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professional services contract - khadra international dance theatre

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(rnt().<br />

Bo"r9··0ffic~.··W~~:·.L~gj~Ii;!\iiy.~.F'jlE! •••<br />

File IDNumber<br />

Introduction Date<br />

08-3118<br />

·3 - IL -0"T<br />

Enactment Number<br />

Enactment Date<br />

~emo"G<br />

From ir<br />

Board Meeting Date<br />

Subject<br />

Action Requested<br />

Background<br />

A one paragraph<br />

explanation of why<br />

the consultant's<br />

<strong>services</strong> are needed.<br />

Discussion<br />

One paragraph<br />

summary of the<br />

scope of work.<br />

Recommendation<br />

Fiscal Impact<br />

Attachments<br />

www.ousd.k12.ca.us<br />

Board of Education<br />

nt<br />

~ OAKLAND UNIFIED<br />

~ SCHOOL DISTRICT<br />

every student. every classroom. every day,<br />

Professional Services Contract - Khadra International Dance Theatre<br />

(<strong>contract</strong>or) . Joaquin Miller Elementary School (site/department)<br />

Approval of <strong>professional</strong> <strong>services</strong> <strong>contract</strong> between Oakland Unified School<br />

District and Khadra International Dance Theatre. Services to be primarily<br />

provided to Joaquin Miller Elementary School for the period of January 15.<br />

2009 through June 12. 2009.<br />

Consultant <strong>services</strong> are needed to expose students to performing arts,<br />

specifically culturally <strong>dance</strong> to allow students to learn about various cultures<br />

around the world.<br />

Consultant will provide technical assistance and tutor students in <strong>dance</strong> 8:<br />

<strong>theatre</strong> arts. Consultant will work with teachers and students to integrate arts<br />

education.<br />

Approval of <strong>professional</strong> <strong>services</strong> <strong>contract</strong> between Oakland Unified School<br />

District and Khadra International Dance Theatre. Services to be primarily<br />

provided to Joaquin Miller Elementary School for the period of January 15.<br />

2009 through June 12. 2009.<br />

Funding source General Purpose not to exceed $7.600.00<br />

• Professional Services Contract including scope of work<br />

• Fingerprint/Background Check Certification<br />

• Insurance Certification<br />

• TB screening documentation<br />

• Statement of qualifications


AMENDMENT NO. 1 TO<br />

PROFESSIONAL SERVICES CONTRACT<br />

This Amendment is entered into between the Oakland Unified School District (QUSD) and _B_ro_o_k_e_B:..y_rn_e<br />

__ --' _<br />

Joaquin Miller Elementary School (CONTRACTOR).OUSDenteredinto an Agreementwith<br />

CONTRACTOR for <strong>services</strong> on July 2 , 20~, and the parties agree to amend that Agreement as follows:<br />

1. Services: El The scope of work is unchanged. 0 The scope of work has changed.<br />

If scope of work changed: Provide brief description of revised scope of work including description of expected final results,<br />

such as <strong>services</strong>, materials, products, and/or reports; attach additional pages as necessary. Attach revised scope of work.<br />

The CONTRACTOR agrees to provide the following amended <strong>services</strong>:<br />

I I<br />

2. Terms (duration): D The term of the <strong>contract</strong> is unchanged. [2] The term of the <strong>contract</strong> has changed.<br />

If term is changed: The <strong>contract</strong> term is extended by an additional 6 months<br />

(days/weeks/months), and the amended expiration date is June 12 ,2009<br />

3. Compensation: D The <strong>contract</strong> price is unchanged. o The <strong>contract</strong> price has changed.<br />

If the compensation is changed:<br />

The <strong>contract</strong> price is amended by<br />

[{] Increase of $3800.00 to original <strong>contract</strong> amount<br />

o Decrease of $ to original <strong>contract</strong> amount<br />

and the new <strong>contract</strong> total is seventy six dollars ($ 7,600.00 )<br />

