Loading...
HomeMy WebLinkAbout2019-214-E Health - The ArtsCenter FSA performance agreement DocuSign Envelope ID:OAOD279A-9654-4BC8-89E9-8B5D1452BAEF ORANGE COUNTY HEALTH DEPARTMENT FAMILY SUCCESS ALLIANCE OUTSIDE AGENCY PERFORMANCE AGREEMENT FY 2018-19 THIS AGREEMENT,made and entered into the 4th day of April 2019, ("Effective Date")by and between the County of Orange, a political subdivision of the State of North Carolina, 200 South Cameron Street, Hillsborough, North Carolina, 27278, on behalf of the Orange County Health Department ("County") and The Arts Center,Inc., located at 300-G E. Main Street, Carrboro,NC 27510 ("Provider"). WITNESSETH: WHEREAS, it is in the interests of the County that said program be assisted by the County and thereby enhance its availability to residents of the County, and said program addresses an important community human services need, as identified by the Board of Commissioners; NOW, THEREFORE, in consideration of the above and the mutual covenants and conditions hereafter set forth,the County and The Arts Center,Inc agree as follows: 1. Term of the Agreement. The term of this Agreement shall be a program year beginning June 1, 2019 to September 1,2019. 2. Scope of Services. a. Provider will provide services, as outlined in the attached Outside Agency Funding Application Scope of Services and any amendments or revision thereto which is attached as Exhibit "A" and incorporated by reference, to the residents of Orange County. The Scope of Services may be different from the original application based on County appropriation; however, any revisions or amendments to this Agreement must be approved in writing by the County and attached to this Agreement. b. The Provider shall be solely responsible for the means, methods, techniques, sequence, safety program and procedures necessary to properly and fully complete the work set forth in the Scope of Services. 3. Funding. a. The County agrees to appropriate for the provision of services described in Exhibit A, Scope of Services and more particularly described in the Program Budget, the maximum sum of Eleven Thousand Four Hundred Fifty Nine dollars ($11,459). b. All funds appropriated shall be used for purposes described in Exhibit A. Any funds not used for the purposes stated shall be returned to the County. Any changes in the use of funds must be authorized in writing by the County prior to any expenditure of the funds by the Provider. If the funds are expended not in accordance with the Scope of Services, at the discretion of the County the Provider may be required to repay the funds to the County. c. The Provider shall be paid in two installments each in the amount of$5,729.50. The first payment is contingent upon receipt of the fully executed agency's performance agreement. Revised 212019 Page I of 6 DocuSign Envelope ID:OAOD279A-9654-4BC8-89E9-8B5D1452BAEF d. The County's obligation to make the final payment is contingent upon receipt of a Progress Report, which show satisfactory progress toward completion of performance measures and an accounting of expenditures as detailed in the attached Scope of Services. e. Once Provider has satisfied its obligations as provided in (d) final payment will be made within 21 days after receipt of the Progress Report and Request for Reimbursement or 21 days after due date of Progress Report whichever is later. f. The County is not obligated to provide any other support to Provider in this or in succeeding fiscal years. 4. Agency Reporting. a. Provider will provide Orange County a Progress Report by July 17, 2019 that includes a summary of satisfactory progress toward completion of performance measures. Provider will also provide a Final Report by September 1, 2019 that includes a fiscal report and final evaluation and performance measures as outlined in Exhibit A. b. Provider agrees to allow the County to inspect its financial books and records, which document costs of those services,upon reasonable notice during normal working hours. 5. Termination. a. In the event of any of the circumstances set forth below (hereinafter referred to as "default"), the County may immediately terminate this Agreement, in whole or in part, and from time to time. Notice of termination must be in writing, state the reason or reasons for the termination, and specify the effective date of the termination: i. In the event that Provider shall cease to exist as an organization or shall enter bankruptcy proceedings, be declared insolvent, or liquidate all or substantially all of its assets, or significantly reduce its services or accessibility to Orange County residents during the term of this Agreement; or ii. In the event that Provider shall fail to render a satisfactory accounting as provided section 4 above, the County may terminate this Agreement and Provider