Main_Street_Mixed-Use_RFP_Final.pdf

Town of Payson, Arizona

MAIN STREET

MIXED-USE DEVELOPMENT

REQUEST FOR PROPOSAL

RFP-2026-004

March 31, 2026

Request for Proposal 2026-004

Main Street Mixed-Use Development Project

SOLICITATION INFORMATION AND SELECTION SCHEDULE

Solicitation Number: RFP 2026-004

Solicitation Title: Main Street Mixed-Use Development Project

Release Date: April 4, 2026

Advertising Dates: April 7, 2026, and April 14, 2026

Pre-Submittal Conference: April 27, 2026

Final Date for Inquiries: April 29, 2026

Proposal Due Date and Time May 14, 2026, 1:00 pm AZ

Target Town Council Award Date: June 10, 2026

Anticipated Agreement Start Date: July 1, 2026

Procurement Officer: Kyle Christiansen Director of Capital Improvements Christina Estes-Werther, Partner, Pierce Colman

*The Town of Payson reserves the right to amend the solicitation schedule as necessary.

Main Street Mixed-Use Development Project

The Town of Payson is in northern Gila County at the base of the Mogollon Rim, serving as a gateway between Arizona’s high country and the metropolitan areas of central Arizona. Established in the late 1800s as a ranching and timber community, Payson has grown into a regional service, recreation, and tourism hub while maintaining its small-town character. With a permanent population of approximately 16,000 and a much larger seasonal population, Payson serves residents, visitors, and surrounding rural communities.

The Town of Payson is seeking proposals from experienced development teams to transform several Town-owned parcels along Main Street, backing American Gulch and along Wilson Court, into a signature mixed-use development that will become the future of downtown Payson. The 1.52-acre Main Street parcel will be the anchor of the downtown corridor.

As the cornerstone project of the Town’s Main Street redevelopment initiative, this development is envisioned as a catalyst for reinvestment—creating a vibrant, pedestrian-oriented environment that integrates commercial activity, public spaces, and community gathering areas. The project should reinforce Main Street as the heart of Payson while enhancing connectivity to surrounding natural and civic assets.

The Town is seeking a collaborative development partner with expertise in mixed-use projects, urban design, public space enhancement and high-quality public realm integration. The successful proposal will demonstrate a thoughtful balance between market feasibility, architectural excellence, economic vitality, resulting in a destination that reflects Payson’s as premier destination in Arizona.

Details of the request and instructions for submitting proposals are available on the Town’s website at www.paysonaz.gov/departments/internal-services/finance/procurement or at the Office of the Town Clerk, 303 N Beeline Highway, Payson, AZ, Monday - Thursday between the hours of 7:00 A.M- 5:30 P.M.

Prospective proposers can create a free OpenGov account by signing up at:

https://procurement.opengov.com/signup.

http://www.paysonaz.gov/departments/internal-services/finance/procurement http://www.paysonaz.gov/departments/internal-services/finance/procurement https://procurement.opengov.com/signup

To receive project updates, prospective proposers should follow this project on OpenGov.com The solicitation document, including responses to questions and any addenda, will be available on Payson’s eProcurement portal.

The Town of Payson reserves the right to accept or reject any and all proposals, waive any informality in the proposals received, and award the proposal deemed most favorable to the interest of the City.

Deadline for Proposals:

All proposals must be received by 1:00 pm May 14, 2026. NO PROPOSALS WILL BE ACCEPTED AFTER 1:00 pm. Electronic submissions are the only acceptable format.

For electronic proposals, the Town has partnered with OpenGov/Town of Payson eProcurement Portal. To streamline its bid solicitation process, transitioning from a paper-based system to a fully automated, web-based electronic bidding and vendor management platform.

Developers interested in participating can create a free account with OpenGov by signing up at:

To stay informed on project updates, including responses to questions and addenda, interested Contractors are encouraged to follow this project on OpenGov.

All proposals will remain confidential until reviewed and evaluated by the Town and a short list of finalists is determined. If the Town determines that it will seek “best and final” offers from the short list of proposals, original proposals will remain confidential until the time for which best and final offers are to be received has passed.

Main Street Mixed-Use Development Project

PART 1. RFP PROCESS; AWARD OF AGREEMENT

1. Introduction; Purpose; Scope of Services

The Town of Payson is soliciting Request for Proposals (the “RFP”) from qualified developers (“Developer”) with experience in commercial and mixed-use development for a signature mixed-use development on a 1.52-acre parcel on Main Street owned by the Town of Payson, backing to American Gulch (the “Property”). The town is seeking to develop the additional Property located northeast of McLane and Wilson Ct and west of Westerly as part of this RFP. The Town seeks a partner with experience in mixed-use development, urban design, and public space enhancement to deliver a project that combines economic vitality with community benefits. This project will be a premier destination in Payson and a cornerstone of the Town’s Main Street redevelopment initiative (the “Project”).

The Property is owned by the Town. The Town expects to enter into negotiations with one or more qualified Developers and anticipates entering into a development and disposition agreement with the selected Developer within the next twelve (12) months.

