FINAL TRAFFIC SIGNAL AGREEMENT APPROVED BY COUNTY - EXECUTED BY JEN.PDF

When Recorded, Return To:  
JEN Arizona 28 LLC 
2222 West Pinnacle Peak Road, Suite 140 
Phoenix, Arizona 85027 
Attention: Michael Jesberger 
TRAFFIC SIGNAL CONTRIBUTION AGREEMENT 
(The Landings) 
THIS TRAFFIC SIGNAL CONTRIBUTION AGREEMENT (this "Agreement") is made 
as of this day of , 2019 ("Effective Date") by and between JEN Arizona 
28 LLC, an Arizona limited liability company ("JEN") and Maricopa County, a political 
subdivision of the State of Arizona ("County"). 
RECITALS 
A. 
JEN is the owner of the real property located at the southeast corner of Camelback 
Road and 195 1h Avenue in Maricopa County, Arizona that is planned for development as a 
residential community known as The Landings and described on Exhibit A attached hereto ("JEN 
Property"). 
B. 
Traffic Impact Studies provided by JEN demonstrate that the development of the 
JEN Property will increase traffic volume. Based, in part, upon these studies, County anticipates 
that a traffic signal will need to be installed at the intersection of 195th Avenue and Camelback 
Road (the "Traffic Signal") by 2025. JEN has agreed to contribute to the cost of the Traffic Signal, 
on the terms and conditions set forth herein. 
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of 
which is hereby acknowledged, the parties covenant and agree for themselves and their successors 
and assigns as follows: 
AGREEMENT 
1. 
County Obligation to Install Traffic Signal. County will install the Traffic Signal 
after the traffic signal warrants are met for the intersection of I 95 th Avenue and Camelback Road. 
County will obtain reliable traffic counts and will conduct analysis to determine when the traffic 
signal warrants are met. 
2. 
Cost Estimate, After traffic signal warrants are met and County completes the 
design work for the Traffic Signal, County will prepare an estimate of the expenses and fees to 
design and construct the Traffic Signal ("Estimated Costs") The costs shall be based upon cost 
estimates obtained by the County using the methods and processes employed by the County in the 
ordinary course of business.

3. 
Payment of Costs; JEN Contribution. If County shall determine that the warrants 
justify installation of the Traffic Signal and provides .TEN with a copy of the Estimated Costs 
("Reimbursement Request") to JEN on or before December 31,2025, then JEN shall pay its 
Allocable Share (as defined below) of the Estimated Costs to County within thirty (30) days after 
JEN receives the Reimbursement Request The County shall be responsible for obtaining all 
necessary additional funding. JEN's "Allocable Share" of the Estimated Costs means an amount 
equal to the lesser of (a) 25% of the Estimated Costs, or (b) $135,000. If County does not deliver 
a Reimbursement Request to JEN on or before December 31, 2025, then JEN shall not be required 
to make any contribution to the costs of the Traffic Signal, JEN' s obligations under this Agreement 
shall automatically terminate, and County shall initiate the process to return any alternate 
assurance provided pursuant to Section 6 to JEN within ten (10) business days after termination of 
this Agreement and thereafter use commercially reasonable efforts to return the assurance to JEN 
as quickly as reasonably possible. 
4. 
Successors and Assigns. Subject to Section 6 and Section 7, this Agreement shall 
run with and be an encumbrances against the land and inures to the benefit of and is binding on the 
parties and their respective successors and assigns. Upon the conveyance of all or any portion of 
the JEN Property by JEN or its successors-in-title, upon written confirmation from the grantee that 
it will abide by the terms of this Agreement and the presentation of proof, satisfactory to County 
that the grantee has the financial capability to satisfy its obligation hereunder (an "Approved 
Assignee"), JEN, or its successors-in-title, as the case may be, shall be released from all obligations 
under this Agreement. If the Approved Assignee acquires less than all of the JEN Property and 
County reasonably determines that the portion of the JEN Property the Approved Assignee acquires 
has a fair market value of at least $135,000, then County shall record a release of the remaining 
portions of the JEN Property not acquired by the Approved Assignee from this Agreement. If JEN 
conveys less than all of the JEN Property (regardless of whether or not the grantee is approved by the 
County as an Approved Assignee) and County reasonably determines that the portion of the JEN 
Property retained by JEN has a fair market value of at least $135,000, then, if requested by JEN, 
County shall record a release the portions of the JEN Property acquired by the grantee from this 
Agreement 
5. 
Default; Remedies. Each party shall have all rights and remedies for defaults by 
the other party, if the defaulting party fails to cure such default within thirty (30) days after receipt 
of written notice; except that each party waives any right to seek recovery of, or recover, any 
indirect, consequential (including lost profits), exemplary, punitive, or other monetary damages of 
any kind, other than actual damages, which damages shall include reasonable attorneys' fees. 
6. 
Term. This Agreement shall become effective on the date the last party executes 
this Agreement and shall terminate on January 1, 2026, provided that JEN's obligation to pay its 
Allocable Share of the Estimated Costs if a Reimbursement Request was timely delivered pursuant 
to Section 3 shall survive termination of this Agreement. JEN shall record this Agreement and 
shall provide County with a recorded copy within 5 business days of receiptt of the recorded 
Agreement from the Office of the Maricopa County Recorder. County shall record a release of the 
JEN Property from this Agreement if JEN provides an alternate assurance for the obligation to pay 
its Allocable Share of the Estimated Costs in the form of a bond, letter of credit or cash deposit in 
the amount of $135,000, provided, however, that recording a release shall not release the continued 
2