4. Remaining Provisions: All other provisions of the Agreement, and prior Amendment(s) if any, shall remain<br />

unchanged and in fui! force and effect as originally stated.<br />

5. Amendment History:<br />

[(] There are no previous amendments to this Amendment. D This <strong>contract</strong> has previously been amended as follows:<br />

No. Date General Description of Reason for Amendment<br />

$<br />

$<br />

$<br />

Amount of<br />

Increase (Decrease)<br />

6. Approval: This Agreement is not effective and no payment shall be made to Contractor until it is approved. Approval requires<br />

signature by the Board of Education or State Administrator (or designee).<br />

Khadra International Dance Theatre<br />

State Administrator Date<br />

President I<br />

Board of Education<br />

Secretary,<br />

Board of Education<br />

Date<br />

Date<br />

cBiiar.d:MCil:liJSiii'l;eoIsllithie'F.ile:liifO'!::c·:':::·"-::"·<br />

Fiie 10Number rh


EXHIBIT A- SCOPE OF WORK<br />

Instructions: Describe: (1) the exact nature of the <strong>services</strong> that will be performed under this <strong>contract</strong>; (2) any deliverables to be<br />

produced by the <strong>contract</strong>or and any delivery schedule; and, (3) the goals of this <strong>contract</strong>. Be specific in the description so that all<br />

parties have a clear understanding of the expectations of 1Mlrk to be completed. Check the box at the bottom of the Services<br />

paragraph in the Contract to indicate an "Exhibit A" is attached.<br />

Contractor Name: khlJitn' JIikcnahonu herr I, Thwre..-<br />

(;,c;J ~ klWvi wW Pftyik ~ ~ 5~ wit:A ~J<br />

fechlJiuJ w&/~a)f'l' ~ ~ CIl ~<br />

~!tuI:JM;W ~.~ ~<br />

~fht~,<br />

~ tVul WnIu. WttA~s J ~ . £fWtR W) M_<br />

·;.ft,U( WU/L ~(/IO{ hbu~-ro-fd .)/<br />

. I I.<br />

~ ~ Ma ~ LV1;It fAdtvut MdtAL<br />

h~~ ~jWMtJJJrJ~.<br />

. ,<br />

. I<br />

~ ~ lffJwvjS 5~<br />

,11j hMfu j W'J!. j ~<br />

/Jj ~ /( aM. / .5~


PROFESSIONAL SERVICES CONTRACT<br />

AMENDMENT ROUTING FORM<br />

Basic Directions<br />

Services beyond the original <strong>contract</strong> cannot be provided until the amendment has been fully approved and the Purchase<br />

Order amount has been increased by Procurement.<br />

1. Contractor and OUSD <strong>contract</strong> originator reach agreement on modification to original <strong>contract</strong>.<br />

2. Contractor and OUSD <strong>contract</strong> originator complete amendment together. Please insert the amendment number (Le.<br />

if this is the first amendment enter "1/ second enter "2/ etc.) at the top of the amendment.<br />

3. If <strong>contract</strong> total amount has increased, OUSD <strong>contract</strong> originator creates new requisition with the original PO<br />

number referenced in the item description.<br />

4. OUSD <strong>contract</strong> ori9i~ator submits amendment packet for approval within two weeks of creating the requisition<br />

When the <strong>contract</strong> amendment is approved Procurement will add additional funds to the original Purchase Order.<br />

,<br />

Attachment [{]Contract amendment packet including Board Memo and amendment form<br />

Checklist DScope of work, if changed<br />

[{]Copy of original <strong>contract</strong><br />

Dlf amendment increases <strong>contract</strong> total for independent consultant over $50,000 include proof of insurance<br />

Dlf additional consultants will be working on site, attach agency letter verifying additional consultants have<br />

met the Finaercrintina/Backaround Investiaation and have a neaative tuberculosis status.<br />