The development is expected to break ground within 12 months of approval of the signing of the development and disposition agreement.

The development will be governed by the Town Code, regulations, standards, and appropriate design guidelines. The Town will retain development regulatory authority during the course of development of the Project. The Developer shall be responsible for the application, project design and execution to meet Town Code requirements for the development of the Project.

2. Project Objectives

The objectives of this project are to:

• Deliver a high-quality, architecturally distinctive mixed-use development that reinforces and elevates the character of Historic Main Street.

• Integrate complementary retail, dining, and residential uses that activate the street and promote a vibrant, pedestrian-oriented environment throughout the day and evening.

• Enhance public access, connectivity, and landscaping along American Gulch, creating an inviting public realm that supports recreation, gathering, and visual connection to the natural setting.

• Maximize long-term economic and social benefits for the community, including job creation, increased downtown foot traffic, expanded tax base, and support for local businesses.

• Promote sustainability, design excellence, and meaningful community engagement, incorporating best practices in environmental responsibility and context-sensitive design.

• Establish a landmark destination property with architectural character and civic presence that serves as the centerpiece of the Historic Main Street District and acts as a catalyst for the continued revitalization of Main Street.

3. Property Description

Feature Description

Location 417 W. Main Street, Payson, AZ 85541

Parcel # 304-16-108 & 107B

Size Approximately 1.52 acres

Zoning C-3

Context Main Street frontage with access to American Gulch

Google https://maps.app.goo.gl/WPygKS7vXRiVy2v56

The site offers opportunities for retail shops & offices, integrated outdoor dining, public access and enhanced pedestrian connectivity.

4. Proposed Use & Program

The Town envisions a mixed-use development that may include:

• First Floor: Retail and restaurant spaces with expanded outdoor covered and uncovered dining area facing the American Gulch.

https://maps.app.goo.gl/WPygKS7vXRiVy2v56

• Second Floor: Restaurant or bar with a covered balcony for year-round use.

• Third Floor: Residential apartments or condos (unit size and mix proposed by the developer) with private balconies.

• Public Improvements: Landscaping, creek, walking trail, wi-fi, seating and access enhancements along American Gulch.

Developers are encouraged to propose innovative ideas that support the Town’s vision for a vibrant historical Main Street corridor.

5. Design Constraints & Guidelines

Developers must address the following design requirements:

A. Building Height & Massing o Maximum of three stories.

o Architectural articulation encouraged to maintain human-scale streetscape.

B. Ground Floor Activation o Retail and restaurants must front Main Street.

o Outdoor dining or plaza areas should integrate with American Gulch while ensuring safety and accessibility.

C. Architectural Character o Design must be compatible with the historic and cultural character of Main Street.

o Emphasis on high-quality natural materials, transparency, and streetscape interaction.

D. American Gulch Interface o Provide safe and attractive access to the American Gulch.

o Landscaping, pathways, and seating should enhance public use while respecting private development.

E. Sustainability & Resilience o Incorporate green building practices, energy efficiency, and stormwater management.

6. Proposal Requirements

Proposals should include:

A. Developer Qualifications o Experience with mixed-use projects, references, and team composition.

B. Conceptual Site Plan & Renderings o Proposed uses, massing, circulation, and integration with American Gulch.

C. Financial Approach o Investment model, funding strategy, and economic feasibility.

o Proposed purchase price for the Town’s land

D. Public Improvements Plan o Proposed gulch access, landscaping, and public amenities.

E. Project Delivery Approach (Timeline & Phasing) o Estimated schedule from design through completion.

F. Community Engagement Plan o Strategy for incorporating public input and Town collaboration.

7. Evaluation Criteria

Proposals will be evaluated on the criteria below. The Town has not assigned numerical weighting to the criteria as the Town will evaluate proposals based on the totality of the circumstances.

Criteria Description

Project Description/Design Quality

Creativity, compatibility with Main Street, and urban integration

Economic Feasibility Strength of financial model and investment commitment

Public Benefit Community amenities & enhancement of American Gulch

Criteria Description

Developer Qualifications/ Experience Proven track record in similar projects

Project Delivery Approach (Timeline and Phasing) Feasibility of schedule and phasing

Requirements Specific to Evaluation Criteria

A. Project Description/Design Quality

i. Executive Summary: Include a summary of the entire proposal describing the most important elements of the proposal.

ii. Land Use/Site Plan: Include a conceptual site plan and building elevations for the development of the Property, proposed uses, massing, circulation, and integration with American Gulch.

iii. Proposed Development Elements: Describe the proposed mixed uses planned for the project site. Describe the conceptual mix of uses onsite, including how retail shops & offices, integrated outdoor dining, public access and enhanced pedestrian connectivity will be balanced amongst themselves and complement one another. Provide breakdown by square footage and percentage of total buildable area. Briefly detail any discussion and coordination that has already occurred with potential occupants and users.

