20140303125550395.PDF

INTERGOVERNMENTAL AGREEMENT
BETWEEN MARICOPA COUNTY AND THE CITY OF MESA
FOR MAINTENANCE RESPONSIBILITIES ASSOCIATED WITH
THE BROADWAY ROAD BRIDGES OVER THE TEMPE CANAL
(C-64-14- -M-00)
This Intergovernmental Agreement ("Agreement") is between the County of Maricopa, a
political subdivision of the State of Arizona ("County"), and the City of Mesa, a municipal
corporation ("City"). The County and City 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. §11-251 and §§ 28-6701 et. seq. authorize each County to lay out, maintain,
control and manage public roads within its respective County to acquire and condemn
property necessary for such purposes, and to enter this Agreement.
2. A.R.S. §§11-951 et. seq. authorize public agencies to enter into Intergovernmental
Agreements for the provision of services or for joint or cooperative action.
3. A.R.S. § 9-240 and §§ 9-276 et. seq. authorize the City to lay out and establish,
regulate and improve streets within the City and to enter into this Agreement.
BACKGROUND
4. The Broadway Road Bridges over the Tempe Canal ("Bridges") are located at the
northern boundary of the northwest 1/4 of Section 30, Township 1 North, Range 5 East,
Gila and Salt River Base Line and Meridian, as depicted in the attached Exhibit "A".
5. The Parties agree that the County owns the Bridges and is solely responsible for and
will maintain, repair, replace, and inspect the Bridges, including but not limited to the
structural integrity of the Bridges.
6. The Parties are entering into this Agreement because the City shall be responsible for
maintaining the paint and paint maintenance for the median barriers, edge barrier and
railing on the Bridges, as depicted in Exhibit "B."
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7. The Parties also agree that the City shall assume liability for any loss, expense,
damage or claim of any nature whatsoever which is caused by any activity, condition or
event associated with the paint on the Bridges and any work being performed to
maintain the condition of the paint on the Bridges.
PURPOSE OF THE AGREEMENT
8. The purpose of this Agreement is to identify and define the respective roles and
responsibilities of the County and the City related to paint on the Bridges and
maintaining the condition of the paint on the Bridges.
TERMS OF THE AGREEMENT
9. Responsibilities of the County:
9.1 The County shall issue no-cost permits to the City to paint the Bridges and
maintain the condition of the paint on the Bridges.
9.2 The County shall review and approve submitted traffic control plans for the City
to paint and maintain the condition of the paint on the Bridges.
9.3 If the County finds that the painted areas of the Bridges need paint maintenance
the County shall issue written notice to the City identifying the areas that need
paint maintenance.
10. Responsibilities of the City:
10.1 The City shall be responsible for painting and paint maintenance for the median
barriers, edge barrier and railing on the Bridges as depicted on Exhibit "B" and
activities related to painting the Bridges.
10.2 The City shall maintain the condition of the paint on an as needed basis or
within a reasonable period of time, not to exceed thirty (30) days, after receiving
written notice from the County identifying needed paint maintenance.
10.3 The City shall obtain no-cost permits to paint the Bridges and maintain the
condition of paint on the Bridges.
10.4 The City shall submit a traffic control plan to the County for approval for
activities related to painting the Bridges and maintaining the condition of the
paint on the Bridges.
10.5 The City shall accept liability for any loss, expense, damage or claim of any
nature whatsoever which is caused by any activity, condition or event
associated with the paint on the Bridges and any work being performed to
maintain the condition of the paint on the Bridges.
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GENERAL TERMS AND CONDITIONS
11. To the extent permitted by law, the Parties agree that each Party will indemnify, defend
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 negligent 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, 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
caused or contributed to by the negligence 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 subject of this indemnity shall include
costs, expenses of litigation and reasonable attorney's fees.
This Agreement shall become effective as of the date it is approved by the Maricopa
County Board of Supervisors and remain in full force and effect until all stipulations
previously indicated have been satisfied except that it may be amended upon written
Agreement by all Parties. Any Party may terminate this Agreement upon furnishing the
other Party with a written notice at least ninety (90) days prior to the effective termination
date.
