BUYER SIGNED PA & SWD.PDF

Maricopa County — Formal (2017-07-26)

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Maricopa County
Department of Transportation
PURCHASE AGREEMENT
AND ESCROW INSTRUCTIONS
Agreement made on June 29, 2017 by and between:
Value Leasing, LLC, an Arizona limited liability company, with an address of
8601 S Hwy 85, Buckeye, Arizona 85326, hereinafter referred to as the Buyer. Buyer was the
successful bidder at public auction held on June 29, 2017 based upon an Invitation for Public
Auction ("Bid Package") dated May 25, 2017.
AND
Maricopa County, a political subdivision of the State of Arizona, with an address of: do
Real Estate Division, 2801 W. Durango, Phoenix AZ, hereinafter referred to as the 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 the Buyer agrees to purchase from Seller, the
property described on Exhibit A, declared by the Maricopa County Board of Supervisors to be
excess vacant land by Agenda Item C-64-1T049-M-00, approved on November 16, 2016,
hereinafter referred to as the Property. The legal description of the Property is set forth on
Exhibit A attached hereto and made a part hereof.
Seller will convey the property to Buyer by Special Warranty Deed as set forth in the "Bid
Package".

1. PURCHASE PRICE and other Buyer costs. The purchase price or consideration
shall be two hundred sixty thousand ($260,000,00) dollars. In addition, Buyer shall pay to the
Seller Fee Reimbursements which include the full cost of the appraisal in the amount of two
thousand three hundred ($ 2,300.00) dollars, and the sum of three hundred seventy-five ($375.00)
dollars representing one half of the cost of the preliminary title report provided to the Buyer prior
to bid.
Total: $262,675,00
1.01. Payments. Payment shall be made as follows:
Auction Deposit previously deposited by Buyer at
public auction and now to be held in escrow by the
Escrow Agent (the "Contract Deposit") $26,000.00
Previously deposited appraisal Fee Reimbursement $ 2,300.00
Previously deposited title report Fee Reimbursement $ 750.00
The balance of the purchase price (plus any
additional taxes, fees or other closing costs) shall
be paid at or before the Close of Escrow by cash,
certified check, cashier's check or bank wire transfer $233,625.00
to be paid to Escrow Agent
1.02. Close of Escrow. Close of Escrow shall occur on or before October 27, 2017, which
date shall be referred to as the "Close of Escrow".
1.03. Contract Deposit Escrow. At Close of Escrow Buyer shall be given full credit
against the purchase price for the Auction Deposit. In addition, the Buyer shall receive a credit
from the Seller for the sum of three hundred seventy five ($375.00) dollars representing one-half
of the cost of the preliminary title report.
1.04. Escrow Agent.
a) The escrow agent ("Escrow Agent") referred to in this Agreement shall
be as listed below:
Company: Empire West Title Agency Address: 4808 North 22" Street
Agent: Sharon Dyke Phone: 602.749.7000
Fax: 602.386.3001 Email: sharond@ewtaz.com
b) The Escrow Agent shall deliver the escrow funds in accordance with this
Agreement.

