DRAFT EXHIBIT A - AWAITING AMD 3 SIGS.PDF

License No. P-50244
C-86-15-028-M-00
FACILITIES USE AGREEMENT
Between
ARIZONA BOARD OF REGENTS
and
MARICOPA COUNTY
This Facilities Use Agreement (the "Agreement") is made and entered into by and between
the ARIZONA BOARD OF REGENTS, a body corporate ("ABOR"), for and on behalf of (1)
Arizona State University ("ASU"), (2) Northern Arizona University ("NAU") and (3) University
of Arizona ("UA"), and MARICOPA COUNTY, a political subdivision of the State of Arizona,
whose current address is 301 W. Jefferson, Phoenix, Arizona 85003 ("County"). ABOR, on
behalf of each University, and ASU, NAU and UA are referred to herein individually as a
"Contractor" and collectively as the "Contractors". ABOR, ASU, NAU, UA and the County are
sometimes collectively referred to herein as the "Parties" or individually as a "Party."
RECITALS:
A. Contractors are conducting a free primary care clinic providing primary healthcare and
primary mental health services ("Services");
B. Contractors desire to offer the Services to individuals in Maricopa County who are
experiencing homelessness (the "Recipients");
C. Contractors have selected the Maricopa County Department of Public Health, Health Care
for the Homeless facility, located on the Human Services Campus, with an address of 220
S. 12th Avenue, Phoenix, AZ 85007 (the "Premises"), as the Arizona site to offer the
Services;
D. County has determined that Contractors' proposed use of the Premises is not commercial
in nature, but rather a benefit to the Recipients;
E. County wants to support the efforts of Contractors by offering the Premises pursuant to the
terms and conditions of this Agreement;
NOW, THEREFORE, in consideration of the mutual promises and covenants contained
herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the Parties hereto agree as follows:
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AGREEMENT:
Article 1. Recitals.
1.1. The Recitals, by this reference, are incorporated herein and made a part of this Agreement.
Article 2. Contractors' Responsibilities.
2.1. Contractors may utilize the Premises on an exclusive basis for provision of the Services on
Saturdays between 8:00 a.m. and 5:00 p.m. and on Sundays and weekday evenings during
such hours as may be approved by County in its reasonable discretion. County
acknowledges that some of the Services will be provided by employees, staff, faculty and
students of Contractors. The actual hours of operation on Saturdays, Sundays and weekday
evenings will be determined by Contractors and approved by the County. At all other
times, the Premises will be operated by County. The County shall retain the ability to enter
the Premises at any and all times.
2.2. Contractors, during operations on the Premises, will comply with all federal, state and local
laws, statutes, rules, regulations, ordinances, codes and executive orders whether now or
hereafter in effect including, but not limited to, the Health Insurance Portability and
Accountability Act of 1996 ("HIPAA"), as amended, and regulations promulgated and
amended thereunder by the U.S. Department of Health and Human Services in connection
with its use of the Premises and to execute any necessary agreements to implement this
Agreement, including a Business Associate Agreement in a form acceptable to the Parties.
Without limiting the foregoing, each Contractor affirms that it is and will continue to be
compliant with all parts of the Administrative Simplification Requirements of HIPAA,
including, but not limited to, the following four (4) sections:
1) Electronic Transactions and code sets;
2) Security;
3) Unique identifiers; and
4) Privacy
2.3. County, at its expense, will provide all supplies and medications necessary or desirable for
the operation of the Premises by the Contractors to provide the Services, which shall
include, but is not limited to items such as, bandages, dressings, sterile gauze, disinfectant,
hand sanitizer, paper towels, toilet paper, tongue depressors, cotton swabs, cotton balls,
and antiseptic (collectively the "Clinic Supplies and Medications"). Contractors will
have the right to use, free of charge, all such Clinic Supplies and Medications provided by
County for use at the Premises from time to time. Contractors will not be obligated to
replace any Clinic Supplies and Medications used by Contractors, but will notify County
as to any Clinic Supplies and Medications that need be restocked. All prescription
medications will be kept in a locked cabinet or room and dispensed by Contractors as is
required by law. Contractors may also use all computers and equipment, including, but not
limited to, laboratory equipment (the "County Equipment") available on the Premises
from time to time, in providing the Services. County will maintain such County Equipment
in good condition and repair at its expense. Except as provided in this Section 2.3 and the
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EMR Agreements referenced in Section 4.4 below, Contractors, at Contractors' sole cost
and expense, shall provide all other equipment (including, but not limited to, cell phones)
necessary for the provision of the Services (the "Contractors Equipment"). With respect
to any Contractors Equipment used for the provision of medical services or treatment,
County may use such Contractors Equipment in connection with its provision of healthcare
services in the Premises. Contractors will maintain such Contractors Equipment in good
condition and repair at its expense and may remove such Contractors Equipment from the
Premises at any time during the term of this Agreement or at the expiration or termination
hereof.
2.4. Contractors will be solely responsible for the payment of wages or salary of any type, if
any, to all employees, officers, directors, staff, contractors and agents of Contractors.
2.5. Except as provided in Section 4.2, at their sole cost and expense, Contractors will be
responsible for ensuring the safety and security of the Premises, all supplies and equipment
located in the Premises, and the safety and security all its employees, officers, directors,
staff, contractors, agents of Contractors during all periods when Contractors are using the
Premises.
2.6. Except as provided in Section 4.2, at their sole cost and expense, Contractors will be
responsible for ensuring the safety and security of all individuals seeking Services on the
Premises from Contractors during all period when Contractors are using the Premises.
2.7. Contractors shall maintain a license issued by the State of Arizona for operating an
outpatient treatment center pursuant to A.R.S. §36-422 and shall meet all of the
requirements set forth by the Arizona Department of Health Services for operating an
outpatient treatment center.
2.8. In connection with the operation of the Premises by the Contractors to provide the Services,
Contractors may use and share the County's Clinical Laboratory Improvement
Amendments of 1988 ("CLIA") certificate (003D0923268 PPMP level) for the
operation of the laboratory located on the Premises (the "Premises Lab"), which
laboratory is under the direction of the County's representative, who is responsible for the
overall operation, quality assurance and administration of the Premises Lab. The County
will keep such certification in full force and effect and immediately notify the Contractors
of any certification or licensure inspections, reviews or complaints. Contractors shall
comply with the County's posted rules and protocols regarding operation of the Premises
Lab.
Article 3. Fees, Costs and Expenses.
3.1. Contractors agree to conduct the Service at no cost or expense to County, except as
otherwise provided in Section 2.3 above with respect to providing Clinic Supplies and
Medications and County Equipment. County agrees to provide access to the Premises
pursuant to the terms and conditions of this Agreement without monetary remuneration.
3.2. Pursuant to a separate written agreement among the Contractors with respect thereto, ASU
