MOUNTAIN%20STATE%20ESC.pdf

Parent document: REVISED - Regular Meeting - Meeting #02-07-15-2024.pdf

Text

Mountain State ESC and
Boone County Board of Education

MOUNTAIN STATE Audiology Contract Agreement

Educational Services Cooperative

Agreement between Mountain State Educational Services Cooperative, hereinafter referred to as Mountain State ESC
(MSESC) and Boone County Schools for services related to audiology and audiology support.

In consideration for services outlined in the Statement of Work, Mountain State ESC will receive compensation as agreed
upon in the amount of $25,735.29. Activities that exceed the statement of work, or activities requested from unauthorized
staff must have prior approval from the MSESC Executive Director. Agreed upon activities that are outside the statement of
work will need to be invoiced separately and detailed in the agreed invoice. Mountain State ESC will provide audiology
services from a certified audiologist for up to fifty-three school days within the 2024-2025 school year.

The Statement of Work is an integral part of this contract.
It is understood that Mountain State agrees to provide the following audiology services:

A. We will provide comprehensive audiological evaluations.

We will provide hearing screenings.

We will provide otoacoustic emissions for the difficult-to-test.

We will provide hearing aid/assistive listening device fitting and checks.

We will provide hearing conservation assessment and support.

We will serve as a resource for assistive technology WVDE supplemental funding grant.
We will provide comprehensive audiometric evaluation.

We will provide central auditory processing screenings.

We will monitor students’ progress with the use of assistive listening devices or treatment.
We will plan and conduct treatment programs for students with hearing difficulties, consult with other support
services when deemed appropriate.

We will provide auditory processing disorder testing.

We will provide equipment troubleshooting.

We will participate in the IEP process when deemed necessary.

We will make referrals to additional medical or educational services when necessary.

We will provide central auditory processing therapy as requested.

We will maintain a database to include the referral, evaluation and treatment of students.
We will provide aural rehabilitation that includes recommending, selecting, fitting, evaluating, and orientation the
use of hearing aids and assistive listening devices.

We will provide report writing as warranted.

We will provide auditory training/aural rehabilitation to Cochlear Students.

We will provide hearing aid/device fitting, checks and counseling.

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Payment of Services:

Mountain State ESC will provide periodic invoices serving as acceptable evidence of effort and time to fulfill the Statement
of Work. Boone County Schools with provide payment for said services in a timely fashion. Penalty fees could occur after

90 days.
To meet the above items Mountain State ESC commits to work to ensure the following:

MSESC commits to bundle and facilitate activities to which they have control, in such a way to maximize the work
accomplished during visits and minimize the amount of non-productive time.

Boone County Schools shall communicate effectively with the Mountain State ESC Executive Director any relevant
problems or concerns they haveAvould have with programs or activities that relate to any audiology operational maiters.
The Audiologist is responsible to notify Mountain State ESC as soon as possible of any event or activity that will adversely
affect the audiologist’s ability to perform work under this contract. Mountain State ESC will convey any issues or concerns
that affect the future sustainability, or audiological integrity, in a time manner to all parties.


Audiology — Boone County
Page two.

No amendment or change in this agreement shall be valid or effective unless mutually agreed to in writing, properly dated,
and executed by both parties.

This contract, any interest therein, or claim there-under, shall not be assigned or transferred by either party except as
expressly authorized in writing and agreed upon by both parties.

All data, information, reports, forms, documents, and written plans generated under this contract are the property of
Mountain State ESC, and/or the respective County Board of Education to whom the information pertains are to be treated as

strictly confidential.
Either party may cancel this contract with written notice 30-days prior to the contract expiration date.

Due to the fact that this contract exists to provide audiological services, it is understood by both parties that various changes
do occur, both parties agree to make a good faith effort to modify the Statement of Work to accommodate the change. It
should be noted that changes that do not affect the intent or scope of the Statement of Work do not require written changes

to the Statement of Work.

It is understood that this contract is renewable upon agreement of both parties on an annual basis. It is further understood
that this contract is based on adequate funding resources and reductions or eliminations of funding resources is cause to
initiate cancellation of contract by Mountain State ESC.

In witness whereof, the parties hereto have caused this contract between Mountain State ESC and Boone County Schools to
be executed, effective school year 2024-2025.

Boone County Schools Mountain State Educational Services Cooperative

By: By:

Name: dt eu Kenng du Name: Jan Hanlon
Title: \; tatder af Evot q m Children Title: Executive Director

Date: L| | 1902! | Date:

Please provide the following information:

Name and contact information of Accounts Payable including phone and email.

Name and contact information of person responsible for assurance of said contract.


PURCHASING POLICIES AND PROCEDURES MANUAL
FOR LOCAL EDUCATIONAL AGENCIES

AGREEMENT ADDENDUM

In the event of conflict between this addandum and the agreement, this addendum shall control:

1, DISPUTES - Any references in the agreement to arbitration or to jurisdiction of any court other than the Circuit Court of the county in which the Agency is located are
hereby deleted. The partias may agree to nonbinding mediation prior to litigation.

2. HOLD HARMLESS - Any clause requiring the Agency to indemnify or hold harmless any party is hereby deleted in its entirety.

3. GOVERNING LAW -The agreement shall be governed by the laws cf the State of West Virginia. This provision replaces any references to any other State's governing law.

4. TAXES. - Provisions in the agreement requiring the Agency to pay taxes are deleted. As a political subdivision of the State of West Virginia, the Agency is generally
exempt from Federal, State, and local taxes and will not pay taxes for any Vendor including individuals, nor will the Agency file any tax returns or reports on behalf of

Vendor or any other party.

5. PAYMENT- Any references to prepayment are deleted. Fees for software licenses, subscriptions, or maintenance are payable annually in advance. Payment for services
will be in arrears.

