SUN CITY WEST AREA CHANNEL CROSSINGS IGA.PDF

April 7, 2020 
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INTERGOVERNMENTAL AGREEMENT  
 
BETWEEN MARICOPA COUNTY 
 
AND THE FLOOD CONTROL DISTRICT OF MARICOPA COUNTY 
For 
 
Sun City West Area Channel Crossings Project 
 
(District C-69-20-0XX-3-00, IGA FCD No. 2019A011 
County C-64-20-XXX-M-00) 
 
This Intergovernmental Agreement (Agreement) is entered into by and between the 
Flood Control District of Maricopa County, a political subdivision of the State of Arizona 
(District), and Maricopa County, a political subdivision of the State of Arizona (County).  
The District and the County are collectively referred to as the Parties or individually as a 
Party. 
 
 
STATUTORY AUTHORIZATION 
 
1. 
A.R.S. Section 48-3603 et. seq. authorize the District to construct, operate and 
maintain flood control structures and facilities and to enter into this Agreement. 
 
2. 
A.R.S. Section 11-251 and Sections 28-6701 et. seq. authorize the County to lay 
out, maintain, control and manage public roads within the County. 
 
3. 
A.R.S. Section 11-951 et. seq. authorize public agencies to enter into 
Intergovernmental Agreements for the provision of services or for joint or 
cooperative action. 
 
 
BACKGROUND 
 
4. 
The County’s Transportation Department evaluated roadway crossings of 
drainage channels within the Sun City West community, and will develop 
improvements to address traffic clear zone protection at various locations.  
Proposed work includes replacing vehicular guardrails with extended safety rails, 
and extending existing drainage culverts where improvements may be needed. 
HURF funds for the County's project, and the joint effort with the District under this 
Agreement, are coming from the County Transportation Department’s TIP Project 
TT0615, Sun City West Canal Crossings.

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5. 
The District has various drainage channel sites in the Sun City West community 
with distressed channel linings. Some of these locations need new access ramps 
to the channel bottoms, to better facilitate maintenance and inspection activities by 
the District and the County. The new ramps are expected to include new access 
gates, which will also provide increased access control.  
 
6. 
Scoping activities by the Parties has resulted in mutually beneficial opportunities 
for channel-area improvements.  Given this mutual benefit, the County and the 
District desire to enter into this Agreement to jointly work on improvements at 18 
locations in Sun City West, as listed in the attached Exhibit ‘A’, which constitute 
the Project.  The estimated target date for completion for all of the County's 
responsibilities under this Agreement is FY2023. 
 
7. 
The Board of Directors of the District approved Resolution FCD2019R005 for 
Repairs and Improvements to the Channels of Sun City and Sun City West on 
December 11, 2019.  This Resolution includes the authorization to negotiate and 
prepare intergovernmental agreements with potential project partner agencies. 
 
 
PURPOSE OF THE AGREEMENT 
 
8. 
This Agreement identifies and defines the responsibilities of the District and the 
County for Project activities, including, but not limited to, cost sharing, design, 
permitting and construction. 
 
 
TERMS OF AGREEMENT 
 
9. 
The County shall: 
 
9.1 
Develop the primary design plans and specs, manage the construction, and 
pay for the culvert extensions. 
 
9.2 
Design the safety rail extensions and access gates for all locations on 
Exhibit A. The District will have a review and comment role in the Design of 
the County's improvements for all locations under this Agreement. 
 
9.3 
Construct the access ramps, access gates and the related safety rail 
extensions. Invoice the District, for one-half of estimated construction costs 
upon notice-to-proceed and the remainder upon substantial completion, for 
the actual cost of constructing the access ramps, access gates, safety rail 
extensions, related fencing, and pro-rated amounts for culvert extensions 
due to District requirements, currently estimated at $1,000,000.

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9.4 
Issue no-cost permits to the District for construction and maintenance 
activities in the Sun City West community, as needed, for location 
responsibilities under this Agreement. 
 
9.5 
Participate in the final inspection of the Project with the District and provide 
final acceptance of the Project upon its completion. 
 
10. 
The District shall: 
 
10.1 Design access ramps and related fencing and forward the design plans to 
be incorporated into the County’s clear zone safety / culvert extension 
design plans. 
 
10.2 Review and comment in the Design of the County’s improvements for all 
locations under this Agreement. 
 
10.3 Reimburse the County upon receipt of invoice from the County for one-half  
of estimated construction costs upon notice-to-proceed and the remainder 
upon substantial completion, for the actual cost of constructing the access 
ramps, access gates, safety rail extensions, related fencing, and pro-rated 
amounts for culvert extensions due to District requirements, currently 
estimated at $1,000,000.  
 
10.4 Issue no-cost permits to the County for construction and maintenance 
activities in the Sun City West community, as needed, for location 
responsibilities under this Agreement. 
 
10.5 Participate in the final inspection of the Project with the County and provide 
final acceptance of the Project upon its completion. 
 
 
GENERAL TERMS AND CONDITIONS 
 
11. 
The District funding for the Project is from secondary flood control tax levy revenue 
and is contingent upon funding availability within the District’s Capital Improvement 
Program. 
 
12. 
The Parties agree to equally share the cost of a Project compliance and cost audit 
to be initiated within sixty (60) days of Project completion, if requested by either 
Party.  An independent auditing firm agreed to by the Parties will perform the audit.  
Any payments or reimbursements necessary to bring the Project into compliance 
with the audit findings shall be made within forty-five (45) days of acceptance by 
the Parties.

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13. 
To the extent permitted by law, each Party will indemnify, defend and save the 
other Parties harmless, including any of the Parties’ 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. 
 
14. 
This Agreement shall become effective as of the date it is executed by the 
Maricopa County Board of Supervisors and the Flood Control District of Maricopa 
County Board of Directors, 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.   
 
15. 
This Agreement shall be subject to the provisions of A.R.S. Section 38-511. 
 
16. 
The Parties warrant that they are in compliance with A.R.S. Section 41-4401 and 
further acknowledge that: 
 
16.1 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. 
 
16.2 Any breach of the warranty shall be deemed a material breach of the 
Agreement for which the breaching party may be liable for penalties 
including termination of the Agreement. 
 
16.3 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.

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16.4 Nothing in this Agreement shall make any contractor or subcontractor an 
agent or employee of the Parties to this Agreement. 
 
17. 
Any contractor or subcontractor who engages in for-profit activity and has 10 or 
more employees, and 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. 
 
18. 
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. 
 
19. 
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 
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. 
 
20. 
All notices required under this agreement to be given in writing shall be sent to: 
 
Flood Control District 
Maricopa County  
of Maricopa County  
Department of Transportation 
Attn: Director 
Attn: Director 
2801 West Durango Street 
2901 West Durango Street 
Phoenix, AZ 85009-6399 
Phoenix, AZ 85009-6399 
 
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

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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. 
 
21. 
This Agreement does not imply authority to perform any tasks, or accept any 
responsibility, not expressly stated in this Agreement. 
 
22. 
Any funding provided for in this Agreement, other than in the current fiscal year, is 
contingent upon being budgeted and appropriated by the Maricopa County Board 
of Supervisors and the Flood Control District of Maricopa County Board of 
Directors 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.  
 
23. 
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.  
 
24. 
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 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.  
 
25. 
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. 
 
26. 
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.

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27. 
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. 
 
28. 
Nothing contained in this Agreement shall create any partnership, joint venture or 
other agreement between the Parties hereto. Except as expressly provided in this 
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. 
 
29. 
Time is of the essence concerning this Agreement. Unless otherwise specified in 
this Agreement, the term “day” as used in this Agreement means calendar day. If 
the date for performance of any obligation under this Agreement or the last day of 
any time period provided in this Agreement falls on a Saturday, Sunday or legal 
holiday, then the date for performance or time period shall expire at the close of 
business on the first day thereafter which is not a Saturday, Sunday or legal 
holiday. 
 
30. 
Sections and 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. 
 
31. 
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. 
 
32. 
The Parties agree to 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. 
 
33. 
The Parties hereby agree that the venue for any claim arising out of or in any way 
related to this Agreement shall be Maricopa County, Arizona. 
 
34. 
This Agreement shall be governed by the laws of the State of Arizona. 
 
35. 
The District and County have chosen attorneys employed by the Civil Services 
Division of the Maricopa County Attorney’s Office (“Civil Services Division”) to act 
as their attorney for the purpose of reviewing this Agreement.  In so doing, by their 
signature below, each party acknowledges that it is aware that the Civil Services 
Division will represent these two parties to this Agreement, and each party 
expressly waives any conflict created thereby. 
 
End of Agreement - Signature Pages Follow

April 7, 2020 
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IN WITNESS WHEREOF, the Parties have executed this Agreement. 
 
