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Sample MOU for Workforce Center Partners NOTE: This is a sample Memorandum of Understanding. It is provided here only to convey the information included in an actual MOU. WORKFORCE INVESTMENT ACT ONE STOP PARTNER MEMORANDUM OF UNDERSTANDING Kansas Local Area II - Heartland Works - [insert city name] Workforce Center This Memorandum of Understanding ("Agreement") is entered into as of the [insert date] day of , [insert month], 2004 by and among the Heartland Works, Inc., Board of Directors ("Board"), and [insert Partner Name] ("Partner"), pursuant to the federal Workforce Investment Act of 1998 ("WIA"), Section 121(c), with reference to the following facts: A. The Board is the entity appointed and designated by the local elected officials of Kansas Local Area II as the local "workforce investment board" [defined in WIA Section 117] for the geographic area defined as the entirety of Local Area II ("Local Area"), and to perform the functions assigned to such boards under WIA together with such other functions as the Board may determine to be appropriate. B. With the approval of the Local Area's elected officials and the Governor [as provided in WIA Section 117(f)(2) and Section 121(e)], the Board has determined that its employees shall perform the functions of the "one stop operator" [defined in WIA Section 121(d)] ("Operator") within the Local Area, having the following duties: (1) manage office facilities and the electronic infrastructure needed to deliver WIA-authorized services to customers through the one stop career center network located within the Local Area; (2) work closely with the Board to develop a comprehensive one stop customer service network for the Local Area; (3) coordinate participation of the several one stop partners to jointly serve customers within the Local Area through the one stop service system; (4) be accountable to the Board and to the Local Area's elected officials for the performance of the one stop career center network within the Local Area; and (5) such other duties as the Board shall determine from time to time. C. The Partner has been designated by the Board as a "one stop partner" [defined in WIA Section 121(b)], and to participate with other such partners and the Operator in creating a comprehensive workforce development service system for job-seeker and employer customers within the Local Area, subject to the federal laws and regulations otherwise applicable to the Partner. D. Each party enters into this Agreement as provided in WIA and in a spirit of cooperation and collaboration, for the purposes described above and to describe how resources will be used to jointly serve job seekers and employers through the Local Area's "one stop delivery system" subject to Board oversight [required in WIA Section 121(a)]. NOW, THEREFORE, the Board and the Partner agree as follows: 1. Partner Services. The Operator shall manage the Local Area's one stop career center(s), including performing each of the functions assigned by the Board. The Partner shall serve customers through the Board-established, Operator-managed one stop career center network in the manner specified in the Customer Service Description attached hereto as Exhibit "A" and incorporated herein by this reference, including the types of services provided and the method of delivering those services to customers. 2. Financial Provisions. The Partner's costs of providing the above-referenced services through the one stop career center network, including without limitation all of the Partner's personnel, equipment, computer software and hardware, supply, facility and insurance costs, shall be borne by the Partner. If any of these items of cost are provided to the Partner by the Operator or another one stop network partner (e.g., office space, utilities, furniture, staff services), the costs thereof shall be paid by the Partner as may be agreed under separate contract (e.g., a lease), which shall comply with each partner's Federal and State statutory and regulatory authority. It is specifically acknowledged by each party to this Agreement that all costs associated with delivering to all one stop customers the "core services" defined in WIA Section 134(d)(2) are properly chargeable to WIA and are not as a matter of law required to be separately charged to non-WIA fund sources. Conversely, each party hereto acknowledges that the costs borne by each of the Operator and the Partner in the normal course of delivering core services to customers through the one stop network (as such costs may be re-distributed pursuant to any separate contract to which the Operator and Partner may agree) do in fact constitute a reasonable apportionment among their respective fund sources, in compliance with OMB Circulars A-87 and A-102 and other applicable regulatory and policy guidance applicable to the parties. Each party further acknowledges its obligation to avoid duplicative services; to pay for its own fixed and variable costs for services provided outside of the WIA one stop network; and to ensure that no WIA-supported services supplant those which the Partner would provide from its non-WIA resources in the absence of WIA funding for the one stop career center network. 