NORTHERN PARKWAY EASEMENT ASSIGNMENT.PDF

When recorded, Interoffice Mail to:
Maricopa County Public Works
Real Estate Division
EXEMPT ARS 11-1134, A3
ASSIGNMENT OF EASEMENT
Project No.TT195 - Northern Parkway
(Sarival Ave. to Dysart Rd.)
Assignment of Aerial Easement to the
City of Glendale
For the consideration of One Dollar and other valuable consideration, MARICOPA COUNTY, a political
subdivision of the State of Arizona, ("ASSIGNOR"), does hereby assign to THE CITY OF GLENDALE, an
Arizona municipal corporation, its successors and assigns ("ASSIGNEE"), all that certain acquired easement
rights for the real property situated in the County of Maricopa, State of Arizona, described as follows:
SEE ATTACHED EXHIBIT "A"
This is an assignment of all rights, interests, and obligations in and to the existing Aerial Easement, previously
executed by and between BNSF Railway Company, a Delaware corporation (Grantor) and Maricopa County, a
political subdivision of the State of Arizona (Grantee). ASSIGNOR does hereby covenant that it is assigning
this Easement only to the extent of any interest it may have in the property.
Page 1 of 4

Project No.TT1 95 - Northern Parkway
(Sarival Ave. to Dysart Rd.)
Assignment of Aerial Easement to the
City of Glendale
TO HAVE AND TO HOLD unto ASSIGNEE the Easement herein described for the use and purpose set forth
in the original grant of easement attached hereto and by this reference made a part hereof.
The ASSIGNOR hereby conveys unto ASSIGNEE all warranties of title of any nature whatsoever which
ASSIGNOR and its successors possess, however, ASSIGNOR warrants title as against all of its acts and no
other acts.
ASSIGNOR hereby assigns and ASSIGNEE hereby assumes all of ASSIGNOR'S rights, interests and
obligations under the Easement and ASSIGNOR retains no rights, interests or obligations under the Easement.
The Easement shall at all times be maintained and repaired at the sole cost and expense of the ASSIGNEE, its
contractors, agents, successors or assigns.
To the extent authorized by law, ASSIGNOR covenants and agrees to indemnify, defend, and hold harmless
ASSIGNEE from and against any actions, suits, proceedings, Or claims, and all costs and expenses (including
without limitation, reasonable attorney's fees and costs) incurred in connections therewith, based upon or
arising out of any breach or alleged breach of the Easement or arising in connection with the Easement
occurring or alleged to have occurred before the date of the assignment.
ASSIGNEE covenants and agrees to indemnify, defend, and hold harmless ASSIGNOR from and against any
actions, suits, proceedings, or claims, and all costs and expenses (including without limitation, reasonable
attorney's fees and costs) incurred in connections therewith, based upon or arising out of any breach or alleged
breach of the Easement or arising in connection with the Easement occurring or alleged to have occurred from
and after the date of this assignment.
This easement shall run with the land and shall inure to the benefit and be binding upon the ASSIGNEE
and its respective successors and assigns.
///
Page 2 of 4

Project No.TT 1 95 - Northern Parkway
(Sarival Ave. to Dysart Rd.)
Assignment of Aerial Easement to the
City of Glendale
GRANTEE ACCEPTANCE AND APPROVAL:
City of Glendale, an municipal corporation
F.
1,266..AL'"11))
Richard A. Bowers / Date
Acting City Manager, City of Glendale
ATTEST:(._
City Clerk (SEAL)
APPROVED AS TO FORM:
Page 3 of 4

Project No.TT195 - Northern Parkway
(Saliva! Ave. to Dysart Rd.)
Assignment of Aerial Easement to the
City of Glendale
RECOMMENDED FOR APPROVAL:
Michael D. Wilson, SR/WA Jennifer Toth, P.E.
Manager, Public Works Real Estate Division Director, Marieopa County Department
of Transportation
ACCEPTED AND APPROVED
MARICOPA COUNTY BOARD OF SUPERVISORS
By
Chairman 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
Deputy Maricopa County Attorney
III
Page 4 of 5

Maricopa County
NORTHERN PARKWAY
Sarival Avenue to Dysart Road
Sect:ton 33— T3 N., R. 1 W. G.&S.R.B.01.
CONVEYANCE TO
CITY OF GLENDALE
D22276 Aerial Easement Agreement Section 33, Township 3N, Range 1W

