GIFT DEED WITH RESERVATION OF CONSERVATION AND ACCESS EASEMENT WITH TNC.PDF

When Recorded Mail To:
Maricopa County
Attn Michelle Colby, Real Estate
2801 W. Durango Street
Phoenix, AZ 85009
*Exempt from Affidavit pursuant to ARS Section 11-1134A.7.
GIFT DEED WITH RESERVATION OF CONSERVATION EASEMENT
AND ACCESS EASEMENT
C-30-17-012-M-00
IN CONSIDERATION of the terms, conditions and restrictions contained herein,
THE NATURE CONSERVANCY, a District of Columbia non-profit corporation,
(GRANTOR) does hereby convey and quit claim to MARICOPA COUNTY, a political
subdivision of the State of Arizona, (GRANTEE) all right, title or interest in and to the
following real property situated in Maricopa County, Arizona, and the following described water
rights and well used and diverted in Maricopa County, Arizona: to-wit:
See Exhibit A-Real Property and Exhibit B-Water Rights and Well attached hereto
and incorporated herein by this reference, (hereinafter the real property described in Exhibit
A, and all improvements located thereon, as well as the water rights and well described in
Exhibit B are referred to as the “Property”).
GRANTOR expressly reserves for itself, its successors and assigns, a perpetual
conservation easement over the Property upon the terms set out in the Reservation of
Conservation Easement attached hereto and made a part hereof as Exhibit C of this Deed.
The Reservation of Conservation Easement shall run with the land and shall be binding
upon the GRANTEE and GRANTEE’S successors and assigns and all future owners of the
Property in perpetuity.
Page 1

The Property is hereby granted to GRANTEE for open space, recreation, education, park
conservation, limited buildings for public use, and a portion that may be used for a public library
and/or nature center consistent with preservation of the Property’s Conservation Purpose, as
defined in Exhibit C. In the event the Property is not used in a manner that is consistent with the
Conservation Purpose, GRANTOR or its successors or assigns shall have the right to enforce the
terms of the Conservation Easement by proceedings at law or in equity.
GRANTOR further reserves for itself, its successors and assigns, a nonexclusive
access easement in gross for ingress and egress on, over and across the Property using the
existing road from U.S. Highway 60/Phoenix-Wickenburg Highway that crosses the Property to
access properties owned by GRANTOR (the “Retained Properties”) more particularly described
in Exhibit D and depicted in Exhibit E, for as long as the Retained Properties are retained by
GRANTOR.
SUBJECT TO: any lien for taxes that shall become due and any exceptions,
encumbrances, liens, easements, rights of way, reservations or restrictions of record.
In witness whereof, GRANTOR and GRANTEE have executed this Deed in full acceptance of
the terms set out in this Deed, including the terms of the Reservation of Conservation Easement.
REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK
SIGNATURE PAGE FOLLOWS
Page 2

DATED this ____ Day of ______________, 2017.
GRANTOR:
THE NATURE CONSERVANCY,
a District of Columbia non-profit corporation
By:
Its:
STATE OF )
)ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this ____ Day of ____________,
2017 by as and attesting officer
of THE NATURE CONSERVANCY, a District of Columbia non-profit corporation.
______________________________
NOTARY PUBLIC
NOTARIAL SEAL/EXPIRATION:
Page 3

GRANTEE:
MARICOPA COUNTY,
a Political subdivision of the State of Arizona
BOARD OF SUPERVISORS
By: _______________________________________
Denny Barney
Its: Chairman
ATTEST:
Clerk of the Board Date
APPROVED AS TO FORM:
Deputy County Attorney Date
Page 4

