Development Agreement

City of El Mirage — Regular Meeting (2021-02-02)

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When recorded return to: 
 
City of El Mirage  
City Clerk 
10000 N. El Mirage Road  
El Mirage, AZ 85335 
 
 
 
DEVELOPMENT AGREEMENT PROJECT PHX 80 
DYSART ROAD AND OLIVE AVENUE IMPROVEMENTS 
EL MIRAGE, ARIZONA 
 
 
THIS DEVELOPMENT AGREEMENT (this “Agreement”) is entered into this 2nd day of 
February, 2021(“Effective Date”) by Microsoft Corporation, a Washington corporation (“Owner”) 
and the CITY OF EL MIRAGE, an Arizona municipal corporation (“City”). 
 
RECITALS 
 
 
WHEREAS, Owner has a real property interest in or is the owner of that certain property 
located in the City of El Mirage, Arizona, consisting of approximately 150 acres, legally described 
as prepared by Owner in Exhibit “A” attached hereto and incorporated herein by reference 
(“Property”); 
 
 
WHEREAS, Owner intends to develop the Property in phases and when fully developed, 
may consist of multiple buildings; 
 
 
WHEREAS, the first phase of the development of the Property will consist of the 
construction of a data center building located on the Property (“Phase 1”); 
 
WHEREAS, Owner and City desire to facilitate the development of the Property as a part 
of the City’s growth and development. In furtherance of this aim, Owner and City have cooperated 
in the preparation of this Agreement; 
 
WHEREAS, the City desires to re-construct Dysart Road between Northern Avenue and 
Peoria Avenue to a five-lane roadway with curb and gutter, bike lanes and related appurtenances 
known as the “City’s Dysart Road Improvements”; 
 
 
WHEREAS, Pursuant to that Major Site Plan Approval evidenced by that Memorandum 
from City to Owner dated May 7, 2019 and that Letter from City to Owner dated May 22, 2019 
(collectively known as the “Site Plan Approval”), Owner is required, as a condition of 
implementing its Phase 1 Site Plan, to design, construct, and dedicate certain roadway 
improvements consisting of: (i) the sidewalk, landscaping, irrigation, street lighting (except within 
660’ of the Olive Avenue intersection) and interconnect conduit adjacent to the Owner’s property 
along Dysart Road (the “Owner’s Dysart Road Improvements”), and (ii) the half roadway, 
sidewalk, landscaping, irrigation, street lighting and interconnect conduit adjacent to Owner's

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property along Olive Avenue (the “Olive Avenue Improvements”); collectively (i) and (ii) are 
known as the “Owner’s Responsibilities”; 
 
 
WHEREAS, City desires to complete the design and construction of the City’s Dysart 
Road Improvements, except for the items specified as the Owner’s Responsibilities in the Site Plan 
Approval, at City’s sole cost and expense;  
 
 
WHEREAS, Owner and City desire for City to complete the design and construction of 
the Owner’s Responsibilities at the same time as the City’s design and construction of the City’s 
Dysart Road Improvements, but at Owner’s costs and expense; 
 
 
WHEREAS, Owner is willing to pay costs for the design of the Owner’s Responsibilities 
in the amount set forth in the estimates attached hereto as Exhibit B plus a 20% contingency; 
 
WHEREAS, Owner and City desire to establish an estimate for the construction costs of 
the Owner’s Responsibilities pursuant to the terms and conditions of this Agreement, and for 
Owner to pay such estimated costs as its sole obligation with respect to the construction of the 
Owner’s Responsibilities; 
 
 
WHEREAS, Owner and City desire to enter into this Agreement in order to set forth the 
rights and obligations of each party with respect to the City’s Dysart Road Improvements and the 
Owner’s Responsibilities and the costs for the same;   
 
 
WHEREAS, pursuant to the provisions of Arizona Revised Statutes Annotated (“A.R.S.”) 
§§ 9-500.05, et seq., Owner and City are authorized to enter into this Agreement; 
 
 
AGREEMENT 
 
 
NOW, THEREFORE, in consideration of the mutual covenants, terms and conditions, it 
is agreed as follows: 
 
1. 
INCORPORATION OF DOCUMENTS AND RECITALS. All documents and 
exhibits referred to in this Agreement are hereby incorporated by this reference into this 
Agreement, and the Recitals stated above are hereby incorporated by reference into this Agreement 
and made a part hereof. 
 
