SRP-MIC FY23 12% Gaming IGA

INTERGOVERNMENTAL AGREEMENT 
BETWEEN 
THE SALT RIVER PIMA MARICOPA INDIAN COMMUNITY 
AND 
THE CITY OF EL MIRAGE 
 
This Intergovernmental Agreement (“Agreement) is entered into by and between 
the Salt River Pima-Maricopa Indian Community (“SRPMIC”), a Federally-Recognized 
Indian Tribe, and the City of El Mirage (“El Mirage” or “City of El Mirage”),  an Arizona 
municipal corporation, pursuant to Section 12 Payment of Regulatory Costs; Tribal 
Contributions (“Section 12”) of the SRPMIC and State of Arizona Gaming Compact 2002 
(“Compact”), as Amended and Restated in 2021, and Article VII, § 1(h) of the SRPMIC 
Constitution and A.R.S. §5-601.02. 
 
RECITALS 
1.   The SRPMIC and the City of El Mirage may enter into an agreement with one another 
for the distribution of a portion of 12% of the SRPMIC annual contribution 
(“Contribution”) under Section 12 of the Compact to cities, towns, or counties that 
benefit the general public or promote commerce and economic development and 
pursuant to A.R.S. §5-601.02. 
 
2. 
The SRPMIC is authorized by Article VII, Section 1(h) of the Constitution of 
SRPMIC to consult, negotiate, contract and conclude and perform agreements with 
Federal, state, local governments and Indian Tribes, as well as any person, association, 
partnership, corporation, government or other private entity. 
 
3. 
The City of El Mirage is authorized by A.R.S. § 11-951 through § 11-954, to enter 
into agreements for the purpose of accepting distributions to cities for governmental 
services that benefit the general public. 
 
4. 
The SRPMIC desires to convey to the City of El Mirage a portion of its annual 12% 
local revenue-sharing contribution (“Contribution”) required to be paid to local 
governments.  
 
NOW THEREFORE, in consideration of the foregoing recitals, which are 
incorporated herein, and the covenants and promises set forth below, the SRPMIC and the 
City of El Mirage hereby mutually agree as follows: 
 
AGREEMENT 
 
1. 
 
Purpose. The purpose of this Agreement is to set forth the rights and 
responsibilities of the parties with respect to the payment and distribution of the 
Contribution(s), as hereinafter defined.

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2. 
 
Contribution: 
 
$ 32,000.00 
to the City of El Mirage for park lighting projects.   
 
3. 
 
Payment and Use of Funds. 
 
a. 
Use of Funds for Purposes Other Than to Fulfill Agreement. 
The City of El Mirage shall use the Contribution only for the express 
purpose contained herein. 
 
b. 
Inspection and Audit. To ensure compliance with this Agreement, the 
SRPMIC hereby reserves the right to inspect any and all records 
maintained by the City of El Mirage with respect to this transaction upon 
seven (7) days prior, written notice to the City of El Mirage. The City of 
El Mirage shall allow the SRPMIC reasonable access to the records 
pertaining thereto. This section shall survive termination, cancellation, or 
revocations, whether whole or in part, of this Agreement for a period of 
one (1) year following the date of such termination, cancellation, or 
revocation. 
 
4. 
 
Disbursement of Contribution. 
 
a. Disbursing Contributions and Recordkeeping.  The City of El Mirage shall 
have responsibility for disbursing the Contributions to the recipients in 
amounts consistent with this Agreement.  Within a reasonable time following 
receipt of the Contributions from the SRPMIC, the City of El Mirage shall 
distribute the Contributions in accordance with applicable City of El Mirage 
policies and procedures governing the disbursement of funds.  The City of El 
Mirage shall keep and maintain records relating to the disbursements and this 
Agreement. 
 
b. Responsibilities of the City of El Mirage Following Disbursement of 
Contributions.  The parties agree that the City of El Mirage is merely acting as 
a conduit for distribution of funds to the recipients that are not departments, 
agencies or offices of the City of El Mirage (“non-City recipients”).  Upon 
distribution of the Contributions to the non-City recipients as specified in 
Section 2 of this Agreement, the City of El Mirage shall have no further 
responsibility to the SRPMIC with respect to such funds or the use thereof by 
the non-City recipients.  Therefore, upon the City of El Mirage’s payment of 
the Contributions to the non-City recipients as provided in Section 2, the 
SRPMIC shall release the City of El Mirage from any and all claims, 
demands, debts, liabilities, or obligations that may arise in the event that the 
non-City recipients fail for any reason to expend the Contributions in 
accordance with Section 2.

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The SRPMIC further agrees that the City of El Mirage shall have no 
obligation to reimburse the SRPMIC the amount of the Contributions for any 
reason after the City of El Mirage disburses the Contributions to the non-City 
recipients and that the SRPMIC shall look solely to the non-City recipients for 
repayment of the Contributions in the event the Contributions are not used for 
the intended purposes.         
 
5. 
 
Notices. Any notice, communication or modification shall be given in writing and 
shall be given by registered or certified mail or in person to the following 
individuals. The date of receipt of such notices shall be the date the notice shall be 
deemed to have been given. 
 
For the SRPMIC: 
 
Martin Harvier, President 
Salt River Pima Maricopa Indian Community 
10005 E. Osborn Road 
Scottsdale, Arizona 85256 
 
For the City of El Mirage: 
 
[Contact point]  
[address] 
 
 
6. 
Transactional Conflict of Interest. All parties hereto acknowledge that this 
Agreement is subject to cancellation by the City of El Mirage pursuant to the 
provisions of Section 38-511, Arizona Revised Statutes. 
 
