TT0011_ - PC 1851-MI-1N1W-14_PA.PDF

Maricopa County — Formal (2026-01-28)

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MARICOPA
COUNTY

PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS

Project: MC85 at Agua Fria River C-64-08-051-M-01
Project No.: TTO011

MCDOT Item No.: MI-1N1W-14

Assessor Parcel No.: 500-41-005B

Agreement made on January 28, 2025, by and between:

The City of Avondale, an Arizona municipal corporation, with an address of 11490 W. Civic
Center Dr., Avondale, AZ 85323, hereinafter referred to as “Buyer”.

AND

Maricopa County, a political subdivision of the State of Arizona, with the address of: c/o
Maricopa County Real Estate Department, 2801 W. Durango, Phoenix AZ, 85009, hereinafter
referred to as “Seller”,

"Agreement" means, when fully executed by Seller and Buyer, this Purchase Agreement and
Escrow Instructions,

WITNESSETH

THAT Seller agrees to sell to Buyer and Buyer agrees to purchase from Seller, the property
described on Exhibit A, declared by the Maricopa County Board of Supervisors to be excess vacant
land by Agenda Item C-64-08-051-M-00, approved on October 1, 2007, 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.

1 of 12

1. PURCHASE PRICE and other Buyer costs. The purchase price or consideration shall be
Five Hundred Twenty-Seven Thousand One Hundred Twenty-Three and 0/100 Dollars
($527,123.00).

1.01. Payments. The balance of the purchase price (plus any additional taxes, fees or
other closing costs) shall be paid to the Escrow Agent at or before the Close of Escrow by
cash, certified check, cashier's check or bank wire transfer

1.02. Close of Escrow. Close of Escrow shall occur on or before December 18, 2025,
which date shall be referred as the "Close of Escrow". At the discretion of the Director of
the Maricopa County Real Estate Department, escrow may be extended by not more than
60 days.

1.03. Contract Deposit Escrow. At Close of Escrow, no credit shall be given to the City
of Avondale for the cost of the preliminary title report, as the City has paid the full amount
of that cost. Additionally, there shall be no credit or reimbursement to the City for any fee
reimbursement remainder, as no such remainder exists.

1.04. Escrow Agent.

a) The escrow agent (“Escrow Officer’) referred to in this Agreement shall
be as listed below:

Company: Security Title Agency

Address: 2415 E. Camelback Rd., Ste. 200 Phoenix, AZ 85016
Agent: Jason Bryant

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 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.

Project: MC85 at Agua Fria River 2 of 12 APN: 500-4 1-005B
Project No.: TTO011 MCDOT Item No.: MI-IN1W-14

3.01. Preliminary Title Report. The Buyer has provided, at its own 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 the Seller.

3.02. No Obligation to Act. Except with respect to any title exception intentionally and
voluntarily created by Seller after the issuance of the Title Report, nothing herein shall be
deemed to impose on Seller any obligation to bring any action or proceeding, or to expend
any unreasonable (in Seller's sole and absolute discretion) sum or effort in order to fulfill
any 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-Way Permit from Seller. Any Right-of-Way Permit
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 Supervisors 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.

Project: MC85 at Agua Fria River 3 of 12 APN: 500-41-005B
Project No.: TTO011 MCDOT Item No.: MI-1N1W-14

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, Seller shall be liable for all customary escrow cancellation charges and the
Bid Deposit shall be returned to Buyer. Such payments will be Buyer's sole and
exclusive remedy in the event of default by Seller. Buyer hereby waives and
releases any right to (and hereby covenants that Buyer shall not) sue Seller for (a)
specific performance, or (b) damages.

b) In the event Buyer fails to close this transaction, other than due to the default
of the Seller, the Buyer shall be liable only for all customary escrow cancellation
charges. As the Buyer has already paid for both the appraisal and the preliminary
title report, no reimbursement for these items shall be owed to the Seller. Such
cancellation charges shall constitute 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.

8. “AS IS, WHERE IS.” This sale is in a strict “AS IS, WHERE IS” condition.

9. BROKER. There is no Real Estate Broker, the parties represent each to the other that no Real
Estate Broker is responsible for negotiating this transaction. If any real Estate Broker should
make a claim for commissions, the party whose action led to such claim shall be solely
responsible for the resolution of such issue, including the obligation to indemnify, hold
harmless and defend all other parties hereto.

10. NOTICES. No notices, waiver or other communication under this Agreement shall be
effective unless in writing arid personally served, sent by certified mail, return receipt
requested, with postage prepaid or by commercial express delivery service providing receipted
delivery or by facsimile transmissions provided confirmation of the completed transmission
shall be retained. All such notices shall be addressed to the parties at the addresses noted herein
above. If personally served or sent via commercial delivery service, any such matter shall be
deemed given at the time of such service or, if by mail, at the time of depositing same in a post
office box regularly maintained by the United States Postal Service.

11. ASSIGNMENT. The within Agreement may not be assigned by Buyer without the written
consent of the Seller. Because this is a direct sale to the City of Avondale, a municipal
corporation, as provided for in A.R.S. 11-251 (9), 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 of the Department of Transportation signs this Agreement, which date
shall be inserted at the top of the first page hereof.

