Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
Resolution 2015-055 Airport Development Reimbursable Grant Agreement
MARANA RESOLUTION 1V0, 2015 -055 RELATING TO THE MARANA REGIONAL AIRPORT; APPROVING AND AUTHORIZING THE TOWN MANAGER TO EXECUTE AN AIRPORT DEVELOPMENT REIMBURSABLE GRANT AGREEMENT FOR GRANT NUMBER E5 S3N BETWEEN THE STATE OF ARIZONA. BY AND THROUGH THE DEPARTMENT OF TRANSPORTATION AND THE TOWN OF MARANA FOR. THE PURPOSE OF AIDING IN FINANCING A PROJECT OF MASTER PLAN UPDATE, GIS, BUSYNESS PLAN, RATES AND CHARGES STUDY 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 project for the improvement of the Marana Regional Airport and to share in the costs for the project; and 0 WHEREAS the Town has funds available to it to defray the Town's share. of the costs of prod ect; and WHEREAS the Town Council finds that entering into the Airport Development Reimbursable Grant .Agreement with the State is in the best interests of the Town and its citizens. NOW, r1 BE IT RESOLVED BY THE MAYOR AND COUNCIL OF TI--II TOWN OF MARANA, ARIZONA, AS FOLLOWS: SECTION 1. The Airport Development Reimbursable Grant Agreement for Grant Number E5 S3N between the State of Arizona by and through the Department of Transportation and the Town of Marana for the purpose of aiding in financing a Prof ect of Master Plan Update, GIS, Business Plan, Rates and Charges Study attached to and incorporated by this reference in this resolution as Exhibit A is hereby approved, and the Town Manager is hereby authorized to execute it for and on behalf of the Town of Marana. SECTION 2. The Town's Manager and stall 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. Resolution No. 2015 -055 PASSED AND ADOPTED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, this 2nd da of June 2015. Ma Ed Honea ATTEST: o el cl Bronson, Town Clerk APPROVED AS TO FORM: X Z F O .d- Cassid Town Attorne W N ✓N/ Resolution N©. 2015-055 2 Grant Number E5S3N Town of Marana Marana Regional Airport Arizona Department of Transportation Multimodal Planning Division Aeronautics Group Airport Development Reimbursable Grant Agreement Part I THIS AGREEMENT is entered into , 2015, between the STATE OF ARIZONA, acting by and through its DEPARTMENT of TRANSPORTATION, through its Multimodal Planning Division (the "State ") and the Town of Marana, a political subdivision of the State of Arizona, (the "Sponsor ") for a grant of State funds for the purpose of aiding in financing a Project of Master Plan Update, G IS, Business Plan, Rates and Charges Study -- (the "Project "), for the improvement of the Marana Regional Airport (the "Airport "). Recitals: IATJ V W 1 %1MV 1) The Spoxisor desires, in accordance with the authority grajited by Arizona Revised Statutes (A.R.S.) Section 28- -8413, funds from the State for the purpose of airport plaiitiiiig and /or development. 2) The Arizona State Traxisportatioii Board, as approved oil May 15, 2015, and the Director of the Arizona Department of Traiisportatioxi, in accordance with the authority granted by A.R.S. Sections 28 --304, 28 -363, and 28 -401 and Title 28, Chapter 25, A.R.S., have authorized reimbursement to the Sponsor of funds expended for airport plaiiiiing alidlor developniezlt. Now, therefore, in consideration of the foregoing recitals and of the covexaaiits acid agreeineiits made by the parties herein to be kept and performed, the parties agree as follows: Sponsor's Res ponsibifi 1) The Sponsor shall accept this Agreenaeiit within 4 moiitlis of the date of the grant offer cover letter: May 18, 2015. Tills Grant offer, if not accepted by the Sponsor, shall expire at the eiid of the 4- -month period. 2) 41 Sponsor shall commence the Project within 6 inoiltlis of the date the grant was executed by the State. This Project will consist of the airport improvements as described ill Exhibit C. The Spoz - tsor shall proceed with due diligence and complete the Project in a.ccordaiice with the provisiozis of this Agreement. The Sponsor shall provide acid maintain competeiit supervision to complete the Project in conformazice with the plans, specifications and work completion schedule incorporated as part of this Agreemeilt. 3) The Sponsor shall submit connpleted Project Reimbursement aiid Milestone schedules, which slial l be attached hereto, as Exhibit C, Schedules Two acid Three respectively and shall complete the Project within that schedule. Aaiy change Page 1 of 17 Grant Number E553N Town of Marana Marana Regional Airport to the schedule shall be submitted in writing and be approved by the State. A time extension beyond the State's obligation to provide funds herein must be reflected by formal Amendment to this Agreement. 4) The Sponsor shall comply with the Sponsor Assurances and abide by and enforce the General Provisions and Specific Provisions incorporated herein as Exhibits A, B and C respectively. Oblig ations 1) Tlne inniiniinnLlin fuindirng participatioin from the Sponsor shall be tern per cent (14 %) as determined by the State. 2) The maximunn reimbursement available fronn tine State to the Sponsor for this Agreement shall be four hundred fourteen thousand dollars ($414,000). 3) Except as otherwise provided herein, the State's obligation to provide funds hereunder expires upon completion of the efforts required herein or May 15, 2019, whichever is earlier. 