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HomeMy WebLinkAboutProperty #: C-8195-2 - 4/30/2015 C-8195-2 CITY CLERK 04/30/2015 CITY OF GL.ENDALE, ARIZONA ASSIGNMENT OF EASEMENT (Project TT195 — Northern Parkway Sarival Ave. to Dysart Road Assignment of Aerial Easement to the City of Glendale) (PLEASE DO NOT REMOVE - THIS IS PART OF THE OFFICIAL DOCUMENT) OFFICIAL RECORDS OF MARICOPA COUNTY RECORDER HELEN PURCELL 2015-0306229 4/30/2015 04:04p AOE T195-5-1-1-- Yorkm When recorded, Interoffice Mail to: ELECTRONIC RECORDING Maricopa County Public Works Real Estate Division EXEMPT ARS 11-1134,A3 - i� - - o t)2— —0v ASSIGNMENT OF EASEMENT Project No.TT195 -Northern Parkway (Sarival Ave. to Dysart Rd.) Assignment of Aerial Easement to the City of Glendale For the consideration of One Dollar and other valuable consideration, MARICOPA COUNTY, a political subdivision of the State of Arizona,("ASSIGNOR"),does hereby assign to THE CITY OF GLENDALE,an Arizona municipal corporation,its successors and assigns("ASSIGNEE"),all that certain acquired easement rights for the real property situated in the County of Maricopa, State of Arizona, described as follows: SEE ATTACHED EXHIBIT "A" This is an assignment of all rights,interests,and obligations in and to the existing Aerial Easement,previously executed by and between BNSF Railway Company,a Delaware corporation(Grantor)and Maricopa County,a political subdivision of the State of Arizona(Grantee). ASSIGNOR does hereby covenant that it is assigning this Easement only to the extent of any interest it may have in the property. /// /// Page 1 of 4 Project No.TT I 95 -Northern Parkway (Sarival Ave. to Dysart Rd.) Assignment of Aerial Easement to the City of Glendale TO HAVE AND TO HOLD unto ASSIGNEE the Easement herein described for the use and purpose set forth in the original grant of easement attached hereto and by this reference made a part hereof. The ASSIGNOR hereby conveys unto ASSIGNEE all warranties of title of any nature whatsoever which ASSIGNOR and its successors possess, however,ASSIGNOR warrants title as against all of its acts and no other acts. ASSIGNOR hereby assigns and ASSIGNEE hereby assumes all of ASSIGNOR'S rights, interests and obligations under the Easement and ASSIGNOR retains no rights,interests or obligations under the Easement. The Easement shall at all times be maintained and repaired at the sole cost and expense of the ASSIGNEE,its contractors, agents, successors or assigns. To the extent authorized by law,ASSIGNOR covenants and agrees to indemnify,defend,and hold harmless ASSIGNEE from and against any actions,suits,proceedings,or claims,and all costs and expenses(including without limitation, reasonable attorney's fees and costs) incurred in connections therewith, based upon or arising out of any breach or alleged breach of the Easement or arising in connection with the Easement occurring or alleged to have occurred before the date of the assignment. ASSIGNEE covenants and agrees to indemnify,defend,and hold harmless ASSIGNOR from and against any actions, suits, proceedings, or claims, and all costs and expenses (including without limitation, reasonable attorney's fees and costs)incurred in connections therewith,based upon or arising out of any breach or alleged breach of the Easement or arising in connection with the Easement occurring or alleged to have occurred from and after the date of this assignment. This easement shall run with the land and shall inure to the benefit and be binding upon the ASSIGNEE and its respective successors and assigns. Page 2 of 4 • Project No.TT1 95 -Northern Parkway (Sarival Ave. to Dysart Rd.) Assignment of Aerial Easement to the City of Glendale GRANTEE ACCEPTANCE AND APPROVAL: City of Glendale, .< mita municipal corporation i1/ llr ACCEPTED. 1'A . /6 , Richard A. Bowers Date Acti City Manager, City of Glendale ATTEST City Clerk (SEAL) APPROVED AS TO FORM: City Atto I/I /// I// III Page 3 of 4 Project No.TT195 -Northern Parkway (Sarival Ave. to Dysart Rd.) Assignment of Aerial Easement to the City of Glendale RECOMMENDED FOR APPROVAL: Ak 94/ , 411illifigh&g4A411 11, whael D. Wilson, SR/WA Je fer Ti h, P.E. Manager, Public Works Real Estate Division Dir-cto aricopa County Department of Transportation ACCEPTED AND APPROVED MARICOPA COUNTY BOARD OF SUPERVISORS di 4 By Chairm-dn of the Board Before me, ,1T; C;a ,Notary Puklic in and for said County, State of Arizona, on this day acknowledges C ktAri--1 known to me to be the person whose name is subscribed to the foregoing instrument as the Chaimian of the Board of the Political Subdivision described in the foregoing instrument. Pt) Given under my hand and seal of the office this cpc),. day of 1---)--Fin I , 20 