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HomeMy WebLinkAboutC09-188 Little Blessings Tiffany SloanC~-Ig~ AGREEMENT BETWEEN EAGLE COUNTY AND LITTLE BLESSINGS- TIFFANY SLOAN (Quality and Capacity) ~_.~ f This Agreement ("Agreement") dated as of this ~ ~'r `-` day of .~ I,l.! ;' , 2009, is between the County of Eagle, State of Colorado, a body corporate and politic, by and through its Board of County Commissioners ("County"), and Little Blessings- Tiffany Sloan, with a mailing address of 420 Palmer Loop, Eagle, CO 81631 ("Contractor"). WHEREAS, the County, through its Department of Health and Human Services ("HHS"), works to promote the health, safety and welfare of County residents of all ages; and WHEREAS, County provides various services to Eagle County residents in order to promote health, safety and welfare; and WHEREAS, to enhance the ability of the County to provide these services, County is in need of an organization to provide the services outlined in Section 1.1 hereunder; and WHEREAS, County wishes to hire Contractor to perform the tasks associated with such services outlined in Section 1.1 hereunder; and WHEREAS, County and Contractor intend by this Agreement to set forth the scope of the responsibilities of the Contractor in connection with the services and related terms and conditions to govern the relationship between Contractor and County in connection with the services. AGREEMENT NOW THEREFORE, based upon the representations by Contractor set forth in the foregoing recitals, for good and valuable consideration, including the promises set forth herein, the parties agee to the following: Scope of Services: 1.1 The Contractor will provide the services more particularly set forth in the attached Exhibit "A" labeled Scope of Services (hereinafter called "Contractor's Services") incorporated herein by reference. The Contractor's Services are generally described as providing home-based licensed quality childcare services far children age birth to 13 years. 1.2 Any revision, amendment or modification of this Agreement shall be valid only if in writing and signed by all parties. Except as may be expressly altered by the amendment, all terms and conditions of this Agreement shall control. To the extent the terms and conditions of this Agreement may conflict with Exhibit "A" or any future exhibits or amendments, the terms and conditions of this Agreement shall control. 1.3 The Contractor agrees that Contractor will not knowingly entex into any arrangement per se with third parties that will conflict in any manner with this Agreement. 1.4 Contractor has given the County a proposal for performing the Services and represented that it has the expertise and personnel necessary to properly and timely perform the Services. 2. Term of Agreement: 2.l This Agreement has been fully executed on the agreement date first above written and, subject to the provisions of Section 2.2 hereof, shall continue in full force and effect until December 31, 2009. All terms and conditions of this executed Agreement shall apply retroactively to all the work commenced on January 1, 2009. This Agreement may be extended beyond the time referred to in this Section 2.1 by a Renewal Agreement fully executed by both parties hereto. 2.2 This Agreement may be terminated by either party for any reason with 15 days written notice, with or without cause, and without penalty. In the event the Contractor files for bankruptcy or is declared bankrupt or dissolves, County may declare in writing that this Agreement is terminated, and all rights of Contractor and obligations of County, except payment of accrued but unpaid fees set forth in Section 2.3 hereof, shall terminate immediately. 2.3 In the event of any termination of this Agreement, Contractor shall be compensated far all incurred costs and hours of work then completed, plus approved expenses. 3. Independent Contractor: 3.1 With respect to the provision of the Contractor's Services hereunder, Contractor acknowledges that Contractor is an independent contractor providing Contractor's services to the County. Nothing in this Agreement shall be deemed to make Contractor an agent, employee, partner or representative of County. 3.2 The Contractor shall not have the authority to, and will not make any commitments or enter into any agreement with any party on behalf of County without the written consent of the Board of County Commissioners. 3.3 The Contractor and its employees are not entitled to workers' compensation benefits through the County. The Contractor is solely responsible for necessary and adequate workers' compensation insurance and shall be responsible for withholding and paying all federal and state ta~ces. The Contractar and its employees are not entitled to unemployment insurance benefits unless unemployment compensation coverage is provided by an entity other than the County. The Contractor hereby acknowledges full and complete liability for and timely payment of all local, state and federal taxes imposed including, without limitation, t~ on self-employment income, unemployment taxes and income taxes. 