Grant-In-Aid Agreement with TOHONO O’ODHAM Nation

GRANT-IN-AID AGREEMENT
BETWEEN
THE TOHONO O’ODHAM NATION
AND
CITY OF GLENDALE, AZ

THIS GRANT-IN-AID AGREEMENT (“Agreement”) is between the Tohono O’odham
Nation, a federally recognized Indian tribe (the “Nation’’), and the City of Glendale, AZ, a political
subdivision of the State of Arizona (“City”).

RECITALS

The Nation desires to convey to City a portion of its annual 12% local revenue-sharing
contribution (“Contribution”) to be used by City and City recipients for services that benefit the
general public.

The Constitution of the Tohono O’odham Nation, Article VI, Section 1(f) provides that the
Tohono O’odham Legislative Council is authorized to negotiate and conclude agreements on
behalf of the Nation with Federal, State, and local governments.

The Constitution of the Tohono O’odham Nation Article VIL, Section 2(f) provides that the
Chairman of the Nation is the official representative of the Nation; and as such, upon passage of a
Resolution by the Legislative Council approving of any agreement with Federal, State, and local
governments, the Chairman is authorized to sign such agreements on behalf of the Nation.

Under A.R.S. § 5-601.02(H)(4), City may receive monies from the Nation for services
identified by the Nation that benefit the general public, including public safety, mitigation of
gaming impacts, and promotion of commerce and economic development.

City is authorized by A.R.S. § 11-951 through § 11-954 to enter into agreements for joint
or cooperative actions with public agencies.

Now, therefore, in consideration of the mutual promises contained herein, the parties
hereby 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, as hereinafter
defined.

2. Contribution. On execution of this Agreement, the Nation will issue payment to the City
in the amount described in Schedule A (the “Contribution”) for the purpose(s) detailed in
Schedule A. City will distribute funds directly to the recipients (“Recipients”) listed in
Schedule A.

3. Disbursement of Contribution.

a. Disbursing Contribution and Recordkeeping. City is responsible for disbursing
the Contribution consistent with this Agreement. Within a reasonable time
following receipt of the Contribution from the Nation, City shall distribute the
Contribution per City policies and procedures governing the disbursement of these
funds. City shall keep and maintain records relating to the disbursements and this
Agreement.

b. Post-Disbursement Responsibilities. When applicable, the parties agree that City
will be acting as a conduit for distribution of the Contribution to the Recipient.
Upon distribution of the Contribution to the Recipients as identified in Section 2 of
this Agreement, the City shall have no further responsibility to the Nation with
respect to such funds or the use thereof by the Recipients. Therefore, upon the
City’s disbursement of the Contribution to a Recipient as provided in Section 2, the
Nation shall release the City from any and all claims, demands, debts, liabilities, or
obligations that may arise in the event that a Recipient fails to expend the
Contribution in accord with Section 2. The Nation further agrees that the City shall
have no obligation to reimburse the Nation the amount of the Contribution after the
City disburses the Contribution to a Recipient and that the Nation shall look solely
to the Recipient for repayment of the Contribution if the Contribution is not used
for the intended purposes.

4. Term and Termination.

a. Effective Date. This Agreement shall become effective when all parties have
signed. The date this Agreement is signed by the last party, as indicated by the date
associated with the party’s signature, shall be deemed the Effective Date.

b. Term. This Agreement shall commence upon the Effective Date and will continue
for twelve (12) months unless terminated earlier (“End Date’). The Nation, in its
discretion, may approve in writing any request by the City for a no-cost extension,
including amending the End Date and adjusting any affected reporting
requirements.

ce. Termination by Nation. The Nation may terminate this Agreement with or without
cause at any time by providing City fifteen (15) days advance notice in writing. If
the Nation terminates this Agreement after City receives the Contribution but
before City disbursed the Contribution in accord with Section 2, the Nation shall
include in the notice of termination specific instructions regarding disposition of
the Contribution.

d. Termination by City. All parties acknowledge that this Agreement may be subject
to cancellation by City per A.R.S. § 38-511.

5. Money Unclaimed. If City fails to accept the Contribution on or before June 30, 2025,
this Agreement will be deemed to have been terminated by City and the Nation will award
the Agreement Contribution to another local government entity.

