HomeMy WebLinkAboutAgenda - 08-21-2012 - 5m 001
ORANGE COUNTY
BOARD OF COMMISSIONERS
ACTION AGENDA ITEM ABSTRACT
Meeting Date: August 21, 2012
Action Agenda
Item No. 5-m
SUBJECT: Bid Award: Walnut Grove Church Road Solid Waste Convenience Center
DEPARTMENT: Solid Waste Management, PUBLIC HEARING: (Y/N) No
Financial Services, Asset
Management Services
ATTACHMENT(S): INFORMATION CONTACT:
1) Certified Bid Tabulation-General Gayle Wilson, (919) 245-2652
Construction David Cannell, (919) 245-2651
2) Bid Tabulation-Compaction Michael Talbert, (919) 245-2153
Equipment Jeff Thompson, (919) 245-2658
3) General Construction Agreement
PURPOSE: To consider:
• Awarding the general construction bid and approve a construction agreement to W.L.
Bishop Construction of Hillsborough, NC in the amount of $877,092 for the construction
of the Walnut Grove Church Road Solid Waste Convenience Center;
• Awarding the compaction equipment bid and approve a purchase agreement with Baker
Waste of Asheville, NC in the amount of$160,367;
• Authorizing the Chair to sign the general construction agreement on behalf of the Board
of County Commissioners, subject to final review by the County Attorney; and
• Authorizing the Manager to execute individual change orders within the limit of his
authority ($250,000) up to the extent of the project budget.
BACKGROUND: The BOCC approved proceeding with the modernization of the Walnut Grove
Solid Waste Convenience Center as part of the Fiscal Year 2011/12 budget process. The
center is the first in a series of convenience centers to be built to serve the County after the
scheduled 2013 closing of the Orange County landfill.
After several conceptual plan reviews and public presentations, the BOCC approved the plan for
the center in December, 2011 and authorized the Manager to proceed with final design and
bidding of the project.
Staff planned to bid the general construction of the project separately from the compactor and
refuse container equipment component of the project.
002
General Construction Project Component:
The project's engineering consultant, HDR Engineering, Inc., worked with staff to complete
construction documents through the spring of 2012. The construction component of the project
was bid in April, 2012. On June 5, 2012, the bids were rejected by the BOCC due to the
withdrawal of bids from the first and second low bidder. The BOCC authorized staff to rebid the
project and to present the recommended award to the BOCC after the summer break.
On June 24, 2012 Orange County advertised Bid Number 387-284 for the general construction
component of the project. A pre-bid conference for the bid was held on July 2, 2012 with
County staff and the designer. Seven contractors attended the meeting. Sealed bids were
received by Orange County on July 26, 2012 with seven (7) companies submitting bids for the
project. Attachment 1 is the certified bid tabulation of the results.
After a period of review of the bid documents by the County's engineering consultant, W.L.
Bishop Construction of Hillsborough, NC was determined to be the lowest responsive,
responsible bidder for the construction project.
Equipment Component of Project:
On July 13, 2012 Orange County advertised Bid Number 285 for the stationary compactors and
40 cubic yard octagon compaction containers for the project. Sealed bids were received by
Orange County on July 26, 2012 with seven (7) companies submitting bids for the project.
Attachment 2 is the bid tabulation of the results. After thorough staff review, Baker Waste of
Valdese, NC was determined to be the lowest responsive, responsible bidder for the equipment
for the project.
Temporary Services During Construction/Public Communication:
When construction begins at the Walnut Grove Church Road convenience center site, current
operations at the site will be modified. At that time the collection of household garbage and the
disposal of used motor oil and filters, antifreeze, and batteries will become the only operation
that will occur at this site for the duration of the construction project. These activities will take
place on the leased portion of the property only. The leased site is too small to provide for
continuing all current activities.
For recycling purposes, a 24-hour temporary recycling drop-off center will be located at Cedar
Grove Park, 5800 Highway 86 North, Hillsborough, four (4) miles north of the Convenience
Center. This site will only accept mixed paper, magazines and newspaper, plastic bottles, jugs,
glass bottles and jars, aluminum and steel cans in single stream roll-off containers and
corrugated cardboard in dumpster containers. All other materials and services currently
handled at the site will need to be delivered to another convenience center site or held until the
Walnut Grove Church Road construction is complete and the center is open for use. The 24-
hour recycling drop-off site at Hampton Pointe, behind Home Depot in Hillsborough, will also be
available for traditional recycling.
