HomeMy WebLinkAboutNS Contract - Summit Engineering Construction Materials Testing Sportsplex & Orange Sr CenterORANGE COUNTY
BOARD OF COMMISSIONERS
• ACTION AGENDA ITEM ABSTRACT
Meeting Date: October 9, 2007
Action Agenda
Item No. ~ - ~
SUBJECT: Contract Approval: Construction Materials Testing and Observation Services
for Central Orange Senior Center/Sportsplex Renovation Pro'ect
DEPARTMENT: Purchasing and Central PUBLIC HEARING: (Y/N) No
Services
ATTACHMENT(S):
Proposal
Contract
INFORMATION CONTACT:
Pam Jones (919) 245-2652
PURPOSE: To consider approving a contract with Summit Engineering, Hillsborough, North
Carolina to perform construction materials testing and construction observation in conjunction
• with the Central Orange Senior Center/Sportsplex Renovation project.
BACKGROUND: In order to ensure independent test results, project owners are generally
responsible for retaining a firm to provide materials testing and observations of certain activities
during construction. Representative examples of such work include: observation to ensure
proper compaction of soils during the construction of parking lot and validating the amount of
unsuitable soil found on a site or rock that must be moved in order for the project to proceed. A
broader explanation of the scope of services for this particular project is listed in the attached
proposal.
Summit Engineering is a local firm that has provided similar services to the County in the past.
Summit has proven its ability to provide quality service to the County on other projects at a
reasonable cost. Further, the Company's proximity to this project is a benefit to the County
since it would be able to respond quickly and at minimal travel expense to the site as the need
arises.
This contract exceeds the County's Manager's $5,000 authorization approval for professional
service contracts and is therefore submitted for Board approval.
FINANCIAL IMPACT: The estimated fee for this project is quoted as $8,000 and is included in
the project budget.
RECOMMENDATION(S): The Manager recommends that the Board approve a contract with
Summit Engineering, Hillsborough, NC to provide construction materials testing and observation
for the Central Orange Senior Center/Sportsplex Renovation; and authorize the Manager to sign
the contract.
a.
SUMMIT .
` Consulting Engineers, PLLC GEOTECHNI[AL • PLANNING • ENGINEERING • SURVEYING • CONSTRUCTION MANAGEMENT
•
r1u_ust 1. ?407
Ms. Pamela .tones. Director
Orange Counry~ Purchasing Department
PO Box RIRI
Hillsborou~_h NC 37278
Itcference: Proposal fur Construction ~4aterials Testis<_ and Observation Sea ices
Central Orange Senior Center
Hillsborough, North Carolina
Dear Ms. Junes:
In accordance with your request. Summit Consulting Engineers is pleased to submit this proposal
to provide construction materials testins and obsen~ation services during construction of the
Central Orange Senior Center in Hillsborough. North Carolina.
INTRODUCTION
Summit Consulting Engineers, PLLC is a consulting engineering firm.. which specializes in •
geotechnical engineering and construction materials testing and inspection services. Summit
provides e?ccellence in professional services to a wide ran:e of private clients and public
agencies. We have credible experience in the geotechnical and materials testing industry with an
excellent reputation with various state a;~encies and municipalities.
Summit has a qualified team of professional engineers and technicians available to exceed your
expectations for perforniance. We have extensive experience on similar projects.. and we
understand your goals and objectives to ensure the standard of care for this project.
Summit operates under the guidance of our Qualit}° System Manua.!. ~ehich addresses all
requirements of ASTM E 329 "Standard Practice for Use in Evaluation of Testing and Inspection
Agencies as Used in Construction." and AASHTO R1.8 "Establishing and Implementin; a
Quality System for Construction Materials Testing Laboratories." Our objective is to provide the
quality of service. which results from implementing the quality system described by the manual
and required by the referenced standards.
In an effi~rt to maintain the highest quality control standards .+-ithin our company, our laboratory.
equipment. and personnel are inspected both by our inten~al Quality Control Group and external
agencies such as NCDO'1'. VJe are currently in the process of havin_~ our soils and concrete
laboratory inspected and certified b}' NCDO"l.
