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AGREEMENT FOR THE IMPLEMENTATION OF THE CLEARWATER HUMAN TRAFFICKING IMMERSION TRAINING PROJECT 2008 ., AGREEMENT THIS AGREEMENT is made and entered into on the 1 st day of October, 2008, by and between Pinellas Core Management Services, Inc., hereinafter referred to as the "Contractor", and the City of Clearwater, Florida, a municipal corporation, hereinafter referred to as the "City". WITNESSETH: WHEREAS, the City has been awarded a grant from the U. S. Department of Justice, Bureau of Justice Assistance, in the amount of $99,730, for the implementation of the "Clearwater Human Trafficking Immersion Training Project 2008;" WHEREAS, the Contractor has agreed to coordinate activities and participate in certain portions of the delivery of the training with the City; NOW THEREFORE, in consideration of the promises and the mutual covenants contained in the Agreement, the Contractor and City hereby agree as follows: 1. TERM. This A~reement shall commence on the 1 st day of October 2008 and shall terminate on the 30t day of June 2009, unless earlier terminated by either party hereto. Either party may terminate this Agreement upon thirty (30) days prior written notice. 2. CONTRACTOR'S SERVICES. The Contractor shall furnish material and perform defined aspects of the work for coordination and implementation of Human Trafficking Immersion Training, in conjunction with the Clearwater Police Department and any other entities determined by the City, per the attached Scope of Services (Exhibit A). 3. CONSIDERATION. Upon execution of this Agreement by all parties, the City will pay for costs associated with the implementation of the program as specifically indicated in Exhibit A. The Contractor shall submit billing to the City for the price of $2,000 per training session implemented, for which the Contractor seeks reimbursement pursuant to this Agreement. Such billing shall be submitted to the City no later than twenty (20) days after the close of each training session. The City's maximum liability under this contract shall not exceed $10,000 - the total amount budgeted in the grant for these services. 4. THE WAIVER. Failure to invoke any right, condition, or covenant in this Agreement by either party shall not be deemed to imply or constitute a waiver of any rights, condition, or covenant and neither party may rely on such failure. 5. NOTICE. Any notice or communication permitted or required by the Agreement shall be deemed effective when personally delivered or deposited, postage prepaid, in the first class mail of the United States properly addressed to the appropriate party at the address set forth below: A. NOTICES TO CONTRACTOR: Mail to: R. Paul Lackey Executive Director Pinellas Core Management Services 4500 140th Avenue North, Suite 220 Clearwater, FL 33762 With a copy to: Sandra Lyth Director of Hispanic Services Hispanic Outreach Center 612 Franklin St. Clearwater, FL 33756 B. NOTICES TO CITY: Mail to: Sid Klein, Chief of Police Clearwater Police Department 645 Pierce Street Clearwater, FL 33756 With a copy to: City Attorney's Office City of Clearwater P.O. Box 4748 Clearwater, FL 33758 6. ENFORCEABILITY. If any provision of the Agreement is held by a court of competent jurisdiction to be unenforceable, the remainder of the Agreement shall remain in full force and effect and shall in no way be impaired. 7. ENTIRE AGREEMENT AND AMENDMENTS. This Agreement constitutes the entire agreement of the parties with regard to the subject matter hereof, and replaces and supersedes all other agreements of understandings, whether written or oral. No amendment or extension of the Agreement shall be binding unless in writing and signed by both parties. 8. BINDING EFFECT, ASSIGNMENT. This Agreement shall be binding upon and shall inure to the benefit of the Contractor and the City. Nothing in this Agreement shall be construed to permit the assignment by the Contractor of any of its rights or obligations hereunder, as such assignment is expressly prohibited without the prior written consent of the City. 9. GOVERNING LAW, SEVERABILITY. In the performance of the Agreement, each party shall comply with all applicable federal, state and local laws, rules, ordinances and regulations. This Agreement shall be governed by the laws of the State of Florida. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision. In witness whereof, the parties hereto have set their hands and seals on the date first above written. c.ountersigned: . CITY~.CLEARWATER. FLORIDA ~ K ~BY: ~ ~~-:iL tr8'nk V. Hibbard William B. Horne, II Mayor City Manager Approved as to form: ~fi!J.Jj~ Robert . Surette Assistan City Attorney Attest: ~ ~. Exhibit A: Scope of Services Reimbursement will be based on participation in 5 immersion training sessions @ $2,000 per session (5 days per session estimated); including the following costs and activities: . Local travel and mileage; . Participate in planning the content and schedule for the training sessions; . Assist in establishing specific curricula for each visiting Task Force; . Attend such meetings as may be required prior to and during site visits for planning and coordination; . Provide technical assistance and training on topics related to the task force, including: o Victim services budgets, case management, reporting forms and requirements, file arrangements, confidentiality, responding to victim needs; o Outreach and awareness plans, presentations and experiences; o Models for structuring NGO service networks and development of protocols; o Training plans for Law Enforcement and NGO's; o Evaluation plans and experiences; . Meet with and exchange information and experiences with visiting NGO victim service providers and law enforcement; . Accompany NGO and other visiting Task Force personnel on site visits as needed; . Plan and deliver presentations to visiting Task Force members as needed.