003
Upon award of the construction contract by the BOCC, the Solid Waste Management
Department will begin a broad-based advertising campaign to notify the residents in the vicinity
of Walnut Grove Church Road as well as site users and the general public through the following:
• Letter to all property owners within 2,500 feet of the Center
• Palm cards to be distributed to visitors to the Walnut Grove Center by site attendants (or
recycling assistants on weekends) that provides necessary information to site users
• Installation of a banner at Walnut Grove Church Road Center announcing the
construction and temporary recycling site
• Newspaper Articles/Press Release
• Cedar Grove Park banner announcing the temporary recycling center
• Walnut Grove Church Road Center Grand Opening Event
The following timeline represents the delivery of the project:
TASK PROPOSED END BY
BEGINNING DATE
DATE
BOCC Action: Walnut Grove Bid Award 8/21/12 8/21/12
Solid Waste Convenience Center Construction 9/4/12 1/7/12
Solid Waste Convenience Equipment Installation 1/7/13 2/25/13
Facility Opening 3/31/13 3/31/13
FINANCIAL IMPACT: Financing proceeds were received in FY2011-12 in the amount of
$1,250,000 for the construction improvements and are budgeted in the Solid Waste Enterprise
Fund.
RECOMMENDATION(S): The Manager recommends that the Board:
1.) Award the general construction bid and approve a construction agreement to W.L.
Bishop Construction of Hillsborough, NC in the amount of $877,092 for the construction
of the Walnut Grove Church Road Solid Waste Convenience Center;
2.) Award the compaction equipment bid and approve a purchase agreement with Baker
Waste of Asheville, NC in the amount of $160,367 for the compactor equipment for the
Walnut Grove Church Road Solid Waste Convenience Center;
3.) Authorize the Chair to sign the general construction agreement on behalf of the Board of
County Commissioners, subject to final review by the County Attorney; and
4.) Authorize the Manager to execute individual change orders within the limit of the
Manager's authority ($250,000) up to the extent of the project budget.
004
ATTACHMENT 1
August 6,2012
Mr.Gayle Wilson
Orange County Solid Waste Director
1207 Eubanks Road
PO Box 7177
Chapel Hill,NC 27516-2113
Re; Orange County Convenience Center
Walnut Grove Church Road Convenience Center Expansion
HDR Project No.350207-142839-018
Dear Mr. Wilson:
HDR Engineering, Inc. of the Carolinas(HDR)has reviewed the bids for the Walnut Grove Church
Road Convenience Center Expansion Construction project. The project consists of an expansion to
the existing convenience center. Construction activities include exca.vation/structural fill of soil,
retaining walls & other structural components, paving& gravel access roads, erosion and sediment
control measures,etc.
The following information is provided rogarding our evaluation of bids received.
Background
Seven bids were received by 4:00 p.m. on July 26, 2012. Bids were received from the following
contractors and are listed in ascending order of the total lump sum bid price for the Walnut Grove
Church Road Convenience Center Expansion:
1. W.L. Bishop Construction Company
2. Bar Construction Company,Inc.
3. SEPI Engineering&Construction,Inc.
4. DeVere Construction Company,Inc.
5. Triangle Grading&Paving Z.
6. Mackem Construction,LLC
7. Environmantal Specialties International,Inc.
Tabulallon
The above-referenced bids were examined for accuracy and compliance with the bid requirements.
A certified tabulation is enclosed and includes all numerical information provided with the bid.
Irregularities have been noted on the tabulation.
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Cherlotte.NC 2A202-5001 www.hdrine.c�n
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Mr.Gayle Wilson
Required Conlractor Qual�allons
Attached is a copy of the financial and legal documents provided by W.L. Bishop Construction
Company for review by the Orange County.
Recommendallons
Based on HDR's initial review of supporting documentation from W.L. Bishop Construction
Company and reference calls made by HDR to W.L. Bishop Construction Company references,
HDR finds that W.L. Bishop Construction Company meets all required qualifications. Pendin� a
satisfactory review of the information by Orange County, HDR recommends that the contract be
awarded to W.L. Bishop Construction Company in the Lump Sum Bid amount of$887,092 (eight
hundred eighty-seven thousand,ninety-two dollars).
HDR appreciates the opportunity to provide continued service to Orange County. Please feel free to
contact me at(919)785-1118 should you have questions regarding this information.