We maintain a staff of certified engineering technicians that ~~~e believe are uniquely qualified to
perform the soil and materials testing services for this project. Currently, we have over 3U
Pace I oi'4 -
000 Corporate Drive Suite 101 Hillsborough, NC 27278 314k North Madison Boulevard Roxboro, NC 27573
elephone (919 732-3883 Fax (919) 732-6676 wwwsummit-engineercom Telephone (336) 599-3900 ~ Fax {3361599-722b
construction engineering and inspection personnel working on projects across the state. Our
• technicians are certified in areas of concrete testing. asphalt pavement placement, soil densit}~,
.4 BC sampling, borrow pit sampling. OSHA safei}•. radiolo_ical safety and ~~au~,e use, and
erosion control implementations.
PROPOSED PROJECT PERSONNEL
Summit will assign Mr. Don Dewey, a Professional Engineer with over 18 years of relevant
experience to serve as the project manager for this project. He will coordinate all testing
activities including providing specific instructions to Summit personnel, revie~~~ing all field
reports for accuracy and completeness, resolvin_ any questions or problems as they develop. and
preparing summary• reports of obsen-anon and testing activities at regular intervals.
Summit will assign an engineering technician ~~ho has extensive experience ~~ith this t.pc of
building construction. The technician assigned to the project becomes a key project team player
and should be able to make expedient and appropriate recommendations that could otherwise
holdup construction activities.
Summit Consulting Engineers swill provide the specified construction materials testing from our
Hillsborough office located only a few hundred feet from the project site.
SCOPE OF SERVICES
• Based upon our experience on similar projects, the services Summit expects to provide would
inchrde, but not be limited to the following work elements: sitework, foundations, cast-in-place
concrete, structural steel and paving. Our primary objective is to verify that the work is
performed and installed in accordance with the project documents.
The services Summit expects to provide would include but not necessarily be limited to the
following:
1. Observing proofrolling activities of subgrade soils prior to fill placement.
2. Determining extent of unsuitable soils and documenting quantities with field personnel.
3. Performing soil compaction testing during sitework operations.
4. Verification of foundation excavations for bearing capacity.
~. Verification of the size and general arrangement of reinforcing steel per project plans and
specifications. y
6. Performing standard concrete tests including slump. air, temperature and fabricating
compressive strength cylinders per the specification.
• Page 2 of a
7. Performing compaction testin_ of aggregate stone base and subsequent observation and
testing of thickness. temperature and densih' (by cores and nuclear gauge. methods) •
during asphalt pavin~* activities.
COST OF SERVICES
The observation and testing sen'ices required for this prpject will be provided on an as-requested
basis. as scheduled by the County or your designated representative. Please note, the cost of our
services is directly related to the project schedule and the number of visits made to the project for
testing and observation services. We have no control over the project schedule and are on site
only when reyuested. The project +vill be imroiced on a time and materials basis for actual work
perforated in accordance +vitlt the attached unit rate schedule.
Our office in Hillsborough is located just a few hundred feet from the project site. phis local
presence allows us timely response with on-site consultation and can result in substantial savings
both in travel time and mileage charges. Our close proximity also gives us the ability to quickly
react to last minute scheduling thai occurs from time to time on construction projects.
Based on our experience with projects of similar scope, Summit estimates the cost for
construction materials testing and observation services to be $ 8,000.00.
SUMMARY COMMENTS
The philosophy of Summit Consulting Engineers is to maintain a high standard of quality in the •
performance of our engineering, testing, and inspection functions. We consider our company to
be a service organization and our success depends on timely and appropriate response to the
concerns of our clients. This is accomplished by experienced personnel thorough .training,
properly maintained and calibrated equipment and diverse facilities. We believe the difference in
our services can be found in the quality and commitment of the supervisory support staff and field
personnel. Many of Summit's clients are repeat customers due to this difference. The personnel
we have proposed for this project will be valuable members of the construction team by their
proven performance not only with the quality in which they perform their specified duties but
also with dispute resolution and problem solving.
