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19550 characters
ASSURANCE AGREEMENT — LANDINGS PARCEL 2-2
This Agreement is made on
, 2019, by and between MARICOPA
COUNTY, a political subdivision of the State of Arizona, by its Board of Supervisors
(hereinafter "County"); And JEN ARIZONA 28, LLC, an Arizona Limited Liability Company,
with an address of 2222 West Pinnacle Peak Road, Suite 140, Phoenix, AZ 85027, (hereinafter
"JEN"). The term "JEN" as used herein shall include JEN and any and all successors in title to
the Property.
Whereas, JEN is the owner of certain real property full described in Exhibit A attached
hereto and made a part hereto (herein referred to as "Property"); and
Whereas, JEN has applied to the County pursuant to A.R.S. §11-821 et seq. to subdivide
the Property for single family residential development; and
Whereas, A.R.S. §11-821(C) provides: "The regulations shall require the posting of
performance bonds, assurances or such other security as may be appropriate and necessary to
ensure the installation of required street, sewer, electric and water utilities, drainage, flood control
and improvements meeting established minimum standards of design and construction;" and
Whereas, A.R.S. §11-822(A) provides: "No plat of a subdivision of land within the area of
jurisdiction of the County shall be accepted for recording or recorded until it has been approved
by the Board. The approval of the Board shall be endorsed in writing on the plat and shall also
include specific identification and approval of the assurances;" and
Whereas, JEN has requested that, to satisfy the statutory requirement for providing an
assurance to ensure the installation of required improvements, that the County enter into an
agreement with JEN that no building permits for the construction of homes for sale to third parties
shall be issued in connection with the Property unless and until such time as all required
improvements that meet the minimum standards of design and construction established by the
County pursuant to plans and specifications that have been approved by the County (i) have been
installed at no cost or expense to the County and (ii) have been inspected by the County, which
has been satisfied with such installation pursuant to guidelines adopted by the County; and
Whereas, any such agreement entered into between the parties shall be deemed to be a
"Building Permit Hold;" and
Whereas, the County is agreeable to entering into such a Building Permit Hold to serve as
the statutorily required assurance of performance provided all of the terms of such Agreement are
satisfied.
NOW THEREFORE, in consideration of the mutual premises contained herein and other
good and valuable consideration, the parties agree as follows:
1.
The above recitals are incorporated herein as if fully reproduced at length.
2. No building permit shall be issued to allow construction on or in connection with the Property
except:
a. Building permits for the installation and completion of all required infrastructure for
the project pursuant to plans approved by any and all applicable agencies.
b. Not more than eight (8) building permits issued by the County in accordance with
applicable building codes for) model homes, each home to be located on specific lots
approved by the County. No issued building permit shall include the right to occupy
any model home for any purpose other than to demonstrate the style of home available
to purchasers within the project; provided that the garage and kitchen areas of one such
home per model complex, as designated by JEN, may be used for the purpose of
conducting sales of homes to prospective third party purchasers.
No building permit of any kind shall issue unless and until this Agreement shall have been
recorded in the office of the Maricopa County Recorder. Upon completion of the infrastructure
which this Agreement assures or other proper termination of this Agreement, the County shall
execute an appropriate document presented to it by JEN for recording to provide notice that this
Agreement has terminated.
4.
In the event the County Board of Supervisors shall not approve the subdivision plat for the
Property, this Agreement shall be deemed to be terminated properly and of no force or effect.
5.
JEN shall maintain a valid, active building permit for construction of any and all required
subdivision infrastructure which has not been completed and approved by the appropriate agency.
6.
Should JEN breach this Agreement, any and all building permits that have been issued for
the Property shall immediately cease to be valid unless and until a financial assurance, in form
satisfactory to the County, has been provided to and accepted by the County.
7.
This Agreement shall not be deemed to be satisfied unless and until all building permits
issued for the Property has been completed and all required warranty assurances have been
provided.
8.