2. 
COMPLIANCE. The determinations of the City in this Agreement and the 
assurances provided to Owner in this Agreement are provided pursuant to and as contemplated by 
A.R.S. § 9-500.05 and other applicable law, bargained for and in consideration for the undertakings 
of Owner set forth herein and contemplated by this Agreement and are intended to be and have 
been relied upon by Owner in undertaking the obligations of development of the Property. 
 
3. 
RIGHTS RUN WITH THE LAND. The rights established under this Agreement 
are attached to and run with the Property. Upon the Effective Date of this Agreement, Owner and 
any successors or assigns are entitled to exercise the rights granted pursuant to this Agreement.

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4. 
CITY CONSTRUCTION OF THE CITY’S DYSART ROAD 
IMPROVEMENTS. 
 
a. 
The City, at its sole cost and expense, shall design, engineer, permit, 
construct and install the City’s Dysart Road Improvements.   
 
b. 
City agrees and acknowledges that Owner shall not have any responsibility 
or obligation whatsoever with respect to the City’s Dysart Road Improvements, or the design, 
engineering, construction, installation, or operation thereof. 
 
5. 
CITY DESIGN OF OWNER’S RESPONSIBILITIES. 
 
a. 
Design Estimates.  The cost estimates for the design of the Owner’s 
Responsibilities from EPS Group, Inc., Wright Engineering Corporation, and Greey Picket, 
attached hereto as Exhibit “B” and incorporated herein by reference, indicate that the design cost 
is One Hundred Forty Nine Thousand Thirty-Five and no/100 Dollars ($149,035.00). A 20% 
Contingency shall also be added to the cost for a total of One Hundred Seventy Eight Thousand 
Eight Hundred Forty Two and no/100 Dollars ($178,842.00) (the “Estimated Design Cost”).   
 
b. 
Payment of Estimated Design Cost. Subject to the terms and conditions of 
this Agreement and in exchange for the valuable consideration provided herein, including, without 
limitation, the City’s representations, warranties and covenants in Section 26, Owner agrees to pay 
to the City an amount equal to the Estimated Design Cost within 30 days of the Effective Date.  
Upon receipt of the Estimated Design Cost, the full amount of the Estimated Design Cost amount 
shall be deposited by the City in the appropriate fund and must be used for paying the costs for the 
design of the Owner’s Responsibilities.  
 
c. 
Design of Owner’s Responsibilities. The City, shall design and engineer the 
Owner’s Responsibilities. City agrees and acknowledges that except for payment of the Estimated 
Design Cost to City, Owner shall not have any responsibility or obligation whatsoever with respect 
to the design or engineering of the Owner’s Responsibilities.   
 
d. 
Completion of Improvements. The City shall provide Owner with written 
notice of the completion of the design for the Owner’s Responsibilities within ten (10) business 
days after the final design drawings are approved by the City. 
 
6. 
CITY CONSTRUCTION OF OWNER’S RESPONSIBILITIES.   
 
a. 
Construction Cost Estimate.  When the City has sixty percent (60%) design 
drawings for the Owner’s Responsibilities, the City agrees to cause its engineer to prepare a 
construction cost estimate for the Owner’s Responsibilities, including a 20% contingency (the 
“60% Cost Estimate”) and to provide the 60% Cost Estimate to Owner. Owner shall have the right 
to elect one of the following in its sole discretion within ten (10) business days after receipt of the 
60% Cost Estimate:

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i. 
Owner may accept the 60% Cost Estimate, in which case Owner 
will, as its sole obligation with respect to the Owner’s Responsibilities, pay the amount of the 60% 
Cost Estimate to City   
 
ii. 
Owner may deny the 60% Cost Estimate and either (y) elect to 
construct the Owner’s Responsibilities itself, whereupon the City’s obligation to construct the 
Owner’s Responsibilities will terminate, or (z) provide to the City, for City’s approval, with an 
alternate cost estimate based on the 60% design for the Owner’s Responsibilities from an engineer 
selected and compensated by Owner (the “Alternate 60% Cost Estimate”), in which case the 
provisions of Section 6(b) apply. If Owner does not timely accept or deny the 60% Cost Estimate, 
it shall be deemed denied. 
 
