EXCESS MATERIAL AGREEMENT.PDF

AGREEMENT BETWEEN MARICOPA COUNTY AND SIERRA NEGEV& RANCH FOR THE
ACQUISITION AND STORAGE OF EXCESS MATERIAL
This agreement (Agreement) is between the County of Maricopa, a political subdivision of the
State of Arizona (County) and (Sierra Negra Ranch LLC) (Property Owner). The County and
Property Owner 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.
STATUTORY AUTHORIZATION
1. A.R.S. §11-952 and §28-6701, et seg., authorize the County to layout, maintain, control and
manage public roads within the County, and enter into this Agreement.
2. A.R.S. §11-2011 authorizes the County to enter into contracts.
BACKGROUND
3. The Property Owner has agreed to provide, at no cost, the County Excess Material that will
be used for storm damage repairs on dirt roads and paved road shoulder repairs in the
Tonopah area,
4. The Property Owner is the fee simple title owner of an approximately 36 acre tract located
in the northwest corner of West Van Buren Street and South 395 th Avenue being a part of
Maricopa County Assessor Parcel #506-45-015. A drawing of the subject property titled
Exhibit One: Sierra Negra Ranch LLC is attached and incorporated by reference as Exhibit
One.
5. The term of this Agreement shall be five years. After 24 months from the effective date of
this Agreement, the Property Owner may accelerate the termination of this Agreement by
providing one hundred and eighty days written notice to the County.
PURPOSE OF THE AGREEMENT
6. The purpose of this Agreement is to identify and define the responsibilities of the County
and Property Owner for the acquisition and storage of the Excess Material.
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TERMS OF THE AGREEMENT
7. Responsibilities of the County:
7.1 The County may remove the Excess Material when needed for storm damage
repairs on dirt roads and paved road shoulders from the Property identified in
Exhibit One.
8. Responsibilities of the Property Owner:
8.1 The Property Owner shall provide the Excess Material to the County at no
cost.
8.2 The Property Owner shall allow the County to store the Excess Material on
the Property identified in Exhibit One.
8,3 The Property Owner shall release the County from any claims for damage to
the Property, including but not limited to irrigation, vegetation, crops,
existing structures and unanticipated drainage consequences, and shall hold
the County harmless for any claims asserted by third parties related to the
Property.
8.4 The Property Owner shall release the County from any claims arising out of
the maintenance, storage and removal of Excess Materials on and from the
Property.
8.5 The Property Owner shall take full responsibility for securing the site where
the Excess Material is located.
8.6 The Property Owner shall allow the County access to the Excess Material 24
hours a day, seven days per week.
GENERAL TERMS AND CONDITIONS
9. By entering into this Agreement, the Parties agree that to the extent permitted by law, each
Party will defend, indemnify 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 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 (including, but not limited
to, vicarious 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 occasioned by the gross negligence or willful misconduct 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
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subject of this indemnity shall include costs, expenses of litigation and reasonable attorney's
fees.
10. This Agreement shall be subject to the provisions of A.R.S. 38-511.
11. This Agreement shall not be construed to imply authority to perform any tasks, or
accept any responsibility, not expressly set forth herein.
12. This Agreement shall be strictly constructed against the creation of a duty or
responsibility unless the intention to do so is clearly and unambiguously set forth
herein,
13. This Agreement shall not be modified or extended except by written instrument
adopted in accordance with the requirements for adopting a new Agreement.
14. This Agreement has been arrived at by negotiation and shall not be constructed
against either Party or against the Party who prepared the last draft
15. 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.
16. This Agreement shall be governed by the laws of the State of Arizona.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
By:
T ArAei4/7,-;
Date:
End of the page — Maricopa County signatures on the next page.
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Maricopa County
Recommended by:
Date
Transportation Director
Approved and Accepted by:
Denny Barney, Chairman Date
Board of Supervisors
Attested by:
Clerk of the Board Date
Board of Supervisors
APPROVAL Of COUNTY ATTORNEY
I hereby state that I have reviewed this proposed Agreement and detlare the agreement to
be in proper form and within the powers and authority granted to their respective governing
bodies under the laws of the State of Arizona.
Deputy County Attorney Date
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