FACILITIES USE AGREEMENT WITH SELPA MEMBER LEA ( Agreement ) Site : ABRAHAM LINCOLN MIDDLE SCHOOL 1239 Nelson Boulevard Selma, CA 93662 COVER LESSOR Selma Unified School District ( Lessor ) Attn: Name and/or title of contact person 3036 Thompson Avenue Selma, CA 93662 Phone: (559) 898-6500 FAX: (559) 896-7147 Email: email LESSEE Fresno County Special Education Local Plan Area ( Lessee ) Attn: Trina Frazier, Administrator, Special Education/SELPA Fresno County Office of Education 1111 Van Ness Ave., 8 th Floor Tower Fresno, CA 93721 Phone: (559) 265 3049 FAX: (559) 265 3076 Email: tfrazier@fcoe.org LEASE TERM (see 3.1) LEASE TERMINATION (see 3.2) Effective Date : July 1, 2015 Termination Date : July 1, 2018 DESCRIPTION OF LEASED SPACE. Lessor shall lease to Lessee for Lessee s use the following Leased Space : 108 Classroom No. LEASE AMOUNT (see 2.1). As full consideration for Lessee s lease and use of the Leased Space, use of the Common Space (if any), and the rights granted to Lessee under this Agreement, Lessee shall pay the following Lease Amount to Lessor (attach exhibit if extra space needed): $0. The Parties agree that the services and benefits that Lessor receives from or through the SELPA shall constitute consideration for this Agreement Ground for Termination (mark one): With cause only X With or without cause Notice Period : At least 60 days before the effective date of termination of this Agreement DESCRIPTION OF COMMON SPACE. Lessee shall have the right to use, on a shared basis, the following Common Space (leave blank if none is made available to Lessee under this Agreement): Parking based on availability and on a first-come first-served basis, except those reserved for specific uses; staff lounge; conference rooms based on availability and upon Lessee s request to Lessor; cafeteria/multi-purpose room based on availability and upon Lessee s request to Lessor; staff and student restrooms; playground fields and equipment; and paths of travel to and from the Leased Space PAYMENT SCHEDULE. During the Lease Term, Lessee shall pay the Lease Amount to Lessor in accordance with the following Payment Schedule and Section 2.2 (attach exhibit if extra space needed): Not applicable Facilities Use Agreement with SELPA Member LEA (Doc# 38552, rev. 09/2013) Page 1 of 8
TERMS AND CONDITIONS GOVERNING USE OF SPACE. Facilities Use Agreement with SELPA Member LEA (Doc# 38552, rev. 09/2013) Page 2 of 8
1. OWNERSHIP, TITLE, AND LIENS. Lessor represents that it owns and has title to the Site, the Leased Space, and the Common Space (if any). Such ownership and title shall remain in Lessor at all times during the Lease Term. Lessee shall not sell or transfer or cause liens, assessments, or any charges to be recorded or levied upon the Leased Space or any other part of the Site. As used in this Agreement, Site means the real property located at the address stated above on this Cover, including the Leased Space, Common Space (if any), and all other portions of the Site. 2. LEASED SPACE. Lessor shall lease to Lessee, and Lessee shall lease from Lessor and use, the Leased Space in accordance with the following terms and conditions: 2.1 CONDITION. Lessor provides the Leased Space to Lessee as is as of the Effective Date and Lessee accepts the Leased Space in such condition. Lessor represents that it is not aware of any defect in or condition of the Leased Space as of the Effective Date that would prevent use of the Leased Space for Lessee s purposes as stated in this Agreement. 2.2 PERMITTED USE. Lessee shall use the Leased Space for the following purposes: Provide regional special day class for students who have autism and who attend a school district or charter school that participates in the Fresno County Special Education Local Plan Area ( SELPA ). 2.3 LESSEE ACCESS TO LEASED SPACE. Lessee shall gain access into the Leased Space through the following: Lessor will provide Lessee with key(s). 2.4 FURNISHINGS, EQUIPMENT, AND SUPPLIES. Except for furniture that may exist at the Leased Space as of the Effective Date or that Lessor may provide at the Leased Space during the Lease Term, Lessee shall be solely responsible, at Lessee s cost, to provide any furnishing, equipment, supplies, and any items (collectively Lessee Equipment ) that Lessee may need to operate in and use the Leased Space. All Lessee Equipment shall remain Lessee s property. 2.5 UTILITIES. Lessor shall pay for all costs for electricity, gas, and water used on, and garbage pickup from, the Leased Space. 2.6 TELEPHONE AND INTERNET CONNECTIVITY AND SERVICES. Lessor shall provide, and be responsible for related costs to provide, connectivity and access services necessary to operate landline telephones at the Leased Space. Lessor is also responsible for obtaining and maintenance of, and all related costs for, connectivity and access services for Internet. 