shelby county schools voluntary pre-k early childhood …€¦ · 1 _____ shelby county schools...

1

_______

SHELBY COUNTY SCHOOLS VOLUNTARY PRE-K Early Childhood Office

2018-2019 SCHOOL YEAR CONTRACT

I. PARTIES

This agreement made this _____ day of ____________ by and between the Shelby County Board of

Education, operating as Shelby County Schools, 160 S. Hollywood St., Memphis, Tennessee, 38112,

(hereinafter referred to as “SCS”),” and KinderCare Learning Center Ridgeway 2941 Ridgeway Road

Memphis Tennessee 38115 (hereafter referred to as the “Contractor”).

II. PURPOSE

The purpose of this Contract is for Contractor to create an early childhood education program for “at-

risk” four-year-old children and their families served by the Shelby County Schools (“Program”).

Contractor shall coordinate and provide services in order to provide an opportunity to develop school

readiness skills (pre-academic and social skills) in an environment that fosters the love and joy of

learning and promotes success in kindergarten and throughout the child’s life (“Services”). The

Contractor shall render its services as described in Exhibit A to this agreement (“Services”), which is

incorporated into and made a part of this agreement.

III. THE CONTRACTOR AGREES:

A. To coordinate and provide Services to qualified four-year-old children and their families (as

determined by SCS) for 36 weeks (180 instructional days, 200 staff days). Services to be provided

on an instructional day shall be offered no earlier than 7:30 am for a total of 7.5 hours per day. Of

these 7.5 hours, a minimum of five-and-a-half (5.5) hours will be instructional, and one (1) hour

will be used for children’s rest time. The teacher and teacher assistant shall use the remaining one

(1.0) hour of the workday in activities such as planning time, transportation, or other activities

specifically related to the Program.

B. To comply with the Pre-K Scope of Services (Exhibit A), most recent Voluntary Pre-K Program

Operating Guidelines (Exhibit B), and the Pre-K Program Assurances, (Exhibit C), Contractor

acknowledges that the requirements and terms set forth in Exhibits A, B, and C are terms under

this Contract and, therefore, fully incorporated herein and made a part hereof.

C. To respond to and participate in requests by SCS for data on school operations, students, staff and

faculty.

D. To permit SCS, or its authorized representatives, to observe and evaluate the delivery and/or

performance of Services. This includes access to any books, documents, papers and records of the

Contractor, which are directly related to this Contract for the purpose of making an audit,

examination, photocopies, excerpts and transcriptions. Contractor must comply with all laws,

ordinances, rules and regulations of any governmental entity pertaining to its performance pursuant

to this Contract.

Contractor’s Initials _

DocuSign Envelope ID: 17A3B458-650B-40AB-9874-04782AE21CE8

2

__________

E. To cooperate fully with SCS’ auditors and/or agents providing Audit or Agreed Upon Procedures

(AUP) review services (“Auditors”). Contractor will coordinate with Auditors to have appropriate

staff of Contractor available during the scheduled audit/review period. Contractor will make

advanced preparations for scheduled audits/reviews to make available for Auditors all identified

documents, records, and entity-related materials requested by Auditors. Failure to substantially

prepare for a scheduled audit engagement or to provide requested documentation or information to

Auditor during the scheduled audit period may result in the withholding of grants payments and

may jeopardize future participation in the Pre-K Program. However; SCS reserves the right to

audit and/or review Contractors records at any time.

F. To comply with all provisions of the Tennessee Voluntary Pre-K Statute and the Guidelines,

Preschool Development Grant Statute and Guidelines, and any other related state laws, rules or

regulations. If non-compliance on the part of the Contractor should result in a penalty or forfeiture

of funds, the Contractor shall assume all liability and shall indemnify SCS for any loss resulting

therefrom.

G. To correct any programmatic non-compliance, immediately, or within a time determined solely at

the discretion of SCS, upon written notice of such non-compliance found during a Program review

process, and/or to show written evidence that recommendations from SCS or other evaluation

results are being addressed. Furthermore, Contractor must demonstrate to the satisfaction of SCS

that progress is being made toward Program improvement. Failure to comply with Program and

fiscal requirements may result in withholding of payment and/or Contractor’s termination from the

Program and may jeopardize future participation in the Pre-K Program.