A ex; al 4e. Yotev%-t"

AERIAL EASEMENT AGREEMENT
FOR NORTHERN PARKWAY OVERPASS
cii•IZ 0(p5.00
(Overpass Agreement)
THIS AERIAL EASEMENT AGREEMENT FOR THE CONSTRUCTION OF THE NORTHERN
PARKWAY OVERPASS ("Easement Agreement") is made and entered into as of the Ar iday of
2012 ("Effective Date"), by and between ENSF RAILWAY COMPANY, a Delaware
corporati n ("Grantor"), and MARICOPA COUNTY, a political subdivision of the State of Arizona
("Grantee").
A, Grantor owns or controls certain real property situated at or near the vicinity of El Mirage,
County of Maricopa, State of Arizona, at Mile Post 6.97, Project #TT105, as described or depicted on
gxhibit "A-1" attached hereto and made a part hereof (the "Premises").
B. Grantor and Grantee have entered into that certain Overpass Agreement dated as of
October 26, 2011 concerning improvements on or near the Premises (the "Overpass Agreement").
C. Grantee has requested that Grantor grant to Grantee an easement over the Premises for
the Easement Purpose (as defined below).
D. Grantor has agreed to grant Grantee such easement, subject to the terms and conditions
set forth in this Easement Agreement,
NOW, THEREFORE, for and in consideration of the foregoing recitals which are incorporated
herein, the mutual promises contained herein, and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties agree as follows:
Section 1 Granting of Easement,
1.1 Easement Purpose. The "Easement Purpose" shall be for the purposes set forth In the
Overpass Agreement. Any improvements to be constructed in connection with the
Easement Purpose are referred to herein as "Improvements" and shall be constructed,
located, configured and maintained by Grantee In strict accordance with the terms of this
Easement Agreement and the Overpass Agreement,
1.2 Grant. Grantor does hereby grant unto Grantee a non-exclusive aerial easement
("Easement") over the Premises for the Easement Purpose and for no other purpose.
The Easement is granted subject to any and all restrictions, covenants, easements,
licenses, permits, leases and other encumbrances of whatsoever nature whether or not
of record, if any, relating to the Premises and subject to all applicable federal, state and
local laws, regulations, ordinances, restrictions, covenants and court or administrative
decisions and orders, Including Environmental Laws (defined below) and zoning laws
(collectively, "Laws"), Grantor may not make any alterations or improvements or perform
any maintenance or repair activities within the Premises except in accordance with the
terms and conditions of the Overpass Agreement,
1.3 Reservations by Grantor. Grantor excepts and reserves the right, to be exercised by
Grantor and any other parties who may obtain written permission or authority from
Grantor:
1