4. Compensation: 4.1 For the Contractor's Services provided ~ereunder, County shall pay to the Contractor a fee as set forth in the attached Exhibit "A." Contractor will not be entitled to bill at overtime and/or double time rates for work done outside normal business hours unless specifically authorized to do so by County. Fees for any additional services will be as set forth in an executed addendum between the parties. 4.2 For reimbursement Contractor must submit invoices by the fifth business day of each rnonth. Invoices shall include a description of services performed. If County is not satisfied with the completeness of a submitted invoice, County may request Contractor to either revise the invoice or provide additional information to explain the insufficiency of the invoice. Fees will be paid within thirty (30) days of receipt of a proper and accurate invoice from Contractor for Contractor's Services. All invoices must be mailed or delivered in-person to the following address to ensure proper payment. Invoices sent bv fax or email will not be accepted. Eagle County Health & Human Services Business Office 550 Broadway P.O. Box 660 Eagle, CO 81631 4.3 If, prior to payment of compensation or reimbursement for services but after submission to County of a request therefor by Contractor, County reasonably determines that payment as requested would be improper because the services were not performed as prescribed by the provisions of this Agreement, the County shall have no obligation to make such payment. If, at any time after or during the Term or after termination of this Agreement as hereinafter provided or expiration of this Agreement, County reasonably determines that any payment #heretofore paid by County to Contractor was improper because the services for which payment was made were not performed as prescribed by the provisions of this Agreement, then upon written notice of such determination and request for reimbursement from County, Contractor sha~l forthwith return such payment to County. iJpon termination of this Agreement as hereinafter provided or expiration of the Term, any unexpended funds advanced by County to Contractor shall forthwith be returned to County. 4.4 Notwithstanding anything to the contrary contained in this Agreement, no charges shall be made to the County nar shall any payment be made to the Contractor in excess of the amount for any work done in respect of any period after December 31 st of the calendar year of the Term of this Agreement, without the writtEn approval in accordance with a budget adopted by the Board of County Commissioners in compliance with the provisions of Article 25, Title 30 ofthe 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). 5. Indemnification: Within the limits allowed by law, Contractor shall indemnify County for, and hold and defend the County and its officials, boards, officers, principals and employees harmless from all costs, claims and expenses, including reasonable attorney's fees, arising from claims of any nature whatsoever made by any person in connection with the negligent acts or omissions of, or presentations by, the Contractor in violation of the terms and conditions of this Agreement. This indemnification shall not apply to ciaims by third parties against the Caunty to the extent that the County is liable to such third party for such claim without regard to the involvement of the Contractor. 6. Contractor's Professional Level of Care and Additional Duties: 6.1 In rendering its services hereunder, 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 performance of such obligation to be determined at the sole discretion of County. In the event that County finds these standards of customer service are not being met by Contractor, County may terminate this Agreement, in whole or in part, upon ten (10) days notice to the Contractor. 6.2 All funds received by Contractor under this Agreement shall be or have been 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. Contractor shall provide the County with progress reports upon County's request; or Contractor shall furnish progress reports as more specifically set forth in the attached Exhibit "A". 6.3 Contractor shall maintain, for a minimum of 3 years, adequate financial and programmatic records far reporting to County on performance of its responsibilities hereunder. Contractor shall be subject to financial audit by federal, state or county auditors or their designees. Contractor authorizes 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. Contractor shall cooperate fully with authorized HHS representatives in the observation and evaluation of the program and records. Contractor shall have the right to dispute any claims of misuse of funds and seek an amicable resolution with County. 6.4 Contractor shall comply with all applicable federal, state and local ruies, regulations and laws governing services of the kind provided by Contractor under this Agreement. Cantractor shall be solely responsible for ensuring proper licensing and credentialing of those providing services under this Agreement. 6.5 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. 4 7. 