Agreement

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CITY OF MESA and GILBERT PUBLIC SCHOOLS 
 INTERGOVERNMENTAL AGREEMENT 
FOR 
SOLID WASTE/ RECYCLING COLLECTION 
 
 
THIS AGREEMENT, made and entered into this____ day of   March, 2026, by and 
between the City of Mesa, a municipal corporation of the State of Arizona hereinafter 
referred to as “the City”, and Gilbert Unified School District No. 41 of Maricopa 
County, a political subdivision of  the State of Arizona, hereinafter referred to as “GPS.”  
The City and GPS are referred to collectively as “the Parties.” 
 
RECITALS 
 
WHEREAS, the City Manager of the City of Mesa is authorized and empowered by the 
Mayor and City Council and provisions of the City Charter to execute agreements for 
City services; and 
 
WHEREAS, the City maintains equipment, and trained personnel for collecting solid 
waste and recyclables and desires to provide solid waste and recycling services for 
GPS; and 
 
WHEREAS, GPS desires to secure solid waste and recycling collection services from 
the City; and 
 
WHEREAS, the Parties are authorized to enter into this Agreement by A.R.S. 11-952; 
and 
 
NOW THEREFORE, in consideration of the mutual promises and obligations set forth 
herein, the Parties hereto agree as follows. 
 
AGREEMENT 
 
I. General Provisions 
 
1. 
Agreement Administrator.  The City’s administrator for this Agreement is the 
Solid Waste Director, or designee.  GPS’s administrator for this Agreement is 
INSERT ADMINISTRATOR NAME. 
 
2. 
Effect.  This Agreement supersedes all previous Agreements between the City 
and GPS for solid waste and recycling services. 
 
3. 
Amendment.  This Agreement may not be modified, except by written 
amendment, duly executed by both Parties. 
 
4. 
Term.  Upon execution by both Parties, this Agreement is effective from the date 
of execution through August 30, 2035 unless terminated earlier, pursuant to the 
provisions of this Agreement.

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5. 
Indemnification.  Each party (as “Indemnitor”) agrees to indemnify, defend, 
and hold harmless the other party (as “Indemnitee”) from and against any and 
all claims, losses, liability, costs, or expenses (including reasonable attorney’s 
fees) (hereinafter collectively referred to as “Claims”) arising out of the bodily 
injury of any person (including death) or property damage, but only to the 
extent that such Claims which result in vicarious/derivative liability to the 
Indemnitee, are caused by the act, omission, negligence, misconduct, or other 
fault of the Indemnitor, its officers, officials, agents, employees or volunteers. 
 
6. 
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 
liability insurance.  The acquisition of insurance or the maintenance and 
operation of a self-insurance program may fulfill the insurance requirement. 
 
7. 
Termination. 
 
A. 
Nonpayment by GPS.  Upon 30 days-notice, the City may 
terminate this Agreement if GPS fails to timely make a monthly 
payment to the City, and fails to cure by paying all outstanding 
amounts within the 30-day notice period. 
 
B. 
Mutual Agreement.  This Agreement may be terminated by the 
mutual written consent of both Parties. 
 
C. 
Non-appropriation of Funds.  Either party may terminate this 
Agreement in the event funds are not appropriated for the following 
year.  Each party agrees to give the other written notice 30 days 
prior to such termination. 
 
D. 
Nonperformance by the City.  Repeated failure by the City to 
provide service at the levels set forth in Appendix A shall be a 
default of this Agreement.  In that event, GPS shall provide written 
notice to the City, and the City shall immediately commence and 
thereafter diligently proceed to cure the default.  If the City fails to 
cure the default within 30 days from the date on the face of the 
notice, GPS may terminate this Agreement. 
 
E. 
Conflict of Interest.  Pursuant to the provisions of A.RS. §38-511, 
either Party may cancel this Agreement, without penalty or 
obligation, if any person significantly involved in initiating, 
negotiating, securing, drafting, or creating the Agreement on behalf 
of that Party at any time while the Agreement or any extension 
thereof is in effect becomes an employee of any other  Party to the 
Agreement. 
 
F. 
By Notice.  Either Party may terminate this Agreement by giving 
the other party 180 days written notice.  In addition, GPS may

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terminate this Agreement by  giving the City written notice prior to 
any change in the pricing as set  forth in Section II. 
 
8. 
Incorporation.  All recitals and appendices contained in this Agreement are 
hereby incorporated by this reference and made an integral part of it. 
 
9. 
Governing Law.  This Agreement shall be governed by and construed 
according to the laws of the state of Arizona. 
 
10. 
Waiver.  It is agreed and understood that any failure to strictly enforce any 
provision hereof shall not constitute a waiver of the right to demand 
performance of that or any other provision hereof at any time thereafter. 
 
11. 
Severability.  The terms and conditions of this Agreement are severable.  If for 
any reason, any court of law or administrative agency should deem any 
provision hereof invalid or inoperative, the remaining provisions of this 
Agreement shall remain valid and in full force and effect. 
 
12. 
Legal Fees, Costs and Expenses.  In the event either Party brings any action 
for any relief, declaratory or otherwise, arising out of this Agreement, the 
prevailing Party shall be entitled to reasonable attorney’s fees, costs and 
expenses, as determined by the court, and which shall be deemed to have 
accrued on the commencement of such action. 
 
13. 
Notices.  Any notice required to be given pursuant to the provisions of this 
Agreement shall be given in writing and shall be deemed received when 
delivered in person or deposited in the United States mail, postage pre-paid, 
registered or certified mail, return receipt requested, and properly addressed, 
at  the following addresses: 
 
If to the City: 
If to GPS: 
 
Sheri Collins 
INSERT NAME 
Solid Waste Director 
Gilbert Public Schools 
City of Mesa 
P.O. Box 1466 
140 S. Gilbert Road 
Mesa, AZ. 85211-1466 
Gilbert, AZ 85296 
 
 
With a copy to: 
With a copy to: 
 
Heather Gercone 
Superintendent 
Business & Program Administrator Gilbert Public Schools 
City of Mesa 
140 S. Gilbert Road 
P.O. Box 1466 
Gilbert, AZ 85296 
Mesa, AZ 85211-1466

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16. 
Entire Agreement.  This writing constitutes the entire Agreement between the 
Parties. 
 
17. 
Operations Compliance.  Each Party to this Agreement represents and 
warrants that it complies with all Federal immigration laws and regulations that 
relate to its employees (if any), and verifies the employment eligibility of same 
through the “E-verify” program, and acknowledges that a breach of this 
warranty is a material breach of this Agreement and that the other Party 
retains the right to  inspect the papers of any employee working under this 
Agreement to ensure compliance therewith. 
 
18. 
Force Majeure.  Neither Party shall be responsible for delays or failures in 
performance resulting from acts beyond their control.  Such acts shall include, 
but not be limited to, acts of God, riots, acts of war, epidemics, governmental 
regulations imposed after the fact, fire, extreme weather, strikes, and lockouts, 
communication line failures, or power failures.  The provisions of this Section 
shall not excuse the timely payment of funds when due. 
 
19. 
Counterparts.  This Agreement may be executed in one or more counterparts, 
and each originally executed duplicate counterpart of this Agreement shall be 
deemed to possess the full force and effect of the original. 
 
20. 
Captions.  The captions used in this Agreement are solely for the convenience 
of the Parties, do not constitute a part of this Agreement and are not to be 
used  to construe or interpret this Agreement. 
 
21. 
Authority.  The Parties hereby warrant and represent that each has full power 
and authority to enter into and perform this Agreement, and that the person 
signing on behalf of each has been properly authorized and empowered to 
enter this Agreement.  The Parties further acknowledge having read and 
understood this Agreement, and do agree to be bound by it. 
 
II. Scope of Work 
 
1. 
Service Location.  The locations to be serviced under this Agreement include 
the GPS facilities identified on Appendix A (the “Collection Site”). 
 
2. 
Level of Service.  The City shall collect solid waste and recyclable materials 
as  set forth and identified by day of collection, number, and size of bin or 
container in Appendix A for each Collection Site (the “Service”).  Changes to 
the level of Service agreed to by both parties in Appendix A can be made in 
writing to address the disposal needs of each individual Collection Site by the 
City of Mesa designee.  All service is provided subject to the limitations of, and 
GPS compliance with, the City’s Terms and Conditions for the Sale of Utilities 
 
3. 
Pricing.  Rates, fees and charges for Services provided under this Agreement 
will be those in the applicable Schedule approved and adopted and made 
effective from time to time by ordinance by City Council (the “Rate

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Schedules”).  The Rate Schedule applicable as of the Effective Date is 
identified on Appendix A.  The City will provide at least thirty days-notice to 
GPS of any revised Rate Schedule applicable to Services provided under 
Part II Section 2 of this Agreement, which will be effective on the date set 
forth in the City ordinance approving and adopting such revised Rate 
Schedule.  In the event of such a change, GPS shall have until the effective 
date of such revised Rate Schedule to  provide the City with notice of its intent 
to exercise the option to terminate this Agreement, which termination shall 
become effective at the end of the then current billing cycle. 
 
4. 
Compensation.  GPS shall compensate the City for Services performed under 
this Agreement in accordance with the Pricing set forth above. 
 
. 
 
 
IN WITNESS WHEREOF, the Parties have subscribed their names this ____ day of 
__________ 2021. 
 
 
CITY OF MESA  
 
 
 
 
ATTEST: 
 
 
By:  
 
By:  
 
      NAME, City Manager 
 
       NAME, City Clerk 
 
 
APPROVED AS TO FORM; this Agreement is in proper form and is within the powers 
and authority granted to the City by the laws of this state. 
 
 
 
Mesa City Attorney’s Office 
 
 
GILBERT PUBLIC SCHOOLS  
 
 
 
 
 
By:  
 
 
     Bonnie Betz 
 Assistant Superintendent of 
     Business Services  
 
 
APPROVED AS TO FORM; this Agreement is in proper form and is within the powers and 
authority granted to GPS by the laws of this state. 
 
 
 
Carrie O’Brien 
Gust Rosenfeld PLC