HomeMy WebLinkAbout2011-040 Solid Waste - Draper Aden Associates, Inc. - Addendum to Agreement for Engineering Services~ ~U
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STATE OF NORTH CAROLINA
ORANGE COUNTY
ADDENDUM TO AGREEMENT FOR
ENGINEERING SERVICES
Addendum to that certain Agreement effective December 3, 2007 by and between the
County of Orange, on behalf of its Solid Waste Department (herein referred to as "County") and.
Draper Aden Associates, Inc., a Virginia Corporation licensed to do business in North Carolina
(herein referred to as "Engineer").
In consideration of the mutual promises and conditions set forth herein, the County and
Contractor agree to amend the Agreement as follows:
WHEREAS, the County wishes to contract with the Engineer for professional engineering
services including groundwater monitoring and analysis on County owned property and other
engineering and hydrogeological services as directed by the County: and
WHEREAS, the Engineer wishes to provide these services;
NOW THEREFORE, In consideration of the mutual promises and conditions set forth herein, the
County and Engineer agree to amend the Agreement as follows:
Effective Date:
Section 1 of the Agreement is amended as follows:
This contract shall be in effect from January 20, 2011 to December 31, 2014.
Duties of Engineer:
Section 2 of the Agreement is amended as follows:
a) The Engineer agrees to provide the following services (hereafter "work, services or
Tasks"):
i) A semiannual report snmm~ri~ing the results of the groundwater analysis;
ii) Assessment of corrective measures for landfill gas and groundwater;
iii) And other engineering and hydrogeological services that the County may
require;
b) The Engineer shall submit a written scope of work for Tasks described in Section 2(a);
c) The Engineer shall submit estimated budgets for all requested Tasks for approval by the
County prior to commencing work under this agreement.
d) If the services require specific licenses, certifications or related credentials, Engineer
represents that it and/or its employees, agents, subcontractors and subconsultants
performing the Tasks possess such licenses, certifications or related credentials and that
such licenses, certifications or related credentials are current, active and not in a state of
suspension or revocation.
e) Engineer shall complete all Tasks within the time limitations set forth in the written scope
of work.
f) Engineer shall exercise reasonable care and diligence in performing services under this
Agreement and in accordance with the highest generally accepted standazds in the United
States for the type of services provided by Engineer.
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g) Engineer, its agents, employees, subcontractors and subconsultants shall comply with all
federal, state and local laws, regulations and policies that relate to the performance of
Tasks pursuant to this Agreement.
h) Engineer shall be responsible for alI errors or omissions, in the performance of the
Agreement. Engineer shall correct any and all errors, omissions, discrepancies,
ambiguities, mistakes or conflicts, within 10 days of written notice by the County and at
no additional cost to the County.
Duties of County:
Section 3 of the Agreement is amended as follows:
The County shall provide direction to the Engineer as to the specific services required to
be performed by the Engineer and the required schedule of delivery for all Tasks listed
above.
Subcontractors:
Section 4 of the Agreement is amended as follows:
The Engineer shall obtain County approval before using any subcontractors or sub-
consultants. No permission for subcontracting or subconsulting shall create between the
County and the subcontractor or subconsultant, any contract or any other relationship.
Billing and Payment:
Section 5 of the Agreement is amended as follows:
The Engineer shall submit regular invoices, using Standard Billing Rates (Attachment A),
for work performed and shall be paid for completion of the work performed during that
period under the terms of this Agreement. Authorization to proceed with work under this
Agreement is contingent upon availability of funding as appropriated annually through
the approval of the overall Department of Solid Waste Management's Budget. Payment
shall be made by the County within thirty (30) days of receipt of an accurate invoice. If
there are questions regarding the invoice for services, payment shall be guaranteed within
thirty (30) days of satisfactory resolution of the issues relating to the invoice.
Amendment:
Section 7 of the Agreement is amended as follows:
This Agreement may be amended, expanded, or cancelled by mutual agreement of the
County and the Engineer or by written request by County with at least 30 days notice. The
County and Engineer may exercise an option to renew the Agreement for an additional
two (2) years through December 31, 2016.
