2024-11-13-24 - PC 1111 - 0009750-DIST-C-MCDOT-ENTENTE-FINAL.PDF
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ADOT CAR No.: IGA 24-0009750-I
AG Contract No.: P0012024001094
Project Location/Name: Entente Program
Type of Work: Various Locations
ADOT Project No.: Various
INTERGOVERNMENTAL AGREEMENT
BETWEEN
THE STATE OF ARIZONA
AND
MARICOPA COUNTY
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 MARICOPA COUNTY, acting by and through its BOARD OF SUPERVISORS, a political
subdivision of the State (the “County”). The State and the County 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 County is empowered by A.R.S. § 11-251 to enter into this Agreement and has by
resolution, if required, 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 County.
3. The Parties desire to develop and implement a cooperative highway improvement and
resource exchange program whereby routine or emergency highway maintenance will be
implemented more efficiently (the “Entente Program”). The Entente Program is designed to
focus on the availability of resources. The Entente Program is a method of providing goods
and/or services to each Party by executing individual Addendum(s) referencing this Master
Agreement.
4. The purpose of this Agreement is to establish procedures to authorize ADOT’s
Infrastructure Delivery and Operations (IDO) Division Director, or designee, and the
County’s Department of Transportation Director, or designee, to enter into Addendum(s) to
exchange goods or services between each Party to perform routine or emergency highway
maintenance services during the State’s Fiscal Year.
5. The foregoing Recitals and Exhibits A and B shall be incorporated into this Agreement.
In consideration of the mutual terms expressed herein, the Parties agree as follows:
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II. SCOPE OF WORK
1. The State will:
a. Authorize ADOT’s IDO Division Director, or designee, to sign individual Addendum(s)
created pursuant to this Agreement.
b. Select routine or emergency highway maintenance projects, as shown generally
outlined in Exhibit A, suitable for an Addendum under this, and enter into Addendum(s)
with the County for the exchange of goods and/or services for highway maintenance
projects. If the value of the State provided goods and/or services exchanged with the
County is less than the value of goods and/or services provided by the County for any
individual Addendum, the State shall remit to the County the difference in value prior to
June 30th of each year, provided that the total aggregate reimbursement to the County
for all Addendums entered into pursuant to this Agreement will not exceed $250,000
per fiscal year.
c. Complete each County routine or emergency highway maintenance project in
accordance with the State Procurement Code and policies, the latest edition Manual on
Uniform Traffic Control Devices (MUTCD) published by the Federal Highway
Administration (FHWA) and adopted by ADOT, as per A.R.S. § 28-641, and the “Uniform
Standard Specifications for Public Works Construction”, current edition/revisions as of
the date of each Addendum and the “Uniform Standard Details for Public Works
Construction”, current edition/revisions as of the date of each Addendum, when
performing any work under this Agreement.
d. Prior to June 30th of each year, provide the County with an annual statement of services
performed by the State pursuant to an executed Addendum created pursuant to this
Agreement. The annual statement shall include an itemization of all costs owed to the
State by the County and an invoice for any outstanding balance.
e. Be responsible for and pay any outstanding Addendum balance within 30 days of
receipt of an itemized invoice from the County or as provided in the individual
Addendum.
f.
Confirm per established procedures of the State's Central District Permit Office, that the
County has a valid annual countywide Blanket Permit on file for only Routine/Minor
maintenance and emergency maintenance work provided by the County within the
State's rights of way. On an annual basis, review and accept the County’s submittal for
renewal, including insurance coverage, 60 days prior to the end of the term.
g. Coordinate with the County for the County’s inspection of the routine or emergency
highway maintenance projects undertaken by the State on behalf of the County,
pursuant to the Addendum, that the County will own, operate and maintain.
h. Prior to performing any activity, the State will need to get prior authorization from the
County by completing the Work Order form as shown in Exhibit B.