3. Content of Operating Procedures. The Operator shall coordinate WIA-authorized customer services within the Local Area. Pursuant to the terms of its agreements with the various one stop career center partners, and in conjunction with a One Stop Management Committee comprised of one representative of each one stop partner wishing to be represented thereon, the Operator shall prepare written procedures ("Operating Procedures") specifying the manner in which the Operator and the several one stop partners will cooperatively: (a) offer the highest-quality services to customers of the one stop network, in cooperation with each partner's separate customer service activities supported by other resources; (b) establish and comply with employee conduct requirements and personal appearance standards governing the one stop network, which shall not conflict with the Partner's existing personnel policies and procedures, nor with its rights and duties as the statutory employer of employees or its applicable program and regulatory authority; (c) manage customer referrals and data collection among the various partners offering complementary services, while safeguarding the confidentiality of customer records and other information in compliance with each partner's Federal and State requirements pertaining to reporting and the confidentiality of customer information, including without limitation 34 CFR 361.38, 7 CFR 272-1(c) and KSA 39-709b; (d) oversee the performance of the network and of each partner therein, subject to WIA and Board requirements; (e) resolve conflicts among partners in the one stop network and respond to complaints of one stop customers through appropriate procedures which comply with due process requirements and do not violate any partner's own internal complaint resolution policies and procedures; and (f) establish cross-informational training opportunities and requirements for partners to gain knowledge about each other's target customers, available services and applicable policies and regulations governing delivery of services and customer eligibility. 4. Preparation of Operating Procedures. The Operating Procedures and each substantive amendment thereto shall be developed by consensus among the partners whenever possible; shall be subject to review, amendment and approval by the Board, whose membership includes a representative of the Partner and each other partner; and, upon such approval and distribution to partners from time to time, are fully incorporated herein by this reference and binding upon the Partner without the need for separate amendment of this Agreement; provided that any provision of the Operating Procedures which conflicts with a statutory or regulatory requirement applicable to the Partner shall not be applicable to the Partner. The Operator shall comply with Board policy and all applicable laws and regulations (including without limitation those requiring confidentiality) regarding (i) tracking customers who are not registered under WIA, (ii) the timing of WIA registration, (iii) follow up and data collection on WIA enrollees, and (iv) related matters; and the Partner shall provide the required data to the Operator and shall otherwise assist in customer tracking to the maximum extent permitted by the Partner's governing laws and regulations. 5. Accessibility; Equal Opportunity. A fundamental purpose of this Agreement is to promote the equal, effective and meaningful participation in one-stop network services of all individuals, including without limitation individuals with disabilities through reasonable accommodations such as auxiliary aids and services and rehabilitation technology. Therefore, no otherwise qualified individual, by reason of having a "disability" as defined by law, shall be denied employment, be excluded from participation in or be denied the benefits of the services, programs or activities of the one stop network, which will comply with each of the following as they may be amended: Section 504 of the Rehabilitation Act of 1973, 29 U.S.C. Section 701 et seq.; the Americans with Disabilities Act, 42 U.S.C. section 12101 et seq.; 29 CFR 1630; and other applicable Federal and State laws and regulations. All one-stop network services also shall be provided fully in compliance with all applicable Federal and State laws and regulations governing nondiscrimination and equal opportunity. 