(a) to install, construct, maintain, renew, repair, replace, use, operate, change,
modify and relocate any existing pipe, power, communication, cable, or utility lines and
appurtenances and other facilities or structures of like character (collectively, "Lines")
upon, over, under or across the Premises;
(h) to install, construct, maintain, renew, repair, replace, use, operate, change,
modify and relocate any tracks or additional facilities or structures upon, over, under or
across the Premises; and
(c) to use the Premises in any manner as the Grantor in its sole discretion deems
appropriate, provided Grantor uses all commercially reasonable efforts to avoid material
interference with the use of the Premises by Grantee for the Easement Purpose.
Section 2 Term of Easement, The term of the Easement, unless sooner terminated under
provisions of this Easement Agreement, shall be perpetual. The term of the Temporary Easement,
unless sooner terminated under provisions of this Easement Agreement, shall expire on the date that is
eighteen (15) months after the Effective Date,
Section 3 No Warranty of Anv Conditions of the Premises. Grantee acknowledges that Grantor
has made no representation whatsoever to Grantee concerning the state or condition of the Premises, or
any personal property located thereon, or the nature or extent of Grantor's ownership interest in the
Premises. Grantee has not relied on any statement or declaration of Grantor, oral or in writing, as an
Inducement to entering into this Easement Agreement, other than as set forth herein. GRANTOR
HEREBY DISCLAIMS ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS OR IMPLIED,
AS TO THE DESIGN OR CONDITION OF ANY PROPERTY PRESENT ON OR CONSTITUTING THE
PREMISES, ITS MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, THE
QUALITY OF THE MATERIAL OR WORKMANSHIP OF ANY SUCH PROPERTY, OR THE
CONFORMITY OF ANY SUCH PROPERTY TO ITS INTENDED USES, GRANTOR SHALL NOT 13E
RESPONSIBLE TO GRANTEE OR ANY OF GRANTEE'S CONTRACTORS FOR ANY DAMAGES
RELATING TO THE DESIGN, CONDITION, QUALITY, SAFETY, MERCHANTABILITY OR FITNESS
FOR ANY PARTICULAR PURPOSE OF ANY PROPERTY PRESENT ON OR CONSTITUTING THE
PREMISES, OR THE CONFORMITY OF ANY SUCH PROPERTY TO ITS INTENDED USES,
GRANTEE ACCEPTS ALL RIGHTS GRANTED UNDER THIS EASEMENT AGREEMENT IN THE
PREMISES IN AN "AS IS, WHERE IS" AND "WITH ALL FAULTS" CONDITION, AND SUBJECT TO ALL
LIMITATIONS ON GRANTOR'S RIGHTS, INTERESTS AND TITLE TO THE PREMISES. Grantee has
inspected or will inspect the Premises, and enters upon Grantor's rail corridor and property with
knowledge of its physical condition and the danger Inherent in Grantor's rail operations on or near the
Premises. Grantee acknowledges that this Easement Agreement does not contain arty implied
warranties that Grantee or Grantee's Contractors (as hereinafter defined) can successfully construct or
operate the Improvements.
Section 4 Nature of Grantor's Interest In the Premises. GRANTOR DOES NOT WARRANT ITS
TITLE TO THE PREMISES NOR UNDERTAKE TO DEFEND GRANTEE IN THE PEACEABLE
POSSESSION OR USE THEREOF. NO COVENANT OF QUIET ENJOYMENT IS MADE. In case of the
eviction of Grantee by anyone owning or claiming title to or any Interest in the Premises, or by the
abandonment by Grantor of the affected rail corridor, Grantor shall not be liable to refund Grantee any
compensation paid hereunder.
Section 5 improvements. Grantee shall take, In a timely manner, all actions necessary and proper
to the lawful establishment, construction, operation, and maintenance of the Improvements, including
such actions as may he necessary to obtain any required permits, approvals or authorizations from
applicable governmental authorities. Any and all cuts and fills, excavations or embankments necessary In
the construction, maintenance, or future alteration of the Improvements shall be made and maintained In
such manner, form and extent as will provide adequate drainage of and from the adjoining lands and
premises of the Grantor; and wherever any such fill or embankment shall or may obstruct the natural and
pre-existing drainage from such lands and premises of the Grantor, the Grantee shall construct and
2

