IGA.PDF

INTERGOVERNMENTAL AGREEMENT BETWEEN MARICOPA COUNTY,
TOWN OF QUEEN CREEK AND TOWN OF GILBERT FOR IMPROVEMENTS OF
CHANDLER HEIGHTS ROAD FROM RECKER ROAD
TO 600 FEET WEST OF POWER ROAD
TT0631
(C-64-19- -M-00)
This Intergovernmental Agreement (Agreement) is between the County of Maricopa, a political
subdivision of the State of Arizona (Maricopa County), the Town of Queen Creek, a municipal
corporation (Queen Creek), the Town of Gilbert, a municipal corporation (Gilbert). The County
and Town are collectively referred to as the Parties or individually as a Party.
This Agreement shall become effective as of the date it is approved by the Maricopa County
Board of Supervisors and shall be filed with the Maricopa County Recorder pursuant to Arizona
Revised Statutes (A.R.S.) §11-952, as amended.
STATUTORY AUTHORIZATION
1. A.R.S. Section 11-251 and Sections 28-6701 et seq. authorize the County to lay out,
maintain, control and manage public roads within the County.
2. A.R.S. Sections 11-951 et seq. authorize 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 authorizes the Town to lay out and improve new streets, avenues
and alleys.
BACKGROUND
4. Chandler Heights Road is a three-lane undivided roadway from Recker Road to 182nd
Street, transitioning to 5 lanes east of 182nd Street to Power Road, Chandler Heights is
owned and maintained by the Parties from Recker Road to Power Road.
5. There are existing half-street improvements constructed with the Gilbert Seville
Subdivision, currently a single travel lane in each direction with a striped median. The
existing areas south of the south curb have been fully established with sidewalk,
landscaping, streetlights, and a drainage channel.
6. The northwest and northeast corners of the Chandler Heights Road and 180th Street
(Seville Boulevard) intersection lie within Maricopa County right-of-way and the southwest
and southeast corners of the intersection lie within Gilbert right-of-way.
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7. Gilbert assessed the intersection of Chandler Heights Road and 180th Street (Seville
Boulevard) and determined that the intersection meets traffic signal warrants based on
the warrant conditions from the 2009 Manual on Uniform Traffic Control Devices
(MUTCD).
8. Queen Creek has contracted for design services to widen Chandler Heights Road to a five
(5) lane section (two lanes in each direction and a striped median) with turn lanes, raised
medians and traffic signals at the 180th Street! Seville Boulevard intersection, curb, gutter,
drainage, bike lanes, sidewalks, street lighting, utility relocations. All of the elements
provided in this paragraph comprise the Project.
9. Based on the cost estimate, the County has agreed to $2,690,062 as its financial
contribution. The County's cost share includes design fees and construction costs for the
portion of the Project currently owned and operated by the County.
10. Based on the cost estimate, the Gilbert has agreed to $3,004,062 as its financial
contribution. Gilbert's cost share includes design fees and construction costs for the
portion of the Project currently owned and operated by Gilbert.
11. The Project will be designed in fiscal years 2019 and 2020 and is expected to start
construction in fiscal year 2021.
12. Maricopa County's financial participation shall be limited to aspects of the Project that
are essential for the establishment of a safe roadway. Maricopa County will not
financially participate in Queen Creek's or Gilbert's Project Enhancements such as
landscaping, irrigation, street lighting, visual mitigation, decorative pavers, or street
furniture which shall be the sole responsibility of the Queen Creek and/or Gilbert.
PURPOSE OF THE AGREEMENT
13. The purpose of this intergovernmental Agreement is to identify and define the
responsibilities of Maricopa County, Queen Creek and Gilbert for various elements of the
Project which include, but are not limited to, cost sharing, design, permitting,
environmental clearances, right-of-way acquisitions, utilities, construction and
construction management, operation and maintenance, and annexation of the Project and
Project Area.
TERMS OF THE AGREEMENT
14. Responsibilities of Maricopa County:
14.1 Maricopa County shall issue no cost permits to Queen Creek for the Project and
related work conducted within the County's jurisdictional boundaries.
14.2 Maricopa County shall be financially responsible for dedicated time by their staff as
it relates to this Project The cost shall not be credited toward the County's Project
Cost share obligation.
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14.3 Maricopa County shall not review Project plans for compliance with Queen Creek
or Gilbert's design standards and shall not be liable for design deficiencies.