2.7 MAINTENANCE. Lessor shall provide, at Lessor s cost, Maintenance for the Leased Space. Maintenance (A) means routine, recurring, and usual work for the preservation or protection of the Leased Space for its intended purposes, including janitorial and cleaning services; and disposal of trash and other waste materials that Lessee brings onto or generates on the Leased Space but (B) excludes work to repair, replace, or restore any loss, damage, or destruction to the Leased Space. 2.8 IMPROVEMENT AND ALTERATION. Lessee shall not make any improvement or alteration of any part of the Leased Space without first obtaining Lessor s written approval. 2.9 REPAIR AND RESTORATION. Where there is any damage, loss, or destruction of the Leased Space, the following shall apply: (A) if both Parties caused the loss, destruction, or damage, Lessor shall perform or obtain the performance of the required work and each Party shall pay the associated costs for the work in proportion to its liability; (B) if Lessee solely caused the loss, destruction, or damage, Lessor shall perform or obtain the performance of the required work and Lessee shall pay or reimburse Lessor for the associated costs of the work; or (C) if the loss, destruction, or damage to the Leased Space is caused by Lessor or a third party whose identity cannot be determined or is determined not to be Lessee, Lessor shall perform or obtain the performance of the required work and Lessor shall pay the associated costs of the work. Before any work, for which Lessor intends to seek from Lessee any payment or contribution of the cost thereof, commences to repair, replace, or restore the Leased Space, Lessor shall provide Lessee with written notice, stating at a minimum, the particular work to be performed, a cost breakdown for the work, and the date(s) and timeline on which the work will be performed. If Lessee has any objections thereto, Lessee shall notify Lessor in writing within 15 days of Lessee s receipt of Lessor s notice. Any dispute between the Parties relating to the work shall be resolved in accordance with Article 6 of this Agreement. Facilities Use Agreement with SELPA Member LEA (Doc# 38552, rev. 09/2013) Page 3 of 8
2.10 LESSOR ACCESS AND INSPECTION. Lessor may enter the Leased Space to inspect, perform Maintenance, repair, alter, or improve the Leased Space provided that Lessor does not disrupt or interfere with Lessee s use and operation of the Leased Space and conduct of student instruction. 3. COMMON SPACE (leave blank if none is made available to Lessee under this Agreement). 3.1 USE. Lessee s use of the Common Space shall be related to and in support of the purposes stated in this Agreement. Except as authorized by Lessor s staff, Lessee, after each use of any Common Space, shall: (A) leave each Common Space in the same condition as Lessee found it, except for normal wear and tear; and (B) remove any equipment, materials, and other personal property that Lessee brings into or places in the Common Space. 3.2 UTILITIES. Lessor shall pay all costs for electricity, gas, and water used on, and garbage pickup from, the Common Space. 3.3 MAINTENANCE, REPAIR, AND RESTORATION. Where there is any damage, loss, or destruction of any Common Space, the following shall apply: (A) if both Parties caused the loss, destruction, or damage, Lessor shall perform or obtain the performance of the required work and each Party shall pay the associated costs of the work in proportion to its liability; (B) if Lessee solely caused the loss, destruction, or damage, Lessor shall perform or obtain the performance of the required work and Lessee shall pay or reimburse Lessor for the associated costs of the work; and (C) if the loss, destruction, or damage is caused by Lessor or a third party whose identity cannot be determined or is determined not to be Lessee, Lessor shall perform or obtain the performance of the required work and Lessor shall pay the associated costs of the work. Before any work, for which Lessor intends to seek from Lessee any payment or contribution of the cost thereof, commences to repair, replace, or restore the Leased Space, Lessor shall provide Lessee with written notice, stating at a minimum, the particular work to be performed, a cost breakdown for the work, and the date(s) and timeline on which the work will be performed. If Lessee has any objections thereto, Lessee shall notify Lessor in writing within 15 days of Lessee s receipt of Lessor s notice. Any dispute between the Parties relating to the work shall be resolved in accordance with Article 6 of this Agreement. REQUIRED DOCUMENTS. Each document below ( Required Document ) shall be provided to the other Party in accordance with the following: 1. Each Party shall maintain the following insurance in accordance with Section 4.1 and, upon the other Party s request, provide written proof thereof to the other Party: (A) commercial general liability; (B) commercial automobile liability, (C) workers compensation and employer s liability; and (D) property insurance. 