will reimburse County for the costs described in Sections 4.2 and 4.3 below within thirty
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(30) days following receipt of an invoice for such services. At Contractors' request,
County will provide Contractors with evidence of any costs billed to Contractors pursuant
to this Section 3.2.
Article 4. County Responsibilities.
4.1. County agrees to provide the following to Contractors:
a) Access to the Premises for the Services. Contractors will only have access to the
Premises during the days and hours provided in Section 2.1 above. County will
provide sufficient parking for Contractors' agents and staff during such days and
hours.
b) Assistance with communicating pertinent information to County employees in
advance of opening the clinic.
4.2. Contractors will be responsible for any increase in the actual-out-of pocket cleaning and
security costs incurred by County as a result of Contractors' use of the Premises (e.g., if
there is a cost of providing security during the hours of operation by Contractors or an
additional cleaning costs for days when County would not otherwise be operating the
Premises, Contractors will reimburse County for such costs).
4.3. If requested by Contractors, County will cause one of the receptionists employed to work
at the Premises at the times when it is operated by County to also provide such services at
the Premises when it is operated by Contractors, provided that Contractors will reimburse
County for the expenses of employing such receptionist (including salary and fringe
benefits) during the hours when the Premises is operated by Contractors.
4.4. County shall assist Contractors in obtaining a license from E-ClinicalWorks and any other
vendor to allow Contractors to utilize the electronic medical record ("EMR") maintained
by County for any patients that are treated by Contractors on the Premises, and shall
execute such additional documents as may be necessary to provide Contractors with access
to such EMR (all such documents, whether executed by E-Clinical Works or County being
referred to as the "EMR Agreements"). Contractors shall pay (or reimburse County for)
any fees charged by E-Clinical Works or any other vendor to allow for the access and use
of such EMR.
4.5. County shall provide the Clinic Supplies and Medications and provide and maintain the
County Equipment in accordance with Section 2.3.
Article 5. Term and Termination of Agreement.
5.1. The term of this Agreement will be for one (1) year and will commence on OCirt)6.01,1,32014
("Term") and will expire on OcA060-1,13, 2015. The Parties may extend the Term by
mutual agreement in writing. The Real Estate Manager of Maricopa County is hereby
given the authority to execute any documents necessary to extend the Term for a period no
longer than one (1) year provided there is no cost to County. Should any amendment to
this Agreement require additional cost to County or an extension of the Term for a period
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that is greater than 1 (one) year, then the proposed amendment must be approved by the
Maricopa County Board of Supervisors. Should any amendment to this Agreement permit
the Term of this Agreement to extend beyond a total of sixty (60) months for the initial
term with renewal options of an additional sixty (60) months, then the proposed
amendment must be approved by the Arizona Board of Regents.
5.2. This Agreement may be terminated by either Party by giving the other Party at least 30-day
written notice. Notice of termination will be hand-delivered to the other Party at the
address set forth in Article 21 of this Agreement. In addition, a copy will be mailed to the
County Real Estate Services Manager, Department of Finance, or sent by overnight courier
to the address set forth for the County in Article 21 below. Either Party may change their
respective notice address by providing the other Party with prior written notice of the
change of address by certified mail, return receipt requested.
Article 6. Non-Disclosure and Non-Use of Confidential Information.
6.1. Subject to Section 25.5 herein and except as otherwise may be required by applicable law,
each Contractor agrees that all information communicated or provided to Contractor or its
agents with respect to County or County's employees which is designated by County as
proprietary and confidential information will be treated as such, and Contractor agrees not
to disclose any such information to third parties. Each Contractor agrees to notify County
in writing of any actual or suspected loss, misuse or misappropriation of any information
by that Contractor. Each Contractor acknowledges and agrees that any violation of this
paragraph, whether intentional or not, will cause irreparable halm to County and its
employees. Each Contractor acknowledges that County will be entitled to obtain injunctive
relief in connection with such violation, in addition to any other legal rights and remedies.
The provisions of this Section 6.1 will survive termination of this Agreement.
Article 7. Governing Law and Venue.
7.1. This Agreement will be governed by and construed in accordance with the laws of the State
of Arizona, and is subject to A.R.S. § 38-511. The Parties expressly consent to the exclusive
personal jurisdiction and venue of the state or federal courts sitting in Phoenix, Arizona,
for any lawsuit arising from or relating to this Agreement. The prevailing Party in any
action is entitled to its reasonable attorneys' fees and costs.
Article 8. Entire Agreement.
8.1. This Agreement and any Exhibits attached hereto sets forth all of the covenants, promises,
agreements, conditions and understandings between the Parties hereto and there are no
covenants, promises, agreements, conditions or understandings, either oral or written,
between the Parties other than as set forth herein, and those agreements which are executed
contemporaneously herewith. This Agreement will 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.
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Each Party has reviewed this Agreement and has had the opportunity to have it reviewed
by legal counsel.
Article 9. Severabilitv.
9.1. If any of the provisions of this Agreement are found or deemed by a court of competent
jurisdiction to be invalid or unenforceable, the remaining provisions will nevertheless
continue in full force and effect without being impaired or invalidated in any way.
Article 10. Non-Waiver.
10.1. Waiver of any breach of any term, condition or covenant herein contained will not be
deemed to be a waiver of any other term, condition or covenant herein, or of a subsequent
breach of any term, covenant or condition herein. County's consent to, or approval of, any
subsequent or similar act will not be deemed to render unnecessary the obtaining of
County's consent to, or approval of, any subsequent or similar act by Contractors, to be
construed as the basis of an estoppel to enforce the provision or provisions of this
Agreement requiring such consent.
Article 11. Indemnification.
To the fullest extent permitted by law, each Party (as "indemnitor") agrees to indemnify,
defend, and hold hannless the other Party (as "indemnitee") from and against any and all
claims, losses, liabilities, costs, or expenses (including reasonable attorney's fees)
(hereinafter collectively referred to as "Claims") arising out of bodily injury of any person
(including death) or property damage, but only to the extent that such claims which result
in vicarious/derivative liability to the indemnitee, are caused by the act, omission,
negligence, misconduct, or other fault of the indemnitor, its officers, officials, agents,
employees, or volunteers.
Article 12. Release.
12.1. In consideration of the granting of this Agreement, Contractors voluntarily and knowingly
release and discharge County and its agents, contractors, employees, members, officials
and partners, if any, from any and all Claims whatsoever, in law or in equity, whether
known or unknown, that Contractors, or anyone claiming through or under Contractors
