HomeMy WebLinkAboutResolution 2012-012 approving a joint agreement for pavement preservation at the airport MARANA RESOLUTION NO. 2012-12
RELATING TO THE MARANA REGIONAL AIRPORT; APPROVING AND AUTHORIZING
THE MAYOR TO EXECUTE A JOINT PROJECT AGREEMENT BETWEEN THE STATE
OF ARIZONA AND THE TOWN OF MARANA FOR A PAVEMENT PRESERVATION
PROJECT AT THE AIRPORT
WHEREAS A.R.S. § 28 -8411 authorizes the Town Council of the Town of Marana to
undertake all activities necessary to acquire, establish, construct, own, control, lease, equip,
improve, maintain, operate and regulate an airport; and
WHEREAS A.R.S. § 28 -8413 authorizes the Town of Marana to accept and receive
federal and other monies for the acquisition, construction, enlargement, improvement,
maintenance, equipment or operation of an airport and to enter into agreements regarding the
receipt of such monies; and
WHEREAS the Town and the State desire to, undertake a pavement preservation project
at the Marana Regional Airport and to share in the costs for the project; and
WHEREAS the Town Council finds that entering into the Joint Project Agreement with
the State is in the best interests of the Town and its citizens.
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE '
TOWN OF MARANA, ARIZONA, AS FOLLOWS:
SECTION 1. The Joint Project Agreement (JPA) between the Town of Marana and the
State of Arizona attached to and incorporated by this reference in this resolution as Exhibit A is
hereby approved, and the Mayor is hereby authorized to execute it for and on behalf of the Town
of Marana.
SECTION 2. The Town's Manager and staff are hereby directed and authorized to
undertake all other and further tasks required or beneficial to carry out the terms, obligations, and
objectives of this resolution.
PASSED AND ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF
MARANA, ARIZONA, this 21 st day of February 2012.
Mayor Ed on ea
r
SEAL '�
ATTEST: �� 1 �� APPROVED AS TO FORM:
c yn C. nson, Town Clerk Fr C s dy, ,Town Att ey
Marana Resolution 2012 -12 {00029304.DOC /}
MPD Agreement No JPA 12 -028
AG Contract No P0012011001584
Project No E2S81 -01C
Project Description ADOT Airport
Surface Treatment
Program
Airport AVQ
Marana Regional
Airport
JOINT PROJECT AGREEMENT
BETWEEN
THE STATE OF ARIZONA
AND
TOWN OF MARANA
THIS AGREEMENT is entered into this cl IL day of , 2012, pursuant to Arizona Revised
Statutes, Sections 11 -951 through 11 -954, as amended, by and between the STATE OF ARIZONA acting by
and through the ARIZONA DEPARTMENT OF TRANSPORTATION, herein referred to as the "STATE and
the TOWN OF MARANA, a political subdivision of the State of Arizona, herein referred to as the
"SPONSOR ". The State of Arizona, Arizona Department of Transportation and Town of Marana are
collectively referred to as the "Parties ", and individually as STATE, SPONSOR, and "Party".
I. RECITALS
1. The STATE is empowered by Arizona Revised Statutes Section 28- 8202.D and 28 -401.A to enter into
this agreement and has delegated to the undersigned the authority to execute this agreement on behalf of
the STATE.
2. The SPONSOR is empowered by Arizona Revised Statutes Section 28 -8413 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
SPONSOR.
3. The STATE and SPONSOR desire to share in costs incident to pavement preservation at the Marana
Regional Airport, hereinafter referred to as the Project. It is contemplated that this Project will be
constructed by the STATE during STATE fiscal year 2012. The Project will include crack seal, overlay,
and pavement markings on Taxiway A. The STATE will pay all costs during the Project.
4. The estimated cost of completion is $599,643. The SPONSOR shall contribute 10% of the estimated
cost ($59,964). Payment is due and payable upon signing this Agreement and must be received by
ADOT before Notice to Proceed for construction will be issued.
