A-23-871997-B - Complaint Business Court - COMPB CIV

Electronically Filed
6/7/2023 3:07 PM
Steven D. Grierson
CLERK OF THE COURT
1 James J. Pisanelli, Esq., Bar No. 4027

[email protected]
2 Todd L. Bice, Esq., Bar No. 4534
[email protected]
3 Debra L. Spinelli, Esq., Bar No. 9695
[email protected] CASE NO: A-23-871997-B
4 Jordan T. Smith, Esq., Bar No. 12097 Department 31
[email protected]
5 Emily A. Buchwald, Esq., Bar No. 13442
[email protected]
6 PISANELLI BICE PLLC
400 South 7th Street, Suite 300
7 Las Vegas, Nevada 89101
Telephone: 702.214.2100
8 Facsimile: 702.214.211
9 Attorneys for Plaintiffs
10 DISTRICT COURT
11 CLARK COUNTY, NEVADA

400 SOUTH 7TH STREET, SUITE 300
12 GYPSUM RESOURCES, LLC, a Nevada Case No.:

LAS VEGAS, NEVADA 89101
limited liability company; Dept. No.:

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13
COMPLAINT
14 Plaintiff,
(Request for Business Court Assignment
15 v. Pursuant EDCR 1.61(a)(1))
16 (Exempt from Arbitration –

CLARK COUNTY, a political subdivision of Amount in Controversy; Significant Issue of
17 the State of Nevada; and CLARK COUNTY Public Policy; Action that Presents Unusual
BOARD OF COMMISSIONERS, Circumstances that Constitutes Good Cause
18 for Removal from the Program)
Defendants.
19 JURY DEMANDED
20 COMES NOW Plaintiff GYPSUM RESOURCES, LLC, a limited liability company, by and
21 through its counsel at the law firm of Pisanelli Bice PLLC, and hereby complains against
22 Defendants CLARK COUNTY, a political subdivision of the State of Nevada, and
23 CLARK COUNTY BOARD OF COMMISSIONERS, and alleges as follows:
24 I.
25 NATURE OF THE ACTION
26 1. This is an action resulting from Defendants' decades-long efforts to keep
27 privately-owned property undeveloped in breach of their contractual and legal obligations to the
28 property's owner. Clark County has engaged in a multitude of maneuvers to preclude timely
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Case Number: A-23-871997-B
1 development of Plaintiff's property and frustrate a settlement agreement which the County entered
2 into with the property's owner, with commissioners openly acknowledging it is because of a desire
3 to keep the property as undeveloped open space. Indeed, Clark County privately bemoaned its
4 failure to purchase the property. But because the property's increase in value, Clark County is no
5 longer willing to pay the property's reasonable value and could not convince the federal government
6 to acquire the property, so it has erected obstacles so as to preclude development. As part of this
7 campaign, County officials entered into corrupt bargains and destroyed evidence, including public
8 records, to conceal their scheme.
9 II.
10 PARTIES AND JURISDICTION
11 2. Plaintiff GYPSUM RESOURCES, LLC ("Gypsum") is a Nevada limited liability

12 company licensed under the laws of the State of Nevada and is the owner of approximately
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13 2,400 acres of real property encompassing Blue Diamond Hill and the Hardie Gypsum Mine
14 located in Clark County, Nevada (the "Gypsum Property").
15 3. Plaintiff is informed and believes and thereupon alleges that Defendant
16 CLARK COUNTY ("Clark County") is a political subdivision of the State of Nevada.
17 4. Plaintiff is informed and believes and thereupon alleges that Defendant
18 CLARK COUNTY BOARD OF COMMISSIONERS (the "Board") is the governing board
19 authorized to conduct business, adopt laws, and adjudicate land use matters on behalf of
20 Clark County.
21 5. Jurisdiction and venue are proper in this Court pursuant to NRS 14.065
22 and NRS 13.010.
23 6. Gypsum filed an action against Clark County and the Board on May 19, 2019, in
24 federal court, alleging both federal and state law claims. See Gypsum Res., LLC v. Clark County,
25 Case No. 2:19-cv-00850-GMN-EJY (the "Federal Action"). The discovery period in the
26 Federal Action lasted for 12 months and ended on August 19, 2021, followed by motions for
27 summary judgment. On May 30, 2023, the federal court ruled on Gypsum's federal claims and
28 announced that it was declining to exercise jurisdiction over Gypsum's state law claims, thus
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1 compelling Gypsum to bring those claims before this Court. As discovery has been completed, and
2 the facts of the County's misconduct thus exposed, Gypsum's state-law claims are ripe for trial.
3 III.
4 GENERAL FACTUAL ALLEGATIONS
5 A. Red Rock Canyon National Conservancy Area Established.
6 7. In 1990, Congress established the Red Rock Canyon National Conservation Area
7 ("RRCNCA"), designating nearly 200,000 acres of land as a conservation area to be administered
8 by the Bureau of Land Management. 16 U.S.C. § 460ccc-1. Congress specifically noted that it did
9 not "intend for the establishment of the [RRCNCA] to lead to the creation of protective perimeters
10 or buffer zones around" RRCNCA, and that its establishment of the RRCNCA did not automatically
11 preclude surrounding lands from the same activities prohibited within the RRCNCA.
12 16 U.S.C. § 460ccc-9.
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13 8. In 1993, the Nevada Legislature enacted the Red Rock Canyon Conservation Area
14 and Adjacent Lands Act, restricting land use for the RRCNCA.
15 9. Plaintiff is informed and believes and thereupon alleges that in 2003, Clark County
16 established the Red Rock Design Overlay District encompassing land surrounding the RRCNCA.
17 The purpose of the Red Rock Design Overlay District is to "minimize the visual impact of
18 development within the area, to maintain the rural character and cultural heritage of the community,
19 preserve wildlife habitat, and minimize the impacts of additional traffic." Chapter 30.48,
20 Section 30.48.280, Clark County Code. In pertinent part, the Red Rock Design Overlay District
21 places significant restrictions on how land within the district may be used and/or developed.
22 10. The County, the State of Nevada, and the BLM have acted together to obstruct the
23 property's development. As then-State Senator and now Congresswoman Dina Titus wrote to the
24 Clark County Commission on May 6, 2003 about Senate Bill 358, which she sponsored (along with
25 Chris Giunchigliani ("Giunchigliani")): "First: the current owner is much more likely to be a willing
26 seller if he is denied the ability to more densely develop the land. Second, such limitations will
27 prevent the fair market value from skyrocketing and thus save taxpayer dollars." She concluded:
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1 "I believe this three-pronged, county-state-federal, collaborative approach to preserving Red Rock
2 is the appropriate way to proceed; and I look forward to continuing to work with you . . . ."
3 11. But this effort directed at Gypsum's approximately 2,400 acres of land, much of
4 which is located on what is commonly referred to as Blue Diamond Hill, has nothing to do with
5 preserving Red Rock. That is just the pretextual political cover. Indeed, the Summerlin
6 development by Howard Hughes Corporation is significantly closer to the RRCNCA, as County
7 officials have acknowledged. Gypsum, however, is not nearly the political heavyweight as the
8 developers of Summerlin.
9 12. In 2005, Gypsum filed lawsuits against both Clark County and the State of Nevada,
10 challenging their efforts to obstruct Gypsum's property rights.
11 13. Gypsum prevailed on its claims in that action, Gypsum Resources, LLC vs. State of
12 Nevada, Case No. 05-00614A, that both the County's ordinance and the State's statute restricting
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13 Gypsum's rights concerning density were unconstitutional.
14 14. To stave off Gypsum's further claim for equal protection violations and damages
15 against the County in Gypsum Resources, LLC vs. Masto, et al., Case No. CV-S-05-0583-RCJ-
16 LRL, the County entered into a stipulation and settlement agreement (the "Settlement Agreement")
17 dated April 21, 2010. (See Ex. 1, Settlement Agreement.)
18 15. Under the terms of the Settlement Agreement, Clark County bound itself to a duty
19 of good faith in processing what is known as a major projects application under the major projects
20 process. (Ex. 1 at 7.)
21 The Parties acknowledge that, after the Adoption of the Amending

