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HomeMy WebLinkAboutMarzano Resources PD Dec 2021 Marzano Resources Purchase Agreement Effective December 1, 2021, Marzano Resources, LLC Marzano Resourceslocated at 555 N. Morton St., Bloomington, IN 47404 and Idaho Falls School District Customer located at 690 John Adams, Idaho Falls, ID 83401 agree as follows: 1. Summary of Products and Services: Customer will purchase the following Marzano Resources products and services . Additional Products may be added by mutual written Agreement. Products and Services Total Onsite Professional Development $19,500.00 Virtual Professional Development $65,725.00 Total $85,225.00 2. Payment Terms: Customer will provide Marzano Resources with a purchase order made out to Marzano Resources, 555 N. Morton St., Bloomington, IN 47404, for the full amount due under this Agreement upon execution of this Agreement Order Due Date. A non-refundable deposit of 20% of the Professional Development amount will be invoiced upon execution of this Agreement. The total includes any travel, lodging, and incidental expenses incurred by Marzano Resources. All payments are due net 30 days from the actual date of invoice. All past due invoices are subject to a finance charge of 1.5% monthly. Marzano Resources will invoice Customer off of the purchase order based on the following schedule: Description Payment Expected Invoice Date 20% Deposit (non-refundable) $17,045.00 Upon execution of Agreement January Sessions $68,180.00 January 18, 2022 3. Professional Development 3.1. Description of Services: Marzano Resources the professional development services described in Exhibit A. 3.2. Presentation Materials: Customer will reproduce any handouts and other print materials related to the services and will notify the Associate directly of any deadlines for reproduction. 3.3. Venue and Audio/Visual Equipment: Customer will provide a venue, audio/video equipment, and technical support for all onsite sessions. Customer will provide a venue, audio/video equipment, and technical support for all webinar sessions in accordance with the technology requirements described in Exhibit B. Marzano Resources may terminate this Agreement if Customer's equipment is not up to the required standard by 30 days prior to the start of the services. If Customer's equipment fails during the services, Customer will still be liable for the full amount. v20.1.1 Page 1 of 6 4. General Terms 4.1. Intellectual Property: Customer acknowledges that Marzano Resources or Associate owns the copyrights to all tangible or electronic presentation materials, handouts, and/or program books used in conjunction with services performed under this Agreement and that no materials will be developed specifically for Customer. Marzano Resources will retain all copyrights owned prior to entering this Agreement, and Customer may not reproduce any materials not designated reproducible without the express written permission of Marzano Resources. All audio, video, and digital recording of the services by Customer is prohibited. 4.2. Force Majeure: If an event beyond a. If a Force Majeure Event prevents services from occurring onsite, the parties will arrange for the affected services to be delivered virtually on the scheduled dates. b. If a Force Majeure Event prevents services from occurring as scheduled, the parties will use best efforts to reschedule or make substitutions for affected services or products. c. If a Force Majeure Event prevents performance entirely, neither party will have any further liability to the other party for the prevented performance. d. All obligations unaffected by a Force Majeure Event will remain in place. 4.3. Termination: Marzano Resources may terminate this Agreement if Marzano Resources has not received a purchase order by the Purchase Order Due Date. a. Professional Development: If Customer cancels any Professional Development Services within 90 days of the scheduled date for any reason but Force Majeure, Customer will reimburse Marzano Resources for any reasonable business expenses incurred in anticipation of performance of this Agreement that exceed the amount of the deposit. If events beyond the parties will make a good faith effort to reschedule the Professional Development Services. b. Resource Returns and Refunds: Resource returns and refunds will be handled by the Return Policy outlines at https://www.marzanoresources.com/customer-service/product- orders. 