Contractor Name Khadra International Dance Theatre A enc 's Contact<br />

OUSO Vendor 10 # 1001001 Titie Director<br />

Street Address 5809 Mission Street City San Francisco 94112<br />

Telephone 1415-601-0255<br />

Email potamaki@aol.com<br />

Compensation and Terms - Must be within the OUSD Billing Guidelines<br />

Original Contract Amount $ 3,800.00 Original PO Number P0901995<br />

Amended Amount $ 3.800.00 New Requisition # R0902330<br />

New Total Contract Amount $ 7,600.00<br />

2. Signature<br />

3.<br />

4.<br />

5.<br />

Signature (if using multiple restricted resources)<br />

Signature<br />

Signature<br />

Legal Required if not usin<br />

Procurement Date Received<br />

A999069.P001 Rev. 7131/08 THIS FORM IS NOT A CONTRACT<br />

Date Approved<br />

Date Approved<br />

PO Number


PURCHASEORDER<br />

OAKLAND UNIFIED SCHOOL DISTRICT<br />

PURCHASING DEPARTMENT<br />

900 HIGH STREET OAKLAND, CALIFORNIA94601<br />

FAX: (510) 879-1857<br />

ORDER MUST BE RECEIVED IN OAKLAND USD WAREHOUSEBY<br />

06/30/09 ,OR ORDER WILL BE RETURNEDTO VENDORAT<br />

VENDOR'S EXPENSE<br />

• SHOW PURCHA.SE OROE:R NUMBER AND ITEM NUMBER ON ALL CORRESPONDENCE, INVOICES, At,iO PACKAGES,<br />

• ALL GOODS AND SERVICES MUST BE AS SPECIFIED. DO NOT SUBSTITUTE.<br />

• MAIL INVOICE IN DUPLICATE TO: OAKLAND UNIFIED SCHOOL DISTRICT<br />

VENDOR:<br />

ACCOUNTS PAYABLE<br />

1025-2NDAVENUe<br />

OAKLAND CA 94606<br />

SHIP TO:<br />

Item<br />

No.<br />

1001001<br />

KHADRA INTERNATIONAL INC<br />

DANCE THEATRE<br />

5809 MISSION STREET<br />

SAN FRANCISCO CA 94112<br />

M1 (415) 337-2914<br />

Quantity<br />

001 3,800 EA<br />

Unit<br />

Description of Articles or Services<br />

Del<br />

Dare<br />

Consultant <strong>contract</strong> with Khadra<br />

International Dance Theatre to provide<br />

school teachers with technical advice,<br />

dnace instruction, and costuming ideas<br />

inlearning <strong>dance</strong>s representing various·<br />

cultural themes.<br />

NOTICE TO VENDORS:<br />

Vendor agrees, by supplying the producl(s) andlor seMce(s) requested in this purchase<br />

order, to defend, Indemnify and hold harmless the District, Its Board of Education. officers,<br />

employees, agents from an.y and aI/losses or injuries, however caused, resulting from any<br />

defects in, or aelivery of, the product(s) supplied, or negligence in providing tha service(s).<br />

AFFIRMATIVE ACTION:<br />

The seller shall not discriminate a~ainst any employee or applicant for employment<br />

because of race, creed, sex, non-rmpairiog handicap, color, or national origin and shall<br />

insure compliance wnh all provisions of EXecutiveOrder No. 11246 (as amended by<br />

Execuliye.9~~er.No. 11~7':». Failu.~eto comply si1a'!be considered cause for not<br />

r#;I::~t~:;lijll#;jI!"<br />

R0900579<br />

PAYMENTCANNOTBEGUARANTEEDIFSHIPPEDTOADDRESS<br />

OTHERTHANBELOW.FORPROMPTPAYEMENT,ITEMSON<br />

INVOICE MUST BE IN SAME SEQUENCE AS ITEMS ON PURCHASE<br />

JOAQUIN MILLER ELEMENTARY SCHOOL<br />

5525 ASCOT DRIVE<br />

OAKLllND CA 94611<br />

PHONE: (510) 879-1420<br />

FAX: (510) 879-1429<br />

SITE CONTACT: JOHNSON.. SHAUNA<br />

tlid<br />

___________ Quo'e# _<br />

Buyer Phone#: (510)<br />

"<br />

.-1 /,:Xh' ;,/'<br />

~'-',. -'" -- / ~.Jj '-"LA:.,"-<br />

Unit Price<br />

NETTOTAL ....<br />

Tow Price<br />

1.00 3,800.00<br />

3,800.00<br />

Buyer Name: PROCUREMENT MGR. TONIE IRVING<br />

879-8375<br />

DIRECTOR OR DESIGNEE OF PURCHASING'<br />

l ,lS£P 1 7 2008<br />

~::l .. -C(''':f /\-~~~5,~.~-.,<br />

DATE


PROCUREMENT & DISTRIBUTION SERVICES<br />

Dear Khadra International Inc,<br />

Professional Services Contract Approval Letter<br />

In regards to: Consultant Work in the Oakland District for the Current Fiscal School Year<br />

~ OAKLAND UNIFIED<br />

~ SCHOOL DISTRICT<br />

expect Success<br />

every student, every classroom. every day.<br />

Sep.19,08<br />

Your request to work in the Oakland Unified School District as a Consultant for the 2008- 2009<br />

Fiscal School Year has been approved. Accordingly, you have provided all required information;<br />

therefore, you are now cleared to begin consultant <strong>services</strong> at:<br />

Name of school site / central office (service area): Joaquin Miller Elementary School<br />

Work to begin: 07/02/2008<br />

Work to end: 12/10/2009<br />

Please contact the site administrator to arrange a start date as indicated in your <strong>contract</strong>.<br />

Thank you for agreeing to provide <strong>services</strong> for the students of Oakland. The Procurement &<br />

Distribution Office looks forward to working with you this school year. Please do not hesitate to<br />

contact us at (510) 879-8373 if you and/or your company are unable to execute this <strong>contract</strong>.<br />