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: COUNTY: Eagle County Health & Human Services Jennie Wahrer P.O. Box 660 Eagle, CO 81631 970-328-2604 CONTI~ACTOR: Little Blessings Tiffany Slaan 420 Palmer Loop Eagl~, Co 81631 P.O. Box 5108 Eagle, Co 81631 970-328-2038 8. Insurance: 8.1 At all times during the term of this Agreement Contractor shall maintain in full force and effect the following insurance: Insurance Tvpe • Workers' Compensation • Employers Liability, including Occupational Disease • Comprehensive General Liability, including Broad Form Property Damage • Professional Liability Insurance Coverage Minimums St~tutory $500,000 $600,000 per occurrence ar as specified in the Colorado Governmental Immunity Act, whichever is greater $500,000 per occurrence 8.2 Contractor shall purchase and maintain such insurance as required above and shail provide certificates of insurance in a form acceptable to County upon execution of this Agreement. 9. Non-Assignment and Subcontractors: Contractor shall not assign this Agreement or employ any subcontractor without the prior written approval of the County Representative, wha is designated in Section 7 of this Agreement. The Contractor shall be responsible for the acts and omissions of its agents, employees and sub- contractors. The Contractor shall bind each subcontractor to the terms of this Agreement. The County may terminate this Agreement, if the Contractor assigns or subcontracts this Agreement without the prior written consent from the Caunty, and any such assignrnent or subcontracting shall be a material breach of this Agreement. 10. Jurisdiction and Confidentiality: 10.1 This Agreement shall be interpreted in accordance with the laws of the State of Colorado and the parties hereby agree to submit to the jurisdiction of the courts thereof. Venue shall be in the Fifth Tudicial District for ti~e State of Colorado. 5 10.2 The Contractor and County acknowled~e that, during the term of this Agreement and in the course of the Contractor rendering the Contractor's Services, the Contractor and County may acquire knowledge of the business operations of the other party not generally known deemed confidentiat. The parties shall not disclose, use, publish or otherwise reveal, either direCtly or through another, to any person, firm or corporation, any such confidential knowledge or information and sha11 retain a11 knowledge and information which he has a,cquired as the result of this Agreement in trust in a fiduciary capacit~ for the sole benefit of the other p~rty during the term of this Agreernent, and for a period of five (5) years following termination of this Agreement. Any such information must be marked as confidential. The parties recagnize that the County is subject to the Colorado Open Records Act and nothing herein shall preclude a release of information that is subject to the same. 11. Miscellaneoas: 11.1 This Agreement constitutes the entire Agreemen~ between the parties related to its subject matter. It supersedes all prior proposals, agreements and understandings, either verbal or written. 11.2 This Agreement does not and shall not be deemed to confer upon or grant to any third party any right enforceable at law or equity arising out of any term, covenant, or condition herein or the breach hereof. I 1.3 Invalidity or unenforceability of any provision of this Agreem~nt shall not affect the other provisions hereof, and this Agreement shall be construed as if sucn invalid or unenfarceable provision was omitted. 12. Prohibitions on Public Contract for Services: If eontractor has any employees or subcontractors, Contractor shail comply with C.R.S. § 8-17.5-101, et seq., regarding Illegal Aliens -~'ublic Contracts for Services, and this Contract. By execution of this Contract, Contractor certifies that it does not knowingly employ or confiract with an ~llegal alien who will perform under this Contract and that Contractor will participate in the E-verify Program or other Departrnent of Labor and Employment program ("Department Program"} in order to confirm the eligibility of all employees who are newly hired for employment to perform work under this Contract. (a) Contractor shall not: (i) Knowingly employ or contract with an illegal alien tQ perform work under this contract for service~; or (ii) Enter into a contract with a subcontractor that fails to certify to the Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perfozm work under the public contract for services. 