Summit recognizes that this, like all projects, is an important one, and +ve feel that the quality of
the observation and testing services provided will have a great impact on the success of the
project. Summit ltas extensive experience with this type of project and is capable of providing
high quality observation and testing services. We hope this proposal has given an indication of
our qualifications, experience, and abilities.
Summit welcomes the chance to ++ork on a project tivhere qualih~ of sen~ice is a major
consideration. You are invited to visit our office and laboratory facilities at your convenience so
Page ; of 4 •
s
• that vve can demonstrate the quality of our operation. Please call to schedule a tour or if you
require any additional infom~ation to assist in your decision regarding our proposal.
Summit Consulting Engineers appreciates the opportunin• to offer its sen ices to you and looks
forward to ~~~orking with you.
Respectfully Submitted.
SUMMIT CONSLILTING ENGINEERS. PLLC
Don Dewey. P.E. t
Construction Services Manager
Enclosures: Schedule of Standard Rates
C.
• Pagr A ol'4
.SUMMIT
'~ Consulting Engineers •
SCHEDULE OF STANDARD RATES
CONSTRUCTION QUALITY CONTROL
FIELD AND LABORATORY TESTING SERVIGES
Charges will be made at the following rate for engineers, technical and support
personnel, equipment for setting up and closing our projects, obtaining and analyzing
field and laboratory data, report preparation, and consultation.
Description Unit Rate
A. Engineering
1. Principal Engineer $100.00 / hr.
2. Professional Engineer $ 90.00 / hr.
3. Graduate Engineer, E.I. $ 65.00 / hr.
4. Engineering Technician (Soil, Foundations, Concrete, Asphalt) $ 40.00 / hr.
5. Structural Steel Inspector (Weld Inspection and Bolt Torque) $ 75.00 / hr. •
6. Cadd Technician $ 45.00 / hr.
7. Administrative/Clerical $ 35.00 / hr.
B. Laboratory
Soil:
8. Natural Moisture Content Determination (ASTM D 2216) $ 4.00 ea.
9. Engineering Classification (ASTM D 2488) $ 2.00 ea.
10. Wash #200 Sieve Analysis (ASTM D 1140) $ 45.00 ea.
11. Grain Size Analysis with Wash #200 Sieve $ 55.00 ea.
12. Atterberg Limits Test: Liquid Limit, Plastic Limit,
Plasticity Index (ASTM D 4318) $ 55.00 ea.
13. Moisture Density Relationship of Soils
a. Standard Proctor (ASTM D698) $120.00 ea.
b. Modified Proctor (ASTM D1557) $140.00 ea.
Schedule of Standard Rates
Feld and Laboratory Testing Services •
Pagelof2
Concrete:
14. Standard Compressive Strength (ASTM C 39) $ 15.00 ea.
15. Compressive Strength Cube $ 17.00 ea.
16. Compressive Strength Grout Prism $ 50.00 ea.
17. Compressive Strength Core Specimen $ 50.00 ea.
18. Concrete Beam, Modules of Rupture $ 40.00 ea.
Asphalt:
19. Density Cores (ASTM to 2726) $ 35.00 ea
C. Miscellaneous
20. Overtime
Saturdays and excess of 8 hrs. /day Time 8~'/z
Sundays and Holidays Double Time
21. Mileage $0.47/mi.
22. Direct Expenses Cost + 15%
23. Coring Equipment -Coring Gun, Generator $250.00/day
Pricing for Additional Tests can be quoted upon request
NOTES:
1. Unit prices are in effect for 12 months from date of proposal.
2. All rates are billed on a portal to portal basis.
3. Scheduling of field testing and observation services is required no less than the
working day prior to the date the services are to be performed.
4. Services cancelled without advance notice will be assessed a minimum 2 hour
charge.
5. A minimum charge of 2 hours applies to field testing and observation services.
6. For construction materials testing and observation services, an engineering review
charge to schedule and supervise personnel and evaluate and review reports will be
billed at a minimum of 0.5 hour per report issued. Concrete compression testing will
be charged 0.2 hour of review time for a set of cylinders.