maintain such culverts or drains as may be requisite to preserve such natural and pre-existing drainage,
and shall also wherever necessary, construct extensions of existing drains, culverts or ditches through or
along the premises of the Grantor, such extensions to be of adequate sectional dimensions to preserve
the present flowage of drainage or other waters, and of materials and workmanship equally as good as
those now existing. In the event any construction, repair, maintenance, work or other use of the Premises
by Grantee will affect any Lines, fences, buildings, improvements or other facilities (collectively, "Other
Improvements"), Grantee will be responsible at Grantee's sole risk to locate and make any adjustments
necessary to such Other Improvements, Grantee must contact the owner(s) of the Other Improvements
notifying them of any work that may damage these Other improvements and/or interfere with their service
and obtain the owner's written approval prior to so affecting the Other Improvements. Grantee must mark
all Other Improvements on the Plans and Specifications and mark such Other Improvements In the field in
order to verify their locations. Grantee must also use all reasonable methods when working on or near
Grantor property to determine If any Other Improvements (fiber optic, cable, communication or otherwise)
may exist. The Grantee agrees to keep the above-described premises free and clear from combustible
materials and to cut and remove or cause to be cut and removed at its sole expense all weeds and
vegetation on said premises, said work of cutting and removal to be done at such times and with such
frequency as to comply with Grantee and local laws and regulations and abate any and all hazard of fire.
Section 6 Taxes and Recording Fees. Grantee shall pay when due any taxes, assessments or
other charges (collectively, "Taxes") levied or assessed upon the Improvements by any governmental or
quasi-governmental body or any Taxes levied or assessed against Grantor or the Premises that are
attributable to the Improvements. Grantee agrees to purohese, affix and cancel any and all documentary
stamps in the amount prescribed by statute, and to pay any and all required transfer taxes, excise taxes
and any and all fees incidental to recordation of the Memorandum of Easement, In the event of Grantee's
failure to do so, If Grantor shall become obligated to do so, Grantee shall be liable for all costs, expenses
and judgments to or against Grantor, including all of Grantor's legal fees and expenses,
Section 7 Environmental.
7.1 Compliance with Environmental Laws. Grantee shall strictly comply with all federal,
state and local environmental Laws In Its Use of the Premises, Including, but not limited to, the Resource
Conservation and Recovery Act, as amended (RCRA), the Clean Water Act, the Oil Pollution Act, the
Hazardous Materials Transportation Act, the Comprehensive Environmental Response, Compensation
and Liability Act (CERCLA) and the Toxic Substances Control Act (collectively referred to as the
"Environmental Laws"). Grantee shall not maintain a "treatment," "storage," "transfer" or "disposal "
facility, or "underground storage tank," as those terms are defined by Environmental Laws, on the
Premises. Grantee shall not handle, transport, release or suffer the release of "hazardous waste" or
"hazardous substances", as "hazardous waste " and "hazardous substances" may now or in the future be
defined by any Environmental Laws,
7.2 Notice of Release, Upon Grantee learning of a release of hazardous substances on or
from the Premises, Grantee shall give Grantor Immediate notice to Grantor's Resource Operations Center
at (800) 8324452 of any release of hazardous substances on or from the Premises, violation of
Environmental Laws, or inspection or Inquiry by governmental authorities charged with enforcing
Environmental Laws with respect to Grantee's use of the Premises. Grantee shall use Its best efforts to
promptly respond to any release on or from the Premises. Grantee also shall give Grantor immediate
notice of all measures undertaken on behalf of Grantee to Investigate, remedlate, respond to or otherwise
cure such release or violation.
7.3 Remediation of Release. In the event that Grantor has notice from Grantee or otherwise
of a release or violation of Environmental Laws which occurred or may occur during the term of this
Easement Agreement, Grantor may require Grantee, at Grantee's sole risk and expense, to take timely
measures to Investigate, remediate, respond to or otherwise cure such release or violation affecting the
Premises. If during the construction or subsequent maintenance of the Improvements, soils or other
materials considered to be environmentally contaminated are exposed, Grantee will remove and safely
dispose of said contaminated soils. Determination of soils contamination and applicable disposal
3

procedures thereof, will be made only by an agency having the capacity and authority to make such a
determination.
7.4 Preventative Measures. Grantee shall promptly report to Grantor in writing any conditions
or activities upon the Premises known to Grantee which create a risk of harm to persons, property or the
environment and shall take whatever action is necessary to prevent Injury to persons or property arising
out of such conditions or activities; provided, however, that Grantee's reporting to Grantor shall not relieve
Grantee of any obligation whatsoever imposed on it by this Easement Agreement. Grantee shall
promptly respond to Grantor's request for information regarding said conditions or activities.
7.5 Evidence of Compliance. Grantee agrees periodically to furnish Grantor with proof
satisfactory to Grantor that Grantee is In compliance with this Section 7. Should Grantee not comply fully
with the above-stated obligations of this Section 7, notwithstanding anything contained In any other
provision hereof, Grantor may, at Its option, terminate this Easement Agreement by serving five (6) days'
notice of termination upon Grantee, Upon termination, Grantee shall remove the Improvements and
restore the Premises as provided in Section 9.
Section 8 Default and Termination.
8.1 Grantor's Performance Rights; If at any time Grantee, or Grantee's Contractors, fails to
properly perform its obligations under this Easement Agreement, Grantor, in its sole discretion, may: (i)
seek specific performance of the unperformed obligations, or (11) at Grantee's sole cost, may arrange for
the performance of such work as Grantor deems reasonably necessary for the safety of its rail operations,
activities and property, or to avoid or remove any Interference with the activities or property of Grantor, or
anyone or anything present on the rail corridor or property with the authority or permission of Grantor.
Grantee shall promptly reimburse Grantor for all reasonable costs of work performed on Grantee's behalf
upon receipt of an invoice for such costs. Grantor's failure to perform any obligations of Grantee or
Grantee's Contractors shall not alter the liability allocation set forth In this Easement Agreement,
8.2 Abandonment, Grantor may, at its option, terminate this Easement Agreement by
serving five (6) days' notice in writing upon Grantee if Grantee should abandon or cease to use the
Premises for the Easement Purpose. My waiver by Grantor of any default or defaults shall not constitute
a waiver of the right to terminate this Easement Agreement for any subsequent default or defaults, nor
shall any such waiver in any way affect Grantor's ability to enforce any section of this Easement
Agreement
U.3 Effect of Termination 9r Expiration, Neither termination nor expiration will release Grantee
from any liability or obligation under this Easement, whether of indemnity or otherwise, resulting from any
acts, omissions or events happening prior to the date of termination or expiration, or, If later, the date the
Premises are restored as required by Section 9,
8.4 Non-exclusive Remedies. The remedies set forth In this Section 8 shall be in addition to,
and not in limitation of, any other remedies that Grantor may have under the OVERPASS Agreement, at
law or in equity.
Section 9 Surrender of Premises.
9.1Rem _ ip:eveinentsand Restoration. Upon termination of this Easement
Agreement, whether by abandonment of the Easement or by the exercise of Grantor's termination rights
hereunder, Grantee shall, at its sole cost and expense, immediately perform the following:
(a) remove all or Such portion of Grantee's Improvements and all
appurtenances thereto from the Premises, as Grantor directs at Grantor's
sole discretion;
4

