TOWN OF WICKENBURG IGA AMENDMENT 3 FOR WDD.PDF

C-22-19-007-3-04 Amendment No. 3
AMENDMENT NO. 3
TO THE
INTERGOVERNMENTAL AGREEMENT
BETWEEN
MARICOPA COUNTY
ADMINISTERED BY ITS
HUMAN SERVICES DEPARTMENT
AND
TOWN OF WICKENBURG
I. Maricopa County (“County”), by and through its Human Services Department, and the
Town of Wickenburg (“Town”) entered into a financial Intergovernmental Agreement
(“Agreement”) to integrate the County’s workforce development system into the Town’s
library system. The Town provides funds to the County for program service delivery. The
Agreement contains a Start Date of July 1, 2018, and a Termination Date of June 30,
2019. The Agreement may be extended for three additional one-year terms. The County
and the Town collectively are referred to as the “Parties.”
The Parties fully executed Amendment No. 1 to the Agreement on or about December 2,
2019. Among other things, Amendment No.1 extended the term of the Agreement from
July 1, 2019, to June 30, 2020 (Renewal Term #1). The Parties fully executed Amendment
No. 2 to the Agreement on or about July 20, 2020. Among other things, Amendment No.2
extended the term of the Agreement from July 1, 2020, to June 30, 2021 (Renewal Term
#2).
II. The Parties now agree to enter into this Amendment No. 3 (Renewal Term #3) to amend
the Agreement as follows:
A. Extend the Agreement term from July 1, 2021, to June 30, 2022 (“Extension
Period”).
B. Add that the Town shall reimburse the County in a not-to-exceed amount of
$4,287.42 per month for a total of $51,449 during the Extension Period.
C. Add Attachment A, which modifies the Itemized Service Budget for the Extension
Period.
D. Add the following new sections:
19.0 NON-LIABILITY
The County and its agents, representatives, officials, officers, directors,
employees, volunteers, departments, agencies, boards, committees, and
commissions shall not be liable for any act or omission by the Town or any
and all of its agents, representatives, officials, officers, directors,
employees, volunteers, departments, agencies, boards, committees, or
commissions occurring in the performance of this Agreement, nor shall the
County and its agents, representatives, officials, officers, directors,
employees, volunteers, departments, agencies, boards, and commissions
be liable for purchases or contracts made by the Town or any and all of its
agents, representatives, officials, officers, directors, employees,
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C-22-19-007-3-04 Amendment No. 3
volunteers, departments, agencies, boards, committees, or commissions
in connection with this Agreement.
20.0 ASSIGNABILITY AND SUBCONTRACTING
No rights, liabilities, obligations, or duties under this Agreement may be
assigned, delegated, or subcontracted, in whole or part, without the prior
written approval of the County. The Town shall bear all liability under this
Agreement, even if it is assigned, delegated, or subcontracted, in whole or
in part, unless the County approves the assignment, delegation, or
subcontract or agrees otherwise.
21.0 RIGHTS/OBLIGATIONS OF PARTIES ONLY
The terms of this Agreement are intended only to define the respective
rights and obligations of the Parties. Nothing in this Agreement shall create
any rights or duties in favor of any potential third-party beneficiary or other
person, agency, or organization. Nothing in this Agreement shall affect the
legal liabilities of either Party by imposing any standard of care different
from the standard of care imposed by law.
22.0 WAIVER OF TERMS, CONDITIONS, AND DEFENSES
The failure of either Party to insist in any one or more instances on
performance of any of the terms and conditions of, or to exercise any rights
or privileges contained in, this Agreement shall not be considered as
waiving such terms, conditions, rights, or privileges, and they shall remain
in full force and effect. Nothing in this Agreement shall be construed as
consent to any lawsuits or waiver of any defenses in a lawsuit brought
against the County in any state or federal court.
23.0 ENTIRE AGREEMENT
This Agreement contains the entire understanding of the Parties. There are
no representations or other provisions besides those contained in either
this Agreement or in any written amendments approved and signed by both
Parties.
24.0 SURVIVAL
The indemnification, hold harmless, defense, and non-liability provisions of
this Agreement shall have full force and effect notwithstanding any other
provisions in this Agreement and shall survive the termination or expiration
of this Agreement.
25.0 SEVERABILITY
The Parties agrees that should any part of this Agreement be held invalid
or void, the remainder of this Agreement shall remain in full force and effect
and shall be binding on the Parties.
26.0 EXECUTION OF AGREEMENT/COUNTERPARTS
This Agreement may be executed in counterparts. Each counterpart shall
be deemed an original, and all counterparts shall form a single instrument.
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C-22-19-007-3-04 Amendment No. 3
27.0 CHOICE OF LAW; VENUE
This Agreement shall be construed in accordance with and governed by
the laws of the State of Arizona. The proper venue for any proceedings
relating to this Agreement shall be Maricopa County, Arizona.
28.0 AUTHORIZATION
Each Party warrants to the other Party that the appropriate governing body
of the Party has authorized approval and signature of this Agreement.
III. Section II above contains all the changes made by this Amendment No. 3. All other terms
and conditions of the Agreement and Amendment Nos. 1 and 2 shall remain the same
and in full force and effect as approved and amended.
IV. The Parties have authorized the undersigned to execute this Amendment No. 3 on their
behalf.
V. This Amendment No. 3 shall be effective upon approval and signature by both Parties.
(Signatures are contained on the following page)
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C-22-19-007-3-04 Amendment No. 3
IN WITNESS, the Parties have approved and signed this Amendment No. 3:
FOR THE TOWN OF WICKENBURG: FOR MARICOPA COUNTY:
Rui Pereira Date Jack Sellers Date
Mayor Chairman, Board of Supervisors
Attestation: Attestation:
Amy Brown, Town Clerk Date Juanita Garza, Clerk of the Board Date
IN ACCORDANCE WITH A.R.S. §§ 9-240 AND 11- IN ACCORDANCE WITH A.R.S. §§ 11-201, 11-251,
952, THIS AMENDMENT NO. 3 HAS BEEN AND 11-952, THIS AMENDMENT NO. 3 HAS BEEN
REVIEWED BY THE UNDERSIGNED ATTORNEY REVIEWED BY THE UNDERSIGNED ATTORNEY
WHO HAS DETERMINED IT IS PROPER IN FORM WHO HAS DETERMINED IT IS IN PROPER IN
AND WITHIN THE POWERS AND AUTHORITY FORM AND WITHIN THE POWERS AND
GRANTED TO THE TOWN OF WICKENBURG AUTHORITY GRANTED TO MARICOPA COUNTY
UNDER THE LAWS OF THE STATE OF ARIZONA. UNDER THE LAWS OF THE STATE OF ARIZONA.
APPROVED AS TO FORM: APPROVED AS TO FORM:
Town Attorney Date Deputy County Attorney Date
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C-22-19-007-3-04 Amendment No. 3
ATTACHMENT A
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