CONTRACTUAL SERVICES AGREEMENT BETWEEN THE

CONTRACTUAL SERVICES AGREEMENT
BETWEEN THE JEFFERSON ELEMENTARY SCHOOL DIST~T
AND
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FOR SERVICES AT THE ~ rw' fi,,ti\-:\,11\! SCHOOL SITE
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THIS AGREEMENT ("Agreement") is made at Daly City, California, effective ~
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the Jefferson Elementary School District, ("School District"), and '1 ?\;;
'.J
follows:
1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to the School
District the services described in Exhibit A ("Services"). The Services shall be provided by appropriate representatives and
employees of Contractor at the time, place and in the manner specified in Exhibit A.
2. PAYMENTS AND OTHER DISTRICT OBLIGATIONS. School District shall pay Contractor for the Services at the time
and in the manner set forth in Exhibit B. These payments shall be the only payments to be made to the Contractor for the
Services. Contractor shall submit all billings for said Services to School District in the manner specified in Exhibit B. School
District agrees to pay Contractor for Services rendered during the tenn of the Agreement (see Section 15, below) in an
amount not to exceed $.] J 1"'\ 11 £0 , as specified in Exhibit B. Any District obligations other than payments shall be
specified in Exhibit A.
3. INDEPENDENT CONTRACTOR. It is understood that Contractor, in the performance of the Services, shall act as and
be an independent contractor and shall not act as an agent or employee of the School District. Contractor shall obtain no
rights to retirement benefits, workers' compensation benefits, or other benefits which accrue to School District's employees,
and Contractor hereby expressly waives any claim it may have to any such rights. Nothing contained in this Agreement will
be deemed or construed as creating a joint venture or partnership between Contractor and the School District.
4. MUTUAL INDEMNIFICATION. Contractor.shall defend, indemnify, and hold hannless School District and its agents,
representatives, officers, consultants, employees, Board of Education, and members of the Board of Education (collectively,
the "School District Parties"), from and against any and all claims, demands, liabilities, damages, losses, suits and actions,
and expenses (including, but not limited to attorney fees and costs including fees of consultants) of any kind, nature and
description (collectively, the "Claims") directly or indirectly arising out of, connected with, or resulting from any act, error,
omission, negligence, or willful misconduct of Contractor, or their respective agents, subcontractors, employees, material or
equipment suppliers, invitees, or licensees ("Contractor Parties") in the performance of or failure to perform Contractor's
obligations under this Agreement, including but not limned to Contractor's or the Contractor Parties' use of the site,
Contractor's or the Contractor Parties' perfonnance of the Services, Contractor's or the Contractor Parties' breach of any of
the representations or warranties contained in this Agreement, or for injury to or death of persons or damage to property or
delay or damage to School District or the School District Parties. Such obligation shall not be construed to negate, abridge, or
reduce other rights or obligations of indemnity, which would otherwise exist as to a party, person, or entity described in this
paragraph.
School District shall defend, indemnify, and hold hannless Contractor and the Contractor Parties from and against any and all
Claims directly or indirectly arising out of, connected with, or resulting from any act, error, omission, negligence, or willful
misconduct of School District, the School District Parties or their respective agents, subcontractors, employees, material or
equipment suppliers, invitees, or licensees in the perfonnance of or failure to perfonn School District's obligations under this
Agreement, including but not limited to School District's or the School District Parties' breach of any representations or
warranties contained in this Agreement, or for injury to or death of persons or damage to property or delay or damage to
JE D Template Agr"""""", R...,...,., 1· 27· 16
Contractor or the Contractor Parties. Such obligation shall not be construed to negate, abridge, or reduce other rights or
obligations of indemnity, which would otherwise exist as to a party, person, or entity described in this paragraph.
5. INSURANCE REQUIREMENTS. During the entire term of this Agreement, Contractor shall procure, pay for and keep in
full force and affect the following types of insurance:
Comprehensive general liability insurance, including owned and non-owned automobile (vehicle) liability insurance, with
respect to the Services provided by, or on behalf of, Contractor under this Agreement. Liability insurance for death, bodily
injury and property damage shall be for no less than One Million dollars ($1 ,000,000) per occurrence. Such insurance shall
include molestation coverage if the Services allow Contractor to interact with students.