15 ZA My Commission JUANITA GAR 16° k • WiR4COPA COUNTY ot. Public (sig ure) *Commission Expires "orb 22.ma Approved as to form and within the powers and authority of the Board upery,rs Approved as to form 14, #4-ty Maricopa County Attorney H I I I I Page 4 of 5 Maricopa County NORTHERN PARKWAY Sarival Avenue to Dysart Road Section 33—T.3 N., R. 1 W. CONVEYANCE TO CITY OF GLENDALE 022276 Aerial Easement Agreement Section 33,Township 3N,Range 1W `t ,t i C t. t t AERIAL EASEMENT AGREEMENT FOR NORTHERN PARKWAY OVERPASS 0 q HQ. 0tp 5,00 (Overpass Agreement) THIS AERIAL EASEMENT AGREEMENT FOR THE CONSTRUCTION OF THE NORTHERN PARKWAY OVERPASS ("Easement Agreement") is made and entered into as of the day of 2012 ("Effective Date"), by and between BNSF RAILWAY COMPANY, a Delaware corporati n ("Grantor"), and MARICOPA COUNTY, a political subdivision of the State of Arizona ("Grantee"). A. • Grantor owns or controls certain real property situated at or near the vicinity of El Mirage, County of Maricopa, State of Arizona, at Mile Post 6.97, Project #TT195, as described ordepicted on Exhibit"A4"attached hereto and made a part hereof(the"Premises"). B. Grantor and Grantee have entered into that certain Overpass Agreement dated as of October 28,2011 concerning improvements on or near the Premises (the"Overpass Agreement'). C. Grantee has requested that Grantor grant to Grantee an easement over the Premises for the Easement Purpose(as defined below). D. Grantor has agreed to grant Grantee such easement,subject to the terms and conditions set forth in this Easement Agreement. NOW, THEREFORE, for and in consideration of the foregoing recitals which are incorporated herein,the mutual promises contained herein,and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: Section 1 Grantinci of Easement. 1.1 Easement Purpose. The"Easement Purpose"shall be for the purposes set forth in the Overpass'Agreement. My improvements to be constructed in connection with the Easement Purpose are referred to herein as "Improvements" and shall be constructed, located,configured and maintained by Grantee in strict accordance with the terms of this Easement Agreement and the Overpass Agreement, 1.2 Grant. Grantor does hereby grant unto Grantee a non-exclusive aerial easement ("Easement") over the Premises for the Easement Purpose and for no other purpose. The Easement is granted subject to any and all restrictions, covenants, easements, licenses, permits, leases and other encumbrances of whatsoever nature whether or not of record, if any, relating to the Premises and subject to all applicable federal, state and local laws, regulations, ordinances, restrictions, covenants and court or administrative decisions and orders, including Environmental Laws (defined below) and zoning laws. (collectively, "Laws"), Grantor may not make any alterations or improvements or perform any maintenance or repair activities within the Premises except in accordance with the terms and conditions of the Overpass Agreement, 1.3 Reservations by Grantor. Grantor excepts and reserves the right, to be exercised by Grantor and any other parties who may obtain written permission or authority from Grantor: E 1 f rr h . 1 (a) to install, construct, maintain, renew, repair, replace, use, operate, change, modify and relocate any existing pipe, power, communication, cable, or utility lines and appurtenances and other facilities or structures of like character (collectively, "Lines") upon, over,under or across the Premises; (b) to Install, construct, maintain, renew, repair, replace, use, operate, change, modify and relocate any tracks or additional facilities or structures upon, over, under or across the Premises;and (c) to use the Premises in any manner as the Grantor in Its sole discretion deems appropriate, provided Grantor uses all commercially reasonable efforts to avoid material interference with the use of the Premises by Grantee for the Easement Purpose. Section 2 Term of Easement. The term of the Easement, unless sooner terminated under provisions of this Easement Agreement, shall be perpetual. The term of the Temporary Easement, unless sooner terminated under provisions of this Easement Agreement, shall expire on the date that is eighteen(18)months after the Effective Date. Section 3 No Warranty of Any Conditions of the Premises. Grantee acknowledges that Grantor has made no representation whatsoever to Grantee concerning the state or condition of the Premises, or any personal property located thereon, or the nature or extent of Grantor's ownership interest in the Premises. Grantee has not relied on any statement or declaration of Grantor, oral or in writing, as an inducement to entering into this Easement Agreement, other