Respectfully submitted,
HDR Engineering Inc.of the Carolinas
�
'�
' Thomas M.Y�wa�5����� �PE
Project Engineer
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Enclosures: Bid Tabulation Summary
W.L.Bishop Construction Company Qualifications
cc: David Cannell,Orange County
Jeff Thompson,Orange County
Ed Shui�ler,PE,HDR w/o enclosures
Jce Readling, PE,VP,HDR,w/o enclosures
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006
L*ti� Bid Tabulation Sheet Summary
aaaaaae�. Walnut drove Convenience Center Expansion
we.a,.ma• Bids Rec"July 26,2012 at 4:00 pm
CONTRACTOR:W.L.M*"ConNruceon Company Br CaldaWcUw Campaly,Inc. 8E%"satrap tC*ndmdW,Inc.DA%AAs Com1mdan Corl Inc Tdtrgh ON04a PavmO Z. Maakaln CanwDuctIon,LLC Enhomrmnld Spacl.aNe
ADDRESS:2211 Loch Dr 611-A6MuctrlMAromm 1025Wade Avenue 103D Mara DMa PO Bmr 1205 kbMWend,ha '
Nlrab"*NC 27278 Greensboro,NC 27406 Raldph,NC 2786 AOM M149M Canbmo NC 27510
Fill (919)42&6828
FAX'
LICENBa II:NC-64471 7973 64643 48997 17456 66601 52637
I YPIF
STATUS.
EXP1f1AT10N,
CLASSIFICATION.
le madcenvana -corn
Rem Ecaneted Sun Trial Cod Lamp Sum Total Coat Lump Sum Total Cod Lump Sum Total Cost Lump Sum Total Cod Lump Sum TOW Cast Lung Sum Total Out
No. Desaym Wes unit
Total Lump Sum Bid Pril for Contract ; 867 092.E ; 1,025,700.00 ; 1,086,500.00 ; 1,109,500.00 ; •1,126,905.91 ; 1,173,353.30 ; 1,494,095.00
Unit Coats
Provided as the following unit mots ae a mum oWithim ring the Unit Cast Total Cost Unit Cod Total Cat Unit Cut 70181 Cat Unit Cod TOtal Coal Unit Cost Total Cal Unit Coat Total Cod Unh Coat Total Cat
value of Work added to or deleted 8om the Comment
1 Excenillon CY $ 4,00 $ S 8.00 11 - 3 420 E S 4.00 $ S 4.50 $ - E 475 E S Moo E
2 Undercut and Igor ll Unsuitable CY $ 17.00 S 5 25.00 S $ 2680 E S x.00 S S 17.00 $ $ 2800 $ $ 12.60 $
Solle
3 SDUchand Full CY $ 9.00 $ S 25.00 S - S 1460 It - E 19.00 $ - It 19.00 E E Wit It $ $,Do $
4 Aaphelt Paving SY E 33.00 $ $ 36.00 i $ 2263 $ - S 18.75 $ $ 19.00 $ $ 2882 $ $ 40,00 $
5 Aggregate Dace Course SY $ 14.00 E $ ieCo $ $ Boo S - $ 1110 $ $ 8.80 $ S 1078 $ - $ 34.00 It
6 Sending AC $ 31KW $ E 3AD0.00 S - $ 3ODD 00 $ - $ ZOOM $ - S 2,500.00 $ - S 1,650.00 $ S 3.000.00 E
7 Conan CY $ 348.00 $ $ 450.00 $ - S 111 So It - It 281.00 S S 800.00 $ - S 450.00 E $ 800.00 $
8 0rourldwater Collection LF $ 13.00 E - g 19.00 i - $ 788 S - S 18.00 E - $ 17.30 ; S 11.50 It S 18.50 $
Trenches
9 Rods Reruaval CY $ 55.00 $ $ 75.00 - S 7876 $ - S 200A0 S $ 55.00 $ S 41.50 E S 250A0 $
10 Install Oalrer Su Iiod Treas EA 177.00 E 250.00 1700D 250.00 150.00 $_ _ 30.E
Aa Addenda Admoviledged yes a _s
lnepu4d0as Isar.hlphhg5lod seas on lOrml Nghaphte nantwr wan aiMcah m reed weepil 8 notes wave made on the NIph�Na1 member was deal ro mad
e bid form. unitwd admdule on Deal form.