14.4 Maricopa County shall cost share in the Project, not to include any Queen Creek
and Gilbert requested Project Enhancements as described in Paragraph 11 of this
Agreement. The County's total cost share contribution includes design fees and
construction costs for the portion of the Project currently owned and operated by the
County and is currently estimated to be $2,690,062.
14.5 The County shall review Change Order(s) requests and provide a response within
fifteen (15) working days.
14.6 Not before July 1, 2021 and upon the completion of annexation of Chandler
Heights Road from Recker Road to Power Road and receipt of an invoice from
Queen Creek and upon the substantial completion of the Project and receipt of a
detailed statement and certification of the applicable costs of Project
improvements, including any change orders related to the construction contract,
and all necessary backup documentation including lien releases from Queen
Creek, the County shall remit payment to Queen Creek within thirty (30) days for
the County's cost share of the design fees and construction costs. This payment
shall not include any administrative expenses related to Queen Creek's project
management costs.
14.7 Maricopa County shall retain sole discretion to notify Queen Greek of any advanced
availability of funds and may remit payment to the Queen Creek prior to fiscal year
2022.
14.8 Maricopa County shall consent to and approve the annexation by Queen Creek of
all the Project Area located within the unincorporated area of Maricopa County that
is improved as part of the Project, including, but not limited to, such additional .
property needed for the Project as is acquired by Maricopa County for public
roadway, whether by purchase, condemnation or dedication.
15. Responsibilities of Queen Creek:
15.1 Upon execution of this Agreement, Queen Creek shall act as the lead agency and
shall assume responsibility and liability for the design, utilities and utility relocation,
construction and construction management, inspection, operation, maintenance
and other aspects of the Project until the completion of the annexation.
15.2 Upon execution of this Agreement, Queen Creek shall indemnify and hold Maricopa
County and Gilbert harmless; and will assume all liability for the design, installation,
inspection, operation and maintenance of the road improvements and the traffic
signal prior to and after the completion of the Project.
15.3 Queen Creek shall be financially responsible for dedicated time by their staff as it
relates to this Project. The cost shall not be credited toward Queen Creek's Project
Cost share obligation.
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15.4 Queen Creek shall apply for no-cost permits, as applicable, for any Project-related
work that lies within unincorporated Maricopa County or Gilbert boundaries.
15.5 Queen Creek shall be responsible for traffic control during construction of the
Project, and shall notify Maricopa County and Gilbert in advance of approving any
lane closures and/or roadway restrictions. If roadway improvements, including
permanent traffic elements, or traffic control extend to other Maricopa County or
Gilbert roadways beyond the Project, Queen Creek shall apply to Maricopa County
or Gilbert for separate construction and/or traffic control permits.
15.6 Not before July 1, 2021 and upon completion of the Project and annexation of
Chandler Heights Road from Recker Road to Power Road, Queen Creek shall
invoice the County for Maricopa County's total design and construction cost share
currently estimated at $2,690,062.
15.7 Upon substantial completion of the Project, Queen Creek shall invoice Gilbert for
Gilbert's total design and construction cost share currently estimated to be
$3,004,062.
15.8 Queen Creek will complete the Project design plans in accordance with the Queen
Creek's design standards.
15.9 Queen Creek shall provide design plans for the Chandler Heights Road and 180th
Street (Seville Boulevard) intersection for Gilbert's review.
15.10 Upon execution of this Agreement, Queen Creek shall assume responsibility for the
design, utilities and utility relocation, construction and construction management,
inspection, operation and maintenance of Chandler Heights Road from Power Road
to the east ROW line of Recker Road, including the intersection and traffic signal at
180th Street (Seville Boulevard).
15.11 Queen Creek will complete the respective annexation of Chandler Heights Road
from Recker Road to Power Road within 180 days of substantial completion of the
Project.
16. Responsibilities of Gilbert:
16.1 Gilbert shall issue no cost permits to Queen Creek for the Project and related work
conducted within Gilbert's jurisdictional boundaries.
16.2 Gilbert shall be financially responsible for dedicated time by their staff as it relates
to this Project. The cost shall not be credited toward Gilbert's Project Cost share
obligation.
16.3 Gilbert shall review Change Order(s) requests and provide a response within fifteen
(15) working days.
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16.4 Gilbert's cost share contribution shall include design fees and all construction costs
for the portion of Chandler Heights Road that is currently owned and operated by
Gilbert from Recker Road to 600 feet west of Power Road. Gilbert shall cost share
in the Project. Gilbert's total cost share contribution is currently estimated to be
$3,004,062.