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2. The County will:
a. Authorize the County’s Department of Transportation Director, or designee, to sign
Addendum(s) created pursuant to this Agreement.
b. Select routine or emergency highway maintenance projects, as shown generally
outlined in Exhibit A, suitable for an Addendum, and enter into Addendum(s) with the
State for the exchange of goods and/or services for highway maintenance projects. If the
value of the County provided goods and/or services exchanged with the State is less
than the value of goods and/or services provided by the State for any individual
Addendum, the County shall remit to the State the difference in value prior to June 30th
of each year, provided that the total aggregate reimbursement to the State for all
Addendums entered into pursuant to this Agreement will not exceed $250,000 per fiscal
year.
c. Complete each State routine or emergency highway maintenance project in accordance
with the latest edition Manual on Uniform Traffic Control Devices (MUTCD) published
by the Federal Highway Administration (FHWA) and adopted by ADOT, as per A.R.S. §
28-641, and the “Arizona Department of Transportation Standard Specifications and
Details for Road and Bridge Construction”, current edition/revisions as of the date of
each Addendum, when performing any work under this Agreement. Traffic Control
plans will be processed through the State’s Central District Permits Office.
d. Prior to June 30th of each year, provide the State with an annual statement of services
performed by the County pursuant to an executed Addendum created pursuant to this
Agreement. The annual statement shall include an itemization of all costs owed to the
County by the State and an invoice for any outstanding balance.
e. Be responsible for and pay any outstanding Addendum balance within 30 days of
receipt of an itemized invoice from the State or as provided in the individual Addendum.
f.
Automatically grant to the State, by execution of this Agreement, its agents and/or
contractors, without cost, the temporary right to enter County rights of way, as
required, to conduct any and all routine or emergency highway maintenance related
activities, on, to and over said County rights of way. This temporary right will expire
with completion of the routine or emergency highway maintenance.
g. Coordinate with the State for the State’s inspection of the routine or emergency highway
maintenance projects undertaken by the County on behalf of the State, pursuant to the
Addendum, that the State will own, operate and maintain.
h. Prior to performing any activity, the County will need to get prior authorization from
the State by completing the Work Order form as shown in Exhibit B.
3. The Parties agree:
a. Each Addendum will describe the routine or emergency highway maintenance project
and any goods and/or services that are being exchanged between the Parties. If
applicable, the Addendum will also state the amount of reimbursement owed to the
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other Party if the value of goods or services exchanged is not of equal value; provided,
however, the total aggregate reimbursement that is in excess of the value of the goods
and/or services received for all Addendums entered into pursuant to this Agreement
shall not exceed $250,000 per fiscal year. Each Party will maintain a record of the goods
and/or services exchanged over the life of the Agreement.
b. After the Parties enter an Addendum, and if there are unexpected or unforeseen costs
that cause the value of the goods and/or services exchanged to become unequal or add
to the amount of reimbursement for that Addendum, the Parties shall amend the
Addendum, in writing; provided, however, that the additional reimbursement shall not
cause the total aggregate reimbursement for all Addendums to exceed $250,000 per
fiscal year.
c. All routine or emergency highway maintenance projects shall be performed with
existing resources.
d. The State and the County shall bear the expense of each Addendum separately and shall
ensure that sufficient funding is available prior to executing an Addendum.
e. Work activity shall only be performed on locations adjacent to ADOT right of way.
III. MISCELLANEOUS PROVISIONS
1. Effective Date. This Agreement shall become effective upon signing and dating of all Parties.
2. Amendments. Any change or modification to this Agreement will only occur with the mutual
written consent of both Parties.
3. Duration. The terms, conditions and provisions of this Agreement shall remain in full force
and effect for five years.
4. Cancellation. This Agreement may be canceled at any time, so long as the canceling Party
provides at least 30 days’ written notice to the other Party. In case of termination of this
Agreement for any reason, the Parties will have a continuing obligation to comply with the
terms of this Agreement until all requirements under this Agreement are completed.
5. Federal Funding Accountability and Transparency Act. 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 County will provide
information that is requested by the State to enable the State to comply with the
requirements of the Act, as may be applicable.
6. Governing Law. This Agreement shall be governed by and construed in accordance with
Arizona laws.
7. Conflicts of Interest. This Agreement may be canceled in accordance with A.R.S. § 38-511.
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8. Inspection and Audit. The County shall retain all books, accounts, reports, files and other
records relating to this Agreement which shall be subject at all reasonable times to
inspection and audit by the State for five years after completion of the Project. Such records
shall be produced by the County, electronically or at the State office as set forth in this
Agreement, at the request of ADOT.
9. Title VI. The County acknowledges and will comply with Title VI of the Civil Rights Act Of
1964.
10. Non-Discrimination. 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, as amended by Executive Order 2023-
01, issued by the Governor of the State of Arizona and incorporated in this Agreement by
reference regarding “Non-Discrimination.”
11. 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.
12. Arbitration. 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.
13. E-Verify. The Parties shall comply with the applicable requirements of A.R.S. § 41-4401.
14. Contractor Certifications. The Parties shall certify that all contractors comply with the
applicable requirements of A.R.S. §§ 35-393.01 and 35-394.
