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HomeMy WebLinkAboutRes 2010-26RESOLUTION NO. 2010-26 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 THE HIGHWAY SAFETY IMPROVEMENT PROGRAM GRANT TO FUND SAFETY UPGRADES OF TRAFFIC SIGNALS. BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF FOUNTAIN HILLS as follows: SECTION 1. The Intergovernmental Agreement between the Town of Fountain Hills and the State of Arizona relating to the Highway Safety Improvement Program grant to fund safety upgrades of traffic signals at various intersections within the corporate limits of the Town (the "Agreement ") is hereby approved in substantially the forth attached hereto as Exhibit A and incorporated herein by reference. SECTION 2. The Mayor, the Town Manager, the Town Clerk and the Town Attorney are hereby authorized and directed to cause the execution of the Agreement and to take all steps necessary to carry out the purpose and intent of this Resolution. PASSED AND ADOPTED BY the Mayor and Council of the Town of Fountain Hills, August 19, 2010. FOR THE TOWN OF FOUNTAIN HILLS: Ja T. Schlum, Mayor REVIEWED BY: Richard L. Davis, Town Manager 1314126.1 ATTESTED TO: Bevclyn J. Ykn(�4, Town Clerk APPROVED AS TO FORM: Andrew J. McGuire, Town Attorney EXHIBIT A TO RESOLUTION NO. 2010-26 [Intergovernmental Agreement] See following pages. 1314326.1 ADOT File No.: IGA/JPA 10 -0901 AG Contract No.: P0012010002573 Project No.: Project: Traffic Signal Heads and LED Bulbs Section: Various Locations within Town Limits TRACS No.: SH 451 01C Budget Source Item No.: HSIP INTERGOVERNMENTAL AGREEMENT BETWEEN THE STATE OF ARIZONA AND TOWN OF FOUNTAIN HILLS THIS AGREEMENT is entered into this date P+, rT , pursuant to the Arizona Revised Statutes § 11 -951 through 11 -9 s amended, between the STATE OF ARIZONA, acting by and through its DEPARTMENT OF TRANSPORTATION (the "State ") and the TOWN OF FOUNTAIN HILLS, acting by and through its MAYOR and TOWN COUNCIL (the "Town "). The State and theTown 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 § 28401 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. Congress has established the Highway Safety Improvement Program (HSIP) as a core Federal - aid for the specific purpose of achieving a significant reduction in traffic fatalities and serious injuries on public roads. The State and the Town have identified systematic improvements within the Town as eligible for this funding. 4. The purpose of this joint exercise of powers and cooperative action (i.e. Agreement), by the State and the Town is to allow the State to acquire Federal funds for the purchase of fourteen (14) traffic signal heads and one hundred and seventeen If 17) of traffic LED bulbs (the "Project'). The Town , through the State's Procurement Process utilizing ADOT Procurement contract(s) will select an authorized supplier to provide the equipment and services as outlined in the contract and approved plans to complete this project with the aid and consent of the State and the FHWA. 5. Such Project lies within the boundary of the Town and has been selected by the Town; the survey of the Project has been completed; and the plans, estimates and specifications will be prepared and, as required, submitted by the State to the Federal Highway Administration (FHWA) for its approval. 6. The interest of the State in this project is the acquisition and distribution of HSIP Funds for the use and benefit of the Town and to authorize such HSIP Funds for the project pursuant to Federal law and regulations. The State shall be the designated agent for the Town. Page 2 The current Project costs are as follows: TRACS No SH45101 C TOTAL HSIP Funds (100 %) I GAM PA 10 -090 I $ 26,580.00 *TOTAL Project Costs $ 26,580.00 *(Includes CE and project contingencies) The Parties acknowledge that the eventual actual cost may exceed the estimate, and such case the Town is responsible for any and all costs exceeding the estimate. Actual costs may be less than the estimate and not needed for the Project, at which time any excess HSIP funding will be de- obligated from the Project. THEREFORE, in consideration of the mutual Agreements expressed herein, it is agreed as follows: II. SCOPE OF WORK 1. The State will: a. Submit all documentation required to the Federal Highway Administration (FHWA) containing the above - mentioned Project with the recommendation that funding be approved for procurement and installation. The Project will be performed, completed, accepted and paid for in accordance with the requirements of the Project plans and specifications. b. Request the maximum HSIP funds programmed for covering the work encompassed in said construction contract and will request the maximum HSIP funds available, including eligible engineering and construction Town costs. Should eligible costs exceed the maximum HSIP funds available it is understood and agreed that the Town will be responsible for any overage. c. Approve the Project, if such project funds are available from and authorized by FHWA for the Project. Be the designated authorized agent for the Town. d. Upon