6 (b) Contractor has coniirmed the employment eligibility of all employees who are newly hired for employment to perform work under this Contract through participation in the E-verify Program or Department Program, as administered by the United States Department of Homeland Security. Infornlation on applying for the E-verify program can be found at: http://www.dhs. 7~,ov/xprevprot/pro 7r~~ l 1852216781 SO.shtm (c) The Contractor shall not use either the E-verify program or other Department Program procedures to undertake pre-employment screening of job applicants while the public contract for services is being performed. (d) If the Contractor obtains actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an illegal alien, the Contractor shall be required to: (i) Notify the subcontractor and the County within three (3) days that the Contractor has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and (ii) Terminate the subcontract with the subcontractor if within three (3) days of receiving the notice required pursuant to subpazagraph (i) of paragraph (d) the subcontractor does not stop employing or contracting with the illegal alien; except that the Contractor shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. (e) The Contractor shall comply with any reasonable request by the Department of Labor and Employment made in the course of an investigation that the department is undertaking pursuant to its authority established in C.R.S. § 8-17.5-102(5). ( fl If a Contractor violates these prohibitions, the County may terminate the contract for a breach of the contract. If the contract is so terminated specifically for a breach of this provision of this Contract, the Contractor shall be liable for actual and consequential damages to the County as required by law. (g) The County will notify the office of the Colorado Secretary of State if Contractor violates this provision of this Contract and the County terminates the Contract for such breach. 13. Sole Source Government Contracts: If the Contractor has entered into a sole source government contract or contracts with the State of Colorado or any of its political subdivisions as defined in Article XXVIII of the Colorado Constitution which including this contract in the aggregate on an annual basis are equal to or exceed the amount of $100,000, then the following provisions apply: (a) Because of a presumption of iinpropriety between contributions to any campaign and sole source government contracts, Contractor, on behalf of itself, any person who controls ten percent or more of the shares of or interest in the Contractor, and the Contractor's officers, directors and trustees (collectively, the "Contract Holder") shall contractually agree, for the duration of the contract and for two years thereafter, to cease making, causing to be made, or inducing by any means, a contribution, directly or indirectly, on behalf of the Contractor Holder or on behalf of his or her ' immediate family member and for the benefit of any political party or for the benefit of any candidate for any elected office of the state or any of its political subdivisions. (b) The parties further agee that if a Contract Holder makes or causes to be made any contribution intended to promote or influence the result of an election on a ballot issue, the Contract Holder shall not be qualified to enter into a sole source government contract relating to that particular ballot issue. (c) The parties agree that if a Contract Holder intentionally violates sections 15 or 17(2) of Article XXVIII of the Colorado Constitution, as contractual damages that Contract Holder shall be ineligible to hold any sole source government contract, or public employment with the state or any of its political subdivisions, for three years. (d) The Contract Holder agrees to comply with the summary and notice provisions of Section 16 of Article XXVIII of the Colorado Constitution. (e) These provisions shall not apply to the extent they have been enjoined or invalidated by a court of competent jurisdiction. ( fl All terms used in this Section and not otherwise defined in this Agreement shall have the same meaning as set forth in Article XXVIII of the Colorado Constitution. ll SIGNATURE PAGE TO FOLLOW// 8 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. COUNTY OF EAGLE, STATE OF COLORADO By and through its County Manager By; ~ . ~ , . _ . Keith P. Montag,-Acting County Manager Little Blessings By: Ti y Sloans EXMIBIT A SCOPE OF S~RVICES, PAYMENT & FEE SCHEDULE Description of Services: The work for this Agreement began on January 1, 2009 and shall terminate on December 31, 2009. Contractor shall provide licensed care in Eagle County for 8 children between the ages of birth and 13 years and provide services to improve the quality of child care. The Contractor agrees to provide uninterrupted licensed child care to families in Eagle County for the period of January 1, 2009 through becember 31, 2009. Additianal Provisions: 1. Written Report. A written report is required on or before September 15Y, 2009 regarding services under this Agreement. Specifically, the report must include: (a) Copy of current child care license. (c) The number of currently enrolled children in the Contractors program. (d) The licensed capacity for infant and toddler care. (e) The quality improvement adivities undertaken with funds received. (f) How children or parents in the program benefited from funds received. 2. Bri~htStart Acknowled~ement. Contractor shall acknowledge in all public information materials that the Little Blessings home child care is a BrightStart program and a community BrightStart partner. 3. Network of Care. The Contractor shall cooperate with BrightStart in providing information to parents, staff, and the public on community early childhood programs and how to access these early childhood programs for services using the Network of Care website located at www.networkofcare.or~. 