2023G001 FINAL-RANCHER AGREEMENT 090723.PDF

Agreement FCD2023G001
PCN: 310.01.30

KEITH M. FLAKE
412 South Main Street
Snowflake, Arizona 85937

AGREEMENT
between the
FLOOD CONTROL DISTRICT OF MARICOPA COUNTY
and

JKEITH M. FLAKE

AGREEMENT FCD 2023G001

AGENDA ITEM: C-69-24-

This Agreement is entered into by FLOOD CONTROL DISTRICT OF MARICOPA COUNTY
(“DISTRICT”), and KEITH M. FLAKE (“FLAKE”). This Agreement becomes effective on the date it is
executed by both parties.

FCD 2023G001 Page | 1

RECITALS

WHEREAS, FLAKE is the holder of Lease #05-349, which lease has been issued by the Arizona State Land
Department and which grants grazing rights to FLAKE for the property identified in the lease, including the lands as
set forth on Exhibit A attached hereto and made a part hereof (the PROPERTY); and

WHEREAS, DISTRICT is the holder of an easement granted by the Arizona State Land Department, which
easement grants to the DISTRICT the right to construct, operate, maintain, and reconstruct necessary flood control
structures within the easement area; and

WHEREAS, the property over which FLAJSE holds said lease and the property over which the DISTRICT
has easement rights overlap; and

WHEREAS, by Resolution FCD 2008RO19 dated February 25, 2009, the Board of Directors of the District
authorized the rehabilitation or replacement of the Powerline, Vineyard Road, and Rittenhouse Flood Retarding
Structures, DISTRICT structures located within the easement area above referenced; and

WHEREAS, to complete construction authorized by said Resolution, the DISTRICT will be required to do
work within the PROPERTY, an area over which FLAKE has leasehold rights; and

WHEREAS, to complete construction authorized by said Resolution, the DISTRICT has completed Phase 1
construction of the planned three phase Vineyard Road FRS Rehab Project (PROJECT) within the PROPERTY, an
area over which FLAKE has leasehold rights. Certain FLAKE ranching facilities were removed as needed for
Phase! construction under the original agreement FCD 2015G007 and have not been restored; and

WHEREAS, FLAKE uses the PROPERTY for the grazing of cattle, but will be unable to fully utilize those
rights during a period of PROJECT construction for up to four (4) years; and

WHEREAS, the District is fully funding the PROJECT with no Federal cost share funding and timely
construction of the rehabilitation project is expected; and

WHEREAS, completion of the PROJECT is expected to end in four (4) years; and

WHEREAS, in lieu of the DISTRICT restoring FLAKE full rights and fully replacing previously removed
and adversely impacted permanent ranching facilities, FLAKE has agreed to surrender rights he possesses over the
PROPERTY with the exception of temporary facilities and use of the PROPERTY as indicated and provided for
during a period of construction for up to four (4) years.

NOW THEREFORE, in consideration of the mutual promises set forth in the Agreement, together with other good
and valuable consideration as described in the Agreement, the sufficiency and adequacy of which the parties do
acknowledge, the parties agree as follows:

1. The recitals set forth above are incorporated herein by reference as if repeated here in their entirety.
2. FLAKE does hereby waive any and all property rights he has or may have in and over the PROPERTY for a period of

four (4) years with the exception of grazing of cattle and related temporary facilities as described herein, commencing on
the date this Agreement becomes fully executed.

FCD 2023G001 Page | 2

3. As consideration for said waiver, FLAKE shall be paid the sum of Seventy Thousand and no/100 ($70,000.00) Dollars
within thirty 0) days of the date this Agreement becomes fully executed. On the first anniversary of the date the
Chairman of the Board of Directors of the DISTRICT executes this Agreement, FLAKE shall be paid an additional sum of
Seventy Thousand and no/100 ($70,000.00) Dollars. On the second anniversary of the date the Chairman of the Board of
Directors of the DISTRICT executes this Agreement, FLAKE shall be paid an additional sum of Seventy Thousand and
no/100 ($70,000.00) Dollars. On the third anniversary of the date the Chairman of the Board of Directors of the
DISTRICT executes this Agreement, FLAKE shall be paid an additional sum of Seventy Thousand and no/100
($70,000.00) Doilars. If prior to the date that is the fourth anniversary of the date the Chairman of the Board of Directors
ofthe DISTRICT executes this Agreement the DISTRICT shall notify FLAKE in writing that the DISTRICT is extending
| the period of the waiver by FLAKE for an additional year, on the fourth anniversary of the date the Chairman of the Board
of Directors of the DISTRICT executes this Agreement, FLAKE shall be paid as additional consideration an additional
sum of Seventy Thousand and no/100 ($70,000.00) Dollars. If such written notice is provided and the payment of the
additional consideration is made, this Agreement shall be deemed to have been extended for an additional year.

