SIGNED - ANNEXATION-DEANNEXATION_MASTER_AGREEMENT_WITH_EXHIBITS_A_B_AND_C.PDF

Maricopa County — Formal (2022-01-12)

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INTERGOVERNMENTAL AGREEMENT

BETWEEN MARICOPA COUNTY AND THE CITY OF GLENDALE

MASTER AGREEMENT FOR ANNEXATION AND DEANNEXATION

(C-64-21- _______ -X-00)

This Intergovernmental Agreement (Master Agreement) is between the County of
Maricopa, a political subdivision of the State (County), and the City of Glendale, a
municipal corporation (City). The County and the City are collectively referred to as the
Parties or individually as a Party.

STATUTORY AUTHORIZATION

1.
The County is authorized, pursuant to A.R.S. Section 11-251 and Sections 28-
6701 et. seq., to lay out, maintain, control and manage public roads within the
County.

2.
Public agencies are authorized, pursuant to A.R.S. Section 11-951 et. seq., to
enter into Intergovernmental Agreements for the provision of services or for joint
or cooperative action.

3.
The City is authorized, pursuant to A.R.S. Section 9-240 and Sections 9-276 et.
seq., to lay out and establish, regulate and improve streets within the City and to
enter into this Agreement.

BACKGROUND

4.
Rapid development is occurring in the unincorporated County and within the City
in the Loop 303 Area, bounded on the east by El Mirage Road, west by Perryville
Road, south by Camelback Road and north by Peoria Avenue. To accommodate
this growth, the Parties have identified roads that are anticipated to be annexed or
deannexed by the City and roads that will remain in the County as listed in Exhibit
A and shown in Exhibit B attached.

PURPOSE OF THE AGREEMENT

5.
The purpose of this Agreement is to authorize the County Transportation Director
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and the City Manager, or their designees, to enter into a separate Letter of
Agreement (LOA) to modify Exhibits A and B as needed in response to future
development. A sample LOA is attached as Exhibit C.

TERMS OF THE AGREEMENT

6.
As assigned and depicted in Exhibits A and B, the Parties shall assume all
responsibility and liability for the design, permitting, construction, inspection,
operation, maintenance, and repair of all improvements within the dedicated right-
of-way while the road segment remains under County jurisdiction until the
annexation has been completed, or under City jurisdiction until the deannexation
has been completed, as applicable to that road segment.

TERMS OF THE LOA

7.
Each LOA will describe the road segment within the Loop 303 Area and the Party
taking control of the road segment and be subject to the General Terms and
Conditions set forth below.

8.
Each LOA will provide that the Party taking control of the road segment after
annexation or deannexation, shall assume all responsibility and liability for the
design, permitting, construction, inspection, operation, maintenance, and repair of
all improvements within the dedicated right-of-way while the road segment remains
under County jurisdiction until the annexation has been completed, or under City
jurisdiction until the deannexation has been completed, as applicable to that road
segment.

GENERAL TERMS AND CONDITIONS

9.
To the extent permitted by law, each Party will indemnify, defend and save the
other Party harmless, including any of the Party’s departments, agencies, officers,
employees, elected officials or agents, from and against all loss, expense, damage
or claim of any nature whatsoever which is caused by any activity, condition or
event arising out of the negligent performance or nonperformance by the
indemnifying Party of any of the provisions of this Agreement. By entering into this
Agreement, each Party indemnifies the other against all liability, losses and
damages of any nature for or on account of any injuries or death of persons or
damages to or destruction of property arising out of or in any way connected with
the performance or nonperformance of this Agreement, except such injury or
damage as shall have been caused or contributed to by the negligence of that
other Party. The damages which are the subject of this indemnity shall include but
not be limited to the damages incurred by any Party, its departments, agencies,
officers, employees, elected officials or agents. In the event of an action, the
damages which are the subject of this indemnity shall include costs, expenses of
litigation and reasonable attorney’s fees.

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10.
This Agreement shall become effective as of the date it is approved by the
governing bodies of the Parties 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 all Parties.

11.
This Agreement shall be subject to the provisions of A.R.S. Section 38-511.

12.
The Parties warrant that they are in compliance with A.R.S. Section 41-4401 and
further acknowledge that:

12.1 Any contractor or subcontractor who is contracted by a Party to perform
work on the Project shall warrant their compliance with all federal
immigration laws and regulations that relate to their employees and their
compliance with A.R.S. Section 23-214(A), and shall keep a record of the
verification for the duration of the employee’s employment or at least three
(3) years, whichever is longer.

12.2 Any breach of the warranty shall be deemed a material breach of this
agreement of which breaching party may be liable for penalties including
termination of the agreement.

12.3 The Parties retain the legal right to inspect the papers of any contractor or
subcontractor employee who works on the Project to ensure that the
contractor or subcontractor is complying with the warranty above and that
the contractor agrees to make all papers and employment records of said
employee available during normal working hours in order to facilitate such
an inspection.

12.4 Nothing in this Agreement shall make any contractor or subcontractor an
agent or employee of the Parties to this Agreement.

