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DocuSign Envelope ID: C23D7207-CCC7-4FF7-9646-4823DD16C3F9 ASSURANCE AGREEMENT FINAL PLAT for WHITE TANK FOOTHILLS PARCEL 3.14 m A-24"22-K-00 This Agreement is made on Apri?__, 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 TSK. 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: js DocuSign Envelope ID: C23D7207-CCC7-4F F7-8646-4823DD16C3F9 I. The above recitals are incorporated herein as if fully reproduced at length. 2. 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 in connection with the approval of the Final Plat for Parcel 3.14 of 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 and the Property Utility Providers, which has been satisfied with such installations pursuant to guidelines adopted by the County and the Property Utility Providers, 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 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 -2- DocuSign Envelope ID: C23D7207-CCC7-4F F7-9646-4823DD 16C3F9 cost estimate, as prepared by a civil engineer licensed in the State of Arizona, for the remaining 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 shail 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: If to 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 3- DocuSign Envelope ID: C23D7207-CCC7-4FF 7-9648-4823DD16C3F9 with and be an encumbrance upon the Property. Owner may, without the consent of the County, assign this Agreement, in whole or in part, to any person or entity that succeeds to Owner’s interest in all 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 shal! 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 OWNER: NORTHERN CITRUS LLP, an Arizona limited liability partnership By: Hinton Financial Services, Inc. its general partner mn _Beot Clavigh Brad Clough, Presidgft NOTARY ACKNOWLEDGEMENT PROVINCE OF ALBERTA City of Edmonton The foregoing instrument was acknowledged before me this _/ if thday of M a , 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. x O\ ¥ Notary\Pu lic JARRET J. BIARD A NOTARY PUBLIC IN AND FOR THE PROVINCE OF ALBERTA » MY APPOINTMENT EXPIRES DECEMBER 31, 20°26 CANAN-ZU Koy 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 Peck Date:__ 3/26/2024 Deputy-CoattengPAaattiney 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 6. DocuSign Envelope ID: C23D7207-CCC7-4F F7-9646-4823DD16C3F9 EXHIBIT A (Legal Description of the Owner Property) LEGAL DESCRIPTION for WHITE TANK FOOTHILLS PARCEL 3.14 as attached. DocuSign Envelope ID: C23D7207-CCC?-4FF7-9846-4823DD 16C3F 9 ¢ GROUP Job No. 20-1596 July 17,2023 Legal Description FINAL PLAT OF PHASE 3 "WHITE TANK FOOTHILLS PARCEL 14" A portion of the Southwest Quarter 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 South line of the Southwest Quarter of said Section 34, North 89 degrees 53 minutes 22 seconds East, 976.43 feet; Thence North 00 degrees 06 minutes 38 seconds West, 168.00 feet to the POINT OF BEGINNING; Thence South 89 degrees 53 minutes 22 seconds West, 136.47 feet to the beginning of a non-tangent curve, concave Northwesterly, from which the radius point bears North 31 degrees 21 minutes 23 seconds West, 55.00 feet; Thence along said curve to the right, through a central angle of 48 degrees 35 minutes 21 seconds, an arc distance of 46.64 feet to a point of reverse curvature of a curve with radius of 55.00 feet; Thence along said curve to the left, through a central angle of 17 degrees 20 minutes 29 seconds, an arc distance of 16.65 feet; Thence South 89 degrees 53 minutes 29 seconds West, 499.43 feet to the beginning of a curve, concave Southeasterly, with radius of 55.00 feet; Thence along said curve to the left, through a central angle of 17 degrees 20 minutes 29 seconds, an arc distance of 16.65 feet to a point of reverse