2014-03-17 HWY85WATERTANK_ISA_FINAL (2).PDF

Janice K.
Brewer Brian C. McNeil
Governor Director
ARIZONA DEPARTMENT OF ADMINISTRATION
OFFICE OF THE DIRECTOR
100 NORTH FIFTEENTH AVENUE • SUITE 401
PHOENIX, ARIZONA 85007
(602) 542-1500
INTERGOVERNMENTAL LEASE AGREEMENT
Between
MARICOPA COUNTY
And
ARIZONA DEPARTMENT OF ADMINISTRATION
This Agreement is entered into by Maricopa County, a political subdivision of the State of Arizona, hereinafter
referred to as “The County,” and the Arizona Department of Administration, hereinafter referred to as ADOA.
Whereas the County is empowered by A.R.S. § 11-251 to enter into this agreement, and
Whereas the County, as lessee, desires to lease certain space owned by the state from DOA, and
Whereas A.R.S. § 41-791.02 authorizes the director to lease property owned by the state and to transfer funds
pursuant to an Intergovernmental Lease Agreement to the state general fund.
Whereas, ADOA, as lessor, is able to and desires to rent certain space to the County described as follows:
The exterior of the Arizona State Prison Complex Lewis Water Tower Structure and adequate,
nominal space adjacent to the water equipment building, located at 26700 S. Hwy. 85, Buckeye,
AZ 85326 and illustrated in EXHIBIT A, hereinafter referred to as “The Premises”
THEREFORE, the County and ADOA agree as follows:
1) The term of this Lease Agreement shall commence on the first day of the month following the date DOA’s
signature is affixed hereto and shall continue for ten (10) years thereafter, unless terminated, canceled or
extended as otherwise provided herein.
2) By mutual agreement this Agreement may amended to be extended for one twelve (12) month period.
3) The County agrees to make payment in the amount of Ten Dollars ($10.00) for the full term of this lease
agreement at a rate of One Dollar ($1.00) per year and One Dollar ($1.00) per year for one twelve (12)
month extension period.
Payment shall be made by GAO-514 Transfer and shall be remitted to:
Arizona Department of Administration
General Services Division
100 North 15th Avenue; Suite 202
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Phoenix, Arizona 85007
4) All notices to be given by The County to ADOA shall be in writing, mailed or hand delivered to:
Arizona Department of Administration
General Services Division
Building and Planning Services
100 North 15th Avenue; Suite202
Phoenix, Arizona 85007
ATTN: Nola Barnes, General Manager
5) The County agrees to assume all cost and responsibility for the maintenance and operation of equipment
installed on the above buildings and grounds, including the maintenance and upgrading of systems that will
result in maintaining the buildings’ expected useful life.
6) This Agreement is subject to cancellation at any time upon mutual agreement by both parties with 90 days
prior written notice.
7) In the event no funds or insufficient funds are available or allocated to The County for any payment that
may be due under this Agreement, including no funds or insufficient funds resulting from an act of the
Legislature, for any portion of the term or renewal of this Agreement, The County will be without further
obligation under this Agreement and will remove its personnel and property from the Premises by the end of
the period for which funds are available. The County will advise DOA at any time it appears that there may
be insufficient funds to fully pay its Agreement payments. No liability shall accrue to the County or any
other agency of the State of Arizona in the event the provision of this paragraph is exercised, and neither the
County nor any other agency of the State of Arizona shall be obligated or liable for any future payments or
for any damages as a result of termination under this paragraph.
8) Any amendments to this Agreement shall be in writing and signed by both parties.
9) In the event of a dispute, the parties agree to resolve the differences through mediation or a mutually
acceptable method. To the extent mediation or another method of dispute resolution is not successful, the
parties agree to arbitrate to the extent required by A.R.S. § 12-1518. The laws of the State of Arizona shall
govern any interpretation of this Agreement and venue shall be in Maricopa County, Arizona.
10) 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 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.
11) The County agrees to pay at no cost to DOA, water, telephone, gas and electric services and utilities
consumed on the premises by the County.