4) The State may, after agreeing to provide said funds to the Sponsor, withdraw/terminate the grant if tine Project has not been initiated as evidenced by a Notice to Proceed within d months of the date the grant was executed by the State or has not progressed as scheduled over a period of 12 months. If it becomes necessary to terminate a grant at any time, tine State will reimburse expenses of the Sponsor, approved by the State, up to the time of notification of cancellation. 5) Sponsor acknowledges that in the event of a late payment or reimbursement by the State, tine State shall have no obligation to pay a late payment fee or interest and shall not otherwise be penalized. d) In the case where funds are no longer available or have been withdrawn or not appropriated, or the Project is no longer in the State's best interest, the State shall have the right of termination at its sole option. Tine State shall not reimburse any costs incurred after receipt of the notice of termination. The Governor pursuant to A.R.S. Section 38- 511 hereby puts all parties oil notice that this Agreement is subject to cancellation. Prefimhna wot -k Provisiop Any preliminary work, for which costs for this Project were incurred after March 1, 2015 shall be considered eligible for reimbursement provided that said costs are directly related to the Project oil which this Agreement is written. Tine State shall review related records and determine eligibility at its sole discretion. Page 2 of 17 Grant Number E5S3N Town of Marana Marana Re Airport Part 11 The Sponsor shall approve and attach to this a a resolution b its g overnin g bod that certifies as follows: 1) The Sponsor has the le power and authorit a) to do all thin necessar in order to undertake and carr ut the Project* y 9 b) to accept,, receive and disburse g rant funds from the State hi aid of the Project. 2 Tile $ now has on deposit, or is in a position to secure LV 0 LAS Dollars ($ A- 1(474 DOO ), or an e amount represented b Sponsor's oposedlabor and e costs, for use in defra Sponsor's share of the costs of the Project. The present status of these funds is as follows: - f CYAM 47 - fr L6VL(4!?fO-- (ente► local fu in t and location 3 The Sponsor hereb desi t2 I', if F-�- M M � 5 R Name Title to receive pa rcpresentin the State's share of project costs. vi L W KdZature A-1§ Representative Title ReplVsentative 4 The Sponsor has on file with ADOT the followin vendor identification and address for project pa Sponsor Vendor Id 11: Sponsor Vendor Address: 860331775 01 11555 W Civic (Center Dr Marana AZ 85653 Pyllihito, The followin Exhibits are incorporated herewith and form a part of this A 1-,.xliibit A - Sponsor Assurances Exhibit B - General Provisions Exhibit C - Specific Provisions and Project Schedules Pa 3 of 17 Grant Number E5S3N Town of Marana Marana Re Airport ,qTATF,- State of Arizona Department of Transportation Multimodal Plannin Division B Title: Michael Kies, Assistant Director Date: C) WITNESSED BY: < Si L I Print Name: CoIT'Q, 6 04VW�, Date: IV wli;, ►O "Lck� NIMIRMT61 Town of Marana Marana Re Airport B aL Title: _. �!���%�.[��Q�L���� /����� Date: 3 WITNESSED BY: Si /S Print Name jS� Date: (O � Pa 4 of 17 Grant Number E5S3N Town of Marana Marana Regional Airport EXHIBIT A Sponsor Assurances Upon acceptance of the grant offer by the Sponsor, these assurances will become a part of this Agreement. Tile Sponsor hereby covenants and agrees with the State as follows: General 1) That the Project is consistent with plans (existing at the time of approval of the Project) of political jurisdictions authorized by the State to plan for the development of the area surrounding the Airport and has given fail- consideration to the interest of communities in or near where the Project is to be located. In making a decision to undertake any airport development Project under this Agreement the Sponsor insures that it has undertaken reasonable consultation with affected parties using the Airport at which the Project is proposed. All appropriate development standards of Federal Aviation Administration (FAA) Advisory Circulars, orders, or Federal Regulations shall be complied with. All related state and federal laws shall be complied with. 2) That these covenants shall become effective upon execution of this Agreement for the Project or any portion thereof, made by the State and shall remain in full force and effect throughout the useful life of the facilities or the planning project's duration developed under the grant, but in any event, not less than twenty (20) years from the date of acceptance of the grant offer by the Sponsor. 3) The Sponsor certifies in this Agreement that it is a political subdivision of the State and is the public agency with control over a public use Airport and/or oil behalf of the possible future development of all Airport and is eligible to receive grant funds for the development or possible development of all Airport under its jurisdiction. 4) The Sponsor further agrees it holds good title, satisfactory to the State, to the landing area of the .Airport or site thereof, or will give assurance satisfactory to the State that good title will be acquired. 5) That the Sponsor is the owner or lessee of the property or properties oil 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 all airport lease shall be approved by the State. 6) The Sponsor agrees that it has sufficient funds available for that portion of the project costs which are not to be paid by the State (or the United States). 7) Tile Sponsor agrees to provide and maintain competent supervision to complete the Project in conformance with this Agreement. 