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HomeMy WebLinkAboutResolution 2003-091 IGA with MUSD for use of portable buildingsMARANA RESOLUTION NO. 2003-91 A RESOLUTION OF THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, ARIZONA, AUTHORIZING THE TOWN OF MARANA TO ENTER INTO AND THE MAYOR TO EXECUTE AN INTERGOVERNMENTAL AGREEMENT WITH MARANA UNIFIED SCHOOL DISTRICT IN WHICH THE TOWN WILL RECEIVE PORTABLE BUILDINGS IN EXCHANGE FOR EDUCATIONAL SERVICES. WHEREAS, Marana Unified School District ("MUSD') owns portable buildings that it no longer needs; and WHEREAS, MUSD will provide three portable buildings to the Town of Marana ("Marana") in exchange for certain educational services for schools within the district. NOW, THEREFORE, BE 1T RESOLVED by the Mayor and Council of the Town of Marana, Arizona, authorizing the Town of Marana to enter into and the Mayor to execute an Intergovernmental Agreement with Marana Unified School District in which the Town will receive portable buildings in exchange for educational services. PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona, this 19th day of August, 2003. ATTEST: Mayor BOBBY SUTTON, JR. Marana Resolution No. 2003-91 F. ANN RODRIGUEZ, RECORDER RECORDED BY: NM~ DE~ I RECORDER 1134 PE2 SMARA TOWN OF MARANA ATTN: TOWN CLERK 13251 N LON ADAMS RD MARANA AZ 85653 AMOUNT PAID $ 8.50 INTERGOVERNMENTAL AGREEMENT BETWEEN TOWN OF MARANA AND MARANA UNIFIED SCHOOL DISTRICT NO.6 REGARDING PORTABLE BUILDING EXCHANGE ~~ PORTABLE BUILDING INTERGOVERNMENTAL AGREEMENT BETWEEN TOWN OF MARANA AND MARANA UNIFIED SCHOOL DISTRICT NO.6 This Intergovernmental Agreement (the "Agreement") is entered into between Marana Unified School District NO.6 ("District") and the Town of Marana ("Marana") 1. Authority. District and Marana are authorized to enter into this Agreement pursuant to A.R.S. 99 11-951 et seq. District is also authorized to enter into this Agreement pursuant to A.R.S. 9 15-342 (13). 2. Purpose. The purpose of this agreement is for District to exchange three portable buildings with Marana in exchange for Marana providing certain educational services to District. 3. BuildinQs to Be Provided By District. The District agrees to provide Marana with one portable building from its Transportation Yard and two portable buildings from Mountain View High School for use at one or more properties owned or leased by Marana. All costs of moving and setup of the portable buildings shall be the sole responsibility of Marana. Ownership of the three portable buildings shall pass to Marana upon execution of this Agreement. 4. Services to Be Provided By Marana. Marana agrees to provide the District with the following public education benefits under this Agreement. Marana shall provide at no cost to the District two guided archaeological site tours for each District school during each school year to a site in the Cortaro/District Park, with the understanding that the schools shall be required to make advance reservations with Old Pueblo Archaeology Center ("Old Pueblo"). Each free tour for the District shall be limited to a maximum of forty participants. All other District participation in Old Pueblo's in-park education programs for which fees are normally charged shall be at the fee rates normally charged by Old Pueblo, with advance reservations required. 5. Duration. This Agreement shall become effective upon recorded date and shall continue for a minimum of five years. The term may be extended by mutual agreement of the. parties. 6. Relationship of Parties. It is not intended by this Agreement to, and nothing contained in this Agreement shall be construed to, create any partnership, joint venture or employment relationship between the parties or create any employer-employee relationship between any District employee and any Marana employee. Neither party shall be liable for any debts, accounts, obligations or other liabilities whatsoever of the other, including (without limitation) the other party's obligation to withhold Social Security and income taxes for any of its employees. 7. Hold Harmless: Indemnification. Each party shall, to the extent permitted by Arizona law, indemnify, defend and hold harmless each other party, its officers, departments, employees and agents from, for and against any and all suits, actions, legal or administrative proceedings, claims, demands liens, losses, fines or damages of any kind or nature, including consequential damages, liability, interest, attorneys' and accountants' fees or costs, and expenses of whatsoever kind and nature, which are in any manner directly or indirectly caused, occasioned or contributed to, by reason of any act, omission, fault, negligence, violation or alleged violation of any law, whether active or passive, of any other party hereto, its agents, employees, or anyone acting under its direction, control, or on his behalf, in connection with or incident to the performance of this Agreement. The mutual indemnifications set forth herein are not intended to, and do not, preclude any party from claiming against another party for breach of this Agreement. 8. Notices. All notices shall be in writing and together with other mailings pertaining to this Agreement shall be made to: MARANA: Town Manager T own of Marana 13251 N. Lon Adams Rd. Marana, AZ 85653 DISTRICT: Superintendent Marana Unified School District NO.6 11279 W. Grier Rd. Marana, AZ 85653 COPY TO: Frank J. Cassidy Town Attorney 13251 N. Lon Adams Rd. Marana, AZ 85653 COPY TO: John Richardson DeConcini McDonald Yetwin & Lacy, P.C. 2525 E. Broadway, Suite 200 Tucson, AZ 85716 9. Construction and interpretation. All provisions of this Agreement shall be construed to be consistent with the intention of the parties as expressed in the recitals hereof. 10. Amendment. This Agreement shall not be amended except by written instrument mutually agreed upon and executed by the parties. 2 11. Entire Aqreement. This Agreement, including its exhibits and recitals, constitutes the entire agreement between the parties, and includes all prior oral and written agreements of the parties. 