• Schedule of Standard Rates
Field and Laboratory Testing Services
Page 2 of 2
.dam
SUMMIT
Consulting Engineers
Client Name Oran~~e County
Purchasing Department
Address PO Box 81$1 Project Location
liillsborou~~h NC 27278
Contact Pam Jones
Phone 24~ - 260
Description of Work
Fax
Central Orange Selllar Center
Meadowland Drive
Hillsborough NC'
Provide Construction Materials Testing and Observation Services for the above referenced project as described in
our Letter Proposal dated August 1, 2007, addressed to Orange County.
•
Fee Schedule
^ Fixed Fee-Amount
^ We will perform the services noted in accordance with the Schedule of Standard Rates attached.
® Direct Expenses and/or outside services, i.e. copies, postage, courier sen~ice_ etc. will be billed at 1.1 times our direct cost.
® Estimated Fee S 5,000.00 to be invoiced in accordance with the Schedule of
Standards Rates attached to the proposal dated August 1, 2007.
Conditions of Payment
^ Retainer-Amount Zvaived
^ Payment in fait before drawing is released.
^'To be billed upon completion with payment due upon receipt.
® To be billed rnanthly with payment due upon receipt.
This proposal is valid for 30 days from the date it is signed h.' Summit.
Standard Contract For Professional Servic~
Project Dumber
La Geotechnical/Contracts/grange County -Construction Materials Testing. Central Orange Senior Crnter.tloc (1 nf~
1
TERMS AND CONDITIONS
ARTICLE 1: ~ 1,1E\T'F RF~rO\SINILITIES
Client's Representative: 'fhe C'lirnt shall appoint a rcprcscnlati+e
rthorized to act on the ClirnYs hrhall with respect to the Project. lltr C'licnt ur
it. rcprrsrntati+e .hall make decisions in a time)} manner reearding all aspects of
the Pmjrct. shall examine documents suhmined M Summit ('onsultim! 1=neinrrrs
ihrreinafter rcfcrr~d «+ as Summrtl and render decision> in a timelc manner to
avoid unrcasonahle dcta+ m the urdrrh and sequential prosrcss of Summits
services and the Protect schedule accepted h} C'lirnt.
B- ClicnYs Pn~ram and Budget Requirements: Client shall provide Summit
tirll inlitrntation in a umeh manner rreardim_ all its requirrmrnu for the Pmjrct
mduding its objectives. schedule. critrna.~ constraints and bud~~rt includine
reasonahlr conunsencirs.
Cl Right of Fntry: C")tent shall provide right of entry for Summit. to staff:
.uheonsultants. and all necessan equipment to complete the N`ork. Summit will
take rcasonablc precautions to minimize damage to pmpem. Client undrntands
that in the normal rnursc of wort: some damage ma} occur, the a~rrcction of
++•hich is not pan of this Aerecmenl.
D) Required Information: Client will famish Summit all information.
requirements. data, capons. survey:c and instmctions required to complete the
Scope of Senices. including idtntihing.the type and kx:ation of underground
impmvements and utilities. and all rxislin, conditions.. tiummit shall have the
nsht to rch upon the utmplcteness and accurtc+ of such infonnatiun Clirnt
acknowledges that certain assumptions will tx made regarding existing conditions
that cannot hr verified +vitFwut destruction or damage u+ existing facilities. Tn the
fullest extent permitted by law. Client agars to waive all claims against. and to
hold harmless and indrmniti: Summit and its subconsultants, for damages to
undergramd improvements and utilities and for any costs assa:iated +vith
undisclosed existing conditions.
E) Invoices: Summit will render invoices every thim~ daps. Payment is due
upon presentation of im•oice and is past due thirt}• 130- days from invoice date.
Client agrees to pay a service chazse of one and one half percent 1152°.•'o) per
month. or the maximum rate allowed by law, on past due accounts. Payment of
invoices shall not be subject m any discounts, set-o1Ts. or backchazges by Client.
unless agreed to in writing by Summit. Client shall pay all costs. expenses. and
distributions, including collection agency fees and expenses. court costs and
asonable attomec~s' fees incurred by Summit, in the rveni collection or legal
rocesscs arc cmploprd to collect ouLStanding bills.
