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Home My Public Portal AboutRES-CC-2006-23r Resolution # 23-2006 A RESOLUTION APPROVING THE SUBCONTRACTING AGREEMENT BETWEEN THE CITY OF MOAB AND THE GRAND COUNTY SCHOOL DISTRICT WHEREAS, the attached Subcontracting Agreement provides for the City of Moab to act as a subcontractor to the Grand County School District in fulfilling the programmatic requirements of the "Smoke Free Homes" Campaign as outlined by the State of Utah Department of Health. NOW THEREFORE, WE THE GOVERNING BODY of the City of Moab do hereby approve the attached Subcontracting Agreement in substantially the form presented to this meeting of the Moab City Council and authorize the appropriate officials to execute and deliver said agreement. PASSED AND APPROVED in open Council by a majority vote of the Governing Body of Moab City Council on September 5, 2006. <1;ST: /l Rachel Ellison, Recorder David L. Sakrison, Mayor Resolution #23-2006 Page 1 of 1 " " " 4 .4 " s Ait-Cjitri( ��i e �_a -( �o �dEttIr aY ' ►/LexP SUBCONTRACTING AGREEMENT This Subcontracting Agreement ("Agreement") is made on September 5, 2006 by and between Grand County School District (the "District"), 264 South 400 East Moab. Utah 84532 and the City of Moab Fed Tax ID#876000248 (the "Subcontractor"). 217 East Center Street, Moab, Utah 84532. A. The Subcontractor. through its Teen Center Program Director, has a background in youth programming and administration and is willing to provide services to the District based on this background. B. The District desires to have the following services provided by the Subcontractor: • Recruitment of at least 15 Grand County School District youth to participate in development of "Smoke -Free Homes" media campaign. • Hire, supervise and pay multimedia instructors to provide instruction and supervision to youth in media technology, techniques and advocacy. • Coordinate grant activities and media with "Smoke -Free 1-Iomes" staff. • Administer pre- and post -evaluations and surveys of youth, document activities and participation. • Meet objectives set in grant proposal. agreed upon benchmarks and follow Utah Department of Health media guidelines and approval process. • Develop youth created campaign logo, pledge cards, incentives, brochures, advertisements and video. Therefore, the parties agree as follows: 1. Performance of services: This agreement is an interlocal agreement pursuant to the provisions of U.C.A. 11-13- 101. Services provided under this agreement shall be provided by the Program Director of the Moab Teen Center, under the auspices of the City of Moab. According to the terms of the grant proposal, personnel, equipment, travel. printing, incentive and food costs to Page 1 of 6 the Subcontractor shall not exceed $10,034. The grant proposal is attached to this agreement as Exhibit A. The District will rely on the Subcontractor to complete project activities and expenditures in the time period of July 1, 2006 — June 30. 2007. Subcontractor will not alter the attached budget without approval from Utah Department of Health grant liaison and District grant administrator. 2. Payment to Subcontractor: Payment shall be made to Subcontractor on a quarterly basis as services are provided pursuant to the budget contained in the grant proposal. Subcontractor shall submit two (2) copies of invoices showing services, goods and reimbursable costs incurred, with one copy to the District and one copy to the grant administrator and one to the Grand County School District office. The last invoice shall be submitted no later than July 1, 2007. Upon termination of this Agreement, payments under this paragraph shall cease., provided, however, that the Subcontractor shall be entitled to payments for period or partial period that occurred prior to the date of termination and for which the Subcontractor has not yet been paid. 3. Expense of Subcontractor: The Subcontractor shall be entitled to reimbursement from the District for agreed -upon out-of-pocket expenses. including copying, postage, cash incentives for youth participants, food for youth and community meetings, and other items to be determined between the Superintendent and Subcontractor. Subcontractor will provide documentation for all expenses. 4. Other Expenses: There is no budget for subcontractor telephone reimbursement. Subcontractor may coordinate with grant administrator to make phone calls related to grant activities from that office. 5. Meeting facilities: Subcontractor activities will take place at the Moab Teen Center "Club Red' at 217 East Center Street. Page 2 of 6 6. Term/Termination: "[his Agreement may be terminated by either party upon fourteen (14) days written notice to the other party. 7. Relationship of Parties: It is understood by the parties that the Subcontractor is an independent contractor with respect to the District, and not an employee of the District. The District will not provide fringe benefits, including health insurance benefits, paid vacation, or any other employee benefits, for the benefit of the Subcontractor. 