Extracted text (via pymupdf)
16697 characters
Page 1 of 10
ADOT CAR No.: IGA 20-0008038-I
AG Contract No.: P001 2021 000347
Project Location/Name: City of Glendale –
Near State Farm Stadium
Type of Work: Adaptive Traffic Signals
Federal-aid No.: 999-M(586)
ADOT Project No.: M7163 01X/01C
TIP/STIP No.: NA
CFDA No.: 20.205 - Highway Planning and
Construction
Budget Source Item No.: NA
INTERGOVERNMENTAL AGREEMENT
BETWEEN
THE STATE OF ARIZONA
AND
THE CITY OF GLENDALE
THIS AGREEMENT (“Agreement”) is entered into this date ________________________________, pursuant
to the Arizona Revised Statutes (“A.R.S.”) §§ 11-951 through 11-954, as amended, between the
STATE OF ARIZONA, acting by and through its DEPARTMENT OF TRANSPORTATION (the “State” or
“ADOT”) and the CITY OF GLENDALE, acting by and through its MAYOR and CITY COUNCIL (the “
City”). The State and the City are each individually referred to as a “Party” and are collectively
referred to as the “Parties.”
I.
RECITALS
1. The State is empowered by A.R.S. § 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 City is empowered by A.R.S. § 48-572 to enter into this Agreement and has by
resolution, a copy of which is attached and made a part of, resolved to enter into this
Agreement and has authorized the undersigned to execute this Agreement on behalf of the
City.
3. The work proposed under this Agreement between the City and the State is for the
procurement, installation and technician training of new system hardware and software at
the City’s existing Traffic Management Center (TMC), Adaptive Signal Control Technology
(ASCT), at up to 21 intersections, as shown on Exhibit A and Anonymous Re-Identification
(ARID) sensors at four intersections, for the City’s existing traffic signal system, (the
“Equipment” or “Project”). The Project will install hardware and software with performance
reporting capabilities in the City’s five square mile area mainly bounded by Glendale
Avenue, 91st Avenue, Camelback Road and 99th Avenue, including the Zanjero Boulevard and
91st Avenue intersection and State Route (SR) 101 interchanges. The Equipment includes
but is not limited to software licenses, travel time monitoring devices and software, and
other necessary equipment and software to improve traffic operations in the City. The
estimated design and installation cost for the Project is $550,000.00, as shown on Exhibit B,
and is funded by federal grant funds awarded to the State through the Advanced
Transportation and Congestion Management Technologies Deployment (ATCMTD) grant.
IGA 20-0008038-I
Page 2 of 10
The Project is a task that is part of the Loop 101 Mobility Study project addressed in a
separate agreement, IGA 18-0006911-I between the Parties. The State, through the State’s
Procurement Process and ADOT Procurement contract(s), will utilize an authorized
supplier to provide and install the Equipment as outlined in the contract and approved
plans to complete this Project with the aid and consent of the State and Federal Highway
Administration (FHWA). The City will be responsible for maintenance of the Equipment
THEREFORE, the Recitals set forth above and Exhibits A and B, attached hereto and made a part
hereof, are incorporated into this Agreement and in consideration of the mutual terms expressed
herein, it is agreed as follows:
II. SCOPE OF WORK
1. The Parties agree:
a. The Project will be completed, accepted, and paid for in accordance with the
requirements of the Project plans and specifications.
b. The final Project amount may exceed the initial estimate(s) identified in Exhibit B, and
in such case, the City is responsible for, and agrees to pay, any and all actual costs
exceeding the initial estimate. If the final Project amount is less than the initial estimate,
the difference between the final bid amount and the initial estimate will be de-obligated
or otherwise released from the Project. The City acknowledges it remains responsible
for actual costs and agrees to pay according to the terms of this Agreement.
c. The State will notify the City of changes in costs between estimated and actual costs as
soon as practicable.
2. The State will:
a. Execute this Agreement, and if the Project is approved by FHWA and funds for the
Project are available, be the City's designated agent for the Project.
b. Prepare and provide all required documentation pertaining to the Project to FHWA with
the recommendation that the maximum federal funds programmed for procurement
and installation of this Project be approved and incorporate comments from the City as
appropriate.
c. With FHWA authorization, proceed to coordinate with the City regarding Equipment
specifications to best ensure the requirements of the Project are met. Solicit and enter
into a contract(s) with the authorized supplier(s) for the purchase and installation of
the Equipment. Instruct the vendor to deliver and install Equipment for final
acceptance. Should costs exceed the maximum federal funds available it is understood
and agreed that the City will be responsible for any overage. Administer contract(s) for
the Project and make all payments to the contractor(s).
