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HomeMy WebLinkAbout2018-171-E DEAPR - Molly Fitzsimmons temporary employment agreementDocuSign Envelope ID: B7D932CF- 5E47- 4C56- BC28- 883E84C8487E [Departmental Use Only] TITLE AdminDuties - Fitzsimons FY 17 -18 NORTH CAROLINA TEMPORARY SERVICES AGREEMENT ORANGE COUNTY THIS AGREEMENT, is made and entered into this 1st day of May, 2018 by and between Orange County, North Carolina (the "County ") party of the first part; and Molly Fitzsimons (the "Provider "), party of the second part; WITNESSETH: For the purpose and subject to the terms and conditions hereinafter set forth, the County hereby contracts for the services of the Provider, and the Provider agrees to provide the services to the County in accordance with the terms of this Agreement. 1. TERM Beginning May 16, 2018 through such time as the County retains a full time Recreation Manager. In no event shall this Agreement extend more than 30 days beyond August 1, 2018 unless a written agreement modifying this Agreement is signed by both Parties as an amendment to this Agreement. 2. MAXIMUM AMOUNT PAYABLE The contract amount shall not exceed (One thousand five hundred and zero dollars ($1,500.00). 3. SERVICES Provider agrees to provide the following services: Management /processing of Recreation Division SSCI background checks for volunteers, Competition of Docusign Recreation Division contract for special activity instructors, Development and weekly creation of summer camp enrollment lists for luch supervision, morning and evening extended care, Development, completion and distribution of weekly summer camp newsletter with camp specific information to 2,020 summer camp enrollees. Management of the Recreation Division's digital signage. . 4. PAYMENT Provider shall submit an invoice for services provided on or within a reasonable amount of time after the last business day of each month of service. The invoice shall contain Provider's name and federal tax identification number and shall be signed and dated by the Provider or an officer or agent of Provider. It shall detail all services provided in payment requests along with detailed timekeeping of time spent in furtherance of the provision of services set out in this Agreement. The County will endeavor to make payments to Provider within fifteen (15) days of receipt of and approval of the invoice by the contracting department. In the event the amount stated on an invoice is disputed by the County, the County may withhold payment of all or a portion of the amount stated on an invoice until the parties resolve the dispute. Should Provider fail to perform its duties under the terms of this Agreement, County may, without fault or penalty, withhold any payment associated with the work to be performed until such time as said work is completed. 5. RELATIONSHIP OF PARTIES Revised 2/17 DocuSign Envelope ID: B7D932CF- 5E47- 4C56- BC28- 883E84C8487E Provider is an independent contractor of the County. Provider represents that it has or will secure, at its own expense, all personnel required in performing the services under this Agreement. Such personnel shall not be employees of or have any contractual relationship with the County. All personnel engaged in work under this Agreement shall be fully qualified and shall be authorized or permitted under state and local law to perform such services. It is further agreed that the Provider will obey all State and Federal statutes, rules and regulations which are applicable to provisions of the services called for herein. Neither Provider nor any employee of the Provider shall be deemed an officer, employee or agent of the County. 6. WORKER'S COMPENSATION AND INSURANCE Provider shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, and any additional insurance as may be required by Owner's Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at http: / /www.orangecountync.gov /departments /purchasing division /contracts.php). If Owner's Risk Manager determines additional insurance coverage is required such additional insurance shall consist of N/A (if no additional insurance required mark N/A as being not applicable). Provider shall not commence work until such insurance is in effect and certification thereof has been received by the Owner's Risk Manager. 7. EXPENSE REIMBURSEMENT Provider will be reimbursed for routine travel expenses incurred upon the County's request and /or approval, these routine expenses to be defined as N /A. Travel reimbursement shall not be made for travel between Provider's place of residence and place of business or for other routine travel. Payment of Reimbursable Expenses shall be subject to Provider's timely submission of valid receipts for any such expenses and approval by the County. Any additional charges not specified herein, must be mutually agreed to in advance by County and Provider and documented in writing with a letter signed by authorized representatives for County and Provider and, subject to budgeted funds. 8. TERMINATION This Agreement may be terminated by Provider upon thirty (30) days' written notice to the County, and the County may terminate this Agreement upon thirty (30) days' written notice to Provider. County may suspend this Agreement upon five (5) days' reasonable notice to Provider. 