HomeMy WebLinkAbout1999.0810.TCSMP.Packet (6. d' Nil NOTICE OF SPECIAL SESSION
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that is Ai'
Mayor Morgan
Councilman Apps Councilwoman Wiggishoff
Councilman Wyman Councilman Poma
Vice Mayor Mower Councilwoman Hutcheson
WHEN: TUESDAY, AUGUST 10, 1999
TIME: 1 :30 P.M.
WHERE: TOWN HALL CONFERENCE ROOM
16836 E. Palisades, Building C
• CALL TO ORDER—Mayor Morgan
• ROLL CALL
1.) Consideration of RESOLUTION 1999-40 authorizing the Mayor, Clerk and Attorney to execute
an intergovernmental agreement between the Town of Fountain Hills and the City of Scottsdale
and the Town of Guadalupe regarding costs and indemnification associated with the Los Arcos
multipurpose facilities district.
2.) CALL TO THE PUBLIC.
3.) ADJOURNMENT.
DATED this 6th day of August 1999.
(Ate
By:
�LJ
Cassie B. Hansen,Town Clerk
The Town of Fountain Hills endeavors to make all public meetings accessible to persons with disabilities. Please call 837-2003
(voice) or 1-800-367-8939 (TDD) 48 hours prior to the meeting to request a reasonable accommodation to participate in this
meeting.
Law Offices of
WILLIAM E. FARRELL, P.L.L.C.
Telephone(480)661-6044 Suite 220
Facsimile(480)661-7454 William E.Farrell ' 10135 East Via Linda
Scottsdale,Arizona 85258-5312
MEMORANDUM
TO: Mayor and Council
Town Manager
Town Clerk
FROM: William E.Farrell
Town Attorney
DATE: August 10, 1999
RE: Resolution 1999-40
,,- The item before you for consideration this afternoon is the adoption of Resolution 1999-40.
The resolution and attached intergovernmental agreement deal with the issues of cost
indemnification for the Town of Fountain Hills as part of its participation in the Los Arcos
Multipurpose Facilities District.
The original Town Resolution 1999-24 called for the Town to inter into an
intergovernmental agreement with the City of Scottsdale on issues concerning Los Arcos.
The basic substance of the intergovernmental agreement is the authorization and agreement
by the City of Scottsdale to indemnify and hold harmless the Town of Fountain Hills for any costs
or liabilities associated with the District, if an in the event that the District does not pay those costs
or indemnify the Town.
Since the District has only recently been formed and has limited funds available this
intergovernmental agreement acts as backstop for any potential costs incurred or liability assessed
against the Town of Fountain Hills.
It is anticipated that the Town Council of Guadalupe will be adopting a similar
intergovernmental agreement very shortly and both intergovernmental agreements will be forwarded
to the Scottsdale City Council for their discussion and possible approval.
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C:\WINDOWS\TEMP\RES 1999-40MEM.WPD
Memorandum
RE: Resolution 1999-40
August 6, 1999
Page 2 •
As always I would be more than happy to answer any questions you may have regarding the
resolution or the intergovernmental agreement.
Respectfully submitted,
William E. Farrell
Town Attorney
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C:\WINDOWS\TEMP\RES 1999-40MEM.WPD
RESOLUTION 1999-40
A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE
TOWN OF FOUNTAIN HILLS,ARIZONA,AUTHORIZING AND
DIRECTING THE APPROPRIATE OFFICIALS TO EXECUTE AN
INTERGOVERNMENTAL AGREEMENT BY AND BETWEEN THE TOWN
AND THE CITY OF SCOTTSDALE AND THE TOWN OF GUADALUPE
REGARDING THE LOS ARCOS MULTIPURPOSE FACILITIES DISTRICT.
NOW,THEREFORE,BE IT RESOLVED BY THE MAYOR AND COMMON
COUNCIL OF THE TOWN OF FOUNTAIN HILLS, ARIZONA, AS FOLLOWS:
Section 1. That the City of Scottsdale and the Town(s) of Fountain Hills and Guadalupe have by
Resolution formed the Los Arcos Multipurpose Facilities District.
Section 2. That Section 3C of Resolution 1999-24 of the Town of Fountain Hills and Section
TWO (e) of Resolution 99-09 of the Town of Guadalupe call for intergovernmental agreements by
and between those municipalities that have formed the District.