H. To maintain full and complete records which pertain to this Contract for a period of five (5) years

beyond the termination date of this Contract, or until all litigation, claims, or audit findings arising

out of a breach on the part of the Contractor or involving the keeping of proper and reasonable

records under the Program have been resolved if such claim or audit is started before the expiration

date of the three-year period.

I. To conduct a criminal background check and fingerprinting in accordance with the provisions of

T.C.A. §49-5-413 and a drug test of every employee that provides Services to SCS under this

Contract. Upon request, Contractor will provide SCS with documentation of such checks and tests

prior to an employee providing Services. SCS reserves the right, at its sole and absolute discretion,

to reject any employee of Contractor from providing Services under this Contract. Contractor

further assures, in accordance with the federal Drug-Free Workplace Act of 1988, that the unlawful

manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited for

individuals who are directly engaged in the performance of Services pursuant to this Contract.

J. To maintain all current certifications, licenses, and registrations relevant to providing Services

during the length of the Contract period. Must notify resignation of employees immediately.

K. To remain in compliance with all licensing requirements as a provider of children’s services and

to maintain a 3-Star rating from the Tennessee Department of Human Services, which rating is

attached hereto as Exhibit D, and incorporated herein and made a part of this Agreement. If

Contractor fails to meet these standards, or SCS obtains confirmation of non-compliance or

substantiation of maltreatment of any child, notwithstanding any other provisions of this Contract,

SCS may terminate this Contract immediately if SCS determines, in its sole and absolute discretion,

that the findings impact the provision of Services under this Contract or the well-being of a child.

Contractor’s Initials: _


3

_________

L. To maintain data of a personal and confidential nature and not disseminate it to any third party,

unless expressly permitted in writing by SCS, except as may be authorized by law.

M. To not assign, transfer, or subcontract for the provision of Services under this Contract unless prior

written consent is obtained from the SCS. The sale of the Contractor to another individual or entity

shall be deemed to be an assignment or transfer of this Contract for the purposes of this Section,

and shall be subject to the discretion and approval of SCS.

N. On or before June 7, 2019, to send SCS a copy of an expenditure reconciliation report for the period

included in this Contract, with supporting documentation when requested, for purposes of verifying

that funds were spent in appropriate categories for their intended uses. SCS reserves the right at

any time to require that an independent financial audit be performed of the Contractor’s Program

at the Contractor’s expense. In the event that such an audit is conducted, SCS expressly reserves

the right to direct the Contractor’s Program to undergo any additional auditing by an entity

designated by SCS for this purpose, and Contractor shall pay all costs associated with this

additional audit in entirety.

O. To submit a copy of the most recent annual financial statement within thirty (30) days of the

execution of the initial Contract, by the person responsible for said financial statements as to

whether they were prepared on a basis of generally accepted accounting principles. If they were

not prepared in such a manner, the statement should include the basis used for presentation. The

statement should also note any difference in the basis used from the previous year. However; prior

to the execution of the contract, Contractor shall provide an official certified proof of financial

stability to the SCS Department of Early Childhood.

P. To comply with Title VI and VII of the Civil Rights Act of 1964, Title IX of the Education

Amendments of 1972, Section 503/504 of the Rehabilitation Act of 1973, Americans with

Disabilities Act of 1990, Executive Order 11,246 and 38 USC Section 4212, along with the related

regulations and reporting requirements of each. Contractor shall not discriminate against any

individual including, but not limited to, employees or applicants for employment and/or students,

because of race, religion, creed, color, sex, age, disability, national origin, or status as a disabled

or Vietnam era veteran. Further, the Contractor agrees to take affirmative action to ensure that

applicants are employed and that employees are treated during their employment without regard to

their race, religion, creed, color, sex, age, disability, national origin, or status as a disabled or

Vietnam Era veteran. Such action includes, but not be limited to, the following: employment,

promotion, upgrading, demotion or transfer, recruitment, advertising, layoff or terminations, rates

of pay or other forms of compensation, and selection for training, including apprenticeship.

Contractor shall upon request show proof of such non-discrimination and shall post in conspicuous

places available to all employees and applicants notices of non-discrimination.