CERTIFICATION:This is oadfied to Do an accurate tebulallon of bide reoelved for the projeoL NC ErilIneaing Board No F0116
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ATTACHMENT 2
BID TABULATION
BID #285
BID FOR: STATIONARY COMPACTORS AND 40 CU BID AWARDED TO:
YD OCTAGON COMPACTION
CONTAINERS
CLOSING DATE: 7-26-2012 BID PRICE:
CLOSING TIME: 2:00 PM BUDGETED AMOUNT:
Bidder Item#1 - Item#2-Three Item#3- Item#4 - Total all items
Heavy Duty 5 Yard Three Yard Octagon
Cubic Yard Stationary Stationary Compaction
Trash Compactor Recycling Container 40
Compactor (no teeth) Compactor Cu Yd
(qty 1) (qty 2) (w/teeth) (qty 8)
�qtY 2)
Reaction Distributing
Oshawa, Ontario $27,590.00 $37,830.00 $37,830.00 $63,600.00 $166,850.00
CES
Kernersville, NC $47,900.00 $75,260.00 $75,260.00 $87,600.00 $287,240.00
Waste Industries
Raleigh, NC $45,720.00 $36,012.25 $36,602.78 $85,746.30 $204,089.33
Wastequip
Statesville, NC $38,032.00 #29,612.00 $30,002.00 $71,536.00 $169,182.00
THC Enterprises
DBA Mid Atlantic $51,976.20 $44,684.40 $45,474.40 $87,912.00 $230,047.00
Waste
Easton, MD
JV Manufacturing
Springdale,AR $37,204.40 $42,213.60 $42,213.60 No Bid N/A
Baker Waste
Valdese, NC $35,595.00 $31,596.00 $32,096.00 $61,080.00 $160,367.00
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[Departmental Use Onty] '
TITLE Walnut Grove Conv.Ctr
FY FY11-12
NORTH CAROLINA
CONSTRUCTION AGREEMENT UNDER$1,000,000.00
ORANGE COUNTY
THIS CONSTRUCTION AGREEMENT(hereinafter called"Agreement"),made as of the 21st da.y of '
August, 2012, by and between W.L. Bishop Construction, Inc., (hereinafter called the "Contractor'�, and
Orange County,a body politic and a political subdivision of the State of North Carolina,(hereinafter called the
"Owne�"). .
WITNESSETH: '
That the Contractor and the Owner,for the consideration herein named,agree as follows: � ,
�
�
1. CONTRACT DOCUMENTS;PRIORITY
The Contract Documents consist of this Agreement, the Request for Proposals, Proposal,
Construction Drawings and Written Specifications. The Contract Documents form the Contract and are fully
incorporated herein. In the event of any inconsistency between or among the Contract Documents the ,
Contract Documents shall be interpreted in the following order of priority: ,
a. This Agreement. ',
;
b. Designer Approved Bulletins andlor Field Orders. '
c. Request for Proposals and addenda thereto.
d. Proposal.
2. SCOPE OF WORK
The Contractor shall furnish and deliver all of the materials,and perform all of the work required by '
this Agreement within the time period stipulated in a written Notice-to-Proceed to be executed by the '
Contractor and Owner and in accordance with the following enumerated documents, which are made a part
hereof as if fully contained.herein:
a. Construction Drawings prepared by HDR Engineering Inc. of the Carolinas, Inc. (Sheet sets
GO1-3;C00-18; SO1-4;POl-2;E01-6;related addendum 1,2 and 3 dated June2012)
b. Written specifications prepared by the project engineer.
c. W.L. Bishop Construction,Inc. proposal dated July 26, 2012 which fully describes the work
to be performed,such work(hereinafter called the"Work").
d. Related documents listed under Section 1 above. �
3. TERM AND SCHEDULING
a. The Contractor agrees to commence work pursuant to the written Notice-to Proceed.