IGA 20-0008038-I
Page 3 of 10
d. Coordinate the installation and testing of Equipment with the City, perform final
inspection, verify installation of all Equipment was performed and completed in
compliance with State and FHWA requirements.
e. Not be obligated to maintain the Project, should the City fail to budget or provide for
proper and perpetual maintenance as set forth in this Agreement.
3. The City will:
a. Designate the State as the City's authorized agent for the Project.
b. Coordinate with the State during the procurement process, providing Equipment
specifications to best ensure the requirements of the Project are met.
c. Be responsible for any costs exceeding the maximum federal funds available for the
Project. Should costs be deemed ineligible or exceed the maximum federal funds
available, it is understood and agreed that the City is responsible for these costs;
payment for these costs shall be made within 30 days of receipt of an invoice from the
State.
d. Maintain all Project improvements provided for the life of the Equipment. Keep
complete records of all Equipment installed per this Project in a manner consistent with
State and FHWA requirements.
e. Certify that the City has adequate resources to discharge the City’s real property related
responsibilities and ensures that its Title 23-funded projects are carried out using the
FHWA approved and certified ADOT Right of Way Procedures Manual and that they will
comply with current FHWA requirements whether or not the requirements are included
in the FHWA approved ADOT Right of Way Procedures Manual. (23 CFR 710.201).
f.
Automatically grant to the State, by execution of this Agreement, its agents and/or
contractors, without cost, the temporary right to enter City rights of way, access City
signal cabinets, as required, to conduct any and all Equipment installation and
inspection related activities for the Project. This temporary right will expire with
completion of the Project.
g. Provide City technicians, as required, for training, access, and testing of the Equipment.
III. MISCELLANEOUS PROVISIONS
1. This Agreement shall become effective upon signing and dating of the Determination Letter
by the State’s Attorney General.
2. Any change or modification to the Project will only occur with the mutual written consent of
both Parties.
3. The terms, conditions and provisions of this Agreement shall remain in full force and effect
until completion of the Project and all related deposits and/or reimbursements are made.
IGA 20-0008038-I
Page 4 of 10
Any provisions for maintenance shall be perpetual, unless assumed by another competent
entity.
4. This Agreement may be cancelled at any time up to 30 days before the award of the Project
contract, so long as the cancelling Party provides at least 30 days’ prior written notice to the
other Party. It is understood and agreed that, in the event the City terminates this
Agreement, the City shall be responsible for all costs incurred by the State up to the time of
termination. It is further understood and agreed that in the event the City terminates this
Agreement, the State shall in no way be obligated to complete or maintain the Project.
5. The City shall indemnify, defend, and hold harmless the State, any of its departments,
agencies, officers or employees (collectively referred to in this paragraph as the “State”)
from any and all claims, demands, suits, actions, proceedings, loss, cost and damages of
every kind and description, including reasonable attorneys' fees and/or litigation expenses
(collectively referred to in this paragraph as the “Claims”), which may be brought or made
against or incurred by the State on account of loss of or damage to any property or for
injuries to or death of any person, to the extent caused by, arising out of, or contributed to,
by reasons of any alleged act, omission, professional error, fault, mistake, or negligence of
the City, its employees, officers, directors, agents, representatives, or contractors, their
employees, agents, or representatives in connection with or incident to the performance of
this Agreement. The City’s obligations under this paragraph shall not extend to any Claims
to the extent caused by the negligence of the State, except the obligation does apply to any
negligence of the City which may be legally imputed to the State by virtue of the State’s
ownership or possession of land. The City’s obligations under this paragraph shall survive
the termination of this Agreement.
6. The State shall include Section 107.13 of the 2008 version of the Arizona Department of
Transportation Standard Specifications for Road and Bridge Construction, incorporated into
this Agreement by reference, in the State’s contract with any and all contractors, of which
the City shall be specifically named as a third-party beneficiary. This provision may not be
amended without the approval of the City.
7. Should the federal funding related to this Project be terminated or reduced by the federal
government, or Congress rescinds, fails to renew, or otherwise reduces apportionments or
obligation authority, the State shall in no way be obligated for funding or liable for any past,
current or future expenses under this Agreement.
8. The cost of the Project under this Agreement includes indirect costs approved by the FHWA,
as applicable.