than as set forth herein. GRANTOR HEREBY DISCLAIMS ANY REPRESENTATION OR WARRANTY,WHETHER EXPRESS OR IMPLIED, AS TO THE DESIGN OR CONDITION OF ANY PROPERTY PRESENT ON OR CONSTITUTING THE PREMISES, ITS MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, THE QUALITY OF THE MATERIAL OR WORKMANSHIP OF ANY SUCH PROPERTY, OR THE CONFORMITY OF ANY SUCH PROPERTY TO ITS INTENDED USES. GRANTOR SHALL NOT BE RESPONSIBLE TO GRANTEE OR ANY OF GRANTEES CONTRACTORS FOR ANY DAMAGES RELATING TO THE DESIGN, CONDITION, QUALITY, SAFETY, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY PROPERTY PRESENT ON OR CONSTITUTING THE PREMISES, OR THE CONFORMITY OF ANY SUCH PROPERTY TO ITS INTENDED USES, GRANTEE ACCEPTS ALL RIGHTS GRANTED UNDER THIS EASEMENT AGREEMENT IN THE PREMISES IN AN"AS IS,WHERE IS"AND"WITH ALL FAULTS"CONDITION,AND SUBJECT TO ALL LIMITATIONS ON GRANTOR'S RIGHTS, INTERESTS AND TITLE TO THE PREMISES. Grantee has inspected or will inspect the Premises, and enters upon Grantor's rail corridor and property with knowledge of its physical condition and the danger inherent in Grantor's rail operations on or near the Premises. Grantee acknowledges that this Easement Agreement does. not contain any Implied warranties that Grantee or Grantee's Contractors (as hereinafter defined) can successfully construct or operate the Improvements. Section 4 Nature of Grantor's interest In the Premises. GRANTOR DOES NOT WARRANT ITS TITLE TO THE PREMISES NOR UNDERTAKE TO DEFEND GRANTEE IN THE PEACEABLE POSSESSION OR USE THEREOF. NO COVENANT OF QUIET ENJOYMENT 1S MADE. In case of the eviction of Grantee by anyone owning or claiming title to or any Interest in the Premises, or by the abandonment by Grantor of the affected rail corridor, Grantor shall not be liable to refund Grantee any compensation paid hereunder. Section 5 Improvements. Grantee shall take, in a timely manner, ail actions necessary and proper to the lawful establishment, construction, operation, and maintenance of the Improvements, including such`actions as may be necessary to obtain any required permits, approvals or authorizations from applicable governmental authorities.Any and all cuts and fills,excavations or embankments necessary in the construction, maintenance, or future alteration of the Improvements shall be made and maintained in such manner, form and extent as will provide adequate drainage of and from the adjoining lands and premises of the Grantor;and wherever any such fill or embankment shall or may obstruct the natural and pre-existing drainage from such lands and premises of the Grantor, the Grantee shall construct and 2 maintain such culverts or drains as may be requisite to preserve such natural and pre-existing drainage, and shall also wherever necessary,construct extensions of existing drains, culverts or ditches through or along the premises of the Grantor, such extensions to be of adequate sectional dimensions to preserve the present flowage of drainage or other waters, and of materials and workmanship equally as good as those now existing. In the event any construction, repair, maintenance,work or other use of the Premises by Grantee will affect any Lines, fences, buildings, improvements or other facilities (collectively, "Other Improvements"), Grantee will be responsible at Grantee's sole risk to locate and make any adjustments necessary to such Other improvements. Grantee must contact the owner(s)of the Other Improvements notifying them of any work that may damage these Other improvements and/or interfere with their service and obtain the owner's written approval prior to so affecting the Other Improvements. Grantee must mark all Other improvements on the Plans and Specifications and mark such Other improvements in the field in order to verify their locations. Grantee must also use all reasonable methods when working on or near Grantor property to determine if any Other improvements (fiber optic, cable, communication or otherwise) may exist. The Grantee agrees to keep the above-described premises free and clear from combustible materials and to cut and remove or cause to be cut and removed at its sole expense all weeds and vegetation on said premises, said work of cutting and removal to be done at such times and with such frequency as to comply with Grantee and local laws and regulations and abate any and all hazard of fire. Section 6. Taxes and Recording Fees. Grantee shall pay when due any taxes, assessments or other charges(collectively, "Taxes") levied or assessed upon the Improvements by any governmental or quasi-governmental body or any Taxes levied or assessed against Grantor or the Premises that are attributable to the Improvements. Grantee agrees to purchase, affix and cancel any and all documentary stamps in the amount prescribed by statute, and to pay any and all required transfer taxes, excise taxes and any and all fees incidental to recordation of the Memorandum of Easement. in the event of Grantee's failure to do so, if Grantor shall become obligated to do so,Grantee shall be liable for all costs, expenses and judgments to or against Grantor, including all of Grantor's legal fees and expenses. Section 7 Environmental. 