12. This Agreement shall be subject to the provisions of A.R.S. Section 38-511.
13. The Parties warrant that they are in compliance with A.R.S. Section 41-4401 and further
acknowledge that:
13.1 Any contractor or subcontractor who is contracted by a Party to perform
work on the Project shall warrant their compliance with all federal
immigration laws and regulations that relate to their employees and their
compliance with A.R.S. Section 23-214(A), and shall keep a record of the
verification for the duration of the employee's employment or at least three
years, whichever is longer.
13.2 Any breach of the warranty, shall be deemed a material breach of the
contract contract that is subject to penalties up to and including termination
of the contract.
13.3 The Parties retain the legal right to inspect the papers of any contractor or
subcontractor employee who works on the Project to ensure that the
contractor or subcontractor is complying with the warranty above and that
the contractor agrees to make all papers and employment records of said
employee available during normal working hours in order to facilitate such
an inspection.
13.4 Nothing in this Agreement shall make any contractor or subcontractor an
agent or employee of the Parties to this Agreement.
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14. Each Party to this Agreement warrants that neither it nor any contractor or vendor of under the
contract with the Party to provide goods or services toward the accomplishment agency which has
objectives of this Agreement is suspended or debarred by any federal
provided funding that will be used in the Project described in this Agreement.
15. Each of the following shall constitute a material breach of this Agreement and any an of event the
of default ("Default") hereunder: A Party's failure to observe or perform observed or
material covenants, conditions or provisions of this Agreement to be continue for a
performed by that Party ("Defaulting Party"), where such failure notice shall of such failure
period of thirty (30) days after the Defaulting Party receives such failure written shall not be a Default
from the non-defaulting party provided, however, to cure the that Default within such thirty (30) day
if the Defaulting Party has commenced pursuing such cure to completion, but the total
period and thereafter is diligently not exceed ninety (90) days unless the Parties agree in
aggregate cure period shall reasonably necessary under such circumstances to cure
writing that additional time is a Defaulting Party fails to perform any of its material
such default. In the event Agreement and is in Default pursuant to this Section, the non-
obligations party, under this at its option, may terminate this Agreement. Further, upon the
defaulting occurrence of any Default and at any time thereafter, the non-defaulting party may, law but or
shall not be required to, exercise any remedies now or hereafter available to it at
in equity.
16. All notices required under this agreement to be given in writing shall be sent to:
Maricopa County Department of Transportation
Attn: Intergovernmental Liaison
2901 W. Durango Street
Phoenix, Arizona 85009
City of Mesa
Attn: Transportation Director
P.O. Box 1466
Mesa, Arizona 85211
All notices required or permitted by this Agreement or applicable law shall be in writing
and may be delivered in person (by hand or courier) or may be sent by regular, and certified shall
or registered mail or U.S. Postal Service Express Mail, with postage prepaid, paragraph. Either
be deemed sufficiently given if served in a manner specified in this for notice. Any notice
Party may by written notice to the other specify a different address shall be deemed given on
sent by registered or certified mail, return receipt card, requested, or if no delivery date is shown, the
the date of delivery shown on the receipt mail, the notice shall be deemed given 72 hours
postmark thereon. If sent by regular required in this paragraph and mailed with postage
after the notice is addressed as United States Express Mail or overnight courier that
prepaid. Notices delivered delivery shall by be deemed given 24 hours after delivery of the notice
guarantee next day
to the Postal Service or courier.
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This Agreement does not imply authority to perform any tasks, or accept any
17. responsibility, not expressly stated in this Agreement.
This Agreement does not create a duty or responsibility unless the intention to do so is
18. clearly and unambiguously stated in this Agreement.
This Agreement does not grant authority to control the subject roadway, except to the
19. extent necessary to perform the tasks expressly undertaken pursuant to this Agreement.
Any funding provided for in this Agreement, other than in the current fiscal year, is
20. contingent upon being budgeted and appropriated by the Maricopa County Board of
Supervisors and the City of Mesa Council in such fiscal year. This Agreement may be
terminated by any Party at the end of any fiscal year due to non-appropriation of funds.
