AGREEMENT WITH CITY OF GOODYEAR -COORDINATION OF ROADWAY STANDARDS.PDF

DocuSign Envelope ID; FF203B75-88F7-4F6C-B65C-EE9340097C99

INTERGOVERNMENTAL AGREEMENT
BETWEEN MARICOPA COUNTY AND THE CITY OF GOODYEAR
FOR COORDINATION OF ROADWAY STANDARDS
RELATED TO PRIVATE DEVELOPMENTS
(C-64-23-___-X-00)

This Intergovernmental Agreement (Agreement) is between the County of Maricopa, a
political subdivision of the State of Arizona (County), and the City of Goodyear, a
municipal corporation (City). The County and City are collectively referred to as the
Parties or individually as a Party.

STATUTORY AUTHORIZATION

1. A.R.S. Section 11-251 and Sections 28-6701 ef. seq. authorizes the County to
lay out, maintain, control and manage public roads within the County.

2. A.R.S. Sections 11-951 ef. seg. authorizes public agencies to enter into
Intergovernmental Agreements for the provision of services or for joint or
cooperative action.

3. A.R.S. Section 9-240 and Sections 9-276 et. seq. authorizes the City to lay out
and establish, regulate and improve streets within the City and to enter into this
Agreement.

DURATION

4. This Agreement shall become effective as of the later of the following the date it
is approved by the Goodyear City Council and executed by the Mayor of the City
of Goodyear; and the date it is approved by the Maricopa County Board of
Supervisors and executed by Chairman of the Maricopa County Board of
Supervisors. This Agreement shall remain in full force and effect for five (5) years
(Term) except that it may be amended upon written Agreement by both Parties.
Any Party may terminate this Agreement for any reason upon furnishing the other
Party with written notice at least thirty (30) days prior to the effective termination
date.

Prepared by Goodyear on May 9, 2023; 1:19 PM

DocuSign Envelope ID: FF203B75-88F7-4F6C-B65C-EE9340097C99

BACKGROUND

5. When private developments occur within the jurisdiction of the City,
improvements to the half-street (i.e., to the center line) of roadways adjacent to
the development are generally required to be designed and constructed to meet
the City’s Standards. Similarly, when private developments occur within the
jurisdiction of the County, the roadways are generally required to be designed
and constructed to meet the County’s standards.

6. There are instances where a development site is located in the City’s jurisdiction
and adjacent half-street of roadways to be constructed by the developer are
located in the County’s jurisdiction. In such cases, the adjacent half-street
roadways are normally required to meet County standards. However, if the City is
planning to annex the adjacent half-street roadways, and the City is willing to
commit to the annexation within a reasonable time frame, it may be reasonable
to consider allowing the adjacent half-street roadways to be designed and
constructed to City standards.

7. There are other instances where a development site is located in the City’s
jurisdiction that causes the need for improvements to roadways within the City’s
jurisdiction that were to remain County Roadways, . In such cases, it may be
reasonable to consider allowing the County roadways within the City’s jurisdiction
to be designed and constructed to County standards if the City is willing to de-
annex the county roadways and the County is willing to accept the roadways
within a reasonable time frame.

8. In the situations described under Paragraphs 6 and 7 of this Agreement, it is a
challenge for the developer to be required to meet both City and County
standards rather than have one consistent set of standards throughout the
development period. It can also be a challenge for the developer if annexation
occurs during the development period because schedule and costs will be
impacted if standards must be converted from County standards to City
standards during the development period.

PURPOSE OF THE AGREEMENT

9. The purpose of this Agreement is to authorize the Maricopa County Department
of Transportation Director (MCDOT Director) or designee and the City Engineer
or designee to enter into Letters of Agreement (LOAs) to allow the application of
City standards on development roadways in County jurisdiction for which the City
will require improvements under terms provided under this Agreement.