shall return all payments already made to it by the County for services which have not been provided or for which no satisfactory accounting has been rendered; or iii. In the event of any fraudulent representation by the Provider in an invoice or other verification required to obtain payment under this Agreement or other dishonesty on a material matter relating to the performance of services under this Agreement. iv. Nonperformance,incomplete service or performance,or failure to satisfactorily perform any part of the work identified in the Scope of Services or to comply with any provision of this Agreement, as determined by the County in its sole discretion. v. Failure to adhere to the terms of applicable county, state or federal laws, regulations, or stated public policy. b. In the event of default by the Provider,the county may elect to terminate this Agreement, in whole or in part and/or require the Provider to repay the funds within ten(10)business days from written notice of default. The County may (but shall not be required to) grant the Page 2 of 6 Revised 212019 DocuSign Envelope ID:OAOD279A-9654-4BC8-89E9-8B5D1452BAEF Provider an opportunity to cure the default without termination of this Agreement. This clause shall not be interpreted to limit the County's remedies in law or in equity. c. Notwithstanding the foregoing, either party may terminate the agreement at any time without penalty; provided that written notice of such termination is furnished to the other party at least 30 days prior to termination. In the event of such termination, any payment due shall be prorated to the date of termination and any unused funds shall be returned to the County within 10 days of termination. d. Any termination of this Agreement for default under this section that is later deemed to be unjustified shall be deemed a termination for convenience. 6. Insurance. a. General Requirements. The Provider shall purchase and maintain, during the period of performance of this Agreement, insurance: i. Worker's Compensation. For protection from claims under workers'or workmen's compensation acts; ii. Comprehensive General Liability Insurance covering claims arising out of or relating to bodily injury, including bodily injury, sickness, disease or death of any of the Consultant's employees or any other person and to real and personal property including loss of use resulting thereof; iii. Comprehensive Automobile Liability Insurance, including hired and non-owned vehicles, if any, covering personal injury or death, and property damage; and b. Limits of Coverage: Minimum limits of insurance coverage shall be as follows: INSURANCE DESCRIPTION MINIMUM REQUIRED COVERAGE • Worker's Compensation Limits for Coverage A- Statutory State NC&Coverage B -Employers Liability $500,000 each accident, disease policy limit and disease each employee • Commercial General $1,000,000 Each Occurrence Liability $2,000,000 Aggregate • Automobile Liability $500,000 Combined Single Limit c. All insurance policies(with the exception of Worker's Compensation and Professional Liability)required under this Agreement shall name the County as an additional insured party and as a certificate holder. Evidence of such insurance and all correspondence shall be sent to: Orange County Risk Manager Post Office Box 8181 Hillsborough,NC 27278 d. Nothing in this section is intended to affect or abrogate the County's sovereign immunity defenses. Page 3 of 6 Revised 212019 DocuSign Envelope ID:OAOD279A-9654-4BC8-89E9-8B5D1452BAEF 7. Relationship of the Parties. Provider is an independent contractor of the County. Provider represents that they have or will secure, at his own expense, all personnel required in performing the services under this Agreement. Such personnel shall not be employees or have any contractual relationship with the County. All personnel engaged in work under this Agreement shall be fully qualified and shall be authorized and permitted under federal, state and local law to perform such services. 8. Compliance with all Laws. The Provider, at its sole expense, shall comply with all laws, ordinances, orders and regulations of the federal, state or local governments, as well as their respective departments, commissions, boards, and officers, which are in effect at the time of execution of this Agreement or are adopted at any time following execution of this agreement. 9. Subcontract. The County and Provider deem the services provided under this Agreement to be personal in nature and Provider may not subcontract any rights or duties under this Agreement to any other party without prior written consent from the County. 10. Assignment. The Provider shall not assign this Agreement, including the rights to payment, to any other party without the prior written consent of the County. 