IGA INTERSECTION IMPROVEMENTS-EMPIRE AND MERIDIAN (REV 12 2 13).DOC

INTERGOVERNMENTAL AGREEMENT
BETWEEN MARICOPA COUNTY, PINAL COUNTY
AND THE TOWN OF QUEEN CREEK
FOR IMPROVEMENTS TO THE INTERSECTION OF
EMPIRE BOULEVARD AND MERIDIAN ROAD (GARY ROAD)
(TT 420)
(C-64-14- __________ -M-00)
This Intergovernmental Agreement (“Agreement”) is between the County of Maricopa, a
political subdivision of the State of Arizona (“Maricopa County”), Pinal County, a political
subdivision of the State of Arizona (“Pinal County”) and the Town of Queen Creek, a
municipal corporation (“Town”). The Counties and the Town 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 all Parties.
STATUTORY AUTHORIZATION
1. A.R.S. Section §11-251 and Sections 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. Sections §§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. Section 9-240 and Sections 9-276 et. seq. authorize the Town to lay out and
establish, regulate and improve streets within the Town and to enter into this
Agreement.
Page 1 of 11

BACKGROUND
4. The intersection of Meridian Road (Gary Road) and Empire Boulevard forms the
boundary between Maricopa County and Pinal County. Meridian Road is currently a
two-lane undivided roadway; Gary Road, south of the intersection is currently a three
lane undivided roadway, Empire Boulevard is currently a three lane undivided roadway
east of the intersection and becomes a two-lane undivided roadway west of the
intersection. Empire Boulevard and Meridian Road (Gary Road) at this intersection are
both classified as urban arterial roads that are considered a major arterial corridor for
the Town.
5. The purpose of the project addressed by this Agreement (the “Project”) is to improve
the Intersection of Meridian Road (Gary Road) and Empire Boulevard by modifying the
existing striping at the intersection and installing exclusive turn lanes on all approaches
of the intersection. Improvements will also include the widening of the pavement on
Meridian Road and Empire Boulevard in the northwest quadrant of the intersection to
match the existing pavement width of Gary Road and Empire Boulevard east of the
intersection. Pinal County currently operates and maintains the intersection, which has
signals that are supported by span wires. The Project will include an upgrade of the
span-wire signal, which crosses from the southwest corner to the northeast corner of
the intersection, to Pinal County Department of Transportation standards.
6. The Project design is expected to be completed in spring of fiscal year 2014 and the
construction is expected to begin in fiscal year 2015. The estimated cost of this Project
is $1.6 million.
7. Pinal County will be responsible for the full cost of upgrades to three signals (on the
northeast, southeast and southwest corners of the intersection), all roadway
improvements located within the jurisdiction of Pinal County, and any Project
enhancements requested by Pinal County, as described in Paragraph 10. The Pinal
County cost share is currently estimated as $264,000 (approximately 16.5% of the
estimated total cost of the Project).
8. The Town will be responsible for any Project enhancements requested by the Town, as
described in Paragraph 10. Upon completion of the Project, the Town will also be
responsible for annexation of land and improvements, within the limits of the Project
area that is located within unincorporated Maricopa County.
9. Except as provided in paragraph 10, Maricopa County will be responsible for all other
Project costs not otherwise attributed to Pinal County or the Town under this
Agreement. The Maricopa County cost share is currently estimated as $1,336,000
(approximately 83.5% of the estimated total cost of the Project).
Page 2 of 11

10. Maricopa County’s financial participation shall be limited to aspects of the Project that
are essential for the establishment of a safe roadway consistent with MCDOT’s cost
participation policy. The County will not financially participate in Project enhancements
such as landscaping, irrigation, street lighting, visual mitigation, decorative pavers,
street furniture or any other items inconsistent with MCDOT’s cost participation policy.
The cost of any Project enhancement shall be borne by the Party requesting the
enhancement.
PURPOSE OF THE AGREEMENT
11. The purpose of this Agreement is to identify and define the responsibilities of Maricopa
County, Pinal County and the Town for the Project, including cost sharing, design, right-
of-way acquisition, utility relocation, traffic signals, traffic control, permits, construction,
construction management and annexation of the roadway and traffic signals.
TERMS OF THE AGREEMENT
12. Responsibilities of Maricopa County:
12.1 Maricopa County shall be the lead agency for all aspects of the Project,
including design, right-of-way acquisition, utility relocation, construction,
construction management and administration, and traffic control.
12.2 Maricopa County shall request that permit fees related to the Project be waived
by Pinal County and the Town.
12.3 Maricopa County shall be responsible for all Project costs not otherwise
attributed to Pinal County or the Town under this Agreement, except that the
County’s financial participation shall be limited as prescribed in Paragraph 10
of this Agreement.
12.4 Upon the issuance of Notice to Proceed with construction of the Project,
Maricopa County shall invoice Pinal County for one-half of Pinal County’s
estimated total cost share for the Project.
12.5 Upon completion of the Project and final inspection and acceptance of the
Project, Maricopa County shall invoice Pinal County for the balance of Pinal
County’s total cost share for the Project.
12.6 Maricopa County shall provide Pinal County and the Town with a set of design
plans for review at each stage submittal.
13. Responsibilities of Pinal County:
13.1 Pinal County shall waive permit fees related to the Project for Maricopa
County.
Page 3 of 11

