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HomeMy WebLinkAboutRes 2014-25RESOLUTION NO.2014-25 A RESOLUTION OF THE MAYOR AND COUNCIL OF THE TOWN OF FOUNTAIN HILLS,ARIZONA,APPROVING AN INTERGOVERNMENTAL AGREEMENT WITH THE STATE OF ARIZONA RELATING TO TRAFFIC ACCIDENT ANALYSIS SOFTWARE. BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF FOUNTAIN HILLS as follows: SECTION 1.TheIntergovernmentalAgreementwiththeState of ArizonaDepartment of Transportation relatingto procurement and implementation oftrafficaccidentanalysis software(the"Agreement")isherebyapprovedinsubstantiallytheformattachedheretoas Exhibit Aand incorporated herein by reference. SECTION 2.TheMayor,theTownManager,theTown Clerk andtheTownAttorney arehereby authorized anddirectedtocausetheexecutionoftheAgreementandtotakeallsteps necessary to cany outthe purpose and intent of this Resolution. PASSED AND ADOPTED bythe Mayor and Council of theTown of Fountain Hills, Arizona,June 5,2014. FOR THE TOWN OF FOUNTAIN HILLS:ATTESTED TO: LindaM.Kavariagh,Mayor 'A Bevelyn J.Berfder,flown Clerk REVIEWED BY:APPROVED AS TO FORM: Kenneth W.Buchanan,Town Manager AncTrew J.McGuire,Town Attorney 2164753. 2164753.1 EXHIBIT A TO RESOLUTION NO.2014-25 [Agreement] See following pages. ADOT CAR No.:IGA /JPA 14-0004153-1 AG Contract No.:P001 2014 001207 Project:Crash MagicOnlineSoftware Federal-aid No.:FTH-0(209)T ADOT Project No.:SH625 01D/01X TIP/STIPNo.:CHN14-111 CFDA No.:20.205 -Highway Planning and Construction Budget Source Item No.:HSIP INTERGOVERNMENTAL AGREEMENT BETWEEN THE STATE OF ARIZONA AND TOWN OF FOUNTAIN HILLS THIS AGREEMENT is entered into this date uU\(\C \(p 2014,pursuant to the Arizona Revised Statutes §§11-951 through 11-954,as amended,between the STATE OF ARIZONA,acting by and through its DEPARTMENT OF TRANSPORTATION (the "State"or"ADOT")and the TOWNOFFOUNTAINHILLS,acting by and through itsMAYOR and TOWNCOUNCIL (the "Town"). The State and the Town are collectively referred to as "Parties." I.RECITALS 1.The State is empowered by Arizona Revised Statutes §28-401 to enter into this Agreement and has delegated to the undersigned the authority to execute this Agreement on behalf of the State. 2.The Town is empowered by Arizona Revised Statutes §9-240 to enter into this Agreement and has by resolution,a copy of which is attached hereto and made a part hereof,resolved to enter into this Agreement and has authorized the undersigned to execute this Agreement on behalf of the Town. 3.In accordance with the Moving Ahead for Progress in the 21st Century Act (MAP-21),Highway Safety Improvement Program (HSIP)funds have been approved by Federal Highway Administration (FHWA)for the statewide crash data improvement effort for Arizona. 4.The purpose ofthis Agreement between the State and the Town isto allow the State to acquire federal funds to upgrade the Town's crash data analytical software.The federal funds will be used for the procurement of the license,installation and configuration of the software,data migration from the Town's existing database to the new system and State administration,hereinafter referred to as the "Project". 5.The Parties shall perform their responsibilities consistent with this Agreement and any change or modification to the Project will only occur with the mutual written consent of both Parties. Page 2 6.The estimated Project costs are as follows: SH625 01D (Scoping/Design): Federal-aid funds @ 94.3%(capped) Town's match @ 5.7% Subtotal -Scoping/Design* SH625 01X (Procurement): Federal-aid funds @ 94.3%(capped) Town's match @ 5.7% Subtotal -Procurement Summary: Total Estimated Town Funds Total Federal Funds IGA/J PA 14-0004153-1 $3,536.00 $214.00 $3,750.00 $23,575.00 $1.425.00 $25,000.00 $1,639.00 $27.111.00 TOTAL Project Cost $28,750.00 •(Includes the ADOT Project Management Design Review (PMDR)costs) The Parties acknowledge that the final Project costs may exceed the initial estimate(s)shown above,and in such case,theTownis responsible for,and agrees topay,anyand all eventual,actual costs exceeding the initial estimate.If the final cost amount is less than the initial estimate,the difference between the final cost amount and the initial estimate will be de-obligated or otherwise released from the Project.The Town acknowledges it remains responsible for,and agrees to pay according to the terms ofthis Agreement, any and all eventual,actual costs exceeding the finalbid amount. THEREFORE,in consideration of the mutual Agreements expressed herein,itis agreed as follows: II.SCOPE OF WORK 1.The State will: a.Upon execution ofthis Agreement,be the designated agent for the Town,in order to acquire funds,as approved by. b.Upon execution ofthis Agreement,and priorto performing or authorizing any work,invoice theTownfor the Town's share ofthe Project design costs,currently estimated at $214.00.If,during the development of the design,additional funding from the Town is required,the State will invoice the Town in increments of $5,000.00 to cover projected costs.Once the Project costs have been finalized,the State will either invoice or reimburse the Town for the difference between estimated and actual design costs. c.Procure the cost of the equipment and instruct the vendor to deliver equipment directly to the Town forfinal acceptance and tobill the Town directly.The State will reimburse the Town 94.3%of the federal funds allocated forthis Project notto exceed atotalof $23,575.00 withinthirty days (30)of receipt,inspection and final approval of an invoice for equipment purchased under this Agreement. Page 3 IGA/JPA 14-0004153-1 d.EvaluatetheTown'sProjectone(1)yearafter reimbursement to ensure Projectdevelopment and implementation.Should the Project notbein place and/or compatible,the State will invoicetheTown forall federal funds acquired for the Project. 