Revised November 2011
009 �
b. The Contractor agrees to complete substantially all Work included by January 4,2013, or 120
calendar days from the time of written Notice to Proceed.
c. Time is of the essence with respect to all dates specified in the Contract Documents as
Completion Dates. .
d. The Corrtractor shall perform the Work in the time,manner and form required by the Contract
Documents and as stipulated in a written Notice-to-Proceed to be executed by the Contractor
and Owner.
e. It is expressly understood that the Owner will employ other contractors to perform work as a �
part of the Project whose work will be performed simultaneously and sequentially with the �
performance of the Work by the Contractor. It shall be necessary for the Contractor to I
coordinate its activities with such other contractors,particularly with respect to access to work
areas,storage of materiats and other common facilities. �
f. Should the Owner determine that the Contractor is behind schedule Owner may require, at no �
additional cost to the Qwner, the Contractor to expedite and-accelerate its efforts, including
providing additional resources and working overtime, as necessary, to perform the Work in
accordance with the approved project schedule. � ;
4. STANDARD OF CARE '
a. The Contractor shall exercise reasonable care and diligence in performing the Work in !
accordance with the highest generally accepted standards of this type of Contractor practice
throughout the United Sta.tes and in accordance with applicable federal, state and local laws
and regulations applicable to the perforn�ar►ce of these services. Contra.ctor is solely
responsible for the pmfessional quality, accuracy and timely completion and/or submission of
all work. i
b. The Contractor shall not Ioad or pbrmit any part of the Work to be loaded with a weigt�t that
will endanger its safety,intended performance or configuration.
c. Contractor shall be responsibie for all errors or omissions, in the performance of the
Agreement. Contractor shall correct any and all errors, omissions, discrepancies,ambiguiries,
mistakes or conflicts at no additiona.l cost to the Owner.
d. Conlxactor is an independent contractor of Owner. Any and atl employees of the Contractor
engaged by the Contractor in the performance of any work or services required of the
Contractor under this Agreement, sha11 be considered employees or agents of the Contractor
� only and not of the Owner, and any and all claims that may or might arise under any workers
compensation or other law or contract on behalf of said employees while so engaged shall be
the sole obligation and responsibility of the Contractor.
e. Contractor agrees that Contractor, its employees,agents and its subcontractors, if any,shall be �
required to comply with all federal, state and local antidiscrimination laws, regulations and 'i.
policies that relate to the performance of Contractor's services under this Agreement.
f. If activities related to the performance of this Agreement require specific licenses, �
certifications, or related credentials Contractor represents that it and/or its employees, agents !
and subcontractors engaged in such activities possess such licenses, certifications, or .
Revised November 2011
� 010
,
credentials and that such licenses certifications, or credentials are current, a.ctive, and not in a
state of suspension or revocation.
5. PAYMENT&TA,XES
a. The Owner hereby agrees to pay to the Contractor for the faithful performance of this
Agreement, and the Contractor hereby agrees to perform all of the Work for a sum not-to-
exceed Eight Hundred Eighty Seven Thousand Ninety Two Dollars Dollars ($887,092.00).
Not later than the fifth (Sth) day of each calendar month the Contractor shall submit to the
Owner's Representative, generally the architect if an architect is retained on the Work, a
Request for Payment for work done during the previous calendar month. �
i. The Rec{uest for Payment shall be in form of a standardized invoice or AIA Document '
G702-703 appropriately addressed to Owner's Representative at PO Box 8181,
Hillsborough NC 27278 and shall show substantially the value of work done during
the previous calendar month.
ii. The amount due for payment shall be ninety-five percent (95%) of the value of work
completed since the last Request for Payment and t1�is amount shatl be paid by the
Owner on or before the last business day of the month. Owner shall retain five percent
(S%). .
1. Upon Owner's Representative's certification that ninety percent (90%) of the
Work has been satisfactorily completed reta.inage may be discontinued. �
Retainage may be discontinued, at Owner's Discretion, so long as work
continues to be completed satisfactorily and on schedule.
iii. Final payment shall not be due to the Contractor until thirty(30)days after one hundred ;
percent (100%) of the Work, including punch list work, has been satisfactorily
completed and an appropriate affida.vit as required in Section 7(c) below has been
received by Owner.
b. Should Owner reasonably determine that Contractor has failed to perform the Work related to
a Request for Payment, Owner, at its discretion may provide the Contra.ctor ten (10) days-to
cure the breach. Owner may withhold the accompanying payment without penalty until such
time as Contractor cures the breach.
i. Should Contractor or its representatives fail to cure the breach within ten (10)days, or
fail to reasonably agree to such modified schedule, Owner may immediately terminate
this Agreement in writing, without penalty or incurring further obligation to
Contractor.
ii. T'his section shall not be interpreted to limit the definition of breach to the failure to
perform the Work related to a Request for Payment.
c. The Contractor has included in the Contract Price and shall pay all taxes assessed by any
authority on the Work or the labor and materials used therein. It shall be the Contractoc's �
responsibility to furnish the Owner documentary evidence showing the materials used and
sales and use tax paid by the Contractor and each of its subcontractors.
