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DocuSign Envelope ID: C23D7207-CCC7-4FF7-9646-4823DD16C3F9
ASSURANCE AGREEMENT
FINAL PLAT FOR WHITE TANK FOOTHILLS PHASE 3A
CA4-24-224- K-00
This Agreement is made on 2024, by and between MARICOPA COUNTY, a
political subdivision of the State of Arizona, (hereinafter “County”); and NORTHERN CITRUS
LLP, an Arizona limited liability partnership successor by merger to Citrus & Northern LLC, an
Arizona limited liability company with an address of c/o Allard Developments 10218-111 Street
N.W. Edmonton Alberta T5K 1K9, (hereinafter, the “Owner”). The term Owner as used herein
shall include Owner and any and all successors in title to the Property.
Whereas, Owner 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, Owner 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, development of the Property may require, in addition to internal infrastructure
necessary to serve the subdivision, infrastructure for improvements that are located along the
perimeter or outside the boundaries of the Property.
Whereas, Owner 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 Owner 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:
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DocuSign Envelope {D: C23D7207-CCC7-4FF7-9646-4823DD16C3F9
1. The above recitals are incorporated herein as if fully reproduced at length.
2. Until such time as al! 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 in connection with the approval of the Final (Infrastructure) Plat for
White Tank Foothills Phase 3A (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, no building permit shall be issued to allow construction
on or in connection with the Property, including Parcels 3.13, 3.14, 3.15, 3.16, and 3.17, 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. Building permits issued by the County in accordance with applicable building codes
for model homes located within the Property, each home to be located on specific lots
approved by the County and be part of a “model home complex”. 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
Owner, may be used for the purpose of conducting sales of homes to prospective third
party purchasers.
3. No building permit of any kind shall be issued unless and until this Agreement has 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 Owner 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 and of no force or effect.
5. Owner shall, at all times thereafter during the pendency of this Agreement, 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, or engage one or more
licensed contractors who shall maintain a valid, active building permit for construction of any and
all required subdivision infrastructure.
6. Should Owner 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
and amount 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 have been completed and all required warranty assurances have been
provided,
8. This Agreement may be terminated by Owner providing substituted assurances as required
by 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, as prepared by a civil engineer licensed in the State of Arizona, for the remaining
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DocuSign Envelope 1D: C23D7207-CCC7-4FF7-9646-4823DD16C3F9
improvements at the time of termination. 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 by Maricopa County Department of
Transportation that are located along the perimeter or outside the boundaries of the Property. Said
improvements shall be assured by proper financial assurance(s) pursuant to guidelines provided
by Maricopa County Department of Transportation
10. Nothing contained in this Agreement shall be construed as obviating the necessity of
Owner 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.
12. 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, 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:
Ifto County:
Maricopa County Planning and Development Department
301 W. Jefferson St., Suite 170
Phoenix AZ, 85003
Attention: Director
if to Owner:
Northern Citrus LLP
c/o Allard Developments
10218-111 Street N.W.
Edmonton Alberta TSK 1K9
Attn: Mr. Brad Clough
With a required copy to:
Biskind, Hunt & Semro, PLC
8901 East Pima Center Parkway, Suite 225
Scottsdale, Arizona 85258
Attn: Neil D. Biskind, Esq.
13. 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. Owner may, without the consent of the County,
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DocuSign Envelope ID: C23D7207-CCC7-4FF7-9646-4823DD16C3F9
assign this Agreement, in whole or in part, to any person or entity that succeeds to Owner’s interest
in ali or part of the Property, and from and after delivery to the County of notice of such
assignment, together with a copy of the written assignment, the assigning Owner shall be relieved
of all obligations under this Agreement so assigned arising thereafter.
14. This Agreement, including all Exhibits, constitutes 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 Owner 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.
15. 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.
16, 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.
17, Owner shall provide to the County, satisfactory evidence that the person executing this
Agreement for Owner has been authorized to do so.
Dated as of the day and year first above written.
[Signatures on Next Page]
DocuSign Envelope ID: C23D7207-CCC7-4FF7-9646-4823DD16C3F9
NORTHERN CITRUS LLP,
an Arizona limited liability partnership
By: Hinton Financial Services, Inc.
its general partner
By: btnol
Brad Clough, Presi
NOTARY ACKNOWLEDGEMENT
PROVINCE OF ALBERTA
City of Edmonton
The foregoing jnstrument was acknowledged before me this /4 A day of
Morr , 2024, by Brad Clough, the President of Hinton Financial
Services, Inc., the general partner of Northern Citrus LLP, an Arizona limited liability
partnership, for and on behalf thereof.
~ Yocd
Notary Public
JARRET J. BIARD
A NOTARY PUBLIC
IN AND FOR THE PROVINCE OF ALBERTA 9 —
MV APPOINTMENT EXPIRES DECEMBER 31, 2025.