4. DISTRICT shall erect, during construction, a fence that will delineate the PROPERTY. Prior to the end of this
Agreement, DISTRICT shall remove said fence.

5. The DISTRICT’s Contractor (Contractor) shall be responsible for providing temporary water to FLAKE for watering
cattle up to 1,500 gallons per day during the construction period as follows:

° The DISTRICT’s Vineyard Rehab Construction Contractor (Contractor) shall develop and propose a water
delivery system plan designed to be comparable with his construction operations for which the elements, capacity
and location will be reviewed and mutually agreed upon by the DISTRICT, Contractor, and FLAKE.

° Once plans are approved by all for the proposed Contractor new temporary water delivery system, the
Contractor shall be fully responsible for furnishing, installing, operating, and maintaining all new Contractor plan
elements of the system during the full construction period until such time as the FLAKE original ranching
facilities are installed at the end of PROJECT construction and accepted by FLAKE as complete.

. Existing elements of the existing temporary water system may be utilized as part of the new temporary water
deliveries system during construction as part of the approved plan.

. The existing temporary water system shall remain operational until such time as the new temporary water
delivery system is installed by the Contractor and is made fully operational.

. Should the Contractors water delivery system be out of service for any duration considered by FLAKE to be
potentially adversely impactive to FLAKE cattle watering, the Contractor will provide an alternate delivery
method for providing water to the FLAKE water tanks until such time as the new temporary water delivery
system is put back into service.

. The existing DISTRICT owned pump on loan to Flake being utilized as part the existing temporary water
delivery system as authorized under the previous DISTRICT/FLAKE Agreement (FCD 2015G007) shall be
returned to the DISTRICT upon termination of its need to delivery temporary water to FLAKE.

6. At the end of this Agreement, the DISTRICT shall restore ranching infrastructure existing on the PROPERTY prior to
construction that is impacted by construction, including but not limited to fences, water supply lines and stock tanks, to
fully functional condition. Stock tanks shall be restored in such a way and at such a location as not to deprive FLAKE of
the Arizona Department of Water Resources surface water right claim for such tanks in existence on the date of the
Agreement.

7. FLAKE warrants and represents that he is authorized to bind the holders of any and all leases for property that includes
the property depicted on Exhibit A.

FCD 2023G001 Page |3

8. The consideration recited in this Agreement is to compensate FLAKE for the removal of all cattle from the PROPERTY.
Therefore, if any cattle remain on the PROPERTY, DISTRICT shall have no liability to FLAKE for any damage or loss
that results from injury, death, or destruction of any cattle within the PROPERTY.

9. FLAKE shall have the majority of the cattle removed from the PROPERTY by January 1, 2024, or later as notified by
the DISTRICT based on the Contractor’s construction schedule and FLAKE will coordinate with the Contractor on
removing the remaining cattle once the fence is installed. DISTRICT acknowledges that cattle may be within grazing
lease areas outside the PROPERTY at any time during the period of the agreement.

10, This Agreement shall be effective after it is approved and executed by FLAKE and the Board of Directors of the
DISTRICT and recorded in the office of the Maricopa County Recorder.

11. All notices, invoices, payments, filings, consents, approvals, and other communications provided herein or given in
connection herewith shail be validly given, filed, made, delivered, or served if in writing and delivered personally or sent
by certified United States Mail, postage prepaid, return receipt requested to:

Flood Control District of Maricopa County Keith M. Flake
Chief Engineer and General Manager 412 South Main Street
2801 West Durango Street Snowflake, Arizona, 85937

Phoenix, Arizona, 85009

12. This Agreement shall be subject to cancellation by the District pursuant to the terms of A.R.S. 38-511.

13. This Agreement may be amended or modified only upon mutual written agreement of both of the parties to this
Agreement.