B. Economic Feasibility/Financial Approach

i. Preliminary Project Business Plan

a. Submit a business and financial plan for the Project.

b. Demonstrate the Developer’s business and financial resources to meet the development goals as stated in Section 1.

c. Demonstrate a balanced business plan that identifies potential project revenues and expenses.

d. If the project is to be developed in phases, describe the timing and triggers for each phase.

ii. Financial Capacity

a. Submit evidence establishing the Developer has the capacity to obtain all required financing for the development and operation of the Property, including a financial statement assuring the Town that the Developer has the capacity to complete the Project. Unless otherwise required by public records law, this information will be confidential and will not be made part of the public record. Financial information should include the three (3) most recent years of audited financial statements, two (2) credit references, the Developer’s ability to commit capital to the development of the Property and a statement of willingness to contribute unsecured capital to the Property.

b. Provide credit and business references.

iii. Business Revenue Risk

a. Describe the plan for long-term success.

b. Describe how the project is sustainable over the long term.

C. Public Benefit

i. Economic Impact to the Town: Describe the potential economic impact and benefits to the Payson community of the proposed project, including how the project will achieve the Town’s goals for development of the Property as described in Section 1.

ii. Local Impacts: Describe how the proposed uses fit within the immediate neighborhood location and how it will serve the neighborhood and local area. In particular, describe how the proposed development complements or leverages current or future development in the area.

iii. Community Engagement Plan:

iv. Public Improvements Plan/Infrastructure: Describe infrastructure included in the Project, including utilities, site access/egress, and any other supporting elements necessary to have the site function.

v. Circulation: Provide circulation plan(s) showing transit, vehicle, bicycle and pedestrian access and circulation within and around the project site.

D. Developer Qualifications/Experience

i. Identification of the Lead Entity, including:

a. Legal name and address of organization or individual submitting the proposal and developing the project.

b. Legal form of organization (e.g. partnership, corporation, non-profit status, etc.), with supporting documentation, such as articles of incorporation. If joint venture, identify the members of the joint venture and provide all information required within this section for each member.

c. Disclosure of “parent company” if proposer is a wholly owned subsidiary (or subject to other partnerships).

d. Physical address(es) of office(s) working on this project.

e. Name, title, address, email, and telephone number of the person to serve as project manager and a proposal contact (if different).

ii. Experience

a. Provide background information, such as a brief history of the Developer, years in business, and describe the development team’s experience in developing similar projects.

b. Provide knowledge and familiarity with applicable state and local laws, applicable standards, codes, rules or regulations of Town.

Specific experience and expertise with high quality mixed-use projects is highly preferred.

c. Provide information regarding at least two representative projects completed by the development team that demonstrate the proposer’s capacity to deliver the project as described. Specifically include:

(1) Description of the project, including project name and location.

(2) Project owner and/or client information, including project contact.

(3) Role of each key team member who worked on the project and the percentage of time spent by each key team member of said project.

d. Identify key personnel assigned to the Project, including:

(1) Identify the team proposed to be assigned to the development of the Property with individual resumes and the specific areas of responsibility of key personnel, concentrating on both breadth of experience and experience on similar assignments.

(2) Provide an organization chart showing key personnel identified. The chart shall indicate lines of authority, points of contact, and percentage of time that each individual will be committed to the development of the Property.

(3) List any proposed consultants, including key staff names and the experience and qualifications of these individuals.

e. Describe the development team’s capacity and intent to proceed without delay if awarded the project.

f. Discuss facilities, equipment, and tools at your disposal that have a bearing on your ability to develop the Property.

g. Include any purchase, lease or development contract or subcontract held by the Developer that has been terminated within the last five (5) years, if any. Identify any claims arising from a contract which resulted in litigation or arbitration within the last five

(5) years, if any. Briefly describe the circumstances and the outcomes.

h. Include names and contact information for at least three (3) current and three (3) past references to demonstrate general professional integrity and reputation of the Developer held within the business/public community.

E. Project Delivery Approach (Timeline and Phasing)

i. Proposed Method to Accomplish the Work

a. Briefly describe the proposer’s technical and management philosophy regarding the successful development of property.

b. Describe how the proposer will attract and retain businesses and tenants for the development.

c. Describe how the proposer will work with the Town to promote Town programs and special events in coordination with the development.

ii. Knowledge and Understanding of the Local Environment

a. Describe and demonstrate Developer’s comprehension of the goals and objectives of the Project.

b. Express and demonstrate a knowledge and understanding of the local environment and culture by describing the proposer’s experience with the Payson community and how the proposer plans on maintaining and open local presence while working with Town staff.

c. Discuss any major issues your team has identified on the development of the Property and how you proposed to address those issues.

d. Describe any opportunities your team has identified as potential value-added measures for the overall Project development.

e. Describe your firm’s project management approach and organization for pre-construction and construction phase services of the development, and how your approach is beneficial to this Project.

f. Summarize the Developer’s vision for the Property. Drawings and/or plans may be submitted to support the respondent’s vision.

g. Include a tentative proposed schedule for construction of improvements and investments in the Property, taking into account the Town’s desire to have the Project initiated and completed within a reasonable time period acceptable to the Town.

(1) Provide a schedule for the design and construction of the Project. Include the time frames for those steps deemed critical to initiate immediately following award.

