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HomeMy WebLinkAbout2012-401 EDC - NC State University - Regional Office for Business Consulting Services, Counseling $10,000 2 �,O C [Departmental Use Only] TITLE NCSU SBTDC FY 2012 ORANGE COUNTY CONTRACT UNDER$10,000.00 NORTH CAROLINA THIS AGREEMENT, made and entered into this 1st day of July, 2012, ("Effective Date")by and between Orange County.North Carolina,a body politic and corporate organized under the laws of the State of North Carolina, (the "County"). party of the first part; and North Carolina State University for and on behalf of its Small Business and Technology Development Center,5 West Hargett Street,Suite 600.Raleigh, North Carolina 27601-1348. hereinafter referred to as the "SBTDC" (the "Provider"), party of the second part; WITNESSETI-I: For the purpose and subject to the terns 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 terns of this Agreement,time being of the essence: The services and/or materials (hereinafter referred to collectively as "Services") to be furnished under this Agreement are as follows: WHEREAS. the on-going work of the Orange County SBTDC is consistent with the Orange County Economic Development Strategic Plan;and WHEREAS,the work of the Orange County SBTDC,the development of more comprehensive small business information, and a public awareness and educational program on the services available to small business, is an integral part of meeting the objectives specified in the Orange County Economic Development Strategic Plan;and WHEREAS, Orange County Economic Development, hereinafter referred to as OCED,has endorsed the Orange County SBTDC concept,and has encouraged the County's support,financial and otherwise;and WHEREAS,OCED is an agency of the County; and WHEREAS, economic development is an important public purpose which can be aided by contributions of Orange County funds:and WHEREAS,Orange County supports the Economic Development Strategic Plan, and public-private initiatives to implement the Plan. Now, therefore. in consideration of the above and the mutual covenants and considerations hereinafter set forth,the County and the SBTDC agree as follows: First, in consideration of OCEDs on-going support, the SBTDC will maintain a regional office in Orange County. This will consist, at minimum, of the presence of three professional staff members in the County. Second.the SBTDC will make its general business consulting services and more specialized services and counseling in the areas of international trade, technology development, and government procurement (including Pro-Bid) available to small finns and would-be entrepreneurs throughout the County. Where appropriate SBTDC will work with specific clients referred by the OCED. Revised July 2010 1 Third,one or more resources libraries will be maintained in the County and handout materials will be available. The SBTDC also will provide access to specialized software such as ProfitCents, a business benchmarking & financials comparison program, and other business start-up and assistance resources at no charge to the businesses. Fourth, the SBTDC will continue to develop and offer with OCED and other sponsors a variety of training programs both for small business firms and for those who serve small businesses(such as bankers). These will be scheduled as requested/needed throughout the tern of this agreement. An ongoing focus during the term of this contract shall continue to be assistance to female and minority owned businesses. Fifth, the SBTDC will work actively to increase public awareness of and access to its services throughout the County. A visitation effort will be conducted to acquaint Orange County's employers with services that can assist them with expansion. Efforts will be made to filly involve other agencies and resources such as Chambers of Commerce, SCORE,the local community college, Goodwork, Self Help,and local professional and civic groups. Sixth, the SBTDC will provide technical assistance, business plan and loan package preparation assistance to businesses and individuals preparing to apply for financing from the Orange County Small Business Loan Pool. Seventh,the SBTDC will provide OCED with a written annual report. This will detail the program and service activities of the SBTDC in Orange County for the year. The SBTDC also will provide a report of client evaluations of services each year. Eighth,the SBTDC will make its best good faith effort to continue and/or expand the level of service in Orange County proposed under this agreement beyond the terns of this agreement. Ninth,in return for the foregoing,the County will pay the SBTDC$10,000 in one installment(which may be used to pay for supplies, rent, parking, or any other operating expenses necessary to help keep this SBTDC regional center office in Orange County). The County will make efforts for this payment to be trade on or about October 15,2012,or as soon thereafter as possible. Tenth, OCED will actively support and promote the programs and services of the SBTDC within Orange County. Eleventh, the Director of OCED will remain a member of the SBTDC Regional Advisory Board as long as this agreement is in effect. Twelfth,the SBTDC authorizes inspection by the Orange County Finance Director or his designee of so much of the books and records of the SBTDC, which document receipt and expenditure of County funds. The books and records of the SBTDC shall be made available to the County Finance Director or his designee upon reasonable notice. Thirteenth, in the event that the SBTDC ceases to function or ceases to provide the services described herein without a County approved written assignment or release by County of its responsibilities, this agreement will terminate and the SBTDC will return any unexpended and unobligated moneys paid the SBTDC pursuant to this agreement. The tern of this agreement rendered shall be from July 1,2012 to June 30.2013. 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 manner to the satisfaction of the County. Provider shall be responsible for all errors or omissions, in Revised July 2010 2 the performance of the Agreement. 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 L Payment: The County agrees to pay at the rates specified for Services satisfactorily performed in accord with this Agreement. The amount to be paid by the County shall not exceed ten thousand dollars, ($10.000.00). Payment shall be made within thirty (30) days of an invoice properly submitted to County. Should Provider fail to perform its duties under the tenns 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. ?. 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 Provider shall operate as an independent Provider, and the County shall not be responsible for any of the Provider's acts or omissions. The Provider shall not be treated as an employee with respect to the Services performed hereunder for federal or state tax, unemployment or workers' compensation purposes. The Provider understands that neither federal, nor state. 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. Insurance: At its own expense, Provider shall maintain in effect throughout the terms of this contract insurance required by the State of North Carolina. 5. Indemnity: Parties shall be liable for their own acts of negligence and omission. 6. Termination: This agreement may be terminated at any time upon the mutual consent of the parties or upon 90 days advance written notice by either party. 7. 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 between the parties unless and until modified in writing and signed by the parties. Modifications may be evidenced by telefacsimile signature. 8. 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 settle any dispute involving the terns of this Agreement such litigation shall be initiated in the General Court of Justice of North Carolina seated in Wake County.North Carolina. 9. Non Appropriation: Provider acknowledges that County 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. In the event that public funds are unavailable and not appropriated for the performance of County's obligations under this Agreement, then this Agreement shall automatically expire without penalty to County immediately upon written notice to Provider of the unavailability and non-appropriation of public funds. Revised July 2010 3 IN WITNESS WHEREOF,Orange County and the Provider have signed this Agreement,effective as of the day first written above. ORANGE COU TY P OVI By: By: IOUA Co my Ma ger Tit e: tef a D. au 200 S.Camero st. anager Cli t Relations P.O. Box 8181 and Facilitation Hillsborough,NC 27278 NCSU Sponsored Programs This instrument has been proved as to technical content. Steve Brantl y,Departm nt irect r This instrument has been pre-audited in t manner required by the Local Government Budget and Fiscal Control Act. Office of the Finance Director This ins pirrient has been approved as to form and legal sufficiency. Office of the C my Attorney Revised July 2010 4