HomeMy WebLinkAboutProperty #: P26-007 - 3/17/2026 P26-007
ACCESS LICENSE AND INDEMNITY AGREEMENT
This Access License and Indemnity Agreement (hereinafter "Agreement") is made by and
between Maricopa County, a political subdivision ("the County") and the City of Glendale, a
municipal corporation organized under the laws of the State of Arizona ("Glendale") and their
respective employees, consultants, contractors, agents, assigns and successors in interest, and is
effective as of the date of the signature of the last party to sign this Agreement("Effective Date").
WHEREAS, Glendale currently owns the following real property in Glendale, Arizona,
generally located at the southeast corner of Glen Harbor Blvd and Northern Avenue, which is
legally described in Exhibit A-1 and depicted in Exhibit A-2 ("Property");
WHEREAS, Maricopa County requested access to a portion of the Property to support
certain activities associated with development of the West Valley Animal Shelter, and Glendale has
agreed to grant access to that portion of the Property identified in Exhibit A-1 and depicted in
Exhibit A-2 as the WVACC-TCE/License ("License Area") in accordance with the terms and
conditions of this Agreement;
THEREFORE, in consideration of the mutual promises and covenants contained herein
and other good and valuable consideration, the receipt of which is hereby acknowledged, and with
the intent to be legally bound, Maricopa County and Glendale hereby covenant and agree as
follows:
DEFINITIONS
As used in this Agreement, the following terms shall have the meaning set forth below:
a) "Contractor" means any Contractor and/or its subcontractors retained by the
County to haul truckloads onto and/or across the Property.
b) "Environmental Condition" means any condition with respect to soil, surface
water or groundwater at, from or below the Property or other conditions present at
the Property. Such conditions need not be in violation of Environmental Laws (as
herein defined) or require remedial action and/or could result in claims, demands,
and/or liabilities to third parties, including but not limited to governmental
entities.
c) "Environmental Laws" shall include, without limitation, federal, state, local, and
regional statutes, rules, regulations, and the common law relating to all
environmental media (i.e., air, soil and water), including, without limitation, the
Arizona Environmental Quality Act, contained in Title 49 of the Arizona Revised
Statutes, as amended; the Comprehensive Environmental Response,
Compensation and Liability Act of 1980, as amended, 42 U.S.C. Section 9601, et
seq. ("CERCLA"); the Resource Conservation and Recovery Act of 1976, as
amended, 42 U.S.C. Section 6901, et seq. ("RCRA"); the Hazardous Materials
Transportation Act, as amended, 49 U.S.C. Section 1801, et seq. ("HMTA"); the
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Clean Air Act, as amended, 42 U.S.C. Section 7401, et seq.; the Emergency
Planning and Community Right-To-Know Act of 1986, as amended, 42 U.S.C.
Section 11001 et seq. ("EPCRA"); the Federal Insecticide, Fungicide, and
Rodenticide Act, as amended, 7 U.S.C. Section 136, et seq.; the Clean Water Act,
as amended, 33 U.S.C. Section 1251, et seq.; the National Environmental Policy
Act, as amended, 42 U.S.C. Section 4321, et seq.; the Occupational Safety and
Health Act, as amended, 29 U.S.C. Section 651 et seq.; the Endangered Species
Act, as amended, 16 U.S.C. Section 1531, et seq.; the Rivers and Harbors Act of
1899, as amended, 33 U.S.C. Section 401 et seq.; the Oil Pollution Act of 1990, as
amended; the Pollution Prevention Act of 1990, as amended; the Safe Drinking
Water Act, as amended, 42 U.S.C. Section 300[fJ et seq.; the Toxic Substances
Control Act, as amended, 7 U.S.C. Section 136 et seq. ("TSCA"); any regulations
promulgated under or pursuant to any of the foregoing; and all other federal, state,
and local laws, ordinances, statutes, codes, rules, regulations, orders, and decrees
now in effect relating to the release or threat of release of Hazardous Material at
or from the Property.