8) Preserving Rights and Powers: Tile Sponsor agrees it shall not take or permit any action which would operate to deprive it of any of the rights and powers necessary to perform ally or all of the terms, conditions and assurances ill this Agreement without written permission froze the State, and shall act promptly to acquire, extinguish or modify ally outstanding rights or claims of right by others which would interfere with such performance by the Sponsor. This will be done ill a manner acceptable to the State. The Sponsor shall not sell, lease, encumber or otherwise transfer or dispose of any part of its title or other interests in the property shown oil the airport property neap included in the most recent FAA- approved Airport Layout Plan, or to that portion of the property upon which State funds have been expended, for the duration of the terms, conditions and assurances in this Agreement without approval by the State. if the transferee is found by the State to be eligible under Title 49, United States Code, to assume the obligations of this Agreement and to have the power, authority and financial resources to carry out such obligations, the Sponsor shall Page 5 of 17 Grant Number E5S3N Town of Marana Marana Regional Airport insert in the contract or document transferring or disposing of Sponsor's interest and make binding upon the transferee all the terns, conditions and assurances contained in this Agreement. 9) Public Hearings: In Projects involving the location of ail Airport, an airport runway or a major runway extension, the Sponsor has afforded the opportunity for public hearings for the purpose of considering the economic, social and environmental impacts of the Airport or runway location and its consistency with goals and objectives of such planning as has been carried out by the community and it shall, when requested by the State, submit a copy of such hearings to the State. Finnurial Pursuant to A.R.S. 35 -326 the Sponsor may elect to utilize the Local Government Investment Pool ("LGIII"') maintained by the state treasurer. Tile Sponsor slial 1 request written approval from the State to use the LGI P. Thereafter, the State may deposit the funds authorized by the grant into the Sponsor's account. After approval of the reimbursements by the state, the funds shall be disbursed through the LGIP account to the Sponsor. The disbursements shall be made pursuant to the applicable laws and regulations. The Sponsor shall establish and maintain for each Project governed by this Agreement, art adequate accounting record to allow State personnel to determine all funds received (including funds of the Sponsor and funds received from the United States or other sources) and to determine the eligibility of all incurred costs of the Project. The Sponsor shall segregate and group project costs into cost classifications as listed in the Specific Provisions of Exhibit C. Record Keeiin Tile Sponsor shall maintain accurate records of all labor, equipment and materials used in this Project and that upon reasonable notice, shall make available to the State, or any of their authorized representatives, for the purpose of audit and examination all records, books, papers or documents of the recipient relating to work performed under this Agreement. For airport development Projects, make the Airport and all airport records and documents affecting the Airport, including deeds, leases, operation and use agreements, regulations and other instruments, available for inspection by any duly authorized agent of the State upon reasonable request. Airport Based Aircraft Re orthi The Sponsor shall furnish to the State oil a quarterly basis, a current detailed listing (including-. Registration/N Number, Name, Address and Phone Number of owner) of all based aircraft oil the Airport in a form approved by the State. Airnoi•t Layout Ptaxi 1) The Sponsor shall maintain a current signed/approved Airport Layout Plan (ALP) of the Airport, which shows building areas and landing areas, indicating present and planned development and to furnish the State ail updated ALP of the Airport as changes are made. 2) The Sponsor shall be required to prepare ail ALP for update or revalidation in accordance with current FAA and State standard guidelines. J"he ALP will indicate ally deviations from FAA design standards as outlined in current FAA Advisory Circulars, orders or regulations. A copy of the signed/approved ALP in electronic format shall be forwarded to the State after authentication by FAA or the State. 3) The Sponsor shall assure that there are no changes to the airport property boundaries, together with ally off-site areas owned or controlled by the Sponsor which support the Airport or its operations as a part of this project. Page 6 of 17 Grant Number E5S3N Town of Marana Marana Regional Airport 4} If a chaxige or alteration is made at the Airport which the State determines adversely affects the safety, utility or efficiency of the Airport, or any State funded property oil or off Airport which is jiot in coziforxllity with the ALi" as approved by the State, the Sponsor will, if requested by the State, eliminate such adverse affect izi a mariner approved by the State. Immediate Vicinitv Land Use Restriction The Sponsor shall restrict the use of lajid, ad jaceiit to or ixi the immediate vicinity of the Airport, to activities and purposes compatible with normal airport operations acid to take appropriate actioil. including the adoption of appropriate zollixag laws. In addition, if the Project is for noise compatibility or to protect the 14 CFR Part 77 imaginary surfaces of the Airport, the Sponsor will