Exhibit A
Real Property (Legal Description and Map)
Page 5

Exhibit A
Real Property (Legal Description and Map) – Continued
Page 6

Exhibit B
Water Rights and Well
Wells:
Registration # File # Drill Date Depth to Use Location
Water
55-535404 B(7-4)20caa 6/4/1992 100 Domestic NE4 SW4
Sec 20
T7N R4W
Surface Claims:
36-67941
Claims 200 afa from Hassayampa for stockwater, recreation, domestic and
commercial use. Point of Diversion is within the NW SE Section 20, T7N R4W.
Place of Use is within the NW SE Section 20, T7N R4W. Priority date is
approximately1850. It was assigned to The Nature Conservancy in 1987.
Adjudication Claims:
39-38039
Associated filing 36-67941. A claim for 200 acre feet per annum used for
stockwater and recreation. The source of water is groundwater which is conveyed
by ditch. Some water is also pumped using well 55-650140. The priority date is
approximately 1850 and the Statement of Claim was filed by The Nature
Conservancy in 1987.
Instream Flow Certificate (partial assignment for the portion of those rights within the land
conveyed to Maricopa County):
39-36904
Associated with filing 33-92304 for Instream Flow in the Hassayampa River. It is
a claimed right for 5-10 cfs to maintain base flows. The priority date is 1986,
upon The Nature Conservancy’s acquisition of the property.
33-92304
Certificated instream flow water right for the Hassayampa River stretch, applies
to two locations, an Upper and Lower reach of the Hassayampa River.
Page 7

Exhibit C
Reservation of Conservation Easement and Access Easement
This Reservation of Conservation Easement (Conservation Easement or Easement) is being executed by
and between The Nature Conservancy, a District of Columbia non-profit corporation (Holder) and its
successors in interest and assigns, and Maricopa County, a political subdivision of the State of Arizona
(County) and its successors in interest and assigns (collectively referred to as “Parties” or individual as
“Party”). This Conservation Easement constitutes an integral part of the Gift Deed with Reservation of
Conservation Easement (Deed), of which this Reservation of Conservation Easement has been made a
part by incorporation, via which Holder is conveying that certain 65.3 acre property legally described and
depicted in Exhibits A and B to the Deed (the Property), located in Maricopa County, Arizona, to
County.
RECITALS
WHEREAS, the mission of The Nature Conservancy is to conserve the lands and waters on which all life
depends; and
WHEREAS, Holder is a “qualified organization” as that term is defined in 26 U.S.C. § 170(h)(3) and
applicable regulations; and
WHEREAS, the State of Arizona has authorized the creation of conservation easements pursuant to
A.R.S. Sections 33-271 to 33-276, and County and Holder wish to avail themselves of the provisions of
that law without intending that the existence of this Conservation Easement be dependent on the
continuing existence of such law; and
WHEREAS, the Parties have established a cooperative relationship and mutual objectives as defined in
that certain Cooperative Agreement effective April 6, 2016 (hereinafter referred to as the Cooperative
Agreement), and the Hassayampa River Preserve (HRP) Site Master Plan as approved by The Nature
Conservancy and the Maricopa County Parks and Recreation Department’s Park Commission dated
November 15, 2016, as may be amended from time to time (hereinafter referred to as the Master Plan),
incorporated herein by reference, to achieve integrated management of HRP that emphasizes and
preserves its natural, cultural, historic, and wildlife resources and the sustainability of traditional uses,
while embracing compatible recreational, educational, and commercial visitor services; and
WHEREAS, the parties desire that the Property be managed and preserved in perpetuity for open space,
recreation, education, park conservation, and a portion that may be used for a public library and/or nature
center; and
WHEREAS, it is understood and acknowledged that the terms and conditions contained in this
Reservation of Conservation Easement shall apply to any successor in interest to the County and all such
references to the County’s obligations herein, except as noted, shall be binding on any subsequent owner
of the Property.
NOW, THEREFORE, The Parties hereby agree that this Conservation Easement, which consists
of the rights and restrictions enumerated below, over and across the Property, is reserved by the Holder
for the benefit of Holder, its successors and assigns. County is accepting the Property, for itself and for
any and all heirs, successors, and assigns subject to the terms and conditions of this Conservation
Easement.
Page 8