(b) repair and restore any damage to the Premises arising from, growing out
of, or connected with Grantee's use of the Premises;
(a) remedy any unsafe conditions on the Premises created or aggravated by
Grantee; and
(d) leave the Premises In the condition which existed as of the Effective
Date.
9.2 Limited License for Entrv. If this Easement Agreement is terminated, Grantor may direct
Grantee to undertake one or more of the actions set forth above, at Grantee's sole cost, in which case
Grantee shall have a limited license to enter upon the Premises to the extent necessary to undertake the
actions directed by Grantor. The terms of this limited license include all of Grantee's obligations under
this Easement Agreement. Termination will not release Grantee from any liability or obligation under this
Easement Agreement, whether of indemnity or otherwise, resulting from any acts, omissions or events
happening prior to the date of termination, or, if later, the date when Grantee's improvements are
removed end the Premises are restored to the condition that existed as of the Effective Date, If Grantee
fails to surrender the Premises to Grantor upon any termination of the Easement, all liabilities and
obligations of Grantee hereunder shall continue in effect until the Premises are surrendered.
Section 10 Liens. Grantee shah l promptly pay and discharge any and all liens arising out of any
construction, alterations or repairs done, suffered or permitted to be done by Grantee on the Premises or
attributable to Taxes that are the responsibility of Grantee pursuant to Section 6. Grantor is hereby
authorized to post any notices or take any other action upon or With respect to the Premises that Is or
may be permitted by Law to prevent the attachment of any such liens to any portion of the Premises;
provided, however, that failure of Grantor to take any such action shall not relieve Grantee of any
obligation or liability under this Section 10 or any other section of this Easement Agreement.
Section 11 Tax Exchanqe. Grantor reserves the right to assign this Easement Agreement to Apex
Property & Track Exchange, Inc. ("Apex"). Apex is a qualified intermediary within the meaning of Section
1031 of the Internal Revenue Code of 1986, as amended, and Trees, Reg. § ,1031(k)-1(g), for the
purpose of completing a lax-deferred exchange under said Section 1031. Grantor shall bear all expenses
associated with the use of Apex, or necessary to qualify this transaction as a tax-deferred exchange, and,
except as otherwise provided herein, shall protect, reimburse, Indemnify and hold harmless Grantee from
and against any and all reasonable and necessary additional costs, expenses, including, attorneys fees,
and liabilities which Grantee may incur as a result of Grantor's use of Apex or the qualification of this
transaction as a tax-deferred transaction pursuant to Section 1031. Grantee shall cooperate with Grantor
with respect to this tax-deferred exchange, and upon Grantor's request, shall execute such documents as
may be required to effect this tax-deferred exchange.
Section 12 Notices. Any notice required or permitted to be given hereunder by one party to the
other shall be delivered in the manner set forth in the OVERPASS Agreement, Notices to Grantor under
this Easement shall be delivered to the following address: BNSF Railway Company, Real Estate
Department 2600 Lou Monk Drive, Ft, Worth, TX 76131, Attn: Permits, or such other address as Grantor
may from time to time direct by notice to Grantee.
Section 13 Recordation. It is understood and agreed that this Easement Agreement shall not be in
recordable form and shall not be placed on public record and any such recording shall be a breach of this
Easement Agreement, Grantor and Grantee shall execute a Memorandum of Easement in the form
attached hereto as Exhibit "B-1" (the "Memorandum of Easement") subject to changes required, if any,
to conform such form to local recording requirements. The Memorandum of Easement shall be recorded
in the real estate records in the county where the Premises are located. If a Memorandum of Easement
Is not executed by the parties and recorded as described above within 120 days of the Effective Date,
Grantor shall have the right to terminate this Easement Agreement upon notice to Grantee.
5