may have or may claim to have, which now exist or may hereafter arise resulting from the
exercise of the license granted by this Agreement.
Article 13. Insurance.
13.1. County acknowledges that Contractors are participants in the State of Arizona self-
insurance program as authorized by Arizona Revised Statutes § 41-621, et seq. This
program establishes insurance coverage for property of the Contractors, general and
professional liability, and worker's compensation within the coverage parameters defined
in the referenced statute, and shall be deemed sufficient to meet the County's insurance
requirements for purposes of this Agreement.
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13.2. Each Party will, and will cause its employees and agents to comply at all times with all
applicable municipal, county, state, federal or other governmental laws, statutes, codes,
regulations and other requirements, including, without limitation, environmental health,
safety and police requirements and regulations respecting its use of the Premises
("Applicable Laws"). This compliance will be at the complying Party's sole cost and
expense. Each Party will be solely responsible for any and all chemical or toxic waste or
other "hazardous material" disbursement or release of any kind whatsoever, which is
caused by such Party and its agents, whether accidental or intentional, and will be solely
responsible for the actual "clean-up" should any material be released on the Premises. In
addition, each Party will be responsible for any cost and expense associated with said clean-
up. As used herein, the term "hazardous materials" will mean any materials identified as
"hazardous materials" in any municipal, county, state, federal or other governmental laws,
statutes, codes and regulations. This includes, but is not limited to, blood and bodily fluids.
Article 14. Return of Premises.
14.1. Upon the expiration or earlier termination of this Agreement, Contractors will remove any
personal property from the Premises and restore any damage to the Premises caused by
such removal at the Contractors' sole expense. Any personal property of Contractors not
removed by the end of the Term or earlier termination date will be deemed to have been
abandoned by Contractors and may be disposed of or retained by County as County may
desire.
Article 15. Personal Property.
15.1. The Parties acknowledge that all equipment of Contractors will be deemed personal
property of Contractors. It is expressly understood and agreed that Contractors retain title
to all personal property Contractors bring onto the Premises. Except as provided herein:
(i) County will not be responsible for any damage to any personal property of Contractors,
and (ii) Contractors and/or any of its employees, agents, officers, directors Or members
hereby waive any and all rights to bring any claim against County from or relating in any
way to damage to the personal property of Contractors.
Article 16. Interruption of Service.
16.1. Notwithstanding the preceding, or anything to the contrary contained herein, the Parties
acknowledge and agree that under no circumstances will the Parties be liable for damages,
costs or other losses incurred or suffered by any Party as a result of acts of God, war,
national emergency, governmental restriction/request/ direction/delay, civil commotion,
strikes, fire or other catastrophe, force majeure, and all other causes or events which are
beyond the other Parties' control. This includes, but is not limited to, any inadequacy,
stoppage, surge, interruption or discontinuance of any telephone, electric or other utility
service.
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Article 17. Authority to Execute Agreement/Counterparts.
17.1. Each Party represents to the other that the person executing this Agreement on behalf of
the respective entity is authorized to execute this Agreement and the other Party will have
the right to rely on such representations or warranties.
17.2. This Agreement may be executed in counterparts, each of which shall be deemed an
original, but all of which together shall constitute one and the same instrument. The
delivery of an executed copy of this Agreement electronic transmission in electronic format
(for example, "pdPI or "tin shall have the same force and effect as the delivery of a signed
Article 18. No Partnership or Joint Venture.
18.1. Nothing contained in this Agreement will create any partnership, joint venture or other
arrangement between Contractors and County. Except as expressly provided herein, no
term or provision of this Agreement is intended or will be for the benefit of any person or
entity not a party hereto, and no such other person or entity will have any right or cause of
action hereunder.
Article 19. Immigration Laws.
19.1. Each Party warrants to the other that it is in compliance with A.R.S. §41-4401 and further
agrees that:
19.1.1. Each Party warrants that it complies fully with all applicable federal immigration
laws and regulations that relate to its employees, that it will, as applicable or
required under § 23-214(A), verify, through the e-verify program as jointly
administered by the U.S. Department of Homeland Security and the Social
Security Administration or any of its successor programs, the employment
eligibility of each employee hired to work on this Agreement, and that it will, as
applicable or required under A.R.S. § 23-214(A), require its subcontractors and
sub-subcontractors to provide the same warranties to such Party.
19.1.2. A breach of a warranty under section 16.1 above, will be deemed a material
breach of this Agreement that is subject to penalties up to and including
termination of this Agreement.
19.1.3. Each Party retains the legal right to inspect the other Parties' contracts with
subcontractors working on this Agreement and the Forms 1-9 and E-Verify
records of each Party's employees who perform work on this Agreement, to
ensure that each Party is complying with the warranty provided under subsection
16.1 above and that each Party agrees to make all contracts with said
subcontractors and Forms 1-9 and E-Verify records of said employee(s) available
during normal working hours in order to facilitate such an inspection. Each Party
warrants it will contractually require its subcontractors to provide the same
assurances as provided by such Party in this subsection;
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19.1.4. Nothing herein will make any Party or any of a Party's contractors or
subcontractors an agent or employee of any other Party hereto.
Article 20. Agreement as License.
20.1. The Parties intend and mutually agree that this Agreement will be construed as a mere
license by County to Contractors to operate within the Property as described herein. This
Agreement will not be construed as a lease, sublease, rental agreement or easement. It is
understood and mutually agreed that Contractors have no interest whatsoever in the
Premises other than the right to use the same in accordance with this Agreement.
Article 2L Notices.
21.1. All notices which will or may be given pursuant to this Agreement will be in writing and
transmitted by registered mail, return receipt requested or hand delivered, addressed as
follows and will be effective when received (or when delivery is refused):
Contractors:
ASU: Arizona State University
College of Nursing and Health Innovation
Attn: Pamela J. Thompson
500 N. 3rd Street (MCO 3020)
Phoenix, AZ 85004
Phone No.: (602) 496-2320
Em: Pamela.J.Thompson@asu.edu
With a copy to: Arizona State University
Attn: Glen R. Nelson
500 N. 3rd Street, Room 524
Phoenix, AZ 85004
Phone No.: (602) 496-1933
Ern: Glenn.R.Nelson@ASU.edu
and
Arizona State University
Attn: Assistant Vice-President, University Real
Estate Development
80 E. Rio Salado Parkway, Suite 513
Tempe, AZ 85281-9106
Phone No.: (480) 727-7676
Ern: John.Creer@asu.edu
For mail delivery at:
P.O. Box 873908
Tempe, AZ 85287-3908
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NAU: Northern Arizona University
Attn: Leslie Schulz
Dean, College of Health and Human Services