execution of this Agreement, coordinate with the Town regarding the specifics of the equipment to be ordered by the State to best ensure the requirements of the Project are met. Enter into a contract(s) with a firm(s) to whom the award is made for the purpose of the Project. e. Instruct the vendor to deliver equipment directly to the Town for final acceptance and to bill the Town directly. The State will reimburse the with HSIP funds up to $ 26,580.00 within thirty days (30) after receipt and approval of an invoice for equipment purchased under this Agreement. Therefore, the agrees to set aside funds in an amount equal to the difference between the total cost of the work provided for in this Agreement and the amount of Federal aid received. f. Not be obligated to maintain said Project, should the Town fail to budget or provide for proper and perpetual maintenance as set forth in this Agreement. 2. The Town will: a. Designate the State as authorized agent for the Town, if such project is approved by the FHWA and project funds are available. Page 3 IGAMPA 10-0901 b. Be responsible for one hundred percent (100 %) of installation labor costs and any overage of costs exceeding the maximum HSIP funds available for the Project, and any ineligible costs. Agree that the cost of the analysis and work covered by this Agreement is to be bome by FHWA and the Town , each in the proportion prescribed and determined by FHWA. c. Coordinate with the State during the procurement process of the Project. d. Purchase and install the equipment acquired under this Agreement and maintain all improvements provided by this Project for the entire design life of the equipment. c. Upon payment for equipment, invoice the State within thirty (30) days for reimbursement of approved costs. f. Be responsible for any unforeseen conditions or circumstances which increase the cost of said work. Should a change in the extent or scope of the work called for in this Agreement become necessary, be obligated to incur and pay for said increased costs. g. Enter into an agreement with the design consultant which states that the design consultant shall provide services as required and requested throughout the construction phase of the Project. h. Provide a set of as -built plans upon completion of the construction phase of the Project. An electronic version of the as -built plans shall be forwarded to Arizona Department of Transportation Local Government Section. 111. MISCELLANEOUS PROVISIONS 1. The terms, conditions and provisions of this Agreement shall remain in full force and effect until completion of said Project, except any provisions for maintenance /electrical power and/or landscaping maintenance shall be perpetual by the Town . Further, this Agreement may be cancelled at any time prior to advertisement of the project construction contract, upon thirty days (30) written notice to the other party. It is understood and agreed that, in the event the Town terminates this Agreement, the State shall in no way be obligated to maintain said Project. Promptly after termination of this Agreement, the Town will return to the State all property belonging to the State which is in the Town's possession, and the State will return to the Town all property belonging to the Town which is in the State's possession. 2. The State assumes no financial obligation or liability under this Agreement, or for any resulting construction of the 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. It is understood and agreed that the State's participation is confined solely to securing federal aid on behalf of the Town and the fulfillment of any other responsibilities of the State as specifically set forth herein; that any damages arising from carrying out, in any respect, the terms of this Agreement or any modification thereof shall be the liability of the Town and that to the extent permitted by law, the Town hereby agrees to save and hold harmless and indemnify from loss the State, any of its 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, which is caused by any activity, condition, misrepresentation, directives, instruction or event arising out of the performance or non performance of any provisions of this Agreement by the State, any of its departments, agencies, officers and employees, or its independent contractors, the Town, any of its agents, officers and employees, or its independent Page 4 IGA/JPA 10 -090 I contractors. Costs incurred by the State, any of its departments, agencies, officers or employees shall include in the event of any action, court costs, and expenses of litigation and attorneys' fees. 3. The cost of purchase and installation work under this Agreement is to be covered by the HSIP funds set aside for this Project, up to the maximum available. The Town acknowledges that the eventual actual costs may exceed the maximum available amount of HSIP funds, or that certain costs may not be accepted by the federal government as eligible for HSIP funds. Therefore, the Town agrees to furnish and provide the difference between actual costs and the HSIP funds received. 