JPA 13-0002783 DIST E M MCDOT MAG SZ092 01D 01C.DOC

ADOT File No.: IGA/JPA: 13-0002783-I
AG Contract No.: P001-2013-00xxxx
Project: Northern Parkway Phase 2
Section: Dysart Overpass
Federal Aid No: MMA-0(249)D
ADOT Project No.: SZ092 01D, 03D, 01C
Budget Source Item No.: MCDOT Advance
Construct
INTERGOVERNMENTAL AGREEMENT
BETWEEN
THE STATE OF ARIZONA,
THE COUNTY OF MARICOPA,
AND
THE MARICOPA ASSOCIATION OF GOVERNMENTS
THIS AGREEMENT is entered into this date ________________________________, 2013, pursuant to
Arizona Revised Statutes §§ 11-951 through 11-954, as amended, by and between the STATE OF
ARIZONA, acting by and through its DEPARTMENT OF TRANSPORTATION (the “State” or “ADOT”), the
COUNTY OF MARICOPA, acting by and through its CHAIRMAN and BOARD OF SUPERVISORS, (the
“County”), and the MARICOPA ASSOCIATION OF GOVERNMENTS, acting by and through its
REGIONAL COUNCIL (“MAG”). The State, the County and MAG are collectively referred to as the
“Parties.
I. DEFINITIONS
“ADOT Project Number” means the Project identifier established in ADOT’s accounting system to track
Advance Construction (AC), expenditures and reimbursements for each Project segment, as identified in
Exhibit A.
“Advance Construction” (AC) means the advanced authorization of the cost of a project in the
Transportation Improvement Program (TIP) and Statewide Transportation Improvement Program (STIP)
by the Federal Highway Administration (FHWA), enabling the Project segment to proceed without
obligating current federal aid funding pursuant to 23 USC 115.
“AC Conversion” means the obligation of MAG’s federal apportionments and obligation authority in one or
more years to liquidate an amount authorized as Advance Construction for a project.
“ALCP” means the Arterial Life Cycle Program of MAG Regional Transportation Plan (RTP) as the same
may be amended from time to time.
“Completion of the Project” means that (i) 100% design plans for the Project have been finalized, (ii) all of
the necessary rights-of-way for the Project have been acquired and/or in the event of acquisitions by
immediate possession, (iii) construction of the Project is complete including final acceptance and (iv)
FHWA has approved the final voucher.
“Federal-Aid Funding” means federal-aid highway program apportionments and obligation authority
programmed by MAG for the Project.
“Federal Fiscal Year” or “FFY” means the Fiscal Year that begins on October 1 and continues through
September 30 of the following calendar year.
“Fiscal Year” or “FY” means the County, MAG and State’s fiscal year that begins on July 1st and continues
through June 30th of the following year.

Page 2 IGA/JPA 13-0002783 I
“Plans” means design plans, specifications and other documents necessary for bidding and building the
Project.
“Project” means the design and construction elements of the Northern Parkway, Dysart Overpass.
“Project Costs” means the aggregate amount associated with the design and construction of the Project.
“RTP” means MAG’s Regional Transportation Plan that establishes funding for freeways, streets, transit,
planning, bicycle/pedestrian and air quality, and establishes twenty (20) year life cycle programs for
freeway, street and transit projects.
“STIP” means the State Transportation Improvement Program that incorporates MAG TIP.
“TIP” means MAG’s adopted Transportation Improvement Program that outlines MAG’s five (5) year plan
for the design, right-of-way acquisition, construction and the reimbursement for the projects listed in MAG
planning area.
“Year of Expenditure” means the FY in the TIP in which the County expends local funds for the cost to
design, acquire rights-of-way or construct the Project.
“Year of Reimbursement” means the FFY that federal funds are programmed in the TIP for
reimbursement by FHWA to the County for the federal-aid funding share of the Project cost.
II. RECITALS
1. The State is empowered by Arizona Revised Statutes § 28-401, to enter into this Agreement and
has delegated to the undersigned the authority to execute this Agreement on behalf of the State.
2. The County is empowered by Arizona Revised Statues §§ 11-251, 11-952 and 28-6701 to enter
into this Agreement, and has authorized the undersigned to execute this Agreement on behalf of the
County.
3. MAG is empowered by Arizona Revised Statutes §§ 28-6308 and 28-6353 to enter into this
Agreement and has authorized the undersigned to execute this Agreement on behalf of MAG.
4. The County and MAG wish to accelerate the design and construction phases of Northern
Parkway, Dysart Overpass, as reflected in MAG’s TIP and/or ALCP.
5. The County is willing to expend County funds to complete the Project, and will seek
reimbursement for authorized costs in the Federal Fiscal Years of Reimbursement as identified in the TIP
and ALCP. Therefore, the County and MAG request the State submit the Project to FHWA for approval
for AC authorization and federal-aid funding.
THEREFORE, in consideration of the mutual Agreements expressed herein, it is agreed as follows:

Page 3 IGA/JPA 13-0002783 I
III. SCOPE OF WORK
1. The Parties acknowledge and/or agree:
a. MAG has programmed the Project for the Years of Expenditure and Years of Reimbursement
as described in the TIP and/or ALCP.
b. The County meets the FHWA certification requirement to design, acquire rights-of-way for,
construct and administer the Project and will take full responsibility for all Project costs, in accordance
with the intergovernmental agreement between the County and the Cities of El Mirage, Glendale, and
Peoria (C-91-09-081-M-00) approved on December 17, 2008, incorporated herein by reference, until the
Year(s) of Reimbursement as programmed or may be programmed in MAG’s TIP or ALCP. If federal-aid
participation is not available, the County agrees to be responsible for the total cost of the Project in
accordance with the intergovernmental agreement between the County and the Cities of El Mirage,
Glendale, and Peoria (C-91-09-081-M-00) approved on December 17, 2008.
c. Any and all costs incurred by the County for any work described herein prior to the date of
approval for AC authorization by FHWA are not eligible for federal reimbursement.
d. The State’s only interest in this Project is in obtaining FHWA approval for AC authorization
and federal-aid funding for the Project.
e. The State will be the County’s designated agent for obtaining approval by FHWA for AC
authorization and future federal-aid funding of the Project, and will reimburse the County with future
federal-aid funding, less the required, applicable pro-rata match, as approved by MAG in the Year(s) of
Reimbursement, identified in MAG TIP and/or ALCP.
f. The final actual cost may exceed the estimates programmed in MAG’s TIP and/or ALCP and
provided in this Agreement, and in such case, the County is responsible for any and all costs which are
deemed to be ineligible or which exceed the federal-aid funding eligible amount available, in accordance
with the intergovernmental agreement between the County and the Cities of El Mirage, Glendale, and
Peoria (C-91-09-081-M-00) approved on December 17, 2008, incorporated herein by reference. Actual
costs may be less than the estimate and not needed for the Project or Project segments, at which time
any AC amount exceeding the actual costs will be released. The County may request that MAG
reprogram the released amount of AC towards future phases of the Project in accordance with
appropriate federal planning laws and regulations.
g. That AC authorization is not a guarantee of federal-aid funding or reimbursement.
2. The County will:
a. Upon execution of this Agreement, and prior to performing or authorizing any work, and within
thirty (30) days of receipt of an invoice from the State, remit to the State the State’s estimated
administrative fees, currently estimated at $20,000.00 (SZ092 01D).
b. Be responsible for any difference between the estimated and actual administrative costs over
the life of the Project.
c. Upon execution of this Agreement, approve and set aside program funds in the amount of
$33,065,714.00, shown on Exhibit A, attached hereto and made a part hereof, for the estimated total cost
of the Project provided for in this Agreement, which includes the amount of federal-aid funding to be
reimbursed as programmed in MAG’s TIP and/or ALCP. If federal-aid funds are not available, the County
agrees to be responsible for the total actual costs of the Project, in accordance with the intergovernmental