 
FLOOD CONTROL DISTRICT OF MARICOPA COUNTY 
 
 
 
Recommended by: 
 
 
 
 
 
Michael A. Fulton 
Date 
Director 
 
 
 
Approved and Accepted by: 
 
 
 
 
 
 
 
 
        _________________________________  
 
 
Clint Hickman, Chairman 
Date 
 
 
Board of Directors 
 
 
 
Attest by: 
 
 
 
 
 
_________________________________ 
 
 
Clerk of the Board 
Date 
 
 
 
 
APPROVAL OF GENERAL COUNSEL 
 
The foregoing Agreement FCD 2019A011 has been reviewed pursuant to A.R.S. 48-
3603, as amended, by the undersigned General Counsel, who has determined that it is 
in proper form and within the powers and authority granted to the Flood Control District 
of Maricopa County under the laws of the State of Arizona. 
 
 
 
 
 
 
 
 
 
Flood Control District General Counsel 
Date

April 7, 2020 
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IN WITNESS WHEREOF, the Parties have executed this Agreement. 
 
 
MARICOPA COUNTY 
 
 
 
Recommended by: 
 
 
 
 
 
Jennifer Toth, P.E. 
Date 
Transportation Director 
 
 
 
Approved and Accepted by: 
 
 
 
 
 
 
 
 
        _________________________________ 
 
 
Clint Hickman, 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 County by the Board of Supervisors 
under the laws of the State of Arizona. 
 
 
 
 
 
 
 
 
 
Deputy County Attorney 
Date

April 7, 2020 
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EXHIBIT A 
 
FCDMC APN 
Road/Channel Crossing 
Location 
Partnering Scope 
232-05-817A 
Old El Mirage Road 
Shorten proposed concrete barrier to allow 
FCDMC access. Install fencing and gate for 
operations and maintenance access. 
232-09-282 (north side) 
232-05-817A (south side) 
Beardsley Road 
Construct 8-feet wide access ramps to the 
bottom of the channel as part of the new 
transition aprons. 
Extend MCDOT safety railing to include a 
FCDMC access gate. 
232-06-481A (north side) 
232-07-454B (south side) 
Spanish Garden Drive 
Construct 8-feet wide access ramps to the 
bottom of the channel as part of the new 
transition aprons. 
Extend MCDOT safety railing to include a 
FCDMC access gate. 
232-08-681A 
Wildwood Drive 
Construct 8-feet wide access ramps to the 
bottom of the channel as part of the new 
transition aprons. 
Extend MCDOT safety railing to include a 
FCDMC access gate. 
232-08-681A 
Conquistador Drive 
Extend MCDOT safety railing to include 
FCDMC access gate(s). 
232-08-681A 
Buntline Drive 
Extend MCDOT safety railing to include 
FCDMC access gate(s). 
232-15-928 (north side) 
232-15-927 (south side) 
Gemstone Drive 
Extend MCDOT safety railing to include 
FCDMC access gate(s). 
232-15-225 (north side) 
232-15-928 (south side) 
Aleppo Drive 
Extend MCDOT safety railing to include 
FCDMC access gate(s). 
232-15-056B 
138th Avenue 
Extend MCDOT safety railing to include 
FCDMC access gate(s). 
232-12-426 (north side) 
232-15-056B (south side) 
Meeker Blvd 
Extend MCDOT safety railing to include 
FCDMC access gate(s). 
232-12-427 (north side) 
232-12-426 (south side) 
Cavalcade Drive 
Extend MCDOT safety railing to include 
FCDMC access gate(s). 
232-12-428 (west side) 
232-12-427 (east side) 
141st Avenue 
Extend MCDOT safety railing to include 
FCDMC access gate(s). 
232-12-298 (west side) 
232-12-428 (east side) 
Trail Ridge Drive 
Extend MCDOT safety railing to include 
FCDMC access gate(s). 
232-12-297 (west side) 
232-12-298 (east side) 
145th Avenue 
Extend MCDOT safety railing to include 
FCDMC access gate(s). 
232-17-909 (west side) 
232-12-297 (east side) 
Stardust Blvd 
Extend MCDOT safety railing to include 
FCDMC access gate(s). 
232-17-908 (west side) 
232-17-909 (east side) 
147th Drive 
Extend MCDOT safety railing to include 
FCDMC access gate(s). 
232-17-907 (west side) 
232-17-908 (east side) 
Granite Valley Drive 
Extend MCDOT safety railing to include 
FCDMC access gate(s). 
232-20-817 (north side) 
232-17-907 (east side) 
RH Johnson Blvd 
Extend MCDOT safety railing to include 
FCDMC access gate(s).