(2) Provide separate information regarding the timing of the various planned structures, site development and shared spaces. Indicate phasing of these elements based on the level of support to the anchor elements and location within the conceptual site plan.

8. Evaluation Process

• The Town will conduct the review and selection process according to the schedule listed on the cover page of this RFP and in accordance with the terms of this RFP. The Town may conduct discussions/clarifications with any responsible proposer to assure full understanding of the proposal and its conformance to the RFP requirements and to clarify proposal details.

• The Town may request interviews or presentations from shortlisted developers. If the Town holds interviews or requests clarifications from short-listed developers, the Town will issue a written request for Best and Final Proposal setting forth the date, time and place for submission. If a proposer fails to respond to the request for Best and Final Proposal or fails to submit a notice of withdrawal, the Town will consider their immediate previous proposal as their Best and Final Proposal.

After the evaluation process has been completed, a recommendation will be submitted to the Town Council for approval. If the Town Council approves the award recommendation, Town staff will commence negotiations with the successful proposer. No binding contract will be formed until the terms of the development and disposition agreement are final and approved by the Town Council. Negotiations may be terminated by the Town and its designated representatives at any time for any reason(s) the Town deems appropriate.

8. Submission Instructions

All proposals must be complete, clear and concise. Late or incomplete submissions will not be considered.

A. Deadline and Methods for Submitting Proposals

All proposals must be received by 1:00 pm May 14, 2026. NO PROPOSALS WILL BE ACCEPTED AFTER 1:00 pm.

Only one method to submit proposals, electronic.

For electronic proposals, the Town has partnered with OpenGov/Town of Payson eProcurement Portal. To streamline its bid solicitation process, transitioning from a paper-based system to a fully automated, web-based electronic bidding and vendor management platform.

OpenGov.

All proposals will remain confidential until reviewed and evaluated by the Town and a short list of finalists is determined. If the Town determines that it will seek “best and final” offers from the short list of proposals, original proposals will remain confidential until the time for which best and final offers are to be received has passed.

B. Preparation/Submission of Proposal. Developers are invited to participate in the competitive selection process for the Project outlined in this RFP. Developers should review their Proposals carefully to ensure the following requirements are met:

i. Irregular or Non-Responsive Proposals. Any Proposal that is not submitted in accordance with the guidelines of this RFP or lacks sufficient information to assess compliance with the minimum qualifications will be considered “irregular” or “non-responsive” and may be rejected. Proposals containing unauthorized conditions, limitations, or provisions may also be rejected. Furthermore, a Proposal may be deemed non-responsive at any point during the evaluation process if, at the sole discretion of the Town Manager or their designee, any of the following conditions apply:

a. The Developer does not possess the necessary skills, experience, or qualifications to perform the required service.

b. The Developer has a history of failing to fully meet or execute contractual obligations.

c. The Developer is unable to demonstrate financial stability.

d. The Developer’s Proposal contains false, inaccurate, or misleading information that, in the judgment of the Town appears to be intended to deceive or mislead the Town during the evaluation process.

ii. Town of Payson eProcurement Portal. The Town of Payson has partnered with OpenGov to streamline its bid solicitation process, transitioning from a paper-based system to a fully automated, web-based electronic bidding and vendor management platform.

OpenGov.

iii. Developer Responsibilities. All Developers are responsible for the following:

a. Reviewing the entire RFP.

b. Requesting clarification on any unclear items or requirements.

c. Verifying the accuracy of all responses before submitting a Proposal.

d. Submitting the complete Proposal by the designated Due Date and Time.

Late Proposals will not be considered. It is the Developer’s sole responsibility to ensure that the Proposal is submitted on time and in the correct manner via the eProcurement Portal.

iv. Proposal Irrevocable. To allow for a thorough evaluation, the Town requires that all Proposals remain valid and irrevocable for 90 days following the Proposal Due Date and Time as specified on the cover of this RFP.

v. Amendment/Withdrawal of Proposal. A Developer or their designated representative may amend or withdraw their Proposal at any time before the specified Proposal Due Date and Time. Once Proposals have been opened, modifications will not be allowed except as permitted by applicable law. All amendments or withdrawals must be submitted via the OpenGov eProcurement Portal. Submissions via facsimile, email, or mailgram will not be accepted. No Proposal may be altered, amended, or withdrawn after the specified Proposal Due Date and Time.

C. Cost of Proposal Preparation. The Town will not reimburse any costs related to the preparation, presentation, or submission of a response to this solicitation.

Proposals should be prepared in a straightforward and cost-effective manner, providing clear and concise information. All costs incurred in responding to this RFP are the proposer’s responsibility. Furthermore, all materials and documents submitted will become the property of the Town and will not be returned.