The policies of insurance described above shall be carried with responsible and solvent insurance companies authorized to
do business in the State of California. True and correct copies of all certificates of insurance reflecting the coverage
described above shall be provided to the School District upon request. Contractor agrees that it shall not cancel or change
the coverage provided by the policies of insurance described above without first giving the School Districfs Assistant
Superintendent, Business Services, thirty (30) days prior written notice.
6. COMPLIANCE WITH LAWS. Contractor shall use the standard of care in its profession to comply with all applicable
federal, state and local laws, codes, ordinances and regulations.
Contractor shall comply with the requirements of California Education Code § 45125.1 with respect to fingerprinting of
Contractor or employees or agents of Contractor who may have contact with the School Districfs pupils. If at any lime during
the term of this Agreement Contractor is either notified by the U.S. Department of Justice or otherwise becomes aware that
any employee or agent of Contractor performing Services under this Agreement has been arrested or convicted of a violent or
serious felony listed in California Penal Code§ 667.5{c) or California Penal Code§ 1192.7(c), respectively, Contractor agrees
to immediately notify the School District and remove said employee or agent from performing Services pursuant to this
Agreement. Contractor will pay for fingerprinting to be done through the district.
7. LICENSES. Contractor represents and warrants to School District that it has all licenses, permits, qualifications,
insurance and approvals of whatsoever nature which are legally required of Contractor to practice its profession. Contractor
represents and warrants to School District that Contractor shall, at its sole cost and expense, keep in effect or obtain at all
times during the term of this Agreement, any licenses, permits, insurance and approvals which are legally required of
Contractor to practice its profession.
8. NON-ASSIGNABILITY. Contractor shall not assign this Agreement or any portion thereof to a third party without the
prior written consent of the School District, and any attempted assignment without such prior written consent in violation of
this section automatically shall terminate this Agreement.
9. TERMINATION OF AGREEMENT. Contractor or School District may, at any time, terminate this Agreement, by giving
thirty (30) days written notice specifying the effective date of termination. Contractor shall be entitled to receive payment for
Services provided prior to the date of termination of the Agreement. Such payment shall be that portion of the full payment,
which is determined by comparing the Services completed to the Services required by the Agreement.
10. WORKER'S COMPENSATION INSURANCE. Contractor agrees and understands that the School District shall not be
responsible for providing Workers' Compensation Insurance to or on behalf of, Contractor or Contractor's employees or
agents for the work/services to be performed. Contractor shall be solely responsible for providing for Workers'
Compensation Insurance for Contractor. Contractor also agrees and understands that it shall be solely responsible for all
Federal and State Income tax liability created by the monies paid by School District to the Contractor for the work/services
performed and that the School District will not withhold said taxes from monies paid to Contractor pursuant to this Agreement.
JESD Template Agrocmo:nt , ReviSed 1· 27- 16
11. NON-DISCRIMINATION. No person shall illegally be excluded from participation in, denied the benefits of, or be
subjected to discrimination under this Agreement on account of their race, ancestry, sex, creed, color, national origin, religion,
age, political affiliation, martial status, medical condition, sexual orientation, or disability. Contractor shall ensure full equal
employment opportunity for all employees under this Agreement.
12. RETENTION OF RECORDS. Contractor shall maintain all required records and reports as reflected in Exhibit A, Scope
of Services, for three (3) years after the School District makes final payment and all other pending matters are closed, and
shall be subject to the examination and/or audit of the School District, a federal grantor agency, and the State of California.
13. MERGER CLAUSE. This Agreement, including Exhibit A and Exhibit 8 attached hereto and incorporated herein by
reference, constitutes the sole Agreement of the parties hereto and correctly states the rights, duties and obligations of each
party as of the date of this Agreement. Any prior agreement, promises, negotiations, or representations between the parties
not expressly stated in this Agreement are not binding. All subsequent modifications shall be in writing and signed by the
Superintendent of the School District or his or her designee and Contractor. In the event of a conflict between the terms,
conditions or specifications set forth herein and those in Exhibit A and Exhibit 8 attached hereto, the terms, conditions or
specifications set forth herein shall prevail.