2. At Lessee s request and as applicable, Taxpayer Identification Number Request (W-9) and other documents that Lessee may require to process payment of the Lease Amount, if any is due to Lessor (see Section 1.3.1). In consideration of the covenants, conditions, and promises in and for good and valuable consideration and the mutual benefits to be derived from this Agreement, Lessor and Lessee, separately referred to as a Party and collectively as the Parties, hereby enter into this Agreement. Unless the context requires otherwise, any reference to a Party in this Agreement shall mean the Party and its governing body, officers, employees, agents, and invitees and, in the case of Lessee, includes the students who attend class in the Leased Space while such students are under Lessee s supervision and, in the case of Lessor, includes Lessor s students. Each person executing this Agreement on behalf of a Party represents that he/she is authorized to execute on behalf of and to bind the Party to this Agreement. LESSOR By: Print Name: LESSEE By: Jim Yovino, Chairperson Superintendents Governance Council Title: Facilities Use Agreement with SELPA Member LEA (Doc# 38552, rev. 09/2013) Page 4 of 8
GENERAL TERMS AND CONDITIONS These General Terms and Conditions contain the following Articles: Article 1 Article 2 Article 3 Article 4 Article 5 Article 6 Article 7 Scope of Services and Obligations Payment Term and Termination of Agreement Insurance Indemnity Dispute Resolution General Provisions Terms with initial capital letter shall have the respective meanings set forth in this Agreement. ARTICLE 1 SCOPE OF SERVICES AND OBLIGATIONS. SECTION 1.1 RECITALS. Lessor is a member of and participates in the SELPA. Pursuant to the SELPA Plan, Lessor has certain obligations to allow access to and use of Lessor s facilities to provide special education and related services to students of Lessor and other local educational agency ( LEA ) members of SELPA. By this Agreement, the Parties desire to set forth the terms and conditions upon which Lessee shall lease from Lessor and use the Leased Space and use the Common Space (if any), and to set forth the Parties rights and obligations under this Agreement. SECTION 1.2 APPLICABLE LAWS AND COMPLIANCE THEREWITH. Lessor shall be responsible for ensuring that the Leased Space comply with all laws applicable to the construction and condition of the Leased Space for use as a school building, including but not limited to, accessibility requirements for persons with disabilities and the Field Act (Education Code section 17280 et seq. and 17365 et seq. and applicable regulations). Each provision of law required to be inserted in or that applies to this Agreement is deemed inserted herein; however, if any conflict or inconsistency exists between a provision in this Agreement and a provision in an applicable law, the provision in this Agreement shall govern except where the provision in this Agreement is specifically prohibited or deemed void by the applicable law in which case the provision in the applicable law shall govern. SECTION 1.3 RECORDS AND INFORMATION. 1.3.1 REQUIRED DOCUMENTS. Each Party shall provide to the other Party each Required Document in accordance with the Cover, each of which is incorporated by reference into and constitutes a part of this Agreement. If any Required Document becomes incorrect or inapplicable or expires during the Lease Term, the Party that provides the Required Document shall promptly notify in writing and/or submit to the other Party the corrected, updated, or effective Required Document. 1.3.2 RECORD RETENTION, INSPECTION, AND AUDIT. Lessor shall maintain accurate books and records of the Lease Amount and all other costs billed pursuant to, and all documents required of Lessor under, this Agreement for at least five years after the date on which this Agreement terminates and make them available for review, audit, and/or copying by Lessee. If this Agreement involves the expenditure of $10,000 or more in funds from the State of California, it is subject, for three years after the final payment is made, to the State Auditor s examination and audit at Lessee s request or as part of an audit of Lessee. The provisions of this Subsection shall survive the termination of this Agreement. ARTICLE 2 PAYMENT. SECTION 2.1 LEASE AMOUNT. As full consideration and compensation for Lessee s lease and use of the Leased Space, use of the Common Area (if any), and other rights under this Agreement, Lessee shall pay Lessor the Lease Amount (if any) stated on the Cover. If Lessee is required to make any other payment to Lessor under this Agreement and the Parties have