Section 14 Miscellaneous.
14.1 Ail questions concerning the interpretation or application of provisions of this Easement
Agreement shall be decided according to the substantive Laws of the State of Arizona without regard to
conflicts of law provisions.
14.2 in the event that Grantee consists of two or more parties, all the covenants and
agreements of Grantee herein contained shall be the joint and several covenants and agreements of such
parties, This Instrument and all of the terms, covenants and provisions hereof shall inure to the benefit of
and be binding upon each of the parties hereto and heir respective legal representatives, successors and
assigns and shall run with and be binding upon the Premises.
14,3 If any action at law or in equity Is necessary to enforce or interpret the terms of this
Easement Agreement, the prevailing party or parties shall be entitled to reasonable attorneys fees, costs
and necessary disbursements in addition to any other relief to which such party or parties may be entitled,
14,4 if any provision of this Easement Agreement is held to be illegal, invalid or unenforceable
under present or future Laws, such provision will be fully severable and this Easement Agreement will be
construed and enforced as if such illegal, Invalid or unenforceable provision Is not a part hereof, and the
remaining provisions hereof will remain in full force and effect. In lieu of any illegal, invalid or
unenforceable provision herein, there will be added automatically as a part of this Easement Agreement a
provision as similar in its terms to such illegal, invalid or unenforceable provision as may be possible and
be legal, valid and enforceable,
14.5 This Easement Agreement Is the full and complete agreement between Grantor and
Grantee with respect to all matters relating to Grantee's use of the Premises, and supersedes any and all
other agreements between the parties hereto relating to Grantee's use of the Premises as described
herein. However, nothing herein is intended to terminate any surviving obligation of Grantee or Grantee's
obligation to defend and hold Grantor harmless in any prior written agreement between the parties,
14.6 Time is of the essence for the performance of this Easement Agreement.
14,7 The terms of the OVERPASS Agreement are incorporated herein as if fully set forth in
this instrument which terms shall be in full force and effect for purposes of this Easement even if the
OVERPASS Agreement is, for whatever reason, no longer In effect,
14.8 The covenants and provisions of this Agreement are binding upon and Inure to the
benefit of the successors and assigns of the parties hereto, notwithstanding the preceding sentence,
neither party hereto may assign any of its rights or obligations hereunder without the prior written consent
of the other party,
14.9
1) Termination due te Conflict of Interest.
The Parties acknowledge that this Agreement is subject to cancellation pursuant to the provisions of
A,R,S. §38-511.
2) Suspension and Debarment and Executive Orders 12549 and 12680.
(a) The March .2004 OMB Circular A-133 Compliance Supplement pertaining to the
U.S.C. Code has been changed. Before November 26, 2003, contractors
receiving individual awards for one hundred thousand dollars ($100,000) or more
and all sub-recipients have to certify that the organization and its principals were
not suspended or debarred. As of November 26, 2003, when the County enters
6

Into a covered transaction with an entity (contracts for goods and services
expected to equal or exceed twenty five thousand dollars ($25,000) and sub-
awards to sub-recipients), the Federal Entitles are prohibited from contracting
with or making sub-awards under covered transactions to Parties that are
suspended or debarred or whose principals are suspended or debarred.
(b) Effective November 26, 2003, when a Non-Federal Entity (the County) enters Into
a covered transaction with an Entity at a lower tier, the Non-Federal Entity (the
County) must receive verification that the Entity is not suspended or debarred or
otherwise excluded. As such, each prospective concessionaire must submit a
certification (e,g, certified letter) within sixty (60) days of award that It is not
currently under such suspension or debarment. Requirements for suspension
and debarment are contained in the Federal codification of the government-wide
non-procurement debarment and suspension common rule, which Implements
Executive Orders 12649 and 12689, Debarment and Suspension.
3) Business in Sudan or Iran. Charities certifies that under A.R.S. § 35-391.06 AND 35-393.06, they
do not have scrutinized business operations in either Sudan or Iran.
4) Verification of Employment Eligibility. Charities certifies that it will comply in full with A.R.S. §23-
214, to include verifying the employment eligibility of all employees In Arizona through the a-verify
program and keeping record of the verification for the duration of the employees employment or at
least three years whichever is longer,
[Signature page follows]
7

