4-MD26-15 Attachment C - Scope of Work.docx

ATTACHMENT C

SCOPE OF WORK

The CONTRACTOR agrees to license UDC to show movies in a group setting, under the terms and conditions set forth herein.

I. PERFORMANCE MEASURES

CONTRACTOR will perform in accordance with the following specifications. Quality of service and performance will be measured by response time, record keeping, and invoicing in accordance with contract requirements, and by measuring and evaluating evidence provided by the CONTRACTOR and monitoring of the CONTRACTOR’S compliance with each and every term and condition as defined in Attachments A through D.

II. DETAILED SCOPE OF PERFORMANCE

UDC requires a license to cover the Motion Pictures shown at prisons, community correctional centers, and any other UDC facility because these screenings constitute public performances under U.S. copyright law. When a movie is shown outside of a private home setting — particularly in institutional environments such as correctional facilities — it is legally considered a public performance. As a result, permission from the copyright holder (typically obtained through a licensing agency) is required.

1. CONTRACTOR shall license UDC to show movies in a group setting in any UDC location or program area. Prisons use the movies to show to inmates 24/7, all day long. Movies, documentaries, streaming, and other shows are used daily for treatment, mental health, educational and incentive awards. The license must cover the inmate not the programs, this way we cover all the copyright laws for the programs.

2. UDC will rent Motion Pictures from local sources at UDC’s expense to support programming at its prisons, community correctional centers, and other UDC-operated facilities. Renting from local vendors provides flexibility in selecting appropriate titles that meet the needs of each facility’s population while allowing UDC to manage costs effectively. Comment by Becky Mcdonald: Change to Calabri 10 Comment by Becky Mcdonald: Calabri 10 pt next paragraph as well UDC assumes financial responsibility for all rental fees associated with the selected films. This ensures that facilities have access to a rotating selection of content without requiring long-term purchase commitments, while also maintaining compliance with any applicable licensing or public performance requirements.

C. ADVERTISING

These motions pictures are specifically licensed for non-theatrical showings. Advertising or promotion outside of the facilities is strictly prohibited.

D. WARRANTY

CONTRACTOR warrants that CONTRACTOR is authorized by the copyright owner(s) of the movies released through the motion picture studios that CONTRACTOR represents to license UDC to show those movies in a group setting.

III. COMPENSATION Comment by Becky Mcdonald: bold A. Compensation will be based on accepted all-inclusive bid prices.

B. Compensation limits are as defined. No additional costs or fees are eligible for compensation under this agreement.

C. Contract funding is based on average usage. The contract may increase in funding based on demand and/or if usage is higher than anticipated. Any additional funds must be approved by State Purchasing and will be added to the contract by way of an amendment.

IV. COST OF SERVICES

A. UDC will pay a annual licensing fee to CONTRACTOR for every contract year under this Agreement. For the purposes of this Agreement a “contract year” shall be defined as July 1, through June 30th.

B. The licensing fee for each contract year under this Agreement shall be assessed as follows:

a. Approximately two months prior to the beginning of each contract year (May), the vendor shall notify UDC in writing that the current licensing period will expire in July. At that time the vendor shall also request any information necessary to prepare and submit an invoice to UDC for the upcoming annual licensing period.

i. For the purposes of this Agreement, “location/program areas” shall be defined as those locations and/or programs authorized by UDC to exhibit movies during the contract year.

ii. For the purposes of this Agreement, a “fiscal year” shall be defined as July 1st through June 30th.

C. One or more additional locations and/or programs may be added by UDC to the designated locations/program areas after the commencement of a contract year. The licensing fee for said additional locations/program areas will be determined as set forth in Section III.B., above, prorated to the number of days remaining in the contract year.

D. All procurements are subject to provisions of the State of Utah, including Utah Procurement Code and State Division of Purchasing rules.

V. BILLING PROCEDURES

A. CONTRACTOR shall bill UDC annually by the 10th of July for services.

B. To be paid for services completed under this contract an invoice detailing services provided shall be submitted to the Utah Department of Corrections, Attention Finance, 14717 S Minuteman Dr, Draper, Utah 84020-9549. Invoices may also be submitted electronically via email to: UDCaccountspayable@utah.gov.

C. Each invoice must include an invoice date, invoice number, date of service, service provided, itemized cost, and total cost.

D. Each invoice must reference the contract number and/or purchase order number.

VI. TIME OF PAYMENT

A. UDC will make payments annually to CONTRACTOR, for accurate invoices containing required documentation for services, up to the contract limit.

B. Payment must be made with funding allocated for the fiscal year in which the services and/or products were delivered. Prompt billings for June receipt of products and/or services must be received timely due to fiscal year end. Untimely submittal of June invoices may result in payment delays.

C. All payments made by UDC to CONTRACTOR shall be made in accordance with the Utah Prompt Payment Act, Utah Code Annotated, 15-6-1 et. seq., upon receipt of an invoice, unless otherwise provided herein.

VII. PLACE OF PAYMENT

All payments by UDC to CONTRACTOR shall be sent to CONTRACTOR’S address as it appears on Page 1, Paragraph 1, entitled CONTRACTING PARTIES. CONTRACTOR shall notify UDC of change of address within seven (7) working days.

VIII. LICENSURE

A. CONTRACTOR agrees to maintain for the duration of the contract period all licenses necessary to lawfully perform the services covered by this contract, including a Business License from the applicable jurisdiction.

B. CONTRACTOR’S business license will be requested annually and shall remain on file in the Contract Coordinator’s office throughout the entire contract term.

C. CONTRACTOR further agrees to advise UDC immediately in writing of any limitation, cancellation, or other termination of such license.

IX. MONITORING CONTRACTOR COMPLIANCE

UDC will designate staff to oversee CONTRACTOR performance under this contract. CONTRACTOR must agree to cooperate with UDC monitoring authority to verify compliance with contract requirements. The Contract Monitoring Plan will assist the UDC staff with monitoring compliance with the contract requirements (ATTACHMENT D.)

X. CORRECTIVE ACTION

CONTRACTOR must acknowledge that failure to adequately perform the services as defined will result in corrective action. Issues of CONTRACTOR non-compliance will be addressed in the following manner:

A. Contract Monitor will inform the CONTRACTOR of the problem and seek resolution by a mutually agreed upon date.

B. If the issue is not resolved, the Contract Monitor will notify the CONTRACTOR in writing documenting the failure to resolve by the agreed upon deadline and send a copy to the Contract Unit.

C. If the CONTRACTOR makes insufficient effort to communicate and resolve the issue, the Contract Monitor will communicate failure to resolve to the Contract Unit.

D. As a final step the Contract Unit will issue a letter notifying the CONTRACTOR of the intent to terminate the contract if the problem is not resolved by a specific deadline. Letter will be sent certified U.S. Postal Service mail requiring a signed return receipt.

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