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HomeMy WebLinkAboutResolution 2017-024 Approving IGA with Pima County Community College District RESOLUTION NO. 2017-024 RELATING TO PARKS AND RECREATION; APPROVING AND AUTHORIZING THE MAYOR TO EXECUTE AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE "TOWN OF MARANA ANIS PIMA COUNTY COMMUNITY COLLEGE DISTRICTFOR THE DELIVERY OF ADULT AND YOUTH: PROGRAMMING AT DESIGNATED TOWN FACILITIES WHEREAS the Town of Marana and Puna County Community College District ("College") have negotiated an intergovernmental agreement to Provide adult and youth, programming at designated `Down facilities; and; WHEREAS EAS the Town and the College may contract For services andenter into agreements with one another for joint and cooperative action pursuant to A.R.S. § 11-951, el seq.; and WHEREAS the Mayor and Council of the 'Town of Marana find that this resolution is in the best interests of the Town of Marana and its citizens;: NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF MARANA, that the Intergovernmental Agreement between the Town of Marana and Pima County Community College'District for the delivery of adult and youth programming at designated 'Town facilities, attached to this resolution as Exhibit A, is hereby approved, and the Mayor is authorized to execute it for and on behalf of the Town of Marana. IT IS FURTHER RESOLVED that the Town Manager and staff are hereby directed and. authorized to undertake all other and further tasks required or beneficial,to carry out the terms, obligations, conditions and objectives of the intergovernmental agreement., .PASSED' AND ADOPTED by the Mayor and. Council of the "Torn of Marana, Arizona, this 4th day of'April, 2017. Mayor Edli-nea AT'1 EES: APPROVED AST DORM: J celyn C ronson, Town Clerk la n Cassi `, "1 own At . y 00051575 DOCx 1I MARANA AZ Marana Resolution No.2017-029 ES'r< E3t,ta'biECs 1977' INTERGOVERNMENTAL AGREEMENT FOR EDUCATIONAL SERVICES BETWEEN THE TOWN OF MARANA AND PIMA COUNTY COMMUNITY COLLEGE DISTRICT This INTERGOVERNMENTAL AGREEMENT (this "Agreement") is entered into by and between the TOWN OF MARANA ("Town"), an Arizona municipal corporation, and PIMA COUNTY COMMUNITY COLLEGE DISTRICT ("College"), an Arizona community college district. The Town and College may be collectively referred to as Parties ("Parties") each of which may individually be referred to as Party ("Party") herein. RECITALS A. College is authorized by A.R.S. § 15-1444 to provide goods and services pursuant to a contract with a political subdivision. B. Town and College may contract for services and enter into agreements with one another for joint and cooperative action pursuant to A.R.S. § 11-951,et seq. AGREEMENT NOW, THEREFORE, in consideration of the recitals set forth above and the mutual covenants, conditions and agreements set forth in this Agreement, the Parties agree as follows: Article 1. Purpose The purpose of this Agreement is to establish the rights and responsibilities of the Parties regarding the delivery of adult and youth programming by College and for the use of classroom space at designated Town facilities. Article 2. Scope of Services 2.1 College shall provide adult and youth programming, including but not limited to adult enrichment, professional development, and workforce development programming, and youth afterschool, school break and summer camp programming (also known as "Pima for Kids" and "Teen Scene") at designated Town facilities. 2.2 The Parties shall mutually develop and agree upon a joint schedule of classes which may be adjusted and amended by the Parties during the term of this Agreement without requiring amendment of this Agreement. Article 3. College Responsibilities College shall provide the following services and resources to Town during the term of this Agreement: 00049996.DOC/6 PIMA COMMUNITY COLLEGE EDUCATIONAL SERVICES IGA 3/2,3/201712:43 PM - 1 - 3.1 Provide curriculum and materials for each class. 3.2 Select, employ, train, certify, place, and supervise qualified instructors. College may remove any instructor from the classroom with or without cause or notice to the students enrolled in any course which such instructor has been removed. 3.3 Provide an average instructor-to-student ratio of 1:12. 3.4 Provide an onsite coordinator for two or more youth classes offered at the same time with full enrollment. 3.5 Pay wages and benefits for classroom instructors. 3.6 Promote classes at community events throughout Pima County, within publications, on College's web site and in social media. 3.7 Accept registration and collect payment for students registering through College. 3.8 Hold classes published in the Schedule of Classes if minimum enrollment is met. 3.9 Create additional class sections based upon Town's curriculum selection from College's bank of courses; only if there is such a demand that College deems additional class selections as necessary and prudent. 