208 East Pine Knoll Drive
P.O. Box 15015
Flagstaff, AZ 86011
Phone No.: (928) 523-4331
Em: Leslie.Schulz@nau.edu
With copies to: Northern Arizona University
Attn: Laura Huenneke, Provost
Office of the Provost
1900 South Knoles Drive, Suite 201
P.O. Box 4120
Flagstaff, AZ 86011
Phone No.: (928) 523-2330
Em: Lattra.Huenneke@NAU.edu
and
Northern Arizona University
Contracting and Purchasing
545 E. Pine Knoll Dr.
Flagstaff, AZ 86011
Phone No.: (928) 523-4557
Em: nau-contracts(&,nau.edu
UA: The University of Arizona
Attn: Office of the Vice Dean
College of Medicine-Phoenix
550 East Van Buren Street
Phoenix, AZ 85004
Phone No.: (602) 827-2001
Em: chadwick@email.arizona.edu
With copies to: The University of Arizona
Office of the Provost
P.O. Box 210066
Tucson, AZ 85721-0066
Phone No.: (520) 621-1856
and
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The University of Arizona
Attn: The Office of the General Counsel
P.O. Box 210066
Tucson, AZ 85721-0066
Phone No.: (520) 621-3175
Em: amleel@email.arizona.edu
COUNTY: Maricopa County Finance Department
Attn: Real Estate Manager
301 West Jefferson St., Suite 960
Phoenix, AZ 85003
Maricopa County Department of Public Health
Attn: Contracts Office
4041 N. Central Ave., Suite 1400
Phoenix, AZ 85012
Maricopa County Health Care for the Homeless
Attn: Program Supervisor
220 S. 12th Ave.
Phoenix, AZ 85006
Any notice required or permitted hereunder may be given by legal counsel for a Party.
Article 22. Headings.
22.1. Section and other headings contained in this Agreement are for reference purposes only
and will not affect in any way the meaning or interpretation of this Agreement.
Article 23. Time is of the Essence.
23.1. Time is of the essence of this Agreement. If the date for performance of any obligation
hereunder or the last day of any time period provided herein will fall on a Saturday, Sunday
or legal holiday of the State of Arizona, then said date for performance or time period will
expire on the first day thereafter which is not a Saturday, Sunday or a legal holiday. Unless
otherwise specifically indicated to the contrary, the word "days" as used in this Agreement
will mean and refer to calendar days.
Article 24. Counterparts.
24.1. This Agreement may be executed in two or more counterparts, each of which will be
deemed an original but all of which together will constitute one and the same instrument.
The delivery of an executed copy of this Agreement by electronic transmission in electronic
format (for example, "pdf" or "fir) shall have the same force and effect as the delivery of
a signed original.
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Article 25. ABOR Specific Provisions.
25.1. The Parties will comply with all applicable state and federal laws, rules, regulations, and
executive orders governing equal employment opportunity, immigration, and
nondiscrimination, including the Americans with Disabilities Act. If applicable, the
Parties will abide by the requirements of 41 CFR §§ 60-1.4(a), 60-300.5(a) and
60-741.5(a). These regulations prohibit discrimination against qualified individuals
based on their status as protected veterans or individuals with disabilities, and
prohibit discrimination against all individuals based on their race, color, religion, sex,
or national origin. Moreover, these regulations require that covered prime
contractors and subcontractors take affirmative action to employ and advance in
employment individuals without regard to race, color, religion, sex, national origin,
protected veteran status or disability.
25.2. Pursuant to AR. S. § 12-1518, the Parties acknowledge and agree, that they will be required
to make use of mandatory arbitration of any legal action that is filed in the Arizona superior
court concerning a controversy arising out of this Agreement if required by A.R.S.
§ 12-133.
25.3. If either Party's performance under this Agreement depends on the appropriation of funds
by the Arizona Legislature, and if the Legislature fails to appropriate the funds necessary
for performance, then that Party may provide written notice of this to the other Party and
cancel this Agreement without further obligation. Appropriation is a legislative act and is
beyond the control of the Parties.
25.4. Notwithstanding any other provision of this Agreement to the contrary, the Parties
acknowledge that Contractors are public institutions, and as such are subject to Title 39,
Chapter 1, Article 2 of A.R.S. (A.R.S. §§ 39-121 through 39-127). The Parties also
acknowledge that the County is a public entity and subject to certain rules, regulations and
statutes regarding disclosure of information. Any provision regarding confidentiality is
limited to the extent necessary to comply with the provisions of state law.
25.5. Any other provision of this Agreement to the contrary notwithstanding, the Parties
acknowledge that Contractors are public institutions and, as such, any indemnification,
liability limitation or hold harmless provision will be limited as required by Arizona law,
including without limitation Article 9, Section 5 and 7 of the Arizona Constitution and
A.R.S. §§ 35-154 and 41-621. Consequently, each Contractor's liability under any claim
for indemnification is limited to claims for property damage, personal injury, or death to
the extent caused by acts or omissions of such Contractor.
'Signatures appear on following two pages]
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License No. P-50244
C-86-15-028-M-00
IN WITNESS WHEREOF, this Facilities Use Agreement is made and entered into as of
,2014.
ASU: COUNTY:
ARIZONA BOARD OF REGENTS, a body MARICOPA COUNTY, a political
corporate, for and on behalf of Arizona State subdivision of the State of Arizona
University
By:
John P. Creer Denny BameS7, Chairmayof the Board
Its: Assistant Vice President for University
Real Estate Development OCT 1 3 2014
Clerk of the Board I Date
ACKNOWLEDGED AND APPROVED:
/V
By:
Teri Pipe, PhD, RN, Dean and
Professor of the College of Nursing
and Health Innovation
SIGNATURES CONTINUED ON NEXT PAGE
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License No. P-50244
C-86-15-028-M-00
IN WITNESS WHEREOF, this Facilities Use Agreement is made and entered into as of
,2014.
ASU: COUNTY:
ARIZONA BOARD OF REGENTS, a body MARICOPA COUNTY, a political
corporate, for and on behalf of Arizona State subdivision of the State of Arizona
Universit
By:
Denny Barney, Chairman of the Board
Its: sistant Vice President for University ATTEST:
Real Estate Development
Clerk of the Board Date
ACKNOWLEDGED AND APPROVED:
APPROVED AS TO FORM:
By: L{/ VV r Deputy County Attorney Date
Teri Pipe, PhD„ Dean and
Professor of the College of Nursing
and Health Innovation
SIGNATURES CONTINUED ON NEXT PAGE
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License No. P-50244
C-86-15-028-M-00
SIGNATURE CONTINUATION PAGE TO
FACILITIES USE AGREEMENT
NAU: UA:
ARIZONA BOARD OF REGENTS, a body ARIZONA BOARD OF REGENTS, a body
corporate, for and on behalf of Northern corporate, for and on behalf of University of
Arizona University Arizona
By: (Z:1, -
Name: Laura Huenneke Name: James A. Hyatt
Its: Provost Its: Interim Senior President for Business
Affairs & Chief Financial Officer
ACKNOWLEDGED AND APPROVED: ACKNOWLEDGED AND APPROVED:
By:
Name: Leslie Schulz Name: Stuart Flynn, MD
Its: Dean, College of Health and Its: Dean, College of Medicine, Phoenix
Human Services
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License No. P-50244
C-86-I5-028-M-00
SIGNATURE CONTINUATION PAGE TO
FACILITIES USE AGREEMENT
NAU: UA:
ARIZONA BOARD OF REGENTS, a body ARIZONA BOARD OF REGENTS, a body
corporate, for and on behalf of Northern corporate, for and on behalf of University of
Arizona University Arizona
By: By:
Name: Laura Huenneke Name: Andrew C. Mmrie
Its: Provost Its: Senior Vice President for Academic
Affairs and Provost
ACKNOWLEDGED AND APPROVED: ACKNOWLEDGED AND APPROVED:
By: By:
Name: Leslie Schulz Name: Stuart Flynn, MD
Its: Dean, College of Health and Its: Dean, College of Medicine, Phoenix
Human Services
14
18999851 I FINAL 9-11-14