RESERVATION OF CONSERVATION EASEMENT
1. PROPERTY. The Property subject to this Conservation Easement is described and depicted on
Exhibits A and B of the Deed.
2. PURPOSE. The purpose of this Conservation Easement (the Conservation Purpose) is to
preserve and protect in perpetuity the attributes of the Property as described in the Master Plan
and in the Easement Documentation Report referenced below (hereinafter collectively referred to
as the Conservation Values).
3. EASEMENT DOCUMENTATION REPORT. The Property’s current condition has been
documented by Holder and County in an Easement Documentation Report (the Report) dated
____________________, 2017, incorporated herein by reference. In case of any conflict or
inconsistency between the terms of the Conservation Easement and the Report, the terms of this
Conservation Easement shall prevail.
4. PROPERTY USES. The Property shall be managed and preserved in perpetuity consistent with
the Conservation Purpose, the Master Plan, as may be amended from time to time in cooperation
with Holder, and this Conservation Easement. In case of any conflict or inconsistency between
the terms of the Conservation Easement and the Master Plan, or if the Master Plan terminates for
any reason, this Conservation Easement shall prevail.
5. AVAILABILTY OF FUNDS. So long as the County is the landowner of the Property, the
County hereby pledges any revenues derived from the operation of the Property to be used solely
for: (a) Property operations and maintenance expenses; (b) establishing a reserve fund for
necessary repairs on the Property; and (c) implementing approved capital improvements on, or on
behalf of, the Property. All obligations of the County under this Conservation Easement shall be
subject to the availability of funds, either from the Property revenues or other funds approved by
County’s Board of Supervisors within a given fiscal year (collectively the Available Funds).
County shall have no obligation to provide funds from any source except Available Funds. In the
event there are not sufficient Available Funds to enable the County to operate and maintain the
Property, the County may, after providing Holder with thirty (30) days written notice, limit the
operations on the Property, postpone the construction of proposed improvements, or otherwise
elect to take actions, or fail to take actions, as may be necessary to operate, maintain, or repair the
Property until Available Funds are sufficient to enable the County to resume operations on the
Property. Acceptance of such notice by Holder shall not be deemed to be a waiver of its rights to
enforce the terms of this Conservation Easement. If the County conveys the Property to another
party, this paragraph shall not apply to such subsequent landowner.
6. CONSTRUCTION OF BUILDINGS AND STRUCTURES.
6.1 The term “Building(s)” shall mean an enclosed space with walls and a roof that provides
shelter or housing or provides working, office, parking, display or sales space and which
includes, but is not limited to houses, barns, sheds, cabins, garages, temporary living
quarters of any sort, and mobile homes. Structure.
6.2 The term “Structure(s)” shall mean a man-made improvement such as a dock, picnic
pavilion, wildlife viewing blinds, well house, sign, billboard or other advertising material,
utility tower, etc., that is not a Building, fence, or road.
Page 9

6.3 Construction or placement of any Buildings or Structures on the Property is subject to the
following:
a. The maintenance, repair, remodel, relocation or, in the event of its destruction,
reconstruction or replacement of existing Buildings and Structures as documented in the
Easement Documentation Report (Report) dated ____ , 2017,
is permitted provided that all replacement or relocated Buildings and Structures must be
built within the building area described and depicted in Exhibit A-1, which description
may consist of either a surveyed legal description or GPS points as shown in the Report
(the Building Envelope).
b. Any construction of new Buildings or Structures to support the recreational use
of the Property must be agreed to, described and included in the Master Plan, as
amended. Such construction, maintenance, repair, remodel, relocation or in the event of
its destruction, reconstruction or replacement of new Buildings or Structures in the
Building Envelope, or new Structures outside of the Building Envelope that support the
recreational use of the Property and are reasonably necessary to the use of the Property as a
public park, are permitted with the prior written approval of Holder, which approval shall
not be unreasonably withheld. If not agreed to in the Master Plan, or if the Master Plan
terminates for any reason, proposed new Buildings and Structures that fall into the use
categories described immediately above are also permitted with the prior written approval
of Holder, which approval shall not be unreasonably withheld.
7. SUBDIVISION. The legal or de facto division, subdivision, lot splitting, or partitioning of the
Property is prohibited and the Property shall not be sold, transferred, or otherwise conveyed
except as a whole and intact, single piece of real estate.
8. MOTORIZED VEHICLES. Off road vehicle courses for all-terrain vehicles, motorcycles, or
other motorized vehicles are prohibited. Notwithstanding the foregoing, regular use of motorized
vehicles for property maintenance and monitoring purposes is permitted, provided that such use is
conducted only as minimally necessary.
9. WATER COURSES, WETLANDS AND GROUNDWATER. Any new manipulation,
diversion, or other alteration of natural water courses, wetlands, or other natural bodies of water,
any new practice that degrades or destabilizes their natural banks or shorelines, any new pumping
of groundwater or subflow, or any other new development of water resources for diversion or use
on the Property is prohibited except as follows:
9.1 The development, construction, use and maintenance of new exempt well(s) to provide
domestic supply to Buildings permitted herein, provided all new and existing wells are fit
with a flowmeter to monitor annual water use for park operations.
9.2 The maintenance, repair, and if destroyed, reconstruction of any existing water rights
facilities as documented in the Report unless the proposed reconstruction is inconsistent
with the Conservation Easement and/or Master Plan.
9.3 County may engage in activities that prevent the degradation of, restore, and/or enhance
and improve the quality of the watershed, including but not limited to filing and creation
Page 10