b. 
Alternate Estimate.  If Owner elects to provide the City with a cost estimate 
from an engineer selected by Owner pursuant to Section 6(a)(ii)(z) above, City shall accept or deny 
the Alternate 60% Cost Estimate within ten (10) business days by delivering written notice to 
Owner. If City does not timely accept or deny the Alternate 60% Cost Estimate it shall be deemed 
denied. If City accepts the Alternate 60% Cost Estimate, then Owner will, as its sole obligation 
with respect to the Owner’s Responsibilities, pay the amount of the Alternate 60% Cost Estimate 
within 30 days after the receipt of City’s written notice.  Upon receipt of the payment for the 
Alternate 60% Cost Estimate, the full amount of the Alternate 60% Cost Estimate amount shall be 
deposited by the City in the appropriate fund and must be used for paying the costs for the 
construction of the Owner’s Responsibilities.  
 
c. 
Third Party Engineer Estimate. If City disapproves of the Alternate 60% 
Cost Estimate, then Owner and City shall within ten (10) business days after Owner’s receipt of 
written notice of the same, and the parties shall work in good faith to agree upon a third-party 
engineer, to be compensated by the Owner and to provide a final cost estimate for the construction 
of the Owner’s Responsibilities (the “Final Cost Estimate”) for approval by the parties. If Owner 
does not agree to the Final Cost Estimate, Owner may elect in its sole discretion to construct the 
Owner’s Responsibilities, whereupon the City’s obligation to construct the Owner’s 
Responsibilities will terminate. If Owner and City agree to such final cost estimate, then Owner 
will, as its sole obligation with respect to the Owner’s Responsibilities, pay the full amount of the 
agreed upon Final Cost Estimate within 30 days after the receipt of City’s written notice.  Upon 
receipt of the payment of the Final Cost Estimate, the Final Cost Estimate amount shall be 
deposited by the City in the appropriate fund and must be used for paying the costs for the 
construction of the Owner’s Responsibilities.  
 
d. 
Estimate Funding; Sole Obligation.  If Owner elects to accept any of the 
cost estimates (including the 60% Cost Estimate, the Alternate 60% Cost Estimate or the Final 
Cost Estimate) described in this Section 6, Owner’s payment of such cost estimate shall constitute 
Owner’s sole obligation with respect to the construction of the Owner’s Responsibilities, other 
than potential easements, and any costs and expenses in excess of such cost estimate shall be borne 
solely by City. 
 
e. 
Maximum Owner Obligation. Notwithstanding anything to the contrary 
herein, in no event shall Owner’s monetary obligation with respect to the Owner’s Responsibilities

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(whether by payment of cost estimates or its construction of the Owner’s Responsibilities) exceed 
$3,500,000, excluding the Estimated Design Cost. The City may request that Owner grant 
additional temporary construction easements to facilitate the construction of the Owner’s 
Responsibilities, and any such temporary construction easements will be subject to Owner’s 
reasonable approval. 
 
f. 
Termination.  Notwithstanding anything to the contrary herein, if Owner 
elects to construct the Owner’s Responsibilities itself in accordance with the terms of this Section 
6, Owner may, without prior notice or the City’s consent, terminate this Agreement and record an 
instrument effectuating such termination in the official records of the Maricopa County Recorder, 
whereupon this Agreement shall terminate except for those provisions which expressly survive 
termination. 
 
g. 
Upon payment of applicable cost estimate for the construction of the 
Owner’s Responsibilities, the City will be solely responsible to cause the construction of the 
Owner’s Responsibilities, which construction shall occur contemporaneously with the City’s 
construction of the City’s Dysart Road Improvements.    
 
7. 
SATISFACTION 
OF 
SITE 
PLAN 
STIPULATIONS; 
FUTURE 
APPROVALS AND PERMITS.   
 
a. 
City agrees and acknowledges that all of Owner’s obligations to construct 
and dedicate the City’s Dysart Road Improvements is deemed satisfied as of the Effective Date, 
and that Owner will not have any responsibility or obligation to design or construct any additional 
improvements related to the City’s Dysart Road Improvements prior to implementing the Phase 1 
Site Plan for the Property.  Further, City agrees and acknowledges that the Owner’s obligation to 
design the Owner’s Responsibilities is deemed satisfied upon payment of the Estimated Design 
Cost to City by Owner.  Further, City agrees and acknowledges that the Owner’s obligation to 
construct the Owner’s Responsibilities is deemed satisfied upon payment of the applicable cost 
estimate for the construction of the Owner’s Responsibilities to the City by Owner.  
 
b. 
City further agrees and acknowledges that the timing and completion by the 
City of the design and construction of the City’s Dysart Road Improvements and the Owner’s 
Responsibilities will not affect the review, processing, approval, or issuance of any future Owner 
site plan, entitlement, plat, permit, or certificate of occupancy for Phase 1 or any future phase of 
development of the Property. 
 
