Original IGA_2019

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OFFICIAL RECORDS OF
MARICOPA COUNTY RECORDER

When recorded, return to: ADRIAN FONTES
20190431929,06/10/2019 04:32

: ELECTRONIC
Chandler City Clerk a os a an

Mail Stop 606
PO Box 4008
Chandler, AZ 85244-4008

CAPTION HEADING:

Intergovernmental Agreement
(IGA) between the City of
Chandler and the Chandler
County Island Fire District
for the provision of
emergency services, within
the City of Chandler’s
corporate limits.

DO NOT REMOVE

This is part of the official document.

INTERGOVERNMENTAL AGREEMENT FOR THE
PROVISION OF FIRE PROTECTION
SERVICES BETWEEN THE CHANDLER COUNTY ISLAND
FIRE DISTRICT AND THE CITY OF CHANDLER

THIS INTERGOVERNMENTAL AGREEMENT ("Agreement") is entered into this RS
day of Me | , 2019, between the City of Chandler, an Arizona municipal corporation ("the
City"), and the Chandler County Island Fire District, a political subdivision of the State of
Arizona ("the Fire District”), collectively referred to in this Agreement as the "parties".

WHEREAS, Section 1.03, of the City's Charter, and A.R.S. §11-952, et. seq., authorize
the City, und A.R.S. §48-853(A)(9)(a) and §48-853(A)(10) authorize the Fire District, to enter
into intergovernmental agreements for the provision of joint action or services, including the fire
protection services; and

WHEREAS, A.R.S. §48-853 authorizes a city to provide fire protection services outside
its corporate limits to non-contiguous county islands formed into a Fire District; and

WHEREAS, the Chandler County Island Fire District has been duly formed by the
Maricopa County Board of Supervisors in accordance with A.R.S. § 48-851, et.seq.; and

WHEREAS, the City is willing to provide Fire Protection Services for property within
the Fire District provided that the City is paid for all costs associated with providing these
services in accordance with the terms of this Agreement; and

WHEREAS, the parties desire to enter into an agreement to provide Fire Protection
Services within the boundaries of the Fire District pursuant to the terms set forth below.

NOW, THEREFORE, in consideration of the mutual promises and obligations contained
in this Agreement, and for other good and valuable consideration, the adequacy of which is
hereby acknowledged, the parties agree as follows:

Article 1. Definitions.

A. "City Fire Code" means the current City adopted edition of the International Fire
Code as amended by Chapter 28, Code of the City of Chandler, adopted by the City pursuant to
ordinance.

B. "Emergency Medical Services" means emergency medical services performed by
the City's fire department personnel as a first responder. It does not include ambulance services
as regulated by Title 36 of the Arizona Revised Statutes.

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con "Fire Protection Services" means those services relating to fire suppression, fire
prevention, fire inspection and Emergency Medical Services to be provided by the City to the
Fire District in the manner set forth in this Agreement.

Article 2. Fire District Area.

The area comprising the Fire District is that area approved by the Maricopa County Board of
Supervisors set forth in Exhibit A, which is attached hereto and, by this reference, made a part of
this Agreement.

Article 3. Term of Agreement.

This Agreement shall be effective on the date that both parties have executed it and, unless
renewed, amended or terminated early in conjunction with the terms hereof, shall expire on June
30, 2024. The City will begin providing Fire Protection Services pursuant to this Agreement five
(5) calendar days after the later of execution by the parties, submission of proof of insurance
coverage meeting the requirements set forth in Article 15, and certification by the Maricopa
County Attorney that the negotiations and proposals reflected in this Agreement are based on
commercially reasonable assumptions. This Agreement may be renewed for an additional five
(5) year term by mutual agreement of the parties. If the Fire District wishes to renew this

Agreement, it shall provide the City with written notice of its desire to renew at least 180 days
prior to the expiration of the Agreement.

Article 4. Scope of Services and Response Performance.

