ROE WITH TNC FOR HASSAYAMPA RIVER PRESERVE.PDF

RIGHT-OF-ENTRY AND RELEASE OF LIABILITY AGREEMENT
C-_______________
THIS RIGHT-OF-ENTRY AND RELEASE OF LIABILITY AGREEMENT (“Agreement”) is made on
November 2, 2016, and entered into between MARICOPA COUNTY, a political subdivision of the
State of Arizona (the “County”) and THE NATURE CONSERVANCY, a District of Columbia non-profit
corporation doing business by and through its Arizona Program ("TNC") together hereinafter referred
to as “Parties” or individually as a “Party”.
RECITALS:
WHEREAS, County is authorized to enter into this Agreement pursuant to A.R.S. §11-201 and 11-
251; and
WHEREAS, TNC is authorized to enter into this Agreement pursuant to its internal delegations of
authority currently in effect; and
WHEREAS, County, through its Parks and Recreation Department provides responsible stewardship,
quality parks, trails, outdoor education programs, services and recreational opportunities to the public;
and
WHEREAS, TNC is a conservation organization working to protect ecologically important lands and
waters for nature and people and is the owner of the Hassayampa River Preserve at Vulture
Mountains Recreation Area (hereinafter referred to as “HRP”). TNC has conservation expertise and
has provided conservation management, oversight and resource management guidance on HRP
lands since its acquisition of portions of HRP in 1989; and
WHEREAS, the Parties have established a cooperative relationship and mutual objectives to achieve
integrated management of HRP that emphasizes its natural, cultural, historic, and wildlife resources
and the sustainability of traditional uses, while embracing compatible recreational, educational, and
commercial visitor services; and
WHEREAS, the Parties are working cooperatively to undertake certain activities towards effective
conservation and management of HRP, including the execution of this Agreement upon mutually
agreed upon terms and conditions.
NOW THEREFORE, in consideration of the covenants and conditions contained herein, the Parties
herein agree to the following:
AGREEMENT:
1. TNC hereby gives County a nonexclusive license to enter and conduct the following activities
(“Activities”), under the County’s sole direction, from November 3, 2016 to December 31,
2016, only within the building envelope as shown on the property described in the attached
Exhibit A (the “Property”):
 Road grading to improve the access road to HRP
 Installation of pull-outs along the access road to HRP
 Expansion and improvement of existing, employee and/or overflow parking area(s)
ROE and Release of Liability Agreement
Hassayampa River Preserve
October 2016
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 Earthwork as necessary, e.g. trenching for plumbing and electrical conduit for
restroom.
2. County shall provide TNC a minimum of two (2) weeks’ written notice (per Section 3 below) of
commencement of the Activities. All Activities shall be performed in a workman-like manner,
in compliance with legally required safety standards, and shall reasonably safeguard TNC’s
employees, guests and invitees to the Property from any construction hazards arising from the
Activities.
3. Notice from one Party to the other shall be deemed to have been properly given if mailed by
first class or certified mail, postage prepaid, to the other Party at the respective addresses
which appear in this Agreement or to the attention of the individuals listed below via electronic
mail with read receipt, or to any other location specified by TNC in writing to County or by
County to TNC.
For TNC:
Director, Land Protection
The Nature Conservancy
1510 E. Fort Lowell Road
Tucson, AZ 85719
Phone: (520) 622-3861
Fax: (520) 620-1799
Email: hreading@tnc.org
For County:
Operations Manager
Maricopa County Parks and Recreation Department
41835 N. Castle Hot Springs Road
Morristown, AZ 85342
Phone: (928) 501-9202
Fax: (602) 372-8596
Email: jenniferwaller@mail.maricopa.gov
4. Access for conducting the Activities is limited solely to the Activities described herein.
5. TNC and County acknowledge that TNC has not made, and will not make, any representation
or warranty, implied or otherwise, with respect to the condition of the lands or their suitability
for the Activities. TNC and County accept that entry upon the Property is with full assumption
of all risks and consequences thereof, except in the event of TNC’s gross negligence. TNC
and County acknowledge that County has not made, and will not make, any representation or
warranty, implied or otherwise, with respect to the Activities.
6. TNC does not assume and shall not incur any liability for injury or damage to any person or
property incidental to or which may arise during or in consequence of the County’s entry
described herein except due to the willful misconduct or gross negligence of TNC, its agents or
employees.
7. The Parties acknowledge that County is self-insured as provided in A.R.S. §11-981 and that
this self-insurance fully complies with the requirements under this Agreement.
8. County shall ensure that the Activities do not interfere with TNC activities on the property.
ROE and Release of Liability Agreement
Hassayampa River Preserve
October 2016
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9. This Agreement shall continue in effect through December 31, 2016 and may be extended in
writing by mutual agreement of the Parties.
10. The Parties reserve the right to revoke and terminate this Agreement at any time, in their sole
discretion, for any or no reason, upon thirty (30) days prior written notice to the other Parties.
This Agreement is subject to termination pursuant to A.R.S. §38-511.
11. This Agreement may be executed in multiple counterparts, each of which shall be deemed a
duplicate original, but all of which when taken together shall constitute one and the same
instrument.
IN WITNESS WHEREOF, the Parties have signed this Agreement on the date first above written.
THE NATURE CONSERVANCY, a District of Columbia non-profit corporation
By ________________________________ Date: _________________
Its ________________________________
RECOMMENDED BY:
MARICOPA COUNTY PARKS AND RECREATION DEPARTMENT
__________________________________ Date: _________________
Name: RJ Cardin, Director
APPROVED BY:
MARICOPA COUNTY
_______________________________ _____________________
Chairman, Board of Supervisors Date
ATTEST
___________________________________
Clerk of the Board Date
Approved as to Form:
____________________________________
Attorney for Maricopa County Date
ROE and Release of Liability Agreement
Hassayampa River Preserve
October 2016
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Exhibit A – Map of the Property
ROE and Release of Liability Agreement
Hassayampa River Preserve
October 2016
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