HomeMy WebLinkAbout2011-281 Co. Mgr. - Michael R. Ferrel for legal services g1
[Department Use Only]
Title OCWHi
FY 2011-2012
ORANGE COUNTY
PROFESSIONAL SERVICES AGREEMENT UNDER $10,000
NORTH +CAROLIN.A
THIS. AGREEMENT made and entered into effective August 22, 2011,
("Effective Date") by Arid between Orange County. North C-arolina, a
body politic and corporate. organized under the laws of the State of
North Carolina, (the"County"), and Michael Ferrell, (the'Provider");
W ITNESS'ETH:
For the purpose and subject to the terms and conditions
hereinafter set forth, the County hereby contracts for the services.
of the Provider, and` the Provider agrees to provide the following
services to the County in accordance with the terms of this Agreement,
time -being of the essence:
The services and/or materials (hereinafter referred to collectively as
"Service I to be furnished under this Agreement are as follows: Providing
legal services to the County in -two cases between Orange County and the
Town of Hillsborough -urrently on'appeal before the North Carolina Court of
Appeals specs idAIv COAT! 375 and COAl11=386. The legal services
provided and to be provided include a review of all applicable records
filings arid' materials and an appearance before the North Carolina
Court of'Appeals for oral argument.
The term of this agreement shall be from the effective date above
through the conclusion.of oral arguments in COA11-375 and COA11-386 before
the North Carolina Court of Appeals.
Provider represents. and agrees that Provider is .qualified to
perform and fully capable of .performing ;and providing the services
required or necessary under this Agreement in a fully competent,
professional and timely mariner to the satisfaction of the County.
Provider shall be responsible for all errors or omissions, in the
performance of the Agreement. Provider shall correct any and all
errors, omissions,'.discrepancies, ambiguities, mistakes or conflicts at no
additional cost to the County. Provider agrees that Provider shall not sub-
contract any of the services to be provided in this Agreement, nor shall
Provider assign any right or responsibility granted or required by this
Agreement, without the prior written approval of the County.
SPECIFIC TERMS
1. Paymenv The County, agrees to pay at the rates specified for
SeMcess'satisfactorily performed in accord with this Agreement.
The amount to be paid ¢y the County shall not exceed seven
thousand five hundred dollars ($7,500). Payment shall he made
Within,,thirty (30)-.days of an invoice properly submitted to County, Should
Provider fail to perform its duties under the terms of this Agreement,
County•may, without-fault or-penalty, withhold any payment associated
with the work to be performed until such time as said work is
completed.
a. In the event there is no oral argument before the North
Carolina Court of Appeals Provider shall invoice the
County fort three thousand seven hundred fifty dollars
($5,750): This shall be the maximum amount payable in
this circumstance, and shall be earned immediately as of
the effective date of this Agreement.
2. Non-waiver: Failure by County at any time to require the
performance by Provider of any of the provisions hereof shall in no way
waive or affect the County's right hereunder to enforce the same, nor
shall any waiver by the. County of any breach be held to be a
waiver of any succeeding breach or a waiver of this Non-Waiver
Clause.
3. Independent Contractor: The` Provides shall operate as an
independent;contractor, and the County shall not be responsible for any
Of the Provider's acts or omissions. The Provider shall not be treated
as an empioyee 'with respect to the Services performed
hereunder for federal, or .state tax, unemployment or workers'
compensation purposes. The Provider understands that neither
federal tax, nor state tax, nor payroll tax of any kind shall be
withheld or.paid by the County on behalf of the Provider or the employees
of the Provider.
4. Termination: This Agreement may be terminated at any
time by mutual written agreement of the parties or by the County
upon written notice to the Provider.
5. Entire Agreement: The parties have read this Agreement and
agree to be bound by all of its terms, and further .agree that it
constitutes the complete and exclusive statement of the Agreement
i
between the parties unless and until modified in writing and signed by
the parties. This Agreement and any modifications may he evidenced
by facsimile and/or electronic signature.
6. Governing Law: Both parties agree that this Agreement shall be
governed by the laws. of the State of North Carolina. Should either
party initiate litigation to seille any dispute involving the terms of
this Agreement such >litigation shall 'he initiated in the General °
Court of Justice of !North Carolina seated in Orange County. North
CaroMa:
IN MTNESS 1/1/HEREOF, Orange County and the Provider have
signed this Agreement effective as of the day first written above.
[SIGNATURE PAGE TO FOLLOW]
ORANGE COUNTY PROVIDER`.
B By: /v( f �'
y-
•Frank . Clj n, Jr. Michael Ferrell
County Ma ger 1757 Brooks-Avenue
200 S. Ca eron St. Raleigh, NC 27607
Post Office Box 8181
Hillsborough; NC 27278
This z;has been approved as to technical content.
JohAlRobefts, Department Director
This instrument has'been pre-audited in the manner required by the Local
Government Budget and Fiscal Control Act.
Clarence.G. Grier, Financial Services Director
7Me approved as to form and legal sufficiency.
An tte M' St ff Attorney