7.  
Term and Termination of Agreement. 
 
a. 
Effective Date. This Agreement shall be effective on the date it is signed 
by the SRPMIC authorized representative. 
 
b. 
Term. This Agreement shall commence upon the Effective Date and shall 
terminate when the Contribution has been received and fully disbursed by 
the City of El Mirage, as specified in Section 2 of this Agreement. 
 
c. 
Termination.  The SRPMIC may terminate this Agreement with or without 
cause at any time by providing the City of El Mirage Five (5) days 
advance notice in writing.  In the event the SRPMIC terminates this 
Agreement after the City of El Mirage receives the Contribution but 
before the City of El Mirage has disbursed the Contribution to the 
recipients, the SRPMIC shall include in the notice of termination specific 
instructions regarding disposition of the Contribution.

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8.  
Indemnification. 
 
a.  
Indemnification. Each party (as “Indemnitor”) shall indemnify, defend, 
and hold harmless the other party (as “Indemnitee”), its governing body, 
officers, departments, employees and agents from and against any and all 
suits, actions, legal or administrative proceedings, claims, demands, liens, 
losses, fines or penalties, damages, liability, interest, attorneys, consultants 
and accountant fees or costs and expenses of whatsoever kind and nature 
(collectively referred to as “Claims”), but only to the extent that such 
Claims which result in vicarious/derivative liability to the Indemnitee 
resulting from or arising out of the negligence or willful misconduct of the 
Indemnitor’s employees or agents in performing the duties set forth in this 
Agreement. 
 
b.  
Severability. This section shall survive termination, cancellation, or 
revocation whether whole or in part, of this Agreement for a period of one 
(1) year from the date of such termination, cancellation or revocation 
unless a timely claim is filed under A.R.S. § 12-821.01, in which case this 
paragraph shall remain in effect for each claim and/or lawsuit filed 
thereafter, but in no event shall this paragraph survive more than five (5) 
years from the date of termination, cancellation or revocation of this 
Agreement. 
 
9.  
Interpretation of Agreement. 
 
a. 
Entire Agreement. This Agreement constitutes the entire agreement 
between the parties pertaining to the subject matter contained herein, and 
all prior or contemporaneous agreements and understandings, oral or 
written, are hereby superseded and merged herein. 
 
b. 
Amendment. This Agreement shall not be modified, amended, altered, or 
changed except by written agreement signed by both parties. 
 
c. 
Construction and Interpretation. All provisions of this Agreement shall be 
construed to be consistent with the intention of the parties as expressed in 
the recitals contained herein. 
 
d. 
Relationship of the Parties. Neither party shall be deemed to be an 
employee or agent of the other party to this Agreement. 
 
e. 
Days. Days shall mean calendar days.

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f. 
Severability. In the event that any provisions of this Agreement or the 
application thereof is declared invalid or void by statute or judicial 
decision, such action shall have no effect on other provisions and their 
application which can be given effect without the invalid or void provision 
or application, and to this extent the provisions of the Agreement are 
severable. In the event that any provision of this Agreement is declared 
invalid or void, the parties agree to meet promptly upon request of the 
other party in an attempt to reach an agreement on a substitute provision. 
 
10.  
Non-Waiver of Sovereign Immunity.  Nothing in this Intergovernmental 
Agreement shall be construed to waive the Sovereign Immunity of the SRPMIC. 
 
IN WITNESS WHEREOF, the City of El Mirage has caused this 
Intergovernmental Agreement to be approved by the City of El Mirage Council, executed 
by its Mayor and attested to by its City Clerk, pursuant to the above stated powers and 
authority, and the SRPMIC has caused this Intergovernmental Agreement to be executed 
by the SRPMIC Council and attested to by its President. 
 
This Agreement is effective upon signature of a duly appointed representative of 
the Salt River Pima-Maricopa Indian Community. 
 
IN WITNESS WHEREOF, the Parties have executed this Agreement. 
 
 
SALT RIVER PIMA-MARICOPA 
CITY OF EL MIRAGE, an Arizona  
INDIAN COMMUNITY,  
Municipal Corporation: 
a Federally Recognized Indian Tribe: 
 
 
 
 
By: __________________________  
 
By: __________________________ 
 
Name: Martin Harvier                 
 
 
Name:  Insert     
 
Its: President___________________  
 
Its: Mayor___________________  
 
Date:  
 
 
 
 
 
Date:  
 
 
 
 
 
 
 
 
 
 
 
 
ATTEST: 
 
 
 
 
 
 
 
 
 
________________________ 
 
 
 
 
 
 
 
Name 
 
 
 
 
 
 
 
City Clerk

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APPROVAL OF SPRMIC ATTORNEY 
 
The undersigned attorney acknowledges that s/he has reviewed the above 
Agreement on behalf of the Salt River Pima-Maricopa Indian Community, and has 
determined that this Agreement is in proper form and that execution hereof is within the 
powers and authority granted under the Constitution of the Salt River Pima-Maricopa 
Indian Community, Article VII, §1(h). This acknowledgement shall not constitute nor be 
construed as a waiver of the Sovereign Immunity of the Salt River Pima-Maricopa Indian 
Community. 
 
 
________________________________                         ______________________ 
               General Counsel 
Date 
 
 
APPROVAL OF CITY ATTORNEY 
 
In accordance with the requirements of A.R.S. § 11-952(D), the undersigned 
attorney acknowledges that (i) s/he has reviewed the above Agreement on behalf of the 
City of El Mirage and (ii) as to the City of El Mirage only, has determined that this 
Agreement is in proper form and that execution hereof is within the powers and authority 
granted under the laws of the State of Arizona. 
 
 
 
By: ________________________________  
     _______________________ 
               City Attorney 
 
 
 
 
Date