Attachment A - Intergovernmental Agreeement

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INTERGOVERNMENTAL AGREEMENT  
BETWEEN 
THE CITY OF AVONDALE  
AND 
THE CITY OF GOODYEAR  
FOR 
SENIOR SERVICES 
THIS INTERGOVERNMENTAL AGREEMENT (this “Agreement”) is entered into as 
of June 1, 2026, between the City of Avondale, an Arizona municipal corporation 
(“Avondale”) and the City of Goodyear, an Arizona municipal corporation (“Goodyear”). 
Avondale and Goodyear are referred to herein individually as a "Party" and collectively as the 
"Parties." 
RECITALS 
A. 
Goodyear desires to have Avondale provide certain senior services for Goodyear 
residents and has agreed to provide financial assistance to support such services, and Avondale 
desires to provide such services for Goodyear residents with Goodyear's financial assistance. 
 
B. 
Avondale and Goodyear are authorized to enter into this Agreement pursuant to 
ARIZ. REV. STAT. §§  11-951 et seq. 
 
C. 
Avondale and Goodyear desire to enter into this Agreement to establish the 
Parties' rights and responsibilities with respect to Avondale providing Goodyear with the 
"Senior Services" as described in Section 1 below. 
 
AGREEMENT 
 
NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated 
herein by reference, the following mutual covenants and conditions and other good and 
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the 
Parties hereby agree as follows: 
 
1. 
Definitions. 
1.1 
"Senior Services" means the following services provided by Avondale to 
Goodyear residents: 
A. 
Congregate Meals. Providing meals at the Arizona Complete 
Health Avondale Resource Center for registered participants. 
 
B. 
Home-Delivered 
Meals. 
Delivering 
meals 
to 
eligible 
participants or private pay participants within the Service Area. 
 
C. 
Transportation. Providing transportation to and from the Arizona 
Complete Health Avondale Resource Center for registered participants within the Service

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Area. 
 
1.2 
"Service Area" means the area to which Avondale provides Home- 
Delivered Meals, with a western boundary of Sarival Avenue, an eastern boundary of 107th 
Avenue, a southern boundary of Southern Avenue and a northern boundary of Camelback 
Road. 
 
2. 
Term. This Agreement shall be effective as of July 1, 2026, and shall remain in 
full force and effect until June 30, 2031 (the "Initial Term"), unless terminated as otherwise 
provided pursuant to the terms and conditions of this Agreement. After the expiration of the 
Initial Term, this Agreement shall automatically renew for successive one-year terms (each, a 
"Renewal Term") thereafter until one of the Parties terminates this Agreement pursuant to the 
terms and conditions contained herein. The Initial Term and any Renewal Term(s) are 
collectively referred to herein as the "Term." Upon renewal, the terms and conditions of this 
Agreement shall remain in full force and effect. 
 
3. 
Goodyear Obligations. Goodyear shall: 
3.1 
Financial Assistance. For the first year of the Term, pay Avondale 
$189,000.00 for the Senior Services.  Each following year, the amount shall be increased by 
3% of the preceding year’s amount.   
 
3.2 
Promotion. Promote the Senior Services on the Goodyear web page, 
program guides, if any, and information releases, if any and as appropriate. Avondale hereby 
grants Goodyear a license to use its registered logos and copyright for the sole purpose of 
promoting the Senior Services, subject to the following restrictions and Avondale's prior 
review and approval. Goodyear acknowledges that Avondale owns all of its trademarks, 
service marks, trade names, and logos (the "Marks") and that Goodyear has no rights to use 
them except as conferred by this Agreement. Goodyear agrees that it will not use any of the 
Marks in any way without the advance approval of Avondale and that Avondale may withdraw 
its approval of use of the Marks at any time with or without cause. Goodyear agrees that it will 
immediately cease using any of the Marks or any materials in which the Marks are used upon 
withdrawal of approval by Avondale. 
 
4. 
Avondale Obligations. Avondale shall: 
 
4.1. 
Services. Provide the Senior Services to Goodyear residents (A) when 
such Services are provided to Avondale residents, (B) in the same manner as the Senior 
Services are provided to Avondale residents, and (C) at the same fees as charged to Avondale 
residents. The eligibility requirements for the Senior Services shall be the same for Goodyear 
residents as they are for Avondale residents, except no Avondale residency requirements shall 
apply. 
 