Section 3. That attached hereto is an intergovernmental agreement by and between the three
communities setting forth the duties and obligations of the communities and that the adoption of this
Resolution authorizes the Mayor, the Town Clerk and the Town Attorney to execute the
intergovernmental agreement and further directs the Town Clerk to provide certified copies of this
Resolution after its passage to the City of Scottsdale and the Town of Guadalupe.
PASSED AND ADOPTED by the Mayor and Common Council of the Town of Fountain
Hills, Arizona this 10th , day of August, 1999.
FOR TH TOWN OF FOUNTAIN HILLS: ATTESTED TO:
Lit
Sharon Morgan, Mayor Cassie B. Hansen, Town Clerk
REV D BY: APPROVED AS TO FORM:
7/K,diAev.; P
/ a . No i , To n anager William E. Farrell,Town Attorney
Resolution 1999-40
(kw 1999-40LOS ARCOS.doc
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INTERGOVERNMENTAL AGREEMENT
This agreement made and entered into this day of 1999 by and
between the City of Scottsdale, a municipal corporation of the State of Arizona, here and after
referred to as"Scottsdale"and the Town of Fountain Hills,a municipal Corporation of the State of
Arizona, here and after referred to as "Fountain Hills" and the Town of Guadalupe, a municipal
corporation of the State of Arizona,here and after referred to as"Guadalupe";all collectively known
as the "Parties".
WHEREAS,Scottsdale,Fountain Hills and Guadalupe by resolutions of their Council's have
authorized the formation of the Los Arcos Multipurpose Facilities District pursuant to A.R.S. §48-
4202; and
WHEREAS, the Parties have caused or will cause an election to be held on November 2nd,
1999 to determine whether or not the voters of the District will authorize certain funding in
connection with the Los Arcos Multipurpose Facilities District Project; and
WHEREAS, as a condition of the participation of Fountain Hills and Guadalupe in the
creation of the District there is a requirement of an intergovernmental agreement with Scottsdale
regarding costs and indemnification;
NOW THEREFORE, the parties agree as follows:
1. That the purpose of this intergovernmental agreement is to identify and define the
obligations of Scottsdale to pay costs incurred by Fountain Hills and Guadalupe
associated with the holding of an election on November 2'd, 1999 to the extent that
the Los Arcos Multipurpose Facilities District does not pay those costs;and to define
the obligation of Scottsdale to indemnify and hold harmless Fountain Hills and
Guadalupe from any liability associated with actions of the District,to the extent that
the District does not so indemnify or insure.
2. The Parties desire to jointly exercise common powers and/or to enter into an
agreement for cooperative action pursuant to the power to enter into these
agreements as set forth in the respective charter and codes of the Parties and pursuant
to the authority in A.R.S. § 11-952.
3. This agreement shall become effective upon its approval and execution by the Parties
and once that has occurred this agreement shall be recorded in the office of the
Maricopa County Recorder with a copy to be distributed to the Clerk of the Parties.
Page 1 of 5
4. This agreement shall remain in effect so long as Fountain Hills and Guadalupe are
members of the Los Arcos Multipurpose Facilities District unless terminated as
follows:
a. Automatic termination should the District sunset under the resolution of the
parties creating the District; or
b. Termination of the Agreement by Fountain Hills or Guadalupe council
action. In the event, however, this Agreement terminates due to the action
of only Guadalupe or only Fountain Hills, the Agreement shall continue in
full force and effect as between Scottsdale and the Town that did not
terminate the Agreement.
5. Termination of this Agreement shall not relieve Scottsdale of its indemnification
obligations under this Agreement.
6. Budgeting for and financing of a party's financial obligations, if any, in this
Agreement shall be the separate and independent responsibility of each party.
Fountain Hills and Guadalupe currently have no financial obligation with respect to
this Agreement, and any future financial obligation shall be set forth in a separate
written agreement.
7. Scottsdale agrees to reimburse Fountain Hills and Guadalupe for all costs related to
the holding of the District election scheduled for November 2"d, 1999 to the extent
that all costs have not been paid to Fountain Hills and Guadalupe by the District
within thirty(30)days following the election. The reimbursement of costs shall not
include any salaries of Fountain Hills or Guadalupe personnel and shall be limited
to those costs billed to either Fountain Hills or Guadalupe by any other governmental
agency or private corporation that provides goods or services necessary for the
conduct of the election.