12) The County shall use the Premises only for the purpose of installing, maintaining, and operating a DOA
approved communications antenna facility, equipment, cabinets and an accessory building, and uses
incidental thereto for providing radio and wireless telecommunication services which The County is legally
authorized to provide. This use shall be non-exclusive, and ADOA specifically reserves the right to allow
The Premises to be used by other government entities and to make additions, deletions, or modifications to
its own facilities on The Premises.
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13) The County agrees to require any contractors and subcontractors hired by the County for the maintenance
and operation of the above buildings to provide proof of insurance and to also indemnify the State pursuant
to EXHIBIT B.
14) The County acknowledges that the premises have been inspected and accepts the above premises as is.
15) In accordance with A.R.S. § 35-214 and 35-215, all books, accounts, reports, files and other records relating
to this Agreement shall be subject at all reasonable times to inspection and audit by the County, the State
Auditor, or their agents, or employees at DOA's office or at the County's offices at any time during the terms
of the lease and for five (5) years after termination thereof.
16) The parties agree to use arbitration, after exhausting applicable administrative review, to the extent required
by A.R.S. § 12-1518. In the event such a dispute is arbitrated, the parties hereby agree that the prevailing
party is entitled to recover its attorneys' fees and costs. Attorney’s fees shall be based on the prevailing
hourly rate for attorneys in Phoenix, Arizona.
17) All parties hereby are put on notice that this agreement is subject to cancellation by the Governor pursuant
to A.R. S. § 38-511, the provisions of which are incorporated herein.
18) This lease shall be governed and interpreted by the laws of the State of Arizona.
19) Miscellaneous:
a. All parties and subcontractors shall comply with Executive Order 75-5, as amended by Executive
Order 2009-09, which mandates that all persons, regardless of race, color, religion, sex, age,
national origin or political affiliation, shall have equal access to employment opportunities, and all
other applicable State and Federal employment laws, rules and regulations, including the Americans
with Disabilities Act. All parties shall ensure that applicants for employment and employees are not
discriminated against due to race, creed, color, religion, sex, national origin or disability.
b. DOA assigns to the County any claim for overcharges resulting from antitrust violations to the
extent that such violations concern materials or services supplied by third parties to DOA toward
fulfillment of this Agreement.
c. All parties and subcontractors shall comply with ARS § 23-214, which requires verification of
employment eligibility through the e-verify program.
d. Purchases made in furtherance of this Agreement are subject to the Arizona Procurement Code
(ARS § 41-2501, et seq.) and the administrative rules promulgated there under (AAC R2-7-901, et
seq.).
e. Any amendment to this Agreement must be in writing and signed by both parties.
f. All requests for additional services shall be in writing and signed by both parties and subject to
current established ADOA billing rates.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first written
above.
MARICOPA COUNTY
Approved Pursuant to ARS Section 41-792 BOARD OF SUPERVISORS
By: By:
Director, Department of Administration Chairman of the Board
ATTEST:
Date:
Clerk of the Board Date
APPROVED AS TO FORM:
Deputy County Attorney Date
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EXHIBIT A
PREMISES
(Attachment)
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EXHIBIT B
COUNTY INDEMNIFICATION AND INSURANCE REQUIREMENTS
Indemnification:
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 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.
Insurance requirements:
County shall procure and maintain for the duration of the Lease, insurance against claims for injury to persons
or damage to property that may arise from or in connection with this Lease. County shall be responsible for
procuring and maintaining property insurance for the real and personal property for the replacement value of the
real property. If any of the required coverage’s is self-insured by the County this will be acceptable proof to the
State.
The insurance requirements herein are minimum requirements for this Lease and in no way limit the indemnity
covenants contained in this Lease. The State of Arizona in no way warrants that the minimum limits contained
herein is sufficient to protect the County from liabilities that might arise out of this Lease. County is free to
purchase such additional insurance as County determines necessary.
A. Minimum scope and limits of insurance: County shall provide coverage with limits of liability not less
than those stated below.
1.Commercial General Liability – Occurrence Form
Policy shall include bodily injury, property damage, personal and advertising injury and broad form
contractual liability coverage.