Page 4 IGA/JPA 13-0002783 I
agreement between the County and the Cities of El Mirage, Glendale, and Peoria (C-91-09-081-M-00)
approved on December 17, 2008, incorporated herein by reference.
d. Expend County funds to complete the Project, and will not seek reimbursement for authorized
costs until the federal fiscal Years of Reimbursement, as identified in the MAG TIP and/or ALCP.
e. Provide to the State any required preliminary engineering and planning studies,
environmental analysis and design of the Project.
f. Be responsible for sharing the cost of design, acquisition of rights-of-way and construction of
the Project covered by this Agreement with FHWA, each in the proportion prescribed and determined by
FHWA and as programmed in MAG’s TIP and/or ALCP.
g. Upon execution of this Agreement, submit a request for approval of AC authorization to the
State and FHWA, for the eligible estimated cost of design as identified in MAG’s TIP and/or ALCP.
h. Upon notification from the State of FHWA approval for AC authorization for the design
elements of the individual Project segments, proceed to advertise using Federal Procurement
Procedures, and enter into a contract(s) with one or more firm(s). Under direct supervision of a registered
professional, administer said contract(s) for the design and make all payments to the consultant(s).
i. Upon completion of the required design necessary to determine required rights-of-way for the
Project segment, submit a request for approval of AC authorization from the State and FHWA for the
eligible estimated cost of rights-of-way as identified in MAG’s TIP and/or ALCP.
j. Upon notification from the State of FHWA approval for AC authorization for the right-of-way
acquisition within the Project segments, proceed with right-of-way acquisition.
k. Upon completion of design and right-of-way acquisition, submit a request for approval of AC
authorization from the State and FHWA for the eligible estimated cost for the construction of the Project
as identified in MAG’s TIP and/or ALCP.
l. Upon notification from the State of FHWA approval for AC authorization for the construction
of the individual Project segments, proceed to advertise using Federal Procurement Procedures, and
enter into a contract(s) with one or more contractor(s) for the construction of the Project. Under direct
supervision of a registered professional, administer the construction of the Project and make all payments
to the contractor(s).
m. Submit to the State’s Senior Project Manager within sixty (60) days of the completion of each
element, a cost summary or preliminary invoice with all back-up documentation of the individual Project
segments, which shall include all consultant(s) payments with time and payroll records, right-of-way
acquisition payments, contractor(s) payments and any other necessary backup documentation to
demonstrate total costs associated with the design, rights-of-way and construction of the Project. Should
costs be deemed ineligible or exceed the maximum federal-aid funds available, it is understood and
agreed that the County will be responsible for said costs in accordance with the intergovernmental
agreement between the County and the Cities of El Mirage, Glendale, and Peoria (C-91-09-081-M-00)
approved on December 17, 2008, incorporated herein by reference.
n. Pursuant to 23 USC 102(b), repay all federal-aid reimbursements for the cost of the design
elements of the Project, if the right-of-way or construction elements are not initiated within ten (10) years
after the approved year of federal AC authorization.
o. During and upon completion of any individual Project segment construction, be responsible
for operation and maintenance of the Project except as otherwise provided in the intergovernmental

Page 5 IGA/JPA 13-0002783 I
agreement between the County and the Cities of El Mirage, Glendale, and Peoria (C-91-09-081-M-00)
approved on December 17, 2008, incorporated herein by reference and the intergovernmental agreement
between the County and the City of Glendale (C-91-11-206-M-00) approved on May 16, 2011,
incorporated herein by reference.
p. Comply with the Manual on Uniform Traffic Control Devices (MUTCD) (latest edition as
published by the Federal Highway Administration (FHWA)) and the current Arizona Supplemental
modifications, as per Arizona Revised Statutes § 28-641, during all maintenance operations conducted by
the County on State highway rights-of-way, as applicable. Traffic Control plans will be reviewed and/or
approved by and through the Arizona Department of Transportation (ADOT), Phoenix Maintenance
District Permits Office.
q. Request and maintain, per established procedures of the State's District Permit Office, a valid
blanket Encroachment Permit for the routine/normal maintenance and emergency maintenance work
provided by the County within the State's rights-of-way. Agree to obtain separate permits for any new
construction or installations in accordance with the District established procedures. The County agrees
all activities performed by the County under this Agreement shall be set forth in and covered by the
appropriate Encroachment Permit.
r. Certify that all necessary rights-of-way have been or will be acquired prior to advertisement
for bid and also certify that all obstructions or unauthorized encroachments of whatever nature, either
above or below the surface of the Project area, shall be removed from the proposed right-of-way, or will
be removed prior to the start of construction, in accordance with The Uniform Relocation Assistance and
Real Property Acquisition Policies Act of 1970 as amended; 49 CFR 24.102 Basic Acquisition Policies; 49
CFR 24.4 Assurances, Monitoring and Corrective Action, parts (a) & (b) and ADOT ROW Manual: 8.02
Responsibilities, 8.03 Prime Functions, 9.07 Monitoring Process and 9.08 Certification of Compliance.
Coordinate with the appropriate State’s Right-of-Way personnel during any right-of-way process
performed by the County, if applicable.
3. The State will:
a. Upon execution of this Agreement, and prior to performing or authorizing any work, invoice
the County for the State’s administrative fees, currently estimated at $20,000.00 (SZ092 01D). Once the
Project has been finalized, the State will either invoice or reimburse the County for the difference
between estimated and actual administrative costs.
b. Upon execution of this Agreement and receipt of a request from the County, submit to FHWA
on behalf of the County for the eligible estimated cost of design and obtain approval for AC authorization
for the design of the individual Project segments, as programmed in MAG’s TIP and/or ALCP.
c. Upon receipt of a request from the County, submit to FHWA on behalf of the County for the
eligible estimated cost of rights-of-way and obtain approval for AC authorization for rights-of-way as
programmed in MAG’s TIP and/or ALCP.
d. Upon receipt of a request from the County, submit to FHWA on behalf of the County for the
eligible estimated cost of construction and obtain approval for AC authorization for the construction of
the Project segments, as programmed in MAG’s TIP and/or ALCP.
e. Notify MAG in writing of the potential need to convert any or all of the funding prior to the
Year of Reimbursement and provide MAG the opportunity to identify and propose alternatives for the
State’s consideration.