16.5 Upon the completion of Queen Creek's annexation of Gilbert's portion of Chandler
Heights Road from Recker Road to Power Road and upon the substantial
completion of the Project and receipt of a detailed statement and certification of the
applicable costs of Project improvements, including any change orders related to
the construction contract, and all necessary backup documentation including lien
releases from Queen Creek, Gilbert shall remit payment to Queen Creek within thirty
(30) days for Gilbert's cost share of the design fees and construction costs. This
payment shall not include any administrative expenses related to Queen Creek's
project management costs.
GENERAL TERMS AND CONDITIONS
17. By entering into this Agreement, the Parties agree that to the extent permitted by law, each
Party will indemnify, defend and save the other Parties harmless, including any of the
Parties' departments, agencies, officers, employees, elected officials or agents, from and
against all loss, expense, damage or claim of any nature whatsoever which is caused by
any activity, condition or event arising out of the negligent performance or nonperformance
by the indemnifying Party of any of the provisions of this Agreement. By entering into this
Agreement, each Party indemnifies the other against all liability, losses and damages of
any nature for or on account of any injuries or death of persons or damages to or
'destruction of property arising out of or in any way connected with the performance or
nonperformance of this Agreement, except such injury or damage as shall have been
caused or contributed to by the negligence of that other Party. The damages which are
the subject of this indemnity shall include but not be limited to the damages incurred by
any Party, its departments, agencies, officers, employees, elected officials or agents. 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.
18. This Agreement shall become effective as of the date it is approved by all Parties including
the Maricopa County Board of Supervisors and remain in full force and effect until all
stipulations previously indicated have been satisfied, except that it may be amended only
upon written Agreement by all Parties. Any Party may terminate this Agreement upon
furnishing the other Parties with a written notice at least thirty (30) days prior to the effective
termination date.
19. This Agreement shall be subject to the provisions of A.R.S. Section 38-511.
20. The Parties warrant that they are in compliance with A.R.S. Section 41-4401 and further
acknowledge that:
20.1 Any contractor or subcontractor who is contracted by a Party to perform work on the
Project shall warrant their compliance with all federal immigration laws and
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regulations that relate to their employees and their compliance with A.R.S. Section
23-214(A), and shall keep a record of the verification for the duration of the
employee's employment or at least three (3) years, whichever is longer.
20.2 Any breach of the warranty shall be deemed a material breach of the contract that
is subject to penalties up to and including termination of the contract.
20.3 The Parties retain the legal right to inspect the papers of any contractor or
subcontractor employee who works on the Project to ensure that the contractor or
subcontractor is complying with the warranty above and that the contractor agrees
to make all papers and employment records of said employee available during
normal working hours in order to facilitate such an inspection.
20.4 Nothing in this Agreement shall make any contractor or subcontractor an agent or
employee of the Parties to this Agreement.
21. Each Party to this Agreement warrants that neither it nor any contractor or vendor under
contract with the Party to provide goods or services toward the accomplishment of the
objectives of this Agreement is suspended or debarred by any federal agency which has
provided funding that will be used in the Project described in this Agreement.
22. Each of the following shall constitute a material breach of this Agreement and an event of
default ("Default") hereunder: A Party's failure to observe or perform any of the material
covenants, conditions or provisions of this Agreement to be observed or performed by that
Party ("Defaulting Party"), where such failure shall continue for a period of thirty (30) days
after the Defaulting Party receives written notice of such failure from the non-defaulting
Party 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, but the total aggregate cure period shall not exceed
ninety (90) days unless the Parties agree in writing that additional time is reasonably
necessary under such circumstances to cure such default. In the event a Defaulting Party
fails to perform any of its material obligations under this Agreement and is in Default
pursuant to this Section, the non-defaulting Party, at its option, may terminate this
Agreement. Further, upon the occurrence of any Default and at any time thereafter, the
non-defaulting Party may, but shall not be required to, exercise any remedies now or
hereafter available to it at law or in equity.
23. All notices required under this agreement to be given in writing shall be sent to:
Maricopa County Department of Transportation
Intergovernmental Relations Branch
2901 W. Durango Street
Phoenix, Arizona 85009
Town of Queen Creek
Public Works Director
22350 S. Ellsworth Road
Queen Creek, Arizona 85142
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Town of Gilbert
Public Works Director
50 E. Civic Center Drive
Gilbert, Arizona 85296
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, certified or
registered mail or U.S. Postal Service Express Mail, with postage prepaid, and shall be
deemed sufficiently given if served in a manner specified in this paragraph. Each Party
may by written notice to the other Parties specify a different address for notice. Any notice
sent by registered or 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 courier that guarantee next day
delivery shall be deemed given 24 hours after delivery of the notice to the Postal Service
or courier.