personal rights and obligations of County and JEN (or the then current assignee of its rights and 
obligations under this Agreement). If a cash deposit is provided as an alternate assurance, the cash 
deposit shall be deposited with the County to be held in a separate account by County. Upon 
request following a termination of this Agreement, the County shall promptly record a notice of 
termination of this Agreement. 
7. 
Termination Upon Retail Sale. This Agreement shall automatically terminate 
(without the necessity of recording any document) with respect to any platted residential lot as of 
the date of conveyance of fee title to such platted residential lot, together with a residence 
constructed thereon, to a bona fide retail homebuyer. Any title insurer can rely on this Section 7 
when issuing any commitment to insure title or when issuing a title insurance policy for a portion 
of the JEN Property that is automatically released by this Section and, accordingly, not show this 
Agreement as an exception to title in such commitment or title insurance policy. 
8. 
Notices. Any and all notices, demands or requests required or permitted hereunder 
shall be in writing and shall be effective upon personal delivery, e-mail, or facsimile transmission 
(facsimile transmission must include verification of transmission) or two (2) business days after 
being deposited in the U.S. Mail, registered or certified, return receipt requested, postage prepaid, 
or one (1) business day after being deposited with any commercial air courier or express service, 
addressed as follows: 
To JEN: 
.TEN Arizona 28 LLC 
2222 West Pinnacle Peak Road 
Suite 140 
Phoenix, Arizona 85027 
Attention: Michael Jesberger 
Telephone: 602-374-2777 
FAX: 480-393-4016 
E-Mail: mjesberger@terrawestaz.com  
To County: Maricopa County Department of Transportation 
2901 W. Durango St. 
Phoenix, AZ 85009 
Attention: Rajanikanth Thoutam 
Telephone: 602-506-8940 
Email: Raj ani kanth. tho utam@mari c op a. go v 
9. 
Conflict of Interest. This Agreement is subject to the provisions of A.R.S. § 38- 
511. 
10. 
Entire Agreement. This Agreement supersedes all agreements previously made 
between the parties relating to its subject matter, There are no other understandings or agreements 
between the parties with respect to the subject matter of this Agreement. 
11. 
Good Standing and Authority. Each party represents and warrants to the other party 
that it is duly formed and validly existing under Arizona law and that JEN has provided proof that 
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the individual signing this Agreement on behalf of such party is authorized to bind the party on 
whose behalf such individual is signing. 
12. 
Counterparts. This Agreement may be executed in two or more counterparts and 
each such counterpart, when taken together with all other counterparts, shall be deemed one and 
the same original instrument. 
13. 
Governing Law. This Agreement shall be governed by and construed under the 
laws of the State of Arizona. 
[Balance of Page Intentionally Left Blank; Signature Pages Follow] 
4

PAULA J. FAIR 
NOTARY PUBLIC-ARIZONA 
MARICOPA COUNTY 
My Commission Expires 
December 16, 2021 
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first 
above written. 
JEN Arizona 28 LLC, an Arizona limited liability company 
Michael K. Jesberger 
Its: 	
Authorized Agent 
STATE OF ARIZONA 
) ss. 
County of Maricopa 
The foregoing instrument was acknowledged before me this  titil day ofl)efe ry1 12/4.-  , 
2019, by Michael K. Jesberger, the authorized agent of JEN Arizona 28 LLC, an Arizona limited 
liability company. 
Notary Seal/Stamp 	
Notary Public 
5