Witness the execution of this Easement Agreement as of the date first set forth above.
GRANTOR:
By: e ai
Nam Dar Yid P. Schneider
Title: General Director-Land Revenue Management
GRANTEE:
MARICOPA COUNTY,
a political subdivision of the State of Arizona
By;
Name: MAX W. WILSO
Title:
CHAIRMAN BOARD OFSINEFIVISORS
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Memorandum of Aerial Easement
THIS MEMORANDUM OF AERIAL EASEMENT Is hereby executed this 22nd day of February,
2012, by and between BNSF RAILWAY COMPANY, a Delaware corporation ("Grantor"), whose address
for purposes of this instrument is 2500 Lou IVIenk Drive, Fort Worth, Texas 76131, and MARICOPA
COUNTY, a political subdivision of the State of Arizona (Grantee"), whose address for purposes of this
-Instrument Is 2901 West Durango Street, Phoenix, Arizona 65009 which terms "Grantee' and "Grantee"
shall include, wherever the context permits or requires, singular or plural, and the heirs, legal
representatives, successors and assigns of the respective parties:
WITNESSETH:
WHEREAS, Grantor owns or controls certain real property situated in Maricopa County, Arizona
as described on Exhibit "A-1" attached hereto and Incorporated herein by reference (the "Premises');
WHEREAS, Grantor and Grantee entered into an Aerial Easement Agreement, dated February
22 2012 (the "Easement Agreement") which set forth, among other things, the terms of an easement
granted by Grantor to Grantee over and across the Premises (the "Easement"); and
WHEREAS, Grantor and Grantee desire to memorialize the terms and conditions of the
Easement Agreement of record.
For valuable consideration the receipt and sufficiency of which are hereby acknowledged, Grantor
does grant unto Grantee and Grantee does hereby accept from Grantor the Aerial Easement over and
across the Premises.
The term of the Easement, unless sooner terminated under provisions of the Easement
Agreement, shall be perpetual. Provisions regulating the use and purposes to which the Easement shall
be limited, are set forth in detail in the Easement Agreement and Grantor and Grantee agree to abide by
the terms of the Easement Agreement.
AR the terms, conditions, provisions and covenants of the Easement Agreement are incorporated
herein by this reference for all purposes as though written out at length herein, and both the Easement
Agreement and this Memorandum of Easement shall be deemed to constitute a single instrument or
document. This Memorandum of Easement is not Intended to amend, modify, supplement, or supersede
any of the provisions of the Easement Agreement and, to the extent there may be any conflict or
Inconsistency between the Easement Agreement or this Memorandum of Easement, the Easement
Agreement shall control.
[Signature page follows]
Exhibit "13-1"

IN WITNESS WHEREOF, Grantor and Grantee have executed this Memorandum of Easement to
as of the date and year first above written.
GRANTOR:
BNSF RAILWAY COMPANY, a Delaware corporation
By:
N e: D.vi I P. Schne gler
Title: General Director-Land Revenue Management
STATE OF TEXAS
COUNTY OF TARRANT
This InstrumAnt was acknowledged before me on the 9_9Wei day of C a , 2012, by
I-4 V 1 r) H. 5c-A ri-e (name) as 'Th tAJ raljahgelfle) of
BNSF RAILWAY COMPANY, a Delaware corporation.
Nitfirl Public
RHONDA BURTON
My Commission Expires My ap ntment expires: XAg-, /a2.4)./.2.-1
September 21, 2012
(Seal)
GRANTEE:
MARICOPA COUNTY,
a political subdivision of the State of Arizona
By:
Name: -Attelfew-Rtirrirse MAXW wILsoN
Title: Chairman Board of Supervisors
01301

STATE OF MARICOPA§
COUNTY OF ARIZONA
This lnstr rnent was acknowledgeg before me on the c V day of 2012,
by _ (name) as (title) of
-
OFFICIAL UAL Notary Public
CANDACE W. STEILL
Notory Public • SW* of Arizona
My comm, MARICOPA Ozpirai March COUNTY 14, 2013 My appointment expires:
(Seal)