This Agreement may be terminated by JEN providing substituted assurances as required
by the ordinances and regulations of Maricopa County as a substitute for this Agreement. Any
financial assurance shall be based upon one hundred twenty percent (120%) of a County approved
cost estimate for the remaining improvements at the time of termination prepared by a civil
engineer licensed in the State of Arizona. Said estimate shall be based on current unit costs for the
various remaining work items.
9.
This Building Permit Hold does not and shall not be interpreted to include required
assurances for any and all improvements required to the portions of Camelback Road, which are
to be dedicated to the County that are adjacent to the Property. Said improvements shall be assured
by proper financial assurances pursuant to guidelines provided by Maricopa County Department
of Transportation.
10.
Nothing contained in this Agreement shall be construed as obviating the necessity of JEN
providing financial warranty assurances for any improvements pursuant to applicable County
ordinances, resolutions or rules.
11.
This Agreement may be cancelled by the County pursuant to the terms of A.R.S. § 38-511.
-2-
All notices, and communications to be given under this Agreement shall be in writing and shall be
deemed to have been duly given if delivered personally (in which case the date of delivery would
the actual date), if mailed first-class, postage prepaid, registered or certified mail (in which case
the date of delivery would be three (3) days from the date of mailing), or if sent by telegram, telex,
facsimile, telecommunication or other similar form of communication (in which case the date of
delivery would be the date of receipt confirmation), as follows, or as otherwise provided by notice
to the other party:
If to County:
Maricopa County Planning and Development Department
501 N. 44th Street
Phoenix AZ
Attention: Director
If to JEN:
2222 West Pinnacle Peak Road, Suite 140
Phoenix, Arizona 85027
Attn: Michael Jesberger
12.
This Agreement shall inure to the benefit of, be binding upon, and be enforceable by the
parties to this Agreement and their respective successors and assigns. This Agreement shall run
with and be an encumbrance upon the Property. Upon request following a termination of this
Agreement, the County shall promptly record a notice of termination of this Agreement.
13.
This Agreement, including all Exhibits constitute the entire agreement and understanding
between the parties relating to the provision of assurances required by statute and supersedes all
prior representations, communications and arrangements, whether oral, written or inferred,
between the parties relating to that subject matter. This Agreement shall not be amended or
modified except by a writing duly executed by JEN and the County. The waiver of any breach of
any term or condition of this Agreement shall not be deemed to constitute the waiver of any other
breach of the same or any other term or condition.
14.
Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction
shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability
without invalidating the remaining provisions of this Agreement, and any such prohibition or
unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in
any other jurisdiction.
15.
This Agreement may be executed in any number of counterparts, each of which shall be
deemed an original, but all of which together shall constitute one and the same instrument.
-3-
16.
JEN represents and warrants to the County that the person executing this Agreement for
JEN has been authorized to do so in compliance with the terms of its Articles of Organization and
Operating Agreement. JEN has provided to the County proof of the signing authority of the person
executing this Agreement.
Dated as of the day and year first above written.
II
-4-
Approved as to fo
content:
Etagty County Attorney
JEN ARIZONA 28, LLC
An Arizona Limited Liability Company
By:
K. Jesberger
Its: Authorized Signatory
COUNTY:
MARICOPA COUNTY BOARD OF SUPERVISORS
By:
Name:
Title:
ATTEST:
Clerk of the Board of Supervisors
Date: eo2/720
Date:
JEN Arizona 28 LLC
RESOLUTIONS
WHEREAS, the Manager of JEN Arizona 28 LLC, an Arizona limited liability company
(the "Company") is JEN V GP LLC, a Delaware limited liability company, and this certification
of the Resolutions set forth hereafter is signed by Reuben Leibowitz as President of JEN V GP
LLC, in its capacity as Manager of the Company,
THEREFORE, the undersigned, do hereby consent to, ratify, adopt and certify for the
records of the Company, the following as the actions of the Company:
RESOLVED, that the Company desires to acquire certain real property located in
Maricopa County, Arizona, known as Camelback; and
RESOLVED, that Michael Jesberger or Diann Curley are hereby authorized to execute the
necessary documents on behalf of the Company to finance, acquire, sell, develop and entitle the
property and otherwise accomplish the aforementioned desires, including, but not limited to,
establishing bank accounts and executing closing documents for said transaction, and to otherwise
take appropriate action in order to close the transaction and fulfill the obligations of the Company
pursuant to such documents.