- Any provision for interest or charges on late payments is deleted. The Agency has no statutory authority to pay interest or late fees.

6 INT:

7. NO WAIVER - Any language in the agreement requiring the Agency to waive any rights,claims or defenses is hereby deleted,

8. FISCAL YEAR FUNDING - Service performed under the agreament may be continued in succeeding fiscal years for the term of the agreement, contingent upon funds
being appropriated by the Legislature or otherwise being available tor this service, In the event funds are not appropriated or otherwise available for this service, the
agreement shall terminate without penally on June 30. After that date, the agreement becomes of no effect and is null and void. However, the Agency agrees to use its
best efforts to have the amounts contemplated under the agreement included in its budget. Non-appropriation or non-funding shall not be considered an event of default.

9, STATUTE OF LIMITATION - Any clauses limiting the time in which the Agency may bring suit against the Vendor, tassor, individual, or any other party are deleted.

10. SIMILAR SERVICES - Any provisions limiting the Agency's right to obtain similar services or equipment in the event of default or non-funding during the term of the
agreement are hereby deleted.

11, ATTORNEY FEES - The Agency recognizes an obligation to pay attorney's fees or costs only when assessed by a court of competent jurisdiction. Any other provision is
invalid and considered null and void.

12. ASSIGNMENT - Notwithstanding any clause to the contrary, ihe Agency reserves the right to assign the agreement to a State agency or another local governmental
agency, board or commission of the State of West Virginia upon thirty (30) days written notice to the Vendor and Vendor shall obtain the written consent of Agency prior to
assigning the agreement,

13. LIMITATION OF LIABILITY - The Agency, as a political subdivision of the State, cannot agree to assume the potential liability of a Vendor. Accordingly, any provision

limiting the Vendor's lability for direct damages to a certain dollar amount or to the amount of the agreement is hereby deleted. Limitations on special, incidental or
consequential damages are acceptable. In addition, any limitation is null and void to the extant that it precludes any action for injury to persons or for damages to personal

property,

14. RIGHT.TO TERMINATE - Agency shall have the right to terminate the agreement upon thirty (30) days written notice to Vendor. Agency agrees to pay Vendor for services
rendered or goods received prior to the effective date of termination. In such event, the Agency will not be entitled to a refund of any software license, subscription or

maintenance fees paid.

15, TERMINATION CHARGES - Any provision requiring the Agency to pay a fixed amount or liquidated damages upon termination of the agreement is hereby deleted. The

Agency may only agree to reimburse a Vendor for actual costs incurred or losses sustained during the current fiscal year due to wrongful termination by the Agency prior to
the end of any current agreament term.

16. RENEWAL - Any reference to automatic renewal is hereby deleted. The agreement may be renewed only upon mutual written agreement of the parties.

17. INSURANCE - Any provision requiring the Agency to purchase insurance for Vendor's property is deleted. The Agency is Insured through the Board of Risk and Insurance
Management, and will provide a certificate of property insurance upon request.

18. RIGHT TO NOTICE - Any provision for repossession of equipment without notice is hereby deleted. However, the Agency does recognize a right of repossession with
notice.
19, ACCELERATION — Any reference to acceleration of payments in the event of default or non-funding is hereby deleted.

20. CONFIDENTIALITY - Any provision regarding confidentiality of the terms and conditions of the agreement is hereby deleted. Governmental contracts are public records
under the West Virginia Freedom of Information Act.

21. AMENDMENTS -All amendments, modifications, alterations or changes to the agreement shall be in writing and signed by both parties. No amendment, modification,
alteration or change may be made to this addendum without the express written approval of the Agency.

ACCEPTED BY: — VENDOR:
Local Education Agency: bom b0E Company tigme: _Mountain Sjate ESC

Signed: _ r eee eerev er Pee

Title: _ “€xecutive Director__ il

Date 7/1/24

Revised 07-12


PURCHASING POLICIES AND PROCEDURES MANUAL
FOR LOCAL EDUCATIONAL AGENCIES

AFFIDAVIT

West Virginia Code §5A-3-10a states:

No contract or renewal of any contract may be awarded under this article to any vendor or
prospective vendor when the vendor or prospective vendor or a related party to the vendor or
prospective vendor is a debtor as defined in this section and the debt owed is an amount greater
than five thousand dollars in the aggregate.

Definitions:

"Debt" means any assessment, penalty, fine, tax or other amount of money owed to the state
because of a judgment, fine, permit violation, license assessment, penalty or other assessment
presently due and required to be paid to the state or any of its political subdivisions, including any
interest or additional penalties accrued thereon;

"Debtor" means any individual, corporation, partnership, association, limited liability company or any
other form or business association owing a debt to the state or any of its political subdivisions;

“Related party" means a party, whether an individual, corporation, partnership, association, limited
liability company or any other form or business association or other entity whatsoever related to any
vendor by blood, marriage, ownership or contract through which the party has a relationship of
ownership or other interest with the vendor, so that the party will actually or by effect receive or
control a portion of the benefit, profit or other consideration from performance of a vendor contract
with the party receiving an amount that meets or exceeds five percent of the total contract amount.

Exception:

The prohibition does not apply where a vendor has contested any tax administered pursuant to
chapter eleven of the West Virginia Code, workers compensation premium, permit fee or
environmental fee or assessment, and the matter has not become final, or where the vendor has
entered into a payment plan or agreement and the vendor is not in default of any of the provisions of
such plan or agreement.

Under penalty of law for false swearing (West Virginia Code §61-5-3), it is hereby certified that the
bidder and all related parties do not owe any debts or, if a debt is owed, that the provisions of the
exception clause (above) apply.

Vendor's Name: Mountain State Educational Services Cooperative ——

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Authorized Signature: _ MM) ;

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