13.2 Pinal County shall review the stage submittals and provide comments to
Maricopa County within ten (10) working days of receipt.
10.3 Pinal County shall be responsible for the full cost of upgrades to three signals
(on the northeast, southeast and southwest corners of the intersection), all
roadway improvements located within the jurisdiction of Pinal County, and any
Project enhancements requested by Pinal County, as described in Paragraph
10.
13.4 Pinal County shall remit payment to Maricopa County within thirty (30) days of
receipt of an invoice from Maricopa County.
13.5 Pinal County shall operate and maintain the traffic signals and cabinet upon
completion of the Project.
13.6 Pinal County shall operate and maintain the roadway and intersection after the
completion of the Project.
14. Responsibilities of the Town:
14.1 The Town shall waive permit fees for Maricopa County and Pinal County.
14.2 The Town shall review plans and provide comments to the County within ten
(10) working days of receipt.
14.3 The Town shall be responsible for any Project enhancements requested by the
Town, as described in Paragraph 10.
14.4 Upon completion and final inspection of the Project, the Town shall assume
liability and operation and maintenance responsibility for the land and
improvements within the limits of the Project area, that are located within
unincorporated Maricopa County. (Exhibit A)
14.5 Upon completion and final inspection of the Project, the Town shall annex the
land and improvements, within the limits of the Project area that are located
within unincorporated Maricopa County. (Exhibit A)
Page 4 of 11

GENERAL TERMS AND CONDITIONS
15. By entering into this Agreement, the Parties agree that to the extent permitted by law,
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.
16. The Parties agree and acknowledge that in no event shall the other Parties owe
or be obligated to pay any amounts which the other Parties has no obligation to
pay or has not actually paid, whether due to inability to pay or due to having
entered into an agreement that provides the other Parties has no obligation to pay
regardless of the other Parties ability to pay or due to any other reason, including
but not limited to liabilities for which a covenant not to execute has been provided
to the other Parties or any other agreement where liabilities are created with no
obligation on the part of the other Parties to pay.
17. 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 Parties with a written notice at least thirty (30) days prior to the effective
termination date.
18. This Agreement shall be subject to the provisions of A.R.S. Section 38-511.
19. The Parties warrant that they are in compliance with A.R.S. Section 41-4401 and further
acknowledge that:
19.1 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.
Page 5 of 11

19.2 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.
19.3 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.
19.4 Nothing in this Agreement shall make any contractor or subcontractor an
agent or employee of the Parties to this Agreement.
20. Each Party to this Agreement warrants that neither it nor any contractor or vendor under
contract with the Party to provide goods or services toward the accomplishment of the
objectives of this Agreement is suspended or debarred by any federal agency which has
provided funding that will be used in the Project described in this Agreement.
21. Each of the following shall constitute a material breach of this Agreement and an event
of default (“Default”) hereunder: A Party’s failure to observe or perform any of the
material covenants, conditions or provisions of this Agreement to be observed or
performed by that Party (“Defaulting Party”), where such failure shall continue for a
period of thirty (30) days after the Defaulting Party receives written notice of such failure
from the non-defaulting party provided, however, that such failure shall not be a Default
if the Defaulting Party has commenced to cure the Default within such thirty (30) day
period and thereafter is diligently pursuing such cure to completion, but the total
aggregate cure period shall not exceed ninety (90) days unless the Parties agree in
writing that additional time is reasonably necessary under such circumstances to cure
such default. In the event a Defaulting Party fails to perform any of its material
obligations under this Agreement and is in Default pursuant to this Section, the non-
defaulting party, at its option, may terminate this Agreement. Further, upon the
occurrence of any Default and at any time thereafter, the non-defaulting party may, but
shall not be required to, exercise any remedies now or hereafter available to it at law or
in equity.
22. 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
Pinal County Public Works Department
Attn: Fausto Burruel
31 North Pinal Street
Building F
Florence, Arizona 85132
Page 6 of 11