12. Anti-Discrimination. The provisions of A.R.S. 941-1463 and Executive Order Number 75-5 issued by the Governor of the State of Arizona are incorporated by this reference as a part of this Agreement. 13. Leqal Jurisdiction. Nothing in this Agreement shall be construed as either limiting or extending the legal jurisdiction of Marana or the District. 14. Beneficiaries. Nothing in this Agreement, whether express or implied, is intended to confer any rights or remedies under or by reason of this Agreement on any person other than the parties to it and their respective successors and permitted assigns. 15. Timeliness. Each of the parties to this Agreement agrees to take such actions as may be necessary to carry out the terms of this Agreement, and to cause such documents as may be necessary to be executed with reasonable promptness. 16. Non-waiver. The failure of any party to insist, on anyone or more instances, upon the full and complete performance of any of the terms and provisions of the Agreement to be performed on the part of the other, or to take any action permitted as a result thereof, shall not be construed as a waiver or relinquishment of the right to insist upon full and complete performance of the same, or any other covenant or condition, either in full or in part in the future. The acceptance by any party of sums of less than may be due and owing it at any time shall not be construed as accord and satisfaction. 17. Severabilitv. In the event that any provision, or any portion of any provision, of this Agreement or the application thereof, is held invalid, illegal or unenforceable, such invalidity, illegality or unenforceability shall have no effect on the remaining portion of any provision or any other provision, or their application, which can be given effect without the invalid .provision.or application~~lOcl to. this endJhe proYisions. of this Ag reement shalLbe.deemed to be severable. . 3 18. Termination. a. For Cause. Any party hereto may terminate this Agreement for material breach of the Agreement by another party. Prior to any termination under this section, the party allegedly in default shall be given written notice by the other party of the nature of the alleged default. The party said to be in default shall have forty-five (45) days to cure the default. If the default is not cured within that time, the other party may terminate this Agreement. Any such termination shall not relieve either party from liabilities or costs already incurred under this Agreement. b. Force Majeure. A party shall not be in default under this Agreement if it does not fulfill any of its obligations under this Agreement because it is prevented or delayed in doing so by reason on uncontrollable forces. The term "uncontrollable forces" shall mean, for the purposes of this Agreement, any cause beyond the control of the party affected, including but not limited to failure of facilities, breakage or accident to machinery or transmission facilities, weather conditions, flood, earthquake, lightning, fire, epidemic, war, riot, civil disturbance, sabotage, strike, lockout, labor dispute, boycott, material or energy shortage, casualty loss, acts of God, or action or non-action by governmental bodies in approving or failing to act upon applications for approvals or permits which are not due to negligence or willful action of the parties, order of any government officer or court (excluding orders promulgated by the parties themselves), and declared local, state or national emergency, which, by exercise of due diligence and foresight, such party could not reasonably have been expected to avoid. Either party rendered unable to fulfill any obligations by reason of uncontrollable forces shall exercise due diligence to remove any such inability with all reasonable dispatch. c. Funding Sources; Budget; Non-appropriation. This Agreement and all obligations upon the parties arising therefrom shall be subject to any limitation imposed by budget law. The parties affirm that they have within their respective budgets sufficient funds to discharge the obligations and duties assumed under this Agreement. If for any reason any party does not appropriate sufficient monies for the purpose of maintaining this Agreement, this Agreement shall be deemed to terminate by operation of law on the date of expiration of funding. d. Conflict of Interest. Pursuant to A.R.S. S 38-511, the state, its political subdivisions or any department of either, may, within three (3) years after its execution, cancel any contract, without penalty or further obligation, made by the state, its political subdivisions, or any of the departments or agencies of either if any person significantly involved in initiating, negotiating, securing, drafting or creating the contract on behalf of the state,-its political subdivisions or any of the departments or agencies of . either iS,at any time, wbile the contract or any extension of the contract is in effect, an employee or agent of any other party to the contract in any capacity or a consultant to any other party to the contract with respect to the subject matter of the contract. 4 e. Ownership of Property Upon Termination. Any termination of this Agreement shall not relieve any party from liabilities or costs already incurred under this Agreement, nor affect any ownership of the portable buildings described in paragraph 3 of this Agreement. 19. If a party defaults in its obligations under this Agreement and such default is not cured pursuant to paragraph 18(a) hereof, the non-defaulting party shall be entitled to pursue any and all legal and equitable remedies to obtain specific performance or recover damages. TOWN OF MARANA ~~/t~~~. Dated this 17 ~y of ~ ,2003. By: Dated this ~ day of t&-~, 2003. Intergovernmental Agreement Determination The foregoing Intergovernmental Agreement between Marana Unified School District and the Town of Marana has been reviewed pursuant to A.R.S. S 11-952 by the undersigned, who have determined that it is in proper form and is within the powers and authority granted under the laws of the State of Arizona to those parties to the Intergovernmental Agreement represented by the undersigned. Marana Unified School District: ~?()~ Attorney for District T own of Marana: _K'i" 5