4.2 
Reporting. By July 31 of each year of the Term, provide Goodyear with 
a report regarding the Senior Services provided to Goodyear residents during the preceding year.  
If the reports include services provided to all persons and not solely Goodyear residents, the 
reports shall segregate the services provided to Goodyear residents from services provided to

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residents of other areas. 
 
5. 
Payments. Goodyear shall pay Avondale the full amount of the financial 
assistance set forth in Subsection 3.1 above by July 1 of each year of the Term. Each payment 
shall be in advance for the period beginning on the due date of such payment. The first such 
payment shall be due by July 1, 2026, for the first year of the Initial Term. 
 
6. 
Budget. Subject to Subsection 8.3 below, each Party shall provide for its own 
financial obligations under this Agreement through its annual budget process or by separate 
resolution as allowed by law and as deemed appropriate by its City Council. Nothing in this 
Agreement shall be construed as committing Avondale to incur capital expenditures for 
equipment, facilities, or otherwise, or to incur expenses not expressly set forth in this Agreement. 
 
7. 
Insurance. The Parties agree to secure and maintain insurance coverage for any 
and all risks that may arise out of the terms, obligations, operations and actions as set forth in this 
Agreement, including but not limited to public entity insurance. The acquisition of insurance or 
the maintenance and operation of a self-insurance program may fulfill the insurance requirement. 
 
8. 
Termination; Cancellation. 
 
8.1 
For Convenience. This Agreement may be terminated by either Party 
with or without cause upon 30 days' written notice to the other Party. If Avondale terminates 
the Agreement without cause, Avondale shall reimburse Goodyear a prorated portion of the 
financial assistance paid under Subsection 3.1, based on the number of days remaining between the 
date of cancellation and June 30 of that year. 
 
8.2 
Conflict of Interest. This Agreement may be canceled by either Party for 
conflict of interest pursuant to ARIZ. REV. STAT. § 38-511. 
 
8.3 
Agreement Subject to Appropriation. This Agreement is subject to the 
provisions of ARIZ. CONST. ART. IX, § 5 and ARIZ. REV. STAT. § 42-17106. The provisions 
of this Agreement for payment of funds or the incurring of expenses by Avondale or 
Goodyear shall be effective when funds are appropriated for purposes of this Agreement and 
are available for payment. Each Party shall be the sole judge and authority in determining the 
availability of funds under this Agreement, and each Party shall keep the other Party fully 
informed as to the availability of funds for the Agreement. The obligation of each Party to 
make any payment pursuant to this Agreement is a current expense of such Party, payable 
exclusively from such annual appropriations, and is not a general obligation or indebtedness of 
such Party. If the City Council of either Party fails to appropriate money sufficient to pay the 
amounts as set forth in this Agreement during any immediately succeeding fiscal year, the 
Parties may reduce the scope of this Agreement, if appropriate, or this Agreement shall 
terminate at the end of then-current fiscal year without further duty or obligation of the Parties. 
 
9. 
Miscellaneous. 
 
9.1 
Independent Contractor. Avondale acknowledges and agrees that the 
Senior Services provided under this Agreement are being provided as an independent 
contractor, not as an employee or agent of Goodyear. Avondale, its employees, and its 
subcontractors are not entitled to workers' compensation benefits from Goodyear. Goodyear

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does not have the authority to supervise or control the actual work of Avondale, its employees, 
or subcontractors. Avondale, and not Goodyear, shall determine the time of its performance of 
the Senior Services provided under this Agreement so long as Avondale meets the requirements 
set forth herein. Avondale and Goodyear do not intend to nor will they combine business 
operations under this Agreement. 
 
9.2 
Applicable Law; Venue. This Agreement shall be governed by the laws 
of the State of Arizona and suit pertaining to this Agreement may be brought only in courts in 
Maricopa County, Arizona. 
 