6. INSURANCE AND BONDS
a. Minimum requirements — The Contractor shall obtain, at its sole expense, all insucance
required under this Agreement and the Contractor shall not commence work until such '
insurance is in force nor shall the Contractor allow any Subcontractor to commence work on its
subcontract until a11 insurance required to be procured by Subcontractors hereunder has been
so obta.ined by or for the Subcontractor and evidence thereof submitted to Owner. Ap required .
insurance shall be procured from insurance companies (icensed to do business in North
Carolina with a Best's Insurance Guide Rating of A- or better. Coverage for the following
Revised November 2011 '
� 011
I '
types of insurance shall be maintained continuously during the life of the Project until Einal
Completion of the Work. Coverages shall be maintained continuously during the life of the ; '
Project until Final Completion of the Work for the following types of insurance in the amounts �
listed: �
i. Worker's Compensation Insurance vvith limits for Coverage A Statutory - State of '
North Cazolina and Ccaverage B Employers Liability $500,000 each accident and
policy limit and disease each employee.
ii. Comprehensive General Liability and Property Darnage Insurance ($500,000 Each ` '
Occurrence;$1,000,000 Aggregate).
iii. Contractual Liability(Bodily Injury and Property Damage $500,000 Ea.ch Occurrence; �
Property Damage$1,000,000 Aggregate). '
iv. Personal Injury,with Employment Excbsion deleted($1,U00,000 Aggregate).
v. Comprehensive Automobile Liability Insurar►ce (Bodily Injury $100,000 Each
Person/Each Accident, $300,000 Each Occurrence; Property Damage $100,000 Each
Occurrence).
�
b. Additional Insured — The Owner shall be named as additional insured on all forms of '
insurance except Worker's Compensation. Each certificate of insurance and policy required ; '
hereunder, except the worker's compensation policy, shall bear the pmvision that "The policy '
cannot be canceled or reduced in amount and that covera.ge cannot be eliminated in iess than
thirty (30) days after mailing written notice to tt►e Owner of such alteration, cancellation, or �
elimination,the written notice to be sent by Certified Mail." �
c. Performance Bonds—Contractor shall furnish bonds covering the faithful performance of the
Contract and payment of all obligations arising under any of the Contract Documents or related '
in any way to the Work. Contractor shall immediately furnish a copy of such bonds to any
requesting person who appears to be a potential beneficiary of bonds covering payment '
obligations arising under any of the Contract Documents. This subsection 6(c)applies only to
Contracts of fifty thousand dollars ($50,000.00) or more where the total cost for the project is '
three hundred thousand doliars($300,000.00)or more. ',
7. INDEMNITY
a. The Contractor shall indemnify and hold harmless to the extent permitted by law the Owner
and its agents and employees from and against any and all claims, damages, losses and '
expenses, including attorney's fees, arising out of or resulting from the performance or
nonperformance of the Work, provided that any such claim, damages, loss or expense (A) is '
attributable to bodily injury, sickness, disease or death or injury to,or destruction of,property, '
including the loss of use resulting therefrom; and (B) is caused in whole or in part by any
breach of any provision of the Agreement or by any negligent or wrongful act or omission of '
the Contractor, any Subcontractor, or supplier of the Contractor, anyone directly or indirectly '
employed by any of them or anyone for whose acts any of them may be liable. The
indemnification obligation under this paragraph shall not be limited in any way by any '
limitation of the amount or type of damages, compensation or benefits payable by or for the '
Contractor or any subcontractor under workers' compensation acts, disability benefits acts or • '
other employee benefit acts. I
Revised November 2011 .
- 012
,
b. The Contractor shall indemnify and hold harmless Owner from any lien of whatever type
through the purchase of appropriate bonds and insurance as designated in Section 6 above. In
the event any such lien is filed against Owner's property Contractor shall,through such bonds
and insurance or at Contractors expense,defend Owner against all such claims of lien.
c. Upon completion of the Work the Contractor shall execute an affidavit stating there are no
unpaid debts for any work that has tieen done or materials that have been furnished to the
Project prior to and as of the date of substantial completion and further stating that Contractor !
shall indemnify,save and protect Owner and Owner's lender,if any,harmless from and against
any�and all claims, liabilities, losses,damages,causes of action,and expenses(inciuding court '
costs and reasonable attorney's fe�s related thereto) arising out of, in connection with, or
resulting from any such debts and liens. Such indemnification shall be in a form and substance
acceptable to Owner. ;
d. By executing this Agreement Contractor agrees to abide by and be bound by the
indemnification provisions herein and of Section 7(c)specifically.