9. INDEMNITY Provider agrees to waive the right to file any claim, lien, action or suit of any kind against the County relating to or connected with any injury whether physical, mental or other, or any loss of or damages to the Provider's property regardless of whether such injury, loss or damage occurred at a time when Provider was carrying out duties or responsibilities in furtherance of the provision of services set out in this Agreement. The Provider agrees to defend, indemnify, and hold harmless Orange County from all losses, liabilities, claims, demands, suits, costs, damages or expenses (including reasonable attorney's fees) arising from bodily injury, including death, to any person or persons or damage to or destruction of any property caused in whole or in part by any negligent or intentional act or omission on the part of the Provider. 10. CONFIDENTIALITY Revised 10/17 2 DocuSign Envelope ID: B7D932CF- 5E47- 4C56- BC28- 883E84C8487E Provider may, during the course of providing services hereunder or in relation to this Agreement have access to, and acquire knowledge regarding personnel, materials, data, systems, legal, economic development, tax, and /or other information which may not be accessible or known to the general public. Any such knowledge acquired by the Provider shall not be used, published or divulged by the Provider to any person, firm or other entity without prior written approval of the County unless such use, publication or divulgence is in the direct furtherance of the provision of services set out in this Agreement. Provider specifically agrees that the foregoing confidentiality obligation applies to the terms of this Agreement and any information disclosed to the Provider in any document provided to the Provider by the County. Provider agrees to be bound by the terms of this section of this Agreement in perpetuity. 11. RECORD AND /OR DOCUMENT RETENTION AND SECURITY Provider agrees to maintain all records and /or documents of, or related to, the employment and services set out in this Agreement on the property of the County, specifically, in the office of Orange County Recreation Division Administrative Office, 302 West Tryon Street, Hillsborough, NC 27278. In the event the removal of such records and /or documents from the property of the County is necessary for the furtherance of the employment and provision of services set out in this Agreement the Provider agrees to maintain such records and /or documents in a safe and secure location. Provider agrees that upon the conclusion of the provision of services to the County it will leave all records and /or documents and things accumulated in the furtherance of the provision of services set out in this Agreement in a safe and secure location upon the property of the County, specifically, those items that contain private information i.e., addresses, phone numbers, social security numbers, private health information, and any other personal information related to participation within Orange County Recreation Division programs and activities. 12. NONAPPROPRIATION Provider acknowledges that County is a governmental entity, and the contract validity is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable and not appropriated for the performance of County's obligations under this contract, then this contract shall automatically expire without penalty to County thirty (30) days after written notice to Provider of the unavailability and non - appropriation of public funds. It is expressly agreed that County shall not activate this non - appropriation provision for its convenience or to circumvent the requirements of this contract, but only as an emergency fiscal measure during a substantial fiscal crisis. In the event of a change in the County's statutory authority, mandate and mandated functions, by state and federal legislative or regulatory action, which adversely affects County's authority to continue its obligations under this contract, then this contract shall automatically terminate without penalty to County upon written notice to Provider of such limitation or change in County's legal authority. 13. SEVERABILITY Should any word, sentence, paragraph or clause of this Agreement be determined to be unlawful, it shall have no bearing or impact on the remaining terms of the Agreement which shall remain fully enforceable as if the unlawful word, sentence, paragraph, or clause had been absent from the initial drafting of the Agreement. Revised 10/17 DocuSign Envelope ID: B7D932CF- 5E47- 4C56- BC28- 883E84C8487E 14. SIGNATURES This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. 15. ENTIRE AGREEMENT The parties have read this Agreement and agree to be bound by all of its terms, and further agree that it constitutes the complete and exclusive statement of the Agreement between the Parties unless and until modified by a written instrument signed by the Parties. Modifications may be evidenced by telefacsimile signatures. 16. GOVERNING LAW AND NOTICES Both parties agree that this Agreement shall be governed by the laws of the State of North Carolina. Provider affirms it is in compliance with North Carolina E- Verify requirements and the Iran Divestment Act if applicable. Any notice required or related to this Agreement shall be in writing. ORANGE COUNTY, NORTH CAROLINA [�ocuSigned by: 6,By 379946755E477... County Manager PROVIDER By[ DocuSigned by: 4232E�O�BE9�B...�� Molly Fitzsimons 3104 Broomsedge Way Durham, NC 27712 (Mailing Address) Revised 10/17 4