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HomeMy WebLinkAbout11-4839IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA SOUTH MIDDLETON SCHOOL DISTRICT, No.: I j , q m Plaintiff V. CHILDTIME, INC., Defendant NOTICE TO DEFEND G - rn - .. ?-n rt ro i p CO Tp 2 YOU HAVE BEEN SUED IN COURT. IF YOU WISH TO DEFEND AGAINST THE CLAIMS SET FORTH IN THE FOLLOWING PAGES, YOU MUST TAKE ACTION WITHIN TWENTY (20) DAYS AFTER THIS COMPLAINT AND NOTICE ARE SERVED, BY ENTERING A WRITTEN APPEARANCE PERSONALLY OR BY AN ATTORNEY AND FILLING IN WRITING WITH THE COURT YOUR DEFENSES OR OBJECTIONS TO THE CLAIMS SET FORTH AGAINST YOU. YOU ARE WARNED THAT IF YOU FAIL TO DO SO THE CASE MAY PROCEED WITHOUT YOU AND A JUDGEMENT MAY BE ENTERED AGAINST YOU BY THE COURT WITHOUT FURTHER NOTICE FOR ANY MONEY CLAIMED IN THE COMPLAINT OR FOR ANY OTHER CLAIM OR RELIEF REQUESTED BY THE PLAINTIFF. YOU MAY LOSE MONEY OR PEOPERTY OR OTHER RIGHTS IMPORTANT TO YOU. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO THE TELEPHONE OR THE OFFICE SET FORTH BELOW TO FIND WHERE YOU CAN GET LEGAL HELP. CUMBERLAND COUNTY BAR ASSOCIATION 32 SOUTH BEDFORD STREET CARLISLE, PA 17013 1-800-990-9108 717-249-3166 d- C, tly l?- a X00 313 AVISO Le han demandado en corte. Si usted desea defender contra las demandas dispuestas en las paginas siguientes, usted debe tomar la accion en el plazo de veinte (20) dias despues de esta queja y se sirve el aviso, incorporando un aspecto escrito personalmente o y archivando en escribir con la corte sus ddefensas u objeciones a las demandas dispuestas contra usted el abogado le advierte que que si usted no puede hacer asi que el caso puede proceder sin usted y un juicio se puede incorporar contra usted compra la corte sin aviso adicional para cualquier dinero demandado en la queja o para cualquier otra demanda o relevacion pedida por el demandante. Usted puede perder el dinero o la caracteristica de otra endereza importante a usted. USTED DEBE LLEVAR ESTE PAPEL SU ABOGADO INMEDIATAMENTE. SI USTED NO HACE QUE UN ABOGADO VAYA A O LLAME POR TELEFONO LA OFICINA DISPUESTA ABAJO. ESTA OFICINA PUEDE PROVEER DE USTED LA INFORMACION SOBRE EMPLEAR A UN ABOGADO. SI USTED NO PUEDE PERMITIRSE AL HIRE A UN ABOGADO, ESTA OFICINA PUEDE PODER PROVEER DE USTED LA. INFORMACION SOBRE LAS AGENCIAS QUE LOS SERVICIOS JURIDICOS DE LA OFERTA DE MAYO A LAS PERSONAS ELEGIBLES EN UN HONORARIO REDUCIDO O NINGUN HONORARIO. CUMBERLAND COUNTY BAR ASSOCIATION 32 SOUTH BEDFORD STREET CARLISLE, PA 17013 1-800-990-9108 717-249-3166 2 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA SOUTH MIDDLETON SCHOOL DISTRICT, No.: c i,-I,^ I Plaintiff V. CHILDTIME, INC., Defendant COMPLAINT AND NOW, comes the Plaintiff, South Middleton School District, by and through its attorneys, the law firm of Stock and Leader, to set forth the within cause of action against the Defendant, ChildTime, Inc., based upon the following averments: 1. South Middleton School District (hereinafter "District") is a public school district existing under the public school laws of the Commonwealth of Pennsylvania, having its office and mailing address at 4 Forge Road, Boiling Springs, Pennsylvania 17007. 2. ChildTime, Inc. (hereinafter "ChildTime") is a Pennsylvania business corporation existing for the purposes of operating a school-age child care business, having its office and mailing address at 50 Alexander Spring Road, Carlisle, Pennsylvania 17013. 3. The District and ChildTime entered into two successive license agreements ("License Agreements") whereby ChildTime provided school-age child care services upon 3 District premises. The total term of the License Agreements ran from June 5, 2009 through June 3, 2010. 4. On or about June 1, 2009, the District and ChildTime entered into a license agreement whereby ChildTime promised and agreed to pay the District the aggregate of a base fee of One Thousand Eight Hundred ($1,800.00) Dollars, as well as an additional fee of Five ($5.00) per hour (or any part thereof) per room for each hour of use in excess of the agreed upon Hours of Operation, for the ability to provide child-care services within the premises of the District's W.G. Rice Elementary School during the term June 5, 2009 through August 25, 2009. ChildTime agreed to pay the base fee to the District in three (3) installments of Six Hundred ($600.00) Dollars each on or before the 14th day of each calendar month of said term. ChildTime further agreed to pay to the District a late payment penalty of 1% per day that payment was not received as required. Attached hereto and marked as Exhibit A is a copy of said License Agreement. 5. On or about September 8, 2009, the District and ChildTime entered into a license agreement whereby ChildTime promised and agreed to pay the District the aggregate of a base fee of Three Hundred Fifty ($350.00) Dollar per month, as well as an additional fee of Five ($5.00) per hour (or any part thereof) per room for each hour of use in excess of the agreed upon Hours of Operation, for the ability to provide child-care services within the premises of the District's W.G. Rice Elementary School during the term August 25, 2009 through June 3, 2010. ChildTime agreed to pay the base fee to the District on or before the 14th day of each calendar month of said term. ChildTime further agreed to pay to the District a late payment penalty of I% per day that payment was not received as required. Attached hereto and marked as Exhibit B is a copy of said License Agreement. 