not cause or permit any change in land use, within its jurisdiction, that will reduce its compatibility, with respect to the Airport, of the Boise compatibility program measures or the imaginary surfaces of the Airport upon which State funds have been expended. Airport of oration 1 } The Sponsor shall promote safe airport operations by clearing ajid protecting the approaches to the Ail by removing, lowering, relocating, marking and/or lighting existing airport: hazards and to prevejit, to the extent possible, establishmejit or creation of future airport hazards. The Sponsor shall take appropriate action to assure such terminal airspace as is required to protect instrument and visual operations to the Airport (including established nninilnum flight altitudes) will be adequately cleared and protected by preveiitiiig the establishment or creation of future ail-poll' hazards. Tile Sponsor shall promptly notify airineti of any colidition affecting aeronautical use of the Airport. 2} The Sponsor further agrees to operate the Airport for the use and benefit of the public acid to keep the Airport open to all types, kinds and classes of aeronautical use without discrimitiatiozi betweezi such types, kixids 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 allay 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. 3} In any agreement, contract, lease or other arraiigemeiit under which a right or privilege at the Airport is granted to airy person, firm or corporation to conduct or engage in any aeronautical activity for furn i sh ijig services to the public at the Airport, the Sponsor shall insert and enforce provisions requiring said person, firm or corporation: a} to furnish services oii a reasonable axed not unjustly discriminatory to all users thereof alid charge reasonable and not unjustly discriminatory prices for each unit or service; b} acid be allowed to make reasoxiable acid nondiscriminatory discounts, rebates or similar types of price reductions to volume purchasers; c} each Fixed Based operator (FBO) acid Ail- Carrier at the Airport shall be subject to the same rates, fees, rentals and other charges as are uniformly applicable to all other FBOs and Ail Carriers making the same or similar uses of the Airport and utilizing the same or similar facilities; d} each Air Carrier usixlg such Airport shall have the right to service itself or to use airy 1 that is authorized or permitted by the Airport to serve any Ail Carrier at the Airport. 4} "File Sponsor shall riot exercise or grant any right or privilege which operates to prevent ally persoli, firill or corporation operating aircraft on the Airport from perfornning ally services oil its owii aircraft with its own employees (including but ]lot limited to mainteiianee, repair acid fueling} that it may choose to perform. In the event the Spoiasor Page 7 of 17 Grant Number E5S3N Town of Marana Marana Regional Airport itself exercises any of the rights and privileges referred to in this assurance, the services involved will be provided oil the same conditions as would apply to the furnishing of such services by a commercial aeronautical operator authorized by the Sponsor under these provisions. 5) The Sponsor shall 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. d) The Sponsor shall not permit ail exclusive rigLt for the use of the Airport by any person providing, or intending to prov i de, aeronautical services to the public. For purposes of this paragraph, providing services at ail Airport by a single FBO shall not be construed as ail "exclusive right" if: a) it would be unreasonably costly, burdensome or impractical for more than one FBO; and b) if allowing more than one FBO to provide such services would require a reduction of space leased pursuant to all existing agreement between a single FBO and the Airport. Note: Aeronautical activities that are covered by this paragraph include, but are not limited to: charter flights, pilot training, aircraft rental, sightseeing, air carrier operations, aircraft sales and services, aerial photography, agricultural spraying, aerial advertising and surveying, sale of aviation petroleum products whether or not conducted ill conjunction with any other aeronautical activity, repair and maintenance of aircraft, sale of aircraft parts, and any other activities which because of their direct relationship to the operation of aircraft can be regarded as ail aeronautical activity. 7) The Sponsor shall terminate any exclusive right to conduct ail aeronautical activity now existing at the Airport before any grant of assistance from the State. However, there shall be no limit oil the duration of the assurances regarding Exclusive Rights and Airport Revenue so long as the Airport: is used as ail Airport:. There shall be no limit oil the duration of the terms, conditions, and assurances with respect to real property acquired with State funds. S} Airport Pavement Preservation Program: The Sponsor certifies that they have implemented all effective pavement preservation management program at the Airport in accordance with Public Law 103 -305 and with the rllost current associated FAA policies and guidance for the replacement, reconstruction or maintenance of pavement at the Airport. The Sponsor assures that it shall use and follow this program for the useful life of the pavement constructed, reconstructed or repaired with financial assistance from the State and that it will provide such reports oil pavement condition and pavement management programs as may be required by the State. Sponsor