14. CONTRACT ADMINISTRATION. This Agreement shall be administered by the School District's Superintendent or
designee ("Administrator"). All correspondence shall be directed to or through the Administrator or his or her designee.
16. NOTICES. Any written notice to School District shall be sent to:
Administrator: Julie Kessler
Title: Assistant Superintendent of Business Services
The Jefferson Elementary School District
101 Lincoln Avenue
Daly City, California 94015
Any written notice to Contractor shall be sent to:
17.
CONFIDENTIAL INFORMATION. Contractor shall maintain the confidentiality of, and protect from unauthorized
disclosure, any and all individual student information received from the District. including but not limited to student names and
other Identifying information. Contractor shall not use such student information for any purpose other than carrying out the
obligations under this Agreement. Upon termination of this Agreement, Contractor shall tum over to District all educational
records related to the services provided to any District student pursuant to this Agreement.
18.
SEVERABILITY. If any provision of this Agreement shall be held invalid or unenforceable by a court of
competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement.
JESD "femplate Asre<mmt, Revised 1-27-16
19.
GOVERNING LAW. This Agreement shall be governed by and construed in accordance with the laws of the
State of California, excluding its choice of law rules. Any action or proceeding seeking any relief under or with respect to this
Agreement shall be brought solely in the Superior Court of the State of California for the County of San Mateo, subject to
transfer of venue under applicable State law, provided that nothing in this Agreement shalt constitute a waiver of immunity to
suit by the District.
21 .
WAIVER. No delay or omission by District in exercising any right under this Agreement shall operate as a
waiver of that or any other right and no single or partial exercise of any right shall preclude the District from any or further
exercise of any right or remedy.
22.
EXECUTION OF OTHER DOCUMENTS. The parties to this Agreement shall cooperate fully in the execution of
any and all other documents and in the completion of any additional actions that may be necessary or appropriate to give full
force and effect to the terms and intent of this Agreement.
23.
EXECUTION IN COUNTERPARTS. This Agreement may be executed in counterparts such that the signatures
may appear on separate signature pages. A copy, facsimile, or an original, with all signatures appended together, shall be
deemed a fully executed agreement.
JESD Templa<e """""""". RevJS<d 1· 27·16
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Note: If this agreement is for an amount greater than $3,000 the below must be signed by the Superintendent or
Ass1stant Supenntendent of Business Serv.ices
Jefferson Elementary School District
By: _ _ _ _ _ _ _ _ __
Signature
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Printed Name
Title
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Address
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JeSD Tempi>"' Ajjteement . R.cvlsed 1· 27-16
Date
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Exhibit A- sc.,;:a of Services and Obligations
(at Yf~y·-.a frt,.,XC\tc School Site)
Contractor agrees to satisfactorily perform the following Services during the term of this Agreement:
JfSD Tempbto A11reement . ROVISOd 1·27-16
Exhibit A- Scope of Services and Obliqatons
(at Benjamin Franklin Intermediate School Site)
Contractor agrees to satisfactorily perform the following services during the term of this agreement.
I.
PARTIES AND EFFECTIVE DATE
This Agreement (''Agreement'') is made on August 17, 2016 (the "Effective Date''),
between Jefferson Elementary School District (the "District''), and YOUTH FOR FITNESS
AND EDUCATION, Inc., a california non-profit corporation (''YFE''), for the purpose of
providing Basic and Enriched After School Program Services.
II.
LOCATIONS AND TERM
The District is contracting with YFE for provision of comprehensive After School
Programming, as defined herein, at Benjamin Franklin Intermediate School (the "School
Site'') for the ASES programs. The term of this contract is August 17, 2016 to June 30,
2017 (the "Term''), coterminous with and subject to the District's receipt of ASES grant
award, and is subject to all provisions of the primary ASES Grant cited above as well as
any subsequent contract modifications or additional requirements by the California
Department of Education (''CDE''). If this Agreement differs from the primary CDE ASES
Grant, then this Agreement governs the understanding between the District and YFE
III.