6. Monitoring, Review, and Audit. The Nation may monitor and review the Recipients’ use
of their portions of the Contribution as well as the Recipients’ performance of the projects

funded thereunder, and their compliance with this Agreement, which may include onsite
visits to assess the Recipients’ governance, management and operations, to discuss the
Recipient’s programming and finances, and review relevant financial and other records
and materials related to the Recipient’s use of their portion of the Contribution. In addition,
the Nation may conduct audits, including onsite audits, at any time during the term of this
Agreement, and within three years after the Contribution has been fully spent by the
Recipients. Any onsite visit or audit shall be conducted at the Nation’s expense, following
prior written notice, during normal business hours, and no more than once during any
twelve (12) month period.

. Dispute Resolution. The parties mutually agree that any disputes arising pursuant to this
Agreement shall be resolved through informal dispute resolution. For all disputes arising
under this Agreement the Nation and City shall first attempt to negotiate a resolution. All
disputes that cannot be resolved through informal dispute resolution shall be resolved in
the Courts of the Nation, subject to the laws of the Nation.

. Notices. Any notice, consent or other communication required or permitted under this
Agreement shall be in writing and shall be deemed received at the time it is personally
delivered, on the day it is sent by facsimile transmission, on the second day after its deposit
with any commercial air courier or express service or if mailed, three (3) days after the
notice is deposited in the United States mail addressed as follows:

If to the Nation:

Verlon M. Jose, Chairman
Tohono O’odham Nation
P.O. Box 837

Sells, Arizona 85634
Phone: (520) 383-2028
Fax: (520) 383-3379

and

Executive Counsel
Tohono O’odham Nation
P.O. Box 837

Sells, Arizona 85634
Phone: (520) 383-2028
Fax: 520-383-3379

If to the City:

Michael Bailey

City Attorney
Mbailey@glendaleaz.com
623-930-2930

City Attys Office

5850 W Glendale Ave
Glendale, AZ 85301

Any time period stated in a notice shall be computed from the time the notice is deemed
received. Either party may change its mailing address or the person to receive notice by
notifying the other party as provided in this paragraph.

9. Entire Agreement, and Amendments. This Agreement constitutes the entire
understanding and agreement of the parties. This Agreement integrates all of the terms and
conditions mentioned herein or incident hereto, and supersedes all negotiations or previous
agreements between the parties with respect to all or any part of the subject matter hereof.

10. Relationship. The relationship of the parties to this Agreement is determined solely by the
provisions of this Agreement. The parties do not intend to create any agency, partnership,
joint venture, trust, fiduciary or other relationship which would impose liability upon one
party for the act or failure to act of the other party.

11. No Waiver. Except as otherwise expressly provided in this Agreement, any failure or
delay by any party in asserting any of its rights or remedies as to any default, shall not
operate as a waiver of any default, or of any such rights or remedies, or deprive any such
party of its right to institute and maintain any actions or proceedings which it may deem
necessary to protect, assert or enforce any such rights or remedies.

12. Severability. If any provision of this Agreement shall be found invalid or unenforceable,
the remaining provisions of this Agreement shall not be affected thereby and shall be valid
and enforceable to the fullest extent permitted by law.

13. Counterparts and Electronic Signatures. This Agreement is executed in duplicate
originals. Except as may be prohibited by applicable law or regulation, this Agreement and
any amendment may be signed in counterparts, by facsimile, PDF, or other electronic
means, each of which will be deemed an original and all of which when taken together will
constitute one agreement. Facsimile and electronic signatures will be binding for all
purposes.

14. Sovereign Immunity. Nothing in this Agreement shall be deemed a waiver of either
party’s sovereign immunity in any forum or jurisdiction.

This Agreement is signed on behalf of the parties:

TOHONO O’ODHAM NATION

Verlon M. Jose, Chairman Date

CITY OF GLENDALE, AZ

Mayor Date
ATTEST:
Clerk of the City Council Date

Schedule A--Recipients

GLENDALE
Organization Project Amount
Awarded

City of Glendale, Community Services | Diversity, Equity, and Inclusion $28,000.00
Department Initiative at the Glendale Public

Library
City of Glendale, Community Services | Menstrual Products and $22,000.00
Department Reproductive Health Programming
GFWC Glendale Woman's Club Books Before 5, So They Can $28,000.00

Thrive
Maricopa Community Colleges Empowered for Student Success $25,000.00
Foundation
Sleep in Heavenly Peace Beds for Youth $10,072.00

Total: $113,072.00