11. Indemnification. Each party shall hold the other harmless from all loss, liability, claims or expense arising from bodily injury, including death or property damage, to any person or persons caused in whole or in part by its own employees functioning under this Memorandum of Agreement and shall bear responsibility for liability, claims or expenses arising from the acts or omissions of the party's own personnel to the extent provided by North Carolina law. Nothing in this section is intended to affect or abrogate the either Party's sovereign immunity defenses. 12. Non-Appropriation. This Agreement is subject to the availability of funds to purchase the specified services and may be terminated at any time if such funds become unavailable. 13. Non-Discrimination. Provider agrees as part of consideration of the granting of funds by Orange County the parties hereto for themselves,their agents, officials, employees and servants agree not to discriminate in any manner of these basis of race, color, gender,national origin, age, handicap, religion, sexual orientation, familial status or veterans status with reference to any activities carried out by the grantee, no matter how remote. The parties hereto further agree in all respects to conform to the provision and intent of Orange County Civil Rights Ordinance, as amended. This provision is enforced by action for specific performance, injunctive relief, or other remedy as by law provided; this provision shall be binding on the grantees, the successors and assigns of the parties hereto with reference to the above subject manner. 14. Notice. The Parties hereto agree and understand that written notice, mailed or delivered, to the last known address shall constitute sufficient notice to the County and the Provider. All notices required and/or made pursuant to this Agreement to be given to the County and the Provides shall be in writing and mailed to the party addressed as follows: County: Orange County Health Department Provider: The Arts Center,Inc. ATTN: Kimberlee Quatrone 300-G East Main Street Post Office Box 8181 Carrboro,NC 27510 Hillsborough,NC 27278 15. E n t i r Page 4 of 6 Revised 212019 DocuSign Envelope ID:OAOD279A-9654-4BC8-89E9-8B5D1452BAEF e Agreement. This Agreement, including any referenced attachments, constitutes the entire Agreement between the parties and shall supersede, replace or nullify any and all prior Agreements of understandings; written or oral, relating to the matters set forth herein, and any such prior Agreements or understandings shall have no force or affect whatsoever on this Agreement. The County and Provider have read this Agreement and agree to be bound by all of its terms, and further agree that this Agreement constitutes the complete and exclusive statement of the Agreement between the County and Provider. 16. Severability. All clauses found herein shall act independently of each other. If a clause is found to be illegal or unenforceable, it shall have no effect on the other provisions of this Agreement. It is understood by the parties hereto that if any part, term or provision of this Agreement is by the Courts held to be illegal or in conflict with any laws of the State of North Carolina or the United States, the validity of the remaining portions or provisions shall not be affected, and the rights and obligations of the parties shall be construed and enforced as if the Agreement did not contain the particular part,term or provision held to be invalid. 17. Governing Law. The laws of the State of North Carolina shall govern all aspects of this Agreement. In the event that it is necessary for either party to initiate legal action regarding this Agreement, venue shall lie in Orange County, North Carolina. The parties hereby waive their right to trial by jury in any action,proceeding or claim, arising out of this Agreement,which may be brought by either of the parties. Provider shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal anti-discrimination laws, policies, rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at htt 2://www.oran eg coun, nc. og v/departments/purchasing_division/contracts.php.). Any violation of this requirement is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to discrimination. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.58. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. By executing this Agreement Provider affirms Provider is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. 18. Signatures. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the intent of the Parties to comply with Article I IA and Article 40 of North Carolina General Statute Chapter 66. [SIGNATURES ON FOLLOWING PAGE] IN WITNESS WHEREOF, Orange County and the Provider have signed this Agreement, effective on the last date this Agreement is signed by both parties as indicated by the dates set forth under signatures below. For and on behalf of the Provider Page 5 of 6 Revised 212019 DocuSign Envelope ID:OAOD279A-9654-4BC8-89E9-8B5D1452BAEF qq��Docu5'igried by: P l W 4/4/2019 53CA3S291AB142B.. Lanlel twayer Date Daniel Mayer Printed Name DocuSigned by, nge County Government 6,Q � Rm&ety�C 4/5/2 019 �i3799d6755E477.. Bonnie Hammersley, County Manager Date Page 6 o f 6 Revised 212019 DocuSign Envelope ID:OAOD279A-9654-4BC8-89E9-8B5D1452BAEF Exhibit A Scope of Services for 2019 K Ready camp enrichment program forthe Family Success Alliance Purpose: Support resources for Carrboro Arts Center to provide an arts enrichment program for up to 60 students in the zone 6 Family Success Alliance (FSA) Ready for K camp with a location to be determined at a Chapel Hill Carrboro City school. Budget: $11,459 • Funds will be used to pay Arts Center Teaching Artists to lead arts programming with a small amount budgeted for art supplies (see Exhibit B "Carrboro Arts Center Ready for K Budget 2019 "attached). Program Services: • Meet with CHCCS staff and FSA staff in May-June 2019 to review and revise program logistics, curriculum and evaluation. • Camp instructors will attend a program orientation training with CHCCS camp staff in June 2019 prior to the start of camp. Lead supervisor will attend camp parent orientation in June 2019. • Identify and prepare staff to provide a four week, % day arts-focused enrichment curriculum for up tp to 60 rising kindergarten students to be held from July 8-August 1, 2019. • Lead supervisor will coordinate with school staff to ensure seamless transisitions between morning academics led by CHCCS staff, afternoon arts programming and end of day dismissal. Arts Center and school camp staff will meet prior to the start of the program to support this coordination. • Maintain an age appropriate staff-to-child ratio and include at least one lead teacher supervisor at the site. Outcomes • Students will experience art as a form of personal expression. • Students will engage in a variety of artistic expression including visual arts, movement, use of color and art as a process not a product. • Students will have an opportunity to share and celebrate their work. 1 DocuSign Envelope ID:OAOD279A-9654-4BC8-89E9-8B5D1452BAEF Exhibit B Carrboro Arts Center Ready for K Budget 2019 Expenses 5 teaching artists: $25/hour x 16 hours x 4 weeks $8,000 Teacher Training: 5 teachers, 3 hours $375 Extra Lead Teacher Supervision $896 Planning and Administration $1,238 Arts&Craft Supplies 700 5 criminal background check $250 TOTAL $11,459 DocuSign Envelope ID:OAOD279A-9654-4BC8-89E9-8B5D1452BAEF ARTSCEN-01 DMASON '4�aRo CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 3/21/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Deborah Mason NAME: Summers Thompson Lowry, Inc. PHONE FAX 2113 Cameron Street (A/C,No,Et):(919)969-5322 (A/C,No):(919)942-4221 Suite 219 E-MAIL SS:debbie@stlinsure.com Raleigh, NC 27605-1370 INSURERS AFFORDING COVERAGE NAIC# INSURER A:Great American Ins CO Of NY INSURED INSURER B:Great American Alliance Ins CO 26832 The Arts Center Inc. INSURER C:First Benefits Ins Mutual Inc. 300 G East Main Street INSURER D: Carrboro,NC 27510 INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR IN SD WVD MM DD MM DD A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE � OCCUR PAC4296967 7/1/2018 7/1/2019 DAMAGE TO RENTED 1,000,000 PREMISES Ea occurrence $ MED EXP(Any oneperson) $ 20,000 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY F7 JECOT- LOC PRODUCTS-COMP/OP AGG $ 2,000,000 OTHER: A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 Ea accident $ ANY AUTO PAC4296967 7/1/2018 7/1/2019 BODILY INJURY Perperson) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ X HIRED X NON-OWNED PerOac R DAMAGE $ AUTOS ONLY AUTOS ONLY B X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 1,000,000 EXCESS LIAB CLAIMS-MADE UMB4296968 7/1/2018 7/1/2019 AGGREGATE $ DED X RETENTION$ 10,000 Aggregate 1,000,000 C WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER WC-8739-2019 1/1I2019 1/1/2020 500,000 OFFICERO/MEMBER EXCLUDEDXECUTIVE ❑ N/A E.L.EACH ACCIDENT $ (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 500,000 If yes,describe under 500,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT A General Liability PAC4296967 7/1/2018 7/1/2019 Each Abuse 1,000,000 A General Liability PAC4296967 7/1/2018 7/1/2019 Each Act 1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Family Success Alliance CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Orange Count Risk Manager THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN g Y 9 ACCORDANCE WITH THE POLICY PROVISIONS. PO Box 8181 Hillsborough, NC 27278 AUTHORIZED REPRESENTATIVE ACORD 25(2016/03) t ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD