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Mou/Moa - 2018 - ACHD - Interagency Agreement For Real Property Transfer - 9/12/2018INTERAGENCY AGREEMENT FOR REAL PROPERTY TRANSFER This Interagency Agreement for Real Property Transfer ("Agreement") is made this / day of , 2018, between the City of Eagle (hereinafter "City") and Ada County Highway District (hereinafter "ACHD"), both parties being bodies politic and corporate of the State of Idaho. WITNESSETH Section 1. Recitals WHEREAS, City is a duly formed and existing city pursuant to the laws and Constitution of the State of Idaho; and WHEREAS, ACHD is a single county -wide highway district organized and existing under the laws of the State of Idaho, with jurisdiction and authority over all highways in Ada County, Idaho, except for State highways and freeways; and WHEREAS, ACHD desires to transfer to City certain real property (hereinafter "Property") described in the attached Exhibit "A", without consideration; and WHEREAS, City is willing to accept the transfer of the Property from ACHD without payment of consideration; and WHEREAS, City and ACHD have entered into an Interagency Governmental Agreement for Waiver of Costs and Fees between City and ACHD dated September 5, 2018, a copy of which is attached hereto as Exhibit "B"; and WHEREAS, Idaho Code § 67-2322 authorizes ACHD to transfer or convey any real property owned by ACHD to any city, with or without consideration, when it is in the best interest of the public; and WHEREAS, Idaho Code § 50-301 authorizes City to receive gifts of real property; and WHEREAS, Idaho Code § 67-2323 requires that, prior to any conveyance or transfer of real property between City and ACHD, a written agreement must be made between the parties; and WHEREAS, both City and ACHD desire to enter into this Agreement for the transfer of the Property; and WHEREAS, notice of the general terms of this Agreement was published in accordance with Idaho Code §§ 40-206 and 67-2323. NOW, THEREFORE, in consideration of the promises, mutual covenants and agreements herein contained, and in consideration of the Interagency Governmental Agreement for Waiver of Costs and Fees between City and ACHD dated September 5, 2018, the parties hereto agree as follows: Section 2. General Provisions A. ACHD agrees to transfer the Property to City without consideration by execution of a quitclaim deed, a copy of which is attached hereto as Exhibit "C". B. City agrees to accept the transfer of the Property without payment of consideration. C. City and ACHD agree that the Property is transferred "as is" and that ACHD does not in any way, expressly or impliedly, give any warranties. D. The transfer of the Property is contingent upon approval of the terms of this Agreement by a two-thirds vote of the governing body of each party. INTERAGENCY AGREEMENT FOR REAL PROPETY TRANSFER - 2 E. Each party to this Agreement shall provide minutes or other documents evidencing that the party's governing body has approved this Agreement. Each party shall provide such documents within fourteen (14) days from the date of the meeting where the governing body ratified and approved this Agreement. IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed the day, month and year first set forth above. CITY OF EAGLE By: ATTEST: Sharon Bergmann, City Clerk ATTEST: Brb e Wong, Direct Stan Ridgeway, Mayor ADA COUNTY HIGI-4AY DISTRICT By: Sara.Ba1(er, President --- INTERAGENCY AGREEMENT FOR REAL PROPETY TRANSFER - 3 E. Each party to this Agreement shall provide minutes or other documents evidencing that the party's governing body has approved this Agreement. Each party shall provide such documents within fourteen (14) days from the date of the meeting where the governing body ratified and approved this Agreement. IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed the day, month and year first set forth above. E s••••-k°•,,,,, ��'-'-. CITY OF EAGLE e 0RAI �• • iU •r• • * • L • SAP ••, rrm rov, •• ••- ATTEST: Shan Bergmann, City Clerk By: ADA COUNTY HIGHWAY DISTRICT By: Sara Baker, President ATTEST: Bruce S. Wong, Director INTERAGENCY AGREEMENT FOR REAL PROPETY TRANSFER 3 n N 0 ..1 1S1)U7$ E Cedar Ridge St 410 1F 0 .297- acre site ADA COUNTY HIGHWAY DISTRICT By Sara Baker, President Attest: Bruce Wong, Director State of Idaho ) ss. County of Ada ) On this day of , in the year 2018, before me, , a Notary Public in and for the State of Idaho, personally appeared Sara Baker, known or identified to me to be the President of the Board of Commissioners of the Ada County Highway District, and Bruce Wong, known or identified to me to be the Director of the Ada County Highway District, the persons who executed this instrument on behalf of said District, and acknowledged to me that such District executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above -written. Notary Public for the State of Idaho Residing at , Idaho My Commission expires The Ada County Highway District (ACHD) is committed to compliance with Title VI of the Civil Rights Act of 1964 and related regulations and directives. ACHD assures that no person shall on the grounds of race, color, national origin, gender, disability or age, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any ACHD service, program or activity. SECTION 4. GENERAL PROVISIONS 4.1 Constitutional Debt Limitation. Nothing in this Agreement shall be construed to be an indebtedness or liability in violation of Article VIII, Section 3 of the Idaho Constitution. 