not agreed in writing otherwise, Lessee shall make such payment at the same time as the Lease Amount. SECTION 2.2 INVOICE AND PAYMENT. Lessor shall submit an itemized invoice to Lessee, addressed as stated on the Cover, before Lessor may receive any payment of the Lease Amount under this Agreement. If Lessor seeks payment or reimbursement from Lessee of any costs for work to repair, replace, or restore the Leased Space, the Common Space (if any), or any other portion of the Site, Lessor shall submit to Lessee an invoice stating, at a minimum, the particular work that was performed, a cost breakdown for the work, and the date(s) on which the work was performed and attach supporting documentation. Upon receiving an invoice and if Lessee Facilities Use Agreement with SELPA Member LEA (Doc# 38552, rev. 09/2013) Page 5 of 8
objects to it and/or requires additional information and/or documentation, Lessee shall notify Lessor and Lessor shall provide such information and/or documentation to Lessee within 10 days after Lessor receives Lessee s notice. Lessee shall pay the Lease Amount (if any) to Lessor according to the Payment Schedule stated on the Cover. ARTICLE 3 TERM AND TERMINATION OF AGREEMENT. SECTION 3.1 LEASE TERM. This Agreement is effective on the Effective Date and continues in full force and effect thereafter until and including the Termination Date and any extension thereto ( Lease Term ), and, unless terminated during the Lease Term in accordance with Section 3.2 below, shall terminate at 12:00 midnight on the last day of the Lease Term without any notice or action by either Party. Any extension of the Lease Term shall be set forth in an amendment executed by the Parties. SECTION 3.2 TERMINATION DURING LEASE TERM. 3.2.1 TERMINATION FOR CAUSE/WITHOUT CAUSE. During the Lease Term, a Party may terminate this Agreement as marked on the Cover: (A) With cause only: A Party may terminate this Agreement only upon the other Party s material breach of one or more provisions of this Agreement and after the nonbreaching Party has given the breaching Party written notice for the Notice Period stated on the Cover and an opportunity within the Notice Period to cure the material breach; or (B) With or without cause: A Party, with or without cause, may terminate this Agreement by giving the other Party written notice for the Notice Period stated on the Cover. 3.2.2 TERMINATION ON OTHER GROUNDS. 3.2.2.1 NON-ALLOCATION OF OR INSUFFICIENT ALLOCATED FUNDS. Despite any contrary provisions in this Agreement, Lessee may terminate this Agreement effective on the date stated in Lessee s written notice of termination to Lessor if Lessee and/or any entity from which Lessee receives or is to receive funds to make payment under this Agreement or to provide special education and related services at the Leased Space reduce or eliminate some or all such funds, or fail or determine not to appropriate sufficient funds to make future payments. 3.2.2.2 DESTRUCTION OR UNSUITABILITY OF LEASED SPACE. Lessee, at its sole discretion and upon written notice to Lessor, may terminate this Agreement if the following conditions occur: (A) the Leased Space sustains any damage, loss, or destruction that is not caused by Lessee; (B) the damage, loss, or destruction renders the Leased Space not suitable for occupancy and use by Lessee for the purposes intended under this Agreement; and (C) Lessor fails or refuses to repair or restore the Leased Space to a condition where Lessee is able to occupy and use the Leased Space for the purposes intended under this Agreement. In addition, this Agreement shall terminate if a governmental agency determines that the Leased Space is unsuitable or unsafe for the purposes intended by this Agreement. 3.2.3 RIGHTS AND OBLIGATIONS UPON TERMINATION. Upon termination of this Agreement, the following shall apply and survive the termination of this Agreement: 3.2.3.1 LESSEE PAYMENT. Lessee shall be obligated to pay and shall pay Lessor the following: (A) the Lease Amount that is due to Lessor as of the effective date of termination of this Agreement, prorated to include only the period during the Lease Term that have elapsed as of the effective termination date of this Agreement and during which Lessee used or had use of the Leased Space; and (B) Lessee s liability for any costs for work to repair, replace, or restore the Leased Space or other portions of the Site that are determined in a Final Determination, as this term is defined in Article 6 below, to have sustained damage, loss, or destruction caused by Lessee. All provisions in Section 2.2 above shall apply to Lessor s request for and Lessee s issuance of payment under this Subsection, and, upon making such payment, Lessee is not obligated to pay and shall have no obligation to make any further payment to Lessor, whether pursuant to contract, law or equity. 3.2.3.2 VACATION OF LEASE SPACE. Lessee shall vacate and surrender the Leased Space and remove all Lessee Equipment therefrom. If Lessor discovers, after Lessee has vacated the Leased Space, that Lessee failed to remove any Lessee Equipment or other personal property Facilities Use Agreement with SELPA Member LEA (Doc# 38552, rev. 09/2013) Page 6 of 8