Page 6 IGA/JPA 13-0002783 I
f. Agree that approval or authorization of any or all elements of the Project segments does not
constitute a commitment, guarantee or obligation on the part of the State.
g. On behalf of the County, perform certain work and prepare certain documents required by the
FHWA to qualify and receive AC authorization and federal-aid funds. Such work may consist of, but is
not specifically limited to, the review and approval of the County prepared environmental documents; the
preparation of the analysis requirements for documentation of environmental categorical exclusion
determinations; review of reports, design plans, maps, and specifications; geologic materials testing and
analysis; right-of-way related activities and such other related tasks essential to the achievement of the
objectives of this Agreement (when specifically authorized by, for and on behalf of the County, and at no
cost to the State).
h. In the Year(s) of Reimbursement and within thirty (30) days of receipt of an invoice from the
County, review said invoices and backup documentation, and upon approval, reimburse the County with
federal-aid funds for the actual, eligible costs incurred, less the applicable required pro-rata match, in an
amount not to exceed the federal capped amount as programmed in MAG’s TIP and/or ALCP. All federal
reimbursements are subject to funding availability.
i. Not be obligated to incur any expenditure for the Project.
j. Issue, per established procedures of the State's District Permit Office, a valid blanket
Encroachment Permit for the routine/normal maintenance and emergency maintenance work to be
provided by the County within the State's rights-of-way. Process any other Encroachment Permits that
may be needed to work within the State’s right-of-way to effectively meet the obligations set forth for the
County in this Agreement. The State agrees all activities that are reasonably required to be performed
by the County under this Agreement shall be set forth in and covered by the appropriate Encroachment
Permit.
4. MAG will:
a. Provide guidance to the County, as needed, regarding the policies and procedures
associated with the RTP and ALCP.
b. If necessary, adjust the Project Years of Reimbursement, based on action taken by MAG
Regional Council.
c. Communicate to the State and County, as necessary and appropriate, any relevant project-
related RTP, ALCP or TIP adjustments, including project work advancements or other schedule changes,
Years of Expenditure, Years of Reimbursement, Project cost amounts, project reimbursement amounts,
inflation-related adjustments, and any other important adjustments.
d. Agree that any and all AC conversion related to the Project is at the discretion of the State,
after consultation with MAG, and may be exercised prior to the Year of Reimbursement to reduce the
outstanding obligation authority in MAG region. Prior to such conversion, MAG will have the opportunity
to identify and propose alternatives for the State’s consideration.
IV. MISCELLANEOUS PROVISIONS
1. Except as otherwise specifically provided in Section IV.4, the terms, conditions and provisions of
this Agreement shall remain in full force and effect until completion of said Project and fulfillment of all
terms of this Agreement have been satisfied, except that it may be amended upon written Agreement by
all Parties. However, any provisions herein for maintenance of the Project, water supply and electrical