8. 
TERM.  This Agreement is effective as of the date first set forth above and, except 
as otherwise set forth herein, shall remain effective until such time as Owner has completed all 
development on the Property. 
 
9. 
NOTICES. All notices, filings, consents, approvals and other communications 
provided for herein or given in connection herewith shall be in writing and shall be given by 
personal delivery, overnight courier or facsimile transmission, or sent by registered or certified 
mail, postage prepaid, correctly addressed to the intended recipient at the address set forth below:

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City:  
City of El Mirage  
 
 
 
10000 N El Mirage Road  
 
 
 
El Mirage, AZ 85335 
Attn: City Manager 
 
 
Owner: 
Microsoft Corporation 
One Microsoft Way 
Redmond, WA 98052 
Attn: MSFT Engineering 
 
 
 
 
Copy to: 
Microsoft Corporation 
One Microsoft Way 
Redmond, WA 98052 
Attn:  Corporate, External, and Legal Affairs 
 
Copy to:  
Rose Law Group pc 
7144 E. Stetson Dr., Ste. 300 
Scottsdale, AZ 85251 
Attn: Cameron Carter 
 
10. 
WAIVER. No delay in exercising any right or remedy by either City or Owner 
shall constitute a waiver thereof. Waiver of any of the terms of this Agreement shall not be valid 
unless in writing and signed by all parties hereto. The failure of any party to enforce the provisions 
of this Agreement or require performance of any of the provisions, shall not be construed as a 
waiver of such provisions or affect the right of the party to enforce all of the provisions of this 
Agreement. Waiver of any breach of this Agreement shall not be held to be a waiver of any other 
or subsequent breach thereof. 
 
11. 
BINDING EFFECT. The rights, benefits and obligations in this Agreement, shall 
be binding upon City and its successors and assigns. The rights, benefits and obligations in this 
Agreement shall be binding upon Owner and its successors and assigns.   
 
12. 
GOVERNING LAW. This Agreement and all terms and conditions hereof, and 
any dispute, controversy, claim or cause of action arising out of or related to this Agreement is 
governed by the laws of the State of Arizona. 
 
13. 
CHOICE OF FORUM. Notwithstanding A.R.S. § 12-406, any suit or action 
brought under this Agreement shall be commenced only in state or federal courts in the State of 
Arizona, Maricopa County. 
 
14. 
EXERCISE OF AUTHORITY. It is understood and agreed that Owner shall not 
in any way exercise any portion of the authority or sovereign powers of City and shall not make 
or contract or commit or in any way represent itself as an agent for City. Nor shall anything in this 
Agreement be construed to create any partnership, joint venture or principal agency relationship 
between the parties.

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15. 
RECORDATION. In order to provide notice to third parties, the City shall record 
this Agreement in the official records of the Maricopa County Recorder within ten (10) days after 
the full execution of this Agreement. 
 
16. 
CONFLICT OF INTEREST. This Agreement is subject to the provisions of 
A.R.S. § 38-511. 
 
17. 
SEVERABILITY OF PROVISIONS. Each term and provision of this Agreement 
shall be considered severable and if, for any reason, any term or provision of this Agreement be 
declared or be determined to be illegal or invalid, the validity of the remaining terms and provisions 
shall not be affected thereby, and said illegal or invalid term or provision shall not be deemed a 
part of this Agreement, notwithstanding any other provision of this Agreement to the contrary.  
 
 
18. 
ADDITIONAL ACTS AND DOCUMENTS. Each party hereto agrees to do all 
such things and take all such actions, and to make, execute and deliver such other documents and 
instruments, as shall be reasonably requested to carry out the provisions, intent and purpose of this 
Agreement. If any action or approval is required of any party in furtherance of the rights under this 
Agreement, such approval shall not be unreasonably withheld. 
 
