HomeMy WebLinkAboutProperty #: P19-054 - 11/4/2019 P19-054
CONSENT AGREEMENT FOR VOLUNTARY ACCESS
The City of Glendale ("City") own, occupies or otherwise controls the real property at 5450 W
Northern, Glendale, AZ 85302, known as the Glen Lakes Golf Course ("Property") and legally
described below. Towne Development, Inc. ("Buyer") has requested access to the Property to
conduct due diligence related to its purchase of the Property.
The Property consists of:
The West half of the Southeast quarter of Section 32,Township 3 North,Range 2 East,
Gila & Salt River Base and Meridian, Maricopa County, Arizona; Except the North
800 feet, and Except the South 370 feet; and Except the West 40 feet.
The undersigned authorized representative of the City consents to employees and authorized
representatives of Buyer,including any authorized contractors,entering and having continued access
to the Property at any reasonable time necessary to conduct environmental testing and other
inspection activities listed herein. Such activities shall be conducted consistent with the generally
accepted standard of conducting due diligence of the commercial real estate industry. Buyer agrees
to and will comply with all applicable federal and state environmental laws and regulations in the
performance of these activities. Buyer is limited to the following actions:
1. Taking of soil,water, sediment or air samples as necessary;
2. Taking field measurements and/or surveying the property;
3. Conducting any identification,inventory,or collection of or mitigation of any adverse
impacts to cultural,historic or archeological resources;
4. Identifying any water, including storm water, collection, diversion, conveyance or
containment structure;
5. Conducting inspections of any buildings, structures or improvements;
6. Securing, maintaining, repairing and/or replacing any fencing or barriers to limit the
access of third parties,including trespassers;
7. Use of the property to temporarily store equipment or materials to conduct the
activities described herein;
8. Conducting any investigations necessary to prepare or assist in the preparation of a
Site Plan, General Plan Amendment, Zoning Application or other application to be
submitted to any governmental or regulatory agency;and
9. Any other purpose consistent with the due diligence investigations described in the
Purchase and Sale Agreement between the Parties.
The City understands that the Buyer's actions may involve, among other things, disturbance
of vegetation and soil on the Property. Buyer understands and agrees that, to the extent practicable,
any disturbed land will be restored to substantially the same condition as existed prior to Buyer's access
or action. Further, the parties agree that the City has the right to decide the final disposition of any
cultural,historic or archeological resource discovered on Property during Buyer's activities.
The Parties agree that no activities other than those specifically listed above may be
undertaken on the Property by the Buyer during the Term of this Access Agreement.
Exhibit A. Buyer agrees to maintain the insurance coverage(s) in the amounts provided in the
Certificate and to maintain coverage for the City as an Additional Insured for the Term of this Access
Agreement.
Indemnification. Buyer covenants and agrees that to the fullest extent permitted by law,
Buyer must defend, indemnify, and hold harmless City and its elected officials, officers, employees
and agents (each, an "Indemnified Party," collectively, the "Indemnified Parties") for, from, and
against any and all claims, demands, actions, damages, judgments, settlements, personal injury
(including sickness, disease, death, and bodily harm), property damage (including loss of use),
infringement, governmental action and all other losses and expenses, including attorneys' fees and
litigation expenses (each,a "Demand or Expense" collectively"Demands or Expenses") asserted by a
third-party(i.e. a person or entity other than City or Purchaser) and that arises out of actual or alleged
bodily injury or personal injury of any person (including death) or loss or damage to tangible or
intangible property caused,or alleged to be caused,in whole or in part,by the negligent or willful acts
or omissions of Buyer or any of Buyer's directors, officers, agents, employees, volunteers or
contractors. This indemnity includes any claim or amount arising or recovered under the Workers'
Compensation Law or arising out of the failure of Buyer to conform to any federal, state or local law,
statute, ordinance,rule,regulation or court decree.
Term. This Agreement shall remain in effect from the date of its execution until the Parties
close the Purchase and Sale for the Property. However,City may immediately terminate Buyer's right
to enter and access the Property for any failure to comply with any obligations under this Agreement.
This written permission is given voluntarily with knowledge of the right to refuse access and
without threats or promises of any kind.
BUYER: CITY OF GLENDALE,ARIZONA
ZAJ\ a municipal corporation
04"ie Peas 7''rC. By
City Manager
Insurance. Buyer has provided the Certificate of Liability Insurance attached hereto as
Exhibit A. Buyer agrees to maintain the insurance coverage(s) in the amounts provided in the
Certificate and to maintain coverage for the City as an Additional Insured for the Term of this Access
Agreement.
Indemnification. Buyer covenants and agrees that to the fullest extent permitted by law,
Buyer must defend, indemnify, and hold harmless City and its elected officials, officers, employees
and agents (each, an "Indemnified Party," collectively, the "Indemnified Parties") for, from, and
against any and all claims, demands, actions, damages, judgments, settlements, personal injury
(including sickness, disease, death, and bodily harm), property damage (including loss of use),
infringement, governmental action and all other losses and expenses, including attorneys' fees and
litigation expenses (each,a "Demand or Expense" collectively"Demands or Expenses") asserted by a
third-party(i.e. a person or entity other than City or Purchaser) and that arises out of actual or alleged
bodily injury or personal injury of any person (including death) or loss or damage to tangible or
intangible property caused,or alleged to be caused,in whole or in part,by the negligent or willful acts
or omissions of Buyer or any of Buyer's directors, officers, agents, employees, volunteers or
contractors. This indemnity includes any claim or amount arising or recovered under the Workers'
Compensation Law or arising out of the failure of Buyer to conform to any federal,state or local law,
statute,ordinance,rule,regulation or court decree.
Term. This Agreement shall remain in effect from the date of its execution until the Parties
close the Purchase and Sale for the Property. However,City may immediately terminate Buyer's right
to enter and access the Property for any failure to comply with any obligations under this Agreement.
This written permission is given voluntarily with knowledge of the right to refuse access and
without threats or promises of any kind.
BUYER: CITY OF GLENDALE,ARIZONA
a municipal corporation
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City Clerk
Approved as to form
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