curvature of a curve with radius of 55.00 feet; Thence along said curve to the right, through a central angle of 48 degrees 32 minutes 51 seconds, an arc distance of 46.60 feet; Thence South 89 degrees 53 minutes 22 seconds West, 91.50 feet to the beginning of a curve, concave Northeasterly, with radius of 50.00 feet; Thence along said curve to the right, through a central angle of 90 degrees 00 minutes 07 seconds, an are distance of 78.54 feet; Thence North 00 degrees 06 minutes 31 seconds West, 652.10 feet; EPS Graup, inc. © 1130 N Alma School Road, Suite 120 ¢ Mesa, AZ 85201 Tel (480) 503-2250 Fax (480) 503-2258 SA Projects\2020\20-1596\Land Survey\Legals\20-1596 Final Plat Phase 3 - Parcel 14\20-1596 Parcel 14 - Legal Description.docx DocuSign Envelope ID: C23D7207-CCC7-4FF7-9646-4823DD16C3F8 Git? Thence North 41 degrees 25 minutes 36 seconds East, 31.83 feet to the beginning of a non-tangent curve, concave Northeasterly, from which the radius point bears North 41 degrees 25 minutes 36 seconds East, 55.00 feet; Thence along said curve to the right, through a central angle of 65 degrees 48 minutes 22 seconds, an arc distance of 63.17 feet to a point of reverse curvature of a curve with radius of 55.00 feet; Thence along said curve to the left, through a central angle of 17 degrees 20 minutes 29 seconds, an arc distance of 16.65 feet; Thence North 00 degrees 06 minutes 31 seconds West, 178.10 feet to the beginning of a curve, concave southwest, having a radius of 55.00 feet; Thence along said curve to the left, through a central angle of 15 degrees 38 minutes 09 seconds, an arc distance of 15.01 feet to a point of reverse curvature of a curve with radius of 55.00 feet; Thence along said curve to the right, through a central angle of 59 degrees 57 minutes 09 seconds, an arc distance of 57.55 feet; Thence North 45 degrees 06 minutes 26 seconds West, 16.37 feet; Thence North 00 degrees 06 minutes 31 seconds West, 120.00 feet; Thence North 89 degrees 53 minutes 29 seconds East, 405.00 feet; Thence South 00 degrees 06 minutes 31 seconds East, 117.32 feet to the beginning of a non-tangent curve, concave Northwesterly, from which the radius point bears North 30 degrees 06 minutes 31 seconds West, 20.00 feet; Thence along said curve to the right, through a central angle of 30 degrees 00 minutes 00 seconds, an arc distance of 10.47 feet; Thence South 00 degrees 06 minutes 31 seconds East, 50.00 feet; Thence North 89 degrees 53 minutes 29 seconds East, 72.42 feet; Thence South 00 degrees 06 minutes 31 seconds East, 115.00 feet; Thence North 89 degrees 53 minutes 29 seconds East, 260.00 feet; Thence South 00 degrees 06 minutes 31 seconds East, 104.07 feet; Thence North 89 degrees 53 minutes 29 seconds East, 50.00 feet to the beginning of a non-tangent curve, concave Southeasterly, from which the radius point bears North 89 degrees 53 minutes 29 seconds East, 20.00 feet; EPS Group, Inc. © 1130'N Alma School Road, Suite 120 » Mesa, AZ 85201 Tel (480} 503-2256 # Fax (480) 503-2258 S:\Projects\2020\20-1596\Land Survey\Legals\20-1596 Final Plat Phase 3 - Parcel 14\20-1596 Parcel 14 - Legal Description.docx DocuSign Envelope ID; C23D7207-CCC7-4F F7-9646-4823DD 16C3F9 Gils Thence along said curve to the right, through a central angle of 14 degrees 28 minutes 39 seconds, an arc distance of 5.05 feet; Thence North 89 degrees 53 minutes 29 seconds East, 114.36 feet; Thence South 00 degrees 06 minutes 31 seconds East, 793.54 feet to the POINT OF BEGINNING. Containing an area of 908,972 square feet 20.8671 acres, more or less. EPS Group, Inc. © 1130 N Alma School Road, Suite 120 » Mesa, AZ 85201 Fel (480) 503-2250 4 Fax (480) 503-2258 SAProjects\2020\20-1596\Land Survey\Legals\20-1596 Final Plat Phase 3 - Parcel 14\20-1596 Parcel 14 - Legal Description.docx