3.10 Be responsible for the safety and well-being of students during the scheduled times and dates of instruction. 3.11 Secure materials required throughout the course at the instructional site until the last day of class. 3.12 Collect feedback from students/parents on the learning experience of each student for each class, summarize this information, and provide it to Town as well as the classroom instructor. 3.13 Ensure the condition of the classroom is returned to the same condition in which it was received at the beginning of the class. 3.14 Refund fees for students cancelling class participation at least seven business days prior to class start. 3.15 Ensure compliance with all Town rules and regulations related the use of Town facilities. Article 4. Town Responsibilities Town shall provide the following services and resources to College during the term of this Agreement: 4.1 Promote the programming provided by College pursuant to this Agreement throughout Town. 4.2 Provide classrooms at Town facilities appropriate for the topic and learning environment, which may include, without limitation, traditional classrooms, computer classrooms, teaching kitchens, athletic facilities, and/or performance stages. 00049996.DOC/6 PIMA COMMUNITY COLLEGE EDUCATIONAL SERVICES IGA 3/23/201712:43 PM - 2 - 4.3 For full day events, provide access to a secure common area, indoors or outdoors, for recess, snacks and lunch. 4.4 Open classrooms one hour prior to the start time and secure classrooms one-half hour following the end of instruction. 4.5 Provide Town personnel contacts for coordinating logistics. 4.6 Honor the published calendar of courses and prepare a calendar of courses for future publication in the Schedule,of Classes. 4.7 Ensure safe maintenance of parking lots, driveway areas, landscaping, lighting and alarm systems as owner of the facility, furnishings, and equipment within the classroom. Article 5. Financing 5.1 College shall determine, publish, and collect all registration fees for the programming provided pursuant to this Agreement. 5.2 College shall provide a roster of students registered in the programming provided pursuant to this Agreement to the Town within 7 (seven) days of the class end. 5.3 Upon the conclusion of each class provided pursuant to this Agreement, Town shall invoice the College for each student enrollment at 25% of the published registration fee. Town shall not charge the College any additional fees for the use of Town's facilities for classroom space. 5.4 Town shall submit invoices within the fiscal year when services were rendered. If a service crosses over from one fiscal year to another, the invoice will be submitted in the new fiscal year. 5.5 College shall pay all invoices submitted by Town pursuant to this Agreement within 30 (thirty) calendar days of receipt of the invoice. Article 6. Term and Termination 6.1 This Agreement shall be in effect as of June 1, 2017 ("Effective Date"), and shall expire on May 31, 2018, unless earlier terminated by either Party in accord with the terms of this Agreement. The term of this Agreement may be extended by written amendment signed by both Parties. 6.2 This Agreement may be terminated under the following circumstances: 6.2.1 This Agreement may be terminated by either Party without cause with 60 (sixty) days' written notice to the other Party. 6.2.2 A Party may terminate this Agreement for material breach of the Agreement by the other Party. Prior to any termination under this paragraph, the Party allegedly in default shall be given written notice by the other Party of the nature of the alleged default. The Party said to be in default shall have 45 (forty-five) days to cure such default. If the default is not cured within that time, the non-defaulting Party may 00049996.DOC/6 PIMA COMMUNITY COLLEGE EDUCATIONAL SERVICES IGA 3/23/2017 12:43 PM - 3 - terminate this Agreement. Any such termination shall not relieve either Party from liabilities or costs already incurred under this Agreement. 6.2.3 This Agreement may be terminated for a conflict of interest as set forth in A.R.S. § 38-511, the relevant portions of which are hereby incorporated by reference. 6.2.4 Notwithstanding any other provision in this Agreement, this Agreement may be terminated if for any reason, there are not sufficient appropriated and available funds for the purpose of maintaining this Agreement. In the event of such cancellation, the Parties shall have no further obligation to each other, other than for payment of services rendered prior to termination. Article 7. Access to Records 7.1 The Parties shall maintain books, records, documents, and other evidence directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles and practices consistently applied. Each Party shall have access to such books, records, documents, and other evidence for inspection, audit and copying and shall provide proper facilities for such access and inspections. 