19. 
AMENDMENTS. No amendment shall be made to this Agreement except by 
written document executed by City and Owner. Within ten (10) days after the execution of any 
amendment by both parties, the amendment shall be recorded with the Maricopa County Recorder, 
Maricopa County, Arizona. 
 
20. 
ENTIRE AGREEMENT. This Agreement supersedes any and all other 
agreements, either oral or in writing, between the parties with respect to the subject matter of the 
Agreement and contains all the covenants and agreements between the parties with respect to said 
matter. 
 
21. 
HEADINGS. The headings for the paragraphs of this Agreement are for 
convenience and reference purposes only and in no way define, limit or describe the scope or intent 
of said paragraphs nor in any way affect this Agreement. 
 
22. 
ATTORNEYS FEES. In the event either party brings any action for any relief, 
declaratory or otherwise, arising out of this Agreement, or an account of any breach or default 
hereof, the prevailing party shall be entitled to receive from the other party reasonable attorneys’ 
fees and reasonable costs and expenses, determined by the court sitting without a jury or arbitrator 
or arbitration board, which shall be deemed to have accrued on the commencement of such action 
and shall be enforceable whether or not such action is prosecuted to judgment or by arbitration 
award. As an alternative to filing a lawsuit to resolve the dispute, the parties may mutually agree 
to arbitrate the dispute. 
 
23. 
ASSIGNMENT. Owner shall have the right to sell, transfer or assign part or all of 
the Property to any person or entity at any time during the duration of this Agreement.

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24. 
COUNTERPARTS. This Agreement may be executed in any number of 
counterparts, each of which shall be an original but all of which shall constitute one and the same 
instrument. 
 
25. 
DEFAULT. Failure or unreasonable delay by either party to perform or otherwise 
act in accordance with any term or provision hereof shall constitute a breach of this Agreement 
and, if the breach is not cured within 10 days after written notice thereof from the other party (the 
“Cure Period”), the breach constitutes a default under this Agreement; provided, however, that if 
the failure is such that more than 10 days would reasonably be required to perform such action or 
comply with any term or provision thereof, then the party shall have such additional time as may 
be necessary to perform or comply so long as the party commences performance or compliance 
within said 10 day period and diligently proceeds to complete such performance or fulfill such 
obligation. In the event a breach is not cured within the Cure Period, the non-defaulting party shall 
have all the rights and remedies that may be available at law or in equity. 
 
26. 
REPRESENTATIONS AND WARRANTIES OF OWNER. As of the Effective 
Date, Owner represents, warrants and covenants to City as follows: 
 
a. 
Ownership. Owner is a Washington corporation and has the full right and 
authority to submit its interest in the Property to the provisions of this Agreement. 
 
b. 
Authorization. Owner is in good standing and is qualified to do business in 
Arizona. The person signing this Agreement on Owner’s behalf has the authority and right to enter 
into this Agreement on Owner’s behalf, without any further act or authorization. Owner is not 
prohibited from executing this Agreement by any law, rule, regulation, instrument, agreement, 
order or judgment. 
 
27. 
REPRESENTATIONS, WARRANTIES AND COVENANTS OF CITY. As of 
the Effective Date, City represents, warrants and covenants to Owner as follows, with the 
understanding that each of the following are material to Owner’s willingness to enter in this 
Agreement, that Owner is relying on each of the following, and that Owner would not have agreed 
to enter into this Agreement but for each and every one of the following: 
 
a. 
Approval. City has approved this Agreement at a duly held and noticed 
public meeting by its Mayor and City Council, at which a quorum was duly present, and has 
authorized the execution hereof. 
 
b. 
Authorization. City is an Arizona municipal corporation, is in good standing 
and is qualified to do business in Arizona. The person signing this Agreement on City’s behalf has 
the authority and right to enter into this Agreement on City’s behalf, without any further act or 
authorization by City. City is not prohibited from executing this Agreement by any law, rule, 
regulation, instrument, agreement, order or judgment. 
 
c. 
Owner’s Responsibilities. From the Effective Date and through the date of 
completion of the Owner’s Responsibilities, the City will exercise, and the City will cause any of

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its officials, employees, agents, representatives, contractors and subcontractors to exercise, 
diligent efforts to commence and pursue completion of the Owner’s Responsibilities. 
 
 
d. 
Use of Estimated Design Cost. The City will use the Estimated Design Cost 
and any portion thereof only for expenditures compatible with the applicable fund’s purpose, 
including for paying the costs for the design and construction of the Owner’s Responsibilities. 
 