D. Inquiries.

i. Duty to Examine. Each proposer is responsible for thoroughly reviewing the entire RFP, seeking any necessary clarifications, and ensuring the accuracy of their Proposal prior to submission. Failure to exercise due diligence in preparing a Proposal does not justify modifications or withdrawals after the Proposal Due Date and Time, nor will it be grounds for any contract claim.

ii. Written Inquiries. All questions related to the RFP, including any aspect of the Scope of Services, must be submitted in writing through the OpenGov eProcurement Portal by the deadline specified on the cover page.

iii. Inquiries Answered. Inquiries must be submitted in writing through the

OpenGov eProcurement Portal. Verbal or telephone inquiries directed to Town staff will not be addressed, and proposers should not rely on any verbal responses. Any verbal reply to an inquiry does not constitute an official modification of the RFP.

Within two (2) business days following the Final Date for Inquiries listed on the cover page of this RFP, the Town will post responses to all questions in the OpenGov eProcurement Portal. A notification will be sent to all vendors through the portal. No inquiries will be answered after the Final Date for Inquiries.

E. Addenda. Any addendum issued as a result of changes to this RFP will become an integral part of the RFP and must be acknowledged in the Town’s eProcurement Portal. Failure to acknowledge receipt of an addendum will result in the Proposal being deemed non-responsive. It is the Developer’s responsibility to regularly check for any issued addenda. All addenda will be posted in the eProcurement Portal, and notifications will be sent to all relevant parties.

F. Public Records and Confidentiality. All Proposals submitted in response to this RFP, along with all evaluation-related records, will become the property of the Town and will be considered public records, once the confidentiality period (as discussed above) has passed. Proposers wishing to protect data such as trade secrets or proprietary information must clearly identify such information as proprietary and confidential in their Proposal and submit a written request for confidentiality to the Town. The Town will not guarantee the confidentiality of any portion of the Proposal if a public records request is made. However, the Town will provide 72 hours' notice before releasing any materials marked as confidential or proprietary, giving the proposer time to seek a court order to block the release of that information. Should confidential or proprietary information be released pursuant to a public records request to which the proposer does not object or timely seek protection of the Courts after notice by the Town of the request, or be released pursuant to a court order, the proposer shall indemnify, defend, and hold the Town harmless for any such release of proprietary or confidential information or any failure to release.

G. Persons with Disabilities. Individuals with disabilities may request reasonable accommodation, such as a sign language interpreter, by contacting the Procurement Officer. Requests should be made as early as possible to allow sufficient time for necessary arrangements.

H. Certification. By submitting a Proposal, the proposer certifies the following:

i. No Collusion. The Proposal has been prepared and submitted independently, without collusion or any form of anti-competitive practices.

ii. No Discrimination. The proposer affirms that it does not discriminate against any employee, job applicant, or service recipient based on race, color, religion, age, sex, national origin, or disability. The proposer further affirms compliance with all applicable federal, state, and local laws and executive orders concerning employment practices.

iii. No Gratuity. The proposer certifies that it has not offered, given, or promised any economic opportunity, future employment, gift, loan, gratuity, discount, trip, favor, or service to any Town employee, officer, or agent in connection with this Proposal. Additionally, the proposer, including its employees, representatives, agents, lobbyists, attorneys, and subcontractors, has refrained from any direct or indirect contact aimed at influencing the selection process or creating bias, under penalty of disqualification. This includes interactions with the Selection Committee, elected officials, the Town Manager, Department Heads, and other Town staff. No proposer or proposer’s representative may discuss any aspect of this bid with any Town employees, except for inquiries made in accordance with Section 8 (C) (Inquiries). Any attempt to influence the selection process in any way will result in the Proposal and any resulting Agreement being voided. Failure to comply with this requirement shall result in disqualification.

iv. Financial Stability. The proposer affirms that it is financially stable, solvent, and has sufficient cash reserves to meet all financial obligations, including any costs arising from an awarded Agreement.

v. No Signature/False or Misleading Statement. The signature on the

Proposal’s cover letter and the Contract Information Form is genuine, and the person signing has the legal authority to bind the proposer. Failure to sign these documents or providing false or misleading information will render the Proposal and any resulting Agreement void.

vi. Development and Disposition Agreement. The Developer acknowledges that it has reviewed and understands the submittal requirements, including the sample Development and Disposition Agreement.

vii. No Conflict-of-Interest Information. Information on possible conflicts of interest should be provided as part of the proposal. Such information will be taken into account in the selection of the proposer. If a conflict arises during preparations for or while undertaking contracted services resulting from this RFP, the proposer shall immediately advise the Town of such conflict. The Town reserves the right to disqualify any proposer on the basis of any real or apparent conflict of interest. This disqualification is at the sole discretion of the Town.

I. Award of Agreement.

i. Selection.

The Town will enter into a development and disposition agreement with the proposer whose Proposal is deemed most advantageous to the Town, based on the evaluation criteria set forth in this RFP. The anticipated date for Council approval of the Professional Services Agreement is July 2026.

ii. Form of Agreement. The selected Developer must execute a development and disposition agreement in a form acceptable to the Town. A sample of this agreement is included in the RFP. If negotiations with the highest-scoring Developer are unsuccessful, the Town may proceed to negotiate with the next highest-scoring Developer, continuing this process as needed until an agreement is finalized. Town Council approval is required. The Town reserves the right to discontinue the selection process at any time.

iii. Waiver; Rejection; Reissuance. Notwithstanding any other provision of this RFP, the Town reserves the right to:

a. Waive any immaterial defect or informality.

b. Reject any or all Proposals, in whole or in part.

c. Cancel or reissue this RFP as deemed necessary.