4 ¦ Y 6. The Board of School Directors of the District properly approved both License Agreements at publicly advertised meetings. 7. ChildTime failed to pay any and all of the monthly fees due between July of 2009 and May of 2010. 8. The District fulfilled all of its contractual responsibilities under the License Agreements. 9. An invoice reflecting both the delinquent monthly past due amounts and the applicable late fees was sent to ChildTime on or about June 8, 2010. Attached hereto and marked as Exhibit C is a copy of a November 30, 2010 Invoice showing delinquent monthly past due amounts and the applicable late fees due to the District under said License Agreements in the amount of $20,269.50. 10. On or about June 16, 2010, the undersigned counsel issued a demand letter to the attention of ChildTime, allowing for the then-balance due of Fifteen Thousand ($15,000.00) Dollars to be reduced to and satisfied by a payment of Seven Thousand Five Hundred ($7,500.00) Dollars. To date, ChildTime has provided no response thereto. Attached hereto and marked as Exhibit D is a copy of said demand letter. 11. By reason of its actions, ChildTime has breached the aforesaid License Agreement with the District. 12. The District has suffered damages as a result of ChildTime's breach, including, but not limited to, the loss of monthly payments, late fees and related expenses. 5 13. The amount at issue does not exceed $50,000.00 and therefore the within claim is subject to compulsory arbitration. WHEREFORE, as a result of ChildTime, Inc.'s failure to provide for the timely and complete payment of the monthly amounts due under the governing License Agreements, South Middleton School District is now compelled to request that this Honorable Court issue an Order for Judgment in the amount of Twenty Thousand ($20,000.00) Dollars, exclusive of interests and costs. Date Respectfully submitted, STOCK AND LEADER By: fltw a J Phi ip H. Spare, Esquire Supreme Court I.D. #65200 Gareth D. Pahowka, Esquire Supreme Court I.D. #309184 Susquehanna Commerce Center East 221 West Philadelphia Street, Suite 600 York, PA 17401-2994 Telephone: (717) 846-9800 6 VERIFICATION I hereby affirm that the following facts are correct: I am an authorized agent of South Middleton School District in the foregoing action. The attached Complaint is based upon information which has been furnished to counsel and information which has been gathered by counsel in the preparation of this document. The language of the Complaint is that of counsel and not mine. I have read the Complaint and to the extent that the same is based upon information which I have given to counsel, it is true and correct to the best of my knowledge, information and belief. To the extent that the content of the Complaint is that of counsel, I have relied upon counsel in making this Verification. I hereby acknowledge that the averments of fact set forth in the aforesaid Complaint are made subject to the penalties of 18 Pa. C.S. § 4904 relating to unsworn falsification to authorities. SOUTH MIDDLETON SCHOOL DISTRICT cl-21il Date Y• f` Title: CW t- '` :? 7 EXHIBIT A r THIS AGREEMENT made this 101 day of June 2009, by and between: SOUTH MIDDLETON SCHOOL DISTRICT, a public school district existing under the public school laws of the Commonwealth of Pennsylvania, having its office and mailing address for all notices and communications hereunder of 4 Forge Road, Boiling Springs, PA 17007, party of the first part, hereinafter called "District", AND CHILDTIME, INC., a Pennsylvania business corporation, having its office and mailing address for all notices and communications hereunder of 50 Alexander Spring Road, Carlisle, PA 17013, party of the second part, hereinafter called "ChildTime": WITNESSETH: WHEREAS, ChildTime is the operator of a school-age child care business and desires to provide Its services within the geographical area of the South Middleton School District; and WHEREAS, ChildTime has requested use of certain portions of District's W. G. Rice Elementary School premises during the 2009 summer recess; and WHEREAS, District recognizes the community's need for the services to be provided by ChildTime and approves ChildTime's stated philosophy, policy and proposed program as set forth In Exhibit A, and believes such service to be compatible with the District's educational mission and In the public interest; and WHEREAS, the parties have negotiated certain terms which they desire by these presents to document and memorialize; NOW, THEREFORE, in consideration of these presents and the mutual terms, promises and conditions set forth herein and intending to be legally bound hereby, the parties mutually agree as follows: 1. The foregoing preamble and paragraphs are incorporated herein by reference thereto.. 2. This Agreement is a license agreement In which the District is the licensor and ChildTime is the licensee. This Agreement is not a lease and does not create the relationship of lessor (landlord) and lessee (tenant) between the parties hereto. 