6. Term; Termination; Amendment. This Agreement shall be in effect for the period of time ("Term") beginning on the date first written above and ending on June 30, 2005, subject to earlier termination or extension only as provided herein. This Agreement may be terminated by any party hereto before expiration of the Term only for cause and only upon giving to the other party thirty (30) days advance notice of the proposed termination specifying the cause therefore. If during the first ten (10) days of that notice period the party claimed to be in breach gives notice to the other party of the first party's intent to cure the breach, and if it fully does so within the 30-day notice period (or, for a breach which cannot reasonably be fully cured within such period, promptly commences and continues in good faith to implement the cure), this Agreement shall not be terminated. Notwithstanding the prior two sentences, this Agreement shall be terminable by the Board without cause upon proper termination of the Operator's status as "one stop operator" as defined in WIA Section 121(d) or demonstrated loss of funding necessary to support its activities hereunder, or by the Partner upon its Secretary's determination that the Partner has insufficient funding or other resources to support its activities hereunder, or by either party as may otherwise be required by law. This Agreement may be amended (including without limitation to extend its Term) only by written agreement signed by both parties. 7. Insurance. Each party hereto shall purchase and maintain in effect all commercially reasonable or legally required forms and amounts of insurance coverage applicable to its activities hereunder, including without limitation worker's compensation insurance for its employees engaged in providing services described herein; premises liability insurance for facilities accommodating those employees and services; and general liability insurance covering all associated activities of the party and its related persons. 8. Miscellaneous. This Agreement fully expresses all agreements and understandings of the parties hereto relating to its subject matter, and there exists no prior or contemporaneous agreement or understanding regarding this subject, which is not stated herein. The parties to this Agreement are each an independent contractor of the other, and neither shall be considered or construed to be the agent or employee of the other. This Agreement is personal as between the parties hereto, and shall not be assignable in whole or in part; any attempt to assign any right or obligation hereunder shall be void at its inception. Any notice permitted or required hereunder shall be given in writing, and shall be effective (a) immediately upon delivery in person or by facsimile with the appropriate receipt, or (b) three (3) days after mailing by U.S. Mail properly addressed and with sufficient postage affixed. For notice purposes, the address and facsimile numbers of the parties are as follows; they may be changed only by proper notice as provided herein. Board: Partner: 9. Contractual Provisions Attachment. The provisions of the "Contractual Provisions Attachment", attached hereto as Exhibit "B", are by this reference fully incorporated herein. If any provision of the Contractual Provisions Attachment conflicts with any other provision of this Agreement, the Attachment shall control. AGREED AND EXECUTED effective on the date first written above, by: Partner Authorized Signature
Exhibit "A" CUSTOMER SERVICE DESCRIPTION Type and Description of Service Method of Delivery* Core Services - Required (available to all customers)
Core Services - Optional (available to all customers)
Intensive Services (program specific - customer must be determined eligible to receive)
Training Services (program specific - customer must be determined eligible to receive) Other Services (specify) *Note: Method of delivery may include days/times of service availability, whether services provided on-site or by remote access (i.e., via telephone and/or internet), and job title of staff providing service.
Exhibit "B" CONTRACTUAL PROVISIONS ATTACHMENT Important: This form contains mandatory contract provisions and must be attached to or incorporated in all copies of any contractual agreement. If it is not attached to the vendor/contractor’s standard contract form, then that form must be altered to contain the following provision: The provisions found in Contractual Provisions Attachment, which is attached hereto and executed by the parties to this agreement, are hereby incorporated in this contract and made a part hereof.” The undersigned parties agree that the following provisions are hereby incorporated into the contract to which it is attached and made a part thereof, said contract being dated the [insert date] day of [insert month] , [insert year]. 1. TERMS HEREIN CONTROLLING PROVISIONS It is expressly agreed that the terms of each and every provision in this attachment shall prevail and control over the terms of any other conflicting provision in any other document relating to and a part of the contract in which this attachment is incorporated. 2. AGREEMENT WITH KANSAS LAW All contractual agreement shall be subject to, governed by, and construed according to the laws of the State of Kansas. 3. TERMINATION DUE TO LACK OF FUNDING APPROPRIATION If, in the judgement of the Heartland Works Local Area II Board of Directors, sufficient funds are not appropriated to continue the function performed in this agreement and for the payment of the charges hereunder, Heartland Works may terminate this agreement. Heartland Works agrees to give written notice of termination to contractor at least 30 days in advance, but Contractor shall not cause any penalty to be charged to Heartland Works. 