8. DISPUTE RESOLUTION AND GOVERNING LAW
a. Owner and Contractor agree that should a dispute arise as to the terms of the Contract
Documents the arcfiitect shall serve as the initial decision-maker, unless there is no architect
retrained on the project related to the Work. Owner and Contractor further agree as follows: ;
i. If there is no architect retained for the Work, Owner and Contractor agree,prior to the
initiation of any civil litigation,to submit to mediation by agreeing on an individual to ;
serve as mediator to mediate the dispute. .
. ii. Should the Owner and Contractor fail to mutually agree on an individual to serve as �
mediator Owner may select a mediator to mediate the dispute. �
iii. Any mediator selected under this section shall be an attorney licensed to practice law in
the State of North Carolina and shall be generally recognized as having experience in
mediating construction disputes.
iv. Owner and Contractor agree to equally share in the cost of a mediator selected under
this section. . :
� b. The laws of thc State of North Carolina shall apply to the interpretation and enforcement of
this Agreement. Any and all suits or actions to enforce, interpret or seek damages with respect �
to any provision of, or the performance or nonperformance of, this Agreement or the Contract
shall be brought in the General Court of Justice of North Carolina sitting in Orange County, .
North Carolina and it is agreed by the parties that no other court shall have jurisdiction or
. venue with respect to such suits or actions.
c. Notice of any claim by Owner or Conixactor must be initiated by written notice to the other
Party within thirty (30) days of the occurrence of the event giving rise to the claim or within �
thirty(30)days of the discovery of the event or condition giving rise to the claim,whichever is
later.
i. Should any claim be made, regardless of whether such claim is made by Owner or •
Contractor, Contractor shall continue to faithfully and diligently perform the Work in :
such a manner as to meet a11 scheduled timelines. Any failure to faithfully and
diligently perform the Work may be deemed,by the Owner,a breach of the Contract.
ii. If a claim is made such claim shall be made to the initial decision maker,if applicable,
who may request more supporting data., rejeet the claim in whole or in part, approve
the claim in whole or in part or advise the parties the claim is unable to be resolved.
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iii. If a claim is made by the Owner the Owner may, but is not obligated to, notify the
surety.
9. NON APPROPRIATION
� a. Contractor acknowledges that Owner is a governmental entity, and the validity of this
Agreement is based upon the availability of public funding under the authority of its statutory
mandate.
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b. ln the event that public funds are unavailable and not appropriated for the performance of
Owner's obligations under this Agreement, then this Agreement shall automatically expire
without penalty to Owner immediatel u on written notice to
Y P Contractor of the unavailabili �
tY
and non-appropriation of public funds. It is expressly agreed that Owner shall not activate this �
non-appropriation provision for its convenience or to circumvent the requirements of this
Agreement,but only as an emergency fiscal measure during a substantial fiscal crisis. ;
c. In the event of a change in the Owner's statutory authority, mandate andlor mandated
functions, by state and/or federal legislative or regulatory action, whieh adversely affects
Owner's authority to continue its obligations under this Agreement,then this Agreement shall
automatically terminate without penalty to Owner upon written notice to Contractor of such '
limitation or change in Owner's legal suthority. ''
10. NOTICES . '
Any notice required by this Agreement shall be in writing and delivered by certified or registered mail,
retum receipt cequested to the following: .