9.3 
Laws and Regulations. The Parties agree to comply with the provisions 
of applicable state and federal regulations governing equal employment opportunity and non- 
discrimination and immigration. Each Party shall keep fully informed and shall at all times 
during the performance of its duties under this Agreement ensure that it and any person for 
whom the Party is responsible for abides by, and remains in compliance with, all rules, 
regulations, ordinances, statutes or laws affecting the services, including, but not limited to, the 
following: (A) existing and future city and county ordinances and regulations, (B) existing and 
future state and federal laws and (C) existing and future Occupational Safety and Health 
Administration standards. 
 
9.4 
Amendments. This Agreement may be modified only by a written 
amendment approved by the Parties' respective City Councils and signed by persons duly 
authorized to enter into contracts on behalf of Avondale and Goodyear. Any attempt at oral 
modification of this Agreement shall be void and of no effect. 
 
9.5 
Provisions Required by Law.  Each and every provision of law and any 
clause required by law to be in this Agreement will be read and enforced as though it were 
included herein and, if through mistake or otherwise any such provision is not inserted, or is not 
correctly inserted, then upon the application of either Party, this Agreement will promptly be 
physically amended to make such insertion or correction. 
 
9.6 
Relationship of the Parties.  It is clearly understood that each Party will 
act in its individual capacity and not as an agent, employee, partner, joint venturer, associate, or 
associate of the other. An employee or agent of one Party shall not be deemed or construed to be 
the employee or agent of the other for any purpose. 
 
9.7 
Entire Agreement; Interpretation; Parol Evidence. This Agreement 
represents the entire agreement of the Parties with respect to its subject matter, and all previous 
agreements, whether oral or written, entered into prior to this Agreement are hereby revoked and 
superseded by this Agreement.  No representations, warranties, inducements or oral agreements 
have been made by any of the Parties except as expressly set forth herein, or in any other 
contemporaneous written agreement executed for the purposes of carrying out the provisions of 
this Agreement. This Agreement shall be construed and interpreted according to its plain 
meaning, and no presumption shall be deemed to apply in favor of or against the Party drafting 
this Agreement. The Parties acknowledge and agree that each has had the opportunity to seek 
and utilize legal counsel in the drafting of, review of and entry into this Agreement.

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9.8 
Assignment: Delegation.  No right or interest in this Agreement shall be 
assigned by a Party to this Agreement without prior, written permission of the other Party signed 
by such other Party's City Manager, or authorized designee, and no delegation of any duty of any 
Party shall be made without prior, written permission of the other Party signed by such other 
Party's City Manager, or authorized designee. Any attempted assignment or delegation by either 
Party in violation of this provision shall be a breach of this Agreement. 
 
9.9 
Rights and Remedies. No provision in this Agreement shall be construed, 
expressly or by implication, as waiver by either Party of any existing or future right and/or 
remedy available by law in the event of any claim of default or breach of this Agreement. 
 
9.10 
Attorneys' Fees. In the event either Party brings any action for any relief, 
declaratory or otherwise, arising out of this Agreement or on account of any breach or default 
hereof, the prevailing Party shall be entitled to receive from the other Party reasonable attorneys' 
fees and reasonable costs and expenses, determined by the court sitting without a jury, which 
shall be deemed to have accrued on the commencement of such action and shall be enforced 
whether or not such action is prosecuted through judgment. 
 
9.11 
Disposition of Property upon Termination. The Parties do not anticipate 
having to dispose of any property upon partial or complete termination of this Agreement. 
However, to the extent that such disposition is necessary, property shall be returned to its 
original owner. 
 
9.12 
Notices and Requests. Any notice or other communication required or 
permitted to be given under this Agreement shall be in writing and shall be deemed to have been 
duly given if (A) delivered to the Party at the address set forth below, (B) deposited in the U.S. 
Mail, registered or certified, return receipt requested, to the address set forth below or (C) given to 
a recognized and reputable overnight delivery service, to the address set forth below: 
 
If to Avondale: 
City of Avondale 
11465 West Civic Center Drive 
Avondale, Arizona 85323 
Attn:  City Manager 
 
With copies to:  
City of Avondale 
11465 West Civic Center Drive 
Avondale, Arizona 85323 
Attn:  City Attorney 
 
If to Goodyear: 
City of Goodyear 
1900 North Civic Square 
Goodyear, AZ 85395 
Attn:  City Manager