The Agreement is further amended to add the following clauses:
Section 10 -Indemnity:
The Engineer agrees, to the fullest extent permitted by law, to indemnify and hold
harmless the County against all damages, liabilities or costs, including reasonable attorneys' fees,
to the extent they were caused by the Engineer's negligent performance of professional services
under this Agreement and that of its subconsultants or anyone for whom the Engineer is legally
liable except to the extent same are caused by the negligence or misconduct of the County.
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Neither the County nor the Engineer shall be obligated to indemnify the other parry in any
manner whatsoever for the other parry's own negligence or for the negligence of others.
Section 11 -Waiver:
The payment of any sums by the County under this Agreement or the failure of the
County to require compliance by the Engineer with any of the provisions of this Agreement or
the waiver by the County of any breach of this Agreement shall not constitute a waiver of any
claim for damages by the County for any breach of this Agreement or a waiver of any other
required compliance with this Agreement.
Section 12 -Limitation and Assignment:
The County and Engineer each bind themselves, their successors, assign and legal
representatives to the terms of this Agreement. Neither the County nor Engineer shall assign or
transfer its interest in this Agreement without the written consent of the other.
Section 13 -Governing Law:
This Agreement and the duties, responsibilities, obligations and rights of respective
parties hereunder shall be governed by the laws of the State of North Carolina.
Section 14 -Dispute Resolution:
Any and all suits or actions to enforce, interpret or seek damages with respect to any
provision of, or performance or non-performance of this Agreement shall be brought in the
General Court of Justice of North Carolina sitting in Orange County, North Carolina.
Section 15 -Entire Agreement:
This Agreement together with the attachments and Addendum represents the entire and
integrated agreement between the County and Engineer, and supersedes all prior negotiations,
representations or agreements written or oral. Modifications may be evidenced by a facsimile
signature.
Section 16 - Severability:
If any provisions of this Agreement are held as a matter of law to be unenforceable, the
remainder of this Agreement shall be valid and binding upon the parties.
Section 17 -Ownership of Work Product:
All documents prepared or furnished by Engineer are instruments of service, and Engineer
retains an ownership and property interest (including the copyright and the right of reuse) in such
documents, whether or not the Task is completed. Owner shall have a limited license to use the
documents on the Task, extensions of the Task, and for related uses of the Owner, subject to
receipt by Engineer of full payment for all services relating to preparation of the documents and
subject to the following limitations:
a) Owner acknowledges that such documents are not intended or represented to be
suitable for use on the Task unless completed by Engineer, or for use or reuse by Owner or others
on extensions of the project, on any other project, or for any other use or purpose, without written
verification or adaptation by Engineer;
b) any such use or reuse, or any modification of the documents, without written
verification, completion, or adaptation by Engineer, as appropriate for the specific purpose
intended, will be at Owner's sole risk and without liability or legal exposure to Engineer or to its
officers, directors, members, partners, agents, employees, and consultants;
c) Owner shall indemnify and hold harmless Engineer and its officers, directors,
members, partners, agents, employees, and consultants from all claims, damages, losses, and
expenses, including attorneys' fees, arising out of or resulting from any use, reuse, or modification
of the documents without written verification, completion, or adaptation by Engineer, only to the
maximum extent permitted by applicable law. No section of the Agreement is intended to create a
waiver of Owner's rights or privileges as a sovereign entity.
Section 18 -Full Force and Effect:
The Parties confirm the Agreement as amended by this Addendum and acknowledge and
agree that, except as amended by this Addendum, the Agreement is binding and is and remains in
full force and effect.
Bernadette Pelissier, Chair
ENGINE
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Signa e
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Printed ame and Title
3. ISaker, Clerk to the Board
County Board of Commissioners
WITNESS:
Signature
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Printed Name and Title
This instrument has been pre-audited in the manner required by the Local Government Budget
and Fiscal Control Act.