3. In consideration of the fees to be paid in accordance with the provisions of Paragraph 7 hereinbelow for the term set forth in Paragraph 5 hereinbelow at the times as provided in Paragraph 6 hereinbelow. 4. The Premises hereby licensed for use consists of the following facility: A. Multi-purpose room at W. G. Rice Elementary School Building. B. Playground at W. G. Rice Elementary School. C. Gymnasium at W. G. Rice Elementary School. 5. The term of this license shall commence on June 5, 2009, and and on August 25, 2009, said term consisting of three (3) consecutive monthly segments commencing as of the 4th day of each calendar month. 6. The license fee to be paid by ChildTime to District shall be the aggregate of (a) a base fee of One Thousand Eight Hundred ($1,800.00) Dollars and (b) an additional fee of Five ($5.00) per hour (or any part thereof) per room of the Premises for each hour of use in excess of the Hours of Operation as stated in Paragraph 7 below. The base fee shall be paid to District on in three (3) installments of $600.00 each on or before the 14th day of each calendar month of said term in advance of the use of the Premises. If payment Is not received by the date Indicated, then ChildTime shall pay to District a late payment penalty of 1 % per day that payment is not received as required. The additional fee shall be paid to District on or before the tenth calendar day after the expiration of the preceding monthly segment of said term. 7. ChildTime promises and agrees to provide a school-age child care program at the Premises on each weekday (Monday through Friday) during the term hereof except on the Independence Day (July 4th) holiday In accordance with Its representations and proposed program contained In its written presentation (as modified by any additions or deletions appearing therein) as set forth in "Exhibit A", in one (1) daily session between the a hours of 6:30 a.m. and 5:30 p.m. Additional hours may be arranged only with the prior written consent of and agreement with District. 8. ChildTime shall be responsible for all damages to the Premises caused during its use thereof, and shall return the Premises to District at the and of every daily session In a good state of repair reasonable wear and tear only being excepted. ChildTime shall not disturb any of the District's instructional materials nor consume any of its school supplies. 9. ChildTime shall obtain and maintain at its sole cost and expense and at all times during the license term public liability Insurance covering all risks arising from its operations in the amount of not less than One Million ($1,000,000.00) Dollars as supplied by a reputable insurance company licensed to do business in the Commonwealth of Pennsylvania, In which Insurance District shall be designated as an additional insured, and the insurer shall provide counterparts of all such policies to District. 10. ChildTlme's written presentation ("Exhibit A") shall be the standard of its performance hereunder except as modified by this Agreement. The terms and provisions of this Agreement shall be deemed to control over any Inconsistent terms In "Exhibit A". 11. ChildTime shall conduct its operations in accordance with all applicable laws of any governmental agency having jurisdiction and in accordance with the rules and policies of District's Board of School Directors as now existing or hereafter promulgated. 12. ChildTime represents that it is duly approved and licensed by Pennsylvania Department of Welfare to perform child care services hereunder. Continued approval and licensing by said Department shall be a condition of the license hereunder. 13. ChildTime shall indemnify District and defend and hold District harmless of and from any and all claims, actions, complaints, suits, judgments, decrees and anyother liability (including District's expenses of Investigation and defense, including reasonable attorneys' fees) arising from its exercise of the license hereby granted and performance hereunder. 14. District shall have the right to revoke the licenses hereby granted upon the occurrence of any of the following: (a) ChIldTlme's failure to perform any of the terms hereof. (b) ChildTime's violation of any of the terms hereof. 3 (c) ChildTlme ceasing to be approved and licensed to provide child care services. (d) A determination that this Agreement Is unlawful. Except for ChIldTlme's failure to pay the license fee, failure to obtain or maintain liability Insurance, failure to remain approved and licensed by the Pennsylvania Department of Welfare, or a determination that this Agreement is unlawful (in which events said license may be revoked v without prior notice), District agrees to give ChildTlme written notice of Its Intention to revoke said license not less than five (5) calendar days prior to the proposed date of revocation, said notice to state the reason therefor and the date of proposed revocation. Said notice shall be sufficient If mailed at Boiling Springs, PA to ChildTlme by certifled mail or by personal service upon any of ChildTime's Administrator or Directors on the Premises. ChildTlme shall have the right to cure the problem giving rise to the proposed revocation within said "ay period by providing District with such assurances as it may require that the problem has been solved and that it will not reoccur. Such right to cure shall not extend to or be available for any subsequent occurrence of the reason for the first notice. 