9. The Parties warrant compliance with the Federal Funding Accountability and Transparency
Act of 2006 and associated 2008 Amendments (the "Act"). Additionally, in a timely manner,
the City shall provide information that is requested by the State to enable the State to
comply with the requirements of the Act, as may be applicable.
10. The City acknowledges and will comply with Title VI of the Civil Rights Act Of 1964.
11. This Agreement shall be governed by and construed in accordance with Arizona laws.
IGA 20-0008038-I
Page 5 of 10
12. This Agreement may be cancelled in accordance with A.R.S. § 38-511.
13. The City shall retain all books, accounts, reports, files and other records relating to the
Agreement for five years after completion of the Project. These documents shall be subject
at all reasonable times to inspection and audit by the State. Such records shall be produced
by the City at the request of ADOT.
14. 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 by reference regarding “Non-Discrimination.”
15. Non-Availability of Funds: Every obligation of the State under this Agreement is conditioned
upon the availability of funds appropriated or allocated for the fulfillment of such
obligations. 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.
16. In the event of any controversy, which may arise out of this Agreement, the Parties agree to
abide by arbitration as is set forth for public works contracts if required by A.R.S. § 12-1518.
17. The Parties shall comply with the applicable requirements of A.R.S. § 41-4401.
18. The Parties shall certify that all contractors comply with the applicable requirements of
A.R.S. §35-393.01.
19. The Parties shall comply with all applicable laws, rules, regulations and ordinances, as may
be amended.
20. All notices or demands upon any Party to this Agreement shall be in writing and shall be
delivered electronically, in person, or sent by mail, addressed as follows:
For Agreement Administration:
Arizona Department of Transportation
Joint Project Agreement Section
205 S. 17th Avenue, Mail Drop 637E
Phoenix, AZ 85007
JPABranch@azdot.gov
City of Glendale
Attn: Tony Abbo
6210 W Myrtle Avenue, Suite 112
Glendale, AZ 85308
623.930.2761
TAbbo@glendaleaz.com
IGA 20-0008038-I
Page 6 of 10
For Project Administration:
Arizona Department of Transportation
Transportation Systems Management &
Operations
1801 W Jefferson St, Suite 120, Mail Drop 102M
Phoenix, AZ 85007
AMcguire@azdot.gov
For Financial Administration:
Arizona Department of Transportation
Transportation Systems Management &
Operations
1801 W Jefferson St, Suite 120, Mail Drop 102M
Phoenix, AZ 85007
AMcguire@azdot.gov
City of Glendale
Attn: Allan Galicia
6210 W Myrtle Avenue, Suite 112
Glendale, AZ 85308
623.930.2761
AGalicia@glendaleaz.com
City of Glendale
Attn: Allan Galicia
6210 W Myrtle Avenue, Suite 112
Glendale, AZ 85308
623.930.2761
AGalicia@glendaleaz.com
21. Any revisions to the names and addresses above may be updated administratively by either
Party and shall be in writing.
22. In accordance with A.R.S. § 11-952 (D), attached and incorporated in this Agreement 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.
CITY OF GLENDALE
By ______________________________
JERRY P. WEIERS
Mayor
STATE OF ARIZONA
Department of Transportation
By ______________________________
BRENT A. CAIN, PE
Division Director
ATTEST:
By ______________________________
JULIE K. BOWER
City Clerk
Page 7 of 10
IGA 20‐0008038‐I
ATTORNEY APPROVAL FORM FOR THE CITY OF GLENDALE
I have reviewed the above referenced Intergovernmental Agreement between the State of Arizona,
acting by and through its DEPARTMENT OF TRANSPORTATION, and the CITY OF GLENDALE, 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 City under the laws of the State of Arizona.
No opinion is expressed as to the authority of the State to enter into this Agreement.
_____________________________________________________ _________________________________
City Attorney
Date
IGA 20-0008038-I
Page 8 of 10
Exhibit A – Project Area Map
IGA 20-0008038-I
Page 9 of 10
Exhibit A – Proposed ASCT Locations
*Numbered in order of priority
IGA 20-0008038-I
Page 10 of 10
EXHIBIT B
Cost Estimate
M7163 01X/01C
The federal funds will be used for the design, procurement and installation of the Project. The
estimated Project costs are as follows:
Procurement:
Federal-aid funds
$ 550,000.00
Estimated TOTAL Project Cost
$ 550,000.00