Q. To maintain general, professional and auto (if transporting students) liability insurance in the

amount of $1 million for injuries sustained by any one person and $2 million for injuries sustained

by two or more persons in any one accident, with SCS to be named as an additional insured. Said

insurance carrier shall be required to provide SCS with proof of insurance and shall also be required

to provide SCS of thirty (30) days written notice of policy changes or the cancellation of any said

policy. Said notice shall be forwarded to: Office of Contracts Management and Compliance, 160

S. Hollywood Street, Room 206, Memphis, Tennessee 38112, Division of Early Childhood Pre-

Contractor’s Initials:


4

K Program, 130 Flicker Street, Memphis, TN 38104 with a copy to Risk Management,

Florida/Kansas Administration Building, 1380 Pennsylvania Avenue, Memphis, TN 38106. All

notices will include the Contract Number for this Agreement.

With respect to Commercial General Liability Insurance, Automobile Liability Insurance, and

Professional Liability Insurance, policy(s) shall be endorsed to the effect that all liability insurance

maintained by Contractor should be primary without right of contribution by any insurance or other

funding mechanisms carried by the SCS. Policy(s) shall provide cross claim and severability of

interests coverage for losses due to the negligence, omission or other conduct of

Contractor. Policy(s) shall provide 30-day written notice of cancellation or non-renewal to SCS at

the addresses listed in previous paragraph.

A certificate of insurance acceptable to the SCS must evidence all of the above requirements at

least one week prior to inception of this Contract and shall be forwarded to Contract Services,

Department of Early Childhood Pre-K Program, and Risk Management at the above addresses.

Notwithstanding the provisions of this Section III.P., in the event that the Contractor is a

governmental entity as that term is defined under the terms of the Tennessee Governmental Tort

Liability Act, T.C.A. Section 29-2-101 et seq. (the “Act”), then the liability and insurance

requirements contained in the Act shall apply. Additionally, in the event that the Contractor is the

State of Tennessee, it is understood that the State of Tennessee is self-insured and does not carry

or maintain commercial general liability insurance or medical, professional or hospital liability

insurance. Any and all claims against the State of Tennessee, including the Institution or its

employees, shall be heard and determined by the Tennessee Claims Commission in the manner

prescribed by law. Damages recoverable against the Institution shall be expressly limited to claims

paid by the Claims Commission pursuant to T.C.A. Section 9-8-301 et seq.

R. To hold SCS harmless from any liability for any injury (including death) to any persons or damage

to any property arising out of the acts or omissions of the agents or employees of the Contractor.

Further, to the extent permitted by law, Contractor will defend indemnify and hold SCS harmless

from any and all demands, claims, suits, actions and legal proceedings brought against SCS, its

board members, officers, employees or agents arising out of alleged acts or omissions by Contractor

in the course of performing Services to SCS pursuant to this Contract. The foregoing provisions

shall include, but not be limited to, any judgments, awards, settlements, reasonable attorney fees,

and costs and expenses incurred by SCS in connection with the defense of any actual or threatened

action, proceeding or claim.

Notwithstanding provisions of this section III R, in the event that Contractor is the State of

Tennessee, then neither party shall be responsible for personal injury or property damage or other

loss except that resulting from its own negligence or the negligence of its employees or others for

whom the party is legally responsible.

S. If SCS employs attorneys to enforce any of the provisions hereof, to pay SCS all reasonable costs,

charges, and expenses, including attorneys’ fees and costs, expended or incurred in connection

therewith, as long as Contractor is the party against whom any final judgment is entered and as

long as Contractor is not the State of Tennessee.

T. To meet the standard set by the Consumer Product Safety Commission (CPSC) or the American

Society for Testing and Materials (ASTM) for Facilities and Playgrounds- equipment and materials

for indoor and outdoor (Exhibit H).


5

_________

U. To provide and ensure there is an access point in each Pre-K classroom that can support a minimum

of 20 connections with 802.11x standards (b,c,g,n,ac) in order to provide sufficient Wi-Fi

connectivity for students completing required benchmark assessments on-line. To comply, students

need a minimum of 100 kbps of Internet bandwidth— 1 Mbps per student.