Ordinance and the approval of this Agreement, Gypsum intends to submit a Major
22 Project application for the development of a master planned community pursuant to
Chapter 30.20 of the Clark County Code, and subject to all generally applicable and
23 currently adopted codes (the "Major Project Application"). The County and Gypsum
acknowledge that the Major Project Application may include adjustments,
24 considerations and deviations to take into account the previous mining activities on
the Property. The County agrees that it will process the Major Project Application
25 under the Major Projects process in good faith. Gypsum understands that the
County, by this Agreement, cannot and is not committing to approval of any
26 particular Major Project and/or any particular densities or uses.
27 See, Exhibit 1.
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1 16. As former County Commission Chairman Steve Sisolak acknowledged, the County
2 entered into the Settlement Agreement because the judge made it "pretty clear that the County had
3 to negotiate – I don't know if it was 'negotiate' – had to come to terms in good faith with Mr. Rhodes
4 and Gypsum about whatever development would go up on that property."
5 17. To act reasonably and in good faith as the Settlement Agreement required, the
6 County could not deny Gypsum its rights based simply upon the political wants of others, including
7 nearby property owners.
8 18. As Sisolak noted as a commissioner, the County could not be unreasonable in
9 denying Gypsum additional density on the property pursuant to the terms of the
10 Settlement Agreement, as the County regularly approved more than five units per acre for other
11 major projects. And, in this case, Gypsum already had the rights to build residential housing on the
12 property consistent with the existing R-U zoning which allowed one residential unit per every
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13 two acres. Had Gypsum been allowed to proceed at five units per acre like other major projects, it
14 would have been approved for more than 12,000 units.
15 19. Consistent with the County's historical major projects process and the
16 Settlement Agreement, Gypsum submitted its concept plan, the first application step in the major
17 projects process. Clark County ultimately approved an increase in density for the Concept Plan
18 with a cap of 5,026 residential units.
19 20. At the same time, the County imposed certain conditions upon that Concept Plan
20 approval, including two requirements regarding future access to the planned development.
21 21. It is these access conditions that became a subsequent point of dispute between
22 Gypsum and the County, with the County using them as a cudgel to deprive Gypsum of its
23 contractual and constitutional rights. As the facts show, the County waged a decades-long
24 campaign in an effort to keep the property vacant and undeveloped. And, that is what the County
25 has been doing ever since, only Gypsum did not know or realize it.
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1 B. Gypsum Submits its Major Project Application.
2 22. In or about June 2011, and in furtherance of the Settlement Agreement, Plaintiff
3 submitted an application to Clark County proposing to develop a community on the
4 Gypsum Property which included 7,269 residential dwelling units (the "2011 Concept Plan").
5 23. On or about August 17, 2011, the Clark County Board approved the 2011 Concept
6 Plan subject to multiple conditions. One of the conditions of approval reduced the potential
7 residential dwelling units to 5,026 units. Another condition of approval was a prohibition on
8 primary access to the new development via State Route 159.
9 24. At the last minute of a near eight-hour long meeting, the County also imposed a
10 condition that Gypsum obtain a right-of-way ("ROW") approval from the Bureau of Land
11 Management ("BLM") prior to approval of the Specific Plan. This condition is out of sequence
12 with the usual major projects process, and was not one of the conditions County staff recommended
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13 as part of the approval of the Concept Plan.
14 25. The most vocal advocate for these unprecedented conditions was none other than
15 Commissioner Giunchigliani, who opposed the Settlement Agreement and voted against approval
16 even with the last-minute conditions. Giunchigliani had long been an opponent of any
17 development, sponsoring bills in the State Senate with now-Congresswoman Titus and speaking
18 out against Gypsum's development as a "private citizen" at Planning Commission meetings while
19 a member of the County Commission. Simply put, she opposed the Settlement Agreement and
20 sought to undermine it despite the County being bound.
21 26. Immediately after the County and the Board approved the 2011 Concept Plan,
22 Gypsum raised its concerns about the condition related to primary access from State Route 159 and
23 the requirement that Gypsum obtain ROW approval from the BLM prior to approval of the
24 Specific Plan.
25 27. On or about September 29, 2011, Plaintiff timely submitted its Specific Plan
26 ("Specific Plan") and Public Facilities Needs Assessment ("PFNA") and paid its related application
27 fees to Clark County thereby completing its next step submittals in Clark County's Major Projects
28 review process.
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1 28. Gypsum also submitted its requests for waiver of the condition related to access to
2 the new development via State Route 159 because it was in violation of the terms of the
3 Settlement Agreement, and the condition that Gypsum obtain a right-of-way approval from the
4 BLM prior to approval of the Specific Plan. As set forth in the accompanying letter, for such a
5 ROW, Clark County is the actual applicant, not Gypsum. Moreover, the ROW is dependent upon
6 the final designs which do not occur until the Specific Plan is approved. In other words, the County
7 had intentionally created an impossible regulation loop, i.e., a "catch-22."
8 29. Rather than addressing the waivers, at Commissioner Susan Brager's request,
9 Plaintiff's Major Projects review process was placed "on hold" by Clark County while a potential
10 land exchange for the Gypsum Property with the BLM was contemplated and pursued. Consistent
11 with the County's efforts to keep the property undeveloped, the County wanted the BLM to acquire
12 the property without the County having to pay for it. Commissioner Brager also informed Gypsum
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13 to withdraw its then-pending request to amend the two access conditions, with both her and
14 Chairman Sisolak informing Gypsum that they did not want to have a separate meeting on
15 modifying those two conditions and that those requests should simply be incorporated and
16 submitted simultaneously at the time of consideration of the Specific Plan and the PFNA. Gypsum
17 followed the instructions of the commission chairman and the commissioner of the district.
18 30. Commissioner Brager, as the commissioner of the district, informed Gypsum that if
19 it would go through the desired land exchange process, she would be in full support of Gypsum's
20 development plans should the BLM decline to acquire Gypsum's property.
21 31. In approximately October 2014, negotiations with the BLM related to a land
22 exchange ceased, and no land exchange occurred. The BLM land exchange proposal was denied
23 in or around February of 2015. Clark County's renewed land exchange efforts described herein
24 further delayed Gypsum's efforts to timely develop its master-planned community.
25 32. Unbeknownst to Plaintiff, during the time the parties were pursuing a potential land
26 exchange with BLM, Defendant Clark County allegedly "misplaced" Plaintiff's Clark County
27 zoning paper file containing its September 2011 Specific Plan, PFNA applications, and
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1 corresponding proof of payment of the required fees for the Clark County administrative
2 applications.
3 33. As a result of Defendants supposedly misplacing Plaintiff's file, Defendant
4 Clark County next erroneously asserted that Plaintiff had not timely submitted its 2011 Specific
5 Plan and PFNA applications or paid the required fees for the 2011 Concept Plan to move forward.
6 34. In or about July 2016, after Clark County advised Gypsum representatives that a
7 new Major Project Concept Plan would necessarily need to be filed, Plaintiff submitted a second
8 proposal to develop the Gypsum Property (the "2016 Concept Plan") which incorporated the
9 reduced residential density and all of the specific conditions for approval from the
10 2011 Concept Plan. Clark County's administrative errors further and improperly damaged and
11 delayed Gypsum's efforts to develop its master-planned residential community. Gypsum expended
12 significant time and incurred significant cost associated with developing the 2016 Concept Plan, an
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13 ultimately futile exercise based on the County's conduct.
14 35. When reviewing the 2016 Concept Plan, Sami Real ("Real"), the Planning Manager
15 in the Department of Comprehensive Planning, recognized that the condition related to Gypsum
16 obtaining approval from the BLM for the right of way prior to approval of the Specific Plan was
17 out of proper sequence and acknowledged that the condition needed to be changed to be consistent
18 with the County's normal sequencing.
19 36. On or about December 9, 2016, in an effort by Clark County and certain of its
20 commissioners to avoid political pressure, Defendant Clark County filed an ill-conceived complaint
21 in the Eighth Judicial District Court of the State of Nevada (the "Save Red Rock Lawsuit") against
22 Plaintiff and Save Red Rock, a non-profit group which had been actively opposing Plaintiff's efforts
23 to develop the Gypsum Property.
24 37. In the Save Red Rock Lawsuit, Clark County sued both Gypsum Resources and
25 Save Red Rock, seeking a Court declaration that its approval of Plaintiff's 2011 Concept Plan had
26 not expired. Of course, Clark County knew that the plans had not expired, and it certainly did not
27 need any court order to that effect. In hindsight, Gypsum learned that this was another maneuver
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1 by the County to use the Court to preclude and delay Gypsum from proceeding with any
2 development, consistent with the County's long plan of keeping the property development-free.
3 38. In the Save Red Rock Lawsuit, the Save Red Rock Coalition ("SRR") asserted
4 counterclaims against Clark County and Plaintiff as well as asserting a crossclaim against Plaintiff.
5 SRR sought a Court declaration that Plaintiff's 2011 Concept Plan had expired, and also sought to
6 enjoin Plaintiff from accessing Highway 159 because Defendants' approval of the
7 2011 Concept Plan expressly denied Plaintiff the right to utilize Highway 159 for primary access
8 to its land.
9 39. SRR was represented by attorney Justin Jones ("Jones"), now a
10 County Commissioner. Jones became counsel for SRR with an eye to furthering his political career.
11 Having just lost his re-election for a seat in the state senate, he "didn't really know what [he] was
12 going to do with his life." Jones was looking for another issue and constituency, so he began calling
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13 himself "The Red Rock Guy," in an effort to resurrect his political career.
14 40. Extensive discovery and motion practice took place in the Save Red Rock lawsuit.
15 In such capacity as counsel for SRR, Jones participated in and became privy to extensive discovery
16 regarding Gypsum's financial and operational workings which are generally not part of, or made
17 available to the reviewing entity, in land use entitlement applications, including when Gypsum's
18 applications and waivers of conditions were going to be filed before the Board. Also, in his capacity
19 as counsel for SRR, Jones challenged Gypsum's efforts to develop the Gypsum Property in court
20 proceedings and further appeared in opposition to Gypsum's pending Major Project Application
21 before Clark County and its boards.
22 41. After making Gypsum go through the efforts for its 2016 application, the County
23 reversed course yet again in order to stymie Gypsum. This time, at the County Commission
24 meeting for the 2016 Plan approval, the County now admitted that the 2011 Plans had, in fact, not
25 expired. Then, the County took the position that Gypsum must abandon its 2016 Plans – the very
26 ones that the County had required Gypsum to proceed under – or Gypsum's 2011 approvals would
27 be deemed forever abandoned.
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1 42. The County now admitting that Gypsum's 2011 Plans should proceed, Gypsum then
2 pressed Commissioner Brager to follow through on her repeated representations that as the
3 commissioner of the district, she would get the plans finally approved after the long, drawn out
4 delays.
5 C. Commissioner Brager Dictates When Gypsum Can Move Forward.
6 43. As with any project proposal in Clark County, the commissioner in whose district
7 the development exists plays an oversized role. It is commonly accepted that the commissioner of
8 the district gets to make the motion and that the controlling commissioner's preferences regularly
9 are determinative. As the district commissioner, Brager had the right to make any motion before
10 the Commission concerning Gypsum's plans/development and, as such, had the practical power to
11 determine when and under what circumstances Gypsum's applications would be considered.
12 44. Indeed, as the majority of other County Commissioners directly informed Gypsum,
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13 because its project is in Brager's district, they intended to support her decision.
14 Commissioner Sisolak indicated he would defer to Brager, as it was her district; a majority of the
15 commissioners regularly indicated the same. This is a long-recognized practice of the Board of
16 County Commissioners.
17 45. Focusing on early 2018, when Gypsum begged for Brager's authorization to be
18 allowed to finally move forward with its development plans, Brager insisted that Gypsum would
19 have to wait yet again.
20 46. Brager was focused on the pending democratic primary for governor between two
21 of her commission colleagues, Steve Sisolak and Chris Giunchigliani.
22 47. Brager made clear that she would require Gypsum to wait until after the primary
23 election because she did not want Gypsum's plans to become a primary issue for Sisolak.
24 48. But, as consolation for having imposed yet another delay, Brager informed
25 Gypsum's representatives that she was ready to vote yes on this matter and to recommend final
26 approval after the primary election was over, including the development agreement.
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1 49. But after the primary, Brager insisted upon another delay "which really frosted"
2 Gypsum. Brager now insisted that Gypsum would have to await the November general election
3 because she did not want it impacting Sisolak's campaign against Adam Laxalt.
4 50. Much to Gypsum's consternation, Brager would not budge. She insisted on the
5 delay, even though then-Commissioner Sisolak said that he had no opposition to placing Gypsum's
6 development on the agenda, a development for which he had previously expressed support.
7 Although Sisolak indicated that there was no need to hold up Gypsum's rights due to the upcoming
8 election, Commissioner Brager decreed that she knew what was best and she refused to relent. As
9 the controlling commissioner, she held the power.
10 51. However, Brager assured Gypsum that she understood and recognized the
11 extraordinary delays Gypsum had endured, and that Gypsum was entitled to move forward. Brager
12 informed Gypsum that she "wanted this decided before" her term expired and that she believed it
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13 was her "duty" to have it resolved.
14 52. Thus, Brager promised Gypsum that before she left office at the end of 2018, she –
15 as the commissioner of the district – would make sure that Gypsum's development was on the
16 County's agenda and that she would move for its approval. She told Jay Brown, Gypsum's
17 representative, not to fret about the delay because "I'm going to get it approved before I leave, and
18 it will be approved after the election and it will be on afterwards."
19 53. As such, Brager, in conjunction with the County Staff, determined that Gypsum's
20 applications would be set on the agenda by the first meeting in December – December 5, 2018 –
21 with Brager insisting that, with this project in her district, she would support it and get it approved
22 before she left office.
23 54. In accordance with Commissioner Brager's directives, Gypsum worked closely with
24 County Planning Staff to make sure it had all of its plans in order for necessary approvals. The
25 Staff, in turn, determined the timing of when Gypsum should file the necessary paperwork in order
26 to meet Commissioner Brager's directions for the December 2018 approvals.
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1 55. In keeping with Brager's timeline, Gypsum then submitted its four applications.
2 Two of its applications were to modify the two "access conditions" that had long been the subject
3 of dispute, a process that the County refers to as a "waiver of condition."
4 56. The third application was for approval of Gypsum's Specific Plan and the fourth was
5 for approval of Gypsum's Public Facilities and Needs Assessment ("PFNA").
6 57. Based on Brager's assurances that its applications and waivers of conditions would
7 be placed on the agenda, Gypsum hired a team with expertise to ensure that its applications were in
8 order, including engineers, a program manager, a project manager, and a planner.
9 58. As the County's planning staff would later confirm, all of Gypsum's plans and
10 applications were in order, vetted, and each one recommended for "approval."
11 59. As Gypsum's representative Brown noted, these applications would not have been
12 placed on the agenda but for the green light from the County Commissioners, particularly Brager,
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13 since she had the power to make the motion for approval.
14 D. The Scheme to Deprive Gypsum of its Rights.
15 60. But just as soon as Jones – who was then a candidate to replace Brager on the
16 County Commission – learned of Gypsum's applications being filed, he and others hatched another
17 scheme to deprive Gypsum of its rights: They would buy a delay of the County's consideration of
18 Gypsum's applications so that if Jones could win the election for Brager's seat, he could then, as the
19 controlling commissioner, squash Gypsum's development. Indeed, in early 2018, Jones was already
20 speculating that Gypsum's application might be on the agenda right after the election but "before I
21 (hopefully) take the seat in January 2019."
22 61. On October 17, 2019, the Nevada Current published an article in which Jones stated
23 that, if elected, he would "within his first 100 days" in office oppose Gypsum's application to
24 develop its Property "and try to stop the project from proceeding."
25 62. Gypsum submitted its applications on October 18, 2018. By October 19, 2018, an
26 SRR board member spoke with Commissioner and gubernatorial candidate Sisolak about opposing
27 Gypsum's waiver of condition.
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1 63. And days later, to now secure a delay, Jones would offer a corrupt deal to Sisolak in
2 exchange for Sisolak's agreement to oppose Gypsum's applications.
3 64. As Jones first outlined – in a Sunday, October 21, 2018 email he sent at noon to
4 Sisolak's long-standing campaign advisor, Jim Ferrence ("Ferrence") – he offered Sisolak's
5 campaign a "Resolution." (Ex. 2.)
6 65. Jones noted his role as legal counsel for an organization calling itself
7 "Save Red Rock" in litigation with Clark County as well as Gypsum. (Id.)
8 66. Jones went on to note that if that case were to go to trial, it would "likely be
9 uncomfortable for Commissioner Sisolak . . . ." (Id.)
10 67. But, if Sisolak would commit to denying Gypsum's waiver application, Jones' clients
11 "will send the information to its large email list, publish it on social media, and if requested, appear
12 with Commissioner Sisolak to express support publicly." (Id.) Plus, Jones claimed to have SRR's
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13 "authorization to stipulate to dismiss" the so-called "uncomfortable" lawsuit for Sisolak, provided
14 that he would "immediately" commit to vote against Gypsum. (Id.) Jones also noted that he
15 understood a board member for SRR had spoken with and emailed Commissioner Sisolak
16 three days earlier. (Id.)
17 68. Jones' offer was as simple as it was brazen: Jones would trade campaign support
18 from the environmental groups and the dismissal of litigation in exchange for Sisolak's immediate
19 commitment to vote "no" on Gypsum's "waiver" application.
20 69. Emphasizing how this was tied to Sisolak's campaign, Jones warned Ferrence that
21 "time is, of course, of the essence on this," even though Gypsum's applications were not due for
