Res 2626 Bay State Milling Co. Development Agreement - 99th Ave. and Railroad Tracks - Roadway Widening 12 04 25

WHEN RECORDED, RETURN TO: 
 
City of Tolleson 
City Clerk  
9055 West Van Buren Street  
Tolleson, Arizona 85353 
 
RESOLUTION NO. 2626 
A RESOLUTION OF THE MAYOR AND COUNCIL OF THE CITY OF TOLLESON, 
ARIZONA, AUTHORIZING THE CITY MANAGER TO EXECUTE A DEVELOPMENT 
AGREEMENT ON BEHALF OF THE CITY WITH BAY STATE MILLING COMPANY, 
RELATED TO THE DEVELOPMENT OF CERTAIN PROPERTY LOCATED IN THE CITY 
ALONG 99TH AVENUE TO THE RAILROAD TRACKS; AND PROVIDING FOR REPEAL 
OF CONFLICTING RESOLUTIONS. 
WHEREAS, A.R.S. § 9-500.05 authorizes the City of Tolleson to enter into development 
agreements related to the development of property in the City; and 
WHEREAS, all the property subject to the Development Agreement attached as Exhibit A 
is located within the City of Tolleson; and 
WHEREAS, the City Council finds that widening of the roadway along the frontage of Bay 
State Milling Company’s property located at 421 South 99th Avenue in Tolleson, and will also 
include curbs, sidewalks, gutters and a traffic signal; and  
WHEREAS, the City Council of the City of Tolleson finds that entering into said 
Development Agreement is in the best interest of the City. 
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE CITY OF 
TOLLESON, ARIZONA, as follows:  
 
Section 1.  The recitals above are hereby adopted and incorporated as if fully set forth 
herein. 
 
Section 2.  The Development Agreement between the City of Tolleson and Bay State 
Milling Company, a Minnesota company, is hereby approved in substantially the form attached 
hereto as Exhibit A and incorporated herein by reference. 
 
Section 3.  The Mayor, City Manager, City Clerk and City Attorney are hereby authorized 
and directed to take all steps necessary to carry out the purpose and intent of this Resolution.

CITY OF TOLLESON RESOLUTION NO. 2626 
DECEMBER 4, 2025 
PAGE 2 
 
 
Section 4.  The City Clerk is hereby authorized and directed to record a copy of the 
Development Agreement with the Maricopa County Recorder not later than ten (10) days from 
the date of the Agreement. 
Section 5.  All resolutions and parts of resolutions in conflict with this Resolution are 
hereby repealed. 
PASSED AND ADOPTED by the Mayor and Council of the City of Tolleson, Arizona, on this 
4th day of December, 2025. 
 
 
____________________________________ 
Juan F. Rodriguez, Mayor 
 
 
                                                   ATTEST: ____________________________________ 
 
Crystal Zamora, City Clerk 
 
 
       APPROVED AS TO FORM: ____________________________________ 
 
Justin Pierce, City Attorney 
 
 
 
 
 
CERTIFICATION 
 
I hereby certify that the foregoing Resolution No. 2626 was duly passed and adopted by 
the Mayor and Council of the City of Tolleson, Arizona, at the Regular City Council Meeting held 
on December 4, 2025, that the vote thereon was ___ ayes, ___ nays, and that the Mayor and ___ 
Council Members were present thereat. 
 
 
____________________________________ 
Crystal Zamora, City Clerk 
City of Tolleson, Arizona

CITY OF TOLLESON RESOLUTION NO. 2626 
DECEMBER 4, 2025 
PAGE 3 
 
 
EXHIBIT A 
TO 
RESOLUTION NO. 2626 
 
[Development Agreement] 
 
 
See following pages.

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When Recorded Return to: 
 
City Clerk 
City of Tolleson 
9055 W. Van Buren Street 
Tolleson, AZ 85353 
DEVELOPMENT AGREEMENT 
 
THIS AGREEMENT is between the City of Tolleson, Arizona, (“City”) and Bay State 
Milling Company, a Minnesota corporation, (“Owner”), the legal owner of record for the real 
property located at 421 South 99th Avenue in Tolleson, Arizona, more particularly described in 
Exhibit 1 (“Property”).   
 
RECITALS: 
A. 
Owner, its assigns, and/or successors, intend to develop the Property.  Owner 
acknowledges that pursuant to City Code requirements certain roadway and associated 
improvements are required to be constructed by Owner.  
B. 
City is working with Owner to widen 99th Avenue to the railroad tracks prior to 
Owner’s development of its property located at 421 South 99th Avenue, Tolleson, Arizona. The 
Improvements shall include the widening of 99th Avenue along the frontage of Owner’s property, 
curbs, sidewalks, gutters and a traffic signal (the “Improvements”). 
C. 
The parties accordingly agree it is in the best interests of both for the City to 
construct the Improvements as part of its project which will be developed in the near future and 
for Owner to reimburse the City for costs beyond its proportionate share in accordance with the 
terms of this Agreement. 
NOW THEREFORE in consideration of the mutual promises and agreements made 
herein, the Parties agree as follows: 
 