Transactions The Sponsor shall 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 ail arrangement is made for management or operation of the Airport by ail agency or person other than the Sponsor, the Sponsor shall reserve sufficient powers and authority to insure that the Airport will be operated and maintained in accordance with these covenants or insure that such an arrangement also requires compliance therewith. Page 8 of 17 Grant Number E5S3N Town of Marana Marana Regional Airport Aii *port Revenues Tile Sponsor shall maintain a fee and rental structure for the facilities and services at the Airport which will make the Airport as self-sustaining as possible under the circumstances existing at the particular Airport, taking into account such factors as the volume of traffic and economy of collection. All revenues generated by the Airport: (and ally local taxes established after Dec 30, 1987), will be expended by it for the capital or operating costs of the Airport; the local airport system; or the local facilities which are owned or operated by the owner or operator of the Airport and which are directly or substantially related to the actual air transportation of passengers or property, oil or off the Airport. Disposal of Land 1 } For land purchased under a grant for airport development purposes (it is needed for aeronautical purposes, including runway protection zones, or serve as noise buffer land; and revenue from the interim use of the land contributed to the financial self-sufficiency of the Airport ), the Sponsor shall apply to the State and FAA for permission to dispose of such land. If agreed to by the State and /or FAA, the Sponsor shall dispose of such land at fail market value and make available to the State and FAA all amount that is proportionate to the State and FAA's share of the cost of the land acquisition. That portion of the proceeds of such disposition, which is proportionate to the share of the cost of acquisition of such land, shall be (a) reinvested in another eligible airport development Project or Projects approved by the State and FAA or (b) be deposited to the Aviation Trust Fund if no eligible Project exists. Z} Disposition of such land shall be subject to the retention or reservation of any interest or right therein necessary to ensure that such land will only be used for purposes which are compatible with noise levels associated with operation of the Airport. Wage 9 of 17 Grant Number E5S3N Town of Marana Marana Regional Airport EXHIBIT B General Provisions EmWovment of Consultants The term consultant, as used herein, includes planners, architects and /or engineers. If a consultant is to be used for this Project, the Sponsor agrees to consider at least three (3) consultant firms. If the Sponsor has contracted with or will contract with a consultant oil a retainer basis, the Sponsor assures to the State that prior to entering such a contract, at least three (3) consultants were or will be considered. Tile Sponsor shall submit to the State, for review and approval, a copy of the request for proposals and /or request for qualifications, and the proposed consultant contract prior to its execution and upon award of the contract, a fully executed copy. All requests for qualifications and requests for proposals shall be ill accordance with A.R.S. 34, Chapters 1, 2 and f, and shall include a list of projects and project locations to be awarded project contracts. Contracts 1) Tile Sponsor as all independent entity and not as all agent of the State may obtain the services required in order to fulfill the work outlined in the Project Description as approved by the State for funding in the Airport Capital I niprovernent Program. All contracts awarded to accomplish the project work described ill this Agreement shall state: a) The name of the consultant authorized to perform the work and to communicate oil behalf of the Sponsor; b) The Sponsor must insure that contracts issued under this Agreement comply with the provisions of Arizona Executive order 75 -5 as amended by Arizona Executive Order 99.4, relating to equal opportunity; c) The terms for termination of the contract either for failure to perform or in the best interest of the Sponsor; d) The duly authorized representatives of the State shall have access to any books, documents, papers and records of the consultant and/or contractor which are in any way pertinent to the contract for a period of five years, in accordance with A.R.S. 35-214, for the purpose of making inspections, audits, examinations, excerpts and transcriptions. 2) All contracts shall stipulate and make clear: a) The responsibilities of the consultant to gain authorization for changes oil the Project which may have an affect oil the contract price, scope, or schedule; b) That all construction contractors and sub- contractors hired to perform services, shall be in compliance with A.R.S. 32, Chapter 10. c) That any materials, including reports, compLIter programs or files and other deliverables created under this Agreement are the sole property of the Sponsor. That these items shall be made available to the public. The Contractor /Consultant is not entitled to a patent or copyright oil these materials and may not transfer the patent or copyright to anyone else. d) That any travel shall be reimbursable by the State only within the rules and costs in accordance with the State of Arizona Travel Pol icv. Page 10 of 17 Grant Number E5S3N Town of Marana Marana Regional Airport Conflict of Interest Eacil. consultant submitting a proposal shall certify that it shall cornply with, in all respects, the rules of professional conduct set forth in Arizona Adininistrative Code R4-30-30 1. In addition, a conflict of interest sliall be cause for disqualifying a consultant from consideration; or terminating a contract if the conflict sliould occur after the contract is made. A potential conflict of interest includes, but is not limited to: 1) Accepting all assignment where duty to the client would conflict with the consultant's personal interest, or interest of another client. 