License No. P-50244 Amendment No. 1
C-86-15-028-M-01
AMENDMENT No. 1 to FACILITIES USE AGREEMENT
Between
ARIZONA BOARD OF REGENTS
And
MARICOPA COUNTY
This Amendment No. 1 to Facilities Use Agreement is made and entered into by and
between the ARIZONA BOARD OF REGENTS, a body corporate ("ABOR"), for and on behalf
of (1) Arizona State University ("ASU"), (2) Northern Arizona University ("NAU") and (3)
University of Arizona ("UA"), and MARICOPA COUNTY, a political subdivision of the State
of Arizona, whose current address is 301 W. Jefferson, Phoenix, Arizona 85003 ("County").
ABOR, on behalf of each University, and ASU, NAU and UA are referred to herein individually
as a "Contractor" and collectively as the "Contractors". ABOR, ASU, NAU, UA and the
County are sometimes collectively referred to herein as the "Parties" or individually as a
"Party."
RECITALS:
A. County and Contractors are parties to that certain Facilities Use Agreement No. P-50244
approved by the Maricopa County Board of Supervisors on October 13, 2014, (the
"Agreement"). The Agreement is for use of premises at 220 S. 12' 1' Avenue, Phoenix, AZ
85007.
B. The term of the Agreement expires on October 13, 2015.
C. County and Contractors now mutually desire to extend the Agreement to create a new
term.
D. Article 5 of the Agreement authorizes the Real Estate Manager of Maricopa County to
execute documents necessary to extend the Term of the Agreement under certain
circumstances.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing and other valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, County and
Contractors agree to extend the term of License No. P-50244 as follows:
1