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With copies to: 
City of Goodyear 
1900 North Civic Square 
Goodyear, AZ 85395 
Attn:  City Attorney 
 
or at such other address, and to the attention of such other person or officer, as 
any Party may designate in writing by notice duly given pursuant to this subsection. Notices 
shall be deemed received (A) when delivered to the Party, (B) three business days after being 
placed in the U.S. Mail, properly addressed, with sufficient postage, or (C) the following 
business day after being given to a recognized overnight delivery service, with the Party giving 
the notice paying all required charges and instructing the delivery service to deliver on the 
following business day. If a copy of a notice is also given to a Party's counsel or other 
recipient, the provisions above governing the date on which a notice is deemed to have been 
received by a Party shall mean and refer to the date on which the Party, and not its counsel or 
other recipient to which a copy of the notice may be sent, is deemed to have received the 
notice. 
 
9.13 
Severability. The provisions of this Agreement are severable to the 
extent that any provision or application held to be invalid or unenforceable by a Court of 
competent jurisdiction shall not affect any other provision or application of this Agreement 
which may remain in effect without the invalid provision or application. 
9.14 
Counterparts. This Agreement may be executed in any number of 
counterparts, all such counterparts shall be deemed to constitute one and the same instrument, 
and each of said counterparts shall be deemed original hereof. 
 
9.15 
Captions. 
Captions and section headings used herein are for 
convenience only and are not a part of this Agreement and shall not be deemed to limit or alter 
any provisions hereof and shall not be deemed relevant to construing this Agreement. 
 
10. 
E-verify, Records and Audits. To the extent applicable under ARIZ. REV. STAT. § 
41-4401, the Parties and their respective subcontractors warrant compliance with all federal 
immigration laws and regulations that relate to their employees and compliance with the E-
verify requirements under ARIZ. REV. STAT. § 23-214(A). The Parties' or a subcontractor's 
breach of the above-mentioned warranty shall be deemed a material breach of this Agreement 
and may result in the termination of this Agreement by either Party under the terms of this 
Agreement. The Parties each retain the legal right to randomly inspect the papers and records 
of the other Party and the other Party's subcontractors who work under this Agreement to 
ensure that the other Party and its subcontractors are complying with the above-mentioned 
warranty. The Parties warrant to keep their respective papers and records open for random 
inspection during normal business hours by the other Party. The Parties and their respective 
subcontractors shall cooperate with the other Party's random inspections including granting the 
inspecting Party entry rights onto their respective properties to perform the random inspections 
and waiving their respective rights to keep such papers and records confidential. 
 
11. 
Indemnification.  To the fullest extent permitted by law, each Party shall 
indemnify, defend, and hold harmless the other Party and each council member, officer,

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employee or agent thereof (the Party being indemnified and any such person referred to herein as 
an "Indemnified Party"), for, from and against any and all losses, claims, damages, liabilities, 
costs and expenses (including, but not limited to, reasonable attorneys' fees, court costs and the 
costs of appellate proceedings) to which any such Indemnified Party may become subject, under 
any theory of liability whatsoever ("Claims"), insofar as such Claims (or actions in respect 
thereof) relate to, arise out of, or are caused by or based upon the negligent acts, intentional 
misconduct, errors, mistakes or omissions, in connection with the work or services of the other 
Party, its officers, employees, agents, or any tier of subcontractor in the performance of this 
Agreement. The amount and type of insurance coverage secured by the indemnifying Party will 
in no way be construed as limiting the scope of the indemnity in this Section. 
 
[SIGNATURES ON FOLLOWING PAGE]

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IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date and 
year first set forth above. 
 
 
“Avondale” 
“Goodyear” 
 
 
 
 
 
 
Mike Pineda, Mayor 
Joe Pizzillo, Mayor 
 
 
 
ATTEST: 
 
 
 
 
 
 
Marcella Sarmiento, City Clerk 
Jasmine Pernicano, City Clerk 
 
 
 
 
In accordance with the requirements of ARIZ. REV. STAT. § 11-952(D), the undersigned 
attorneys acknowledge that (i) they have reviewed the above Agreement on behalf of their 
respective clients and that (ii) as to their respective clients only, each attorney has determined 
that this Agreement is in proper form and is within the powers and authority granted under the 
laws of the State of Arizona. 
 
 
 
 
 
Nicholle Harris, City Attorney 
Roric Massey, City Attorney