This Agreement shall be binding upon and inure to the benefit of the Parties and their
21. successors and assignees. Neither Party shall assign its interest in this
Agreement respective without the prior written consent of the other Party.
Agreement and all Exhibits attached to this Agreement set forth all of the
22. This promises, agreements, conditions and understandings between the Parties
covenants, to this Agreement, and there are no covenants, promises, agreements, conditions forth in this or
understandings, either oral or written, between the Parties other than as set
Agreement, and those agreements which are executed contemporaneously with this
Agreement. This Agreement shall be construed as a whole and in accordance with its
fair meaning and without regard to any presumption or other rule requiring construction modified or
against the party drafting this Agreement. This Agreement cannot hereto. be Each party
changed except by a written instrument executed by all of the Parties reviewed by legal
has reviewed this Agreement and has had the opportunity to have it
counsel.
23. The waiver by any Party of any right granted to it under this Agreement is not a waiver to be of a
any other right granted under this Agreement, nor may any waiver be deemed matter
waiver of a subsequent right obtained by reason of the continuation of any
previously waived.
Wherever possible, each provision of this Agreement shall be interpreted in such a
24. manner as to be valid under applicable law, but if any provision shall be invalid or
prohibited under the law, such provision shall be ineffective to the extent of such
prohibition or invalidation but shall not invalidate the remainder of such provision or the
remaining provisions.
25. Except as otherwise provided in this Agreement, all covenants, or in any agreements, certificate or
representations and warranties set forth in this Agreement survive the expiration
instrument executed or delivered pursuant to this Agreement shall
or earlier termination of this Agreement for a period of one (1) year.
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26. Nothing contained in this Agreement shall create any partnership, joint venture or other
agreement between the Parties hereto. Except as expressly provided in this Agreement,
no term or provision of this Agreement is intended or shall be for the benefit of any
person or entity not a party to this Agreement, and no such other person or entity shall
have any right or cause of action under this Agreement.
27. Time is of the essence concerning this Agreement. Unless otherwise specified in this
Agreement, the term "day" as used in this Agreement means calendar day. If the date
for performance of any obligation under this Agreement or the last day of any time
period provided in this Agreement falls on a Friday, Saturday, Sunday or legal holiday,
then the date for performance or time period shall expire at the close of business on the
first day thereafter which is not a Friday, Saturday, Sunday or legal holiday.
28. Sections and other headings contained in this Agreement are for reference purposes
only and shall not affect in any way the meaning or interpretation of this Agreement.
29. This Agreement may be executed in two or more counterparts, each of which shall be
deemed an original but all of which together shall constitute the same instrument. Faxed,
copied and scanned signatures are acceptable as original signatures.
30. The Parties agree to execute and/or deliver to each other such other instruments and
documents as may be reasonably necessary to fulfill the covenants and obligations to be
performed by such party pursuant to this Agreement.
31. 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.
32. This Agreement shall be governed by the laws of the State of Arizona.
End of Agreement - Signature Page Follows
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IN WITNESS WHEREOF, the Parties have executed this Agreement.
MARICOPA COUNTY CITY OF MESA
Recommended by: Approved and Accepted by:
tO 1 I --1 4-Z011-
John B I -1-fauskins, `4.- P.E. Date Christopher J. Brady Date
Transportation Director City Manager
Approved and Accepted by: Attest by:
Denny Barney, Chairman Date City Clerk Date
Board of Supervisors
Attest by:
Fran McCarron Date
Clerk of the Board
APPROVAL OF DEPUTY COUNTY ATTORNEY AND CITY ATTORNEY
I hereby state that! have reviewed the proposed Intergovernmental Agreement and declare the
Agreement to be in proper form and within the powers and authority granted to the Parties by
their respective governing bodies under the laws of the State of Arizona.
Deputy County Attorney Date Deputy City Attorney Date
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Exhibit A
Broadway Road Bridges over the Tempe Canal ("Bridges")
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Exhibit B
The Broadway Road Bridges over the Tempe Canal ("Bridges")
":4011;01,
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The City is only responsible for painting and
paint maintenance for median and edge barrier
& railing.
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