84 8/13/70 "GUARANTEED STUDENT PERFORMANCE contract between DALLAS INDEPENDENT SCHOOL DISTRICT and NEW CENTURY, EDUCATIONAL DIVISION, The Dallas Independent School District, 3700 Ross Avenue, Dallas, Texas, (hereinafter "DISD"), having an interest in improving the reading Communications, mathematics, occupational and motivational skills of those senior high school students within its district, whose mentioned skills are now below standard, and being interested in testing the effect of performance incentives on achieving these goals, and New Century, Educational Division, Meredith Corporation, 440 Park Avenue South, New York, New York (hereinafter sometimes called "New Century"), having developed an innovative instructional approach in teaching some of these needed skills, based upon mutual covenants set forth below, hereby agree as follows: New Century will be responsible for conducting instruction in reading Communications and Mathematics. Thiokol Chemical Corporation, Bristol, Pennsylvania (hereinafter called "Thiokol"), will be responsible for conducting instruction in Achievement Motivation and 8/13/70 Vocational Occupational Training. DISD will simultaneously enter into separate agreements with New Century and Thiokol (hereinafter called "Contractors"). New Century shall conduct an instructional program (hereinafter sometimes referred to as "Accelerated Learning Achievement Centers") for students in grades 9, 10, 11 and 12. Six-hundred and twenty-five (625) students each will be placed, respectively, in the ReadingCommunications and Mathematics programs. The instructional programs shall continue for the length of the 1970-71 academic year and will not exceed 180 class hours of instruction each in Reading Communications and Mathematics. New Century guarantees a minimum level of results in terms of student achievement and to be held accountable for those results and to accept payment conditioned upon final results as set forth in a payment schedule in Appendix A attached to this Agreement. 3. Term of Contract The period of contractual performance of this Agreement extends from the date of its execution, to be no later than August 15, 1970, to July 15, 1971. If the date of contract execution is later than August 15, New Century may at its option terminate the agreement or, in the alternative, all dates hereinafter specified in the agreement will be automatically extended by a number of days equal to the number of days between August 15, 1970 and the date of execution of this Agreement. 4. Project Director and Management Support Group DISD will appoint a Project Director to oversee the project activities of the Contractors. He will be a full-time, paid employee of DISD. The Project Director as the authorized representative of DISD shall have general responsibilities for coordination and administration of the program with regard to DISD, New Century, the Management Support Group, the Auditing Contractor, the local community, project personnel, parents and student participants. The Project Director, with assistance from the Management Support Group, shall have specific responsibility for contract management; detailed record keeping; public relations; development of base line data and continued monitoring; monitoring of New Century costs and cost effectiveness; initial and follow-on purchases, rental, maintenance and replacement of equipment. DISD or its designee shall 85 86 8/13/70 provide the Project Director with all forms and procedures by which the above information is to be collected and reported. The Management Support Group will provide necessary training, development, and requisite project management assistance to the Project Director and his staff. 5. Project Administrator Thiokol shall appoint the Project Administrator subject to the prior approval of the Project Director. The Project Administrator will report directly to the Project Director. He will be responsible for classroom scheduling and other administrative functions and decisions not expressly reserved to the individual Contractors, and will decide all routine matters concerning administration of the project. He will communicate his decisions to both Contractors, and either Contractor may appeal such decisions directly to the Project Director. All progress reports, position papers and other communications will be made individually by each Contractor to the Project Director, and a copy of all written communications will be forwarded to the Project Administrator. Contractors hereby agree to the designation of Mr. James D. Purgason as Project Administrator. Since Mr. Purgason is an employee of Thiokol, New Gentury agreesto pay Thiekel as reimbursement for direct and indireet costs incident to maintaining Mr. Purgason as Project Administrator, the sum of Eleven Thousand ($11,000) Dollars for the initial contract year of this Agreement. DISD will deduct the reimbursement due Thickel for Mr. Purgason in five equal amounts of Two Thousand Twe Hundred ($2,200) Dollars from each of the five interimprovisional payments due New Century specified in Paragraph 42. DISD will pay this reimbursement