V. To be responsible for any theft, damages, or repairs of technology including computers, tablets,

printers, Smart Boards or Promethean Boards, cameras, and any electronic assets beyond the vendor

warranty.

IV. SCS AGREES:

A. To provide technical and consultative assistance to the Contractor in performing the Services

required by this Contract. The nature of this assistance will include, but not be limited to, the

monitoring of Pre-K sites for compliance with the Scope of Services, Pre-K Program Operating

Guidelines, and the Pre-K Program Assurances and the provision of professional development

activities to Pre-K Program staff and center directors.

B. To provide Contractor with aggregated performance data on all children participating in SCS’ Pre-

K Program.

C. To allow children enrolled in Contractor’s Pre-K program access to SCS’ health clinics for health

screenings, treatment, or referrals, as appropriate.

D. To convene periodic meetings with Contractor and its employees to facilitate information sharing

and coordination of the Services with SCS’ Program.

E. To assist Contractor in its recruitment of qualified employees to perform the Services.

F. To provide Contractor periodically with current Research on early childhood development for use

by Contractor and for distribution to parents and community residents.

G. To reimburse the Contractor, up to the sum not to exceed the actual amount allocated to the

provider and awarded to SCS and from the Tennessee Department of Education for the Voluntary

Pre- K Program, which is projected to be Eighty-Seven Thousand, Seven Hundred, and Sixteen

Dollars ($87,716.00) per classroom (the “Fee”), for the full and complete performance of the

Services in accordance with the established budgeting procedures and the provisions of Exhibit

F, which is incorporated herein and made a part of this Contract.

Notwithstanding, Contractor understands that this Agreement is subject to appropriation of funding

by the State of Tennessee and by the SCS Board of Commissioners. In the event that the funds are

not appropriated or are otherwise unavailable, SCS reserves the right to terminate this Contract

upon written notice to the Contractor. Said termination shall not be deemed a breach of this

Contract by SCS. Upon receipt of written notice, the Contractor shall cease all work associated with

this Contract. In the event of termination, the Contractor shall be entitled to compensation for all

satisfactory and authorized Services completed as of the termination date. Upon such

termination, the Contractor shall have no right to recover from SCS any actual, general, special,

incidental, consequential, or any other damages whatsoever of any description or amount.

H. The following expenditure guidelines apply to all Pre-K providers: The Pre-K provider may use

no more than six percent of the budget for administrative expenses. (Not to include newly

funded/expansion class start-up funds in this calculation.) Classroom supplies and materials can

be selected from the Pre-K Classroom Inventory List. Flexibility related to classroom computer

technology purchases and playground equipment is provided with prior approval from the Early

Childhood Representative, once the classroom is adequately equipped. The Pre-K provider will


https://www.educationsuperhighway.org/challenge/

6

maintain full and complete funding and program records pertaining to the contract for a period of

five (5) years beyond the contract ending date, or until all litigation, claims, or audit/review

findings involving the records have been resolved if such claim or audit/review is started before

the expiration date of the five-year period.

V. THE CONTRACTOR AND SCS MUTUALLY AGREE:

A. The Contract period will begin July 30, 2018 and continue through May 31, 2019 (“Contract

Term”), with classes operating 180 days, until May 24, 2019. Program staff may work one week

beyond this period. If classes do not operate through May 24, 2019, SCS shall have a right to

withhold a pro-rata share of the Fee payable to Contractor under this Contract.

B. SCS will make payments to the Contractor in accordance with the reporting schedule detailed in

Exhibit F, which is incorporated herein and made a part of this Contract. Scheduled payments in

advance may be made to Contractor for salaries and benefits of teachers and teacher assistants.

Payments will be made in equal monthly installments. All qualifying expenditures will be

reimbursed after proper reconciliation of all supporting documentation. Documentation for all

expenses will be required. The period for qualifying expenditures will begin on the first day of full

class and will end on the last day of full class. SCS has the right to hold any

prepayments/reimbursements if deemed necessary. For all payroll expenditures, SCS requires

salary pay stubs that indicate the recipient’s name, gross amount, pay period and pay date. SCS

also requires evidence affirming the payment has cleared the bank (i.e. copy of bank statement).

