2014-09-26 MCSO - EXPLORER USE AGREEMENT-FINAL.DOC

NON-EXCLUSIVE REVOCABLE FACILITY USE AGREEMENT
FOR USE OF REAL PROPERTY
C-50-15-____-__-00
P-50243
THIS FACILITY USE AGREEMENT ("Agreement") is entered into by and between
Maricopa County, a Title 11 political subdivision of the State of Arizona on behalf of the
Maricopa County Sheriff’s Office (Maricopa), and Western Maricopa Education Center (West-
MEC), an Arizona Title 15 public school district. "West-MEC" and "Maricopa" shall
collectively be referred to herein as the "Parties".
West-MEC owns the West-MEC Central Campus located at 6997 North Glen Harbor
Boulevard in Glendale, Arizona (the "Property"). Maricopa desires access to, and non-exclusive
and revocable use of a portion of the Property for the purpose of operating the Maricopa County
Sheriff’s Office Law Enforcement Explorer Post 2502 youth program; and
Law Enforcement Explorer Post 2502 is part of the Learning for Life Program of the Boy
Scouts of America, Grand Canyon Council, whose headquarters are in Phoenix, Arizona. The
Learning for Life Program of the Boy Scouts of America, Grand Canyon Council is fully insured
through its national organization and the Grand Canyon Council. The Maricopa County
Sheriff’s Office is the official charter partner and sponsor of Law Enforcement Explorer Post
2502; and
The Parties wish to enter into this Agreement, to provide the terms and conditions
pursuant to which Maricopa may enter upon and use designated areas of the Property for use by
Law Enforcement Explorer Post 2502.
NOW, THEREFORE, in consideration of the mutual covenants set forth in this Agreement,
and other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the Parties agree as follows:
1. Grant of Facility Use. West-MEC hereby grants to Maricopa a revocable non-exclusive
facility and space use of the Property as depicted on Exhibit "A" (the "Designated Areas").
2. Use of Designated Areas. Maricopa may use the Designated Areas solely for the purpose of
conducting operations associated with Law Enforcement Explorer Post meeting and training
events at least one night per week between the hours of 6:00 p.m. and 10:00 p.m., occasional
use of laboratory or other space as such space is mutually agreed to by the Parties, use of
unreserved parking spaces in the parking lot at the Property for participants of the Law
Enforcement Explorer Post events, use of storage space located in near proximately to the
classroom and laboratory or other space for materials and equipment associated with
conducting the Law Enforcement Explorer Post events. Maricopa shall comply with all
operational policies, guidelines or rules that West-MEC has established or will establish for
the general use of the Property. Maricopa shall return any utilized space in good working
condition upon the completion of each individual event or use of the subject space by
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Maricopa, normal wear and tear excepted. Any use of signage at the Property by Maricopa
must be approved by West-MEC. Maricopa shall obtain prior approval from West-MEC to
post or display any signage at the Property. Maricopa agrees to comply with all applicable
laws, ordinances, orders and regulations with respect to Maricopa’s use of the Designated
Areas.
3. Term and Termination.
3.1. The initial term of this Agreement shall be for one year and will become effective once
fully executed by the Parties, and shall expire on September 30, 2015, unless sooner
terminated as provided herein. Maricopa may renew the Agreement for additional one
year terms, subject to West-MEC approval. The effective date notwithstanding,
Maricopa shall have the right to access the Property and the Designated Areas prior to
October 2, 2014, for the purpose of preparing the Designated Areas for use.
3.2. Any provision of this Section 3 to the contrary notwithstanding, Maricopa or West-MEC
may terminate this Facility Use Agreement, without cause, on at least 120 days’ prior
written notice to the other Party.
4. Consideration. Consideration for granting this Agreement shall be $1.00, receipt of which is
hereby acknowledged by West-MEC.
5. Indemnification and Insurance.
5.1. Indemnification. Both West-MEC and Maricopa are statutory political subdivisions of
the State of Arizona and each is fully insured either as a result of self-insurance or by
purchase of suitable policies of liability, casualty or other similar forms of insurance.