• General Aggregate $2,000,000
• Products – Completed Operations Aggregate $1,000,000
• Personal and Advertising Injury $1,000,000
• Each Occurrence $1,000,000
• Blanket Contractual Liability – Written and Oral $1,000,000
• Damage to Rented Premises $ 500,000
a. The policy shall be endorsed to include the following additional insured language: “The
State of Arizona, its departments, agencies, boards, commissions, universities and its
officers, officials, agents, and employees shall be named as additional insureds with
respect to liability arising out of the use and/or occupancy of the property subject to
this Lease. Such additional insured shall be covered to the full limits of liability
purchased by the County, even if those limits of liability are in excess of those required
by this Lease.
b. Policy shall contain a waiver of subrogation endorsement in favor of the State of Arizona,
its departments, agencies, boards, commissions, universities and its officers, officials,
agents, and employees for losses arising from Lease.
2. Excess/Umbrella Liability in the minimum amount of $5,000,000 to follow form of the primary
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policy.
3. Business Automobile Liability
Bodily Injury and Property Damage for any owned, hired, and/or non-owned vehicles used in the
performance of this Contract.
• Combined Single Limit (CSL) $1,000,000
a. The policy shall be endorsed to include the following additional insured language: “The
State of Arizona, its departments, agencies, boards, commissions, universities and its
officers, officials, agents, and employees shall be named as additional insureds with
respect to liability arising out of the activities performed by or on behalf of the County,
involving automobiles owned, leased, hired or borrowed by the County.” Such
additional insured shall be covered to the full limits of liability purchased by the County,
even if those limits of liability are in excess of those required by this Lease.
b. Policy shall contain a waiver of subrogation endorsement in favor of the State of Arizona,
its departments, agencies, boards, commissions, universities and its officers, officials,
agents, and employees for losses arising from work performed by or on behalf of the
County.
c. Policy shall contain a severability of interest provision.
4. Worker's Compensation and Employers' Liability
• Workers' Compensation Statutory
• Employers' Liability
Each Accident $ 500,000
Disease – Each Employee $ 500,000
Disease – Policy Limit $1,000,000
a. Policy shall contain a waiver of subrogation endorsement in favor of the State of Arizona,
its departments, agencies, boards, commissions, universities and its officers, officials,
agents, and employees for losses arising from County activities.
b. This requirement shall not apply to: Separately, EACH contractor or subcontractor
exempt under A.R.S. § 23-901, AND when such contractor or subcontractor executes the
appropriate waiver (Sole Proprietor/Independent Contractor) form.
5. Property Insurance
Property insurance on the building and contents.
• Coverage on County’s contents $____________ Replacement Value
• Coverage on building $____________ Replacement Value
a. Property insurance shall be written on an "all risk, replacement cost coverage, including
coverage for flood and earth movement.
b. If property coverage on the building is required, "the State of Arizona and the
Department of Administration shall be named as a loss payee.”
c. Policy shall contain a waiver of subrogation endorsement in favor of the State of Arizona,
its departments, agencies, boards, commissions, universities and its officers, officials,
agents, and employees for losses arising from the Lease.
B. Additional insurance requirements: The policies shall include, or be endorsed to include, the following
provisions:
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1. The County’s policies shall stipulate that the insurance afforded the County shall be primary
insurance and that any insurance carried by the Department, its agents, officials, employees or the
State of Arizona shall be excess and not contributory insurance, as provided by A.R.S. § 41-621 (E).
2. Coverage provided by the County shall not be limited to the liability assumed under the
indemnification provisions of this Lease.
C. Notice of cancellation: With the exception of (10) day notice of cancellation for non-payment of premium,
any changes material to compliance with this contract in the insurance policies above shall require (30)
days written notice to the State of Arizona. Such notice shall be sent directly to the Lessor and shall be sent
by certified mail, return receipt requested.
D. Acceptability of insurers: County’s insurance shall be placed with companies duly licensed in the State of
Arizona or hold approved non-admitted status on the Arizona Department of Insurance List of Qualified
Unauthorized Insurers. Insurers shall have an “A.M. Best” rating of not less than A- VII or authorized to
transact Workers’ Compensation insurance in the State of Arizona. The State of Arizona in no way warrants
that the above-required minimum insurer rating is sufficient to protect the County from potential insurer
insolvency.