Page 7 IGA/JPA 13-0002783 I
power costs provided by the County shall be perpetual. Should the County fail to maintain the Project, it
is understood and agreed that the State shall in no way be obligated to maintain said Project as
referenced herein. Any Party may terminate this Agreement upon furnishing the other Parities with a
written notice at least thirty (30) days prior to the effective termination date. It is understood by the
Parties, the County will be responsible for all costs incurred by the State up to the time of termination.
2. The State assumes no financial obligation or liability under this Agreement. The County, in
regard to the County's relationship with the State only, assumes full responsibility for the design, plans,
specifications, reports, the engineering in connection therewith and the construction of the improvements
contemplated, cost over-runs and construction claims. The County shall require its contractors to name
the State and ADOT as an additional insured in the contractor’s insurance policies as further provided in
this IGA. The County shall also require its contractors to name the State and ADOT as additional
indemnitees in the County’s contracts with its contractors. It is understood and agreed that the State's
participation is confined solely to securing federal aid; that any damages arising from carrying out, in any
respect, the terms of this Agreement or any modification thereof, shall be solely the liability of the County
and that to the extent permitted by law, the County hereby agrees to save and hold harmless and
indemnify from loss the State, any of its departments, agencies, officers or employees from any and all
cost and/or damage incurred by any of the above and from any other damage to any person or property
whatsoever, which is caused by any activity, condition, misrepresentation, directives, instruction or event
arising out of the performance or nonperformance of any provisions of this Agreement by the State, any
of its departments, agencies, officers and employees the County, any of its agents, officers and
employees, or any of its independent contractors. Costs incurred by the State, any of its departments,
agencies, officers or employees shall include in the event of any action, court costs, and expenses of
litigation and attorneys' fees.
Contractor and subcontractors shall procure and maintain insurance until all of their obligations have
been discharged, including any warranty periods under their Contract with the County are satisfied,
insurance against claims for injury to persons or damage to property which may arise from or in
connection with the performance of the work hereunder by the Contractor, his agents, representatives,
employees or subcontractors.
3. Any obligation of the State and MAG to provide federal-aid funding or reimbursement shall
terminate on the last day of the final Year of Reimbursement. Any AC authorization or federal-aid funding
remaining upon termination shall be de-obligated and removed from the Project by the State and returned
to MAG for reprogramming.
4. AC authorization and federal-aid funding are subject to removal from the Project twelve (12)
months after the date of initial authorization unless the deadlines in this Agreement are met, or sufficient
justification regarding the delay and the expected construction start date are provided to MAG, the State
and FHWA in writing.
5. The cost of the Project under this Agreement includes applicable indirect costs approved by the
Federal Highway Administration (FHWA).
6. This Agreement shall become effective upon the signing and dating of the Determination Letter
by the State’s Attorney General.
7. This Agreement may be cancelled in accordance with Arizona Revised Statutes § 38-511.
8. To the extent applicable under law, the provisions set forth in Arizona Revised Statutes §§ 35-214
and 35-215 shall apply to this Agreement.
9. The Parties warrant compliance with the “Buy America” requirements as set forth in Section
106.15 of the ADOT Standard Specifications for Road and Bridge Construction.