A. Response to Calls for Fire Protection Services. The provision of Fire Protection
Services by the City pursuant to this Agreement shall be subject to the limitations of personnel
and equipment available to provide response within the Fire District and the City. The City will
provide Fire Protection Services to the Fire District in the same manner as it provides these
services within the City's jurisdictional limits. The City specifically represents that is not
guaranteeing any response times, or agreeing to obtain any additional, specific response capacity
or infrastructure by virtue of its obligations under this Agreement.

B. Response Issues. The City's response to any call for Fire Protection Services
within the Fire District may be impacted by the issues described in Articles 6 and 11 of this
Agreement.

Article 5. Payment for City Services.
A. Fee for Services.

i 2019 Fiscal Year. The fee to be paid by the Fire District to the City for
providing Fire Protection Services to the Fire District pursuant to this Agreement during
any part of the City's 2019 fiscal year (July 1, 2019 through June 30, 2020) shall be in an
amount that is 1/365 of what the 2019 fiscal year annual fee set forth in Exhibit B would
be if Fire Protection Services were provided for the entire year. Exhibit B is attached

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hereto and, by this reference, made a part of this Agreement. This fee is based on the
portion of the City's fiscal year budget attributable to the City's Fire Department
operations and the property comprising the Fire District set forth in Exhibit A as of the
commencement of this Agreement.

2. Subsequent Fiscal Years. The fee to be paid by the Fire District to the City
for providing Fire Protection Services to the Fire District pursuant to this Agreement for
all fiscal years subsequent to the 2019 fiscal year shall be provided to the Fire District on
or before June 30, starting on June 30, 2019. The Fire District acknowledges that the fee
paid to the City by the Fire District is a function of the annual budget adopted by the City
for the Fire Department and the property then comprising the Fire District. As the City's
Fire Department budget and the area comprising the Fire District is revised in subsequent
fiscal years, the fee paid by the Fire District to the City for Fire Protection Services shall
be revised in a manner consistent with the methodology set out in Exhibit B to this
Agreement. The City agrees to provide the Fire District with all public documents
distributed by the City, at the time they are distributed, related to development, review
and final adoption of the City's Fire Department Budget.

B. Payment Terms. The Fire District shall pay the City the annual fee for the Fire
Protection Services provided pursuant to this Agreement in two (2) installments, the first on
November 15th and the second on May 15". The first such payment shall be made on or before
November 15" and shall cover half the fees for services provided during the first half of the
fiscal year and all of the fees for services provided before July Ist. The second payment shall be
made on or before May 15th and cover the second half of the fees for services provided for the
fiscal year. Each of the two (2) installment payments to be made for services provided during
subsequent fiscal years shall cover one half of the annual fee for that fiscal year. The Fire
District's payment obligation shall survive the termination or expiration of this Agreement.

Cc. Termination During a Fiscal Year. If this Agreement is terminated early the fee

for providing Fire Protection Services in any fiscal year shall be prorated to reflect the number of
days that this Agreement was in effect during that fiscal year.

Article 6. Issues Potentially Impacting City Performance.

While the City has agreed to provide Fire Protection Services to property within the Fire District,
it is agreed that the City must protect the safety of its emergency response personnel and that
certain infrastructure issues and hazardous material storage practices, which would not be
permitted within the City, may currently exist within the Fire District, increasing the risk to the
City's first response personnel. It is also agreed that, where these infrastructure issues and
hazardous material storage practices are implicated, they may limit the scope and effectiveness
of the services that the City will provide to properly located within the Fire District. As a result,
the following limitations are acknowledged by the Fire District.

A. — Bridges. City may not be able to respond to a call for Fire Protection Services, or
may need to alter its typical or preferred response methodology, where access to the property
within the Fire District requires the crossing of a bridge that has not been demonstrated to satisfy
the requirements of the City's Fire Code. Any demonstration of compliance with this bridge

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standard offered by the Fire District must be to the satisfaction of the City.