of new water rights and/or the alteration or change of existing water rights in furtherance
thereof.
9.4 County may take reasonable efforts to protect the Building Envelope from movement of
the watercourse.
10. WATER RIGHTS. The water rights on the Property may never (a) be changed to or used for
municipal, industrial, commercial uses, or other new uses, (b) be changed for use other than on
the Property, and (c) be sold, leased, encumbered separately from the Property or otherwise
legally separated from the Property.
11. HOLDER’S RIGHTS. To accomplish the Conservation Purpose, the following rights are granted
to Holder (and Holder’s agents, representatives and invitees) by this Conservation Easement:
11.1 Right to Enforce. The right to preserve and protect the Conservation Values of the Property
and enforce the terms of this Conservation Easement.
11.2 Right of Entry. The right to enter the Property at reasonable times for the purposes of: (a)
inspecting the Property to monitor compliance with the terms of this Conservation
Easement; and (b) implementing activities (such as monitoring and research, signage,
boundary marking, fencing, etc.) as agreed to in the Master Plan; provided, however, that
the foregoing rights of Holder shall not relieve County from any obligations to comply
with the terms of this Conservation Easement.
Holder agrees that entry will be done in a manner that will not interfere unreasonably
with County’s permitted uses of the Property. Holder also agrees to provide thirty (30)
days advance notice to County, or a shorter period if mutually agreed to by the Parties,
prior to entering the Property, except that prior advance notice is not required (i) in any
case where immediate entry is necessary or desirable to prevent, terminate, or mitigate
damage to, or the destruction of, the Conservation Values, (ii) to prevent, terminate or
mitigate a violation of the terms of this Conservation Easement; or (iii) accessing
adjacent property owned by the Holder.
This right of entry shall include the right to access the Property, and adjacent property
owned by the Holder, over roads owned by County and any rights-of-way or other access
ways now or hereafter available to County for access to the Property.
12. VIOLATION AND REMEDIES.
12.1 Notice of Violation; Corrective Action. If Holder determines that a violation of the terms
of this Conservation Easement has occurred or is threatened, Holder shall give written
notice to County of such violation and demand corrective action sufficient to (a) cure the
violation, and (b) where the violation involves injury to the Property resulting from any
use or activity inconsistent with the Conservation Purpose, restore the portion of the
Property so injured to its condition before the violation occurred, or to a condition
otherwise acceptable to Holder, in accordance with a plan approved by the Holder.
12.2 Injunctive Relief. If County fails to cure a violation within forty-five (45) days after
receipt of notice thereof from Holder, or under the circumstances where the violation
cannot reasonably be cured within a forty-five (45) day period, fails to begin curing such
Page 11