4.4. Entire Agreement: This Agreement and any exhibits attached hereto constitute the entire agreement of the parties and supersede any prior or contemporaneous written or oral understanding or agreement. No waiver or modification of any of the terms of the Agreement will be effective unless made in writing and signed by both parties, and the unenforceability, invalidity, or illegality of any provision of this Agreement will not render the other provisions unenforceable, invalid, or illegal. Any waiver by either party of any default or breach hereunder will not constitute a waiver of any provision of this Agreement or of any subsequent default or breach of the same or a different kind. v20.1.1 Page 2 of 6 This Agreement is acknowledged and accepted by Customer and Marzano Resources: Dr. Jim Shank Date Kate Weber Date Superintendent Director of Professional Development Idaho Falls School District Marzano Resources, LLC Please email this Agreement to Kate Davis-Albea at kate.davis-albea@marzanoresources.com or fax to 866.868.5478. v20.1.1 Page 3 of 6 Exhibit A Description of Professional Development Services Service 1 Service 6 Date: January 17, 2022 Date: January 17-18, 2022 Speaker: Casey Ahner Speaker: Joseph Miniscalco Topic: Becoming a High Reliability School Topic: Becoming a High Reliability School Format: On-site (Up to 6-Hours) Format: Virtual (Up to 6-Hours per day) Cost: $6,500.00 Cost: $11,950.00 Service 2 Service 7 Date: January 17-18, 2022 Date: January 17, 2022 Speaker: Mike Ruyle Speaker: Melanie Magee Topic: Becoming a High Reliability School Topic: Becoming a High Reliability School Format: On-site (Up to 6-Hours per day) Format: Virtual (Up to 6-Hours per day) Cost: $13,000.00 Cost: $5,975.00 Service 3 Service 8 Date: January 17-18, 2022 Date: January 17, 2022 Speaker: Bev Clemens Speaker: David Franklin Topic: Becoming a High Reliability School Topic: Becoming a High Reliability School Format: Virtual (Up to 6-Hours per day) Format: Virtual (Up to 6-Hours per day) Cost: $11,950.00 Cost: $5,975.00 Service 4 Service 9 Date: January 17-18, 2022 Date: January 18, 2022 Speaker: Toby Boss Speaker: Mark Roberts Topic: Becoming a High Reliability School Topic: Becoming a High Reliability School Format: Virtual (Up to 6-Hours per day) Format: Virtual (Up to 6-Hours) Cost: $11,950.00 Cost: $5,975.00 Service 5 Date: January 17-18, 2022 Speaker: Mario Acosta Topic: Becoming a High Reliability School Format: Virtual (Up to 6-Hours per day) Cost: $11,950.00 v20.1.1 Page 4 of 6 Exhibit B Technical Requirements for an Interactive Web Conference (IWC) If any of the requirements below are not available, please contact your PD Representative immediately. PC/Windows Macintosh Windows 2003 Server, Windows XP, Mac OS X 10.6 or above Windows Vista, Windows 7 or above Safari 3 or above, OR Internet Explorer 8 or above, OR Firefox 4 Firefox 4 or above, OR or above, OR Chrome 5 or above Chrome 5 or above Intel or AMD processor SYSTEM 2.4 GHz Intel processor (2.4 GHz or More) REQUIREMENTS (Core 2 Duo) At least 2 GB RAM At least 1 GB RAM 700 Kbps or more for simultaneous 700 Kbps or more for screen sharing, video, and audio simultaneous screen conferencing sharing, video and audio conferencing A sound card installed in your computer Microphone and speakers connected to your computer or a telephone with VIDEO/AUDIO conference-call capabilities REQUIREMENTS Web camera at one viewing site Hard line Internet connection Projector, monitor, or whiteboard to view the IWC session SITE Suggested: Tech contact in attendance and available for troubleshooting at REQUIREMENTS time of web conference v20.1.1 Page 5 of 6 CONTACT INFORMATION Please provide the following information. Who will be the contact person for the work? Contact: Title: Phone: Email: Cell #: Fax: Who will receive and pay the invoices? Contact: Title: Phone: Email: Fax: Shipping Information (required for resource delivery) Shipping Contact: Shipping Address: City, State, Zip: Phone: Delivery Date: Delivery Times: Do you have a Delivery Dock? Choose one: Do you have double doors (for pallet)? Do you require inside delivery? v20.1.1 Page 6 of 6