TI - Procurement Manager<br />

RB - Contract Buyer<br />

cc: Originator and / or Site Administrator<br />

Consultant Clearance Letter<br />

Sincerely,<br />

fJo.vt~tJr<br />

900 High Street. Oakland, CA 94601-4405 510.879.8373 • 510.879.1857 (I)<br />

www.ousd.k12.ca.us


Oakland Unified School District<br />

Purchase Requisition Copy<br />

FUJ{CI lASt REQLJSITION COPY<br />

VENDOR ADDRESS:<br />

KHADRA INTERNATIONAL,<br />

DANCE THEATRE<br />

5809 MISSION STREET<br />

SAN FRANCISCO, CA 94112<br />

SHIP TO:<br />

CONTACT:<br />

1001001 ORGANIZATION NAME:<br />

REQUEST NO.: R0902330<br />

DATE: 10117/2008<br />

EST. DELIVERY 10117/2008<br />

END USE:<br />

BID NUMBER:<br />

PO TYPE: CONTRACT<br />

It m N • Ot Untt Desert tlon Or Kev Unit Prfce Chars ..c Tax Tntal<br />

0001 3,800 EA PO#901995-CONTRACT AMENDMENT<br />

to increase the PO from<br />

$3800.00 to $7600.00. Contractor will<br />

work from 7/2/08-6/12/09. Khadra will<br />

provide teachers and students with<br />

support technical advice and costuming<br />

ideas in learning ntemational/cultural<br />

<strong>dance</strong>s representing countries around<br />

the world. Khadra will work in<br />

sessions with teachers by grade level &<br />

will conclude with a recital.<br />

1421110101 5825 1.00 0,00 0.00 3,800.00<br />

PURCHASE REQUISITION TOTAL 3,800.00 I


~~~~::<br />

P6qOI~qS<br />

The signature approval sheet is on the next page.<br />

i:ii\SiIj ·J1 ..., .<br />

·.i~RiililiiW~Mi .. ... Sliliillliid.1Il tiikicilail, ·R~i& .j<br />

;!!f~!1;d~~ ···.·.··#~fW¥!~~*'$~ ..~~~~~·9ijli~~.W~%~C


Oakland Unlfled School District<br />

9QQ High Street, Oakland, Ca. 94601<br />

EMPLOYEE I CONTRACTOR CLASSIFICATION CHECKLIST<br />

The guidelines provided below will assist the Oakland Unified School District in determining whether the<br />

individual(s) performing the <strong>services</strong> should be classified for federal, state and FICA tax purposes as an<br />

employee of the District or as an independent <strong>contract</strong>or.<br />

.<br />

I. Relationship with the District<br />

-<br />

( ) y p y<br />

B. Is it currently expected that the District will hire this individual(s) as an<br />

employee immediately following the termination of these <strong>services</strong>?<br />

C. During the 12 months prior. did the individual(s) work as an, employee of the<br />

District?<br />

v'<br />

V<br />

II. Individuals not covered under Section I<br />

. Does the individual(s) provide the same or similar <strong>services</strong> to other entities or<br />

to the general public as part of a trade or business?<br />

B. ill the department provide the individual(s) with specific instructions regarding<br />

performance of the required work as opposed to relying upon the individual's<br />

expertise?<br />

C. Services are performed for two or more different clients within a one year<br />

period.<br />

D. Does the individual(s) have all tools or equipment necessary to perform<br />

<strong>services</strong> (inclUding computer)?<br />

E. Income tax returns in the name of the business or business Schedule C were<br />

filed in the previous year if the <strong>contract</strong>or performed <strong>services</strong> during the year.<br />

F. Is the individual(s) allowed to set his/her own daily work schedule?<br />

G. Services are carried out at a location separate from a District location?<br />

H. Does individual(s) use Commercial advertising or business cards?<br />

Prepared by: (Print PrincipaVAdminislralor Name) M4 tJ (70 IG?<br />

Signed by: (PrincipaVAdministralorSignalure) -.il~~a~' 'D~te: 4 g; 07<br />

Approval to process as a Contractor:<br />

.\:Ok~~~~~'~'<br />

~-"'-"/',(<br />

!' ..t .)rf."<br />

Procurement Office: ---""' .•"' .. _,=.,,,,-.'-1 ...., -,'_, '-,,~, ",-,.......c' z,__'! '_!·"""iJlattr:. _<br />

YES<br />

I<br />

I<br />

NO<br />

,SEP l'l 2008


Oakland Unl'fied School District<br />

900 High Street, Oakland, Ca. 94601<br />

Contracts Approval Signature Routing Page<br />

Steps: Please refer to the chart below for the correct order for processing and routing<br />

signatures and approvals<br />

School Site Contract Central Office Contract<br />

1. Principal/ Oriainator 1. Oriqinator<br />

2. NExO 2. Fiscal/ SA<br />

3. Compliance (if applicable) 3. Compliance (if applicable)<br />

4. Procurement & Distribution 4. Procurement & Distribution<br />

~1Ei


· Oakland Unlfled School District<br />

900 High Street, Oakland, Ca. 94601<br />

OUSD ADMINISTRATOR I CONTRACTOR<br />

CONFLICT OF INTEREST FORM<br />

The Contractor shall abide by and be subject to all applicable OUSD policies, regulations,<br />

statutes or other laws regarding conflict of interest. Contractor shall not hire any officer or<br />