28. 
FORCE MAJEURE. If the City’s completion of the Owner’s Responsibilities 
contemplated in this Agreement is prevented or delayed, despite the City’s best efforts to perform, 
by causes beyond the City’s reasonable control, including strikes, riots, fires, floods, lightning, 
rain, earthquake, extraordinary wind or other weather events, war, invasion, insurrection, civil 
commotion, unavailability of resources due to national defense priorities or natural disaster 
recovery, any act of God, binding orders, actions or inactions of any court or governmental 
authority, legislative, executive, administrative, judicial agency or body, state or federal laws, 
regulations or ordinances, technological impossibility, changes in law or applicable regulations 
subsequent to the date hereof or any other similar or dissimilar cause beyond its reasonable control 
and not attributable to its neglect (each, a “Force Majeure Event”), upon the City providing written 
notice in reasonable detail to the Owner the requirement of completion of such Owner’s 
Responsibilities shall be postponed by a period equal to the period of time such party’s 
performance under this Agreement is prevented or delayed by such Force Majeure Event.  
Notwithstanding the foregoing, no City act, undertaking, action, inaction, law, regulation or 
ordinance, whether legislative, administrative, executive, or judicial in nature, shall constitute a 
Force Majeure Event. 
 
29. 
EXCULPATION. In no event shall the Owner, its directors, officers, employees, 
agents and representatives, or any owner successors or assigns, be liable to the city or to any third 
party for any consequential, incidental, indirect, exemplary, special, or punitive damages whether 
arising out of breach of contract, tort (including negligence), or otherwise, regardless of whether 
such damage was foreseeable and whether or not the Owner has been advised of the possibility of 
such damages, and notwithstanding the failure of any agreed or other remedy of its essential 
purpose. The City hereby irrevocably and unconditionally waives any right to claim any damages 
described in this section. 
 
30. 
INDEMNIFICATION.  
 
a. 
Owner, or Owner’ successors and assigns, agrees to defend, indemnify and 
hold harmless City, its officers, officials and employees from and against claims, damages, losses 
and expenses of any nature whatsoever (including but not limited to reasonable attorney fees, court 
costs, the costs of appellate proceedings, and all claim adjusting and handling expense) 
(collectively, “Claims”), relating to or arising out of Owner’ or its successors’ and assigns’ default 
under this Agreement; provided, however, the foregoing indemnity does not apply to any Claims 
relating to or arising out of City’s or City’s officers, officials, employees, agents, representatives 
or contractors gross negligence or willful misconduct. The indemnity provisions of this Agreement 
shall survive the termination of this Agreement.

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b. 
The City agrees to defend, indemnify and hold harmless Owner, its 
directors, officers, employees, agents and representatives from and against any Claims relating to 
or arising out of (i) any act or omission by any party to this Agreement with respect to the terms 
and conditions of this Agreement, or (ii) the design, engineering, and construction of the City’s 
Dysart Road Improvements and design of the Owner’s Responsibilities, regardless of the source 
of any such Claim; provided, however, the foregoing indemnity does not apply to any Claims 
relating to or arising out of Owner’s or Owners’ directors, officers or employees gross negligence 
or willful misconduct. The indemnity provisions of this Agreement shall survive the termination 
of this Agreement. 
 
31. 
BOYCOTT OF ISRAEL. Owner certifies that it is not currently engaged in and 
agrees for the duration of this Agreement that it will not engage in a boycott of Israel set forth in 
ARIZ. REV. STAT. § 35-393 and § 35-393.01. 
 
[Signature pages follow]

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IN WITNESS WHEREOF, the Mayor and Council of El Mirage, Arizona, by its Mayor 
and its Clerk, duly authorized, have affixed hereunto their hand and caused its official seal to be 
affixed on this ____________ day of _______________, 2021_. 
 