7.1 Compliance with Environmental Laws. Grantee shall strictly comply with all federal, state and local environmental Laws in its use of the Premises, including, but not limited to,the Resource Conservation and Recovery Act, as amended (RCRA), the Clean Water Act, the Oil Pollution Act, the Hazardous Materials Transportation Act, the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA) and the Toxic Substances Control Act (collectively referred to as the "Environmental Laws"). Grantee shall not maintain a "treatment," "storage," "transfer" or "disposal" facility, or "underground storage tank," as those terms are defined by Environmental Laws, on the Premises. Grantee shall not handle, transport, release or suffer the release of "hazardous waste" or "hazardous substances",as"hazardous waste" and "hazardous substances"may now or in the future be defined by any Environmental Laws. 7.2 Notice of Release. Upon Grantee learning of a-release of hazardous substances on or from the Premises, Grantee shall give Grantor immediate notice to Grantor's Resource Operations Center at {800) 832-5452 of any release of hazardous substances on or from the Premises, violation of. Environmental Laws, or inspection or Inquiry by governmental authorities charged with enforcing Environmental Laws with respect to Grantee's use of the Premises. Grantee shall use its best efforts to promptly respond to any release on or from the Premises,Grantee also shall give Grantor immediate notice of all measures undertaken on behalf of Grantee to investigate,remedlate, respond to or otherwise cure such release or violation. 7,3 Remediation of Release. in the event that Grantor has notice from Grantee or otherwise of a release or violation of Environmental Laws which occurred or may occur during the term of this Easement Agreement, Grantor may require Grantee, at Grantee's sole risk and expense, to take timely measures to investigate, remediate, respond to or otherwise cure such release or violation affecting the Premises. If during the construction or subsequent maintenance of the Improvements, soils or other materials considered to be environmentally contaminated are exposed, Grantee will remove and safely dispose of said contaminated soils. Determination of soils contamination and applicable disposal 3 • procedures thereof, will be made only by an agency having the capacity and authority to make such a determination. 7.4 Preventative Measures.Grantee shall promptly report to Grantor in writing any conditions or activities upon the Premises known to Grantee which create a risk of harm to persons, property or the environment and shall take whatever action is necessary to prevent injury to persons or property arising out of such conditions or activities;provided,however,that Grantee's reporting to Grantor shall not relieve Grantee of any obligation whatsoever imposed on it by this Easement Agreement Grantee shall promptly respond to Grantor's request for information regarding said conditions or activities. 7.5 Evidence of Compliance. Grantee agrees periodically to furnish Grantor with proof satisfactory to Grantor that Grantee Is in compliance with this Section 7. Should Grantee not comply fully with the above-stated obligations of this Section 7, notwithstanding anything contained In any other provision hereof,Grantor may, at its option,terminate this Easement Agreement by serving five (5)days' notice of termination upon Grantee. Upon termination, Grantee shall remove the Improvements and restore the Premises as provided in Section 9. Section 8 Default and Termination. 