employee of the District to perform any service covered by this Agreement.<br />

Contractor affirms to the best of his/her knowledge, there exists no actual or potential conflict of<br />

interest between Contractor's family, business or financial interest and the <strong>services</strong> provided<br />

under this Agreement, and in the event of change in either private interest or <strong>services</strong> under this<br />

Agreement, any question regarding possible conflict of interest which may arise as a result of<br />

such change will be brought to the District's attention in writing.<br />

Contractor warrants that it has not directly or indirectly offered or given, and will not directly or<br />

indirectly offer or give, to any employee, agent, or representative of the District any cash or noncash<br />

gratuity or payment with view toward securing any business from the District or influencing<br />

such person with respect to the conditions, or performance of any <strong>contract</strong>s with or orders from<br />

the District, including without limitation this <strong>contract</strong>.<br />

Any breach of this warranty shall be a material breach of each and every <strong>contract</strong> between the<br />

District and the Contractor. Failure to comply with the provisions of this section shall constitute<br />

grounds for immediate termination of this agreement, in addition to whatever other remedies the<br />

District may have.<br />

Contractor Signature --.-J£I-"''---l--'--'


OAKLAND UNIFIED SCHOOL DISTRICT<br />

1025 Second Avenue, Oakland, CA 94606<br />

PROFESSIONAL SERVICES CONTRACT I ~tre-<br />

This Agreement is entered into between the Oakland Unffied School District (OUSD) and I4Jtldva fl'1t I '!7tlne.c (CONTRACTOR). OUSD is<br />

authorized by Government Code Section 53060 to <strong>contract</strong> for the furnishing of special <strong>services</strong> and advice in financial. economic, accounting,<br />

engineering, legal, and administrative matters with persons specially trained, experienced, and competent to perform such <strong>services</strong>.<br />

CONTRACTOR is specially trained, experienced, 'and competent to provide such <strong>services</strong>. The parties agree as follows:<br />

1. Services: CONTRACTOR agrees to provide the following <strong>services</strong>. (Provide full description of expected final results, such as <strong>services</strong>,<br />

materials, produ~, rOd/or reports;attach additional pages as necessary.<br />

tzL IV,1 VIde.- 11001 tic.4WV' btl .<br />

OThe scope of work is attached as Exhl it A (incorporated by reference 0 the extent that it is subordinate to a<br />

2. Terms: CONTRACTOR shall commence work on.2J ~20m The work shall be completed no later than I'J. t to 20"OC"'.<br />

3. Compens~li~n' 0USO


Professional Services Contract<br />

Page2of2<br />

8. FingerprintinglTB Clearance: Education Code 45125.1 and 49406 require that employees of entities providing certain <strong>services</strong> to<br />

school districts must have a tuberculosis clearance and be fingerprinted by the California Department of Justice for a criminal records<br />

check, unless OUSD SG determines, in its sole discretion, that CONTRACTOR and/or its employees will have limited contact with pupils.<br />

The fingerprint clearance is required every fiscal school year and the tubercolosis clearance is good for every 4 years.<br />

a. OUSD Determination of Fingerprinting Requirement Application:<br />

OUSD has considered the totality of the circumstances concerning the Project and has detennined that CONTRACTOR and<br />

CONTRACTOR's employees are: (OUSD State Administrator (or her Designee) must initial one olthe following)<br />

!XlCONTRACTOR is subject to the fingerprinting requirements of Education Code 45125.1 and/or 45125.2, and Paragraph B (below) is<br />

~cable. .<br />

UCONTRACTOR is NOT SUbject to the fingerprinting requirements of Education Code 45125.1 or 45125.2, and Paragraph C (below)<br />

is applicable.<br />

b. If OUSD detennines fingerprinting is required, CONTRACTOR expressly acknowledges that: (1) CONTRACTOR and all of its<br />

employees or sub consultants (hereinafter collectively "employees') working on the school site must submit or have submitted fingerprints<br />

in a manner authorized by the Department of Justice, together with the requisite fee as set forth in Education Code Section 45125.1; (2)<br />

CONTRACTOR shall not permit any employee to come in contact with students until the Department of Justice has ascertained that the<br />

employee has not been convicted of a serious or violent felony; (3) CONTRACTOR shall certify in writing to OUSD that none of its<br />