from the Leased Space, Lessor shall notify Lessee at least 15 days before Lessor disposes or takes other actions with respect to the property. SECTION 3.3 FORCE MAJEURE. A Party is not liable for failing or delaying performance of this Agreement due to events that are beyond the Party s reasonable control and occurring without its fault or negligence, for example, acts of God such as tornadoes, lightning, earthquakes, hurricanes, floods, or other natural disasters (collectively Force Majeure Event ), provided that the Party has promptly notified the other Party in writing of the occurrence of the Force Majeure Event. ARTICLE 4 INSURANCE. SECTION 4.1 REQUIRED INSURANCE. Each Party, at its cost, shall maintain in effect coverage as stated on the Cover and complying, at a minimum, with the requirements stated below. Coverage may be through insurance and/or self-insurance. 4.1.1 Commercial general liability, in effect throughout the Lease Term, coverage for property damage, bodily injury, and personal and advertising injury with limits of not less than $1,000,000 per occurrence and $2,000,000 general aggregate. 4.1.2 Workers compensation, in effect throughout the Lease Term, with limits of not less than $1,000,000 or an amount as required by California laws, whichever is greater; and employer s liability insurance of not less than $1,000,000. 4.1.3 Commercial automobile liability, in effect throughout the Lease Term, covering, at a minimum, non-owned and hired autos and, if there are any autos owned by the Party, then also covering owned autos, with a combined single limit of not less than $1,000,000 per accident. 4.1.4 Property insurance in effect throughout the Lease Term and: (A) in the case of Lessor, providing coverage for the Site (including the Leased Space) and any of Lessor s personal property located at or on the Leased Space and other portions of the Site; and (B) in the case of Lessee, providing coverage for Lessee s personal property located at or in the Leased Space. SECTION 4.2 DEDUCTIBLE OR SELF-INSURED RETENTION, AND PROOF. Each Party shall be solely responsible for paying any deductible or self-insured retention for any of the required insurance or self-insurance. Each Party shall provide, upon the other Party s request, written proof satisfactory to the other Party of the existence of the coverage in Section 4.1, which may include a certified copy of any insurance policy. ARTICLE 5 INDEMNITY. Except as specifically stated elsewhere in this Agreement in which case such provision shall govern to the extent provided therein, each Party s indemnity, defense, and hold harmless obligations to the other Party under this Agreement shall be as follows: (A) a Party ( Indemnitor ) shall indemnify and hold harmless the other Party ( Indemnitee ) to the full extent permitted by California laws for any Loss sustained by Indemnitee or a Third Party only in proportion to Indemnitor s liability based on a Final Determination; and (B) each Party shall defend and pay for all of its attorney s fees and litigation costs related to any Claim or Loss without any right against or from the other Party for indemnity and/or hold harmless of such costs and fees, or any right for defense. A Party who intends to seek or seeks indemnity and/or hold harmless for any Loss from the other Party: (1) shall notify the other Party in writing and within a reasonable time after the Party knows or becomes aware of any Claim that may or will result in a Loss, describing, if known or determinable, the pertinent circumstances, all entities and persons involved, and the amount being claimed; and (2) shall not settle or otherwise resolve the Claim until it has notified the other Party of the Claim in accordance with the preceding provision (1) and given the other Party written notice and an opportunity to participate in and to consent to the settlement or resolution of the Claim, which consent the other Party shall not unreasonably withhold. A Party s obligations under this Article are not limited to or by any insurance that it maintains or the lack of insurance but apply to the full extent permitted by California laws, and shall survive the termination of this Agreement. Claim means any claim, demand, lawsuit, cause of action, action, cross-complaint, cross-action, and/or proceeding arising out of, resulting from, or relating to this Agreement where there has been no Final Determination. Loss means any bodily injury, property damage, personal injury, advertising injury, liability, loss, damage, judgment, expense and/or cost (excluding attorney s fees and litigation costs that Indemnitee or a Third Party incurred or paid related to a Loss or Claim) arising out of, resulting from, or relating to this Agreement and for which there has been a Final Determination that a Party is or both Parties are liable. Third Party means a person who or an entity that is not a Party to this Agreement Facilities Use Agreement with SELPA Member LEA (Doc# 38552, rev. 09/2013) Page 7 of 8