4. DISCLAIMER OF LIABILITY Heartland Works shall not hold harmless or indemnify any contractor for any liability whatsoever. 5. ANTI-DISCRIMINATION CLAUSE The contractor agrees: (a) to comply with the Kansas Act Against Discrimination (K.S.A. 44-1001 et seq.) and the Kansas Age Discrimination in Employment Act (K.S.A. 44-1111 et seq.) and the applicable provisions of the Americans With Disabilities Act (42 U.S.C. 12101 et seq.) (ADA) and to not discriminate against any person because of race, religion, color, sex, disability, national origin or ancestry, or age in the admission or access to, or treatment or employment in, its programs or activities; (b) to include in all solicitations or advertisements for employees, the phrase “equal opportunity employer;” (c) to comply with the reporting requirements set out at K.S.A. 44-1031 and K.S.A. 44-1116; (d) to include those provisions in every subcontract or purchase order so that they are binding upon such subcontractor or vendor: (e) that a failure to comply with the reporting requirements of (c) above or if the contractor is found guilty of any violation of such acts by the Kansas Human Rights Commission, such violation shall constitute a breach of the contract and it may be canceled, terminated or suspended in whole or in part by Heartland Works; (f) if it is determined that the contractor has violated applicable provisions of ADA, such violation shall constitute a breach of contract and it may be canceled, terminated or suspended, in whole or in part by Heartland Works. Parties to this contract understand that the provisions of this paragraph (with the exception of those provisions relating to the ADA) are not applicable to a contractor who employs fewer than four employees during the term of such contract or whose contracts with Heartland Works cumulatively total $5,000 or less during Heartland Works’ fiscal year. As a condition to the award of financial assistance from the Department of Labor under Title I of WIA, the grant applicant assures that it will comply fully with the nondiscrimination and equal opportunity provisions of the following laws: Section 188 of the Workforce Investment Act of 1998 (WIA), which prohibits discrimination against all individuals in the United States on the basis of race, color, religion, sex, national origin, age, disability, political affiliation or belief, and against beneficiaries on the basis of either citizenship/status as a lawfully admitted immigrant authorized to work in the United States or participation in any WIA Title I-financially assisted program or activity; Title VI of the Civil Rights Act of 1964, as amended, which prohibits discrimination on the basis of race, color, and national origin; Section 504 of the Rehabilitation Act of 1973, as amended, which prohibits discrimination against qualified individuals with disabilities. The Age Discrimination Act of 1975, as amended, which prohibits discrimination on the basis of age; and Title IX of the Education Amendments of 1972, as amended, which prohibits discrimination on the basis of sex in educational programs. The grant applicant also assures that it will comply with 29 CFR part 37 and all other regulations implementing the laws listed above. This assurance applies to grant applicant’s operation of the WIA Title I-financially assisted program or activity, and to all agreements the grant applicant makes to carry out the WIA Title I-financially assisted program or activity. The grant applicant understands that the United States has the right to seek judicial enforcement of this assurance. 6. ARBITRATION, DAMAGES, WARRANTIES Notwithstanding any language to the contrary, no interpretation shall be allowed to find that Heartland Works has agreed to binding arbitration, or the payment of damages or penalties upon the occurrence of a contingency. Further, Heartland Works shall not agree to pay attorney fees and late payment charges or interest beyond those available under the KS Prompt Payment Act (K.S.A. 75-6403); and no provision will be given effect which attempts to exclude, modify, disclaim or otherwise attempt to limit implied warranties of merchantability and fitness for a particular purpose. 7. REPRESENTATIVE’S AUTHORITY TO CONTRACT By signing this document, the representative of the contractor thereby represents that such person is duly authorized by the contractor to execute this document on behalf of the contractor and that the contractor agrees to be bound by the provisions thereof. 8. RESPONSIBILITY FOR TAXES Heartland Works shall not be responsible for, nor indemnify a contractor for, any federal, state or local taxes which may be imposed or levied upon the subject matter of this contract. 9. INSURANCE Heartland Works shall not be required to purchase any insurance against loss or damage to any personal property to which this contract relates. The vendor or lessor shall bear the risk of any loss or damage to personal property which vendor or lessor holds title. Vendor / Contractor: Authorized HW Representative:
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