2015-01-26 LETTER AGREEMENT WITH WAPA - CLEAN.DOCX

Letter Agreement No. 14-DSR-12525
Maricopa County
Advance of Funds for
Communication Sharing
OVERNIGHT MAIL
Mr. Dennis Lindsey
Real Estate Manager
Maricopa County, Real Estate Services Division
301 West Jefferson Street, Suite 960
Phoenix, AZ 85003
Dear Mr. Lindsey:
Maricopa County (County) and Western Area Power Administration (Western) entered into
Contract No. 03-DSR-11429, as amended (Contract 11429), dated March 3, 2004, for the
purpose of communications sharing at Western’s Towers Mountain communication site
(Towers).
The purpose of this Letter Agreement No. 14-DSR-12525 (Agreement) is to fund Western for
estimated labor costs, as identified in Section No. 2 herein, to assist the County to improve its
public safety radio facilities at Towers (Project). The County and Western are sometimes
referred to individually as Party and collectively as Parties.
Agreement: The Parties agree to the terms and conditions set forth in this Agreement.
1. Term:
1.1 This Agreement shall become effective upon execution by the Parties and shall
remain in effect until: (1) completion of the work specified in this Agreement; or
(2) December 31, 2017, whichever occurs earlier.
1.2 The County may at any time terminate this Agreement by providing thirty (30)
days advance written notice to Western; provided, that no such termination notice
shall be effective until the completion or termination of any committed work
activities agreed upon by the Parties.
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Letter Agreement No. 14-DSR-12525
Maricopa County
Advance of Funds for
Communication Sharing
2. Western, at the sole expense of County, shall:
2.1 Review Project specifications, drawings, and related documentation provided by
the County and/or its representative(s).
2.2 Verify tower structural analyses, tower weight restrictions and wind loading for
each additional microwave dish to be installed on the communication tower as
provided by the County and/or its representative(s).
2.3 Determine additional shelter requirements that include, but are not limited to:
rack space, power requirements, emergency backup power, cooling, heating, and
grounding for the new equipment to be installed by the County and/or its
representative(s).
2.4 Provide project management and cost containment services, as required to satisfy
the County’s and Western’s technical and administrative requirements.
2.5 Prepare this Agreement, and other related agreements, documentation, and
correspondence, including revision of the exhibit to Contract 11429, as required,
for additions and/or modifications related to the Project.
2.6 Make personnel available to attend meetings, and review and provide comments
on related documents, as requested.
2.7 Participate in other related Project activities, as requested.
3. County, at its sole expense, shall:
3.1 Be financially responsible for all costs, to an amount not to exceed $4,000.00
without the written approval of the County, associated with the work described in
Section 2, including, but not limited to, any additions and/or modifications related
to the Project.
3.2 Ensure the accuracy and completeness of material provided to Western by the
County and/or its representative(s).
3.3 Prepare related documentation and correspondence as required for the Project.
3.4 Make personnel available to attend meetings, and review and provide comments
on related documents, as requested.
3.5 Participate in other related Project activities, as requested.
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Letter Agreement No. 14-DSR-12525
Maricopa County
Advance of Funds for
Communication Sharing
4. Compensation to Western: The total estimated cost for the work described in Section 2
is Four Thousand Dollars ($4,000), including allocable expenses. Upon execution of this
Agreement, the County shall be mailed an invoice. Upon receipt of the invoice, the
County shall advance the full amount of funds indicated on the invoice, which shall be
applied to the cost of performing the work described in Section 2. Please pay by
Electronic Funds Transfer (EFT) or Automatic Clearing House (ACH) and reference the
invoice number to ensure proper payment processing.
If you are sending your payment by EFT (New York Federal Reserve Bank), provide
your bank with the following information:
ABA (Routing Identifier): 021030004
ALC (Agency Locator Code): 89001602
If you are sending your payment by ACH (Richmond Federal Reserve Bank), provide
your bank with the following information:
ABA (Routing Identifier): 051036706
Account Number: 312003
Western shall be under no obligation to perform any work until such funds have been
received. In the event the funds advanced by the County are insufficient, the County
shall, within thirty (30) days after receipt of written notice from Western, advance such
additional funds, as requested subject to approval by the County as specified in Section
3.1 above. Western shall not be required to perform any further work pursuant to this
Agreement until Western has received the additional funds.
Any funds advanced by the County in excess of the costs incurred by Western shall be
returned to the County without interest whatsoever, as soon as reasonably practicable
after completion of the work described in Section 2. Western shall be under no
obligation to return to the County any funds which are expended for the purpose of this
Agreement. All costs for the work performed by Western will be reasonably
conclusively determined by Western. Within one hundred twenty (120) days of
completing the work described in Section 2, Western shall provide the County with an
itemized statement of the work performed and the associated cost breakdown for each
work item.
5. General Power Contract Provisions: The General Power Contract Provisions (GPCP),
effective September 1, 2007, are attached hereto, and are hereby made a part of this
Agreement the same as if they had been expressly set forth herein; provided, that if the
provisions in the GPCP are in conflict with this Agreement, the terms of this Agreement
shall control.
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Letter Agreement No. 14-DSR-12525
Maricopa County
Advance of Funds for
Communication Sharing
6. Authority to Execute: Each individual signing this Agreement certifies that the Party
represented has duly authorized such individual to execute this Agreement that binds and
obligates the Party. This Agreement is subject to A.R.S. §38-511 and may be terminated
pursuant thereto.
If the above terms and conditions meet with your approval, please sign and date both originals of
this Agreement and return one (1) signed original to one (1) of the following addresses:
If by First Class Mail: If by Overnight Delivery:
Western Area Power Administration Western Area Power Administration
Desert Southwest Regional Office Desert Southwest Regional Office
ATTN: G6218 ATTN: G6218
P.O. Box 6457 615 South 43rd Avenue
Phoenix, AZ 85005-6457 Phoenix, AZ 85009
The County will provide Western with the Board of Supervisors’ agenda number whereby the
Board of Supervisors approved this Agreement.
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Technical questions related to this Agreement should be directed to Mr. Tony Guinane at
(602) 605-2548. Contractual questions should be directed to Mr. W. Troy Stine at
(602) 605-2792.
Sincerely,
Ronald E. Moulton
Senior Vice President and
Desert Southwest Regional Manager
Enclosures
IN DUPLICATE
Accepted and agreed to this ________ day of ____________________, 2015.
MARICOPA COUNTY
(SEAL) By
Title Chairman of the Board of Supervisors
Attest:
Address 301 W. Jefferson, 10th Floor
By
Phoenix, AZ 85003
Title Clerk of the Board of Supervisors
Approved as to Form:
________________________________
Deputy County Attorney