Page 8 IGA/JPA 13-0002783 I
10. The Parties warrant compliance with the Federal Funding Accountability and Transparency Act of
2006 and associated 2008 Amendments (the "Act"). Additionally, the County will provide information
requested by the State (ADOT) within fifteen (15) days to enable the State (ADOT) to comply with the
requirements of the Act, as may be applicable.
11. This Agreement is subject to all applicable provisions of the Americans with Disabilities Act
(Public Law 101-336, 42 U.S.C. 12101-12213) and all applicable federal regulations under the Act,
including 28 CFR Parts 35 and 36. The Parties to this Agreement shall comply with Executive Order
Number 2009-09 issued by the Governor of the State of Arizona and incorporated herein by reference
regarding “Non-Discrimination”.
12. Non-Availability of Funds: Every payment obligation of the State under this Agreement is
conditioned upon the availability of funds appropriated or allocated for the payment of such obligation. If
funds are not allocated and available for the continuance of this Agreement, this Agreement may be
terminated by the State at the end of the period for which the funds are available. No liability shall accrue
to the State in the event this provision is exercised, and the State shall not be obligated or liable for any
future payments as a result of termination under this paragraph.
13. If the federal funding related to this Project is terminated or reduced by the federal government, or
if the federal government rescinds, fails to renew, or otherwise reduces apportionments or obligation
authority, MAG and the State shall in no way be obligated for funding or liable for any past, current or
future expenses under this Agreement.
14. The Parties shall comply with the applicable requirements of Arizona Revised Statutes § 41-4401.
15. The County warrants to the best of its knowledge, that neither it nor any contractor or vendor
under contract with the County to provide goods or services toward the accomplishment of the objectives
of this Agreement are suspended or debarred by any federal agency which has provided funding that will
be used in the Project described in this Agreement.
16. In the event of any controversy, which may arise out of this Agreement, the Parties hereto agree
to abide by Arizona Revised Statutes § 12-1518, as applicable.
17. All notices or demands upon any Party to this Agreement shall be in writing and shall be delivered
in person or sent by mail, addressed as follows:
Arizona Department of Transportation Maricopa County
Joint Project Administration Department of Transportation
205 S. 17th Avenue, Mail Drop 637E Intergovernmental Relations Branch
Phoenix, AZ 85007-3212 2901 W. Durango Street
Fax: (602) 712-3132 Phoenix, AZ 85009
Fax: (602) 506-4882
State Finance - Receivable: Contact County – Finance Contact
Arizona Department of Transportation Maricopa County
Attn: Accounts Receivable Department of Transportation
206 S. 17th Avenue, MD 204B Attn: Finance Division
Phoenix, AZ 85007 2901 W. Durango Street
Phoenix, AZ. 85009
Fax: (602) 506-8170
State Finance – Payable: Contact Maricopa Association of Governments
Arizona Department of Transportation Attn: Executive Director

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Attn: Accounts Payable 302 North First Avenue, Suite 300
206 S. 17th Avenue, MD 203B Phoenix, AZ 85003
Phoenix, AZ 85007 Fax: (602) 254-6490
Fax: (602) 712-8471
Arizona Department of Transportation
Attn: Senior Project Manager
Urban Project Management
206 S. 17th Avenue, MD EM01
Phoenix, AZ 85007
18. Pursuant to Arizona Revised Statutes § 11-952 (D), attached hereto and incorporated herein is
the written determination of each Party's legal counsel that the Parties are authorized under the laws of
this state to enter into this Agreement and that the Agreement is in proper form.
IN WITNESS WHEREOF, the Parties have executed this Agreement the day and year first above written.
MARICOPA COUNTY STATE OF ARIZONA
Department of Transportation
By ______________________________ By ______________________________
JOHN B. HAUSKINS, P.E DALLAS HAMMIT, P.E.
Transportation Director Senior Deputy State Engineer, Development
By ______________________________
ANDREW KUNASEK, Chairman
Board of Supervisors
ATTEST:
By ______________________________
FRAN MCCARROLL
Clerk of the Board
MARICOPA ASSOCIATION OF GOVERNMENTS
By ______________________________
DENNIS SMITH
Executive Director

IGA/JPA 13-0002783I
ATTORNEY APPROVAL FORM FOR THE MARICOPA COUNTY
I have reviewed the above referenced Intergovernmental Agreement between the State of
Arizona, acting by and through its DEPARTMENT OF TRANSPORTATION, MARICOPA COUNTY and
the MARICOPA ASSOCIATION OF GOVERNMENTS, an agreement among public agencies which, has
been reviewed pursuant to Arizona Revised Statutes §§ 11-951 through 11-954 and declare this
Agreement to be in proper form and within the powers and authority granted to the County under the laws
of the State of Arizona.
No opinion is expressed as to the authority of the State to enter into this Agreement.
DATED this __________________ day of __________________, 2013.
___________________________
County Attorney

IGA/JPA 13-0002783I
ATTORNEY APPROVAL FORM FOR THE MARICOPA ASSOCIATION OF GOVERNMENTS
I have reviewed the above referenced Intergovernmental Agreement between the State of
Arizona, acting by and through its DEPARTMENT OF TRANSPORTATION, MARICOPA COUNTY and
the MARICOPA ASSOCIATION OF GOVERNMENTS, an agreement among public agencies which, has
been reviewed pursuant to Arizona Revised Statutes §§ 11-951 through 11-954 and declare this
Agreement to be in proper form and within the powers and authority granted to the MARICOPA
ASSOCIATION OF GOVERNMENTS under the laws of the State of Arizona.
No opinion is expressed as to the authority of the State to enter into this Agreement.
DATED this __________________ day of __________________, 2013.
___________________________
MAG General Counsel