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HomeMy WebLinkAboutAgreements/Contracts - Renew (002)A. V is lnstifuTe 4a4 P�AA 4980 N Sabino Canyon Rd, Tucson, AZ 85750 info(@, paxisora 1 (520) 299-6770 PAXIS Institute Service Agreement Terms and conditions, for all PARIS products and services K23-150 PARIS Institute products andservices are explicitly designed, tested, and proven to increase measurable Peace., Productivity Health, and Ha iness for children, youth, and the people who care for them. Our ,ppi products and services have decades of scientific proof of effectiveness for.producing positive outcomes it I w h the effective train ng and implementation of the evidence -based strategies. The success documented in sc* A # indexed * #. Is- , ientific publications and inaexed in the U.S. National Library of Medicine (www&.U. � m ). We even provide simple, powerftjl tools for stakeholders like you to measure the benefits in your own settings. Our strategies, programs, and practices. are recognized and recommended by the Substance Abuse and Mental Health Services Administration, the National Acadern y of Medicine,, the American Academy of Child and Adolescent Psychiatry, the Washington State Institutefor Publ' - Vc Policy, and many others., Long-term studies and other independent evaluationsprove that our small, easy to use strate ies that gI evolved over 50 years, can have lifetime benefits for children, families, educators, and communities. Our content is trademarked and copyrighted — protecting the unique levels of scientific evidence of efficacy as'well as theImmense efforts to bring practical, effect* ive science to families, schools, and communRies. We are committed to consistently improving and refining thescience and practice of our strategies to create Peace,, Productivity,. Health, andHappiness for children, families, -educators, and communities. Our partnership with represents an oppou I rt n*ty to improve outcomesm . for your comunity and those everywhere. We appreciate your collabo ration and a I ftention to the terms of our Service Agreement, Which 18 foundational for delivering the proven progra min to m 1 9 to your community, your educators your farnflies, your children, and our futures. Thank you for being an agent of change to better our world., Dennis D. Embry, Ph.. PresidenVFounder and Lead Author Page 1 Revised on 1130123 40mb 'AXIS Inst'tut i e Provision of Services — PA IS Institute offers a number of services and relatedproducts, materials, and reports (collectively, "Services"). Purchasing PARIS Services involves both Customer and PARIS Institute (collectively, "Parties" or "Party') collaborating to agree on aquote to establish a Scope of Work. The Scope of Work and this Service Agreement will serve as the controlling documents throughout the term of our agreement. ent. Right to Use — Upon our fully signed agreement to terms listed here and the Scope of Work., PAIS Institute grants a limited, non-transferrable -subl'cens non i able., non-exclusive license to access and use online applications including but not limited to websites and web applications according I to their intended, use, access and .use material s provided within these online applications,. generate and use reports provided by PAXIS -online applications (collectively, the "Use Rights"). The Customer expressly acknowledges and agrees that Use Rights are s ubject to the following conditions, limitations and restrictions: 1.} the Customer may not copy, modify, duplicate, publish, distribute,..,displa, Y, create reate. derivative works of, or alterphysical or electronic characteristics of the, Services or any related materials; 2.) the Customer agrees to use the Services and related materials and' reports in accorda nce with these terms of use and ire compliance all federal, -state, and local laws and regulations., Data Privacy and Protection — PAXIS Institutea 'n m Intai 8 strIldt,privacy protections for Customerand researchdata I I PAXIS does not sell or share any Customer data and shares, only de -identified research data with associated research partners for research I rch purpo one research protocols s in accordance with res., cols i 4 including prior consent of all participants.,, PARIS Institute. maintains electronic protections for stored 'data at or above ihd ustry standards including, Native applications gandboxed to secure the. content on devices -4 2separaters from the ap I Databases re hosted on serve plicafion, server, and database servers care not externally accessible; p 3.) Databases backup Oa I i y to protect against any data loss/dOr'ruption-; 4.) The Infrastructure is s6c u red, over Annarzon serve usi servers ng the most up-to-date. available librariesand best practices (cookie With. Http Only and SameSite attributes, CSRF Protect ion ht-tps:Hlaravel.com/docs/5-.5/cs 5.) Althe end p,* oints are protected-agai*ns DOS e DDOIS �t attacks, based on the Amazon IDS/.IPS system$. PANS Institute will invoice for0rders as they are delivered unless other :arrang'm e­'ent8 have been made in writing. Invoices will be delivered via email to the "ndivi I dual/institu'tion de tified in the i n Scope of Work. . Pa Payment is due within 30 days of the invoice date unless other arrangements have been made in writing. In the sole discretion of PARIS, failure to pay balances. due within this agreed 30 -day time period may result in I b suspension of all Services until payment is made in full;and 2.),an additional charge of 1.5% of the remaining balance per mo nth until payment i's made i , e in full. Payment Disputes , Payment amounts may not be altered or offset. Any payment amounts under dispute must be identified and submitted to PAXIS Institute in writing within 10' days of the invoice date. A- submitted notice of payment dispute must include the invoice number, disputed items, disputed payment amounts, and a complete description of the- basis of