No preview available
HomeMy WebLinkAboutC04-098 Solara LLC~~ ~ ~~~ ~~ ~ ~ Ageement between Eagle County and Solana, LLC AGREEMENT BETWEEN THE COUNTY OF EAGLE, STATE OF COLORADO AND SOLARA, LLC. Page 1 THIS AGREEMENT made this 9th day of March, 2004, by and between the County of Eagle, State of Colorado, a body corporate and politic, "County" and, Solana, LLC., hereinafter "Contractor." 1. AGREEMENT: This Agreement shall,~commence on March 9, 2004 and shall end on June 30, 2004. 2. SCOPE: The Contractor will open and operate a child care center with the capacity to serve between 21 and 50 children by June 30, 2004 in Eagle County, Colorado. Eagle County agrees to reimburse Solana up to $15,000 for equipment, supplies, and staff training associated with start-up of the child care center. Items allowable and not allowable for reimbursement are detailed in Attachment A. The proposed utilization of funds for Solana, LLC is detailed in Attachment B. The mazimnm amount of reimbursement under this agreement is $15,000. 3. TERMINATION: The County may terminate this Agreement upon ten (10) days written notice to Contractor if it is deemed by the County in its sole discretion, that the Contractor is not fulfilling the program as specified in this Agreement, or for any other reason. Upon such termination any unexpended.funds shall be returned to the County. In addition, any funds not properly expended according to project objectives shall be returned by Contractor to County. In the event the Contractor becomes insolvent, is declared bankrupt, or dissolves, the County may declare in writing that this Agreement is terminated, and all rights of the Contractor and obligations of the County shall terminate and cease immediately. 4. CONTRACTOR'S DUTIES: The Contractor shall comply with the following requirements: A. All funds received by Contractor under this Agreement shall be expended solely for the purpose for which granted, and any funds not so expended, including funds lost or diverted for other purposes, shall be returned to County. ~ " B. Contractor shall maintain adequate financial and programmatic records for reporting to the County. The Contractor shall maintain all records pertaining to this Agreement for a minimum of three years and maybe subjected to an audit by federal, state, or county auditors or their designees, as requested. If an auditor discovers misuse of funds, the Contractor shall return said misused funds to the County. The Contractor hereby authorizes the County to perform audits or to make inspections during normal business hours upon 48 hours notice to Contractor, for the purpose of evaluating performance under this Agreement. The Contractor will allow access to and cooperate with authorized Health & Human Services representatives in the observation and evaluation of the program and records. The Contractor shall have the right to dispute any claims of misuse of funds and seek an amicable resolution with the County. Agreement between Eagle County and Page 2 Solana, LLC C. The Contractor agrees to enter into and maintain a child care fiscal agreement with Eagle County and to accept children under the Colorado Child Caze Assistance Program (CCAP) who aze appropriate for the Solana child caze program. The Contractor is not required to give priority to CCAP eligible children. D. Customer Service/Termination: In rendering its services, Contractor shall comply with the highest standazds of customer service to the public. Contractor shall provide appropriate supervision of its employees to ensure the maintenance of these high standards of customer service and professionalism, the performance of such obligation to be determined at the sole discretion of the County. In the event that the County finds these standards of customer service aze not being met by the Contractor, the County may terminate this Contract, in whole or in part, upon providing ten (10) days notice to the Contractor. E. The Contractor shall comply with all applicable rules and laws governing the licensing of child caze programs by the Colorado Division of Child Caze. The Contractor shall be solely responsible for ensuring proper licensing and credentialing of those providing services under this Agreement. If the program fails to become fully licensed by June 30, 2004, all funds provided under this agreement shall be reimbursed by the Contractor to the County. F. Contractor shall provide the County with monthly reports concerning services under this Agreement . Such report shall include the progress on meeting licensing standards, and enrollment status. G. Contractor shall comply with the requirements of the Civil Rights Act of 1964 and Section 504, Rehabilitation Act of 1973 concerning discrimination on the basis of race, color, sex, age, religion, political beliefs, national origin, or handicap. H, The Contractor will notify Eagle County Health & Human Services immediately of all reports of suspected child abuse or neglect involving the Contractor, including, but not limited to, employees, volunteers and clients. Health & Human Services contractors aze considered to be Amandatory reporters@ for suspected child abuse and neglect and are to make those reports directly