SCOTTSDALE-MCDOT IGA - L101 CONNECTED VEHICLE DEPLOYMENT TASK.PDF

Resolution No. 12902
Contract No. 2023-127-COS

INTERGOVERNMENTAL AGREEMENT
BETWEEN MARICOPA COUNTY AND
THE CITY OF SCOTTSDALE

FOR THE LOOP 101 MOBILITY PROJECT — SCOTTSDALE CONNECTED
VEHICLE DEPLOYMENT

Fed Aid #: 888-M(233)S
ADOT Project No. M696601X
TE059
(C-64-23- -M-00)

This Intergovernmental Agreement (Agreement) is between the County of Maricopa,
a political subdivision of the State of Arizona (County), and the City of Scottsdale
(City). The County and the City are collectively referred to as the Parties or individually
as a Party.

STATUTORY AUTHORIZATION

1. The County is authorized, pursuant to Arizona Revised Statutes (A.R.S.) § 11-251
and §§ 28-6701 et. seq., to lay out, maintain, control and manage public roads
within the County.

2. The City is authorized, pursuant to A.R.S. § 9-240 and §§ 9-276 et. seq., to lay out
and establish, regulate and improve streets within the City and to enter into this
Agreement.

Bs Public agencies are authorized, pursuant to A.R.S. §§ 11-951 ef. seq., to enter into
Intergovernmental Agreements for the provision of services or for joint or
cooperative action.

BACKGROUND

4. In January 2018, the Arizona Department of Transportation (ADOT) entered into a
Cooperative Agreement with the Federal Highway Administration (FHWA) to
implement the Loop 101 Mobility Project. This project was awarded to ADOT, in
partnership with the Maricopa County Department of Transportation (MCDOT) and
a multi-agency partnership to develop, test and implement technology solutions for
enhanced system operations and integrated corridor management within the Loop
101 Corridor. The Loop 101 Mobility Project was selected through a competitive
process as part of the federal Advanced Transportation and Congestion
Management Technologies Deployment initiative.

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Resolution No. 12902
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5. As a technical task associated with the overall Loop 101 Mobility Project, the
Scottsdale Connected Vehicle Deployment project (“Project”) will implement
connected vehicle (CV) applications to support transit signal priority along one
corridor in the City of Scottdale. The Project will install and configure roadside unit
(RSU) devices at a total of ten (10) traffic signals, nine (9) that are located along
Hayden Road between Shea Boulevard and McDonald Drive, and one (1) at
Mountain View Road at 90" Street. The Project will also install and configure on-
board unit (OBU) devices on twenty-one (21) Scottsdale Trolley vehicles. A Multi-
Modal Intelligent Traffic Signal System (MMITSS) Roadside Processor (MRP) will
be installed at each of the ten (10) traffic signals along the corridor to support CV
applications. Development, integration, and configuration of the MMITSS
application at equipped traffic signals will also be included in this Project.

6. CV technology is a new and emerging technology that has and continues to be
researched and developed at the MCDOT SMARTDrive Program® test bed in
Anthem, AZ in collaboration with ADOT and the University of Arizona (UA). The
test bed was established in 2011 but the work initially began, outside of Anthem,
in 2007. MCDOT has a long-standing relationship with UA for CV technical support
at the Anthem test bed and for other CV implementations throughout the County.
MCDOT has a contract in place with UA to provide technical support for this
Project.

7. To date, CV applications use dedicated short-range communications (DSRC)
technology to provide data transfer between vehicles and infrastructure. In
November 2020, the Federal Communication Commission (FCC) announced that
they were reallocating portions of the secure communications spectrum used by
DSRC technology for unlicensed use. As a result, it is anticipated that DSRC
technology will be retired at a future date, currently no earlier than July 2025, at
which time a new technology, known as C-V2X, will be the approved technology
to support CV applications. Approval of C-V2X for future CV applications is
pending a final decision by the FCC.

8. | Stakeholders involved in the Project through the Loop 101 Mobility Project include:

8.1 City of Scottsdale — operates and manages the City’s traffic management
system and trolley system.

8.2 Maricopa County DOT — co-lead agency for the Loop 101 Mobility Project
and provides technical support through MCDOT staff and technical
support contracts for CV technology implementation.

8.3 Arizona DOT — co-lead and primary administrative agency for the Loop
101 Mobility Project. Arizona DOT has a contract with a General
Engineering Consultant (GEC) to provide coordination support for Loop
101 Mobility project activities.

8.4 University of Arizona — under contract to MCDOT for CV technical support
for the Project.

8.5 City of Phoenix — The City of Phoenix Transit Department operates the

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Resolution No. 12902
Contract No. 2023-127-COS

Clever Vehicle Management System which will support the Project with
trolley vehicle location data.

8.6 Kimley-Horn — under contract to ADOT, serves as the GEC supporting the
Loop 101 Mobility Project.

9. The procurement and installation of the Project is funded by federal funds through
the Loop 101 Mobility Project. Grant funds allocated for the Scottsdale CV
Deployment task is $490,000.

9.1 Project Contact Information:
i. Name: David Lucas, Traffic Technology Branch Manager
ii. Agency: Maricopa County Department of Transportation
iii. Phone: 602-506-1241
iv. Email: David.Lucas@maricopa.gov

PURPOSE OF THE AGREEMENT

10. The purposes of this Agreement are to identify the roles and responsibilities or the
Parties with respect to the device procurement, installation, testing and operations.

TERMS OF THE AGREEMENT

11. The County shall:

11.1. Request from the City any necessary right-of-way, utility and
environmental clearance background information.

11.2 Provide design and installation documents to the City for review in a
timely manner.

11.3. Coordinate with ADOT (the grant recipient) to manage the Project grant
funding for the duration of the project.

11.4 Lead the process to procure dual-mode (DSRC/C-V2X) RSUs, MRPs,
and associated equipment to be deployed for this project. Ownership of
these devices will be transferred to the City of Scottsdale upon Project
deployment.

11.5 Procure Integrity Security Systems (ISS) Security Certificate
Management System (SCMS) service for RSUs being deployed to be
valid for three-years from date of procurement. MCDOT will provide
continued support for the ISS SCMS beyond the end date of the Loop
101 Mobility Project (August 31, 2026) through the MCDOT
SMARTDrive Program’.

11.6 Receive initial set of OBUs as part of USDOT device transfer in 2022
and procure ISS SCMS service for OBUs to be valid for three-years
starting July 2022. Ownership of these devices will be transferred to the
City of Scottsdale upon project deployment. MCDOT will provide
continued support for the ISS SCMS beyond the end date of the Loop

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11.7

11.8

11.9

11.10

11.11

11.12

Resolution No. 12902
Contract No. 2023-127-COS

101 Mobility Project to August 31, 2026 through the MCDOT
SMARTDrive Programs".

Provide OBU installation support on-site to the City’s transit staff to
install OBU devices on trolleys. Technical staff from the device vendor
team and technical staff from MCDOT will provide training on device
installation for City transit staff.

Provide the final documents for the Project to the City’s representative
when completed.

Provide support and training for the MMITSS software platform and the
data exchanges. Training will be provided by MCDOT through its
technical support contract with UA for this Project.

Lead the process to procure C-V2X OBUs to replace initial OBUs deployed
on trolleys pending FCC’s regulations mandating the transition from DSRC to
C-V2X anticipated for two years following the final report and order (FCC 20-
164, A. 1., https://docs.fcc.gov/public/attachments/FCC-20-164A1.pdf).
This is anticipated to take place no earlier than July 2025. Ownership
of these devices will be transferred to the City of Scottsdale upon Project
deployment.

MCDOT will provide technical support to the City’s transit and traffic staff
through the conclusion of the Loop 101 Mobility Project to August 31,
2026.

Following the project, MCDOT and the City will collaborate on a decision
to continue Project, discontinue Project or expand Project. At that time,
if continuation or expansion is decided, MCDOT and the City will
establish a new agreement.

12. The City shall:

12.1

12.2

12.3

12.4

12.5

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Provide the County any necessary information to support right-of-way,
utility and environmental clearances.

Provide timely review of all documents associated with the Project
provided by the County. The City shall provide comments to the County
within 30 calendar days after receiving documents for review from the
County.

Install RSUs, MRPs, OBUs and associated equipment on respective
traffic signal infrastructure, in traffic signal cabinets, and on trolley
vehicles.

Remove and install OBUs on new trolleys as trolley vehicles are
replaced.

Own, operate and maintain the equipment installed within the City’s
jurisdiction and on City-owned vehicles as part of the Project upon
completion of the Project.

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13.

14.

15.

16.

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Resolution No. 12902
Contract No. 2023-127-COS

12.6 If an instrumented trolley vehicle is taken out of service, the City will
transfer the OBU to the replacement vehicle.

12.7 Provide physical and firewall access to necessary City-owned software,
networking equipment, and/or hardware during configuration,
implementation, and testing of MMITSS.

12.8 Provide a central server or necessary cloud storage space to support
MMITSS integration and operation.

12.9 Participate in technical review meetings, testing, training, support
performance reporting, and coordinate with MCDOT, UA, ADOT,
ADOT’s GEC, City of Phoenix and other Loop 101 Mobility stakeholders
throughout the duration of the project.

12.10 Work with UA and MCDOT to coordinate with the City of Phoenix for
access to Clever system data.

GENERAL TERMS AND CONDITIONS

To the extent permitted by law, each Party will indemnify, defend and save the
other Party harmless, including any of the Party’s departments, agencies, officers,
employees, elected officials or agents, from and against all liability, loss, expense,
damage or claim of any nature whatsoever which is caused by any activity,
condition or event arising out of the performance or nonperformance by the
indemnifying Party of any of the provisions of this Agreement, including but not
limited to injuries or death of persons or damages to or destruction of property. 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.

This Agreement shall become effective as of the date it is executed by all the
governing bodies of the Parties and shall remain in full force and effect until all
stipulations previously indicated have been satisfied.

This Agreement may be amended only upon written Agreement by all Parties.
This Agreement is subject to the provisions of A.R.S. § 38-511.

The Parties warrant that they are in compliance with A.R.S. § 41-4401 and further
acknowledge that:

17.1. 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. § 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.

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18.

19.

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Resolution No. 12902
Contract No. 2023-127-COS

17.2 Any breach of the warranty shall be deemed a material breach of this
agreement of which breaching party may be liable for penalties including
termination of the agreement.

17.3 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.

17.4 Nothing in this Agreement shall make any contractor or subcontractor an
agent or employee of the Parties to this Agreement.

Any contractor or subcontractor who engages in for-profit activity and has 10 or
more employees, 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.

Each Party warrants and certifies that no contractor or vendor under contract with
the Party to provide goods or services toward the accomplishment of the objectives
of this Agreement currently has, and for the duration of the contract will not, use:

1. the forced labor of ethnic Uyghurs in the People's Republic of China.

2. any goods or services produced by the forced labor of ethnic Uyghurs in
the People's Republic of China.

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 any Party becomes aware during the term of the Agreement that any contractor
or vendor is not in compliance with this paragraph, the Party shall notify the other
Party within five business days after becoming aware of the noncompliance.
Failure of the Party to provide a written certification that the contractor or vendor
has remedied the noncompliance within one hundred eighty (180) days after
notifying the public entity of its noncompliance, this Agreement shall terminate
unless the Term of this Agreement shall end prior to said one hundred eighty (180)
day period.

It shall be a material breach of this Agreement for a Party to fail to observe or
perform any of the material covenants, conditions or provisions of this Agreement,
where such failure shall continue for a period of thirty (30) days after the non-

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22.

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Resolution No. 12902
Contract No. 2023-127-COS

defaulting Party provides the defaulting Party with written notice of such failure;
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. The total aggregate cure
period shall not exceed ninety (90) days unless the Parties otherwise agree in
writing. In the event of Default, the non-defaulting Party, at its option, may
terminate this Agreement without waiving any available remedies at law or in
equity.

All notices required under this agreement to be given in writing shall be sent to:
County:

Maricopa County Department of Transportation
Attn: Intergovernmental Relations Branch

2901 W. Durango Street

Phoenix, Arizona 85009

City of Scottsdale

City Transportation and Streets Director
3939 N Drinkwater Blvd.

Scottsdale, AZ 85251

Either Party may by written notice to the other specify a different address for notice.

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 or certified mail or U.S. Postal Service Express Mail, with postage prepaid,
or by commercial delivery service performed with receipt. Any notice sent by
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 delivery
service that guarantees next day delivery shall be deemed given 24 hours after
delivery of the notice to the Postal Service or courier for delivery.

Any funding provided for in this Agreement, other than in the current fiscal year, is
contingent upon being budgeted and appropriated by the governing bodies of the
Parties in such fiscal year.

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.

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24.

25.

26.

2f.

28.

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Resolution No. 12902
Contract No. 2023-127-COS

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.

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.

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. Electric signatures are acceptable as original signatures.

The Parties will 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.

The venue for any claim arising out of or in any way related to this Agreement shall
be Maricopa County, Arizona.

This Agreement shall be governed by the laws of the State of Arizona.

End of Agreement - Signature Page Follows

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Resolution No. 12902
Contract No. 2023-127-COS

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement.

MARICOPA COUNTY

Recommended by:

Jesse Gutierez, P.E. Date
Transportation Director

Approved and Accepted by:

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 Board of Supervisors under the laws
of the State of Arizona.

Deputy County Attorney Date

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Resolution No. 12902
Contract No. 2023-127-COS

CITY OF ian
'
By: f Lr

David D. Ortega, Mayor 6!

ATTEST:
By: Rav

Ben Lane, City Clerk

APPROVED AS TO FORM BY CITY ATTORNEY:

The foregoing Agreement has been reviewed pursuant to A.R.S. § 11-952, as amended,
by the undersigned Deputy City Attorney, who has determined that it is in proper form
and within the powers and authority granted to the City under the laws of the State of
Arizona.

OFFICE OF THE CITY ATTORNEY

Boa brdle-

Shérry R. Scott, City Attorney
By: Joe Padilla, Deputy City Attorney

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