B. Site Access. The City may not be able to respond to a call for Fire Protection
Services, or may need to alter its typical or preferred response methodology, where the street
leading to the property within the Fire District is not adequately designed or maintained to
support large or heavy emergency response vehicles or where access to the site is otherwise

limited by structural issues.

fire suppression service to property within the Fire District without proximately located fire
hydrants or where any proximately located hydrants have inadequate water pressure. It is also
acknowledged that the City's ability to haul water to property within the Fire District is limited.

C. | Water Supply. The City will be severely limited in its ability to provide effective

D. Hazardous Substances. The City will be limited in its ability to provide effective
Fire Protection Services to property within the Fire District that may store or use hazardous
materials where the quantities, location and handling practices for these hazardous materials are
not documented and provided to the City before an emergency response and where the location
and handling practices are not in compliance with the City's Fire Code.

E. Structural Integrity. The City will be limited in its ability to provide effective Fire
Protection Services for structures located on property with the Fire District, particularly
commercial and industrial structures, without documentation as to the composition, room
location and structural integrity of those structures before an emergency response and where the
structure does not comply with the provisions of the City's Fire Code.

F. Knowledge of Hazards. The City will generally not enter commercial and
industrial structures to provide Fire Protection Services in response to a structure fire where
hazardous materials may be stored unless (1) the City has previously been given access to the
property to become familiar with the operations, contents and physical characteristics of the
structure, and (2) the operations and physical characteristics of the structure generally conform to
standards set forth in the City's Fire Code. The decision as to whether to enter any facility, even
where previous access has been provided, will rest solely with the battalion commander in
charge of the response, based on risk management profiles.

G. Other Issues _and Universal Precautions. All Fire Protection Services will be
provided to the Fire District consistent with the geography of the Fire District, the location of
Fire Stations, current infrastructure, water access, streets and building codes of the Fire District
property. It is agreed that the recitation of some safety-related issues in this Article is not meant
to be all-inclusive. It is agreed further that the City will generally use "universal precautions,"
meaning it assumes the worst, when dealing with unknown conditions while providing Fire
Protection Services in compliance with the terms of this Agreement.

Article 7. Inspection, Code Enforcement and Notice of Safety Issues.

A. Notification of Performance Issues. Neither the City nor the Fire District will
have any obligation to inspect for, or notify the other of, any of the issues potentially impacting

City performance provided in Articles 6 and 11 of this Agreement that may exist on a property
within the Fire District. Both parties, however, are encouraged to notify the other of safety issues
that it discovers.

B. Adoption of Fire Code and Appointment of Fire Chief. As required pursuant to
A.R.S. § 48-853(A)(4), (5) and (6), the Fire District hereby appoints the City fire chief as the fire
chief of the Fire District and adopts the City Fire Code. It shall be the Fire District's
responsibility to keep three (3) copies of the City Fire Code on file for inspection.

C. — Inspections. Pursuant to A.R.S. § 48-853(A)(6), the Fire District and the City
have no authority to inspect residential properties within the Fire District. The City is hereby
granted the right to inspect commercial and industrial properties within the Fire District to
become familiar with the operations, contents and physical structures on such property.

D. No Direct Code Enforcement by the City. The City may review structural and
operational issues with property owners located within the Fire District, make recommendations
based on these reviews, and report compliance issues that it discovers to the State Fire Marshal,
the Fire District or other applicable regulatory agencies. Notwithstanding the limited inspection
and reporting rights granted to the City under this Agreement, any enforcement of the City Fire
Code within the Fire District shall be prosecuted by either the Fire District, the Maricopa County
Attorney's Office or the State Fire Marshall, not the City. The City will, upon request, provide
reasonable assistance’ for any such enforcement action prosecuted by the Fire District, the
Maricopa County Attorney's Office or the State Fire Marshall.