Owner: Contractor: '
Orange County W.L.Bishop Construction Company,Inc. � '
Attn: Jeff Thompson 2211 Leah Drive '
P.O.Box 8181 Hillsborough,NC 27278 ' '
Hillsborough,NC 27278
11. MISCELLANEOUS
a. Duties and Obligations imposed by the Contract Documents shall be in addition to any Duties
and Obligations imposed by state,federal or local law,rules,regulations and ordinances.
b. No act or failure to act by the Owner or Contractor shall constitute a waiver of any right or
duty granted them under the Contract Documents,nor shall any act or failure to act constitute
any approval except as specifically agreed in writing.
c. The Work shall be tested and inspected as reyuired by the Contract DocumeMs and as required
by law. Unless prohibited by law the costs of all such tests and inspections related to state and
federal cfldes such as ADA, Administrative, Electrical, Plumbing, Mechanical and Building
Codes shall be borne by the Contra.ctor. The costs for material and structural testing shall be
conducted by an independent third party at the expense of the Owner. Delays related to any of
the aforementioned tests and inspections shall not be grounds for delaying the completion of
the work. If any such tests and inspections revea(deficiencies in the Work such that the Work
does not comply with terms or requirements of the Contract Documents and/or the
requirements of any code or law the Contractor is solely responsible for the cost of bringing
such deficiencies into compliance with the terms of the Contract Documents and/or any code
or law.
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d. Should the Architect, if an architect is retained for the project involving the Work, or Owner ; '
reject any portion of the.Work for failing to comply with the Contract Documents Contractor �
shall immediaxely, at Contractor's expense, correct the Work. Any such rejection may be '
made before or after substantial completion. If applicable,any additional expense borne by the
Architect under this section shalI be paid at Contractor's expense.
e. The Conttactor shall nat assi an �
� y portion of this Agreement nor subcontract the Work in its ;
entirety without the prior written conser�t of the Owner.
12. CONSEQUENTIAL AND LIQUIDATED DAMAGES ',
a. Qwner and Contractor mutually waive any claim against each other for consequential dsmages. '
Consequential Damages include: ,
i. Damages incurred by Owner for loss of use,income,financing,or business. � '
ii. Damages incurred by Contractor for offce expenses, including personnel, toss of I
. financing, profit, income, business, damage to reputation, or any other non-direct '
. damages.
b. Liquidated damages shall be in accord with the Contract Documents. •
13. TERNIINATION OR SUSPENSION
a. The Owner may, without cause, order the Conhactor to terminate, suspend, delay or interrupt
the Work in whole or in part for such period of time as the Owner may determine. In the event �
of termination by the Owner under this Agreement,the Contractor shall be enritled to receive
its reasonable and documented direct costs prior to termination, including the cost of materials .
purchased for the Work which purchases cannot be canceled or which materiat cannot
reasonably be used by the Contractor on other work,and the cost of closing down the work in a
safe and efficient manner.
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i. If Owner orders a delay, suspension or interruption of the Work, and such order is not
due to or as a result of any fault on the part of the Contractor, the Contractor may
recover a per diem amount at a rate calculated by the Contract Documents. �
ii. If Contractor elects to accept the amount listed in the General Conditions pmvision of
the Construction Documents Contractor waives any right to further claims for payment
of damages sustained as a result of Owner's order to delay, suspend or interrupt the
Work.
b. Contractor may terminate the Contract if,at the Owner's written direction,the Work is stopped ;
for thirty (30) consecutive days through no act or fault of the Contractor, their agents or
employees, or a subcontractor or their agents or employees or any other person.performing
work putsuant to the Contract Documents. Contractor may terminate the Contract if a Court or
other Public authority having jurisdiction enters a lawfiil order that requires all work to be
stopped and such stoppage lasts for thirty(30)consecutive days.
14. ENTIRE AGREEMENT
All of the documents listed,referenced or described in this�4greement, the written Notice-to-Proceed, '
together with Modifications made or issued in accordance herewith are the.Contract Documents,and the work,
labor, materials and completed construction required by the Contract Documents and all parts thereof is the
Work. The Contract Documents constitute the entire agreement between Owner and Contractor. This
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Agreement may be amended only by written instrument signed by both parties. Modifications may be
evidenced by facsimile signatures. If any provision of the Agreement shall be declared invalid or '
unenforceable,the remainder of the Agreement shall continue in full force and effect. '
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and date :
first above written in a number of counterparts, each of which shall, without proof or accounting for other � ',
counterparts,be deemed an original contract. ,
ORANGE COUNTY CONTRACTOR ' I
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Signature �Signature �
t'� ' . �.��
rinted Name and Title '
Attest: '
Donna Baker,Clerk to the Board
This instrument has been approved as to technical content. '
. �tyle Wilson, Departrnent Director ,
This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal
Control Act.
Office of the Finance Director
This instrument has been approved as to legal form and sufficiency.
Office of the County Attorney
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Revised November 2011 j
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