For and in consideration of mutual promises to each as herein after set forth, the parties hereto do mutually agree as follows:
1. SCOPE OF SERVICES. CONTRACTOR hereby agrees to provide the services and/or materials under this amended contract pursuant to the following provisions and specifications as outlined below:
1.1. The Contractor will recruit students for an afterschool STEM program and implement the six lessons of the Rain Garden curriculum.
1.2. The Contractor will maintain a roster and attendance, assign students a test code and confirm that all of the students have completed a pretest, mid-test and a post test.
1.3. The Contractor will accompany the students to the two required field training events.
1.4. The Contractor will submit the final attendance roster and any photo documentation of the program implementation at the end of the contract.
2. TERM OF CONTRACT. The Term of this contract for services is from January 1st to December 31st of the year signed unless sooner terminated as provided herein.
3. PAYMENT TO CONTRACTOR. CONTRACTOR shall receive from USS an amount not to exceed $800 as full and final compensation for Services. CONTRACTOR shall submit one invoice to USS at the end of the service. Payment will be processed within 30 days of receipt and approval of the invoice by USS.
4. INDEPENDENT CONTRACTOR. USS and CONTRACTOR agree that CONTRACTOR is an independent contractor and shall not represent itself as an agent or employee of USS for any purpose in the performance of CONTRACTOR’s duties under this Contract. Accordingly, CONTRACTOR shall be responsible for payment of all federal, state and local taxes. For purposes of this contract taxes shall include, but not be limited to, Federal and State Income, Social Security and Unemployment Insurance taxes. CONTRACTOR, as an independent contractor, shall perform the Services required hereunder in a professional manner and in accordance with the standards of applicable professional organizations and licensing agencies.
5. INDEMNIFICATION. To the fullest extent permitted by laws and regulations, CONTRACTOR shall indemnify and hold harmless USS and its officials, agents, and employees from and against all claims, damages, losses, and expenses, direct, indirect, or consequential (including but not limited to fees and charges of attorneys, and other professionals and costs related to court action or mediation) arising out of or resulting from CONTRACTOR’s performance of this Contract or the actions of the CONTRACTOR or its officials, employees, or subcontractors under this Contract or under contracts entered into by the CONTRACTOR in connection with this Contract. This indemnification shall survive the termination of this Contract.
6. TERMINATION.
6.1. EVENT OF DEFAULT. Any one or more of the following acts or omissions of the Contractor shall constitute an Event of Default hereunder:
a. Failure to perform the Services satisfactorily or on schedule,
b. Failure to submit any report required hereunder; and/or
c. Failure to perform any other covenant, term, or condition of this Agreement.
Upon the occurrence of an Event of Default, USS may take one or more or all of the following actions:
1. Give Contractor written Notice of the Event of Default, specifying the Event of Default and requiring it to be remedied within, in the absence of greater or lesser specification of time, seven (7) calendar days from the date of the notice; and if the Event of Default is not timely remedied, terminate the agreement, effective two (2) days after giving the Contractor written Notice of Termination; and/or
2. Deduct any and all expenses incurred by USS for damages caused by the Contractor’s Event of Default; and/or
3. Treat the agreement as breached and pursue any of its remedies at law or in equity, or both, including damages and specific performance.
6.2. TERMINATION FOR CONVENIENCE. This Contract may be terminated, without cause, by either party upon thirty (30) days written notice to the other party. This termination notice period shall begin upon receipt of the Notice of Termination.
Termination of this Contract, under either section 6.1 or 6.2, shall not form the basis of any claim for loss of anticipated profits by either party.
7. EQUIPMENT. CONTRACTOR is responsible for securing all equipment, tools, materials, and/or supplies required to provide Services hereunder, unless otherwise agreed in writing.
8. COMPLIANCE WITH LAWS. CONTRACTOR shall understand and comply with all applicable Federal, State and local laws, statutes, and Executive Orders.