8. Should Scottsdale, after presentation of a request for payment by Fountain Hills or
Guadalupe, for any reason wish to discuss the amount of the invoice or the failure
of the District to pay said request for payment, the Managers of the respective
communities shall meet and confer and attempt to resolve any dispute. Should any
dispute fail to be resolved within a sixty(60)day period following the first meeting
of the Managers then the Parties shall submit this matter to their respective councils
for further action.
9. Scottsdale agrees to defend, indemnify and hold harmless Fountain Hills and
Guadalupe,their agents,representatives,officers,directors,officials and employees
from and against all costs, claims and lawsuits pertaining to the holding of the
District election on November 2"d, 1999.
Page 2 of 5
10. Scottsdale shall jointly or severely defend, indemnify and hold harmless Fountain
Hills and Guadalupe, their agents, representatives, officers, directors, officials and
employees from and against all claims,damages,losses and expenses(including but
not limited to attorneys fees, courts costs and the cost of appellate proceedings),
relating to, arising out of, or alleged to have resulted from Fountain Hills and
Guadalupe's participation in the District. This indemnification shall be considered
as a broad indemnification for any and all events connected with any action by the
District and is in addition to and coexistent with any obligation that the District may
independently agree to with the Fountain Hills and Guadalupe. The indemnification
shall survive this Intergovernmental Agreement and is not contingent upon the
procurement of any insurance by Scottsdale.
11. Scottsdale agrees to obtain and maintain during the term of this agreement, and for
six(6) years thereafter such director's liability insurance and public official's error
and omission insurance coverage as well as general liability insurance in amounts
of no less than Two Million ($2,000,000) Dollars naming Fountain Hills and
Guadalupe as additional insured. Fountain Hills and Guadalupe understand and
agree that Scottsdale may provide this coverage through its self insurance program
and that this agreement does not require or necessitate the purchase of insurance.
12. In the event of any violation or threatened violation by any party to this Agreement
of any of the terms or conditions of this Agreement,the other parties shall be entitled
to full and adequate relief by injunction and all other legal and equitable remedies.
thaw 13. That the Parties shall authorize the execution of this agreement by resolution
ordinance or otherwise and that a copy of such authorization shall be attached to the
Agreement.
14. This Agreement may be canceled by any of the parties pursuant to the provisions of
A.R.S. § 38-511.
15. The Parties hereto shall not assign, in whole or part, any of the obligations contain
herein without the expressed written approval of all other parties.
16. All notices or demands upon any party to this Agreement shall be in writing and
shall be delivered in person or sent by First Class mail as follows:
SCOTTSDALE:
City Clerk
City of Scottsdale
3939 Civic Center Blvd.
Scottsdale, AZ 85251
Page 3 of 5
FOUNTAIN HILLS:
Town Clerk
Town of Fountain Hills
16836 E. Palisades, Building C.
Fountain Hills, AZ 85268
GUADALUPE:
Town Clerk
Town of Guadalupe
9050 S. Avenida del Yaqui
Guadalupe, AZ 85283
17 This Agreement constitutes the entire agreement among the Parties pertaining to
the subject matter hereof and shall not be changed or added to except in writing
signed by all Parties. All prior and contemporaneous agreements, representations
and understandings of the Parties, oral or written, pertaining to the subject matter
herein are hereby superceded and merged herein.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement to be
effective on the date of execution by the last party.
CITY OF SCOTTSDALE: TOWN 0 FOUNTAIN HILLS:
By: By:
Sam Kathryn Campana, Mayor Sharon Morgan, M or
Attest: Attes
yuk.44.4.,)
Sonia Robertson, City Clerk Cassie Hansen, Town Clerk
TOWN OF GUADALUPE:
By:
Frances C. Osuna, Mayor
Attest:
RoseMary Arellano, Town Clerk
Page 4 of 5
DETERMINATION OF LEGAL COUNSEL
The foregoing Agreement has been reviewed by the undersigned attorneys who have
determined, pursuant to A.R.S. § 11-952.D. that it is in proper form and within the power and
authority granted under the laws of the State of Arizona to the respective parties they represent.:
SCOTTSDALE CITY ATTORNEY: FOUNTAIN HILLS TOWN ATTORNEY:
Date: Date: 8-/o-
GUADALUPE TOWN ATTORNEY:
Date:
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