4. Mandatorv Reporting. Contractor shall notify HHS immediately of all reports of suspected child abuse or neglect involving Contractor, including, but not limited to, employees, volunteers and clients. HHS contractors are considered to be mandatory reporters for suspected child abuse and neglect and are to make those reports directly to HHS Children and Family Services -(970) 328-8840. Payment and Fee Schedule: Eagle County agrees to pay the Contractor in advance for expenses associated with increasing child care capacity and assuring quality care. Approved items for reimbursement under this agreement are in Exhibit B. Receipts must be submitted. The maximum amount of reimbursement under this agreement is $2,000. 10 EXHIBIT B Program, B~d~~t Budget for Start Up Money Littie Blessings Child Care DESCR1PTlON PURPOSE QUANT. PRlCE TOTAL Pla ard tem ora fence Provide a fenced in area in 4 99.5 $ 398.00 our outside a~d for safe pla . Double sided stora e Provide safe storage for a 1 210 $ 210.00 "buildin " comer: blocks and legos Pre-school 2 shelf stora e Provide safe storage for a 1 $ 170.00 "Discove " comer: senso to s Efficien Kitchenette Our "Imagine" Corner. This wilE 1 $ 139.99 have dress u, and "house" activities Indoor/Outdoor water table provide a sensory section for 1 inside in the winter and out in the $ 189.00 summer Plastic Slide Provide outdoor activities for our yard 1 $ 69.99 4 seater stroller allow capability to take infants on 1 $ 400.00 lnfant Swin s for Porch walks allow us to take infants on to our 2 $ 24.99 porch to swing 4 seat wa on for toddlers allow us to take children to library 1 $ 400.00 and ark $ 2,001.97 'no picture available) (No picture Available) 11 EXHtBIT C PROOF OF INSURANCE (Certificare of insurance to be inserted as Exhibit Cj 12 r ACORD CERTIFICATE OF LIABILITY INSURANCE oDC AT rM U 06-03 2009 PRODUCfR THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION USAA INSURANCE AGENCY INC/PHS ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 812846 P: (888)242-1430 F: (877)905-0457 ALTERTHECOVERAGEAFFORDEDBYTHEPOLICIESBELOW. PO BOX 33015 SAN ANTONIO TX 78265 INSURERS AFFORDING COVERAGE /NSURED INSURERA:SeIZtlISel In.s C~ LTD INSURER 8: TIFFANY SLOAN INSURERC: PO B~X 510 8 INSURER D: EAGLE CO 816 31 INSURER E: COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. /NSR LTR TYPE OF /NSURANCE POL/CV NUMBER Po«CY EFFECT/VE DATE MM DD YY POL/CY EXP/RAT/ON DATE MM/OO/YY UM?S GENERAL L/AB/L/TY EACH OCCURRENCE SZ O O O~ O O O pi COMMERCIAL GENERAL LIABILITY 6 5 SBM NW 16 8 9 0 3/ 2 5/ 0 9 0 3/ 2 5/ 10 FIRE DAMAGE IAny one firel S~. ~ ~ ~ ~ ~ ~ ~ CLAIMS MADE ~ OCCUR MED EXP (Any one person) SZ O~ O O O X Gene ral L i ab PERSONAL & ADV INJURY S 1 ~ ~ ~~ ~ ~ ~ GENERALAGGREGATE 52 ~ O O O~ O O O GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG S2 O O O O O O POIICY PR~ X LOC JECT _ AUT OMOBRE L/AB/U7Y COMBINED SINGLE LIMIT ANY AUTO (Ea accident) s ALL OWNED AUTOS BODILV INJURY SCHEDULED AUTOS (Per person) S HIRED AUTOS BODILY INJURY NON-OWNED AUTOS IPer accidentl S PROPERTY DAMAGE IPer accident) $ GARAGE L/AB/L/TY AUTO ONLY - EA ACCIDENT S ANY AUTO OTHER THAN EA ACC S AUTO ONLV: AGG S EXCESS L/AB/L/TY EACH OCCURRENCE S OCCUR ~ CLAIMS MADE AGGREGATE S S DEDUCTIBLE $ RETENTION $ S WORKERSCOMPENSAT/ONAND WC STATU- OTH- RY L M T EMPLOYERS' L/A81L/TY E.L. EACH ACCIDENT S E.L. DISEASE - EA EMPLOVEE S E.l. DISEASE - POLICY LIMIT S OTHER DESCR/PTlON OF OPERAT/ONS/LOGAT/ONSNEH/CLES/EXCL US/ONS ADDED BY ENDORSEMEM/SPEC/AL PROVIS/ONS Those usual to the Insured's Operations. CERTIFICATE HOLDER avarroivac inrsu~ren; mrsvaFrrcerr~w: CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE 110 DAYS FOR NON-PAYMENTI TO THE CERTIFICATE The Bright Start Foundat ion HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR PO BOX 6 F) O REPRESENTATIVES. n~rnN rn R"i ti 7(1 ACORD 25-S (7/97) AUTHOM2 EPRESEMATNE ~~ ~~~-- ° ACORb CORPORA710N 1988 TERM SHEET LITTLE BLESSINGS - TIFFANY SLOAN 1) Requested hearing date: 2) For County Mana~er si~nature: Yes 3) Requestin~ department: HHS Children & Family Services 4) Title: AGREEMENT BETEWEEN EAGLE COUNTY AND LITTLE BLESSINGS - TIFFANY SLOAN (Child Care Home Start-up) 5) Check one: Consent: On the Record: 6) Staff submittin~: Jennie Wahrer, Asst. Director Children & Family Services X2604 7) Purpose: To provide start-up expenses associate with increasing child care capacity and assuring quality care for home-based licensed childcare services for children age birth to 13 years. 8) Schedule: For services provided beginning January l, 2009 and ending on December 31, 2009. 9) Financial considerations: The maximum amount of reimbursement under this agreement is $2,000. This agreement is fully budgeted and has been approved through the BrightStart Council and Early Care and Learning Sub-committee. 9) Other: a ~oRM _ ~ JUN 8 20c~y By: ~ Eagle County Attorney's Offtce , ,,;~~~LE C:;?i.i~i~l, _',~ :'.:;~:VcY B~ ~ Eagle County Commissioners' Office . ~~C' ~C~ 1 ~}~ ~~ ~ ~~'l(,~,t,~ ~ ~