4.2 Attorney Fees. In the event of any controversy, claim, suit, proceeding or action being filed or instituted between the parties to enforce the terms and conditions of this Agreement, or arising from the breach of any provision hereof, the prevailing party will be entitled to receive from the other Party all costs, damages, and expenses, including reasonable attorneys' fees including fees on appeal, incurred by the prevailing party. The prevailing party will be that party who was awarded judgment as a result of trial or arbitration. 4.3 Choice of Law. The validity, meaning, and effect of this Agreement shall be determined in accordance with the laws of the State of Idaho. 4.4 Entire Agreement. This Agreement and the exhibits hereto constitute the full and entire understanding and agreement between the parties with regard to the transaction contemplated herein, and no party shall be liable or bound to the other in any manner by any representations, warranties, covenants and agreements except as specifically set forth herein. 4.5 Binding Agreement. The promises, covenants, conditions, and agreements herein contained shall be binding on each of the parties hereto and on all parties and all persons claiming under them or any of them; and the rights and obligations hereof shall inure to the benefit of each of the parties hereto and their respective successors and assigns. 4.6 Severability. If any part of this Agreement is held to be illegal or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall be given effect to the fullest extent reasonably possible. 4.7 Waiver, Acknowledgments and Modifications. The failure of a party to insist on the strict performance of any provision of this Agreement or to exercise any right or remedy upon a breach hereof shall not constitute a waiver of any provision of this Agreement or limit such party's right to enforce any provision or exercise any right. No acknowledgments required hereunder, and no modification or waiver of any provision of this Agreement or consent to departure therefrom, shall be effective unless in writing and signed by ACHD and City. 4.8 Headings. The headings used in this Agreement are used for convenience only and are not to be considered in construing or interpreting this Agreement. 4.9 Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but both of which together shall constitute one and the same. INTERAGENCY GOVERNMENTAL AGREEMENT FOR WAIVER OF COSTS AND FEES - 3 CITY OF EAGLE EXHIBIT "C" Recording Requested by and After Recording, Return to: Sharon Bergmann City of Eagle P.O. Box 1520 Eagle, ID 83616 QUITCLAIM DEED RELEASING AND CONVEYING REAL PROPERTY THIS INDENTURE, made this day of , 2018, ADA COUNTY HIGHWAY DISTRICT, a body politic and corporate of the State of Idaho, the "GRANTOR", and CITY OF EAGLE, the "GRANTEE"; WITNESSETH: Pursuant to ACHD Resolution No. adopted by the ACHD Board of Commissioners at a public meeting on or about September 12, 2018, GRANTOR does by these presents convey, remise, release and forever quitclaim unto GRANTEE all right, title and interest of GRANTOR in the real property situated in the COUNTY OF ADA, STATE OF IDAHO, as more particularly described on Exhibit "A" attached hereto and by this reference made a part hereof. SUBJECT TO all existing easements, and/or franchise rights of any lot owner, and/or rights -of -way of record or implied. GRANTEE is responsible for costs of any relocation or replacement of such pipelines, lines and ditches. TO HAVE AND TO HOLD the same unto the GRANTEE and to its successors and assigns forever. The current address of GRANTEE is: City of Eagle 660 E. Civic Lane P.O. Box 1520 Eagle, ID 83616 IN WITNESS WHEREOF, this Quitclaim Deed has been duly executed by and on behalf of GRANTOR this day of , 2018. ADA COUNTY HIGHWAY DISTRICT By Sara Baker, President Attest: Bruce Wong, Director State of Idaho ) ss. County of Ada ) On this day of in the year 2018, before me, , a Notary Public in and for the State of Idaho, personally appeared Sara Baker, known or identified to me to be the President of the Board of Commissioners of the Ada County Highway District, and Bruce Wong, known or identified to me to be the Director of the Ada County Highway District, the persons who executed this instrument on behalf of said District, and acknowledged to me that such District executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above -written. Notary Public for the State of Idaho Residing at , Idaho My Commission expires The Ada County Highway District (ACHD) is committed to compliance with Title VI of the Civil Rights Act of 1964 and related regulations and directives. ACHD assures that no person shall on the grounds of race, color, national origin, gender, disability or age, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any ACHD service, program or activity.