the dispute. A submitted notice of W payment dispute does not release the Customer from the obligation to pay the invoiced undisputed balances, Any items on the invoice not disputed within 10 days of the invoice date VVI'll be deemed accepted and not subject to dispute. Page 2 Revised on 1130123 PAXIS Institute Taxes and External Fees — The Customer is fully responsible for any use tax, sales tax, excise tax, duty, custom, inspection or testing fee, or any other tax, fee, or surcharge imposed by any authority on the transaction between PAXJS and the Customer. In the event PARIS Institute is charged any such fee to initiate or to provide its services, the Customer agrees to reimburse PAXIS within 30 days of invoice and in in accordance with the Payment Agreement, Such additional fe not be included by P*AXIS prices I es may quoted or listed in the Scope of Work, unless other arrangements have been made in writing. shippl — Training materials and any other items associated with the Services will not be shipped without an accepted Scope of Work or Purchase Order unless other •arrangements have been madein writing. The Customer is responsible for any additional expedited or return shipping charges *incurred 1. by PAXIS Institute due to Customer errors ' or delay. Confidentia — Both Parties will at all times keep In confide, nce any of the, other Party's Confidential Information that is disclosed in the course of 'Implementing the Services. This includes all cus'torner and billing data and other items as identified by the Parties. Termination — This service agreement governs all Sco `es of Work and orders unless terminated. Either p n Party may terminate this Service Agreement., if: I -) if the othel Party falls cure any b r to c reach of the Service Agreement or specific order under the Service Agreement within 30 days after the receipt of notice; 2.) upon 3o days' prior notice to the other, Party. Intellectual P[o .arty — PAXIS Insti MOM PAXIS Institute Evaluation — As a prevention science company, PARIS Institute encourages stakeholders to engage qualified " ified researchers in both replication and original scientific studies to track the performance of the services in improving the wellbeing of children, adults, schools, communities, and populations. PAXIS Institute stands read * y to conduct,, coordinate, guide, or support such studies as part of the offered Services or remain independent from such studies,0PARIS Institute implores for the peer -revie Wed publication of all studies of the Services regardless of outcome. , -- Independent Contractors — This.Service Agreement establishes each Party asindependent contractor*. Nothing in this Service Agreement shall create any agen 4� 1 1 cy, partnershipt joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the Customer and PAIS Institute outside the terms listed In this Service Agreement and the detiverable Services listed in the Scope of Work, All employees and subcontractors of each Party will not be deemed employees, subcontractors, or agents of the other Party for any purpose. Neither Party,. nor their employees or subcontractors may serve as or represent themselves as an agent, employee, subcontractor of the other Party. Nell ther PAIS Institute nor the Customer will have authority to employ any person as, an employeelsubcontractor, or agent for on behalf of the other., Governins-Law. All matters related to this Service Agre, e-ment shall begovereed by and construed in. accordance� with the laws of the state of Adzona,. Withoutgiving effect to any choice or conflict of law provision or rule that would apply laws of any other jurisdiction, regardless of where Services were re rendered. The exclusive venue for any legal proceedings Will be the courts of Pima County, Arizona. Will Chan-qe Orders — PANS Institute gill make all reasonable efforts to make changes to the Services as listed in * the Scope of Work at the written request of the Customer. PAXIS Institute will promptly report their; ability ' I Yto 8ccomm odate such changes as well as any effects on pricing and date of delivery. Changes to the Scope of Work requested in writing by the Customer and deemed feasible by . PAIS Institute must be confirmed in writing by PARI S Institute. This Sery d e Agreement between PAXIS Institute (PO Box 31205, Tucson AZ 85751}and the Customer named below guides the Services establi : shed .'in any corresponding Scopes of Work,, Organization: PARIS Institute Organization Signature: Dennis Embry, PH.Doy PresidenY'Founder and Lead Author - Date Signed: Organization/Contractor: Moses Lake Community Coalition Organization/Contractor Signature: F/5 11 11 -1 Alicia Devereux Executive Chair Date Signed: Page 4 Revised on 1130123 ►,e �s��fi�t�tePAXIS Page 5 Revised on 1130123 Proposal ADDRESS SHIP T#D PROPOSAL 1705 Megan Watson TBD DATE 0510 1 5/2023 Grant County -Renew Behavioral Health Pb Box 37 EXPIRAT10N 07/05/2023 Moses Lake, WA 98837 US DATE SHIPPINO EMAIL TBD PAXIS PO'NUMBER Paxis Institute Inc TBD Pending s ue P' Box 31205 lr , , t r., S Tuesom AZ 85751 us 08/28/2023 20012 PAX GBG 5th Ed. FFD Indigenous TIM I' —1n Person 1 4,875.00 41875.00 invoicirgapaxis,org Maximum Capacity of 40 participants. per er traihing, www.pa)ds,crg Proposal ADDRESS SHIP T#D PROPOSAL 1705 Megan Watson TBD DATE 0510 1 5/2023 Grant County -Renew Behavioral Health Pb Box 37 EXPIRAT10N 07/05/2023 Moses Lake, WA 98837 US DATE SHIPPINO EMAIL TBD SHIPP[,?',4G PHONE: PO'NUMBER TBD Pending FATE 7 f 08/28/2023 20012 PAX GBG 5th Ed. FFD Indigenous TIM I' —1n Person 1 4,875.00 41875.00 Maximum Capacity of 40 participants. per er traihing, All participants. must be registered Ire advance of the training and have applicable ma.terials ordered. Registration list due 10 business days pn'or to training date forpre-trainingshipment of materials. Aug. 2$, 2b"4016 Larson Heights Elementary 08/2812023 1190 PAX GBG 5th, Edition Teacher Kit Pre,'Shi