15. Other Applicable Laws. The Parties shall comply with all applicable laws, rules, regulations
and ordinances, as may be amended.
16. Notices. 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 Group
205 S. 17th Avenue, Mail Drop 637E
Phoenix, AZ 85007
JPABranch@azdot.gov
Maricopa County Department of
Transportation
Attn: Intergovernmental
Relations
2901 W. Durango Street
Phoenix, AZ 85009
602.506.5858
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For Project Administration:
Arizona Department of Transportation
Central District
2140 W. Hilton Ave., Mail Drop E700
Phoenix, AZ 85009
(602) 712-6664
For Financial Administration:
Arizona Department of Transportation
Central District
2140 W. Hilton Ave., Mail Drop E700
Phoenix, AZ 85009
(602) 712-6664
Maricopa County Department of
Transportation
Attn: Mitch Wagner
2901 W. Durango Street
Phoenix, AZ 85009
602.506.5858
Maricopa County Department of
Transportation
Attn: Mary Ann Roder
2901 W. Durango Street
Phoenix, AZ 85009
602.506.8644
17. Revisions to Contacts. Any revisions to the names and addresses above may be updated
administratively by either Party and shall be in writing.
18. Legal Counsel Approval. In accordance with A.R.S. § 11-952 (D), the written determination
of each Party’s legal counsel providing that the Parties are authorized under the laws of this
State to enter into this Agreement and that the Agreement is in proper form is set forth
below.
19. Electronic Signatures. This Agreement may be signed in an electronic format including
DocuSign.
Remainder of this page is intentionally left blank.
(Signatures begin on the next page)
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IN WITNESS WHEREOF, the Parties have executed this Agreement to be effective upon the full
completion of signing and dating by all Parties to this Agreement.
MARICOPA COUNTY
By _________________________________________________Date________________
JESSE GUTIERREZ
Transportation Director
Approved and accepted by:
By ______________________________ Date___________
JACK SELLERS
Chairman, Board of Supervisors
By ______________________________ Date___________
JUANITA GARZA
Clerk of the Board
I have reviewed the above referenced Intergovernmental Agreement between the State of
Arizona, acting by and through its Department of Transportation, and Maricopa County, an
agreement among public agencies which, has been reviewed pursuant to A.R.S. §§ 11-951
through 11-954 and A.R.S. § 11-251 and declare this Agreement to be in proper form and within
the powers and authority granted to the County under the laws of the State of Arizona.
No opinion is expressed as to the authority of the State to enter into this Agreement.
Approved as to Form:
By _________________________________________________Date_________________
County Attorney
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11/13/2024
11/13/2024
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ARIZONA DEPARTMENT OF TRANSPORTATION
By ______________________________Date___________
STEVE BOSCHEN, PE
Infrastructure Delivery and Operations Division
Division Director
This Agreement between public agencies, the State of Arizona and Maricopa County, has been
reviewed pursuant to A.R.S. §§ 11-951 through 11-954 and A.R.S. § 28-401, by the
undersigned Assistant Attorney General who has determined that it is in the proper form and
is within the powers and authority granted to the State of Arizona. No opinion is expressed as
to the authority of the remaining Parties, other than the State or its agencies, to enter into said
Agreement.
By ________________________________________________Date_________________
Assistant Attorney General
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EXHIBIT A
Road-related Tasks:
a. Grading
b. Sweeping
c. Surface Treatment/Seal Coats
d. Signage
e. Striping
f.
Debris Removal
g. Homeless encampment cleanup
h. Material Hauling
i.
Fence Repair
j.
Storm Drain/Culvert Repair
k. Barricading
l.
Pothole Repair
m. Signal Maintenance
n. Equipment Exchange
o. Concrete Repair
p. Bridge Repairs
q. Storm Repairs
r. Guardrail Repairs
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EXHIBIT B
Work Order Form
Date:______________
Route:___________________ Beginning MP______________End MP_________________
Direction:__________
Mainline/Ramp/FR/Roadway:_______________________________________________________
Scope: ____________________________________________________________________________________________________________
_____________________________________________________________________________________________________________________
_____________________________________________________________________________________________________________________
_____________________________________________________________________________________________________________________
The amount is estimated as $___________________
The work is requested by ________________________The work order is concurred by _________________
County/State Representative
State/County Representative
Approved
_____________________________
___________________________
Jesse Gutierrez, McDOT
Randy Everett, ADOT
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