E. Verification of coverage: County shall furnish the State of Arizona with certificates of insurance (ACORD
form or equivalent approved by the State of Arizona) as required by this Agreement. The certificates for
each insurance policy are to be signed by an authorized representative.
All certificates and endorsements are to be received and approved by the State of Arizona before the lease
term commences. Each insurance policy required by this Agreement must be in effect at or prior to the
commencement of the Lease and must remain in effect for the duration of the Agreement. Failure to
maintain the insurance policies as required by this Agreement or to provide timely evidence of renewal will
be considered a material breach of the Lease. If any of the coverage’s are self-insured provide statement of
your current self-insured limits.
All certificates required by this Agreement shall be sent directly to the Lessor. The State of Arizona
Department, lease agreement number and location description are to be noted on the certificate of insurance.
The State of Arizona reserves the right to require complete, certified copies of all insurance policies and
endorsements required by this Agreement at any time.
F. Approval: Any modification or variation from the insurance requirements in this Lease shall be made by
the Leasing agency in consultation with the Department of Administration, Risk Management Division.
Such action will not require a formal Lease amendment, but may be made by administrative action.
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EXHIBIT C
CONTRACTOR AND SUB CONTRACTORS INSURANCE REQUIREMENTS
Indemnification
County shall cause its contractor(s) and subcontractors, if any, to indemnify, defend, save and hold harmless the
State of Arizona, any jurisdiction or agency issuing any permits for any work arising out of this Agreement, and
their respective directors, officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”)
from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs,
attorneys’ fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as “Claims”)
for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property
caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of (insert name
of other governmental entity)’s contractor or any of the directors, officers, agents, or employees or
subcontractors of such contractor. This indemnity includes any claim or amount arising out of or recovered
under the Workers’ Compensation Law or arising out of the failure of such contractor to conform to any federal,
state or local law, statute, ordinance, rule, regulation or court decree. It is the specific intention of the parties
that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or
omissions of the Indemnitee, be indemnified by such contractor from and against any and all claims. It is agreed
that such contractor will be responsible for primary loss investigation, defense and judgment costs where this
indemnification is applicable.
Insurance requirements for any contractors used by a party to the intergovernmental agreement:
The insurance requirements herein are minimum requirements and in no way limit the indemnity covenants
contained in the Intergovernmental Agreement. The State of Arizona in no way warrants that the minimum
limits contained herein are sufficient to protect the governmental entity or Contractor from liabilities that might
arise out of the performance of the work under this Contract by the Contractor, his agents, representatives,
employees or subcontractors, and Contractor and the governmental entity are free to purchase additional
insurance.
A. Minimum scope and limits of insurance: Contractor shall provide coverage with limits of liability not less
than those stated below.
1. Commercial General Liability – Occurrence Form
Policy shall include bodily injury, property damage, personal and advertising injury and broad form
contractual liability.
• General Aggregate $2,000,000
• Products – Completed Operations Aggregate $1,000,000
• Personal and Advertising Injury $1,000,000
• Blanket Contractual Liability – Written and Oral $1,000,000
• Damage to Rented Premises $ 50,000
• Each Occurrence $1,000,000
a. The policy shall be endorsed (blanket endorsements are not acceptable) to include the
following additional insured language: “The State of Arizona, its departments, agencies,
boards, commissions, universities and its officers, officials, agents, and employees shall
be named as additional insureds with respect to liability arising out of the activities
performed by or on behalf of the Contractor.” Such additional insured shall be covered
to the full limits of liability purchased by the Contractor, even if those limits of liability
are in excess of those required by this Contract.
(Note that the other governmental entity(ies) is/are also required to be additional
insured(s) and they should supply the Contractor with their own list of persons to be
insured.)
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b. Policy shall contain a waiver of subrogation endorsement (blanket endorsements are
not acceptable) in favor of the State of Arizona, its departments, agencies, boards,
commissions, universities and its officers, officials, agents, and employees for losses
arising from work performed by or on behalf of the Contractor.
2. Business Automobile Liability
Bodily Injury and Property Damage for any owned, hired, and/or non-owned vehicles used in the
performance of this Contract.