 
CITY OF EL MIRAGE, an Arizona municipal 
corporation 
 
 
 
 
 
 
 
 
Alexis A. Hermosillo, Mayor 
 
STATE OF ARIZONA 
) 
 
 
 
 
) SS. 
COUNTY OF MARICOPA  ) 
 
 
The foregoing Development Agreement was acknowledged before me this _____ day of 
___________, 2021, before me by Alexis A. Hermosillo, Mayor of the City of El Mirage, an 
Arizona municipal corporation, and being authorized to do so, executed the foregoing instrument 
on behalf of the City for the purposes therein stated. 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Notary Public 
 
My Commission Expires: ____________ 
 
 
ATTEST: 
 
 
 
 
 
 
 
Sharon Antes, City Clerk 
 
Dated:  
 
 
 
 
 
 
Approval as to Form 
 
 
By: 
 
 
 
 
 
Justin Pierce, City Attorney

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OWNER: 
 
Microsoft Corporation, 
a Washington corporation 
 
 
By:  
 
 
 
 
 
 
 
  
Its:  
 
 
 
 
  
 
 
State of _________________ ) 
 
 
 
 
)ss 
County of _______________ ) 
 
 
The foregoing Development Agreement was acknowledged before me this _____ day of 
_____________, 2021, by _________________________, the _________________ of Microsoft 
Corporation, a Washington corporation, and who proved to me on the basis of satisfactory 
evidence to be the person whose name is subscribed to the and acknowledged to me that he being 
authorized to do so, executed the foregoing instrument for the purposes therein contained on behalf 
of Microsoft Corporation, a Washington corporation.   
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Notary Public 
 
 
My Commission Expires: ____________

EXHIBIT A 
Legal Description

EXHIBIT B 
Estimated Design Cost

1130 N. Alma School Road, Suite 120, Mesa, AZ 85201  |  T: 480.503.2250  |  F: 480.503.2258  |  www.epsgroupinc.com  
 
August 26, 2020 
 
 
Mr. Bryce Christo 
10000 N. El Mirage Road 
El Mirage, AZ 85335  
 
RE: PHX 80 Olive Avenue and Dysart Road Frontage Design 
 
 
Dear Mr. Christo, 
 
As requested, we have expanded our scope of services to include the design of Olive Avenue east 
of Dysart Road.  This work will be comprised of the following: 
• Widening Olive Avenue to 660’ east of the Dysart Road intersection with curb gutter, 
sidewalk and a raised median.  Full improvements will be provided on the south side of the 
road with partial improvements to the north.   
• Provide half street improvements along the south side of Olive Avenue to the east end of 
the PHX80 development (Approx. ½ mile east of Dysart Road). 
• Road tapers east of the PHX 80 parcel to tie back into existing.  
• Street lighting will be provided with median lighting in the area of the raised medians and 
lighting along the south side of Olive Avenue along the PHX 80 frontage. 
• Traffic signal interconnect (ITS conduit and pull boxes only) will be run along the fully 
improved south edge of Olive Avenue.   
• The Dysart Road frontage will largely be improved by the City; however, this scope of work 
will include the addition of sidewalk, traffic signal interconnect (ITS conduit and pull boxes 
only), and street lighting along the PHX 80 Dysart Road frontage.   
• Landscape plans will be provided as defined by the Greey Pickett scope and in a similar 
fashion to its previous design concepts. This will include both the Olive Avenue and Dysart 
Road PHX 80 frontages. 
• Drainage improvements will be provided via retention basins located on the PHX 80 parcel.  
A new drainage crossing of Olive Avenue will be provided. 
• Irrigation relocations are expected to be minimal and located principally at the east end of 
the PHX 80 parcel.  The well site east of PHX 80 and its associated piping is assumed to 
remain in place. 
• Signing and pavement marking will be provided as applicable.

1130 N. Alma School Road, Suite 120, Mesa, AZ 85201  |  T: 480.503.2250  |  F: 480.503.2258  |  www.epsgroupinc.com  
• The topographic survey will be extended to include the expanded project area. EPS Group 
will supplement the aerial mapping to locate various utilities and existing Bluestake 
markings, collect manhole inverts, drainage facility inverts, pipe inverts, for those 
features as required for design within the project limits. 
• 
All quantities and costs will be separately defined for the City’s Dysart Road project and 
the PHX 80 improvements. 
Plans will be submitted to the City per the following: 
• 30% level plan view only drawings of the proposed roadway improvements and striping. 
• 60% plans will be provided for only those sheets affected by the addition of Olive Avenue 
and the Dysart Road modifications into the overall plan set.  (Plans will be submitted to the 
utility providers for their review) 
• 100% Plans will be provided incorporating the City’s comments and will be sealed. 
The following assumptions have been made in association with this modified scope of work: 
• No new right-of-way or easements will be required.   
• No utilities will require relocation other than some minor private irrigation modifications. 
• Olive Avenue plans will be incorporated into the overall Dysart Road plan set and bid 
accordingly. 
• No new water or sewer facilities will be provided. 
• Fencing for the PHX 80 site is not included. 
 