8.Gratuities: The Subcontractor shall not give gifts or provide entertainment or any other personal favors to (or accept such items from) any person or organization with whom the District may have or is likely to have any business dealings. 9.1niuries to Subcontractor: The Subcontractor waives any rights to recovery from the District for any injuries that the Subcontractor (and/or the Subcontractor's employees and/or program participants) may sustain while performing services under this agreement. 10.lndemnification: The Subcontractor agrees to indemnify and hold the District harmless from all claims, loses, expenses, fees including attorney fees, costs, and judgment that may be assessed against the district that result from the acts or omissions of the Subcontractor, the subcontractor's employees, if any, and the Subcontractor's agents. 11. Return of Records: Subcontractor shall deliver all records. notes, data, and memoranda that are in the Subcontractor's possession or under the Subcontractor's control and that are the District's property or relate to the district business. Multimedia equipment purchased by the Moab Teen Center for the purposes of this grant will remain in possession of the Moab Teen Center. Page 3 of 6 12. Miscellaneous: As per grant agreement. all works are "works made for hire" and the Utah Department of Health owns and retains all intellectual property rights to the works. `Works' means all creative or intellectual materials developed in the performance of this contract. The District warrants that Subcontractor is authorized to utilize and copy all written materials provided by the District for all purposes consistent with this Agreement. 13. Notices: All notices required or permitted under this Agreement shall be in writing and shall be deemed delivered when delivered in person or deposit in the United State Mail, postage prepaid, addressed as follows: District: Subcontractor: Grand County School District 264 South 400 East Moab, Utah 84532 City of Moab Moab Teen Center c/o Joanna Sewall 217 East Center Street Moab. Utah 84532 Grant Administrator: TO BE INSERTED Page 4 of 6 Such addresses may be changed from time to time by either party by providing written notice in the manner set forth above. 13. Entire Agreement: This Agreement contains an entire agreement of the parties and there are no promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties. 14. Amendment: This Agreement may be modified or amended, if the amendment is made in writing and is signed by both parties. 15. Severabilitv: If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable, If a court finds that any provision of the Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written. construed, and enforced as so limited. 16. Waiver of Contractual Right: The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement. 17. Applicable Law: This Agreement shall be governed by the laws of the State of Utah. Page 5 of 6 DATED this 5th day of September, 2006. Contractor Grand County School District ATTEST: By: Doug Cannon, Business Administrator Kaaron Jorgen, Board President Subcontractor City of Moab ATTEST: Rachel Ellison, City Reorder By: David L. Sakrison, Mayor Page 6 of 6 SUBCONTRACTING AGREEMENT This Subcontracting Agreement ("Agreement") is made on September 5, 2006 by and between Grand County School District (the "District"), 264 South 400 East Moab, Utah 84532 and the City of Moab Fed Tax ID#876000248 (the "Subcontractor"), 217 East Center Street, Moab, Utah 84532. A. The Subcontractor, through its Teen Center Program Director, has a background in youth programming and administration and is willing to provide services to the District based on this background. B. The District desires to have the following services provided by the Subcontractor: • Recruitment of at least 15 Grand County School District youth to participate in development of "Smoke -Free Homes" media campaign. • 11ire, supervise and pay multimedia instructors to provide instruction and supervision to youth in media technology, techniques and advocacy. • Coordinate grant activities and media with "Smoke -Free Homes" staff. • Administer pre- and post -evaluations and surveys of youth, document activities and participation. . • Meet objectives set in grant proposal, agreed upon benchmarks and follow Utah Department of Health media guidelines and approval process. • Develop youth created campaign logo, pledge cards, incentives, brochures, advertisements and video. Therefore, the parties agree as follows: 1. Performance of services: This agreement is an interlocal agreement pursuant to the provisions of U.C.A. 11-13- 101. Services provided under this agreement shall be provided by the Program Director of the Moab Teen Center, under the auspices of the City of Moab. According to the terns of the grant proposal, personnel, equipment, travel, printing. incentive and food costs to Page 1 of 6 the Subcontractor shall not exceed $10,034. The grant proposal is attached to this agreement as Exhibit A. The District will rely on the Subcontractor to complete project activities and expenditures in the time period of July 1, 2006 — June 30, 2007. Subcontractor will not alter the attached budget without approval from Utah Department of Health grant liaison and District grant administrator. 