Prepared by Goodyear on May 9, 2023; 1:19 PM

DocuSign Envelope ID: FF203B75-88F7-4F6C-B65C-EE9340097C99

10.

11.

TERMS OF THE AGREEMENT

Responsibilities of the County:

10.1

10.2

The MCDOT Director may, in coordination with the City Engineer,
determine sections of roadways suitable for a LOA and may enter into
LOAs with the City for the purposes authorized in this Agreement.

Maricopa County Department of Transportation shall retain appropriate
files related to any LOA entered into under the authority of this Agreement
until all terms provided in the Agreement and the pertinent LOA have been
satisfied or as otherwise required by law.

Responsibilities of the City:

11.1

11.2

12.

The City Engineer or designee may in coordination with the MCDOT
Director, determine sections of roadways suitable for an LOA and may
enter into LOAs with the County for the purposes authorized in this
Agreement.

The City Engineer shall retain appropriate files related to any LOA entered
into under the authority of this Agreement until all terms provided in the
Agreement and the pertinent LOA have been satisfied or as otherwise
required by law.

TERMS OF THE LOA

Each LOA entered into under the authority of this Agreement shall
include a description of the proposed development and the jurisdiction in
which it is located.

12.1 For the half-streets within the County that are adjacent to property

located within the City under development that are to be designed
and constructed pursuant to City standards, the LOA shall include:

i. A list of the sections of roadways within the County that are being
developed to City standards in connection with the development of
the adjacent property located within the City (the Subject
Roadway(s). A map may be included if deemed appropriate by the
MCDOT Director or the City Engineer.

ii. A statement that the City commits to the annexation of the Subject
Roadway(s) and acceptance of all liability associated with the
Subject Roadway(s) as well as all maintenance and operation
responsibilities upon approval of an applicable LOA, subject to (i)
confirmation that the County has a property right over the Subject

Prepared by Goodyear on May 9, 2023; 1:19 PM

DocuSign Envelope ID: FF203B75-88F7-4F6C-B65C-EE9340097C99

12.2

Roadway(s); (ii) the conditions and requirements for annexation set
forth in A.R.S. § 9-471 have been met or the conditions and
requirements for a transfer under A.R.S. § 9-471(O) have been
met; and (iii) the approval by the Goodyear City Council of the
annexation of the Subject Roadway(s). The annexation or transfer
shall be processed upon the completion of the Subject Roadway(s).
Nothing shall prohibit the City from annexing or accepting the
transfer of the Subject Roadway(s) prior to the completion.

A requirement that the Subject Roadway be designed and
constructed to City standards.

A requirement that the City assume responsibility for plan review,
permitting, inspections, and traffic control for the Subject Roadways
to be annexed.

A requirement that the City ensures that the appropriate liability
insurance and project assurance are in place. The insurance shall
list Maricopa County as “Additional Insured” and regardless of the
form, the project bonding shall require written confirmation of the
satisfaction of the City of Goodyear that project requirements have
been met before the assurance may be released.

For improvements, adjacent to or within property under
development located within the City, that are to be designed and
constructed pursuant to County standards, the LOA shall include:

A list of the sections of roadways within the County that are being
developed to City standards in connection with the development of
the adjacent property located within the City (the Subject
Roadway(s). A map may be included if deemed appropriate by the
MCDOT Director or the City Engineer.

. A statement that the County commits to accepting the Subject

Roadways through the de-annexation process set forth in A.R.S. §
9-471.03 and commits to accepting the Subject Roadway as well as
all liability associated with the Subject Roadway(s) and_ all
maintenance and operation responsibilities upon approval of an
applicable LOA, subject to (i) confirmation that the City has a
property right over the Subject Roadway(s); and (ii) the City’s
satisfaction of the conditions and requirements for de-annexation
set forth in A.R.S. § 9-471.03;. The annexation or transfer shall be
processed upon the completion of the Subject Roadway(s). Nothing
shall prohibit the City from accepting the transfer of the Subject
Roadway(s) prior to the completion.