directly to Thieket. Should Mr. Purgason not serve as Project Administrator for the entire contract year, the payment shall be prorated. Any any successor to Mr. Purgasen him, will be appointed by the Project Director after consultation with the Contractors. Reimbursement of the costs ofa successor to Mr. Purgason, if not an employee of either Contractor, will be on the basis of an equal division by beth Centraeters of actual costs. If Mr. Purgason's sue cesser is an employee of either Contractor, the sharing of his costs will be by mutual agreement of both Contractors, or if the Contractors are unable to agree, by an equitable ratio decided by the the Project Direeter. In no 8/13/70 case will DISD incur the costs of maintaining a Project Administrator except for providing such supporting services and facilities as set forth herein. 6. Individual Control and Direct Accountability New Century shall control its curriculum, teaching aids, materials, and conduct of the Reading Communications and Mathematics programs in accordance with the conditions of this Agreement, and shall hire, train and fire its own employees, agents, or independent contractors, directly or indirectly paid by New Century, except for the Project Administrator and his secretary. Teachers used in the Reading and Mathematics programs will be employed by New Century unless DISD deems it necessary to employ these teachers as regular DISD personnel. Upon notification by DISD to New Century, the teachers used in the Reading Communications and Mathematics programs will be employees of and paid by DISD. They will be placed in the Reading Communications and Mathematics programs only after New Century has signified its acceptance of these teachers in these programs. Upon notice by New Century to DISD that it desires the removal of a teacher from these programs at New Century's sole discretion, DISD shall authorize New Century to interview potential replacements supplied by DISD and to place an acceptable teacher into the Reading Communications or Mathematics programs. New Century agrees to reimburse DISD the salary determined by DISD plus the benefit costs for all teachers used in the Reading Communications and Mathematics programs within ten (10) days after the receipt of interim payments from DISD pursuant to Paragraph 42 of the agreement. DISD shall evaluate the performance of New Century in its conduct of the Reading Communications and Mathematics programs in accordance with the performance criteria specified in Paragraph 20 and Appendix A. All payments by DISD to New Century shall be payable directly to New Century, and New Century shall directly submit its own invoices to DISD. 7. Termination All obligations of DISD undertaken hereunder are wholly subject to Federal funds being made available to DISD and committed for the purposes of this Contract, and the actual receipt of such funds by DISD. This Con 87 8/13/70 tract shall neither encumber nor be funded from DISD revenues derived from local taxation nor from the State Foundation Program funds as they are now allocated and committed. In the event the funding from Federal sources is not received by DISD as anticipated during the contract performance period, this Contract shall be terminated immediately upon written notice by DISD to New Century and DISD shall have no further liability for costs accrued or fees earned by New Century after the giving of such notice. Payment to New Century for such costs accrued up to the date of termination shall be calculated on actual documented costs and payable to New Century: (a) by applying all provisional and advance payments theretofore made to New Century, and if there be an excess remaining, such excess will be refunded to DISD; (b) if there be any balance remaining unpaid on said actual documented costs after applying such provisional and advance payments, then such balance shall be payable only to the extent that DISD may have any remaining balance of Federal funds committed to this project, on hand, unpledged and unexpended. The DISD reserves the right to first pay directly out of such balance of funds, if any, any obligations owing by New Century to teachers and other personnel who were used by New Century and assigned to the performance of the program covered by this Contract. 8. Assignment All terms, conditions, and provisions hereof shall inure to and shall bind the parties hereto and each of their successors and assigns. Meredith Corporation shall not assign or transfer its interest, responsibility, or claims payable under this contract without prior written consent of the DISD's Project Director. 9. Classroom and Information Exchange DISD agrees to provide adequate classrooms for Accelerated Learning Achievement Centers, specified to be no fewer than that set forth in Tab B of the DISD request for proposal. The Project Director may authorize New Century to obtain modifications to classroom facilities. In such cases, New Century shall first provide specifications for such modifications to the Project Director and said modifications will be subject to approval by the Project Director. 888 |