8.1 Grantor's Performance Rights. If at any time Grantee, or Grantee's Contractors, fails to properly perform its obligations under this Easement Agreement, Grantor, in its sole discretion, may: (i) seek specific performance of the unperformed obligations, or(i1) at Grantee's sole cost,may arrange for the performance of such work as Grantor deems reasonably necessary for the safety of its rail operations, activities and property, or to avoid or remove any interference with the activities or property of Grantor, or anyone or anything present on the rail corridor or property with the authority or permission of Grantor. Grantee shall promptly reimburse Grantor for all reasonable costs of work performed on Grantee's behalf upon receipt of en invoice for such costs, Grantor's failure to perform any obligations of Grantee or Grantee's Contractors shall not alter the liability allocation set forth in this Easement Agreement, 8.2 Abandonment. Grantor may, at its option, terminate this Easement Agreement by serving five (5) days' notice in writing upon Grantee if Grantee should abandon or cease to use the Premises for the Easement Purpose. Any waiver by Grantor of any default or defaults shall not constitute a waiver of the right to terminate this Easement Agreement for any subsequent default or defaults, nor shall any such waiver in any way affect Grantor's ability to enforce any section of this Easement Agreement 8.3 Effect of Termination or Expiration, Neither termination nor expiration will release Grantee from any liability or obligation under this Easement,whether of indemnity or otherwise, resulting from any acts, omissions or events happening prior to the date of termination or expiration, or, If later, the date the Premises are restored as required by Section 9. 8.4 Non-exclusive Remedies, The remedies set forth in this Section 8 shall be in addition to, and not in limitation of, any other remedies that Grantor may have under the OVERPASS Agreement, at law or in equity. Section.9 Surrender of Premises. 9.1 Removal of Improvements and Restoration. Upon termination of this Easement Agreement,whether by abandonment of the Easement or by the exercise of Grantor's termination rights hereunder, Grantee shall, at its sole cost and expense,immediately perform the following: (a) remove all or -such portion of Grantee's Improvements and all appurtenances thereto from the Premises,as Grantor directs at Grantor's sole discretion; 4 (b) repair and restore any damage to the Premises arising from,growing out of,or connected with Grantee's use of the Premises; (c) remedy any unsafe conditions on the Premises created or aggravated by Grantee;and (d) leave the Premises in the condition which existed as of the Effective Date. 9.2 Limited License for Entry. If this Easement Agreement is terminated, Grantor may direct Grantee to undertake one or more of the actions set forth above, at Grantee's sole cost, in which case Grantee shall have a limited license to enter upon the Premises to the extent necessary to undertake the actions directed by Grantor. The terms of this limited license include all of Grantee's obligations under this Easement Agreement.Termination will not release Grantee from any liability or obligation under this Easement Agreement, whether of Indemnity or otherwise, resulting from any acts, omissions or events happening prior to the date of termination, or, if later, the date when Grantee's improvements are removed and the Premises are restored to the condition that existed as of the Effective Date. If Grantee fails to surrender the Premises to Grantor upon any termination of the Easement, all liabilities and obligations of Grantee hereunder shall continue In effect until the Premises are surrendered. Section'10 Liens. Grantee shall promptly pay and discharge any and all liens arising out of any construction,alterations or repairs done, suffered or permitted to be done by Grantee on the Premises or attributable to Taxes that are the responsibility of Grantee pursuant to Section 6. Grantor is hereby authorized to post any notices or take any other action upon or with respect to the Premises that is or may be permitted by Law to prevent the attachment of any such liens to any portion of the Premises; provided, however, that failure of Grantor to take any such action shall not relieve Grantee of any obligation or liability under this Section 10 or any other section of this Easement Agreement. Section 11 Tax Exchange. Grantor reserves the right to assign this Easement Agreement to Apex Property&Track Exchange, Inc.("Apex"). Apex Is a qualified intermediary within the meaning of Section 1031 of the Internal Revenue Code of 1986, as amended, and Treas. Reg. § 1.1031(k)-1(g), for the purpose of completing a tax-deferred exchange under said Section 1031. Grantor shall bear all expenses associated With the use of Apex, or necessary to qualify this transaction as a tax-deferred exchange,and, except as otherwise provided herein, shall protect, reimburse,indemnify and hold harmless Grantee from and against any and all reasonable and necessary additional costs, expenses, including, attorneys fees, and liabilities which Grantee may incur es a result of Grantor's use of Apex or the qualification of this transaction as a tax-deferred transaction pursuant to Section 1031. Grantee shall cooperate with Grantor with respect to this tax-deferred exchange,and upon