7.2 Audits conducted under this Article shall be performed in accordance with generally accepted auditing standards and established procedures and guidelines of the reviewing or auditing agency. 7.3 The Parties agree to the disclosure of all information and reports resulting from access to records, as described in this Article, to a Party's auditor, provided that the audited Party is afforded the opportunity for an audit exit conference and an opportunity to comment and submit any supporting documentation on the pertinent portions of the draft audit report and that the final audit report will include written comments of reasonable length, if any, of the audited Party. Educational records provided pursuant to the Agreement shall be used solely for the purposes of this Agreement and shall not be disclosed except as provided by law, including the Family Educational Rights and Privacy Act (FERPA), 20 U.S.C. 1232g. Article 8. Compliance with Laws 8.1 The Parties shall comply with all applicable federal, state and local laws, rules, regulations, standards and executive orders, without limitation to those designated within this Agreement. 8.2 The Parties agree to comply with all provisions and requirements of Arizona Executive Order 2009-09, which supersedes Executive Order 99-4 and amends Executive Order 75-5, and which is hereby incorporated into this Agreement as if set forth in full herein. During the performance of this Agreement, the Parties shall not discriminate against any employee, client or any other individual in any way because of that person's age, race, creed, color, religion, sex, disability or national origin. 00049996.DOC/6 PIMA COMMUNITY COLLEGE EDUCATIONAL SERVICES IGA 3/23/207712:43 PM -4 - 8.3 The Parties shall comply with all applicable provisions of the Americans with Disabilities Act (Public Law 101-336,42 U.S.C. 12101-12213) and all applicable federal regulations under the Act, including 28 CFR Parts 35 and 36. 8.4 The Parties certify that they are not currently engaged in, and agree for the duration of the Agreement to not engage in, a boycott of Israel as defined by A.R.S. §35- 393. The submission of a false certification may result in action up to and including termination of this Agreement. 8.5 The Parties hereby certify that they will at all times during the term of this Agreement comply with all federal immigration laws applicable to the Parties' employment of its employees, and with the requirements of A.R.S. § 23-214 (A). 8.6 This Agreement is subject to the provisions of A.R.S. § 38-511 regarding conflict of interest. Article 9. Indemnification To the fullest extent permitted by law, each Party (as "indemnitor") shall defend, indemnify and hold harmless the other Party (as "indemnitee"), its officers, officials, employees, agents, volunteers, successors, and assigns (the "indemnified group") from and against any and all claims, damages, losses, liabilities and expenses of any nature whatsoever (including but not limited to reasonable attorneys' fees, court costs, the costs of appellate proceedings, and all claim adjusting and handling expense) relating to, arising out of, resulting from or alleged to have resulted from the indemnitor's omissions, negligence, or willful misconduct relating to any action or inaction of this Agreement (collectively, "claims") including but not limited to work, services, acts, errors, mistakes, or omissions in the performance of this Agreement by anyone directly or indirectly employed by or contracting with the indemnitor, or any person for whose acts and liabilities are the obligation of the indemnitor. If any claim, action or proceeding is brought against the indemnified group, indemnitor shall have a duty, at its sole cost and expense, to resist or defend such claim or action on behalf of the indemnified group but only to the extent that such claims result in vicarious/derivative liability to the indemnitee and are caused by the omission, negligence, or willful misconduct of the indemnitor, its officers, officials, agents, employees or volunteers; provided, however, that the indemnitor shall have no obligation to indemnify the indemnified group for the indemnified group's negligence (passive or otherwise) or willful misconduct. The indemnity provisions of this Agreement shall survive the termination of this Agreement. Article 10. Insurance The Parties agree that they shall maintain for the duration of this Agreement policies of public liability insurance sufficient to cover all of their obligations undertaken in the implementation of this Agreement. 