to Eagle County Health & Human Services -Adult and Family Services Division - (970) 328-8840. I. The Contractor shall submit monthly billings to the County. Billings will be paid through the County's usual bill paying process. Billings must be submitted by the fifth working day of the subsequent month in order to be eligible for reimbursement, except that billings for services provided through June 30, 2004 must be submitted by July 3, 2004 in order to be eligible for reimbursement. All requests for reimbursement must be documented with receipts or payroll records. The Contractor may request advances on expenses. All advances on expenses must be reconciled with receipts to Eagle County HHS at the close of the month. Agreement between Eagle County and Page 3 Solata, LLC 5. NOTICE: Any notice required under this Agreement shall be given in writing by registered or certified mail; return receipt requested which shall be addressed as follows: THE COUNTY: THE CONTRACTOR: Eagle County Health & Human Services Solara, LLC Post Office Box 660 P.O. Box 906 Eagle, CO 81631 Basalt, CO 81621 Notice shall be deemed given three (3) days after the date of deposit in a regular depository of the United States Postal Service. 6. ASSIGNMENT: The Contractor shall not assign any of its rights or duties under this Agreement to a third party without the prior written consent of County. Any assignment without the prior written consent of County shall cause this Agreement to terminate. 7. MODIFICATION: Any revision, amendment or modification to this Agreement, shall only be valid if in writing and signed by all parties. 8. INSURANCE: At all times during the term of this Agreement, Contractor shall maintain in fiill force and effect the following insurance: Type of Insurance Coverage Limits Workers' Compensation Statutory Employers Liability, including occupational Disease $500,000 Comprehensive Automobile Liability including all owned, non-owned and hired Colorado vehicles $150,000 per person and $600,000 per occurrence as specified in the Governmental Immunity Act, whichever is greater. Comprehensive General Liability, including broad form property damage $150,000 per person and $600,000 per occurrence or as specified in the Colorado Governmental Immunity Act, whichever is greater Contractor shall purchase and maintain such insurance as required above and shall provide certificates of insurance in a form acceptable to Eagle County upon execution of the Agreement. 9. MISCELLANEOUS: A. The parties to this Agreement intend that the relationship of the Contractor to the County is that of independent contractor. No agent, employee, or volunteer of the Contractor shall be deemed to be an agent, employee, or volunteer of the County. • Agreement between Eagle County and Page 4 Solara, LLC B. This Agreement shall be binding upon and inure to the benefit of the Contractor and the County and their respective heirs, legal representatives, executors, administrators, successors and assigns. Neither party may assign or delegate any of its rights or obligations hereunder without first obtaining the written consent of the other party. C. In the event of litigation in connection with this Agreement, it is agreed that the prevailing party shall be entitled to recover all reasonable costs incurred, including attorney fees, costs, staff time and other claim related expense. D. The invalidity or unenforceability of any provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed as if such invalid or unenforceable provision was omitted. E. Contractor shall indemnify and hold harmless the County, its Board of Commissioners, and the individual members thereof, its agencies, departments, officers, agents, employees, servants and its successors from any and all demands, losses, liabilities, claims or judgments, together with all costs and expenses, including but not limited to attorney fees, incident thereto which may accrue against, be charged to or be recoverable from the County, its Board of Commissioners, and the individual members thereof, its agencies, departments, officers, agents, employees, servants and its successors, as a result of the acts or omissions of Contractor, its employees or agents, in or in part pursuant to this Agreement or arising directly. or indirectly out of Contractor's exercise of its privileges or performance of its obligations under this Agreement. F. The Contractor shall comply with all applicable laws, resolutions, and codes. G. Notwithstanding anything to the contrary contained in this Agreement, the County shall have no obligations under this Agreement, nor shall any payments be made to Contractor in respect of any period after June 30th of each calendar year during the term of this Agreement, without the appropriation therefore by the County in accordance with a budget adopted by the Board of County Commissioners in compliance with the provisions of Article 25, Title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. ' 29-1-101 et.seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). H. This Agreement shall be governed by the laws of the State of Colorado. Jurisdiction and venue for any suit, right, or cause of action arising under, or in