15. It is understood and agreed that ChildTime's operations hereunder are independent of and not a part of District' mission or program, and that District shall not be responsible for any matter arising between ChildTlme and Its clientele. ChlldTime Is a sole proprietor vis-a-vis its clientele, vendors and all other third persons, and District is not an agent, employee or other representative of ChlldTime. 16. There is no right of automatic renewal of this license. It shall expire and terminate as of August 25, 2009. 17. The license hereby granted and this agreement shall not be assigned or transferred by ChildTlme without District's prior express written consent and approval of the proposed assignee or transferee. Any attempted assignment or transfer of said license in violation of the foregoing shall be void and without effect, and the license shall be deemed to be revoked. 4 18. This Agreement shall be construed and enforced under the laws of the Commonwealth of Pennsylvania. IN WITNESS WHEREOF, the parties have caused these presents to be executed by their authorized officers as of the day and year first written above. SOUTH MIDDLETON SCHOOL DISTRICT BY President, Board of School Directors ATTEST: Secretary (Official Seal) CHILDTIME, INC. BY President ATTEST: Secretary (Corporate Seal) 5 Attachment A PROPOSAL 1. Schoolage Program - Before and After School A. ChildTime will provide care before school from 6:30 a.m. to school opening for children In Grades 1-5. 1. Breakfast will be served to those who bring it. 2. Before school playtime is supervised but not structured. 3. Children are escorted to bus or transportation vehicle, 4. If facility other than school Is used, children are transported to school. B. ChildTime will provide care after school from closing of school to 5:30 p.m. 1. Snack Is provided when children arrive from school. 2. Structured activities such as crafts, organized sports or games are offered. 3. Supervised play is offered - outside play; basketball in gym; other types of ball playing and active play In gym; quiet play in other areas; games and toys available. 4. If possible, a TV room Is available for watching approved children's programs or videos; or listening to music. 5. An area designated for homework is available. 6. The after school program Is very relaxed and Informal. Children choose the activities they want to do. 7. Additional activities can be available such as: a. Intergenerationai visits to local nursing homes. b. Participation in gymnastics classes. c. Swimming lessons, d, Field trips. C. Staff for before and after school program - 1. Teacher/Director; Assistant Teacher; Aides as needed to maintain a ratio of 1:12. 2. Staff Is observed and evaluated by ChildTime Administrator. 3. Staff training is on-going. 4. A staff member is present in any room or outside playground where children are present. 5. TeacherlDirector Is in charge of. a. Keeping attendance records. b. Emergency records. c. Sign In and sign out sheets. d. All other records, Information and communications needed by ChildTime. 6 6. Teacher/Director Is responsible for: a. Program at specific location. b. Care of equipment. c. Care and ordering of supplies. d. Purchasing food. e. Directing other staff members f. Collecting and handling payments. D. Holidays and Snow Days - 1. Full day care is available on school holidays when the building is open. 2. Full day care Is available on snow days on a limited basis. ChildTime will contact parents to make arrangements for children when schools are closed for snow. 11. Schoolage Summer Program A. ChildTime will provide care for children in grades 1-6, as space Is available, from 6:30 a.m. to 5.30 p.m. 1. Breakfast is served to those who bring it. a. Breakfast food and lunch foods are provided by parents, b. Milk, juice and two snacks (morning and afternoon) are provided by ChildTime. 2. Activities include: a. Crafts b. Music c. Art d. Organized games e. Supervised free play f. Swimming g. Gymnastics h. Special reading activities 1. Regular library visits. j. Field trips to local places of interest. k. Picnics 1. Roller skating, bowling, etc. 3. Daily activities are planned by Teacher/Directorto include above activities. a. Trips are planned at Intervals, with days in between spent at the Program Site ("homebase"). (1) Children may engage in ongoing crafts, games or creative ventures on days spent at "homebase". B. Staff for Summer Program (See Section C above): 1. Adequate number of staff and volunteers accompany children on field trips. 