THEREFORE, in consideration of the mutual agreements expressed herein, it is agreed as follows:
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II. RESPONSIBILITIES
1. The STATE shall:
a. Conduct investigations and prepare to FAA or Local standards design plans, specifications and
such other documents and services required for construction bidding and construction.
b. Call for bids and award one or more construction contracts for the Project, administer same, and
make all payments to the contractor(s).
c. Provide final acceptance of the Project.
d. Subsequent to Project completion, determination of final quantities, and approval and acceptance of
the Project, produce and submit to the SPONSOR a final accounting reconciliation of the Project
costs. In the event that actual Project costs exceed the estimate, the STATE will invoice the
SPONSOR for the remaining contribution required to equal 10% of the actual Project costs. In the
event that the actual Project costs were less than the estimate, the STATE will reimburse the
SPONSOR for any overpayment.
e. Reimburse the SPONSOR for any contribution that exceeded 10% of the final Project costs within
30 days of submitting the final accounting reconciliation of the Project costs to the SPONSOR.
2. The SPONSOR shall:
a. Remit payment of 10% of the estimated cost of completion as documented in the Recitals of this
Agreement to MPD Finance and Administration, Mail Drop 310B, 206 S. 17th Avenue, Phoenix,
AZ 85007. Payment is due and payable upon signature of this Agreement and must be received by
ADOT before notice to proceed for construction will be issued.
b. Provide access to the Airport to the STATE, the STATE's representative, and the contractor for the
purpose of preparing design plans and specifications for the Project, constructing the Project, and
administering the construction of the Project.
c. Coordinate with the STATE and approve safety plans, security plans, phasing plans, and
construction schedules prepared by the STATE.
d. Coordinate with airport users, issue NOTAM's as required, and provide operations support during
construction, as needed.
e. Remit to the STATE the SPONSOR's contribution to the Project, based on the estimate provided,
when submitting the signed copy of this Agreement for final execution.
f. Upon completion and acceptance of the Project by the STATE, provide maintenance of the airport
pavements improved with the Project.
g. Shall abide by and enforce the SPONSOR Assurances incorporated herein as Exhibit A.
h. _ Remit to ADOT within 30 days of receiving an invoice for any additional contribution required
subsequent to the post- completion Project accounting cost reconciliation.
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III. MISCELLANEOUS PROVISIONS
1. This Agreement is governed according to the laws of the State of Arizona. All cited statutes, public
law, executive orders, and policies cited in this Agreement are incorporated by reference as a part of
this Agreement.
2. This Agreement shall become effective upon signature by the parties hereto and shall remain in force
and effect for a period not to exceed 90 days beyond Project completion; provided however, that this
Agreement may be cancelled at any time prior to the commencement of performance under this
Agreement, upon thirty (30) days written notice to the other party.
3. This agreement may be cancelled in accordance with Arizona Revised Statutes Section 38 -511.
4. If the SPONSOR fails to comply with any of this Agreement, the STATE, by written notice to the
SPONSOR, may suspend participation until appropriate corrective action has been taken by the
SPONSOR.
5. The STATE reserves the right to terminate this Agreement in whole or in part due to failure of
SPONSOR to carry out any term, promise, or condition of the Agreement. The STATE will issue a
written notice to SPONSOR for failure to adequately perform, or if there is reason for the STATE to
believe that the SPONSOR cannot or will not adequately perform the requirements of the
Agreement. If SPONSOR does not submit a Corrective Action Plan to the satisfaction of the STATE
within a ten (10) day period, then the STATE , by written notice to the SPONSOR, may terminate
the Agreement in whole or in part. The notice of termination will contain the reasons for termination,
the effective date, and costs incurred prior to termination. The SPONSOR shall reimburse the State
any costs incurred prior to the date of termination.