connection with this Agreement shall be exclusive in Eagle County, Colorado. I. This Agreement supersedes all previous communications, negotiations and/or agreements between the respective parties hereto, either verbal or written, and the same not expressly contained herein are hereby withdrawn and annulled. This is an integrated agreement and there are no representations about any of the subject matter hereof except as expressly set forth in this Agreement. No alterations, amendments, changes, or modifications to this Agreement shall be valid unless executed by an instrument in writing signed by both parties. Agreement between Eagle County and Page 5 Solara, LLC J. This Agreement does not, and shall not be deemed or construed to, confer upon or grant to any third party or parties any right to claim damages or to bring any suit, action or other proceeding against either Conh~actor or the County because of any breach hereof or because of any of the terms, covenants, agreements and conditions herein. K. Contractor hereby certifies that it has read the Agreement, understands each and every term and the requirements set forth herein, and agrees to comply with the same. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date first set forth above. The parties hereto have signed this Agreement in triplicate. Two counterparts have been delivered to County and one to the Contractor. COUNTY OF EAGLE, STATE OF COLORADO By and through its Board of County Commissioners By: °'°' C. one, Chairman ©~ ~ ~ ~~ ~ ATTEST: < ,~ to the Board of CONTRACTOR: Solara, LLC Titl . L ~~ ~ ~~ ATCACH1viEE1vT A ALLOWABLE ACTIVITIES UNDER THE CHILD CARE AND DEVELOPMENT FUND Funds maybe spent for the following: • Activities designed to provide comprehensive consumer education to pazents and the public; • Activities that increase parental choice; • Activities designed to improve the quality and availability of child caze; this may include the purchase of equipment and/or supplies purchased as a part of a plan or project specifically designed to increase the quality of child care. • Operating directly, or providing financial assistance, for the development,, establishment, expansion, operation, and coordination of resource and referral programs specifically related to child care; • Making grants or providing loans to child care providers to assist such providers in meeting applicable State, local, and tribal child care standazds, including applicable health and safety requirements; • Providing training and technical assistance in areas appropriate to the provision of child care services, e.g.; training in health and safety, nutrition, first aid, the recognition of communicable diseases, child abuse detection and prevention, and caze of children with special needs; • Improving salaries and other compensation (such as fringe benefits) for full-and part-time staff who provide child caze; and • Minor remodeling to upgrade child care facilities to assure that providers meet !State and local child care standards, including applicable health and safety requirements. This may include sectarian organizations. • Any other activities that are consistent with the intent of this section. ACTIVITIES THAT ARE NOT ALLOWED UNDER THE CHILD CARE AND DEVELOPMENT FUND Funds may not be spent for the following: • The purchase or improvement. of land, • The purchase, construction, or permanent improvement of any building or facility. • Sectarian purposes or activities with the exception of minor remodeling to upgrade child care facilities as described above. • Tuition. Funds may not be expended for students enrolled in grades 1 through 12 for: - Any service provided to such students during the regular school day; - Any service for which such students receive academic credit toward graduation; - Any instructional services that supplant or duplicate the academic program, of any public or private school. • Used as the non-Federal. share for other Federal grant programs. p Fonds will be allocated as follows; Attachment B • $5000.00 will be used to purchase outdoor play equipment that is safe and age appropriate. • $600.00 will be used for staff training in the following areas; health and safety, nutrition, first aid and the recognition of communicable diseases. • $1000.00 will be used as start-up funding for our literary areas in each classroom. • $1000.00 will be used as start-up funding for our math and science areas in each classroom • $1000.00 will be used as start-up funding for art /creative expression materials for each classroom • $1000.00 will be used as startup funding for drama~c play materials for each classroom. • $2400.00 will be used as start-up funding for purchasing larger pieces of necrosary equipment, such as a water table, light tables and blocks etc.We have found that we can purchase most of these items on castors and plan to rotate them between classrooms instead of buying one for each classroom. • $3000.00 will be used as start-up funding for furniture items such as lunch/activity tables and chairs, Shelves for classroom centers, and seating and bookshelves for our literary areas. All of these purchases and activities will improve the quality of childcare in this center.