22 consideration by the County for nearly six weeks. (Id.) But of course, time was of the essence –
23 Sisolak's election was just days away.
24 70. Jones blind-copied his illicit deal to Andy Maggi, the head of the Nevada
25 Conservation League. (Id.)
26 71. Maggi also worked diligently to force Sisolak to accept the deal. Indeed, the flurry
27 of text messages, phone calls, and emails that ensued over the next 48 to 72 hours demonstrate the
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1 lengths to which Maggi, Jones, and others were willing to go. As Maggi lamented, he did not trust
2 Sisolak.
3 72. With Maggi's involvement, the Nevada Conservation League ("NCL") had invested
4 over $2.8 million in the gubernatorial campaign, and Maggi wanted a "commitment" on the vote
5 for Sisolak.
6 73. When Ferrence failed to respond to Jones' offer with sufficient promptness, Jones
7 escalated the matter directly to Sisolak just three hours later. Over the course of that Sunday, the
8 pressure to make the deal grew.
9 74. The fact that Maggi was in a position to influence campaign support is confirmed
10 by the text messages he had with Jones and others. Not only were there talks of "hitting" Sisolak
11 hard, Maggi also "unrelatedly" mentioned to Jones how NCL was coordinating field operations to
12 benefit the campaign of "Steve" and wanted to coordinate with Jones' campaign as well.
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13 75. By 5:58 p.m. that day, Maggi bemoaned yet another call he had received from
14 "Rich," who he characterized as a large donor, who wanted Sisolak to commit to voting against
15 Gypsum's waiver.
16 76. As Jones noted, "Well[], I'm doing my part. If Sisolak doesn't want to play, then
17 it's going to blow up in his face tomorrow." And, to this end, Jones' clients at SRR were plotting
18 how they would "do what we must" on Monday if Sisolak did not acquiesce to the vote commitment
19 they offered in exchange.
20 77. Like Jones, Maggi also delivered the warnings directly to Sisolak's campaign,
21 insisting that the campaign staff get Sisolak to immediately commit. Maggi acknowledged that there
22 was nothing on the County's agenda that necessitated this urgency; this was purely a matter of
23 campaign support, explaining that "it's an artificial timeline but election means everything is short
24 timeline now." As Maggi warned others, if Sisolak would not commit on a vote, it would "make it
25 hard for me to defend and support Steve publicly the rest of the way."
26 78. As Maggi reiterated via text, "I have a donor actively calling for me to shut down
27 my spending." As it turns out, this donor, Rich Schneider ("Schneider") was the boyfriend of one
28 of Jones' SRR representatives, and also in direct communications with Jones about how to make
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1 the deal happen. The day after Jones propositioned Ferrence and Sisolak, October 22, 2018,
2 Schneider responded to Jones' written quid pro quo offer with a telling warning: "I suspect they
3 think we can't really hurt [Sisolak] . . . . . . . we need to figure out how we change this in the next
4 few days."
5 79. But Schneider would not have to further ponder how to make Sisolak "play" ball, as
6 Jones had said. By that morning (Monday), Sisolak had already acquiesced and accepted the
7 corrupt bargain.
8 80. Ferrence's phone records confirm that he spoke with Sisolak at 7:54 a.m. on the
9 morning of October 22, 2018, the very day by which Jones and Maggi had demanded Sisolak's
10 commitment.
11 81. By 11:03 a.m. that morning, Ferrence had drafted and emailed a proposed public
12 statement for Sisolak to issue whereby Sisolak would reverse course and for the first time oppose
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13 the waiver application that Gypsum had just submitted days earlier.
14 82. There can be no pretending that the timing of the commitment to vote against
15 Gypsum was somehow a coincidence. As Sisolak later admitted, he had not "reviewed" the
16 applications and did not even "know what the specifics were" of the particular requests. But he
17 nonetheless provided a commitment to vote against Gypsum. Indeed, to satisfy demands for
18 Sisolak's immediate agreement, Sisolak's campaign staff texted Maggi to hold tight as the
19 commitment was forthcoming.
20 83. In fact, by the afternoon of October 23, 2018, Ferrence provided Maggi a "preview"
21 of what the statement would be. Sisolak's campaign and Maggi then agreed to "push this out with
22 some support for Steve on the issue . . . ." Despite the fact that there had been no hearing or due
23 process, Sisolak publicly committed to opposing Gypsum's application.
24 84. And then, right on cue, Jones, Maggi, Save Red Rock, and the Nevada Conservation
25 League all performed their ends of the bargain. They began pushing out the commitment that they
26 had just purchased, praising Sisolak.
27 85. Sisolak's statement on Gypsum's waiver applications was released by the
28 Clark County Office of Public Communications on October 25, 2018.
15
1 86. And days later, on October 31, 2018, Jones would fulfill the last installment of the
2 bargain, voluntarily dismissing the "uncomfortable" litigation that he said Sisolak could avoid by
3 making the illicit deal.
4 87. Tellingly, none of the other commissioners knew how or why that litigation – that
5 the County had initiated – had been so quickly and summarily dismissed. Commissioners Brager
6 and Kirkpatrick confirmed that they did not know who authorized the dismissal of the litigation that
7 the County had filed, and there was no vote to do so. They claim to have had no knowledge of or
8 authorizing the County's agreement. The dismissal was signed by District Attorney Robert Warhola
9 on behalf of the County.
10 88. For his part, Jones was not shy in bragging about the deal he had negotiated. The
11 same day the District Attorney signed the stipulation of dismissal – apparently without any vote or
12 authorization from commissioners other than Sisolak – Jones tweeted a picture of himself as a
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13 superhero, touting his successful efforts against his arch nemesis, "Jim the Sprawl Developer"
14 Rhodes, the manager of Gypsum. While he claimed that his superpower was "making compelling
15 arguments for preservation," his skill was actually making illicit backroom exchanges.
16 89. And, as Jones conceded at his deposition, the offer and deal he had negotiated was
17 of "value" to Jones' campaign, his clients, and Sisolak's campaign. Jones thought the deal "was
18 important for Red Rock and also for Mr. Sisolak's campaign. Acknowledging the bargained-for
19 exchange, Jones conceded: "Q. And he had done what you wanted him to do, correct? A. He has
20 done what Save Red Rock had asked and yes, what I wanted to happen."
21 90. As the Magistrate Judge later found when imposing sanctions on Jones:
22 There is no dispute that beginning on October 21, 2019, three days after Gypsum
filed its request asking CCBC to waive Condition 2 preventing the Property
23 development plan from moving forward, Jones communicated with Jim Ferrence,
the campaign manager for Steve Sisolak who was then the Chair of the
24 Clark County Commission and running for governor of the State of Nevada.
Mr. Jones offered Mr. Sisolak a deal – if Sisolak would commit to vote against the
25 waiver of Condition 2 sought by Gypsum, SRR would send an email blast to its
entire email list providing this information, publish support for Sisolak on social
26 media, if desired appear with Sisolak expressing support for Commissioner
Sisolak's gubernatorial candidacy, and dismiss the litigation in which the day
27 before Sisolak was referenced in an "unflattering light." Jones sent the same email
directly to Sisolak. Jones and the president of the Nevada Conservation League
28 then texted about not hearing back from Sisolak's campaign. Ultimately, Jones
16
1 stated he had done his part and "[i]f Sisolak doesn't want to play, then it[']s going
to blow up in his face tomorrow." Sisolak acquiesced to the deal and put out a
2 public statement making clear he would "oppose waiving" conditions and stating
he would delay the vote on the requested waiver "until two new commissioners"
3 (one of whom would be Jones) were seated in January 2019.
4 See Gypsum Res., LLC v. Clark Cnty., Case No. 2:19-cv-00850-GMN-EJY, Order, Apr. 17, 2021,
5 at 25 (internal citations omitted).1
6 91. For her part, Brager agreed that she was "blindsided" by Sisolak's announcement.
7 Before this, Sisolak had led her to believe that he supported Gypsum's request. Sisolak had assured
8 Gypsum of the same. Brager agreed that Sisolak had "gone the other way on" her by his statement.
9 Sisolak had consistently indicated to Gypsum that he would support Brager's motion for approval
10 until Sisolak issued his October 24, 2018 statement to the contrary based on his deal with Jones.
11 92. Brager claimed that she did not know anything about the negotiations between Jones
12 and Sisolak's campaign. When confronted with the emails and text messages, Brager claimed shock
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13 and said that in all her years in office she had "never" participated in something like that, never
14 would, and acknowledging it to be "inappropriate."
15 93. She was not alone. Almost without exception, the other commissioners
16 acknowledged the improprieties of trading votes on a developer's land use rights in exchange for
17 campaign support.2 (Commissioner Kirkpatrick: ("Q. This – You would never do something like
18 this, can we agree? A. I would agree . . . Q. You would consider it to be unethical would you not?
19 . . . THE WITNESS: In my morals, yes."); Commissioner Naft: ("Q. Does it look - - does this email
20 look unethical to you given the training you've received? . . . THE WITNESS: I wouldn't have - - I
21
22 1
In its Order on Gypsum's Motion for Imposition of Sanctions against Commissioner Justin
Jones for Fraud Upon the Court and Destruction of Evidence, Magistrate Judge Elayna J. Youchah
23 made findings about Jones and the County's conduct. Ultimately, the Magistrate Judge granted
Gypsum's motion and entered sanctions against Jones as a non-party in Gypsum Resources, LLC v.
24 Clark County, finding that he acted for an improper purpose when he deleted his text messages and
"appears to have carefully chosen words that were not out-and-out misrepresentations of the truth,
25 but were also not truthful." See Gypsum Res., LLC v. Clark Cnty., Case No. 2:19-cv-00850-GMN-
EJY, Order, Apr. 17, 2021, at 27.
26
2
Commissioner Tick Segerblom is the one exception. According to
27 Commissioner Segerblom, he had no problem with this type of deal, claiming that it is just the ugly
side of politics.
28
17
1 wouldn't have done it."); Commissioner Gibson: ("Q. Not something – not something you feel
2 comfortable doing; is that fair? THE WITNESS It's not something I do. I – I – I do what I feel
3 comfortable doing.").)
4 94. Even Sisolak had to concede that he understands it to be "unethical" and "could be"
5 unlawful to exchange a land use vote for campaign support.
6 95. Thus, faced with the contemporaneous texts and emails, Sisolak combatively tried
7 to ignore what the documents said, actually claiming that "nobody demanded anything of me."
8 Respectfully, contemporaneous documents do not have a selective memory. The evidence
9 unequivocally establishes that Sisolak's vote commitment and its timing were no coincidence. It
10 was the deal Sisolak and his campaign struck.
11 96. Upon learning from Sisolak's press release that he "had gone the other way on" her
12 related to Gypsum's applications, Brager now began backtracking on what she had long told
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13 Gypsum. At 9:00 a.m. on October 24, she sent a text to Brown now suggesting that she had always
14 said she needed at least five votes in order to approve Gypsum's applications and that her "comfort
15 is diminishing . . . ."
16 E. Jones Deceives the Ethics Commission, and the Staff Recommendations Change.
17 97. Having just succeeded to replace Brager as the commissioner overseeing Gypsum's
18 development and delaying any Gypsum vote until after he took office, Jones now stood in a position
19 to quash Gypsum's development. Indeed, Jones boasted about how it was County practice that the
20 other County Commissioners would support the decision of the commissioner of the district
21 concerning such development plans. If he could make the motion, he could kill the development.
22 98. Yet, the Clark County Deputy District Attorney had already indicated that Jones had
23 a conflict of interest and that Jones should not be involved in Gypsum's matters. The Review Journal
24 editorial page had also called out Jones' clear ethical conflict.
25 99. Trying to provide cover for his planned participation, Jones sought an opinion from
26 the Nevada Commission on Ethics as to the propriety of his voting on Gypsum matters.
27
28
18
1 100. Of course, to obtain such an opinion, Jones would have to mislead the Commission.
2 He told the Ethics Commission nothing about his true activities, including those throughout October
3 and November of 2018 in securing the delay of Gypsum's applications.
4 101. When he was specifically asked if he was involved in assisting or representing
5 Save Red Rock in opposing Gypsum's applications, he coyly made reference to not being involved
6 in formal hearings, but then omitted all of his actions in trying to defeat Gypsum's applications,
7 including the waivers. For instance, Jones concealed things like the email he sent shortly after the
8 election proclaiming that "[t]he waiver of conditions is the only thing that matters right now and
9 Gypsum needs 4 votes. We will need to keep the cause and emails going to the commissioners and
10 in particular push on Jim Gibson – without him, there is zero chance Gypsum can proceed."
11 102. The entire scheme was to keep Gypsum from being able to proceed until Jones could
12 get into office. Even Jones' own clients testified that he was directly representing them in opposing
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13 Gypsum's waiver applications, including that the email offer to Sisolak. SRR Board Member
14 Sheila Billingsley also testified that "[i]f Save Red Rock couldn't get the waivers outright denied,
15 Save Red Rock wanted to delay the waivers until Justin Jones took office . . . ." Jones himself
16 recognized during his deposition that his representation of SRR related to the waivers. Jones
17 simply lied to the Ethics Commission.
18 103. While Jones was spoon-feeding the Ethics Commission a false narrative in order to
19 secure a favorable opinion, he would need to further delay Gypsum until he could secure that
20 opinion. After all, the County's planning and public works staffs had already reviewed, commented
21 upon, and vetted Gypsum's applications before Jones' secret began with Sisolak.
22 104. As the twice-published Staff reports note, Gypsum's applications were in proper
23 order, and Staff concluded and recommended that all four should be approved. In recent revealed
24 text communications between Nancy Amundsen ("Amundsen"), Director of the Department of
25 Comprehensive Planning and Planning Manager Sami Real ("Real"), Amundsen confirmed that she
26 "trust[ed] staff" when they recommended approval of the waivers of conditions. Real said there
27 was a lot of "fluff" in Gypsum's Specific Plan, but "[t]o be fair though, it's really no diff[erent] than
28 all the other [Specific Plans]." But after Jones got into office, the Staff reports were made to change.
19
1 105. Just one telling example are the activities of Real. As Real testified in her deposition,
2 as Planning Manager, she had to review and sign off on all of Gypsum's applications in advance of
3 the previously scheduled December 5, 2018 meeting. She had completed her review, provided
4 Gypsum with comments, and signed off on the department's approvals.
5 106. But, in the middle of the night – literally 2:00 a.m. on Friday, January 18, 2019, just
6 days before Gypsum's applications were rescheduled to be considered – she was in the County
7 offices crafting an email purporting to now find a litany of problems/issues with Gypsum's
8 applications.
9 107. Because of these newly manufactured issues, Gypsum was told it needed to again
10 delay the applications. During her deposition, Real could not cite any facts for these actions other
11 than the fact that Jones was now in office. However, in February 2023, Real submitted a declaration
12 that she is certain that the changed recommendations "had nothing to do with any direction . . . [she]
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13 received from Commissioner Justin Jones." But, as the Magistrate Judge noted "[w]hat prompted
14 this new memory is not explained." See Gypsum Res., LLC v. Clark Cnty., Case No. 2:19-cv-00850-
15 GMN-EJY, Order, Apr. 17, 2021, at 25.
16 108. By the time Gypsum's plans were put back on the agenda for April 19, 2021, the
17 Staff reports were changed, and Staff was now recommending "denial" of one of the critical
18 waivers. Staff's recommendations of approval for the Specific Plan and the Public Facilities and
19 Needs Assessment ("PFNA") were likewise withdrawn and Staff was no longer making any
20 recommendations at all.
21 109. As one of the County's Staff members noted, the people making some of these
22 changes had no jurisdiction to do so.
23 110. Based upon the phony facts Jones provided, the Ethics Commission provided him a
24 favorable opinion, concluding that Jones was not barred from voting on Gypsum's then-pending
25 applications.
26 111. Of course, that favorable opinion came with a notable caveat: The
27 Ethics Commission noted that it was predicated on the facts that Jones presented and that if the real
28 facts were different than what Jones had represented, the Ethics Commission's opinion might well
20
1 be different. With his ethics opinion now in hand, Jones could publicly lead the charge to defeat
2 the applications of his "arch nemesis." As Gypsum's land use attorney easily predicted, now the
3 vote would be 7-0 in opposition to Gypsum. And that preordained result is exactly what occurred.
4 112. On April 17, 2019, at approximately 3:00 p.m., Jones, now as the commissioner of
5 the district, led the charge in opposing Gypsum's application as to modifying Condition No. 2.
6 Jones did so because he knew this would preclude Gypsum from ever being able to move forward
7 with its project. The rest of the commissioners supported Jones' motion, claiming that they were
8 now "following staff's recommendations" even though those recommendations had only been
9 changed after Jones got into office.
10 F. Jones and the County Destroy and Conceal Evidence.
11 113. Cognizant of what he had done, Jones recognized that he needed to destroy evidence
12 trying to conceal his illicit agreement with Sisolak and other misconduct. Thus, by 6:09 p.m. that
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13 day, Jones had deleted all text messages on the phone he used to conduct Clark County
14 Commissioner business. This fact was uncovered following a forensic examination of Jones' phone
15 ordered by the Bankruptcy Court. As the Magistrate Judge found:
16 An objective view of the facts before the Court, and in the absence of any
explanation for the deletion of texts from a phone and account never outside of
17 Mr. Jones' control, the Court is left with one reason Mr. Jones would have acted
as he did. Mr. Jones deleted all texts knowing the role he played in achieving the
18 vote to deny Gypsum the waiver it sought and he did not want his dedicated
involvement in this outcome, or his communications with the Sisolak campaign,
19 Commissioner Sisolak or anyone else with whom he communicated about the deal
he struck, to come to light.
20
21 See Gypsum Res., LLC v. Clark Cnty., Case No. 2:19-cv-00850-GMN-EJY, Order, Apr. 17, 2021,
22 at 26.
23 114. In addition to Jones deleting all of his text messages on April 17, 2019, Clark County
24 failed to preserve public records as state law requires, cognizant that those records would expose
25 the improprieties of Clark County and its agents.
26 115. The County's efforts to get rid of public records which would incriminate the County
27 and its commissioners was designed to prejudice Gypsum and aid the County in avoiding liability
28 for its actions. Indeed, expert analysis of Gypsum's plans that the County illegally thwarted
21
1 confirms that Gypsum has been damaged in an amount exceeding $2 billion as a result of the
2 County's unlawful activities. Those damages continue to accrue, including interest in an amount
3 which will exceed $400,000.00 per day.
4 116. Thus, the County's motive for destroying evidence becomes readily apparent.
5 Indeed, the County's ongoing destruction of evidence came to light as a result of the County's efforts
6 to thwart Nevada's public records law, NRS Chapter 239. Specifically, on February 15, 2023,
7 Plaintiff sought to review public records on County staff cell phones, including from Real and
8 Amundsen. The County finally responded on March 23, 2023, revealing that Amundsen and Real
9 misled Gypsum in their depositions. Specifically, Amundsen testified that she did not use text
10 communications to conduct County business. The truth is, she had done so, extensively and
11 destroyed the evidence.

12 117. Moreover, the County's response revealed that Planning Director Amundsen's
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13 County cell phone, which also contained public records, had not been reviewed or produced. When
14 Gypsum demanded its production pursuant to Nevada's public records laws, the County claimed
15 that Amundsen's phone had somehow become inoperable. The County refused to provide any
16 details other than claiming that the phone could not be charged, an absurd response.
17 118. Tellingly, the County refused to hold any meet and confer in conformity with
18 Nevada's public records laws. The County continues to frustrate and ignore its obligations under
19 Nevada's public records law.
20 119. On May 8, 2023, Gypsum served another public records request under NRS Chapter
21 239, seeking the cell phone numbers of the County provided cell phones of Amundsen and Real,
22 model information about the County provided devices to Amundsen and Real, and billing records
23 for Amundsen and Real. Pursuant to NRS 239.0107, the County's deadline to provide the
24 responsive information was May 15, 2023.
25 120. Instead, on May 11, 2023, the County informed Gypsum that it would need until
26 June 1, 2023 to search and collect the records - including basic information about Amundsen and
27 Real's cell phones that the County admittedly had in its possession. Then, on June 1, 2023, the
28 County sent a second letter to Gypsum, now unilaterally declaring that it was not going to comply
22
1 with the public records request until June 15, 2023, providing no justification for why. The County
2 simply continues to thwart Nevada's public records laws and fails to preserve public records which
3 state law requires it to preserve and produce.
4 121. On May 30, 2023, the Federal Court granted Clark County's Motion for Summary
5 Judgment, entering judgment in favor of Clark County on Gypsum's federal claims. The Federal
6 Court declined to exercise supplemental jurisdiction over Gypsum's state-law claims, and dismissed
7 those claims without prejudice. See Gypsum Res., LLC v. Clark Cnty., Case No. 2:19-cv-00850-
8 GMN-EJY, Order, May 26, 2023. Accordingly, Gypsum now brings its state-law claims before
9 this Court.
10 FIRST CLAIM FOR RELIEF
11 (Breach of Contract)
12 122. Plaintiff repeats and realleges all prior paragraphs as though fully set forth herein.
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13 123. The Settlement Agreement is a valid, binding, and existing contract.
14 124. Plaintiff has fully performed its obligations and responsibilities under the contract,
15 or is otherwise excused.
16 125. Defendants breached the contract.
17 126. As a direct, proximate, and foreseeable cause of the conduct of Defendants as
18 described above, Plaintiff has been damaged in excess of $15,000.00.
19 127. As a result of the Defendants' wrongful conduct, Plaintiff has been required to retain
20 legal counsel to prosecute this action; Plaintiff is therefore entitled to recover its reasonable
21 attorney's fees and costs of suit incurred herein.
22 SECOND CLAIM FOR RELIEF
23 (Breach of the Implied Covenant of Good Faith and Fair Dealing)
25 129. Plaintiff and Defendants are parties to a valid and existing contract; namely, the
26 Settlement Agreement.
27 130. The covenant of good faith and fair dealing is inherent and implied in every contract
28 and in particular is implied in the Settlement Agreement.
23
1 131. Defendants owed Plaintiff a duty of good faith and fair dealing.
2 132. Defendants have breached their duty of good faith and fair dealing by committing
3 the acts and/or omissions described herein in a manner that was unfaithful to the purpose of the
4 Settlement Agreement.
5 133. Plaintiff's justified expectations under the Settlement Agreement were thus denied.
11 THIRD CLAIM FOR RELIEF