6. When the continuation of the Project will not produce beneficial results commensurate with the
further expenditure of funds or when funds are not appropriated or are withdrawn for use hereunder,
the STATE may terminate this Agreement. In the case where continuation of the Project will not
produce beneficial results, the STATE and the SPONSOR shall mutually agree upon the termination
either in whole or in part.
7. No waiver of any condition, requirement or right expressed in this Agreement shall be implied by
any forbearance of the STATE to declare a default, failure to perform or to take any other action on
account of the violation of such violation be continued or repeated.
8. All parties shall comply with all applicable Federal, State and local requirements including all
applicable provisions of Title 14 (Aeronautics and Space Chapter I — Federal Aviation
Administration, Department of Transportation) and Title 49 (United States Department of
Transportation) and other applicable Codes of Federal Regulations where and when relevant.
9. The provisions of Arizona Revised Statutes Section 35 -214 are applicable to this contract.
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
Section 12 -1518.
11. This Agreement may be amended upon mutual agreement of the Parties at any time when in the best
interest of the STATE or SPONSOR.
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12. Every payment obligation of the STATE under this Agreement is conditioned upon the availability
of funds appropriated or allocated for the payment of such obligation. If funds are not allocated and
available for the continuance of this Agreement, this Agreement may be terminated by the STATE at
any time. No liability 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 or for any damages as a result of
termination under this paragraph.
13. All, parties shall retain all data, books, and other records relating to this Agreement for a period of
five years after completion of the Agreement. All records shall be subject to inspection and audit by
the STATE at reasonable times as set forth in A.R.S. 35 -214, 49 CFR 18.26 and the requirements of
OMB Circular A -133.
14. Each party (as "Indemnitor ") agrees to indemnify, defend, and hold harmless the other party (as
"Indemnitee ") from and against any and all claims, losses, liability, costs, or expenses (including
reasonable attorney's fees) (hereinafter collectively referred to as "Claims ") arising out of bodily
injury of any person (including death) or property damage, but only to the extent that such Claims
which result in vicarious /derivative liability to the Indemnitee are caused by the act, omission,
negligence, misconduct, or other fault of the Indemnitor, its officers, officials, agents, employees, or
volunteers.
In addition, Arizona Department of Transportation shall cause its contractor(s) and subcontractors, if
any, to indemnify, defend, save and hold harmless the SPONSOR, any jurisdiction or agency issuing
any permits for any work arising out of this Agreement, and their respective directors, officers,
officials, agents, and employees (hereinafter referred to as "Indemnitee ") from and against any and
all claims, actions, liabilities, damages, losses, or expenses (including court costs, attorneys' fees,
and costs of claim processing, investigation and litigation) (hereinafter referred to as "Claims ") for
bodily injury or personal injury (including death), or loss or damage to tangible or intangible
property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or
omissions of Arizona Department of Transportation's contractor or any of the directors, officers,
agents, or employees or subcontractors of such contractor. This indemnity includes any claim or
amount arising out of or recovered under the Workers' Compensation Law or arising out of the
failure of such contractor to conform to any federal, state or local law, statute, ordinance, rule,
regulation or court decree. It is the specific intention of the parties that the Indemnitee shall, in all
instances, except for Claims arising solely from the negligent or willful acts or omissions of the
Indemnitee, be indemnified by such contractor from and against any and all claims. It is agreed that
such contractor will be responsible for primary loss investigation, defense and judgment costs where
this indemnification is applicable.
15. This Agreement is subject to all applicable provisions of the Americans with Disabilities Act (Public
Law 101 -336, 42 USC. 12101 - 12213) and all applicable Federal regulations under the ACT,
including 28 CFR Parts 34 and 36. SPONSOR shall not discriminate against any employee or
applicant for employment in violation of Federal Executive Order 11246, Arizona State Executive
Order 2009 -09, or A.R.S. 41 -1461 through 1465, which mandates that all persons, regardless of
race, color, religion, sex age, national origin or political affiliation shall have equal access to
employment opportunities, and all other applicable state and federal employment laws, rules and
regulations, including the Americans With Disabilities Act. SPONSOR shall take affirmative action
to ensure that applicants for employment and employees are not discriminated against due to race,
creed, color, religion, sex, age, national origin or political affiliation or disability.