14, This Agreement shall remain in effect for four (4) years or until the District has completed the PROJECT, whichever
occurs first.

15. This Agreement shall be binding on the successors and assigns of the parties hereto and may not be assigned by either
party without prior notice to and approval of the other party to the Agreement, and such approval shall not be unreasonably
withheld. This agreement shall apply to any and all subleases by FLAKE on the PROPERTY.

16. This Agreement constitutes the entire agreement between the parties hereto pertaining to the subject matter hereof. All
prior and contemporaneous agreements, representations, and understandings of the parties, oral or written, are hereby
superseded, and merged herein.

Upon the commencement of this Agreement, FLAKE may graze cattle on the PROPERTY that is currently fenced off
from cattle grazing and FLAKE shall:

A. For the duration of the agreement, provide for/perform ali labor for the; installation, testing and operation and
maintenance (inclusive of any needed repair materials and parts) of existing temporary ranching facilities and
additional facilities to include a new submersible solar pump and existing solar pump system, water distribution
system and water delivery system. The new solar pump will be owned by the DISTRICT and returned to the
DISTRICT when no longer needed by FLAKE under this agreement.

B. Maintain fences that are currently restricting PROPERTY access as determined by FLAKE to be
needed for cattle grazing on the PROPERTY.

FCD 2023G001 Page | 4

FLOOD CONTROL DISTRICT OF MARICOPA COUNTY
A Political Subdivision of the State of Atizona

Recommended by:

Scott Vogel Date
Chief Engineer and General Manager

Approved and Accepted:

By:

Chairman, Board of Directors Date

Attest:

By:

Clerk of the Board Date

The foregoing Agreement FCD 2023G001 has been reviewed pursuant to Paragraph 15 herein by the undersigned General
Counsel, who has determined that it is in proper form and within the powers and authoxity granted to the Flood Control District of
Maricopa County under the laws of the State of Arizona.

Flood Control District General Counsel Date

FCD 2023G001 Page | 5

Keith M, Fl

Rancher

STATE OF ARIZONA )

Nescaico ) 5s.
COUNTY OF MARIGO:

This fore ing 4
Ze it i

My Commission Expires:

VSIA

lent FCD 20236001 was acknowledged before me this (Ati of N NAY Bp2-2093, by

[Ma toeat Keith M. Flake.

FCD 2023G001 Page | 6

FCD 2023G001

FCD 2023G001
EXHIBIT “A”

Page | 7

Legend .
STATE GRAZING LEASE AGEEMENTS:
Layer

FLAKE
-fjsueucey
Parcel (FCD)

“JEasement
[lee Land
Land Management (ASLD}
|-Gategory
Bureau of Land Mgmt.
Bureau of Reclamation
County
Indian Lands
Local or State Parks
Miltary
National Park Service
Private
[poe Trust
State Wildlife Area
US Forest Service
US Fish & Wildlife Service

[ilcounty Maricopa
= 4 £

ARIZONA STATE LAND DEPARTMENT - GRAZING LEASE AGREEMENTS

FLAKE LEASE No. 05-349-00 (Expires on 12-30-2027}
~ Flake #1 3,548 Acres (+/-) / --Flake #2 839 Acres (+/-)

H] FLAKE LEASE No. 23-111460-05 (Expires on 7-25-2018)
~Flake #3 781 Acres (+/-)

SHELLEY LEASE No. 05-350 (Expires on 12-30-2022)
Shelley #1 2,213 Acres (+/-) | -- Shelley #2 403 Acres (+/-)
I I r T
DatePiotted: 31172018
Aerial Most Recent Highest Quality Composite as of 3-11-2019

This map isa graphical epresertation designe foe genera sference purposes only

FLAKE - SHELLEY
SARICOPA COUNTY REAL ESTATE DEPARTMENT
FLOOD CONTROL DISTRICT
Property Eaginening Bich -PLANS sod RIGHT of WAY