2) Perform i rag work for a client or liav i ng all interest wia icli conflicts w itli til i s contract. Reports ]File Sponsor shall submit rnontlily status reports during planning, shall submit monthly status reports during design, and shall submit weekly reports during construction. All reports shall reflect, at a minimum, the progress accolrrplislied in relation to the Grant and Project schedules and milestones, the reasons for any changes, and the recommended corrections of problems encountered. Upon completion of the Project, the Sponsor shall submit a letter to the State specifying that the Project leas been completed to their satisfaction and that the consultant and the contractor leave completed their contractual responsibilities. Chaff Any changes to the consultant contract, authorized by the Sponsor, that include additional funds, time and /or scope, shall be by amendment and shall be approved by the State prior to being made in order to be eligible for reimbursement. Approval of a change by the State shall not obligate the State to provide reimbursernent beyond the maximum funds obligated by this Agreement. Any increase to the amount of funds authorized hereunder, to the expiration date of this agreement, or to the scope of work included in this agreement must be by formal arnendrlient, and signed by all parties. Any changes to tine contract documents, authorized by the Sponsor, must be approved by the State prior to ally clialiges being made in order to be eligible for reimbursement. Audit Upon completion of the Project, the Sponsor agrees to Dave are audit performed. 'ne audit exarnination relay be a separate project audit or in accordance with the Single Audit Act of 1984 (Single Audit). if the Sponsor is required under law to Dave a Single Audit, this Project shall be considered for inclusion in the scope of exanlina.tion. '"fie Sponsor shall keep all project accounts and records wli icli fully disclose the amount and disposition by the recipient of the proceeds of the grant, the total cost of the Project in connection with wliicli the grant is given or used, and the arnount or nature of that portion of the cost of the Project supplied by other sources, and such other financial records pertinent to the Project. The accounts and records will be kept in accordance with A.R.S. 35 -214. III any case in wliicli all independent audit is made of the accounts of a Sponsor relating to the disposition of the proceeds of a grant relating to the Project in connection with wllicli the grant was given or used, it shall file a certified copied of suc11 audit with the State not later than six (6) months following the close of the fiscal year in which the audit was nia.de. Page l l of 17 Grant Number E5S3N Town of Marana Marana Regional Airport The Sponsor shall make available to the State or any of their other duly authorized representatives, for the purpose of audit and examination, any books, documents, papers and records of the recipient that are pertinent to the grant. The Sponsor further- agrees to provide the State a certified copy of the audit report. The State is to determine the acceptability of this audit. Suspension If the Sponsor fails to comply with any conditions of this Agreement, the State, by written Notice to the Sponsor, may suspend participation and withhold payments until appropriate corrective action has been taken by the Sponsor. Costs incurred during a period of suspension may not be eligible for reimbursement by the State. Failure to Perform If the Sponsor fails to comply with the conditions of this Agreement the State, may by written notice to the Sponsor, terminate this Agreement in whole or in part. The notice of termination will contain the reasons for termination, the effective date, and the eligibility of costs incurred prior to termination. The State shall not reimburse any costs incurred after the date of termination. Termination for Coii vexiience 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. In the case where funds are no longer available or have been withdrawi or not appropriated, or the Project is no longer in the State's best interest, the State shall have the right of termination as its sole option. 