d) "Haul and Construction Activities" means the activities, including ingress and
egress of truck traffic,to be performed on the County's behalf, along with temporary
parking, storage of construction equipment, administrative offices, toilets and roll-
off dumpsters that may change, alter, minimize exacerbate, or otherwise affect any
physical condition, including any Environmental Condition, of the Property as it
existed on the Effective Date of this Agreement between the parties.
e) "Hazardous Material(s)" means, without limitation, any hazardous waste, solid
waste or toxic materials, hazardous substances, pollutants, or contaminants
located at or emanating from the Property, as defined in the applicable
Environmental Laws described herein.
TERMS AND CONDITIONS
1. The County hereby expressly agrees to comply, and to ensure that its Contractor
complies with all Environmental Laws in performing the Haul and Construction Activities at, on or
across the License Area.
2. In consideration of the foregoing provision, Glendale hereby grants the County and
any Contractor the right to enter and access the License Area for the purpose of conducting the Haul
and Construction Activities during the term of this Agreement. Glendale does not grant a right to
enter and access or conduct any other activities on the Property beyond the License Area.
3. The County shall follow standard industry practices for assuring sufficient clearance
of all utilities, lines and other structures prior to undertaking any Haul and Construction Activities
at, on or across the License Area. The County will also comply with all relevant federal, state and
Glendale motor vehicle and traffic laws during the course of its activities at, on or across the
License Area.
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4. Glendale understands that the Haul and Construction Activities will, among other
things, disturb vegetation and soil on the License Area. The County shall restore any disturbed
land to substantially the same condition as existed prior to the County's construction activities.
Such restoration shall include restoring any feature of the Property, including any pavement,
asphalt, concrete, soil, vegetation, utility line, structure or other permanent fixture to its preexisting
condition at the County's sole expense. All restoration work shall be conducted according to
standard industry practices.
5. Glendale shall not be responsible and makes no warranties or representations about
the security for, any vehicles, equipment, tools and other materials of the County or Contractor
used, stored, or related to the Haul and Construction Activities on the License Area. The safety and
responsibility for any vehicles, equipment, tools and other materials used on the License Area, or
left on the Property at the conclusion of each day, are the sole responsibility of the County or
Contractor.
6. The County agrees to procure and maintain, until all its obligations, including any
warranty periods under this Agreement, are satisfied, insurance against claims for injury to
persons or damage to the Property which may arise from or in connection with the performance
of the Haul and Construction Activities hereunder by the County and/or its Contractor.
The insurance requirements herein are minimum requirements for this Agreement and in
no way limit the indemnity covenants contained in this Agreement. The City of Glendale in no
way warrants that the minimum limits contained herein are sufficient to protect the County from
liabilities that might arise out of the performance of the activities under this Agreement by the
County, its agents, representatives, employees or Contractors, and the County is free to purchase
such additional insurance as may be determined necessary.
a. MINIMUM SCOPE AND LIMITS OF INSURANCE: The County shall provide
coverage with limits of liability not less than those stated below:
1. Commercial General Liability—Occurrence Form
Policy shall include bodily injury, property damage, personal and advertising injury
and broad form contractual liability and XCU coverage.
• General Aggregate $4,000,000
• Products—Completed Operations Aggregate $1,000,000
• Personal and Advertising Injury $1,000,000
• Damage to Rented Premises (if applicable) $ 100,000
• Each Occurrence $2,000,000
A. The policy shall be endorsed to include the following additional
insured language: "The City of Glendale, and directors, officers,
officials, agents and employees (hereinafter referred to as
"Indemnitee") shall be named as additional insureds with respect
to liability arising out of the activities performed by or on behalf
of Maricopa County, a political subdivision." Such additional
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insured shall be covered to the full limits of liability purchased by
the County, even if those limits of liability are more than those
required by this Agreement.
B. Policy shall contain a waiver of subrogation in favor of the "City
of Glendale, and its directors, officers, officials, agents and
employees" for losses arising from work performed by or on
behalf of the County.