F1 Sales Tax: Client will pay any applicable sales tax whenever deemed to tx
due. Payment [amts art exclusiyc of sales tax.
.ARTICLE Il: StiMSttT'S RFSPO~StBtLtTIES
:~) Standard of Care: Summit shall perform the services called for by this
:~grcement with the level of care and skill ordinarily exercised by members of the
same professions currenth• practicing under similar conditions. No other
warranty. expressed or implied. is made. Client acknowledges that increased
costs and changes may be required due to omission. ambiguities and
inconsistencies in the drawings and specifications. Client agrees to set aside a
contingency of at Irast 3°,0 of the Project constmction cost to pay fix these costs
and changes. Client futlher agrees it will make no claims against Summit for any.
such costs and changes covered by such contingency fund.
B) Compliance with Laws, Codes and Standards: Consistent with the
professional standard of care. Summit ++ill amply +aith laws. codes. and
standards applicable to the Project design as of the effective date of this
Agreement or the issuance of the construction plans and specifications. whichever
is later.
C) Cerfificadons: Summit shall sign, if requested by Client, a statement that to
the best of its knowledge, infomtation and belief, based in whole or in pan on
information provided hr others. the aecurac}• of which has not been verified. that
the Project has been completed in general conformance with the plate and
specifications. Summit shall not be required to sign any documents. no matter by
whom requestrd_ in which Summit is required to certify, guarantee or warrant the
existence of conditions the existence of which Summit has not or cannot ascertain.
D) Construction Phase Services: If conswaion phase services are rryuirrd in
the Scope of Srrviccs, the following terms shall apply:
11 Site Obsen•ation: tf site obxrvation visilc arc to be pn+vidrd b} Summit.
Summit shall +•isit the silt at intervals appropriate to the static of the construction.
or ac otherwise exprcssh~ agreed to in the Scope of Services, in order to ohseme
the progress and quality of the wort: completed by the contractor. Such
obsen•ation is not mrarn to br an exhaustive check or a detailed inspection of the
contractor's work but rather to allow Summit to become generally familiar with
the progress of the H'ork and to dctcrminc in general if the +cork is lxine
pcrlbrmed in a manner indiratins that. whin Culh completed. the work will he in
accordance with the Contract LA+cuments. Summit shall not be required to make
cominuous or exhaustive inspections ut check the quantitc and qualin• of the work
nor shall Summit lx responsible fix the.Cuntractor"s f.•tilurr to perform the H'urk in
accordance with the Contract IAkumrnts.
Z) Rejection of N'ork: Summit shall have the authority to reject anp work of the
runtraCtuh that ii not. m Summit'; pmfrssiunal Iudgmcru. in accordance ++ith the
Construtt«+n fh+cuments. Neither thin authorit} nor the atxxl faith iudsmrnt u+ reject
or not reject any such work shall subject Summit t++ am liabilirv or pause of action on
hrhah++I the contracurrs. subcontnctnrs or am other cupplirrs or p~rsuns prrformiog
poniuns of the work tiff the Pnijcct.
3) 1~'nrk tiitr tiafrh': Clicot agrcts that Summit ;hall not supra isr or direct. ur ha+r
am rcspomihilin li+r. control o+•rr nr charsr nl: the Crnurachu work ur the
constnrcion means. nteth++ds. trchniqurs. sequences or procedures. or Inc the work
site satct} precautions ur programs in connection with the 1A'ork. "These riehu :utd
rrspomibilrties are sole)} those of the part} or patties performing the actual
construction of the Project. Neither the professional acticitits of Summit. nor the
presence of Summit pcru+nncl and subconsultants at the anusruction site. shall relieve
the Contracti+n and any other entity of their obligations. duties and respcrosibilitirs
including. bm not limited to. construction means. methods. seyucnct. techniques or
pnxcdurrs neressan for performing. superimcnding or aardinatins all portions of
the lAOrk safely and rn accordance ++ith any health ur safety requirements of am'
resulau+r+ assn.}. The Client a_recs that the C.'lient. Summit and its suhconsultams
shall br indemnified by the Contractors and :hall hr ntadr addiu+nt:d m<urcds under
[he Contractors' general, umbrella and excess liability insurance policies.