Grantor's request, shall execute such documents as may be required to effect this tax-deferred exchange. Section 12 Notices. Any notice required or permitted to be given hereunder by one party to the other shall be delivered in the manner set forth in the OVERPASS Agreement. Notices to Grantor under this Easement shall be delivered to the following address: BNSF Railway Company, Real Estate Department,2500 Lou Menk Drive,Ft.Worth,TX 76131,Attn:Permits, or such other address as Grantor may from time to time direct by notice to Grantee. Section 13 Recordation. it is understood and agreed that this Easement Agreement shall not be in recordable form and shall not be placed on public record and any such recording shall be a breach of this Easement Agreement. Grantor and Grantee shall execute a Memorandum of Easement in the form attached hereto as Exhibit"B-1"(the"Memorandum of Easement")subject to changes required, if any, to conform such form to local recording requirements. The Memorandum of Easement shall be recorded in the real estate records in the county where the Premises are located. If a Memorandum of Easement Is not executed by the parties and recorded as described above within 120 days of the Effective Date, Grantor shall have the right to terminate this Easement Agreement upon notice to Grantee. Ii 5 4 Section 14 Miscellaneous. 14.1 All questions concerning the interpretation or application of provisions of this Easement Agreement shall be decided according to the substantive Laws of the State of Arizona Without regard to conflicts of law provisions. 14.2 in the event that Grantee consists of two or more parties, all the covenants and agreements of Grantee herein contained shall be the joint and several covenants and agreements of such parties.This instrument and all of the terms, covenants and provisions hereof shall inure to the benefit of and be binding upon each of the parties hereto and their respective legal representatives,successors and assigns and shall run with and be binding upon the Premises. 14.3 If any action at law or in equity Is necessary to enforce or interpret the terms of this Easement Agreement, the prevailing party or parties shall be entitled to reasonable attorneys'fees, costs and necessary disbursements in addition to any other relief to which such party or parties may be entitled, 14.4 if any provision of this Easement Agreement is held to be illegal, invalid or unenforceable under present or future Laws,such provision will be fully severable and this Easement Agreement will be construed and enforced as if such illegal, invalid or unenforceable provision is not a part hereof, and the remaining provisions hereof will remain in full force and effect. In lieu of any illegal, invalid or unenforceable provision herein,there will be added automatically as a part of this Easement Agreement a provision as similar in its terms to such illegal,invalid or unenforceable provision as may be possible and be legal, valid and enforceable. 14,5 This Easement Agreement is the full and complete agreement between Grantor and Grantee with respect to all matters relating to Grantee's use of the Premises, and supersedes any and all other agreements between the parties hereto relating to Grantee's use of the Premises as described herein. However, nothing herein is intended to terminate any surviving obligation of Grantee or Grantee's obligation to defend and hold Grantor harmless in any prior written agreement between the parties. 14.6 Time is of the essence for the performance of this Easement Agreement, - 14,7 The terms of the OVERPASS Agreement are incorporated herein as if fully set forth in this instrument which terms shall be in full force and effect for purposes of this Easement even if the OVERPASS Agreement is,for whatever reason,no longer In effect. 14.8 The covenants and provisions of this Agreement are binding upon and inure to the benefit of the successors and assigns of the parties hereto, notwithstanding the preceding sentence, neither party hereto may assign any of its rights or obligations hereunder without the prior written consent of the other party. 14.9 1) Termination due to Conflict of Interest. The Parties acknowledge that this Agreement is subject to cancellation pursuant to the provisions of A.R.S.§38-511. 