C. Teacher credential status will be reported to SCS on or before July 13, 2018 and March 15, 2019.

To provide for each classroom, a teacher who is state licensed and endorsed for Early Childhood

Education or who is teaching under an approved waiver or practitioner license. Permits will not be

accepted for teachers hired to work in the VPK classroom. SCS must be notified for any changes

within 48 hours. Failure to meet these terms will result in civil penalty from the state and non-

renewal of future Pre-K program contracts.

D. Enrollment information specifying daily attendance shall be reported to SCS beginning the first full

day of class, August 15, 2018, and the remaining instructional days of the Contract Term. The

Contractor agrees that it will meet and maintain full enrollment and eligibility criteria during the

Contract Term, but in no event shall Contractor’s enrollment in the Voluntary Pre-K Program be

less than 90% of full enrollment within the first thirty (30) days of the Program school year. The

Contractor will ensure that all families it enrolls in the Voluntary Pre-K Program reside within

Shelby County, and also meet the Program enrollment criteria.

E. To facilitate the coordination of the Services with SCS’ Program by:

i. Implementing a common curriculum and assessment program;

ii. Jointly participating in activities developed by SCS to facilitate the students’

readiness for kindergarten;

iii. Distributing an approved progress report to parents every nine weeks of the

academic year. The Contractor will provide copies of the report cards to SCS;

iv. Performing an annual review of student performance and progress. Contractor

will submit copies to SCS and the receiving elementary school; and

v. Assisting each other in the identification of student candidates for Pre-K and/or

Kindergarten enrollment, and actively participate in efforts to increase the number

of students receiving Pre-K services.


Contractor’s Initials: _

7

F. The Contractor shall provide all required documentation to ensure that reimbursements are

processed in a timely manner. Proper documentation shall include any or all of the following

practices:

i. Documentation must be submitted in a clear, legible fashion to ensure proper and

timely reimbursements.

ii. The Voluntary Pre-K Program personnel must verify all documents submitted by

the Contractor as true and accurate before reimbursements can be made.

iii. The SCS Voluntary Pre-K Program personnel reserves the right to request that the

Contractor resubmit documents that could not be verified as true and accurate,

correction and required substantiation. iv. Any requests for reimbursement must be submitted ninety days from the date of

the expenditure, unless the Contractor has received prior written consent of the SCS Voluntary Pre-K Program designee to submit after such date. Said written consent must be submitted to the Voluntary Pre-K office prior to the submission of the item(s) to be reimbursed. Otherwise, reimbursement requests submitted after such date will not be accepted.

v. Contractor must submit all reimbursement requests before the end date of this Contract. A request for reimbursement submitted after the expiration of this

Contract may constitute a breach of contract on the part of the Contractor, and

Contractor may be subject to non-reimbursable penalties.

G. Contractor’s Pre-K Program budget must be approved by the SCS Early Childhood Accounting

Department and, upon approval, shall be detailed in and attached hereto as Exhibit G, which is

incorporated herein and made a part of this Contract. Failure to expend funds as indicated in the

budget may result in a denial of requested reimbursements.

H. The Superintendent of Shelby County Schools is authorized to terminate this Contract on behalf of

the SCS Voluntary Pre-K Program at any time that office deems prudent or necessary.

I. This Contract constitutes the entire agreement between the parties. This Contract expressly revokes

any prior understandings, agreements, or representations, oral or written, of the parties. This

Contract may not be modified, supplemented, or amended, in any manner, except by written

agreement signed by both parties.

J. In the event funding no longer exists or is insufficient to pay the Fee for Services obtained

hereunder, SCS shall have the right to terminate this Contract without further obligation.

K. Contractor and all of its employees, agents, or subcontractors are not partners, employees, or agents

of SCS. Neither party shall have the authority to bind the other party, in any respect, and each shall

remain an independent party. Contractor has responsibility for advising its clients and/or customers

served under the terms of this Contract about the independent status of the Contractor and SCS.


Contractor’s Initials: _ _

8

_________

L. This Contract shall be construed in accordance with and governed by the laws of Tennessee and a

suit to enforce this Contract, if any, must be brought in an appropriate court of jurisdiction of Shelby

County, Tennessee.

M. By accepting and fulfilling the terms of this Contract, Contractor affirms that no School Board

Commissioner or employee of SCS has a financial or beneficial interest in the execution or

performance of this Contract.