1. The term of the Agreement is hereby extended one (1) year, to commence October 14,
2015, and expire on October 13, 2016. This Agreement is subject to termination pursuant
to the provisions of A.R.S. § 38-511.
This amendment will result in no additional cost to the County.
3. Dennis P. Lindsey was Real Estate Manager of Maricopa County until April 15, 2015,
when the position was combined with Deputy Chief Real Estate Officer of Marieopa
County, the position he currently holds.
4. Section 5.1 of the Agreement authorizes the Real Estate Manager of Maricopa County to
execute any documents necessary to extend the Term for a period of no longer than one
(1) year provided there is no additional cost to County.
5. The effective date of this amendment is the date of execution of all Parties.
6. The foregoing paragraphs contain all the changes made by this amendment. All other
terms and conditions of the original Agreement shall remain the same and in full force
and effect.
[SEE FOLLOWING PAGES FOR SIGNATURES1

License No. P-50244 Amendment No, 1
C-86-15-028-M-01
IN WITNESS WHEREOF, this AMENDMENT No. 1 to FACILITIES USE
AGREEMENT is made and entered into as of Se F1E 61 .e;.(.-11‘ (6 , 2015.
ASU: COUNTY:
ARIZONA BOARD OF REGENTS, a body MARICOPA COUNTY, a political
corporate, for and on behalf of Arizona State subdivision o e State of Arizo
University
By: By:
. Creer Dennis P. Lindse
Its: MI.stant Vice President for University Its: Deputy Chief Real Estate Officer
Real Estate Development
Date Signed: I ) 1,5
Approved As To Form:
ACKNOWLEDGED AND APPROVED:
By: Deputy Co ty Atto
inipe, PhD, RN, Dean and
Professor of the College of Nursing Date Signed:
and Health Innovation -
3