2.The Town will: a.Upon execution ofthis Agreement,designate the State as the authorized agent fortheTown, in order tobeeligiblefor federal funds,as approved byFHWA. b.Uponexecutionofthis Agreement andpriortoperformingorauthorizinganywork,and within thirty (30)daysofreceiptofaninvoice from theStatepaytheTown'sProjectdesigncosts,currently estimatedat $214.00.If,during thedevelopmentofthedesign,additional funding tocoverthedesign costs isrequired,paytheinvoicedamounttothe State within thirty(30)daysofreceipt.Beresponsible forany difference between the estimated and actual design costs oftheProject. c.Invoice the State withinthirty(30)days ofmaking payment for equipment,for reimbursement ofeligible costs incurred bytheTown,and provideall necessary backup documentation with said invoice. Beentirely responsible forall costs incurredinperformingand accomplishing thework as set forthinthis Agreement not covered by federal funding. d.Withinone(1)year ensure Project development andimplementation.ShouldtheProjectnot bein place and/or compatible within one (1)year after federal funds were made available,the Town will repay all federal funds received for the Project. e.Establishandmaintaina data inventoryofbeforeandafter crashes forthis safety improvement project in order foran analysis and evaluation tobe carried out as requested byADOT. f.Purchase and install the equipment acquired under this Agreement and maintain all improvements provided bythis Project for the entire design lifeof the equipment. g.Notify the State when all equipment has been installed and is ready for inspection. III.MISCELLANEOUS PROVISIONS 1.This Agreement may be terminated at any timepriorto the implementation of the Project,upon thirty(30)days written notice to the other party.Itis understood and agreed that,in the event the Town terminates this Agreement,the Town will be responsible forall costs incurred by the State upto the time of termination.Itis further understood and agreed that inthe event the Town terminates this Agreement, the State shall inno way be obligated to maintain said Project. 2.The State assumes nofinancial obligation orliability under this Agreement,orfor any resulting construction Project.The Town,in regard to the Town's relationship with the State only,assumes full responsibility for the design,plans,specifications,reports,the engineering in connection therewith and the construction of the improvements contemplated,cost over-runs and construction claims.Itis understood and agreed that the State's participation is confined solely to securing federal aid and related matters;that any damages arising from carrying out,in any respect,the terms ofthis Agreement or any modification thereof shall be solely the liabilityof the Town and that to the extent permitted bylaw,the Town hereby agrees to save and hold harmless and indemnify from loss the State,any ofits departments,agencies,officers or employees from any and all costs and/or damage incurred by any of the above and from any other damage to any person or property whatsoever,whichis caused by any activity,condition,misrepresentation,directives,instruction or event arising out of the performance or non-performance of any provisions ofthis Agreement by the State,any ofits departments,agencies, officers and employees,orits independent contractors,the Town,any ofits agents,officers and Page 4 IGA/JPA 14-0004153-1 employees,orits independent contractors.Costs incurredbythe State,anyofits departments,agencies, officersor employees shallincludeinthe event ofanyaction,court costs,and expenses oflitigationand attorneys'fees. 3.TheTown warrant compliance withthe Federal Funding Accountability and Transparency Actof 2006 and associated 2008 Amendments (the "Act").Additionally,inatimely manner,the Town will provide information that is requested bythe State to enable the State to comply withthe requirements of the Act,as may be applicable. 4.TheTown acknowledges compliance with federal laws and regulations and maybe subject tothe Officeof Management and Budget (OMB),Single Audit,Circular A-133 (Auditsof States,Local Governments,andNon-Profit Organizations).Entitiesthat expend $500,000 ormore(priorto12/26/14) and ($750,000 ormoreonorafter12/26/14)ofFederal assistance (Federal funds,Federal grants,or Federal awards)are required tocomplybyhavingan independent audit.A copy (paper or electronic)of theSingleAuditistobe sent toArizona Department of Transportation Financial Management Services within the required deadline ofnine(9)months of the sub recipient fiscal year end. ADOT -FMS Cost Accounting Administrator 206 S 17th Ave.Mail Drop 204B Phoenix,AZ 85007 Sinaleaudit@azdot.gov 5.This Agreement shall become effective upon signing and dating of the Determination Letterby the State's Attorney General. 