VI. INVENTORY, CAPITAL EQUIPMENT, SUPPLIES AND MATERIALS

A. All capital items acquired by Contractor using Voluntary Pre-K Program funds shall be considered

SCS fixed assets (the “Fixed Assets”) and will be inventoried as SCS property. A capital item shall

be an item that: (1) has a service life in excess of one year, (2) is either complete within itself or is

a major component of another item of property, (3) by definition cannot be described either as

supplies or materials, (4) will not be consumed or lose its identity, (5) and has a unit cost of $100.00

or more (a “Capital Equipment”). All computer equipment regardless of cost shall be considered

SCS Fixed Assets and shall be inventoried as SCS property. SCS shall open for inspection and

verification any and all locations containing items purchased under this Contract.

B. At the termination of this Contract, unless otherwise provided for, the Contractor agrees to return

all Capital Equipment and Fixed Assets purchased with Voluntary Pre-K Program funds to SCS in

the same condition it was received during the Contract Term, ordinary wear and tear accepted. The

Contractor shall be responsible to SCS for any damage or destruction to said property by the

Contractor’s employees, or clientele, and shall reimburse SCS for such damage. SCS may, at its

discretion, allow the Contractor to retain possession of Capital Equipment or Fixed Assets after the

expiration of this Contract as long as the Contractor continues to provide Voluntary Pre-K Program

Services or another service that SCS determines to be of value and allowable under the Voluntary

Pre-K Program grant.

C. SCS shall establish and maintain a property control system, and shall request the Contractor’s

assistance in maintaining a current inventory on all Capital Equipment and Fixed Assets purchased

with Voluntary Pre-K Program funds on forms provided by SCS or on forms mutually agreed upon

by SCS and the Contractor. This will include listing the items on a property record by description,

model, serial number, and date of acquisition and cost. Such property shall be inventoried annually,

and an inventory report shall be submitted to SCS twice yearly (September and May).

D. SCS will assist the Contractor in the purchase of common supplies and materials used in the

performance of the Services.

VII. EQUAL OPPORTUNITY AND SUPPLIER DIVERSITY

A. During the performance of this Contract, the Contractor agrees as follows:

The Contractor will not discriminate against any employee or applicant for employment because

of race, color, religion, sex, or national origin. The Contractor will take affirmative action to ensure

that applicants are employed, and that employees are treated during employment, without regard

to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to

the following: Employment, u p g r a d i n g , d e m o t i o n , o r t r a n s f e r , r e c r u i t m e n t o r

r e c r u i t m e n t



9

_________

advertising; layoff or termination; rates of pay or other forms of compensation; and selection for

training, including apprenticeship. The Contractor agrees to post in conspicuous places, available

to employees and applicants for employment, notices to be provided by the contracting officer

setting forth the provisions of this nondiscrimination clause.

The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of

the Contractor, state that all qualified applicants will receive consideration for employment without

regard to race, color, religion, sex, or national origin.

The Contractor will send to each labor union or representative of workers with which he has a

collective bargaining agreement or other contract or understanding, a notice to be provided by the

agency contracting officer, advising the labor union or workers' representative of the Contractor's

commitments under section 202 of Executive Order 11246 of September 24, 1965, and shall post

copies of the notice in conspicuous places available to employees and applicants for employment.

The Contractor will comply with all provisions of Executive Order 11246 of September 24, 1965,

and of the rules, regulations, and relevant orders of the Secretary of Labor.

The Contractor will furnish all information and reports required by Executive Order 11246 of

September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant

thereto, and will permit access to his books, records, and accounts by the contracting agency and

the Secretary of Labor for purposes of investigation to ascertain compliance with such rules,

regulations, and orders.

In the event of the Contractor’s non-compliance with the nondiscrimination clauses of this Contract

or with any of such rules, regulations, or orders, this contract may be canceled, terminated or

suspended in whole or in part and the contractor may be declared ineligible for further Government

contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.