Prepared by Goodyear on May 9, 2023; 1:19 PM

DocuSign Envelope ID: FF203B75-88F 7-4F6C-B65C-EE9340097C99

13.

14.

15.

16.

17.

iii. A requirement that the Subject Roadway be designed and
constructed to County standards.

iv. A requirement that the County will assume responsibility for plan
review, permitting, inspections, and traffic control for the listed
roadways to be de-annexed.

v. A requirement that the County ensures that the appropriate liability
insurance and project bonding (assurance) are in place. The
insurance shall list the City of Goodyear as “Additional Insured” and
regardless of the form, the project bonding shall require written
confirmation of the satisfaction of Maricopa County that project
requirements have been met and the assurance may be released.

After the MCDOT Director and the City Engineer enter into an LOA, if
unexpected or unforeseen circumstances arise that warrant an amendment to an
LOA, the MCDOT Director and the City Engineer may agree to amend the LOA,
in writing, subject to any limitation on the ability of the MCDOT Director or City
Engineer to execute agreement imposed by the Maricopa County Board of
Directors or Goodyear City Council, applicable law.

Nothing in any LOA shall be interpreted to enlarge or expand Maricopa County or
the City of Goodyear’s authority.

GENERAL TERMS AND CONDITIONS

To the extent permitted by law, each Party will indemnify, defend and save the
other Party harmless, including any of the Party’s departments, agencies,
officers, employees, elected officials, or agents, from and against all liability, loss,
expense, damage or claim of any nature whatsoever which is caused by any
activity, condition or event arising out of the performance or nonperformance by
the indemnifying Party of any of the provisions of this Agreement, including but
not limited to injuries or death of persons or damages to or destruction of
property. In the event of an action, the damages which are the subject of this
indemnity shall include costs, expenses of litigation, and reasonable attorney's
fees.

This Agreement and any LOA is subject to the provisions of A.R.S. § 38-511.

It shall be a material breach of this Agreement for a Party to fail to observe or
perform any of the material covenants, conditions, or provisions of this
Agreement, where such failure shall continue for a period of thirty (30) days after
the non-defaulting Party provides the defaulting Party with written notice of such
failure; provided, however, that such failure shall not be a Default if the defaulting
Party has commenced to cure the Default within such thirty (30) day period and
thereafter is diligently pursuing such cure to completion. The total aggregate cure

Prepared by Goodyear on May 9, 2023; 1:19 PM

DocuSign Envelope ID: FF203B75-88F7-4F6C-B65C-EE9340097C99

18.

19.

20.

21.

period shall not exceed ninety (90) days unless the Parties otherwise agree in
writing. In the event of Default, the non-defaulting Party, at its option, may
terminate this Agreement without waiving any available remedies at law or in
equity.

All notices required under this agreement to be given in writing shall be sent to:

Maricopa County Department of Transportation
Attn: Intergovernmental Relations Branch

2901 W. Durango Street

Phoenix, Arizona 85009

City of Goodyear

Attn: City Engineer

14455 West Van Buren Street
Suite D

Goodyear, Arizona 85338

Either Party may by written notice to the other specify a different address for
notice. All notices required or permitted by this Agreement or applicable law shall
be in writing and may be delivered in person (by hand or courier) or may be sent
by regular or certified mail or U.S. Postal Service Express Mail, with postage
prepaid, or by commercial delivery service performed with receipt. Any notice
sent by certified mail, return receipt requested, shall be deemed given on the
date of delivery shown on the receipt card, or if no delivery date is shown, the
postmark thereon. If sent by regular mail, the notice shall be deemed given 72
hours after the notice is addressed as required in this paragraph and mailed with
postage prepaid. Notices delivered by United States Express Mail or overnight
delivery service that guarantees next day delivery shall be deemed given 24
hours after delivery of the notice to the Postal Service or courier for delivery.