12 (Due Process Violation)

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14 137. Clark County and the Board have violated Plaintiff's procedural and substantive due
15 process rights under the Nevada Constitution Article 1 § 8. Gypsum’s applications have been
16 stalled and delayed well-beyond any reasonable time period and past the historical average for all
17 similarly sized projects considered and approved in Clark County. In an unprecedented move,
18 Gypsum has been required to resolve right-of-way and access issues with a federal agency in
19 advance of the Commission defining the "project" through the Title 30 Major Projects Specific Plan
20 + PFNA process that establishes the project parameters, thresholds, and capacities. Previously
21 approved developments processed through Clark County Major Projects have acquired rights-of-
22 way through the rational implementation of the development code following the Specific Plan +
23 Public Facilities Needs Assessment step. Gypsum has been subject to votes by corrupt decision-
24 makers like Commissioner Justin Jones who, along with all of the members of the Board, voted to
25 deny Waiver of Condition No. 2 consistent with the recommendation of the Department of
26 Comprehensive Planning staff. County Staff had previously recommended that Waiver of
27 Condition No. 2 be granted but, following Jones taking his seat on the Board, the Staff
28 Recommendation was made to change.
24
1 138. Clark County and the Board have also violated Plaintiff's procedural and substantive
2 due process rights by engaging in a scheme to delay the vote on Gypsum's waivers of conditions
3 and applications. As set forth above, in October 2018, at the prompting of Jones and in exchange
4 for public support of Save Red Rock, Commissioner Sisolak issued a public statement wherein he
5 committed to vote against Gypsum's waiver of conditions and would not support holding a vote at
6 the December 2018 commission meeting. In a culmination of Jones and Commissioner Sisolak's
7 deal, Clark County District Attorney Robert Warhola stipulated to dismiss the 2016 litigation. As
8 a result, the vote on Gypsum's waiver of conditions and applications were delayed until after Jones
9 took office in January 2019,
10 139. Plaintiff has an entitlement to the use of the Gypsum Property and, as a result of
11 Clark County and the Board's conduct, Plaintiff has been deprived of that use.

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17 FOURTH CLAIM FOR RELIEF
18 (Inverse Condemnation)
20 143. Defendants' acts and/or omissions have resulted in a de facto taking of Plaintiff's
21 valuable property and the loss of intended economic benefit to Plaintiff, because the Defendants
22 have delayed timely consideration of Plaintiff's development applications fairly in good faith,
23 including as required by the Settlement Agreement, and depriving Plaintiff of its right to develop
24 its property.
25 144. Defendants' taking of Plaintiff's property by the public constitutes a taking by
26 inverse condemnation which requires compensation under Article I, Section 8 of the Nevada
27 Constitution, requiring Defendants to pay full and just compensation to Plaintiff.
28 145. Plaintiff is entitled to an expedited trial setting under NRS 37.005.
25
3 attorney's fees and costs of suit incurred herein pursuant to NRS 37.185.
4 FIFTH CLAIM FOR RELIEF
5 (Injunctive Relief)
7 148. Plaintiff is entitled to a preliminary and permanent injunction enjoining further
8 Clark County arbitrary and capricious actions and unfair and unconstitutional processing of
9 Gypsum's Major Project Applications.
10 149. Clark County and the Board's actions have caused Plaintiff to suffer irreparable harm
11 in the form of delay and uncertainty as to its Major Project Applications.

12 150. Plaintiff has no plain, speedy, or adequate remedy at law. Unless Defendants are
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13 enjoined, Plaintiff will continue to suffer irreparable harm, including violations of its Constitutional
14 rights, lost business income, and injury to Plaintiff's business goodwill and other business
15 relationships. Monetary damages are inadequate to fully compensate Plaintiff because of the
16 difficulty in quantifying lost opportunity costs and harm to business goodwill and other
17 relationships.
18 151. Plaintiff has a reasonable probability of success on the merits of its claims and the
19 public interests and relative hardships all weigh in favor of granting injunctive relief.
20 152. A preliminary and permanent injunction should therefore issue enjoining the Board's
21 arbitrary and capricious actions as alleged herein, and further enjoining Clark County and the Board
22 from continuing to unreasonably delay Gypsum's major project application and requiring
23 Clark County and the Board to properly, fairly, timely, and in good faith process Gypsum's pending
24 applications as required by the Settlement Agreement. Any injunction should further preclude
25 Commissioner Jones from participating in, and voting upon his "arch-nemesis" applications that
26 come before the County.
27
28
26
1 153. As the action of Clark County and the Board necessitated that Plaintiff hire counsel
2 and incur fees and costs to bring this action, Plaintiff is also entitled to attorneys' fees and costs of
3 suit.
4 SIXTH CLAIM FOR RELIEF
5 (Pre-Condemnation Damages)
7 155. Following Clark County’s announcement of its intent to acquire for purposes of a
8 BLM land exchange, and its unreasonable actions surrounding such announcement, Clark County
9 has, and continues to wrongfully freeze, delay, and oppose Gypsum’s development efforts.
10 Defendants’ acts and/or omissions have resulted in Plaintiff suffering significant pre-condemnation
11 damages in an amount to be determined, due to the massive delays in processing Plaintiff’s

12 development applications, freezing of corresponding property values, without paying Plaintiff just
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13 compensation.
14 156. The pre-condemnation taking of Plaintiff’s property by the public for use mandates
15 compensation Article I, Section 8 of the Nevada Constitution, requiring Defendants to pay full and
16 just compensation to Plaintiff in an amount to be determined.
17 157. As a result of the Defendants’ wrongful conduct, Plaintiff has been required to retain
19 attorney’s fees and costs of suit incurred herein pursuant to NRS 37.185.
20 SEVENTH CLAIM FOR RELIEF
21 (Violation of NRS Chapter 239 - Against County)
23 159. Plaintiff has sought to review public records under NRS Chapter 239.
24 160. The County has denied and/or unreasonably delayed Plaintiff's requests for
25 inspection. Pursuant to NRS 239.011, Plaintiff requests that the Court allow Plaintiff to
26 immediately inspect the text communications on all County cell phones as these are public records.
27
28
27
1 161. NRS 239.011(2) gives this matter priority over other civil matters to which priority
2 is not given by other statutes. Plaintiff is also entitled to recover its costs and reasonable attorneys'
3 fees.
4 162. In addition, the County willfully failed to comply with the provisions of
5 NRS Chapter 239 with regards to Plaintiff's request and is therefor subject to a civil penalty under
6 NRS 239.340.
7 PRAYER FOR RELIEF
8 WHEREFORE, Plaintiff prays for the following relief:
9 1. For the issuance of appropriate write relief to enforce the law;
10 2. For a preliminary and permanent injunction;
11 3. For payment of full and just compensation for the taking of property from the subject
12 property;
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13 4. For pre-condemnation damages occasioned by the County's oppressive and
14 unreasonable conduct in an amount to be proven at trial;
15 5. For compensatory and special damages as set forth herein;
16 6. For interest from the date of taking until judgment;
17 7. For pre-judgment and post-judgment interest, as allowed by law;
18 8. For attorneys' fees and costs of suit;
19 9. For all other remedies and relief that the Court deems appropriate.
20 DEMAND FOR JURY TRIAL
21 Plaintiff hereby demands a jury trial for all issues so triable.
22 DATED this 7th day of June, 2023.
23 PISANELLI BICE PLLC

