion of the Director of the Maricopa
County Real Estate Department.
1.03. Escrow Officer.
a) The escrow agent ("Escrow Officer") referred to in the Agreement shall
be as listed below:
Company: Great American Title Agency, Inc.
Address: 7720 N. 16th St., #450 Phoenix, AZ 85020
Agent: Jennifer Siverio
b) The Escrow Officer shall deliver the escrow funds in accordance with
this Agreement.
2. SELLER'S REPRESENTATIONS
2.01 Seller makes no representations whatsoever regarding conditions or
features of the Property.
2.02 Seller makes no representation as to zoning, access to Property, availability
of utilities, or development potential of the Property.
2.03 Seller is a political subdivision of the State of Arizona, and therefore is
exempt from paying real property taxes. Upon completion of the recording
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of the conveyance deed to the Buyer, Buyer shall become responsible for
any real property taxes and assessments as provided by law.
3. TITLE COMMITMENT
3.01. Preliminary Title Report. The Buyer has provided to Seller, at Buyer's
expense, a current preliminary title report or commitment for title insurance
to be issued concerning the Property (the "Title Report"). Further, in the
event that any updates, supplements or amendments to the Title Report
are subsequently prepared, copies of such documents shall be delivered
to Seller.
3.02. No Obligation to Act. Except with respect to any title exception
intentionally and voluntarily created by Seller after the issuance of the Title
Report, nothing herein shall be deemed to impose on Seller any obligation
to bring any action or proceeding, or to expend any unreasonable (in
Seller's sole and absolute discretion) sum or effort in order to fulfill any
conditions, nor shall Buyer otherwise have any right or action against Seller
in respect thereof. The Buyer may procure an extended coverage title
insurance policy, if available, at the Buyers option, in which event the Buyer
shall pay the amount of increased premium and the cost of any survey
necessary to obtain extended coverage title insurance issued through the
Escrow Agent in the form in use on the date of issue, insuring the Buyer in
the amount of the Purchase Price of the Property, that upon Close of
Escrow, title to the Property is subject only to the regular covenants of
record, easements, reservations in patent and other obligations, liabilities,
liens, encumbrances and other matters as Buyer, in Buyer's sole
discretion, may specifically approve, in writing, or be deemed to have
approved.
4. ACCESS TO PROPERTY.
Buyer shall not access the Property prior to Close of Escrow unless Buyer agrees to
and is in compliance with 4.01 through 4.06 herein.
4.01. Buyer's Right of Entry
Upon full execution of the Agreement, Buyer and its agents or assigns, shall
have the right to enter the Property, at their sole cost and expense, for the
purposes of conducting a non-invasive site inspection and/or a Phase 1
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environmental assessment. Seller has no obligation to cure or remove any
matter found as a result of the Buyer's due diligence investigations.
4.02. Notification of Entry
Buyer must notify Seller of any dates Buyer will be on the Property to
provide Seller with the opportunity to be present (if so desired) at all times
Buyer accesses the Property. Contact for Seller for this purpose is John
Gaffney at John.Gaffney@maricopa.gov or (602) 506 8304 OR Steven
Warburton at Steven.Warburton@maricopa.gov or (602) 506-4746.
4.03. Insurance
If Buyer choses to enter the property for the purposes of conducting non-
invasive due diligence inspections contemplated above, Buyer shall obtain
and keep in force during the term of entry, a commercial general liability
insurance policy with a combined single limit of not less than $2,000,000
covering single limit coverage per occurrence for bodily injury, personal
injury and property and workers' compensation with limits not less than
$2,000,000 for each accident, and $2,000,000 disease policy limit. All
policies of insurance required to be provided hereunder by Buyer shall be
issued by insurer(s) licensed and qualified to do business in the State of
Arizona, with a current A.M. Best Company rating of at least B++VII. Prior
to entry, Buyer shall deliver to Seller certificates of insurance evidencing the
existence and amounts of the policies on insurance required pursuant to
this section, as well as the deductibles.
4.04. Reports
Seller shall be named as a party authorized to view and rely on the results
of any report(s) produced by or on behalf of Buyer as a result of Buyer
investigations contemplated above and shall be provided with a copy of any
such reports at Buyer's expense.