a violation within the forty-five (45) day period, Holder may bring an action in equity, in
a court of competent jurisdiction to enforce the terms of this Conservation Easement, to
enjoin the violation, by temporary or permanent injunction, and to require the restoration
of the Property to the condition that existed prior to any such injury or to a condition
otherwise acceptable to Holder.
12.3 Emergency Enforcement. If Holder, in its sole discretion, reasonably determines that
circumstances require immediate action to prevent, terminate or mitigate significant
damage to the Conservation Values of the Property, or to prevent, terminate or mitigate a
violation of this Conservation Easement, the Holder may pursue its remedies under this
section without prior notice to County and/or without waiting for the period provided for
cure to expire.
12.4 Scope of Relief. Holder’s rights under this section apply equally in the event of either an
actual or threatened violation of the terms of this Conservation Easement or where the
Holder shall be entitled to the injunctive relief described above, both prohibitive and
mandatory, including specific performance of the terms of this Conservation Easement,
without the necessity of proving either actual damages or the inadequacy of otherwise
available legal remedies. Holder’s remedies described in this section shall be cumulative
and shall be in addition to all remedies now or hereafter existing at law or in equity.
12.5 Forbearance. Forbearance by Holder or County to exercise its rights under this
Conservation Easement in the event of any violation of any term of this Conservation
Easement by the other party shall not be deemed or construed to be a waiver by Holder or
County of such term or of any subsequent breach of the same or any other term of this
Conservation Easement or of any of Holder’s or County’s rights under this Conservation
Easement. No delay or omission by Holder or County in the exercise of any right or
remedy upon any breach by the other party shall impair such right or remedy or be
construed as a waiver.
13. DISPUTE RESOLUTION. Any dispute arising out of or relating to this Conservation
Easement may be submitted to arbitration prior to filing an action in the courts; provided,
however, that nothing in this provision shall prohibit Holder from seeking judicial relief for
emergency enforcement of this Conservation Easement. Notice of a dispute must be in writing
and provide a summary of the issue that is the subject of the dispute.
13.1 The parties shall confer within thirty (30) days of a party’s receipt of a notice of dispute
and decide, within ten (10) days after conferring, on a mutually acceptable arbiter. If a
mutually acceptable arbiter cannot be agreed upon within thirty (30) days after
conferring, the parties agree that each party shall name one (1) arbiter and those two (2)
arbiters shall select a third arbiter. Any decisions made shall be made by a majority of
the panel of three (3) arbiters.
13.2 Arbitration shall be binding. The cost of any arbitration shall be shared equally by the
parties.
13.3 Maricopa County, Arizona shall be the venue for any action filed in the courts to resolve
a dispute arising out of or relating to this Conservation Easement.
Page 12

14. ACTS BEYOND COUNTY’S CONTROL. Nothing contained in this Conservation Easement
shall be construed to entitle Holder to bring any action against County for any injury to or change
in the Property resulting from causes beyond County’s control, including, without limitation, fire,
flood, storm, infestations, natural deterioration, earth movement, acts of third parties legally
authorized to act by recorded instrument or other legally established rights, the wrongful acts of
third parties other than County’s agents, employees, invitees or contractors (provided the County
has taken reasonable steps to prevent such third parties from trespassing and from causing harm
to the Property and has not consented to or participated in the acts of such third parties), or from
any prudent action taken by County under emergency conditions to prevent, abate, or mitigate
significant injury to the Property resulting from such causes. County shall notify Holder of any
occurrence that would adversely affect or interfere with the Conservation Purpose, whether
caused by the County’s acts or omissions or by a third party or parties. In the event of violations
of this Conservation Easement caused by the wrongful acts of a third party, County shall
cooperate fully with Holder in enforcement of this Conservation Easement, including but not
limited to: gathering facts and information relevant to the violation; in some cases assigning its
right of action to the Holder; and/or joining in any claim or legal action, all at the election of the
Holder.
15. ENFORCEMENT RIGHTS OF OTHERS. Nothing in this Conservation Easement is intended
to create any right to enforce this Conservation Easement in any third party where no such right
otherwise exists under this Conservation Easement or under law. Nothing contained herein shall
affect any rights that the State where the Property is located may have to protect the public’s
interest in any matter pertaining to this Conservation Easement.
16. PUBLIC RIGHTS. Nothing contained in this Conservation Easement shall be deemed to create
any rights in the general public of any kind other than those provided in the Master Plan.
17. TRANSFER OF EASEMENT. Holder shall have the right, subject to the consent of the
County, which consent shall not be unreasonably withheld, to transfer or assign their rights under
this Conservation Easement to an entity that: (a) satisfies the requirements of §170(h)(3) of the
U.S. Internal Revenue Code (or successor provisions thereof) and is qualified to hold the
Conservation Easement under applicable state law, and (b) as a condition of transfer, agrees to
uphold the Conservation Purpose of this Conservation Easement, as required in Treasury
Regulations §1.170A-14, as amended. If Holder ever ceases to exist or no longer qualifies under
§170(h) or applicable state law, a court with jurisdiction shall transfer this Conservation
Easement to another qualified organization having similar purposes that agrees to assume the
responsibility. In the event Holder transfers or assigns their rights under this Conservation
Easement, in whole or in part, Holder is hereby granted the right to reserve a third-party right of
enforcement if Holder so elects at the time of the transfer.
18. TRANSFER OF PROPERTY. This Conservation Easement shall run with the land in
perpetuity and be irrevocable. County agrees that a reference to this Conservation Easement will
be inserted by County in any subsequent deed or other legal instrument by which County divests
either the fee simple title or possessory interest in the Property, including without limitation a
leasehold or mortgage interest. County further agrees to notify Holder of any pending transfer at
least thirty (30) days in advance of transfer and to provide Holder with a copy of any legal
instrument affecting such transfer within thirty (30) days following its execution. The failure of
County to comply with this section shall not impair the validity of this Conservation Easement or
limit its enforceability in any way. Any successor in interest of County, by acceptance of a deed
or other document purporting to convey an interest in the Property, shall be deemed to have
Page 13