Each Party (as "indemnitor") agrees to indemnify, defend, and hold harmless the other
Party (as "indemnitee") from and against any and all claims, losses, liability, costs, or
expenses (including reasonable attorney's fees) (hereinafter collectively referred to as
"claims") arising out of the negligent acts, errors, omissions, or malfeasance of the
indemnitor in the performance of this Agreement, 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. Both Parties’ obligations under this clause shall
survive the expiration or earlier termination of this Agreement.
5.2. Insurance. Both West-MEC and Maricopa are statutory political subdivisions of the
State of Arizona and each covenants that it is fully insured either as a result of self-
insurance or by purchase of suitable policies of liability, casualty or other similar forms
of insurance. Law Enforcement Explorer Post 2502 is part of the Learning for Life
Program of the Boy Scouts of America, Grand Canyon Council, whose headquarters are
in Phoenix, Arizona. The Learning for Life Program of the Boy Scouts of America,
Grand Canyon Council is fully insured through its national organization and the Grand
Canyon Council and has agreed to provide Maricopa copies of its policies of insurance
that cover authorized Explorer activities of Law Enforcement Explorer Post 2502.
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5.3. The insurance provisions set forth in this Agreement are separate and independent from
the indemnity provisions of this Article and shall not be construed in any way to limit
the scope and magnitude of the Mutual Indemnification, nor shall the Mutual
Indemnification be construed in any way to limit the scope, magnitude or applicability of
the insurance provisions.
6. Maricopa agrees to be responsible for the conduct of its employees, visitors, volunteers,
guests and agents who enter onto the Designated Area pursuant to this Agreement and for
any damage or harm they may cause in the course of utilizing the Designated Areas for any
Law Enforcement Explorer Post 2502 activities.
7. This Facility Use Agreement shall be automatically revoked in the event of, or at such time
that Maricopa fails to comply with the express terms of this Agreement, unless said failure is
cured within 30 business days of date of written notice to cure.
8. The Parties covenant that each is compliant with all applicable federal or state laws dealing
with discrimination, employment (A.R.S. § 41-4401 and § 23-214, subsection A) and
contracting for goods and services produced or owned by prohibited foreign governments.
9. The Parties to this Agreement acknowledge that they are aware that the Civil Services
Division of the Maricopa County Attorney’s Office (Civil Division) may be chosen as the
attorney for other parties to this Agreement, and the signing party acknowledges that it is
aware of a potential conflict of interest, and it waives any claim of conflict of interest which
may arise by virtue of Civil Division’s representation of other parties to this Agreement.
10. Written notices shall be sent to the following contacts:
West-MEC: Business Office
West-MEC School District
5487 N. 99th Avenue
Glendale, AZ 85305
Maricopa: Maricopa County Finance Department
Attention: Real Estate Manager
301 W. Jefferson, Suite 960
Phoenix, AZ 85003 and
Lee Ann Bohn
Chief Financial Officer
Maricopa County Sheriff’s Office
550 West Jackson Street
Phoenix, AZ 85003
This Agreement shall be binding upon and inure to the benefit of the respective Parties,
their successors in interest and assigns, shall be governed by and construed pursuant to the laws
of the State of Arizona and is subject to cancellation pursuant to A.R.S. § 38-511.
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IN WITNESS WHEREOF, the parties have hereunder set their signatures on the day and year
first written above.
Maricopa: West-MEC:
MARICOPA COUNTY Western Maricopa Educational Center
By ____________________________ By _______________________________
Chairman of the Board of Supervisors Gregory J. Donovan, Superintendent
ATTEST:
___________________________
Clerk of the Board of Supervisors
Approved as to form: Approved as to form:
_____________________ ______________________________
Deputy County Attorney District Legal Counsel
Non-Executive revocable facility use agreement.
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EXHIBIT A
Description or exhibit of the Designated Area(s) approved for Explorer Post use
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