AGREEMENT
A. Program Operations
The District contracts with YFE and YFE will operate after school programs at the
School Site - 20 3t:ttdet 1ts fot the 88:!!1ie Pre~I"Bm BRcl SO s~uEJeRts for tl:lii ERriel:tea
~~YFE
suppy . ~~ superviSIOn, and
volunteer recruitment for the School Site (the "After School Programming''). In
addition, YFE will work collaboratively with the District on governance,
operational management, and evaluation. YFE agrees to provide a high quality
program consistent with the guidelines established by the CDE, the District, and
YFE for this grant.
will
YFE will have the following responsibilities in support of the Basic
Program:
1. Coordinate the academic assistance, homework support, and enrichment
portions of the ASES program at the School Site.
2. Hire, train, and supervise site staff, including the site coordinators and
program leaders. This includes 3 staff members and 1 site coordinator.
3. Seek regular input from principals regarding performance evaluations,
including recommendations for retaining and terminating a site
coordinator and/or other site staff.
4. Provide workers' compensation insurance for YFE employees and agents as
required by law.
5. Comply with all federal, state, and local laws and ordinances applicable to
the work to be performed by YFE or its employees under this Agreement.
6. Comply with the requirements of California Education Code§ 45125.1 with
respect to fingerprinting of employees who may have contact with the
District's pupils. If at any time during the term of this Agreement YFE is
either notified by the U.S. Department of Justice or otherwise becomes
aware that any employee of YFE performing services under this Agreement
has been arrested or convicted of a violent or serious felony listed in
California Penal Code § 667.5(c) or California Penal Code § 1192.7(c),
respectively, YFE agrees to immediately notify the District and remove said
employee from performing services on this Agreement. YFE will pay for
fingerprinting to be done through the district.
7. Provide all materials, tools, and instrumentalities required to perform the
services under this Agreement.
8. Participate in all cross training for site coordinators and site staff.
9. Complete site emergency plans and related staff training.
10. Maintain ongoing communication between YFE staff and school staff
regarding student needs and progress, including but not limited to
attendance at school-day meetings and/or one-on-one meetings with
teachers.
11. Coordinate ASES activities with school staff to assure program supports
current academic goals of teachers and administrators.
12. Provide academic assistance and other activities specifically supporting
(but not duplicating) daytime curriculum and academic goals.
13. Foster communication with and involvement of parents through parent
orientations, parent handbook, development and distribution of periodic
newsletters, and hosting, at a minimum, one parent night (can be in
conjunction with school PTO).
14. Recruit and train volunteers to lower the students/adult ratios in the
program.
15. Work with the District to implement a comprehensive annual program
evaluation plan. As required, attend and participate in evaluation
subcommittee meetings. Evaluation plan shall include but not be limited to
attendance tracking, collection of teacher, parent and participant surveys,
and data entry of survey results. Evaluation will be completed by YFE in
accordance with CDE guidelines and submitted to the District a minimum
of ten (10) calendar days prior to CDE due dates.
16. Regularly attend and participate in regularly scheduled governance and
operations meetings.
17. Adhere to proper management and fiscal accountability practices including
maintaining proper insurance coverage, compliance with employment
laws, and utilization of an accrual method of accounting.
18. Provide documentation and findings of annual indepe den~its, in
accordance with CDE requirements.
YFE will have the following responsibilities in suppo
Program:
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h
nriched
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1. Host an enriched after school program with up
students during the
2016-2017 academic year.
2. Arrange for and Sub-Contract for Enrichment Providers for up to 6
enrichment programs during the fall and spring semesters.
3. Arrange for and Subcontract with West Fresh Catering for our YFE Family
Night Events in December and June.
4. Coordinate and organize 2 YFE Family Nights during the 2016-2017
academic year.
C. Sustainability
YFE shall use reasonable best efforts to support financial sustainability-through:
1. Seeking and utilizing agency-awarded funds from public and private
fundraising to support the program.
2. Working collaboratively with the District to seek and secure additional
funding from area businesses, service organizations, churches,
foundations, and other relevant sources to enhance programming and
develop long-term sustainability of the program.