7 EXHIBIT B LICENSE AGREEMENT THIS AGREEMENT made this 8th day of September 2009, by and between: SOUTH MIDDLETON SCHOOL DISTRICT, a public school district existing under the public school laws of the Commonwealth of Pennsylvania, having its office and mailing address for all notices and communications hereunder of 4 Forge Road, Boiling Springs, PA 17007, party of the first part, hereinafter called "District." AND CHILDTIME, Inc., A Pennsylvania business corporation, having its office and mailing address for all notices and communications hereunder of SO Alexander Spring Road, Carlisle, PA 17013, party of the second part, hereinafter called "ChildTime": WITNESSETH: WHEREAS, ChildTime is the operator of a school-age child care business and desires to provide its services within the geographical area of the South Middleton District; and WHEREAS, ChildTime has requested use of certain portions of District's W.G. Rice Elementary School premises during the 2009-2010 school term; and WHEREAS, in order to induce positive action on said request, ChildTime has provided certain representations and statements as contained in a written presentation, a copy of which is attached thereto marked "Exhibit A" and incorporated herein by reference thereto; and WHEREAS, District recognizes the community's need for the services to be provided by ChildTime and approves ChildTime's stated philosophy, policy and proposed program as set forth in Exhibit A, and believes such service to be compatible with the District's educational mission and in the public interest; and WHEREAS, the parties have negotiated certain terms which they desire by these presents to document and memorialize; NOW, THEREFORE, in consideration of these presents and the mutual terms, promises and conditions set forth herein and intending to be legally bound hereby, the parties mutually agree as follows: 1. The foregoing preamble and paragraphs are incorporated herein by reference thereto. 2. This Agreement is a license agreement in which the District is the licensor and ChildTime is the licensee. This Agreement is not a lease and does not create the relationship of lessor (landlord) and lessee (tenant) between the parties hereto. 3. In consideration of the fees to be paid in accordance with the provisions of Paragraph 7 hereinbelow for the term set forth in Paragraph 5 hereinbelow at the times as provided in Paragraph 6 hereinbelow. 4. The Premises hereby licensed for use consists of the following facility: Multi-purpose Room at Rice Elementary School Building. 5. The term of this license shall commence on August 25 2009, and end on June 3, 2010, said term consisting of nine (9) consecutive monthly segments commencing as of the 4`' day of each calendar month. 6. The license fee to be paid by ChildTime to District shall be the aggregate of (a) a base fee of Three Hundred Fifty ($350.00) Dollars per monthly segment of the term for the Premises and (b) an additional fee of Five ($5.00) per hour (or any part thereof) per room for the Premises for each house of use in excess of the Hours of Operation as stated in Paragraph 7 below. The base fee shall be paid to District on or before the first day of each monthly segment of said term in advance of the use of the Premises. If payment is not received by the date indicated, then ChildTime shall pay to District a late payment penalty of 1% per day that payment is not received as required. The additional fee shall be paid to District on or before the tenth calendar day after the expiration of the preceding monthly segment of said term. 7. ChildTime promises and agrees to provide a school-age child care program at the Premises on each weekday (Monday through Friday) during the term hereof except on the holidays of Thanksgiving, Christmas, New Years Day and Memorial Day in accordance with its representations and proposed program, in two daily sessions between the hours of 6:45 a.m. and 8:45 a.m., and 3:30 p.m, and 5:45 p.m. Additional hours may be arranged only with the prior written consent of and agreement with District. 8. ChildTime shall be responsible for all damages to the Premises caused during its use thereof, and shall return the Premises to District at the end of every daily session in a good state of repair reasonable wear an tear only being excepted. ChildTime shall not disturb any of the District's instructional materials nor consume any of its school supplies. 9. ChildTime shall obtain and maintain at its sole cost and expense and at all times during the license term public liability insurance covering all risks arising from its operations in the amount of not less than One Million ($1,000,000.00) Dollars as supplied by a reputable insurance company licensed to do business in the Commonwealth of Pennsylvania, in which insurance District shall be designated as an additional insured, and the insurer shall provide counterparts of all such policies to District. 10. ChildTime's written presentation ("Exhibit A") shall be the standard of its performance hereunder except as modified by this Agreement. The terms and provisions of this Agreement shall be deemed to control over any inconsistent terms in "Exhibit A." 11. ChildTime shall conduct its operations in accordance with all applicable laws of any governmental agency having jurisdiction and in accordance with the iules and policies of District's Board of School Directors as now existing or hereafter promulgated. 12. ChildTime represents that it is duly approved and licensed by Pennsylvania Department of Welfare to perform child care services hereunder. Continued approval and licensing by said Department shall be a condition of the license hereunder. 13. ChildTime shall indemnify District and defend and hold harmless of and from any and all claims, actions, complaints, suits judgments, decrees and any other liability (including District's expenses of investigation and defense, including reasonable attorneys' fees) arising from its exercise of the license hereby granted and performance hereunder. 