J. Offer. A Proposal represents an offer to enter into a contract with the Town based on the terms, conditions, and specifications set forth in this RFP, the attached Development and Disposition Agreement, and the Developer’s submitted Proposal, unless modified by a written addendum or amendment. However, no contractual relationship will be established until the Developer has executed the Development and Disposition Agreement, and the Town has approved it in a form acceptable to the Town Attorney.

K. General Evaluation Standards.

i. The Town will evaluate Proposals based on the criteria listed in this RFP.

The Town will have sole discretion in determining the acceptability of the proposal. Right to Reject: The Town reserves the right to reject any or all Proposals, in whole or in part, to accept any Proposal or portion thereof, or to withhold the award. Additionally, the Town may waive or choose not to waive any irregularities in a Proposal if it determines that doing so is in the best interest of the Town.

ii. Disqualification: A proposer (including its principals) who is currently debarred, suspended, or otherwise legally prohibited from participating in public procurement activities may have their Proposal rejected.

iii. Clarifications: The Town reserves the right to request clarifications from a proposer as needed to fully understand the Proposal. Clarifications are intended solely to resolve ambiguities in the Proposal and do not allow the proposer to revise or modify their Proposal.

9. Additional Information

• Developers should account for permitting, site preparation and design review.

• The Town reserves the right to reject any or all proposals or negotiate modifications.

10. Contacts

For additional information, please contact any of the following people.

• Town of Payson o Gregg Martinez Economic Development Director

(928) 472-5007 gmartinez@paysonaz.gov o Miranda Meyer Economic Vitality & Tourism Coordinator

(970) 294-6600 mmeyer@paysonaz.gov o Craig Swartwood Economic Development Advisory Committee (EDAC), President

(928) 970-0527 gander2coop@gmail.com

11. Exhibits

• A Plat Map

• B Additional Development Pads

• C Zoning Map

• D Form of Development and Disposition Agreement

EXHIBIT A

PLAT MAP

1.52 Acre

Additional parcel Additional parcel

Town Owned land

Main Street

Potential Development Pad

Potential Development Pad

EXHIBIT B

Additional Development Pads

EXHIBIT C

Zoning Map

Exhibit D

Development and Disposition Agreement

DEVELOPMENT AND DISPOSITION AGREEMENT

THIS DEVELOPMENT AND DISPOSITION AGREEMENT (“Agreement”), dated _____________, 2026 (the “Effective Date”), is made by and between TOWN OF PAYSON, an Arizona municipal corporation (“Town”), and ___________________, a corporation (“Developer”), (collectively, “party” or the “parties”.

RECITALS

A. The Town owns fee simple title to those parcels of real property located at 417 West Main Street, Payson, Arizona, Gila County Assessor Parcel Numbers 304-16-107B and 304-16-108 (1.52 acres +/-) (the “Property”). The Property is more particularly described in Exhibit A attached hereto and incorporated herein.

B. The Town desires to sell the Property to Developer and the Developer desires to buy the Property from the Town, on the terms and conditions set forth herein. The Town is empowered to undertake such sale of real property pursuant to Payson Town Charter Article I, Section 3 and Payson Town Code Chapter 2, Section 2-166.

C. The parties acknowledge that this Agreement constitutes a “Development Agreement” within the meaning of A.R.S. § 9-500.05, and that, in accordance therewith, it shall be recorded against the interest of the Developer in the Property, as described in Recital D below, in the Office of the Gila County Recorder to give notice to all persons of its existence and of the parties’ intent that the burdens and benefits contained herein be binding on and inure to the benefit of the parties and all their successors in interest and assigns.

D. The Town desires to obtain those public benefits that will accrue from Developer’s re-development of the Property in a manner consistent with the re-development component of the Main Street redevelopment initiative. Such benefits include the retention and expansion of commercial and residential and retail uses on Main Street, creation of jobs, stimulation of economic development in the Town, construction of public infrastructure improvements and generation of additional sales tax revenues.

E. The parties expressly acknowledge and agree that the development of the Property as contemplated in this Agreement is consistent with the portions of the Payson General Plan applicable to the Property on the date hereof and that there are no features of the Development Plan, including, without limitation, the intensity of development and range of land uses proposed in the Development Plan, that cannot be accommodated within the scope of the General Plan.

NOW, THEREFORE, in consideration of the mutual agreements set forth herein and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as set forth below.

PART I – AGREEMENT

1. Recitals. The recitals set forth above are acknowledged by the parties to be true and correct and are incorporated herein by this reference.

2. Town Council Action Requirement. The Town and Developer acknowledge that, notwithstanding any language of this Agreement or any subsequent additional document, no act, requirement, payment or other agreed upon action to be done or performed by the Town which would, under any federal, state or Town constitution, statute, charter provision, ordinance or regulation, require formal action, approval or concurrence by the Town Council, will be required to be done or performed by the Town unless and until said formal Town Council action has been taken and completed. “Completion” under this provision means that such Town Council action is no longer subject to referendum action. Notwithstanding the foregoing to the contrary, at such time as formal Town Council action to approve this Agreement has been taken and completed, this Agreement shall be binding on the Town.