J) Subminals and Shop Drawings: If the Scope of Sen•icrs includes the review of
Contractor submittals and shop drawings. then Summit will review such submittals
and shop drawings for the limited purpose of checking lix conformance +vith the
design concept cxpresxd and the infnnnation provided in the Construction
Documents. 'this review shall not include revic+v of tht accuracy or completeness of
details. such as quantities. dimensions. +veiglus or_auges. fabrication processes,
construction means or methods. coordination of the work with other trades or
construction safet}• precautions. all of which aze the responsibility of tht Contractors.
The rcvic++ shall he conducted with reasonable promptness while allmving sufficient
time in Summit's judgment to permit adequate revic+v. Review of a specific item
shall nut indicate that Summit has reviewed the entire assembly of which the item is a
component. Summit shall not be responsible for any deviations liom the Contract
Documents nut broaght to its attention in writing by the Contractor. Summi[ shall not
be require) to review partial submissions or those for +chich submissions of correlated
items have not hero received.
5) Requests for Clarification or Interpretation: Summit shall provide. with
reasonable promptness. written responses to requesu from Contractors fin
clarification and interpretation of the requirements of the Contract Documents. if
such requests for information. clarification or interpretation arc. in Summit's
professional opinion. fix information readily apparent from reasonable observation of
lield conditions or a rcvicw• of the Contract Documents. or rcacnnably inferable
therefrom. Summit shall be entitled to additional compensation at iLS regular billing
rates for iU time spent responding to such requests.
6) Record Documents: If required by the Scope of Services. upon rnmpletion of the
N'ork, Suntmil shall compile for and deliver to the Client a reproducible set of Record
Documents conforming to the marked-up prints. drawings and other data famished to
Summit by the Contractor. '17tis set of Record Documents will show significant
changes made Burins construction. Because these Record Drxuntrnts are based im
umerilird infomation provided by other panics that Summit rill assume to br
reliable. Summit cannot and does ncu warrant their accuracy.
E) Insurance: Summit shall maintain worker's compensation insurance required by
law. Stnnmit represents and warrants that it maintains general liability and property
damage insurance. Certificates for such policies shall be provided to Client upon
++ritten request. Client shall maintain at its own cost and expense. its own general
liability and property damage insurance. Client and Commit +vaivr all rights against
each other and Summit's suhconsultantc, agents and employers for damages caused
by any peril «t the eaten) covered 6y the propem• insurance maintained by Client.
except to the extent such proceeds arc held he Client as trustee. 'this waiver of
subrogation shall he effective as to a person or entity even though that person or entity
would other+ise have a duty of indemnification, contractual or otherwise. did nut pay
the insurance premium directly or indirectly. and whether ur not the person or entity
had an insurable interest in the pmperh dama_srd.
.article 111: General Legal Provisions
A)' Ownership of Documents: Urawinsc. specifications. anJ all other documents
prepared by Summit or its suhu+nsuhants. includin_ those in electronic Icxm
(collrctivel}' "Design Documents') are instnrmcnts of sea ice Summit shall retain all
common law: statuton and other reserved rights. includin_ a+pyri!±ht th+~rcto. The
Drsi~n Dircumrnts. including those in electronic fi+nn are furnished Cor use sulrh
with respect to this Agreement. Client is permitted to rrtam copies of the Design
L:/Geotechnical/Contracts/Orange County -Construction Materials Testing, Central Orange Srniui• Centrr.dcu (2 of 3)
. , l~ • .
Documents. including the»r in electronic farm. for information and rrlerence in
connection with the Pruiect. Client shall not use the Design Documents. indudim,
those in electronic fixm famished by Summit or itc subronsul[anu un other
projects. fix additions to this Project. or for the completion of this Project by
otbem_ without the express ++ritten consent al'Summit. .Am reuse without written
ce+nsent shall he at Cheers risk and titll Icgal responsihility. Client a_rzes to hold
hamtic~ss and mdemmti Summit and it> suhcnnultants from any and all claims.
suns. demands. damage<. hahilitics. and .<>`t.. mcludin__ rea,unahle anamc} feel
arisin_ liom uch muse.
i31 Rrtentivn of Doxuments: Summit ++ill retain. pursuant w iLi usual document
rlenuon policy. records rcl:wing to the U ark lix a pencxi ol• three t 1 +ears
1'ollowm~ contpldion of the t6urk I)urin_ this period. recxds will Ex made
:rvailablr u, the Client at summits nlliccs~during nomtal business hours upon
,even 1-r da+'s nutic:r.