employees who may come in contact with students have been convicted of a serious or violent felony; and (4) CONTRACTOR shall<br />

provide to OUSD a list of names of its employees wIho may comein contact with students. If OUSD in its sale discretion, at any time during<br />

the tenn of this Agreement, requests the removal of anyperson Working for CONTRACTOR, CONTRACTOR shall immediately remove<br />

such person or persons from OUSD's site. The CONTRACTOR IS required to fulfill th~se requirements at its own expense.<br />

c. Even if OUSD has determined that fingerprinting is not required, CONTRACTOR expressly acknowledges that the following conditions<br />

shall apply to any work perfonned by CONTRACTOR and/or its employees on an OUSDsit¢: (1) CONTRACTOR and its employees shall<br />

check in with the main office on site each day immediately upon arrival; (2) CONTRACTOR and its employees shall inform site office staff<br />

of their proposed activities and location on the site; (3) once at such location, CONTRACTOR and its employees shall not change locations<br />

without contacting the site office; (4) CONTRACTOR and lts employees shall not use student restroom facilities; and (5) if CONTRACTOR<br />

and/or its employees find themselvesalone with a student, CONTRACTOR and its employees shallirnmedlately contact the site office and<br />

request that a member of the OUSP staff be assigned to the work location.<br />

9. Licenses and Permits: CONTRACTORshall obtain and keep in force all licenses, permits, and certificates necessary for the<br />

performance of this Agreement<br />

10. Assignment: The obligations of CONTRACTOR under this Agreement shall not be assigned by CONTRACTOR without the express<br />

prior written consent of OUSD.<br />

11. Non·Discrimination: CONTRJI(;TOR shall not engage in unlawful discrimination in the employm~nt of persons because of race, color,<br />

national origin, age, ancestry, reli~,!~_~'sexmarital status, medical condition, or physical handicap.;",·'<br />

12. Indemnification: CONTRAcTOR~greesto hold harmless, indemnify, and defend OUSD an~.~s officers, agents, and employees from<br />

any and all claims or losses accruing,.Qf resulting 'from injury" damage, or death of any person-firm, or corporation in connection with the<br />

performance of this Agreement CONTRACTOR also agrees to hold harmless. indemnify, ap~:defend OUSD and its officers, agents, and<br />

employees from any and all claims or lossesincurred by any supplier, <strong>contract</strong>or, or sub<strong>contract</strong>or furnishing work, <strong>services</strong>, or materials to<br />

CONTRACTOR in connection with the performance of this Agreement. This provision ~yrv.J\ies tennination of this Agreement.<br />

13. Copyright: Any written product produced underihisAweement shall be theprop~!"tY of OUSD. OUSD shall have the right to secure a<br />

copyright and the product may not be used, in any manri~r,wi\bout9U.§D's.~titten permission.<br />

14. Waiver: No delay or omission by either party in exercising any right under this Agreement shall operate as a waiver of that or any other<br />

right or prevent a similar subsequent act from constituting a violation of the Agreement.<br />

15. Termination: OUSD may at any time terminate this Agreement upon written notice to CONTRACTOR. OUSD shall compensate<br />

CONTRACTOR for <strong>services</strong> satisfactorily provided through the date of tennination. In addition, OUSD may terminate this Agreement for<br />

cause should CONTRACTOR fail to perform any part of this Agreement. In the event of termination for cause, OUSD may secure the<br />

required <strong>services</strong> from another <strong>contract</strong>or. If the cost to OUSD exceeds the cost of providing the <strong>services</strong> pursuant to this Agreement,<br />

CONTRACTOR shall pay the additional cost.<br />

16. Litigation: If any litigation is initiated to enforce or interpret this Agreement, the prevailing party shall be entitled to reasonable attorney's<br />

fees and costs. This Agreement shall be perfonned in Oakland, CA and is governed by the laws of the State of California.<br />

17. Completeness of Agreement: This Agreement constitutes the entire understanding of the parties and any changes shall be agreed to<br />

in writing, There are no oral agreements regarding the SUbject of this Agreement not contained herein.<br />

18. Approval: This Agreement is not effective and no payment shall be made to Contractor until ~ is approved. Approval requires signature<br />

by the State Administrator (or her designee),<br />

Oakland Unified School District:<br />

B'<br />

Dr. Kimberly Statham, Ph.D. - State Administrator<br />

Date<br />

7

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