24. This Agreement does not imply authority to perform any tasks, or accept any responsibility,
not expressly stated in this Agreement.
25. This Agreement does not create a duty or responsibility unless the intention to do so is
clearly and unambiguously stated in this Agreement.
26. This Agreement does not grant authority to control the subject roadway, except to the
extent necessary to perform the tasks expressly undertaken pursuant to this Agreement.
27. Any funding provided for in this Agreement, other than in the current fiscal year, is
contingent upon being budgeted and appropriated by the Maricopa County Board of
Supervisors, Queen Creek Town Council and Gilbert Town Council in such fiscal year. This
Agreement may be terminated by any Party at the end of any fiscal year due to non
appropriation of funds.
28. This Agreement shall be binding upon and inure to the benefit of the Parties and their
respective successors and assignees. No Party shall assign its interest in this Agreement
without the prior written consent of the other Parties.
29. This Agreement and all Exhibits attached to this Agreement set forth all of the covenants,
promises, agreements, conditions and understandings between the Parties to this
Agreement, and there are no covenants, promises, agreements, conditions or
understandings, either oral or written, between the Parties other than as set forth in this
Agreement, and those agreements which are executed contemporaneously with this
Agreement. 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. Each Party has reviewed this
Agreement and has had the opportunity to have it reviewed by legal counsel.
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30. 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.
31. Wherever possible, each provision of this Agreement shall be interpreted in such a manner
as to be valid under applicable law, but if any provision shall be invalid or prohibited under
the law, such provision shall be ineffective to the extent of such prohibition or invalidation
but shall not invalidate the remainder of such provision or the remaining provisions,
32. 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.
33. Nothing contained in this Agreement shall create any partnership, joint venture or other
agreement between the Parties hereto. Except as expressly provided in this Agreement,
no term or provision of this Agreement is intended or shall be for the benefit of any person
or entity not a party to this Agreement, and no such other person or entity shall have any
right or cause of action under this Agreement.
34. Time is of the essence concerning this Agreement. Unless otherwise specified in this
Agreement, the term "day" as used in this Agreement means calendar day. If the date for
performance of any obligation under this Agreement or the last day of any time period
provided in this Agreement falls on a Saturday, Sunday or legal holiday, then the date for
performance or time period shall expire at the close of business on the first day thereafter
which is not a Saturday, Sunday or legal holiday.
35. Sections and other headings contained in this Agreement are for reference purposes only
and shall not affect in any way the meaning or interpretation of this Agreement.
36. 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. Faxed,
copied and scanned signatures are acceptable as original signatures.
37. The Parties agree to 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.
38. The Parties hereby agree that the venue for any claim arising out of or in any way related
to this Agreement shall be Maricopa County, Arizona.
39. This Agreement shall be governed by the laws of the State of Arizona.
End of Agreement- Signature Page Follows
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IN WITNESS WHEREOF, the Parties have executed this Agreement.
MARICOPA COUNTY
Recommended by:
2o
Date
Approved and Accepted by:
Chairman Date
Board of Supervisors
Attest by:
Clerk of the Board Date
APPROVAL OF DEPUTY COUNTY ATTORNEY
I hereby state that I have reviewed the proposed Intergovernmental Agreement and declare the
Agreement to be in proper form and within the powers and authority granted to the County by the
Board of Supervisors under the laws of the State of Arizona.
Deputy County Attorney Date
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IN WITNESS WHEREOF, the Parties have executed this Agreement.
TOWN OF QUEEN CREEK
Approved and Accepted by:
Gail Barney
Mayor
Attest by:
APPROVAL OF TOWN ATTORNEY
I hereby state that I have reviewed the proposed Intergovernmental Agreement and declare the
Agreement to be in proper form and within the powers and authority granted to the Queen Creek
Town Council under the laws of the State of Arizona.
--'/
Town Attorney - Date
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IN WITNESS WHEREOF, the Parties have executed this Agreement.
TOWN OF GILBERT
Approved and Accepted by:
enn laniels ate
Mayor
Attest by:
Town Clerk Date
APPROVAL OF TOWN ATTORNEY
I hereby state that I have reviewed the proposed Intergovernmental Agreement and declare the
Agreement to be in proper form and within the powers and authority granted to the Gilbert Town
Council under the laws of the State of Arizona.
6/9
Town Attor ey Date
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