4. The cost of the project under this Agreement includes applicable indirect costs approved by the Federal Highway Administration (FHWA). S. This Agreement shall become effective upon signing and dating of the Determination Letter by 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 forth in Arizona Revised Statutes § 35 -214 and § 35 -215 shall apply to this Agreement. 8. This Agreement is subject to all 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 09-09 issued by the Governor of the State of Arizona and incorporated herein by reference regarding "Non- Discrimination ". 9. Non - Availability of Funds: Every payment obligation of the State or the Town under this Agreement is conditioned upon the availability of funds appropriated or allocated for the payment of such obligations. If funds are not allocated and available for the continuance of this Agreement, this Agreement may be terminated by the State or the Town at the end of the period for which the funds are available. No liability shall accrue to the State or the Town in the event this provision is exercised, and the State or the Town shall not be obligated or liable for any future payments as a result of termination under this paragraph. Each Party is responsible for funding its respective obligations under this Agreement whether from general funds or from other revenue. 10. In the event of any controversy, which may arise out of this Agreement, the Parties hereto agree to abide by required arbitration as is set forth for public 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 by mail, addressed as follows: Arizona Department of Transportation Joint Project Administration 205S.17 th Avenue, Mail Drop 637E Phoenix, Arizona 85007 (602) 712 -7124 (602) 712 -3132 Fax TOWN OF FOUNTAIN HILLS Attn: Randy L. Harrell 16705 E Avenue of Fountains Town of Fountain Hills, Arizona 85268 (480) 816 -5112 (480) 837 -1404 Fax 12. To the extent applicable under Arizona Revised Statutes § 414401, each Party and its subcontractors warrants their compliance with all Federal immigration laws and regulations that relate to their employees and their compliance with the E -verify requirements under Arizona Revised Statutes § 23- 214(A). A breach of the above - mentioned warranty by any Party or its subcontractors shall be deemed Page 5 IGA/JPA 10-0901 a material breach of the Agreement and may result in the termination of the Agreement by the non - breaching Parry. Each Party retains the legal right to randomly inspect the papers and records of the other Party's or its subcontractors' employees who work on the Project to ensure that the other Party or its subcontractors are complying with the above - mentioned warranty. 13. Pursuant to Arizona Revised Statutes § 35- 391.06 and § 35- 393.06, each Party certifies that it does not have a scrutinized business operation in Sudan or Iran. For the purpose of this Section the tern "scrutinized business operations" shall have the meanings set forth in Arizona Revised Statutes § 35 -391 and /or § 35 -393, as applicable. If any Parry determines that another Parry submitted a false certification, that Party may impose remedies as provided by law including terminating this Agreement. 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 is in proper form. IN WITNESS WHEREOF, the Parties have executed this Atyeeme0tthe day and year first above written. TOWN OF FOUNTAIN HILLS STATE OF ARIZONA Department of Transportation ey ey a-th J CHLUM - SAM MAROUFKHAN P.E. --Mayor Deputy Slate Engineer, Development ATTEST: By SEVELYNf BFNDER Clerk Page 6 IGAIJPA 10 -090 1 IGA/JPA 10 -0901 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 TOWN OF FOUNTAIN HILLS, an Agreement among public agencies which, has been reviewed pursuant to Arizona Revised Statutes § 11 -951 through § 11 -954 and declare this Agreement to be in proper form and within the powers and authority granted to the under the laws of the State of Arizona. No opinion is expressed as to the authority of the State to enter Into this Agreement. DATED this lR-& day of _ /�{N.� , 2010 Attorney OFFICE OF THE ATTORNEY GENERAL TERRY GODDARD STATE OF ARIZONA Attorney General INTERGOVERNMENTAL AGREEMENT DETERMINATION CIVIL DIVISION TRANSPORTATION SECTION Writer's Direct Line: 602.542.8855 Facsimile: 602.542.3646 E-mail: Susan Davis ®azag.gov A.G. Contract No. P0012010002573 (IGAIJPA 10- 190 -1), an Agreement between public agencies, i.e., The State of Arizona and Town of Fountain Hills has been reviewed pursuant to A.R.S. § 11 -952, as amended, by the Undersigned Assistant Attorney General who has determined that it is in the proper form and is within the powers and authority granted to the State of Arizona. No opinion is expressed as to the authority of the remaining Parties, other than the State or its agencies, to enter into said Agreement. DATED SED:In: #1072608 Attachment September 14, 2010 TERRY GODDARD Attorney General SUSAN E. DAVIS Assistant Attorney General Transportation Section 1275 West Washington, Phoenix. Arizona 85007 -2926 • Phone 602- 542 -1680 • Fax 602 - 542 -3646