4.05. Damages
Buyer shall be solely responsible for any damage Buyer causes to the
Property prior to the Close of Escrow.
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4.06. Claims arising out of entry
To the extent not prohibited by law, Buyer, and its agents or assigns, agree
to indemnify, defend, and hold harmless the Seller, as indemnitee from and
against any and all claims, losses, liability, costs, or expenses (including
reasonable attorney's fees) (herein collectively referred to as Claims)
arising out of Buyer's or its officers, officials, agents, employees, or
contractors entry on to the Property for the purposes of conducting the
investigations, surveys, and inspections contemplated above but only to the
extent that such Claims are caused by the act, omission, negligence,
misconduct, or other fault of the buyer and its officer, officials, agents,
employees, or contractors.
5. BUYER'S REPRESENTATIONS AND AGREEMENTS.
Simultaneously with execution of this Agreement, Buyer shall provide proof of legal
authority to execute this Agreement and to consummate all of the transactions hereby
contemplated. All required approvals by the shareholders, partners, members and/or
Board of Directors of Buyer have been given to allow for the making and execution of
this Agreement.
6. DOCUMENTS.
At or before the Close of Escrow, Seller shall deliver to Escrow Agent the following:
a) A Special Warranty Deed, duly executed and acknowledged on behalf
of the Board of Supervisors of the Seller, conveying the Property to the
Buyer.
b) Such other documents as shall be reasonably required by Escrow
Agent as a condition to insuring title to the Property.
7. BREACH OF AGREEMENT, DAMAGES.
7.01 In the event of (i) the breach or non-performance of this Agreement by
Seller, or (ii) a default in the performance of any of its obligations hereunder
by Seller, Seller shall be liable for all customary escrow cancellation
charges and the deposit shall be returned to Buyer. Such payments will be
Buyer's sole and exclusive remedy in the event of default by Seller. Buyer
hereby waives and releases any right to (and hereby covenants that Buyer
shall not) sue Seller for (a) specific performance, or (b) damages.
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7.02 In the event Buyer fails to close this transaction, other than due to the default
of Seller, Buyer shall be liable for all customary escrow cancellation
charges, plus the cost of the appraisal and the cost of the preliminary title
report, and such charges shall be Seller's sole and exclusive remedy. Seller
hereby waives and releases any right to (and hereby covenants that Seller
shall not) sue Buyer for (a) specific performance, or (b) damages.
8. "AS IS, WHERE IS."
This sale is in a strict "AS IS, WHERE IS" condition.
9. BROKER.
The parties represent each to the other that a Real Estate Broker is not responsible
for negotiating this transaction. If any Real Estate Broker should make a claim for
commissions, the party whose action lead to such claim shall be solely responsible
for the resolution of such issue, including the obligation to indemnify, hold harmless
and defend all other parties hereto.
10. NOTICES.
No notices, waiver or other communication under this Agreement shall be effective
unless in writing and personally served, sent by certified mail, return receipt
requested, with postage prepaid or by commercial express delivery service
providing receipted delivery or by facsimile transmissions provided confirmation of
the completed transmission shall be retained. All such notices shall be addressed
to the parties at the addresses noted herein above. If personally served or sent
via commercial delivery service, any such matter shall be deemed given at the time
of such service or, if by mail, at the time of depositing same in a post office box
regularly maintained by the United States Postal Service.
11. ASSIGNMENT.
This Agreement may not be assigned by Buyer without the written consent of
Seller. Seller has absolute discretion whether to consent to or deny any proposed
assignment.
12. GENERAL PROVISIONS:
12.01 Date of Agreement.
The date of this Agreement for all purposes where such date is referenced
herein shall be the date on which The Maricopa County Board of
Supervisors signs this Agreement, which date shall be inserted at the top of
the first page hereof.
Page 6 of 10

12.02 Counterparts.
This Agreement may be signed in any number of counterparts with the
same effect as if the signatures thereto and hereto were upon the same
instrument.
12.03 Applicable Law.
This Agreement and the performance hereof shall be governed, interpreted,
construed and regulated by the laws of the State of Arizona.