14. District shall have the right to revoke the license hereby granted upon the occurrence of any of the following: a) ChildTime's failure to perform any of the terms thereof b) ChildTime's violation of any of the terms hereof. c) ChildTime ceasing to be approved and licensed to provide child care services, d) A determination that this agreement is unlawful. Except for ChildTime's failure to pay the license fee, failure to obtain or maintain liability insurance, failure to remain approved and licensed by the Pennsylvania Department of Public Welfare, or a determination that this Agreement is unlawful (in which events said license may be revoked without prior notice), District agrees to give ChildTime written notice of its intention to revoke said license not less than five (5) calendar days prior to the proposed date of revocation, said notice to state the reason therefore and the date of proposed revocation. Said notice shall be sufficient if mailed at Boiling Springs, PA to ChildTime by certified mail or by personal service upon any of ChildTime's Administrator or Directors on the Premises. ChildTime shall have the right to cure the problem giving rise to the proposed revocation within said 5-day period by providing District with such assurances as it may require that the problem has been solved and that it will not reoccur. Such right to cure shall not extend to or be available for any subsequent occurrence of the reason for the first notice. 15. It is understood and agreed that ChildTime's operations hereunder are independent of and not a part of District's mission or program, and that District shall not be responsible for any matter arising between ChildTime and its clientele. ChildTime is a sole proprietor vis-A-vis its clientele, vendors and all other third persons, and District is not an agent, employee or other representative of ChildTime. 16. There is no right of automatic renewal of this license. It shall expire and terminate as of June 3, 2010. 17. The license thereby granted and this agreement shall not be assigned or transferred by ChildTime without District' prior express written consent and approval of the proposed assignee or transferee. Any attempted assignment or transfer of said license in violation of the foregoing shall be void and without effect, and the license shall be deemed to be revoked. 18. This Agreement shall be construed and enforced under the laws of the Commonwealth of Pennsylvania. IN WITNESS WHEREOF, the parties have caused these presents to be executed by their authorized officers as of the day and year first written above. SOUTH MIDDLETON SCHOOL DISTRICT ATTEST: Secretary (Official Seal) BY ATTEST: Secretary BY President, Board of School Directors CHILDTIME, INC, President (Corporate Seal) Attachment A PROPOSAL 1. School age Program - Before and After School A. ChildTime will provide care before school from 6:30 a.m. to school opening for children in Grades 1 - 5. 1. Breakfast will be served to those who bring it. 2. Before school playtime is supervised, but not structured 3. Children are escorted to bus or transportation vehicle. 4. If facility other than school is used, children are transported to school. B. ChildTime will provide care after school from closing of school to 5:30 p.m. 1. Snack is provided when children arrive from school. 2. Structured activities such as crafts, organized sports or games are offered. 3. Supervised play is offered -- outside play; basketball in gym; other types of ball playing and active play in gym; quiet play in other areas; games and toys available. 4. If possible a TV room is available for watching approved children's programs or videos; or listening to music. 5. An area designated for homework is available. 6. The after school program is very relaxed and informal. Children choose the activities they want to do. 7. Additional activities can be available such as a) Intergenerational visits to local nursing homes. b) Participation in gymnastics classes. c) Swimming lessons. d) Field Trips. C. Staff for before and after school program -- 1. Teacher/Director; Assistant Teacher; Aides as needed to maintain a ratio of 1:12. 2. Staff is observed and evaluated by ChildTime Administrator. 3. Staff training is on-going. 4. A staff member is present in any room or outside playground where children are present. 5. Teacher/Director is in charge of: a) Keeping attendance records. b) Emergency records. c) Sign in and sign out sheets. d) All other records, information and communications needed by ChildTime. Teacher/Director is responsible for: a) Program at specific location. b) Care of equipment. C) Care and ordering of supplies d) Purchasing food. e) Directing other staff member. f) Collecting and handling payments. D. Holidays and Snow Days - l. Full day care is available on school holidays when the building is open. 2. Full day care is available on snow days on a limited basis. ChildTime will contact parents to make arrangements for children when schools are closed for snow. Il. School -Age Summer Program A. ChildTime will provide care for children in grades 1 - 6, as space is available, from 6:30 a.m. to 5:30 