3. Increasing community visibility of the project by working with local press,
business groups and coordinating and/or assisting with community-based
fundraising events.
4. Seeking to utilize earned income from any separate fee-based programs
as a source of matching funds.
IV.
COMPENSATION
YFE will be paid an amount not to exceed $50,000 from Benjamin Franklin Intermediate
site funds ("YFE's Fee") and an amount not to exceed $23,477 from the district through
ASES Funding. If the funds received from the CDE change, a pro rata adjustment to the
maximum amount available for payment to YFE will be made. YFE's Fee will only be
paid out of funds received by the District from the State and only up to the limits of this
agreement. Not withstanding the provisions above, any amount not paid by the District
and not disputed in good faith shall accrue simple interest at a rate of 1°/o per month
for any amount actually owing to YFE.
V.
EVALUATION AND REPORTING
YFE agrees to supply the District with any and all reporting information explicitly
required via written notification to the District by the CDE or U.S. Department of
Education no less than 10 calendar days in advance of any deadlines. The District
agrees to submit all reports required by the CDE or U.S. Department of Education in a
timely manner and in advance of deadlines, and provide proot of submission to YFE.
YFE will:
• Provide monthly attendance and snack reports to the
rict ~he 20th of the
month for the previous month of program.
• Provide quarterly reports on operations to the District b OctoiJ r 20, 2016;
January 20, 2017; April20, 2017; and ~,&7. In subsequent years, YFE
will continue to provide reports on operatfo't\~oyOctober 20, January 20, April
20, and July 20.
• Provide an annual report on operations to the District for July 1, 2016- June 30,
2017 by July 20, 2017. In subsequent years, YFE will continue to provide an
annual operations report by July 20.
VI.
FACILITY USAGE AND SNACK PROVISION
The District will provide YFE with access to and use of the District's facilities as
necessary to meet the terms of this Agreement. Additionally, District agrees to provide
the required daily snack, and/or meals as applicable.
VII.
INDEPENDENT CONTRACTOR
YFE is, and shall at all times be deemed to be an independent contractor, and shall be
responsible for determining the sequence, method, details and manner in which it
performs those services required under the terms of this Agreement. Nothing herein
contained shall be construed as creating a relationship of employer and employee, or
principal and agent, between the District and YFE or any of YFE's agents or employees.
YFE assumes exclusively the responsibility for the acts of its employees or agents as
they relate to services to be provided during the course and scope of their employment.
YFE, its agents and employees, shall not be entitled to any rights and/or privileges of
the District's employees and shall not be considered in any manner to be the District's
employees.
VIII.
MUTUAL INDEMNIFICATION
YFE shall indemnify, pay for the defense of, and hold harmless the District and its officers,
agents, and employees of and from any and all liabilities, claims, debts, damages,
demands, suits, actions and causes of actions of whatsoever kind, nature or sort which
may be incurred by reason of YFE's negligent or willful acts and/or omissions in rendering
any services hereunder. YFE shan assume full responsibility for payments of federal, state
and local taxes or contributions imposed or required under the social security, workers'
compensation or income tax law, or any disability or unemployment law, or retirement
contribution of any sort whatever, concerning YFE or any employee of YFE and shall
further indemnify, pay for the defense of, and hold harmless the District of and from any
such payment or liability arising out of or in any manner connected with YFE's
performance under this Agreement.
The District shall indemnify, pay for the defense of, and hold harmless YFE and its officers,
agents and employees of and from any and all liabilities, claims, debts, damages,
demands, suits, actions and causes of actions of whatsoever kind, nature or sort which
may be incurred by reason of the District's negligent or willful acts and/or omissions in
relation to this Agreement.
INSURANCE
IX.
During the entire term of this Agreement, YFE shall procure, pay for and keep in full force
and effect the following types of insurance:
•
Comprehensive general liability insurance, including owned and non-owned
automobile (vehicle) liability insurance with respect to the services provided by, or
on behalf of, YFE under this Agreement. All insurance policies shall state the name
of the insurance carrier and name the District as an additional insured. Liability
insurance for death, bodily injury and property damage shall be for no less than
One Million dollars ($1,000,000) per occurrence.