6.This Agreement may be cancelled in accordance with Arizona Revised Statutes §38-511. 7.To the extent applicable under law,the provisions set forthin Arizona Revised Statutes §§35-214 and 35-215 shall apply to this Agreement. 8.This Agreement is subject toall applicable provisions of the Americans with Disabilities Act (Public Law 101-336,42 U.S.C.12101-12213)and all applicable Federal regulations under the Act, including 28 CFR Parts 35 and 36.The parties to this Agreement shall comply with Executive Order Number 2009-09 issued by the Governor of the State of Arizona and incorporated herein by reference regarding "Non-Discrimination". 9.Non-Availabilityof Funds:Every obligation of the State under this Agreement is conditioned upon the availability of funds appropriated or allocated for the fulfillmentof such obligations.If funds are not allocated and available for the continuance ofthis Agreement,this Agreement may be terminated by the State at the end of the period for which the funds are available.Noliability shall accrue to the State in the event this provision is exercised,and the State shall not be obligated or liable for any future payments as a result of termination under this paragraph. 10.In the event of any controversy,which may arise out ofthis Agreement,the Parties hereto agree to abide by required arbitration as is set forthforpublic works contracts in Arizona Revised Statutes §12- 1518. 11.All notices or demands upon any party to this Agreement shall be in writing and shall be delivered in person or sent bymail,addressed as follows: Page 5 Arizona Department of Transportation Joint Project Administration 205S.17th Avenue,Mail Drop 637E Phoenix,Arizona 85007 (602)712-7124 (602)712-3132 Fax Intermodal Transportation Division Traffic Records Section 206S.17,h Ave,Mail Drop 064R Phoenix,AZ 85007-3233 IGA/JPA 14-0004153-1 For Administrative Notice: Town of Fountain Hills Attn:Ken Valverde 16705 East Avenue of the Fountains Fountain Hills,AZ 85268 (480)816-5126 For Legal Notices: Town of Fountain Hills Attn:Kenneth W.Buchanan,Town Manager 16705 East Avenue of the Fountains Fountain Hills,AZ 85268 With Copy to: Gust Rosenfeld,PLC Attn:Andrew J.McGuire One East Washington Street Suite 1600 Phoenix,Arizona 85004 12.The Parties shall comply with the applicable requirements of Arizona Revised Statutes §41-4401. 13.The Parties hereto shall comply withall applicable laws,rules,regulations and ordinances,as may be amended. 14.In accordance with Arizona Revised Statutes §11-952 (D)attached hereto and incorporated herein is the written determination of each Party's legal counsel and that the Parties are authorized under the laws of this State to enter into this Agreement and that the Agreement isin proper form. IN WITNESS WHEREOF,the Parties have executed this Agreement the day and year first above written. TOWN OF FOUNTAIN HILLS By JA M KAVANAGH Mayor ATTEST: BEVELYN J BENDER Town Clerk STATE OF ARIZONA Department of Transportation By fZMzJjL*^3^ Dallas hammit,p.e. Senior Deputy State Engineer,Development IGA/JPA 14-0004153-1 ATTORNEY APPROVAL FORM FOR THE TOWN OF FOUNTAIN HILLS I have reviewed the above referenced Intergovernmental Agreement between the State of Arizona,acting by and through its DEPARTMENT OF TRANSPORTATION,and the TOWNOF FOUNTAIN HILLS,an agreement among public agencies which,has been reviewed pursuant toArizona Revised Statutes §§11-951 through 11-954 and declare this Agreement tobein proper form and within the powers and authority granted to the Town under the laws of the State of Arizona. No opinion is expressed as to the authority of the State to enter intothis Agreement. DATED this J*day of Q^a<l ,2014. few J McGuire Town Attorney Thomas C.Horne Attorney general r *Mm JPk V Office of the Attorney General Transportation Section INTERGOVERNMENTAL AGREEMENT DETERMINATION SUSAN E.DAVIS ASSISTANT ATTORNEY GENERAL Direct Line:602-542-8855 e-mail:SUSAN.DAVIS(S)AZAG.gov A.G.Contract No.P0012014001207 (ADOT IGA/JPA 14-0004153-1),an Agreement between public agencies,theStateof Arizona andTownof Fountain Hills,hasbeen reviewed pursuantto A.R.S.§§11-952,asamended,bythe undersigned Assistant Attorney General who has determined that it is in theproper form andis within the powers and authority granted to the State of Arizona. No opinion is expressed astotheauthorityoftheremainingParties,otherthanthe State orits agencies,to enter into said Agreement. DATED:June 16,2014 SED:rl:#3851612 Attachment THOMAS C.HORNE Attorney General SUSAN E.DAVIS Assistant Attorney General Transportation Section 1275 LUest Washington,Phoenix,Arizona 85007-2926 •Phone 602-542-7680 •Fax 602 -542-3646