13.
Any contractor or subcontractor who engages in for-profit activity and has 10 or
more employees, if the value of the contract is a minimum of $1,000,000, certify it
is not currently engaged in, and agrees for the duration of this Agreement to not
engage in, a boycott of goods or services from Israel. This certification does not
apply to a boycott prohibited by 50 U.S.C. § 4842 or a regulation issued pursuant
to 50 U.S.C. § 4842.

14.
Each Party to this Agreement warrants that neither it nor any contractor or vendor
under contract with the Party to provide goods or services toward the
accomplishment of the objectives of this Agreement is suspended or debarred by
any federal agency which has provided funding that will be used in the Project
described in this Agreement.

15.
Each of the following shall constitute a material breach of this Agreement and an
event of default (“Default”) hereunder: A Party’s failure to observe or perform any
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of the material covenants, conditions or provisions of this Agreement to be
observed or performed by that Party (“Defaulting Party”), where such failure shall
continue for a period of thirty (30) days after the Defaulting Party receives written
notice of such failure from the non-defaulting Party provided, however, that such
failure shall not be a Default if the Defaulting Party has commenced to cure the
Default within such thirty (30) day period and thereafter is diligently pursuing such
cure to completion, but the total aggregate cure period shall not exceed ninety (90)
days unless the Parties agree in writing that additional time is reasonably
necessary under such circumstances to cure such default. In the event a
Defaulting Party fails to perform any of its material obligations under this
Agreement and is in Default pursuant to this Section, the non-defaulting Party, at
its option, may terminate this Agreement. Further, upon the occurrence of any
Default and at any time thereafter, the non-defaulting Party may, but shall not be
required to, exercise any remedies now or hereafter available to it at law or in
equity.

16.
All notices required under this agreement to be given in writing shall be sent to:

Maricopa County Department of Transportation
Attn: Intergovernmental Relations Branch
2901 W. Durango Street
Phoenix, Arizona 85009

City of Glendale
Attn: City Manager
5850 West Glendale Avenue
Glendale, AZ 85301

City of Glendale
Attn: City Attorney
5850 West Glendale Avenue
Glendale, AZ 85301

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.
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17.
This Agreement does not imply authority to perform any tasks, or accept any
responsibility, not expressly stated in this Agreement.

18.
Any funding provided for in this Agreement, other than in the current fiscal year, is
contingent upon being budgeted and appropriated by the governing bodies of the
Parties in such fiscal year. This Agreement may be terminated by any Party at the
end of any fiscal year due to non-appropriation of funds.

19.
This Agreement shall be binding upon and inure to the benefit of the Parties and
their respective successors and assignees. Neither Party shall assign its interest
in this Agreement without the prior written consent of the other Party.

20.
This Agreement and all Exhibits attached to this Agreement set forth all of the
covenants, promises, agreements, conditions and understandings related to the
Project between the Parties to this Agreement, and there are no covenants,
promises, agreements, conditions or understandings, either oral or written,
between the Parties related to the Project, other than as set forth in this Agreement,
and those agreements which are executed contemporaneously
with this
Agreement. This Agreement shall be construed as a whole and in accordance with
its fair meaning and without regard to any presumption or other rule requiring
construction against the party drafting this Agreement. This Agreement cannot be
modified or changed except by a written instrument executed by all of the Parties
hereto.

21.
Each Party has reviewed this Agreement and has had the opportunity to have it
reviewed by legal counsel.

22.
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.

23.
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 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.

24.
Except as otherwise provided in this Agreement, all covenants, agreements,
representations and warranties set forth in this Agreement or in any certificate or
instrument executed or delivered pursuant to this Agreement shall survive the
expiration or earlier termination of this Agreement for a period of one (1) year.

25.
Nothing contained in this Agreement shall create any partnership, joint venture or
other agreement between the Parties hereto. Except as expressly provided in this
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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.

26.
Section or 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.

27.
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.

28.
The Parties will execute and/or deliver to each other such other instruments and
documents as may be reasonably necessary to fulfill the covenants and obligations
to be performed by such Party pursuant to this Agreement.

29.
The venue for any claim arising out of or in any way related to this Agreement shall
be Maricopa County, Arizona.

30.
This Agreement shall be governed by the laws of the State of Arizona.

End of Agreement - Signature Page Follows
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IN WITNESS WHEREOF, the Parties have executed this Agreement.
CITY OF GLENDALE
Date
APPROVAL OF CITY ATTORNEY
The foregoing Agreement has been reviewed pursuant to A.RS. 11-952, as amended,
by undersigned Counsel, who has determined that it is in proper form and within the
powers and authority granted to the City under the laws of the State of Arizona.
7

MARICOPA COUNTY

Recommended by:

Jennifer Toth, P.E.
Date

Transportation Director

Approved and Accepted by:

Chairman
Date

Board of Supervisors

Attest by:

Clerk of the Board
Date

APPROVAL OF DEPUTY COUNTY ATTORNEY

The foregoing Agreement has been reviewed pursuant to A.R.S. 11-952, as amended,
by the undersigned Deputy County Attorney, who has determined that it is in proper form
and within the powers and authority granted to the Board of Supervisors under the laws
of the State of Arizona.