License No. P-50244 Amendment No. 1
C-86-I 5-028-M-01
SIGNATURE CONTINUATION PAGE TO
AMENDMENT No. 1 to FACILITIES USE AGREEMENT
NAU:
ARIZONA BOARD OF REGENTS, a body
corporate, for and On behalf of Northern
Arizona University
By:
Name: Dan Kain
Its: Interim Provost
Date Signed: ef - 1c;
ACKNOWLEDGED AND APPROVED:
By:
Name: Debera Thomas
Its: Dean, College of Health and
Human Services
4

License No. P-50244 Amendment No. 1
C-86-15-028-M-01
SIGNATURE CONTINUATION PAGE TO
AMENDMENT No. 1 to FACILITIES USE AGREEMENT
UA:
ARIZONA BOARD OF REGENTS, a body
corporate, for and on behalf of University of
Arizona
By: _
Name: Andrew C. Comrie
Its: Senior Vice President for
Academic Affairs and Provost
Date Signed:
5

License No. P-50244 Amendment No, 2
C-86-15-028-M-02
AMENDMENT NO. 2 TO FACILITIES USE AGREEMENT
Between
ARIZONA BOARD OF REGENTS
And
MARICOFA COUNTY
This Amendment No. 2 to Facilities Use Agreement (this "Amendment") is made and
entered into by and between the ARIZONA BOARD OF REGENTS, a body corporate
("ABOR"), for and on behalf of (1) Arizona State University ("ASU"), (2) Northern Arizona
University ("NAU") and (3) University of Arizona ("UA"), and MARICOPA COUNTY, a
political subdivision of the State of Arizona, whose current address is 301 W. Jefferson, Phoenix,
Arizona 85003 ("County"). ABOR, on behalf of each University, and ASU, NAU and UA are
referred to herein individually as a "Contractor" and collectively as the "Contractors". ABOR,
ASU, NAU, UA and the County are sometimes collectively referred to herein as the "Parties" or
individually as a "Party."
RECITALS:
A. County and Contractors are parties to that certain Facilities Use Agreement No. P-50244
approved by the Maricopa County Board of Supervisors on October 13, 2014 and
subsequently amended September 16, 2015 (the "Agreement"). The Agreement is for
use of premises at 220 S. 12^ Avenue, Phoenix, AZ 85007.
B. The term of the Agreement expires on October 13, 2016.
C. County and Contractors now mutually desire to extend the Agreement to create a new
term.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing and other valuable
consideration, the receipt and sufficiency of which are hereby acknowledged. County and
Contractors agree to amend the Agreement as follows:
1. The term of the Agreement is hereby extended one (1) year, to commence October 14,
2016, and expire on October 13, 2017. This Amendment is subject to termination
pursuant to the provisions of A.R.S. § 38-511.
2. This Amendment will result in no additional cost to the County.

3. The effective date of this Amendment is the date of execution of all Parties.
4. The foregoing paragraphs contain all the changes made by this Amendment. All other
terms and conditions of the original Agreement shall remain the same and in full force
and effect.
[SEE NEXT PAGE FOR SIGNATURES]

License No. P-50244 Amendment No. 2
C-86-I5-028-M-02
IN WITNESS WHEREOF, this Amendment is made and entered into as of September
,2016.
ASU: COUNTY:
ARIZONA BOARD OF REGENTS, a body MARICOPA COUNTY, a political
corporate, for and on behalf of Arizona State subdivision of the State of Arizona
University
By: By:
John P. Creer Clint Hickman
Its: Assistant Vice President for University Its: Chairman of the Board of Supervisors
Real Estate Development
ACKNOWLEDGED AND APPROVED ATTEST:
By: Date
Teri Pipe, PhD, RN, Dean and
Professor of the College of Nursing Approved As To Form:
and Health Innovation
g -1K -10
Deputy CoMity Atto Date
3