2. SELLER'S REPRESENTATIONS.
a) Seller makes no representations whatsoever regarding conditions or features of
the subject property.
b) Seller further makes no representation as to zoning, access to parcel, availability
of utilities, or development potential of the site.
C) Seller is a political subdivision of the State of Arizona, and therefore is exempt
from paying real property taxes. Upon completion of the recording 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. Within the Bid Package, the Seller has provided to Buyer,
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 Buyer.
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 condition,
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 Buyer's 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 printed
exceptions contained in said policy, current taxes and assessments, and such restrictive
covenants of record, easements, reservations in patents 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 shall first obtain a Right of Entry from Seller. Any Right of Entry issued by Seller to
Buyer shall contain a condition allowing a representative of the Seller to be present at all times
Buyer accesses the Property.
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.
C) If applicable, an Affidavit of Disclosure.
7. BREACH OF AGREEMENT, DAMAGES.
a) 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, then the Seller shall
be liable for all customary escrow cancellation charges and the Contract Deposit shall be returned
to the Buyer. Such payments will be the 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 the Seller for (a) specific performance, or (b) damages.
b) In the event Buyer fails to close this transaction, other than due to the default of
the Seller, the Buyer shall be liable for all customary escrow cancellation charges and shall forfeit
one-half of the Contract Deposit, plus the cost for the appraisal and one-half of the cost of the
preliminary title report, and such charges shall be the Seller's sole and exclusive remedy. Seller
hereby waives and releases any right to (and hereby covenants that Seller shall not) sue the
Buyer for (a) specific performance, or (b) damages. Additionally, upon default, Buyer
acknowledges that Seller may then offer to sell the Property to the second highest bidder at the
price bid by the second highest bidder, under the terms set for in the Bid Package. Buyer further
acknowledges that only upon successful close of escrow with the "subsequent buyer" is Buyer
entitled to a full refund of the Fee Reimbursements.
8. "AS IS, WHERE IS." This sale is in a strict "AS IS, WHERE IS" condition, as set forth
in the "Bid Package"
9. BROKER. The parties represent each to the other that a 0.5% brokerage commission
will be paid by the Seller at the close of escrow to any licensed Real Estate Broker who is the
effective procuring cause of the transaction provided that the Broker has registered a prospect as
set forth in the Invitation for Public Auction (Bid Package) who then successfully closes title to the
property.
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.
-4-

11. ASSIGNMENT. The within Agreement may not be assigned by Buyer without the
written consent of the Seller. Because the Buyer was the successful bidder at public auction, the
Seller has the absolute discretion whether to consent to or deny any proposed assignment.
12. GENERAL PROVISIONS:
a) 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.
b) 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.
c) Applicable Law. This Agreement and the performance hereof shall be governed,
interpreted, construed and regulated by the laws of the State of Arizona.
d) 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.
e) 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.
f) 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.
g) 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, 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.
h) 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.

i) 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.
j) Expiration of Offer. Buyer shall execute this Agreement on date of auction and
Seller shall execute and deliver into escrow within forty-five (45) days after auction date. Upon
Buyer's execution, this Agreement shall constitute an offer, which if not accepted by Seller's
execution and delivery to Escrow Agent within forty-five (45) days thereafter, shall be deemed to
expire and be of no further force or effect, unless extended or otherwise agreed to by Buyer in
writing.

BIDDER: Value Leasing LLC, an Arizona limited liability company
By:
Title:
Date/ 7/17
STATE OF ARIZONA )
)ss
COUNTY OF MARICOPA)
Before me, 4-1,OLL-1 , Notary Public in and for said County, State of Arizona,
on this day personally appeared iph
known to rue to be the person whose name is subscribed . gthe forgoing instrument.
Given under my hand and seal of the office this 29th day of June, 2017.
HOLLI E. LAWTON
Newry MARCOPA Pubic State COUNTY of AriZOrlik
Commiaion Expres Lsec.. it, tat 9.
ACCEPTANCE BY ESCROW AGENT
The Purchase Agreement & Escrow Instructions and Contract Deposit are accepted on this
4`)4j.day of June, 2017. Funds will be deposited into the escrow account immediately, with
escrow opening upon receipt of the fully executed Agreement.
ESCROW AGENT:
-7-

RECOMMENDED FOR APPROVAL:
C. Michelle Colby, SRANA Jennifer Toth, P.E.
Chief Real Estate Officer Director, Maricopa 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 Supervisors 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
Approved as to form Date:
Deputy Maricopa County Attorney

Parcel No. 401-87-001L
Project No. TA-001
Maricopa County Highway Department
Southwest Maintenance Yard
Item No. D23408
EXHIBIT "A"
LEGAL DESCRIPTION FOR PARCEL SALE
A Portion of that certain parcel of land as described in Record No. 1991-0475531, Records of the
Recorder, Maricopa County, lying within the North one-half of the Southwest one quarter (N2SW4) of
Section One (1), Township One (1) South, Range Four (4) West of the Gila and Salt River Base and
Meridian, Marieopa County, Arizona; Said poition is more particularly described as follows:
The West 5.00 Acres of following tract of land:
The West 1740 feet of the North half of the Southwest quarter, lying Southeasterly of the Southeasterly
right-of-way of U.S. Highway 80;
EXCEPT the South 565.46 feet of said West 1740.00 feet, and;
EXCEPT that portion lying West of the East 1018.35 feet of said West 1740.00 feet.
The above described parcel contains 217,800 square feet or 5.00 acres, more or less.
Lap('
Q tc5". 4,0
22260
KENNETH W.
MARICOPA COUNTY DEPARTMENT OF TRANSPORTATION 449 6; GREEN ,11:, iv.20/7'
Prelim: 12-00-2016 1 Chic 1.26-2017 ILS Appr: 5'41)1.enr,
Rev: 1-25-2017; 4 -03-20l 7 EXPIRES 12/31/2017
Maricopa County Public Works — Real Estate Division
GRANTOR DATE
EXHIBIT "A"
Page 1 of