C) Asbntos and Hazardous ytatrrials; I ~nlrss othrnvix spccificalh pro+idrd
in the Scapr of Sen ices. Summit and its sul+consultants shall ha+e nu
responsihilny for the Jiscovrn. presence. handling. removal. cx dispnsat <,f
ashes«K or ha~ardcws <x toxic materials.
D) Terminative and Cuspension: This Agreement ma\ he Iertttinated M Tither
party upon sr+•en t7- days written notice in the event of substantial lailure by the
tuber pang to perfnmt in accordance with the terms hereof. Such termination
shall not he cl7cctice if the suhswmial (allure is remedied befixr rxpiratii,n of the
:even i71 days Client's I:tilurc to pay m+aiccs whhin [him 13t?! days shall he
deemed a substanual 1'ailurr u, prrti~mt In such even[. Summit may tetntinate
this Agreement or immediately suspend the performance of services until such
failure has bete Lured. The Cliem may terminate this .4sreemem for ds
com~rnienc~ u(xm founccn t t a I days written notice. In the event of a tcmtination
for com~enience. Client will pay Summit li?r services performed to the termination
effective date plus rcasc+nable ternination expenses within ten (10) calendaz days
of receipt of a final im•oice.
In the event flit project or any phase of it is delayed for reasons beyond Summits
control. unbilled work will he invoiced at the standard hourly rates fix the actual
number of hours expended. Completed phases wilt he billed at fees quoted
herein.
E) Disputes: In an zRort to resolve any conFlicts that arise during the design or
construction of the Project or after atmpletion of the Project all claims. disputes.
or other manors in question beM•ecn the parties to this Agreement that azisc out of
or relate to this Agreement or the breach thereof shall be submitted to nonbinding
mediation before a neutral third-pam• mediator acceptable to both parties. Such
mediation shall be a condition precedent to the commencement of any Icgal action
arising out of this Agreement except those legal proceedings related to Client's
failure to pay.
Thr mediation shall be conducted in accordance with the Construetiem
Industn Mediation Rules of the .American Afiitration Association cutTCtttly in
c(Teci unless the parties agree otherwise. The• cost of the mediator shall be home
equally by the parties. A demand for mediation shall he made within a reasonable
time after the claim. dispute or other matter has arisen. In no event shall such
demand hr made after the date applicable statutes of limitation or repose would
bar a legal or zquiWhle active based nn such claim, dispute or other matter.
In the event of litigation relating to [he sufficiency or adequacp of
performance of services called for by this Agreement. should Summit obtain a
judgment dismissing Clients action or claim or other resolution wherein Swnmit
is not required tv ntakr enmpensatinn to Client in excess of its final ollCr made to
Client in the mediation, Swtnnit shall be entitled to recover al) cosu incurreJ in
the dei'ense of the claim including staff time. court costs expert witness fees, and
reasonable attorneys' fees. and other claim related expenses.
F) Choice of L,aw/~'rnue: this Attreemcnt shall be go+•emcd by the la++s of the state
in which the Summit ofrce identified belo+v is located. aithvut regard to its law of
conflict of laws. Am legal action or proceeding shall be vrnucd in the State or I'~ederal
Coup nearest the municipality in which Summit's ollice is located.
G1 Statute of Limitations/Repose: Causes of actii,n pertaining k7 this A~rte
shall br deemed to hace accrued anJ the applicable datutts of limitation and r~
.hall commence u, run at the r:xlicr of either the date of Substantial Complrtiun o
Protect or the date Summit'.:rnic~: are ~uhstanti:tll+ tr,mplrtr.
