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Mou/Moa - 2022 - Boise State University Professional And Continuing Education (PACE) - Professional Development Session - Strengthsfinder - 8/29/2022 BOISE STATE UNIVERSITY EXTENDED STUDIES MEMORANDUM OF AGREEMENT PA229338CEPL This statement is made for the purpose of setting forth the essential features agreed upon for conducting a professional development session by Boise State University Extended Studies, Professional and Continuing Education (PACE) for the Client, Eagle Public Library. PACE agrees to develop, deliver, and provide materials for StrengthsFinder on Sun., Dec. 4, 2022, 9 a.m.-1 p.m. for up to 25 participants. Training will be held at the Eagle Public Library, 100 N Stierman Way, Eagle, ID 83616. The instructor for the class is Mary Olson. PACE, in consultation with Client, may substitute upon reasonable necessity, such instructors and/or text materials as are, at the University's determination, of equal expertise and quality. Client agrees to the payment, upon receipt of invoice, to the University of$2,000 plus $50 per participant for the StrengthsFinder assessment PACE will invoice within 30 days of completion. Contract and invoice will be emailed to: PACE Contact: Steve Bumgarner Lori Nate, Operations Manager Eagle Public Library Boise State, Extended Studies 100 N Stierman Way Professional and Continuing Education Eagle, ID 83616 220 E Parkcenter Blvd. (208) 939-6814 x2011 Boise, ID 83706 sbumgarner@cityofeagle.org lorinate@boisestate.edu Liability: To the maximum extent permitted by applicable law, each party hereto agrees to indemnify, defend, and hold the other, its officers, directors, agents, and employees harmless from and against any and all losses, liabilities, and claims, including reasonable attorney's fees arising out of or resulting from the willful act, fault, omission, or negligence of the indemnifying party or of its employees, contractors, or agents in performing its. obligations under this Agreement provided, however, that neither party hereto shall be liable to the other for any consequential damages arising out of its willful act, fault, omission, or negligence. Nothing in this agreement shall extend the University's liability beyond the limits of the Idaho Tort Claims Act, Idaho Code 6- 901 et. seq. Governing Law: This Agreement shall be construed in accordance with and governed by the laws of the State of Idaho. Any action to enforce the provisions of this Agreement shall be brought in State district court in Ada County, Boise, Idaho. In the event any term of this Agreement is held to be invalid or unenforceable by a court, the remaining terms of this Agreement will remain in force. Federal grants and contracts shall also comply with the provisions of OMB Circular A-21(j)32. Cancellation Agreement: In the event of early termination of this agreement by Client, all expenses accrued by the University as of the date of termination, including non-cancelable instructor contracts, are chargeable to Client. 1 - 774T-1?-; -\\\ /7/22 Peter Risse, Associate Dean Date S ve mgarner, Library Director Date Boise State Extended Studies B ublic Library Professional and Continuing Education Fed ID# 82-0290701