PART II – DISPOSITION OF THE PROPERTY

Purchase Price. In consideration of the covenants herein contained, Town hereby agrees to sell, and Developer hereby agrees to purchase, the Property for a total purchase price of _____________________ Dollars ($___________). The Purchase Price shall be payable as follows:

(i) Concurrent to execution of this Agreement, Developer has paid to the Town an earnest money deposit of _________ and no/100ths Dollars ($__________) by Developer’s check made payable to the Escrow Agent (as that term is defined below) (the “Earnest Money Deposit”). The Earnest Money Deposit shall be applied against the Purchase Price at the Close of Escrow (as hereinafter defined). The Earnest Money Deposit is nonrefundable to Developer, except in the event of the Town’s default hereunder or as otherwise provided herein or in the event the Town does not approve purchaser’s zoning and site plan application as described in Part II, Section 9.3.

(ii) The balance of the Purchase Price or Note and deed of trust (as described below), increased or reduced by such funds as are required to consider the prorations and other adjustments required by this Agreement, shall be deposited in immediately available funds by Developer with Escrow Agent, on or before the Close of Escrow.

(iii) If and upon the Close of Escrow, Escrow Agent shall pay the Purchase Price to the Town, less any funds required to take into account the prorations and other adjustments required by this Agreement.

(iv) Seller Financing. At Closing, Seller shall carry back financing in the principal amount of $__________, which amount shall be credited toward the Purchase Price. Buyer shall execute and deliver to Seller a promissory note (“Note”) in the principal amount set forth above; and a deed of trust encumbering the Property, in a form reasonably acceptable to Seller, securing repayment of the Note. The deed of trust shall be recorded at Closing. The deed of trust shall be in first position. The Note shall provide:

• Interest rate: ___% per annum

• Term: ___ years

• Amortization: __ years (if different from term)

• Monthly payments of principal and interest in the amount of $__________

• First payment due: __________

• Final balloon payment due: __________

• Buyer may prepay the seller financing amount at any time without penalty.

Within ___ days after mutual acceptance, the parties shall cooperate in good faith to finalize mutually acceptable forms of the Note and deed of trust.

Funds Deposited in Escrow. All funds deposited into Escrow on account of the Purchase Price or otherwise shall be deposited by Escrow Agent in an interest-bearing account at a federally insured commercial bank or savings and loan institution chosen by Escrow Agent.

Any interest earned on such funds shall be remitted to Developer if Developer is entitled to the return of the funds pursuant to this Agreement; otherwise, the interest shall be remitted to the Town, but shall be credited against the Purchase Price, in the event the Close of Escrow shall occur.

Opening of Escrow. Upon the Effective Date, Buyer and Seller shall open Escrow by depositing with________________________________________________ (ATTN:

_________________) (the “Escrow Agent”) the Earnest Money Deposit and a fully executed original of this Agreement for use as escrow instructions, and Escrow Agent shall execute the Consent of Escrow Agent which appears at the end of this Agreement and deliver a fully executed consent to the Town and Developer. To the extent Escrow Agent requires the parties to execute Escrow Agent’s standard form escrow instructions, the provisions and terms of this Agreement will supersede and govern over such standard form instructions in the event of a conflict.

Delivery of Documents to Escrow. In connection with the conveyance of the Property to Developer, the following closing documents shall be executed by the parties in accordance with the provisions set forth below:

Deed. The Town shall execute and deposit into Escrow a standard form special warranty deed, subject to current taxes and assessments, reservations in patents, all easements, rights-of-way, encumbrances, liens, covenants, conditions, obligations and liabilities as may appear of record, and all matters which an accurate survey of the Property would disclose (the “Deed”).

Affidavit of Real Property Value. The Town and Developer shall execute and deposit into Escrow an Affidavit of Real Property Value (“Affidavit of Real Property Value”) in the form required by law.

FIRPTA Affidavit. The Town shall execute and deposit into Escrow an Affidavit of Non-Foreign Status (“FIRPTA Affidavit”) in the form required by law, certifying that the Town is a non-foreign person.

Close of Escrow. Unless the parties mutually agree upon an earlier closing date, Escrow shall close not more than ___________________ (_____) days following the Effective Date (the “Closing Date”), The term “Close of Escrow” shall mean and refer to the date of consummation of the purchase of the Property by Developer from the Town and the recordation of the Deed.

Notwithstanding the foregoing, Developer shall comply with the schedule of performance set forth the Development Schedule attached as Exhibit C. Developer shall have the right, by written notice given to the Town, to extend the date set for Close of Escrow by up to ninety (90) days.

Developer’s Deliveries. Developer shall, on or before the Closing Date, deliver to Escrow Agent each of the following:

Purchase Price. The Purchase Price in immediately available funds;

Closing Documents. The documents required to be executed by Developer under Part II, Section 4 of this Agreement; and

Prorations, Fees and Costs. The amount required of Developer pursuant to Part II, Section 1 of this Agreement.