Any funding provided for in this Agreement, other than in the current fiscal year,
is contingent upon being budgeted and appropriated by the governing bodies of
the Parties in such fiscal year.

This Agreement shall be construed as a whole and in accordance with its fair
meaning and without regard to any presumption or other rule requiring
construction against the party drafting this Agreement.

This Agreement cannot be modified or changed except by a written instrument
executed by all of the Parties hereto.

The waiver by any Party of any right granted to it under this Agreement is not a
waiver of any other right granted under this Agreement, nor may any waiver be
deemed to be a waiver of a subsequent right obtained by reason of the
continuation of any matter previously waived.

Prepared by Goodyear on May 9, 2023; 1:19 PM

DocuSign Envelope ID: FF203B75-88F7-4F6C-B65C-EE9340097C99

22.

23.

24.

25.

26.

Except as otherwise provided in this Agreement, all covenants, agreements,
representations, and warranties set forth in this Agreement or in any certificate or
instrument executed or delivered pursuant to this Agreement shall survive the
expiration or earlier termination of this Agreement for a period of one (1) year.

This Agreement may be executed in two or more counterparts, each of which
shall be deemed an original but all of which together shall constitute the same
instrument. Electronic signatures, accompanied with verified receipts, are
acceptable as original signatures for this Agreement and any LOA.

The Parties will execute and/or deliver to each other such other instruments and
documents as may be reasonably necessary to fulfill the covenants and
obligations to be performed by such Party pursuant to this Agreement.

The venue for any claim arising out of or in any way related to this Agreement
shall be Maricopa County, Arizona.

This Agreement shall be governed by the laws of the State of Arizona.

End of Agreement - Signature Page Follows

Prepared by Goodyear on May 9, 2023; 1:19 PM

DocuSign Envelope ID: FF203B75-88F7-4F6C-B65C-EE9340097C99

IN WITNESS WHEREOF, the Parties have executed this Agreement.

GOODYEAR

Recommended by:

City ist

Date

Approved and Accepted by:

we ih Mey 2, 200.3

ayor
Attest by:

Oe Wek. Me 1 FARO
City Clerk baw

APPROVAL OF CITY ATTORNEY

The foregoing Agreement has been reviewed pursuant to A.R.S. § 11-952, as
amended, by undersigned Counsel, who has determined that it is in proper form and
within the powers and authority granted to the City under the laws of the State of

Arizona.
ZEZ __shel>
City Attorney Date

Prepared by Goodyear on May 9, 2023; 1:19 PM

DocuSign Envelope ID: FF203B75-88F 7-4F6C-B65C-EE9340097C99

IN WITNESS WHEREOF, the Parties have executed this Agreement.

MARICOPA COUNTY

Recommended by:

‘DocuSigned by:
Jesse. Eutiurey 5/11/2023
Jesse Gutierrez Date
Interim Transportation Director

Approved and Accepted by:

Chairman Date
Board of Supervisors

Attest by:

Clerk of the Board Date

APPROVAL OF DEPUTY COUNTY ATTORNEY

The foregoing Agreement has been reviewed pursuant to A.R.S. § 11-952, as
amended, by the undersigned Deputy County Attorney, who has determined that it is in
proper form and within the powers and authority granted to the Board of Supervisors
under the laws of the State of Arizona.

‘DocuSigned by:
Wayne fuk 5/11/2023
Deputy Counly Attorney Date

Prepared by Goodyear on May 9, 2023; 1:19 PM

Certificate Of Completion

Envelope Id: FF203B7588F74F6CB65CEE9340097C99

Subject: Goodyear Master Development Agreement

Source Envelope:

Document Pages: 9

Certificate Pages: 5

AutoNav: Enabled

Envelopeld Stamping: Enabled

Signatures: 2
Initials: 0

Time Zone: (UTC-08:00) Pacific Time (US & Canada)

Record Tracking

Status: Original

5/11/2023 8:45:29 AM
Security Appliance Status: Connected
Storage Appliance Status: Connected

