2020-08-17 - BILL OF SALE - QCDWID.DOCX

BILL OF SALE 
BETWEEN MARICOPA COUNTY AND THE TOWN OF QUEEN CREEK
FOR
ASSETS OF THE QUEEN CREEK DOMESTIC WATER IMPROVEMENT DISTRICT 
OF MARICOPA COUNTY
(C-64-20-______-M-00)
I.
Recitals
a. On May 4, 1994, the Queen Creek Domestic Water Improvement District of 
Maricopa County (QC Improvement District) entered into a Water 
Services Agreement with Queen Creek Water Company, which provided in 
pertinent part that the System, as that term is defined therein, and all 
“easements and land rights necessary to provide access to the System” 
may be conveyed to Queen Creek Water Company or its successor in 
interest.
b. The Town of Queen Creek (Town) acquired the Queen Creek Water 
Company, including its right to receive the System and all “easements and 
land rights necessary to provide access to the System” of the QC 
Improvement District.
c. The Town notified Maricopa County of its desire to exercise said option to 
acquire the assets of the QC Improvement District per a letter dated 
February 14, 2019 from Paul Gardner, Town of Queen Creek Utility 
Services Director.
d. On January 30, 2019, the Maricopa County Board of Supervisors, which is 
also the board of directors for the QC Improvement District, passed 
Resolution C-64-19-104-7-00 dissolving the QC Improvement District.  
Resolution C-64-19-104-7-00 is expressly incorporated herein by reference.
e. As part of dissolving the QC Improvement District, Maricopa County may 
transfer all assets of the dissolved QC Improvement District pursuant to the 
terms of the May 4, 1994 Water Supply Agreement, with said terms related 
to the transferring of the System, as defined therein, expressly incorporated 
herein by reference.
II.
Agreement
a. Now therefore for good and valuable consideration, the receipt and 
sufficiency is expressly recognized by the parties hereto, including the 
Recitals above which are expressly incorporated herein by reference, the 
parties agree as follows:
i. Maricopa County agrees to and does hereby transfer and convey all 
of its rights, title and interest in and to the assets and real and 
personal property of the QC Improvement District to the Town, such 
assets including but are not limited to the following:
1. Any and all wells, storage tanks, booster pumps, water mains, 
service lines, water meters and fire hydrants comprising the 
water infrastructure used by the QC Improvement District

(Infrastructure), whether owned or leased.  A general 
description of the Infrastructure, including a general legal 
description of the boundaries within which the same are 
located, are attached to the May 4, 1994 Water Services 
Agreement as Exhibits A and B respectively.  The Water 
Service Agreement and Exhibits thereto are attached hereto 
as Exhibit 1 and incorporated herein by reference.    
2. The QC Improvement District’s interest in any real property 
associated with or necessary to access, service, repair, or 
maintain the Infrastructure.
3. Any and all personal property owned by the Queen Creek 
Domestic Water Improvement District of Maricopa County.
ii. Except as otherwise provided for herein, the foregoing are 
transferred hereby “AS IS,” without any express or implied 
warranties.
iii. All of the foregoing are free and clear of any and all liens and 
encumbrances.
iv. Maricopa County agrees that as the Town identifies the real property 
interest(s) which have been transferred hereby, including the exact 
location of the Infrastructure, that the Town may, at its own cost, 
prepare and have recorded appropriate legal documentation 
reflecting its rights to the same, and Maricopa County shall cooperate 
in the Town’s efforts to do so, including executing any additional 
documentation that may be necessary to effectuate the recording of 
the same.
III.
Miscellaneous
a. The governing law for this Bill of Sale is Arizona, and any disputes regarding 
this instrument shall be solely heard in a Court of competent jurisdiction in 
Arizona.
b. In the event that any action, suit or other proceeding is instituted concerning 
or arising out of this Bill of Sale or any transaction contemplated hereunder, 
the prevailing party shall recover all of such party’s costs and attorneys’ fees 
incurred in each such action, suit or other proceeding, including any and all 
appeals or petitions therefrom.
c. This Bill of Sale may be executed in two or more counterparts, each of which 
shall be deemed an original, but all of which together shall constitute one 
and the same instrument.
End of Agreement - Signature Pages Follow

IN WITNESS WHEREOF, the Parties have executed this Agreement.
TOWN OF QUEEN CREEK
Recommended by:
John Kross
Date
Town Manager
Approved and Accepted by:
Gail Barney
Date
Mayor
Attest by:
Maria Gonzalez
Date
        Town Clerk
APPROVAL OF TOWN ATTORNEY 
The foregoing Agreement has been reviewed pursuant to A.R.S. 11-952, as amended, 
by undersigned Counsel, who has determined that it is in proper form and within the 
powers and authority granted to the Town under the laws of the State of Arizona.
Scott A. Holcomb
Date
Town Attorney

IN WITNESS WHEREOF, the Parties have executed this Agreement.
MARICOPA COUNTY
Recommended by:
Jennifer Toth, P.E.
Date
Transportation Director
Approved and Accepted by:
Clint Hickman, Chairman
Date
Board of Supervisors
Attest by:
Fran McCarroll
Date
        Clerk of the Board
APPROVAL OF DEPUTY COUNTY ATTORNEY
The foregoing Agreement has been reviewed pursuant to A.R.S. 11-952, as amended, 
by the undersigned Deputy County Attorney, who has determined that it is in proper form 
and within the powers and authority granted to the Board of Supervisors under the laws 
of the State of Arizona.
Wayne Peck
Date
Deputy County Attorney