Project: MC85 at Agua Fria River 4 of 12 APN: 500-41-005B
Project No.: TTO011 MCDOT Item No.: MI-IN1W-14

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. At the discretion of the
Director of the Maricopa County Real Estate Department, escrow may be extended
by not more than 60 days. 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

Project: MC85 at Agua Fria River 5 of 12 APN: 500-41-005B
Project No.: TTOO11 MCDOT Item No.: MI-IN1W-14

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 and Seller shall
execute and deliver into escrow within 15 days after approval by the Maricopa
County Board of Supervisors. Upon Buyer's execution, this Agreement shall
constitute an offer, which if not accepted by Seller's execution and delivery to
Escrow Agent within 15 days after Board approval, shall be deemed to expire and
be of no further force or effect, unless extended or otherwise agreed to by Buyer in
writing.

THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK

Project: MC85 at Agua Fria River 6 of 12 APN: 500-4 1-005B
Project No.: TTOOI1 MCDOT Item No.: MI-INIW-14

BUYER:

CITY OF AVONDALE, an Arizona municipal corporation

By: Wh= |2-[-25

RotkCorlin "Date
Avondale City Manager tly,
Oe AYO}.
ATTEST
Are LC iglalas ZO
City Clerk Date “Hw
APPROVED AS TO FORM:
MN Mle \L-I-25
Attotve} Rey Date
STATE OF ARIZONA )
)ss.
COUNTY OF MARICOPA )

The foregoing instrument was acknowledged before me this \ day of. Necem bee :
2025 by Ron Corbin, City Manager of the CITY OF AVONDALE, an Arizona municipal

corporation, on behalf of said corporation.

GEER CHRISTOPHER WAYNE PIERSON Clundkiphe, Waspe aT

hy ee Neocon Notary Publid (signature)

Maricopa County
Ly Cammission # 632843

Net” My Comm. Expires Aug 18, 2026

Project: MC85 at Agua Fria River 7 of 12 APN: 500-41-005B
Project No.: TTOO11 MCDOT Item No.: MI-IN1IW-14

ACCEPTANCE:

ESCROW OFFICER

Purchase Agreement & Escrow Instructions are accepted on this day of
2025. Escrow will open immediately upon receipt of the fully executed Agreement.

SECURITY TITLE AGENCY

By:
Jason Bryant
Escrow Officer

Project: MC85 at Agua Fria River 8 of 12 APN: 500-41-005B
Project No.: TTO011 MCDOT Item No.: MI-1N1W-14

RECOMMENDED FOR APPROVAL:

MARICOPA COUNTY
DEPARTMENT OF TRANSPORTATION

‘Signed by:
(4s ution, 12/16/2025
eset Fiez, Director Date
MARICOPA COUNTY
REAL ESTATE DEPARTMENT

‘DocuSigned by:
| AS 12/15/2025
LEP SPAS Director Date

APPROVED AS TO FORM and within the powers and authority granted under the laws of the

State of Arizona.

Signed by:

Maye Carpivelli 12/15/2025
3D6A191436004B5...
Deputy County Attorney Date
Project: MC85 at Agua Fria River 9 of 12

Project No.: TTOOL1

APN: 500-41-005B
MCDOT Item No.: MI-INIW-14

APPROVED: C-64-08-051-M-01

GRANTOR: MARICOPA COUNTY

Chair of the Board Date

ATTEST

Clerk of the Board Date

STATE OF ARIZONA )
)ss
COUNTY OF MARICOPA)

Before me, Notary Public in and for said County, State of

Arizona, on this day personally appeared , known to me to be

the person whose name is subscribed to the forgoing instrument as Chairman of the Board of

Supervisors for Maricopa County.

Given under my hand and seal of the office this day of. 202__

Notary Public (signature)

Project: MC85 at Agua Fria River 10 of 12 APN: 500-41-005B
Project No.: TTOO11 MCDOT Item No.: MI-IN1W-14

EXHIBIT “A”

Parcel No. 500-41-005B
MC835 at Agua Fria River
Project No. TTO011

LEGAL DESCRIPTION
A parcel of land in the Northwest Quarter of Section 14, Township 1 North, Range 1 West of the
Gila and Salt River Base and Meridian, Maricopa County, Arizona, and being more particularly

described as follows:

Commencing at the Northwest corner of said Section 14, from which the North Quarter corner of

said Section 14, bears North 89°43'44"East, for a distance of 2643.03 feet;

THENCE along the North Section line of said Section, North 89°43'44" East, for a distance of
1983.48 feet;

THENCE departing said Section line, South 00°16'16" East, for a distance of 214.71 feet to a
point on the Southerly Right of Way line of MC 85, said point being the Point of Beginning;

THENCE departing said Right of Way line, South 00°37'01" East, for a distance of 183.46 feet;
THENCE South 23°19'13" West, for a distance of 713.50 feet;

THENCE North 00°24'26" West, for a distance of 835.92 feet to a point on said Southerly Right
of Way line, said point being the beginning of a non-tangent curve;

THENCE along said Southerly Right of Way line, from a radial line bearing North 01°45'07"
West, Easterly along the arc of a curve concave to the South having a radius of 4220.57 feet and a
central angle of 01°28'51", for an arc distance of 109.09 feet to the beginning of a tangent line;
THENCE continuing along said Right of Way line, North 89°43'44" East, for a distance of 177.35
feet to the Point of Beginning.

The above described parcel contains 146,423 square feet or 3.3614 acres, more or less, and is

depicted on attached Exhibit "B".

Project: MC85 at Agua Fria River 11 of 12 APN: 500-41-005B
Project No.: TTOOI1 MCDOT Item No.: MI-1N1W-14

EXHIBIT “A” CONTINUED

Project No.: TTOOI1

MCDOT Item No.: MI-IN1W-14