Maricopa County, a political subdivision of the State of Arizona 
By: 
Its: 
STATE OF ARIZONA 
) ss. 
County of Maricopa 
The foregoing instrument was acknowledged before me this 
 , 2019, by  , the  
of Maricopa County, a political subdivision of the State of Arizona, for and on behalf thereof. 
Notary Seal! Stamp 	
Notary Public 
day of 
6

EXHIBIT A 
LEGAL DESCRIPTION OF THE JEN PROPERTY

WICA 
1(4*'• 
(.1 19344 ' 
KIRK 
PANGUS 
' 1:Lee tiCK+2)). 
:Page 1 of i 
THE LANDINGS 
MASTER PLAT BOUNDARY 
LEGAL DESCRIPTION 
That parcel of land being situated within the property as described in the Special Warranty Deed 
as recorded in Document No. 2017-0844595, Maricopa County Records, Arizona, lying 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 Northwest corner of said Section 21 from which a found 2-1/2 inch 
Maricopa County Department of Transportation brass cap flush accepted as the North Quarter 
corner of said Section 21 thereof bears South 89'55
134" East, 2649,10 feet; 
Thence South 89 655'34" East, 279.00 feet along the north line of Northwest Quarter of said 
Section 21; 
Thence leaving said north line, South 00°15'54" West, 55.00 feet to the northwest corner of said 
Special Warranty Deed, being the POINT OF BEGINNING; 
Thence along said deed the following 6 courses: 
Thence South 89°55'34" East, 1490.16 feet; 
Thence South 00 012'17" West, 500,00 feet; 
Thence South 89'55'34" East, 880,00 feet to the east line of the Northwest Quarter of said 
Section 21; 
Thence along said east line, South 00 0 12 117" West, 1587.02 feet; 
Thence leaving said east line, North 89°54'11" West, 2372,35 feet; 
Thence North 00°15'54" East, 2086.08 feet to the POINT OF BEGINNING. 
The above described parcel contains a computed area of 4,507
1701 sq. ft, (103.4828 acres) more 
or less and being subject to any easements, restrictions, rights-of-way of record or otherwise 
The description shown hereon is not to be used to violate any subdivision regulation of the state, 
county and/or municipality or any land division restrictions. 
Prepared by: HILGARTWILSON, LLC 
2141 E. Highland Avenue, Suite 250 
Phoenix, AZ 85016 
Project No.: 1775 
Date: April 2019 
UM701:1775iSURVENTLATWIASTERPLAT11775-MP_LEGAL.docx

2370.10' 
MISSIONARY 
WINGS INC/ETAL 
APN: 502-29-353C 
S 1/4 COR SEC 21, T2N, 
R2W FOUND BRASS CAP 
IN HAND HOLE MCDOT 
C-4 
W 1/4 COR SEC 21, 
T2N, R2W FOUND MCDOT 
BRASS CAP FLUSH 
— POINT OF BEGINNING 
P.O.C. — POINT OF COMMENCING 
NW CUR SEC 21, T2N, 
R2W FOUND MCDOT 
BRASS CAP FLUSH, P.O.C. 
N 1/4 COR SEC 21, T2N, 
R2W FOUND MCDOT 
BRASS CAP FLUSH 
279.00' 
500.15'54'W 
1
55.00' 
W CAMELBACK ROAD 
S89'55'34"E 2649,10' 
S89'5554"E 1490.16' 
S00*12'17"W 
500.00' 
S89'5534E 
880.00' 
NOO° 15'54"E 
JEN ARIZONA 28 LC 
APN: 502-29-353B 
0 
Cl) 
N89'54'1 " 2372.35' 
2019, HILCARTWILSON, LIC 
HILGARTWILSON 
2i4i E. HIGHLAND AVE, STE. 250 
PHOENIX, AZ 85016 
; 6•2.4904535 F: 60 268,2436 
1700\1775 	
E.Y 	
EGAI. 1775 OV1ALL DEIBIT.thq 4 10/20S1 11:42 M 
PROWNO,: 	
1775 
DATE: 	
APR 2019 
SCALE: 
DRAWN 
Y: GS  
CHECKED 8Y KJP 
- THE LANDINGS 
OVERALL BOUNDARY 
MARICOPA COUNTY, ARIZONA 
EXI-11BIT 
S001 21- 7' 1W 5262,70'