S.
EXPIRES S. T. = L = R R+o= I= Total Old W4
12 GREEN KENNETH 22260 ICA 8941'00" Curve US Cor
131 4/0 • r$. - to 1442.08% 1432.39 1450.96 80 Sec
/ -, W. /
2017 'C' t L a / Centerline
= = = = = Spinal L R D 6 Main / / 1-184W
= = = =
18.57 398.96 800.0.0 1/2
1500'00" Curve 1442.08 1432.39 4*00'DO" 5741'00' Curve 401-87-001F Curve
(801) (Cl) Data
I
North and cci
Area: West the Intersection North 1740.03
5.0 half 401-87-0010 line tO
217,800 of West 381.50' to En
Acres the of of
of line the -87-001N the
square of of
Southwest the North the West of South
foot 401-87-001 line Old (SC2)
or East line West Southeasterly -0
5.0 L of of U.S. 565.46—'1 401- 87- 001 1_
acres quarter. 1018.35' the 1740' the Sec SE 401-87-001M
+/- South of East Highway Con
of the right—of—way 1-15,4W 401-87-001G
the 1018.35' 80 N2SW4
565.46', to to to
401-87-001F
(C1)
North = L R= Delta. P/D Assessor Maricopa Jot Old
= Chord Maricopa U.S. F-023-1-802 US 'a' t L a
line 1442.05 1432.39 Srg BO BD = = = = = Spinal
of of West 15°47'00" Delta Chord = 1991-0475531 parcel County County — / (Gila 18.57 398.96 800.00 16 1/2 C
the 389°50'12'W 5.0 = = 401— DWG# -00'00” Curve 85
401-87-0011. +1- D23405 N74°19'52"E Highway Baseline Bend
South 0126'56" 36.16' M.C.R. 87— (502)
381.50' Acres —
Road D—T—T—
565.46 001L, Buckeye
Department
and 709
0010 Hwy)
4 0
MARICOPA COU NTY
MCHD Southwes
PROJECT No TA-001 ITEM No, D23408 DATE 01/25/2017 MARICOPA COUNTY R/W AGENT K.M.R.

June 29, 2017
When recorded, Interoffice Mail to:
Maricopa County
Real Estate Services
2801 W. Durango St.
Phoenix, AZ 85009 (DE)
EXEMPT ARS § 11-1134, A3
C-64-17-049-M-00
SPECIAL WARRANTY DEED
Project: TA001
MCDOT Item #: D23408
Assessor's Parcel No.: Ptn. of 401-87-001L
Marieopa County, a political subdivision of the State of Arizona, GRANTOR, for the sum of Two
Hundred Sixty Thousand Dollars and 00/100 Dollars ($260,000.00), and other valuable consideration,
receipt and sufficiency of which are hereby acknowledged, paid by Value Leasing LLC, a limited liability
company in the State of Arizona. GRANTEE, by this Deed does grant, sell, and convey unto the said
GRANTEE all that certain real property situated in the County of Maricopa, State of Arizona, described
as follows:
See Attached Exhibit "A"
Attached hereto and incorporated
herein
The GRANTOR hereby conveys unto GRANTEE all warranties of title for its acts and not the acts of
others, of any nature whatsoever.
This property is conveyance subject to: assessments, reservations, easements, rights-of-way, and deed
restrictions as may appear on record.