IN WITNESS WHEREOF, the undersigned have executed and delivered these Resolutions
as of August 29, 2016.
JEN Arizona 28 LLC
An Arizona limited liability company
By: JEN V GP, LLC, a Delaware limited
liability company, its Manager
By:
Narile: Reuben Leibowitz
Title: President
EXHIBIT A
(Legal Description of the JEN Property)
[See attached]
-6-
THE LANDINGS
PARCEL 2-2 BOUNDARY
LEGAL DESCRIPTION
A portion of land being situated within the Northwest Quarter of Section 21,
Township 2 North, Range 2 West of the Gila and Salt River Meridian, Maricopa
County, Arizona, being more particularly described as follows:
COMMENCING at a found 2-1/2 inch Maricopa County Department of
Transportation brass cap flush accepted as the North Quarter corner of said
Section 21 from which a found 2-1/2 inch Maricopa County Department of
Transportation brass cap flush accepted as the Northwest corner of said Section
21 thereof bears North 89°5534" West, 2649.10 feet;
Thence South 00°12'17" West, 1042.80 feet along the east line of the Northwest
Quarter of said Section 21 to the POINT OF BEGINNING;
Thence continuing along said east line, South 00 0 12'17" West, 1099.22 feet;
Thence leaving said east line, North 89°54'11" West, 1293.39 feet;
Thence North 00°04'26" East, 279.20 feet;
Thence North 15°21'38" East, 75.00 feet;
Thence North 30°16'08" East, 92.25 feet;
Thence North 50°4T32" West, 110,66 feet;
Thence North 39°12'28" East, 124.58 feet to a non-tangent curve, concave
southwesterly, having a radius of 20.00 feet, the center of which bears
South 69°12'28" West;
Thence southeasterly along said curve, through a central angle of 26°51'15", an
arc length of 9.37 feet to a non-tangent line;
•
Thence North 36°03'43" East, 50.00 feet to a non-tangent curve, concave
northeasterly, having a radius of 750.00 feet, the center of which bears
North 36°03'43" East;
Thence southeasterly along said curve, through a central angle of 22°22'07", an
arc length of 292,80 feet to the beginning of a compound curve, concave to the
northwesterly, having a radius of 2000
, feet;
U:\1 7oO1778\5URVEYPLAT\PARCEL4\1775-P4-FP BNDY_LEGAL.doox
Paget of 3
Thence northeasterly along said curve, through a central angle of 99°35'33", an
arc length of 34.76 feet to the beginning of a compound curve, concave westerly,
having a radius of 475.00 feet;
Thence northerly along said curve, through a central angle of 04°01'37", an arc
length of 33.39 feet to a tangent line;
Thence North 00°04'26 6 East, 206.27 feet to the beginning of a tangent curve,
concave southwesterly, having a radius of 50.00 feet;
Thence northwesterly along said curve, through a central angle of 18°11'42", an
arc length of 15.88 feet to the beginning of a reverse tangent curve, concave
southeasterly, having a radius of 50.00 feet;
Thence northeasterly along said curve, through a central angle of 51°24'27", an
arc length of 44.86 feet to a tangent line;
Thence North 56°42'49" West, 25.00 feet;
Thence North 00°04'26" East, 133.92 feet;
Thence South 89°55'34" East, 550.00 feet;
Thence North 00°04'26" East, 122.32 feet to a non-tangent curve, concave
southwesterly, having a radius of 20.00 feet, the center of which bears
South 30°04'26" West;
Thence southeasterly along said curve, through a central angle of 60°00'00", an
arc length of 20.94 feet to a non-tangent line;
Thence South 89°55'34" East, 50.00 feet;
Thence North 00°04'26" East, 17.21 feet;
Thence South 89°55'34" East, 316.78 feet to the POINT OF BEGINNING.