p.m. 1. Breakfast is served to those who bring it. a) Breakfast food and lunch foods are provided by parents. b) Milk, juice and two snacks (morning and afternoon) are provided by ChildTime. Activities include: a) Crafts b) Music c) Art d) Organized games e) Supervised free play f) Swimming g) Gymnastics h) Special reading activities i) Regular library visits j) Field trips to local places of interest A. k) Picnics 1) Roller skating, bowling, etc. 3. Daily activities are planned by Teacher/Director to include above activities. a) Trips are planned at intervals, with days in between spent at EXHIBIT C South Middleton School District 4 Forge Road Boiling Springs, PA 17007 (717) 258-6484 INVOICE PATE: 11/30/10 TO: ChildTime c/o Mrs. Louise Hoffheins 50 Alexander Spring Road Carlisle, PA 17013 AMOUNT July Rent: Monthly Rent 600.00 Late Fee $6.00 per day July 16, 2009-Nov. 30, 2010 3,018.00 August Rent: Monthly Rent 600.00 Late Fee $6.00 per day Aug. 16, 2009-Nov. 30, 2010 2,832.00 September Rent: Monthly Rent 350.00 Late Fee $3.50 per day Sept. 16, 2009- Nov. 30, 2010 1,543.50 October Rent: Monthly Rent 350.00 Late Fee $3.50 per day Oct. 16, 2009-Nov. 30 2010 1,436.50 November Rent: Monthly Rent 350.00 Late Fee $3.50 per day Nov. 16, 2009-Nov. 30, 2010 1,330.00 December Rent: Monthly Rent 350.00 Late Fee $3.50 per day Dec. 16, 2009-Nov. 30, 2010 1,225.00 January Rent: Monthly Rent 350,00 Late Fee $3.50 per day Jan. 16, 2010-Nov. 30, 2010 1,116.50 February Rent: Monthly Rent 350.00 Late Fee $3.50 per day Feb. 16, 2010-Nov. 30, 2010 1,008.00 March Rent: Monthly Rent 350.00 Late Fee $3.50 per day March 16, 2010-Nov. 30, 2010 910.00 April Rent: Monthly Rent 350.00 Late Fee $3.50 per day April 16, 2010-Nov. 30, 2010 801.60 May Rent: Monthly Rent 350.00 Late Fee $3.50 per day May 16, 2010-Nov. 30, 2010 696.50 ;20 289.80 Direct any questions regarding this invoice to Mrs. Tina Darchicourt 717-258-8484 ext. 2306 Invoice: 105 F: W OM OTLD11N VOICE-Chddlim e EXHIBIT D June 16, 2010 Direct Dial. (717) 849-4140 E-mall. PSpare@wtocka,,odleader.com Mrs. Louise Hoffheins Childtime, Inc. 50 Alexander Spring Road Carlisle, PA 17013 PRIVILEGED AND CONFIDENTIAL and FOR SETTLEMENT PURPOSES ONLY Re: License Fee South Middleton School District Dear Mrs. Hoflheins: Please note this firm's representation of South Middleton School District. Under the License Agreement from September 2009 between Childtime, Inc. and the South Middleton School District, Childtime was obligated to pay the license fee to the District on a monthly basis for use of the facilities. It is my understanding that Childtime failed to pay any portion of the license fee from July 2009 through May 2010. Please let me know if you have any different understanding of the facts. The District's records indicate that the total balance now is well in excess of Fifteen Thousand Dollars ($15,000.00), with late fees continuing to accumulate. I have been authorized to initiate a lawsuit to collect the amount due, if necessary. The purpose of this letter is to inform you of the District's willingness to accept a payment of Seven Thousand Five Hundred Dollars ($7,500.00) in full satisfaction of the amount due if the $7,500.00 is paid to the District on or before June 30, 2010. Such a payment would avoid the costs, expenses and time-consuming process of litigation. Please do not hesitate to contact me if you should have any questions regarding the District's posifaon or offer of settlement. It is my hope that we can conclude this matter without resorting to a lawsuit. IlY Mrs. Louise Hoffheins Childtime, Inc. June 21, 2010 Page Two Please be guided accordingly. PHS/wss cc: Richard Vensel, Business Manager Sincerely, STOCK AND LEADER Philip H. Spare CADocuments and SetthW\mb\Local Settings\Tamporary Internet Files\OLK8\Hoffhe6 Louise (Childtime) 1tr06-1640.doc SHERIFF'S OFFICE OF CUMBERLAND COUNTY h_, µz Ronny R Anderson ?r nm `- Sheriff r Jody S Smith cj Chief Deputy Richard W Stewart Solicitor r") South Middleton School District vs. Childtime, Inc. Case Number 2011-4839 SHERIFF'S RETURN OF SERVICE 06/10/2011 02:25 PM - Timothy Black, Deputy Sheriff, who being duly sworn according to law, states that on June 10, 2011 at 1425 hours, he served a true copy of the within Complaint and Notice, upon the within named defendant, to wit: Childtime, Inc., by making known unto Rebecca Hawbaker, Day Care Teacher for Childtime, Inc. at 50 Alexander Spring Road, Carlisle, Cumberland County, Pennsylvania 17013 its contents and at the same time handing to her personally the said true and correct copy of the same. SHERIFF COST: $34.00 June 14, 2011 •? 7e'- TIM CK, DEPUTY SO ANSWERS, RON R ANDERSON, SHERIFF c)Cnu: ?t^She t lei-soft. Irc. IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA SOUTH MIDDLETON SCHOOL DISTRICT, : No.: 2011-4839 Plaintiff v. CHILDTIME, INC., • • rn z. Fri Defendant cn r— <C-.1 >c-) STATEMENT OF INTENTION TO PROCEED --{ To the Court: cr-1 Plaintiff, South Middleton School District, intends to proceed with the above captioned matter. Print Name: Philip H. Spare, Esquire Sign Name: Date: Attorney for: South Middleton School District IMPORTANT NOTICE In the event that this is a second or subsequent filing of a Statement of Intention to Proceed, this matter will be referred to the President Judge for the purpose of conducting a status conference involving all counsel. The goal of the status conference will be to set the matter for trial or other final dispositions within a time certain. Prior to the status conference, Counsel will be expected to submit to the court, in writing, a proposed schedule for the completion of discovery, the filing of dispositive motions and a report as to whether alternative dispute resolution has been used or discussed. 