and is not employed by, contracted with (whether directly or through a subcontract of any level), or otherwise retained by a Party to act for or on the Party s behalf. Final Determination means any judgment, order, or decision by a court of competent jurisdiction or a governmental entity with jurisdiction to render such judgment, order, or decision where the judgment, order, or decision is not subject to appeal or the period for an appeal has expired. ARTICLE 6 DISPUTE RESOLUTION. The Parties shall meet and confer in good faith to resolve any disputes between them arising out of, resulting from, or relating to this Agreement. Except for an action to preserve the status quo and/or prevent irreparable harm, a Party shall not commence any cause of action, action, lawsuit, or proceeding arising out of, resulting from, or relating to this Agreement until after the Party has complied with the provisions of this Article. The provisions of this Article shall survive the termination of this Agreement. ARTICLE 7 GENERAL PROVISIONS. SECTION 7.1 ENTIRE AGREEMENT, EXECUTION, AMENDMENT, AND WAIVER. This Agreement is a complete and exclusive statement of the Parties agreement under Code of Civil Procedure section 1856. The Parties may execute this Agreement and any amendment hereto in counterparts such that each Party s signature is on a separate page. A copy or an original of this Agreement or an amendment with the Parties signatures, whether original or transmitted by electronic means, shall be deemed a fully executed contract. The Parties may amend or waive any provision of this Agreement only by a writing executed by them. SECTION 7.2 INTERPRETATION, APPLICABLE LAWS, VENUE, SEVERABILITY, AND SURVIVAL OF TERMINATION. This Agreement is to be interpreted according to its fair meaning and not strictly for or against any Party, and under California laws. All causes of action, actions, lawsuits, and proceedings arising out of, resulting from, or relating to this Agreement shall be adjudicated in state or federal court in Fresno County, California, provided that each Party does not hereby waive any immunity to suit. If a court of competent jurisdiction holds any provision of this Agreement void, illegal, or unenforceable, this Agreement shall remain in full force and effect and shall be interpreted as though such invalidated provision is not a part of this Agreement and the remaining provisions shall be construed to preserve the Parties intent in this Agreement. Any provision in this Agreement that by its nature applies after, or is specifically stated to survive, the termination of this Agreement shall survive the termination of this Agreement. SECTION 7.3 INDEPENDENT CONTRACTOR, AND ASSIGNMENT AND TRANSFER. Each Party is an independent contractor, and it and its officers, employees, and agents are not, and shall not represent themselves as, officers, employees, or agents of the other Party. This Agreement does not and shall not be construed to create an employment or agency relationship, partnership, or joint venture between the Parties. A Party shall not assign or transfer any or all of its obligations and/or rights under this Agreement, including by operation of law or change of control or merger, without the other Party s prior written consent. SECTION 7.4 NOTICES. Except as may be stated otherwise in this Agreement in which case such provision shall govern to the extent provided therein, each Party shall give any notices, demands, and all other communications required or permitted under this Agreement in writing and by one of the following methods to the other Party at the address, FAX number, and/or email stated on the Cover, delivery to be effective upon receipt thereof by the other Party: (A) hand delivery; (B) sent by a reputable overnight courier services that tracks the delivery; (C) sent by certified mail, return receipt requested, first class postage prepaid; or (D) sent by regular mail and transmitted by facsimile or e-mail. A Party may change its contact person and/or contact information stated on the Cover by notifying the other Party of the particular change and the effective date thereof in accordance with this Section. The provisions of this Section shall survive the termination of this Agreement. / / Facilities Use Agreement with SELPA Member LEA (Doc# 38552, rev. 09/2013) Page 8 of 8