The Contractor will include the provisions of paragraphs (1) through (7) in every subcontract or

purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued

pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions

will be binding upon each subcontractor or vendor. The Contractor will take such action with

respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a

means of enforcing such provisions including sanctions for noncompliance: Provided, however,

that in the event the Contractor becomes involved in, or is threatened with, litigation with a

subcontractor or vendor as a result of such direction, the Contractor may request the United States

to enter into such litigation to protect the interests of the United States.

B. The Contractor and suppliers of Contractors, whose responses to SCS bids (RFP and RFQ

responses) include utilization of qualified local small businesses including minority and women

owned subcontractors, shall be deemed to have provided added value to their submission,

enhancing the evaluation of the Contractor or its suppliers in determining best value for SCS.



10

SCS and the Contractor shall negotiate a reasonable benchmark, which meets the performance

expectations set by SCS under this Contract. This benchmark shall not be construed as a rigid racial

or gender quota, but rather a performance guideline. During the Contract Term, the Contractor will

submit monthly data on LSBE expenditures as outlined by the Office of Supplier Diversity.

Progress and results will be tracked and reviewed quarterly to be submitted to the Board of

Commissioners.

If SCS is to continue to grow in an increasingly diverse marketplace, SCS must support the

economic base by doing business with a diverse group of contractors and suppliers as our business

partners. The Contractor, to the fullest extent possible, shall include, in the performance of the

Services, innovative, long-term strategies for mentoring and developing the capacity of local small

business including minority and women owned firms, to contribute to the economic growth of the

communities the parties serve. This contribution is especially valued as a business and economic

development strategy. Such practices as: mentorship, joint-ventures, business incubators and other

strategic alliances are welcomed as a means for generating jobs, opportunity and shared wealth.

VIII. TERMINATION

A. Either party may terminate this Contract upon thirty (30) days’ written notice by the terminating

party, unless there are fewer than thirty (30) days remaining in the Voluntary Pre-K Program school

year, in which event, the notice period shall be the number of days remaining in the current program

month.

B. If the Contractor breaches the terms of this Agreement, then SCS may pursue any or all of the

following remedies:

i. Terminate this Contract by giving written notice to the Contractor of such termination and

specifying the effective date thereof at least five (5) days before the effective date of the

termination. In the event of termination, SCS may: (a) request the return of all finished or

unfinished documents, data studies, surveys, drawings, reports prepared, and Capital

Equipment and Fixed Assets (i.e. computers, laptops, copiers, printers, fax machines,

appliances, fixed play equipment, etc.) or any combination(s) of items that can be construed

as supplies or equipment secured by the Contractor with Voluntary Pre-K Program funds

under this Agreement; or (b) terminate or cancel any other agreements entered into between

the Contractor and SCS; and

ii. Pursue any other legal remedies available at law or equity.


_________

IX. MISCELLANEOUS

A. Whenever any notice, statement or other communication is required under this Contract, it shall be

sent to the following addresses, unless otherwise specifically advised in writing:

Notice to SCS shall be sent to the following:

Federal Programs and Grants

Division of Early Childhood

130 Flicker Street

Memphis, TN 38104Attn: Dr. DeAnna McClendon, Director of Early Childhood Programs

With a copy to:

Shelby County Schools

160 S. Hollywood

Memphis, TN 38112

Attn: Director of Contracts Management and Compliance

Notice to Contractor shall be sent to the following:

KinderCare Learning Center Ridgeway

2941 Ridgeway Road

Memphis Tennessee 38115

B. The invalidity of any provision of this Contract shall not affect the validity of the remaining

sections, clauses, or provisions of this Contract.


IN WITNESS WHEREOF, the parties hereby execute this Contract on the date indicated below.

KinderCare Learning Center Ridgeway Shelby County Board of Education By: _____________________ By: ______________________________

Title: ___________________ Title: ____________________________

Date: ___________________ Date: ____________________________

By: _____________________________

Title: ___________________________

Date: ___________________________

By: _____________________________

Title: ___________________________

Date: ___________________________

Approved as to Legal Form

_______________________

Associate General Counsel


Region Vice President

7/16/2018 | 04:59 AM PDT

HALMONNE

Typewritten Text

Superintendent

HALMONNE

Typewritten Text

HALMONNE

Typewritten Text

Board Chairperson

shelby county schools voluntary pre-k early childhood …€¦ · 1 _____ shelby county schools...

Documents