2024A006 IGA PARADISE VALLEY.PDF
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Paradise Valley Contract No. 2024-030-ENG IGA FCD 2024A006 PCN 120.04.20 PAGE 1 OF 8 INTERGOVERNMENTAL AGREEMENT Flood Control District of Maricopa County 2801 West Durango Street Phoenix, Arizona 85009-6399 INTERGOVERNMENTAL AGREEMENT between the Town of Paradise Valley and the Flood Control District of Maricopa County for the Stormwater Management Master Plan Development FCD 2024A006 FCD Agenda Item _______________ This Agreement is entered into by and between the Town of Paradise Valley, a municipal corporation, hereinafter called PARADISE VALLEY, and the Flood Control District of Maricopa County, a political subdivision of the State of Arizona, acting by and through its Board of Directors, hereinafter called the DISTRICT. This Agreement shall become effective as of the date it has been executed by all parties. STATUTORY AUTHORIZATION 1. The DISTRICT is empowered by Arizona Revised Statutes Section (A.R.S.) 48-3603, to enter into this Agreement and has authorized the undersigned to execute this Agreement on behalf of the DISTRICT. 2. PARADISE VALLEY is empowered by A.R.S. § 11-952 to enter into this Agreement and has authorized the undersigned to execute this Agreement on behalf of PARADISE VALLEY. DocuSign Envelope ID: BA15D540-8F42-4BE0-A7FB-B29143EF23CD Paradise Valley Contract No. 2024-030-ENG IGA FCD 2024A006 PCN 120.04.20 PAGE 2 OF 8 BACKGROUND 3. A consultant will be retained by the Town of Paradise Valley for a Stormwater Management Master Plan (STUDY) which will develop comprehensive long-range planning for development activities and implementation of drainage flood control infrastructure improvements, regulatory floodplain mapping projects, or other flood hazard mitigation measures. The STUDY will be completed in accordance with applicable statutes and requirements and will focus on stormwater including, but not limited to: drainage and flooding issues, data evaluation, stormwater infrastructure, floodplain mapping, system resiliency, capital improvement planning, future infrastructure impacts, and compliance with the National Pollution Discharge Elimination System (NPDES) standards, and will provide a methodology for regular STUDY updates. The STUDY may result in future Capital Improvement Projects (CIP). Any such Projects will be developed to provide mitigation for storms of 10-year return period or greater. The STUDY may cover a planning horizon of up to 20 years. PURPOSE OF THE AGREEMENT 4. The purpose of this Agreement is to identify and define the responsibilities of the DISTRICT and Paradise Valley, for the STUDY. TERMS OF AGREEMENT 5. The current estimated STUDY cost is Six Hundred and Thirty Two Thousand Dollars ($632,000). If the costs exceed the current estimated cost, PARADISE VALLEY and the DISTRICT must agree in writing to any additional cost or funding obligations above the estimate. 6. The DISTRICT shall: 6.1 Fund fifty percent (50%) of the STUDY cost, making the DISTRICT’s estimated share Three Hundred Sixteen Thousand Dollars ($316,000). 6.2 Upon award of a contract, reimburse PARADISE VALLEY for one-half (1/2) of the DISTRICT’s total cost share obligation, which is estimated to be One Hundred Fifty Eight Thousand Dollars ($158,000) within thirty (30) calendar days of receipt of an invoice. 6.3 Participate in public involvement activities subject to PARADISE VALLEY providing the DISTRICT with no fewer than 30 days’ notice. 6.4 Upon receipt of the draft STUDY from PARADISE VALLEY, provide review comments within three (3) weeks of receipt of the submittals. If the DISTRICT does not respond within said three (3) weeks, the DISTRICT shall be deemed to have accepted the report without comment. DocuSign Envelope ID: BA15D540-8F42-4BE0-A7FB-B29143EF23CD Paradise Valley Contract No. 2024-030-ENG IGA FCD 2024A006 PCN 120.04.20 PAGE 3 OF 8 6.5 Upon acceptance of the STUDY in writing, and within thirty (30) calendar days of receipt of an invoice, reimburse PARADISE VALLEY for the remainder of the DISTRICT’s total cost share obligation, which is estimated to be One Hundred Fifty-Eight Thousand Dollars ($158,000). 6.6 DISTRICT funding for this Agreement shall be from secondary flood control tax levy revenue and is contingent upon funding availability within the DISTRICT’s Operating Budget. 