Project: TA-001
MCDOT Item #: D23408
Assessor's Parcel No.: Western portion
of 401-87-001L
GRANTOR:
RECOMMENDED FOR APPROVAL:
C. Michelle Colby, SR/WA Jennifer Toth, P.E.
Chief Real Estate Officer Director, Maricopa County Department
of Transportation
ACCEPTED AND APPROVED
MARICOPA COUNTY BOARD OF SUPERVISORS
By
Chalintan of the Board
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
Approved as to form

ACCEPTANCE
Project: TA-001
MCDOT Item #: D23408
Assessor's Parcel No.: Western portion
of 401-87-001L
GRANTEE: Value Leasing LLC, an Arizona limited liability company
Its: 4/I
STATE OF ARIZONA
)ss
COUNTY OF MARICOPA )
The foregoing instrument was acknowledged before me the day of June 2017,
by , GRANTEE.
My Commission Expires: 0/
Notary Public

Parcel No. 401-87-001L
Project No. TA-001
Maricopa County Highway Department
Southwest Maintenance Yard
Item No. D23408
EXHIBIT "A"
LEGAL DESCRIPTION FOR PARCEL SALE
A Portion of that certain parcel of land as described in Record No. 1991-0475531, Records of the
Recorder, Maricopa County, lying within the North one-half of the Southwest one quarter (N2SW4) of
Section One (1), Township One (1) South, Range Four (4) West of the Gila and Salt River Base and
Meridian, Maricopa County, Arizona; Said portion is more particularly described as follows:
The West 5.00 Acres of following tract of land:
The West 1740 feet of the North half of the Southwest quarter, lying Southeasterly of the Southeasterly
right-of-way of U.S. Highway 80;
EXCEPT the South 565.46 feet of said West 1740.00 feet, and;
EXCEPT that portion lying West of the East 1018.35 feet of said West 1740.00 feet.
The above described parcel contains 217,800 square feet or 5.00 acres, more or less.
Ng', C.) • 4/ -I
22260
KENNETH W.
GREEN
MARICOPA COUNTY DEPARTMENT OF TRANSPORTATION j
Prelim; 12-00-2016 CU: 1-26-2017 iLS Appr:
Rev: 1-25-2017; 4-03-2017 EXPIRES 12 / 31 / 2017
Maricopa County Public Works —Real Estate Division
GRANTOR DATE
EXHIBIT "A"
Page 1 of 1

s.
EXPIRES L = R = Ls= Ts= R-1-o= I= Total Old -W4
8941'00" US Car
/ 1442.08- 1432.39 3042.08 1541.92 1450_96 Curve 80
1213112017 Sec
t = L = a = Spinal L R / Y Centerline 1-1S4W
= = = = = Main / /
18.57 398.96 600.00 16T0'01:1" 1/2 Curve Curve Curve
1442.08 1432.39 4'00'00' 57'4100" 401-87-001F
(SC) (C1) Data
North and
Area: West the Intersection North 1740.03
half 401-87-001C -Cr 0 CO
217,800 5.0 of West line 381,50'
Acres the of of
of line the — 87- 001N the C71 lN
square of of
Southwest the North the West of South
foot or 401-87-001L East line West line Old Southeasterly Rema inder of (SC2)
5.0 of of U.S. 565.46—/ 401- 87- 001L
acres quarter. 1018.35 the 1740' the Sec SE 401-87-001M
of East Highway Car
+1- of South the right—of—way 1-1S,4W 401-87-001G
the 1018.35' 80 N2SW4 ---------
565.46, N2SW74 tri to
401-87-001F 1W I H) cn I
-------I, P/D Jot Old
North •=t. N. L=1442.08 R=1432.39 Delta Chord Assessor Maricopo Maricooa U.S. F-023-1-802 US t L. 4 a
line Brg 1991-0475531 80 80 = = = = Spinal
of of West =15°4T00" Delta = parcel County County — (Gila 18.57 396.96 800.00 1600'00" 1/2 VIC
the ,38950'12W Curve 85
401-87-001L 5.0 D23408 Chord=36.16' N7419'52E Baseline DWG# Bend
South +1- =01°2656" M.C.R. Highway (SC2)
381.50' Acres 401-87-001L, —
Road
565.45 (SC2) Department D—T—T-709 Buckeye
and
0010 Hwy)
2 0 C.)
MCHD Southwest Yard
PROJ ECT No, TA-00 1 ITEM No. D23408 DATE 01/2512017 MARICOPA COUNTY W AGENT KKR,