License No. P-50244 Amendment No. 2
C-86-15-028-M-02
IN WITNESS WHEREOF, this Amendment is made and entered into as of September
,2016.
ASU: COUNTY:
ARIZONA BOARD OF REGENTS, a body MARICOPA COUNTY, a political
corporate, for and on behalf of Arizona State subdivision of the State of Arizona
University
By: By:
P. Crar Clint Hickman
Its: \Avistant Vice President for University Its: Chairman of the Board of Supervisors
Real Estate Development
ACKNOWLEDGED AND APPROVED: ATTEST:
By: Teti Pipe, PhD, RN, Dean and Clerk of the Board Date
Professor of the College of Nursing Approved As To Form:
and Health Innovation
Deputy County Attorney Date
3

License No. P-50244 Amendment No. 2
C-86-15-028-M-02
SIGNATURE CONTINUATION PAGE TO
AMENDMENT NO. 2 to FACILITIES USE AGREEMENT
NAU:
ARIZONA BOARD OF REGENTS, a body
corporate, for and on behalf of Northern Arizona
University
By:
Name: Rita Hartung Cheng
Its: President
Date Signed:
ACKNOWLEDGED ANzi APPROVED:
By:
Name: _ J
Its: Pro
By:
Name: Debera Thomas
Its: Interim Dean, College of Health
and Human Services
4

License No. P-50244 Amendment No. 2
C-86-15-028-M-02
SIGNATURE CONTINUATION PAGE TO
AMENDMENT NO. 2 to FACILITIES USE AGREEMENT
UA:
ARIZONA BOARD OF REGENTS, a body
corporate, for and on behalf of University of
Arizona
By:
Name: Gregg Goldman
Its: Senior Vice President. Business Affairs
and Chief Financial Officer
Date Signed:

License No. P-50244 Amendment No. 3
C-86-15-028-M-03
AMENDMENT NO. 3 TO FACILITIES USE AGREEMENT
Between
ARIZONA BOARD OF REGENTS
And
MARICOPA COUNTY
This Amendment No. 3 to Facilities Use Agreement (this "Amendment") is made and
entered into by and between the ARIZONA BOARD OF REGENTS, a body corporate ("ABOR"),
for and on behalf of (1) Arizona State University ("ASU"), (2) Northern Arizona University
("NAU") and (3) University of Arizona ("UA"), and Maricopa Coutity'a political subdivision of
the State of Arizona, whose current address is 301 W. Jefferson, Phoenix, Arizona 85003
("County"). ABOR, on behalf of each University, and ASU, NAU and UA are referred to herein
individually as a "Contractor" and collectively as the "Contractors". ABOR, ASU, NAU, UA
and the County are sometimes collectively referred to herein as the "Parties" or individually as a
"Party."
RECITALS:
A. County and Contractors are parties to that certain Facilities Use Agreement No. P-50244
approved by the Maricopa County Board of Supervisors on October 13, 2014 and
subsequently amended September 16, 2015 and September 7, 2016 the "Agreement").
The Agreement is for use of premises at 220 S. 12" Avenue, Phoenix, AZ 85007.
B. The term of the Agreement expires on October 13, 2017.
C. County and Contractors now mutually desire to amend the Agreement to extend the term.
AGREEMENT •
NOW, . THEREFORE, in consideration of the foregoing and other valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, County and
Contractors agree to amend the Agreement as follows:
1. The term of the Agreement is hereby extended approximately three and one half (3 1/2)
months, to commence on October 14, 2017, and expire on December 31, 2017. This
Amendment is subject to termination pursuant to the provisions of A.R.S . § 38-511. Either
party may terminate the Agreement upon 30-day written notice to the other.
2. This Amendment will result in no additional cost to the County.
1

License No. P-50244 Amendment No. 3
C-86-15-028-M-03
License No. P-50244 Amendment No. 3
C-86-15-028-M-03
IN WITNESS WHEREOF, this Amendment is made and entered into as of September
, 2017.
ASU: COUNTY:
ARIZONA BOARD OF REGENTS, a MARICOPA COUNTY, a political
body corporate, for and on behalf of Arizona subdivision of the State of .Arizona
State University
By: By:
John P. Creer Denny Barney
Its: Assistant Vice President for University Its: Chairman of the Board of Supervisors
Real Estate Development
ACKNOWLEDGED AND APPROVED: ATTEST:
By: Clerk of the Board Date
Teri Pipe, PhD, RN, Dean and
Professor of the College of Nursing Approved As To Form:
and Health Innovation:
Deputy County Attorney Date
3

License No. P-50244 Amendment No. 3
C-86-1 5-028-M-03
License No, P-50244 Amendment No. 3
C-86-15-028-M-03
SIGNATURE CONTINUATION PAGE TO
AMENDMENT NO. 3 to FACILITIES USE AGREEMENT
UA:
ARIZONA BOARD OF REGENTS, a body
corporate, for and on behalf of University of -
Arizona
By:
Name: Gregg Goldman
Its: Senior Vice President, Business Affairs
and Chief Financial Officer
5