16. To the extent applicable under Arizona Revised Statutes Section 41 -4401, each Party and its
subcontractors warrants their compliance with all federal immigration laws and regulations that
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relate to their employees and their compliance with the E- verify requirements under Arizona
Revised Statutes Section 23- 214(A). A breach of the above - mentioned warranty by any Party or its
subcontractors shall be deemed a material breach of the Agreement and may result in the termination
of the Agreement by the non - breaching Parties. Each Party retains the legal right to randomly
inspect the papers and records of the other Parties or its subcontractor employees who work on the
Agreement to ensure that the Parties or its subcontractors are complying with the above - mentioned
warranty.
17. Pursuant to Arizona Revised Statutes Sections 35 -391 and 35 -393, each Party certifies that it does
not have a scrutinized business operation in Sudan or Iran. For the purpose of this Section the term
"scrutinized business operations" shall have the meanings set forth in Arizona Revised Statutes
Section 35 -391 or 35 -393, as applicable. If any Party determines that another Party submitted a false
certification, that Party may impose remedies as provided by law including terminating this
Agreement.
18. Either Party has the right to terminate the Agreement, in whole or in part at any time, when in the
best interests of the STATE, SPONSOR, without penalty or recourse.
19. 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:
For Agreement Issues:
Arizona Department of
Transportation Town of Marana
Contract Sally J. Palmer T. Vanhook, Director of Community Development
Administrator Contracts Administrator Jennifer Mangialardi, Project Coordinator
Mailing Address Multimodal Planning Divisi Public Works Department
Mail Drop 310B 11555 W. Civic Center Drive, Bldg A3
206 S. 17 Avenue Marana, AZ 85653
Phoenix, AZ 85007
Phone 602- 712 -6732 (520) 382 -1909; (520) 382 -2667
Fax 602 - 712 -3046 (520) 382 -2640
Email spalmer @azdot.gov tvanhook @marana.com; jmangialardi @marana.com
For Technical / Program Issues:
Arizona Department of
Transportation Town of Marana
Project Manager Holly L. Hawkins, P.E. Scott Lesko, P.E.
State Airport Engineer CIP Engineering Divison Manager
Mailing Address MPD — Aeronautics Group 11555 W. Civic Center Drive, Bldg A3
Attn: APMS Marana, AZ 85653
Mail Drop 426M
206 S. 17 Avenue
Phoenix, AZ 85007
Phone 602 - 712 -8333 (520) 382-2675
Fax 602- 712 -3838 (520)382 -2640
Email hhawkins @azdot.gov sleska @marana.com
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20. Attached hereto and incorporated herein is the written determination of each party's legal counsel
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 Agreement the day and year first above written.
Town of Marana STATE OF ARIZONA
Arizona Department of
Transportation
. seph ' . Omer, Director
ultimodal Planning Division
(Date) ` ( ate)
Page 6
APPROVAL OF THE TOWN OF MARANA
I have reviewed the above referenced proposed joint partnering agreement, between the STATE OF ARIZONA,
ARIZONA DEPARTMENT OF TRANSPORTATION (STATE), and Town of Marana and declare this
agreement to be in proper form and within the powers and authority granted to Town of Marana under all
applicable laws. No opinion is expressed as to the authority of the STATE to enter into this agreement.
DATED this s' day of , Gf r-t , 2012.
