AGREEMENT
BETWEEN THE COUNTY OF SAN MATEO AND SEQUOIA UNION HIGH SCHOOL DISTRICT
THIS AGREEMENT, entered into this _____ day of 2006, by and between the COUNTY OF SAN MATEO, hereinafter called "COUNTY," and SEQUOIA UNION HIGH SCHOOL DISTRICT, hereinafter called "SUHSD";
W I T N E S S E T H:
WHEREAS, pursuant to Government Code 51300, et seq., SUHSD may contract with County for the performance of one (1) on-site School Resource Officer and management of a School Resource Officer Program; and
WHEREAS, SUHSD and County find it necessary and desirable to specify the services to be performed and the payment for the services; and
NOW, THEREFORE, IT IS HEREBY AGREED BY THE PARTIES HERETO AS FOLLOWS:
1.		EXHIBITS AND ATTACHMENTS
The following exhibits and attachments are included hereto and incorporated by reference herein: Exhibit A—Services Exhibit B—Payments and rates
2.		SERVICES TO BE PERFORMED BY CONTRACTOR
In consideration of the payments set forth herein, County shall provide a School Resource Officer to assist the school community for SUHSD in accordance with the terms, conditions and specifications set forth herein and in Exhibits A and B.
3.		PAYMENTS
In consideration of the services provided by County in accordance with all terms, conditions and specifications set forth herein and in Exhibit A, SUHSD shall make payment to County based on the rates and in the manner specified in Exhibit B. In no event shall the SUHSD’s total fiscal obligation under this Agreement exceed FORTY NINE THOUSAND EIGHT HUNDRED SEVENTY FIVE DOLLARS ($49,875).
4.		TERM AND TERMINATION
Subject to compliance with all terms and conditions, the term of this Agreement shall be from AUGUST 29, 2005 through JUNE 8, 2007. This Agreement may be terminated by either party at any time upon thirty (30) days’ written notice to the other party without a requirement of good cause.
5.		RELATIONSHIP OF PARTIES
Both parties agree and understand that the work/services performed under this Agreement are performed as an independent Contractor and not as an employee of the SUHSD or County and that County acquires none of the rights, privileges, powers, or advantages of SUHSD’s employees.
6.		HOLD HARMLESS
A.					SUHSD shall indemnify and hold harmless County from and against all actions which in any way arise out of, result from, or are connected in any way with SUHSD’s negligent or intentional acts in performing services under this agreement, except any action which arises solely and exclusively out of the negligent or intentional acts of County.
B.					County shall indemnify and hold harmless SUHSD from and against any and all actions which in any way arise out of, result from, or are connected in any way with the County's negligent or intentional acts in performing services under this agreement, except any action which arises solely and exclusively out of the negligent or intentional acts of SUHSD.
C.					If an action arises out of the concurrent negligence of SUHSD and County, then liability for any damage in that action shall be apportioned between SUHSD and County in accordance with the California law of comparative negligence.
D.					As used in this section, "County" means the County, its officers, agents, employees and servants.
E.					As used in this section, "SUHSD" means the SUHSD, its officers, agents, employees and servants.
F.					As used in this section, "actions" means actions, claims, suits, demands, and liability of every name, kind, and description brought for, or on account of injuries to or death of any person, including SUHSD and County, or damage to property of any kind whatsoever and to whomsoever belonging.
G.					The duty of SUHSD and County to indemnify and hold harmless as set forth herein shall include the duty to defend as set forth in Civil Code Section 2778.
7.		ASSIGNABILITY AND SUBCONTRACTING
Neither party may assign the benefits nor delegate the duties set forth in this Agreement.
8.		INSURANCE
Both parties shall maintain sufficient insurance, self-insurance or a combination thereof to comply with the following requirements, and, if requested, each party shall furnish the other party with certificates of insurance evidencing the required coverage. Thirty (30) days' notice must be given, in writing, to the Sheriff’s Office and County of any pending change in the limits of liability or of any cancellation or modification of the policy.
A.				Worker's Compensation and Employer's Liability Insurance. Both parties shall have in effect during the entire life of this Agreement Worker’s Compensation and Employer's Liability Insurance, or an acceptable program of self-insurance providing full statutory coverage. In signing this Agreement, parties certify, as required by Section 1861 of the California Labor Code, that they are aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of the Code, and parties will comply with such provisions before commencing the performance of the work of this Agreement.
B.				Liability Insurance. SUHSD and County shall take out and maintain during the life of this Agreement such Bodily Injury Liability and Property Damage Liability Insurance as shall protect him/her while performing work covered by this Agreement from any and all claims for damages for bodily injury, including accidental death, as well as any and all claims for property damage which may arise from SUHSD’s and County’s operations under this Agreement, whether such operations be by himself/herself or by any sub-contractor or by anyone directly or indirectly employed by either of them. Such insurance shall be combined single limit bodily injury and property damage for each occurrence and shall be not less than the amount specified on the following page.
				Such insurance shall include:
				1)		Comprehensive General Liability . . . . . . . . . . . . . . . .	$1,000,000
				2)		Motor Vehicle Liability Insurance . . . . . . . . . . . . . . . .	$1,000,000
				3)		Professional Liability . . . . . . . . . . . . . . . . . . . . . . . . .	$1,000,000
9.	NON-DISCRIMINATION.
No person shall, on the grounds of race, color, religion, ancestry, gender, age (over 40), national origin, medical condition (cancer), physical or mental disability, sexual orientation, pregnancy, childbirth or related medical condition, marital status, or political affiliation be denied any benefits or subject to discrimination under this Agreement. Both parties shall ensure equal employment opportunity based on objective standards of recruitment, classification, selection, promotion, compensation, performance evaluation, and management relations for all employees under this Agreement. Both parties equal employment policies shall be made available to either party upon request.
10.		COMPLIANCE WITH LAWS; PAYMENT OF PERMITS/LICENSES.
All services to be performed pursuant to this Agreement shall be performed in accordance with all applicable Federal, State, County, and municipal laws. In the event of a conflict between the terms of this Agreement and State, Federal, County, or municipal law or regulations, the requirements of the applicable law will take precedence over the requirements set forth in this Agreement.
11.		RETENTION OF RECORDS, RIGHT TO MONITOR AND AUDIT.
Each party agrees to provide to the other party, to any federal or state department having monitoring or reviewing authority, to County’s or SUHSD’s authorized representatives and/or their appropriate audit agencies upon reasonable notice, access to and the right to examine and audit records and documents necessary to determine compliance with relevant federal, state, and local statutes, rules, and regulations, and this Agreement, and to evaluate the quality, appropriateness and timeliness of services performed. SUHSD and County shall maintain and preserve all financial records relating to this Agreement for a period of four (4) years from the termination date of this Agreement, or until audit findings are resolved, whichever is greater.
12.		MERGER CLAUSE
This Agreement, including the Exhibits attached hereto and incorporated herein by reference, constitutes the sole Agreement of the parties hereto and correctly states the rights, duties, and obligations of each party as of this document's date. Any prior agreement, promises, negotiations, or representations between the parties not expressly stated in this document are not binding. All subsequent modifications shall be in writing and signed by the parties.