HomeMy WebLinkAboutOASIS MANAGEMENT SYSTEMS INC
Agreement for Inmate Commissary Service
THIS AGREEMENT, MADE THIS 25th DAY OF MAY 2005 by and between Oasis
Management Systems, Inc., a Georgia Corporation, with its principal offices located at 5320 Lake
Pointe Center Drive, Suite A, Cumming, GA 30041 (hereinafter referred to as "Oasis") and the
Richmond County Correctional Institute of Augusta, GA (hereinafter referred to as "Client").
1. RIGHT AND TERM. Oasis is hereby given and granted the exclusive right to operate all
commissary services on the premises of the Richmond County Correctional Institute of Augusta,
GA extending from this date for five additional years. All profits or losses from the inmate
commissary operations will be for Oasis' account. Either party may terminate mis Agreement
without cause upon (90) ninety days prior written notice. The term of this agreement will
commence upon the execution hereof and will continue in force until June 1st, 2010. Thereafter,
ifboth parties agree, this agreement will automatically renew for additional one-year terms until
terminated by either party upon written notice at least (30) thirty days prior to termination or
annual renewal. Oasis will be entitled to withhold any amounts due to Client any past due monies
owed to Oasis by Client.
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'.. 2. RELATIONSHIP OF PARTIES. The parties intend that Oasis will be an independent
contractor to Client. Nothing herein will be construed to create a partnership, joint venture or
agency relationship between the parties, and neither will have the authority to bind the other in
any respect.
3. DUTIES OF OASIS. (a) Inmate Commissary. Oasis will provide weekly inmate commissary
service to inmates of Richmond County Correctional Institute. (b) Compliance with Laws and
Obtaining Licenses. Oasis will comply with all applicable ordinances, laws, and regulations
pertaining to the operations covered by this Agreement and will obtain licenses. (c) Property
Insurance. Oasis will maintain insurance policies and client will maintain insurance on its
premises, including all Client's property contained therein; for loss or damage by fITe or other
casualties. Each party hereby waivers its respective rights of recovery, including subrogation,
against the other's property as a result of fITe or other casualties normally covered under standard
broad fonn property insurance. (d) Insurance. Oasis will maintain in force at all times during the
term hereof; worker's compensation insurance and public liability insurance.
4. TERMINATION. If either party fails to perform its obligations under this Agreement, the non-
defaulting party may terminate this agreement upon (30) thirty days prior written notice. If the
default is remedied within a (30) thirty-day period, the non-defaulting party will have the right to
terminate Agreement upon the expiration of an additional (30) thirty days.
5. TITLE OF SOFTWARE. Oasis will use the facilities current inmate accounting program
(DSI). Oasis will also pay the annual DSI support fee, which provides upgrades and support.
6. WORK PERFORMED. This account will be serviced from an off-site distribution center.
7. REMOVAL OF PROPERTY. Within thirty (30) days after the termination of this Agreement,
Oasis will remove its property from Client's premises, if any. Client will payor cause the
successor contractor to pay to Oasis, on termination date, all charges for the removal of the
property and the unamortized balance of improvements as specified in Exhibit A, at which time
title to the improvements will vest in Client.
8. NONDISCRIMINATION. The parties shall comply with all applicable statutes, rules and
regulations prohibiting discrimination and promoting equal employment opportunities for
qualified individuals.
9. SAFETY STANDARDS. Oasis will ensure that all of its employees will maintain proper
sanitary practices. Client will be allowed to do background checks in pre-qualifying Oasis
employees.
10. RECORDS. Oasis agrees it will keep an accurate record of all sales in connection with the
operation of the commissary and will permit Client to examine such records during normal
business hours upon reasonable notice to Oasis.
11. CONTINGENCIES. Neither party will be liable for any nonperformance, in whole or part, of
its obligations under this Agreement caused by the occurrence of any contingencies beyond the
control of the party such as war, sabotage, insurrection, riot or other acts of civil disobedience,
acts of third parties not within the control of the party, shortages of fuel, failures of power,
accidents, fITes, explosions, floods, or other acts of God. In the event that any contingency occurs,
the party whose performance is affected will have a reasonable time in which to resume
performance.
12. CHANGE OF SCOPE. In the event the Client adopts a policy of charging inmates for their
stay, Oasis may, at its option, terminate this Agreement upon ten (10) days prior written notice to
Client if the parties do not mutually agree to adjust fmancial arrangements within ten (10) days
after written notice to Client.
13. INDIGENT PACKAGES. Oasis agrees to provide indigent packages to Client at an agreed
upon price. This cost will be deducted from Client's commission. Oasis agrees to provide Client
with all indigent billing information.
14. NEW PRODUCTS, PROGRAMS, PRICING. Client must review any and all new products
and/or specialty programs before being placed on menu or into service. Oasis agrees to provide
client adequate documentation to support commissary price increases. Adequate documentation
may be considered to be Oasis supplier invoices for the specific item to be increased.
15 . WAIVER. The failure of either party to enforce any term of this Agreement on one or more
occasions will not constitute a waiver of the right to enforce such or any other term on any other
occaSIOn.
16. MODIFICATION. No modification of any of the terms and conditions of this Agreement
will be effective unless such modification is expressed in writing and signed by the party against
whom enforcement is sought.
17. ENTIRE AGREEMENT. This Agreement and the Exhibits hereto contain the entire
understanding of the parties with respect to the subject matter hereof
18. BINDING EFFECT. This Agreement will be binding upon and will inure to the benefit of the
parties hereto and their respective successors, assigns, and representatives.
19. NOTICE. Notice means written notice, by certified mail or verified facsimile or personally
delivered, to the address as either party may designate for itself by written notice to the other.
20. FINANCIAL ARRANGEMENTS. (a) Commissions to Client: Oasis will pay Client an
amount of Net Sales equal to 23.0%. "Net Sales" is defmed as total commissary sales minus any
applicable taxes, licenses, postal products, and refunds. Oasis also agrees to continue the annual
payment of$3615 to DSI for software support and upgrades. (b) Accounting and Reporting.
After the end of each week, Oasis will submit a report of Net Sales and an itemization of the
Client Commission during the preceding week period. Client agrees to pay Oasis weekly for all
items purchased tlrrough the Inmate Commissary. An interest rate of 1 1/2 % will be assessed to
all accounts in excess of thirty days. (c) Offset. Oasis will be entitled to withhold from any
amounts due to Client any past due amounts owed to Oasis by Client.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed in the
day and year frrst above written.
OASIS MANAGEMENT SYSTEMS, INC.
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