Deputy County Attorney
Date

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1/12/2021
1/6/2021

Exhibit A

Roadways that will be annexed into Glendale include:

East/West
 Bethany Home Road from Cotton Lane to Sarival Avenue
o Intersection of Bethany Home Road and Cotton Lane
o Intersection of Bethany Home Road and Sarival Avenue (IGA C-64-21-
004-X-00 July 2020)
 Glendale Avenue from Cotton Lane to Reems Road
o Intersection of Glendale Avenue and Sarival Avenue (IGA C-64-21-004-X-
00 July 2020)
o Intersection of Glendale Avenue and Alsup Avenue
o Intersection of Glendale Avenue and Reems Road
 Northern Avenue from Cotton Lane to Litchfield Road
o Intersection of Northern Avenue and Sarival Avenue
o Intersection of Northern Avenue and Alsup Avenue
o Intersection of Northern Avenue and Reems Road
o Intersection of Northern Avenue and Litchfield Road
 Northern Parkway from Sarival Avenue to ¼ mile west of Dysart Road (IGA C-
91-11-206-M-00 May 2011)
o Intersection of Sarival Avenue at Northern Parkway Interchange (IGA C-
91-11-206-M-00 May 2011)
o Intersection of Reems Road at Northern Parkway Interchange (IGA C-91-
11-206-M-00 May 2011)
o Intersection of Litchfield Road at Northern Parkway Interchange (IGA C-
91-11-206-M-00 May 2011)
 Northern Parkway from ¼ mile west of Dysart Road to Dysart Road (IGA C-64-
18-019-M-00 Sept. 2017)
o Dysart Road at Northern Parkway interchange (IGA C-64-18-019-M-00
Sept. 2017)
North/South
 Sarival Avenue from Bethany Home Road to Peoria Avenue
 Reems Road from Glendale Avenue to Peoria Avenue
Roadways that will remain MCDOT include:

East/West
 Bethany Home Road from Perryville Road to Cotton Lane
o Intersection of Bethany Home Road and Perryville Road
o Intersection of Bethany Home Road and Citrus Road

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Exhibit A (continued)

 Bethany Home Road from Sarival Avenue to Alsup Avenue
 Glendale Avenue from Perryville Road to Cotton Lane
o Intersection of Glendale Avenue and Perryville Road
o Intersection of Glendale Avenue and Citrus Road
o Intersection of Glendale Road and Cotton Lane
 Northern Avenue from Perryville Road to Cotton Lane
o Intersection of Northern Avenue and Perryville
o Intersection Northern Avenue and Citrus Road
o Intersection of Northern Avenue and Cotton Lane
 Northern Avenue from Litchfield Road to 135th Avenue
 Olive Avenue from Perryville Road to Dysart Road
o Intersection of Olive Avenue and Perryville Road
o Intersection of Olive Avenue and Citrus Road
o Intersection of Olive Avenue and Cotton Lane
o Intersection of Olive Avenue and Sarival Avenue (IGA C-64-21-004-X-00
July 2020)
o Intersection of Olive Avenue and Reems Road (IGA C-64-21-004-X-00
July 2020)
o Intersection of Olive Avenue and Litchfield Road
North/South
 Citrus Road from Camelback Road to Peoria Avenue
 Cotton lane from Bethany Home Road and Peoria Avenue
 Sarival Avenue from Camelback Road to Bethany Home Road
 Alsup Avenue from Bethany Home Road to Northern Avenue
 Litchfield Road from Northern Avenue to Peoria Avenue

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Exhibit B
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Exhibit C

Sample

LETTER OF AGREEMENT BETWEEN
MARICOPA COUNTY AND THE CITY OF GLENDALE
FOR THE ANNEXATION AND DEANNEXATION OF RIGHT-OF-WAY

RIGHT-OF-WAY: description of row to be annexed or deannexed

The Intergovernmental Agreement between Maricopa County (County) and the City of
Glendale (City), for the annexation and deannexation of right-of-way was approved by
the Glendale City Council on XXXX, 2021, approved by the Maricopa County Board of
Supervisors on XXXX, 2021, and recorded under Recorder No. XXXX (Master
Agreement). The County and Glendale are collectively referred to in this agreement as
the Parties.

Accordingly, the Parties enter into this Letter of Agreement (LOA) to modify Exhibits A
and B of the Master Agreement for the annexation and deannexation of the right-of-way
described above subject to the following:

As assigned in the attached revised Exhibits A & B, the Parties shall assume all
responsibility and liability for the design, permitting, construction, inspection, operation,
maintenance, and repair of all improvements within the dedicated right-of-way while the
road segment remains under County jurisdiction until the annexation has been completed,
or under City jurisdiction until the deannexation has been completed, as applicable to
that road segment.

XXXX Date

XXXX

Date
Director

City Manager
Maricopa County Department of Transportation
City of Glendale

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