7. PARADISE VALLEY shall: 7.1 Fund fifty percent (50%) of the STUDY. The estimated STUDY COST is Six Hundred and Thirty-Two Thousand Dollars ($632,000), making PARADISE VALLEY’s estimated share Three Hundred and Sixteen Thousand Dollars ($316,000). PARADISE VALLEY’s funding will be contingent upon the availability of budgeted funds and approval by the PARADISE VALLEY Town Council. 7.2 Serve as lead agency for the STUDY. 7.3 Upon award of the contract, invoice the DISTRICT for one-half (1/2) of its total cost share obligation, which is estimated to be One Hundred Fifty-Eight Thousand Dollars ($158,000). 7.4 Be responsible for initiating public involvement activities and provide the DISTRICT with no fewer than 30 days’ notice of each such activity. 7.5 As defined in 6.4, provide the DISTRICT the draft STUDY submittals and allow three (3) weeks from the date of the DISTRICT’s receipt of the draft STUDY submittals for review and comment. PARADISE VALLEY must resolve the DISTRICT’s comments and shall incorporate them into the STUDY prior to adoption by the Town Council. If the DISTRICT has not responded within the three (3) week review period, the DISTRICT shall be deemed to have no comments. 7.6 Adoption of the STUDY lies within the sole and absolute discretion of the PARADISE VALLEY Town Council. 7.7 Prior to the DISTRICT’s final cost share payment being made for the STUDY, provide (i) Certificates of Performance; and (ii) written notification to the DISTRICT that all contract obligations have been met. 7.8 Upon adoption of the STUDY by the DISTRICT, prepare a final accounting including change orders and costs not previously paid, and invoice the DISTRICT for the remainder of the DISTRICT’s total cost share obligation. DocuSign Envelope ID: BA15D540-8F42-4BE0-A7FB-B29143EF23CD Paradise Valley Contract No. 2024-030-ENG IGA FCD 2024A006 PCN 120.04.20 PAGE 4 OF 8 7.9 Provide funding for this STUDY from TOWN’s General Fund Budget contingent on approval by the PARADISE VALLEY Town Council. The Town’s share of the cost for the STUDY will be distributed between FY24 and FY25. 8. Permits and information from the PARTIES required for performing the STUDY shall be issued by the DISTRICT or PARADISE VALLEYat no cost to the STUDY. 9. In the case of any dispute resulting from this Agreement, the Parties agree to use their best efforts and enter into good faith negotiations to resolve the disputed matters. Nothing contained herein shall limit the rights of the Parties to seek any remedies provided by law. 10. The Parties shall equally share the cost of project compliance and cost of an audit to be initiated within sixty (60) days of STUDY completion, if requested by either Party. An independent auditing firm on contract to the DISTRICT and agreed to by both Parties shall perform the audit. Any payments or reimbursements necessary to bring the STUDY into compliance with the audit findings shall be made within forty-five (45) days of acceptance by the Parties of the audit report. 11. Each Party to this Agreement (indemnitor) shall, to the extent permissible by law, indemnify, defend and save harmless the others (indemnitees) including agents, officers, directors, governors and employees thereof, from and against any loss or expense incurred as a result of any claim or suit of any nature whatsoever, which arises out of indemnitor’s negligent or wrongful acts or omissions pursuant to this Agreement. Such indemnification obligation shall include all personal injury, death or property damages resulting from the indemnitor’s negligent or wrongful acts or omissions, as well as reasonable attorney’s fees, court costs, and other expenses relating to the defense against claims or litigation, incurred by the indemnitee. Indemnitee shall be liable for its own acts as provided by law. 12. All notices or demands upon any Party to this Agreement shall be in writing and shall be delivered in person or sent by mail addressed as follows: Flood Control District of Maricopa County Chief Engineer and General Manager 2801 West Durango Street Phoenix, Arizona 85009 Town of Paradise Valley Town Manager 6401 E. Lincoln Avenue Paradise Valley, Arizona 85253 13. Each Party to this Agreement will pay for and not seek reimbursement for its own personnel and administrative costs associated with this STUDY, including but not limited to the following, unless specifically identified otherwise in this Agreement: engineering, permitting, management and administration. 