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INTERGOVERNMENTAL AGREEMENT BETWEEN MARICOPA COUNTY STADIUM
DISTRICT AND MARICOPA COUNTY
(C-XXXXXXX)
This Intergovernmental Agreement (“Agreement”) is between Maricopa County Stadium District, a tax
levying public improvement district and political taxing subdivision of the State of Arizona (“District”),
and County of Maricopa, (“County”), District and County are collectively referred to as the Parties or
individually as a Party.
RECITALS
WHEREAS, the Maricopa County Board of Supervisors did, on September 25, 1991, create District
empowered with all the authority contained in A.R.S. § 48-4201, et seq.; and
WHEREAS, on June 27, 2025, the Governor signed House Bill 2704, which made substantial changes to
the structure of District’s Board of Directors such that the Board of Supervisors no longer serves as
District’s Board of Directors; and
WHEREAS, District and County are both public agencies and are authorized by A.R.S. § 48-4201 et seq.
to contract for services or jointly exercise any powers common to the contracting parties; and
WHEREAS, District and County are authorized by A.R.S. § 41-2631 et seq. to enter into
intergovernmental cooperative purchasing agreement; and
WHEREAS, District desires that County provide services to District, and the County has agreed to
provide such services to District; and
WHEREAS District and County are authorized to enter into this Agreement by A.R.S. § 48-4205 and
A.R.S. § 11-251, respectively;
NOW THEREFORE, for the good and valuable consideration set forth herein, the receipt and
sufficiency of which is hereby acknowledged, the Parties hereby agree to the following:
ARTICLE I
INSURANCE
1.1
Insurance Coverage. County agrees to include District in its self-insured risk trust (“Trust”) and
provide insurance coverage to District and its Board of Directors. The coverage provided to the District
by the Trust is more specifically described below.
1.1.1
Commercial General Liability (CGL) insurance with a limit of $5,000,000 for each
occurrence, $5,000,000 Products/Completed Operations Aggregate, and $5,000,000 general aggregate
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limit. This includes coverage for premises liability, bodily injury, broad form property damage, personal
injury, products and completed operations and blanket contractual coverage.
1.1.2
Workers’ compensation insurance to cover obligations imposed by Federal and state
statutes having jurisdiction of employees engaged in the performance of the work or services under this
agreement; and employer’s liability insurance of not more than $2,000,000 for each accident, $2,000,000
disease for each employee, and $2,000,000 disease limit.
1.1.3
Errors and omissions and professional liability insurance/directors and officers liability:
Errors and Omissions (professional liability) insurance which will insure and provide coverage for errors
or omissions or professional liability of the members of the District Board and its officers, with a limits of
$5,000,000 for each claim, which includes defense costs.
1.2
Limits of Coverage. The coverage provided in Section 1.1 above shall be limited to the District’s
Directors and Officers and shall not include any other persons or any “Adjacent Building” or “Major
league baseball facility” as defined by A.R.S. § 48-4201.
1.3
Term of Coverage. The term of the coverage provided to the District’s Board of Directors and
Officers shall begin on the Effective Date and shall terminate six (6) months from the Effective Date or
upon notification by District that it has obtained similar coverage from another provider, whichever
happens first.
1.4
District Indemnification. The District will indemnify the County for all costs incurred by the
County, including, but not limited to, the costs associated with obtaining insurance; disbursements from
the Trust that may arise as a result of any claims against the District or Board of Directors; and any other
fees, costs, or expenses, including attorney’s fees, paid by the Trust and County.
ARTICLE II
PROCUREMENT AND COOPERATIVE PURCHASING
2.1
Cooperative Procurement. The Parties agree to facilitate the cooperative procurement of any
materials, services or necessary construction, and will take whatever steps are reasonably necessary to
efficiently and economically serve that end. Any such procurement shall be conducted in accordance with
A.R.S. Section 11-251 and the Maricopa County Procurement Code, or under directives of District, as
each shall respectively apply to the Parties.
2.1.1
The cooperative use of bids or requests for proposals obtained by a Party shall be in
accordance with the terms and conditions of the bid or request for proposals, except as modification of
those terms and conditions is otherwise allowed by law.
2.1.2
The Parties will make available, upon reasonable request and subject to convenience,
necessity and, in appropriate circumstance a reasonable fee or charge, any information, technology, or
other service which may assist in improving the efficiency or economy of each party's procurement of
material, service or construction.
2.1.3
The procuring party will make timely payments to the vendor for materials and services
received in accordance with the terms and conditions of the procurement. Payment for materials and
services and inspections and acceptance of materials and services ordered by the procuring party shall be
the exclusive obligation of such procuring party. The procuring party shall not use this agreement as a
method for obtaining additional concessions or reduced prices for similar materials or services.
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2.1.4
The procuring party shall be responsible for the ordering of materials or services. A non-
procuring party shall not be liable in any fashion for any violation by a procuring party, and the procuring
party, to the extent permitted by applicable state law, shall hold non-procuring party harmless from any
liability that may arise from action or inaction of the procuring party. The exercise of any rights or
remedies by the procuring party shall be the exclusive obligation of such procuring party. Each party
shall remain entitled to the defenses and immunities granted under the state law applicable to that party.
ARTICLE III
GENERAL PROVISIONS
3.1
Effective Date. 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 both Parties.
3.2
Conflict of Interest. This Agreement shall be subject to the provisions of A.R.S. Section 38-511.
3.3
Notices. All notices required under this agreement to be given in writing shall be sent to:
County:
Maricopa County
Attn: County Manager
301 W. Jefferson St. 10th Floor
Phoenix, Arizona 85003
District:
Chair of the Board of Directors
c/o Manjula Vaz
Gammage & Burnham
40 North Central, 20th Floor
Phoenix, Arizona 85004
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.
3.5
Waiver. 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.
3.6
Severability. 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
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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.
3.7
Partnership. 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.
3.8
Time. 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.
3.9
Headings. 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.
3.10
Counterparts. 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.
{The remainder of this page is left intentionally blank}
Signature pages follow
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IN WITNESS WHEREOF, the Parties have executed this Agreement.
MARICOPA COUNTY
_________________________
____________
Chair
Date
Board of Supervisors
Attest by:
_________________________
____________
Clerk of the Board
Date
APPROVAL OF DEPUTY COUNTY ATTORNEY
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