Signer Events

Wayne Peck
peckw@mcao.maricopa.gov

Security Level: Email, Account Authentication
(None)

Electronic Record and Signature Disclosure:
Accepted: 5/11/2023 9:05:10 AM
ID: £34¢6247-1 be4-411d-b714-93db5e74c3bd

Jesse Gutierrez
jesse.gutierrez@maricopa.gov
Deputy Director

Security Level: Email, Account Authentication
(None)

Electronic Record and Signature Disclosure:
Accepted: 8/19/2020 3:05:37 PM
ID: e98bdb13-b592-49ec-9fd7-cc4fefc42fd3

In Person Signer Events
Editor Delivery Events
Agent Delivery Events
Intermediary Delivery Events
Certified Delivery Events
Carbon Copy Events
Witness Events

Notary Events

Envelope Summary Events

Holder: Kellee Salas
Kellee.Salas@maricopa.gov

Pool: StateLocal

Pool: ITC

Signature
‘DocuSigned by:
Wayne Peck

[ape ane

Signature Adoption: Pre-selected Style
Using IP Address: 156.42.6.1

Jesse. Guiemy

B47E295975F04C3..

Signature Adoption: Pre-selected Style
Using IP Address: 163.116.139.114

Signature
Status
Status
Status
Status
Status
Signature
Signature

Status

DocuSign
Status: Completed

Envelope Originator:

Kellee Salas

2901 W Durango

Phoenix, AZ 85009
Kellee.Salas@maricopa.gov
IP Address: 163.116.139.114

Location: DocuSign

Location: DocuSign

Timestamp

Sent: 5/11/2023 8:47:15 AM
Viewed: 5/11/2023 9:05:10 AM
Signed: 5/11/2023 9:05:20 AM

Sent: 5/11/2023 9:05:21 AM
Viewed: 5/11/2023 2:27:26 PM
Signed: 5/11/2023 2:29:05 PM

Timestamp
Timestamp
Timestamp
Timestamp
Timestamp
Timestamp
Timestamp
Timestamp

Timestamps

Envelope Summary Events Status
Envelope Sent Hashed/Encrypted
Certified Delivered Security Checked
Signing Complete Security Checked
Completed Security Checked
Payment Events Status

Electronic Record and Signature Disclosure

Timestamps

5/11/2023 8:47:15 AM
5/11/2023 2:27:26 PM
5/11/2023 2:29:05 PM
5/11/2023 2:29:05 PM

Timestamps

Electronic Record and Signature Disclosure created on: 3/26/2020 9:58:51 AM
Parties agreed to: Wayne Peck, Jesse Gutierrez

ELECTRONIC RECORD AND SIGNATURE DISCLOSURE

From time to time, MCDOT (Department of Transportation) (we, us or Company) may be
required by law to provide to you certain written notices or disclosures. Described below are the
terms and conditions for providing to you such notices and disclosures electronically through the
DocuSign system. Please read the information below carefully and thoroughly, and if you can
access this information electronically to your satisfaction and agree to this Electronic Record and
Signature Disclosure (ERSD), please confirm your agreement by selecting the check-box next to
‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the
DocuSign system.

Getting paper copies

At any time, you may request from us a paper copy of any record provided or made available
electronically to you by us. You will have the ability to download and print documents we send
to you through the DocuSign system during and immediately after the signing session and, if you
elect to create a DocuSign account, you may access the documents for a limited period of time
(usually 30 days) after such documents are first sent to you. After such time, if you wish for us to
send you paper copies of any such documents from our office to you, you will be charged a
$0.00 per-page fee. You may request delivery of such paper copies from us by following the
procedure described below.

Withdrawing your consent

If you decide to receive notices and disclosures from us electronically, you may at any time
change your mind and tell us that thereafter you want to receive required notices and disclosures
only in paper format. How you must inform us of your decision to receive future notices and
disclosure in paper format and withdraw your consent to receive notices and disclosures
electronically is described below.

