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HomeMy WebLinkAboutContract 47316 CONTINUING A CITY EDUCATI C ��S% The University of Texas ARLINGTON ry AGREEMENT BETWEEN THE UNIVERSITY OF TEXAS AT ARLINGTON DIVISION FOR ENTERPRISE DEVELOPMENT CONTINUING EDUCATION AND CITY OF FORT WORTH City of Fort Worth, 1000 Throckmorton Street, Fort Worth, TX 76102 ("The Client"), will retain UT Arlington Division for Enterprise Development Continuing Education ("UTA-DED"), 140 West Mitchell Street,Arlington,TX 76019,to provide instructional services and software for technology community education classes at the Fort Worth Library eSkills Branch. Description. The Client will market and provide instructor-led technology courses to the Fort Worth Community. Program Provisions: UTA-DED will provide with the following services: • Customized instructional services for at least two 12-hour technology courses: Advanced Photoshop and Advanced Web Development Each class will meet two hours per week for six weeks for up to 12 participants per course • Experienced instructor with extensive knowledge of the subject matters • Provide 15 Adobe Photoshop licenses • Pre and post assessments for participants • UT Arlington Certificate of Completion for participants who successfully complete the course. The Client will provide the following: • Training location, equipment, and suitable training environment • Appropriate instructor access to training location and equipment • All activities related to participant selection • Roster of participants including, participant names and e-mail addresses Financial Arrangement: UTA-DED will invoice the Client $3,000 per 12-hour course upon course completion. UTA-DED will invoice the Client$89 per Adobe license, up to 15 licenses, upon execution of this agreement. The invoices will be due and payable to UTA-DED by Client upon receipt. Term of the Agreement: The agreement shall be deemed effective as of the date signed by both parties and shall continue in effect until August 31, 2016. Termination and Cancellation: IOIrjAlsr, CR(/ WOPRTIhi, 11 Either party may terminate this agreement at any time upon a 30 day written notice to the other party. In the event of termination or cancellation, UTA-DED will invoice the Client for all work that was completed prior to receipt of the written notice. Use of Name and Logo: The Client agrees that they will not use the UTA or UTA-DED name, logo, or seal of the University or its employees in any advertisement, press release or publicity with reference to this Agreement or any product or service resulting from this Agreement without prior written approval of UTA-DED. Government to Government Mutual Indemnity and Liability: As self-insured Governmental entities, with certain rights and immunities, in the event of any type of claim, cause, action, lawsuit of any kind or character, whether real or asserted, for any property damage or loss, and/or personal injury, including death, or an infringement of any patent, copyright, trademark, trade secret or similar property right arising from the use or sharing of the service, technologies, or equipment in this contract, parties mutually agree, at its own costs and expense, and to its own interests, to defend, settle, or pay any claim or action, according to its own negligent acts, omissions, or malfeasance of its entity, officers, agents, servants, employees or other valid users, subject to the applicable laws and defenses, related to the use and sharing of the service, technologies, or equipment in this agreement. Furthermore, no agreement to transfer risk, liability, negligence, defense, indemnity, or to hold harmless the other entity is implied or intended in this contract. Assignment: Neither party may assign this Agreement, in whole or in part, without the prior written consent of the other party. Entire Agreement; Modifications: This Agreement, with Attachments, constitutes the entire agreement between the parties with respect to the subject matter and no prior or contemporaneous agreement, written or oral, will be effective to vary the terms of this Agreement. The Agreement and each of its provisions shall be binding upon the parties and may not be waived, modified, amended or altered unless reduced to writing and signed by an authorized representative of each party. Fiscal Funding Limitation. In the event no funds or insufficient funds are appropriated and budgeted or are otherwise unavailable by any means whatsoever in any fiscal period for payments due under this contract, then the Client will immediately notify UTA-DED of such occurrence and this contract shall be terminated on the last day of the fiscal period for which appropriations were received without penalty or expense to the Client of any kind whatsoever, except to the portions of annual payments herein agreed upon for which funds shall have been appropriated. Right to Audit. UTA-DED agrees that Client shall, until the expiration of three (3)years after final payment under this Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records of the Architect involving transactions relating to this Agreement. UTA-DED agrees that of Client shall have access during normal working hours to all necessary UTA-DED facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. Client shall give UTA-DED reasonable advance notice of intended audits. UTA-DED further agrees to include in all its subcontracts hereunder a provision to the effect that the subconsultant agrees that Client shall, until the expiration of three (3) years after final payment under the subcontract, have access to and the right to examine any directly pertinent books, documents, papers and records of such subconsultant, involving transactions to the subcontract, and further,that Client shall have access during normal working hours to all subconsultant facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this article. Client shall give subconsultant reasonable advance notice of intended audits. Venue; Governing Law: Tarrant County,Texas, shall be the proper place of venue for suit on or in respect of this Agreement. The Agreement and all of the rights and obligations of the parties hereto and all of the terms and conditions hereof shall be construed, interpreted and applied in accordance with and governed by and enforced under the Constitution and Laws of the State of Texas. IN WITNESS WHERE OF,the parties have caused this Agreemevt to be executed by their respective representatives thereunto duly authorizedl, as of the date written below. UT Arlington By: John Hall Vice President for Administration and Campus Operations Date: City of Fort Worth By: Fernando Costa Assistant City Manager Date: r APPROVED AS TO FORM AND LEGALITY: By: Paige Me, aine Assistant City Attorney ATTEST: By: Mary J. ayser City Secretary OFFICIAL RECORD I C I ITY SECRETARY Page 4 of 3 FT. WORTH, TX I ................