E. Monthly Report. The City will provide a report to the Fire District on or before
the fifteenth of each month identifying the incidents responded to, inspections provided and City
Fire Code violations discovered within the Fire District during the prior month. The report will
also include new issues discovered impacting City performance pursuant to Article 6 of this
Agreement.

Article 8. Management of Fire Protection Services.

The City shall have sole responsibility for managing the day-to-day operations necessary for the
provision of Fire Protection Services to the Fire District in conjunction with similar services
provided within the City.

Article 9. Additional Infrastructure.

The City may, at its sole and exclusive election determine what, if any, infrastructure it will
construct, and the location of that future infrastructure for any portions of the Fire District that
are within the City's municipal planning area.

Article 10. Termination.

Either party has the right to terminate this Agreement at will after giving a 180-day written
notice to the non-terminating party. Subject to the provisions of Articles 16 and 17 of this

Agreement, either party may terminate this Agreement for cause by giving sixty (60) days’
notice to the non-terminating party.

Article 11. Fire and Emergency Medical Dispatch Services.

The City will be responsible for providing fire and emergency medical dispatch services. The
City will provide and utilize the same radio transmitting and/or receiving equipment within the
Fire District relating to dispatch and communication services that it provides and utilizes within
the City. It is agreed that the City may be limited in its ability to provide effective fire and
emergency medical dispatch and communication services for structures located on property
within the Fire District, particularly commercial and industrial structures.

Article 12. Other Fire District Agreements.

The Fire District is not an agent of the City and shall not enter into any other agreement that
binds, or may bind, the City to act in any manner. Accordingly, the Fire District will not enter
into any mutual aid agreements in its own name during the term of this Agreement.

Article 13. Indemnification.

A. Indemnification of the City. To the fullest extent permitted by law, the Fire
District will defend, -indemnity and hold harmless the City, its authorized agents, authorized
representatives, officers, directors, officials and employees from and against injury or death of
any person, loss or damage to any property or any allegations, demands, proceedings, suits,
actions, claims, damages, losses, expenses, including but not limited to, reasonable attorney fees,
court costs and the cost of appellate proceedings, and all reasonable fees for experts and other
professionals, related to, arising from or out of, or resulting from any actions alleged to have
been caused by the City, its authorized agents, authorized representatives, officers directors,
officials or employees directly attributable to the provision of services under this Agreement,
excepting only gross negligence on the part of the City, its authorized agents, authorized
representatives, officers, directors, officials or employees. This indemnification specifically
includes any claim or expense associated with the City limiting the scope of the Fire Protection
Services provided for a particular property within the Fire District in the manner specified in this
Agreement.

B. — Additional Indemnification. In addition to the indemnification provisions set forth
in Subsection A, the Fire District will indemnify and hold harmless the City, its authorized
agents, authorized representatives, officers, directors, officials and employees from and against
claims or expenses, including penalties and assessments and attorney's fees to which they or any
of them may be subjected to by reason of injury or death of any person, or loss or damage to any
property directly contributed to or directly caused by:

1. Response Issues. The City's provision of Fire Protection Services to any
person or property located within the Fire District to the extent that any claims or
expenses are attributable to services that were adversely impacted by the existence of
any issue potentially impacting the City's provision of Fire Protection Services within

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the Fire District as described in Articles 6 and 11 of this Agreement; and

2. Code Enforcement. A lack of applicable fire and building code
enforcement regarding structures located on property within the Fire District or any lack
of notice of any issue potentially impacting the City's provision of Fire Protection
Services pursuant to this Agreement to any properly owner with in the Fire District; and

3. Clean Up. Any liability or claim associated with those services excluded
under Article 14 of this Agreement.

C. — Indemnity's Effect on the Insurance Provisions. The insurance provisions of this
Agreement are separate and independent from the indemnity provisions of these articles and will
not be construed in any way to limit the scope and magnitude of the indemnify provisions. The
indemnity provisions of these articles will not be construed in any way to limit the scope and
magnitude and applicability of the insurance provisions.