Consequences of changing your mind

If you elect to receive required notices and disclosures only in paper format, it will slow the
speed at which we can complete certain steps in transactions with you and delivering services to
you because we will need first to send the required notices or disclosures to you in paper format,
and then wait until we receive back from you your acknowledgment of your receipt of such
paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to
receive required notices and consents electronically from us or to sign electronically documents
from us.

All notices and disclosures will be sent to you electronically

Unless you tell us otherwise in accordance with the procedures described herein, we will provide
electronically to you through the DocuSign system all required notices, disclosures,
authorizations, acknowledgements, and other documents that are required to be provided or made
available to you during the course of our relationship with you. To reduce the chance of you
inadvertently not receiving any notice or disclosure, we prefer to provide all of the required
notices and disclosures to you by the same method and to the same address that you have given
us. Thus, you can receive all the disclosures and notices electronically or in paper format through
the paper mail delivery system. If you do not agree with this process, please let us know as
described below. Please also see the paragraph immediately above that describes the
consequences of your electing not to receive delivery of the notices and disclosures
electronically from us.

How to contact MCDOT (Department of Transportation):

You may contact us to let us know of your changes as to how we may contact you electronically,
to request paper copies of certain information from us, and to withdraw your prior consent to
receive notices and disclosures electronically as follows:

To contact us by email send messages to: lesley.roman@maricopa.gov

To advise MCDOT (Department of Transportation) of your new email address

To let us know of a change in your email address where we should send notices and disclosures
electronically to you, you must send an email message to us at lesley.roman@maricopa.gov and
in the body of such request you must state: your previous email address, your new email
address. We do not require any other information from you to change your email address.

If you created a DocuSign account, you may update it with your new email address through your
account preferences.

To request paper copies from MCDOT (Department of Transportation)

To request delivery from us of paper copies of the notices and disclosures previously provided
by us to you electronically, you must send us an email to lesley.roman@maricopa.gov and in the
body of such request you must state your email address, full name, mailing address, and
telephone number. We will bill you for any fees at that time, if any.

To withdraw your consent with MCDOT (Department of Transportation)

To inform us that you no longer wish to receive future notices and disclosures in electronic
format you may:

i. decline to sign a document from within your signing session, and on the subsequent page,
select the check-box indicating you wish to withdraw your consent, or you may;

ii. send us an email to lesley.roman@maricopa.gov and in the body of such request you must
state your email, full name, mailing address, and telephone number. We do not need any other
information from you to withdraw consent.. The consequences of your withdrawing consent for
online documents will be that transactions may take a longer time to process..

Required hardware and software
The minimum system requirements for using the DocuSign system may change over time. The

current system requirements are found here: https://support.docusign.com/guides/signer-guide-
signing-system-requirements.

Acknowledging your access and consent to receive and sign documents electronically

To confirm to us that you can access this information electronically, which will be similar to
other electronic notices and disclosures that we will provide to you, please confirm that you have
read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for
your future reference and access; or (ii) that you are able to email this ERSD to an email address
where you will be able to print on paper or save it for your future reference and access. Further,
if you consent to receiving notices and disclosures exclusively in electronic format as described
herein, then select the check-box next to ‘I agree to use electronic records and signatures’ before
clicking ‘CONTINUE’ within the DocuSign system.

By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm
that:

e You can access and read this Electronic Record and Signature Disclosure; and

¢ You can print on paper this Electronic Record and Signature Disclosure, or save or send
this Electronic Record and Disclosure to a location where you can print it, for future
reference and access; and

¢ Until or unless you notify MCDOT (Department of Transportation) as described above,
you consent to receive exclusively through electronic means all notices, disclosures,
authorizations, acknowledgements, and other documents that are required to be provided
or made available to you by MCDOT (Department of Transportation) during the course
of your relationship with MCDOT (Department of Transportation).