consented to, reaffirmed and agreed to be bound by all of the terms, covenants, restrictions and
conditions of this Conservation Easement.
19. PRESUMPTION AGAINST AMENDMENT. It is the parties’ intention that this Conservation
Easement will not be amended or modified. In the event of unforeseen circumstances or
exceptional situations the Holder may in its sole discretion consider an amendment or
modification to this Conservation Easement, but in no event shall such amendment be made
without compliance with Holder’s internal procedures and standards for such modification, and
federal, state and local laws regarding the creation and amendment of conservation easements.
No amendment shall be allowed that would adversely affect the qualifications of this
Conservation Easement as a charitable gift (if applicable) or the status of Holder under any
applicable laws, including §170 (h) of the Internal Revenue Code or the laws of the State where
the Property is located, or that would weaken the Conservation Easement in terms of protection of
the Conservation Values or its perpetual duration. Any such amendment shall be signed by both
parties, and shall be recorded in the official records of the county in which the Property is located.
20. EXTINGUISHMENT, TERMINATION, EMINENT DOMAIN. This Conservation
Easement may be released, terminated or otherwise extinguished, whether in whole or in part,
only if (1) a court with jurisdiction determines a subsequent unexpected change in conditions
surrounding the Property makes impossible or impractical the continued use of the Property for
the Conservation Purpose of this Conservation Easement; (2) all or part of the Property is taken
by an entity with the authority to exercise eminent domain so as to terminate or extinguish the
restrictions imposed by or so as to make it impossible to fulfill the Conservation Purpose of this
Conservation Easement; and (3) any conditions or limitations imposed by federal and state law
are also complied with.
No loss of any or all of the water rights through injury or abandonment shall be considered a
termination or extinguishment of all or any part of this Conservation Easement.
21. NOTICES. Any notices required by this Conservation Easement shall be in writing and shall be
served by any of the following means: (i) by delivery in person, in which case notice shall be
deemed given upon delivery (or refusal of delivery), (ii) by certified U.S. mail, return receipt
requested, postage prepaid, in which case notice shall be deemed given upon the earlier of the
date of first attempted delivery or the third day after deposit in the mail, (iii) by reputable
commercial courier service, charges prepaid, in which case notice shall be deemed given upon the
earlier of the date of first attempted delivery or the third day after deposit with the courier service,
or (iv) by confirmed facsimile if sent during normal business hours of the recipient, and if not,
then on the next business day. Notices sent by facsimile transmission shall be effective on the
date of successful transmission, and the original of such notice shall be deposited in the U.S. mail
postage prepaid. All notices shall be sent to the following addresses, or such other address as
either party may hereafter specify by written notice to the other:
For TNC: Director, Land Protection
The Nature Conservancy
1510 E. Fort Lowell Road
Tucson, AZ 85719
Phone: (520) 622-3861
Fax: (520) 620-1799
Page 14