All Attorney for T n of Marana
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SUSAN E. DAVIS
ASSISTANT ATTORNEY GENERAL
TOM HORNE OFFICE OF THE ATTORNEY GENERAL DIRECT LINE: 602 -542 -8855
ATTORNEY GENERAL TRANSPORTATION SECTION E -MAIL: SUSAN.DAVISeAZAG.GOV
JOINT PROJECT AGREEMENT
DETERMINATION
A.G. Contract No. P0012011001584 (JPA 12 -028), an Agreement between The
State of Arizona and Town of Marana — ADOT Airport Surface Treatment Program, has
been reviewed pursuant to A.R.S. § 28 -401, 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: February 29, 2012
TOM HORNE
Attorney General
1 d .�
SUSAN E. DAVIS
Assistant Attorney General
Transportation Section
SED:In: #2611844
Attachment
1275 West Washington, Phoenix, Arizona 85007 -2926 • Phone 602 - 542 -1680 • Fax 602 - 542 -3646
EXHIBIT A
SPONSOR ASSURANCES
These assurances will become a part of this Agreement. The SPONSOR hereby covenants and agrees with the STATE as
follows:
1) That the Project is consistent with plans (existing at the time of approval of the Project) of public entities authorized
by the STATE to plan for the development of the area surrounding the Airport.
2) That it will furnish to the STATE each quarter a current listing of all aircraft based on the Airport.
3) That these covenants shall become effective upon execution of this Agreement for the Project or any portion thereof,
made by the STATE and shall constitute a part of the Agreement thus formed and shall remain in full force and
effect throughout the useful life of the facilities developed under the Project, but not to exceed twenty (20) years.
4) That is the owner or lessee of the property or properties on which the airport is located and that the lease guarantees
that the SPONSOR has full control of the use of the property for a period of not less than twenty (20) years from the
date of this Agreement. All changes in airport ownership or to an airport lease shall be approved by the STATE.
5) To restrict the use of land, adjacent to or in the immediate vicinity of the Airport, to activities and purposes
compatible with normal Airport operations and to take appropriate action including the adoption of appropriate
zoning laws.
' 6) To promote safe airport operations by clearing and protecting the approaches to the airport by removing, lowering,
relocating, marking and/or lighting existing airport hazards and to prevent, to the extent possible, establishment or
creation of future airport hazards.
7) To operate the Airport for the use and benefit of the public and to keep the Airport open to all types, kinds and
classes of aeronautical use without discrimination between such types, kinds and classes; provided that the
SPONSOR shall establish such fair, equal and nondiscriminatory conditions to be met by all users of the Airport as
may be necessary for the safe and efficient operation of the Airport; and provided further, that the SPONSOR may
prohibit any given type, kind or class of aeronautical use of the Airport if such use would create unsafe conditions,
interfere with normal operation of aircraft, or cause damage or lead to the deterioration of the runway or other
Airport facilities.
8) To suitably operate and maintain the Airport and all facilities thereon or connected therewith which are necessary for
Airport purposes and to prohibit any activity thereon which would interfere with its use for aeronautical purposes
and to operate essential facilities, including night lighting systems, when installed, in such manner as to assure their
availability to all users of the Airport; provided that nothing contained herein shall be construed to require that the
Airport be operated and maintained for aeronautical uses during temporary periods when snow, flood or other
climatic conditions interfere substantially with such operation and maintenance.
9) To refrain from entering into any transaction which would deprive the SPONSOR of any of the rights and powers
necessary to perform any or all of the covenants made herein, unless by such transaction the obligation to perform all
such covenants is assumed by another public agency eligible to assume such obligations and having the power,
authority and financial resources to carry out such obligations; and, if an arrangement is made for management or
operation of the Airport by an agency or person other than the SPONSOR, the SPONSOR will reserve sufficient
powers and authority to insure that the Airport will be operated and maintained in accordance with these covenants.
10) To maintain a current Airport Layout Plan (ALP) of the airport, which shows building areas and landing areas,
indicating present and planned development and to furnish the STATE an updated ALP of the Airport as changes are
made.
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