It) Assi^ns: Neither the Client nor ~ummu may delegate. as5im+. or transfer his
dwirs or interest m this \~_rxmrnt without consent c,f the other parts. e+crpt titunmit
may in its discretion utitiie yualdicd suhconsuhants in the prrti7rmancr of the ticnpc
of Sen tam.
It Force ~lajeure: \rnhcr pam to Chu :\!~reemcn[ shall f+c liable to the other hx
dda+s in perfcxmins flu uhlisations called lix M This :\_rccment ur Ihr diner and
indirect costs rcsultins from such delays. that arc caused by labor strik~ti. riots. war.
acts of government authorities. extraordinan weather ~undiuuns ur ether natural
catastrophe. or anc other cause beyond the reasonable control ur contemplation of
either party.
J) \n Third-Party Benrfieiaries: Nothing in this Agreement shall create a
antracwal rela[icinship with or give an.• right ur benefit to any third pam.
1~) Severability, Reformation and Sunical: If am' provision in this Agreement is
held invalid. illegal. or uncnfixceahle. Ihr enlurccabiliq o(the rcmainin~ procisions
;hall nut hr impaired thrrcM. The invalid. illr~al or unenlnrccahlr pri,+ision shall hr
replaced by a mutually a.~rptahlr provision. whr~h. hems +al+d. Icgal and
enforceable, comes closest to the parties' intention underlying the in+•ahd. illegal or
unenforceable provision. Limitations of liability, indemnities. and other express
representations shall survive tcrtnination of [his Agreement for any cause.
L) Risk Allocation/[.imitation of L,iabilih•_ Client and Summit have discussed the
risks. rewards_ and the benefit of the project and Summit"s total fee fix services. The
risks have been atlucatrd such that Utc Client agrees that to the fullest extent permitted
he la+v. Summits «xal liabilih• to Client and construction amtracton and
subcontractors for any and all injuries. claims, losses. ecpenses, damages or claims
expenses arising out of this Agreement )'Tom am cause or causes, is limited te? and
shall oat exceed Summits fee or Y250,1)00 +rhichever is smaller. Such causes include
but. are nut limited to desigl professionals negligence. negligent misrrpre cntation.
errors. emissions. strict liability and breach of contract. Higher limits of liability are
available 1'or a negotiated fez.
tf) Indemnifieafion: To the fullest extent permitted by law. Client agrees to
indtmnify and hold harmless Summit, its officers. directors. employees. agent
subconsultants from all claims. damages, injuries. liabilities, cetsts and ex
mcludin, reasonable a[tomeys fees arising from ur claimed to arise from the
omissions_ negligence. fault. breach of contract, breach of w•arramy. or strict liability
ol'Client or its employees. agents. contractors and subcontractors.
11 Consequential Damages: Noh+ithstanding any other provision of this Agreement
and to the fullest extent permitted by lea. neither Client nor Summit shall be liable for
any cnnsequcntial damages incurred due to the fault of dte other party regardless of
the nature of the fault or whether it was commilled by Client, Summit their
employees. agents. suhconsullants or subcontractors. Consequential damages include.
but are nut limited to, loss of use and loss of profit.
O) Complete Agreemene this Agreement constitutes the entire agreement. hehveen
the panics hereto and supersedes all previous understandings and agreements with
n~speet to the Project or am• of the provisions hereof. No statement.. promise.
condition. understanding. induccmrnt_ or representation. Ural ur written. expressed or
implied. which is not contained h~Kein shall be binding ur valid and dos Agrerntent
shall not be changed, modified or altered in any manner except by an instruntcnt in
writing executed by the partits hereto.
By signing this Agreement, you are consenting to the Terms and Conditions set forth 6ertin. Please h:[ain a copy for yourself and ritum a sinned original to Summit.
Client Orange County Summit Consulting Engineers, PLLC
Address iU0(1 Corporate Drive, Suite 101
City State Hills~ZOrou~h NC_N~78
ISignaturc) (S r_tta[urel
Don Dewey, PE •-
iPrint 'siamr) (Print)
Date Date .~uaust 2. ?007
L:/Grntechnical/Contracts/0rangr County -Construction Materials Testing. Central Orange Senior Center.duc (3 of 3~