24 By: /s/ Todd L. Bice
James J. Pisanelli, Esq., #4027
25 Todd L., Bice, Esq., #4534
Debra L. Spinelli, Esq., #9695
26 Jordan T. Smith, Esq., #12097
Emily A. Buchwald, Esq., #13442
27 400 South 7th Street, Suite 300
Las Vegas, Nevada 89101
28 Attorneys for Gypsum Resources, LLC
28
EXHIBIT 1
Case 2:05-cv-00583-RCJ-LRL Document 92 Filed 05/18/10 Page 1 of 19
DAVID ROGER
District Attorney
CIVIL DIVISION
State BarNo. 002781
By: ROBERT T. WARHOLA
Deputy District Attorney
State Bar No. 004410
500 South Grand Central Pkwy.
P. O. Box 552215
Las Vegas, Nevada 89155-2215
(702) 455-4761
Fax (702) 382-5178
Attorneys for Defendants
District Attorney David Roger,
County of Clark and Board of
County Commissioners of the
County of Clark
UNITED STATES DISTRICT COURT
DISTRICT OF NEVADA
GYPSUM RESOURCES, LLC, a Nevada limited

liability company,
Case No: CV-S-05-0583-RCJ (LRL)
Plaintiff,
VS.
CATHERINE CORTEZ MASTO, in her official

17 capacity as Attorney General of the State of
Nevada and her agents and successors; DAVID
ROGER, in his official capacity as District
Attorney of the County of Clark and his agents
and successors; COUNTY OF CLARK, a
political subdivision of the State of Nevada;
BOARD OF COUNTY COMMISSIONERS OF
THE COUNTY OF CLARK; and DOES 1-75,
Defendants.
STIPULATION AND SETTLEMENT AGREEMENT PURSUANT TO COURT

ORDERED SETTLEMENT CONFERENCE ; [PROPOSED] ORDER
This Stipulation and SettlementAgreement (" Agreement") is entered into as of

this 21" day of April, 2010, by and between Gypsum Resources, LLC, a Nevada limited
P:\RTWMEM03 \Gypsum2008 \Settlement Conference \Settlement Agreement and Order Pursuant to Court Ordered Settlement -Final.doc
I of 12
liability company ("Gypsum") on the one hand, and the County of Clark, a political
I
subdivision of the State of Nevada, the Board of Commissioners of the County of Clark and
2
David Roger, in his official capacity as District Attorney of the County of Clark (collectively
3
the "County") on the other. Gypsum and County are collectively referred to in this
4
Agreement as "the Parties." This Agreement is pursuant to the court imposed Mandatory
5 Settlement Conference as ordered in the Federal Lawsuit described below. This Agreement
6 is not an approval of any specific development plan and any such plan must be considered by
7 the County's Board of County Commissioners (`BCC") through the normal Title 30 public
hearing process.
This Agreement is entered into by and between the Parties based on the following
Recitals of Fact:
Recitals of Fact
A. Gypsum owns approximately 2400 acres of real property located on and
around Blue Diamond Hill in Clark County ("the Gypsum Mine Property" or "Property"),
which Property is the subject of the Lawsuits described below. A portion of the Property is
located inside the boundaries of the Red Rock Canyon National Conservation Area
("RRCNCA") and a substantial portion of the Property is located outside the boundaries of
the RRCNCA.
B. Senate Bill 358 (the "State law") was passed by the Nevada Legislature and
signed into law by Governor Kenny Guinn on or about May 19, 2003.
C. On or about May 21, 2003, the County adopted Clark County Ordinance
2914 ("CCO 2914") to expand the Red Rock Design Overlay District ("RROD") and make
other changes to the Clark County Code as set forth in CCO 2914. As a result of the
adoption of CCO 2914, the Gypsum Mine Property was included in the RROD and subjected
to the provisions of CCO 2914.
D. On or about May 10, 2005, Gypsum filed a Complaint for Declaratory and
Injunctive Relief against the County and others, in the action entitled Gypsum Resources,
LLC v. Masto, et al., Case No. CV-S-05-0583-RCJ-LRL in the United States District Court
for the District of Nevada ("Federal Lawsuit"). On or about May 18, 2005, Gypsum filed a
parallel action for Declaratory and Injunctive Relief against the County and others, in the
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action entitled Gypsum Resources, LLC v. State of Nevada, et al., Case No. 05-00614A
I
("State Lawsuit") in the First Judicial District Court of the State of Nevada (The Federal and
2
State Lawsuits are collectively referred to herein as "the Lawsuits"). In both Lawsuits,
3
Gypsum sought, inter alia, to invalidate CCO 2914 on numerous grounds.
4
E. On or about December 7, 2005, the action filed by Gypsum in the First
5 Judicial District Court of Nevada was stayed while the related Federal case referenced above
6 was pending.
7 F. On or about March 27, 2008, the Federal District Court issued its Order
granting in part and denying in part the motions to dismiss that had been filed by the County
and Catherine Cortez Masto, in her capacity as Attorney General of the State of Nevada,
("State") also a named defendant in the Federal Lawsuit.
G. Subsequent thereto, Gypsum, the County and the State filed motions for
summary judgment in the Federal Lawsuit. On or about November 24, 2009, the Federal
District Court issued its Order granting in full the motion made by Gypsum as to the State,
thereby voiding the State law. The Federal District Court also granted in part the County
motion on substantive due process grounds and denied in part the County's motion on equal
protection grounds. The Federal District Court also denied the State's motion on equal
protection and constitutional grounds and granted the State's motion as to substantive due
process.
H. As a result of the Federal District Court's Orders issued on March 27, 2008
and November 24, 2009, Gypsum's First Cause of Action, for Violation of Equal Protection
remains to be tried. A trial call is scheduled for April 26, 2010 in the Federal Lawsuit, and
trial is scheduled to commence on May 4, 2010.
I. The Parties wish to settle both Lawsuits against the County only, on the
terms set forth in this Agreement.
J. The County and Gypsum were ordered to mandatory settlement
conferences by the Federal District Court and each Party recognizes the costs and risk of
trial, and potential for financial exposure, and wishes to resolve their differences in the
manner and terms described herein.
K. The current law allows for the development of the Property as RU zoning.
Gypsum desires to submit and the County is willing to allow the submittal of an application
P;\RTWMEM03\Gypsum2008\ Settlement Conference \Settlemenl Agreement and Order Pursuant to Court Ordered Settlement -Final.doe
3of12
to the BCC pursuant to Chapter 30.20 of the Clark County Code for a Major Project
I
Development within the Exception Area as shown on Exhibit A attached hereto. This
application shall also include such areas as are needed for easements, rights of way, utilities,
drainage and roadways and other infrastructure needs.
L. Gypsum and County understand that the Property and any exchanged lands
subsequently acquired (as herein defined in paragraph 7 below) require access as part of the
Major Project development.
7 M. The County and Gypsum recognize that through this Agreement there are no
guarantees, commitments or binding obligations by County to approve a Major Project
application, or to approve any uses or increased densities proposed by Gypsum as part of any
Major Project application and that the County retains discretion regarding any application
submitted by Gypsum as a result of this Agreement.
Terms of Agreement
Now, therefore, it is hereby agreed by and between the Parties:
1. Recitals
The foregoing Recitals of Fact are true and correct, are incorporated herein, and
form a material part of this Agreement.
2. Adoption of the Amending Ordinance
On March 17, 2010, the BCC introduced an ordinance to amend CCO 2914 by
adding new Section 30.48.312 to the Clark County Code ("the Amending Ordinance"), The
Amending Ordinance (ORD-021 0- 10) is scheduled for a public hearing on the BCC's April
21, 2010 Zoning/Subdivisions/Land Use Agenda. A true and correct copy of the agenda
report and the Amending Ordinance for the April 21, 2010 public hearing is attached to this
Agreement as Exhibit B. It is an express condition precedent to the effectiveness of this
Agreement that the BCC adopt the Amending Ordinance in the form attached to Exhibit B,
or with such clarifying changes to the language of the Amending Ordinance as may be
approved by Gypsum, at or before the April 21, 2010 public hearing ("the Adoption"). If the
Adoption does not occur, this Agreement shall be of no force and effect, and the Parties shall
proceed in the Lawsuits as if this Agreement had never been entered into.
4of12
3. Voluntary Dismissal of the Lawsuits and Release