D. Survive Termination. The Fire District's indemnification obligation shall survive
the termination or expiration of this Agreement.

Article 14. | Clean Up.

The City will not be responsible for, or provide any clean up relating to, spills, debris, residue or
waste located within the Fire District including, without limitation, any debris, residue or waste
that may be generated by providing Fire Protection Services under the terms of this Agreement.

Article 15. | Insurance Representations and Requirements.

The Fire District will secure insurance coverage as set forth in Exhibit C, which is, by this
reference, made a part of this Agreement. The City will meet its statutory obligation to maintain
workers’ compensation insurance for all of its employees providing services pursuant to this
Agreement.

The City will be an additional insured to the full limits of liability purchased by the Fire District
and Fire District insurance coverage must be primary and non-contributory with respect to all
other available sources.

Article 16. Default and Remedies.

In the event that a party is in default under this Agreement, the other party will have all-
remedies available to them at law or in equity (including expedited equitable relief) whether
under this Agreement or otherwise. The duties and obligations imposed by this Agreement and
the rights and remedies available, other than the indemnification provisions, will be in addition to
and not a waiver or limitation of any duties, rights and remedies otherwise imposed or available
at law or equity.

A. Notice and Opportunity to Cure. Unless a breach of, or default under, this

Agreement will result in an imminent threat to public health, safety and welfare, the non-
defaulting party will provide the defaulting party written notice of the alleged default and a
reasonable opportunity to cure the default before the default becomes actionable.
Notwithstanding the foregoing, the City may terminate this Agreement upon sixty (60) days’
notice for a failure to timely pay the fees for Fire Protection Services in accordance with Article
5 or failure to maintain insurance in accordance with Article 15.

B. Dispute Resolution. Before conducting litigation relating to this Agreement, the
City and the Fire District will negotiate in good faith and attempt to resolve any dispute,
controversy, claim or default.

Article 17. Miscellaneous Provisions.

A. Governing Law. This Agreement shall be governed, construed and controlled
according to the laws of the State of Arizona, and jurisdiction of any court proceedings will lie in
the Maricopa County Superior Court.

B. Waiver. No delay or failure to exercise any right or remedy will constitute a
waiver of the right or remedy, and no waiver by the parties of the breach of any provision of this
Agreement will be construed as a waiver of any other provision.

Cc. 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 of this Agreement
invalid or inoperative, the remaining provisions of this Agreement will remain valid and in full
force and effect.

D. Legal Fees, Costs and Expenses. In the event either party brings any action for
any relief, declaratory otherwise, arising out of this Agreement, the prevailing party will be
entitled to reasonable attorney's fees, expert witness fees and other taxable costs as determined
by the court, and which will be deemed to have accrued on the commencement of the action.

E. No Partnership. It is not intended by this Agreement that anything contained in it
will create any legally recognized partnership, legally recognized joint venture or legally
recognized agency relationship between the City and the Fire District.

R No Third-Party Beneficiaries. No term or provision of this Agreement will benefit
any third party, or any other firm, organization or corporation not a party to this Agreement, and
no person, firm, organization or corporation will have any right or cause of action under this
Agreement.

G. Entire Agreement. This Agreement constitutes the entire Agreement of the
parties. No representations, agreements or understandings, oral or written, other than this
Agreement will vary its terms.

H. Counterparts. This Agreement may be executed in one or more counterparts, and
each originally executed duplicate counterpart of this Agreement will be deemed to possess the

full force and effect of the original.

E. Captions. The captions and headings 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.

cancel this Agreement, without fee reduction or obligation if any person significantly involved in
initiating, negotiating, securing, drafting or creating the Agreement on behalf of the City is at any
time while the Agreement or any extension of the Agreement is in effect, an employee of any
other party to the Agreement in any capacity to any other party to the Agreement with respect to
the subject matter of the Agreement. The City is unaware of any conflict as of the date of the
execution of this Agreement.