2. Business Automobile Liability
Bodily Injury and Property Damage for any owned, hired, and/or non-owned vehicles
used in the performance of this Agreement.
• Combined Single Limit (CSL) $2,000,000
A. The policy shall be endorsed to include the following additional
insured language: "The City of Glendale, and its directors,
officers, officials, agents and employees shall be named as
additional insureds with respect to liability arising out of the
activities performed by or on behalf of Maricopa County, a
political subdivision, involving automobiles owned, leased, hired
or borrowed by the County." Such additional insured shall be
covered to the full limits of liability purchased by the County, even
if those limits of liability are more than those required by this
Agreement.
B. Policy shall contain a waiver of subrogation endorsement in favor
of the "City of Glendale, its directors, officers, officials, agents
and employees" for losses arising from work performed by or on
behalf of the County.
3. Worker's Compensation and Employers' Liability
• Workers' Compensation Statutory
• Employers' Liability
Each Accident $2,000,000
Disease—Each Employee $2,000,000
Disease—Policy Limit $2,000,000
A. Policy shall contain a waiver of subrogation endorsement in favor
of the "City of Glendale, its directors, officers, officials, agents
and employees" for losses arising from work performed by or on
behalf of the County.
B. This requirement shall not apply to: Separately, each the County
or Contractor exempt under A.R.S. § 23-901, AND when such the
County or Contractor executes the appropriate waiver (Sole
Proprietor/Independent Consultant) form.
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a. ADDITIONAL INSURANCE REQUIREMENTS: The policies are to contain, or
be endorsed to contain, the following provisions:
1. The County's policies shall stipulate that the insurance afforded by
the County shall be primary insurance and that any self-insurance,
insurance or excess insurance carried by its agents, officials,
employees or the City of Glendale shall be excess and not contribute to
it.
2. Coverage provided by the County shall not be limited to the liability
assumed under the indemnification provisions of this Agreement.
b. NOTICE OF CANCELLATION: With the exception of (10) day notice of
cancellation for non-payment of premium, any changes material to compliance with
this Agreement in the insurance policies above shall require (30) days written notice
to the City of Glendale. Such notice shall be sent directly to the City of Glendale
Engineering Department (the Department).
c. ACCEPTABILITY OF INSURERS: The County's insurance shall be placed with
companies licensed in the State of Arizona or hold approved non-admitted status on
the Arizona Department of Insurance List of Qualified Unauthorized Insurers.
Insurers shall have an "A.M. Best" rating of not less than A- VII. The City of
Glendale in no way warrants that the above-required minimum insurer rating is
sufficient to protect the County from potential insurer insolvency.
d. VERIFICATION OF COVERAGE: The County shall furnish the City of Glendale
with certificates of insurance (ACORD form or equivalent) as required by this
Agreement or equivalent Self-Insurance Memo. The certificates for each insurance
policy are to be signed by an authorized representative. All certificates and
endorsements are to be received and approved by the City of Glendale before work
commences. Each insurance policy required by this Agreement must be in effect at or
prior to commencement of work under this Agreement and remain in effect for the
duration of the project. Failure to maintain the insurance policies as required by this
Agreement, or to provide evidence of renewal, is a material breach of this Agreement.
All certificates required shall be sent directly to the Department. The City of
Glendale project/contract number and project description are to be noted on the
certificate of insurance. The City of Glendale reserves the right to require complete
copies of all insurance policies required by this Agreement at any time.
e. CONTRACTORS: The County's certificate(s) shall include all Contractors as
insureds under its policies or the County shall furnish to the City of Glendale separate
certificates for each Contractor. All coverages for Contractors shall be subject to the
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minimum requirements identified above. The County may at its discretion furnish as
partial coverage for a Contractor, certificates with lesser limits of liability than the
minimum amounts identified above, provided that the County also includes said
Contractor as insured under the County's insurance for all amounts exceeding such
lesser limits of liability.
f. APPROVAL: Any modification or variation from the insurance requirements in this
Agreement shall be made by the contracting agency in consultation with Glendale's
Risk Manager. Such action will not require a formal contract amendment but may be
made by administrative action.