2. Payment to Subcontractor: Payment shall be made to Subcontractor on a quarterly basis as services are provided pursuant to the budget contained in the grant proposal. Subcontractor shall submit two (2) copies of invoices showing services, goods and reimbursable costs incurred, with one copy to the District and one copy to the grant administrator and one to the Grand County School District office. The last invoice shall be submitted no later than July 1, 2007. Upon termination of this Agreement, payments under this paragraph shall cease; provided, however, that the Subcontractor shall be entitled to payments For period or partial period that occurred prior to the date of termination and for which the Subcontractor has not yet been paid. 3. Expense of Subcontractor: The Subcontractor shall be entitled to reimbursement from the District for agreed -upon out-of-pocket expenses. including copying, postage, cash incentives for youth participants, food for youth and community meetings, and other items to be determined between the Superintendent and Subcontractor. Subcontractor will provide documentation for all expenses. 4. Other Expenses: There is no budget for subcontractor telephone reimbursement. Subcontractor may coordinate with grant administrator to make phone calls related to grant activities from that office. 5. Yieeting facilities: Subcontractor activities will take place at the Moab Teen Center "Club Red" at 217 East Center Street. Page 2 of 6 6. Term/Termination: This Agreement may be terminated by either party upon fourteen (14) days written notice to the other party. 7. Relationship of Parties: It is understood by the parties that the Subcontractor is an independent contractor with respect to the District, and not an employee of the District. The District will not provide fringe benefits, including health insurance benefits. paid vacation, or any other employee benefits, for the benefit of the Subcontractor. 8.Gratuities: The Subcontractor shall not give gifts or provide entertainment or any other personal favors to (or accept such items from) any person or organization with whom the District may have or is likely to have any business dealings. 9.Injuries to Subcontractor: The Subcontractor waives any rights to recovery from the District for any injuries that the Subcontractor (and/or the Subcontractor's employees and/or program participants) may sustain while performing services under this agreement. 1 O.1 ndemnification: The Subcontractor agrees to indemnify and hold the District harmless from all claims, loses. expenses, fees including attorney fees, costs, and judgment that may be assessed against the district that result from the acts or omissions of the Subcontractor, the subcontractor's employees, if ally, and the Subcontractor's agents. 11. Return of Records: Subcontractor shall deliver all records, notes. data, and memoranda that are in the Subcontractor's possession or under the Subcontractor's control and that are the District's property or relate to the district business. Multimedia equipment purchased by the Moab Teen Center for the purposes of this grant will remain in possession of the Moab Teen Center. Page 3 of 6 12. Miscellaneous: As per grant agreement. all works are "works made for hire" and the Utah Department of Health owns and retains all intellectual property rights to the works. `Works' means all creative or intellectual materials developed in the performance of this contract. The District warrants that Subcontractor is authorized to utilize and copy all written materials provided by the District for all purposes consistent with this Agreement. 13. Notices: All notices required or permitted under this Agreement shall be in writing and shall be deemed delivered when delivered in person or deposit in the United State Mail, postage prepaid, addressed as follows: District: Subcontractor: Grand County School District 264 South 400 East Moab, Utah 84532 City of Moab Moab Teen Center c/o Joanna Sewall 217 East Center Street Moab, Utah 84532 Grant Administrator: TO BE INSERTED Page 4of6 Such addresses may be changed from time to time by either party by providing written notice in the manner set forth above. 13. Entire Agreement: This Agreement contains an entire agreement of the parties and there are no promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties. 11. Amendment: This Agreement may be modified or amended, if the amendment is made in writing and is signed by both parties. 15. Severability: If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable, If a court finds that any provision of the Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited. 16. Waiver of Contractual Right: The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement. 17. Applicable Law: This Agreement shall be governed by the laws of the State of Utah. Page 5 of 6 DATED this 5th day of September, 2006. Contractor Grand County School District ATTEST: By: Doug �,� on, Business Administrator KaareJerg ii, Board President C3 r�o r. Wals(o" V i c e Subcontractor City of Moab ATTEST: achel Ellison, City Recorder David L. Sakrison, Mayor Page 6 of 6