For County: Operations Manager
Maricopa County Parks and Recreation Department
41835 N. Castle Hot Springs Road
Morristown, AZ 85342
Phone: (928) 501-9202
Fax: (602) 372-8596
22. COMPLIANCE WITH APPLICABLE LAWS. County shall comply with all statutes, laws,
ordinances, rules, regulations, codes, orders, guidelines, or other restrictions, or requirements
applicable to the Property. Nothing herein shall be construed to allow County to engage in any
activity which is restricted or prohibited by law, restrictions or other requirements applicable to
the Property.
23. SEVERABILITY. If any provision of this Conservation Easement is found to be invalid, the
remaining provisions shall not be altered thereby.
24. PARTIES. Every provision of this Conservation Easement that applies to County or Holder
shall also apply to their respective heirs, executors, administrators, assigns, and all other
successors as their interest may appear. A person’s or entity’s obligation hereunder as County, or
successor owner of the Property, shall be joint and several, and will cease, if and when such
person or entity ceases to have any present, partial, contingent, collateral, or future interest in the
Property (or pertinent portion thereof), but only to the extent that the Property (or relevant portion
thereof) is then in compliance herewith. Responsibility of owners for breaches of this
Conservation Easement that occur prior to transfer of title will survive such transfer.
25. RE-RECORDING. In order to ensure the perpetual enforceability of the Conservation
Easement, Holder is authorized to re-record this instrument or any other appropriate notice or
instrument; for such purpose.
26. SUBSEQUENT LIENS ON PROPERTY. No provision of this Conservation Easement should
be construed as impairing the ability of County to use this Property as collateral for subsequent
borrowing, provided that any mortgage or lien arising from such a borrowing is subordinate to
this Conservation Easement and does not violate the restrictions on subdivision of the Property.
27. COUNTERPARTS. The parties may execute this instrument in two or more counterparts,
which shall, in the aggregate, be signed by all parties; each counterpart shall be deemed an
original instrument as against any party who has signed it.
28. ENTIRE AGREEMENT. This instrument sets forth the entire agreement of the parties with
respect to the Conservation Easement and supersedes all prior discussions, negotiations,
understandings, or agreements relating to the Conservation Easement, all of which are merged
herein. No alteration or variation of this instrument shall be valid or binding unless contained in
an amendment that complies with the terms of this Conservation Easement.
29. CAPTIONS, RECITALS AND EXHIBITS. The captions herein have been inserted solely for
convenience of reference, are not a part of this Conservation Easement, and shall have no effect
upon its construction or interpretation. The Recitals set forth above, and all Exhibits referred to in
this Conservation Easement and the Easement Documentation Report, are an integral part of this
Conservation Easement and are incorporated herein by reference.
Page 15

30. GOVERNING LAW. This Conservation Easement will be interpreted in accordance with the
laws of the state or commonwealth in which the Property is located.
REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK
SIGNATURE PAGE FOLLOWS
Page 16

IN WITNESS WHEREOF, County and Holder have executed this document the day and year first below
written.
COUNTY: HOLDER:
Maricopa County, a The Nature Conservancy, a
Political subdivision of the State of Arizona District of Columbia nonprofit corporation
BOARD OF SUPERVISORS
By: __________________________ By: ______________________________
Denny Barney
Its: Chairman Its: ______________________________
ATTEST:
Clerk of the Board Date
APPROVED AS TO FORM:
Deputy County Attorney Date
NOTARY BLOCK FOR HOLDER:
STATE OF )
)ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this day of , 2017,
by [name], [title] of The Nature
Conservancy, a District of Columbia non-profit corporation, on behalf of the corporation.
[SEAL]
______________________________________
(Notary’s official signature)
______________________________________
(Commission expiration date)
Page 17

Exhibit A-1
Building Envelope Description and Map
Page 18

Exhibit A-1
Building Envelope Description and Map (Continued)
Page 19

Exhibit A-1
Building Envelope Description and Map (Continued)
Page 20

Exhibit D
Retained Properties
Lykes 3 Tract
Maricopa County Assessor Parcel Number (APN) 503-05-002A & 503-05-001
Legal Description
PLEASE NOTE: The Nature Conservancy also owns Retained Properties known generally
as APN Parcel Numbers 505-53-026, 505-52-025, 505-26-003F, 505-26-003E, and 505-52-
026A, which contain approximately 33.74 acres combined. These tracts are located north
of, and are disjunct and separate from, the Hassayampa River Preserve land to be
transferred to GRANTEE in fee title, and the lands to be leased to COUNTY (and
subsequently donated) as shown on the Map in Exhibit E.
Page 21

Exhibit E
Map of Properties
Page 22