7. The County acknowledges the risks associated with the Haul and Construction
Activities and agrees that Glendale shall bear no responsibility or liability for any damage, loss,
interference or personal injury or death suffered by the County, Contactor or any other person or
third party resulting in whole or in part arising from the acts, omissions or negligence of the County
or Contractor.
8. The County covenants and agrees that to the fullest extent permitted by law, the
County must defend, indemnify, and hold harmless Glendale and its elected officials, officers,
employees and agents (each, an "Indemnified Party," collectively, the "Indemnified Parties") for,
from, and against any and all claims, demands, actions, damages, judgments, settlements,
personal injury (including sickness, disease, death, and bodily harm), property damage
(including loss of use), infringement, governmental action and all other losses and expenses,
including attorneys' fees and litigation expenses (each, a "Demand or Expense" collectively
"Demands or Expenses") asserted by a third-party (i.e. a person or entity other than Glendale or
the County) and that arises out of actual or alleged bodily injury or personal injury of any person
(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 the County or any of
the County directors, officers, agents, employees, volunteers or Contractors. This indemnity
includes any claim or amount arising or recovered under the Workers' Compensation Law or
arising out of the failure of the County to conform to any federal, state or local law, statute,
ordinance, rule, regulation or court decree.
9. Term. The term of this Agreement is one year. It begins on the Effective Date and
expires on the one-year anniversary of the Effective Date. The parties may, however, extend the
term for 4 one-year renewal terms in a formal extension or amendment, signed by both parties.
Notwithstanding the duration of the initial term and any renewal tern, Glendale may immediately
terminate the County and any Contractor's right to enter and access the License Area for the failure
to comply with any obligation under this Agreement.
10. Non-Discrimination. Glendale agrees to comply with all provisions and requirements
of Arizona Executive Order 2009-09, including flow down of all provisions and requirements to
any subcontractors. Executive Order 2009-09 supersedes Executive Order 99-4 and amends
Executive Order 75-5 and is hereby incorporated into this Agreement as if set forth in full herein.
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During the Term of this Agreement, Glendale shall not discriminate against any employee,
client, or any other individual in any way because of that person's age, race, creed, color,
religion, sex, disability, or national origin. (Arizona Executive Order 2009-09 can be viewed at
https://apps.azsos.gov/public services/register/2009/46/governor.pdf)
11. Conflicts. This Agreement is subject to A.RS. 38-511 and may be canceled
by County pursuant thereto without any penalty or liability to County.
12. Notices. All notices required under this agreement to be given in writing shall be sent
to:
Maricopa County Real Estate Department:
Attn: Alex Smith, Director
2801 W. Durango Street
Phoenix,Arizona 85009
Alex.smith,a maricopa.gov
The City of Glendale:
Attn: Patrick Banger, City Manager
5850 W. Glendale Avenue Glendale Arizona 85301
pbanger@glendaleaz.com
With copies to:
Michael Bailey
mbailey kglendaleaz.com
Tangella Diaz, Real Estate Administrator
tdiaz(eijt:lendaleaz.c om
THE REST OF THE PAGE INTENTIALLY LEFT BLANK
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Docusign Envelope ID:FOEEEE08-16CC-47A5-A65B-4ED1D53F6E2C
C-78-26-042-X-00
BnS:04.08.2026
IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed below:
Maricopa County Board of Supervisors
BY:
Signed by:
4/9/2026
EE505D04,5587254" .
