COMMUNICATIONS AGREEMENT BETWEEN
THE COACHELLA VALLEY MOSQUITO AND
VECTOR
CONTROL DISTRICT AND
KINER COMMUNICATIONS
This
Communications Agreement (“Agreement”) is made and entered into on
_____________, 2008 between The Coachella Valley Mosquito and Vector Control
District ("District"), a public entity and Kiner Communications
(“Kiner"), a California corporation and is made in reference to the
following facts and circumstances.
RECITALS
On or
about December 7, 2007 the District issued a Request for Qualifications for
Communication and Public Relations Services (“RFQ”) seeking services from
qualified responders to assist the District in community outreach,
communications, public education and other efforts more specifically described
in the Scope of Work set forth in the RFQ, the provisions of which shall be
deemed to be incorporated by reference in this Agreement;
Kiner
submitted a response to the RFQ and, along with other responders, provided the
Board of Trustees of the District with a presentation of its qualifications and
approach to the Scope of Work:
The
Board determined to award a contract for services to Kiner based upon Kiner’s
professional qualifications, presentation and response to the RFQ;
NOW THEREFORE, in
consideration of the mutual promises contained herein the parties do hereby
agree as follows:
1.0 SCOPE
OF SERVICES
1.1
Kiner shall provide those services sought by the Scope
of Work in the RFQ as provided in Kiner’s response to the RFQ, a true and
correct copy of which is attached hereto as Exhibit A and incorporated herein
by this reference.
1.2
Nothing contained herein shall obligate the District to
utilize the services of Kiner for any further services. Notwithstanding the foregoing, in the event
that the District wishes to utilize the services of Kiner to provide additional
services beyond the Scope of Work and Exhibit A, such services shall be
provided at the rate of $150 per hour and shall be approved in advance by the
District.
1.3
In providing the services, Scott Kiner and Andrea Carter
shall be the two key contacts assigned to work with the District and to track
efforts to comply with this Agreement.
1.4 INDEPENDENT
CONTRACTOR
In
providing the services called for by this Agreement, Kiner is acting as an
independent contractor and not as an agent, employee, joint venturer or partner
of the District. Kiner shall be
responsible to pay all taxes, insurance, payroll and other expenses of its
employees assigned to assist in the performance of its obligations under this
Agreement.
1.5 PAYMENT
Kiner
shall invoice the District for its services as the work progresses and payment
shall be made by the District within 30 days of the submission and approval of
its invoices.
1.6 MISCELLANEOUS
PROVISIONS
a.
This Agreement shall be binding on and shall be for the
benefit of the parties hereto and their respective heirs, executors,
administrators, successors, and assigns, and shall be governed by the laws of
the State of
b.
The
validity, interpretation, and performance of this Agreement shall be construed
and interpreted according to the laws of the State of
c.
This Agreement represents the sole,
entire, and integrated agreement between and among the Parties hereto and
supersedes any and all prior understandings and agreements, whether oral or
written.
d.
In
the event that either party is required to institute a legal action (whether in
tort or contract, formal or informal) pertaining to the enforcement or arising
out of this Agreement, the prevailing party shall be entitled to recover
attorneys’ fees and costs related to such action.
e.
If
any provision of this Agreement, or part thereof, is held invalid, void or
voidable as against the public policy or otherwise, the invalidity shall not
affect other provisions, or parts thereof, which may be given effect without
the invalid provision or part. To this
extent, the provisions, and parts thereof, of this Agreement are declared to be
severable.
Executed at
By: ____________________________________
Mike
Duran, President of the Board of Trustees
Kiner Communications
By: ____________________________________
Scott
Kiner, President and CEO