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HomeMy WebLinkAboutC06-022 AGREEMENT BETWEEN THE COUNTY OF EAGLE, STATE OF COLORADO AND EAGLE V ALLEY CHILD CARE ASSOCIATION THIS AGREEMENT made this 24th day of January, 2006, by and between the County of Eagle, State of Colorado, a body corporate and politic, "County" and, the Eagle Valley Child Care Association., hereinafter "Contractor." 1. AGREEMENT: This Agreement shall commence on January 24, 2006 and shall end on June 30, 2006. The Contractor will operate the Miller Ranch Child Care Center and provide care for up to 80 children between the ages of 6 weeks and 6 years in Eagle County, Colorado. Eagle County agrees to reimburse the Contractor for start-up costs of staff recruitment and training, classroom supplies and learning environment materials, and office equipment. Items allowable and not allowable for reimbursement are detailed in Attachment A. The proposed utilization of funds for the Eagle Valley Child Care Association is detailed in Attachment B. The maximum amount of reimbursement under this agreement is $ 88,000. 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 may be 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. 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 Care Assistance Program (CCAP) who are appropriate for the Contactor's program. The Contractor is not required to give priority to CCAP eligible children. D. Customer Service/Tennination: In rendering its services, Contractor shall comply with the highest standards 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 perfonnance of such obligation to be detennined at the sole discretion of the County. In the event that the County finds these standards of customer service are not being met by the Contractor, the County may tenninate 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 care programs by the Colorado Division of Child Care. The Contractor shall be solely responsible for ensuring proper licensing and credentialing ofthose providing services under this Agreement. If the program fails to be licensed between opening in the Spring of 2006 and December 31, 2007, all funds provided under this agreement shall be reimbursed by the Contractor to the County. F. Contractor shall provide the County with a written report regarding improvements made under this Agreement. Such report shall include copies of program evaluations completed by the Division of Child Care, Colorado Department of Human Services, and the Early Childhood Partners program. 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 ofrace, 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 are considered to be "mandatory reporters" for suspected child abuse and neglect and are to make those reports directly to Eagle County Health & Human Services - Youth and Family Services Division - (970) 328-8840. 1. The Contractor shall submit receipts for expenditures to the County. Reimbursement for expenditures 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, 2006 must be submitted by July 5,2006 in order to be eligible for reimbursement. All requests for reimbursement must be documented with receipts. 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. 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 Eagle Valley Child Care Association Post Office Box 660 P.O. Box 1700 Eagle, CO 81631 Vail, CO 81658 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 full force and effect the following insurance: TyPe of Insurance Coverage Limits Workers' Compensation Statutory Employers Liability, including occupational Disease $500,000 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. 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 December 31 st 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. 1. 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. 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 Contractor 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. CONTRACTOR: Eagle Valley Child Care Association y: John Power Title: President, Eagle Valley Child Care Association Attachment B Miller Ranch Child Care Start Up Staff Recruitment and Staff Housing Start Up $ 15,000 Staff Training and start-up salaries 21,000 Initial Operation Expenses upon opening 27,000 Classroom learning supplies 10,000 Office Furniture & Classroom Equipment 15.000 $ 88,000