Town’s Deliveries. Town shall, on or before the Closing Date, deliver to Escrow Agent each of the following:

Closing Documents. The documents required to be executed by Town under Part II, Section 4 of this Agreement; and

Prorations, Fees and Costs. The amount required of Town pursuant to Part II, Section 1 of this Agreement.

Developer’s Inspections. After the Effective Date, Developer shall have the right to review and inspect the Property in accordance with the terms of this section.

Studies and Investigations. Developer may conduct such independent investigations, studies and tests as it deems necessary or appropriate concerning Developer’s proposed use and development of the Property and/or the suitability of the Property for

Developer’s intended purposes. Such investigations may include, without limitation, soils and engineering tests, hazardous materials studies, investigations concerning the approvals from any governmental agencies having jurisdiction over the Property and such economic feasibility and marketing studies as Developer deems appropriate.

Review of Condition of Title. Within ten (10) business days after the Effective Date, ____________________________ (the “Title Company”) shall deliver to Developer a commitment for title insurance (the “Commitment”) for the Property, together with copies of all documents supporting exceptions (“Exceptions”) set forth in the Commitment and copies of all documents from which any requirements set forth in the Commitment arise. After execution of this Agreement, the Town shall not alter the condition of title to the Property, except to remove any defects of title. Developer shall have fifteen (15) business days after receipt of the Commitment and any surveys of the Property (defined in 8.3 below) within which to give written notice to the Town and Escrow Agent of Developer’s objection to any of the Exceptions. The failure of Developer to give written notice of disapproval within such period shall be deemed to be an approval of the Exceptions. If Developer disapproves of any Exceptions, the Town shall use reasonable efforts, without any obligation of cost or expense to the Town, to remove any disapproved Exceptions within thirty (30) days after receiving written notice of Developer’s disapproval. If the Town cannot remove all of the disapproved Exceptions within the thirty (30) day period, Developer shall have five (5) business days to give the Town written notice that Developer does not elect to proceed with the purchase of the Property subject to the disapproved but unremoved Exceptions. If the Town has not received such written notice within the aforementioned period, such failure shall be deemed approval of the unremoved Exceptions. In the event that, after the date of the Commitment, any new items appear of record, Escrow Agent shall cause Title Company to deliver to Developer a supplemental Commitment (“Supplemental Commitment”) together with legible copies of all title exceptions described therein. Developer shall have three (3) business days after receipt of any Supplemental Commitment to give written notice to the Town (“Objection Notice”) disapproving any items contained in the Supplemental Commitment and identifying the items disapproved in Developer’s sole discretion. If Developer delivers an Objection Notice, the Town shall use reasonable efforts, without any obligation of cost or expense to the Town, to remove any disapproved Exceptions prior to the Closing Date. If the Town is unsuccessful in so removing or endorsing over an objected to exception, Developer shall have the right to cancel this Agreement and to a return of its Earnest Money Deposit.

Surveys. Promptly after the Effective Date, the Town shall deliver to Developer and Title Company any existing, current surveys (the “Surveys”) of the Property certified to Developer and Escrow Agent. The Surveys shall be prepared by a licensed surveyor or civil engineer and shall set forth all pertinent information with respect to the Property.

Environmental Assessment. Developer shall have the right to obtain a current environmental assessment of the Property at Developer’s sole cost and expense. The Town shall provide a copy of any environmental assessments in its possession that pertain to the Property. If Developer objects to the findings set forth in any environmental assessment of the Property, Developer shall have the right to cancel this Agreement and to a return of its Earnest Money Deposit.

Conditions Precedent to Close of Escrow. The closing of the Escrow is subject to the satisfaction or waiver of the conditions precedent set forth below (“Closing Conditions”) by Developer, in writing, on or before the Closing Date.

Title Insurance. The Title Company shall be unconditionally committed to issue, immediately following the recording of Seller’s Deed, a basic a coverage owner’s policy of title insurance with liability in the amount of the Purchase Price, insuring that the marketable fee title to the Property vests in Developer subject only to (i) non-delinquent property taxes, (ii) the matters described in the printed form portion of the policy of title insurance, (iii) the Exceptions, and (iv) any lien voluntarily imposed by Developer at the Close of Escrow. The Town shall pay for the cost of the basic coverage owner’s policy. Should Developer opt for an ALTA extended coverage owner’s policy (Form B-1070 or equivalent coverage), Developer shall pay the cost for the extended coverage owner’s policy. The Title Company shall also be unconditionally committed to issue any endorsements requested by Developer, at Developer’s expense. If the Title Company cannot insure marketable title to the Property, Developer shall have the right to cancel this Agreement and to a return of its Earnest Money Deposit.

Town’s Representations. The Town’s representations and warranties contained in this Agreement shall be true and correct on the Closing Date as they were on the Effective Date.

The conditions precedent set forth in Section 9 are for Developer’s benefit and can only be waived by Developer.