•
The policies of insurance described above shall be carried with responsible and
solvent insurance companies authorized to do business in the State of california.
True and correct copies of all certificates of insurance reflecting the coverage
described above shall be provided to the District prior to the commencement of
services under this agreement. YFE agrees that it shall not cancel or change the
coverage provided by the policies of insurance described above without first giving
the District's Assistant Superintendent, Business Services, thirty (30) days prior
written notice. Should any such policy of insurance be canceled or changed, YFE
agrees to immediately provide the District true and correct copies of all new or
revised certificates of insurance.
YFE Program Budget 2018/2017 School Year
---
- -
Item
Compensation
AUGUST SEPTEMBER
54 Hours
Senior Staff
30 Hours
Assltant
Hours
Program Coordinate $33,000 year
OCTOBER NOVEMBER DECEMBER
JANUARY FEBRUARY
MARCH
APRIL
MAY
JUNE
TOTAL
90 Hours
90 Hours
68 Hours
55 Hours
84 Hours
63 Hours
97 Hours
90 Hours 100 Hours
33 Hours
Senior Staff Senior Staff Senior Staff Senior Staff Senior Staff Senior Staff Senior Staff Senior Staff Senior Staff Senior Staff
45 Hours
47 Hours
36 Hours 30.5 Hours
44 Hours 31 .5 Hours 48.5 Hours
45 Hours 53.5 Hours 16.5 Hours
Aaa lstant
Assistant
Aaslatant
Assistant Assistant
Assistant
Assistant
Assistant
Asaistant
Assistant
$3,000
$3,000
$3,000
$3,000
$3,000
$3,000
$3,000
$3,000
$3,000
$3 ,000
$3.000
$33,000
$891 .00
$1,485.00
$1 ,485.00
$1 ,122.00
$907.50
$1 ,386.00
$1 ,039.50
$1 ,600.50
$1 ,072.50
$1 ,600.50
$544.50
$13,134.00
$16.5/hour
$891 .00
$1 ,485.00
$1 ,485.00
$1 ,122.00
$907.50
$1 ,386.00
$1 ,039.50
$1 ,600.50
$1 ,072.50
$1 ,600.50
$544.50
$13,134.00
$16.50/hour
$495.00
$742.50
$775.50
$594 .00
$503.25
$726.00
$519.75
$800.25
$536.25
$882.75
$272.25
$6,847.50
Senior Staff Lead
$16.50/hour
Senior Staff Lead
Staff Assistant
Enrichments (Fall/
Spring)
$2 ,000:
Family Night (Fall/
Spring)
$2,000
Field Trip
$1 ,000
Supplles/EquipmenU
Appreciation
$1 ,000
YFE Student Appare
$700
Incidental Cost
$661
Total Amount
- -------
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--
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L_______
·-
- - - ---
$73,477
(NOTE: this sedion may be cllange and approved by review of JESO Asst Sup. of Business SeNices)
ExhibitS - Payment Terms
The Parties agree to the following payment terms:
1.
For Services satisfactorily performed, the School District will make payments to Contractor, but such
payments shall not exceed a total of$ ~ 71.
for the contract period. If the Services are not complete
but the not-to-exceed total has been paid, then Contractor shall perform the remaining Services without further
payment.
·
2.
Contractor shall submit invoices for payment of Services satisfactorily performed, invoice must reference
District Purchase Order number.
3.
The School District shall pay each undisputed and detailed invoice within thirty (30) days of receipt of the
invoice and any additional supporting documentation requested by the School District.
4.
All payments made by District to Contractor pursuant to this Agreement shall be reported to the applicable
federal and state taxing authorities as required. District will not withhold any money from fees payable to Contractor,
including FICA (social security), state or federal unemployment insurance contributions, or state or federal income
tax or disability insurance. Contractor shall assume full responsibility for payment of all federal, state and local taxes
or contributions, including unemployment insurance, social security and income taxes with respect to Contractor and
the Contractor Parties and otherwise in connection with this Agreement.
JESI> Te.,lale -'lu-. RAMS<Jd 1-27-16