UM 700\177613U RVEY \PLAT\PARCEL 4 \1775-P4.FP BNDY_LEGAL-docx
Page 2 of 3
The above described Orberooritaiti$ a.bpmputed area Ofi ,147d
f.
(26,,336,3,..aprbs).1-nore..br140.:ond .being subject to any oag6rberit, restrictions,,
rights-of-Way of record brOtherWise.
Th..0 #e§pription.Obbwnb.?.rpoil is not, tbeUod to
regultIónof the
ate, county and/or municipality
nIand division restrictions.
Pi-.000rod: by: ..17.11WARTWIL$Ot'4 J O.,,Q..:
2141 E Highland Avenue, Suite 250
php.obix; .A„4:85().1:0 ,
Project No 177§
Dato:..Ab'r11.2049
11:1176,0117751SURVEY \PLATNPARCEL 4 \1776-P4-EP E3NDY_LEOALsiodx
Rage 3 of 3
JEN ARIZONA 28 110
•APN: 502-29--353B
FL1 4
S3004'26
c7_,
L1 S
Li 5
RADIAL
Ll
8 1/4 OOR SEC 21, T2N 1
R2W FOUND BRASS PAP
IN HAND HOLE MCDOT
.L5
.LAN-5
\fIcAP4c
- 1.9344 '
KIRK J,
PANGUs 6j,
L2
43.
I-1 '1 LOARTW.ILSON
12,41.:•,R.I-ool-10,Np. ,AvEi.,..stg„ 260
,
A4 $60176
P:
662.490:0535 / Pi 602082436.
07o0\1775\SURVEADDOS'.. IatrriICCEElt ....1111))1("S(liff"7"« 3
II11
THE .LANIYINGS
PARCEL 2=-2 B.OUNDAIRY
MARICOPA COUNTY, ARIZONA
EXHIBIT
NW Cu
L.‘C
R2W FOUND MCDOT
BRASS CAP FLUSH w
I 4111
N 1/4 COR SEC 21., T2N
R2W FOUND MCDOT
CAMELBACK
BRASS CAP FLUSH,
889'56'34"E 25 49,1 0'
N.36".03•3"E
RADIAL
Ll 0
iC5
RADIAL
L7
Cl
L1 1
C6
C3
POINT OF BEGINNING
P.O,C, - POINT OF COMMENCING
.PROJ.N04.
1775,
DATE: APR 2019,
SCALE:
N,T,s.
DRAVVN BY: GS
CHECKED BY: KJP
02010, HILOARIVALSON,.,LLe
(<5& .V.IGA7k 4C't
19544 '' 0
va
KIRK J.
PAI‘jOU$
1.6401,"
/
LINE TABLE
LINE NO,
DIRECTION
LENGTH
L1
SOQ1217"W
1099,22'
L2
N89'5411"W
1293,39'
L3
N00'04'26"E
279,20'
L4
N1521'38"E
75.00'
L5
N3016)08E
92.25'
L6
N5047132"W
110.66'
L7
.
N39 12'28"E
124,58'
L8
N36'03'43"E
50,00'
L9
N0004' 26"E
206,27'
L10
N5642 1 49"W
25,00'
L11
N00 04'26"E
133,92'
L12
S89 55'34"E
550,00'
L13
N00 04'26"E
122,32'
L14
S89'55'34"E
5&C0'
L15
N00'04 126 HE
17,21'
L1 6
669'55'34"E
316,78'
CURVE TABLE
CURVE NO.