EXHIBIT "A"
Premises
1

Parcel No, 601-42-033
Project No. TT195
NORTHERN PARKWAY
SARI VAL ROAD TO DYSART ROAD
Item No. D22276
DESCRIPTION OF RIGHT-OF-WAY
A parcel of land situated In a portion of the Northwest Quarter of the Southeast
Quarter of Section 33, Township 3 North, Range 1 West of the Gila and Salt River
Base and Meridian, Maricopa County, Arizona, more particularly described as
follows:
COMMENCING at the East Corner of said Section 33 monumented by a Maricopa
County Aluminum Cap Flush bearing South 00 degrees 08 minutes 56 seconds
West, a distance of 2627.74 feet from the Northeast Corner of said Section 33,
Monumented by a Brass Cap in Handhole,
THENCE North 89 degrees 16 minutes 24 seconds West, along the East-West Mid-
Section lino of said Section 33, a distance of 2626.97 feet to a point on the North-
South Mid-Section line of said Section 33;
THENCE departing said East-West Mid-Section line, South 00 degrees 10 minutes
49 seconds West, along said North-South Mid-Section line, a distance of 22.01 feet
to the POINT OF BEGINNING;
THENCE South 89 degrees 42 minutes 49 seconds East, a distance of 50,00 feet;
THENCE South 00 degrees 10 minutes 49 seconds West, a distance of 414.61 feet;
THENCE North 89 degrees 15 minutes 51 seconds West, a distance of 60.00 feet to
a point on said North-South Mid-Section Ilne;
THENCE North 00 degrees 10 minutes 49 seconds East, along said Mid-Section line,
a distance of 414.22 feet to the POINT OF BEGINNING;
The above described parcel contains 20,721 square feet or 04757 Acres more or
less.
Page 1f 3
MARICOPA COUNTY DEPARTMENT OP TRANSPORTATION
Prelim: Appr;
Rev:
"%blimp Ocuity P blIc Work9 Real Vstate OlvlsiOn
GRANTOR ,DATR
EXH1B/T "A"

The attached PXHIBIT M13" Is to be included and made part of this description,
NOTE:
There shall be no right or easement of access to the limited access highway to be
constructed over and upon the right of way described above,
Page 2 of 3
MARICOPA COUNTY MPAIITMgNT OP TRANSPORTATION
Pram: I Chk: Appri
RoV:
Maricopa County Public Works Real EaLlte Division ;6fro a-otra NO
GRANTOR DATe
OXI-1:03XT "A"

LINE DATA TABLE
Na BEARING" DISTANCE
1.1 800°10'49"W 22,01'
L2 S9X42`49"E 60.00' ROAD
LS SOO°10'49"W 414.61'
L4 N89°16161"W 60.00'
L NO0910'491V 414.22'
LfTC1-1FIELD
601-42-028Y
OLIVE AVENUE..
HOrvIEOWNERS/ET AL tiO1-42-025V HENRY I, THOMPS -ONi
ROBBIE A. 'fHOMPSON
POINT OF 13EGINNIN1 I
POINT OF COMMENCEMENT
N8918'24"W 2828,97'
rASTANE8T
MID.SEOTION LINE
.5
50'
<Wu)
Z
et >d- 601-42-045A
i. NASER NEKHO/AFAF
8 g 0,
p r LI;"4 PROPOSED RIGHT-OF-WAY LINE
ti i CO
06 4 4
.‹ NW SE
feN
m ca
NOR77-1,SOUTII e4
MID-SECTION LINE 50142-026K
c) Lo ... PHILLIP & LAURIE OVERSON
501-42-977A
SHERRY DETZLER NOT TO SCALE
NORTHERIV AVENUE
THIS IS NOT A PROPERTY BOUNDARY SURVEY
EXHIBIT
e. Dibble PARCEL NO. 501-42-M
Engthee,i, NORTHERN PARKWAY
SARI VAL ROAD TO DYSART ROAD
ynp Ithoonbcr H. balmy Az 0502e num DriVo, Etina ROO ITEM NO. 022278
Tel. Onn 057-11E5
DATE:APR 2010 Project Number
Dlitie Engineering DRN: GDS TT195
Project No. 100918 rilfes 0-A101 01-IK: RJB PAGE 3 OF 3