12.04 Severability.
If any term, covenant, condition or provision of this Agreement, or the
application thereof to any person or circumstance shall, at any time or to
any extent, be invalid or unenforceable, the remainder of this Agreement,
or the application of such terms or provision to persons or circumstances
other than those as to which it is held invalid or unenforceable, shall not be
affected thereby, and each term, covenant, condition and provision of this
Agreement shall be valid and be enforceable to the fullest extent permitted
by law.
12.05 Interpretation.
Wherever herein the singular number is used, the same shall include the
plural, and the masculine gender shall include the feminine and neuter
genders, and vice versa, as the context shall require.
12.06 Section Headings.
The Section headings in this Agreement are inserted only as a matter of
convenience in reference and are not to be given any effect whatsoever in
construing any provision of this Agreement.
12.07 Time.
Time is of the essence of this Agreement. Any extension of time granted
for the performance of any duty under this Agreement shall not be
considered an extension of time for the performance of any other duty under
this Agreement. Unless otherwise indicated, all periods of time referred to
in this Agreement shall refer to calendar days and shall include all
Saturdays, Sundays and State or national holidays, provided that if the date
or last date to perform any act or give any notice with respect to this
Agreement shall fall on a Saturday, Sunday or State or national holiday,
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such act or notice may be timely performed or given on the next succeeding
day which is not a Saturday, Sunday or State or national holiday.
12.08 Waiver.
Failure of any party to exercise any right or option arising out of a breach of
this Agreement shall not be deemed a waiver of any right or option with
respect to any subsequent or different breach, or the continuance of any
existing breach.
12.09 Governing Law.
This Agreement shall be deemed to be made under, and shall be construed
in accordance with and shall be governed by, the laws of the State of
Arizona, and arbitration proceedings, if applicable, or suit to enforce any
provision of this Agreement or to obtain any remedy with respect hereto
may be brought in the Superior Court of the State of Arizona, Maricopa
County, and for this purpose each party hereby expressly and irrevocably
consents to the jurisdiction of said Court. This contract is subject to A.R.S.
38-511 and may be canceled pursuant thereto.
12.10 Expiration of Offer.
Buyer shall execute this Agreement upon receipt and Seller shall execute
and deliver into escrow within 15 days after approval by the Maricopa
County Board of Supervisors. Upon Buyer's execution, this Agreement
shall constitute an offer, which if not accepted by Seller's execution and
delivery to Escrow Agent within 15 days after Board approval, shall be
deemed to expire and be of no further force or effect, unless extended or
otherwise agreed to by Buyer in writing.
Page 8 of 10

BUYER: City of Goodyear, a Municipal Corporation
By: )))(0)19
Julie Aendall Date
Its: City Manager
STATE OF ARIZONA )
)ss
COUNTY OF MARICOPA )
Before me, Wyk/ V.A I kiit , Notary ublic in and for said County,
State of Arizona, on this day personally appeared
Given under my hand and seal of the office this L' it ay of 14/WPJAkiatr , 20 19 .
MARY E WILHITE
NOTARY PUBLIC, ARIZONA
MARICOPA COUNTY
My Commission Expires
August 31, 2020
My Commission Expires 9 - 31-201.0
AppLor0s)o form:
MESIMMI1117.1=3I1=ANIII...
City Attorney z
ACCEPTANCE BY ESCROW AGENT
The Purchase Agreement & Escrow Instructions are accepted on this I 3 day of
, 2019. Escrow will open upon receipt of the fully
executed Agreement.
Page 9 of 10

RECOMMENDED FOR APPROVAL:
\ k 2 \\9
Michelle Colby, SR/WA L Date
Director, Real Estate Department
oth, Dbte
aricopa County Department of Transportation
ACCEPTED AND APPROVED
MARICOPA COUNTY BOARD OF SUPERVISORS
By:
Chairman of the Board
STATE OF ARIZONA )
)ss
COUNTY OF MARICOPA )
Before me, , Notary Public in and for said County, State
of Arizona, on this day acknowledges , known to me to
be the person whose name is subscribed to the foregoing instrument as the Chairman of
the Board of the Political Subdivision described in the foregoing instrument.