'rhe State shall not reimburse any costs incurred after receipt of the notice of termination. The Governor pursuant to A.R.S. Section 38 -511 hereby puts all parties oil notice that this Agreement is subject to cancellation. Waivei- by State 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 oil account of any violation that continues or repeats. Compliance with Laws The Sponsor shall comply with all Federal, State and Local laws, rules, regulations, ordinances, policies, advisory circulars, and decrees that are applicable to the performance hereunder. A rhitratian In the event of a dispute, the patties agree to use arbitration to the extent required by A.R.S. Section 12 -1518. Jurisdiction Any litigation between the Sponsor and the State shall be commenced and prosecuted in an appropriate State court of competei - it,jurisdiction within Maricopa County, State of Arizona. Page 12 of 17 Grant Number E5S3N Town of Marana Marana Regional Airport Excess of Payments If it is found that the total payments to the Sponsor exceed the State's share of allowable project costs, the Sponsor shall promptly return the excess to the State. Final determination of the State's share of allowable costs shall rest solely with the State. Any reimbursement to the Sponsor by the State not in accordance with this Agreement or unsubstantiated by project records will be considered ineligible for reimbursement and shall be returned promptly to the State. State Inspectors At any time and /or prior to final payment of funds for work performed under this Agreement, the State may perform all inspection of the work performed to assure compliance with the terms herein and to review the workmanship of the Sponsor's contractors and/or consultants. No inspector is authorized to change any provisions of this Agreement or any provisions of Agreements between the Sponsor and the Sponsor's contractor and /or consultant. Indemnification The State of Arizona, acting by and through the Arizona Department of Transportation, does not assume any liability to third persons nor will the Sponsor be reimbursed for the Sponsor's liability to third persons resulting from the performance of this Agreement or any subcontract hereunder. Tile Sponsor shall indemnify and hold harmless the State, any of their departments, agencies, officers and employees froill any and all liability, loss or damage the State may suffer as a result of claims, dernands, costs or judgments of any character arising out of the performance or non - performance of the Sponsor or its independent contractors in carrying out any provisions of this Agreement. In the event of any action, this indemnification shall include, but not be limited to, court costs, expenses of litigation and reasonable attorney's fees. Re wired Provisions Deemed Inserted Each and every provision of law and clause required by law to be inserted in this Agreement shall be read and enforced as though it were included herein, and if through mistake or otherwise any such provision is not inserted, or is not correctly inserted, then upon the application of either party, this Agreement shall forthwith be physically amended to make such insertion or correction. Proper! Proper!y of the Sponsor and State Any materials, including reports, computer programs or files and other deliverables created under this Agreement are the sole property of the Sponsor. The Contractor /Consultant is not entitled to a patent or copyright oil these materials and may not transfer the patent or copyright to anyone else. The Sponsor shall give the State unrestricted authority to publish, disclose, distribute and otherwise use at no cost to the State any of the material prepared in connection with this grant. At the completion of the project, the Sponsor shall provide the State with an electronic copy, in a format useable by the State, and one hard copy in a format useable by the State, of final plans, specifications, reports, planning documents, and /or other published materials as produced as a result of this project. Wage 13 of 17 Grant Number E5S3N Town of Marana M.arana Regional Airport EXHIBIT C Specific Provisions and Project Schedules Provisions for Planning Financial Cost Catm ories The Sponsor shall segregate and group project costs in categories as follows: 1) "Planning" (as applicable), including consulting services. 2) "Sponsor Administration" directly associated with this Project (not to exceed S% of planning consulting services). 3) "Sponsor Force Account" contribution (if applicable). 4) "Other" with prior approval of the State. Planning Documents 1) The Sponsor shall include in all published material in connection with the planning Project a notice that the material was prepared under a grant provided by the State. The Sponsor shall give the State unrestricted authority to publish, disclose, distribute and otherwise use any of the material prepared in connection with this grant. 2) The Sponsor shall make planning material available for examination by the public and agrees that no material prepared with funds under this Project shall be subject to copyright. That approval of this Project grant or approval of the planning material developed as a part of this grant does not constitute or imply assurance or commitment oil the part of the State to approve pending or future application for a State grant oi• funding. 3) The Sponsor shall appoint a Planning Advisory Committee (PAC) for this Project, which will have the opportunity to furnish information, and review the plan as it is developed. Members of the PAC shall be as deemed appropriate to address the special issues of the Project, except that at least one member shall be a non - aviation citizen of the area, and one shall be a representative of the ADOT Aeronautics Croup. An invitation will be given to the affected military installations and the Arizona State Land Department (as appropriate) to participate oil the Planning Advisory Committee. The Sponsor shall bold a minimum of three meetings throughout the Project, including a iniiiinnuni of two meetings between the Sponsor, the consultant, and the PAC. A inininnum of one public meeting shall be held during the Project. The Sponsor may not accomplish the final acceptance of the plan until the State has reviewed and commented oil the work performed. The comments provided by the State shall not be construed as approval of the planning document. 