2) Suspension and Debarment and Executive Orders 12549 and 12689, (a) The March 2004 OMl3 Circular A-133 Compliance Supplement pertaining to the U.S.C. Code has been changed. Before November 26, 2003, contractors receiving individual awards far one hundred thousand dollars($100,000)or more and all sub-recipients have to certify that the organization and Its principals were not suspended or debarred, As of November 26,2003,when the County enters 6 into a covered transaction with an entity (contracts for goods and services expected to equal or exceed twenty five thousand dollars ($25,000) and sub- awards to sub-recipients), the Federal Entities are prohibited from contracting with or making sub-awards under covered transactions to Parties that are suspended or debarred or whose principals are suspended or debarred. (b) Effective November 26, 2003, when a Non-Federal Entity(the County) enters Into a covered transaction with an Entity at a lower tier, the Non-Federal Entity (the County) must receive verification that the Entity is not suspended or debarred or otherwise excluded. As such, each prospective concessionaire must submit a certification (e.g. certified letter) within sixty (60) days of award that it Is not currently under such suspension or debarment. Requirements for suspension and debarment are contained in the Federal codification of the government-wide non-procurement debarment and suspension common rule, which implements Executive Orders 12549 and 12689, Debarment and Suspension. 3) Business in Sudan or Iran. Charities certifies that under A.R.S. §35-391.06 AND 35-393.06, they do not have scrutinized business operations in either Sudan or Iran. 1 4) Verification of Employment Eligibility. Charities certifies that it will comply in full with A.R.S,§23- 214,to Include verifying the employment eligibility of all employees in Arizona through the e-verify program and keeping record of the verification for the duration of the employees employment or at least three years whichever is longer. [Signature page follows] II 7 Witness the execution of this Easement Agreement as of the date first set forth above. GRANTOR: BNSF RAIL a COMPANY'a D- .w" corporation By: fl < Nam-. Da id P. Schnei I er Title: General Director-Land Revenue Management GRANTEE: MARICOPA COUNTY, a political subdivision of the State of Arizona Name: min. )„SOV Title: CHAIRMAN BOARD OF SUPERVISORS ,L,tI , to Form cope ounty © 8 j' . . ` | EXHIBIT"A-1" ~ ! 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'Alt- p• ur 2. y1 vk CA o o , 1 x t.}.�s't a. ti a �rte+.""', �i Ta Vaut,exott 93}e R" N N W .,,P74.4.68.56 , -mow I fib/Jnr emttsfaHeci w 1zbr4f ^ V"..^�'{, .t .e5s4 E:4. 1' EXHIBIT"B-1" 9 11 1 ,1 1 i �i S i • Memorandum of Aerial Easement THIS MEMORANDUM OF AERIAL EASEMENT is hereby executed this 22nd day of February, 2012, by and between BNSF RAILWAY COMPANY, a Delaware corporation ("Grantor"),whose address for purposes of this instrument is 2500 Lou Menk Drive, Fort Worth, Texas 76131, and MARICOPA COUNTY, a political subdivision of the State of Arizona (Grantee"), whose address for purposes of this instrument is 2901 West Durango Street, Phoenix, Arizona 85009 which terms "Grantor" and "Grantee" shall include, wherever the context permits or requires, singular or plural, and the heirs, legal representatives,successors and assigns of the respective parties: WITNESSETH: WHEREAS, Grantor owns or controls certain real property situated in Maricopa County, Arizona as described on Exhibit"A-1"attached hereto and Incorporated herein by reference (the"Premises'); WHEREAS, Grantor and Grantee entered Into an Aerial Easement Agreement, dated February 22, 2012 (the "Easement Agreement")which set forth, among other things, the terms of an easement granted by Grantor to Grantee over and across the Premises(the"Easement');and WHEREAS, Grantor and Grantee desire to memorialize the terms and conditions of the Easement Agreement of record. For valuable consideration the receipt and sufficiency of which are hereby acknowledged, Grantor does grant unto Grantee and Grantee does hereby accept from Grantor the Aerial Easement over and across the Premises. • The term of the Easement, unless sooner terminated under provisions of the Easement Agreement, shall be perpetual. Provisions regulating the use and purposes to which the Easement shall be limited, are set forth in detail In the Easement.Agreement and Grantor and Grantee agree to abide by the terms of the Easement Agreement, All the terms, conditions, provisions and covenants of the Easement Agreement are incorporated herein by this reference for all purposes as though written out at length herein, and both the Easement Agreement and this Memorandum of Easement shall be deemed to constitute a single Instrument or document. This Memorandum of Easement is not Intended to amend, modify, supplement, or supersede any of the provisions of the Easement Agreement and, to the extent there may be any conflict or inconsistency between the Easement Agreement or this Memorandum of Easement, the Easement Agreement shall control. [Signature page follows] ... ...... ... .. . . Exhibit"8-1" IN WITNESS WHEREOF, Grantor and Grantee have executed this Memorandum of Easement to as of the date and year first above written. GRANTOR: BNSF RAILWAY COMPANY,a Delaware corporation f By: N. e:D. vi• P.Schneer Title: General Director-Land Revenue Management STATE OF TEXAS § § COUNTY OF TARRANT § This instrunt was acknowledged before me on tee s. mday of C i ti: , 2012, by t3 ��inxides' (name) as r= sir - _. , 0.1511ri:.. . .. . tile) of BNSF RAILWAY COMPANY,a Delaware corporation. / / R, r -. .t, ., A, .. Ni ta Public "Y"9�� RHONDA BURTON rAi My commission Expires ' My ap••intment expires: 9/4///ca20./.2.-1 September 21,2012 444, (Seal) GRANTEE: MARICOPA COUNTY, a political subdivision of the State of Arizona • ved as to."11111111 tta 1• 'capa County By: y Name: MAKW WfLSOrI Title: Chairman Board of Supervisors o9.30/ STATE OF MARICOPA§ COUNTY OF ARIZONA§ This instrument was acknowledged before me on the c1" day of �.,,,� ,2012, by e 4e,/, '- . (name)as e ��,, d (title)of - r' ,- oFncrAt sem, Notary Publio CANDACE W,STEILL i MAGCONTY•Slate of sorta •`}'`• MY Comm NikeiMareio4,2ora My appointment expires: i (Seal) • 1 EXHIBIT"A" Premises • Parcel No. 501.„42--033 Project No. TT195 NORTHERN PARKWAY SARIVAL ROAD TO DYSART ROAD Item No. D22276 DESCRIPTION OF RIGHT-OF-WAY A parcel of land situated in a portion of the Northwest Quarter of the Southeast Quarter of Section 33,Township 3 North, Range 1 West of the Gila and Salt River Base and Meridian, Maricopa County, Arizona, more particularly described as follows: COMMENCING at the East Corner of said Section 33 monumented by a Maricopa County Aluminum Cap Flush bearing South 00 degrees 08 minutes 56 seconds West, a distance of 2627.74 feet from the Northeast Corner of said Section 33, monumented by a Brass Cap in Handhole; THENCE North 89 degrees 16 minutes 24 seconds West, along the East-West Mid- Section line of said Section 33, a distance of 2626.97 feet to a point on the North- South Mfid-Section line of said Section 33; THENCE departing said East-West Mid-Section line, South 00 degrees 10 minutes 49 seconds West, along said North-South Mid-Section line, a distance of 22.01 feet to the POINT OF BEGINNING; THENCE South 89 degrees 42 minutes 49 seconds East, a distance of 50.00 feet; THENCE South 00 degrees 10 minutes 49 seconds West, a distance of 414.61 feet; THENCE North 89 degrees 15 minutes 51 seconds West, a distance of 50,00 feet to a point on said North-South Mid-Section line; THENCE North 00 degrees 10 minutes 49 seconds East, along said Mid-Section line, a distance of 414.22 feet to the POINT OF BEGINNING; The above described parcel contains 20,721 square feet or 0A757 Acrds more or less. e42V4Vr'44 Page 1 of 3 °.11034 i �^ RANDALLJ OiLYaU MARICOPA COUNTY DEPARTMENT OF TRANSPORTATION % +4'3., Prelim; Clik: Appr: qp� Rev: kA 0NA 3:1'.� Maricopa County Public Works Raal Fstake Division es Q 1 GRANTOR DATE EXHIBIT"A” • 1 • • The attached EXHIBIT"B" is to be included and made part of this description, NOTE: There shall be no right or easement of access to the limited access highway to be constructed over and upon the right of way described above, • • • • • Page 2 of 3r a;Yr�. 1F1Ci4T� 4+4�0 iJ 834 RAIDI ALL J. MARICOPA COUNTY DEPARTMENT OP TRANSPORTATION S3ILYPU oto �`•2 ` oo• Prelim: Chk: Appy: -1::',:N/170 ,� �t9 e �'' P. Revs N Marlcopa County Public Works Real Estate Divisionx�Yr'a&631rb t GRANTOR DATE EXHI3Zr A" , . LINE DATA TABLE '13 N , NO. BEARING- DISTANCE . . i LI SOO°10'49"W 220V glik L2 889942149'E 6'0,00' Q L3 SW10491/11 414.81' t NW rn ' 0 0 .1ZCC L4 N89°15'51141 6100' Ili 1 NN 1.5 NO0910'49E 41412' cc, rd ; rf: co 601-42-025Y0 ii,„ E OLIVE AVENUE.. HOMEOWNERS/ET AL 501-42-025V HENRY I,THOMPSON/ ROBBIE A. THOMPSON POINT OF BEGINNING POINT OF COMMENCEMENT L1 if N89°1624"W 2826,97r EAST-WEST • 0 \rj L2 ti e \MID- ECTION LINE III 0 . Jr < (0 1 r--1 sty 4 41'11 • ,z ou.4 ., 501-42-045A R1V1 el>4-- 61 NASER NEKHO/AFAF al La 0? 1.0< U-p sx rn Li. -4 0 u) PROPOSED RIGHT-OF-WAY LINE u -5 fX Ell 0 06 2 a ,_. . fr. 0 NW4SE : 8 2 4 0 , 0 NORTH-SOUTH & N -:t MID-SECTION LINE c r-J /. 501-42-025K , E I N.. 0 kr? , PHILLIP & LAURIE°VERSON 13 Iv 1 Aga , g, IMF d : ki g e• L4 ' ry 4 If 501-42-977A 1 7 SHERRY DETZLER NOT TO SCALE NORTHERN AVENUE . THIS IS NOT A PROPERTY BOUNDARY SURVEY. 1 EXHIBIT Dibble ,,,,. ,,,, -/lAtOk v7 v 1.1.Y 0 Areso,0.9s PARCEL NO.501-42-033 Engineering' /4'4(''45834) SARIVAL ROAD TO DYSART ROAD es on L NORTHERN PARKWAY 0. g; MO N.Dronty PUN Drill°,6 ulta a 0 Moo*,Az Tel,(602)957-11a 5 RANDALL. J. BIYal (3 i % .1,3 ITEM NO. 022276 DATE;APR 2010 Project Number ! Dibble Engineering 4,cyz t.. oNA 0. DRN: GM TT195 o Project No.100918 4PpEs-- t3V0 CHK: R.II3 PAGE 3 CFS IS , ;