INDEPENDENT CONTRACTOR AGREEMENT WITNESSETH

Transcription

1 INDEPENDENT CONTRACTOR AGREEMENT THIS AGREEMENT, by and between the BOARD OF EDUCATION, VESTAL CENTRAL SCHOOL DISTRICT, a corporation organized and existing under the laws and regulations of the State of New York that govern the operation of a public funded school system, by Michon Stuart, President of the Vestal Board of Education, hereinafter called the DISTRICT, having its principal offices located at 201 Main Street, Vestal, New York and the PSYCHIATRY FACULTY PRACTICE INC., of the Department of Psychiatry at the Upstate Medical University, a division of the State University of New York, by Thomas Schwartz, M.D., President of the PSYCHIATRY FACULTY PRACTICE, INC., hereinafter called the PFP, having its principal office located at 713 Harrison St., Syracuse, New York WITNESSETH WHEREAS, the DISTRICT a New York State public education program that provides an integrated system of services that address the learning needs of its student along with addressing the diverse, varied and complex psychological and emotional needs of their students and their families and; WHEREAS, the DISTRICT wishes professionally offered training by clinicians who are New York State licensed in psychiatry and clinical psychology and who are trained in and practices in the area of child/ and adolescent psychiatry to provide psychiatric services to the individuals served by the DISTRICT, and; WHEREAS, the PFP has representatives who are New York State licensed psychiatrists who are Board Certified in Child and Adolescent Psychiatry, and child/adolescent trained New York State licensed Clinical Psychologists and who individually and collectively possess the expertise, special skills and experiences to perform services in connection herewith, and; WHEREAS, the DISTRICT finds the services of the PFP and its representatives to be necessary in order to successfully implement the mental health services staff training program, and;

2 Page 2 WHEREAS. The PFP has indicated a willingness to participate; NOW, THEREFORE, the parties hereto do mutually agree as follows: 1) TERM The term of this Agreement shall be from March 1, 2019 through March 29, 2019, and may be renewed thereafter by mutual agreement of the parties hereto. 2) SCOPE OF SERVICES Both parties hereto shall provide services as outlined in Schedule A as attached hereto and made a part hereof. 3) COMPENSATION The DISTRICT agrees to pay the PFP the sum of Nine Hundred thirty five dollars, ($935.00) for the delivery of the full eight (8) hour training as outlined in Schedule A as attached hereto and made a part hereof. The PFP shall be authorized by the DISTRICT to add a 10% administrative fee to all billable services provided by the PFP under the terms and conditions of this Agreement. Payment shall be made in accordance with established DISTRICT S billing procedures and upon submission of a duly approved DISTRICT claim form. 4) ASSIGNMENT The PFP agrees that they shall not assign, transfer, convey, subcontract or otherwise dispose of this Agreement or its responsibility to perform under this contract or its right, title or interest in and/or to the same, nor any part thereof, nor to any monies which are or will become due and payable to the PFP hereunder, nor the power to execute such contract to any other person, company or corporation without the prior express written consent of the DISTRICT.

3 Page 3 5) INDEPENDENT CONTRACTOR For the purposes of this Agreement, the PFP shall be considered an independent contractor and hereby covenants and agrees to act in accordance with that status, and the PFP, the representatives, employees and agents of the PFP shall neither hold themselves out as, nor claim to be, officers or employees of the DISTRICT, and shall make no claim for, nor shall be entitled to, worker s compensation coverage, medical and unemployment benefits, social security or retirement membership benefits from the. 6) INSURANCE The PFP representatives agree to obtain and maintain General Liability Insurance with a minimum limit of $1,000,000/2,000,000. The required insurance policy(s) shall be endorsed to include the as an additional insured to cover the date and time of the intended training. 7) LICENSES AND PERMITS AND PRACTICE AGREEMENTS The PFP hereby agrees that all of its representatives performing under the terms and conditions of this Agreement will obtain and maintain at their own expense, all licenses, certifications, permits, credentials and/or other privileges for the work to be performed under this Agreement, if there are any necessary, prior to the commencement of work. 8) COMPLIANCE WITH STATE/COUNTY REGULATIONS AND POLICIES Both parties hereto agree that they shall comply with all applicable state codes, rules regulations and laws, including staff licensure and program certifications and licensure where required, and further that they shall both parties shall comply with County law and policy, insofar as such are applicable to the implementation and operation of this Agreement.

4 Page 4 9) EXECUTORY PROVISIONS This Agreement shall have effect only to the extent that the necessary funds and other resources are appropriated, or otherwise made available, by state and local legislative and other fiscal authorities. Each party shall retain exclusive control of the management, assets, and affairs of their respective departments, organizations, partnerships and practice and further that neither party hereto by virtue of this Agreement assumes any liability for any debts or obligations of either a financial or legal nature incurred by the other party to this Agreement. Neither party hereto shall use the name of the other party in any written promotional or advertising material unless review and written approval of the intended use is obtained from the other party. 10) SEVERABILITY If any term or provision of the Agreement shall be held invalid or unenforceable, the remainder of this Agreement shall not be affected thereby and every other term and provision of this Agreement shall be valid and enforced to the fullest extent permitted by law. 13) CLAUSES REQUIRED BY LAW The parties hereto understand and agree that each and every provision of law and clause required by law to be inserted in this Agreement shall be deemed to have been inserted herein, and if through mistake or inadvertence such provision is not inserted, said clause shall be deemed to have been inserted and shall have the full force and effect of law. 914) CONTRACT MODIFICATION This Agreement consisting of seven (7) pages, fifteen (15) items and one (1) attachment represents the entire and integrated Agreement between the DISTRICT and the PFP and supersedes all prior negotiations, representations or Agreements either written or oral. This Agreement may be amended only by written instrument signed by both parties hereto.

5 Page 5 15) NON-SOLICTATION COVENANT The AGENCY agrees not to solicit for employment or hire any person who works at any location where assigned in any capacity during the term of this Agreement. This provision will remain in effect during the term of this Agreement and for a one (1) year period following its termination regardless of cause. IN WITNESS WHEREOF, The parties hereto have executed this Agreement the date and year hereinafter written Dated, 2019 By: Thomas Schwartz, M.D., President Psychiatry Faculty Practice, Inc. Department of Psychiatry Upstate Medical University 713 Harrison Street Syracuse, New York STATE OF NEW YORK COUNTY OFONDAGA On this day of, 2019, before me, the undersigned personally appeared, Thomas Schwartz, M.D., personally known to me to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity and that by his signature on the agreement, the individual has executed the instrument. Notary Public, State of New York Appointed in County My Commission Expires: Notary

6 Page 6 Dated February 12, 2019 By: Michon Stuart, President, Board of Education, Vestal School District 201 Main Street Vestal, New York STATE OF NEW YORK COUNTY OF BROOME On this day of February 12, 2019, before me, the undersigned personally appeared, Michon Stuart, personally known to me to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity and that by his signature on the agreement, the individual has executed the instrument. Notary Public, State of New York Appointed in County My Commission Expires: Notary

7 SCHEDULE A The PFP representative will provide two (2) identical seventy five, (75) minute presentations to the audience selected by the Vestal School District to attend this professional presentation.