CAM 2-224 KOO
DocuSign Envelope ID: C23D7207-CCC7-4FF7-9646-4823DD16C3F9
COUNTY:
MARICOPA COUNTY BOARD OF SUPERVISORS
By:
Name:
Title:
ATTEST:
Date:
Clerk of the Board of Supervisors
Approved as to form and content:
DocuSigned by:
Wayne. Puk Date: A/26/e024
Deputy CSSthiPAttéithey
NOTARY ACKNOWLEDGEMENT
STATE OF ARIZONA
County of Maricopa
The foregoing instrument was acknowledged before me this day of
, 2024, by , the
of MARICOPA COUNTY, a political subdivision of the
State of Arizona, for and on behalf thereof.
(Seal)
Notary Public
DocuSign Envelope ID: C23D7207-CCC7-4F F7-9646-4823DD16C3F9
EXHIBIT A
(Legal Description of the Owner Property)
LEGAL DESCRIPTION for WHITE TANK FOOTHILLS PHASE 34 as attached.
DacuSign Envelope 1D: C23D7207-CCC7-4FF7-9646-4823DD16C3F9
Job No. 20-1596 June 30, 2023
Legal Description
FINAL PLAT OF PHASE 3
“WHITE TANK FOOTHILLS INFRASTRUCTURE"
A portion of Section 34, Township 3 North, Range 2 West, of the Gila and Salt River Meridian, Maricopa
County, Arizona, and more particularly described as follows:
BEGINNING at the Southwest corner of said Section 34, being a 3-inch brass cap, from which the South
quarter corner of said Section 34, being a % inch rebar, bears North 89 degrees 53 minutes 22 seconds
East, 2,642.16 feet (BASIS OF BEARING);
Thence along the West line of the Southwest Quarter of said Section 34, North 00 degrees 02 minutes
33 seconds East, 1654.95 feet;
Thence South 89 degrees 57 minutes 27 seconds East, 55.00 feet;
Thence North 42 degrees 34 minutes 30 seconds East, 165.26 feet;
Thence North 64 degrees 10 minutes 48 seconds East, 74.14 feet;
Thence North 81 degrees 16 minutes 45 seconds East, 258.85 feet;
Thence North 35 degrees 11 minutes 36 seconds East, 446.29 feet;
Thence North 90 degrees 00 minutes 00 seconds East, 371.65 feet to the beginning of a non-tangent
curve, concave Northeasterly, from which the radius point bears North 81 degrees 51 minutes 50
seconds East, 1750.00 feet;
Thence along said curve to the right, through a central angle of 05 degrees 02 minutes 16 seconds, an
arc distance of 153.87 feet to the beginning of a non-tangent curve, concave Easterly, from which the
radius point bears North 86 degrees 54 minutes 16 seconds East, 1750.00 feet;
Thence along said curve to the right, through a central angle of 3 degrees 08 minutes 34 seconds, an arc
distance of 95.99 feet;
Thence North 00 degrees 02 minutes 40 seconds East, 115.53 feet to the beginning of a curve, concave
Southeasterly, with radius of 1450.00 feet;
Thence along said curve to the right, through a central angle of 11 degrees 59 minutes 37 seconds, an
arc distance of 303.53 feet;
Thence South 64 degrees 36 minutes 49 seconds East, 125.95 feet;
EPS Group, fc. ¢ 1130 MN Alma Scheal Road, Suite 120 © Mesa, AZ 85201
Tel {480} 503-2250 8 Fax (480) 503-2258
S:\Projects\2020\20-1596\Land Survey\Dwes\Final Plat\Ph 1 Master\20-1596 - Ph 1 Master Plat - Legal.dacx
DocuSign Envelope ID: C23D7207-CCC7-4FF7-9646-4823DD16C3F9
Gis
Thence North 25 degrees 23 minutes 11 seconds East, 150.00 feet;
Thence South 64 degrees 36 minutes 49 seconds East, 399.61 feet;
Thence North 52 degrees 24 minutes 44 seconds East, 527.57 feet;
Thence North 35 degrees 56 minutes 44 seconds East, 78.08 feet;
Thence North 21 degrees 24 minutes 52 seconds East, 84.17 feet;
Thence South 27 degrees 24 minutes 50 seconds East, 13.30 feet;
Thence South 21 degrees 24 minutes 52 seconds West, 250.75 feet to the beginning of a curve, concave
Northeasterly, with radius of 230.00 feet;
Thence along said curve to the left, through a central angle of 68 degrees 29 minutes 05 seconds, an arc
distance of 274.92 feet;
Thence South 47 degrees 04 minutes 16 seconds East, 299.45 feet;
Thence South 47 degrees 54 minutes 07 seconds East, 395.41 feet to the beginning of a non-tangent
curve, concave Southwesterly, from which the radius point bears South 42 degrees 05 minutes 59
seconds West, 60.00 feet;
Thence along said curve to the right, through a central angle of 21 degrees 45 minutes 00 seconds, an
arc distance of 22.78 feet;
Thence South 26 degrees 08 minutes 55 seconds East, 189.32 feet to the beginning of a curve, concave