14. This Agreement shall expire five (5) years from the effective date or upon completion of the STUDY and after all funding obligations and reimbursements have been satisfied in accordance with this Agreement, whichever is the first to occur. However, by mutual written agreement of the Parties, this Agreement may be amended or terminated. DocuSign Envelope ID: BA15D540-8F42-4BE0-A7FB-B29143EF23CD Paradise Valley Contract No. 2024-030-ENG IGA FCD 2024A006 PCN 120.04.20 PAGE 5 OF 8 15. This Agreement is subject to cancellation by either Party pursuant to the provisions of A.R.S. Section 38-511. 16. Attached to this Agreement or contained herein are the written determinations by the appropriate attorneys for the parties to this Agreement that these agencies are authorized under the laws of the State of Arizona to enter into this Agreement and that it is in proper form. 17. If legislation is enacted after the effective date of this Agreement that changes the relationship or structure of one or more parties to this Agreement, the parties agree that this Agreement shall be renegotiated at the written request of either Party. 18. Each Party to this Agreement shall comply with A.R.S. Sections 41-4401 and 23-214, subsection A. 19. Each Party to this Agreement retains the legal right to inspect the records of the other Party and any contractors’ or subcontractors’ employees performing work under this Agreement to verify compliance with A.R.S. Sections 41-4401 and 23-214, subsection A. 20. Failure by either Party to this Agreement to comply with A.R.S. Sections 41-4401 and 23-214, subsection A shall be deemed a breach of this Agreement and is subject to penalties up to and including termination of the Agreement. 21. Each Party shall ensure that any agreement with any contractor used pursuant to this Agreement contain provision that: 21.1. Warrant the contractors compliance with all federal immigration laws and regulations that relate to its employees and their compliance with A.R.S. § 23-214(A). 21.2. A breach of the warranty under paragraph 21 hereof shall be deemed a material breach of contract and is subject to penalties up to and including termination of the contract. 21.3. Contractor does not currently, and agrees for the duration of the contract that it will not, use: 21.3.1. The forced labor of ethnic Uyghurs in the People’s Republic of China. 21.3.2. Any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China. 21.3.3. Any contractors, subcontractors, or suppliers that use the forced labor or any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China. If the Contractor becomes aware during the term of the Agreement that the Contractor is not in compliance with this paragraph, the Contractor shall notify the County within five (5) business days after becoming aware of the noncompliance. Failure of the Contractor to provide a written certification that the Contractor has remedied the noncompliance within one hundred eighty (180) days after notifying the public entity of its noncompliance shall result in the termination of this Agreement unless the Term of this Agreement shall end prior to said one hundred eighty (180) day period. DocuSign Envelope ID: BA15D540-8F42-4BE0-A7FB-B29143EF23CD Paradise Valley Contract No. 2024-030-ENG IGA FCD 2024A006 PCN 120.04.20 PAGE 6 OF 8 22. This Agreement shall be construed according to the law of Arizona. Maricopa County, Arizona shall be the venue for any legal action commenced pursuant to this Agreement. 23. This Agreement shall be effective when the governing bodies of each Party shall have taken the formal action necessary to approve this Agreement. DocuSign Envelope ID: BA15D540-8F42-4BE0-A7FB-B29143EF23CD Paradise Valley Contract No. 2024-030-ENG IGA FCD 2024A006 PCN 120.04.20 PAGE 7 OF 8 FLOOD CONTROL DISTRICT OF MARICOPA COUNTY A Municipal Corporation Recommended by: Scott Vogel, Chief Engineer and General Manager Date Approved and Accepted: By: Chairman, Board of Directors Date Attest: By: Clerk of the Board Date The foregoing Intergovernmental Agreement FCD 2024A006 has been reviewed pursuant to A.R.S. Section 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 Flood Control DISTRICT of Maricopa County under the laws of the State of Arizona. Deputy County Attorney Date DocuSign Envelope ID: BA15D540-8F42-4BE0-A7FB-B29143EF23CD 3/4/2024 3/4/2024 DocuSign Envelope ID: BA15D540-8F42-4BE0-A7FB-B29143EF23CD Paradise Valley Contract No. 2024-030-ENG IGA FCD 2024A006 PCN 120.04.20 PAGE 1 OF 1 EXHIBIT “A” TOWN OF PARADISE VALLEY BOUNDARY DocuSign Envelope ID: BA15D540-8F42-4BE0-A7FB-B29143EF23CD