4) If the planning performed under this Agreement covers an existing or future airport not located on properties owned or leased by the Sponsor, the Sponsor agrees to obtain full control of the property for a period of not less than twenty (20) years. All changes to airport ownership or to any airport lease slia -11 be approved by the State. S) At the completion of the Project, the Sponsor agrees to provide an electronic copy, in a format usable by the State, of final plans, planning documents, and/or other published materials produced as a result of this planning Project. Page 14 of 17 Grant Number E5S3` 'fown of Marana Marana Re Airport Project Schedules for Plannin The Schedule Fornis are Intended to identif and monitor pr scope, costs, and basic milestones that will be encountered durin various pluses of the Project. The Sponsor slial I complete these three schedules showin the pi- description and total costs, pr reimbursements ( cash flow schedule and pr milestones.. Schedule One shows the total Pr estimated costs associated with each share - State and Federal and Local. Schedule 'Ywo shows a projected casli flow for State funds onl Tile Sponsor is to estimate re to the State for Pro reimbursement. Schedule Three shows anticipated dates of Pr milestones. These schedules will be Used to keep track of the Pr pro Be sure to develop realistic schedules. As the proj ect pro and the ori reimbursement schedule and or milestone dates chan the Sponsor must subm it a revised Schedule to the State for approval. Schedule One Project Description and Fundin Allocation Detailed Pro Description: Master Plan Update, GIS, Business Plan, Rates and Char Stud Project Cost Cate Total Estimated Pro Cost Estimated Local Share Estimated Federal Share Estimated State Share* Plannin Costs $ q6q 09(a I $ HGS q09 $ -� $ 409 � �� Sponsor Adnifflisti-ation" $ $ S91 $ $ Sponsor Force Account Work*** $ $ $ $ Otlier $ $ $ Total Pi-o Costs $ q ,000 $ 1414,000 *Total of this column to be Used in SchedUle. Two. Sponsor Administration is not eli for rei III bUrsenient above 5% of the plaimin C011SUltin service costs. *** All force account work is to be approved b the State pi-iot• to the g rant a bein si Pa 15 of 17 Grant Number E5S3N I of Marana Marana Regional Ail -port Schedule Two Planning Project Reimbursement Schedule The Sponsor Must complete this Project Rei mbursement S sh owing th projected cash flow of State grant funds only for this Project. Projections xllust include all consultant and contractor services. The reimbursement schedule should be a realistic schedule and will be used to keel) track of a project's progress. Reimbursement requests must be sLibilutted regularly by the Sponsor while the grant is active. The cash flow should reflect when a request is submitted to the State, not when invoices are paid by the Sponsor. Instructions: 1) For " Total State Funds below, eilter the Total Project Costs /Estimated State Share f r o n - i Schedule One. 2) F or each month /year, indicate the projected reimbursement request ailloi_int for State Funds 0 (use whole dollars only, e.g. $540 or $1,300). 3) Continue the process by entering a Zero (o) in the month /year for which no reimbursement is anticipated and/or a dollar aillolillt of the reimbursement, unti the total State funds are accounted for in the cash flow. Tate State Funds $ - - 414,000 Projected Reimbursement Requests /State Cash Flow Calendar Year Jan Feb Mar Apr May Jun 2013 - -- $ $ $ $ $ $ 2014 $ $ $ 2015 $ $ $ $ $ $ 2016 $ 30 000 $ o 00 0 $ 1 ;2 5 0 00 $ a 5 �a� $ C)Dv $ 2017 $ $ $ $ $ $ Ca /endar -- Year Jul Aug Sep Oct Nov Dec 20l 3 -- - 2014 S' $ $ $ $ -- $ $ $ $ $ $ Zo 15 VO 0 0 $ 5 $ a oao $ a 5 ��v $ �o oozy $ a AzkL- 2016 $ S v $ as $ S o00 $ al, po $ 2017 $ $ $ $ $ $ Grrants expire 4 years from the date approved by the State Transportation Hoard. The Sponsor shall schedule the work to be completed within the 4 years. 1'�ge 16 of 17 Grant Number E5S3N Town of Marana Marana Re Airport Schedule Three Plannin Project Milestones Milestone Duration Guidelines The below duration periods are intended to provide g uidelines for y ou to consider. These are avera time periods (III calendar da but it is understood these periods ma var b Sponsor and Project, and are subject to modification. If an entr on the form is not applicable write N/A. 1 The Consultant Selection Phase for all Pro re of t is approximatel ninet ( 90 ) da but should not exceed one hundred ei ( 1 S0 da 2 The Plannin Phase is sub to the t and complexit of the Pro however, most plannin pro can be accomplished within seven hundred thirt ( 730 ) da 3 State review periods should be fifteen ( 1 S da Milestones Duration H of Da Start Date Completion Date Proposed Proposed Consultant Selection Phase nim/dd/ mm/dd/ Submit Scope for State Review/Approval* Submit Contract for State Review/Approval Award Consultant Conti-act Plannin Phase 3 (CL5 Sponsor Issue Notice to Proceed (01 1� Submit Aircraft Forecasts to FAA First Plannin Advisor Committee Meeting lot t8 Public Workshop l'inal Plannin Advisor Committee Meetin L4 Submit Final Draft to FAA and State LO (0 Final Phase Master Plan Approval of Board/Council Submit Final Report and Draft ALP Ilk Submit Approved ALP to State Submit Final Reimbursement Re and Sponsors Closeout Letter \0� The solicitation for q ualifications and the resultin service a must containa list of projects, includin this g rant project, per A.R.S. 34, Chapter 6 Pa 17 of 17