00049996.DOC/6 PIMA COMMUNITY COLLEGE EDUCATIONAL SERVICES IGA 3/23/201712:43 PM - 5 - Article 11. No Joint Venture It is not intended by this Agreement to, and nothing contained in this Agreement shall be construed to create any partnership, joint venture, or employment relationship between the Parties or create any employer-employee relationship between the Parties. No Party hereto shall be liable for any debts, accounts, obligations, or other liabilities whatsoever of the other. Article 12. Workers' Compensation For purposes of Workers' Compensation, an employee of a Party to this Agreement who works under the jurisdiction or control of, or who works within the jurisdictional boundaries of, another Party pursuant to this specific Agreement, is deemed to be an employee of both Parties, as provided in A.R.S. § 23-1022(D). The primary employer of such employee shall be solely liable for payment of Workers' Compensation benefits for the purposes of this paragraph. Each Party shall comply with the notice provisions of A.R.S. § 23-1022(E). Article 13. No Third Party Beneficiaries This Agreement is intended to govern the rights and duties of the contracting Parties only and is not intended to confer on any third party any rights or benefits which would not exist in the absence of this Agreement. Article 14. Notices All notice requests and authorizations provided for in this Agreement shall be in writing and shall be delivered or mailed, addressed as follows: Town: TOWN OF MARANA Attention: Town Manager Address: 11555 W. Civic Center Drive Marana, Arizona 85653 With a copy to: TOWN OF MARANA Attention: Parks and Recreation Director 11555 W. Civic Center Drive Marana, Arizona 85653 College: PIMA COUNTY COMMUNITY COLLEGE Attention: Administrative Business Services Grants and Contracts Mail Code: CC-5035 Address: 401 N. Bonita Avenue Tucson, Arizona 85709 With a copy to: PIMA COMMUNITY COLLEGE DISTRICT OFFICE Attention: Contracts Office 4905 E. Broadway Boulevard Building D Tucson, Arizona 85709 00049996.DOC/6 PIMA COMMUNITY COLLEGE EDUCATIONAL SERVICES IGA 3/23/2017 12:43 PM - 6 - Article 15. Waiver Neither Party's waiver of the other's breach of any term or condition contained in this Agreement shall be deemed a waiver of any subsequent breach of the same or any other term or condition of this Agreement. Article 16. Remedies Either Party may pursue any remedies available to it for the breach of this Agreement, and no right or remedy is intended to be exclusive of any other right or remedy existing at law or at equity or by virtue of this Agreement. Article 17. Force Majeure A Party shall not be in default under this Agreement if it does not fulfill any of its obligations under this Agreement because it is prevented or delayed in doing so by reason of uncontrollable forces. The term "uncontrollable forces" shall mean, for the purpose of this Agreement, any cause beyond the control of the Party affected, including but not limited to failure of facilities, breakage or accident to machinery or transmission facilities, weather conditions, flood, earthquake, lightning, fire, epidemic, war, riot, civil disturbance, sabotage, strike, lockout, labor dispute, boycott, material or energy shortage, casualty loss, acts of God, or action or non-action by governmental bodies in approving or failing to act upon applications for approvals or permits which are not due to the negligence or willful action of the Parties, order of any government officer or court (excluding orders promulgated by the Parties themselves), and declared local, state or national emergency, which, by exercise of due diligence and foresight, such Party could not reasonably have been expected to avoid. Either Party rendered unable to fulfill any obligations by reason of uncontrollable forces shall exercise due diligence to remove such inability with all reasonable dispatch. Article 18. Construction of Agreement 18.1 This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Arizona. 18.2 This Agreement represents the entire and integrated agreement between the Parties and supersedes all prior negotiations, representations or agreements, either written or oral. 18.3 If any provision of this Agreement is declared invalid or unenforceable, the remainder shall continue in full force and effect. 18.4 This Agreement may not be changed or modified except by written agreement signed by all Parties IN WITNESS WHEREOF, the Parties have executed this Agreement as of the last date set forth below their representatives' respective signatures. 00049996.DOC/6 PIMA COMMUNITY COLLEGE EDUCATIONAL SERVICES IGA 3/23/201712:43 PM - 7- "TOWN": "COLLEGE": THE TOWN OF MARANA, an Arizona PIMA COUNTY COMMUNITY COLLEGE municipal torpor tion DISTRICT,an Arizona community college district By: Ed HonL, Mayor By: Lee Lambert,J.D.,Chancellor Date: Date: ATTEST: ATTEST: celyn ronson, Clerk Clerk ATTORNEY CERTIFICATION Pursuant to A.R.S. § 11-952, the undersigned public agency attorneys have determined that the foregoing Intergovernmental Agreement between the Town of Marana and the Pima County Community College District is in proper form and is within the powers and authority granted under the laws of the State of Arizona to the Party represented by the respective undersigned attorney. ra, Cass* Town Att ey Jeffrey Silvyn own of rana Attorney for Pima County Community College District 00049996.DOC/6 PIMA COMMUNITY COLLLXE EDUCATIONAL SERVICES IGA 3/23/201712:43 PM - 8 -