• Combined Single Limit (CSL) $1,000,000
a. The policy shall be endorsed to include the following additional insured language: “The
State of Arizona, its departments, agencies, boards, commissions, universities and its
officers, officials, agents, and employees shall be named as additional insureds with
respect to liability arising out of the activities performed by or on behalf of the
Contractor, involving automobiles owned, leased, hired or borrowed by the
Contractor.” Such additional insured shall be covered to the full limits of liability
purchased by the Contractor, even if those limits of liability are in excess of those
required by this Contract.
b. Policy shall contain a waiver of subrogation endorsement in favor of the State of Arizona,
its departments, agencies, boards, commissions, universities and its officers, officials,
agents, and employees for losses arising from work performed by or on behalf of the
Contractor.
c. Policy shall contain a severability of interest provision.
3. Worker's Compensation and Employers' Liability
• Workers' Compensation Statutory
• Employers' Liability
Each Accident $ 500,000
Disease – Each Employee $ 500,000
Disease – Policy Limit $1,000,000
a. Policy shall contain a waiver of subrogation endorsement (blanket endorsements are
not acceptable) in favor of the State of Arizona, its departments, agencies, boards,
commissions, universities and its officers, officials, agents, and employees for losses
arising from work performed by or on behalf of the Contractor.
b. This requirement shall not apply to: Separately, EACH contractor or subcontractor
exempt under A.R.S. § 23-901, AND when such contractor or subcontractor executes the
appropriate waiver (Sole Proprietor/Independent Contractor) form.
B. Additional insurance requirements: The policies are to contain, or be endorsed (blanket endorsements
are not acceptable) to contain, the following provisions:
1. The Contractor's policies shall stipulate that the insurance afforded the Contractor shall be primary
insurance and that any insurance carried by the Department, its agents, officials, employees or the
State of Arizona shall be excess and not contributory insurance, as provided by A.R.S § 41-621 (E).
2. The Contractor's insurance shall apply separately to each insured against whom claim is made or suit
is brought, except with respect to the limits of the insurer's liability. Coverage provided by the
Contractor shall not be limited to the liability assumed under the indemnification provisions of its
Contract with the other governmental entity(ies) party to the IGA.
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C. Notice of cancellation: With the exception of (10) day notice of cancellation for non-payment of premium,
any changes material to compliance with this contract in the insurance policies above shall require (30)
days written notice to the State of Arizona. Such notice shall be sent directly to the Department and shall be
sent by certified mail, return receipt requested.
D. Acceptability of insurers: Contractors insurance shall be placed with companies duly licensed in the State
of Arizona or hold approved non-admitted status on the Arizona Department of Insurance List of Qualified
Unauthorized Insurers. Insurers shall have an “A.M. Best” rating of not less than A- VII or duly authorized
to transact Workers’ Compensation insurance in the State of Arizona. The State of Arizona in no way
warrants that the above-required minimum insurer rating is sufficient to protect the Contractor from
potential insurer insolvency.
E. Verification of coverage: Contractor shall furnish the State of Arizona with certificates of insurance
(ACORD form or equivalent approved by the State of Arizona) as required by this Contract. The certificates
for each insurance policy are to be signed by an authorized representative.
All certificates and endorsements (blanket endorsements are not accepted) are to be received and
approved by the State of Arizona before work commences. Each insurance policy required by this Contract
must be in effect at or prior to commencement of work under this Contract and remain in effect for the
duration of the project. Failure to maintain the insurance policies as required by this Contract, or to provide
evidence of renewal, is a material breach of contract.
All certificates required by this Contract shall be sent directly to the Department. The State of Arizona
project/contract number and project description are to be noted on the certificate of insurance. The State of
Arizona reserves the right to require complete, certified copies of all insurance policies required by this
Contract at any time.
F. Subcontractors: Contractor's certificate(s) shall include all subcontractors as insureds under its policies or
Contractor shall furnish to the State of Arizona separate certificates for each subcontractor. All coverage for
subcontractors shall be subject to the minimum requirements identified above.
G. Approval: Any modification or variation from the insurance requirements in any Intergovernmental
Agreement must have prior approval from the State of Arizona Department of Administration, Risk
Management Division, whose decision shall be final. Such action will not require a formal contract
amendment, but may be made by administrative action.
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