Northeasterly, with radius of 140.00 feet;
Thence along said curve to the left, through a central angle of 25 degrees 40 minutes 25 seconds, an arc
distance of 62.73 feet;
Thence South 38 degrees 10 minutes 41 seconds West, 55.07 feet;
Thence South 00 degrees 06 minutes 31 seconds East, 400.00 feet;
Thence South 89 degrees 53 minutes 29 seconds West, 117.32 feet to the beginning of a non-tangent
curve, concave Southeasterly, from which the radius point bears South 60 degrees 06 minutes 31
seconds East, 20.00 feet;
Thence along said curve to the left, through a central angle of 30 degrees 00 minutes 00 seconds, an arc
distance of 10.47 feet;
EPS Group, inc. * 1130 N Alma School Road, Suite 120 ¢ Mesa, AZ 85201
Tel (480) 503-2250 @ Fax (480) 503-2258
S:\Projects\2020\20-1596\Land Survey\Dwegs\Final Plat\Ph 1 Master\20-1596 - Ph 1 Master Plat - Legal.docx
DocuSign Envelope ID: C23D7207-CCC7-4FF7-9646-4823DD16C3F9
Gils
Thence South 89 degrees 53 minutes 29 seconds West, 50.00 feet;
Thence North 0 degrees 06 minutes 31 seconds West, 45.00 feet;
Thence South 89 degrees 53 minutes 29 seconds West, 771.83 feet;
Thence South 0 degrees 06 minutes 31 seconds East, 240.32 feet;
Thence North 89 degrees 53 minutes 29 seconds East, 7.87 feet;
Thence South 0 degrees 06 minutes 31 seconds East, 17.54 feet;
Thence South 7 degrees 42 minutes 56 seconds West, 50.02 feet;
Thence South 4 degrees 42 minutes 31 seconds West, 12.62 feet;
Thence South 0 degrees 06 minutes 31 seconds East, 150.42 feet;
Thence South 45 degrees 06 minutes 31 seconds East, 140.83 feet;
Thence North 89 degrees 53 minutes 29 seconds East, 112.25 feet;
Thence South 6 degrees 19 minutes 53 seconds West, 123.93 feet;
Thence South 69 degrees 08 minutes 55 seconds East, 119.10 feet to the beginning of a non-tangent
curve, concave Northeasterly, from which the radius point bears North 89 degrees 06 minutes 35
seconds East, 55.00 feet;
Thence along said curve to the left, through a central angle of 65 degrees 42 minutes 55 seconds, an arc
distance of 63.08 feet;
Thence South 23 degrees 23 minutes 41 seconds West, 104.99 feet;
Thence South 22 degrees 25 minutes 23 seconds West, 60.01 feet;
Thence South 23 degrees 20 minutes 22 seconds West, 446.09 feet;
Thence South 70 degrees 51 minutes 45 seconds East, 145.78 feet;
Thence North 46 degrees 00 minutes 49 seconds East, 62.29 feet to the beginning of a non-tangent
curve, concave Northeasterly, from which the radius point bears North 46 degrees 00 minutes 49
seconds East, 55.00 feet;
EPS Group, inc. # 1130 N Alma School Road, Suite 120° Mesa, AZ 25201
Tel (480) 503-2250 © Fax {480} 503-2258
SAProjects\2020\20-1596\Land Survey\Dwes\Final Plat\Ph 1 Master\20-1596 - Ph 1 Master Plat - Legal.dacx
DocuSign Envelope ID: C23D7207-CCC7-4FF7-9646-4823DD16C3F9
Gis
Thence, southeasterly 43.45 feet along the arc of said curve to the left through a central angle of 45
degrees 16 minutes 01 seconds, an arc distance of 43.45 feet to a reverse curve with a radius of 55.00
feet;
Thence along said curve to the right, through a central angle of 16 degrees 56 minutes 17 seconds, an
arc distance of 16.26 feet;
Thence dSouth 33 degrees 05 minutes 28 seconds West, 127.72 feet;
Thence South 0 degrees 06 minutes 38 seconds East, 93.00 feet;
Thence along the North line of the South 65.00 feet of the Southwest Quarter of said Section 34, North
89 degrees 53 minutes 22 seconds East, 558.49 feet;
Thence along the North line of the South 65.00 feet of the Southeast Quarter of said Section 34, North
89 degrees 53 minutes 27 seconds East, 2546.48 feet;
Thence South 00 degrees 06 minutes 33 seconds East, 65.00 feet;
Thence along the South line of said Southeast Quarter, South 89 degrees 53 minutes 27 seconds West,
2546.48 feet;
Thence along the South line of the Southwest Quarter of said Section 34, South 89 degrees 53 minutes
22 seconds West, 2642.16 feet to the POINT OF BEGINNING.
Containing an area of 5,620,134 square feet 129.0205 acres, more or less.
EPS Group, Inc, #1130 N Alma School Road, Suite 120 6 Mesa, AZ 85201
Tel (480) 503-2250 Fax (480) 503-2258
SAProjects\2020\20-1596\Land Survey\Owgs\Finat Plat\Ph 1 Master\20-1596 - Ph 1 Master Plat - Legal.docx