1. 
City shall install the Improvements as described in paragraph B above. The 
parties agree to act in good faith and cooperate related to this Improvements Project described 
herein and may make any adjustments to the plans as may be necessary in the field in 
compliance with law. 
2. 
The City’s current estimate to complete the Improvements is Eight Hundred 
Ninety Four Thousand Three Hundred and Sixty Six Dollars and Eighty-Seven Cents 
($894,366.87). 
3. 
Based on the estimate to complete the Improvements, Owner will pay to the City 
up to the amount of One Million Two Hundred Thousand Dollars ($1,200,000.00) as follows: 
a. Owner will pay the City Nine Hundred Thousand Dollars ($900,000.00) within 
thirty (30) days of date of this Agreement (the “Initial Payment”).

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b. Upon payment of the Initial Payment, the bond associated with the Improvements 
will be released. 
 
c. Upon the City providing documentation evidencing additional costs in excess of 
the Initial Payment for the completion of the Improvements (“Improvement 
Overruns”), Owner will pay the City for up to Three Hundred Thousand Dollars 
($300,000.00) for Improvement Overruns up to a total contribution of One 
Million Two Hundred Thousand Dollars ($1,200,000.00). 
 
d. After the City provides Owner with documentation evidencing Improvement 
Overruns, and subject to the payment limitation set forth in Section 3(b) above, 
Owner will pay the City for Improvement Overruns within thirty (30) days of 
receipt of documentation evidencing any Improvement Overruns. 
 
e. Owner’s obligation to pay for Improvement Overruns will expire two (2) years 
from the date of this Agreement, after which Owner will have no obligation to 
pay for any further Improvement Overruns. 
 
f. In no event and under no circumstances will Owner be required to pay the City 
more than One Million Two Hundred Thousand Dollars ($1,200,000.00) for any 
Improvements or Improvement Overruns. 
4. 
The City will provide Owner with spending registers quarterly if and until the 
Initial Payment is fully applied to the costs of the Improvements. If there are Improvement 
Overruns in excess of the Initial Payment, the City will provide Owner with spending registers 
monthly thereafter. 
5. 
It is expressly agreed and acknowledged between the City and Owner and its 
successors or assigns that after payment of the amount set forth in Section 2 of this Agreement, 
City will record a Full Satisfaction and Release of this Agreement within five (5) business days 
thereafter. 
 
6. 
Time is of the essence for the performance of this Agreement.  The parties and 
their assigns or successors agree to execute any and all documents necessary to effectuate the 
terms of this Agreement. 
7. 
Should collection proceedings or litigation be necessary in order to enforce this 
Agreement, the prevailing party shall be awarded its reasonable attorney’s fees and costs and 
collection costs incurred. 
8. 
It is the intention of the parties that this Agreement be recorded to provide notice 
to all purchasers of the real property identified herein or identified hereafter of the obligations set 
forth herein that pertain to such real property.  This Agreement shall be binding upon the 
successors and assigns of Owner.

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9. 
All notices, approvals and other communications provided for herein or given in 
connection herewith shall be validly given, made, delivered or served, if in writing, and delivered 
personally, sent by postage prepaid United States Mail, or sent by nationally recognized 
overnight courier (e.g., Federal Express, Airborne, UPS), and addressed to the recipient as 
follows: 
Tolleson: 
 
 
City of Tolleson 
9055 West Van Buren Street 
Tolleson, Arizona  85353 
 
 
 
 
Attention:  City Clerk 
 
Owner: 
 
 
Bay State Milling Company 
3800 North Central Avenue, Suite 460 
Phoenix, Arizona 85012 
or to such other addresses as a party may from time to time designate in writing and deliver in a 
like manner.  Notices, approvals and other communications provided for herein shall be deemed 
delivered upon personal delivery or 24 hours following deposit with a nationally recognized 
overnight courier, as herein above provided, prepaid and addressed as set forth above. 
 
10. 
This Agreement is entered into in Arizona and shall be construed and interpreted 
under the laws of the State of Arizona.   
 
 
This Agreement shall be effective on the last signature date set forth below. 
 
CITY   
 
 
 
 
 
OWNER 
CITY OF TOLLESON, ARIZONA,   
 
BAY STATE MILLING COMPANY,  
a municipal corporation 
 
 
 
a Minnesota company 
 
 
By:  
 
 
 
 
 
 
By:  
 
 
 
 
 
 
Reyes Medrano, Jr., City Manager 
 
 
Name:  
 
 
 
 
 
 
Dated:  
 
 
 
 
 
Title:   
 
 
 
 
 
 
 
 
 
 
 
 
 
Dated:  
 
 
 
 
 
 
ATTEST: 
 
 
 
 
 
 
 
 
Crystal Zamora, City Clerk

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APPROVED AS TO FORM: 
 
 
 
 
 
 
 
 
Justin Pierce City Attorney

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Exhibit 1 
 
COST PROPOSAL 
 
[See following pages.]

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