I
If the Amending Ordinance is adopted, and within five (5) business days after the
2
effective date of the Amending Ordinance, Gypsum agrees that it will file voluntary
dismissals of the Lawsuits against the County only, under Fed.R.Civ.Pro. 41(a) and
Nev.R.Civ.Pro. 41(a). The State Lawsuit shall be dismissed with prejudice. Subject to the
clarifications and limitations set forth in paragraph 4, below, the Federal Lawsuit shall be
dismissed without prejudice. The County agrees to cooperate with Gypsum regarding the
filing of the voluntary dismissals. In connection with its voluntary dismissals of the
Lawsuits, and subject to paragraph 4 below, Gypsum agrees that Gypsum, its successors,
heirs and assigns, fully and forever release, acquit, and forever discharge County, and each
and every one of County's commissioners, directors, employees, attorneys, agents,
successors, assigns and administrators and all other County representatives, of and from all
claims, actions, suits, causes of action, demands, rights, damages, costs, expenses, losses,
attorney's fees and compensation whatsoever, at law and in equity, whether known or
unknown, foreseen or unforeseen, which Gypsum has now or which may hereafter accrue,
relating to, or in any way connected with, the events and occurrences as set forth and
described in and which are the subject of the Lawsuits, other than the rights and obligations
arising under this Agreement. This Release by Gypsum is intended as a full and complete
release and discharge of any and all claims that the undersigned may or might have or had by
reason of the incidents or activities alleged in the Lawsuits.
The Parties agree that the Release includes, but is not limited to, any and all
claims for attorneys' fees and costs Gypsum may have against County arising under 42
U.S.C. § 1988, or any other Federal or State statute or regulation under which Gypsum may
have a claim or interest, whether that claim or interest be possessed by Gypsum itself, or
whether it be transferred, assigned, bartered, exchanged, sold, or otherwise conveyed to any
third party. Gypsum hereby declares and represents that the undersigned is executing this
Release after having received full legal advice as to their rights from their legal counsel.
The Parties agree that they will cooperate with each other at or before the trial call
scheduled for April 26, 2010 to advise the Federal District Court of this Agreement and to
seek a reasonable continuance of the trial, if necessary, in order to allow the filing and entry
28
P:\RTWMEM03\Gypsum200$\Settlement Conferenoe \Settlement Agreement and Order Pursuant to Court Ordered Settlement -Pinal.doc
5of12
of the dismissal. The Parties agree that they will similarly cooperate with each other
I
regarding the dismissal of the State Lawsuit.
2
4. Re-filing of the Lawsuit-, Tolling
3
Notwithstanding the Release contained in paragraph 3 above, Gypsum shall be
4
permitted to re-file the Federal Lawsuit if within twenty four (24) months after the Adoption,
5 the Amending Ordinance is repealed, cancelled, voided, amended, or superseded through a
6 new ordinance by Clark County that prohibits the filing or formal consideration by the BCC
7 of any Major Project application filed by Gypsum under this Agreement. If such Federal
Lawsuit is re-filed in accordance with this paragraph, the County agrees that all applicable
defenses to the Federal Lawsuit based on the statute of limitations or timeliness will be tolled
from the date of entry of dismissal under paragraph 3 above to the date of such re-filing. So
long as the Amending Ordinance is not repealed, cancelled, voided, amended or superseded
through a new ordinance by Clark County that prohibits the filing or formal consideration by
the BCC of any Major Project application filed by Gypsum under this Agreement, Gypsum
shall have no right to re-file the Federal Lawsuit. If Gypsum should nonetheless attempt to
re-file the Federal Lawsuit in violation of this paragraph: (1) the voluntary dismissal filed
under paragraph 3 shall be treated as if it had been filed with prejudice; (2) the statute of
limitations shall not be tolled as to any such filing, as otherwise provided in this paragraph;
17 and (3) Gypsum agrees that any such unpermitted Federal Lawsuit shall be subject to
immediate dismissal with Gypsum paying any and all of the County's fees and costs incurred
in securing such dismissal. Following 24 months of its adoption, if the Amending Ordinance
is not repealed, canceled, voided, amended or superseded through a new ordinance by Clark
County that prohibits the filing or formal consideration by the BCC of a Major Project
application by Gypsum under this Agreement, the dismissal without prejudice of the Federal
Lawsuit shall immediately and automatically become a dismissal with prejudice.
Notwithstanding the above, in the event Senate Bill 358 is retroactively reinstated by a final
judgment of a court of law, the State of Nevada enacts another law or a court of law issues
an order that prohibits the filing or the acceptance of an application for increased density or
intensity on the Property, then Gypsum shall not be permitted to refile the Federal Lawsuit
against Clark County. The County agrees that it shall not be a party in opposition to
6 of 12
Gypsum in any action in a court of law that seeks prohibition of a filing or which seeks to
I
prevent the acceptance of an application for increased density or intensity on the Property.
2
With regard to the State Lawsuit, the Parties agree that the State Lawsuit shall be
dismissed with prejudice within five (5) business days of the effective date of the Amending
Ordinance. Upon the filing of a dismissal with prejudice of the State Lawsuit, the County
hereby waives any right to claim the defenses of res judicata or collateral estoppel on any
future claim that may be filed in the Federal Lawsuit during the 24-month period specified in
this Section and only if the Federal Lawsuit is properly before the Court on the grounds that
the County repealed, cancelled, voided, amended or superseded the Amending Ordinance
through a new ordinance that prohibits the filing or formal consideration by the BCC of any
Major Project application filed by Gypsum under this Agreement.
5. The Major Project Application
The Parties acknowledge that, after the Adoption of the Amending Ordinance and
the approval of this Agreement, Gypsum intends to submit a Major Project application for
the development of a master planned community pursuant to Chapter 30.20 of the Clark
County Code, and subject to all generally applicable and currently adopted Codes ("the
Major Project Application"). The County and Gypsum acknowledge that the Major Project
Application may include adjustments, considerations and deviations to take into account the
previous mining activities on the Property. The County agrees that it will process the Major
Project Application under the Major Projects process in good faith. Gypsum understands
that the County, by this Agreement, cannot and is not committing to approval of any
particular Major Project and/or any particular densities or uses.
6. Transportation and Access
The County and Gypsum recognize that there are significant issues dealing with
access to the Property. The Parties agree that any Major Project Application that seeks
increased density (residential) or intensity (non-residential) must propose a primary access to
and from the East. The County recognizes the challenges faced by the topography of a road
to the East and further recognizes that requests for certain adjustments, considerations, and
deviations will be included as part of the Major Project Application. In no event shall any
27 request for an adjustment, consideration, or deviation dispense with the requirements herein
28 that the primary access be taken to and from the East, or that the primary access not connect
P:\Wl7WMEM03\Gypsum2008\Settlement Conference\Settlement Agreement and Order Pursuant to Court Ordered Settlement-Final.doc
7 of 12
to State Route 159. Although the exact location of the primary access to the East will be
I
determined during the Major Project Process, the Parties agree that the primary access shall
2
not connect to State Route 159. The Parties agree that Gypsum may only take permanent
3
secondary access from State Route 159 for life safety purposes. For purposes of this
4
Agreement, "life safety purposes" means access that is closed to daily vehicular traffic, but
that may be utilized by police, fire or emergency services, or by the general public in the
event of an emergency. Subject to approvals and conditions that may be required by any
government entity having jurisdiction over such access issues and roadways, the Parties also
agree that Gypsum may utilize access from State Route 159 for temporary purposes during
construction of the initial phase of development of any approved Major Project in
accordance with conditions, including without limitation conditions relating to the duration
of such use, established by the County during the Major Project process. Gypsum
acknowledges that the County is not obligated under this Agreement to acquire and pay for
property so as to allow for or facilitate access to the Property.
7. Exchange Properties.
The County acknowledges that Gypsum will apply for a land exchange or
exchanges as the case may be, so the existing Property inside the boundaries of the Red
Rock Canyon National Conservation Area ("RRCNCA") will be exchanged for land outside
of the RRCNCA. The intent herein is to exchange property Gypsum owns inside the
RRCNCA for property that is outside of such area, so that ultimately none of Gypsum's
property will be in the RRCNCA when the exchange(s) is completed. The intent herein is
also to prevent future development of the Property within the RRCNCA by limiting the
actual development to the identified Exception. Area. If the County within its absolute and
sole discretion is in favor of a proposed land exchange(s) between Gypsum and BLM for the
Property inside the boundaries of the RRCNCA, then the County agrees to provide a letter in
support of the exchange(s). In no event is the County making any representation or
guarantee that the County will be in favor of such an exchange(s) or that such exchange(s)
will be approved by the Bureau of Land Management.
8. No Third-Party Beneficiary
The State is not a party to this Agreement, and nothing in this Agreement shall
have any effect on Gypsum's claims against the State in the Lawsuits. The Parties do not
8of12
intend to confer any rights whatsoever (including, but not limited to, rights as a third-party
I
beneficiary) on the State or any other persons, parties, or entities who are not among the
2
Parties to this Agreement. County agrees that it will not provide legal assistance to the State
3
in the Lawsuits or in any appellate proceedings arising out of the Lawsuits. For the purpose
4
of this Agreement, "legal assistance" does not include providing factual information if
5 specifically requested from the State or testimony by witnesses called or cross-examined by
the State.
9. Miscellaneous Provisions
A. The Parties have each had the opportunity to draft, review, and edit the
language of this Agreement. Accordingly, no presumption for or against any of the Parties
arising out of the drafting of any part or all of this Agreement will be applied in any action
related to, connected to, or involving this Agreement.
B. The Parties agree to execute and deliver such additional documents and
instruments, and to perform such additional acts, as may be necessary or appropriate to
effectuate, consummate, or perform any of the terms, provisions, or conditions of this
14
Agreement.
C. This Agreement, and its construction, validity, performance, and effect
shall be governed by the laws of the State of Nevada, applicable to contracts executed and
wholly to be performed therein. The Parties stipulate that the Federal Court in the State of
Nevada may retain jurisdiction over any future action to enforce or interpret the terms of this
Agreement.
D. This Agreement shall be binding upon and inure to the benefit of, each of
the Parties and their representatives, successors, grantees, and assigns.
E. The Parties expressly acknowledge that the effect and import of this
Agreement, including all rights and obligations under it, have been fully explained to them
by their own counsel.
F. The Parties shall bear their own attorneys' fees and costs incurred in
connection with the prosecution or defense of the Lawsuits. In any action arising out of the
performance under or interpretation of this Agreement, the prevailing party shall be entitled
27 to recover its attorneys' fees.
28
P:\RTWMEM03\Gypsum2008\ Settlement Conference \ Settlement Agreement and Order Pursuant to Court Ordered Settlement -Final.doc
9 of 12
G. The Parties acknowledge that none of them, nor any agent or attorney of
I
any of them, has made any promise, representation or warranty whatsoever, express,
2
implied, or statutory, not contained in this Agreement, concerning the subject matter of this
3
Agreement, to induce the execution of this Agreement, and the Parties further acknowledge
4
that they have not executed this Agreement in reliance on any such promise, representation,
5 or warranty. This Agreement contains the entire agreement between the Parties on the
subject matter contained herein, and is the final and exclusive statement of all the
agreements, conditions, promises, representations, and covenants between the Parties with
respect to the subject matter of this Agreement. This Agreement may not be modified except
by a writing duly executed by all of the Parties.
H. All required corporate, entity, or governmental approvals to enter into and
perform this Agreement have been duly obtained by the Parties. All of the Parties have the
authority to enter into and perform this Agreement, and each of the signatories to this
Agreement is fully authorized to sign for, and to bind, the Parties to this Agreement for
whom they are signing.
1. The headings used in this Agreement are solely for the convenience of the
Parties and are not intended to have any independent meaning. The headings shall not
modify in any way, or be used to interpret, any of the terms of this Agreement.
J. This Agreement may be executed in any number of counterparts, each of
which when so executed shall be deemed to be an original and all of which taken together
shall constitute one and the same Agreement. One or more executed counterparts of this
Agreement may be delivered by fax or by email attachment, with the intention that they shall
have the same effect as an original counterpart.
10 of 12
K. This Agreement is the compromise of disputed claims and shall not be

I
construed as an admission of liability on the part of any Party. The Parties hereto, by this
2
Agreement or otherwise, do not admit liability, illegality, impropriety or wrongdoing of any
3
kind.
4
L. The Parties agree that either Party may record this Agreement against the
5 property.
ffi/rv
6 Dated:.^ ^, 2010 COUNTY OF CLARK
a Political Subdivision of the State of
Nevada
Dated: April _, 2010 BOARD OF COMMISSIONERS OF THE

COUNTY OF-OLAR.K
Dated: 4r7fr1' t , 2010 DAVID ROGER,

in his official capacity as District Attorney
of tla..CQunty of Clark
Approved as to form by:

D OGER, District Attorney
By:
ROBERT T. WARHOLA
Attorney for County of Clark, Board of Commissioners
of the County of Clark, and David Roger, in his official
capacity as District Attorney of the County of Clark
P:\RTWMEM03\Gypsum2U08\Settlement Confewnc6Settlement Agreement and Order Pursuant to Courtordered Settlement -Final.dw

11 of 12
Dated: April VS, 2010 GYPSUM RESQURCES, LLC

I a Nevada limited liability compan
By: Truckee Springs Holdings, Inc
2 a Nevada corporation
Its., Manager
3
4 By:
5 Its: ,5 F
7 Approved as to form by:

MANATT, PHELPS & PHILLIPS
By:
DWARD G. BU
Attorneys for Gypsum 1lesources, LLC
QRDL%
The Parties' foregoing Stipulation and Settlement Agreement pursuant to Court

Ordered Settlement Conference is hereby approved, accepted, and adopted as the order of
Us Court.
Pursuant to paragraph 9(C) above, the Court hereby retains jurisdiction over any
future action to enforce or interpret die terms of this Agreement.
HON. ROBERT C. JONES

United States District Judge
DATED: 05-18-2010
17 of 12
Dated: April_, 2010 GYPSUM RESOURCES, LLC

I a Nevada limited liability company
By: Truckee Springs Holdings, Inc.
2 a Nevada corporation
Its:. Manager
3
4 By:
5 Its:
6
7 Approved as to form by:
MANATT, PHELPS & PHILLIPS
By:
EDWARD G. BURG
Attorneys for Gypsum Resources, LLC
ORDER
The Parties’ foregoing Stipulation and Settlement Agreement Pursuant to Court

Ordered Settlement Conference is hereby approved, accepted, and adopted as the order of
this Court.
Pursuant to paragraph 9(C) above, the Court hereby retains jurisdiction over any
future action to enforce or interpret the terms of this Agreement.
HON. ROBERT C. JONES

United States District Judge
DATED:
12 of 12
EXHIBIT A
Proposed Overlay District

Exception Area
C MsnaM
_M fl^nnl
EXHIBIT B
CLARK COUNTY BOARD OF COMMISSIONERS

ZONING/ SUBDIVISIONS/ LAND USE
0210-10)
AGENDA ITEM (ORD-
ISSUE: Amendment To The Red Rock Design Overlay District
PETITIONER: David Roger, District Attorney
RECOMMENDATION: That the Board of County Commissioners consider an ordinance to

amend the Red Rock Design Overlay District to create an exception
that would remove Major Projects on specified land adjacent to but
outside the boundaries of the Red Rock Canyon National
Conservation Area from the Red Rock Design Overlay District
regulations ; and direct staff accordingly.
FISCAL IMPACT: None.
SPONSOR:
BACKGROUND:
In May of 2003, Clark County adopted an ordinance (Ordinance 2914) that prohibited the acceptance of land use applications for
increased density or intensity within the Red Rock Overlay District. Ordinance 2914 paralleled legislation adopted by the State of
Nevada (S13 358) around the same time period which similarly prohibited Clark County from accepting land use applications seeking
to increase density or intensity on property within the Red Rock Design Overlay District.
In 2005, Plaintiff Gypsum Resources, LLC ("Owner"), the Owner of approximately 2,400 acres of land within the Overlay District,
sued Clark County in Federal District Court alleging Ordinance 2914 violated equal protection, procedural and substantive due
process and constituted a taking of Gypsum’s property without the payment of just compensation. Through the course of the
litigation, Clark County was successful in convincing the Court to dismiss three of the four claims against it, including the takings
claim. However, the equal protection claim asserted by the Owner has not been dismissed - trial is scheduled to commence the week
of May 3, 2010. In the meantime, the Court struck down the parallel legislation enacted by the State (S13 358). The State of Nevada
is in the process of appealing the Court’s decision.
Recently, the parties were required to participate in a Court mediated mandatory settlement conference. The parties met multiple
times and ultimately arrived at a potential resolution whereby the Owner would dismiss its case and forgo attorney fees and costs
against Clark County. In return, Clark County would amend its Red Rock Design Overlay District regulations to allow the
acceptance and review of a Major Project application within the exception area. Accordingly, the District Attorney’s Office offers
this amendment, to create an exception to Clark County’s Red Rock Design Overlay District regulations for a Major Project on
specified land adjacent to but outside the boundaries of the Red Rock Canyon National Conservation Area, in an effort to achieve
settlement of the case.
The District Attorney’s Office recommends approval of the Ordinance to amend the Red
Rock Design Overlay District regulations.
Respectfully Submitted,
RTW\pv
35.1
[Bracketed] and/or-6#*ethfough material is that portion being deleted or amended

Underlined material is that portion being added
BILL NO. 3-17-10-1
SUMMARY - An Ordinance to amend the Unified

Development Code delineating an exception to
the Red Rock Overlay District. (ORD-0210-10)
ORDINANCE NO.
(of Clark County , Nevada)
AN ORDINANCE TO AMEND TITLE 30, CHAPTER 30.48 , ADDING A

NEW SECTION 30.48.312 DELINEATING AN EXCEPTION TO THE
RED ROCK OVERLAY DISTRICT AND PROVIDING FOR OTHER
MATTERS PROPERLY RELATED THERETO.
THE BOARD OF COUNTY COMMISSIONERSOF THE COUNTY OF CLARK, STATE OF

AS FOLLOWS:
NEVADA,DOES HEREBY ORDAIN
SECTION 1. Title 30, Chapter 30.48, Adding a New Section 30.48.312, of the Clark County Code
is hereby amended to read as follows:
30.48 .310 Establishment of Overlay District . This overlay district may be established and/or expanded by the
initiation and adoption of an ordinance and map describing the boundaries therein. (Ord. 2914 § 3 ( part),
7/2003)
30.48 .312 Exception to the Red Rock Design Overlay District . The Red Rock Design Overlay District
(Overlay) shall not apply to Major Projects pursuant to Chapter 30.20 on properties outside of the
boundaries of the Red Roc Canyon National Conservation Area within the following described
Sections:
1. Township 21 South Range 58 East MpM. the East Half of Sections 25 and 36.
2. Township 21 South Range 59 East. MDM Sections 29, 30, 31 and 32 the South half of Section
20 and the West half of 28 and 33.
3. Township 22 South Range 59 East. MDM Section 5 and the West half of Section 4.
30.48.315 Density & Intensity Restrictions. Unless proposed for public facilities, land use applications shall
not be accepted for the following:
a. Any request to increase the number of residential dwelling units allowed by the zoning regulations
in existence on the effective date of this ordinance unless the increase can be accomplished by the
trading of development credits (or similar mechanism) that would allow a greater number of
residential dwelling units to be constructed in an area without increasing the overall density of
residential dwelling units in that area.
b. Any request to establish a new nonresidential zoning district, except for public facilities.
c. Any request to expand the size of any nonresidential zoning district in existence on the effective
date of this ordinance.
d. Exception: The density and intensity restrictions herein described shall not apply to properties
located within the following described Sections within Township 22 South, Range 59 East:
Sections 13, 14, 15, 16, 21, 22, 23, and 24. (Ord. 2914 § 3 (part), 7/2003)
35.2
SECTION2. If any section of this ordinance or portion of thereof is for any reason held invalid or
, such holding shall not invalidate the remaining
unconstitutional by any court of competent jurisdiction
parts of this ordinance.
SECTION 3. All ordinances, parts of ordinances, chapters, sections’, subsections, clauses, phrases or
sentences contained in the Clark County Code in conflict herewith are hereby repealed.
SECTION 4. This ordinance shall take effect and be in force from and after its passage and the
publication thereof by title only, together with names of the County Commissioners voting for or against its
passage, in a newspaper published in and having a general circulationin Clark County,Nevada, at least
once a week for a period of two (2) weeks; on5/17/10 . A land use application approved prior to the
effective date of this ordinance may be developed per the plans approved with the application.
PROPOSED on the 17thday of March 2010
PROPOSED By: Rory Reid
PASSED on the day of , 2010

VOTE:
AYES:
NAYS:
ABSTAINING:
ABSENT:
BOARDOF COUNTYCOMMISSIONERS
CLARK COUNTY, NEVADA
By
Chair
ATTEST:
DIANA ALBA, County Clerk
This ordinanceshall be in force and

effect fromand after the day of , 2010.
35.3
EXHIBIT 2

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Electronically Filed

1 James J. Pisanelli, Esq., Bar No. 4027

9 Attorneys for Plaintiffs

11 CLARK COUNTY, NEVADA

12 GYPSUM RESOURCES, LLC, a Nevada Case No.:

limited liability company; Dept. No.:

16 (Exempt from Arbitration –

8 records, to conceal their scheme.

10 PARTIES AND JURISDICTION

11 2. Plaintiff GYPSUM RESOURCES, LLC ("Gypsum") is a Nevada limited liability

14 located in Clark County, Nevada (the "Gypsum Property").

15 3. Plaintiff is informed and believes and thereupon alleges that Defendant

16 CLARK COUNTY ("Clark County") is a political subdivision of the State of Nevada.

17 4. Plaintiff is informed and believes and thereupon alleges that Defendant

18 CLARK COUNTY BOARD OF COMMISSIONERS (the "Board") is the governing board

22 and NRS 13.010.

4 GENERAL FACTUAL ALLEGATIONS

5 A. Red Rock Canyon National Conservancy Area Established.

7 ("RRCNCA"), designating nearly 200,000 acres of land as a conservation area to be administered

6 development by Howard Hughes Corporation is significantly closer to the RRCNCA, as County

10 challenging their efforts to obstruct Gypsum's property rights.

13 Gypsum's rights concerning density were unconstitutional.

17 dated April 21, 2010. (See Ex. 1, Settlement Agreement.)

20 process. (Ex. 1 at 7.)

21 The Parties acknowledge that, after the Adoption of the Amending

4 and Gypsum about whatever development would go up on that property."

7 nearby property owners.

8 18. As Sisolak noted as a commissioner, the County could not be unreasonable in

14 would have been approved for more than 12,000 units.

18 with a cap of 5,026 residential units.

3 submitted an application to Clark County proposing to develop a community on the

8 primary access to the new development via State Route 159.

13 as part of the approval of the Concept Plan.

20 sought to undermine it despite the County being bound.

7 had intentionally created an impossible regulation loop, i.e., a "catch-22."

20 development plans should the BLM decline to acquire Gypsum's property.

24 further delayed Gypsum's efforts to timely develop its master-planned community.

3 33. As a result of Defendants supposedly misplacing Plaintiff's file, Defendant

13 ultimately futile exercise based on the County's conduct.

18 with the County's normal sequencing.

23 to develop the Gypsum Property.

9 39. SRR was represented by attorney Justin Jones ("Jones"), now a

21 before Clark County and its boards.

27 be deemed forever abandoned.

5 C. Commissioner Brager Dictates When Gypsum Can Move Forward.

19 have to wait yet again.

21 of her commission colleagues, Steve Sisolak and Chris Giunchigliani.

9 the controlling commissioner, she held the power.

13 was her "duty" to have it resolved.

18 it will be approved after the election and it will be on afterwards."

22 before she left office.

26 to meet Commissioner Brager's directions for the December 2018 approvals.

3 of dispute, a process that the County refers to as a "waiver of condition."

5 for approval of Gypsum's Public Facilities and Needs Assessment ("PFNA").

8 order, including engineers, a program manager, a project manager, and a planner.

14 D. The Scheme to Deprive Gypsum of its Rights.

21 (hopefully) take the seat in January 2019."

27 Gypsum's waiver of condition.

2 exchange for Sisolak's agreement to oppose Gypsum's applications.