Resolution No. 5492

City of Chandler — Regular Meeting (2021-07-15)

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RESOLUTION NO. 5492 
A RESOLUTION OF THE CITY OF CHANDLER, ARIZONA, APPROVING 
A CONSENT TO ASSIGNMENT AND ASSUMPTION AGREEMENTS 
BETWEEN OVERSTREET PROJECT, LLC AND ASS KICKIN’ RANCH, 
LLC FOR THE RETAIL/OFFICE PORTION OF THE OVERSTREET 
DEVELOPMENT IN DOWNTOWN CHANDLER LOCATED AT THE 
SOUTHWEST CORNER OF ARIZONA AVENUE AND BUFFALO 
STREET. 
WHEREAS, on February 23, 2017, the Chandler City Council approved a Development Agreement 
and Option Agreement (“Development Agreement”) with DT Chandler, LLC, which sets forth 
obligations of the parties with regard to the development of City-owned real property located on 
the southwest corner of Arizona Avenue and Chandler Boulevard and commonly referred to as the 
Overstreet development (the “Overstreet Property”), as permitted by Ariz. Rev. Stat. § 9-500.05; 
and 
WHEREAS, in exchange for the DT Chandler, LLC’s promise to build certain minimum 
improvements on the Overstreet Property, the Development Agreement allows the DT Chandler, 
LLC to lease the City’s real property pursuant to a ground lease (“Ground Lease”) and government 
property lease excise tax lease (“GPLET Lease”) with an additional option to purchase the City’s 
property for a price established within the Development Agreement; and  
WHEREAS, on December 12, 2019, the City Council approved DT Chandler, LLC’s request to 
amend the Development Agreement to provide for bifurcation of the Overstreet Property into 
separate projects that can be individually sold and owned by different entities, including a “Cinema 
Site,” a “Retail/Office Site,” and a “Remainder Site”; and 
WHEREAS, on November 5, 2020, the City Council approved Resolution No. 5413 approving a 
consent to approve the assignment of the rights and obligations contained in the Development 
Agreement, Ground Lease, and GPLET Lease from DT Chandler, LLC to Overstreet Project, LLC 
of the Retail/Office Site of the Overstreet Development located at the southwest corner of Arizona 
Avenue and Chandler Boulevard; and  
WHEREAS, Overstreet Project, LLC has negotiated a sale of the Retail/Office Site to Ass Kickin’ 
Ranch, LLC; and  
WHEREAS, Overstreet Project, LLC seeks the City’s consent and approval of the sale pursuant to 
a Consent to Assignment and Assumption Agreements (“Assignment Agreements”), a copy of 
which is attached to this Resolution as Exhibit A; and 
WHEREAS, the City Council finds that it is in the best interest of the City of Chandler to approve 
the Consent to the Assignment and Assumption Agreements.  
NOW, THEREFORE, BE IT ORDAINED by the City Council of the City of Chandler, Arizona, 
as follows:

Resolution 5492 
Page 2 
Section 1. 
Approving the Consent to Assignment Agreements in substantially the form 
attached to this Resolution as Exhibit A.  
Section 2. 
Authorizing the City Manager to execute the Consent to Assignment Agreements.  
PASSED AND ADOPTED by the City Council of the City of Chandler, Arizona, this 15th day of 
July, 2021 
ATTEST: 
________________________________              ______________________________________ 
CITY CLERK  
MAYOR 
CERTIFICATION 
I HEREBY CERTIFY that the above and foregoing Resolution No. 5492 was duly passed and 
adopted by the City Council of the City of Chandler, Arizona, at a regular meeting held on the 15th 
day of July, 2021, and that a quorum was present thereat. 
________________________________ 
CITY CLERK 
APPROVED AS TO FORM: 
______________________________ 
CITY ATTORNEY