Finance Director
Approved as to technical content.
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IN TESTIMONY WHEREOF, the parties have hereunto set their hands and seals the day and
year first above written.
Vv I
Gayle Wilson, De ent Director
Approv as o and legal sufficiency.
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O e of the County Attorney
STATE OF NORTH CAROLINA
ORANGE COUNTY
i
I, ~ ~ ~~~-~°`-(~ , a Notary Public for said County and State, do hereby
certify that onna S. Baker personally appeared before me this date and acknowledged that she
is the Clerk to the Board of Commissioners of Orange County, and that by authority duly given
and as the act of Orange County, the foregoing instrument was signed in its name by Bernadette
Pelissier, Chair, sealed with its official seal, and attested by herself as its Clerk.
WITNESS my hand and official seal, this the ~ 1 day of =f" ' ~ 011.
T ~ J
Notary Public
My Commission expires: ~ U " ~ 3 ~G ~ '7~"
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'~'`' Draper .~.den.Assaexa~es
Engineering • Satrveving • Environmental Services
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2010 Reimbursable Rate Schedule
Item Billing
8" x 11" Colo r Co ies $0.89 Pa e
8" x 11" Black & White Co ies $0.08/Pa e
Blue rints Cost + 15%
Bond Plot Black & White Cost + 15%
Bond Plot Color Cost + 15%
Vellum Plot Cost + 15%
M lar Cost + 15%
Miles a 0.58/Mile
Per Diem 50.00/Da
Motel Cost + 15%
Food Cost + 15%
E ui ment In-House Rental Cost
Ex ress Mail & Courier Services Cost + 15%
Pro'ect Su lies Cost + 15%
Sub-Consultants Cost + 15%
In effect through December 31, 201 D
Draper A~.en
Assac~ates
Blacksburg, VA (540) 552-0444
Charlottesville, VA (434) 295-0700
Hampton Roads, VA (757) 599-9800
Richmond, VA (804) 264-2228
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2010 Hourl Bil l. Rate Schedule
Senior Principal $250 Senior Survey Project Manager $135
Principal $175 Senior Technical Survey Project Manager $135
Technical Principal $175 Survey Project Manager $120
Technical Survey Project Manager $120
Senior Program Manager $160 Survey Project Task Manager $105
Senior Technical Program Manager $160 Senior Project Surveyor $105
Program Manager $145 Project Surveyor $gp
Technical Program Manager $145 S.U.E. Project Manager $i00
S.U.E. Technical Project Manager $100
Senior Project Manager $135 S.U.E. Technician $85
Senior Technical Project Manager $135 Senior Survey Technician $75
Project Manager $120 Survey Technician $70
Technical Project Manager $120 Survey Crew Leader $71
Project Task Manager $105 Crew Member $4{
Staff Crew Member $40
Senior Project Engineer $110
Project Engineer $95 Senior Construction Manager $105
Staff Engineer $85 Construction Manager $90
Engineer $75 Field Engineer/Project Representative $65
Laboratory Manager $90
Senior Structural Engineer $140
Structural Engineer $95 GIS Administrator $95
GIS Technician 75
Senior Project Geologist $105
Project Geologist $95 Senior Technician $70
Staff Geologist $85 Project Technician $60
Staff Technician $50
Senior Environmental Scientist $90 Technician $40
Environmental Scientist $75
Staff Environmental Saentist $70 Senior Community Resource Specialist $100
Community Resource Specialist $90
Senior Landscape Architect $105 Community Resource Assistant ~ $60
Landscape Architect $95 Senior Project Administrator $90
Landscape Designer ~ $75 Project Administrator $80
Staff Project Administrator $70
Senior Project Designer $100
Project Designer $95 Senior Administrative Assistant $75.
Administrative Assistant $65
Senior CAD Designer $90 Clerical $55
CAD Designer $gp
In effect through December 31, 2010
Blacksburg 540.552.0444 Charlottesville 434.295.0700 Hampton Roads 757.599.9800 Richmond 804.264.2228