Chair, Board of Supervisors Date
ATTEST:
ESigned by:
aka 4/9/2026
—A10B388EBu5ASL -
Clerk of the Board Date
An P
P,r,bps to form:
4/1/2026
�ns��esxne9anzx
Deputy County Attorney Date
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CITY OF GLENDALE, ARIZONA
a municipal )oration
By
Patrick S. Banger, Ci Manager
Date
ATTEST:
Julie K. Bower, City Clerk
APPROVED AS TO FORM AND AS WITHIN THE
POWERS AND AUTHORITY GRANTED UNDER
THE LAWS OF THE STATE OF ARIZONA TO
THE CITY OF GLENDALE:
B% �\
�NIIL D. B; ley, City Attorn<
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EXHIBIT "A-1"
Project: West Valley Animal Care and Control
Item No.WVACC-TCE/License
LEGAL DESCRIPTION FOR TEMPORARY CONSTRUCTION EASEMENT and LICENSE
A portion of a tract of land owned by the City of Glendale, described and depicted in instrument
20070817935, Maricopa County Recorder;
Said portion lies in the Northeast quarter of Section 5, Township 2 North, Range 1 East of the Gila and
Salt River Meridian,Maricopa County, Arizona and is more particularly described as follows:
Commencing at the North quarter corner of said Section 5 from which the Northeast corner of said
section bears North 88°54'49"E, 2625.88 feet;
Thence, along the North line of said section,North 88°54'49"E, 502.33 feet;
Thence, departing said north line, South 01"05'11"East, 80.00 feet to the Northeast corner of the City
of Glendale property and the POINT of BEGINNING;
Thence, along the East line of said property, South 0091'55"West, 186.71 feet to the Southeast
corner of said property;
Thence, along the South line of said property,North 86°29'38"West, 79.45 feet;
Thence, continuing along said South line and extension thereof,North 87°41'43"West, 368.93 feet to
the East right of way line of Glen Harbor BLVD;
Thence, along said East line,North 0091'55"East, 148.10 feet;
Thence,North 44°33'22"East, 14.90 feet.
Thence,parallel with and 80.00 feet south of the North line of said section,North 88°54'49"E,437.69
feet to the Northeast corner of the City of Glendale property and the POINT of BEGINING;
The above described parcel contains 76,969 square feet or 1.767 acres more or less and is depicted in
the attached Exhibit"A"
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KENNETH W.
GREEN
MARICOPA COUNTY DEPARTMENT OF TRANSPORTATION q�Z•Z'20t.
Prelim: 1/28/2026 Chk: Appr: kwg q
Rev: 1/29/2026 kwg
Maricopa County Real Estate Department
GRANTOR DATE
Page I of 1 Page 9 of 11
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Real Estate Map Check Report
Project: WVACC-TCE/License
Alignment: WVACC-TCE/License-TIE
Description: Parcel TIE
Type Point Northing Easting Direction Length
----------------------------------------------------------------------------------------------------------------------------
POB (START) -249463.2685 489367.7246 N88054'49"E 502.33
PI (HPI) -249453.7430 489869.9643 S01005'11"E 80.00
POE (END) -249533.7306 489871.4811
Alignment: WVACC-TCE/License
Description: Parcel Mapcheck
Type Point Northing Easting Direction Length
-------------------------------------------------------------------------------------------------------------------------
POB (START) -249533.7306 489871.4811 S00011'55"W 186.71
PI (HPI) -249720.4397 489870.8337 N86°29'38"W 79.45
PI (HPI) -249715.5811 489791.5323 N87"41'43"W 368.93
PI (HPI) -249700.7450 489422.9023 N00011'55"E 148.10
PI (HPI) -249552.6463 489423.4157 N44033'22"E 14.90
PI (HPI) -249542.0290 489433.8697 N88054'49"E 437.69
POE (END) -249533.7306 489871.4811
Northing Error: 0.00 ft
Easting Error: 0.00 ft
Closing Direction: N90000'00.000"E
Closing Distance: 0.00 ft
Closed Area: 76969 sq ft(1.7670 ac)
Perimeter: 1235.78 ft 22260
Precision: 12942119764518.10 atLEHHETH W.
GREEN
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