RADIUS
DELTA
LENGTH
C1
20.00'
26'51'15"
9,37'
C2
750.00'
22'22'07"
292,80'
C3
20,00'
99'35'33"
34.76'
04
475.00'
401'37"
33,39'
05
50,00'
1811'42"
15.88'
06
• 50.00'
51'24'27"
44,86'
07
20.00'
60'00 00"
20,94'
PROWNO,;
1775
DATE:
APR 2019
SCALE;
NONE
DRAWN BY: GS
CHECKED E3`,1/: IOP
THE LANDINGS
PARCEL 2-2 BOUNDARY
MARICOPA COUNTY, ARIZONA
EXHIBIT
AWN'
HI LGARTWILSON
214i HIGHLAND AVE., STE. 260
PHOcNIX, AZ 85016
P: 602.490;0535 / F: 602,368.2436
E2019, MILCARIVOLSON,
\1700\1775\EMRVEY\000S\LEOAL\1775 PARCEL. 2-2 ONDY EXHIeltdwg
4/11/2019 9;42 AM
MARICOPA COUNTY
RESOLUTION NO.
C-
A RESOLUTION OF THE BOARD OF SUPERVISORS OF MARICOPA COUNTY, PHOENIX,
ARIZONA (THE "COUNTY") AUTHORIZING EXECUTION ON BEHALF OF THE COUNTY, AN
ASSURANCE AGREEMENT AMONG THE COUNTY; AND JEN ARIZONA 28, LLC
(HEREAFTER, THE "OWNER") REGARDING IMPLEMENTATION OF THE DEVELOPMENT
KNOWN AS THE LANDINGS (PARCEL 2-2) SUBDIVISION
WHEREAS, Maricopa County is a growing county with respects to population, and
expects population growth to continue in the foreseeable future, and
WHEREAS, a sizable portion of this population growth will occur in unincorporated areas
as a result of large master-planned communities that will include a significant number of residents
and various types of land uses; and
WHEREAS, the Board of Supervisors recognizes that it must exercise its authority to
accommodate growth in an efficient manner that protects County residents and taxpayers from
undue fiscal burdens; and
WHEREAS, pursuant to Arizona Revised Statues §11-821(C) the posting of an assurance
satisfactory to the County, ensuring the completion of necessary infrastructure, is required as a
pre-condition to the granting of an approval to subdivide property; and
WHEREAS, Owner owns certain real property in unincorporated Maricopa County
comprising a total of approximately 26.3 acres (the "Property"); and
WHEREAS, Owner represents and warrants that it is the fee title owner of the Property
and has an interest in the Property as described in Arizona Revised Statutes §11-1101 B; and
WHEREAS, County wishes to enter into an assurance agreement in form and substance
acceptable to the County with Owner (the "Assurance Agreement") for the subdivision known as
The Landings (Parcel 2-2 Plat) in accordance with ARS §11-821 to help ensure timely and efficient
development of infrastructure and services for future residents within the Property, and to help
minimize fiscal impacts to County residents and taxpayers;
ATTEST:
APPROVED AS TO K)RM':
WHEREAS, ARS §11-821 provides that the Board of Supervisors may regulate the
subdivision of lands within its corporate limits by requiring the posting of performance bonds or
other forms of assurances, including assurance agreements, necessary to ensure the installation
of required street, sewer, electric and water utilities; and drainage and flood control improvements
meeting minimum standards of design and construction; and
WHEREAS, the Board of Supervisors has agreed to accept from Owner in order to meet
such requirements an assurance in the form of the "Assurance Agreement".
NOW, THEREFORE, BE IT RESOLVED, the Board of Supervisors of Maricopa County
authorizes execution of the Assurance Agreement on behalf of the County.
EXECUTED this
day of
Phoenix, Arizona.
, 2020, by Maricopa County Board of Supervisors,
Chairman,
Board of Supervisors
Attorffi for the C6untr'' —
Clerk of the Board