J. Conflict of Interest. Pursuant to the provisions of A.R.S. § 38-511, the City may

K. Authority. Each party warrants and represents that it 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 sign this Agreement. Each Party further acknowledges
that it has read this Agreement, understands it, and agrees to be bound by it.

L. Assignment. Neither party may assign or delegate the rights or obligations of this
Agreement except with the written consent of the other party.

M. Non-Agents. This Agreement does not create a principal/agent relationship
between the parties and neither party is hereby authorized to incur costs, expenses or other
obligations on behalf of the other party.

N. Interpretation and Definitions. The parties agree that each party and its counsel
have reviewed and revised this Agreement and that any rule of construction to the effect that
ambiguities are to be resolved against the drafting party will not apply in the interpretation of this
Agreement.

O. Time of the Essence. Time is declared to be of the essence of the performance of
all terms, covenants, conditions and obligations contained in this Agreement.

Ps Force Majeure. Either party will be excused for failures and delays in
performance of its respective obligations under this Agreement due to any cause beyond its
control and without fault. Nevertheless, each party will use its best efforts to avoid or remove
those causes and to continue performance whenever the causes are removed, and will notify the
other party of the problem.

Q. Amendment. Any amendment to or variation from the terms of this Agreement
shall be in writing and shall become effective only after approval of both parties.

R. Exhibits. The Exhibits referred to herein and attached hereto are incorporated
herein in by this reference.

S: Notice. Unless otherwise provided in this Agreement, all notices, demands,
requests, consents, approvals and other communications (collectively "Notices") required by this
Agreement will be given by certified, U.S. mail, postage prepaid or personally delivered, against
receipted copy, at the address set forth below or at any other address as either party will, from
time to time, designate in writing to the other given in the same manner specified in this Article.
Notices will be considered received upon receipt, will be evidenced by a receipted copy (in the
case of notices that are personally delivered), or as evidenced by the postal service receipt.

Notice by facsimile or electronic mail will not be considered adequate notice.

If to the Fire District: Chairman
Chandler County Island Fire District
P.O. Box 8220
Chandler, Arizona 85246-8220

If to the City: Fire Chief
Chandler Fire Department
P.O. Box 4008, Mail Stop 801
Chandler, Arizona 85244-4008

T. Legislative Changes. Should the Arizona Legislature change the provisions of the
legislation dealing with Non-Contiguous County Islands in such a manner as to deny either party
the benefits of their bargain under the terms of this Agreement, the parties will negotiate in good
faith to amend the Agreement in a manner so as to preserve the benefits of this Agreement to
both parties. But if either party believes the legislation has been changed in such a manner as to
deny the party the benefit of their bargain, that party may terminate this Agreement on giving the
other party ninety (90) days written notice.

U. Non-appropriation of Funds. If funds are not appropriated by the City Council for
this Agreement, the City must terminate this Agreement as required by A.R.S. §42-17106. If
sufficient funds are not appropriated by the Fire District Board to comply with the terms of this
Agreement, the Fire District may terminate this Agreement upon written notice to the City as set
forth hereinabove.

The parties have executed this Agreement by signing their names on the day and year
first written above.

CITY OF CHANDLER FIRE DISTRICT

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ATTEST:

Certification by City Attorney
The undersigned attorney for the City certifies that the attorney has reviewed this Agreement and

finds that it is in proper form and within the power and authority granted to the City under the
laws of the State of Arizona.

Wilma _ Weng
“F° City Attorney pan )

Certification by Fire District Attorney

The undersigned attorney for the Fire District certifies that the attorney has reviewed this
Agreement and finds that it is in proper form and within the power and authority granted to the
Fire District under the laws of the State of Arizona.

Neuer, 7 holy

Fire District Attorney

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