Town of Queen Creek Development Services Department
Attn: Troy White
22358 South Ellsworth Road
Queen Creek, Arizona 85142
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, certified
or registered mail or U.S. Postal Service Express Mail, with postage prepaid, and shall
be deemed sufficiently given if served in a manner specified in this paragraph. Either
Party may by written notice to the other specify a different address for notice. Any notice
sent by registered or certified mail, return receipt requested, shall be deemed given on
the date of delivery shown on the receipt card, or if no delivery date is shown, the
postmark thereon. If sent by regular mail, the notice shall be deemed given 72 hours
after the notice is addressed as required in this paragraph and mailed with postage
prepaid. Notices delivered by United States Express Mail or overnight courier that
guarantee next day delivery shall be deemed given 24 hours after delivery of the notice
to the Postal Service or courier.
23. This Agreement does not imply authority to perform any tasks, or accept any
responsibility, not expressly stated in this Agreement.
24. This Agreement does not create a duty or responsibility unless the intention to do so is
clearly and unambiguously stated in this Agreement.
25. This Agreement does not grant authority to control the subject roadway, except to the
extent necessary to perform the tasks expressly undertaken pursuant to this Agreement.
26. Any funding provided for in this Agreement, other than in the current fiscal year, is
contingent upon being budgeted and appropriated by the Maricopa County Board of
Supervisors, Pinal County Board of Supervisors and Queen Creek Town 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.
27. This Agreement shall be binding upon and inure to the benefit of the Parties and their
respective successors and assignees. Neither Party shall assign its interest in this
Agreement without the prior written consent of the other Parties.
28. This Agreement and all Exhibits attached to this Agreement set forth all of the
covenants, promises, agreements, conditions and understandings between the Parties
to this Agreement, and there are no covenants, promises, agreements, conditions or
understandings, either oral or written, between the Parties other than as set forth in this
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
against the party drafting this Agreement. This Agreement cannot be modified or
changed except by a written instrument executed by all of the Parties hereto. Each party
has reviewed this Agreement and has had the opportunity to have it reviewed by legal
counsel.
Page 7 of 11

29. The waiver by any Party of any right granted to it under this Agreement is not a waiver of
any other right granted under this Agreement, nor may any waiver be deemed to be a
waiver of a subsequent right obtained by reason of the continuation of any matter
previously waived.
30. Wherever possible, each provision of this Agreement shall be interpreted in such a
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.
31. Except as otherwise provided in this Agreement, all covenants, agreements,
representations and warranties set forth in this Agreement or in any certificate or
instrument executed or delivered pursuant to this Agreement shall survive the expiration
or earlier termination of this Agreement for a period of one (1) year.
32. 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.
33. 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 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 Saturday, Sunday or legal holiday.
34. 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.
35. 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.
36. 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.
37. 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.
38. This Agreement shall be governed by the laws of the State of Arizona.
39. Unless otherwise lawfully terminated by the Parties, this Agreement expires upon
completion and acceptance of the Project and fulfillment of all terms of the Agreement.
End of Agreement - Signature Page Follows
Page 8 of 11

IN WITNESS WHEREOF, the Parties have executed this Agreement.
MARICOPA COUNTY
Recommended by:
_______________________________
John B. Hauskins, P.E. Date
Transportation Director
Approved and Accepted by:
_______________________________
Andrew Kunasek Date
Chairman, Board of Supervisors
Attest by:
_______________________________
Fran McCarroll Date
Clerk of the Board
APPROVAL OF COUNTY COUNSEL
I hereby state that I 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
Page 9 of 11

PINAL COUNTY
Recommended by:
_______________________________
Louis M. Andersen Date
Public Works Director
Approved and Accepted by:
_______________________________
Stephen Miller, Date
Chairman, Board of Supervisors
Attest by:
_______________________________
Sheri Cluff Date
Clerk of the Board
APPROVAL OF COUNTY COUNSEL
I hereby state that I 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
Page 10 of 11

TOWN OF QUEEN CREEK
Recommended by:
_______________________________
John Kross Date
Town Manager
Approved and Accepted by:
_______________________________
Gail Barney Date
Town Mayor
Attest by:
_______________________________
Jennifer Robinson Date
Town Clerk
APPROVAL OF TOWN COUNSEL
I hereby state that I 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.
________________________
Town Attorney Date
Page 11 of 11