We appreciate the opportunity to assist the City with this addition to the Dysart Road project.  If 
you have any questions concerning the proposed scope and fixed fee, please let me know.  
 
 
Sincerely, 
 
 
 
Elijah E. Williams, P.E. 
Project Manager

Date: 8-26-20
Job No.: 18-146.4
Labor Class Rate
$220.00
$190.00
$150.00
$145.00
$110.00
$105.00
$60.00
$140.00
$100.00
$80.00
$140.00
$125.00
$90.00
DESCRIPTION
Principal
Project 
Manager
Project 
Engineer
Sr. Engineer
Engineer
CAD 
Tecnician
Clerical
Landscape 
Architect
Senior 
Landscape 
Designer
Landscape 
Designer
Survey 2-man
Project 
Surveyor
Survey Tech
Task Cost
Supplemental Topographic Survey
33
9
19
$7,455.00
Signal Interconnect Plans
6
22
32
$6,680.00
Private Irrigation Plans
8
12
10
$3,530.00
30% Plan View Layout Roll Plot
6
20
40
18
$10,430.00
60% Plans
18
52
70
65
$25,745.00
   *  Updates to Dyart Road plans
3
15
12
16
$5,820.00
   *  Final Drainage Report Update
4
12
24
3
$5,455.00
   *  Signing and Marking Plans
3
10
24
20
$6,760.00
100% Plans
12
40
65
45
$20,155.00
   *  Signing and Marking Plans
2
6
12
11
$3,725.00
   *  Special Provisions
4
6
$1,470.00
Bidding Assistance
2
8
2
$1,870.00
Design Quantities & Cost Estimates 
(60%, 100%)
5
18
24
16
$7,970.00
Project Management, Coordination 
w/Client, Utilities
10
22
16
1
$7,580.00
TOTAL HOURS
0
65
185
60
305
236
1
0
0
0
33
9
19
913
SUBTOTAL FEES
$0.00
$12,350.00
$27,750.00
$8,700.00
$33,550.00
$24,780.00
$60.00
$0.00
$0.00
$0.00
$4,620.00
$1,125.00
$1,710.00
$114,645.00
$200.00
$3,100.00
$21,850.00
$139,795.00
$9,240.00
$149,035.00
Fee Estimation Worksheet
PROJECT: City of El Mirage - PHX80 Olive Ave and Dysart Road Frontages
Reimburseables
Subconsultants
TOTAL FIXED FEE
TOTAL FIXED FEE w/ Allowances
Greey | Pickett
Allowances
Wright Engineering
Potholing (12 holes at $770ea)

Additional Service Agreement
19295-002 
ELECTRICAL ENGINEERING & LIGHTING DESIGN 
165 EAST CHILTON    CHANDLER, ARIZONA 85225      OFFICE: 480-497-5829   FAX: 480-497-5807 
www.wrightengineering.us 
August 26, 2020 
EPS Group 
1130 N. Alma School Road 
Suite 120 
Mesa, Arizona 85201 
Re: 
Dysart Road – Olive Avenue & Dysart Extensions SL Design 19295 
Attn:  Elijah Williams, P.E. 
Proposal for Wright Engineering Corp. to complete services listed below: 
1. 
Prepare 24”X36” street light plans for approx. 3,200lf of Olive Ave east of 
Dysart to be added to the overall plan set. 
2. 
Prepare 24”X36” street light plans for approx. 1,900lf of Dysart Road south 
of Olive Ave to Butler to be added to the overall plan set. 
3. 
Plans to be provided in pdf format to client for City submittal. 
4. 
Address City redlines until plans are approved. 
Type of Billing:  
Lump sum upon completion 
Olive Avenue Extensions SL Design: $3,100
Wright Engineering, Corp. 
EPS Group, Inc. 
Signature: 
Signature: _______________________  
By: 
Aaron Kutchinsky, P.E. 
By: ____________________________  
Title: Vice President 
Title: ___________________________  
Date: August 26, 2020 
Date: ___________________________