0185502- IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA SOUTH MIDDLETON SCHOOL DISTRICT, No.: 11-4839 Plaintiff V. CHILDTIME, INC., Defendant PRAECIPE FOR JUDGMENT C CP HE, PR THONOLI.i, 2014 OCT -3 gj CUMBERLAND COLgt; PENNSYLVANIA Enter Judgment in favor of Plaintiff and against Defendant for failure to answer Plaintiffs Complaint. ( X ) Assess damages as follows: Debt $20,269.50 TOTAL $20,269.50 ( X ) I certify that the foregoing assessment of damages is for specified amounts alleged to be due in the complaint and is calculable as a sum certain from the complaint. ( X ) Pursuant to Pa.R.C.P. 237 (Notice of praecipe for final judgment or decree), I certify that a copy of this praecipe has been mailed to each other party who has appeared in the action or to his/her Attorney of Record. 0 Pursuant to Pa. R.C.P. 237.1, I certify that written notice of the intention to file this praecipe was mailed or delivered to the party against whom judgment is to be entered and to his/her Attorney of Record, if any, after the default occurred and at least ten days prior to the date of the filing of this praecipe and a copy of the notice is attached. STOCK AND LEADER Date: By: 0188397 - Philip . Spare, Esquire Attorney for Plaintiff I.D. #65200 Susquehanna Commerce Center East 221 West Philadelphia Street York, PA 17401-2994 Telephone: (717) 846-9800 Of a/at a I Vag aL41 t/03 -2s d Z-kv gco NOW, 0188397- 0, JUDGMENT IS ENTif D Prothonotary 1�Clerk, Civil Division By: Deputy IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA SOUTH MIDDLETON SCHOOL DISTRICT, : No.: 2011-4839 Plaintiff v. CHILDTIME, INC., Defendant NOTICE OF DEFAULT TO: CHILDTIME, INC. 50 ALEXANDER SPRING ROAD CARLISLE, PA 17013 DATE OF NOTICE: SEPTEMBER 19, 2014 IMPORTANT NOTICE YOU ARE IN DEFAULT BECAUSE YOU HAVE FAILED TO ENTER A WRITTEN APPEARANCE PERSONALLY OR BY ATTORNEY AND FILE IN WRITING WITH THE COURT YOUR DEFENSES OR OBJECTIONS TO THE CLAIMS SET FORTH AGAINST YOU. UNLESS YOU ACT WITHIN TEN (10) DAYS FROM THE DATE OF THIS NOTICE, A JUDGMENT MAY BE ENTERED AGAINST YOU WITHOUT A HEARING, AND YOU MAY LOSE YOUR PROPERTY OR OTHER IMPORTANT RIGHTS. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. 0185482- IF YOU CANNOT AFFORD TO HIRE A LAWYER, THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. CUMBERLAND COUNTY BAR ASSOCAITION 32 SOUTH BEDFORD STREET CARLISLE, PA 17013 1-800-990-9108 717-249-3166 Respectfully submitted, STOCK AND LEADER By: 0185482 - Philip H. Spare, Esquire I.D. #: 65200 Gareth D. Pahowka, Esquire I.D. #: 309184 Attorney for Plaintiff Susquehanna Commerce Center East Suite 600 221 West Philadelphia Street York, PA 17401-2994 (717) 846-9800 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA SOUTH MIDDLETON SCHOOL DISTRICT, : No.: 2011-4839 Plaintiff v. CHILDTIME, INC., Defendant CERTIFICATE OF SERVICE AND NOW, this day of g ,/ i_ , 2014, I, Mary K. Ridings, Paralegal for Philip H. Spare, Esquire, of the law firm of Stock and Leader, attorneys for Plaintiff hereby certify that I served the within NOTICE OF PRAECIPE TO ENTER JUDGMENT BY DEFAULT by depositing same in the United States mail, first-class, postage prepaid, in York, Pennsylvania addressed to: CHILDTIME, INC. 50 ALEXANDER SPRING ROAD CARLISLE, PA 17013 STOCK AND LEADER Bv• 0185482- M• di 4>s, Paralegal for Ph' ip H. pa -, Esquire I.D. : 65200 Attorney for Plaintiff Susquehanna Commerce Center East Suite 600 221 West Philadelphia Street York, PA 17401-2994 (717) 846-9800 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW SOUTH MIDDLETON SCHOOL DISTRICT, No.: 11-4839 Plaintiff V. CHILDTIME, INC., Defendant NOTICE OF FILING JUDGMENT ( X ) Notice is hereby given that a Judgment in the above -captioned matter has been entered against you in the amount of $20,269.50 on 10 ( X ) A copy of all documents filed with the Prothonotary in suppN oft ithi: . ment is enc Prothonotary' 1Ti4 By: If you have any questions regarding this Notice, please contact the filing party: Philip H. Spare, Esquire STOCK AND LEADER Susquehanna Commerce Center East Building, 6th Floor 221 West Philadelphia Street York, PA 17401-2994 (717) 846-9800 (This Notice is given in accordance with Pa.R.C.P. 236) NOTICE SENT TO: CHILDTIME, INC. 50 ALEXANDER SPRING RD. CARLISLE, PA 17013 0074347- L DavidD. uelf =Prothonotary, , y Office, of the Prothonotary Cumberfand'County*,lnennsyfvai is F'; t '� t i !t,' xirks. Sohonage, ES'Q Solicitor 4/837 CIVIL TERM ORDER OF TERMINATION OF COURT CASES AND NOW, THIS 28TH DAY OF OCTOBER, 2014, AFTER MAILING NOTICE OF INTENTION TO PROCEED AND .RECEIVING(NO,RESPONSE-.THE%ABOVE CASE -IS HEREBTERMINATED WITH. PREJUDICE_IN'ACCORDANCE'WITH . PA R.C.P:230.2. BY THE COURT, DAVID',D:tBUELL PROTHONOTARY One Courthouse Square 0 Suite100 ® Carlisle, TA 0 Thone.717 240-6195 ;® Ta.K 717 240-6573