Given under my hand and seal of the office this day of , 20
My Commission Expires
Notary Public (signature)
Approved as to form and within the powers
and authority of the Board of Supervisors
Deputy County Attorney Date
Page 10 of 10

Exhibit "A"
Property Legal Description
(on the following pages)

LEGAL DESCRIPTION
APN: 500-06-034D
A PARCEL OF LAND LOCATED IN THE SOUTHWEST QUARTER OF SECTION 19,
TOWNSHIP 1 NORTH, RANGE 1 WEST, OF THE GILA AND SALT RIVER MERIDIAN,
MARICOPA COUNTY, ARIZONA, ALSO BEING A PORTION OF LAND DESCRIBED AS
PARCEL NO. 2 IN DOCUMENT 2003-1255220, RECORDS OF MARICOPA COUNTY,
ARIZONA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT AN ALUMINUM CAP FLUSH MARKING THE SOUTH QUARTER
CORNER OF SAID SECTION 19, FROM WHICH A BRASS CAP IN HAND HOLE
MARKING THE SOUTHWEST CORNER OF SAID SECTION 19, BEARS NORTH 89
DEGREES 59 MINUTES 15 SECONDS WEST (BASIS OF BEARINGS AS SHOWN ON
BOOK 694, PAGE 38, MARICOPA COUNTY RECORDS), A DISTANCE OF 2602.41 FEET;
THENCE ALONG THE SOUTH LINE OF SAID SECTION 19, NORTH 89 DEGREES 59
MINUTES 15 SECONDS WEST, A DISTANCE OF 40.00 FEET;
THENCE LEAVING SAID SOUTH LINE, NORTH 00 DEGREES 29 MINUTES 25
SECONDS EAST, A DISTANCE OF 312.42 FEET TO THE SOUTHERLY RIGHT OF WAY
LINE OF MC 85;
THENCE ALONG SAID SOUTHERLY LINE, NORTH 82 DEGREES 03 MINUTES 59
SECONDS EAST, A DISTANCE OF 40.44 FEET TO THE EAST LINE OF SAID
SOUTHWEST QUARTER OF SECTION 19;
THENCE ALONG SAID EAST LINE, SOUTH 00 DEGREES 29 MINUTES 25 SECONDS
WEST, A DISTANCE OF 318.01 FEET TO THE POINT OF BEGINNING.
SAID PARCEL CONTAINS 12,609 SQUARE FEET OR 0.29 ACRES, MORE OR LESS.
SEE ATTACHED EXHIBIT DRAWING BY REFERENCE MADE A PART HERETO.

N 1/4 CORNER
SEC. 19, T1N, R1W
FD. ALUMINUM CAP
500-06-0340
MARICOPA COUNTY
PARCEL NO. 2
DOC. 2003-1255220, MCR
e.—
N89°59'15"W 2602.41'
(BASIS OF BEARINGS)
SW CORNER W. BROADWAY ROAD(ALIGNMENT) S 1/4 CORNER
SEC. 19, T1 N, SEC. 19,
R1W T1N, R1W
FD. BCHH LINE TABLE FD. ALUMINUM
LINE BEARING DISTANCE CAP FLUSH
POB
L1 N8959'15 1'W 40.00'
L2 NO0'29 125' 1E 312.42'
L3 N82'03'59''E 40.44'
L4 S00'29'25''W 318.01'
NEW AREA
12,609 SQ. FT. OR 0.29 ACRES MORE OR LESS
(NO OVERLAPPING EXISTING EASEMENTS)
LEGEND
EXHIBIT "A"
= SECTION LINE
= PROPERTY LINE
POC = POINT OF COMMENCEMENT
POB = POINT OF BEGINNING AZTEC ENGINEERING
ROW = RIGHT-OF-WAY 4561 E. McDowell Rd., Phoenix, AZ 85008
ESMT = EASEMENT Tel(602)454-0402 website: www.oztec.us Fax(602)454-0403
MCR = MARICOPA COUNTY RECORDER
FD. = FOUND DR: GLG CF1711:1 SHEET I TOTAL
BCHH = BRASS CAP IN HAND HOLE DATE: 9-12-19 REV: NO. I SHEETS
VAIIII = NEW AREA N.T.S. 1 I 1